Campine nv

Proxy Solicitation & Information Statement • Apr 21, 2023

Proxy¹ for the ordinary general meeting of shareholders of Wednesday 24 May 2023

Undersigned (Full name of shareholder): ……………………………………………..

Full address of shareholder: ……………………………………………………………………………………………………………………..

……………………………………………………………………………………………………………………..

Holder of ………………………………..dematerialized / nominative (*) shares of the limited liability company "Campine", whose registered office is established at Nijverheidsstraat 2, 2340 Beerse, VAT BE 0403.807.337 RLE Turnhout.

(* delete what is not appropriate)

Appoints as special proxy holder: Ms Karin Leysen/………………………………………………………………………………………………….. (in case you want to appoint another person, delete Karin Leysen and fill in new name)

Hereafter called the "Proxy holder".

To represent him / her at the ordinary general meeting of shareholders which shall be in Hotel Marriott, Korenlei 10, 9000 Gent on Wednesday 24 May 2023, at 11:00 a.m. (CET).

1. Powers of the Proxy Holder

Pursuant to this proxy the Proxy Holder shall have the following powers in the name and for the account of the undersigned:

• To participate in any other meeting with the same agenda in case the first meeting cannot validly deliberate, is postponed or deferred;
• To participate in any deliberation and to vote in respect of the agenda items (as possibly amended during the meeting) and to vote as regards to any proposal, item, or question that may be submitted to the general meeting;
• To sign the attendance lists and minutes and possible annexes thereof and to execute other documents if deemed appropriate or useful;
• Entitled to vote on new items put on the agenda.

2. Agenda

• 1. Reading and discussion about the report of the board of directors, the annual accounts and consolidated annual accounts of the financial year closed on 31 December 2022.
• 1. Reading of and discussion about the auditor's report on the above-mentioned annual accounts.
• 3. Approval of the annual accounts of the financial year closed on 31 December 2022. Resolution proposal: The ordinary general meeting approves the annual accounts of the financial year closed on 31 December 2022.
• 4. Approval of the appropriation of the result of the financial year closed on 31 December 2022. Resolution proposal: The ordinary general meeting decides to appropriate the result of the financial year closed on 31 December 2022 as proposed by the board of directors. The ordinary general meeting decides to distribute a dividend of € 3.750 mio (this means € 2.50 gross per share) against presentation of coupon no 14, with payment date: 9 June 2023 (ex-date: 7 June 2023 and record date: 8 June 2023).

¹ This proxy is not a proxy solicitation and cannot be used for the purposes of article 7:145 of the Company Code.

• 1. Approval of the remuneration policy of the company. Resolution proposal: The ordinary general meeting approves the remuneration policy (including the introduction of the LTI plan) as mentioned in the annual report 2022.
• 1. Approval of the remuneration report of the financial year closed on 31 December 2022. Resolution proposal: The ordinary general meeting approves the remuneration report of the financial year closed on 31 December 2022.
• 1. Discharge to the board members for the financial year closed on 31 December 2022. Resolution proposal: The ordinary general meeting grants discharge to the board members for the execution of their mandate during the financial year closed on 31 December 2022.
• 8. Discharge to the auditor for the financial year closed on 31 December 2022 . Resolution proposal: The ordinary general meeting grants discharge to the auditor for the execution of his mandate during the financial year closed on 31 December 2022.
• 1. Statutory nominations:
• 9a. The mandate of DELOX BV, represented by its permanent representative Mr. Patrick De Groote is expiring. Proposal to renew the mandate of DELOX BV, represented by its permanent representative Mr. Patrick De Groote as board member for a period of 4 years. Resolution proposal: The ordinary general meeting approves the renewal of the mandate of DELOX BV, represented by its permanent representative Mr. Patrick De Groote as board member for a period of 4 years. The mandate ends automatically, unless renewed, after the ordinary general meeting held in 2027. The

directors' remuneration amounts to € 21,000 for 2023. According to the articles of association the amount is automatically increased by € 250 on the first day of each new financial year.

9b. The mandate of ZENDICS BV, represented by its permanent representative Mr. Willem De Vos is expiring. Proposal to renew the mandate of ZENDICS BV, represented by its permanent representative Mr.Willem De Vos as board member for a period of 4 years.

Resolution proposal: The ordinary general meeting approves the renewal of the mandate of ZENDICS BV, represented by its permanent representative Mr. Willem De Vos as board member for a period of 4 years. The mandate ends automatically, unless renewed, after the ordinary general meeting held in 2027. The directors' remuneration amounts to € 21,000 for 2023. According to the articles of association the amount is automatically increased by € 250 on the first day of each new financial year.

9c. The mandate of YASS BV, represented by its permanent representative Mrs. Ann De Schepper is expiring. Proposal to renew the mandate of YASS BV, represented by its permanent representative Mrs. Ann De Schepper as board member for a period of 4 years.

Resolution proposal: The ordinary general meeting approves the renewal of the mandate of YASS BV, represented by its permanent representative Mrs. Ann De Schepper as board member for a period of 4 years. The mandate ends automatically, unless renewed, after the ordinary general meeting held in 2027. The directors' remuneration amounts to € 21,000 for 2023. According to the articles of association the amount is automatically increased by € 250 on the first day of each new financial year.

3. Vote instructions: This proxy can be sent per ordinary mail or e-mail. If by e-mail a legible scan or photograph of the proxy is sufficient.

The Proxy Holder shall in the name and for the account of the undersigned vote as follows:

Resolution proposal	Approve	Reject	Abstention
3. The ordinary general meeting approves the annual accounts of the financial year closed on 31 December 2022.
4. The ordinary general meeting decides to appropriate the result of the financial year closed on 31 December 2022 as proposed by the board of directors. The ordinary general meeting decides to distribute a dividend of € 3.750 mio (this means € 2.50 gross per share) against presentation of coupon no 14, with payment date: 9 June.
The ordinary general meeting approves the remuneration policy 5. (including the introduction of the LTI plan) as mentioned in the annual report 2022
6. The ordinary general meeting approves the remuneration report of the financial year closed on 31 December 2022.
7. The ordinary general meeting grants discharge to the board members for the execution of their mandate during the financial year closed on 31 December 2022.
8. The ordinary general meeting grants discharge to the auditor for the execution of his mandate during the financial year closed on 31 December 2022.
9a. The ordinary general meeting approves the renewal of the mandate of DELOX BV, represented by its permanent representative Mr. Patrick De Groote as board member for a period of 4 years. The mandate ends automatically, unless renewed, after the ordinary general meeting held in 2027. The directors' remuneration amounts to € 21,000 for 2023. According to the articles of association the amount is automatically increased by € 250 on the first day of each new financial year.
9b. The ordinary general meeting approves the renewal of the mandate of ZENDICS BV, represented by its permanent representative Mr. Willem De Vos as board member for a period of 4 years. The mandate ends automatically, unless renewed, after the ordinary general meeting held in 2027. The directors' remuneration amounts to € 21,000 for 2023. According to the articles of association the amount is automatically increased by € 250 on the first day of each new financial year.
9c. The ordinary general meeting approves the renewal of the mandate of YASS BV, represented by its permanent representative Mrs. Ann De Schepper as board member for a period of 4 years. The mandate ends automatically, unless renewed, after the ordinary general meeting held in 2027. The directors' remuneration amounts to € 21,000 for 2023. According to the articles of association the amount is automatically increased by € 250 on the first day of each new financial year.
In absence of any voting instructions, the Proxy Holder shall approve – reject – abstain from voting as regards to the resolution proposals mentioned on the agenda (delete what is not applicable). In case of a revised agenda, the Proxy Holder shall approve – reject – abstain from voting as regards to the new resolution proposals mentioned on the revised agenda (delete what is not applicable) Important note: did you give vote instructions for each resolution proposal above?
Drawn up at ………………………….on……………………………
Signature of the shareholder: …………………………………………… The signature should be preceded by the words "good for proxy" (in handwriting).
If the shareholder is not a physical person:
Name of the person who signs ……………………………………………………….
(Who declares to be authorized to sign this proxy in the name and on behalf of the shareholder mentioned on p.1):
Function: ……………………………………………………….

Legal Entity: ……………………………………………………….