VGP NV

AGM Information • May 10, 2024

English translation for information purposes only

VGP NV Limited liability company Generaal Lemanstraat 55, box 4 2018 Antwerp

Company number 0887.216.042 Register of Legal Entities - Antwerp, division Antwerp VAT BE 0887.216.042

(the "Company")

Minutes of the annual shareholders' meeting of 'VGP' NV held at The General, Business Centre, Generaal Lemanstraat 61, 2018 Antwerpen, Belgium, on Friday 10 May 2024

Composition of the panel 1.

The meeting is opened at 10:00 and chaired by Mr. Bart Van Malderen. Mr. Piet Van Geet acts as Secretary. The CEO, Jan Van Geet is appointed as Scrutinizer and thus complete the Bureau.

Composition of the meeting 2.

• 2.1 The Chairman establishes following attendance:
  • (a) Are present or represented the shareholders as indicated on the attendance list attached hereto.
  • (b) Are present the following Directors:
    • · VM invest NV, represented by Mr Bart Van Malderen;
    • Jan Van Geet s.r.o represented by Mr Jan van Geet:
    • Gaevan BV, represented by Mrs Ann Gaeremynck;
    • Mrs Vera Gäde-Butzlaff
  • (c) The Statutory Auditor also attends the Meeting. The Statutory Auditor is represented by Mrs Kathleen De Brabander.
• 2.2 The Secretary places on the table the supporting copies of the convening notices published in accordance with Article 7:128 of the Code on companies and associations and Article 22 of the Articles of Association, namely:
  • The Belgian Official Gazette ("Belgisch staatsblad / Moniteur belge") of 09 April 2024
  • "De Tijd" of 09 April 2024
  • the media through a press release dated 09 April 2024. All underlying documents and reports were also published on the VGP website on the same day.

The registered shareholders the directors and the statutory auditor were convened by e-mail sent on 09 April 2024 containing the agenda with the subjects to be dealt with, the proposals for decisions, a detailed description of the formalities to be accomplished by the shareholders to vote at the shareholders' meeting, their right to ask questions in writing before the Shareholders' meeting as well as their right to request the inclusion of new items on the

agenda. These shareholders also received a copy of the annual report, a detailed version of the statutory accounts as at December 31, 2023 and the report of the Statutory Auditor thereon.

The Secretary places on the table a copy of the convening letters in Dutch and English sent to the registered shareholders on 09 April 2024, the certificates from the banks on the holders of dematerialized shares, the correspondence or the proxies and the votes by correspondence of the registered shareholders as well as the proxies and the votes by correspondence of the holders of dematerialized shares, a copy of the Management Report from the Board of Directors and the reports from the Statutory Auditor concerning the 2023 financial year and the annual accounts as at December 31, 2023.

According to the attendance list, which was checked by the Secretary and the Scrutinizer, the shareholders present or represented held 20,433,864 shares, i.e. 74.87% of the capital, representing 31,915,183 votes.

The meeting is therefore validly constituted to deliberate on the following agenda:

• Presentation and discussion of the annual report of the board of directors and the report of the 1. statutory auditor on (i) the annual accounts and (ii) the consolidated annual accounts for the financial year ending 31 December 2023.
• Acknowledgement of the consolidated annual accounts for the financial year ending 2. 31 December 2023.
• 1. Acknowledgement and approval of the annual accounts for the financial year ending 31 December 2023 and allocation of the results, including distribution of the result - dividend.

Proposed resolution: The shareholders' meeting approves the annual accounts for the financial year ending 31 December 2023. The shareholders' meeting approves the allocation of the results as proposed by the board of directors, including the payment of a gross dividend for a total amount of EUR 100,977,854.40 (EUR 3.70 per share). All decisions concerning the payment, including the determination of the payment date as well as all other formalities relating to the payment of the dividend are delegated to the board of directors.

1. Acknowledgement and approval of the remuneration report for the financial year ending 31 December 2023.

Proposed resolution: The shareholders' meeting approves the remuneration report for the financial year ending 31 December 2023.

1. Release from liability to be granted to the directors and to the respective permanent representatives of the legal entity-directors.

Proposed resolution: The shareholders' meeting resolves, by a separate vote, that each of the directors and each of the respective permanent representatives of the legal entity-directors be released from any liability arising from the performance of their during the financial year ending 31 December 2023.

Release from liability to be granted to the statutory auditor. 6.

Proposed resolution: The shareholders' meeting resolves that the statutory auditor be released from any liability arising from the performance of its duties during the financial year ending 31 December 2023.

• 1. Special powers of attorney.
• 7.1 Power of attorney to the board of directors to execute the above decisions.

Proposed resolution: The shareholders' meeting resolves to grant the broadest powers to the board of directors and/or one or more designated directors to execute the decisions taken by the shareholders' meeting regarding the above agenda items.

7.2 Power of attorney for the representation of the Company with the Crossroad Bank for Enterprises, the Belgian State Gazette, counters for enterprises, registers of the enterprise court, administrative agencies and fiscal administrations.

Proposed resolution: The shareholders' meeting resolves to grant authority to any member of the board of directors and Mr. Piet Van Geet, acting individually, with power of substitution, to fulfil all necessary formalities with regard to the legally required publication formalities regarding the decisions taken by the shareholders' meeting with the Crossroad Bank for Enterprises, the Belgian State Gazette, counters for enterprises, registers of the enterprise courts, administrative agencies and fiscal administrations.

3. Explanation and answering session

• 3.1 Prior to voting, the CEO, Jan Van Geet and CFO, Piet Van Geet give a presentation on the annual results 2023 and the evolution of the Group during the first four months of 2024.
• 3.2 The Chairman confirms that prior to this Meeting no written questions have been received by the Board of Directors or the Statutory Auditor of the Company with regard to the reports and agenda items.
• 3.3 The shareholders have the opportunity to ask further questions, which are being answered.
• 3.4 The meeting, acknowledging that it has been informed of the consolidated financial statements for the financial year ending 31 December 2023 (which are described in detail in the Annual Report 2023), the annual report of the Board of Directors and the reports of the Statutory Auditor relating to the financial year 2023, agrees not to read aloud these documents.

ব Deliberation - Voting

After deliberation the following decisions are made:

• 4.1 Acknowledgement of (i) reports of the Board of Directors and Statutory Auditor on the annual and consolidated annual accounts for the financial year ending 31 December 2023; and (ii) the annual accounts and consolidated annual accounts for the financial year ending 31 December 2023. As these documents have been provided or made available in advance to all shareholders, present or represented, it is decided not to give a reading of them.
• 4.2 The meeting approves the annual accounts for the financial year ending 31 December 2023. The meeting approves the appropriation of the result as proposed by the Board of Directors, including the payment of a gross dividend of EUR 100,977,854.40 in total. This dividend corresponds to a gross dividend per share of EUR 3.70. The determination of the date of payment as well as all other formalities relating to the payment of the dividend are delegated to the Board of Directors.

Based on the votes cast, this resolution is adopted with a majority of 99.91% of the votes, that is 31,887,339 votes for, 15,395 votes against and 12,449 abstention.

4.3 As the remuneration report was sent or made available, in advance of the meeting, to all shareholders, present or represented, no reading is given.

The meeting approves the remuneration report relating to the financial year ending 31 December 2023.

Based on the votes cast, this resolution was adopted with a majority of 87.35% of the votes, that is 27,878,379 votes in favour, 4,036,603 votes against and 201 abstention.

4.4 The meeting resolves, by a separate vote, that each of the directors and each of the respective permanent representatives of the legal entity-directors are released from any liability arising from the performance of their duties during the financial year ending 31 December 2023.

Based on the votes cast, this resolution was adopted with a majority of 97.63% of the votes, that is 31,157,358 votes in favour, 729,159 votes against and 28,667 abstention.

4.5 The meeting resolves that the statutory auditor be released from any liability arising from the performance of its duties during the financial year ending 31 December 2023.

Based on the votes cast, this resolution is adopted with a majority of 99.62% of the votes, i.e. 31,794,852 votes in favour, 91,664 votes against and 28,667 abstention.

4.6 The shareholders' meeting resolves to grant the broadest powers to the board of directors and/or one or more designated directors to execute the decisions taken by the shareholders' meeting regarding the above agenda items.

Based on the votes cast, this resolution is adopted with a majority of 100,00% of the votes, i.e. 31.914.982 votes in favour, no votes against and 201 abstention.

4.7 The shareholders' meeting resolves to grant authority to any member of the board of directors and Mr. Piet Van Geet, acting individually, with power of substitution, to fulfil all necessary formalities with regard to the legally required publication formalities regarding the decisions taken by the shareholders' meeting with the Crossroad Bank for Enterprises, the Belgian State Gazette, counters for enterprises, registers of the enterprise courts, administrative agencies and fiscal administrations.

Based on the votes cast, this resolution is adopted with a majority of 100,00% of the votes, i.e. 31,9914,982 votes in favour, no votes against and 201 abstention.

There are no other items to be discussed.

[Signature page follows]

4. Slotverklaring

De dagorde aldus afgehandeld zijnde, wordt de vergadering geheven. De notulen worden ondertekend door de leden van het bureau.

De voorzitter De secretaris Piet Van Geet Bart Van Malderen

De stemopnemer

Jan Van Geet