Brederode

Proxy Solicitation & Information Statement • Apr 6, 2023

PROXY FORM

Information regarding conflicts of interest

Article 8(3) of the Law of 24 May 2011 on the exercise of certain rights of shareholders at the General Meetings of listed companies states that, inter alia, the following proxies have a conflict of interest: (i) Brederode, its subsidiaries, its controlling shareholders and the subsidiaries of its controlling shareholders; (ii) the directors, employees and independent auditor of Brederode, its controlling shareholders and the subsidiaries of its controlling shareholders; (iii) individuals with a family connection to the aforementioned persons (where a physical person is involved).

If the shareholder does not indicate the name of a proxy in this proxy form, the mandate will be exercised by Mr Henri Culot or, if he is unable to be present, by Mr Olivier Mareschal.

Although they do not fall within the categories referred to in the aforementioned Article 8(3), Mr Henri Culot and Mr Olivier Mareschal have been selected by Brederode.

The proxy will comply with the explicit voting instructions indicated in this form. In the absence of explicit voting instructions, the proxy is not authorised to exercise the voting right on behalf of the shareholder.

Surname: First names: Occupation: Address of legal residence:

OR

Company name: Legal form: Registered office: VAT number or RCS [Commercial and Companies' Register] number: Full identity of the legal representative and role within the company:

owner of dematerialised shares of the société anonyme [limited company] BREDERODE, whose registered office is at 1340 Luxembourg, 4 Place Winston Churchill, registered in the R.C.S. under number B 174.490 (hereinafter: "the Company").

Declares that they appoint as their special proxy Mr Henri Culot or, if he is unable to be present, Mr Olivier Mareschal, whom they authorise to represent them at the Ordinary General Meeting of the Company which will be held on 10 May 2023, with the following agenda:

• 1. Management report on the statutory annual financial statements for the financial year 2022
• 1. Annual financial report containing the management report on the individual financial statements (IFRS) for the financial year 2022
• 1. Corporate governance statement for the financial year 2022
• 1. Independent auditor's report on the statutory annual financial statements and on the individual financial statements (IFRS) for the financial year 2022

• Approval of the annual financial statements of the company for the year ended 31 December 2022 Proposed resolution: "The General Meeting approves the annual financial statements of the company as at 31 December 2022, as adopted by the Board of Directors at their meeting on 14 March 2023."

Voting instruction: FOR AGAINST ABSTENTION

1. Allocation of the profit

Proposed resolution: "The General Meeting decides to allocate an amount of €1,500,000.00 to the legal reserve and to carry forward the balance of the profit to be allocated, namely €157,913,263.51."

Voting instruction: FOR AGAINST ABSTENTION

1. Distribution

Proposed resolution: "The General Meeting approves the distribution of a gross amount of €1.22 per share, which will be paid out of the Share Premium account."

Voting instruction: FOR AGAINST ABSTENTION 8. Discharge to the directors

Proposed resolution: "By special vote, the General Meeting gives discharge to the directors of the company for the exercise of their mandate during the financial year 2022."

Voting instruction:	FOR	AGAINST	ABSTENTION
9.	Renewal of a director's mandate
Proposed resolution: « The General Meeting renews the mandate of Mr. Bruno Colmant as independent director, for a period of three years expiring at the end of the Ordinary General Meeting of 2026».
Voting instruction:	FOR	AGAINST	ABSTENTION
10.	Appointment of a new director
			Proposed resolution: « The General Meeting appoints Mr. Nicolas-Louis Pinon as executive director, for a period of six
		years expiring at the end of the Ordinary General Meeting of 2029».
Voting instruction:	FOR	AGAINST	ABSTENTION
11. Remuneration policy
Proposed resolution: "By an advisory vote, the General Meeting approves the remuneration policy adopted by the Board
of Directors."
Voting instruction:	FOR	AGAINST	ABSTENTION
	12. Remuneration report
			Proposed resolution: "By an advisory vote, the General Meeting approves (i) the remuneration report contained in the
			corporate governance statement and (ii) the remuneration amounts indicated in the remuneration report."
Voting instruction:	FOR	AGAINST	ABSTENTION
13. Directors' remuneration
Proposed resolution: "For the financial year 2023, the General Meeting sets the overall maximum amount of the
remuneration to be paid to the directors by Brederode S.A., at €60,000."
Voting instruction:	FOR	AGAINST	ABSTENTION
	14. Discharge to the independent auditor
Proposed resolution: "By special vote, the General Meeting gives discharge to the independent auditor for the exercise
of his mandate during the financial year 2022."
Voting instruction:	FOR	AGAINST	ABSTENTION
15. Renewal of the mandate of statutory auditor Proposed resolution: « The General Meeting renews the mandate of Mazars Luxembourg, a statutory audit firm, with
			its registered office established at 1882 Luxembourg, 5, rue Guillaume J.Kroll and listed in the Trade and Companies
			Register under number B 159.962, represented by Mr. Guillaume Brousse, for a year expiring at the Ordinary General
Meeting of 2024».
Voting instruction:	FOR	AGAINST	ABSTENTION
The proxy may:
- Take part in all deliberations, ask questions, and vote, amend or reject, on behalf of the undersigned, all
proposals relating to the agenda;
- Declare that the undersigned has full knowledge of the Articles of Association, the financial situation of the Company and the documents appended to the agenda and/or provided to the shareholders;
- During the meeting, make all statements, declarations, requisitions and reservations; accept all functions;

• Participate in any meeting with the same agenda if the proceedings of the original meeting were not valid;
• For the above purposes, approve and sign all deeds, documents, minutes, registers and attendance lists, and elect domicile, substitute and generally do whatever is necessary.

If a supplemented agenda is published under Article 4 of the Law of 24 May 2011 on the exercise of certain rights of shareholders at the General Meetings of listed companies, any proxies that are notified to the Company before the publication of a supplemented

agenda remain valid for the agenda items they cover, but are considered invalid for the agenda items that are the subject of new proposed resolutions.

Done in	Signature (preceded by the handwritten words "good for proxy")
On