Aedifica SA

AGM Information • Apr 20, 2021

VOTE BY CORRESPONDENCE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS OF 11 MAY 2021

(A copy of) this duly completed, dated and signed form must be received by the Company on 5 May 2021 at the latest:

• by ordinary letter (to Belliardstraat / rue Belliard 40 box 11, 1040 Brussels), or
• by e-mail (to shareholders@aedifica.eu).

Voting forms received late or failing to comply with the required formalities will be rejected.

The validly completed and signed vote by correspondence forms submitted for the Extraordinary General Meeting of 20 April 2021 remain valid for the Extraordinary General Meeting of 11 May 2021 provided that the required formalities with respect to the registration and notification of participation in the Extraordinary General Meeting of 11 May 2021 are fulfilled in time.

The undersigned,

Legal entity:

Corporate name and legal form:
Seat:
Company number:
Validly represented by1:	1.
	2.

Natural person:

Name and first name:
Address:

¹ In case of signature on behalf of a legal entity, please specify name, first name and title of natural person(s) and provide supporting documentation confirming representation powers. In the absence thereof, the undersigned declares and certifies to Aedifica NV/SA to have the necessary power of attorney to sign this form on behalf of the shareholder.

Owner of __________________ registered shares (in full property / in usufruct / in bare property)2 and __________________ dematerialised shares (in full property / in usufruct / in bare property)3 of the limited liability company "AEDIFICA", a public regulated real estate company under Belgian law, with office at 1040 Brussels, Belliardstraat / rue Belliard 40 box 11, RLE Brussels 0877.248.501, (hereafter, "Aedifica" or the "Company")

votes as follows, by correspondence, regarding the following proposed resolutions at the Extraordinary General Meeting of shareholders of the Company to be held at the office of the Company at 1040 Brussels, Belliardstraat / Rue Belliard 40 box 11, on 11 May 2021 following the Ordinary General Meeting starting at 15:00 CET (see agenda as published in the Belgian State Gazette, De Tijd and L'Echo and on the website https://aedifica.eu/investors/shareholder-information/). (Please circle your choice):

Attention:

The vote under agenda item 1.2 (b) will only be taken if the preceding agenda item 1.2 (a) is not accepted. If you intend to vote in favour of the proposal under agenda item 1.2 (a), it is recommended that you also vote in favour of the following agenda item 1.2 (b).

_________________

If you vote in favour of agenda item 1.2 (a) and do not vote for agenda item 1.2 (b), you will be deemed to have voted in favour of the proposal under agenda item 1.2 (b).

1. RENEWAL OF THE AUTHORISED CAPITAL
1.1. Acknowledgement of the special report of the		NO VOTE REQUIRED
Board of Directors established pursuant to
Article 7:199 of the BCCA.
1.2. Renewal of the authorised capital:
(a) Proposal to authorise the Board of Directors to increase the capital by a maximum amount of: 1) 50% of the amount of the capital for capital increases by contribution in cash whereby the possibility is provided for the exercise of the preferential subscription right or the priority allocation right by the shareholders of the Company, 2) 50% of the amount of the capital for capital increases in the framework of the distribution of an optional dividend, 3) 10% of the amount of the capital for capital increases by contribution in cash without the possibility for the shareholders of the Company to exercise the preferential right or priority allocation right within the limits set out by the law, 4) 10% of the amount of the capital for a. capital increases by contribution in kind, or b. any other kind of capital increase provided that the capital within the context of the authorised capital can never be increased	YES	NO	ABSTAIN
by an amount higher than the capital on the

² Delete as appropriate.

³ Delete as appropriate.

date of the Extraordinary General Meeting that has approved the authorisation (in other words, the sum of the capital increases in application of the proposed authorisations cannot exceed the amount of the capital on the date of the Extraordinary General Meeting that has approved the authorisation) and to amend article 6.4. of the Articles of Association accordingly.
(b) Proposal to authorise the Board of Directors to increase the capital by a maximum amount of: 1) 50% of the amount of the capital for capital increases by contribution in cash whereby the possibility is provided for the exercise of the preferential subscription right or the priority allocation right by the shareholders of the Company, 2) 50% of the amount of the capital for capital increases in the framework of the distribution of an optional dividend, 3) 10% of the amount of the capital for a. capital increases by contribution in kind, b. capital increases by contribution in cash without the possibility for the shareholders of the Company to exercise the preferential right or priority allocation right, or c. any other kind of capital increase provided that the capital within the context of the authorised capital can never be increased by an amount higher than the capital on the date of the Extraordinary General Meeting that has approved the authorisation (in other words,	YES	NO	ABSTAIN
the sum of the capital increases in application of the proposed authorisations cannot exceed the amount of the capital on the date of the Extraordinary General Meeting that has approved the authorisation) and to amend article 6.4. of the Articles of
Association accordingly.
2. SPECIAL POWERS – COORDINATION OF ARTICLES OF ASSOCIATION
Proposal to confer all the necessary powers to the acting notary public in view of the filing and publication of the deed as well as the coordination of the Articles of Association in accordance with the adopted resolutions.	YES	NO	ABSTAIN

* * *

Shareholders who vote by duly returning this voting form can no longer vote in person or by proxy at the Extraordinary General Meeting for the number of shares mentioned above.

If the Extraordinary General Meeting is unable to validly deliberate or if it is adjourned for any reason whatsoever, this form for vote by correspondence remains valid for each subsequent meeting with the same agenda. However, this only applies in so far as the undersigned has complied in due time with the required participation and voting formalities for subsequent meetings.

……………………………………………………………………………… (name and first name / corporate name and

………………………………………………………………………….… (signature)

Shareholders who wish to vote by correspondence have to comply with the procedure relating to registration and notification of participation as described in the convocation notice and attach the requested documents as annexes to this form.