BBGI Global Infrastructure S.A. — AGM Information 2021

Apr 30, 2021

SPECIAL RESOLUTIONS OF

BBGI Global Infrastructure S.A. (the "Company")

Incorporated in Luxembourg with registration number R.C.S. Luxembourg B 163879

At the Annual General Meeting of the Company duly convened and held on 30 April 2021 at 11.00 a.m. the following resolutions were passed as Special Resolutions:

Special Resolution 14

Authorisation of the Company to make market acquisitions of its Ordinary Shares in issue, provided that:

• a. The maximum number of Ordinary Shares authorised to be purchased shall be 14.99 per cent. of the Ordinary Shares in issue immediately following this annual general meeting;
• b. The minimum price (exclusive of expenses) which may be paid for such shares is £0.01 per Ordinary Share;
• c. The maximum price (exclusive of expenses) which may be paid for Ordinary Shares shall be the higher of (i) 5 per cent. above the average market value for the five business days before the purchase is made and (ii) the higher of the price of the last independent trade and the highest independent bid at the time of the purchase for any number of Ordinary Shares on the trading venue where the purchase is carried out;
• d. The authority hereby conferred shall (unless previously renewed or revoked) expire at the end of the Annual General Meeting of the shareholders of the Company to be held in 2022 or, if earlier, 18 months from the date of the passing of this resolution;
• e. The Company may make a contract to purchase its own Ordinary Shares under the authority hereby conferred prior to the expiry of such authority which will or may be executed wholly or partly after the expiry of such authority, and may make a purchase of its own Ordinary Shares in pursuance of any such contract; and
• f. Any Ordinary Share acquired by the Company pursuant to the above authority may be held in treasury or subsequently cancelled by the Company.

Special Resolution 15

Authorisation of the Management Board, in accordance with article 6(4) of the Articles, to allot up to the aggregate number of Ordinary Shares as represent less than 10 per cent. of the number of Ordinary Shares already admitted to trading on the London Stock Exchange's main market for listed securities immediately following the passing of this resolution as if the pre-emption provisions in article 6 of the Articles did not apply to any such allotment, provided that such authorisation shall (unless previously revoked, varied or renewed by the Company) expire on the conclusion of the Annual General Meeting of the shareholders of the Company to be held in 2022, save that the Company may make prior to such expiry any offer or agreement which would or might require shares to be allotted after expiry of such period and the Board may allot Ordinary Shares pursuant to such an offer or agreement notwithstanding the expiry of the authority given by this resolution.

Special Resolution 16

Increase of the aggregate maximum remuneration that can be paid to the Supervisory Board from an amount of £300,000 to an amount of £400,000 per year with effect from 1 January 2021.

Special Resolution 17

Delegation of powers.

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CHAIRMAN 30 April 2021