Financière de Tubize S.A. — Proxy Solicitation & Information Statement 2014

Mar 21, 2014

FINANCIERE DE TUBIZE SA/NV

ORDINARY GENERAL MEETING OF SHAREHOLDERS 23 APRIL 2014 Appendix 2 to the Invitation to Attend

Proxy

PROXY

to represent him/her at the ordinary general meeting of shareholders of Financière de Tubize, which will take place on Wednesday 23 April 2014 at 11:00am at the registered seat, and to vote in his/her name on the items taken up in the agenda mentioned hereafter, in accordance with the voting instructions and with the powers mentioned hereafter.

Agenda

• 1. Report of the board of directors on the financial year ended 31 December 2013
• 1. Remuneration report on the financial year ended 31 December 2013 Proposed decision: approve the remuneration report on the financial year ended 31 December 2013
• 1. Independent auditor's report on the annual accounts as at 31 December 2013
• 1. Annual accounts as at 31 December 2013 Proposed decision: approve the annual accounts as at 31 December 2013, including the proposed appropriation of the results
• 1. Consolidated financial statements as at 31 December 2013
• 1. Discharge of the directors for the financial year ended 31 December 2013 Proposed decision: discharge the directors for the execution of their mandate during the financial year ended 31 December 2013
• 1. Discharge of the independent auditor for the financial year ended 31 December 2013 Proposed decision: discharge the independent auditor for the execution of his mandate during the financial year ended 31 December 2013
• 1. Appointment of directors Proposed decision: approve the appointment to director of Charlofin nv (represented by Karel Boone), Arnoud de Pret, Nicolas Janssen, Fiona de Hemptinne and Cynthia Favre d'Echallens for a period of four years ending at the ordinary general shareholders meeting to be held in 2018

Voting instructions

Proposed decision	In favour	Against	Abstention
Approval remuneration report	o	o	o
Approval annual accounts	o	o	o
Discharge directors	o	o	o
Discharge independent auditor	o	o	o
Approval appointment directors	o	o	o

[Indicate a voting instruction for each of the proposed decisions by ticking a box]

If no instruction is indicated for a proposed decision, the proxy will vote in the interest of the principal.

However, if the proxy is one of the persons defined in article 547 bis, §4, second paragraph of the Company Code, he/she can only exercise the voting right if he/she has received specific voting instructions for each of the proposed decisions mentioned on the agenda.

If new proposed decisions are added at the request of shareholders in accordance with article 533 ter of the Company Code, the proxy may, in accordance with article 533 ter, §4, second paragraph, deviate from any instructions of the principal if the execution of such instructions might damage the interests of the latter. If, in accordance with article 533ter of the Company Code, new items are added to the agenda:

• o The proxy is entitled to vote
• o The proxy must abstain from voting

[Make a choice by ticking one of the boxes]

Powers

The proxy can draw up and sign all acts, documents, minutes and attendance lists, substitute, and more generally do whatever is necessary to execute this proxy, with guarantee of ratification.

Drawn up in ……………………………………………………….. [place] at …………………………… [date]

[Signature]