Orange Belgium S.A. — AGM Information 2013

Mar 29, 2013

VOTE BY CORRESPONDENCE

______________________________________________________________________________

The undersigned (surname, name / company's registered name):

Domicile / company's registered address:

Holder of ___________ (dematerialised / registered / bearer1 ) shares of Mobistar SA on the Record date (Thursday 18 April 2013 at 24 hours),

_________________________________________________________________________________

Decides to vote by correspondence in advance of the annual and special general meeting of shareholders of Mobistar SA, which will be held on Thursday 2 May 2013 at 11 AM at Avenue du Bourget 3, 1140 Brussels.

The agenda for this meeting is as follows:

• a) Presentation and discussion of the Board of Directors' management report on the company's annual accounts for the financial year ended 31 December 2012.
• b) Presentation and discussion of the statutory auditor's report on the company's annual accounts for the financial year ended 31 December 2012.
• c) Approval of the remuneration report for the financial year ended 31 December 2012. Proposed resolution No. 1:

'The general meeting approves the remuneration report for the financial year ended 31 December 2012.'

d) Approval of the company's annual accounts for the financial year ended 31 December 2012 and appropriation of the results. Presentation of the annual consolidated accounts as at the same date.

Proposed resolution No. 2:

'The general meeting approves the company's annual accounts for the financial year ended 31 December 2012, including the appropriation of the results as presented with distribution of a gross dividend of one euro and eighty cents (EUR 1.80) per share payable in exchange for coupon No. 16 (ordinary dividend) as follows:

• *"Ex date" on 21 May 2013;
• *"Record date" on 23 May 2013; and
• *"Payment date" on 24 May 2013.

An amount equal to one per cent (1%) of the consolidated net result after taxes has been reserved for an employee participation plan pursuant to the law of 22 May 2001 on the participation of workers in the capital and profit of companies.'

¹ Cross out what is not applicable

e) Discharge of the directors. Proposed resolution No. 3:

'The general meeting discharges the directors for fulfilling their mandate up to and including 31 December 2012.'

f) Discharge of the statutory auditor. Proposed resolution No. 4:

'The general meeting discharges the statutory auditor for fulfilling his mandate up to and including 31 December 2012.'

g) Approval, and insofar as necessary, ratification in accordance with article 556 of the Belgian Companies Code of article 7.3 of the "Service Contract n° 8.12-59" of 7 November 2012 between the company and the PERMANENT REPRESENTATION OF LITHUANIA TO THE EUROPEAN UNION. This contract defines the conditions for the delivery of mobile 'voice' and data communication services by the company. Article 7.3 allows the PERMANENT REPRESENTATION OF LITHUANIA TO THE EUROPEAN UNION to terminate the contract in case of a change in the organisational or management structure of the company that could affect the proper performance of the contract.

Proposed resolution No. 5:

'In accordance with article 556 of the Belgian Companies Code, the general meeting approves and ratifies insofar as necessary article 7.3 of the "Service Contract n° 8.12- 59" of 7 November 2012 between the company and the PERMANENT REPRESENTATION OF LITHUANIA TO THE EUROPEAN UNION.'

h) Approval and, insofar as necessary, ratification in accordance with article 556 of the Belgian Companies Code of article 41.1 (a) of the contract "Provision of Mobile Telecommunication Services for the UK Foreign and Commonwealth office in Belgium" of 23 January 2013 between the company and CORPORATE SERVICES BENELUX, BRITISH EMBASSY. This contract defines the conditions for the delivery of mobile communication services by the company. Article 41.1 (a) allows CORPORATE SERVICES BENELUX, BRITISH EMBASSY to terminate the contract in case a change of control over the company could adversely or materially impact on the performance of the contract.

Proposed resolution No. 6:

'In accordance with article 556 of the Belgian Companies Code the general meeting approves and ratifies insofar as necessary article 41.1 (a) of the contract "Provision of Mobile Telecommunication Services for the UK Foreign and Commonwealth office in Belgium" of 23 January 2013 between the company and CORPORATE SERVICES BENELUX, BRITISH EMBASSY.'

i) Approval and, insofar as necessary, ratification in accordance with article 556 of the Belgian Companies Code of article 13.4 of the "Full MVNO for the Provision of Mobile Services" of 27 April 2012 between the company and TELENET NV. This contract defines the services provided by the company to TELENET NV, pursuant to which the latter can operate as a "Full Mobile Virtual Network Operator". Article 13.4 allows

TELENET NV to terminate the contract in case the control of the company would be acquired by a direct competitor of TELENET NV or LIBERTY GLOBAL Inc. in Belgium. Proposed resolution No. 7:

'In accordance with article 556 of the Belgian Companies Code the general meeting approves and ratifies insofar as necessary article 13.4 of the "Full MVNO for the Provision of Mobile Services" of 27 April 2012 between the company and TELENET NV.'

Voting instructions:

No vote is required for item a)	No vote is required for item b)
Voting instruction on proposed resolution No. 1	Voting instruction on proposed resolution No. 2
- for	- for
- against	- against
- abstain	- abstain
Voting instruction on proposed resolution No. 3	Voting instruction on proposed resolution No. 4
- for	- for
- against	- against
- abstain	- abstain
Voting instruction on proposed resolution No. 5	Voting instruction on proposed resolution No. 6
- for	- for
- against	- against
- abstain	- abstain
Voting instruction on proposed resolution No. 7
- for
- against
- abstain

The forms to vote by correspondence in respect with this meeting and addressed to the company will be valid for all subsequent meetings to be held with the same agenda.

Forms not mentioning any voting instruction or abstention are null and void. When during the meeting a proposed resolution for which a vote has been casted is modified, the casted vote will be considered as null and void.

All forms for voting by correspondence which the company would have received before the publication of a revised agenda in accordance with article 533ter of the Belgian Companies Code, remain valid for the agenda items they cover. As an exception to this rule, voting on an agenda item for which in accordance with article 533ter of the Belgian Companies Code a new proposal for decision has been submitted is null and void.

The original forms for voting by correspondence should arrive at the company (for the attention of Ms Anske De Porre) at the latest on Friday 26 April 2013 at 16.00 hours. A copy may be sent in advance via fax (+32 2 745 86 45) or e-mail

UNOFFICIAL TRANSLATION

(anske.deporre@mail.mobistar.be) insofar as the originals arrive at the company at the latest on Friday 26 April 2013 at 16.00 hours.

Done in ……………………………… on ……………………………	2013
Signature: …………………………….