Quest for Growth NV — AGM Information 2011

Feb 25, 2011

QUEST FOR GROWTH

Privak, public investment company with fixed capital established under Belgian Law

NOTICE CONCERNING A SECOND EXTRAORDINARY GENERAL

MEETING OF QUEST FOR GROWTH (privak - public investment company with fixed capital established under Belgian Law - limited liability company) (the "Company")

MESSAGE TO THE SHAREHOLDERS

In view of the fact that the Extraordinary meeting held on February 25th 2011 was unable to validly conduct business and deliberate on the items on the agenda, owing to the absence of a quorum, shareholders are invited to attend a Extraordinary general meeting that will be held at the registered office of the company "Jonge St. Jacob", Lei 19 in 3000 Leuven, on Thursday 17 March 2011 at 10:00 AM.

Agenda:

Subject to the approval by the 'Banking, Finance and Insurance Commission'.

1. Annulment of own shares

Authorization for the Board of Directors of the Company to annul own shares

Proposed resolution: The general meeting of shareholders decides to authorize the Board of Directors of the Company to annul the own shares the Company has repurchased. Such annulment will be accompanied by the annulment of the corresponding non-distributable reserves.

Such authorization is granted to the Board of Directors for a period of eighteen (18) months starting from the date of the publication of the authorizing decision of the Extraordinary General Meeting of Shareholders in the annexes to the Belgian Official Gazette. To the extent the Board of Directors would effectively decide to annul own shares, it is also authorized to amend the indication of the number of shares in the articles of association and to have the consequential modification of the articles of association established by notarial deed.

2. Amendment of article 8 of the articles of asso ciation – Authorized Capital

Proposed resolution: After reading the special report of the Board of Directors indicating the specific circumstances in which and the purposes for which it will be entitled to apply the authorized capital (a copy of which may be obtained in received in accordance with article 604 of the Belgian Company Code), the Extraordinary General Meeting of Shareholders decides to replace article 8, 1st paragraph of the articles of association of the Company by the following provision: "The board of directors is authorized to increase the Company's issued share capital in one or several times with a maximum amount of one hundred and nine million seven hundred forty-eight thousand seven hundred forty-two euro and thirty-two eurocents (EUR 109.748.742,32), during a period of five (5) years, starting from the date of the publication of the authorizing decision of the extraordinary general meeting of shareholders in the annexes to the Belgian Official Gazette.

Such authorization for the Board of Directors may be renewed.

Within the limits set forth here above and without prejudice to the mandatory provision of the Belgian Company Code, the board of directors will be entitled to increase the share capital through contributions in cash, contributions in kind or a conversion of reserves

The capital increase may be effectuated with or without an issue of new shares. The Board of Directors is authorized to amend the articles of association of the Company in accordance with the capital increase which has been decided to within the framework of the authorized capital."

3. Proxy for the consolidation of the articles of as sociation

Proposed resolution: The general meeting of shareholders grants a special proxy to Sarah Berquin and/or Aurélie Van Ruysevelt, each to that end electing domicile at the registered office of the civil company operating in n the form of a cooperative company with limited liability "Berquin Notarissen", to draw up, sign and deposit the consolidated version of the Company's articles of association at the courts' registry of the relevant Commercial court, in accordance with the relevant statutory provisions.

4. Authorization for the Board of Directors to ex ecute the preceding resolutions

Proposed resolution: The general meeting of shareholders grants a special proxy to the Board of Directors to execute the preceding resolutions.

5. Proxy for formalities

Proposed resolution: The general meeting of shareholders grants a special proxy to QUEST Management NV, Lei 19, bus 2, 3000 Leuven, as well as to its employees, agents and proxyholders, each acting individually, with the power of substitution, to fulfill all formalities in order to publish the decisions of the Extraordinary General Meeting of Shareholders in the annex to the Belgian State Gazette and to modify the registration of the company in the companies register, to fulfill in the light thereof all administrative formalities and, amongst other things, to represent the Company with the Crossroads Databank of Enterprises, a 'Company Office' they can choose and the clerk's office of the Commercial Court, and to that end, to do all that is necessary.

To attend the meeting, shareholders are requested to lodge their shares at least 5 full days before the date of the General Meeting (Thursday 10th of March, 2011) at the registered offices of following institutions : KBC Bank, ING or Dexia Bank or:

• submit a certificate prepared by the authorized account holder or by the settlement institutions of which the unavailability of those shares is recorded until the date of the General Annual Meeting, if they are owner of the dematerialized shares,
• submit their shares if they are owner of bearer shares.

They will be admitted to the general meeting on presentation of a certificate delivered by one of the above mentioned banks ascertaining the deposit of the shares and their unavailability until the date of the general meeting.

Holders of registered shares will only be admitted to the general meeting if they have informed the Board of Directors at least five working days before the meeting of their intention to attend the general meeting.

Shareholders who wish to be represented at the meeting can obtain proxies at the registered office of the company. Proxies shall be deposed at the registered office of the company at least five working days before the general meeting. The proxies should contain the full agenda of the meeting with all the proposed resolutions.

In order to be able to start punctually with the meeting, we kindly request our shareholders to be present at the very latest one quarter of an hour before the start of the meeting.

The Board of Directors

QUEST FOR GROWTH NV Privak, public investment company with fixed capital established under Belgian Law Lei 19, box 3 B-3000 Leuven Phone: +32 (0)16 28 41 28 Fax: +32 (0)16 28 41 29 www.questforgrowth.com - quest@questforgrowth.com