Refuels N.V. — Proxy Solicitation & Information Statement 2024

Sep 2, 2024

POWER OF ATTORNEY

For the annual general meeting of Refuels N.V. ("Refuels"), to be held at the Sheraton Amsterdam Airport Hotel and Conference Center, Schiphol Boulevard 101, 1118 BG Haarlemmermeer, the Netherlands on September 16, 2024, at 14:00 CEST ("AGM").

Shareholders holding shares via VPS directly and shareholders who do not hold shares via VPS, should fill out their details below. Shareholders holding shares via VPS indirectly in a nominee account via an agent bank must request their agent bank to send a completed and signed power of attorney with voting instructions. In the latter case, the agent bank should fill out its details below.

1. THE UNDERSIGNED:

Name
Address
Postal code and city
Country
Number of shares held
in the share capital of
Refuels on August 19,
2024 ("Record Date")
Only in case this power
of attorney is granted by
an agent bank at the
request of a shareholder
holding shares via VPS
indirectly in a nominee
account, the name of
the holder of the
nominee account
concerned

("Shareholder"),

2. HEREBY GRANTS A POWER OF ATTORNEY:

to civil law notary S.C. Roozendaal (or her substitute (waarnemer)) from A&O Shearman (Amsterdam office) ("Attorney"), to represent the Shareholder at the EGM and to vote on the shares in respect of the items on the agenda for the EGM, in the manner as set out below (for a valid vote, only tick one box per voting item). If the below table does not contain an indication of the direction to vote in respect of any voting agenda items, the Attorney will vote 'for' on the respective agenda item

No.	Agenda (voting items only)	For	Against	Abstain

(2)(b)	Adoption annual accounts 2024	☐	☐	☐
(2)(c)	Discharge board members	☐	☐	☐
(3)	Appointment external auditor for financial year 2025	☐	☐	☐

3. AND FURTHERMORE STATES:

• 3.1. Shareholders holding shares via VPS directly or indirectly sending a power of attorney to DNB Bank ASA acknowledge that DNB Bank also has knowledge of the votes cast by them. The Attorney does not have oversight of DNB Bank ASA's process of collecting the powers of attorney and cannot verify if all voting instructions are included in the voting results (correctly).
• 3.2. The total aggregate votes cast based on the instructions given to the Attorney may be shared with Refuels prior to the AGM.
• 3.3. The Attorney is authorized to grant this power of attorney to another person.
• 3.4. The Shareholder shall not make any claim against the Attorney in respect of any act done by the Attorney in said capacity under or in connection with this power of attorney, with the exception of intent, gross negligence or willful misconduct by the Attorney.
• 3.5. The Shareholder indemnifies and holds the Attorney harmless against any claims, actions, or proceedings made against the holder of this power of attorney and against any damages, costs, and expenses that the Attorney may suffer or incur as a result of or in connection with anything done by the Attorney in said capacity under and according to this power of attorney, with the exception of intent, gross negligence or willful misconduct by the Attorney.
• 3.6. This power of attorney can only be revoked in writing in which case the revocation must be received by the party to which the power of attorney was also sent no later than September 9, 2024, 17.00 CEST.
• 3.7. This power of attorney is governed by and to be construed in accordance with the laws of the Netherlands.

Signature
Place
Date

Shareholders holding shares via VPS directly in a VPS account should sent a completed and signed power of attorney with voting instructions to DNB Bank ASA. Shareholders holding shares via VPS indirectly in a nominee account via an agent bank must request their agent bank to send a completed and signed power of attorney with voting instructions on their behalf to DNB Bank ASA. Please note that if a shareholder holding shares via VPS indirectly in a nominee account via an agent bank itself submits a power of attorney with voting instructions, DNB Bank ASA will reject such a power of attorney as it will not be able to verify the shareholding of such shareholder concerned against Refuels' shareholders' register on the Record Date. The address to which such powers of attorney should be sent is: DNB Bank ASA, Registrars Department, P.O. Box 1600 Sentrum, 0021 Oslo, Norway, or, if sent in pdf form electronically at vote@dnb.no. The completed and signed power of attorney with voting instructions should be received by DNB Bank ASA no later than September 9, 2024, 17.00 CEST.

Shareholders who do not hold shares via VPS should sent a completed and signed power of attorney with voting instructions to: A&O Shearman, attn. S.C. Roozendaal, Apollolaan 15, 1077 AB Amsterdam, the Netherlands, or, if sent in pdf form electronically at sophie.roozendaal@aoshearman.com.

In any case, the completed and signed power of attorney with voting instructions should be received no later than September 15, 2024, 17.00 CEST.