Wereldhave Belgium — Proxy Solicitation & Information Statement 2026

Mar 6, 2026

Free translation - Wereldhave Belgium SA – Ordinary General Assembly of Shareholders 8-04-2026 - Proxy

PROXY

The undersigned :

________ [name],
resident at
________ [adress],
[OR]
________ [name],
________ [legal form],
with office at
___________ [adress],
registered under number

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[trade register],

lawfully represented by:

________ [name and quality],
And
________ [name and quality],
holder of ___________ [number] shares of SA Wereldhave Belgium, regulated real estate company under Belgian Law, having its seat located at 1800 Vilvoorde, Medialaan 30, b6 (Belgium), registered in the bank crossroad of enterprises (trade register) under the number 0412.597.022,

hereby appoints:

________ [name],
residing at
________ [adress],
[OR]
________ [name],
________ [legal form],
with office at
___________ [adress],
registered in the bank crossroad of enterprises under the number

---

[trade register],

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Free translation - Wereldhave Belgium SA – Ordinary General Assembly of Shareholders 8-04-2026 - Proxy

lawfully represented by:

__________ [name and quality],

and

__________ [name and quality],

as my proxy authorised to represent me at the Ordinary and Extraordinary General Assembly of Wereldhave Belgium SA, that is convened on Wednesday April 8, 2026 at 11:00 at Medialaan 28B, 1800 Vilvoorde in order to deliberate on the agenda and participate to all deliberations and to vote on my behalf on all items of the agenda.

Agenda :

1. Acknowledgment of the annual report of the Board of Directors for the financial year ended on 31 December 2025 and the consolidated annual accounts for 2025.

Explanation: In accordance with sections 3:5 and 3:6 of the Belgian Companies and Associations Code, the Board of Directors has drawn up an annual report in which it gives an account of its policy. This agenda item does not require approval by the Company's general meeting.

1. Acknowledgment of the report of the Company's auditor on the statutory annual accounts for 2025 and on the consolidated annual accounts for 2025.

Explanation: In accordance with sections 3:74 and 3:75 of the Companies and Associations Code, the Company's auditor has drawn up a detailed report. This agenda item does not require approval by the Company's general meeting.

1. Explanation and approval of the 2025 remuneration report as part of the corporate governance statement as included in the annual report of the Board of Directors for the financial year ended on 31 December 2025.

Proposed resolution: Approval of the 2025 remuneration report as part of the corporate governance statement as included in the annual report of the Board of Directors for the financial year ended on 31 December 2025.

Explanation: In accordance with sections 3:74 and 3:75 of the Belgian Companies and Associations Code, the Company's auditor has prepared a detailed report. This agenda item does not require approval by the Company's general meeting.

1. Approval of the statutory annual accounts for the financial year ended on 31 December 2025, as well as the appropriation of the result, on the understanding that the proposed dividend for the 2025 financial year amounts to €4.15 per share (€2.905 net per share) and approval to pay the dividend entirely in cash.

Proposed resolution: Approval of the statutory annual accounts for the financial year ended on 31 December 2025, as well as the appropriation of the result with the distribution of a dividend of €4.15 per share (€2.905 net per share) and approval to pay the dividend entirely in cash.

1. Discharge of the members of the Board of Directors.

Proposed resolution: Discharge is granted to the members of the Board of Directors for the performance of their duties during the financial year ended on 31 December 2025.

1. Discharge of the Company's auditor.

Proposed resolution: Discharge is granted to the Company's auditor for the performance of his duties during the financial year ended 31 December 2025.

1. Approval of the reappointment of Ms Brigitte Boone as an independent director of the Company with effect from 8 April 2026 for a term of four (4) years, until the general meeting

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Free translation - Wereldhave Belgium SA – Ordinary General Assembly of Shareholders 8-04-2026 - Proxy

of shareholders to be convened to approve the annual accounts for the 2029 financial year and to remunerate her in accordance with the Company's remuneration policy.

The information available to the Company shows that Ms Boone meets the specific independence criteria set out in provision 3.5 of the Belgian Corporate Governance Code 2020 and the general independence criterion set out in section 7:87 of the Belgian Companies and Associations Code. Ms Boone's professional qualifications, together with the list of positions she holds, are included on pages 52-53 of the annual report of the Board of Directors.

Proposed resolution:

Approval of the reappointment of Ms Brigitte Boone as an independent director of the Company with effect from 8 April 2026 for a term of four (4) years, until the general meeting of shareholders to be convened to approve the annual accounts for the 2029 financial year, and to remunerate her in accordance with the Company's remuneration policy.

1. (i) Acknowledgement of the end of the mandate of Mr Albertus Wilhelmus (Dennis) de Vreede as non-executive director with effect from 8 April 2026.
   (ii) Appointment of Mr Marcel Gerardus Eggenkamp as non-executive director, nominated by the reference shareholder Wereldhave NV, with effect from 13 May 2026, for a term of four (4) years, and determination of the remuneration of his mandate in accordance with the Company's remuneration policy. This appointment is subject to the condition precedent of approval by the General Meeting of Shareholders of Wereldhave NV (with its registered office in the Netherlands, Amsterdam, Nieuwe Passeerderstraat no. 1, KvK no. 27083240), to be held on 13 May 2026, of the appointment of Mr Marcel Gerardus Eggenkamp as director of Wereldhave NV.

Proposed resolution (1 vote):

The Meeting resolves to take note of the resignation of Mr Albertus Wilhelmus (Dennis) de Vreede as non-executive director with effect from 8 April 2026. The shareholders thank Mr Albertus Wilhelmus (Dennis) de Vreede for the performance of his mandate in the Company. The Meeting approves the appointment of Mr Marcel Gerardus Eggenkamp as non-executive director, nominated by the reference shareholder Wereldhave NV, with effect from 13 May 2026, for a term of four (4) years (until the general meeting of shareholders to be convened to approve the annual accounts for the 2029 financial year), and to remunerate him in line with the other members of the Board of Directors. This appointment is subject to the condition precedent of approval by the General Meeting of Shareholders of Wereldhave NV (with registered office in the Netherlands, Amsterdam, Nieuwe Passeerderstraat no. 1, KvK no. 27083240), to be held on 13 May 2026, of the appointment of Mr Marcel Gerardus Eggenkamp as director of Wereldhave NV.

1. Proxies.

Proposed resolution: The Meeting resolves to:

(i) grant a special proxy to Mr Laurent Trenson, Head of Reporting & Controlling of the Company, to Mr Benoit Stockman, General Counsel of the Company, to Ms Louise Geerebaert, Legal Counsel of the Company, and to Ad-Ministerie BV, represented by Mr Adriaan de Leeuw, with registered office at Brusselsesteenweg 66, 1860 Meise, Belgium, RPR Brussels 0474.966.438, each acting alone and with power of substitution, in order to complete all necessary and useful formalities relating to the above resolutions of the Company, including the filing of the documents with the registry of the competent enterprise court and the completion of all useful and necessary formalities for the publication of the Company's decisions in the Annexes to the Belgian Official Gazette. To this end, the attorney-in-fact may, on behalf of the Company, make all statements, sign all documents and papers and, in general, do whatever is necessary; and

(ii) to grant a special power of attorney to Mr Laurent Trenson, Head of Reporting & Controlling of the Company, to Mr Benoit Stockman, General Counsel of the Company, to Ms Louise Geerebaert, Legal Counsel of the Company, each acting alone and with power of substitution, to draw up and sign on behalf of the Company

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Free translation - Wereldhave Belgium SA – Ordinary General Assembly of Shareholders 8-04-2026 - Proxy

any report, certificate, statement or any other document establishing the fulfilment of the condition precedent attached to the appointment of Mr Marcel Gerardus Eggenkamp as non-executive director of the Company, as well as to carry out all related formalities.

1. Questions from shareholders to the Company's Board of Directors regarding the reports or agenda items and questions to the Company's auditor regarding his reports.

Done on .../.../2026

Signature

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