Delegation Matrix CEO_EN

Delegation of authority by the CEOs to special proxy holders

Tony De Pauw and Joost Uwents, both acting in their capacity as special mandatary pursuant to the decision of the Board of Directors dated 23 January 2023 to delegate certain powers to the aforementioned special mandataries, hereby jointly decide to grant the following decision-making and representation powers for the acts specified below to the special proxy holders listed below, always with the power of further sub-delegation by the special proxy holders listed below, and this for a period ending on 31 January 2024 (the Delegation).

The Delegation comes into effect for each individual special proxy holder from the date stated in the Certificate of special power of attorney WDP and ends automatically as soon as the special proxy holder in question is no longer employed by WDP NV/SA and/or one of its subsidiaries, or is no longer employed in the position stated in the aforementioned certificate.

The restrictions provided for in the decision-making and representation powers below may not be circumvented by breaking down an act or transaction into separate acts or transactions that would not exceed the stated threshold individually, but that would collectively.

All amounts stated below should be read as being without VAT.

Drawn up on the date of 23 January 2023.

Tony De Pauw Special mandatary

[as on the Dutch original]

Joost Uwents Special mandatary

[as on the Dutch original]

1. Object

1.1 Company

The delegations mentioned in this document relate to legal transactions performed in the execution of the operational management of WDP NV/SA, a public regulated real estate company under Belgian law, with its registered office at Blakebergen 15, 1861 Wolvertem, Belgium, registered in the Crossroads Bank for Enterprises under number 0417.199.869 (RLE Brussels).

1.2 Special proxy holders

Group I

Tony De Pauw – CEO

Joost Uwents – CEO

Mickaël Van den Hauwe – CFO

Group II

Marc De Bosscher – CTO

Kristof De Witte – Country Manager

Michiel Assink – Country Manager

Jeroen Biermans – Country Manager

Group III

Head of HR General Counsel

Head of Marketing Legal Counsel

Head of Operations Corporate Finance Manager

Head of Energy & Sustainability Corporate Finance Analyst

Project Manager

Head of Controlling & Reporting

Business Development Manager Head of Accounting

Property Manager Head of IT

Portfolio Manager Investor Relations

Head of Property Management E&S Business Development Manager

E&S Project Manager Regional E&S Manager

Only the titles of the special proxy holders in Group III are published, not the identity of the special proxy holders. In parallel, the Company shall keep a file specifying the signature powers of its employees and shall inform each employee, taking into account their position and duration of employment, by means of an individual letter (Certificate of special proxy holder WDP NV/SA) of the powers delegated to him/her within the framework of this proxy power.

2. Delegation

2.1 Basic delegation

1. In principle, every decision, every agreement, and in general, every legal transaction validly binding the Company must be decided upon and executed by:

1.1. A person from Group I or Group II or Group III, individually authorised, if the interest or the total value of the envisaged legal transaction is lower than or equal to 5,000 euros (excl. VAT),

1.2. a person from Group I, acting jointly with a person from Group I or Group II, acting jointly, if the interest or the total value of the envisaged legal transaction does not exceed an amount of 50,000 euros (excl. VAT).

2.2 Specific delegations

Without prejudice to the basic delegation described in 2.1, the following specific delegations also apply.

INVESTMENTS AND DISPOSALS

2. A person from Group I acting jointly with a person from Group I or the Country Manager responsible for the region where the investment or (re)development is located, is authorised to make any decision regarding an investment or a (re)development project, which includes negotiating, concluding, signing, amending or executing any investment agreement (including preparatory acts, such as, for example, a declaration of intent), in any form, such as, for example, a purchase of shares (including assumption of debt), a purchase of assets, including in the context of a public tender, where applicable, in the form of a public-private partnership or other form, and regardless of the method of payment, both in Belgium and abroad:

- for a purchase price, investment amount or (re)development budget equal to or less than 50 million euros; and

- within the operational segments and geographical regions as determined in the strategy by the Board of Directors; and

- without being related to the acquisition of an operational company (with staff); and

- not involving the acquisition of a mere financial participation in a company; and

- that does not constitute a partnership, with participation by a third party.

3. A person from Group I acting jointly with a person from Group I or the Country Manager responsible for the region where the disposal is located is authorised for any decision related to a disposal (including preparatory actions, such as, for example, a declaration of intent), including negotiating, entering into, signing, amending or executing any disposal agreement in any form, such as, for example, a sale of shares (including assignment of debt), a sale of assets, and regardless of the method of payment, both in Belgium and abroad for a sale price equal to or less than 25 million euros.

4. A person from Group I acting jointly with a person from Group I or the Country Manager responsible for the region where the investment, (re)development or disposal is located is authorised to make any decision regarding a confidentiality agreement in the context of an investment/disposal, including negotiating, concluding, signing, amending or executing.

COMMERCIAL MANAGEMENT

5. A person from Group I acting jointly with the Country Manager responsible for the region where the subject of the legal transaction is located is authorised to make any decision regarding the commercial management (including all rights in rem, leases, charter agreements and other occupancy agreements) of all real estate (including preparatory acts, such as, for example, a confidentiality agreement or declaration of intent), including negotiating, concluding, signing, amending or executing all related agreements (including the project development agreements with the client), as well as the amendment or its extension, if the envisaged legal transaction is performed within the framework of an agreement relating to commercial management with an annual value that exceeds 500,000 euros (excl. VAT).

6. The Country Manager responsible for the region where the subject of the legal transaction is located, acting jointly with a Business Development Manager or a Portfolio Manager, is authorised to make any decision regarding the commercial management (including all rights in rem, leases, charter agreements and other occupancy agreements) of all real estate (including preparatory acts, such as, for example, a confidentiality agreement or declaration of intent), including negotiating, concluding, signing, amending or executing all related agreements (including the project development agreements with the client), as well as the amendment or its extension, if the envisaged legal transaction is performed within the framework of an agreement relating to commercial management with an annual value lower than or equal to 500,000 euros (excl. VAT).

7. A person from Group I acting jointly with the Country Manager responsible for the region where the subject of the legal transaction is located is authorised to make any decision regarding the early termination of a commercial management agreement (including all rights in rem, leases, charter agreements and other occupancy agreements) of all real estate (including preparatory acts, such as, for example, a confidentiality agreement or declaration of intent), including negotiating, concluding, signing, amending or executing all related agreements if the envisaged legal transaction is performed within the framework of an agreement relating to commercial management with an annual value that exceeds 100,000 euros (excl. VAT).

8. The Country Manager responsible for the region where the subject of the legal transaction is located, acting jointly with a Business Development Manager or a Portfolio Manager, is authorised to make any decision regarding the early termination of a commercial management agreement (including all rights in rem, leases, charter agreements and other occupancy agreements) of all real estate (including preparatory acts, such as, for example, a confidentiality agreement or declaration of intent), including negotiating, concluding, signing, amending or executing all related agreements if the envisaged legal transaction is performed within the framework of an agreement relating to commercial management with an annual value lower than or equal to 100,000 euros (excl. VAT).

9. The Country Manager responsible for the region where the object of the legal transaction is located, acting jointly with a Business Development Manager or a Portfolio Manager or a Property Manager, is authorised for the transactions related to the conclusion of agreements relating to commercial management such as, but not limited to, the property description, soil investigation or the bank guarantee.

10. Insofar as an envisaged legal transaction is not covered by the other “Specific Delegations”, a person from Group I, acting jointly with the Country Manager responsible for the region where the object of the legal transaction is located, is authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners, suppliers such as, for example, real estate agents, if the total value of the envisaged legal transaction exceeds 100,000 euros (excl. VAT).

11. Insofar as an envisaged legal transaction is not covered by the other “Specific delegations”, a person from Group I or Group II acting jointly with a person from Group III, is authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners, suppliers such as, for example, real estate agents, if the total value of the envisaged legal transaction is equal to or lower than 100,000 euros (excl. VAT).

PROPERTY MANAGEMENT

12. A person from Group I, acting jointly with the Country Manager responsible for the region where the subject of the legal transaction is located, is authorised to negotiate, conclude, sign, amend or execute all agreements related to the operational and technical management (herein including the agreements relating to the maintenance, repair and maintenance works) of all immoveable property (including preparatory acts such as, for example, a confidentiality agreement or declaration of intent), as well as the amendment, extension or termination thereof, if the total value of the envisaged legal transaction exceeds 100,000 euros (excl. VAT).

13. The Country Manager responsible for the region where the subject of the legal transaction is located, acting jointly with the Head of Property Management, is authorised to negotiate, conclude, sign, amend or execute all agreements related to the operational and technical management (herein including the agreements relating to the maintenance, repair and maintenance works) of all immoveable property (including preparatory acts such as, for example, a confidentiality agreement or declaration of intent), as well as the amendment, extension or termination thereof, if the total value of the envisaged legal transaction is lower than or equal to 100,000 euros (excl. VAT).

14. The Head of Property Management, acting jointly with an (E&S) Business Development Manager or a Portfolio Manager or a Property Manager or a Regional E&S Manager, is authorised for the transactions related to or arising from the conclusion of agreements relating to the operational and technical management of all real estate, including but not limited to, the official report of the provisional handover, the release of a bank guarantee, the change notes (change order) in function of additional or modified works, an official report of receipt of a PID (post intervention file) with all as-built documents, etc.

15. The Head of Property Management, acting jointly with a Property Manager or a Regional E&S Manager or a Portfolio Manager or an (E&S) Business Development Manager on the one hand and an (E&S) Project Manager on the other hand, is authorised for the transactions related to the final handover of a building or a work, such as, but not limited to, the official report of the final handover, the release of a bank guarantee, etc.

16. Insofar as an envisaged legal transaction is not covered by the other “Specific Delegations”, a person from Group I, acting jointly with the Country Manager responsible for the region where the object of the legal transaction is located, is authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners, suppliers such as, for example, consultancy firms or engineers, if the total value of the envisaged legal transaction exceeds 100,000 euros (excl. VAT).

17. Insofar as an envisaged legal transaction is not covered by the other “Specific delegations”, a person from Group I or Group II, acting jointly with a person from Group III, is authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners, suppliers such as, for example, consultancy firms or engineers, if the total value of the envisaged legal transaction is lower than or equal to 100,000 euros (excl. VAT).

DEVELOPMENT

18. A person from Group I, acting jointly with the CTO, is authorised for any decision relating to operations directly or indirectly related to works in the construction sector (including works related to the supply of water, gas, electricity, etc.), including negotiating, concluding, signing, amending or executing all documents, agreements, grant applications, construction applications or permits (including preparatory acts such as, for example, a confidentiality agreement or declaration of intent) relating to the study and realisation of all construction, redevelopment, renovation, embellishment, renewal and modernisation works, of both interior and exterior decoration, if the total value of the envisaged legal transaction exceeds 100,000 euros (excl. VAT).

19. The CTO, acting jointly with an (E&S) Project Manager or an E&S Business Development Manager or a Property Manager or a Regional E&S Manager, is authorised for any decision relating to operations directly or indirectly related to works in the construction sector (including works related to the supply of water, gas, electricity, etc.), including negotiating, concluding, signing, amending or executing all documents, agreements, grant applications, construction applications or permits (including preparatory acts such as, for example, a confidentiality agreement or declaration of intent) relating to the study and realisation of all construction, redevelopment, renovation, embellishment, renewal and modernisation works, of both interior and exterior decoration, if the total value of the envisaged legal transaction is lower than or equal to 100,000 euros (excl. VAT).

20. The CTO, acting jointly with an (E&S) Project Manager or Property Manager or a Regional E&S Manager, is authorised for the transactions related to or arising from the conclusion of agreements relating to the works in the construction sector, including but not limited to, the minutes of provisional handover, the release of a bank guarantee, the change notes (change order) in function of additional or modified works, the official report from a PID with all as-built documents, etc.

21. The CTO, acting jointly with an (E&S) Project Manager on the one hand, and a Property Manager or a Regional E&S Manager on the other hand, is authorised for the transactions related to the final handover of a building or a work, such as, but not limited to, the official report of the final handover, the release of a bank guarantee, etc.

22. Insofar as an envisaged legal act is not covered by the other “Specific delegations”, a person from Group I, acting jointly with the CTO, is authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners, suppliers such as for example engineers or study bureaus, if the total value of the envisaged legal transaction exceeds 100,000 euros (excl. VAT).

23. Insofar as an envisaged legal transaction falls within the other “Specific delegations”, a person from Group I or Group II, acting jointly with a person from Group III, is authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners, suppliers such as, for example, engineers or study bureaus, if the total value of the envisaged legal transaction is lower than or equal to 100,000 euros (excl. VAT).

24. A person from Group I, acting jointly with a person from Group I or Group II, is authorised for any decision related to (the development of) energy activities and services, including negotiating, concluding, signing, amending or executing all related agreements, if the envisaged legal transaction is established in the context of an agreement with an annual estimated value that exceeds 100,000 euros (excl. VAT).

25. A person from Group I or Group II, acting jointly with the Head of Energy & Sustainability, is authorised for any decision related to (the development of) energy activities and services, including negotiating, concluding, signing, amending or executing all related agreements, if the envisaged legal transaction is established in the context of an agreement with an annual estimated value that is lower than or equal to 100,000 euros (excl. VAT).

OPERATIONS & MAINTENANCE

26. A person from Group I, acting jointly with a person from Group I or Group II, is authorised to negotiate, conclude, sign, amend or execute all agreements related to the operational and technical management (of installations) related to energy (herein including the agreements relating to the maintenance, repair and maintenance works) (including preparatory acts such as, for example, a confidentiality agreement or declaration of intent), as well as the amendment, extension or termination thereof, if the total value of the envisaged legal transaction exceeds 100,000 euros (excl. VAT).

27. A person from Group I or Group II, acting jointly with the Head of Energy & Sustainability or the Head of Property Management, is authorised to negotiate, conclude, sign, amend or execute all agreements related to the operational and technical management (of installations) related to energy (herein including the agreements relating to the maintenance, repair and maintenance works) (including preparatory acts such as, for example, a confidentiality agreement or declaration of intent), as well as the amendment, extension or termination thereof, if the total value of the envisaged legal transaction is lower than or equal to 100,000 euros (excl. VAT).

28. The Head of Energy & Sustainability or the Head of Property Management, acting jointly with an E&S Business Development Manager or a Regional E&S Manager or a Property Manager, is authorised for the transactions related to or arising from the conclusion of agreements relating to the operational and technical management (of installations) related to energy, including but not limited to, the official report of the provisional handover, the release of a bank guarantee, the change notes (change order) in function of additional or modified works, an official report of receipt of a PID with all as-built documents, etc.

29. The Head of Energy & Sustainability or the Head of Property Management, acting jointly with an E&S Business Development Manager or a Regional E&S Manager or a Property Manager on the one hand and an (E&S) Project Manager on the other hand, is authorised for the transactions related to the final handover of works or installations related to energy, such as, but not limited to, the official report of the final handover, the release of a bank guarantee, etc.

30. Insofar as an envisaged legal transaction is not covered by the other “Specific Delegations”, a person from Group I, acting jointly with a person from Group II, is authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners, suppliers such as, for example, engineers, energy providers or consultancy firms, if the total value of the envisaged legal transaction exceeds 100,000 euros (excl. VAT)

31. Insofar as an envisaged legal transaction is not covered by the other “Specific Delegations”, a person from Group I or Group II, acting jointly with a person from Group III, is authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners, suppliers such as, for example, engineers, energy providers or consultancy firms, if the total value of the envisaged legal transaction is lower than or equal to 100,000 euros (excl. VAT).

DEVELOPMENT

32. A person from Group I, acting jointly with the CTO, is authorised for any decision relating to operations directly or indirectly related to works related to energy, including negotiating, concluding, signing, amending or executing all documents, agreements, grant applications, construction applications or permits (including preparatory acts such as, for example, a confidentiality agreement or declaration of intent) relating to the study and realisation of all works related to energy, if the total value of the envisaged legal transaction exceeds 100,000 euros (excl. VAT).

33. The CTO, acting jointly with the Head of Energy & Sustainability, is authorised for any decision relating to operations directly or indirectly related to works related to energy, including negotiating, concluding, signing, amending or executing all documents, agreements, grant applications, construction applications or permits (including preparatory acts such as, for example, a confidentiality agreement or declaration of intent) relating to the study and realisation of all works related to energy, if the total value of the envisaged legal transaction is lower than or equal to 100,000 euros (excl. VAT).

34. The Head of Energy & Sustainability acting jointly with an E&S Business Development Manager or an E&S Project Manager or Regional E&S Manager, is authorised for the transactions related to or arising from the conclusion of agreements relating to the works related to energy, including but not limited to, the official report of the provisional handover, the release of a bank guarantee, the change notes (change order) in function of additional or modified works, an official report of receipt of a PID with all as-built documents, etc.

35. The Head of Energy & Sustainability, acting jointly with an E&S Business Development Manager or an E&S Project Manager on the one hand and a Regional E&S Manager on the other hand, is authorised for the transactions related to the final handover of works related to energy, such as, but not limited to, the official report of the final handover, the release of a bank guarantee, etc.

36. Insofar as an envisaged legal transaction is not covered by the other “Specific Delegations”, a person from Group I, acting jointly with a person from Group II, is authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners, suppliers such as, for example, engineers, energy providers or consultancy firms, if the total value of the envisaged legal transaction exceeds 100,000 euros (excl. VAT).

37. Insofar as an envisaged legal transaction is not covered by the other “Specific Delegations”, a person from Group I or Group II, acting jointly with a person from Group III, is authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners, suppliers such as, for example, engineers, energy providers or consultancy firms, if the total value of the envisaged legal transaction is lower than or equal to 100,000 euros (excl. VAT)

38. The CFO, acting jointly with a person from Group I, is authorised to make any decision regarding, negotiating (including preparatory works such as, for example, a confidentiality agreement or declaration of intent) and concluding, signing, amending, terminating, executing and/or developing any financing (including commercial paper, straight loans, etc.), any agreement regarding (total or partial) cancellation or release of (collateral or personal) securities, and any agreement regarding hedging instruments insofar as the amount and conditions thereof are appropriate within the financing policy and the hedging policy approved by the Board of Directors and with the exception of decisions regarding public equity and debt transactions, which always have to be decided at the level of the Board of Directors.

39. The CFO, acting jointly with the Corporate Finance Manager, is authorised for transactions related to or arising from the conclusion of financing agreements (including through the issuance of debt instruments, commercial paper, straight loans, etc.) (including the preparatory actions such as, for example, a confidentiality agreement or declaration of intent), the granting and (full or partial) release of (real or personal) collateral and the hedging instruments, such as, but not limited to, the (requests for) inclusion of the credit granted and approved (utilisation requests), issuing compliance certificates and statements, concluding, executing, delivering other documents related to financing such as, for example, deeds (aktes), acknowledgements, release notices (vrijgavebrieven), cancellation letters, selection notices, extension notices and any other documents in the context of the further operational implementation of the aforementioned agreements.

40. The CFO, acting jointly with the Corporate Finance Manager, is authorised for all acts pertaining to the executive financial management of the Company, such as, but not limited to, (i) opening accounts in the name of the Company (and the associated (credit) cards), (ii) concluding management contracts cfr. ISABEL.

41. The CFO, acting jointly with the Head of Controlling & Reporting or Head of Accounting, is authorised for all acts regarding the tax management of the Company, including: (i) the handling of information requests from the tax authorities, the signing of all documents, contracts, undertakings or declarations with the tax authorities (including the service of advance decisions in tax matters) on the federal, regional, provincial and municipal level, (ii) the filing of complaints, legal actions, including summons, seizure, complaint, objection, appeal, cassation appeal, waiver of legal action with regard to tax matters.

42. The CFO, acting jointly with a person from Group I, is authorised to sign engagement letters, letters of representation and other statements in the context of the (statutory) audit by the external auditor of the Company or in the context of special assignments assigned to him/her that would otherwise fall outside the scope of his/her statutory audit mandate.

43. Insofar as an envisaged legal transaction is not covered by the other “Specific delegations”, a person from Group I, acting jointly with the CFO, is authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners, suppliers such as, for example, external auditors, lawyers, tax advisors etc., if the total value of the envisaged legal transaction exceeds 100,000 euros (excl. VAT).

44. Insofar as an envisaged legal transaction is not covered by the other “Specific delegations”, a person from Group I or Group II, acting jointly with a person from Group III, is authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners, suppliers such as, for example, external auditors, lawyers, tax advisors, if the total value of the envisaged legal transaction is lower than or equal to 100,000 euros (excl. VAT).

FUND TRANSFERS

45. Two persons from Group I, acting jointly, are authorised for all payment orders, wire transfers, issuance and cashing of all cheques and, in general, all transfers of funds to (i) third parties that are not affiliated companies (within the meaning of Section 1:20 of the Code of Companies and Associations), for an amount that exceeds 1 million euros (excl. VAT) or (ii) to employees.

46. Two persons from Group I, acting jointly, or one person from Group I acting jointly with the Corporate Finance Manager or the Corporate Finance Analyst are/is authorised for all payment orders, wire transfers, issuance and cashing of all cheques and, in general, all transfers of funds to third parties that are not affiliated companies (within the meaning of Article 1:20 of the Code of Companies and Associations), for an amount lower than or equal to 1 million euros (excl. VAT).

47. A person from Group I is individually authorised for all payment orders, transfers, issuing and cashing of all cheques and, in a general sense, all transfers of funds to affiliated companies (within the meaning of Article 1:20 of the Belgian Code of Companies and Associations), without any limitation of the amount.

LEGAL AFFAIRS

48. A CEO, acting jointly with the Chair of the Board of Directors, is authorised for serving notice of default, lodging complaints and claims (summons, attachment, complaint, objection, appeal, appeal in cassation etc.), all procedural acts and acts of execution, the instruction of notaries, lawyers, bailiffs and experts and for this purpose and the definition their mission, appointing arbitrators and the agreement to arbitrate, and in general, monitoring and managing criminal and environmental law disputes if the value of the dispute exceeds 250,000 euros (excl. VAT).

49. A person from Group I, acting jointly with a person from Group I, is authorised for serving notice of default, lodging complaints and claims (summons, attachment, complaint, objection, appeal, appeal in cassation etc.), all procedural acts and acts of execution, the instruction of notaries, lawyers, bailiffs and experts and for this purpose and the definition their mission, appointing arbitrators and the agreement to arbitrate, and in general, monitoring and managing criminal and environmental law disputes if the value of the dispute is lower than or equal to 250,000 euros (excl. VAT).

50. A person from Group I of Group II, acting jointly with a Legal Counsel, is authorised for serving notice of default, lodging complaints and claims (summons, attachment, complaint, objection, appeal, appeal in cassation etc.), all procedural acts and acts of execution, the instruction of notaries, lawyers, bailiffs and experts and for this purpose and the definition their mission, appointing arbitrators and the agreement to arbitrate, and in general, monitoring and managing all disputes with the exception of criminal and environmental law disputes.

51. The two CEOs, acting jointly, are authorised to enter into settlements of up to 2.5 million euros (excluding VAT), with the exception of settlements in the context of a criminal and/or environmental law dispute.

52. A person from Group I or Group II, acting jointly with a Legal Counsel, is authorised to enter into settlements of up to 1 million euros (excluding VAT), with the exception of settlements in the context of a criminal and/or environmental law dispute.

53. A person from Group I or the General Counsel is individually authorised to monitor, manage and sign entries in the Company's share register.

54. Insofar as an envisaged legal transaction is not covered by the other “Specific delegations”, a person from Group I, acting jointly with a person from Group II, is authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners, suppliers such as, for example, lawyers and legal advisors, if the total value of the envisaged legal transaction exceeds 100,000 euros (excl. VAT).

55. Insofar as an envisaged legal transaction is not covered by the other “Specific delegations”, a person from Group I or Group II, acting jointly with a person from Group III, is authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners, suppliers such as, for example, lawyers and legal advisors, if the total value of the envisaged legal transaction is equal to or lower than 100,000 euros (excl. VAT).

INSURANCES

56. Two persons from Group I, acting jointly, are authorised to negotiate, conclude, sign, amend or execute all documents and agreements related to insurance policies to which the Company is a party.

57. Two persons from Group I, acting jointly, are authorised to deal with claims within the framework of an insurance case file and to sign the discharges related to it for an amount exceeding 100,000 euros (excl. VAT).

58. A person from Group I or Group II, acting jointly with a person from Group III, is authorised to deal with claims within the framework of an insurance case file and to sign the discharges related to it for an amount lower than or equal to 100,000 euros (excl. VAT).

59. Insofar as an envisaged legal transaction is not covered by the other “Specific delegations”, a person from Group I acting jointly with the CFO is authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners etc., if the total value of the envisaged legal transaction exceeds 100,000 euros (excl. VAT).

60. Insofar as an envisaged legal transaction is not covered by the other “Specific delegations”, a person from Group I or Group II, acting jointly with a person from Group III, is authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners etc., if the total value of the envisaged legal transaction exceeds 100,000 euros (excl. VAT).

IT AND CYBER SECURITY

61. Two persons from Group I, acting jointly, are authorised to negotiate, conclude, sign, amend and/or execute all agreements, deeds, licences and other documents (including preparatory acts such as, for example, a confidentiality agreement or declaration of intent) in the context of information technologies, digital technologies, digital services, the implementation of those technologies and services in the Company’s systems, including the purchase, in any form whatsoever, of the products (software, IT and electronic equipment) and the rental of the related services, if the total value of the envisaged legal transaction exceeds 100,000 euros (excl. VAT).

62. One person from Group I, acting jointly with the Head of IT, is authorised to negotiate, conclude, sign, amend and/or execute all agreements, deeds, licences and other documents (including preparatory acts such as, for example, a confidentiality agreement or declaration of intent) in the context of information technologies, digital technologies, digital services, the implementation of those technologies and services in the Company’s systems, including the purchase, in any form whatsoever, of the products (software, IT and electronic equipment) and the rental of the related services, if the total value of the envisaged legal transaction is lower than or equal to 100,000 euros (excl. VAT).

HUMAN RESOURCES

63. A person from Group I or Group II, acting jointly with the Head of HR, is authorised for any decision regarding and the negotiation, conclusion, signing, amendment and execution of employment contracts and service agreements, the making of job offers to potential candidates, as well as the signing of letters of dismissal and the negotiation, conclusion, signing, amendment and execution of severance agreements (always with the exclusion of the members of the Board of Directors and the members of the Management Committee);

64. The Head of HR is individually authorised to take all necessary actions that are or may be necessary, useful or incidental to, or in connection with, the implementation of the HR policy and the execution of employment and service agreements, such as (but not limited to) the organisation of training courses and education, the signing of social documents, personnel policies, the ordering of meal and eco cheques, fuel cards, company vehicles etc.

65. Insofar as an envisaged legal transaction is not covered by the other “Specific delegations”, two persons from Group I, acting jointly, are authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners, suppliers such as headhunters, payroll agencies etc., if the total value of the envisaged legal transaction exceeds 100,000 euros (excl. VAT).

66. Insofar as an envisaged legal transaction is not covered by the other “Specific Delegations”, a person from Group I or Group II, acting jointly with a person from Group III, is authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners, suppliers such as, for example, a headhunter, payroll office, etc., if the total value of the envisaged legal transaction is less than or equal to 100,000 euros (excl. VAT).

MARKETING – SPECIAL PROJECTS – INVESTOR RELATIONS

67. Insofar as an envisaged legal transaction is not covered by the other “Specific delegations”, two persons from Group I, acting jointly, are authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners, suppliers such as, for example, marketing consultants, event organisers or graphic designers etc., if the total value of the envisaged legal transaction exceeds 100,000 euros (excl. VAT).

68. Insofar as an envisaged legal transaction is not covered by the other “Specific delegations”, a person from Group I or Group II, acting jointly with a person from Group III, is authorised to select, negotiate, conclude, sign, amend or execute all documents, agreements with consultants, partners, suppliers such as, for example, marketing consultants, event organisers or graphic designers etc., if the total value of the envisaged legal transaction is lower than or equal to 100,000 euros (excl. VAT).