Luxempart S A : Pack EGM 2023 - Published 24032022

LUXEMPART

société anonyme

registered office : 12 rue Léon Laval, L-3372 Leudelange

R.C.S. Luxembourg B 27846

The shareholders of LUXEMPART (the "Company") are invited

to participate in:

the Extraordinary General Meeting

which will be held

on Monday 24 April 2023 at 10:00 a.m. (Luxembourg time) at the registered office of the Company

AGENDA

1. Revocation of the authorisation given to the board of directors of the Company to increase the share capital within the limits of the authorized capital, removal of the authorized capital and subsequent amendment of article 5 of the articles of association of the Company;
2. Approval of the compulsory dematerialisation of shares in bearer form and of voluntary dematerialization of shares in registered form and subsequent amendment of article 8 of the articles of association of the Company;
3. Amendment and full restatement of the articles of association of the Company, without amending the corporate purpose of the Company;
4. Miscellaneous.

COMPANY CONTACT DETAILS

You may contact the Company regarding any of the information, action and procedure set forth in this notice as follows:

• per e-mailto:[e-mail]; or
• by post to: LUXEMPART, attn. Chief Financial Officer, 12 rue Léon Laval, L-3372 Leudelange.

DOCUMENTS MADE AVAILABLE BY LUXEMPART

The proposed resolutions of the Board of Directors (including the text of the proposed amendments to the articles of association and a draft of the consolidated version of the articles of association of the Company including the proposed amendments in track-changes), the documents to be presented at the Extraordinary General Meeting as well as the form of notice of participation and the form of proxy can be consulted and downloaded from the website of LUXEMPART www.luxempart.luor obtained on request made to the Company by post (postal address: LUXEMPART, attn. Chief Financial Officer, 12 rue Léon Laval, L-3372 Leudelange) or e-mail([e-mail]).

Eight days before the Extraordinary General Meeting, the shareholders of the Company may consult the text of the proposed amendments and the draft articles of association consolidated accordingly at the Company's registered office.

TOTAL NUMBER OF SHARES AND VOTING RIGHTS

On the date of this notice, there are a total of 20,700,000 shares in issue and the total number of voting rights amounts to 20,700,000.

PARTICIPATION IN THE MEETING

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Obligation to register in advance

The rights of a shareholder to participate in and exercise his/her/its rights at the Extraordinary General Meeting are determined on the basis of the shares held by such shareholder on the 14th day preceding such meeting, i.e. on April 10, 2023 at 24:00 hours (Luxembourg time) (the "Record Date"). A person who is not a shareholder on the Record Date may neither participate nor vote at the Extraordinary General Meeting.

Any shareholder wishing to participate in the Extraordinary General Meeting must submit to the Company by post (postal address: LUXEMPART, attn. Chief Financial Officer, 12 rue Léon Laval, L-3372 Leudelange) or e-mail([e-mail]) the duly completed and signed form of notice of participation together with the requested attachments. The notices of participation must be received by the Company at the latest on the Record Date.

In the case of shares held by a legal entity, the individual(s) representing such entity wishing to participate in the Meeting must attach to the notice of participation proof of his/her/their power of representation by means of a valid document such as a general or special power of attorney or a recent extract from the trade register indicating the identity of the legal representative(s) of the entity concerned.

Any bearer shareholder must attach to the notice of participation or, failing that, send to the Company by post (postal address: LUXEMPART, attn. Chief Financial Officer, 12 rue Léon Laval, L-3372 Leudelange) or e-mail([e-mail]) a certificate issued by the custodian holding the shares on behalf of the shareholder, establishing his/her/its status as shareholder and certifying the number of bearer shares registered in his/her/its name as of the Record Date. The certificates must be received by the Company at the latest 5 days before the Extraordinary General Meeting, i.e. at the latest on April 18, 2023.

Modalities of participation in the Extraordinary General Meeting

The Extraordinary General Meeting will be held in person at the Company's registered office located at 12 rue Léon Laval, L-3372 Leudelange. There is no provision for remote participation in the Extraordinary General Meeting or for voting by correspondence or by electronic means.

Any shareholder who has registered in advance may participate and exercise his/her/its rights in person at the Extraordinary General Meeting or appoint in writing any person as his/her/its proxy to represent him/her/it in person and to vote on his/her/its behalf at the Extraordinary General Meeting. In the latter case, the shareholder must return the duly completed and signed form of proxy to the Company by post (postal address: LUXEMPART, attn. Chief Financial Officer, 12 rue Léon Laval, L-3372 Leudelange) or e-mail([e-mail]), together with the attachments specified in the form of proxy, at the latest 5 days before the date of the Extraordinary General Meeting, i.e. April 18, 2023.

Participants in the Extraordinary General Meeting must present themselves with a valid document proving their identity such a valid identity card or passport.

MODIFICATION OF THE AGENDA

One or more shareholders holding together at least 5% of the share capital of LUXEMPART have the right to place items on the agenda of the Extraordinary General Meeting and have the right to submit draft resolutions concerning items included or to be included on the agenda of the Extraordinary General Meeting.

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The above-mentioned requests must be made in writing and addressed to the Company by post (postal address: LUXEMPART, attn. Chief Financial Officer, 12 rue Léon Laval, L-3372 Leudelange) or email ([e-mail]) at the latest on the 22nd day preceding the date of the Meeting, i.e. on April 2, 2023. They must be accompanied by a justification or a draft resolution to be adopted at the Extraordinary General Meeting and indicate the postal or e-mail address to which the Company can send the acknowledgement of receipt of such requests. The Company will then publish a revised agenda no later than the 15th day prior to the date of the Extraordinary General Meeting, i.e. by April 9, 2023.

WRITTEN QUESTIONS TO THE BOARD OF DIRECTORS

Shareholders may, upon publication of the notice of meeting, ask questions in writing concerning items on the agenda, which will be answered at the meeting. These questions must be sent to the Company by post (postal address: LUXEMPART, attn. Chief Financial Officer, 12 rue Léon Laval, L-3372 Leudelange) or e-mail([e-mail]) at the latest 72 hours before the day of the Extraordinary General Meeting together with proof of the status of shareholder of the Company on the Record Date.

Done in Leudelange, on 24 March 2023.

For the Board of Directors of LUXEMPART

________________________________

The Chairman of the Board of Directors

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	NOTICE OF PARTICIPATION
The undersigned
In the case of a natural person:
Surname, Name:	…………………………………………………………………………………………
Address:	…………………………………………………………………………………………
Birth date:	…………………………………………………………………………………………
Email:	…………………………………………………………………………………………
Phone number:	…………………………………………………………………………………………

In the case of a legal entity:
Company name:	…………………………………………………………………………………………
Registered office:	…………………………………………………………………………………………
Registration authority:	…………………………………………………………………………………………
Registration number:	…………………………………………………………………………………………
Authorised representative:	…………………………………………………………………………………………
Email:	…………………………………………………………………………………………
Phone number:	…………………………………………………………………………………………

holding: (check the appropriate box and complete)

…………………………………………. registered shares

…………………………………………. bearer shares

issued by the company

LUXEMPART

a public limited liability company (société anonyme) governed by the laws of Luxembourg, having its registered office at 12, rue Léon Laval, L-3372 Leudelange, registered with the Luxembourg Trade and Companies Register under number B 27.846 (the "Company"),

hereby confirms that he/she will participate in the extraordinary general meeting of the Company to be held on April 24, 2023 at 10:00 a.m. (Luxembourg time) (the "Meeting").

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DOCUMENTS TO BE ATTACHED

If the shareholder is a legal entity: In case the shareholder is a legal entity, the natural person(s) representing such entity who wishes to exercise the rights of such entity at the meeting must attach to this notice of participation the original or a copy of his or her power of representation, such as a general or special power of attorney or a recent extract from the commercial register indicating the identity of the shareholder's legal representatives.

If the shareholder holds bearer shares: Any bearer shareholder must attach to this notice of

participation or, failing that, send to the Company by mail or email (e-mail:[e-mail],

postal address: LUXEMPART, attn. Chief Financial Officer, 12 rue Léon Laval, L-3372 Leudelange) at the latest 5 days before the Meeting (i.e. April 18, 2023), a certificate issued by the custodian holding such shares on behalf of the shareholder, establishing his status as shareholder and certifying the number of bearer shares registered in his name as of the 14th day prior to the Meeting at 24:00 hours, i.e. as of April 10, 2023 at 24:00 hours (Luxembourg time) (the "Record Date").

If the shareholder holds registered shares: The shareholder must be registered in the Company's register of registered shares on the Record Date. No document to be attached in respect of registered shares.

Done at (place)________________________________, on (date) _____________________ 2023.

Signature: ______________________________________

(First name, Last name) ________________________________

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