NSI N : Proxy form for NSI AGM 21 April 2021

Proxy form for the General Meeting of NSI N.V. on Wednesday 21 April 2021

I will not attend the meeting and hereby give a proxy to (please tick the appropriate box):

• __________________________________________________________________
  __________________________________________________________________
• The chairman of the meeting

to act for me, with the right of substitution, at the general meeting (the "AGM") of NSI to be held at HNK Den Haag, Oude Middenweg 17, 2491 AC The Hague, the Netherlands on Wednesday 21 April 2021, at 2.00 pm for the purpose of considering and passing, with or without amendment, the resolutions set out in the notice convening the AGM and at the AGM attend and speak on my behalf and to vote for me and in my name in respect of such resolutions as hereunder indicated, and, if no such indication is given, as my proxy holder will deem fit. This proxy will be governed by the laws of the Netherlands.

Resolution

For

Against

Abstain

3a. Discussion of the remuneration report for the 2020 financial year and advisory vote

4. Adoption of the financial statements for the 2020 financial year

6. Declaration of the final dividend for 2020

7.

8.

Discharge of the members of the Management Board for the policy pursued in the 2020 financial year

Discharge of the members of the Supervisory Board for the supervision exercised during the 2020 financial year

9. Proposal for reappointment of Ms A.A. de Jong as Director (CFO)

10.

Proposal for reappointment of Ms G.M. Haandrikman as member of the Supervisory Board

Proposal to authorise the Management Board to issue ordinary shares up to a

11a. maximum of 10% of the outstanding number of shares, subject to the approval of the Supervisory Board

Proposal to authorise the Management Board to issue up to an additional 10% of

11b. ordinary shares (i.e. 20% in aggregate for 11a and 11b), subject to the approval of the Supervisory Board

Proposal to authorise the Management Board to limit or exclude pre-emptive rights

11c. upon the issuance of ordinary shares issued under 11a, subject to the approval of the Supervisory Board

Proposal to authorise the Management Board to limit or exclude pre-emptive rights

11d. upon the issuance of ordinary shares issued under 11b, subject to the approval of the

11e.

Supervisory Board

Proposal to authorise the Management Board to buy back ordinary shares in the company's own capital, subject to the approval of the Supervisory Board

Name	_________________________________________________________
Address	_________________________________________________________
Telephone	_________________________________________________________
Number of shares	_________________________________________________________
Date	_________________________________________________________
City	_________________________________________________________
Signature	_________________________________________________________

If you use this proxy form please make sure to also register your shares for the meeting through your bank. Please contact your bank for further details.