Luxempart S A : Pack AGM 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 Annual General Meeting

which will be held

on Monday 24 April 2023 at 11:00 a.m. (Luxembourg time) at the registered office of the Company

AGENDA

1. Presentation of the main events during the financial year 2022 and of the outlook
2. Presentation of the financial results for the year 2022
3. Presentation of the management report, the statement of governance and the sustainability report for the financial year 2022
4. Presentation of the audit reports
5. Report on any conflict of interest of a financial nature
6. Approval of the consolidated financial statements for the financial year 2022
7. Approval of the statutory annual accounts for the financial year 2022
8. Allocation of the result of the financial year 2022 including the declaration of a dividend
9. Approval of the annual executive remuneration report for the financial year 2022
10. Discharge of the directors for the performance of their duties during the financial year 2022
11. Renewal of the mandate of Ms. Kay Ashton as a director for a 3-year period
12. Renewal of the mandate of Mr. Frank Donck as a director for a 3-year period
13. Renewal of the mandate of Mr. Jacques Elvinger as a director for a 3-year period
14. Renewal of the mandate of Mr. Jürgen Vanselow as a director for a 3-year period
15. Appointment of Mr. Owen Tesch as a director of the Company for a 3-year period
16. Appointment of Mr. Xavier Coirbay as a director of the Company for a 3-year period
17. Approval of the revised executive remuneration policy
18. Approval of the remuneration of the directors
19. Renewal of the mandate of the independent auditor for the year 2023
20. Authorization of LUXEMPART to acquire its own shares
21. 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 annual financial report 2022 of the Company), the documents to be presented at the Annual General Meeting as well as the form of notice

of participation and the proxy form 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]).

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

Obligation to register in advance

The rights of a shareholder to participate in and exercise his/her/its rights at the Annual 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 Annual General Meeting.

Any shareholder wishing to participate in the Annual 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 documentation to be attached (as explained in the form of notice of participation). 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 Annual General Meeting, i.e. at the latest on April 18, 2023.

Modalities of participation in the Annual General Meeting

The Annual 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 Annual 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 Annual 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 Annual 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 Annual General Meeting, i.e. April 18, 2023.

Participants in the Annual 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 Annual General Meeting and have the right to submit draft resolutions concerning items included or to be included on the agenda of the Annual General Meeting.

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 Annual 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 Annual 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 Annual General Meeting together with proof of the status of shareholder 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

ANNUAL GENERAL MEETING OF

LUXEMPART

24 APRIL 2023

OPENING OF THE

GENERAL MEETING

• Opening of the meeting
• Appointment of the secretary of the meeting by the President of the General Meeting
• Appointment of one or several scrutineers by the General Meeting
• Acknowledgement by the General Meeting of the following declarations by the President of the General Meeting:
• 1. Meeting convening and publication formalities
  2. Total number of voting rights
  3. Attendance list
  4. Regularity of the constitution of the General Meeting
  5. Agenda of the General Meeting

Luxempart SA - Annual General Meeting

24/04/2023