Novabase S G P S S A : SGPS, SA informs about proposal of item 6 of the agenda of the annual general meeting to be held on the 24th of May of 2022

ANNUAL GENERAL MEETING OF SHAREHOLDERS

24 May 2022

NOVABASE - Sociedade Gestora de Participações Sociais, S.A.

Registered Office: Av. D. João II, no. 34, Parque das Nações, Lisbon

Share Capital: 54,638,425.56 Euros

Lisbon Commercial Registry inscription and corporation number 502.280.182

PROPOSAL OF THE SHAREHOLDER

ITEM 6 ON THE AGENDA:

To elect a member of the Company's Board of Directors for the remainder of the current 2021-2023 term of office following the resignation tendered by the director José Sancho García, under the terms and for the purposes of number 7 of article 393 of the Portuguese Companies Code.

Whereas:

I.

At the Annual General Meeting of Shareholders held on 25 May 2021, it was resolved to elect the members of the corporate bodies and the Remuneration Committee of the Company for the three-year period 2021-2023 under Item 4 of the Agenda;

II.

Within the context of the discussion of the proposal of the referred Item 4 of the Agenda presented by the shareholder HNB - S.G.P.S., S.A. ("HNB"), and following the vote against of the shareholder IBI - Information Business Integration, A.G. ("IBI"), holder of the shares representing more than 10% of the share capital of Novabase, under the terms and for the purposes of paragraphs 6, 7 and 8 of article 392 of the Portuguese Companies Code ("PCC"), the last member of the list of candidates for the Board of Directors included in the proposal submitted by the shareholder HNB - Francisco Morais Antunes - was replaced by José Sancho García, the member proposed in that context by the shareholder IBI, whose election was duly approved under the terms of the abovementioned legal provisions;

III.

On 27 of April 2022 José Sancho García tendered his resignation as a member of the Board of Directors of the Company, by means of a letter addressed to the Chairman of the Board of Directors of the Company, under the terms of article 404 of the PCC; and

IV.

The number 7 of article 393 of the PCC provides that, in the event of the absence of a director - which also includes the case of resignation - who was elected under the special rules established in article 392 of the PCC, a new election must take place, to which those special rules shall apply, with the necessary adaptations.

The shareholder IBI, holder of shares representing more than 10% of the share capital of the Company, hereby proposes the election of Benito Vázquez Blanco as a member of the Board of Directors of the Company for the remainder of the current three-year period 2021-2023, under the terms and for the purposes of paragraphs 6, 7 and 8 of article 392 of the PCC, thus replacing director José Sancho García.

Lisbon, 27 April 2022

THE SHAREHOLDER,

IBI - Information Business Integration, A.G.

Benito Vázquez [e-mail]

[phone]

SUMMARY

CEO and senior executive with more than 30 years of experience. Entrepreneur and board member with proven track record in different BoD. Solid business background, strong leadership capabilities and deep experience in digital transformation dealing with exponential technologies. Extensive international experience (EU, Latin America, US, Japan) and broad industry expertise (financial services, insurance, telecom & media, energy & utilities).

PERSONAL INFORMATION

• ➢ Date of Birth: June 28, 1964.

• ➢ Status: Married, two children (born in 1993 and 1996, respectively).

• ➢ Spanish Address: C/ Navarredonda de Gredos, 6. 28035 Madrid, Spain.

• ➢ Languages: Spanish native. Fluent in English and Portuguese.

PROFESSIONAL EXPERIENCE

Currently (since July 31, 2019)

• ❖ Co-CEO of BKOOL (Software Simulation Platform for Indoor Cycling and Spinning).

• ❖ Independent Director of the following Boards of Directors:

  • o Mapfre Iberia

  • o Mapfre Vida

  • o Mapfre Internacional

  • o Luckia Gaming Group

• ❖ Member of the following Advisory Boards:

  • o Mapfre CATIT (Advisory Board for Transformation, Innovation and Technology).

  • o Jones Lang Lasalle (JLL) España SA.

  • o SCL.

  • o Escuela Técnica Superior Ingenieros de Telecomunicación (Universidad Politécnica Madrid).

  • o Information Processing and Telecommunications Center (Universidad Politécnica Madrid).

  • o ICAI (Universidad Pontificia de Comillas).

(*) From August 2019, right after his departure from NTT DATA to September 2021, Mr. Vázquez served as Personal Advisor to the President of NTT Global (Holdings), Mr. Jun Sawada.

2017 to July 31, 2019

• ❖ Senior Vice President of NTT DATA Corporation Japan (HQ Tokyo)

• ❖ Head (CEO) of NTTDATA EMEAL Region (Europe, Middle East, Africa and Latin America)

• ❖ Head of the Unification and Transformation process of everis, NTT DATA EMEA and itelligence into ONE New Company (more than 60.000 direct employees).

• ❖ CEO of NTT DATA EMEA (HQ in London).

• ❖ Director of the everis Board of Directors (HQ in Madrid)

• ❖ Director of the itelligence Supervisory Board of Directors (HQ in Munich)

❖ From August 2019, right after his departure from NTT DATA to September 2021, Mr. Vázquez served as personal advisor to the President of NTT Global (Holdings), Jun Sawada.

1996 to 2017

• ❖ Everis: Mr. Vázquez was Co-Founder (1996) and CEO of the whole company.

• ❖ Throughout this period (1996-2017) Mr. Vázquez, as Global CEO, has played a very active role in the international expansion of the company in Europe (Portugal, Italy, Germany, the Netherlands, and the UK), Latin America (Brazil, Mexico, Argentina, Colombia, Chile, and Peru) as well as in the United States. Particularly in Portugal, he launched the company from scratch in 1997 and hired a local person (Antonio Vasconcelos) who afterwards led the company in Portugal with great success.

• ❖ Mr. Vázquez led the investment process of different Private Equity in everis

  • o (APAX Partners in 2004 and

  • o 3i, Hutton Collins and Landon Investments in 2007/2008.

• ❖ Mr. Vázquez led the transaction and integration process of everis into NTT DATA Corporation Japan (2014), remaining as Global CEO of everis until 2017

1991 to 1996

❖

Andersen Consulting (now, Accenture): Experienced Manager (cross vertical)

1989 to 1991

❖

SITRE: Systems Engineer and Software Architect (Real Time Telecommunication Systems)

1988 to 1989

❖ Telefonica I+D: Software Engineer (Tesys-B Packet Switching Central)

EDUCATION

Currently, Geography and History - Universidad Nacional de Educación a Distancia (UNED), Spain 1982 - 1988 M.Sc. Telecommunication Engineering - Universidad Politécnica Madrid (UPM), Spain

HOBBIES

Athletics (runner of 10 km) and football.

Passionate reader and traveler around the world.

Most importantly (not really a hobby): Spend as much time as possible with family and enjoy them.