Sif N : Supervisory Board Profile november 2023

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COMPOSITION OF THE SUPERVISORY BOARD

Article 3

1. To ensure that the Supervisory Board is properly composed, recommendations, nomina- tions and proposals for the appointment of a Supervisory Director shall be made taking into account the general principles set out in this Article 3.
2. The Supervisory Board shall be composed of individuals who are knowledgeable and have relevant experience and expertise in one or more of the following areas:
3. 1. the industry in which the Company operates;
   2. general management;
   3. project management;
   4. finance, administration and accounting;
   5. strategy;
   6. marketing and sales;
   7. manufacturing and production;
   8. innovation, research and development;
   9. safety and environment;
   10. human resources, personnel and organisation;
   11. information technology; and
   12. risk management, regulatory and legal affairs.
4. Each Supervisory Director shall be expected to have the following competences and qual- ities:
5. 1. integrity;
   2. the ability to act critically and independently of the other Supervisory Directors, the Executive Board and any particular interest;
   3. the ability to promote and protect the interests of the Company and its various stakeholders;
   4. awareness of international trends in society, economy and politics;
   5. a track record of proven success;
   6. analytical, critical and solution-oriented;
   7. having sufficient time at his disposal to perform his duties properly;
   8. willingness to follow induction and training programmes, periodical evaluation and continuous improvement; and
   9. willingness to accept to be a member of one or more committees established by the Supervisory Board.
6. All Supervisory Directors, except for any Investor Supervisory Director, shall be inde- pendent within the meaning of the Dutch Corporate Governance Code.

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1. The Supervisory Board shall comprise such number of Investor Supervisory Directors as agreed between the Company and the Investor in the relationship agreement dated 15 June 2023.
2. At least one Supervisory Director shall be a financial expert with relevant knowledge and experience of financial administration and accounting for listed companies or other large entities. Unless the Supervisory Board decides otherwise, the chairman of the Audit Com- mittee shall be a Supervisory Director who is a financial expert as referred to in the pre- vious sentence.
3. The Chairman may not be a former Executive Director or an Investor Supervisory Direc- tor.
4. Without prejudice to any restrictions under mandatory Dutch law, the number of mem- berships of supervisory boards of Dutch listed companies (including the Company) which a Supervisory Director may have, shall be limited such that the proper performance of his duties is assured and shall in any event not be higher than five, with chairmanship count- ing double.
5. The Company endorses the importance of diversity in terms of, among other things, back- ground, age, gender, nationality, and experience. However, the importance of diversity, in and of itself, should never set aside the overriding principle that a Supervisory Director should always be recommended, nominated and appointed for being the "best man or woman for the job".
6. For the avoidance of doubt, the requirements and principles described in Articles 3.2 through 3.9 are not considered to be mutually exclusive.

AMENDMENTS AND DEVIATIONS

Article 4

1. The Supervisory Board may amend or supplement this profile pursuant to a resolution to that effect.
2. The Supervisory Board may also approve temporary deviations from this profile pursu- ant to a resolution to that effect.
3. Any amendment or deviation made pursuant to this Article 4 shall be subject to the Com- pany's articles of association, the internal rules of the Supervisory Board, and applicable laws and regulations.

GOVERNING LAW AND JURISDICTION

Article 5

This profile shall be governed by and shall be construed in accordance with the laws of the Neth- erlands. Any dispute arising in connection with this profile shall be submitted to the exclusive jurisdiction of the competent court in Amsterdam.

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