Role of the General Meeting of Shareholders

Role of the General Meeting of Shareholders of Draka Holding N.V.

General Meetings are held once a year, within six months of the end of the previous financial year. All notices of General Meetings shall be published on the Company’s website. The agenda of the General Meeting, together with the explanatory notes and other documents relating to the agenda, are made available in advance of the meeting and are posted on the Draka Holding website. The General Meeting discusses the annual report, adopts the financial statements, declares the dividend, discharges the members of the Board of Management and Supervisory Board of liability for their management and supervision and appoints the auditor.

The General Meeting appoints and may suspend or dismiss the members of the Board of Management and the members of the Supervisory Board. On the proposal of the Supervisory Board, the General Meeting adopts the remuneration policy for the Board of Management and the remuneration of the Supervisory Board. Decisions of the Board of Management and Supervisory Board relating to a significant change in the identity or character of Draka Holding or its operations are also subject to the approval of the General Meeting.

The General Meeting is the body authorized to decide on the issue of new shares, but may delegate this authority to another corporate body. This authority to issue (and grant rights to subscribe for) new shares is currently vested in the Board of Management, subject to approval by the Supervisory Board for a period of eighteen months commencing on 20 April 2010, the date of the General Meeting. This authority is limited to a maximum of 10% of the total issued share capital on 20 April 2010.

Draka Holding has two classes of shares: ordinary shares and financing preference shares

The General Meeting also has powers of decision on the acquisition of shares in its own capital.