ANNUAL REPORT 200925 YEARS OF GROWTH ON THE STOCK MARKET

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(1)1984-2009. 25 YEARS OF GROWTH ON THE STOCK MARKET. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. 1. ANNUAL REPORT 2009 JAARVERSLAG 2009.

(2) Financial calendar 17 May 2010. Interim statement Q1 2010. 25 May 2010. Ordinary General Meeting. 26 August 2010. Half-year results 2010. 15 November 2010. Interim statement Q3 2010. 3 March 2011. Annual results 2010. 24 May 2011. Ordinary General Meeting. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. 2.

(3) ❛Contents 4 MISSION STATEMENT. 46 FINANCIAL SERVICES 48 Bank J.Van Breda & C°. 6 MESSAGE OF THE CHAIRMEN. 52 Bank Delen 55 BDM-ASCO. 10 25 YEARS OF STOCK MARKET LISTING 56 PRIVATE EQUITY 16 BOARD OF DIRECTORS, SUPERVISION AND DAILY MANAGEMENT. 18 ACTIVITY REPORT. 59 GIB 60 Sofinim. 66 ENERGY AND MATERIALS 68 Sipef. 20 KEY EVENTS. 70 Henschel Engineering 71 Sagar Cements. 22 CONTRACTING, DREDGING AND CONCESSIONS 3. 24 DEME 30 Algemene Aannemingen Van Laere. 72 GLOSSARY. 32 NMP. 74 ANNUAL REPORT OF THE. 33 Rent-A-Port. BOARD OF DIRECTORS 82 CORPORATE GOVERNANCE STATEMENT. AND RELATED SERVICES 36 Extensa. 91 PATRONAGE 92 GENERAL INFORMATION REGARDING THE COMPANY AND THE CAPITAL. 39 Leasinvest Real Estate. 94 RISK FACTORS. 42 Financière Duval. 98 FINANCIAL STATEMENTS. 44 Cobelguard 45 Anima Care. www.avh.be. Pursuant to the Royal Decree of 14 November 2007 on the obligations of issuers of financial instruments admitted to trading on a Belgian regulated market, Ackermans & van Haaren is required to publish its annual financial report. This report contains the combined statutory and consolidated annual report of the board of directors prepared in accordance with article 119, last paragraph of the Company Code. The report further contains a condensed version of the statutory annual accounts prepared in accordance with article 105 of the Company Code, and the full version of the consolidated annual accounts. The full version of the statutory annual accounts has been deposited with the National Bank of Belgium, pursuant to articles 98 and 100 of the Company Code, together with the annual report of the board of directors and the audit report. The auditor has approved the statutory annual accounts without qualification. In accordance with article 12, §2, 3° of the Royal Decree of 14 November 2007, the members of the executive committee (i.e. Luc Bertrand, Tom Bamelis, Piet Bevernage, Piet Dejonghe, Werner Poot and Jan Suykens) declare that, to their knowledge: a) the annual accounts contained in this report, which have been prepared in accordance with the applicable standards for annual accounts, give a true view of the assets, financial situation and the results of Ackermans & van Haaren and the companies included in the consolidation; b) the annual accounts give a true overview of the development and the results of the company and of the position of Ackermans & van Haaren and the companies included in the consolidation, as well as a description of the main risks and uncertainties with which they are confronted. The annual report, the full versions of the statutory and consolidated annual accounts, as well as the audit reports regarding said annual accounts are available on the website (www.avh.be) and may be obtained upon simple request, without charge, at the following address: Begijnenvest 113 • 2000 Antwerp, Belgium • Phone +32 3 231 87 70 • Fax +32 3 225 25 33 • E-mail info@avh.be. ANNUAL REPORT 2009. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. 34 REAL ESTATE.

(4) WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. ❛Mission statement. 4. MISSION STATEMENT.

(5) LONG-TERM PERSPECTIVE • clear objectives agreed upon with the. PROACTIVE SHAREHOLDER • involvement in selecting senior manage-. participations • responsibility of the participations for their own financial position. ment and defining long-term strategy • permanent dialogue with management • monitoring and control of strategic focus. • strive for annual growth in the profits of each participation and in the group as a. and operational and financial discipline • active support to management for spe-. whole. cific operational and strategic projects. • focus on growth sectors in an international context. • an independent and diversified group • led by an experienced, multidisciplinary management team • based upon a healthy financial structure to support the growth ambitions of the participations. Our mission: create shareholder value through long term investments in a limited number of strategic participations with growth potential on an international level.. ANNUAL REPORT 2009. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. 5.

(6) ❛Message of the chairmen. “Assuming that the economic climate continues to improve, lower cost bases should allow most participations to realize growth of the current results.”. MESSAGE OF THE CHAIRMEN. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. 6 6.

(7) The year 2009 showed a decrease of global GNP by 0.8% and of world trade by 12.3%. In the meantime, the economies of developed countries have begun to show some signs of recovery. However, prudence is in order, taking into account the increasing government debt and high unemployment rates in the euro zone. Faced with the unprecedented economic and financial crisis, the management teams of the group companies already decided at an early stage to take the necessary restructuring measures. These measures contributed to the stabilisation of results in 2009. Assuming that the economic climate continues to improve, lower cost bases should allow most participations to realize growth of the current results. The management of Ackermans & van Haaren continues to focus on strengthening and gradually expanding the group’s strategic pillars. As previously announced, the group’s strategy was somewhat modified to reflect changes in the world economy which is increasingly driven by the population in high growth countries outside Europe and the United States. Ackermans & van Haaren has resolutely decided to participate in the growth of countries such as India (5.6% in 2009), Brazil (-0.4% in 2009 compared to +5.1% in 2008) and Indonesia (4.5% in 2009) and is for this reason investing in new activities in the energy and materials segment, with a specific focus on high growth markets. With a net profit of 117.5 million euros (114.6 million in 2008), Ackermans & van Haaren successfully resisted the most challenging economic year ever experienced by the current management team. In the contracting, dredging and concessions segment, DEME generated a turnover of 1,403 million euros in 2009 (compared to 1,509 million euros in 2008). The slight decrease is largely explained by the major maintenance works performed on four large dredging ships during the first half of the year. Despite the dredging sector being affected in 2009 by, among other things, the suspension of major. DEME. projects in Dubai, DEME managed to improve its market position with the order book (excluding Port Rashid) increasing from 1,906 million euros to 2,122 million euros as at 31 December 2009. DEME’s order book continues to be well diversified, both geographically and in terms of activities. EBITDA for DEME was 289 million euros in 2009 compared to 302 million euros the year before. This situation enabled DEME to complete the second phase of its investment programme involving the expansion and renewal of its fleet (500 million euros over a period of 2 years). At the same time, DEME managed to significantly strengthen its balance sheet position with shareholders’ equity increasing from 499 million euros to 570 million euros. Moreover, there was a reduction in net financial debt, from 373 million euros (as at 31 December 2008) to 358 million euros at the end of 2009. Backed by its sizeable order book, DEME will continue to invest in its fleet and niche activities. Algemene Aannemingen Van Laere and Rent-APort maintained their positions without significant contributions. Van Laere was faced exceptionally with two important problem sites, while Rent-APort is looking at a few promising port development projects in the southern hemisphere. After realizing capital gains on the sale of part of its pipelines in 2008, NMP returned to posting more normal current results. 7. The real estate and related services segment suffered most from the financial and economic crisis. Nevertheless, the real estate investment company with fixed capital Leasinvest Real Estate stayed the course and achieved good results in 2009. Rental income rose by 17%, driven by the retail sites acquired in Luxembourg end 2008. The high occupancy rate of 97.74% and the rental yield of 7.5 % also ensure recurrent real estate results in the future. IFRS requires the real estate portfolio to be valued every semester, which had an impact on the net result (18.4 million euros compared to 22.8 million euros in 2008). A capital gain of 15.2 million euros was realized on the sale of a building in Luxembourg, but this was completely offset by the portfolio impairment of 17.8 million euros. Leasinvest is expecting. LEASINVEST REAL ESTATE. EXTENSA. ANNUAL REPORT 2009. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. Ladies and gentlemen,.

(8) Real estate developer Extensa is suffering from the slowdown in Romania’s economy, which led to the significant impairment (-8.8 million euros) on the Romanian retail projects, with a strong negative impact on the result (loss of 7.8 million euros). The company’s land development activities, projects at Tour & Taxis, Cloche d’Or and in Istanbul are gaining momentum and continue to offer promising potential for capital gains. The strategy regarding related services in the real estate sector is being further developed. The turnover of Cobelguard grew by 14% and the company posted stable results (2.1 million euros). There was a slowdown in development activities for Financière Duval, but tourism activities continued to perform well and net results came in at 3.7 million euros.. 8. Through its acquisition of two elderly homes (216 beds), Anima Care has taken its first steps in this new “residential senior care” niche. The expansion of Anima Care complements the other real estate activities and is compelled by the group’s vision to provide high quality services and infrastructure which meet the needs of an ageing population. After the massive hit taken by stock markets in 2008, there were some indications of an impending recovery during the previous financial year. As a result of Bank Delen’s prudent and consistent asset management approach, client portfolios were only marginally affected in 2008 and this led to a confirmation of clients’ trust in the institution. This resulted in a record growth in assets under management attaining 13.2 billion euros as at 31 December 2009 (compared to 10.3 billion euros in 2008). The cost/ income ratio remained low at 48.3%. Shareholders’ equity increased to 304 million euros (compared to 281 million euros in 2008) and this yielded a Core Tier 1 capital ratio of 33%. The growth in assets under management should enable the increase in net. COBELGUARD. MESSAGE OF THE CHAIRMEN. BANK DELEN. profit of 34.6 million euros (compared to 32.5 million euros in 2008) to continue in the current financial year. Moreover, the group continues to closely monitor the international consolidation of the private banking sector. Bank J.Van Breda & C° continued the consistent implementation of its strategy aimed at entrepreneurs and the liberal professions. All of the bank’s parameters moved in a favourable direction: entrusted funds increased by 13% to 5.6 billion euros while prudent credit policies meant that only very limited provisions had to be made for credit losses (0.09%), and the cost/income ratio remained stable at around 60%. Shareholders’ equity rose to 244 million euros (compared to 223 million euros in 2008), and this yielded a Core Tier 1 capital ratio of 11.8%. Improvements in the interest rate curve resulted – in line with the bank’s real growth and contrary to the previous 2 years – in a return to growth for the bank’s net profit, which amounted to 23.3 million euros (+13%). Subject to changes in the interest rate curve, the measured expansion of the bank’s client base over the past few years should lead to a continued, sustainable increase in net profits. The insurer BDM-ASCO recently decided to focus entirely on its core activity involving transport and property and casualty insurance. Both Asco Life (life insurance) and the Dutch Bruns ten Brink (automobile insurance) were sold at the beginning of 2010. For the private equity segment, a decrease in the contribution to the result to 7.8 million euros (compared to 18.3 million euros in 2008) was recorded in 2009. This drop is partially attributable to a decrease in the current profits generated by the participations, which were affected by restructuring costs during the first half of the previous year. Today’s economic climate is also making it difficult to obtain a reasonable price when selling a company, and this means that the market has almost completely dried up. Unsurprisingly, this situation gave rise to limited capital gains of 4.4 million euros in 2009 (primarily generated through the sale of I.R.I.S. and IDIM). However, an element worth mentioning is the turnaround of results for Groupe Flo, which was subjected to sizeable impairments. BANK J.VAN BREDA & C°. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. good current operating results for the current year, but the end result will depend on fluctuations in the value of the real estate portfolio..

(9) in 2008. Ackermans & van Haaren continues to actively monitor its participations and to invest in profitable long term growth and, in line with the results for the last quarter of 2009, expects to see improved performance from the private equity participations. The increasing importance of the stakes in Sipef, Henschel and Sagar Cements was reflected in the energy and materials segment which in total contributed 12.8 million euros (compared to 9.9 million euros in 2008). Despite substantially lower sales prices for palm oil in 2009, higher volumes and lower costs enabled Sipef to post slightly improved results in 2009 (60.2 million US dollars in 2009 compared to 58.8 million US dollars in 2008). Initial steps taken in India with Sagar Cements and Oriental Quarries & Mines (exploitation of stone quarries) look promising. The group’s debut in the renewable energy market through investments in Max Green (in partnership with Electrabel) and Alcofina is also going as expected. In accordance with the Ackermans & van Haaren model, we aim to make gradual and direct investments with local partners in more remote areas. Management of Ackermans & van Haaren will devote the necessary time and resources to ensure the permanent follow up of these participations and the coherent application of its policy model.. With 122.1 million euros, the group’s net cash position remained stable at the end of 2009. The objective of achieving consistent growth in the group’s shareholders’ equity was once again attained during the previous financial year (1.596 billion euros compared to 1.517 billion euros as at 31 December 2008). An expected return to growth in 2010 has led the board of directors to propose an increase of the dividend from 1.39 euros per share to 1.44 euros per share. We wish to thank all group employees for their prudent yet resolute approach to the financial and economic challenges caused by this changing economic climate.. Alain Dieryck President of the board of directors. Luc Bertrand President of the executive committee. GROUPE FLO. SIPEF. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. 9. HENSCHEL. ANNUAL REPORT 2009.

(10) ❛25 years of stock market listing. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. 10. 25 YEARS OF STOCK MARKET LISTING.

(11) 1984 - 2009. For more details on the Ackermans & van Haaren share we refer to the separate document in this annual report ■ DATA ON THE SHARE (31/12/2009) SHARES. 25. VVPR STRIPS. Euronext (ticker). ACKB. ISIN code. BE0005562336. ISIN code. BE0003764785. Number of strips. 6,733,984. Number of shares. 33,496,904. Market capitalisation 1,741.50 million euro. ACKB LISTED NYSE. ■ EVOLUTION AvH SHARE, ALL SHARES INDEX BRUSSELS AND SHAREHOLDERS’ EQUITY PER SHARE (€). EURONEXT. all shares index rebased to AvH share price June 1984. SM. 80 70 60 50 40 30 20 11. 10. all shares index Brussels(1). AvH share. 2009. 2008. 2007. 2006. 2005. 2004. 2003. 2002. 2001. 2000. 1999. 1998. 1997. 1996. 1995. 1994. 1993. 1992. 1991. 1990. 1989. 1988. 1987. 1986. 1985. 1984. 0. shareholders’ equity. (1) Source: Euronext Brussels. ■ EVOLUTION OF PROFIT AND DIVIDEND PER SHARE (€) 10 9. 1.40. 7. 1.00. 6. 0.80. 5. 0.60. 4 3. 0.40. 2. 0.20. 1. 0.00. dividend. 2009. 2008. 2007. 2006. 2005. 2004. 2003. 2002. 2001. 2000. 1999. 1998. 1997. 1996. 1995. 1994. 1993. 1992. 1991. 1990. 1989. 1988. 1987. 1986. 1985. 1984. 0. profit per share. DIVIDEND STRATEGY Ackermans & van Haaren is very focused on the creation of long-term shareholder value. Over the 25-year period since the IPO in 1984, this has been reflected in • growth of the AvH group’s shareholders’ equity from 43.9 million euros in 1984 (statutory) to 1,595.5 million euros in 2009 (consolidated), i.e. a 36-fold increase, • growth of the share price: a 24-fold increase of the price (from 2.05 euros on 20/06/1984 to 51.99 euros. on 31/12/2009) versus a five-fold increase of the All Shares index of the Brussels Stock Exchange, • growth of the dividend by an average of 10 percent per year (CAGR). AvH is aiming at a gradual growth of the dividend in line with the development of the underlying current group results.. ANNUAL REPORT 2009. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. 8 1.20.

(12) ❛25 years of investments 1984 - 2009. & divestments. Contracting, dredging and concessions. Private banking. Real estate & Private equity. 25 ACKB LISTED NYSE. EURONEXT. 1994. 1984. SM. IPO. NIM (NMP, Leasinvest, Sofinim with Coditel, Sidinvest, SES, Synvest/Corelio, IDIM, Henschel, Axe Investments, Illochroma–incl Alupa, Engelhardt) Ad’Arma BIAC. Van Laere Delen Belcofi. 25 YEARS OF STOCK MARKET LISTING. 1996 Alken-Maes Thovadec Cope Allman. 1996. I.R.I.S.. Aviapartner Unisel / SCF. Brinvest Europabank Telenet Atenor Mercapital. Forasol Consumers Distributing. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. 1995 Decloedt, creation DEME Creyf’s Consumers Distributing. 1992. Thovadec Cope Allman. 1991. 1987. I.R.I.S.. 1991. Forasol. Sipef. Alken-Maes. 1988. 1964. Cooperation Hendrik Willem Ackermans & Nicolaas van Haaren. DIVESTMENT. INVESTMENT. 1876. 1986. 1997. 1992. Foundation Dredging International. 1989. 1974. 12.

(13) Cobelguard Trasys Turbo’s Hoet. Anima Care Alcofina Oriental Quarries & Mines Max Green. 2008. 2002. Corn Van Loocke Egemin Net Fund Europe Tibotec-Virco Webdiggers GB - Inno - BM NMC Quick. 13. Corn. Van Loocke. I.R.I.S. IDIM. Illochroma Unisel/SCF Quick. Solvus (Creyf’s) Ad’Arma Aviapartner Telenet Cyrill Finance. 2008. 2006 2005. 2009. BIAC Advalvas Group. Coditel Ch. Le Jeune Medisearch International. Tibotec-Virco. Groupe Flo. 2007. 2004 2002. 2003. Sidinvest Webdiggers. Rent-a-Port Financière Duval Capital & Finance Spano Manuchar I.R.I.S. Distriplus. SES Arcomet Oleon ANNUAL REPORT 2009. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. Cyrill Finance Oleon Valkieser Communications / UBF. 2005. 2001 2001. Europabank. Koffie Rombouts Sagar Cements. BDM-ASCO Advalvas Group Alural Arcomet Medisearch International. 2007. 2000 1998. 2009. 2006. Bank J.Van Breda & C°, creation Finaxis Extensa Cindu Hertel Lamitref Industries Ch. Le Jeune. 1999. 1998. Energy & materials.

(14) ❛Retrospective on 25 years 25 ACKB LISTED NYSE. EURONEXT SM. 14. The successful resurgence of Ackermans & van Haaren following the Second World War and the prosperous development of the dredging and oil drilling sectors in the 1970s paved the way to list Ackermans & van Haaren on the stock market. At the suggestion of the management at that time, Erik van Baren and Simon Deckers (the first director who didn’t descend from the founding families), a stock market listing was requested in 1984. This strategic decision was also taken to expand the industrial base. The diversification that then started was not intended to create added value over the short term, but instead, together with partners, to envisage the mid-term development of new sectors, which - alongside the existing activities - would allow achieving greater and broader balance.. participation, which represented its first major divestment. In 1991, Ackermans & van Haaren and CFE (via their joint participation in Dredging International) and the Decloedt family merged their interests in marine engineering in Dredging Environmental & Marine Engineering (DEME). At the end of the 90s, the Decloedt family left DEME and its shares were taken over by AvH and CFE. Since 2004 these shares have been split 50/50 between the two parties.. The most striking stages of this new policy can be summarised as follows: In 1986, the company made the management buyout of the Maes Brewery possible by allowing the existing management to acquire the brewery and further manage its development together. In 1990, Ackermans & van Haaren acquired a participation in Creyf’s Interim. In order to better support the growth of Solvus (the new name for Creyf’s), AvH took full control of the company, which had in the meantime become the second largest interim company in Belgium. Merger negotiations with USG (United Services Group) highlighted that the Dutch governance approach was not in line with the AvH model. Because of the major synergies between the two companies, Ackermans & van Haaren decided to sell its 50% LUC BERTRAND AND SIMON DECKERS. 25 YEARS OF STOCK MARKET LISTING. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. 1984 - 2009. of stock market listing.

(15) Following the influx of capital in Bank Delen in 1992 and the acquisition of Bank J.Van Breda & C° in 1998, a series of successive increases in the participations led to the creation of Finaxis, which grouped the interests of both banks, and to a transformation of the financial services segment. Ackermans & van Haaren’s interest in Finaxis meanwhile increased in several stages to 78.75% In 1994, the National Investment Company (NIM), the holding that grouped the industrial interests of the Belgian government, was privatised. After long negotiations, Ackermans & van Haaren was able to sign the contract worth around half. a billion euros. The fact that AvH was able to offer the best guarantees of continuity for the companies concerned undoubtedly played a major role in this. Later, in 2002, the acquisition of GIB (GB-Inno-BM), in collaboration with the Nationale Portefeuille Maatschappij (NPM), resulted in the creation of the second private equity pool. Ackermans & van Haaren remained focussed on a few core activities, but this doesn’t imply that a core activity can never be sold. And so it was that in 1996 the oil department (Forasol), which in 1964 had been the very first real diversification, was no longer considered to be strategic and was sold. The rising need for capital in that sector, the very large investments in new equipment partly financed with debts, and the extreme economic swings within the industry had resulted in an unacceptable risk profile for the group. 15. It must also not be forgotten that there were a number of less successful smaller investments. We would go as far as to say “so far, so good”, as there is nothing more dangerous than a company that thinks it is invincible. It is nevertheless essential to learn by analysing the reasons for setbacks, in order to do better in the future.. ERIK VAN BAREN. ANNUAL REPORT 2009. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. Around 2005, a number of divestments (Aviapartner, Quick, Leasing Van Breda) were necessary to ensure that a continuous level of investment could be maintained without harming the inviolable principle, whereby Ackermans & van Haaren doesn’t want to have any long-term net debts..

(16) ❛Directors, supervision and daily management BOARD OF DIRECTORS seated, from left to right: Frederic van Haaren, Jacques Delen, Alain Dieryck, Luc Bertrand, Pierre Willaert and Teun Jurgens standing, from left to right: Pierre Macharis and Thierry van Baren. 16. from left to right: Piet Bevernage, Tom Bamelis, Jan Suykens, Werner Poot, Piet Dejonghe and Luc Bertrand. DIRECTORS, SUPERVISION AND DAILY MANAGEMENT. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. EXECUTIVE COMMITTEE.

(17) BOARD OF DIRECTORS President Directors. Alain Dieryck Luc Bertrand. President of the executive committee. Jacques Delen Teun Jurgens Pierre Macharis Thierry van Baren Frederic van Haaren Pierre Willaert. AUDITOR Ernst & Young Bedrijfsrevisoren BCV, represented by Patrick Rottiers and Christel Weymeersch. EXECUTIVE COMMITTEE President. Luc Bertrand. Members. Tom Bamelis Piet Bevernage Piet Dejonghe 17 21. Werner Poot Jan Suykens. FOLLOW-UP PARTICIPATIONS (together with the members of the executive committee) Marc De Pauw André Xavier Cooreman Koen Janssen Matthias De Raeymaeker. GROUP SERVICES Finance. Tom Bamelis. Financial manager. Hilde Delabie. Group controller. Ben De Voecht. Group controller. Marc De Groote. Accountant. Bart Bressinck. Accountant. Jean-Claude Janssens. Treasurer. Katia Waegemans. Information & communication manager. Legal and administrative affairs Piet Bevernage. Secretary-general. Sofie Beernaert. Legal counsel. Edouard De Saegher. Administration and personnel. Brigitte Adriaensens. Corporate secretary NIM/Sofinim. Michel Malengreau. Fiscal advisor. ANNUAL REPORT 2009. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. John-Eric Bertrand.

(18) ❛Activity report. Contracting, dredging and concessions. Real estate and related services. Private banking. Private equity. Energy and materials. DEME 50%. Extensa Group 100%. Bank Delen 79%. Sofinim 74%. Sipef 21%. A.A. Van Laere 100%. Leasinvest Real Estate 30%. Bank J.Van Breda & C° 79%. GIB 50%. Henschel 50%. Rent-A-Port 45%. Cobelguard 40%. BDM-ASCO 50%. NMP 75%. Groupe Financière Duval 30%. Oriental Quarries & Mines 28%. Anima Care 100%. Alcofina 30%. 18. Max Green 20%. ACTIVITY REPORT. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. Sagar Cements 15%.

(19) BANK J.VAN BREDA & C°. BANK DELEN. DEME. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. 19. SIPEF. EXTENSA. ANNUAL REPORT 2009.

(20) ❛Key events 2009 January. June. • Sofinim (37.5%) and Immobel sell their participation in I.D.I.M. to the Regional Development Agency of the Brussels Capital Region. Sofinim realizes a capital gain of 1.5 million euros on this transaction. • The sale of the Oleon group (Sofinim 37.1%) to the French group Sofiprotéol is completed.. • AvH acquires a 30% stake in Alcofina, a company active in the trading of sugar cane-based bio ethanol. The closing of the transaction took place in December 2009. • Leasinvest Real Estate realizes an important capital gain (15.2 million euros) on the sale of the Bian building (Cloche d’Or) in Luxembourg.. February • Bank Delen is elected “Best Private Bank in Belgium” for the third time in a row by Euromoney.. LEASINVEST REAL ESTATE. 20. July • Sofinim sells its stake in I.R.I.S. (6.2%) to Canon Europe and realizes a capital gain of 2.8 million euros on this transaction. BANK DELEN. August • GeoSea (100% DEME) starts operating the Goliath jack-up platform, the largest of its type, intended for the construction of wind farms at sea. • The stake in Manuchar was increased from 20% to 30%, following the exercise of warrants. • Upon the presentation of its half year results AvH includes a fifth segment in its reporting, namely ‘Energy and materials’.. ANIMA CARE. April • Together with New Delhi-based Oriental Structural Engineers, AvH establishes the joint venture Oriental Quarries & Mines. The joint venture operates three quarries in the area around Delhi (India) for the production of aggregates.. ALCOFINA. KEY EVENTS 2009. DEME. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. • Anima Care acquires its first senior care facility in Aalst (Belgium)..

(21) September • Groupe Flo successfully completes a capital increase of 20 million euros (AvH share = 5 million euros).. ❛Key events 2010. January • AvH sells, together with its (50%) insurance subsidiary ASCO, 100% of the shares in Asco Life.. February • BDM sells its Dutch insurance branch Bruns ten Brink. • Bank Delen is elected Best Private Bank in Belgium for the fourth time in a row by Euromoney.. 21. GROUPE FLO. • AvH and Electrabel set up the joint venture Max Green, in which AvH holds 20% and which will focus on projects in the field of renewable energy based on biomass. • Extensa and the Luxembourg family Becca increase their respective stakes from 25% to 50% in the ‘Cloche d’Or’ project.. March • Cindu (Sofinim 50%) sells Cindu Chemicals to the American company Koppers.. MAX GREEN. ANNUAL REPORT 2009. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. October.

(22) ❛Contracting, dredging and concessions segment. This segment, and in particular the dredging activity, has been the basis of Ackermans & van Haaren since Nicolaas van Haaren and Hendrik Willem Ackermans met in 1876. Many therefore associate AvH primarily with the dredging sector. Over the years, DEME has become one of the four largest dredging companies in the world and a strong diversified maritime engineering company. Only five years after the IPO of AvH, in 1989, it was decided to diversify into dry construction, with the acquisition of Van Laere. DEME. AvH 50%. A.A. VAN LAERE. AvH 100%. One of the largest and most diversified dredging and marine engineering companies in the world.. General contractor for large engineering projects.. Since 1876. Since 1989. D’ARTAGNAN - LIBYA. CEGELEC - ANTWERP. 80. Evolution contribution. NATIONALE MAATSCHAPPIJ DER PIJPLEIDINGEN. to group result € mio. 70. AvH 75%. Operator of pipelines for gas and chemicals.. 60. Since 1994. 50. RENT-A-PORT 40. Specialised in port development and logistics.. 30. Since 2007. 20 10. 1984 1985 1986 1987 1988 1989 1990 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009. 1974. 1876. 0. H.W. ACKERMANS & N. VAN HAAREN. AvH 45%. DREDGING INTERNATIONAL. CONTRACTING, DREDGING AND CONCESSIONS. DEME. NMP. RENT-A-PORT. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. 22.

(23) Evolution of the segment. DREDGING INTERNATIONAL Dredging was the activity leading to the creation of AvH and remains a very important segment to this day. In 1974, the dredging activities of AvH were subsumed into Dredging International, together with CFE’s Société Générale de Dragage. At the time of the stock market flotation in 1984, Dredging International was the number three in the world, and there were two other major dredging companies in Belgium, namely Baggerwerken Decloedt and Baggerwerken Jan De Nul. At the time, AvH held 44% of the shares.. CONTRACTING AND CONCESSIONS In 1989, AvH diversified into dry engineering. It acquired a 100% participation in the Van Laere Group, one of the largest contractors in the country, specialised in public works and civil engineering. Through the acquisition of the NIM in 1994, the Nationale Maatschappij der Pijpleidingen (NMP) became part of the portfolio. This company, which was originally established by the Belgian State, constructs and manages a pipeline network – for industrial gases and petrochemical products - of more than 700 km.. DEME. DEME - RAMBIZ. The last step in this segment was the establishment of Rent-A-Port in 2007. This company was set up by two former members of DEME’s executive committee and specialises in port engineering and greenfield port projects.. 23. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. In 1991, AvH, CFE and the Decloedt family merged their interests in marine engineering in Dredging Environmental & Marine Engineering (DEME). This ensured that a significant part of Flemish dredging know-how remained at home. DEME continued to grow steadily, and its high degree of diversification in activities and regions makes it a true dredging giant and one of the top companies in the world in the sector. It has developed into a highly diversified maritime engineering company, with activities such as dredging, environmental services, the extraction of construction materials at sea, the construction and exploitation of wind farms at sea and energy. Since 2004, shares in DEME have been split 50/50 between AvH and CFE.. NATIONALE MAATSCHAPPIJ DER PIJPLEIDINGEN. ANNUAL REPORT 2009.

(24) DEME. 24. YUANG DONG 007 - PANAMA. DEME is one of the largest marine engineering companies in the world. From its core activities, dredging and civil marine engineering, the group has developed complementary activities such as environmental engineering (mainly treatment of aggregates from the sea.. ■. EXECUTIVE COMMITTEE ■ from left to right:. Eric Tancré, Dirk Poppe, Marc Maes, Martin Ockier, Philip Hermans, Theo Van De Kerckhove, Alain Bernard, Pierre Catteau, Pierre Potvliege, Harry Mommens and Christian van Meerbeeck. CONTRACTING, DREDGING AND CONCESSIONS. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. soil and sludge), services for the oil and gas sector and extraction of construction.

(25) OPERATIONAL OVERVIEW 2009. Split of turnover by region. Despite a difficult economic climate in 2009, DEME succeeded in strengthening its position on the national and international markets. Thanks to its strategy of geographical spreading and the diversification of its activities (such as dredging, lifting works, offshore-related and environmental activities), the group succeeded in maintaining its market position in spite of the economic depression. DEME even succeeded in increasing the size of its order book compared with 2008, to a level of 2,122 million euros.. Benelux. Asia Pacific Middle-East + India. 30% 12% 9%. Other. 29%. Split of turnover by activity 10%. Capital dredging Maintenance dredging. 12%. Oil and gas. 7%. Environmental works. DEME maintained a very high level of activity in the European home market and in Africa, and grew in South America and Oceania. The Middle East market declined slightly, although oil- and gas-related activities are still an important driver. Several major new contracts were added to the order book, including from Russia, the United Arab Emirates, the Philippines, Ghana, Angola, Papua New Guinea, Australia, Venezuela, Latvia and Brazil. These contracts are evenly spread over the core business and the “dredging-plus” activities.. 20%. Europe. 53%. 18%. Marine works. Tideway Offshore and Marine Contractors, the oiland gas-related subsidiary of DEME, managed to consolidate its position in 2009, both in the area of trench dredging and landfall construction and in the typical field of fall-pipe rock dumping. Continued rapid expansion marked the year 2009 for GeoSea, with high utilisation of its jack-up platforms in the different fields of activities, such as soil investigations, wind turbine installation, directional drilling and even crew accommodation. Ever-growing attention in Europe for renewable energy constitutes a major driving force for offshore wind farm construction. Thanks to GeoSea’s experience in this specialised field and its perfectly adapted equipment, they have been awarded several important assignments in Germany and the UK.. 25. DBM (DEME Building Materials) invests in marine aggregates, using a balanced geographical spread of gravel concessions and long-term contracts in the UK, France and the Baltic States. Current investments will result in a new gravel trailer joining the DBM fleet in 2011. The “Victor Horta” will have the same 5,000 m3 capacity as the trailer “Charlemagne”.. JUMBOTRAILER PEARL RIVER. AvH beneficial interest: 50% DEME NV www.deme.be (€ 1,000) Turnover EBITDA EBIT Net result Net cash flow. 2009 1,402,569 288,966 146,785 102,988 246,206. 2008 1,508,776 301,963 174,744 114,827 247,785. 2007 1,313,863 259,445 148,533 90,158 203,994. Shareholders’ equity (group share) Net financial position Balance sheet total Personnel. 569,546 -358,257 1,828,328 3,532. 499,609 -373,373 1,788,679 3,577. 410,598 -363,780 1,472,593 2,836. DEME’s current investment programme, covering the period 2008-2011, is in full swing. In the last quarter of 2009, the trailing suction dredger “Artevelde”, with a capacity of 5,600 m3, was delivered, as well as the water injection dredger “Dhamra” and the 6,250-kW cutter suction dredger “Ganga”. The latter two ships will be operated by the Indian subsidiary company ISD. Two new. ANNUAL REPORT 2009. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. DEC-Ecoterres, the environmental branch of the group, confirmed its market leader position and succeeded in maintaining its turnover at last year’s record level. The year 2009 also marked DEC’s first important assignment in Latin America..

(26) In September 2009, DEME was awarded the “Lion of the Export 2009” by the Flemish export agency, Flanders Investment and Trade. This title applauds the outstanding export performances of the DEME group and its entrepreneurship. I. DREDGING AND MARINE WORKS. 26. Benelux activities The activity in the Benelux remained in line with previous years. On the river Scheldt and in the access channels to the Antwerp locks, DEME entered the second year of the new 7-year maintenance dredging contract. At the same time, maintenance work continued in the busy shipping lanes off the Belgian coast and in the ports of Ostend and Blankenberge. The deepening works on the river Scheldt will bring the river to a depth of 15.5 m LAT (low average tide) and were started on Belgian territory. On Dutch territory, the deepening works started at the beginning of 2010. Essential dredging and hydraulic works were executed in Antwerp, Kruibeke (a large flood control area), Ghent, Ostend (a new outer harbour dam and access channel) and in the Scheur Channel off Zeebrugge. The first construction phase of the Thornton Bank C-Power offshore wind farm was completed. In the context of the new Liefkenshoek railway connection to be constructed under the river Scheldt, Dredging International was awarded a contract for very precise dredging in the tunnel stretch. On the Dutch market, DEME acts through the Dutch subsidiary de Vries & van de Wiel. A new company, named de Vries & van de Wiel Kust en Oeverwerken, has been established to increase the market share on the Dutch coastal protection market. The works for the construction of the second Coentunnel in Amsterdam started, and the beach nourishment and coastal protection works at Walcheren (Zeeland) were carried out.. International activities Europe In 2009, a number of interesting new assignments strengthened DEME’s position in Germany, such as maintenance dredging on the Elbe, in Wilhelmshaven and on the Rhine in Cologne. It has also been active in the Mediterranean area with new assignments in Spain and Italy. These include the hydraulic civil construction works in Ortona, Molfetta, Gioia Tauro, Cagliari, Villa San Giovanni and Naples. In France, DEME consolidated its position as a leading dredging contractor for major port extensions while remaining active in maintenance dredging. Its presence in the United Kingdom is growing consistently with new assignments in the core business (such as the Felixstowe South Reconfiguration Project) as well as in oil & gas and hydraulic engineering. The major London Gateway Port-project along the river Thames was awarded to DEME in 2008 and started in the first quarter of 2010. A lot of focus has been put in marketing and tendering activities in Scandinavia and Eastern Europe with the subsequent award of new contracts in Sweden, Estonia, Latvia, Russia and Georgia. • Maintenance and deepening works in the entrance channel and inner port of Ust-Luga port, Russia • Maintenance and deepening of the entrance channel of the Black Sea Terminal in Kulevi, Georgia • Dredging and reclamation for Muuga container port extension in Estonia New contracts for execution as from 2010 have been awarded in a.o. Italy, Latvia and Sweden. Africa Activity on the African continent has been kept on a high level in South, West and North Africa throughout 2009. Since 2007, Dredging International has been carrying out the necessary maintenance dredging activities in all South-African ports (Richards Bay, Durban, Port Elizabeth, East London and Ngqura) and an extension of this contract to 2011 has been obtained. A maintenance dredging contract in Mozambique added this country to the DEME map. The fourth stage of the much-discussed Korle Lagoon restoration project, with an important social and environmental impact, is ongoing in Ghana. New assignments were signed in Nigeria and Angola. In Northern Africa, the Italian subsidiary Sidra completed an offshore assignment in Tunisia, together with Tideway. They are also active in the ports of Misurata and Sirte in Libya, where new contracts have been signed. An example of this is GOLIATH – ALPHA VENTUS - GERMANY. CONTRACTING, DREDGING AND CONCESSIONS. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. self-propelled split barges, the “Sloeber” and the “Pagadder”, with a capacity of 2,750 m3, have been delivered as well. Vessels still under construction are the heavy-duty backakter “Samson” (bucket up to 40 m3), the 13,000 kW seagoing cutter suction dredger “Al Jarraf” for DEME’s Qatari company MEDCO, the “Flintstone”, another 13,000 kW seagoing cutter suction dredger, the 5,000 m3 gravel trailer “Victor Horta” and a new-generation 30,000 m3 hopper dredger that will be commissioned in the summer of 2011..

(27) Latin America South America remains a challenging market, but DEME managed to keep its activities at a solid level. Strong presence in Venezuela was rewarded with the renewal of maintenance dredging assignments on the Orinoco river and on the Maracaibo Lake navigation channels. In Brazil, Dredging International completed maintenance works in the ports of Rio and Sao Francisco do Sul and deepened the port of Imbituba. The environmental specialists of DEC managed to enter this market with the award of a major remediation and stabilisation contract in the port of Santos. The large-scale Panama Canal Pacific Entrance works are proceeding ahead of schedule and include the widening and deepening of the Canal and the dredging of the access to the Panama International Terminal. Middle East and Indian subcontinent DEME develops its activities in the Gulf through the company MEDCO, a partnership with the Qatari company UDC and the Qatari Government. The same partnering philosophy is applied for the Indian subsidiary company International Seaport Dredging (ISD), which is a partnership with the Indian company Larsen & Toubro. The expansion of MEDCO continued in 2009 with new contracts, primarily in Abu Dhabi. MEDCO also confirmed the purchase of a new cutter suction dredger named “Al Jarraf”. After having completed a first important contract for Takreer in Ruwais, a new industrial site preparation contract was awarded by the same client in Ruwais. The navigation channels in Ras Ghanadha and Al Sadr in Abu Dhabi have been deepened and the Al Marjan Islands 2, 3 and 4 in Ras Al Khaimah (U.A.E.) are completed. The Khalifa port development works and the channel dredging and reclamation works in Ras Ghanada and Al Sadr will be completed early 2010. Due to the worldwide financial crisis, the re-development of the old Port Rashid in Dubai has been terminated by the client Nakheel upon completion of phase 1. DEME has acquired a concession for the exploitation of a stone pit in Oman, with a potential reserve up to 500 million ton, in order to have enough rock material at its disposal for major infrastructure projects in the region. The pit developed normally and new markets are currently being sought for the investments made and the further exploitation of the pit.. In India, ISD was involved in a growing number of important maintenance dredging projects, strengthening DEME’s position on the Indian subcontinent. • Construction of a new harbour including new industrial sites in Dhamra, India • Maintenance dredging in Kakinada, India and Port Qasim, Pakistan • Completion of the navigation channel deepening of the new port of Karaikal, India Asia and Australia In 2009, the market share in Asian markets continued to grow, albeit at a reduced pace. In Singapore, the Jurong Island development works involved interventions at irregular intervals. The “Nile River” performed deepening works on the Mai Liao channel in Taiwan. Remedial environmental works on the Pasig river were started in Metro Manila in the Philippines. In Papua New Guinea, the repair dredging works on the Fly river for the Ok Tedi Mining Company were continued with two cutter suction dredgers. Australia still shows promising perspectives. Activities for the development of a coal export terminal on Kooragang Island, Newcastle were continued while Tideway performed a large trenching and backfilling project for the Pluto Gas Field development on the North West Shelf in Western Australia. A new assignment was obtained for the deepening of the Hunter River which will provide an access to a new coal terminal. Activities in the oil and gas sector The oil and gas specialists Tideway Marine and Offshore Contractors managed to maintain a high level of activity both in the stone dumping segment and in the landfall construction segment. Both fall-pipe vessels, the “Rollingstone” and the “Seahorse”, have been executing rock placement services for pipeline/cable protection and stabilisation for several major offshore pipe-laying contractors and oil-and-gas companies in the North Sea, Tunisia, the Mediterranean area, Mexico and Canada. In 2009, a substantial number of projects were executed: • Completion of the shore approaches and landfalls in Spain and Algeria for the Medgaz Pipeline project • Offshore dredging and backfilling for the Woodside Pluto LNG project in Australia • Completion of the backfill of the shore approach trenches for a gas pipeline in Mina Al Ahmadi, Kuwait. ANNUAL REPORT 2009. 27. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. the deepening of the LISCO (Libyan Iron and Steel Company) access channel and port basin at Misurata..

(28) Heavy lifting work at sea Scaldis Salvage and Marine Contractors, in which DEME has a 55% stake, cooperated in several large-scale salvage/wreck clearance works and heavy lift operations all around Europe. Scaldis had a very busy year in 2009 with several new assignments. These include services for civil engineering works, oil & gas companies, the sector of renewable energy and salvage and wreck removal works in Croatia, Norway, Germany, Tunisia, Spain, Belgium and Russia. Nearshore and offshore marine works GeoSea is the specialised DEME company focusing on rock drilling and installations for the construction of jetty foundations and mooring systems, the installation of offshore structures, offshore wind farms and geotechnical investigations at large depths.. 28. GeoSea continued its rapid expansion in 2009 for projects using its jack-up platforms. A new jackup platform, the “Goliath”, was launched and performed magnificently on its first assignment on the Alpha Ventus offshore wind farm project in Germany. Deepwater soil investigation campaigns were carried out amongst others for future offshore wind farms in Belgium, the UK and Germany. Piling and drilling works took place in Cameroon for the installation of dolphin piles at the Sonara refinery, while drilling services were performed for BHP Billiton on their RGP5 project in Port Hedland, Australia. Large-scale drilling and blasting works led to the widening and deepening of the Pacific Entrance and South Approach Channel to the Panama Canal. GeoSea has grown to be a reliable and recognised service provider in the market segment of renewable energy. In 2009, GeoSea played an important role in the Thornton Bank far-shore wind farm project. Moreover, pre-piling and turbine installation works were performed on the Alpha Ventus offshore wind farm project in Germany. New contracts have been obtained for similar interventions on the Walney Offshore Wind Farm in the Irish Sea (UK), on the Ormonde Energy offshore wind farm in the East Irish Sea and on the world’s largest offshore wind farm, London Array.. CONTRACTING, DREDGING AND CONCESSIONS. II. ENVIRONMENTAL ACTIVITIES: DECONTAMINATION OF SOILS AND STORAGE OF POLLUTED DREDGING SPOILS DEC, de Vries & van de Wiel, Ecoterres and Extract-Ecoterres are part of the Ecoterres Holding, the environmental group of companies of the DEME group. In 2009, they kept activities at a high level and managed to make a breakthrough in Latin America with the award of an important site remediation assignment in the port of Santos, Brazil. The DEC market position was strengthened and the company was reinforced as the specialist for complex remediation projects in the UK remediation sector. The decontamination of the London Olympics 2012 site in Stratford is well on schedule and the Avenue former coking works project near Chesterfield started in late summer 2009. In Belgium, DI-DEC has started the design, construction and exploitation of a silt treatment and storage system in the port of Antwerp – the AMORAS project. The actual installations will be ready for testing in October 2010. Other projects in Belgium were: • Mechanical dewatering plant for Nyrstar in Balen (long-term contract) • The recovery of 3 acid tar ponds in Ertvelde for the account of Total • A number of in-situ soil remediation works for petrochemical, metallurgic and pharmaceutical companies (e.g. Carcoke in Zeebrugge, Cockerill II industrial site in Liège) • Clean-up of the 8 m-deep cooling ponds at the nuclear power station of Doel • Remediation of a domestic waste landfill in Malvoisin In Sweden, two soil decontamination projects (Bengtsfors and Silvergruvan) were completed and three new projects were awarded, confirming DEME’s market share in Scandinavia and the Baltic states. In Italy, the San Giovanni project in Naples - involving the washing of contaminated dredged sediment - was completed, and in Spain, soil investigation works were executed by Soldec for Serpa in Asturias. In the Netherlands, de Vries & van de Wiel executed a number of soil and sediment decontamination projects. In France, Extract-Ecoterres generated a 10% increase of its turnover and remains a leader in environmental dredging, treatment of polluted sediment and cleaning of industrial or urban water treatment installations. In 2009 they treated contaminated sediments from the canals of Evry and from the port of Paris. They were active in cleaning water treatment installations in Archères (Seine Aval) and in Chatillon (Geneva, Switzerland). They also remediated five polluted industrial sites on French territory.. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. • Provision of presweeping and pipeline crossing protection services for the BritNed HVDC Interconnector project • Presweep operations prior to pipe and cable lay in Dutch and UK Southern North Sea waters.

(29) as part of the first phase of C-Power’s Thornton Bank far-shore wind farm project was completed in May 2009. The 6 x 5 MW wind turbines are fully operational. By the end of the year, they had generated sufficient energy to supply the annual consumption of more than 50,000 consumers. The interesting contracts awarded to GeoSea for 2009 for support in the construction of wind farms are a direct spin-off of the references built by the DEME group on the C-Power project. Power@Sea is also involved in the development of new offshore wind projects in the UK, France, the Netherlands and Poland.. PORT OF SANTOS - BRAZIL. OUTLOOK 2010. III. BUILDING MATERIALS DEME Building Materials (DBM) specialises in the extraction, processing and sale of marine aggregates for the construction industry, originating from its marine sand and gravel concessions. In 2009, the aggregate industry suffered from a temporary downturn of the construction market as a result of the worldwide financial crisis. DBM made the necessary efforts to seek further geographical spread of its concessions and to identify potential partnerships in the European market. A second gravel trailer, the same size as the “Charlemagne”, is currently under construction and will offer further growth potential.. The geographical diversification of the order book and the continued contribution of all DEME specialisations are important drivers for DEME’s activities in 2010. Thanks to its modern fleet, DEME is confident that it will remain competitive in the dredging sector. A well-filled order book provides visibility for the coming years. Further growth in the fallpipe business is anticipated for the years to come. Ever-growing attention in Europe for renewable energy issues constitutes a major driving force for offshore and wind farm construction, which should positively affect GeoSea. As far as DEC is concerned, long-term assignments in Benelux and large-scale environmental contracts in the UK are a guarantee of continuity.. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. DBM signed long-term framework agreements with clients in Poland and the UK, where deliveries were continued, and the outlook is promising for the future. Aggregates were also delivered to the ports of Le Havre and Dieppe in France, and Vlissingen and Amsterdam in the Netherlands.. 29. IV. CONCESSIONS In 2009, DEME continued its efforts to perform upstream working and to be involved in the development of new projects at an early stage, through the development of concession agreements and PPP agreements (Public-Private Partnerships). Within the specialisation of offshore wind farms, DEME launched initiatives in several European countries through its concession specialist Power@Sea. The first important participation of Power@Sea is the C-Power project on the Thornton Bank, where it will also be responsible for maintenance after completion of the project. The construction work. ANNUAL REPORT 2009.

(30) ALGEMENE AANNEMINGEN VAN LAERE As a general contractor, Van Laere is renowned in the Belgian construction world. Together with its subsidiaries, Van Laere is active in various industries and works for both private and public clients. Van Laere is not only active in Belgium, but also the Netherlands, Luxembourg and the north of France.. WVEM TORHOUT. QUAY WALL ANTWERP. CONTRACTING, DREDGING AND CONCESSIONS. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. 30.

(31) 2009 has been the year in which the repercussions of the economic crisis became visible and tangible in the construction sector. Van Laere had therefore a difficult year, in which it had to do its level best to maintain a stable order book. Van Laere also had to deal with several problem sites where it suffered significant losses (such as the President project in Luxembourg, where Van Laere worked in a temporary association for Atenor). The subsidiaries, on the other hand, generally had a good year. Within the Ackermans & van Haaren group, the close collaboration with Leasinvest Real Estate created synergies. A new office with storage space was built on their account in Zwijndrecht for Cegelec, that leases the building. The “De Warande” shopping centre was completed in Beveren-Waas. Alongside the construction of the shopping section, this project also included the fl ats and an underground car park. The construction of the shopping centre “K in Kortrijk” continued within the scope of the opening in the first quarter of 2010. In Antwerp, several hi-tech projects were realized this year. The “de Singel” project (Stéphane Beel architecture) is a real eye-catcher, as is the restoration of the front of the Central Station. The construction of the 860 m-long quay wall along canal dock B2 in the port also employed an innovative concept. Early 2010, Van Laere received the Innovation Award for this project from specialists of the WTCB and the Construction Federation.. In Ostend, work continued apace on the construction of the Damiaan General Hospital, which has to be completed in spring 2010. In Torhout, a building with a pronounced contemporary architecture was completed for WVEM to a design by Crepain - Binst. This project is not only architecturally striking, it is also built according to strict energyefficiency standards. Another important reference is the work carried out at the site of Doel nuclear power station. ANMECO This 100% Van Laere subsidiary, which specialises in highly complex steel constructions, had a particularly successful year 2009. The “Leuven Station platform roof” project received the European Award for steel constructions. Another noteworthy project is the bicycle and pedestrian bridge over the expressway in Bruges. Anmeco was also responsible for the railings on the new Noorderlaan bridge in Antwerp. A. VANDENDORPE This subsidiary, active in specialist restoration works, also had a successful year. Worth mentioning are the realization of the St.-Walburga church in Veurne, the Casselberg hotel in Bruges and the Moeder Anna project for the Public Social Welfare Centre (OCMW) in Bruges. Together with numerous small restoration works, the restoration of the church in Damme and the treatment of the façades of the Dominican church in Knokke also contributed to the result. THIRAN GROUP This 100% subsidiary achieved excellent results. The projects in Ottignies and Etterbeek, the Immolux Dinant, Aarlenstraat Brussels, Le Castillon and the Sint-Gillis prison (in temporary association with Van Laere) progressed well.. OUTLOOK 2010 The impact of the economic recession will certainly still be felt by the Van Laere group in 2010. Several negotiations are ongoing for projects that could start in 2010. Construction of the State Archive in Bruges with an underground car park is due to begin this year, in partnership with Leasinvest Real Estate.. AvH beneficial interest: 100% A. A. VAN LAERE NV www.vanlaere.be (€ 1,000) Turnover Net result Net cash flow Shareholders’ equity (group share) Net financial position Balance sheet total Personnel. 2009 161,044 -1,448 591. 2008 135,590 2,411 4,332. 2007 133,458 3,221 4,828. 32,337 15,823 93,208 524. 34,085 21,299 85,697 542. 31,974 25,096 94,801 569. 31. The order books of Anmeco, Vandendorpe and Thiran are properly full.. ANNUAL REPORT 2009. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. OPERATIONAL OVERVIEW 2009.

(32) NMP Nationale Maatschappij der Pijpleidingen (NMP), originally founded by the Belgian State, specialises in the construction and management of pipelines for the transport of industrial gases and products for the petrochemical industry.. Pipelines form strategic, reliable, safe and environmentally friendly supply lines for petrochemical companies, and are vital to their presence in Belgium. As manager of a network of pipelines 700 km in length, NMP contributes towards this.. Despite the difficult market situation and the prospects for the Western European petrochemicals sector, the recurrent results of NMP remain good, and the economic crisis is not expected to have any noteworthy impact on the recurrent results for 2010. The significant improvement in results in 2008 was the result of the exceptional capital gains made on the sale of subsidiaries Corenox and Corepi.. AvH beneficial interest: 75% NMP NV. (€ 1.000) Turnover EBITDA EBIT Net result(1) Net cash flow Shareholders’ equity (part group) Net financial position Balance sheet total Personnel. 2009 12.803 4.519 2.656 2.126 3.989. 2008 13.548 5.205 3.500 15.500 17.205. 2007 14.477 5.210 3.183 6.258 8.284. 27.113(2) 9.879 47.739 5. 50.028 30.742 72.074 5. 35.837 22.933 64.891 5. (1) Capital gains on sale of subsidiaries: 12 million euros in 2008, 3 million euros in 2007. (2) After dividend payment of 25 million euros.. CONTRACTING, DREDGING AND CONCESSIONS. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. 32. In 2009, the petrochemicals sector was hit hard by the worldwide crisis. Many of the planned investment projects were cancelled or temporarily shelved. As a result, and in consultation with the users, a number of modification works on the NMP pipeline network were postponed. Further expansion projects in the Antwerp port area are not expected in the short term, as planning is determined by the primary investments of multinational chemical concerns, and because the sector is only expected to recover slowly. Potential future projects, such as the transportation of hydrogen and CO2 by pipeline, are being closely monitored..

(33) RENT-A-PORT Rent-A-Port’s mission is to develop port projects on the basis of the port-related and logistical know-how of the four Flemish ports (Antwerp, Ghent, Zeebrugge and Ostend) and the know-how of maritime structures in the North Sea.. 2009 was a transitional year in which Rent-APort’s activities focused on five strategic points: • Development of three port and logistical projects in Africa (Nigeria, Democratic Republic of the Congo, Ghana) • Development of several industrial mineral streams between Oman and India, including various studies and contracts for the management of the ports and logistics. One of the objectives is also to encourage the growth of maritime exchanges between these two countries and the port of Antwerp. • Development of new partnerships and concessions in the area around the port of Hai Phong (North Vietnam), where Rent-A-Port has been present (via IPEM) since 1997. In 2009, further opportunities were also investigated and negotiated in Central and South Vietnam. • Establishment of a joint venture with the port of Antwerp to win the contract for the management and marketing of the new mega-port in Ducqm (Oman). • Establishment of Rentel, a partnership with ElectraWinds that has submitted an application for the concession of a wind farm off the Belgian coast.. LAGOS - NIGERIA. AvH beneficial interest: 45% RENT-A-PORT NV www.rentaport.be (€ 1,000) Turnover EBITDA EBIT Net result Net cash flow. 2009 7,153 -1,912 -4,347 -1,859 75. 2008 5,876 2,134 1,730 3,013 3,125. 2007 4,639 1,356 1,187 1,875 2,044. Shareholders’ equity (group share) Net financial position Balance sheet total Personnel. 3,324 -6,802 20,207 16. 5,450 -2,126 17,118 10. 3,230 -1,648 13,383. 33. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. Rent-A-Port’s activities always form part of greenfield projects and can be divided into eight successive stages: port engineering, economic feasibility studies, concept of maritime infrastructure, financing of infrastructure works, supervision of execution, training of port personnel, operation of the port (management) and maintenance of the port or maritime structures.. ANNUAL REPORT 2009.

(34) ❛Real estate and related services segment. When the Nationale Investeringsmaatschappij (NIM) (National Investment Company) was privatized in 1994, AvH inherited the small leasing company Leasinvest, which was active in both movable property leasing and real estate leasing. This was followed by the acquisition of the land development company Extensa, the stock market flotation of the real estate investment trust Leasinvest Real Estate, and the internationalization of their operations. Over the last five years, AvH has also diversified into real estate-related services such as security (Cobelguard), the management and operation of holiday parks (Financière Duval) and senior care homes (Financière Duval, Anima Care). EXTENSA (prior Leasinvest NV). AvH 100%. LEASINVEST REAL ESTATE. AvH 30%. Real estate developer with focus on residential and mixed projects.. Real estate management of offices, logistics and distribution.. Since 1994. Since 1999. DE MUNT - ROESELARE. BIAN - LUXEMBOURG. 30. COBELGUARD. Evolution contribution. AvH 40%. to group result € mio. Security firm specialized in static and mobile security and store theft prevention.. 25. Since 2006 20. FINANCIERE DUVAL. AvH 30%. 15. Multidisciplinary French real estate group active in promotion and construction, tourism, health care and car parks.. 10. Since 2007 5. ANIMA CARE. 2009. 2008. 2007. 2006. 2005. 2004. 2003. 2002. 2001. 2000. 1999. 1998. 1997. 1996. 1995. 1994. 0. Initiative in care and health (senior care facilities). Since 2009. LEASINVEST. REAL ESTATE AND RELATED SERVICES. EXTENSA. IPO LRE. COBELGUARD. FINANCIERE DUVAL. ANIMA CARE. AvH 100%. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. 34.

(35) Evolution of the segment. At the end of 2001, Project T&T, a joint venture of Robelco and Extensa, acquired the rights to develop the Tour & Taxis site (30 hectares) in Brussels. In 2006, the renovation of the Royal Warehouse was completed, and it was a commercial success. Until today, Tour & Taxis is one of the most important assets in the portfolio, and the development of the next stages of the project continues. Extensa also expanded its operations on the international market. In Luxembourg, the major development project on the Cloche d’Or was done in a 50/50 partnership. In addition, projects in Romania (shopping centres), Slovakia (logistics) and Turkey (residential) were invested in, together with local partners. DIVERSIFICATION INTO RELATED SERVICES In 2006, the real estate segment began to diversify into related services. A first participation was Cobelguard Security (AvH 40%). As the largest security firm rooted in Belgium, Cobelguard Security is specialized in the static security of movable and immovable goods, mobile security and store theft prevention. In the second diversification round, AvH entered the French real estate market. In 2007, a 20% stake was taken in Financière Duval, a dynamic real estate group which aims to offer its customers a total package. This package ranges from land development to the management and operation of buildings, holiday parks, golf courses, senior care and nursing homes, and car parks. Since then, the participation has been increased to 30%. The latest initiative of AvH in this segment was the establishment of Anima Care (AvH 100%) in 2009. Anima Care has the ambition to become a full player in the care sector with a wide range of services. The company wants to invest in real estate as well as in high quality operations.. FINANCIERE DUVAL - PALAIS DU CONGRES - ANTIBES. ANNUAL REPORT 2009. 35. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. REAL ESTATE The first step in the development of the real estate segment was the acquisition of Leasinvest – active in both movable (e.g. aircraft engines, cranes) and real estate leasing - in 1994 (as part of the NIM). The leasing company went through a difficult period, and it was decided to focus exclusively on real estate leasing. At that time, the old airport terminal of Zaventem was the main asset in the portfolio. In 1998, a golden opportunity presented itself to become a fully-fledged real estate company with the acquisition of the Antwerp-based real estate development company Extensa. Extensa had a land portfolio of around 150 ha and was therefore one of the largest land development firms in Belgium. AvH had financed its bid for Extensa with borrowed capital and wanted to pay this back as soon as possible. Extensa’s real estate portfolio was consolidated with the portfolio acquired from Brixton Real Estate and floated on the stock market in 1999 as the real estate investment trust Leasinvest Real Estate (LRE). LRE steadily increased its real estate portfolio to 538 million euros by geographically expanding into Luxembourg and diversifying into retail and logistics..

(36) LEASINVEST REAL ESTATE ■. EXECUTIVE COMMITTEE ■ from left to right:. Micheline Paredis, Michel Van Geyte, Sophie Wuyts and Jean-Louis Appelmans. The AvH group is active in • real estate management, via Leasinvest Real Estate (LRE): a listed investment trust with a real estate portfolio worth 538 million euros, invested in offices, logistics and retail 36. buildings in Belgium and the Grand Duchy of Luxembourg; MONTIMMO - LUXEMBOURG. • real estate development via Extensa with residential estates as well as mixed developments in Belgium, the Grand. EXTENSA ■. EXECUTIVE COMMITTEE ■. from left to right: Ward Van Gorp, Kris Verhellen, Daniël Geerts and Laurent Jacquemart. TOUR & TAXIS - BRUSSELS. REAL ESTATE AND RELATED SERVICES. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. Duchy of Luxembourg, Central Europe and Turkey..

(37) The AvH group holds a total of 1,204,102 shares (30.0%) of the listed investment trust Leasinvest Real Estate, of which 29.3% is directly held via the Extensa Group. LRE contributed 5.9 million euros in 2009 (compared to 6.4 million euros for 2008) to the result of AvH. The negative result (-7.8 million euros) of the development activities of Extensa can be mainly attributed to: • an additional provision of 3.1 million euros for the ongoing rental guarantee on the retail park in Targu Mures, Romania, which had already been sold in 2007; • goodwill impairments on the participations in a retail park in Focsani (2.6 million euros) and in Deva (3.1 million euros), both in Romania. The consolidated shareholder’s equity of the Extensa Group amounted to 117.7 million euros (119.3 million euros in 2008) taking into account a subordinated loan by AvH for 13.9 million euros. The net financial debt remained more or less stable at 83.9 million euros at the end of 2009, compared to 80.2 million euros at the end of the financial year 2008.. AvH beneficial interest in Extensa: 100% EXTENSA GROUP - LEASINVEST REAL ESTATE www.extensa.be (€ mio). 2009. 2008. 2007. Balance sheet Real estate investments & leasings Land development Real estate projects Leasinvest Real Estate (LRE)(1) Other assets Total assets. 58.1 17.7 52.7 80.7 17.5 226.7. 58.0 17.2 47.5 77.6 36.4 236.7. 53.6 18.9 41.0 76.5 26.5 216.5. Shareholders’ equity (group share)(2) Financial debt Other liabilities Total liabilities. 117.7 88.2 20.8 226.7. 119.3 98.4 19.0 236.7. 121.2 79.6 15.8 216.5. 2009 5.9 -7.8. 2008 6.4 -1.7. 2007 9.8 15.2. OPERATIONAL OVERVIEW 2009 Extensa Group Sales of building lots and apartments slowed down as a result of the financial crisis and the fall in prices anticipated by potential buyers. However, sales began to pick up again at the end of the third quarter, without prices being adjusted. Since earnings on sales are only recognized at the time when the notarial deed is executed, sales agreements of the fourth quarter have not been incorporated in the result. The contribution of the land development activity was therefore limited to 1.9 million euros. Applications for major development permits were submitted for the ‘Groeningen’ project in Kontich (525 residential units), ‘Parkveld’ in Leuven (70 residential units) and phase 3 of ‘De Nieuwe Heide’ in Hasselt. The road and infrastructural works for the development projects ‘De Lange Velden’ in Ghent-Wondelgem (phase 1), ‘CederPark’ in Hasselt-Runkst and ‘De Nieuwe Heide’ in Hasselt-Kuringen (phase 2) were completed in 2009. The development of fl ats is possible at various locations. The expediency of doing so will depend on the market conditions. In 2009, construction permits were obtained for 30 apartments in Hasselt-Kuringen and the first 28 apartments in Ghent-Wondelgem. 37. Urban development projects also saw a slowdown in activity. In Hasselt-Runkst, construction work began on a first phase of 21 apartments and 25 houses around the already finished ‘CederPark’. The earnings on the units already sold are recognized according to the progress of the works (“percentage of completion”) and will therefore only be noticeable from 2010. CBS-Invest (Extensa Group 50%) has recorded successful sales on plan for phase 1 of the urban development project ‘De Munt’ in the centre of Roeselare. The project consists of 9,261 m² of shops, 150 apartments and an underground car park with 532 parking spaces. Planning permission for phase 1 (underground car park, 49 apartments and 3,700 m² retail) was granted by the City of Roeselare in February 2009.. (1) Number of shares 1,173,866 (29.3%) (2) Including subordinated loan of € 13.9 mio by the AvH group. Contribution to AvH result LRE (incl LREM) Extensa. ANNUAL REPORT 2009. WorldReginfo - 2ae675f4-6530-48a3-a397-092adb972cc7. While the earnings of Leasinvest Real Estate (LRE) remained stable thanks to the recurrent lease contracts, the development activities of Extensa continued to suffer the negative effects of the worldwide real estate crisis. Substantial provisions were made for the activities in Eastern Europe in particular..