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Ordinary General Shareholders’ Meeting Brussels, 14 April 2010

Ordinary General Shareholders’ Meeting Brussels, 14 April 2010. Simultaneous translation English : channel 3. Please switch off your mobile. Voting procedure. Inserting your voting card. Make sure the barcode is at the top of the voting card and facing you. Inserting your voting card.

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Ordinary General Shareholders’ Meeting Brussels, 14 April 2010

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  1. Ordinary General Shareholders’ MeetingBrussels, 14 April 2010

  2. Simultaneous translationEnglish : channel 3

  3. Please switch off your mobile

  4. Voting procedure

  5. Inserting your voting card • Make sure the barcode is at the top of the voting card and facing you.

  6. Inserting your voting card • Insert the voting card up to the red line. • This symbol will appear when the card is inserted correctly.

  7. Voting • You can vote when the handset displays the 3 voting options.

  8. Voting • To cast your vote, press the appropriate button on the handset. • For example, to vote FOR press button 1on the handset.

  9. Voting • If you wish to change your vote during the voting time simply press your new choice.

  10. Voting • If your voting card is not inserted correctly during the vote, a warning will be displayed.

  11. After the Meeting • If you are not participating to the Extraordinary General Shareholders’ Meeting, please return your handset and voting card at the end of the Ordinary General Shareholders’ Meeting.

  12. Test question • Do you think that Rafael Nadal will win Roland-Garros for the fifth time this year? • FOR2. AGAINST3. ABSTAIN

  13. Theo DilissenChairman of the Board

  14. Dirk LybaertSecretary General

  15. Theo DilissenChairman of the Board

  16. Introduction Chairman • 2009 • Integration Proximus, Telindus Belgium and Skynet into Belgacom • Merger BICS/MTN • Solid financial results • 2010 • Customer centricity • Innovation

  17. Annual General Shareholders meeting Results Full-year 2009 Didier Bellens – President & CEO

  18. Solid financial results in a challenging economic context • 2009 financial results fully in line with expectations • Revenue growing slightly to € 5.99 billion: +0.2% • Solid margin: 32.6% * • € 597 million invested in 2009, 10% of Group revenue • Costs successfully lowered • Resilient in economic crisis • No significant financial impact in Consumer Business Unit • As expected, some impact on Enterprise Business Unit • Continued sound financial position • Lowest debt in the sector: € 1.7 billion • Sound free cash flow generation: € 797 million * EBITDA Margin; i.e. Earnings before interest, taxes, depreciation and amortisation as percent of revenue

  19. Shareholder Return: new policyIncreased transparency • On 25 February 2010, the Belgacom Board of directors approved the • shareholder return policy to be as follows: • Commitment to return, in principle, most of the annual free cash flow* • Either through dividends or share buyback • While keeping financial flexibility through annual review • From the financial result of the year 2010, Belgacom expects to return an • annual dividend of € 2.18 per share, payable in two tranches: an interim • dividend of € 0.50 per share and a normal dividend of € 1.68 per share. * Belgacom defines free cash flow as cash flow generated by operating activities, minus capital expenditures and including other investing activities such as acquisitions or divestments.

  20. 2009: very successful year for Belgacom TV • Belgacom reference in sector • 246,000 new TV customers in 2009 • > 30% market share Digital TV • +55.2% TV revenue • Average revenue per user: €20.4 (+5%) TV customers New Channels New Features Slide 20

  21. Growing success of converged offers Number of Packs • Successful strategy • Record sales in Q4’09 • In 2009 258,000 Packs added • Total of 560,000 Pack customers Slide 21

  22. Mobile Data growing SMS & Mobile internet • SMS revenue from consumers > 8% growth • Strong increase in advanced mobile data, incl. mobile internet • +12% for Households (CBU) • +20% for Enterprises (EBU) • Success of convergence Fixed & Mobile through “Internet One”

  23. Full-blown ICT strategy for our professional customers • Building on our strengths: • Convergence • End-to-End solutions • Innovation “Be the leading network centric ICT partner” Slide 23

  24. 2009 = exceptional year for BICS! Profitable sales growth despite the crisis • Revenue +9.9% - EBITDA +21.7% • 19 billion voice minutes  +19% • Strong increase in SMS/MMS • 100 new mobile data contracts  market leadership reinforced … combined with a strategic M&A transaction (22.4%) (57.6%) (20%) Slide 24

  25. €597m invested in 2009 or 10% of revenue Investing in nation-wide quality network • Fiber* • Population coverage of ~73% • In top 5 worldwide • Total investment since 2004: ~€ 515 million • € 45 million in 2009 • TV • Footprint of ~87% • Most customers can watch in HD • Testing 3D-TV • 3G • Outdoor coverage of ~97% • Highest coverage of mobile players • MaIP • Move-to-all-IP • Business transformation project • € 51 million invested since launch in 2008 • € 40 million invested in 2009 Flanders Wallonia Brussels * Fiber to the street cabinet

  26. Good strategic progress in 2009 Growth via Cross-sell • Move customers to multi-play • Successful convergent offers Sustainability Operational Excellence • High quality network • Excellent footprint • Being socially responsible • Ambitious 5-year plan Strategy Innovation International Carrier growth • MTN transaction • Be part of consolidation • Answer changing needs • Launch of PingPing Market growth • Fixed Broadband • Mobile Broadband • TV customers • New services

  27. Strategy – 2010 Continuation, but with focus on one priority • Continue long-term strategy focused on Convergence • Priority 2010: end-to-end customer satisfaction End-to-end Customer Satisfaction

  28. Agenda

  29. Questions & Answers

  30. Vote on the proposed resolutions

  31. Proposed resolution Approval of the annual accounts with regard to the financial year closed on 31 December 2009, including the following allocation of the results: (*): For 2009, the gross dividend amounts to EUR 2.08 per share, entitling shareholders to a dividend net of withholding tax of EUR 1.56 per share, from which, on 4 December 2009, aninterim dividend of EUR 0.40 (0.30 EUR per share net of withholding tax) was paid; so that a gross dividend of EUR 1.68 EUR per share (1.26 EUR per share net of withholding tax) will be paid on 23 April 2010. The ex-dividend date is fixed on 20 April 2010, the record date on 22 April 2010 and the payment date on 23 April 2010. • FOR2. AGAINST3. ABSTAIN

  32. Proposed resolution Granting of a discharge to the members of the Board of Directors for the exercise of their mandate during the financial year closed on 31 December 2009. • FOR2. AGAINST3. ABSTAIN

  33. Proposed resolution Granting of a discharge to Mr Didier Bellens for the exercise of his mandate during the financial year closed on 31 December 2009. • FOR2. AGAINST3. ABSTAIN

  34. Proposed resolution Granting of a discharge to Mr Jozef Cornu for the exercise of his mandate during the financial year closed on 31 December 2009. • FOR2. AGAINST3. ABSTAIN

  35. Proposed resolution Granting of a discharge to Mr Guido J.M. Demuynck for the exercise of his mandate during the financial year closed on 31 December 2009. • FOR2. AGAINST3. ABSTAIN

  36. Proposed resolution Granting of a discharge to Mr Pierre-Alain De Smedt for the exercise of his mandate during the financial year closed on 31 December 2009. • FOR2. AGAINST3. ABSTAIN

  37. Proposed resolution Granting of a discharge to Mr Theo Dilissen for the exercise of his mandate during the financial year closed on 31 December 2009. • FOR2. AGAINST3. ABSTAIN

  38. Proposed resolution Granting of a discharge to Mrs Carine Doutrelepont for the exercise of her mandate during the financial year closed on 31 December 2009. • FOR2. AGAINST3. ABSTAIN

  39. Proposed resolution Granting of a discharge to Mrs Martine Durez for the exercise of her mandate during the financial year closed on 31 December 2009. • FOR2. AGAINST3. ABSTAIN

  40. Proposed resolution Granting of a discharge to Mr Philip Hampton for the exercise of his mandate during the financial year closed on 31 December 2009. • FOR2. AGAINST3. ABSTAIN

  41. Proposed resolution Granting of a discharge to Mr Georges Jacobs for the exercise of his mandate during the financial year closed on 31 December 2009. • FOR2. AGAINST3. ABSTAIN

  42. Proposed resolution Granting of a discharge to Mrs Mimi Lamote for the exercise of her mandate during the financial year closed on 31 December 2009. • FOR2. AGAINST3. ABSTAIN

  43. Proposed resolution Granting of a discharge to Mr Michel Moll for the exercise of his mandate during the financial year closed on 31 December 2009. • FOR2. AGAINST3. ABSTAIN

  44. Proposed resolution Granting of a discharge to Mr Oren G. Shaffer for the exercise of his mandate during the financial year closed on 31 December 2009. • FOR2. AGAINST3. ABSTAIN

  45. Proposed resolution Granting of a discharge to Mrs Michèle Sioen for the exercise of her mandate during the financial year closed on 31 December 2009. • FOR2. AGAINST3. ABSTAIN

  46. Proposed resolution Granting of a discharge to Mrs Lutgart Van den Berghe for the exercise of her mandate during the financial year closed on 31 December 2009. • FOR2. AGAINST3. ABSTAIN

  47. Proposed resolution Granting of a discharge to Mr Paul Van de Perre for the exercise of his mandate during the financial year closed on 31 December 2009. • FOR2. AGAINST3. ABSTAIN

  48. Proposed resolution Granting of a special discharge to Mr Robert Tollet for the exercise of his mandate until 30 September 2009. • FOR2. AGAINST3. ABSTAIN

  49. Proposed resolution Granting of a discharge to the members of the Joint Auditors for the exercise of their mandate during the financial year closed on 31 December 2009. • FOR2. AGAINST3. ABSTAIN

  50. Proposed resolution Granting of a discharge to ERNST & YOUNG, Réviseurs d’Entreprises S.C.C./Bedrijfsrevisoren B.C.V., represented by Mr Marnix Van Dooren, for the exercise of his mandate during the financial year closed on 31 December 2009. • FOR2. AGAINST3. ABSTAIN

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