Supervisory Board statement

The Supervisory Board hereby presents the Annual Report of RAI Holding BV It was compiled by the Executive Board and includes the nancial statement for 2021. Deloitte Accountants BV has checked the nancial statement and provided it with an approved audit statement

Our supervisory role

The responsibilities of the Supervisory Board include internal supervision of the Executive Board and the general aairs of the company Throughout the year we full our supervisory activities with several xed agenda items, including: discussing the year to date (YTD) and shareholder report, two progress reports that monitor nancial and nonnancial goals with the Executive Board; going through a business update from the Executive Board that highlights the main developments related to events and clients in every Supervisory Board meeting

In addition to the xed agenda items, the Supervisory Board tackles many specic subjects throughout the year, both during regular Supervisory Board meetings and at individual informal meetings and meetings with the Board. The pandemic continued in 2021 and had a signicant impact on the RAI From the emergence of COVID in 2020, the Supervisory Board and Executive Board had regular contact about the status of the company, possible scenarios and how to survive the crisis

The main issues as discussed by the Supervisory Board are listed below, with an indication of whether they were previously prepared in one of the separate Supervisory Board committees: the Audit Committee (AC), Selection and Appointment Committee (SC) or Remuneration Committee (RC)

Business and venue Strategy

The bookings, including the postponement thereof, the legal and nancial consequences, and the prognosis; The sentiment among organisers;

The municipal test location;

Joining forces with the trade association to lobby for exhibitions and conferences to take place; Making the desired investments to fully modernise the venue and the priorities herein;

Postponing maintenance and changes to save costs;

The exhibition titles, including the strategic course to be followed and the scenarios;

The status of the ‘The Stage is Yours’ concept

The update of the policy followed to survive the consequences of the pandemic, including research into dierent activities and revenue models;

Future Vision 2030, including the masterplan, planning, ground exploitation model, possible and desired shareholder and nancing structures, subsidies, relations with real estate developers and investors, and the process to arrange a corporate nance advisor;

The CSR strategy.

Cash ow analyses, including in relation to various reopening scenarios, milestone overviews and interim measurements;

Meetings with banks;

The 2020 accountant’s report (AC);

The 2020 annual report, discussed in the presence of the external accountant (AC);

The turnover development and cost savings (AC), based on the year to date reports, among others;

The 2021 audit plan (AC);

The forecast for 2021 (AC);

The 2022 annual plan, including budget and investments (AC);

The NOW and TVL schemes and GO-C nancing (AC);

The support fund for conference acquisitions from the City of Amsterdam;

Safety Organisation

Developments related to the safety & security policy (AC);

The IT landscape including the main systems used (AC)

The Employee Experience Survey MBO;

Remuneration including variable pay (RC);

Research into the male/female wage ratio (RC);

The culture trajectory (RC);

The state of aairs regarding the reorganisation and vacancies in the organisation (RC);

The condential advisor and related procedure (RC);

Temporary stang, partially related to the tight labour market (RC);

The COVID scan/triage, and the policy to have personnel and temporary sta follow the same triage as event visitors;

The continuity steering group and its members, including the Supervisory Board (RC);

The compliance dashboard (AC).

Risk and compliance management

The Board Liability Insurance, including the consequences of the pandemic on the coverage and conditions; The activities abroad and weighing the benets and risks (AC);

Governance

The corporate governance documents, which remained unchanged (AC);

The acquisition and (re)appointment of Supervisory Board members (SC);

The step-down roster, including changes;

Overview of the address details of Supervisory Board members;

The additional functions of the Supervisory Board members;

The meeting schedule

Our advisory/sounding board role

In its advisory role, the Supervisory Board acts as a sparring partner for the Executive Board. As was the case in 2020, this role took on an extra dimension in 2021 due to the COVID crisis The Executive Board and Supervisory Board met many times to discuss developments and constantly test the various scenarios for topicality and proportionality

Our employer role

The Supervisory Board has discussed the following topics based on our employer role: Executive

Board Supervisory Board Secretary

The evaluation and remuneration meetings with the two Executive Board members about reporting year 2020 (RC). The appointment of René Takens and reappointment of Mariëlle de Macker (SC).

The acquisition of the general counsel / head of the legal aairs department and secretary of the Supervisory Board (RC)

General meeting

The general meetings took place on 20 April and 28 October The topics discussed are indicated in the Executive Board report

At the request of the shareholders, the Executive Board presented a plan on 8 April 2021 designed to ensure the company a ourishing future at its current location. The shareholders indicated that they agreed with the proposal. To take it to the next stage, a steering group was established at the request of the shareholders that functions as a preparatory committee for the general meeting The steering group consists of representatives from both shareholders, the CEO, the nancial director and Board secretary of RAI Amsterdam, and Supervisory Board members Annemarie van Gaal (chair of the steering group) and Otto Ambagtsheer. The steering group will meet on a monthly basis

About the Supervisory Board

Composition of the Supervisory Board and its committees

The Supervisory Board formatively consists of ve members, but started 2021 with four.

On 21 April 2021 Supervisory Board member Mariëlle de Macker was reappointed for a second term.

René Takens joined the Supervisory Board on 1 October 2021. He is the former CEO of Accell Group, chaired the Bicycle section of the RAI Association from 2005 to 2015 and served as RAI Association treasurer He was appointed based on the nomination of shareholder RAI Association

The personal details of the members, including their membership in the committees, are included in the 'Welcome to the RAI!' section under ‘Composition of the Supervisory Board'

Exemption

All Supervisory Board and Executive Board members have been declared exempt by the company.

Consultations between Supervisory Board and committees

The Supervisory Board held ve scheduled meetings in 2021 Each was attended by all Supervisory Board members, statutory Executive Board members and the Financial Director. In addition to regular meetings, there were ve meetings of the AC and two of the RC and SC The attendance of each Supervisory Board member was 100 percent

Pre-consultation between the Supervisory Board members usually takes place in advance of the normal meetings. Supervisory Board members also keep in touch outside of meetings where necessary.

In addition to the aforementioned meetings with the Executive Board, the Supervisory Board also met behind closed doors Those meetings mainly involved the impact of the COVID crisis and the related scenarios and approach

The chair of the Supervisory Board and the CEO met regularly to discuss progress on various topics in 2021.

The Audit Committee prepares the Supervisory Board’s decision-making and advises the Supervisory and Executive Boards of its ndings in elds such as nance, internal risk management & control systems, risk analysis, applications of information technology (IT) and the activities and recommendations of the accountant The committee members, the CEO, the COO and the nancial director attended all meetings. The concept report of the Audit Committee was a xed agenda item in each subsequent meeting of the Supervisory Board In all these meetings the Supervisory Board received advice on the decisions to be taken by the Supervisory Board as prepared by the Audit Committee. The chair of the Audit Committee and the nancial director met regularly during the year under review to discuss the progress of various matters.

The task of the Remuneration Committee includes making proposals to the Supervisory Board and preparing accountability regarding the recommended remuneration policy and the actual remuneration of the members of the company’s Executive Board. The Remuneration Committee met twice, discussing issues such as the reorganisation, organisational culture, leadership development and the annual evaluation of the CEO and COO

The task of the Selection and Appointment Committee includes drawing up selection criteria and appointment procedures for members of the Supervisory and Executive Boards, assessing the size and composition of both boards. Other tasks include making proposals on the prole of the Supervisory Board at least once a year, reviewing the functioning of individual Supervisory and Executive Board members and reporting on it to the Supervisory Board at least once a year, making suggestions for appointments and reappointments, and supervising the policy of the Executive Board with regards to selection criteria and appointment procedures for senior management The Selection and Appointment Committee met together with the Remuneration Committee on two occasions.

Annual report and nancial statement 2021

The Audit Committee has discussed the nancial statement and annual report with the Executive Board and the external accountant Deloitte at length The Supervisory Board then discussed the annual report with the Executive Board

The 2021 nancial statement that will be presented to the general meeting on 28 April 2022 was approved by the Supervisory Board The Supervisory Board proposes that the nancial statement be approved, that the Executive Board be given discharge for its management and that the Supervisory Board be given discharge for its supervision

In conclusion

The Supervisory Board thanks all stakeholders, employees and the Executive Board for their eorts in 2021.

Amsterdam, 9 June 2022

Supervisory Board RAI Holding BV

O (Otto) Ambagtsheer, chair

A M H (Annemarie) Macnack-van Gaal, vice-chair

M P (Michiel) Boere

W.C.M. (Mariëlle) de Macker

R J (René) Takens

GGDAmsterdam

Medical,1January-31December2021

Throughouttheyear,theAmsterdammunicipalhealthserviceGGDused varioushallsandspacesinRAIAmsterdamasaCOVIDtestingand vaccinationlocation.Nearly426,000peoplevisitedtheRAIforatestin2021 andover888,000peoplewerevaccinated.Attheendof2021,RAI AmsterdamwasthelargestXXL(booster)vaccinationlocationinthe Netherlands,allowingfor17,000boosterstobegivenonadailybasis.