Annual report 2019

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conferences and accommodate meeting requests and conference calls where feasible, while adhering to all legal disclosure regulations and obligations. Bilateral meetings and conference calls with analysts and existing or potential shareholders are not held during ‘closed periods’. Our policy of holding bilateral meetings with shareholders is set out in the Investor Relations section distribute on our corporate website. OPEN DIALOGUE Following the publication of the annual and half-year results, we host comprehensive plenary analyst meetings which can also be followed through a webcast. Following important announcements, we also contact shareholders proactively and we maintain regular contact with major investors and analysts, for example by providing the opportunity, where feasible, to visit a project or a vessel. In 2019 we again hosted a broad roadshow and investor conference program. We participated in conferences in the Netherlands, Norway, Switzerland and the UK. Roadshows for institutional investors were organized in Belgium, Canada, Finland, France, Germany, Ireland, the Netherlands, Spain, Switzerland, the UK and the US. In addition, a large number of investor meetings took place at our head offce in the Netherlands. In 2019 approximately 275 meetings were held with investors. In 2019 Boskalis also hosted a multi-day analyst trip in Singapore. During this trip the presence of Boskalis in the region was presented and the impressive Pulau Tekong polder development was visited. The purpose of such feld trips is to enrich the understanding of our business with the brokers. Boskalis is covered by all the major Benelux brokers. We are in frequent contact with their analysts, who play a key role in distributing information to their clients about the markets in which Boskalis operates. In 2019 Berenberg initiated research on Boskalis whilst NIBC terminated the coverage of a large number of large and mid-cap companies, including Boskalis. On 8 May 2019 we held our Annual General Meeting of Shareholders (AGM). More information on the AGM can be found on our corporate website. DIVIDEND The main principle underlying the Boskalis dividend policy is to distribute 40% to 50% of the net proft from ordinary operations as dividend. At the same time Boskalis aims to achieve a stable development of the dividend in the longer term. The choice of dividend takes into account both the company’s desired balance sheet structure and the interests of shareholders.

In setting the 2018 dividend the robust balance sheet was taken into consideration resulting in a decision to adjust the net result for extraordinary charges and to pay out nearly 80% of the net operating proft. On 8 May 2019 the AGM approved the proposal to distribute a dividend from the retained earnings, amounting to EUR 67.0 million, for a dividend payment to the shareholders of EUR 0.50 per ordinary share in cash. REPURCHASE OF SHARES Boskalis announced a share buyback program early February 2019 with the intention to repurchase the equivalent of EUR 100 million of its own shares. The program was launched mid-March and in the period up to 31 December 2.34 million shares were purchased representing a total value of EUR 46.8 million. As at 31 December 2019 the issued share capital consisted of 135,378,338 ordinary shares, of which 3,651,701 are treasury stock held by Boskalis. SHARES AND LISTINGS Ordinary shares in Royal Boskalis Westminster N.V are listed on the Euronext stock exchange in Amsterdam, the Netherlands (ticker BOKA.AS, ISIN code NL0000852580). Options on ordinary Boskalis shares are traded on the European Option Exchange in Amsterdam (Euronext.liffe). Boskalis shares are included in the AMX-index. The authorized capital amounts to EUR 4.8 million with 240 million ordinary shares and 80 million cumulative protective shares, with a respective nominal value per share of EUR 0.01 and EUR 0.03. MAJOR SHAREHOLDERS Under the Dutch Financial Markets Supervision Act, shareholdings of 3% or more in any Dutch company must be disclosed to the Netherlands Authority for the Financial Markets (AFM). According to the register kept by the AFM the following shareholders disclosed that they have a direct or indirect (potential) interest in Boskalis as at 31 December 2019:

HAL Investments B.V.: 43.51%* Sprucegrove Investment Management Limited: 5.16% International Value Advisers, LLC: 5.06% Marathon Asset Management: 3.57% Black Creek Investment Management, Inc.: 3.03% Bestinver Gestion, SGIIC S.A.:3.01%

* According to the Q3 2019 disclosure of HAL Holding N.V.

Besides these large shareholders, an estimated 14% of the shares are held by shareholders in the US, 7% in the UK and the remainder in mainly Spain, Norway, France and the Benelux.

ANNUAL REPORT 2019 – BOSKALIS