ASTARTA HOLDING NV (5/2017) Draft resolutions to be voted on at the General Meeting of Shareholders of ASTARTA Holding N.V.

The Board of Directors of ASTARTA Holding N.V. with its corporate seat in Amsterdam, the Netherlands (the "Company") acting pursuant to the Articles of Association of the Company ("Articles of Association") presents draft resolutions to be voted on and adopted by the General Meeting of Shareholders at the occasion of the General Meeting of Shareholders to be held on 17 March 2017 at J.J. Viottastraat 52, 1071 JT Amsterdam, the Netherlands, at 11:00 a.m. local time (the "GM").

All documents prepared for purposes of the GM, including (a) the General Meeting agenda, (b) the Shareholders' Circular, (c) the Mr. Howard Dahl biography (d) a description of the proxy-voting procedure at the General Meeting through a Director, and (e) the form of a power of attorney together with draft voting instructions are available on the Company's website: www.astartakiev.com.

As at the date hereof, the issued share capital of the Company consists of 25,000,000 shares with a nominal value of EUR 0.01 each. Each share gives the right to cast one vote.

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RESOLUTION 1

With respect to item 2 of the Agenda: Resignation of Mr. Korotkov as Non-Executive Director "C", Chairman of the Board.

To accept the resignation of Mr. Korotkov as Non-Executive Director "C", Chairman of the Board.

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RESOLUTION 2

With respect item 3 of the Agenda: Appointment of Mr. Howard Dahl as Non-Executive Director "C", Chairman of the Board.

To appoint Mr. Howard Dahl as Non-Executive Director "C", Chairman of the Board.

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