CTP N.V.

Annual Report (ESEF) • Jul 9, 2024

3157000YTVO4TN65UM142023-01-012023-12-313157000YTVO4TN65UM142022-01-012022-12-313157000YTVO4TN65UM142023-12-313157000YTVO4TN65UM142022-12-313157000YTVO4TN65UM142022-12-31ifrs-full:IssuedCapitalMember3157000YTVO4TN65UM142022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember3157000YTVO4TN65UM142022-12-31ifrs-full:SharePremiumMember3157000YTVO4TN65UM142022-12-31ifrs-full:ReserveOfCashFlowHedgesMember3157000YTVO4TN65UM142022-12-31ifrs-full:RevaluationSurplusMemberiso4217:EURiso4217:EURxbrli:sharesiso4217:AEDxbrli:shares3157000YTVO4TN65UM142022-12-31ifrs-full:RetainedEarningsMember3157000YTVO4TN65UM142022-12-31ifrs-full:EquityAttributableToOwnersOfParentMember3157000YTVO4TN65UM142022-12-31ifrs-full:NoncontrollingInterestsMember3157000YTVO4TN65UM142023-01-012023-12-31ifrs-full:IssuedCapitalMember3157000YTVO4TN65UM142023-01-012023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember3157000YTVO4TN65UM142023-01-012023-12-31ifrs-full:SharePremiumMember3157000YTVO4TN65UM142023-01-012023-12-31ifrs-full:ReserveOfCashFlowHedgesMember3157000YTVO4TN65UM142023-01-012023-12-31ifrs-full:RevaluationSurplusMember3157000YTVO4TN65UM142023-01-012023-12-31ifrs-full:RetainedEarningsMember3157000YTVO4TN65UM142023-01-012023-12-31ifrs-full:EquityAttributableToOwnersOfParentMember3157000YTVO4TN65UM142023-01-012023-12-31ifrs-full:NoncontrollingInterestsMember3157000YTVO4TN65UM142023-12-31ifrs-full:IssuedCapitalMember3157000YTVO4TN65UM142023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember3157000YTVO4TN65UM142023-12-31ifrs-full:SharePremiumMember3157000YTVO4TN65UM142023-12-31ifrs-full:ReserveOfCashFlowHedgesMember3157000YTVO4TN65UM142023-12-31ifrs-full:RevaluationSurplusMember3157000YTVO4TN65UM142023-12-31ifrs-full:RetainedEarningsMember3157000YTVO4TN65UM142023-12-31ifrs-full:EquityAttributableToOwnersOfParentMember3157000YTVO4TN65UM142023-12-31ifrs-full:NoncontrollingInterestsMember3157000YTVO4TN65UM142021-12-31ifrs-full:IssuedCapitalMember3157000YTVO4TN65UM142021-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember3157000YTVO4TN65UM142021-12-31ifrs-full:SharePremiumMember3157000YTVO4TN65UM142021-12-31ifrs-full:ReserveOfCashFlowHedgesMember3157000YTVO4TN65UM142021-12-31ifrs-full:RevaluationSurplusMember3157000YTVO4TN65UM142021-12-31ifrs-full:RetainedEarningsMember3157000YTVO4TN65UM142021-12-31ifrs-full:EquityAttributableToOwnersOfParentMember3157000YTVO4TN65UM142021-12-31ifrs-full:NoncontrollingInterestsMember3157000YTVO4TN65UM142021-12-313157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:IssuedCapitalMemberifrs-full:PreviouslyStatedMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMemberifrs-full:PreviouslyStatedMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:SharePremiumMemberifrs-full:PreviouslyStatedMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:ReserveOfCashFlowHedgesMemberifrs-full:PreviouslyStatedMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:RevaluationSurplusMemberifrs-full:PreviouslyStatedMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:RetainedEarningsMemberifrs-full:PreviouslyStatedMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:EquityAttributableToOwnersOfParentMemberifrs-full:PreviouslyStatedMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:NoncontrollingInterestsMemberifrs-full:PreviouslyStatedMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:PreviouslyStatedMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:IssuedCapitalMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:SharePremiumMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:ReserveOfCashFlowHedgesMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:RevaluationSurplusMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:RetainedEarningsMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:EquityAttributableToOwnersOfParentMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:NoncontrollingInterestsMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:IssuedCapitalMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:SharePremiumMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:ReserveOfCashFlowHedgesMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:RevaluationSurplusMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:RetainedEarningsMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:EquityAttributableToOwnersOfParentMember3157000YTVO4TN65UM142022-01-012022-12-31ifrs-full:NoncontrollingInterestsMember CTP N.V. ANNUAL REPORT 2023 Annual Report 2023 CTP N.V. Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 2 Company Introduction MISSION CTP’s mission is to build long-term value—for the Company, its shareholders, clients, and the communities where it operates. CTP pursues its mission through the creation of business parks with economic ecosystems in strategic locations across Europe, from the North Sea to the Black Sea. CTP is entrepreneurial, full-speed and forward-leaning, with 25 years of on-the-ground experience as a trusted partner to global business. Today, as Europe’s largest listed owner, developer and manager of industrial & logistics ("I&L") properties and the long-term leader in the business-smart markets of Central and Eastern Europe ("CEE"), CTP is ambitious, innovative, and growing fast. Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 3 Annual Report 2023 CTP N.V. Company Introduction Company Introduction 4 1.1 Business Model and Strategy 5 1.2 History 6 1.3 Big Numbers 8 1.4 Quarterly Highlights 2023 10 1.5 Letter from the CEO 12 1.6 Letter from the CFO 15 1.7 Letter from the Chairwoman 17 1.8 IR Q&A 19 1 Financial Statements 171 Consolidated Financial Statements 173 Company Financial Statements 255 Other Information 276 Independent Auditor’s Report 277 CTP Strategy & Outlook 21 CTP Strategy & Outlook 22 2.1 CTP’s Business Model: “Wheel of Growth” 23 2.2 Growth Plan and 20 Million sqm GLA Target 25 2.3 Outlook for 2024 28 4 5 6 2 73 Business Environment 29 3.1 Business Environment and Trends 30 3.2 Operational Performance 36 3.3 Financial Performance 45 3.4 Funding and Hedging 48 3.5 Group-level Insights 54 3.6 Clients 59 3.7 Country Review 63 ESG 84 4.1 Highlights 85 4.2 Scope and Basis for Preparation of Non-financial Disclosure 88 4.3 Stakeholder Engagement 91 4.4 Materiality 92 4.5 CTP Value Chain 94 4.6 ESG Oversight 95 4.7 ESG Strategy 96 4.8 EU Taxonomy 125 Governance 131 5.1 Governance Structure 132 5.2 CTP Board and Committees 140 5.3 Diversity, Code of Conduct and Compliance 155 5.4 Governance Declarations 158 5.5 Risk Management 163 5.6 Principal Risks 170 Appendices 296 7.1 Group Structure 297 7.2 EPRA Financial Performance Metrics 303 7.3 Environmental Indicators 307 7.4 Social Indicators 313 7.5 ESRS Index 318 7.6 GRI Index 322 7.7 EPRA sBPR 325 7.8 EU Taxonomy 326 7.9 Property List 329 7.9 Glossary 333 7.10 Disclaimer 337 Company Introduction Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 4 Annual Report 2023 CTP N.V. Company Introduction Company Introduction 1.1 Business Model and Strategy 5 1.2 History 6 1.3 Big Numbers 8 1.4 Quarterly Highlights 2023 10 1.5 Letter from the CEO 12 1.6 Letter from the CFO 15 1.7 Letter from the Chairwoman 17 1.8 IR Q&A 19 1 Company Introduction 1.1 Business Model and Strategy Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 5 Annual Report 2023 CTP N.V. 1.1 Business Model and Strategy In line with its strategy, CTP targets to own and operate a pan-European network of business parks with total gross leasable area (“GLA”) of 20 million sqm—nearly doubling its current portfolio of 11.8 million sqm of GLA—and to generate annualised rental in- come of €1.2 billion before the end of the decade, while continuing to develop at an indus- try-leading Yield on Cost (“YoC”) of above 10%. CTP, as a long-term owner, achieves its goals via its unique, vertically integrated business model, which consists of two interconnected core business units—the “oper- ator” and the “developer”—integrated with the Company’s new energy business, which generates renewable energy for its CTParks and clients. The business units each have their own roles and objectives, leveraging the Group’s capital sources and unique in-house capabilities while positively impacting each other: the operator, by owning and operating a property portfolio to enhance its value, generate cash flow, and maintain client relations; the developer, by generating industry-leading YoC and mobilising its landbank; and the energy business, by monetising solar capacity. CTP's expansion into renewable energy is an integral part of the Company's Park- maker concept and contributes to the Group's income and ESG objectives, while also pro- viding green energy and energy security to its clients, supporting their ESG goals in the process. The Group’s strategy is based on growing with its existing clients across the CTPark Network, which is illustrated by the high level of repeat business—almost two-thirds of new leases each year are signed with existing clients. CTP’s disciplined capital allocation, unique Parkmaker model and the expertise of its in-house teams position the Group to provide best-in-class service to clients and be a long-term partner. This has made CTP the market leader it is today and enabled the Group to provide shareholders with superior and long-term, sustainable returns. See Chapter 2 for more details. GENERATING RENEWABLE ENERGY ONSITE BOOSTS REVENUES AND SUSTAINABILITY. MAXIMISING VALUE BY PROVIDING THE COMPLETE PACKAGE OF PARKMAKING SERVICES. MOBILISING THE LANDBANK WITH IN-HOUSE TEAMS HELPS MAINTAIN INDUSTRY- LEADING YOC. OPERATOR DEVELOPER THE SYNERGIES OF THE THREE BUSINESS LINES COME TOGETHER IN THE PARKMAKER “WHEEL OF GROWTH”. PARKMAKER CONCEPT ENERGY Company Introduction 1.2 History Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 6 Annual Report 2023 CTP N.V. 1.2 History 1998 Construction begins at CTP’s headquarters and first business park in the Czech Republic—CTPark Humpolec. CTP established by Remon Vos. 2000 CTP completes its first building. 2007 CTP becomes the largest indus- trial developer in the Czech Republic, focusing on Plzeň, Brno and Ostrava. 2008 CTP installs its first solar plant at its headquarters at CTPark Humpolec. 2010 CTP completes the installation of 6 MWp of solar capacity at various parks in the Czech Republic. 2011 CTP’s annual rental income ex- ceeds €100 million. CTP averages nearly 8% growth per year in 2008–2011, during the financial crisis. 2013 CTP enters the Prague market. CTP’s portfolio reaches 2 million sqm of GLA. CTP delivers its first BREEAM Outstand- ing building—Tower I at Spielberk in Brno. 2014 CTP launches operations in Romania. 2015 CTP announces growth target of 3 million sqm of GLA by 2020. CTP acquires 380,000 sqm of GLA in Romania, becoming the market leader in the country. 2016 CTP launches operations in Hungary. 2018 CTP’s portfolio reaches 5 million sqm of GLA across CEE. CTP sells a portfolio of three parks in the Czech Republic to DEKA for €410 million. CTP sets new target of 10 million sqm of GLA by 2023. 2019 Remon Vos consolidates 100% ownership of CTP. 2020 CTP B.V. bonds rated Baa3 (Stable) by Moody’s and BBB- (Stable) by S&P. CTP issues its inaugural green bond. CTP’s entire portfolio in Hungary is BREEAM certified. CTP becomes market leader in Serbia. 2021 CTP launches its IPO on Euronext Amsterdam, the largest real estate IPO in Europe since 2014, and is included in the Euronext AScX index. CTP launches in Western Europe, opens an office in the Netherlands. CTP BREEAM certifies 100% of its standing portfolio. CTP receives a Low-Risk rating in Sustainalytics ESG Risk Ranking. CTP is Europe’s largest real estate issuer of green bonds for the year, with a total of €2.5 billion issued. CTP becomes market leader in Hungary. Company Introduction 1.2 History Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 7 Annual Report 2023 CTP N.V. 2022 CTP launches operations in Germany with its acquisition of the 1.6 sqm GLA portfolio of Deutsche Industrie REIT; the CTPark Network now connects the North Sea to the Black Sea. CTP included in the Euronext AMX index and the AEX® ESG Index. CTP expands in Poland with a land acquisition that offers the potential for 1.2 million sqm of GLA. CTP expands in Western Europe by delivering its first development in Rotterdam in the Netherlands and launching its first project in Austria. CTP exceeds its 10 million sqm of GLA target with 10.5 million sqm of GLA at year-end and reaches 38 MWp of installed solar power capacity. CTP becomes market leader in Bulgaria. 2023 CTP opens Hong Kong office amid growing demand from Asian clients for European industrial & logistics warehouse space. CTP starts its first development projects in Germany. CTP’s installed solar power capacity reaches 100 MWp. CTP's net rental income exceeds €500 million, with a record 2.0 million sqm of leases signed. 2021 Company Introduction 1.3 Big Numbers Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 8 Annual Report 2023 CTP N.V. 14.5% 94% 1.3 Big Numbers OCCUPANCY REVERSIONARY POTENTIAL 7.4% 90% 23.4 CLIENT RETENTION LIKE-FOR-LIKE RENTAL GROWTH LANDBANK GLA 11.8 million sqm 10.3% ESTIMATED YoC OF PROJECTS UNDER CONSTRUCTION WAULT 6.6 years million sqm million sqm 2.0 UNDER CONSTRUCTION 2.0 LEASES SIGNED million sqm million €719 NEXT 12-MONTHS’ CONTRACTED REVENUES 99.9% COLLECTION RATE €5.69 per sqm per month AVERAGE RENT OF LEASES SIGNED 38% PRE-LET 2024 DELIVERIES Company Introduction 1.3 Big Numbers Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 9 Annual Report 2023 CTP N.V. €1.9 3.8x AVERAGE DEBT MATURITY PRO-FORMA LIQUIDITY POSITION 5.3 PORTFOLIO YIELD 6.7% years €13.6 GAV billion billion INTEREST COVER RATIO €15.92 EPRA NTA PER SHARE €0.73 COMPANY SPECIFIC ADJUSTED EPRA EPS 1.95% AVERAGE COST OF DEBT Company Introduction 1.4 Quarterly Highlights 2023 Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 10 Annual Report 2023 CTP N.V. Q1 CTP signs a three-year exten- sion of its revolving credit facility with two one-year extension options, while increasing the size from €400 million to €500 million. CTP delivers its first project in Austria, CTPark Vienna East, fully leased to among others DHL, Frigologo, Quick Service Logistics and Toyota. CTP acquires a 100,000 sqm Romanian portfolio from supply-chain logistics provider FM Logistic in a sale-and-lease back transaction. CTP enters the Pomerania region in Poland with the start of construction of the 119,000 sqm CTPark Gdańsk Port. 1.4 Quarterly Highlights 2023 Q2 CTP signs a two-tranche, five- and seven-year €280 million unsecured loan facility extension with a consortium of international financial institutions at a fixed all-in cost of 4.7%. CTP publishes its inaugural Sustainability Report, integrating the standards of the Global Reporting Initiative ("GRI") and the recommendations of the Task Force on Climate-related Financial Disclosures ("TCFD"). CTP leases 52,000 sqm at CTPark Blučina to Taiwan-headquartered Inventec, which produces computers, notebooks, servers and other IoT devices. New facility for Toyota in CTPark Vienna East Inventec facility under construction at CTPark Blučina Q2 Q1 Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 11 Annual Report 2023 CTP N.V. Company Introduction 1.4 Quarterly Highlights 2023 Q3 CTP hosts its second Capital Market Days in Brno followed by an asset tour through the Czech Republic, Poland, Slovakia, Austria and Hungary with ana- lysts and investors. CTP opens an office in Hong Kong amid growing demand from Asian tenants for European industrial & logistics ware- house space to produce in Europe for Europe. CTP signs a ten-year, €200 million unse- cured loan facility extension with the European Investment Bank for the roll- out of solar panel installation, at a fixed all-in cost of 4.5%. CTP announces the start of construction for 94,000 sqm of new space across CTPark Bratislava, CTPark Voderady and CTPark Trnava, bolstering its leading position in the Slovak market. CTP’s credit rating is confirmed by both Moody’s (Baa3, stable outlook) and S&P (BBB-, stable outlook). CTP leases 67,000 sqm to Mercator, a major Serbian supermarket chain, at CTPark Belgrade City, which will be the largest logistics hub in Serbia when deliv- ered in Q4-2023. Q4 CTP leases 115,000 sqm at CTPark Warsaw West to Raben Group, the largest lease transaction on the Polish market in 2023. CTP leases 28,000 sqm to Heineken at CTPark Weiden, one of the first CTP developments in Germany, which will be delivered in 2024. CTP delivers 0.6 million sqm across its portfolio during Q4, delivering a record 1.2 million sqm during the year and ending the year with 11.8 million sqm of owned GLA. CTP receives a negligible-risk ESG rating from Sustainalytics and is ranked inside the top 2% of companies globally by Sustainalytics, underlining the Company’s long-term commitment to being a sustainable business. CTP acquires a 335,000 sqm brownfield site in in Mülheim, Germany for major new high-tech business park that will provide over 160,000 sqm of R&D, laboratory, co-working and industrial & logistics space for companies in technology- focused sectors, with construction work expected to begin in 2025. Q4 Construction at CTPark Warsaw West Raben Company Introduction 1.5 Letter from the CEO Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 12 Annual Report 2023 CTP N.V. CTP had an excellent 2023, both operationally and financially, despite the volatility in the market during the year. Demand for our full-service business parks continued to grow, especially in business-smart Central Eastern Europe (“CEE”), which benefits from several important growth drivers. In total we leased a record 2 million sqm of gross lettable area (“GLA”) during 2023, while the average monthly rent for the leases signed increased 18% year-on-year. Two- thirds of new leases were signed with existing clients who are expanding with us. In 2023 we delivered 1.2 million sqm of GLA, ending the year with a standing portfolio of 11.8 million sqm. Contracted revenues for the next 12 months at end-year increased materially year-on-year to €719 million thanks to strong like-for-like rental growth, while the occupancy rate remained stable. Our strong income-producing portfolio, with our diverse international client base and 99.9% collection rate, ensures that CTP remains highly profitable and that we can con- tinue to re-invest in our next developments. CTP has a proven track record built over the course of more than 25 years. Our suc- cess is anchored by several key factors, including our large strategic landbank, primarily at existing CTPark locations, and our Parkmaker strategy and “wheel of growth” business model, which includes our integrated development capabilities, including in-house design and construction teams that help us build on-time and on-budget, as well as our proper- ty management team that look after the client after move-in, which fosters deep client relationships. Our unique mix of strengths, together with our first-mover advantage in CEE, gives us a robust financial position, with a market-leading yield on cost (“YoC”) of above 10% for new developments. We are well placed to further build on our position and exploit emerging opportunities early. 1.5 Letter from the CEO Company Introduction 1.5 Letter from the CEO Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 13 Annual Report 2023 CTP N.V. Secular growth drivers in a region with huge potential We have set an ambitious target: to double the size of our portfolio to 20 million sqm of GLA before the end of the decade, and we have a clear roadmap in place to achieve this. The conversations with our clients, together with the strength of our business model, give us full confidence in our ability to reach this milestone. The outlook for our markets in CEE is favourable, with secular growth drivers that remain entrenched across the re- gion, which continues to be undersupplied and is the largest growth market in Europe, with rising barriers to entry for new developers. Changes to the global geopolitical landscape continue to benefit CEE, as the impor- tance and value of the region’s underlying business-smart proposition—strategic loca- tion, educated workforce, and lower labour costs—becomes increasingly apparent and critical for the resiliency of European supply chains. We continue to see the rise of near- shoring/friend-shoring to the CEE region in response to global uncertainties and the need to reduce the fragility and carbon footprint of extended global supply lines. Due to the global nature of this trend, in 2023 we opened an office in Asia to develop new relationships with companies looking to create a European presence, as well as to deepen ties with our existing clients in Asia. It is exciting to see the opportunities that this offers the CEE region, which is the natural production location in Europe. The development of the middle class and increase in purchasing power drives ongoing demand for e-commerce warehousing and logistics facilities, particularly in CEE, where the growth in online retailing is more robust than in Western European markets, as it comes from a lower base, but catching up rapidly. CEE growth dynamics mean that our markets’ historic and projected GDP growth outperforms the EU-27 and Western Europe on average, with lower debt-to-GDP ratios. The region remains a generally low-tax, business-friendly environment, with strong gov- ernment support for infrastructure development and foreign direct investments. Consolidating our position The CTPark Network provides unique and seamless, A-class industrial and logistics prop- erty solutions to global business across ten countries, from the North Sea to the Black Sea. In 2023 we continued to bolster our market share in all markets— primarily by pro- viding expansion facilities to our existing clients, either at their current location or at a new location in our expanding parks. We further solidified our position as market leader in CEE, consolidating our leadership in our Core Markets and accelerating our expansion in Serbia and Bulgaria, where we are also market leaders. During the year we grew both our teams and market share in Germany and Poland, the largest and third-largest logistics markets in continental Europe, which we entered in 2022. Germany remains the largest economy in Europe and is going through an impressive modernisation of its economy. This has led to an increased need for new A-class indus- trial and logistics space that complies with all client requirements, and newly, ESG cri- teria. We see significant opportunities in the German market, especially for brownfield transformations, and believe that our expertise and skillset can play in important role in upgrading industrial & logistics stock in Germany. Polish market conditions, where the prevailing trader-developer model is under greater pressure due to the higher interest-rate environment, have allowed us to expand our presence in the country rapidly. CTP’s build-to-own business model has proven to be more sustainable and resilient, which is also appreciated by our clients in Poland. Monetisation of the energy business In 2023 we accelerated the roll-out of photovoltaic systems and are testing different business models across the countries where we operate. The installations put in place in 2023 will boost our solar income from 2024 onwards. We see strong synergies for our renewable energy business and growth opportunities, with the energy business further bolstering our ESG credentials while providing an important and sustainable third income stream for the Company going forward. At the same time, more and more clients request photovoltaic systems as it provides them with energy security, reduces their overall cost of occupancy, and supports their own sustainability goals. While we have historically built our buildings “solar ready”, the installation of rooftop solar panels is standard for all new building projects and is an integral part of our strat- egy going forward. “We are confident that we can achieve our ambitious goal and reach 20 million sqm of GLA and over €1.2 billion of annualised rental income before the end of the decade.” Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 14 Annual Report 2023 CTP N.V. Company Introduction 1.5 Letter from the CEO Parkmakers at heart We grew the team in 2023 to over 730 people, with a nearly 50/50 male to female ratio and average employee age of around 38 years. None of our successes would have been possible without our team of dedicated professionals, and I would like to thank and con- gratulate all of them for the successes that we have achieved together. CTP is an entrepreneurial company. This is also anchored in our five deeply rooted values, which inspire our teams to do what they do best: develop sustainable, innovative and high-quality industrial & logistics parks and high-tech R&D campuses. Their hands- on, can-do attitude has made CTP what it is today, and I’m proud to see a new genera- tion of young talent grow within the Company. They are Parkmakers at heart, creating dynamic business ecosystems, where we grow with our clients. They are the people on the ground, engaging with local communities, connecting our clients to local universities, schools, businesses and charities—the key to our ESG pillar of embedding parks in local communities and furthering our clients’ ESG goals at the same time. Outlook Current geopolitical and macroeconomic trends benefit our core CEE markets, and this is just the beginning for this business-smart region. The continuation of structural market trends favours CTP’s owner-operator business model, as we take a long-term, sustain- able approach to our activities. We continue to grow with our clients in existing locations and can expand with them quickly to new locations as required. We are confident that we can achieve our ambitious goal and reach 20 million sqm of GLA and over €1.2 billion of annualised rental income before the end of the decade. We have the land, we have the clients, we have the talent and tools. Full speed to 20 million! Remon Vos CEO Amsterdam, 11 March 2024 Company Introduction 1.6 Letter from the CFO Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 15 Annual Report 2023 CTP N.V. 1.6 Letter from the CFO GRI 2-22 In 2023 we again delivered double-digit growth of both our Com- pany specific adjusted EPRA earnings per share (“EPS”) and EPRA Net Tangible Asset (“NTA”) growth, continuing to deliver on the promises we set out during our IPO. We ended the year with strong results across all key financial indicators, with profit for the period of €922.6 million and next 12-month contracted rental revenues of €719 million. Gross rental income (“GRI”) increased year-on-year by 17.9% to €571.9 million and 7.4% on a like-for-like basis. Net rental income (“NRI”) grew year-on-year by 20.1% to €543.2 million, as we improved the NRI to GRI ratio by reducing service charge leak- age across the portfolio. Company specific adjusted EPRA EPS in- creased by 18.5% and came to €0.73 per share, ahead of our guid- ance of €0.72 per share. We had a record year in terms of deliveries, with over 1.2 million sqm of GLA coming online, bringing the total portfolio to 11.8 million sqm of GLA at year-end. The Group’s gross asset value (“GAV”) in- creased 18.7% year-on-year to €13.6 billion, mainly driven by deliv- eries of development projects. In 2023 we saw a positive like-for-like revaluation of the port- folio of 2%, thanks to the growth of the estimated rental value (“ERV”) across the portfolio, which more than offset the 40 basis points of reversionary yield widening during the year. Most of our portfolio is in higher-yielding assets in the CEE region, where the impact of yield widening is less than in Western European coun- tries, where lower valuation yields prevailed. In total we have seen 80 basis points of yield widening since H1 2022. We expect contin- ued strong revaluation of deliveries, driven by our two million sqm of GLA pipeline and industry leading YoC of above 10%. EPRA NTA increased 15.8% y-o-y to €15.92 per share, mainly driven by positive revaluation deliveries. “Building on our strong results in 2023 and robust occupier demand, our priority for 2024 is to mobilise the existing landbank we have already bought, which further enhances our financial returns.” Company Introduction 1.6 Letter from the CFO Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 16 Annual Report 2023 CTP N.V. Strong liquidity position We ended 2023 with a liquidity position of €1.2 billion, or €1.9 billion on a pro-forma basis including the loan facilities we signed in January–February 2024, the €750 million bond issued at the beginning of February 2024 and the concurrent bond tender offer of €250 million. Our strong cash position and undrawn revolving credit facility, combined with our access to bond markets and bank financing, puts us in a prime position to act quickly and seize growth opportunities as they arise. Given the current market conditions and the strength of CTP’s build-to-own business model, we anticipate significant investment op- portunities in the coming years. While in 2023 we mainly relied on both secured and unsecured bank lending, which was offered at more attractive rates, pricing in the bond market started to rationalise from the fourth quarter onwards, allowing us to go back to the bond market in February 2024. CTP’s financial position is further bolstered by strong underlying fundamentals: our average cost of debt of 1.95%, which is fully fixed or hedged until maturity, and our av- erage debt maturity of 5.3 years. CTP's first material upcoming maturities are a bond in June 2025 (€425 million outstanding 1 ) and a bond in October 2025 (€282 million out- standing 1 ), which can be fully repaid from our cash position. The Company’s Loan-to-Value (“LTV”) ratio stood at 46% at year-end 2023, slightly above our 40%–45% target range, due to the yield widening seen in 2023 and the highly attractive landbank acquisitions we completed for cash payments during the fourth quar- ter. We deem the 40%–45% target range appropriate, as this reflects our above-market average portfolio yield. Our interest coverage ratio of 3.8x and normalised Net Debt to EBITDA of 9.2x reflect healthy cash-flow leverage. In Q3 2023, both S&P and Moody’s confirmed our BBB- and Baa3 credit rating, respectively, both with a stable outlook. Capital allocation priorities—requirements for returns Based on our strong results in 2023 and robust occupier demand, our priority for 2024 is to mobilise the existing landbank we have already bought, which further enhances our financial returns. As illustrated during our Capital Markets Day, we can develop over 1 million sqm without affecting the leverage metrics, on the back of our YoC target of over 10%. Deepening our ESG goals and improving disclosure In line with CTP’s long-term business principles and strategy going forward, sustainabil- ity and the principles of ESG are integral to our operations at all levels. This year we are publishing our Sustainability Report as an integral part of this Annual Report. CTP’s new energy business provides a third revenue stream for the Company while enhancing our ESG credentials and offer for clients, who increasingly require high levels of ESG compliance for their leased premises. Solar income in 2023 came to €6.3 million, and by year-end we had 100 MWp installed. During the year we continued our long-standing commitment to deliver state-of-the- art, energy efficient buildings that meet high BREEAM and EPC standards across the portfolio. Dividend We propose a final 2023 dividend of €0.275 per ordinary share, which will be paid, subject to approval by the Annual General Meeting, in May 2024. This will bring the total 2023 dividend to €0.525 per ordinary share, which represents a pay-out ratio of 72% of our Company specific adjusted EPS, and a growth of 16.7% compared to 2022. Outlook We confirm our Company specific adjusted EPS guidance of €0.80–€0.82 for 2024. We remain bullish on our prospects for 2024 and beyond. CTP is well positioned, thanks to our robust balance sheet and strong liquidity position; our disciplined capital allocation and industry-leading YoC; our conservative debt repayment profile, high interest coverage and good access to credit markets; our well-diversified client base with blue-chip multi- nationals, which continue to expand with us; and the strong cash-flow generation of our standing portfolio, which is supported by an increasing number of leases linked to inflation and continued rental growth driven by the secular growth drivers in the CEE region and the industrial & logistics property sector. Richard Wilkinson CFO Amsterdam, 11 March 2024 1 After settlement tender offer on 7 February 2024. Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 17 Annual Report 2023 CTP N.V. Company Introduction 1.7 Letter from the Chairwoman 1.7 Letter from the Chairwoman Dear Shareholders, The economic and geopolitical uncertainty of recent years contin- ued in 2023. The high inflationary environment in 2022 led central banks around the world to raise interest rates to levels not seen in over 20 years. This had a material effect on the real estate sector, which is by nature capital intensive. In the second half of the year, inflation started to moderate and tail-off and in some markets is getting close to central bank targets. However, the first rate cuts from either the US Federal Reserve, the European Central Bank or the Bank of England have yet to come. In this context I am very proud of the performance of our teams and the resilience of our business model. The industrial & logistics real estate market remains exceptionally dynamic, and CTP contin- ued to outperform in 2023 and kept its double-digit pace. We did so thanks to our geographical footprint, client-centric approach, and disciplined capital allocation. In addition, we saw a continuation of deglobalising trends. Global supply chains are being reconfigured, reflecting international ten- sions and regional conflicts in Ukraine and the Middle East. The re- routing of shipping lanes due to safety concerns in the Red Sea not only brings additional costs and complexity for logistics operators, it also leads to companies holding more stock and reconsidering their production value chains. The Board closely monitors ongoing macroeconomic and geopo- litical changes and constantly evaluates whether there is a need to adapt the Group’s growth strategy. With its entrepreneurial culture and market leading position in most of its markets, CTP is well posi- tioned to benefit from these changes by delivering new buildings to meet growing tenant demand. Overall, we see an improving market sentiment and the transaction market becoming more active again. “Embedding CTP parks into the communities where they are located has always been part of the Group’s strategy as long-term owner and operator.” Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 18 Annual Report 2023 CTP N.V. “Reindustrialisation of Europe” Increased trade tariffs, sanctions, security concerns around major transportation routes, as well as ESG considerations all lead to more local production for local consumption. This offers opportunities in CEE, similar to Mexico, which has become the largest producer and trading partner for the US, replacing China. The CEE region is a great production location for Europe and will continue to benefit from these ongoing trends, given its competitive labour rates, educated and motivated workforce and good infrastructure. This can be ei- ther Asian or US companies who start to produce in Europe for the European market, or Western European companies who decide not to open their next production location in China but in, for example, Romania or Serbia. Nearshoring and friend-shoring are among the main demand drivers for the I&L sec- tor across Europe as companies seek to enhance the resiliency of their supply chains. New industries are emerging as growth drivers within Europe, for example the defense indus- try is increasing its space requirements, as are companies active in the energy transition and EV mobility as these pick-up speed. With our build-to-own strategy we are the ideal partner for many of these manufacturing companies looking to expand in Europe. Governance By the end of 2022, CTP had established a Sustainability Committee as a subcommittee of the Board of Directors to oversee the ESG agenda of the Group. In 2023, five meetings of the Sustainability Committee took place. CTP’s sustainability efforts in 2023 were recognised by Sustainalytics with an ESG Risk Rating of 9.5 and assessed as Negligible Risk. During the year we also received 61 new BREEAM certificates, 57% of which were rated "Excellent" or "Outstanding", as we are stepping up our ESG efforts. Embedding CTP parks into the communities where they are located has always been part of the Company's strategy as a long-term owner and operator. Last year, we opened our fifth Clubhaus park community centre, which of- fers a restaurant, public spaces, and medical, educational, and sports facilities for our clients and their employees as well as for the local community. As a Board we appreciate the ongoing dialogue with our shareholders and are com- mitted to continuing this, both ahead of CTP’s Annual General Meeting (“AGM”) as well as on an ad-hoc basis. Sound governance is a key component of CTP’s culture, behaviour and management and is consistent with its core values and purpose. During 2023 CTP prepared for the implementation of the new Dutch Corporate Govern- ance Code. Internal rules and procedures were amended to fit the new Code. By tabling the Code as a separate item for discussion at our AGM on 23 April 2024 in Amsterdam, we follow the recommendation of the Dutch Monitoring Committee. At the AGM CTP will propose to shareholders an updated remuneration policy in respect of the remuneration of the Company's Executive Directors and Non-Executive Directors, as the current policy dated from the IPO. The updated policy will enhance the alignment of interest and bolster long-term value creation, among others, by inclusion of ESG KPI's in the short-term and long-term incentives. Furthermore, I am very pleased to propose two new Non-Executive Directors to the shareholders at the AGM—Mr. Rodolphe Schoettel and Ms. Kari Pitkin, replacing Mr. Gerard van Kesteren and Mr. Pavel Trenka, who both will not be available for reap- pointment. I want to express my deep gratitude to Pavel and Gerard for all their contribu- tions during the years, as CTP entered a new growth phase and transformed from being privately held to a listed company. Efforts recognised The CTP share price performed well in 2023 and we outperformed the broader FTSE EPRA NAREIT Developed Europe Index, reflecting CTP’s strong financial and operational performance and the Group’s consistent delivery on its promises. On behalf of all Non-Executive Directors, I would like to thank our clients, share- holders, partners, and other valued stakeholders for their trust and support. In addition, I want to thank all CTP employees and the Senior Management for their hard work and commitment. We had another record year with 1.2 million sqm of deliveries and 2 million sqm of new leases signed, which wouldn’t have been possible without you all. We look forward to see- ing you at the AGM! On behalf of the Board, Barbara Knoflach Chairwoman Amsterdam, 11 March 2024 Company Introduction 1.7 Letter from the Chairwoman Company Introduction 1.8 IR Q&A Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 19 Annual Report 2023 CTP N.V. 1.8 IR Q&A In 2023, we celebrated the second-year anniversary of CTP’s listing on Euronext Amsterdam. We hosted our second Capital Market Day, welcoming over 45 investors and sell-side analysts in Brno, followed by a property tour of our Czech, Polish, Slovak, Hungarian and Austrian assets. The total shareholder return (dividend reinvested) over 2023 was 43.9%, outperforming our European peers. What is your expected like-for-like rental growth in 2024? We expect like-for-like rental growth in 2024 to be around 5%, driven by indexation and reversion. As at year-end 2023, 66% of our contracts had a double indexation clause, with indexation being the higher of (i) a fixed escalator of between 1.5%–2.5% or (ii) the local or European Consumer Price Index (“CPI”). The remaining 34% of the contracts have only a fixed escalator. Based on this mix and the levels of the local and European CPI, we expect indexation to contribute around 4% to the like-for-like rental growth, on top of which we will have the reversion of expiring leases. The reversionary potential of our portfolio at year-end 2023 stood at 14.5%. How do you see the demand and pre-letting to evolve going forward? The demand in the CEE regions remains strong. In 2023 we leased 5% more sqm than in 2022, while the average monthly rent per sqm for the leases signed increased 18% from €4.82 in 2022 to €5.69 in 2023. Based on this continued strong demand, we expect to be able—in line with our track record—to deliver projects 80%–90% pre-let at completion, as most of CTP’s projects currently under construction are within an existing park—72% as at 31 December 2023. In some cases, we begin construction without having a pre-let secured. This is because in existing parks, CTP has clear visibility on future client demand, since most new leases are signed with existing clients. During the course of construction, the pre-letting ticks up to 80%–90% at completion. Starting construction in advance gives CTP a competitive ad- vantage when existing tenants want to expand in their existing locations or when clients need space available within a short timeframe. Company Introduction 1.8 IR Q&A Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 20 Annual Report 2023 CTP N.V. Why is the CEE region outperforming? The CEE region is “business-smart” due to its competitive total labour costs that are one-third of what they are in Western Europe and comparable with China; its strong work ethic; and high infrastructure investments that are constantly improving transport links. There are several secular demand drivers: (i) nearshoring, as companies look to de-risk and shorten their supply chains, with CEE countries ranked high as likely destinations— for example, currently nearly 10% of CTP’s portfolio is leased to Asian tenants producing in Europe for Europe; (ii) continued e-commerce growth, which comes from a low base; and (iii) professionalisation of supply chains, with above-average GDP growth forecasts for the CEE region and the rise of the middle class supporting consumption. As CEE markets are still undersupplied in terms of GLA per capita and new supply barriers are rising, CTP is uniquely positioned, thanks to its first-mover advantage and strategically positioned landbank, to further bolster its leading market position. Have valuations bottomed out? In 2023, we saw a like-for-like valuation increase of 2.0%, despite the 40bps reversionary yield widening, which was more than fully offset by strong ERV growth. Looking forward, we don’t foresee any further material yield widening, while we ex- pect strong client demand to continue to drive ERV growth and support valuations. Since H1-2022, CTP has seen a cumulative yield widening of 80bps, slightly less than in Western European markets, where yields had tightened much more. The lower yields in Western Europe and increased yield spread were driven by a more active transaction market in Western Europe, while in CEE most investors developed assets for their own portfolio, leading to a lower number of transactions. Due to the lower yield widening in CEE, the differential between CEE and Western European logistics now is back to the long-term average, and we expect it to come down further driven by the higher growth prospects for the CEE region. How will you fund your ambitious development pipeline? As shown during our Capital Markets Day, we can develop over 1 million sqm a year without affecting the leverage metrics, thanks to the high revaluation potential upon completion —with assets revalued from their >10% YoC to the portfolio yield of 6.7%—as well as the retained earnings from our standing portfolio. While we have a dividend pay-out ratio of 70%–80%, the default dividend is paid in scrip, allowing the Group to retain a material amount of cash. We therefore don’t need to raise new equity to finance the current pipeline, with 2024 deliveries expected to be between 1 million sqm–1.5 million sqm. During 2023 we demonstrated our excellent access to the credit markets as we raised €1.6 billion, of which €641 million is unsecured bank lending and €916 million se- cured bank lending. The spreads in the bond market also became competitive again for real estate issuers from the fourth quarter of 2023, following which CTP issued a €750 million bond with a 4.75% coupon (MS +220 bps) in February 2024. The Group’s pro-for- ma liquidity stands at €1.9 billion. Is CTP’s YoC of above 10% sustainable? Our construction costs are coming down. While in 2022, construction costs on average were around €550/sqm, in 2023 they were around €500/sqm and we expect them to stay around this level throughout 2024, as the overall construction market is cooling down, with less new offices and residential projects being built in the higher interest rate en- vironment. As we act as our own general contractor, CTP is typically one of the first in the industry to notice these trends. In addition, market rents continue to increase due to strong demand and lower supply coming to the market in 2024. These two effects com- bined allow us to continue to develop at a YoC of above 10%, while staying competitive. What are your capital allocation priorities? Investing in our development pipeline is the priority. For this we plan to mobilise our existing landbank, which is already paid for and was valued at €920 million as at 31 December 2023, as this gives us the highest incremental return. New landbank acquisitions are preferably executed through options—limiting capital outflows, while giving CTP maximum flexibility—which is feasible in the current market, as the market for land acquisition has slowed down in the higher interest rate environ- ment. We will also look opportunistically to benefit from the current macro-environment, which we expect will offer acquisition opportunities. Maarten Otte Head of Investor Relations Amsterdam, 11 March 2024 ESG Governance Financial Statements 21 Business Environment AppendicesCompany Introduction Annual Report 2023 CTP N.V. Strategy & Outlook CTP Strategy & Outlook CTP Strategy & Outlook CTP Strategy & Outlook 22 2.1 CTP’s Business Model: “Wheel of Growth” 23 2.2 Growth Plan and 20 Million sqm GLA Target 25 2.3 Outlook for 2024 28 2 ESG Governance Financial Statements 22 Business Environment AppendicesStrategy & Outlook CTP Strategy & Outlook Company Introduction Annual Report 2023 CTP N.V. ESG Governance Financial Statements 22 Business Environment AppendicesCompany Introduction CTP’s strategy has been consistent since the Company’s start in 1998: to develop, own and operate state-of-the-art business parks in strategic locations, leveraging its strong client relationships and driving sustainable, long-term value creation. The Company’s unprecedented success stems from its entrepreneurial spirit, market insight, and first-mover advantages in business-smart Central and Eastern Europe (“CEE”). The drivers that have led the growth of CEE markets over the past decade—strategic location, developed transport infrastructure, lower labour costs, and a well-educated workforce—are even more relevant today, as companies worldwide are rethinking their supply chains to make them more resilient. CTP’s successful recent expansion into Western Europe and the strengthening of its position as market leader in CEE enables it to provide seamless, value-driven property solutions across ten European markets. The Group forecasts sustainable growth for 2024 and the medium term on the back of continued strong client demand, increased rental levels, and CTP’s strategic landbank of over 23 million sqm, which it can mobilise to meet growing demand. CTP is confident that the secular growth drivers for its markets and sector will allow the Group to continue to deliver developments at a Yield on Cost (“YoC”) above 10%. CTP Strategy & Outlook ESRS 2 SBM-1-42, GRI 2-6, GRI 2-25 Strategy & Outlook Company Introduction Business Environment ESG Governance Financial Statements Appendices 23 Annual Report 2023 CTP N.V. ESG Delivering sustainable growth via the “Wheel of Growth” model Integral to CTP’s “Wheel of Growth” model is the support that its in-house property management and client-rela- tionship teams provide to the Company’s clients, which enables them to stay focused on their core business ac- tivities. The success of CTP’s “Wheel of Growth” model drives future Company growth, as approximately two- thirds of new leases each year are signed with existing clients—the vast majority of which are large multination- als—both at their current location and at new locations across the CTPark Network. CTP’s park strategy—which is based on scaling up its parks by adding onsite services, improving infrastructure for its clients and enabling them to expand in existing locations, together with the strate- gic use of its landbank and in-house capabilities—enables the Group to realise industry-leading development re- turns. CTP’s “Wheel of Growth” business model has al- lowed the Group to grow the business by generating in- dustry-leading development profits and reinvesting cash flows generated by the long-term leases of its standing assets in new developments, without the need for exter- nal equity. CTP’s business model has proven to be resil- ient—also in a higher interest-rate environment. CTP’s “Wheel of Growth” business model consists of two interconnected core business units that encompass the Group’s activities: • The developer, where CTP invests in developing cost-efficient, future-proof buildings, leveraging its strategically located landbank; and • The operator, where CTP manages and operates its properties to service its international client base while maximising value. The “Wheel of Growth” demonstrates how the activities of CTP’s two core business units come together in con- junction with the Group’s new energy business, which pro- vides renewable energy produced onsite for CTP’s clients. CTP’s strategy enables the Company to retain ownership and maintain strong, long-term client relationships. 2.1 CTP’s Business Model: “Wheel of Growth” Energy as a service for the Group’s clients The Group’s new sustainable energy business is an addi- tional source of income for CTP. The Group’s properties provide significant space for the installation of rooftop solar panels and wind turbines. The Group also supports its clients with energy management and is working on fu- ture opportunities in the field of electric vehicle charging stations and energy storage. By year-end 2023, CTP had 100 MWp of installed so- lar power capacity. Building on the momentum created by recent geopolitical developments, which emphasise the need for more self-reliant sourcing of energy and envi- ronmental considerations, CTP plans to monetise its en- ergy-generating installations by selling the green energy produced onsite to its clients. Offering integrated ener- gy solutions lowers clients’ total cost of occupancy, helps them to meet their Environmental, Social and Govern- ance (“ESG”) objectives and comply with increased reg- ulation, and improves their energy security. CTP has set an ambitious target for this fast-growing business unit to reach 400 MWp of installed solar capacity by the end of 2026, thereby moving the Company further towards meeting its ESG aspirations as well as growing additional income streams. Strategy & Outlook 2.1 CTP’s Business Model: “Wheel of Growth” ESG Governance Financial Statements 24 Business Environment AppendicesCompany Introduction Annual Report 2023 CTP N.V. Value Creation Value Capitalisation ORGANIC GROWTH PARK MANAGEMENT ESG & ENERGY INNOVATOR SCALING SERVICES QUALITY & MAINTENANCE CTP PARKMAKERS DEVELOPER Landbank Utilisation OPERATOR Strengthening Relationships STAKEHOLDERS & COMMUNITY IN-HOUSE CONSTRUCTION CLIENT TEAMS INDUSTRY- LEADING YOC CLIENT-LED GROWTH PARK DEVELOPMENT SPACE SATISFIED CLIENTS CLIENTS Strategy & Outlook 2.1 CTP’s Business Model: “Wheel of Growth” Company Introduction Business Environment ESG Governance Financial Statements Appendices 25 Annual Report 2023 CTP N.V. Governance Financial Statements 25 Business Environment AppendicesCompany Introduction ESG CTP targets to own and operate a pan- European network of business parks with total gross leasable area (“GLA”) of 20 million sqm before the end of the decade, nearly doubling its current portfolio of 11.8 million sqm and generating annualised rental income of over €1.2 billion. These targets go hand in hand with the Group’s robust financial framework with 1) a loan-to-value (“LTV”) tar- get between 40%-45%, 2) a target YoC of over 10% for the Group and 11% across the Group’s core CEE markets, 3) a WAULT above six years, and 4) an occupancy level of around 95%. CTP expects that the scale of its business, its flexi- bility in offering its clients scalable solutions and its ESG commitment will continue to position the Company ahead of its competitors. The Group’s strong liquidity position and capital structure enable it to act quickly to capitalise on opportunities. Key factors of CTP’s continued market leadership include its strong, long-term client relation- ships and business ecosystem combined with its strategic landbank, the vast majority of which is located in or ad- jacent to its existing parks. This enables the Company’s clients to expand at their existing locations, while CTP’s in-house capabilities allow for shorter construction times. In addition, the photovoltaic rooftop capacity of CTP’s buildings offer a unique opportunity for the Group to de- velop a sizeable renewable energy business delivering at- tractive returns, with a YoC on renewable energy-related investments above 15%. Strategy & Outlook 2.2 Growth Plan and 20 Million sqm GLA Target 2.2 Growth Plan and 20 Million sqm GLA Target x €1.2 BILLION RENTAL INCOME 20 MILLION SQM GLA BEFORE THE END OF THE DECADE Capital allocation CTP’s in-house construction teams and centralised pro- curement capabilities, together with increasing market rents, enable the Company to continue to deliver at an in- dustry-leading double-digit YoC. Since its start in 1998, CTP has assembled one of Europe’s largest industrial & logisitcs (“I&L”) real estate portfolios by focusing on high development returns and reinvesting cash flows from its standing assets. To keep leverage metrics in line with the Group’s financial framework, CTP focuses on developing in countries with higher revaluation potential at delivery— subject to the availability of landbank and client demand. The Group’s priority is to mobilise its existing landbank, which is already paid for, as this results in the highest in- cremental return. CTP’s preference is to secure additional land plots through options in order to limit the amount of capital allocated to non-income generating assets. Company Introduction Business Environment ESG Governance Financial Statements Appendices 26 Annual Report 2023 CTP N.V. ESG ESRS 2 SBM-1-40, ESRS 2 SBM-1-41, ESRS 2 SBM-1-42, GRI 201-1 CTP enhances its offer to clients by having ESG as an in- tegral part of its Parkmaker concept to ensure that the Group’s parks maintain their relevancy over the long term for all stakeholders. Inputs are gathered from industry reports, market analysis, relations with stakeholders in- cluding clients and suppliers. CTP’s overall ESG strategy is based on four guiding principles: (i) Striving to Be Climate Positive; (ii) Embed- ding Parks in Communities; (iii) Stimulating Social Impact & Well-being; and (iv) Conducting Business with Integrity. These principles support 10 of the 17 United Nations Sus- tainability Development Goals. Focus areas have been ad- justed based on the outcome of materiality assessments. CTP has also carried out a full analysis of its physical and climate-transition risks. The Group’s ESG targets have been set in accordance with materiality assessments and risk analyses. CTP’s long-term ambition is to become carbon neu- tral in line with the Paris Agreement. To minimise its car- bon footprint, CTP focuses on the full value chain, from design and construction to operations and maintenance. The Group has a long history of developing indus- try-leading sustainable buildings. As the long-term owner of its business parks, CTP makes significant investments to ensure that its buildings are built future-proof in terms of energy efficiency—which reduces the overall occupancy cost for clients—and that they are constructed and op- erated in line with circular economy principles of waste management, recycling and resource usage. CTP actively engages the stakeholders in its value chain. Examples include the green lease agreements that the Group signs with its clients; community events that are organised to integrate CTP’s parks into local communi- ties; and onsite amenities that include CTP’s community Clubhaus space, with restaurants, shops, relaxation spac- es, and sport and medical facilities available to the work- forces of CTP’s clients. CTP culture and organisation Integral to the achievement of CTP’s ambitious goals and targets is its team, which at year-end 2023 consist- ed of 746 employees (headcount). CTP’s organisation is comprised of a corporate international team and coun- try teams. Where possible, decision making is delegated to the country management teams, whose detailed local knowledge plays a pivotal role in securing operational re- sults. Local knowledge helps CTP’s country teams accel- erate development and proactively secure land positions at strategic locations to meet client requirements. CTP’s international team provides a strategic outline and funding, allocates capital, and provides central sup- port by way of scalable systems and processes. CTP continues to have a healthy gender diversity ratio of 54% men and 46% women, while at the Board level two of the six Board members are women. The Group has five deeply rooted values (commitment, entrepreneurial, accountability, sustainability and com- munity) that inspire its teams to do what they do best: de- velop sustainable, innovative and high-quality I&L build- ings. As a long-term owner, CTP’s responsibility towards its partners, clients, communities, employees and other stakeholders is safeguarded by its values. The expertise of the Group’s professionals and their responsiveness to market trends, new technologies, and client needs—which often change during their tenancy— have made CTP the market leader it is today and allowed the Group to provide shareholders with superior and long- term sustainable returns. CTP’s employees have a real “can-do” mentality, with a clear sense of commitment to deliver the best possi- ble product for the Group’s clients and the communities where it operates. Engagement ESRS 2 SBM-2-45 CTP’s stakeholder relationships provide a significant competitive advantage, as the Group leverages these re- lationships as a strategic value driver. CTP maintains an ongoing dialogue with all of the Group’s stakeholders, in- cluding clients, their workforce, sub-contractors, author- ities, CTP’s workforce, shareholders, debt providers, and the local communities where it operates. The Group is aware that its activities impact the en- vironment where it co-exists with surrounding communi- ties. The Company’s long-term partnership approach and proactive engagement with communities, local authorities and municipalities add value to the wider socio-economic ecosystem. Strategy & Outlook 2.2 Growth Plan and 20 Million sqm GLA Target Company Introduction Business Environment ESG Governance Financial Statements Appendices 27 Annual Report 2023 CTP N.V. Strategy & Outlook 2.2 Growth Plan and 20 Million sqm GLA Target Capitalising on market opportunities The I&L sector is transitioning from being a pure cost cen- tre to a driver of performance (see Section 3.1 for more details). This transition results in a holistic view of real estate in a client’s total operations, including labour, total supply-chain costs and ESG, in order to optimise their to- tal cost of occupancy. CTP accommodates this by: • improving efficiency in I&L networks, thanks to its strategically located CTParks and building layouts, which also allow clients to expand at their existing lo- cations; • supporting increased ESG requirements focused on sustainable supply chains and providing amenities/ services to attract and retain local workers; • developing properties with renewable energy sources that also bolster energy security, which is especially key when client operations are highly automated; and • guaranteeing flexibility and speed by established in-house teams and scale to expand throughout the CTPark Network. With its business model and strategy, CTP is well posi- tioned to capitalise on market opportunities and accom- modate changing client requirements. This is reflected in the Company’s high repeat business, as approximately two-thirds of all new leases signed each year are with ex- isting clients. CTP’s parks enable positive network effects for all stakeholders: • for Clients – by providing the opportunity to expand at the same location or elsewhere within the CTPark Network, improved infrastructure, the exchange of expertise and services between clients, and scale to have access to services and amenities for their em- ployees that are not feasible for stand-alone units; • for Communities – by providing access to services offered at parks and investments in public transport and green areas; and • for CTP – by enabling market leadership, efficiency, and growth with existing clients, allowing for indus- try-leading returns. Strategy & Outlook 2.3 Outlook for 2024 Company Introduction Business Environment ESG Governance Financial Statements Appendices 28 Annual Report 2023 CTP N.V. Leasing dynamics in the I&L sector in CEE markets remain strong, despite the macro economic slowdown in 2023. Secular growth drivers (see Section 3.1) as well as the decreasing availability of new supply result in low vacancy across CTP’s markets and continued rental growth. 2.3 Outlook for 2024 CTP is well positioned to benefit from these trends. The Group’s pipeline is highly profitable and client led, allowing the Group to deliver sustainable and profitable growth— also in the current higher interest-rate environment. The YoC for CTP’s pipeline increased to 10.3% as at end-2023. The target for new projects across the Group is over 10%, thanks to decreasing construction costs and rental growth. The next stage of growth is built in and fi- nanced with 2.0 million sqm under construction as at year end-2023. CTP’s robust capital structure, disciplined finan- cial policy, strong credit market access, industry-leading landbank, in-house construction expertise and strong, long-standing client relationships allow the Company to deliver on its targets, with the Group on track to reach 20 million sqm of GLA and €1.2 billion of annual rental in- come before the end of the decade. The Group confirms its Company specific adjusted EPRA EPS guidance of €0.80–€0.82 for 2024, up 10%–13% year-on-year. The guidance assumes a like-for-like rental growth of around 5%, driven by indexation and reversion on renego- tiations and expiring leases, deliveries between 1 million sqm–1.5 million sqm in 2024, and a higher average cost of debt. The Group maintains its dividend policy, paying out 70%–80% of its Company specific adjusted EPRA EPS. The default is a scrip dividend; shareholders can opt for a payment of the dividend in cash. Business Environment Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 29 Annual Report 2023 CTP N.V. Business Environment Business Environment 3.1 Business Environment and Trends 30 3.2 Operational Performance 36 3.3 Financial Performance 45 3.4 Funding and Hedging 48 3.5 Group-level Insights 54 3.6 Clients 59 3.7 Country Review 63 3 Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 30 Annual Report 2023 CTP N.V. Business Environment 3.1 Business Environment and Trends 3.1 Business Environment and Trends The resiliency of Europe’s industrial & logistics (“I&L”) sector is underpinned by multiple demand drivers and elevated barriers to new supply. Drivers of demand are diverse and include nearshoring, e-commerce, and increasing disposable income, while the Central and Eastern European (“CEE”) markets remain undersupplied and are faster- growing than Western European markets. Elevated barriers include increased scarcity of land and a stricter regulatory environment. Resiliency supported by sector drivers and barriers The European I&L sector has historically done better than the overall economy. This perspective is supported by an analysis comparing GDP growth to the growth of occupied logistics stock. Between 2009–2022, total GDP growth in Europe was 12%, while occupied grade-A I&L stock more than doubled. This growth can be attributed to various demand drivers, among them the expansion of e-commerce, and a persistent undersupply in the mar- kets. A similar analysis of office space growth in Europe (+15%) reveals that the office sector is more aligned with the GDP trend and can therefore be considered as more mature. The resiliency of I&L supports a positive outlook, despite the current turbulent macro-economic conditions especially in the undersupplied CEE markets. I&L real estate has transitioned from being purely a cost centre to a catalyst of operational excellence. Compa- nies now emphasise the efficiency, reliability, flexibility, and agility of their supply-chain networks. Grade-A real estate can support these priorities. This transition to a driver of performance makes sense from a core supply-chain cost perspective as well. According to CBRE Supply Chain Advi- sory, the majority of expenditures in logistics are allocated to transportation costs (45%–70%). The share of fixed facility costs (including real estate) is relatively small, ac- counting for only 5%–10%. CBRE estimates that it takes roughly an 8% increase in fixed facility costs to equal the impact of just a 1% increase in transportation costs. This is particularly important in an environment of high trans- portation costs and the greening of supply chains. Nearshoring is a durable solution for clients to mitigate market volatility An immediate response to mitigate the risks of sup- ply-chain disruptions is for companies to hold higher in- ventories. Risks of disruptive events seem here to stay, and companies are prioritising the more durable solution of de-centralising global supply chains by nearshoring their operations closer to consumers. In addition to risk mitigation, another reason to prioritise nearshoring is the accelerated wage growth in traditionally low-cost Asian manufacturing markets. The trade-off between low-cost production in Asia and longer supply chains is no longer as attractive. According to Economic Research Institute and Salaryexpert.com, the average hourly rate for a fork- lift operator is at the same level in mainland China as in the Czech Republic. In CTP’s other markets in CEE, rates are even lower. A third reason supporting nearshoring is its reduced environmental impact: a company can signifi- cantly lower its carbon footprint by reducing the intercon- tinental trans-shipment of goods and materials. The demand driven by nearshoring is expected to be more concentrated in CEE—the “business-smart” region of Europe. The region is well situated from a geographical perspective, delivering access to the whole of Europe from a cost-effective location, supported by modern logistics infrastructure and connectivity and benefiting from ma- jor transportation hubs close to Europe’s largest markets with high purchasing power. Equally, in terms of industrial activity, the region boasts high-end manufacturing capa- bilities in locations close to university cities with access to a highly skilled and motivated workforce. Favourable labour costs further contribute to cost-effective operations. Net labour costs (including taxes minus subsidies) in the trans- portation & storage and manufacturing sectors in CEE are typically one-fourth of those incurred in Western Europe. Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 31 Annual Report 2023 CTP N.V. For these reasons, the CEE region is attractive for compa- nies seeking to take advantage of nearshoring, nearsourc- ing, and friendshoring. The CEE’s favourability is reflected in multiple surveys, including the sourcing strategy report by Maersk. 1 For European companies, three of the top ten countries across the globe for nearshoring are in CEE. In addition to Poland, which heads the list, the ranking also includes Romania and the Czech Republic. E-commerce is maturing, resulting in diverse demand and continued long-term growth E-commerce penetration across the CEE region has ex- panded consistently since 2010 and is now closing the gap with the EU-27, having moved past its initial stages (de- fined as <5% e-commerce penetration) in 2015. 2 In general, the CEE region compares favourably with the EU-27 in terms of the cumulative percentage growth of e-commerce penetration. Cumulative and projected e-commerce revenue growth from 2018–2028 indicates that CEE has surpassed the EU-27, with a Compound An- nual Growth Rate (“CAGR”) of 10%, compared to EU-27’s CAGR of 8% and Western Europe’s 7%. 1 A Generational Shift in Sourcing Strategy: A Global and European Deep Dive into Near-Sourcing, Nearshoring and Reshoring in the Post-Pandemic World, 2023. 2 E-commerce penetration is expressed in total e-commerce turn- over of enterprises. The growth rate of e-commerce user penetration in the CEE region between 2017–2028 is forecast to outpace that of the EU-27 by over 30 percentage points. Specif- ically, in Bulgaria, Romania, and Serbia, the number of e-commerce users is expected to more than triple be- tween 2017 and 2028, showcasing the most significant growth in the region. Other CEE countries are also fore- cast to more than double their number of e-commerce users during this period Recent online sales numbers support CEE’s e-commerce penetration growth: CEE achieved a notable 18% increase in online sales during Q4 2023, exceeding the growth of Western Europe (7.4%) by more than two times. 3 Diversifying e-fulfilment demand is a result of more product categories (e.g., groceries) moving online, par- ticularly since the Covid-19 pandemic. There is a broad range of sectors and company sizes active in CTP’s mar- kets. Demand is diverse but client requirements are fo- cused on proximity to end-consumers, availability of la- bour, sufficient/reliable energy and the opportunity to expand. To successfully execute an online or omni-channel retail model, e-tailers require more flexible, well-located logistics properties that can accommodate their entire product range and enable them to deliver orders and man- age returns quickly and cost effectively. 3 Western Europe includes Germany, France, Belgium, the Nether- lands, and the United-Kingdom. Long-term trend of diverse demand and undersupplied markets isolates market volatility Demand in Europe’s I&L sector is broad-based and origi- nates from a diverse pool of client categories. This diver- sity across a wide range of categories isolates the risk of becoming too dependent on a single sector or client. CTP’s client base is diverse, particularly in CEE markets, given the higher share of final assembly and manufactur- ing services. This diverse demand is taking place in a market that is tight, as vacancy across Europe is below long-term av- erages. I&L is undersupplied, as the sector is a relative- ly young asset class compared to other commercial real estate. The pan-European market only emerged follow- ing the establishment of the Schengen visa-free trade zone. Undersupplied markets create structural demand as clients continue to upgrade to modern grade-A stock. Growth markets in CEE, such as Bulgaria and Serbia, have <0.25 sqm of grade-A stock per capita, which places them among the most undersupplied markets in Europe. These undersupplied markets are catching up, fuelling demand as they move closer to European averages. However, dif- ferences between markets remain, given differences in wealth and role in the pan-European supply chain. Business Environment 3.1 Business Environment and Trends Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 32 Annual Report 2023 CTP N.V. Elevated supply barriers due to land scarcity and rising regulatory requirements create structural constraints Barriers to new supply are expected to rise in years to come. This mitigates the risk of potential oversupply and is expected to keep market vacancy rates at low levels. Land is scarce in more mature markets such as Germany, the Netherlands, Austria and the Czech Republic. Supply barriers are rising in other CEE markets as well, particu- larly at sites close to key economic clusters. The second driver of constraints are rising regulatory requirements. Obtaining permits to (re)develop requires more time, de- laying future new supply. Long and expanding regulatory requirements is a trend seen across Europe but is most visible in markets with the tightest supply, e.g., Germany, and the Czech Republic. Permitting timelines are expand- ing for multiple reasons, including lack of staff at public authorities and/or stricter requirements. As supply bar- riers are rising, today’s infill markets are expected to be- come ultra-infill in the future. Therefore, supply barriers are also a driver of future rent growth performance. Real estate market outlooks The I&L sector has undergone maturation and institu- tionalisation since the 2007–2009 global financial crisis. This has led to more disciplined supply and structurally lower vacancy levels compared to 2007. CEE offers better opportunities for greenfield devel- opments than Western Europe, with per capita industrial building rates currently still lower than in Western Europe. In terms of the number of non-residential building permits issued (for millions of sqm of useful floor area) the CEE average lies below the EU-27 average. More specifically, Slovakia, Romania, Czech Republic, Serbia and Bulgar- ia have a lower than EU-27 average of building permits issued (for millions of sqm of useful floor area). Building permitting time is slightly higher in CEE compared to the EU-27. There has been a focus in CEE in recent years on building modern retail and industrial spaces. Occupier demand remained robust in the CEE region throughout 2023, primarily fueled by factors like nearshoring, e-com- merce, and growth of domestic consumption. Overall, de- mand continues to surpass the supply of industrial stock, serving as a driver for rental growth. In the early months of 2023, numerous projects ini- tiated during a phase of low interest rates and high de- mand were completed. As 2023 unfolded, the industrial supply decreased, as rising interest rates challenged the business model of developer traders. Supply is expected to remain moderate in 2024. The industrial market sup- ply is acknowledged for its quick adaptation to changes in economic conditions due to shorter construction times compared to other types of real estate. In 2023, overall net absorption remained positive for the Czech Republic and Poland, while negative for West- ern & Southern Europe. Despite slight increases seen in CEE, it is worth noting that vacancy rates remained be- low 5% in the Czech Republic, Slovakia, Romania, Serbia and Bulgaria. Net industrial building completions declined across the EU throughout 2023, encompassing Western and Southern Europe as well as CEE. Most new supply is built-to-suit, due to the demand/supply imbalance. Pro- jections indicate an expected decrease in vacancy rates, an increase in net absorption from 2024 to 2028 across Europe. 4 The combination of moderate vacancy, continued ele- vated demand, disciplined new supply and rising replace- ment costs resulted in elevated rental growth in many markets in 2023. European average prime rent growth was over 7% in 2023 and is forecast to average around 3% until 2028. 5 Two of the five fastest-growing markets are in CEE, mainly due to supply-demand imbalance (par- ticularly the Czech Republic). The Group’s Western Eu- ropean markets including Germany and the Netherlands benefit from multiple demand drivers including being en- try points to Europe and economic engines of the EU with a large concentration of affluent consumption centres. At same time, these markets are facing high regulatory bar- riers and low land supply, leading to a structural demand and supply imbalance. This is a driver of rent growth today and of expected rental growth in the future. Business Environment 3.1 Business Environment and Trends 1 Information is solely accessible for Belgium, France, Germany, the UK, Italy, and Spain (representing Western and Southern Europe), as well as for the Czech Republic and Poland in the CEE region. 2 Countries included are: Belgium, Czech Republic, France, Germany, Italy, Netherlands, Poland, Spain, United Kingdom. Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 33 Annual Report 2023 CTP N.V. FIG. 3.1 GROWTH OF GDP, OFFICE AND LOGISTICS SECTORS IN 2009–2022 Fig. 3.2 net labour costs including taxes and excluding subsidies (transportation & storage and manufacturing) 12% 15% 116% GPD OFFICE: Occupied Stock LOGISTICS: Occupied Stock 120% 100% 80% 60% 40% 20% 0 Business Environment 3.1 Business Environment and Trends (€/hr, 2022) (%) 45.0 40.0 35.0 30.0 25.0 20.0 15.0 10.0 5.0 0 BG RS RO HU PL SK CZ EU-27 avg. WESTERN EUROPE Manufacturing Transport & Storage Source: IMF, CBRE Source: Eurostat Source: Eurostat, Statista FIG. 3.3 E-COMMERCE REVENUE, CUMULATIVE % GROWTH PER COUNTRY 450 400 350 300 250 200 150 100 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 RO HU BG PL SK NL CZ UK RS DE FR CAGR 18-28 = 10% CAGR 18-28 = 7% 350 300 250 200 150 100 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 FIG. 3.4 E-COMMERCE REVENUE GROWTH (INDEX: 2018=100) CEE av. Western Europe av. EU-27 av. Source: Eurostat, Statista Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 34 Annual Report 2023 CTP N.V. ESG FIG. 3.5 STOCK PER CAPITA (Q4 2023) Business Environment 3.1 Business Environment and Trends (in sqm) NL BE DE SE CZ PL EUROPE AVG. FR UK SK CEE AVG. ES HU IT PT RO BG RS 0 0.5 1.0 1.5 2.0 2.5 3.0 WESTERN EUROPEAN AVG. Source: CBRE Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 35 Annual Report 2023 CTP N.V. ESG FIG. 3.6 RESIDENTIAL BUILDING PERMIT TIME (DAYS), 2020 FIG. 3.7 EUROPEAN MARKET FUNDAMENTALS Business Environment 3.1 Business Environment and Trends (mil. of sqm vs %) Net Absorption (mil. of sqm) Net Completions (mil. of sqm) Vacancy Rate (in %) 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 E 2025 E 2026 E 2027 E 2028 E 30.0 25.0 20.0 15.0 10.0 5.0 0 12.0% 10.0% 8.0% 6.0% 4.0% 2.0% 0 DK FI LT BG RS EE SE DE PL HR ES LI PT NL IE MT GR IT LV HU BE FR AT CZ SI RO SK CY 600 500 400 300 200 100 0 EU-27 CTP CEE-7 190.3 179.9 184.1 Source: CBRE Source: World Bank Business Environment 3.2 Operational Performance Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 36 Annual Report 2023 CTP N.V. 3.2 Operational Performance Building on its strong cash-flow generating portfolio and unique in-house capabilities, CTP was able to double its gross leasable area (“GLA”) compared to 2020 with another record-breaking year of developments. The Group remains on track to reach its goal of 20 million sqm of GLA before end of the decade. Leasing demand In 2023, CTP signed leases for 1,976,000 sqm, with con- tracted annual rental income of €135 million and an aver- age monthly rent per sqm of €5.69 (2022: €4.82). Around two-thirds of these leases were with existing clients, in line with CTP’s business model of growing with existing clients in existing parks. Some of the main leasing deals in 2023 included: 115,000 sqm with Raben Group, a third-party logistics provider; 27,000 sqm with Titan X, a global supplier of cooling systems for commercial vehicle manufacturers; 25,000 sqm with a German renewable energy developer and service provider; 25,000 sqm with TRUMPF Huet- tinger, a global manufacturer of power supplies for plasma coating, induction heating, and laser excitation process- es—all in Poland; and 67,000 sqm with the Mercator su- permarket chain in Serbia, which is centralising its distri- bution and warehousing requirements. Other new leases include 53,000 sqm with Taiwan-headquartered Inventec, which produces computers, notebooks, servers and other IoT devices; and 26,000 sqm with Vitesco, which develops electrified drive technologies—both in the Czech Republic; and 28,000 sqm with Jiangsu Xinquan Trim in Slovakia. CTP’s four Core Markets—the Czech Republic, Romania, Hungary, and Slovakia—represent over 74% of the Group’s total owned GLA. CTP’s average market share in those markets stood at 27.4% as at 31 December 2023, and the Group remains the largest owner and devel- oper of industrial and logistics real estate assets in those markets. The Group is also the market leader in Serbia and Bulgaria. With over 1,000 clients, CTP has a wide and diversi- fied international client base, consisting of blue-chip com- panies with strong credit ratings. CTP’s clients represent a broad range of industries, including manufacturing, high-tech/IT, automotive, and e-commerce, retail, whole- sale, and third-party logistics. This client base is highly diversified, with no single client accounting for more than 2.5% of its annual rent roll, which leads to a stable income stream. CTP’s top 50 clients only account for 33.1% of its rent roll and most are in multiple CTParks. LEASES SIGNED BY SQM Q1 Q2 Q3 Q4 FY 2022 441,000 452,000 505,000 485,000 1,883,000 2023 297,000 552,000 585,000 542,000 1,976,000 Increase -33% +22% +16% +12% +5% AVERAGE MONTHLY RENT LEASES SIGNED PER SQM (€) Q1 Q2 Q3 Q4 FY 2022 4.87 4.89 4.75 4.80 4.82 2023 5.31 5.56 5.77 5.81 5.69 Increase +9% +14% +19% +21% +18% Business Environment 3.2 Operational Performance Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 37 Annual Report 2023 CTP N.V. Standing portfolio CTP develops, owns and manages a high-quality portfolio of assets in over 200 locations. In line with its Parkmaker and build-to-own business model with its vertically inte- grated operating platform, the Group increased its invest- ment portfolio from 10.5 million sqm of owned GLA in 2022 to 11.8 million sqm at end-2023. Growth was driven by de- liveries of 1.2 million sqm and the acquisition of 0.2 million sqm of value-add and income-producing assets. With its market-leading portfolio throughout continental Europe, the Group’s business generates strong cash flows. The Group’s main driver of GLA growth in 2023 were the properties that CTP developed in-house, as the Group can realise the highest incremental return by developing on land that it has already paid for. In the current higher interest-rate environment, the Group is less active as a cash-buyer of standing assets, resulting in less invest- ment in acquisitions in 2023 than in previous years. The Group’s next 12 months’ revenue increased to €719 million (31 December 2022: €589 million), an increase year-on-year of 22%. The main drivers of this increase were 2023 deliveries (€66 million), income growth in the standing portfolio (€42 million), future developments (€12 million), and acquisitions (€10 million). An increasing proportion of the rental income gener- ated by CTP’s investment portfolio benefits from infla- tion protection. Since end-2019, all the Group’s new lease agreements include a double indexation clause, which cal- culates annual rental increases as the higher of: • a fixed increase of 1.5%–2.5% a year; or • the Consumer Price Index. As at 31 December 2023, over 66% (49% at the end of 2022) of income generated by the Group’s portfolio in- cludes this double indexation clause, and the Group aims to increase this further. The remaining 34% of the port- folio has only a fixed increase of 1.5%–2.5% a year, and therefore more reversionary potential built-in. The index- ation takes place on 1 January of each year in the majority of the lease agreements. Therefore, the growth in rental income relating to 2023 inflation will only be recorded in the 2024. The Company’s occupancy stood at 94% at year-end (31 December 2022: 94%). CTP targets an occupancy rate around 95% with a few percentage points of vacancy, as this flexibility is key to optimise client relationships and drive rental growth. CTP’s business model is focused on being a long-term business partner, to allow existing cli- ents to grow in their existing location or in another park within the CTPark Network. Some of CTP’s clients have already extended more than five times in their existing lo- cation. CTP therefore starts some developments before having secured pre-letting; however, this is concentrated in existing parks, where the Company has good visibility on future demand and knows the market well. This allows CTP to have a market-leading client retention rate of 90% (31 December 2022: 90%), which demonstrates CTP’s ability to leverage long-standing client relationships. The rent collection level slightly increased to 99.9% (31 December 2022: 99.7%), with no deterioration in pay- ment profile. In 2023, CTP realised a like-for-like growth of 7.4%, mainly driven by reversion and indexation. Countries with the highest like-for-like rental growth were Hungary, Romania and Bulgaria. The weighted average unexpired lease term (“WAULT”) of CTP’s investment portfolio stood at 6.6 years at the period end (31 December 2022: 6.5 years), in line with the Company’s target of >6 years. The reversionary potential stands at 14.5% as at 31 December 2023 (31 December 2022 12.5%), illustrating the future rental growth potential. The Group has the highest reversionary potential in the Czech Republic with 22.2%. Based on the expiry schedule, the Group is expected to be able to capture more than 33% of the reversionary potential in the coming five years. During 2023, leases were signed on average above their estimated rental value (“ERV”), supporting both the Group’s reversionary potential and valuations. Business Environment 3.2 Operational Performance Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 38 Annual Report 2023 CTP N.V. FIG. 3.8 GLA 2018 2019 2020 2021 2022 2023 7,617 14,000 12,000 10,000 8,000 6,000 4,000 2,000 0 10,467 5,882 5,100 4,600 11,790 (ʼ000s sqm) FIG. 3.11 OCCUPANCY 2018 2019 2020 2021 2022 2023 95% 100% 90% 80% 70% 60% 50% 94%94% 95%95% 94% (in %) 2019 2020 2021 2022 2023 29% 28% 27% 26% 25% 24% 23% 22% 21% 27.5% 23.9% 24.2% 27.8% 27.40% FIG. 3.9 CTP MARKET SHARE EVOLUTION OF IN-PLACE GLA, (CORE MARKETS ) (in %) * CZ, RO, HU, SK Source: CBRE FIG. 3.10 CTP MARKET SHARE OF TAKE-UP (LAST FOUR QUARTERS, CORE MARKETS) * CZ, RO, HU, SK Source: CBRE (in %) 2022 2023 50% 40% 30% 20% 10% 0% 31.8% 33.9% 31.3% 33.5% 27.3% 33.4% 25.1% 37.4% Q3 Q4 Q1 Q2 Q3 Q4Q1 Q2 Business Environment 3.2 Operational Performance Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 39 Annual Report 2023 CTP N.V. FIG. 3.12 CLIENT RETENTION 8% 7% 6% 5% 4% 3% 2% 1% 0 2021 2022 2023 4.5% 3.8% 7.4% 8 7 6 5 4 2 1 0 6.5 6.0 5.45.4 6.6 6.7 FIG. 3.17 WAULT TO EXPIRYFIG. 3.16 LIKE-FOR-LIKE RENTAL GROWTH FIG. 3.14 COLLECTION RATE 2018 2019 2020 2021 2022 2023 100% 90% 80% 70% 60% 50% 99.7% 98.5% 99.2%99.8% 99.9% 99.4% 2018 2019 2020 2021 2022 2023 FIG. 3.13 NEXT 12 MONTHS’ CONTRACTED REVENUE (in € million) (in %) (in %) 1,976 1,704 1,883 2018 2019 2020 2021 2022 2023 1,143 2,500 2,000 1,500 1,000 500 0 1,175 727 FIG. 3.15 LEASING ACTIVITY DEVELOPMENT (ʼ000s sqm) (years) (in %) 2018 2019 2020 2021 2022 2023 100% 90% 80% 70% 60% 50% 90% 92% 83% 86% 90% 92% 719 800 700 600 500 400 300 200 100 0 589 42 66 12 10 YE 2022 Standing assets Deliveries 2023 Future develop- ments Acqui- sitions YE 2023 Business Environment 3.2 Operational Performance Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 40 Annual Report 2023 CTP N.V. 18% 16% 14% 12% 10% 8% 6% 4% 2% 0 Growth markets Core markets Western markets Group 15.1% 15.4% 14.5% 7.2% FIG. 3.19 ERV VS. EXPIRING IN-PLACE RENT FIG. 3.18 REVERSIONARY POTENTIAL BY MARKET 2024 2025 2026 2027 2028 65 60 55 50 45 40 35 30 25 20 20% 16% 12% 8% 4% 0% Annualised Rent Reversion (%)ERV 29.5 32.6 28.7 39.4 42.0 46.6 58.1 63.3 31.0 8.2% 15.3% 8.9% 10.7% (in %) 6.7% 40.4 Business Environment 3.2 Operational Performance Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 41 Annual Report 2023 CTP N.V. Development After completing over 1 million sqm of GLA in 2022, CTP continued its disciplined investment in its highly profitable pipeline and set a new record of 1.2 million sqm delivered in 2023. The developments were approximately 86% let at delivery and will generate an annualised contracted rent- al income of €73 million, with another €16 million to come when these reach full occupancy. Some of the main deliveries during 2023 were: 65,000 sqm in CTPark Bucharest West (leased to LPP), 51,000 sqm in CTPark Vienna East (fully leased to among oth- ers DHL, Frigologo, Quick Service Logistics, Toyota, Schachinger), 47,000 sqm in CTPark Warsaw South (leased to amongst others Tas Logistyka), 27,000 sqm in CTPark Prešov South (leased to Bosch) and 25,000 sqm in CTPark Brno Líšeň (leased to among others Bufab, Stannah Stairlifts, Swiss Automotive Group and Dr. Max). While average construction costs in 2022 were around €550 per sqm, in 2023 they lowered to €500 per sqm, in part thanks to CTP’s in-house construction and procure- ment teams. Due to these decreasing construction costs and by capitalising on strong occupier demand, low vacancies and the growth of market rents, CTP was able to deliver its projects in 2023 with a higher Yield on Cost (“YoC”) of 10.8% (2022: 10.1%). CTP targets a YoC of 11% for new construction across its core CEE markets, an in- dustry-leading level, supported by the Company’s unique park model and in-house expertise. At the end of 2023, the Group had 2 million sqm of projects under construction with a potential rental income of €142 million and an expected YoC of 10.3%. The largest expansion markets are Poland and the Czech Republic, with 597,000 sqm and 370,000 sqm under construction, respectively. CTP has a long track record of delivering sustainable growth through its client-led development in its existing parks. Seventy-two percent of the Group’s projects under construction are in existing parks, while 13% are in new parks that have the potential to be developed to more than 100,000 sqm of GLA. The Group is targeting the delivery 1 million–1.5 million sqm in 2024, subject to client demand. The 61,000 sqm of leases that are currently signed for future projects that have not yet started are an illustration of continued occu- pier demand. Planned 2024 deliveries are 38% pre-let (planned 2023 deliveries were 32% pre-let at YE-2022, and 86% let at delivery) and CTP expects to reach 80%-90% pre-letting at delivery, in line with historical performance. As CTP acts in most markets as general contractor, it is fully in control of the process and timing of deliveries, al- lowing the Company to speed up or slow down depending on client demand, while also offering clients flexibility in terms of building requirements. The Group replenishes its landbank on a continuous basis. CTP focuses on acquiring development sites that are adjacent to existing parks or in sought-after locations with proximity to strong logistics hubs and transport corridors and large, densely populated cities. In 2023, the Group invested €224 million (2022: €279 million) to expand its landbank (excl. options), focusing particularly on acquiring sites within its Growth and Western European Markets. In the higher interest rate environment, the Group prefers to secure land through options were possible. CTP’s landbank amounted to 23.4 million sqm at year- end (2022: 20.3 million sqm), which allows the Company to reach its target of 20 million sqm GLA before the end of the decade. Twenty-four percent of the landbank was secured by options (2022: 22%), while the remaining 76% was owned and accordingly reflected in the balance sheet (2022: 78%). Sixty-two percent of the landbank is located with- in CTP’s existing parks, while 29% is in or is adjacent to new parks that have the potential to grow to more than 100,000 sqm. The total landbank, which is part of the Group’s In- vestment Properties, was valued at €920 million (2022: €733 million). The revaluation in 2023 amounted to €104 million (2022: €3 million). Business Environment 3.2 Operational Performance Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 42 Annual Report 2023 CTP N.V. (‘000s sqm) (‘000s sqm) FIG. 3.20 DELIVERIES PER QUARTER, 2023 FIG. 3.23 NEW PROJECTS STARTED (‘000s sqm) FIG. 3.24 GLA UNDER CONSTRUCTION BY COUNTRY (‘000s sqm) FIG. 3.22 UNDER CONSTRUCTION 2023 CZ 26% PL 24% HU 12% RO 8% RS 8% SK 7% AT 5% DE 4% BG 6% FIG. 3.25 PROJECTED ANNUALISED RENTAL INCOME OF GLA UNDER CONSTRUCTION PER COUNTRY Q1 Q2 Q3 Q4 2018 2019 2020 2021 2022 2023 153 337 190 492 223 411 (in %) FIG. 3.21 ESTIMATED YOC, PROJECTS UNDER CONSTRUCTION 14% 12% 10% 8% 6% 4% 2% 0 2018 2019 2020 2021 2022 2023 13.5% 10.8% 11.6% 11.0% 10.3% 10.1% RS 171 RO 203 BG 127 SK 109 DE 76 AT 105 CZ 370 PL 597 HU 214 640 1,110 1,807 1,452 700 600 500 400 300 200 100 0 2,000 1,800 1,600 1,400 1,200 1,000 800 600 400 200 0 YE 2022 Deliveries Deliveries started in 2023 New Projects YE 2023 1,9721,452 2,500 2,000 1,500 1,000 500 0 -885 -321 1,726 2.0 MILLION sqm €142 MILLION Business Environment 3.2 Operational Performance Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 43 Annual Report 2023 CTP N.V. (‘000s sqm) FIG. 3.26 LANDBANK DEVELOPMENT Owned Under Option 23,359 20,297 8,344 -1,555 2,890 -837 35,000 30,000 25,000 20,000 15,000 10,000 5,000 0 YE 2022 New acqui- sitions Transfer from land under option to land owned Transfer to IP/IPuD Disposal (incl. option expiries) YE 2023 FIG. 3.27 OWNED LANDBANK ACQUISITIONS BY QUARTER 4,804 557 995 1,526 Q1 Q2 Q3 Q4 YE 2023 6,000 5,000 4,000 3,000 2,000 1,000 0 1,726 ‘000s sqm Business Environment 3.2 Operational Performance Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 44 Annual Report 2023 CTP N.V. Energy In line with its ESG ambitions, CTP further accelerated its roll-out of solar photovoltaic (“PV”) systems in its parks, boosting the Company’s energy business. By year-end CTP had installed 100 MWp, and its target is to reach 400 MWp by the end of 2026. CTP’s sustainability ambition goes hand in hand with more and more clients requesting PV systems, as they provide them with i) improved energy security, ii) a lower cost of occupancy, iii) compliance with increased regula- tions, iv) compliance with their clients’ requirements, and v) the ability to fulfil their own ESG ambitions. The Group’s largest PV systems include CTPark Am- sterdam City, CTPark Bor, CTPark Belgrade West and CTPark Bucharest North. The income from the Group’s energy business in 2023 amounted to €6.3 million, up 46% compared 2022, on the back of the increased capacity. With an average cost of ~€750,000 per MWp, the Group targets a YoC of 15% for these investments. To get a better understanding of client energy com- pensation on a real-time basis and help clients to improve their energy efficiency and implement energy savings, in 2022 the Group started with the roll-out of smart metres. FIG. 3.28 INCOME FROM THE SALE OF SOLAR ELECTRICITY 2018 2019 2020 2021 2022 2023 3,236 4,301 3,326 3,254 3,185 6,274 (€ ‘000s) (in MWp) FIG. 3.29 TOTAL INSTALLED CAPACITY 2023 Previously 22 7 40 35 30 25 20 15 10 5 0 CZ RO HU SK PL RS BG DE AT NL 8 37 22 3 2 7,000 6,000 5,000 4,000 3,000 2,000 1,000 0 Business Environment 3.3 Financial Performance Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 45 Annual Report 2023 CTP N.V. 3.3 Financial Performance In 2023, CTP continued to deliver on its promises with another year of strong financial performance, despite the continued macroeconomic and geopolitical volatility seen throughout 2023. CTP delivered a record 1.2 million sqm of GLA (excluding acquisitions), which brought the total GLA of its investment portfolio at the end of the year to 11.8 million sqm, while keeping its robust balance sheet and sound financial policy. Revenues Rental income amounted to €571.9 million in 2023, up 17.9% year-on-year on an absolute basis. On a like-for-like basis, rental income grew 7.4%, mainly driven by indexa- tion and reversion on renegotiations and expiring leases. The Group has put measures in place to limit service charge leakage, especially in the Czech Republic and Ger- many, which resulted in the improvement of the net rental income (“NRI”) to rental income ratio from 93.2% in 2022 to 95% in 2023. Consequently, NRI increased 20.1% year- on-year. The Group’s NRI came to €543.2 million at end-year. In CTP’s Core Markets, NRI grew 16.1% year-on-year to €447.4 million; in Growth markets by 66.1% year-on-year to €31.4 million; while the cumulative NRI in its Western European Markets grew year-on-year by 43.3% to €64.4 million. Net operating income from hotel operations increased to €5.4 million from €3.7 million in 2022. The Group’s net income from development activities within its industrial and logistics portfolio decreased slightly from €9 million in 2022 to €5.4 million in 2023. Total revenues for 2023 came to €673.8 million, up 14.4% year-on-year, while the total attributable external expense came to €119.8 million, down 3.5% year-on-year, resulting in gross profit of €554 million, up 19.2% year- on-year. (€ million) 2018 2019 2020 2021 2022 restated 2023 Rental income 242.0 258.0 291.9 334.7 485.0 571.9 Net rental income 232.2 239.8 280.7 326.9 452.1 543.2 Operating profit (excl. valuation result) 243.0 211.1 239.7 276.3 350.1 445.1 Net valuation result on investment property 239.4 406.8 152.2 1,100.6 697.3 878.7 Profit/loss before finance costs 482.4 617.9 391.9 1,376.8 1,047.4 1,323.8 Profit for the period 361.5 392.2 252.5 1,025.9 764.2 922.6 FINANCIAL HIGHLIGHTS Business Environment 3.3 Financial Performance Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 46 Annual Report 2023 CTP N.V. Net other income and expense The Group’s employee benefits increased from €43.7 million in 2022 to €50.4 million in 2023, driven primarily by the increase of FTEs from 667 to 732. Other expens- es came to €58.5 million in 2023, down 16.1% compared to 2022. Other expenses in 2023, included non-recurring items like donations, transaction advisory, and write-offs of acquisition costs of cancelled transactions. At year-end the Group had 100 MWp of installed PV capacity, much of which was rolled out towards the end of the year and therefore will only generate income in 2024. Income attributable to solar energy in 2023 was €6.3 mil- lion, which is booked in Other income. Amortisation and depreciation increased to €12.7 mil- lion in 2023, mainly driven by the depreciation of the in- creased PV capacity. EBITDA EBITDA for 2023 came to €1,338.3 million, up 27.9% year-on-year. The increase reflects the 19.2% increase in gross profit and the 26% increase in the Net valuation re- sult on investment property, while the Net other income / expense increased much less with 5.1%. EBITDA excluding net revaluation results stood at €459.6 million, up 31.7% year-on-year. Foreign currency CTP has minimal exposure to currency risk, as all of the portfolio’s lease agreements are denominated in euros. Net currency conversion risks noted on the balance sheet are also limited, as the valuations of the Group’s proper- ties together with all interest-bearing debt are denomi- nated in euros. In terms of transactional currency, a small amount of construction costs is denominated in local cur- rencies. However, this brings limited exposure, as rents related to developments are set at levels that take such risks into account at the time of procurement. Taxation The Group’s effective tax rate increased from 19.6% in 2022 to 23.9% in 2023. Of the overall tax expense, 81.3% is a deferred tax expense connected to the Net valuation result on investment property. The Group’s current tax expense increased from €31.3 million in 2022 to €54.2 million in 2023. Profit Profit for the period increased by 20.4% to €922.6 million compared to €764.2 million in 2022. This increase is main- ly driven by Net valuation results on investment property, due to completed developments, and Operating profit. Company specific adjusted EPRA earnings increased from €265.5 million in 2022 to €323.5 million in 2023. The difference between EPRA earnings and IFRS profit is at- tributable to several non-recurring items. The Company specific adjusted EPRA earnings per share increased to €0.73 compared from €0.61 in 2022, which represents a 18.5% increase and is ahead of the guidance that the Group gave. Dividend CTP’s dividend policy is to pay out 70%–80% of its Com- pany specific adjusted EPRA earnings. On 16 May 2023, CTP paid out its 2022 final dividend of €0.23 per ordinary share. Shareholders were given the choice to receive the 2022 final dividend in either cash or in shares. The number of dividend rights that equates to one new ordinary share was set at 51.54. A total of 26% of shareholders opted for payment of the interim divi- dend in stock. On 4 September 2023, CTP paid out its 2023 inter- im dividend of €0.25 per ordinary share, which repre- sents 70% of H1-2023 Company specific adjusted EPRA earnings. Shareholders were given the choice to receive the 2023 interim dividend in either cash or in shares. The number of dividend rights that equates to one new ordi- nary share was set at 50.53. A total of 21% of sharehold- ers opted for payment of the interim dividend in stock. CTP will propose a final 2023 dividend of €0.275 per ordinary share to the AGM on 23 April 2024. Subject to approval by the AGM, the total 2023 dividend will amount to €0.525 per ordinary share, representing a pay out of 73% and increase of 16.7% compared to 2022. Business Environment 3.3 Financial Performance Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 47 Annual Report 2023 CTP N.V. Investment portfolio Investment property (“IP”) valuation increased from €10.1 billion as at 31 December 2022 to €12 billion as at 31 December 2023, driven by, among other factors, the €1,074.2 million transfer of completed projects from Investment property under development (“IPuD”) to IP, a €317.3 million net revaluation result, €161.7 million of standing assets acquisitions, and €224.3 million of land- bank acquisitions. The value of the Group’s landbank, which is part of its IP, increased from €762.9 million at year-end 2022 to €919.8 million at year-end 2023. IPuD increased by 13.9% to €1.4 billion as at 31 De- cember 2023, mainly driven by progress on developments, while the projects under construction increased from 1.7 million sqm of GLA at year-end 2022 to 2 million sqm of GLA at year-end 2023. GAV increased to €13.6 billion as at 31 December 2023, up 18.7% compared to 31 December 2022. The Net valuation results on investment property in 2023 came to €878.7 million and was mainly driven by a revaluation of IPuD (€561.4 million), standing assets in- cluding the stabilisation of 2023 deliveries (€198.6 mil- lion), and landbank (€103.9 million). On a like-for-like basis CTP saw a positive revaluation of 2% in 2023 (0.4% in H1-2023). The like-for-like ERV growth amounted to 10.1% (6.3% in H1-2023). The reversionary yield increased 30 basis points in H1-2023, while the yield increased by 10bps in H2-2023, bringing it to 7.2%. In total, the Group saw a yield widen- ing of 80 basis points between H1-2022 and FY-2023. With the larger yield movements in Western European markets, the yield differential between CEE and Western European logistics is back to the long-term average. CTP expects the yield differential to decrease further, driven by the higher growth expectations for the CEE region. CTP expects further positive ERV growth on the back of continued client demand, which is positively impacted by the secular growth drivers in the CEE region—especial- ly since CEE rental levels remain affordable, as despite the strong growth seen, they have started from significantly lower absolute levels than in Western European countries. In real terms, rents in many CEE markets are still below 2010 levels. EPRA NTA EPRA NTA per share increased from €13.81 as at 31 De- cember 2022 to €15.92 as at 31 December 2023, rep- resenting an increase of 15.2%. The increase is mainly driven by the revaluation (+€1.94) and Company specific adjusted EPRA EPS (+€0.73), but was partly offset by the dividend (-€0.50) and others (-€0.06). 2022 adjustment of Financial Statements Following a recommendation by the Dutch Authority for the Financial Markets (“AFM”), the Group changed the Deutsche Industrie REIT (“DIR”) accounting from an ac- quisition of assets to a business combination. This interpretation of IFRS 3.3 and consequently the acquisition accounting method for a business combina- tion that is outlined in IFRS 3.4 was corrected in CTP’s comparative 2022 figures. Consequently, impact on Equi- ty, deferred Tax and Goodwill was recognised in the 2022 results. Please see specific the impact in the notes to the Financial Statements. The amendment has no impact on CTP’s ongoing opera- tional results, strategy, Company specific adjusted EPRA EPS, or EPRA NTA. Business Environment 3.4 Funding and Hedging Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 48 Annual Report 2023 CTP N.V. 3.4 Funding and Hedging The Group continued to take a prudent approach to financial policy and credit metrics to navigate the uncertain market conditions witnessed in 2023. The Group repaid its first bond in November 2023 and ended the year with solid liquidity and a conservative repayment profile, with the next material bond repayment in June 2025. In 2023, the Group signed €1.6 billion in funding, of which €641 million was unsecured funding, and maintained significant headroom in all of its covenants. Funding In line with its proactive and prudent approach, the Group benefits from a solid liquidity position to fund its develop- ment pipeline, with a fixed cost of debt and conservative repayment profile. During 2023, the Group demonstrated its continued good access to—and the depth of—the bank lending mar- ket, signing: • in February, the Group signed a €95 million secured loan facility with an all-in fixed interest rate of 4.3% 1 and a maturity of 7 years; • in March, the Group signed a €133 million secured loan facility with an all-in fixed interest rate of 4.6% 1 and a maturity of 7 years; • in May, the Group signed a €280 million unsecured loan facility with an all-in fixed interest rate of 4.7% and a maturity of 5–7 years; 6 • in August, the Group signed a €200 million unsecured loan facility with an all-in fixed interest rate of 4.5% and a maturity of 10 years; • in August, the Group signed a €103 million secured loan facility with an all-in fixed interest rate of 4.7% 1 and a maturity of 7 years; • in August, the Group signed a €33 million secured loan facility with an all-in fixed interest rate of 5.2% and a maturity of 6 years; • in September, the Group signed a €80 million unse- cured loan facility with an all-in fixed interest rate of 5.6% and a maturity of 5–7 years; • in October, the Group signed a €113 million secured loan facility with an all-in fixed interest rate of 5.4% and a maturity of 6 years; 1 Includes effect of hedging. • in October, the Group signed a €96 million secured loan facility with an all-in fixed interest rate of 5.2% and a maturity of 7 years; • in December, the Group signed a €81 million unsecured loan facility with and all-in fixed interest rate of 5.2% and a maturity of 5–7 years; • in December, the Group signed a €143 million secured loan facility with an all-in fixed interest rate of 4.9% and a maturity of 7 years; • in December, the Group signed a €200 million secured loan facility with an all-in fixed interest rate of 5.3% and a maturity of 5 years. In total, the Group has raised €1,557 million in 2023, of which €641 million is unsecured and €916 million secured. In addition, in February CTP’s Revolving Credit Facility (“RCF”) was extended for three years with two one-year extension options and increased from €400 million to €500 million. The bank lending market—both secured and unse- cured—remained more attractive than the bond market during 2023, with pricing reflecting CTP’s long-term reli- able and growing cash flows. The Group’s liquidity position pro-forma for the loan facilities signed in January and February 2024, the €750 million bond issuance and the concurrent bond tender of- fer of €250 million, stood at €1.9 billion, comprised of €1.4 billion of pro-forma cash and cash equivalents, and an un- drawn RCF of €500 million. Furthermore, a material amount of additional loan facilities have been agreed to fund 2024 developments as well as pre-fund 2025 maturities. CTP repaid its first €400 million bond in November 2023, with the next material bond repayment in June 2025. Business Environment 3.4 Funding and Hedging Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 49 Annual Report 2023 CTP N.V. Issuance Date Series Maturity Date Coupon Outstanding Balance October 2020 €650 million October 2025 2.125% €331.8 million 1 February 2021 €500 million February 2027 0.750% €500 million June 2021 €500 million June 2025 0.500% €500 million 2 June 2021 €500 million June 2029 1.250% €500 million September 2021 €500 million September 2026 0.625% €500 million September 2021 €500 million September 2031 1.500% €549.5 million January 2022 €700 million January 2026 0.875% €650 million 3 1 Outstanding amount after the settlement of the tender offer on 7 February 2024: €281.8 million 2 Outstanding amount after the settlement of the tender offer on 7 February 2024: €425 million 3 Outstanding amount after the settlement of the tender offer on 7 February 2024: €575 million The Group had 60% unsecured debt and 40% secured debt as at 31 December 2023, with ample headroom un- der its covenants to increase the amount of secured debt, which is offered at more attractive rates than the bond market in the current environment. The average debt maturity came to 5.3 years (31 December 2022: 5.7 years). CTP’s average cost of debt stood at 1.95% (31 December 2022: 1.56%), with 99.5% of the debt fixed or hedged till maturity. Hedging CTP targets to have close to 100% of its debt either fixed or hedged till maturity. However, the Group also constant- ly monitors the financial markets to identify optimum timing and relative value-hedging opportunities, as CTP pre-hedges certain upcoming and future funding require- ments using forward starting swaps to lock in advanta- geous interest rates. In 2022, several pre-hedging swaps with a total nominal value of €750 million were put in place at an average lock-in rate of 2.33%. All pre-hedges were used during 2023. Covenants As of 31 December 2023, the Group is in compliance with all of its covenants, with significant headroom in all of them. The interest coverage ratio (“ICR”) stood at 3.8x, well above the minimum covenant threshold of 1.5x. The Se- cured Debt Test stood at 18.5% compared to 15% in 2022 and a maximum covenant level of 40%, while the Unen- cumbered Assets Test came to 189.1% compared to 185% in 2022 and a minimum covenant level of 125%. CTP’s Loan-to-Value (“LTV”) increaesd from 45.4% as at 31 December 2022 to 46.0% as at 31 December 2023, above the Company’s target range of between 40%-45%, due mainly to land acquisitions in Germany in December 2023. The Group deems this to be an appropriate lev- el, given its higher gross portfolio yield, which stands at 6.7%. The higher yielding assets lead to a healthy level of cash-flow leverage that is also reflected in the normalised Net Debt to EBITDA of 9.2x (31 December 2022: 9.6x). EMTN Programme The EMTN Programme enables the Group to issue green bonds on the Dublin Euronext Exchange. As at 31 Decem- ber 2023, the Group has the bonds outstanding as shown below in Table 3.4.1. In November 2023, CTP published its third Green Bond Report. This report includes an overview of the use of pro- ceeds—CTP reached full allocation in 2023—and features a second-party opinion by Sustainalytics, Inc. In September 2020, the Company received a long- term issuer rating of BBB- (stable outlook) from S&P and a long-term issuer rating of Baa3 (stable outlook) from Moody’s. Moody’s confirmed CTP’s rating and outlook on 3 August 2023, and S&P confirmed CTP’s rating and out- look on 15 September 2023. GREEN BONDS OUTSTANDING Business Environment 3.4 Funding and Hedging Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 50 Annual Report 2023 CTP N.V. Overview of cash flow Cash flows from operating activities remained strong and increased in 2023, mainly due to increasing rental income. The portfolio’s attractive WAULT of 6.6 years provides comfort and income security. EBITDA (excluding net val- uation result) grew from €349.0 million to €459.6 million. The Group’s cash flows used for investment activities decreased in 2023 to -€1,176.7 million. The decrease was mainly driven by lower CapEx spent on Development of in- vestment property, thanks to the decrease of construction costs. The cash flows from/used in financing activities amounted to €886.1 million in 2023, an increase driv- en by CTP’s pro-active funding strategy. This enabled the Group to fund both its development activities during 2023 as well as to pre-fund the pipeline of developments for 2024 and part of the maturities in 2025. The Group paid out €164 million in dividends during 2023 and repaid €427.9 million of bonds and loan facilities. Post-period events In January and February 2024, the Group signed a total of €190 million in loans. On 5 February 2024, the Group made a successful placement of a €750 million green bond with 6-year ma- turity and a 4.75% fixed coupon. On 7 February 2024, the Group settled a tender of- fer which ran concurrently with the note placement in the amount of €250 million. FIG. 3.30 GROSS RENTAL INCOME BY COUNTRY FIG. 3.31 NET RENTAL INCOME BY COUNTRY AT 1.0 CZ 255.2 RO 101.7 DE 69.2 DE 57.9 SK 43.5 RS 18.0 BG 11.4 PL 7.2 NL 7.1 HU 57.6 CZ 247.1 RO 101.1 SK 42.5 RS 17.5 BG 11.0 AT 0.8 NL 5.7 PL 3.0 HU 56.7 2023 2022 2021 Cash at beginning of the year 660.6 892.8 419.1 Cash flows from operational activities 318.4 300.3 139.1 Cash flows used for investing activities -1,176.7 -1,364.8 -1,435.2 Cash flows from/used in financing activities 886.1 837.2 1,768.7 Cash at the end of the period 690.6 660.6 892.8 (€ million) (€ million) CASH FLOW OVERVIEW (€ million) Business Environment 3.4 Funding and Hedging Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 51 Annual Report 2023 CTP N.V. 66% YE2022 YE2023 80% 70% 60% 50% 40% 30% 20% 10% 0 49% FIG. 3.32 LEASES LINKED TO CPI FIG. 3.34 VALUE OF STANDING ASSETS FIG. 3.35 VALUE OF INVESTMENT PROPERTY UNDER DEVELOPMENT FIG. 3.36 VALUE OF LANDBANK (in %) (in %) (in %) (in %) YE 2022 Transfer from/to investment property under de- velopment Transfer from/to PPE Acqui- sitions Additions/ disposals Net valuation result YE 2023 12,000 10,000 8,000 6,000 4,000 2,000 0 FIG. 3.33 INVESTMENT PROPERTY DEVELOPMENT, 2023 (€ ‘000s) 10,124 1,074 386 317 12,039 140 -2 CZ 21% SK 10% HU 9% RO 7% AT 7% BG 5% RS 4% DE 2% NL 0% PL 35% RO 11% HU 11% SK 10% DE 8% NL 5% RS 4% BG 2% AT 2% CZ 49% RO 16% DE 10% HU 8% SK 6% NL 4% PL 2% BG 1% RS 3% AT 1% CZ 31% PL 16% €11.1 BILLION €1.4 BILLION €920 MILLION Business Environment 3.4 Funding and Hedging Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 52 Annual Report 2023 CTP N.V. FIG. 3.41 COST OF DEBT 2018 2019 2020 2021 2022 2023 Like-for- Like Revaluation Yield Impact ERV & Other Impact 1.48% 2.5% 2.0% 1.5% 1.0% 0.5% 0 1.56% 2021 2022 2023 1.95% (in %) (€) FIG. 3.42 LTV 2018 2019 2020 2021 2022 2023 2018 2019 2020 2021 2022 2023 43% 70% 60% 50% 40% 30% 20% 10% 0 45% 51% 50% 47% 46% (in %) (€) FIG. 3.37 LIKE-FOR-LIKE REVALUATION, 2023 FIG. 3.40 COMPANY SPECIFIC ADJUSTED EPS FIG. 3.38 NET VALUATION RESULT ON INVESTMENT PROPERTY 10.0% 8.0% 6.0% 4.0% 2.0% 0 -2.0% -4.0% -6.0% -8.0% 8.32 4.07 7.57 12.06 18.00 16.00 14.00 12.00 10.00 8.00 6.00 4.00 2.00 0 13.81 15.92 0.61 0.73 0.44 0.80 0.70 0.60 0.50 0.40 0.30 0.20 0.10 0 0.32 0.38 0.49 FIG. 3.39 EPRA NTA PER SHARE (in %) PL 12% CZ 30% RO 17% AT 6% 2.0% -6.1% 8.1% SK 12% BG 3% NL 2% RS 4% DE 14% HU 0% €879 MILLION Business Environment 3.4 Funding and Hedging Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 53 Annual Report 2023 CTP N.V. FIG. 3.47 COVENANTS FIG. 3.45 INTEREST COVER RATIO (x) 2018 2019 2020 2021 2022 2023 5.0 10 8 6 4 2 0 4.6 3.8 4.2 4.0 3.8 FIG. 3.43 AVAILABLE LIQUIDITY (€ billion) FIG. 3.44 UNSECURED DEBT (in % of total debt) (€ million) 2018 2019 2020 2021 2022 2023 1.1 1.4 1.2 1.0 0.8 0.6 0.4 0.2 0 1.1 0.5 0.10.1 1.2 2018 2019 2020 2021 2022 2023 75% 80% 70% 60% 50% 40% 30% 20% 10% 0 68% 31% 4% 31% 60% FIG. 3.46 DEBT MATURITY PROFILE 2024 2025 2026 2027 2028 2029 2030 2031 2032 ≥2033 1,600 1,400 1,200 1,000 800 600 400 200 0 922 46 1,263 563 528 33 1,515 841 442 836 Year Secured Debt Test Interest Cover Ratio Unecumbered Assets Test 2018 n.a. 4.0 n.a. 2019 n.a. 4.2 n.a. 2020 73% 3.8 139% 2021 12% 5.0 194% 2022 15% 4.6 185% 2023 19% 3.8 189% Covenant level max 40% min 1.5 min 125% Business Environment 3.5 Group-level Insights Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 54 Annual Report 2023 CTP N.V. P O L A N D C Z E C H I A S L O V A K I A H U N G A R Y S E R B I A B U L G A R I A R O M A N I A G E R M A N Y A U S T R I A N E T H E R L A N D S BASEL ZÜRICH SARAJEVO PODGORICA TIRANA SKOPJE BRUSSELS LUXEMBOURG THESSALONIKI ISTANBUL LONDON LILLE ANTWERP CALAIS LIÈGE METZ STRASBOURG KÖLN MANNHEIM ZAGREB LJUBLJANA TRIESTE VENICE BOLZANO ŁÓDŹ KRAKÓW RZESZÓW ROTTERDAM UTRECHT GRONINGEN KOŠICE KATOWICE WROCŁAW POZNAŃ BYDGOSZCZ OSTRAVA BRNO PLZEŇ TIMIŞOARA ARAD DEBRECEN ORADEA TRNAVA ŽILINA GYŐR GRAZ LINZ SALZBURG INNSBRUCK CLUJ BRAŞOV NOVI SAD NIŠ PLOVDIV VARNA BURGAS CONSTANȚA GDAŃSK KLAIPÉDA MALMO COPENHAGEN KAUNAS CRAIOVA PLOIEŞTI MUNICH STUTTGART NÜRNBERG DRESDEN LEIPZIG FRANKFURT DÜSSELDORF DORTMUND BREMEN HAMBURG HANNOVER SZCZECIN ROSTOCK EINDHOVEN AACHEN BERLIN AMSTERDAM SOFIA BRATISLAVA VIENNA BUDAPEST BELGRADE BUCHAREST WARSAW PRAGUE Core Markets CTP is the leading logis- tics player as measured by owned industrial GLA in each of its most estab- lished Core Markets: the Czech Republic, Romania, Hungary, and Slovakia. In these four markets combined, CTP further increased its market share to 27.4% as at end- 2023. As of 31 December 2023, the Group owned the four-largest industrial parks in the CEE region, including CTPark Bucha- rest West and CTPark Bucharest in Romania and CTPark Brno and CTPark Bor in the Czech Republic. Growth Markets In recent years CTP has diversified its portfolio and successfully execut- ed its client-led expan- sion into the three new key markets of Serbia, Bulgaria and Poland. They are referred to as “Growth Markets”, where CTP aims to become a prominent player in the medium term. Western European Markets CTP’s access to inter- national capital markets has facilitated its market entry in Austria and the Netherlands, as well its strategic acquisition to enter Germany. These Western European Mar- kets now enable the Com- pany to service its clients from the North Sea to the Black Sea, along all main European transit routes, and to grow with them. 3.5 Group-level Insights CTP’s unmatched industrial and logistics portfolio—the CTPark Network—is the cornerstone of a resilient European supply chain. The CTPark Network is the largest integrated system of premium business parks in continental Europe. With over 200 locations and a strategic landbank, the CTPark Network provides seamless property solutions for companies to grow, from the North Sea to the Black Sea. CTPARK NETWORK Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 55 Business Environment 3.5 Group-level Insights Annual Report 2023 CTP N.V. KEY DATA: TOP 20 PARKS Category Top 20 Total portfolio Top 20 as % of total portfolio GLA (‘000s sqm) 5,404 11,790 46% Under construction (‘000s sqm) 179 1,970 9% Landbank (‘000s sqm) 4,203 23,359 18% Clients (#) 521 >1,000 n/a Buildings (#) 310 836 37% WAULT (years) 6.7 6.6 n/a Occupancy (%) 95% 94% n/a TOP 20 PARKS The top 20 parks represent the core of the CTPark Network. They are thriving business communities, with a dynamic mix of clients from a broad range of industries. The top 20 parks make up 46% of the GLA in CTP’s portfolio. The top 20 parks are home to roughly half of CTP’s 1,000+ clients; and have a development opportunity of more than 2.1 million sqm GLA. Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 56 Business Environment 3.5 Group-level Insights Annual Report 2023 CTP N.V. TOP 20 PARKS Rank Park Country GLA 2022 GLA 2023 Share of GLA Total land Under construction Total properties Occu- pancy WAULT Tenants Year start 1 CTPark Bucharest West Romania 767,000 833,000 7% 1,407,000 26,000 19 97% 5.8 27 2015 2 CTPark Bor Czech 640,000 642,000 5% 236,000 - 21 100% 6.2 23 2006 3 CTPark Bucharest Romania 547,000 571,000 5% 315,000 - 42 95% 4.0 107 2015 4 CTPark Brno Czech 504,000 540,000 5% 357,000 - 31 99% 7.6 44 2005 5 CTPark Ostrava Czech 390,000 390,000 3% 5,000 - 35 99% 9.5 75 2006 6 CTPark Budapest West Hungary 292,000 303,000 3% 559,000 11,000 17 93% 5.4 36 2016 7 CTPark Budapest East Hungary 191,000 212,000 2% 3,000 - 7 93% 4.9 16 2015 8 CTPark Bucharest North Romania 198,000 210,000 2% 60,000 - 9 73% 6.9 25 2020 9 CTPark Modřice Czech 205,000 205,000 2% 27,000 - 19 96% 4.8 24 2002 10 CTPark Trnava Slovakia 162,000 177,000 1% 411,000 9,000 17 100% 8.0 18 2015 11 CTPark Brno Líšeň Czech 121,000 175,000 1% 30,000 - 17 95% 11.9 23 2020 12 CTPark Hranice Czech 134,000 152,000 1% 89,000 - 17 97% 6.3 16 2002 13 CTPark Timisoara Romania 144,000 144,000 1% 393,000 - 10 92% 5.9 22 2015 14 CTPark Námestovo Slovakia 144,000 144,000 1% 16,000 10,000 10 100% 3.6 18 2021 15 CTPark Pohořelice Czech 119,000 131,000 1% - - 8 100% 7.4 10 2007 16 CTPark Bratislava Slovakia 130,000 130,000 1% 56,000 10,000 17 99% 5.7 11 2015 17 CTPark Amsterdam City Netherlands - 120,000 1% - - 1 30% 6.9 3 2023 18 CTPark Žatec Czech 92,000 120,000 1% - 63,000 7 96% 8.9 7 2007 19 CTPark Belgrade City Serbia - 104,000 1% - 31,000 2 100% 13.2 4 2023 20 CTPark Belgrade North Serbia 101,000 101,000 1% 239,000 19,000 4 93% 4.3 12 2020 Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 57 Business Environment 3.5 Group-level Insights Annual Report 2023 CTP N.V. TOP 20 PARKS 4. BRNO, CZ GLA 540,000 SQM (2005) 5. OSTRAVA, CZ GLA 390,000 sqm (2006) 10. TRNAVA, SK  GLA 177,000 sqm (2015) 11.  BRNOLÍŠEŇ,CZ GLA 175,000 sqm (2020) 8. BUCHAREST NORTH, RO GLA 210,000 sqm (2020) 9.  MODŘICE,CZ  GLA 205,000 sqm (2002) 7. BUDAPEST EAST, HU  GLA 212,000 sqm (2015) 6. BUDAPEST WEST, HU GLA 303,000 sqm (2016) 1. BUCHAREST WEST, RO  GLA 833,000 sqm (Year Established: 2015) 2. BOR, CZ  GLA 642,000 sqm (2006) 3. BUCHAREST, RO GLA 571,000 SQM (2015) 12.  HRANICE,CZ GLA 152,000 sqm (2002) 13. TIMISOARA,RO  GLA 144,000sqm (2015) 15.  POHOŘELICE,CZ  GLA 131,000 sqm (2007) 16.  BRATISLAVA,SK  GLA 130,000sqm (2015) 18.  ŽATEC,CZ  GLA 120,000 sqm (2007) 17.  AMSTERDAMCITY,NL  GLA 120,000 sqm  (2023) 20. BELGRADE NORTH, RS GLA 101,000 sqm (2020) 19.  BELGRADECITY,RS  GLA 104,000 sqm  (2023) 14.  NÁMESTOVO,SK  GLA 144,000sqm (2021) Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 58 Business Environment 3.5 Group-level Insights Annual Report 2023 CTP N.V. Rank Tenant Reported period Sqm signed Park Country Industry Existing client? 1 Raben Q3'23 115,000 CTPark Warsaw West PL 3PL Y 2 Mercator Q2'23 67,000 CTPark Belgrade City RS Wholesale Trade N 3 TD Synnex Q2'23 54,000 CTPark Bor CZ Wholesale Trade Y 4 Inventec Q2'23 53,000 CTPark Blučina CZ Manufacturing Y 5 Meta System Q3'23 30,000 CTPark Trnava SK Automotive N 6 Jiangsu Xinquan Automotive Trim Q4'23 28,000 CTPark Košice SK Automotive Y 7 TitanX Engine Cooling Q1'23 27,000 CTPark Opole PL Automotive Y 8 Vitesco Technologies Q2'23 26,000 CTPark Ostrava Hrušov CZ Automotive Y 9 Baywa-r.e. Solar Systems Q2'23 25,000 CTPark Gdaňsk Port PL Other N 10 Trumpf Huettinger Q2'23 25,000 CTPark Warsaw East PL Manufacturing N TOP10DEALSIN2023 CTPark Blučina for Inventec consolidation. Business Environment 3.6 Clients Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 59 Annual Report 2023 CTP N.V. 3.6 Clients CTP has a wide and diversified international client base of blue-chip companies with good credit ratings from a broad range of industries. These include manufacturing (high-tech/IT, automotive) and e-commerce, retail, wholesale, and third-party logistics. CTP’s client roster of over 1,000 companies represents a solid balance between diversification and concentration for the Group, with no single client accounting for more than 2.5% of its annual rent roll. A diversity of clients and industries are critical to build a resilient, future-proof portfolio. Warehousing & logistics is a key sector for CTP, and 3PLs, who may serve one or more clients at a specific location. They are in particular focused on strategic locations to optimise their operations. Many clients in this category are international players, which provide opportunities to cross-sell across markets and countries. Retail is a growing segment for CTP, as retailers have started looking more to CEE markets, driven by an emerg- ing middle class, higher growth of disposable income and faster pace of e-commerce growth in the region. Manufacturing is strongly represented in CTP’s portfo- lio, particularly high-tech activities, with clients general- ly signing longer leases as relocating is costly and capital intensive. CTP expects strong demand as a result of the ongoing nearshoring trend. Automotive is also strongly represented in CTP’s portfo- lio due to the large clusters of manufacturers moving to the lower-cost but educated workforce that CEE offers. The growing trend to develop new electric vehicle ("EV") innovations is expected to generate more demand in mar- kets offering significant available workforce and technical education, government incentives, and proximity to sup- pliers. LESS THAN 10,000 15% OVER 40,000 22% (in %) (% of GLA) FIG.3.48 CLIENTOCCUPIEDGLA  BYINDUSTRY FIG.3.49 BUILDINGSBYTOTALSIZE  SHAREOFBUILDING'SGLA SERVICES 3% WHOSALE TRADE 7% RETAIL TRADE 8% OTHER 3% 10,000—40,000 63% MANUFACTURING 31% 3PL 28% AUTOMOTIVE 20% Business Environment 3.6 Clients Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 60 Annual Report 2023 CTP N.V. 13% AUTOMOTIVE3PLS E-COMMERCE, RETAIL, WHOLESALE & DISTRIBUTION 6% MANUFACTURING HI-TECH 3% TOP50CLIENTS (RENTALINCOME,BYINDUSTRY,%) 6% 8% Business Environment 3.6 Clients Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 61 Annual Report 2023 CTP N.V. Credit Ratings Rank Clients SQM Of Total rented GLA Buildings Parks Countries Industry Moodys S&P Fitch 1 DHL 213,000 2.1% 22 15 5 3PL A2 - BBB+ 2 Yanfeng 182,000 1.8% 8 3 3 Automotive Baa3 BBB- - 3 Quehenberger 173,000 1.7% 14 7 4 3PL - - - 4 DSV 136,000 1.3% 9 5 3 3PL A3 A- - 5 Raben 118,000 1.2% 11 11 5 3PL - - - 6 Loxxess 113,000 1.1% 3 1 1 3PL - - - 7 FM Logistics 106,000 1.0% 3 3 1 3PL - - - 8 Deli Home 104,000 1.0% 1 1 1 Manufacturing - - - 9 Lidl 103,000 1.0% 8 6 5 E-commerce, Retail, Wholesale and Distribution - - - 10 Maersk 101,000 1.0% 4 1 1 3PL Baa2 BBB+  11 Kühne Nagel 96,000 1.0% 7 4 3 3PL - - - 12 Primark 92,000 0.9% 1 1 1 E-commerce, Retail, Wholesale and Distribution - A - 13 Faurecia 91,000 0.9% 5 5 3 Automotive Ba2 BB BB+ 14 DB Schenker 78,000 0.8% 12 8 4 3PL - - - 15 ZETOR Tractors 76,000 0.8% 4 1 1 Manufacturing - - - 16 Honeywell 74,000 0.7% 6 2 1 High Tech A2 A A 17 GXO 72,000 0.7% 3 1 1 3PL Ba1 BBB- BBB 18 Brembo 67,000 0.7% 3 1 1 Automotive - - - 19 Profi Rom Food 66,000 0.7% 1 1 1 E-commerce, Retail, Wholesale and Distribution - - - 20 Wistron InfoComm 65,000 0.6% 2 1 1 High Tech - - - 21 Bosch 65,000 0.6% 5 4 4 High Tech - A A 22 LPP 65,000 0.6% 1 1 1 E-commerce, Retail, Whoeslae and Distribution - - - 23 Dr. Max 64,000 0.6% 5 5 2 E-commerce, Retail, Whoeslae and Distribution - - - 24 JV Europe 63,000 0.6% 4 3 1 Manufacturing - - - 25 Bridgestone 62,000 0.6% 1 1 1 Automotive A2 A  TOP50CLIENTS 1/2 Business Environment 3.6 Clients Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 62 Annual Report 2023 CTP N.V. Credit Ratings Rank Clients SQM Of Total rented GLA Buildings Parks Countries Industry Moodys S&P Fitch 26 Thermo Fisher Scientific 60,000 0.6% 1 1 1 High Tech A3 A- A- 27 Kompan Czech Republic 59,000 0.6% 5 1 1 Manufacturing - - - 28 Network One Distribution 57,000 0.6% 2 1 1 E-commerce, Retail, Wholesale and Distribution - - - 29 International Automotive Components 57,000 0.6% 3 2 2 Automotive - - - 30 Grupo Segura 55,000 0.5% 1 1 1 Automotive - - - 31 Tech Data 54,000 0.5% 1 1 1 E-commerce, Retail, Wholesale and Distribution - - - 32 Aenova 53,000 0.5% 1 1 1 Manufacturing - - - 33 Lenovo 50,000 0.5% 2 1 1 High Tech Baa2 BBB BBB 34 IMI 50,000 0.5% 7 3 1 Automotive - - - 35 Adient 49,000 0.5% 2 2 1 Automotive  BB  36 Gebrüder Weiss 48,000 0.5% 8 5 4 3PL - - - 37 Rohlík 48,000 0.5% 5 4 3 E-commerce, Retail, Whoeslae and Distribution - - - 38 Linea Mexx (Mobexpert) 47,000 0.5% 2 2 1 Manufacturing - - - 39 BJS 47,000 0.5% 4 1 1 Manufacturing - - - 40 Orbico 47,000 0.5% 2 2 2 E-commerce, Retail, Wholesale and Distribution - - - 41 Grammer 47,000 0.5% 2 1 1 Automotive - - - 42 Versandhaus 46,000 0.5% 1 1 1 E-commerce, Retail, Wholesale and Distribution - - - 43 Nidec 45,000 0.4% 2 1 1 Manufacturing A3 - - 44 DSL 44,000 0.4% 1 1 1 Manufacturing - - - 45 Fasana 43,000 0.4% 1 1 1 Manufacturing - - - 46 Gefco 43,000 0.4% 8 5 3 3PL - - - 47 Grupo Antolin 43,000 0.4% 3 3 3 Automotive B3 B- - 48 Autoneum 42,000 0.4% 3 2 2 Automotive - - - 49 Hermes Group 41,000 0.4% 1 1 1 3PL - - - 50 Aptiv 41,000 0.4% 2 2 2 Automotive Baa2 BBB BBB TOP50CLIENTS 2/2 Business Environment 3.7 Country Review Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 63 Annual Report 2023 CTP N.V. 3.7 Country Review CTPARK OSTRAVA PORUBA Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 64 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. COUNTRY DATA CZ CORE MARKETS MACROECONOMICS INDICATORS Population (in mil.) 1 10.8 Credit rating 2 Aa3 Avg. hourly wage (net labour costs) in manufacturing 3 €16.7 €30.5 GDP per capita growth, 2023–2028 (CAGR) 4 2.2% 1.8% MARKET INDICATORS Total stock (in mil. sqm) 5 11.7 Annual growth rate of stock (y/y) 6 8.6% CTP market share 7 27.3% Net take-up (in mil. sqm) 8 0.9 CTP share net take-up 9 38.7% Market vacancy rate 10 1.8% Prime rent (€/sqm/yr) 11 90.6 Prime yield 12 5.0% CTP INDICATORS Locations with standing portolio 13 55 GLA (in thousand sqm) 4,182 Projects under construction (in thousand sqm) 370 Landbank (in thousand sqm) 7,600 GAV (in mil. EUR) 6,119 LFL rental growth 5.0% Client retention rate 88% Next 12 months’ revenue (in mil. EUR) 301 WAULT 7.4 E65 E50 E55 E55 D6 D6 D7 D8 D10 D11 D35 D5 D5 E48 E55 E67 E67 E50 E442 E461 E442 E442 E442 D3 D4 E49 E49 E49 E59 D52 D2 D1 D1 E50 E65 D48 E462 E75 E65 D1 Plzeň Brno Ostrava Olomouc Cheb Teplice Tábor Zlín Písek Jihlava Ústí n.Lab Liberec Pardubice Hradec Králové Karlovy Vary České Budějovice Opava Prague PL DE DE AT SK Linz Salzburg Vienna Bratislava Budapest Belgrade Žilina Katowice Warsaw Krak ów Wrocław Warsaw Dresden Berlin Nürnberg Munich NOTES 1, 3 Eurostat 2 Moody’s 4 IMF 5–7, 11–12 CBRE 8–10 CBRE/ Colliers 13 Locations with at least one standing property. Locations are indicative only, as they represent IP, IPuD and selected landbank locations. NOTES 3–4 CTP countries EU-27 (average figures as comparison) Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 65 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. CASE STUDY Vitesco Technologies to launch new plant for EV automotive components Vitesco Technologies—a leading producer of drivetrains and powertrains for the au- tomotive industry—is expanding its pres- ence within the CTPark Network with the launch in 2024 of its new €190 million elec- tric vehicle (“EV”) parts factory at CTPark Ostrava Hrušov. At completion, the new, 40,000 sqm facility will feature advanced automated assembly lines and fully auto- mated logistics. In line with the company’s ESG goals, the new building will also be equipped with rooftop solar panels and EV charging stations. Vitesco Technologies expects the new manufacturing site, which also includes 1,500 sqm of office space, to employ over 1,000 people by 2027. CZ CTPARK PRAGUE NORTH CORE MARKETS Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 66 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. COUNTRY DATA RO MACROECONOMICS INDICATORS Population (in mil.) 1 19.1 Credit rating 2 Baa3 Avg. hourly wage (net labour costs) in manufacturing 3 €8.3 €30.5 GDP per capita growth, 2023–2028 (CAGR) 4 3.7% 1.8% MARKET INDICATORS Total stock (in mil. sqm) 5 7.2 Annual growth rate of stock (y/y, %) 6 9.3% CTP market share 7 37.0% Net take-up (in mil. sqm) 8 0.8 CTP share net take-up 9 36.0% Market vacancy rate 10 5.0% Prime rent (€/sqm/yr) 11 54.0 Prime yield 12 7.8% CTP INDICATORS Locations with standing portolio 13 29 GLA (in thousand sqm) 2,620 Projects under construction (in thousand sqm) 203 Landbank (in thousand sqm) 3,465 GAV (in million EUR) 1,949 LFL rental growth 10.7% Client retention rate 91% Next 12 months’ revenue (in mil. EUR) 126 WAULT 5.3 CORE MARKETS E70 E70 E79 E79 E68 E60 E81 E58 E81 E81 E85 E85 E68 A1 A2 E79 E60 E87 E81 A1 A3 A3 A10 A6 E68 Arad Deva Sibiu Târgu Mureș Oradea Cluj Brașov Consțanta Bucharest Ruse Craiova Timișoara Black Sea BG UA RS HU MD Lviv Belgrade Budapest Vienna Debrecen Uzhorod Odesa Sofia Bulgaria Varna Kyiv R O M A N I A NOTES 1, 3 Eurostat 2 Moody’s 4 IMF 5–7, 11–12 CBRE 8–10 CBRE/ Colliers 13 Locations with at least one standing property. Locations are indicative only, as they represent IP, IPuD and selected landbank locations. NOTES 3–4 CTP countries EU-27 (average figures as comparison) Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 67 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. RO CTPARK BUCHAREST WEST CORE MARKETS CASE STUDY KSHG Auto Harness doubles its footprint at CTPark Deva II Chinese automotive components maker KSHG Auto Harness has expanded its presence at CTPark Deva II with the lease of an additional 13,000 sqm of space, bringing the company’s total footprint at the park to 21,000 sqm. KSHG Auto Harness introduced the first high- tech production line of its kind to Romania when it moved in to CTPark Deva II in 2022, creating 400 new jobs. The company’s expansion is driven largely by the demand from mul- tinationals looking to nearshore the production of goods destined for European markets. CTPark Deva II offers strategic location near Bucharest and motorway connections to Serbia and Romania. Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 68 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. COUNTRY DATA HU COUNTRY DATA MACROECONOMICS INDICATORS Population (in mil.) 1 9.6 Credit Rating 2 Baa2 Avg. hourly wage (net labour costs) in manufacturing 3 €11.1 €30.5 GDP per capita growth, 2023–2028 (CAGR) 4 2.8% 1.8% MARKET INDICATORS Total stock (in mil. sqm) 5 5.1 Annual growth rate of stock (y/y, %) 6 11.1% CTP market share 7 19.9% Net take-up (in mil. sqm) 8 0.5 CTP share net take-up 9 15.4% Market vacancy rate 10 7.7% Prime rent (€/sqm/yr) 11 67.2 Prime yield 12 7.0% CTP INDICATORS Locations with standing portolio 13 15 GLA (in thousand sqm) 1,018 Projects under construction (in thousand sqm) 214 Landbank (in thousand sqm) 3,537 GAV (in million EUR) 1,115 LFL rental growth 10.7% Client retention rate 86% Next 12 months’ revenue (in mil. EUR) 71 WAULT 5.7 CORE MARKETS E75 E71 E60 M15 M1 E79 M3 M3 M30 E71 E71 M4 M5 E68 M43 E73 E77 M6 M7 E73 E661 E653 E65 E66 E60 E60 Győr Szeged Pécs Debrecen Szombathely Komárom Szekésfehérvár Kecskemét Budapest Vienna Maribor Graz Zagreb Osijek Belgrade Bucharest Oradea Cluj Bratislava Brno Prague Košice Prešov Lviv AT HR RS SK RO UA NOTES 1, 3 Eurostat 2 Moody’s 4 IMF 5–7, 11–12 CBRE 8–10 CBRE/ Colliers 13 Locations with at least one standing property. Locations are indicative only, as they represent IP, IPuD and selected landbank locations. NOTES 3–4 CTP countries EU-27 (average figures as comparison) Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 69 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. HU CTPARK BUDAPEST SZIGET CORE MARKETS FL Technics launches new custom-built aerospace service centre at CTPark Budapest Escer In 2023, FL Technics—a Lithuanian-based leader in aerospace services specialising in the maintenance, repair and overhaul of aircraft—launched its new custom-built, 5,500 sqm facility for its Wheels & Brakes division at CTPark Budapest Escer, ex- panding significantly its operations in Cen- tral and Eastern Europe. The company was attracted to CTPark Budapest Escer for several reasons, including its close proxim- ity to the Hungarian capital, Budapest, and the ability to find local partners to support innovative collaborations. CASE STUDY Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 70 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. SK COUNTRY DATA E60 D1 R1 R1 E75 D1 E50 E50 D1 D2 E65 R7 D2 D4 E75 16 E77 E77 E77 E371 Trnava Nitra Komárno Bratislava Banská Bystrica Žilina Trenčin Poprad Prešov Košice CZ PL AT HU UA Graz Vienna Prague Brno Budapest Belgrade Bucharest Budapest Ostrava Zlín Katowice Kraków Debrecen Uzhhorod MACROECONOMICS INDICATORS Population (in mil.) 1 5.4 Credit Rating 2 A2 Avg. hourly wage (net labour costs) in manufacturing 3 €15.4 €30.5 GDP per capita growth, 2023–2028 (CAGR) 4 2.3% 1.8% MARKET INDICATORS Total stock (in mil. sqm) 5 3.9 Annual growth rate of stock (y/y, %) 6 8.4% CTP market share 7 19.6% Net take-up (in mil. sqm) 8 0.5 CTP share net take-up (internal figure) 9 27.2% Market vacancy rate 10 2.6% Prime rent (€/sqm/yr) 11 69.0 Prime yield 12 6.3% CTP INDICATORS Locations with standing portolio 13 12 GLA (in thousand sqm) 881 Projects under construction (in thousand sqm) 109 Landbank (in thousand sqm) 1,525 GAV (in million EUR) 923 LFL rental growth 9.8% Client retention rate 93% Next 12 months’ revenue (in mil. EUR) 63 WAULT 6.3 CORE MARKETS NOTES 1, 3 Eurostat 2 Moody’s 4 IMF 5–7, 11–12 CBRE 8–10 CBRE/ Colliers 13 Locations with at least one standing property. Locations are indicative only, as they represent IP, IPuD and selected landbank locations. NOTES 3–4 CTP countries EU-27 (average figures as comparison) Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 71 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. SK CTPARK TRNAVA CORE MARKETS CASE STUDY High-Technology Mouldings launches new custom-built plant at CTPark Košice In 2023, UK-based Hi-Technology Mould- ings relocated its production operations in Slovakia from a brownfield site to a new, 4,000 sqm custom-built facility at CTPark Košice, awarded a BREEAM “Very Good” certificate for energy efficiency. Special- ising in injection-moulded plastic compo- nents, the company serves diverse sectors from CTPark Košice, including maritime safety, medical devices, electrical engineer- ing, transport, occupational health, safety, and defence. The building accommodates the integration of overhead cranes, pro- cess water distribution, and compressed air systems alongside efficient warehouse management and social spaces for employ- ees. CTPark Košice’s strategic location, adjacent to an international airport and the D1 motorway, offers ideal connectivity for logistics, distribution, and light industry. Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 72 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. RS COUNTRY DATA MACROECONOMICS INDICATORS Population (in mil.) 1 6.7 Credit Rating 2 Ba2 Avg. hourly wage (net labour costs) in manufacturing 3 €7.9 €30.5 GDP per capita growth, 2023–2028 (CAGR) 4 3.6% 1.8% MARKET INDICATORS Total stock (in mil. sqm) 5 1.7 Annual growth rate of stock (y/y, %) 6 6.3% CTP market share 7 25.0% Net take-up (in mil. sqm) 8 0.2 CTP share net take-up (internal figure) 9 80.0% Market vacancy rate 10 4.0% Prime rent (€/sqm/yr) 11 57.0 Prime yield 12 8.5% CTP INDICATORS Locations with standing portolio 13 6 GLA (in thousand sqm) 426 Projects under construction (in thousand sqm) 171 Landbank (in thousand sqm) 1,340 GAV (in million EUR) 458 LFL rental growth 9.4% Client retention rate 100% Next 12 months’ revenue (in mil. EUR) 31 WAULT 11.4 GROWTH MARKETS E75 E75 E70 A1 A2 A1 A1 A3 E80 E80 E65 E851 E75 Pristina Niš Čačak Novi Sad Jagodina Belgrade Kragujevac Kruševac Šabac BG RO MK HR B&H ME HU Zagreb Sarajevo Podgorica Budapest Bratislava Vienna Timișoara Tirana Skopje Thessaloniki Athens Sofia Istanbul Bucharest NOTES 1, 3 Eurostat 2 Moody’s 4 IMF 5–7, 11–12 CBRE 8–10 CBRE/ Colliers 13 Locations with at least one standing property. Locations are indicative only, as they represent IP, IPuD and selected landbank locations. NOTES 3–4 CTP countries EU-27 (average figures as comparison) Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 73 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. RS CTPARK JAGODINA GROWTH MARKETS CASE STUDY Lianbo Precision Technology rides the “nearshoring wave” from Shaghai to Serbia Chinese automotive components maker Lianbo Precision Technology’s decision to launch a production plant in Serbia is a prime example of nearshoring in action. In 2023, the company, which specialises in the production of rotors and stators for vehicle engines, decided to open its first European production facility to supply Volkswagen assembly sites in Europe from CTPark Novi Sad East instead of China. CTP visited Lianbo’s main production plant in Shanghai to tailor the company’s new 14,000 sqm facility to meet its oper- ational requirements. Seven months later, Lianbo began operations in Serbia, creat- ing 500 new jobs. Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 74 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. COUNTRY DATA PL COUNTRY DATACOUNTRY DATA MACROECONOMICS INDICATORS Population (in mil.) 1 36.8 Credit Rating 2 A2 Avg. hourly wage (net labour costs) in manufacturing 3 €11.4 €30.5 GDP per capita growth, 2023–2028 (CAGR) 4 2.7% 1.8% MARKET INDICATORS Total stock (in mil. sqm) 5 31.0 Annual growth rate of stock (y/y, %) 6 10.7% CTP market share 7 2.2% Net take-up (in mil. sqm) 8 3.4 CTP share net take-up 9 7.7% Market vacancy rate 10 7.4% Prime rent (€/sqm/yr) 11 66.0 Prime yield 12 6.3% CTP INDICATORS Locations with standing portolio 13 10 GLA (in thousand sqm) 405 Projects under construction (in thousand sqm) 597 Landbank (in thousand sqm) 2,989 GAV (in million EUR) 908 LFL rental growth 0.1% Client retention rate 100% Next 12 months’ revenue (in mil. EUR) 25 WAULT 7.0 GROWTH MARKETS E67 E77 E75 E261 E30 E28 E30 E65 E28 E40 A4 E36 E67 E75 E65 E77 Warsaw Łódź Częstochowa Szczecin Gdańsk Katowice Poznan Wrocław Lublin Olsztyn Kraków Bydgoszcz Baltic Sea CZ DE SK UA BY LT Ostrava Olomouc Brno Prešov Lviv Minsk Vilnius Minsk Berlin Hamburg Kaliningrad Klaipéda Kaunas Dresden Prague NOTES 1, 3 Eurostat 2 Moody’s 4 IMF 5–7, 11–12 CBRE 8–10 CBRE/ Colliers 13 Locations with at least one standing property. Locations are indicative only, as they represent IP, IPuD and selected landbank locations. NOTES 3–4 CTP countries EU-27 (average figures as comparison) Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 75 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. CTPARK OPOLE PL GROWTH MARKETS CASE STUDY TitanX expands operations at CTPark Opole TitanX Engine Cooling, a Swedish-based global leader in truck cooling systems, expanded operations at CTPark Opole in 2023 with an additional 18,000 sqm of space—growing to 27,000 sqm at end 2025. TitanX first launched its produc- tion facility at CTPark Opole in 2018 as one of the park’s first tenants with an 11,500 sqm facility and is expanding based on strong customer demand. CTPark Opole, CTP’s first industrial and logistics development within its fast-growing Pol- ish portfolio, is located in a tax-friendly Special Economic Zone between Katowice and Wrocław and thus offers tax incen- tives to companies opting to locate in this dynamic and expanding area—part of the largest industrial region in Central and Eastern Europe. Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 76 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. BG COUNTRY DATA MACROECONOMICS INDICATORS Population (in mil.) 1 6.4 Credit Rating 2 Baa1 Avg. hourly wage (net labour costs) in manufacturing 3 €6.8 €30.5 GDP per capita growth, 2023–2028 (CAGR) 4 3.0% 1.8% MARKET INDICATORS Total stock (in mil. sqm) 5 1.7 Annual growth rate of stock (y/y, %) 6 10.5% CTP market share 7 15.2% Net take-up (in mil. sqm) 8 0.1 CTP share net take-up (internal figure) 9 36.0% Market vacancy rate 10 4.2% Prime rent (€/sqm/yr) 11 69.0 Prime yield 12 8.3% CTP INDICATORS Locations with standing portolio 13 7 GLA (in thousand sqm) 209 Projects under construction (in thousand sqm) 127 Landbank (in thousand sqm) 351 GAV (in million EUR) 241 LFL rental growth 11.0% Client retention rate 100% Next 12 months’ revenue (in mil. EUR) 15 WAULT 8.0 GROWTH MARKETS A6 E80 E80 E80 E85 A1 A1 A2 E70 E772 E70 E83 A4 A2 A3 E79 E87 E871 Plovdiv Edirne Burgas Varna Sofia Pleven Ruse Black Sea Niš Belgrade Budapest Bucharest Thessaloniki Athens Skopje Tirana Istanbul Ankara Constanṭ a RS RO RO TR GR MK NOTES 1, 3 Eurostat 2 Moody’s 4 IMF 5–7, 11–12 CBRE 8–10 CBRE/ Colliers 13 Locations with at least one standing property. Locations are indicative only, as they represent IP, IPuD and selected landbank locations. NOTES 3–4 CTP countries EU-27 (average figures as comparison) Business Environment 3.7 Country Review Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 77 Annual Report 2023 CTP N.V. BG CTPARK SOFIA EAST GROWTH MARKETS CTP helps Quehenberger streamline operations in Bulgaria Austrian full-service logistics provider Quehenberger re- cently streamlined its operations in Bulgaria by consolidat- ing its warehousing activities at a single, spacious 4,000 sqm unit at CTPark Sofia East. This strategic move, facili- tated by CTP, marks a significant development in Quehen- berger’s operational efficiency and service quality. Initial- ly operating across four different units at CTPark Sofia, Quehenberger faced challenges in maintaining operational cohesion. Recognising the need for more unified and effi- cient operations, CTP proposed relocating Quehenberg- er to a larger, consolidated space at nearby CTPark So- fia East. The new facility not only meets Quehenberger’s specific requirements but also offers potential for further growth and collaboration. CASE STUDY Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 78 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. DE COUNTRY DATA WESTERN EUROPEAN MARKETS MACROECONOMICS INDICATORS Population (in mil.) 1 84.4 Credit Rating 2 Aaa Avg. hourly wage (net labour costs) in manufacturing 3 €44.0 €30.5 GDP per capita growth, 2023–2028 (CAGR) 4 1.2% 1.8% MARKET INDICATORS Total stock (in mil. sqm) 5 102.0 Annual growth rate of stock (y/y, %) 6 4.5% CTP market share 7 1.6% Net take-up (in mil. sqm) 8 5.3 CTP share net take-up (internal figure) 9 3.1% Market vacancy rate 10 2.9% Prime rent (€/sqm/yr) 11 114.0 Prime yield 12 4.3% CTP INDICATORS Locations with standing portolio 13 103 GLA (in thousand sqm) 1,655 Projects under construction (in thousand sqm) 76 Landbank (in thousand sqm) 546 GAV (in million EUR) 1,220 LFL rental growth N/A Client retention rate 97% Next 12 months’ revenue (in mil. EUR) 70 WAULT 4.2 E45 E45 E22 E26 A24 E22 E28 E30 E55 E40 E40 A44 A40 E34 E30 A30 A31 A20 A1 A11 A12 A13 A2 A14 A14 A4 A4 A38 A4 E35 E40 A7 A2 E34 A7 E45 E43 E43 E45 E48 E50 E50 E45 A7 A5 A5 A5 E35 A81 E41 A6 A6 A7 A9 A9 A9 A8 A8 A8 A60 A1 A1 E52 A3 A3 A3 A3 A1 A1 E37 A7 Osnabrück Würzburg Saarbrücken Stuttgart Ulm Mannheim Mainz Bonn Cologne Aachen Frankfurt Regensburg Munich Nürnburg Düsseldorf Dortmund Münster Kassel Erfurt Magdeburg Dresden Leipzig Chemnitz Hannover Lübeck Berlin Rostock Bremen Emden Wihelmshaven Hamburg Kiel North Sea Baltic Sea PL CZ AT CH FR BE NL DK Mulhouse Dijon Strasbourg Metz Luxembourg Liège Brussels Maastricht Antwerp Eindhoven Arnhem Rotterdam Amsterdam Basel Milan Vaduz Innsbruck Salzburg Vienna Plzeň Prague Prague Wrocław Katowice Poznań Warsaw Szczecin Gdańsk NOTES 1, 3 Eurostat 2 Moody’s 4 IMF 5–7, 11–12 CBRE 8–10 CBRE/ Colliers 13 Locations with at least one standing property. Locations are indicative only, as they represent IP, IPuD and selected landbank locations. NOTES 3–4 CTP countries EU-27 (average figures as comparison) Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 79 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. CTPARK EMDEN DE WESTERN EUROPEAN MARKETS CTPARK BREMEN CASE STUDY Heineken enhances its sustainable distribution for Germany from CTPark Weiden CTPark Weiden in south-eastern Germany is home to Heineken’s new central distribu- tion warehouse for the German market. In November 2023, CTP signed a lease agree- ment with specialised beverage logistics operator Sirl Interaktive Logistik, which will operate the new, 26,000 sqm facility for the Dutch-based beer major. Heinek- en’s new state-of-the-art facility, togeth- er with the company’s existing distribution hub in Duisberg, will service the entire Ger- man market, greatly enhancing efficiencies and sustainability. CTP acquired the for- mer ATU central warehouse in Weiden in spring 2023, where it is currently delivering a sustainable refurbishment and upgrade of the park in the Oberpfalz region that will increase the 44,000 sqm GLA to 60,000 sqm GLA. Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 80 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. NL COUNTRY DATA MACROECONOMICS INDICATORS Population (in mil.) 1 17.8 Credit Rating 2 Aaa Avg. hourly wage (net labour costs) in manufacturing 3 €40.2 €30.5 GDP per capita growth, 2023–2028 (CAGR) 4 1.0% 1.8% MARKET INDICATORS Total stock (in mil. sqm) 5 43.8 Annual growth rate of stock (y/y, %) 6 5.2% CTP market share 7 0.6% Net take-up (in mil. sqm) 8 2.5 CTP share net take-up 9 0.9% Market vacancy rate 10 2.5% Prime rent (€/sqm/yr) 11 110.0 Prime yield 12 4.7% CTP INDICATORS Locations with standing portolio 13 3 GLA (in thousand sqm) 247 Projects under construction (in thousand sqm) - Landbank (in thousand sqm) 1,564 GAV (in million EUR) 448 LFL rental growth 0% Client retention rate 100% Next 12 months’ revenue (in mil. EUR) 9 WAULT 13.0 WESTERN EUROPEAN MARKETS A4 A4 A16 E19 E34 A59 A58 E31 A15 A27 A2 A2 A2 A12 A50 A28 A1 A6 E22 A7 A7 A32 E30 E35 A37 Rotterdam Amsterdam Den Haag Middelburg Utrecht Arnhem Zwolle Groningen Eindhoven Maastricht Enschede North Sea DE BE Antwerp Brussels Liège Aachen Köln Duisburg Düsseldorf Osnabrück Bremen Hamburg NOTES 1, 3 Eurostat 2 Moody’s 4 IMF 5–7, 11–12 CBRE 8–10 CBRE/ Colliers 13 Locations with at least one standing property. Locations are indicative only, as they represent IP, IPuD and selected landbank locations. NOTES 3–4 CTP countries EU-27 (average figures as comparison) Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 81 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. NL CTPARK AMSTERDAM CITY WESTERN EUROPEAN MARKETS CASE STUDY Vertical farm innovator Growy launches HQ at CTPark Amsterdam City CTPark Amsterdam City is now home to Dutch vertical farming innovator Growy. The company’s 4,750 sqm of multifunc- tional space at CTPark Amsterdam City in- cludes a full-scale urban farm and Growy’s international headquarters. The park’s proximity to Schiphol Airport and dense- ly populated areas aligns perfectly with Growy’s vision of sustainable, high-qual- ity food production. CTPark Amsterdam City—a pioneering, multimodal 120,000 sqm distribution hub located in the Port of Amsterdam—is CTP’s flagship devel- opment for sustainable, energy self-suffi- cient parks. Certified BREEAM Excellent, the multi-story XXL facility supports ze- ro-emission last-mile logistics and aligns with Amsterdam’s future emission-free zones. Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 82 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. AT COUNTRY DATA MACROECONOMICS INDICATORS Population (in mil.) 1 9.1 Credit Rating 2 Aa1 Avg. hourly wage (net labour costs) in manufacturing 3 €43.0 €30.5 GDP per capita growth, 2023–2028 (CAGR) 4 0.8% 1.8% MARKET INDICATORS Total stock (in mil. sqm) 5 3.3 Annual growth rate of stock (y/y, %) 6 10.4% CTP market share 7 2.3% Net take-up (in mil. sqm) 8 0.2 CTP share net take-up (internal figure) 8 21.0% Market vacancy rate 10 1.6% Prime rent (€/sqm/yr) 11 83.4 Prime yield 12 5.0% CTP INDICATORS Locations with standing portolio 13 3 GLA (in thousand sqm) 77 Projects under construction (in thousand sqm) 104 Landbank (in thousand sqm) 441 GAV (in million EUR) 211 LFL rental growth 1.0% Client retention rate 100% Next 12 months’ revenue (in mil. EUR) 8 WAULT 9.2 WESTERN EUROPEAN MARKETS E57 E56 E55 E57 A2 A5 A9 A1 A8 A7 A2 A10 A12 A12 E60 E45 E60 E55 E61 E55 E59 E59 E60 E60 Linz Innsbruck Salzburg Graz Klagenfurt Vienna DE CH IT SI CZ HU SK Budapest Belgrade Bucharest Prague Brno Ostrava Prague Munich Frankfurt Bratislava Maribor Ljubljana Zagreb Udine Venice Nuremberg Verona Milan Zürich Frankfurt NOTES 1, 3 Eurostat 2 Moody’s 4 IMF 5–7, 11–12 CBRE 8–10 CBRE/ Colliers 13 Locations with at least one standing property. Locations are indicative only, as they represent IP, IPuD and selected landbank locations. NOTES 3–4 CTP countries EU-27 (average figures as comparison) Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 83 Business Environment 3.7 Country Review Annual Report 2023 CTP N.V. Business Environment 3.7 Country Review Company Introduction Strategy & Outlook ESG Governance Financial Statements Appendices 83 CTPARK VIENNA EAST AT WESTERN EUROPEAN MARKETS CASE STUDY Toyota launches its first European carbon-neutral parts warehouse at CTPark Vienna East CTP’s first development in Austria— ultra-modern, BREEAM-certified “Out- standing” CTPark Vienna East—is home to a new 12,000 sqm warehouse and of- fice facility for Toyota Logistics Services Austria GmbH—the spare parts distribu- tion arm of the Japanese auto giant. At full operation, the building’s rooftop so- lar panels and other energy-saving tech- nologies will make the facility Toyota’s first carbon-neutral parts warehouse in Europe. The park’s prime location 15 min- utes from Vienna’s Schwechat Airport and close to the A4 motorway makes it ideal for the company to manage their logistics and light industrial needs. Company Introduction Strategy & Outlook AppendicesBusiness Environment Governance Financial Statements 84 Annual Report 2023 CTP N.V. ESG ESG 4 ESG 4.1 Highlights 85 4.2 Scope and Basis for Preparation of 88 Non-financial Disclosure 88 4.2.1 Basis for preparation 88 4.2.2 Risk management and internal controls over sustainability reporting 88 4.2.3 Specific circumstances 89 4.2.4 Assumptions and estimations 89 4.2.5 Changes compared to 2022 90 4.2.6 Restatement 90 4.2.7 Other applicable legislation 90 4.3 Stakeholder Engagement 91 4.4 Materiality 92 4.4.1 Material impacts, risks, and opportunities and interaction 92 4.4.2 The process of identifying material impacts, risks and opportunities 92 4.5 CTP Value Chain 94 4.5.1 Upstream 94 4.5.2 Downstream 94 4.6 ESG Oversight 95 4.7 ESG Strategy 96 4.7.1 Striving to Be Climate Positive 96 4.7.2 Embedding Parks in Communities 104 4.7.3 Stimulating Social Impact & Well-being 108 4.7.4 Conducting Business with Integrity 119 4.8 EU Taxonomy 125 4.8.1 KPIs (methodology of calculation) 125 4.8.2 Eligibility 126 4.8.3 Alignment 127 ESG 4.1 Highlights Company Introduction Strategy & Outlook AppendicesBusiness Environment Governance Financial Statements 85 Annual Report 2023 CTP N.V. 4.1 Highlights Corporate Responsibility SUSTAINABILITY COMMITTEE ACTIVITY IN 2023 CTP established the Sustainability Committee of the Board of Directors in October 2022. The committee oversees the ESG agen- da of the CTP Group. In 2023, five meetings of the Sustainability Committee took place. RATINGS Sustainalytics CTP further improved its ESG ratings in 2023. In September, the Company received an ESG Risk Rating of 9.5 from Morningstar Sustainalytics and was assessed to be at “Negligible Risk” of experiencing material financial impacts from ESG factors. 1 GRESB In 2023, CTP took part in the GRESB assessment. The assessment covered two aspects of CTP’s operations—Stand- ing Portfolio and Development. In both assessment categories, CTP scored 69 out of 110. 1 These results shall not be construed as in- vestment advice or expert opinion as defined by the applicable legislation. Negligible Risk 9.5 Company Introduction Strategy & Outlook AppendicesBusiness Environment Governance Financial Statements 86 Annual Report 2023 CTP N.V. ESG 4.1 Highlights OPERATOR ESG CAPEX plan CTP analysed the sustainability perfor- mance of its properties during 2023. The analysis consisted of a physical climate analysis, an actual building performance analysis, a transition risk analysis and an Energy Performance Certificate. The results will be used to develop the Group’s Transition Plan for Climate Change Mitigation. DEVELOPER ESG new projects requirements During 2023, CTP incorporated the EU taxonomy into its newly written ESG requirements for new buildings and refurbishments. Alignment with the EU taxonomy—a classification system established as part of the European Green Deal initiative to define economic activities considered environmentally sustainable—enables CTP to further systemise sustainability requirements for construction activities and to report transparently on targets and achieve- ments. ENERGY Renewable energy sources development In 2023, CTP added 62 MWp to its installed photovoltaic (“PV”) capacity. Together with systems developed prior to 2023, the Company’s total installed PV capacity reached 100 MWp at the end of the year. Estimated energy production can meet the household needs of more than 22,000 households. Sustainable Real Estate Company Introduction Strategy & Outlook AppendicesBusiness Environment Governance Financial Statements 87 Annual Report 2023 CTP N.V. Sustainability Reporting CLUBHAUS AND CLUBCO EXPANSIONS In 2023, CTP opened its fifth Clubhaus community centre at CTPark Ostrava and began construction of its sixth at CTPark Warsaw West to create public space for client employees and the local community. During the year, 30 events were organised at existing Clubhaus facilities throughout the CTPark Network. CTP also now oper- ates three of its Clubco co-working spac- es, having opened the third in 2023 at IQ Ostrava in the Czech Republic. FIRST STAND-ALONE SUSTAINABILITY REPORT In June 2023, CTP published its first standalone Sustainability Report which can be found on ctp.eu. The report was developed in accordancewith the Global Reporting Initiative (“GRI”) and presented information in line with the recommenda- tions of the Task Force on Climate-relat- ed Disclosures (“TCFD”). It also presents ESG targets, related data, and numerous examples of CTPs ESG initiatives. INTRODUCTION OF CSRD REQUIREMENTS INTO THE 2023 ANNUAL REPORT CTP has introduced requirements of the EU’s Corporate Sustainability Reporting Directive (“CSRD”) into its 2023 Annual Report—a year before the EU’s new dis- closure requirements come into force. Innovation URBAN DEVELOPMENT CTP is working together with the authorities in Brno—the Czech Republic’s second-largest city—on a master plan to develop an innovative, mixed-use, high-tech campus that will bring together different companies and universities to encourage cooperation and support innovation. Another example is the redevelopment underway at CTPark Krefeld in Germany. This transformation includes renovating existing buildings and adding new space. The buildings will be equipped with rooftop solar panels for a fossil-free energy supply and reduced CO 2 emissions during operation. BREEAM OUTSTANDING CERTIFICATION In 2023, CTP received 61 new BREEAM certificates. 57% of these certificates are Excellent or Outstanding. More informa- tion can be found in Appendix 7.3.4 ESG 4.1 Highlights Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 88 Annual Report 2023 CTP N.V. 4.2 Scope and Basis for Preparation of Non-financial Disclosure 4.2.1 Basis for preparation ESRS 2 BP-1-5, ESRS E1-5-MDR-M, ESRS E1-6-MDR-M, GRI 2-5 CTP prepared the sustainability statements disclosed within this Annual Report on a consolidated basis. Where the European Sustainability Reporting Standards (“ESRS”) and GRI require, the statements are presented more granularly, for example, by country. No separation has been prepared based on different entities within the Group, in line with the Financial Statements. In doing so, CTP fulfils most of the applicable requirements of the CSRD a year before the new disclosure requirements be- come obligatory for CTP. CTP’s non-financial disclosure boundaries relate to CTP N.V. and its value chain which are based on the finan- cial control consolidation approach 1 . As the Company does not own any properties in joint ventures, the financial con- trol approach provides a comprehensive view of impacts and is in line with the Financial Statements. In this Re- port, CTP does not segment the reported data either by country or property type. Depending on the topic, this Report also covers CTP’s value chain. For energy, water and waste, CTP reports on consumption in its own operations, such as offices, parks, and transportation and those of its clients, i.e., down- stream leased assets. For greenhouse gas (“GHG”) emis- sions, reporting also includes upstream purchased goods and services for its construction activities and business travel. For the workforce, CTP discloses data on its own workforce, which includes employees on the payroll and workers who are self-employed. Other disclosures are limited to CTP’s own workforce. For topics related to governance, CTP reports on its 1 As per the Greenhouse Gas Protocol. own activities and on the value chain where data is avail- able. There are no exemptions from disclosure applicable to CTP, nor is there any intellectual property-related in- formation that the Company omits. Environmental data, including energy, water, waste, carbon emissions, photovoltaic (“PV”) capacity, and green lease coverage have been assured by an independent third party (Arcadis) in accordance with ISO 14064-3 (guid- ance for the verification and validation of greenhouse gas statements). 4.2.2 Risk management and internal controls over sustainability reporting ESRS 2 GOV-5-36 CTP deploys a multi-layered structure for the identifi- cation and management of risks throughout the Group’s activities, including ESG-related risks. See Section 4.6 for details of ESG oversight at CTP; see Section 5.5 for a detailed description of CTP’s Group-wide approach to risk management. CTP’s ESG department supports the Risk Management department to identify and manage ESG-related risks fac- ing the Group, among others relating to the construction of new buildings, acquisitions, and property management. The ESG department interacts routinely with various CTP departments as well as external stakeholders, han- dles the collection and management of large quantities of internal, property-level data (e.g., relating to emissions, energy consumption, HR statistics, etc.), and prepares reporting in accordance with numerous standards (e.g., CSRD, GRI standards, EPRA sBPR Guidelin, TCFD and EU taxonomy), often using external partners for certification. ESG 4.2 Scope and Basis for Preparation of Non-financial Disclosure Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 89 Annual Report 2023 CTP N.V. Within the taxonomy of risks established by CTP’s Risk Management department, which can be found in Section 5.5 of this Report, 49 unique risks, actual and potential (Level 3), have been identified and organised into 19 Risk Groups (Level 2) based on their similarity and ownership by different functions, and ultimately into four risk ar- eas (Level 1). The following 15 of those risks are related to ESG—some are directly related to sustainability, like physical and transition risks, while others are indirectly related: • HR availability risks; • customer behavioural changes; • climate change risks (physical risk); • M&A risk; • environmental risks (transition risk); • social responsibility risks; • corporate governance; • acquisition risks (properties or land); • maintenance risk; • health and safety; • fraud, irregularities, misconduct; • damage to property (fire, floods); • reputational risk; • non-compliance with regulation/legislation/internal rules and procedures; and • changes to the legal/regulatory environment. During the year, the Head of the ESG department reports periodically on the findings of ESG-related risk assess- ments and internal controls to CTP’s Board of Directors via the Board’s Sustainability Committee. Based on this reporting, the Sustainability Committee sets the actions and targets for various departments and functions within the Company. See Section 5.2.2 for details on CTP’s Sus- tainability Committee and its activities in 2023. Additionally, the Risk Management department uses some of the collected data (e.g., CO₂ emissions and intensities, Asset Decarbonisation Pathways, and physical climate change scenarios) for risk estimates such as physical risks and transition climate risks. The ESG department also collects various data during the year that is shared with external partners for ratings. From 2023, CTP publishes the findings of its risks assessments and internal controls in an integrated year- ly report, as in this Annual Report. For a description of the ESG-related risks that CTP has identified via a double materiality assessment and their management, see Sec- tion 4.4. The underlying data that CTP collects internally for reporting is collected according to strict guidelines. As the execution of this process is done manually, mistakes caused by human error are possible. As part of the internal controls on this data, data is compared against different periods, and where needed, explanations and corrections are requested from the involved staff. Internal process descriptions are followed and include internal multi-level control systems. Additionally, once a year, as part of re- porting preparation, CTP invites an external party to re- view the collected data as described in Section 4.2.1. 4.2.3 Specific circumstances ESRS 2 BP-2-9 CTP deviates from the time horizons suggested within the ESRS as the dynamics of its business horizon require a different view. A one-year short-term horizon leads to difficulties in verifications of consistency and compara- bility of performance. Similarly, due to the sector in which CTP operates, the execution of measures requires consid- erations over a longer time period. Therefore, short-term goals are set for 2026, medium-term goals for 2030, and long-term goals for 2050. 4.2.4 Assumptions and estimations ESRS 2 BP-2-10, ESRS 2 BP-2-11 The majority of the data and information disclosed in this Annual Report is based on actual Company and value chain data. The best possible estimates have been used where no actual data is available. Estimates have been applied in the calculation of the embodied carbon footprint from building materials (GHG emissions, Scope 3 category 1); where specific information on emission factors was not available in the form of an Environmental Product Dec- laration (“EPD”), industry- and country-specific averages were used. The growing trend of providing EPDs for ma- terials within the construction industry and among CTP’s chain of suppliers is expected to improve the accuracy of the Company’s calculation of its embodied carbon foot- print, replacing estimates with actual data. Within business travel, for which the Company reports GHG emissions under GHG emissions Scope 3 category 6, CTP created averages for hotel nights abroad. Each office reported the number of nights abroad, and based on this information, an average emission factor for hotel nights abroad was created for the reporting office. ESG 4.2 Scope and Basis for Preparation of Non-financial Disclosure Company Introduction Strategy & Outlook Business Environment Financial Statements Appendices 90 Annual Report 2023 CTP N.V. For landlord-obtained utility consumption, CTP achieved full coverage. Therefore, no assumptions and estimations are required. CTP was not able to collect all client-related data in its portfolio which affects reporting on energy, GHG emissions, water consumption and waste collection with- in downstream leased assets. For the calculations of the intensities, as required by the ESRS, CTP assumes that the data that has been collected is representative for the entire portfolio, and therefore intensities are based on the available data. Ongoing actions to improve data coverage include the roll-out of green leases, which encourage cli- ents to share utility-related data with the Company. The Company does not report on any estimated data related to energy, GHG emissions related to Scope 3 category 13 or other types of consumption in its totals. Two factors limit the completeness of data collection. Firstly, there is no data for an entire building; and sec- ondly, CTP only obtained partial data, for example, fuel consumpion was received and electricity was not. To avoid reducing the accuracy of its intensity calculations, CTP excludes the buildings with incomplete data for energy and water. Collected data is based on evidence and veri- fied internally. This ensures the high accuracy of present- ed data. For some KPIs related to own workforce, e.g., absen- tee rate and parental leave, CTP depends on the data de- livered manually by HR representatives in the different countries, where differences in interpretation can occur. Therefore, data has been reviewed by the ESG team, in consultation with HR. CTP’s recently implemented HR system will include these metrics in the next years. Based on the manner in which data is collected, uncertainty in the Company’s own workforce data is negligible. The underlying data for the physical climate risk-related calculations that CTP discloses in this Report is based on existing and prevailing climate scenarios created by the International Panel on Climate Change (“IPCC”). Based on these scenarios, climate-risk estimates are assessed for each building that CTP owns and operates. For more in- formation, please refer to Section 4.7.1.1. CTP chose the IPCC scenarios that are considered the most accurate. Uncertainty and inaccuracies in its own data are explained in each chapter. 4.2.5 Changes compared to 2022 ESRS 2 BP-2-13 The environmental data in CTP’s 2022 Sustainability Re- port included assets that CTP manages for third parties (i.e., the DEKA portfolio). As stated in Section 4.2.1 (Basis for preparation), only owned properties are included in the disclosures in the present Report, so that the non-finan- cial disclosures are in line with the Financial Statements. Buildings that are managed by CTP but owned by third parties are not included. In its 2022 Sustainability Report, CTP reported its transportation fuel consumption in litres. To comply with the ESRS and increase comparability, the 2022 figures have been changed from litres to MWh. For the calculations of energy, operational carbon footprint and water intensity, values were recalculated to exclude buildings with incomplete data coverage. This was done to increase the accuracy of intensity numbers through the elimination of under-reported consumptions. For revised figures please refer to sections 7.3.1.3 and 7.3.2.4. 4.2.6 Restatement ESRS 2 BP-2-14, GRI 2-4 After the publication of its 2022 Sustainability Report, CTP identified that the refrigerant loss figures reported were not accurate. In some cases, the total capacity of cooling systems was considered instead of actual losses. In the 2022 Sustainability Report, CTP disclosed a to- tal Scope 1 emission of 39,883.21 tCO₂e, with refrigerants being responsible for 36,182 tCO₂e. The corrected figure, which is also disclosed in Section 7.3.1.2 of this Report, is a total Scope 1 emission of 6,088.74 tCO₂e, with refriger- ants being responsible for 2,387.13 tCO₂e. 4.2.7 Other applicable legislation ESRS 2 BP-2-15 Beyond the CSRD, on which this Report is mainly based, other legal acts contain non-financial details that CTP is obliged to disclose. They are based on the following: • the relevant provisions of the Dutch Civil Code ( Burgerlijk Wetboek ) and the Dutch Financial Markets Supervision Act; • the Dutch Corporate Governance Code; • Implementation Decree on the Sustainability Directive; • EU Women on Boards Directive 2022/2381; and • EU taxonomy. GovernanceESG 4.2 Scope and Basis for Preparation of Non-financial Disclosure ESG 4.3 Stakeholder Engagement Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 91 Annual Report 2023 CTP N.V. STAKEHOLDER GROUPS Stakeholder group Group interest and purpose of engagement Method of engagement Frequency of engagement Shareholders, Bondholders Interest in current performance and outlook. Inform. Reporting, (in-person) meetings, asset visits Quarterly/annually Banks, Other Financing Institutions Interest in risk related to CTP’s operations and performance. Inform. Meetings, reporting On-demand. Rating Agencies Interest in performance metrics. Inform. Reporting and (in-person) meetings Regular disclosure, on-demand meetings Tenants Leasing space, reliability of lesser. Inform, offer, and manage cooperation. Direct meetings. Continuous, depending on needs. Suppliers and Vendors Stable cooperation. Manage cooperation. Contractual agreements and in-person meetings. Continuous, depending on needs. Local Authorities Sustainable development and economic growth of governed areas. Manage cooperation. In-person meetings. Continuous, depending on needs. Local Communities Development plans, impact on quality of living, potential new workplaces. Inform, engage. In-person meetings. Continuous, depending on needs. Construction Site Neighbours Interest in potential impacts and inconveniences related to construction sites. Inform and address concerns. Information boards at sites, in-person. Depending on needs Employees Fair workplace practices, learning and development, and performance. Manage cooperation. Inform. In-person group meetings, country team meetings, one-to-one meetings Continuous, depending on needs. NGOs, Industry Bodies Best practice sharing, support cause. Inform. Membership, financial support, in-kind support, meetings, participation in events Continuous, depending on needs. 4.3 Stakeholder Engagement ESRS 2 SBM-2-45, GRI 2-29 CTP engages its stakeholders proactively. During an internal workshop as part of its 2022 double materiality assessment (“DMA”), the Company identified its relevant stakeholders and established different methods of engagement for each type to ensure efficient and appropriate management of the engagement (see Section 4.4 for more information about the DMA process). This aligns with CTP’s business approach and commitment to corporate responsibility. The list of stakeholder groups and the means of engagement are listed in the adjacent table. In the subsequent engagement, CTP managers and key decision makers at clients were interviewed and surveyed as those most impactful on the business. Their views and opinions shaped the results of CTP’s 2022 DMA, as they are considered for the weight each material topic is given in the results. These results shape the priorities and are continuously used as an input on CTP’s strategy and busi- ness model. CTP is currently developing a stakeholder engagement policy. ESG 4.4 Materiality Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 92 Annual Report 2023 CTP N.V. 4.4 Materiality GRI 3-1, 3-2 To obtain unbiased results, CTP’s DMA process was led by an appointed third party, Arcadis, which conducted a series of interviews and surveys with selected CTP stakeholders during 2022. The input was gathered to evaluate the Company’s initial ESG strategy and prioritise and validate the list of potential material topics identified through earlier desktop research, consisting of GRI material topics screening and reviews of peers. A description of the stakeholder engagement process and the complete list of CTP’s stakeholders can be found in Section 4.3 of this Report. 4.4.1 Material impacts, risks, and opportunities and interaction ESRS 2 SBM-3-48 In 2022, CTP formalised its ESG strategy based on four pillars, where the Company’s different ESG goals, tar- gets, and measures are defined. As the business envi- ronment constantly evolves, the Company reviews and adjusts its ESG strategy and targets on a regular basis. The topics identified as material to CTP during the 2022 DMA were used in 2023 to review the Company’s four-pil- lar strategy, which led to the expansion of one pillar and the narrowing down of others. The pillar “Embedding Parks in Communities” con- tains no material topics. While not directly material to its business, the Company values establishing and maintain- ing long-term positive relationships with the communities where it operates as part of its overall business strategy (see Section 4.7.2 for a detailed description of CTP’s ac- tivities related to this pillar). As a result of CTP’S 2022 DMA, the following topics have been identified as material to the Company and its own activities: 1. Energy efficiency and renewable energy; operation- al GHG emissions and carbon neutrality; sustainable design and certification; climate adaptation and resil- ience; supply-chain management. A description of im- pacts and CTP’s actions can be found in Section 4.7.1 – “Striving to Be Climate Positive”. 2. Health, safety and well-being; employee recruitment and development; diversity, equity, and inclusion. A description of impacts and CTP’s actions can be found in Section 4.7.3 – “Stimulating Social Impact & Well-being”. 3. Ethical business conduct; board oversight; and labour and human rights. A description of impacts and CTP’s actions can be found in Section 4.7.4 – “Conducting Business with Integrity”. The identified impacts are expected to be material. CTP does not consider them to be time-bound and therefore are to be verified with each revision of the DMA. Addition- ally, as CTP has a similar business in each country where it operates, all impacts, risks, and opportunities identified are location agnostic. In 2023, CTP used the results of its 2022 DMA to de- velop and prioritise action plans for different sustainabil- ity-related areas relating to its business. Since its 2022 DMA, CTP has not reviewed its material impacts, risks, and opportunities. In 2024, the Company expects to re- vise the DMA, with updated parameters and criteria in line with the ESRS. This will improve CTPs insights into the effects of material impacts, risks and opportunities on its business model. Beyond the above-mentioned material topics, there are additional topics that CTP values, e.g., water, waste, or community engagement. For these topics, the Compa- ny only uses GRI disclosures, whereas for material topics it uses ESRS and GRI. 4.4.2 The process of identifying material impacts, risks and opportunities ESRS 2 IRO-1-53, ESRS 2 IRO-2-56, ESRS 2 IRO-2-59 CTP carried out its DMA in line with the GRI guided by Arcadis. The DMA covered the Group’s entire organisa- tion, including all business activities, all countries of oper- ation, and all stakeholder relationships. ESG 4.4 Materiality Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 93 Annual Report 2023 CTP N.V. Section 4.3 of this Report shows the complete list of stakeholders that CTP interacts with throughout its value chain. For the DMA process, the Company considered its most important stakeholders to be: • CTP managers; and • clients’ key decision makers. CTP carried out a multi-staged review process to identify material topics for the Company. Initial desktop research was done to create a long- list of sustainability topics potentially material to CTP. During this desktop research, the following aspects were considered: • CTP’s business activities; • topics that are typically relevant to CTP’s industry and the countries where it operates, with the follow- ing sources: • sustainability disclosures of peers; • external databases that provide information rele- vant to understand industry-specific outward and inward impacts. During the workshops, CTP representatives presented and validated the long-list. This list was narrowed down to a short-list of the most relevant topics to CTP and its operations. Based on the short-list, Arcadis designed a survey and interview scripts to enable the collection of in- put from the selected stakeholders. In the surveys and interviews, participants were request- ed to score items on a 1-5 rating scale, with 5 represent- ing topics with the highest material impact. Based on the results of these surveys and interviews, average scores for each topic were calculated and charted on a graph to present both their impact on CTP’s stakeholders and their financial impact on CTP’s business. Following an in- ternal review of these results, CTP identified the topics most material to the Group. The threshold to distinguish between material and non-material topics was created taking account CTP’s business model. The material topics identified will be revised in 2024 to ensure the inclusion of CSRD requirements. The results of the 2022 process, including the topics defined as material, were discussed with the Board in 2023. Using Application Requirement 12 of Appendix B, ESRS 1 General Requirements, the results of the materi- ality assessment were mapped, in collaboration with Ar- cadis, against the disclosure topics that the ESRS (under the CSRD) provides. Based on this mapping, CTP decided that the disclosure requirements that cover these topics include their material topics: • E1: Climate Change, to be found in Section 4.7.1 – “Striving to Be Climate Positive”: • energy efficiency and renewable energy; • operational GHG emissions and carbon neutrality; • supply-chain management; • sustainable design and certification; • climate adaptation and resilience; • S1: Own Workforce, to be found in Section 4.7.3 – “Stimulating Social Impact & Well-being”: • health, safety and well-being; • labour and human rights; • diversity, equity, and inclusion; • employee Recruitment and Development. • S2: Workers in the Value Chain, to be found in Section 4.7.4 – “ Conducting Business with Integrity”: • health, safety and well-being; • Labour and human rights; • supply-chain management; • G1: Business Conduct, to be found in Section 4.7.4 – “Conducting Business with Integrity”: • ethical business conduct; • board oversight. The results of the 2022 DMA have been analysed to- gether with the Risk Management team and conclusions have been implemented in the risk inventory. CTP’s risk inventory is structured to avoid overlapping risks and is complete. The 15 risks in the risk inventory that have been identified to be directly or indirectly related to sustain- ability cover all aspects of materiality—both the impact on the Company and the Company’s impact. They address the Company’s business model and activities, the real es- tate and construction sectors, and the macroeconomic environment. The impacts, risks and opportunities are considered to have full coverage and are well managed and mitigated. The likelihood of climate scenarios can be found in Section 4.7.1.1.2. Impacts, risks and opportunities including those iden- tified in the DMA are analysed as a part of general busi- ness processses to keep business strategy up to date. ESG 4.5 CTP Value Chain Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 94 Annual Report 2023 CTP N.V. 4.5 CTP Value Chain GRI 2-6, 204-1, 308-1, 308-2, 412-3, 414-1, 414-2, ESRS 2 SBM-1-40 The results of the DMA show that supply- chain management is a material topic for CTP. Additionally, CTP strives to positively influence its value chain and when possible leverages its size to create more sustainable operations for itself while at the same time promoting sustainability within the real estate sector. 4.5.1 Upstream CTP works with between 650–700 suppliers, provid- ers, and contractors across its supply chain to create and maintain long-term relationships. CTPs suppliers must adhere to the Company’s Supplier Code of Conduct (“SCOC”). Beyond the SCOC, there is a standard set of Terms and Conditions applied to all orders, though for some of its materials and products Environmental Prod- uct Declarations (“EPDs”) are required as well. CTP selects its suppliers and providers with care and ensures compliance with its SCOC. For this purpose, CTP screens current and new suppliers, with 878 screenings taking place in 2023. As a business practice, the Group applies the strat- egy of “local, when possible, international where need- ed”—where “local” is defined by the national borders of the countries where it operates. This practice applies to materials and labour. In 2023, CTP locally sourced ap- proximately 70% of its materials and approximately 95% of its labour. The main focus of CTP’s procurement efforts in terms of ESG is on materials used during the construction pro- cess, as this is a significant part of the Company’s busi- ness. Because of the scope of its ongoing construction ac- tivities, CTP can procure building materials and products commonly used in bulk. This also enables procurement of materials that are made to fit, greatly reducing material construction waste. Based on life-cycle assessments (“LCAs”) conducted in 2022 and 2023, CTP selected priority materials based on their related CO₂ emissions, of which the embodied carbon emissions (kgCO₂e/sqm) are to be reduced. In the coming years, LCAs will be used to monitor this reduction and to review the impact of materials at the project level. CTP actively diversifies its supply chain and the materials acquired. Though common practice within the Company, it is a means to mitigate climate-related risks within its supply chain. 4.5.2 Downstream CTP offers high-quality, sustainable buildings to accom- modate different types of operations, from logistics and light manufacturing to R&D labs and offices. CTP creates space that is used by large multinational companies as well as mid- and small-sized local businesses. The Group also has an impact on the operational performance of the buildings that it owns and operates. Efficient design and the selection of the appropriate building materials, equipment and solutions ensure a sustainable environ- ment for client operations, which enables them to focus on their core business operations efficiently and sustaina- bly. Moreover, CTP cooperates with clients through green clauses in lease agreements. These clauses ensure com- mon efforts to reduce utility consumption and long-term building use. CTP’s property management teams handle the main- tenance and optimisation of building systems to ensure that clients can use their premises in a sustainable way. Additionally, CTP’s community managers organise onsite social activities at the business parks owned and operated by the Company to encourage engagement and coopera- tion among clients and their employees. ESG 4.6 ESG Oversight Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 95 Annual Report 2023 CTP N.V. 4.6 ESG Oversight ESRS 2 GOV-1-23, ESRS 2 GOV-2-26, GRI 2-5, GRI 2-12, GRI 2-13, GRI 2-14 CTP’s Board of Directors established the Sustainability Committee in 2022. The committee meets each quarter, and its purpose is to prepare the decision-making of the Board in sustainability-related issues, including the required skills in the Company. The resulting topics of the 2022 DMA largely shape the agenda. The Sustainability Committee is chaired by Susanne Eickermann- Riepe. For her biography, please refer to Section 5.1.1. The Group Head of ESG is responsible for identifying, monitoring progress, and reporting on all sustainability- related material impacts and risks, as well as the effectiveness of sustainability-related policies and metrics, and presents to the Sustainability Committee. The Audit Committee meets as often as required, and its main purpose is to prepare the decision-making of the Board of Directors and supervise, monitor, and advise re- garding the integrity and quality of the Company’s finan- cial reporting and the effectiveness of the Company’s in- ternal risk management and control. The Head of the Risk Management department is responsible for identifying, monitoring, and reporting all risks and material impacts as well as the effectiveness of risk management and met- rics and reports to the Audit Committee. The Heads of the ESG and Risk Management depart- ments work together with the Group CFO and COO on a weekly basis and inform them of any sustainability risks and concerns that may require their attention. They are also regular guests of the Sustainability Committee and Audit Committee to update them on specific issues, in- cluding the physical and transition climate risks. The environmental aspect of Sustainability is as- sessed during CTP’s acqusition approval process. In their decision-making, the Executive Directors consider, among others, legal, technical, and environmental matters which are included in sustainability-related due diligence pro- cesses. For new properties, there are clear ESG requirements for development projects based on prevalent legislation and criteria stemming from ESG ambitions. The Risk Management department has identified the Company’s ESG-related risks and quantified the poten- tial impact and probability of occurrence based on its Risk Management Policy and regularly updates the Audit Com- mittee on the ESG-related risks, which addresses them on behalf of the Board. ESG-related risks are presented in Section 4.2.2. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 96 Annual Report 2023 CTP N.V. 4.7 ESG Strategy CTP’s ESG strategy systemises the Company’s approach towards sustainability-related topics within four conceptual pillars: 1. Striving to Be Climate Positive; 2. Embedding Parks in Communities; 3. Stimulating Social Impact & Well-being; and 4. Conducting Business with Integrity. 4.7.1 Striving to Be Climate Positive CTP’s ambition is to become climate positive covering all its activities, from corporate operations to development and asset management activities. Through the actions and decisions it takes, CTP seeks to have a positive long- term effect on the environment, including the climate. The results of CTP’s DMA in 2022 indicated that cli- mate change is a material topic for the Company. This in- cludes areas such as energy efficiency, renewable energy, operational and embedded GHG emissions, and climate adaptation and resilience. According to estimates from the United Nations 1 , the built-up environment is responsi- ble for around 40% of total GHG emissions. 1 https://www.unepfi.org/themes/climate-change/40-of-emissions- come-from-real-estate-heres-how-the-sector-can-decarbonize/ The ESG strategy pillar “Striving to be Climate Positive” is set up to mitigate the longer-term negative GHG im- pacts for the Company. Over the last three years, CTP implemented ESG data collection and reporting processes. The Company’s approach is to cover four areas: 1. corporate operations (Scopes 1, 2, 3); 2. the Company’s parks and landlord-controlled consumption (Scopes 1, 2); 3. client-controlled consumption within the portfolio (Scope 3); and 4. construction activities, including purchased construction materials (Scope 3). CTP’S TARGETS FOR STRIVING TO BE CLIMATE POSITIVE Category Baseline YE 2022 Performance 2023 Targets YE 2026 % of renewable electric energy of CTP’s and tenants’ electric energy mix 24% 64% 80% % of GLA covered by leases containing a green lease clause 19% 37% 50% MWp of installed PV capacity 38 100 400 % of parks with biodiversity efforts introduced /installed Starting point 38% 80% Average embodied carbon footprint reduction (kgCO₂e/m²) ** Starting point 476kgCO2/sqm −10% Operational carbon footprint (kgCO₂e/m²) ** Market-based (Y/Y) 28.03 25.47 (-9.1%) Water intensity (use, utilisation) reduced (m³/m²) ** 0.19 0.19 −15% Taxonomy alignment of construction and ownership of properties (lowest of all KPIs) 5% 21% 60% Selective waste collection development activities (share of projects) Starting point 45% 80% % of car fleet EV Starting point 0% 25% * Targets subject to adjustment to be in line with Transition plan for climate change mitigation requirements. ** Values have been recalculated to reflect buildings for which full coverage of data is available. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 97 Annual Report 2023 CTP N.V. 4.7.1.1 Climate 4.7.1.1.1 Transition plan for climate change mitigation ESRS E1-1-17, GRI 3-3, GRI 201-2 CTP is currently preparing its Transition Plan for Climate Change Mitigation. The Transition Plan will incorporate the Company’s existing goals, targets, and actions that can be found further in this chapter. 4.7.1.1.2 Material impacts, and risks and opportunities ESRS E1 SBM-3-19, GRI 3-3, GRI 201-2 Following the 2022 DMA, CTP identified five topics relat- ed to climate change, which contain impacts, risks, and opportunities. Energy efficiency and renewable energy The first of these topics is energy efficiency and renew- able energy. As part of its business strategy and to meet the growing demand among its clients for energy-ef- ficient space, CTP makes ongoing efforts to reduce the energy consumption of the buildings that it owns and op- erates through upgrades to its standing portfolio and by ensuring high efficiency standards for new developments. In addition to energy efficiency, CTP has identified renew- able energy as a significant opportunity, as the large roof- top surface area of the Company’s buildings allows it to install PV systems for the production and provision to its clients of renewable solar energy. CTP’s expanding energy business creates a new revenue stream for the Company while simultaneously helping CTP to mitigate risks associated with GHG emissions and the related transition risk of increased energy costs for fossil fuels, as their usage is slowly phased out in the EU. See Section 3.2 for more information on CTP’s energy business. Operational GHG emissions CTP considers climate risks related to operational GHG emissions as a large risk. This risk is associated with, among others, physical risks (e.g., changing weather pat- terns) and transition risks (e.g., carbon taxes). CTP’s ac- tivities related to this risk include the construction, op- eration, and demolition of real estate. While CTP’s direct emissions under its control (Scopes 1 and 2) are limited, indirect (Scope 3) emissions related to the Company’s val- ue chain constitute 98% of total emissions. Physical climate risk assessment In 2022, CTP conducted a physical climate risk assess- ment as a part of overall risk management. In 2023, this was expanded to include newly developed and acquired properties. Analysed time horizons cover up to 2050. The assessment shows that even under “RCP 8.5”—the most severe and unlikely climate scenario—the identified (finan- cial) risks to CTP are limited. Their characteristics are ex- plained later in this section. CTP used the outcome of this assessment to analyse the climate vulnerability of Group properties and to assess physical and non-physical adap- tation solutions in line with EU taxonomy requirements. Currently, CTP only considers time horizons up to 2050. Within the Transition Plan for Climate Change Mit- igation, other timelines will be taken into account. Transition (regulatory) risks To analyse transition (regulatory) risks related to envi- ronmental matters, CTP conducted a portfolio resilience analysis in 2023, during which the Company analysed the impacts of environmental factors on its properties. CTP accommodates a diversified portfolio of clients operating in different sectors in different countries (see Section 3.6 for more details). CTP does not expect a direct, materi- al impact of either physical or transition climate risks for the majority of its clients. Sustainable design The 2022 DMA also showed sustainable design to be a ma- terial topic. The impact of sustainable design is intercon- nected with energy efficiency and GHG emissions: Design- ing more sustainable buildings helps CTP to mitigate the risks of climate change, as such buildings are more energy efficient and require less resources during construction. 4.7.1.1.3 Identification and assessment of impacts, risks, and opportunities ESRS E1 IRO-1-20, ESRS E1-IRO-1-21 For the identification of material topics, CTP used its 2022 DMA, further information on which can be found in Section 4.4. GHG emissions have a significant impact within CTP’s value chain. Category 13 is specifically impactful, as “Downstream Leased Assets” are core for CTP’s business model. Considering its construction activities, Category 1 “Purchased Goods and Services” also has a significant im- pact. Beyond that, CTP controls the emissions in Scopes 1 and 2, and the Company has the goal to reduce its own impact. CTP consistently examines other sources within its operations and value chain of emissions to determine the significance of its impact. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 98 Annual Report 2023 CTP N.V. For the identification of physical climate risks, the Com- pany used a third-party platform to analyse its portfolio. This platform uses different Representative Concentra- tion Pathway (“RCP”) models made available by the Inter- governmental Panel on Climate Change (“IPCC”), analys- ing items such as but not limited to flooding, extreme heat, wildfires, and water stress with a time span up to 2050. In its analysis of the outcomes of this assessment, CTP considered the results of the least and most extreme scenarios (RCP 2.6 and RCP 8.5). To analyse transition risk in its portfolio, CTP uses the CRREM tool and assesses the required reductions to be in line with the Science Based Targets initiative (“SBTi”) by 2050. To encourage cooperation with its clients to reduce the overall GHG footprint of its parks, in 2022 CTP be- gan implementing green lease clauses into its lease agree- ments for its standing portfolio. Beyond transition events included in the CRREM tool, CTP has not identified or considered additional events. For additional information related to CTPs value chain, please refer to Sections 2.2 and 4.5. 4.7.1.1.4 Policies ESRS E1-2-24, ESRS E1-2-25, ESRS E1-5 MDR-P, GRI 2-24, GRI 3-3 In 2022, CTP introduced an environmental policy for its Czech business related to the ISO 14001 and ISO 50001 certifications as the first step toward developing a Group- wide policy. The Board, collectively, is ultimately responsi- ble for integrating and complying with this policy. The existing policy for the Czech business encom- passes items such as climate change mitigation through the measurement of GHG emissions and energy manage- ment. CTP will update the policy with the development of a transition plan for climate-change mitigation. CTP commits to reaching carbon neutrality by 2050 in line with the Paris Agreement as part of its contribution to climate change mitigation. In addition, the Company aims to align its climate targets with the SBTi. CTP’s Environmental Policy can be found on the Com- pany’s website. 4.7.1.1.5 Actions being taken by CTP ESRS E1-3-28, ESRS E1-3-29, ESRS E1-3 MDR-A, GRI 3-3 For the actions mentioned in this Section, CTP does not distinguish CAPEX specifically for these actions, as they are considered part of normal business operations. The existing portfolio improvement CAPEX will be developed as part of the Transition Plan for Climate Change Miti- gation. Solar energy In 2023 CTP significantly expanded its existing rooftop PV installations on its buildings to deliver renewable ener- gy to its clients and the grid, with 62 MWp of new PV gen- erating capacity installed during the year. CTP secured fi- nancing of EUR 200 million for this development through a 10-year unsecured loan from the European Investment Bank, which the Company will dedicate specifically to the installation of PV installations. Renewable energy Beyond the installation of new PV panels, CTP works to increase the ratio of renewable electric energy where it controls electricity contracts. The efforts taken in 2023 have enabled CTP to increase this ratio from 24% in 2022 to 64% in 2023. This has been done by increasing PV in- stallations and actively seeking out contracts for renew- able electricity. With the implementation of solar and renewable ener- gy—a critical decarbonisation lever—CTP expects to low- er its carbon footprint. As actions are caried out mostly within the portfolio, they will also assist in the reduction of the carbon footprint of CTP’s clients. Construction requirements In 2023, CTP has set up internal requirements, incorporat- ing requirements from the EU taxonomy and the Buildings Research Establishment Environmental Assessment Meth- od (“BREEAM”), for the development of new buildings and improvements to existing buildings. These requirements, which include, among others, energy efficiency, modern technical solutions, and promoting sustainable materials, will enable the Company to increase its alignment with the EU taxonomy and work towards its goal of a net-zero port- folio by 2050 in line with the Paris Agreement. Green lease clauses CTP is working to increase the green lease coverage of its standing portfolio. All newly signed agreements contain green lease clauses, and the Company amends existing contracts to contain green lease clauses where possible to speed up this process. CTP increased its green lease coverage from 19% to 37% of its total gross leasable area (“GLA”) in 2023. Among other goals, this will assist the Company in increasing insight into Scope 3 emissions. This will result in better calculations of reduction targets to be set towards the future as well as giving a better ba- sis for the Transition Plan for Climate Change Mitigation. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 99 Annual Report 2023 CTP N.V. First calculations of embodied carbon emissions To gain greater insight into the embodied emissions with- in its portfolio, in 2022 and 2023, CTP commissioned 61 LCAs across seven of the countries where it operates. Based on the data obtained from these LCAs, CTP was able to calculate a baseline for its embodied carbon emis- sions. This baseline can be found in Section 7.3.1.2 of this Report. In addition to calculating total CO₂ emissions, the analysis allowed CTP to identify the most carbon-intense building components, which allows the Company to engage with suppliers to speed up the introduction of low-carbon building materials and reduce its embodied carbon foot- print. The Group plans in coming years to conduct more life-cycle analyses and to introduce tools that will allow the monitoring of its embodied carbon footprint during the construction process. Certification CTP certifies its standing portfolio according to the Build- ings Research Establishment Environmental Assessment Method (“BREEAM”). As client expectations for the sus- tainable design of newly built facilities are increasing, CTP builds all newly developed projects to the BREEAM New Construction level “Very Good” or higher (except in Germany, where the DGNB rating system is used) to sat- isfy these expectations and to ensure that its buildings receive a high-level energy performance certificate, with regular upgrades to ensure energy efficiency. Other activities To ensure CTP offers spaces that are modern and energy efficient, the Company optimises and introduces improve- ments to its existing portfolio, including adjustments to heating, cooling and lighting operation schedules and temperature set-up points for building systems as well as equipment improvements. One major example is the Com- pany’s ongoing portfolio-wide replacement of fluorescent lighting with LED lighting. 4.7.1.1.6 CTP’s targets ESRS E1-4-32, ESRS E1-4 MDR-T, GRI 3-3 CTP has set and communicated its short-term ESG-re- lated targets for 2026. CTP’s long-term target is to achieve carbon neutrality by 2050 in line with the Paris Agreement. Mid-term goals will be developed together with the Company’s climate transition plan. CTP aims to align its climate targets with the SBTi as a framework toward achieving its mid- and long-term climate targets. The energy and emissions targets are intensity based. Changes and growth in CTP’s portfolio would make abso- lute targets unreliable and unattainable. Intensity targets enable the Company to continue growing and drive the development of buildings with lower intensities. This dy- namic and the interconnectedness of CTP’s actions com- plicate the calculation of their results. The targets described in this section are also part of the tables in Section 4.7.1 of this Report. Decarbonisation levers are also described in this section. CTP sees achieving the current targets is possible by using existing technologies. GHG emissions ESRS E1-4-33, ESRS E1-4-34, GRI 305-1 GRI 305-2 GRI 305-3 Operational carbon footprint Targets set by CTP relating to operational GHG emissions are critical for the Company to achieve carbon neutrality in 2050, as is mentioned in this Section of this Report. The pathway to achieve carbon neutrality is intended to be in line with the SBTi. The Company’s continuous de- velopment and growth requires constant adaptation of its targets. Currently, set targets are not yet in line with the SBTi. As part of the development of the future Transition Plan for Climate Change Mitigation, CTP will develop GHG reduction targets divided into the three Scopes. Based on the baseline described in Section 4.7.1 of this Report, by 2026 CTP’s operational carbon intensity should average a market-based 22.42 kgCO₂e/sqm. CTP has included its market-based emission inten- sities in the table at the beginning of chapter 4.7.1 This change has been made to reflect the effect of invest- ments in purchasing renewable energy through specific contracts. 2022 shows an intensity of 28.03 kgCO₂e/sqm compared to 25.47 in 2023, a 9.1% reduction. When looking at the location-based emissions, CTP has seen an increase in intensity. Specifically, when com- paring the Like-for-Like numbers of 2022 and 2023, there is an 11.8% increase in location-based emissions from 33.12 kgCO₂e/sqm. This increase is driven by increased client energy consumption and an increase in the emission factors in most countries. The increase of renewable energy, as explained in Section 4.7.1.1.5, either purchased by CTP or produced by the Company’s PV installations, are a critical decarbon- isation lever for the reduction of the operational carbon footprint. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 100 Annual Report 2023 CTP N.V. Embodied carbon footprint Though not material following the 2022 DMA, by 2026 CTP targets to have reduced its embodied carbon foot- print intensity by 10% compared to the baseline set in 2023, which was communicated in the 2022 Annual Re- port and Sustainability Report. This is a necessary com- ponent for the Company to achieve carbon neutrality by 2050, including its value chain. Based on the baseline de- scribed in Section 7.3.1.2 of this Report, by 2026 CTP’s embodied carbon for new buildings should average 428 kgCO₂e/sqm. Renewable energy By 2026, CTP targets to have an installed PV generating capacity of 400MWp. PV systems will help the Company achieve its goal of reaching carbon neutrality by increas- ing the amount of renewable energy in its portfolio energy mix. An installed PV capacity of 400MWp by 2026 could lead to a reduction of up to 146 ktCO₂ per year for CTP (based on the average emission factor for countries where CTP operates). Additionally, CTP targets to increase the share of renewable electric energy in the electricity mix that it controls to 80%. This target covers CTP’s corporate con- sumption, the consumption at its parks, and the part of the portfolio where the Group has control over the elec- tricity contracts. Both the actions related to the increase of PV instal- lations as well as the increase of renewable energy within the portfolio should lead to achieving these targets. Green leases By 2026, CTP targets to have 50% of its GLA covered with green leases. The achievement of this target sup- ports the achievement of other Company targets, includ- ing reducing its operational carbon footprint and increas- ing renewable energy consumption. See Section 4.7.1.1.5 for more details on CTP’s green leases. This green lease target is also intended to improve CTP’s carbon footprint and is therefore a critical lever for the Company. EU taxonomy alignment Following the implementation of the EU taxonomy regu- lation and its required disclosure, CTP decided to use the EU taxonomy as one of the cornerstones to enhance its sustainability efforts. By 2026, CTP targets to have 60% of its activities aligned with the EU taxonomy (turnover, CAPEX and OpEx). Baseline values CTP’s baseline values, which are indicated at the begin- ning of Section 4.7.1, are based on the first year of large- scale data collection within the Company. Therefore, anomalies, such as the influence of weather, have not been calculated into the base year. In addition, CTP’s portfolio is in constant growth and client operations might change. 4.7.1.1.7 Energy ESRS E1-5-MDR-M To ensure comparability and to meet disclosure require- ments, CTP reports all energy consumption in MWh. As stated in Section 4.2.6, for this purpose, CTP has recalcu- lated its car and airplane fuels consumed in 2022. CTP collects data from four sources: 1. Portfolio buildings: These are the buildings owned by CTP. 2. CTParks: This relates to the areas CTP has under its control, such as public lighting or the irrigation of green areas. 3. Corporate offices: Offices used for CTP activities. 4. Corporate cars and airplanes: Cars and airplanes owned and used by CTP for business purposes. As stated in Section 4.7.1.1.8, all CTP activities are consid- ered High Climate Impact Sector. For the first three categories, CTP uses meter read- ings, provider invoices, information provided by clients, or landlord reports as a source for its energy consump- tion data. The onboard computers are used as a source for Company vehicles, whereas for its airplanes, CTP uses the logbook data. Data is collected from the individual source level, i.e., the specific car or building. CTP then consolidates the data for each category, after which it consolidates the data to the corporate level. As there are no joint ventures or similar structures, the data is only reported consoli- dated to CTP N.V. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 101 Annual Report 2023 CTP N.V. As stated in Section 4.2.1, CTP includes all the buildings in its portfolio as within the boundaries of coverage. The data coverage is as follows: • Corporate offices: 85% of corporate offices; • Company cars: 100%; • Company airplanes: 100%; • CTParks: 100%; • Portfolio buildings: • Landlord-controlled: 100% of landlord-controlled gross building floor area; • Client-controlled: 75% of client-controlled gross building floor area data was reported, and 65% of the data was complete These percentages also apply to the data coverage for GHG emissions. CTP has seen an increase in the data re- ported when comparing 2023 and 2022 due to increased data availability and portfolio growth. Specifically, the German portfolio has seen a substantial rise in data cov- erage, which includes buildings with high energy consump- tion. For more information on the metrics, please refer to Section 7.3.1.1 of this Report. As indicated in Section 4.2.1, energy-related metrics have been assured by an inde- pendant third party. 4.7.1.1.8 Greenhouse gasses ESRS E1-6-MDR-M, ESRS E1-6-47 CTP operates in the real estate sector, which is not sub- ject to the EU Emission Trading Scheme 1 (“ETS”). CTP’s activities fall under construction and real estate activities under the NACE Revision 2 2 . Both activities are considered a High Climate Impact Sector. This requires CTP to report all GHG emissions from all its activities. CTP classifies GHG emissions following the GHG Pro- tocol 3 , which are the emissions resulting from: • corporate operations, Scopes 1 and 2; • refrigerant losses, Scope 1; and • Upstream and Downstream emissions, Scope 3. In Scope 3, CTP reports on the following categories: • Category 1: Purchased goods and services—these are the emissions embodied in its buildings. CTP chose Category 1 as it purchases goods and services re- quired for the development of buildings; • Category 6: Business travel—t his is all travel not done by Company car or airplane; • Category 13: Downstream leased assets—these are the leased buildings or areas in leased buildings. CTP considers the remaining categories as not relevant due to the expected size of emissions. For some catego- ries, CTP has no activities that are connected. For the re- maining categories, the Company considers its impact to be limited compared to the reported categories. 1 Directive 2003/87/EC, annex I 2 Commission Delegated Regulation (EU) 2022/1288 3 Link to GHG https://ghgprotocol.org/ Energy data, as mentioned in Section 7.3.1.1, in combi- nation with relevant emission factors, form the basis of GHG emissions calculations. For emission factors, CTP uses the following sources: • for fuels, CTP uses the UK Government GHG Con- version Factors for Company Reporting by the UK’s Department for Environment, Food, and Rural Affairs (DEFRA); • for electricity, it uses “2023_02_emissions_factors_ sources_for_2022_electricity_v10” published by car- bonfootprint.com; • for district heating, local sources are used. For more information on the metrics, please refer to Sec- tion 7.3.1.2 of this Report where the Company reports in CO₂ equivalents. As indicated in Section 4.2.1, the emis- sions-related metrics have been assured by an independ- ant third party. For data coverage, please refer to Section 4.7.1.1.7. 4.7.1.1.9 Emissions removals & internal carbon pricing ESRS E1-7, ESRS E1-8 CTP is focused on actively reducing GHG emissions and has therefore decided not to engage in GHG emission removal. Similarly, CTP has not adopted internal carbon pricing. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 102 Annual Report 2023 CTP N.V. 4.7.1.1.10 Financial effects GRI 201-2 In 2022, as a part of overall risk management, CTP con- ducted its first physical climate risk assessment to evalu- ate the exposure of its properties to acute and chronic cli- mate-related risks using a third-party climate modelling tool. Assessment was expanded in 2023 covering proper- ties acquired and developed in 2023. In this assessment, the Company used different RCP models made available by the IPCC, considering items such as but not limited to coastal flooding, extreme heat, and water stress. ESRS E1-9-66, GRI 201-2 The climate-related risks identified as potentially the most impactful to CTP are coastal flooding and rising sea levels. These risks have been analysed as short-, mid-, and long-term. Even the least severe models (SSP2 (medium challenges to mitigation and adaptation)) show sea levels will increase to such an extent that, in the long term, the Company’s Dutch portfolio could be below sea level. This is also the case for a limited number of assets on the Ger- man Wadden Sea coast. However, as the Dutch and Ger- man governments are taking measures to mitigate these risks, CTP considers these risks as policy risks, thereby making this a transition climate risk. As a result of its analysis, CTP concludes that five of its properties 1 are at risk of climate-related physical risks; at most, this repre- sents0.9%of the value of the portfolio. 1 Properties located in NUTS Code areas NL3, DE8, and DE9 ESRS E1-9-67, GRI 201-2 As part of the above-mentioned climate risk assessment, transition climate risks were also studied. The Company used the CRREM tool to assess which buildings might re- quire additional investment to raise energy efficiency to meet expected regulatory requirements. However, as CTP buildings support a wide variety of uses, even within a CRREM category, the Company considers there are limits to the applicability on its portfolio. Client energy consumption is included in the analysis, and con- sumption can vary widely depending on the client’s indus- try. As an example, the size of the cold storage area within a warehouse is not considered as an input although it has great influence on the building’s energy consumption and therefore on the outcome of the assessment. With the EU’s Energy Performance Buildings Directive (“EPBD”) upcoming, CTP considers other aspects, such as the En- ergy Performance Certificate (“EPC”) to be better indica- tors of the energy efficiency of its buildings. CRREM was used as a testing and indication tool, with the deeper investigation for transition climate risks relat- ing to EPCs. Over time, as local building codes introduce stricter requirements to achieve specific levels of EPCs, CTP continuously upgrades its portfolio to ensure that it retains its high energy classifications. Construction of new buildings follows up-to-date requirements and CTP’s internal ESG requirements, which in many cases go be- yond code requirements. CTP carried out an analysis of its clients, which con- firms that none of its clients operate in the coal, oil, or gas-related sectors. ESRS E1-9-68, GRI 201-2 CTP will calculate expected costs related to material physical and transition climate risks. This will include cu- mulative upgrade costs for transition risk and amortisa- tion of the loss in property value for physical risks. ESRS E1-9-69, GRI 201-2 In recent years, Europe has experienced volatility in en- ergy prices. As a result, CTP’s clients have become more aware of the cost of energy in the short and long term. Although energy prices stabilised toward the end of 2023, there is a visible increase in client demand for energy from renewable sources, which creates a business opportunity for CTP. CTP expects its energy business, which provides renewable energy generated onsite at its parks to clients, as well as other energy-efficiency measures that the Company takes, to attract more companies that consider total cost of occupancy as a main driver. ESRS E1-9 MDR-M CTP is a dynamic company with continuous growth through construction and acquisitions. The consistent arrival of new clients and ongoing changes to their oper- ations affect the consumption of utilities within the port- folio. This makes the creation of metrics difficult and re- quires more detailed analysis. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 103 Annual Report 2023 CTP N.V. 4.7.1.2 Water GRI 303-1, 303-2 Although the results of CTP’s DMA show that its interac- tion with water is limited and not material, the Company prioritises a responsible approach toward water manage- ment as part of its broader business strategy, taking into consideration, among others, the alignment criteria being introduced by the EU taxonomy in this area and the po- tential negative impact of climate change on the availabil- ity of potable water in Europe. The Group considers its interaction with water from two perspectives: 1. consumption of drinking water; and 2. support for the natural water cycle. The consumption of drinking water that CTP is responsi- ble for mostly applies to the Group’s corporate activities and its amount is limited. In its portfolio CTP makes efforts to influence the reduction of water consumption by clients. For operating buildings, new developments and refurbishments, CTP uses the most water-efficient fixtures as standard in line with the EU taxonomy and installs state-of-the-art grey water and rainwater systems where feasible. In addition to providing efficient technical solutions, CTP encourages clients to reduce water consumption through green lease clauses. In the collection of water-related figures for the port- folio, CTP does not distinguish between the usage. This results in the potential inclusion of water used by clients, i.e., water used for production activities, in the figures. CTP’s support for the natural water cycle includes biodi- verse landscaping at its parks that limit paving and help to retain groundwater, as well as the installation of rainwa- ter and grey water systems where feasible. As CTP’s as- sets are land-intensive, these measures help to mitigate the Company’s negative impact on climate-related water risks, such as water stress. CTP reviews its portfolio for buildings in high water stress areas. This review indicates that around 17% of the buildings are located in such areas as defined by the Aque- duct Water Risk Atlas. More detailed information can be found in Section 7.3.1.2 of this Report. 4.7.1.3 Resource use, circular economy, and waste management GRI 306-1, 306-2 Although the results of CTP’s DMA show waste is not ma- terial, the Company prioritises a responsible approach to- ward waste management as part of its broader business strategy, taking into consideration, among others, the alignment criteria being introduced by the EU taxonomy in this area. Waste management is a significant part of the circular economy, and CTP takes steps to manage waste properly, as described below. Waste management CTP, in its business activities, approaches the topic of waste management in three dimensions: • construction waste; • corporate; and • clients. To ensure proper management of waste at the construc- tion stage, CTP introduced requirements for new devel- opments and refurbishments, which cover both BREEAM New Construction and EU taxonomy criteria. Corporate offices generate a small amount of munici- pal waste. To ensure that waste leaving CTP’s offices can be recycled, the Company uses selective waste collection in line with local waste management systems. At the Company’s buildings, clients are usually respon- sible for and control their own waste management. CTP designs its parks in such a way that clients have sufficient space to introduce and maintain a system that allows sep- arate waste collection. For more information, please refer to Section 7.3.3 of this Report. Energy-related metrics have been assured by an independant third party. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 104 Annual Report 2023 CTP N.V. 4.7.2 Embedding Parks in Communities Despite the results of the 2022 DMA, where no material topics that would fall under this pillar were identified, as part of its business strategy CTP values positive engage- ment with the communities where it operates. Among its benefits, cooperation with local municipalities helps facil- itate long-term sustainable growth possibilities for CTP and its clients. As a part of its owner-operator business strategy since its inception, CTP strives to be a good cor- porate neighbour through various ongoing initiatives, in- cluding investments in public infrastructure, collaboration with local universities and schools, and support for local charities. In recent years, the Company has made sig- nificant investments to develop and operate community space at its parks, most notably its multi-use Clubhaus community centres at select park locations. see Section 4.7.2.1. EMBEDDING PARKS TARGETS Category Baseline YE 2022 Performance 2023 Targets YE 2026 Community-engaging activities Starting point 30 20 annually Top 50 CTParks verified whether feasible for access by public transport Starting point 71% 100% City locations are connected via bike lanes Starting point 30% 80% Parks offering EV charging facilities (above 100,000 sqm GLA) Starting point 50% 100% CLUBHAUS CONCEPT CTP developed the Clubhaus concept at its first park, CTPark Humpolec, in 1999 as part of the Company’s HQ at the time, setting the ground- work for later roll-out. In 2018, CTP built its first stand-alone service centre—renamed Club- haus in 2020—at CTPark Bor to provide a central hub for this large park on the Czech-German border. The Clubhaus at CTPark Bor includes meeting spaces, a restaurant, cafe, doctor’s office, and shared offices. It is nicely landscaped and adjacent to an exercise area and sports fields. CTP holds events at the Clubhaus and meets both clients and the surrounding community for discussions and training sessions. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 105 Annual Report 2023 CTP N.V. 4.7.2.1 Providing community space GRI 413-1, EPRA COMTY-ENG The most significant way to embed parks in communities is by creating space for the community and to organise activities. In 2023, CTP organised activities at its parks in 7 out of the 10 countries in which it operated. One of CTP’s main efforts in this area is its commu- nity Clubhaus concept, which functions as the focal point of a CTPark, fostering deeper community relations. Each Clubhaus is a distinct, modern multi-functional centre that offers space to the park community for meetings, educational activities, and social gatherings. Depending on location, they include restaurants, cafés, minimar- kets, and medical facilities. The buildings are surround- ed by natural landscaping and are adjacent to outdoor sports facilities, making them a focal point for the park and for the surrounding community. First developed as a stand-alone facility at CTPark Bor in the Czech Repub- lic, CTP formalised the Clubhaus brand in 2020. In Q4 2023 CTP opened a Clubhaus location at CTPark Ostra- va in the Czech Republic and launched construction of its sixth Clubhaus at CTPark Warsaw West, its first in Po- land, scheduled to open by end-2024. As at end-2023, the CTPark Network includes five Clubhaus locations, includ- ing at CTPark Budapest West and at CTPark Bucharest West, which received BREEAM “Outstanding” certifica- tion in 2022. CTP plans to open more Clubhaus locations throughout the CTPark network based on park size and client interest. CTP conducts Environmental Impact Assessments (“EIAs”) where they are required. Similarly, these EIAs are public where required by local law. AFFORDABLE HOUSING At Ponāvka, CTP’s mixed-use development in Brno, the Company has developed three residential “Domeq” buildings with a total of 311 rooms for students and young professionals. At CTPark Bor, CTP has developed affordable housing totalling 800 beds for seasonal workers and is currently working on a similar project near CTPark Bucharest West. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 106 Annual Report 2023 CTP N.V. 4.7.2.2 Accessibility and clean mobility GRI 203-1 The accessibility of CTP’s parks is paramount to its busi- ness, particularly as its main asset class is logistics hubs that support longer-distance transportation. The Compa- ny develops its parks in strategic locations with an availa- ble local workforce that positively impact transportation flows—both longer-distance transport and short-dis- tance commuting, thereby indirectly reducing emissions related to this transportation. CTP works actively with local and regional govern- mental agencies to create bus lines with access to its parks and other related infrastructure where feasible. One example is Brno, in the Czech Republic, where CTP operates bus lines to enable client employees to access its parks without using personal cars. CTP has also started installing electric vehicle (“EV”) chargers at different parks. By 2026, all the Company’s parks above 100,000 sqm of GLA would have access to EV charging facilities. As of 2023, 50% of the Group’s parks have charging facilities installed. CTP values the bicycle as a mode of transport and in- vests in two areas to promote bicycling to work: parking facilities for bikes and bike lines. At at the end of 2023, 30% of CTP’s parks are connected to nearby cities and town by public bike lanes. By 2026, CTP’s goal is to in- crease this to 80% . BIKE INFRASTRUCTURE CTP develops parks so that they are accessible and safe for bikers and pedestrians, developing bike paths off the main roads to provide employees and surrounding communities with both safe passage to work and an exercise track. In addition, CTP installs bike racks and electric charging stations for bikes (and cars) to support clean transportation options for workers. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 107 Annual Report 2023 CTP N.V. 4.7.2.3 Green spaces and biodiversity As part of its long-term business strategy, CTP considers green spaces and nature-based solutions to be a comple- mentary component of its parks. CTP’s biodiversity pro- jects focus on local solutions (e.g., native trees and shrub- bery, insect hotels, apiaries), as the Company considers that needs are best understood and addressed at the park level. At around 40% of its parks, CTP has taken actions to promote biodiversity. Beyond these ongoing actions, in 2019 CTP invested into around 560 hectares of partially degraded forests near Zlín and Mladá Boleslav in the Czech Republic. Over the last few years, CTP has been working to restore these forests and to expand biodiversity, in part through the planting of different kinds of native saplings. GREEN ENVIRONMENTS All CTParks are designed with relaxing landscaping to create a pleasant work environment, improving both health and efficiency. Outside our parks, CTP owns 560 hectares of forest in the Czech Republic, where its employees planted a variety of 130,000 trees, improving the biodiversity of the area in addition to cleaning out garbage in both CTP’s forest and areas surrounding our parks. CTP maintains the health of its green areas by ensuring a wide ar- ray of biodiversity, including insect hotels and beehives at its parks. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 108 Annual Report 2023 CTP N.V. 4.7.3 Stimulating Social Impact & Well-being As confirmed by the 2022 DMA, CTP’s impact goes far beyond the parks and buildings that it creates. For more information on the results of the DMA, please refer to Section 4.7.3.2. CTP is a people-focussed business, with over 730 of its own employees, over 1,000 clients, and over 75,000 people working at the Company’s properties. Both within the Company and in the communities where it operates, CTP, in collaboration with clients, local municipalities and NGOs, introduces and/or supports activities that promote well-being. The Company has a long and significant track record of social engagement and giving back to local com- munities with a wide range of support, including charity donations targeting disadvantaged youth and other vul- nerable members of society and support for education, and job retraining programs. CTP’S TARGETS FOR STIMULATING SOCIAL IMPACT & WELL-BEING Category Outcome 2023 Targets 2026 Framework for employee satisfaction monitoring in place Not in place In place Framework for client satisfaction monitoring in place Partially in place * In place * satisfaction monitoring in place in selected parks COMMUNITY COLLABORATION To encourage young en- trepreneurs and educate them about various pro- fessions, CTP collabo- rates with local schools and universities, for ex- ample the Brno University of Technology, and hosts field trips for students to our clients’ facilities. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 109 Annual Report 2023 CTP N.V. COMMUNITY EVENTS ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 110 Annual Report 2023 CTP N.V. 4.7.3.1 Interests and views of own employees ESRS S1 SBM-2-12 CTP’s employees are fundamental to the Company’s op- erations and are a vital stakeholder group. CTP employees are encouraged to share their ideas to improve the Company as a whole. To ensure that their input and ideas reach the people at the highest levels of the Company, CTP introduced the “CTInnovations “ initia- tive. This initiative is backed by a dedicated email address, which functions as a modern version of a suggestion box. The philosophy behind the idea is: There is always room for improvement across each facet of the Company’s op- erations. CTP reviews and evaluates the input received on a monthly basis. The ideas with a tangible benefit for the Group are implemented and the proponent awarded for their input. CTP recognises the importance of respecting and upholding human rights within its operations, particu- larly as they pertain to its own workforce. Commitments are rooted in words and in actions that align with global standards, such as the UN Global Compact principles and the OECD Guidelines for Multinational Enterprises. CTP also has its grievance channels in place, which are mentioned in Section 4.7.3.4 of this Report. The pur- pose for these channels is to give stakeholders a chance to share grievances with the Company. 4.7.3.2 Material impact, risks and opportunities, and their interaction with strategy and business model ESRS S1 SBM-3-13 Following the 2022 DMA, three material topics related to CTP’s own workforce have been identified: 1) health and safety; 2) employee recruitment and development; and 3) diversity, equity, and inclusion. ESRS S1 SBM-3-14, ESRS S1 SBM-3-15 CTP has identified risks related to health and safety across its own business, including those from third par- ties who directly report to CTP employees. These risks are especially important during construction, as mismanaged safety aspects could result in an increased risk of injuries on construction sites. This risk is commonly addressed across the construction industry and therefore applies to CTP’s supply chain. Although management of the down- stream value chain (clients’ operations) is beyond CTP’s control and responsibility, many of CTP’s clients address health and safety as a material topic and is therefore typ- ically well managed by them. CTP considers employee recruitment and develop- ment as a risk and an opportunity. Proper career devel- opment schemes, engagement, and employee satisfaction management create opportunities to attract and retain talent. Lack of proper management of these topics can create a risk of filling vacancies. As mentioned in Section Sections 3.2 and 4.7.1.1.5, CTP is developing activities related to renewable energy. The growth of this business line within the Company cre- ates employment opportunities for new candidates and offers a development path for existing staff. CTP adheres to all applicable health, safety, and labour laws. CTP has not identified any parts of its own opera- tions or geographies in which it operates that could be at risk of child, forced, or compulsory labour. ESRS S1 SBM-3-16 Energy business-related opportunities as well as employ- ee recruitment and development risks and opportunities apply to all CTP employees, independent of position, age, or gender. More details about employee demographics can be found in Appendix 7.4. Health and safety aspects apply mostly to employees working in construction sites. 4.7.3.3 Policies related to CTP’s workforce ESRS S1-1-19, ESRS S1-1 MDR-P, GRI 3-3, 403-1 Currently, CTP policies partially cover the material topics “health and safety” and “diversity, equity, and inclusion”. Health and safety is covered by CTP’s Code of Con- duct. This code sets out the expected behaviour of CTP’s Executive Directors and Company staff. Working rela- tionships and workplace safety are among the specific topics mentioned in the Code of Conduct. CTP’s Executive Directors are accountable for implementation of the code. CTP’s Code of Conduct has been established in accord- ance with the Dutch Corporate Governance Code and ref- erences multiple conventions as applicable. CTP’s Code of Conduct is available on the Company’s website. CTP’s Diversity and Inclusion Policy, which can be found on the Company’s website, covers diversity and in- clusion within the Company. This policy sets out the rules for diversity and inclusion regarding the composition of the Board and Senior Management, policy implementa- tion, and annual reporting on its implementation during the year. CTP’s Non-Executive Directors are accountable for the implementation of the policy. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 111 Annual Report 2023 CTP N.V. CTP also has an Anti-Discrimination and Harassment Pol- icy, information on which can be found below. The Non-Ex- ecutive Directors are accountable for the implementation of the policy. ESRS S1-1-20, ESRS S1-1-21, ESRS S1-1-22 CTP’s Group Code of Conduct is related to conventions such as OECD Guidelines for Multinational Enterprises, UN Guiding Principles on Business and Human Rights, ILO core conventions, and the International Bill of Human Rights. The Code of Conduct explicitly prohibits human trafficking, forced labour and child labour. CTP’s Code of Conduct describes the process in detail and is available on the Company’s website. ESRS S1-1-23 CTP has no Group policy or management system on work- place accidents. Employees are trained based on local regulations. ESRS S1-1-24 CTP has an Anti-Discrimination and Harassment Policy. This policy defines discrimination as “such behaviour (ac- tion) including negligence when one person is treated less favourably than another person is treated, was treated, or would be treated in a comparable situation.” This may be for various reasons, including but not limited to race, nationality, age, gender, and sexual orientation. CTP has a grievance mechanism described in Section 4.7.3.4. The policy explains the procedures to prevent, mitigate, and address discrimination, as well as the actions taken once instances of discrimination are detected. CTP’s Anti-Discrimination and Harassment Policy is available on the Company’s website. 4.7.3.4 Employee engagement ESRS S1-2-27, ESRS S1-2-28, ESRS S1-2-29 As of the publication of this Report, CTP does not have a formal, Group-wide process or Global Framework Agree- ment in place to engage with its workforce about negative impacts. Engagement takes place on an ad hoc basis as part of manager-employee meetings. Due to CTP’s flat organisational structure, information flows faster and more freely based on the needs and requirements up and down the organisation. By 2026, CTP aims to have a systemised approach towards measuring engagement in place. This target can also be found Section 4.7.3. As of this Report, CTP has not identified a group of people in its workforce that is particularly vulnerable. As CTP has no plans to discontinue any of its business activities that would impact its employees, engagement with employees on this topic is not required. In Section 4.7.3.1 of this Report, reference is made to the “CTInnovations “ initiative which is managed by mem- bers of the Czech management team. Though the initia- tive is more directed towards business operations, CTP is proud of engaging with its employees in this manner. 4.7.3.5 Remediation of negative impacts and channels to raise concerns ESRS S1-3-32, GRI-2-26 CTP offers its employees multiple, layered channels that enable them to raise their concerns about negative im- pacts. These include: • the appropriate supervisor; • a designated company contact; • the Group AML & Compliance Officer (compliance@ctp.eu); or • an anonymous grievance channel. Both the reporter and the receiver of the report must fol- low the procedures set out in the Group Grievance Investi- gation Procedure and the Group Anti-Discrimination and Harassment Policy. At CTP, the tracking and monitoring of issues raised through the Company’s grievance channels are metic- ulously managed using the FaceUp website application, which provides real-time oversight and detailed report- ing capabilities. This system, overseen by the Group AML & Compliance Officer, ensures that all concerns are promptly addressed and allows for the active involvement of stakeholders in verifying the effectiveness of the griev- ance mechanisms. Furthermore, to ensure continuous improvement and accountability, a comprehensive report on the handling and resolution of these issues is regularly presented to the Audit Committee/Board, demonstrating the Company’s commitment to transparency and effec- tive issue resolution. The grievance channel can be used for all non-compli- ance concerns, including ESG matters. Currently, CTP assess the effectiveness of remedia- tion of negative impacts on case-by-case basis. ESRS S1-3-33 The grievance channel is managed by an external provider to ensure anonymity. Non-retaliation is ensured in CTP’s Whistleblower Policy. The mechanisms CTP uses to en- sure familiarity with these channels are described in Sec- tion 4.7.4 on policies and corporate culture. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 112 Annual Report 2023 CTP N.V. 4.7.3.6 Actions and resources ESRS S1-4-37, ESRS S1-4 MDR-A, ESRS S1-4-38, ESRS S1-4-39, ESRS S1-4-40, ESRS S1-4-41, ESRS S1-4-43, GRI 2-30, 401-1, 404-1, 404-2, GRI 3-3, GRI 403-1 All of CTP employees are covered in health and safety as required by local law. Workplace safety is secured through risk identification and staff training where needed. As part of its allocated resources, CTP provides training in- ternally and externally to its employees to create aware- ness and mitigate the risks involved. Depending on location, Company-supported employ- ee benefits include health-club membership cards, pri- vate medical services, sports classes, group participation events, and Company gatherings. These are decided local- ly, and their specifics may change over time. Metrics used for tracking this topic can be found in Section 4.7.3.18. CTP makes ongoing investments in its professionals to provide them with opportunities to develop profession- al and personal skills. The Group provides support for its people to pursue MBAs and other professional qualifica- tions (e.g., RICS, CFA) and also provides in-house train- ings and external seminars and conferences. CTP evaluates employee performance quarterly or annually, and KPIs are reviewed with managers during feedback sessions. To train the next generation of managers and educate its talent pool, CTP holds regular management events, where Senior Management gather to exchange views on the markets and best practices and to learn from both internal and external guests. Other opportunities for knowledge-sharing within the Company include regular CFO meetings and Construction Directors’ meetings, among others. Metrics for tracking this topic can be found in Section 4.7.3.17. Labour and human rights are addressed through mul- tiple activities, starting with developing and maintaining Company practices. These range from regular open con- versations with employees to the management of griev- ance channels to ensure that potential breaches are ana- lysed and resolved. Potential impacts on CTPs own workforce have be- come part of the risk management, described in Section 4.2.2 of this report. The results shows that risks to its own workforce are negligible. Financial resources allocated to employee training and development are considered business as usual both in 2023 and in the future. To ensure CTPs operations do not contribute to mate- rial negative impacts, the Company sets goals addressing the opinions of its employees. Moreover, CTP has taken no actions to counterbalance potential negative impacts due to its pathway towards a greener, climate-neutral economy as it sees that there will be more job creation within the Company than loss of jobs. Current actions are planned and executed on a case-by-case basis. 4.7.3.7 Targets ESRS S1-5-44, ESRS S1-5-46, ESRS S1-5 MDR-T, ESRS S1-5-47, GRI 3-3, 403-1 CTP considers gender equality to have a positive impact on the Company and has set continuous targets to achieve this. Below Board level, CTP aims to have each gender rep- resented by at least 45% of the total number of employ- ees, i.e., at least 45% women and at least 45% men. For the Board, the Group has enhanced its Diversity and Inclusion Policy dated 8 November 2022, available on CTP’s website. These above-mentioned targets are recurrent on an annual basis. By the end of 2024, CTP will enhance the performance management of all its employees through the introduction of a Group-wide system. By 2026, CTP will implement a framework to monitor employee satisfaction and engagement, which will be used to establish more specific workforce-related targets. Stakeholders’ views and opinions shaped the results of the 2022 DMA. They are considered for the weight each material topic has in the results. These results shape the priorities and therefore indirectly the targets. These pri- orities are explained to the relevant teams and were used to develop the targets. These targets are verified at the Group level. CTPs targets are monitored through the reporting process once a year to be reported in the Annual Report and adjustments are made accordingly. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook AppendicesBusiness Environment Governance Financial Statements 113 Annual Report 2023 CTP N.V. 4.7.3.8 Our People ESRS S1-6-48, ESRS S1-6 MDR-M The Company employs permanent and temporary em- ployees (full-time as well as part-time workers). CTP also cooperates with contractors to support its business operations. CTP employees consist mostly of business development/sales professionals, construction project managers, construction engineers, property management experts, lawyers, and accountants. Over the last years, CTP has experienced significant growth in the number of buildings it operates and in its revenue. With this growth, CTP has experienced a signif- icant increase in the number or people it employs. From 553 FTE (full-time equivalent) employees in 2021 to 667 FTEs in 2022 and 732 FTEs at year-end 2023. At year- end 2023, the headcount stood at 746. In 2023 CTP hired 313 new colleagues, a year-on-year increase of 8.1%. CTP continues to work hard on the roll-out of many different HR-related services. CTPs turnover rate in 2023 was 33%. The reported data was collected through the CTP’s newly introduced HR system. For more information on employee metrics, including diversity, please refer to Section 7.4.1 of this Report. For a representative number in the Financial Statements, please refer to Note 12 in the Financial Statements. The metric related to CTP employees are principal- ly related to gender diversity, i.e., the percentage of men and women represented within the Company. As the data reported is based on year-end data, and CTP implement- ed dedicated software, CTP assumes data entry was done accurately. Diversity figures are not externally validated. 4.7.3.9 CTP’s culture CTP has a unique entrepreneurial culture. Its flat manage- ment structure allows the Group to make decisions quick- ly, take calculated risks, and be at the vanguard among its peers in bringing in new innovations. This gives the Com- pany a clear edge over many industry players. Company culture is also reflected in CTP’s “Full Speed” motto. The Group employs ambitious professionals who are continuously looking for new opportunities, new loca- tions, new innovations, and new markets to better serve the Company’s clients. Their responsiveness—to market trends, new technologies, and the needs of the Group’s clients, which often change during the tenancy—has made CTP the market leader it is today. CTP’s employees have a real “can-do” mentality and a “hands-on” approach. They are competitive and crea- tive and have a clear sense of commitment to delivering the best possible product for clients. It is their nature to operate from a long-term partner perspective for CTP’s clients and the communities that the Company serves and where it operates. This is also reflected in the Group’s commitment to sustainability, with sustainability being an integral part of all Company processes. CTP’s construc- tion teams build energy-efficient buildings to minimise resource usage and reduce the size of the Company’s en- vironmental footprint. They go the extra mile to ensure that the Group’s properties are not only business-smart but also people-friendly. CTP empowers its local teams, with local manage- ment having a great level of independence. The Group’s international corporate team is there to support the country teams, share best practices and implement com- mon processes. This allows CTP to provide a true interna- tional work environment. In total, the Group’s employees represent 24 different nationalities. 4.7.3.10 CTP’s values CTP’s values drive its success, as the implementation of the Company’s business model demands excellence at each step of the process, allowing the Group to deliver on its promises. Recruitment is focused on selecting professionals who fit CTP’s culture and whose values align with the Company’s to ensure that teams are working towards common goals. The Group has five deeply rooted values, which inspire its teams to do what they do best: develop sustainable, innovative, and high-quality industrial and logistics build- ings. As a long-term owner, CTP’s responsibility towards its partners, clients, communities, employees, and other stakeholders is preserved by its values. COMMITMENT We are committed to building buildings that are fu- ture-proof and serve the needs of our clients. This is at the heart of what we do and what we are passionate about. We go the extra mile and beyond what is expected, as we are long-term owners and develop to hold. We use high-quality materials that last, reducing maintenance, operational and energy costs to lower the overall cost of occupancy for our clients. We have a unique product range to provide our clients with sustainable solutions. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook AppendicesBusiness Environment Governance Financial Statements 114 Annual Report 2023 CTP N.V. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 115 Annual Report 2023 CTP N.V. ENTREPRENEURIAL We are an entrepreneurial company. We react quickly to both market changes and clients’ needs, take calculated risks and grab opportunities to enhance our leading market position. It is our nature to be competitive, innovative, and agile, while we always strive to do things better than they have done before, which has brought us this far. We take a hands-on and boots-on-the-ground approach with local teams that have a high level of responsibility – allowing them to make decisions quickly and adapt to local market circumstances. ACCOUNTABILITY We are accountable towards our clients, investors, em- ployees, and communities. We set ourselves clear goals, communicate effectively, come up with solutions and pay attention to details. As a long-term partner, we take own- ership, keep all points of contact in-house and understand the strategies and needs of our stakeholders to deliver on our promises and remain their partner of choice. SUSTAINABILITY Sustainability underscores our long-term commitment to growth and informs all that we do today. That’s why we build highly efficient buildings to reduce energy and water consumption, always to BREEAM standards, and with our entire built portfolio BREEAM In-Use certified, a first for any leading industrial developer. All our sustainability ef- forts are part of our larger goal to become carbon neutral. COMMUNITY Our parks are full of people: our people, our clients, their employees, and their families. We encourage healthy net- works between all stakeholders and local communities, with the goal of improving the quality of life for all involved. We do this by investing in the surrounding communities, providing public relaxation/exercise facilities, developing relationships with local schools and universities, and cre- ating community centres in our parks and office buildings. 4.7.3.11 Non-employee workers ESRS S1-7-55, ESRS S1-7 MDR-M, GRI 2-8 CTP contracts non-employee workers with different skills, depending on Company needs, mostly in support roles. They work in a variety of activities within the Com- pany, from receptionists to legal support. CTP defines non-employee workers as individual freelancers, i.e., peo- ple who send their own invoices for work done. At the end of 2023, a total of 46 people were active as non-employee workers at CTP. Numbers are not available for previous years. There are no specific metrics related to non-employee workers that CTP measures its perfor- mance against. 4.7.3.12 Collective bargaining and social dialogue ESRS S1-8-60, ESRS S1-8-63, ESRS S1-8 MDR-M CTP enables the appointment of employees’ represent- atives and their participation in social dialogue between the Company and employees in accordance with local legislation. However, CTP does not have employee repre- sentatives operating withing the Company. No collective bargaining process or collective agreement has been im- plemented. Therefore, no employees are covered by this process or agreement. There are no specific metrics related to collective bar- gaining and social dialogue that CTP measures its perfor- mance against. 4.7.3.13 Diversity and inclusion ESRS S1-9 MDR-M The metric CTP measures is the percentage of men and women among the Board, Senior Management, and staff. For information on diversity across the Company, please refer to Section 7.4.1 of this Report. 4.7.3.14 Adequate wages ESRS S1-10-69, ESRS S1-10 MDR-M As CTP operates in a highly competitive environment, an attractive compensation package is provided to cur- rent and new employees. Wages as a part of this pack- age are competitive and adequate to market standards. To keep wages competitive, employee compensation is reviewed annually. CTP ensures equal pay across all coun- tries. There are circumstances when it is appropriate to pay employees differently, even if they are doing similar jobs, for example because of differences in skills or differ- ences in performance. Where any unjustified differences are found, we make the necessary adjustments to ensure equal treatment There are no specific metrics related to adequate wages that CTP measures its performance against. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 116 Annual Report 2023 CTP N.V. 4.7.3.15 Social protection ESRS S1-11-74, ESRS S1-11 MDR-M All CTP employees’ social protections are covered by local regulations, including but not limited to sickness, unem- ployment, parental leave, and retirement. The Company offers no additional protections beyond the local legal re- quirements. There are no specific metrics related to social protec- tion that CTP measures its performance against. 4.7.3.16 Disabilities ESRS S1-12-79, ESRS S1-12 MDR-M CTP employs 7 people with disabilities, which represents 0.9% of all employees. These figures are based on internal data based on definitions used locally and have not been externally verified. There are no specific metrics related to employees with disabilities that CTP measures its performance against. 4.7.3.17 Training and development ESRS S1-13-83,GRI 3-3, 404-1, 404-2, 404-3, EPRA EMP-TRAINING, EMP-DEV, ESRS S1-13 MDR-M CTP enabled employees to participate in a total of 12,098 hours of training, which leads to the following averages: AVERAGE HOURS OF TRAINING RECEIVED Male Female Under 30 9.1 7.5 30-50 21.2 19.2 Over 50 10.7 6.2 Total 18.2 15.6 CTP does not have a formalised system in place for per- formance and career development reviews. Therefore, it is not aware of the percentage of employees who have re- ceived or participated in these reviews. The metric CTP follows is the average hours of train- ing received annually by its employees. No targets have been set; however, training and developing staff improve the Company’sa structure and performance in the long- term. 4.7.3.18 Keeping our people healthy and safe ESRS S1-14-88, EPRA H&S-EMP, H&S-COMP, ESRS S1-14 MDR-M, GRI 403-3, GRI 403-6, GRI 403-7, GRI 403-8, GRI 403-9, GRI 403-10 The action CTP takes to improve health and safety can be found in Section 4.7.3.6– Actions and recourses. No Group health and safety management systems are in place. Health and safety is managed based on local reg- ulations, which covers all employees. In 2023, CTP had no fatalities within its operations. 1 case of a work-related accident was recorded, leading to 23 days lost, and 0 cases of recordable work-related ill health. CTP’s absentee rate is 8% ¹, with the total number of lost days being 12,022. These numbers cover only cur- rent CTP employees. No additional metrics were prepared. These figures are based on internal data based on definitions used locally and have not been externally verified. 4.7.3.19 Work-life balance ESRS S1-15-93; GRI 401-3, ESRS S1-15 MDR-M By law, all CTP employees have the right to take fami- ly-related leave when needed. The table below shows the percentage of employees entitled to family-related leave as defined in the ESRS disclosure requirements, and the percentage that have taken it. WORK-LIFE BALANCE Male Female Percentage of entitled employees that took family-related leave (male & female) 28.0% 90.0% Percentage of employees entitled to family-related leave (all) 6.4% There are no specific metrics related to work-life balance that CTP measures. These figures are based on internal data based on definitions used locally and have not been externally verified. 4.7.3.20 Remuneration (pay gap and total remuneration) ESRS S1-16-97, GRI 2-21, 405-2, EPRA DIVERSITY-PAY, ESRS S1-16 MDR-M CTP provides appropriate compensation without discrimi- nation. For jobs at the lower end of the pay scale, the Com- pany uses fixed salary structures. More senior positions consist of fixed and variable compensation components. This ensures people are paid fairly and equally. Despite differences, CTP ensures that men and wom- en are compensated equally for the same job. The pay gap calculation has been made using the equation provided by the ESRS. CTP has identified seven employee categories, considering seniority and job position. The gap is calcu- lated for each category, after which the number of em- ployees in each category weighs the difference. Addition- ally, as CTP operates in 10 countries with widely different purchase power levels, adjustments for Purchase Power Parity (“PPP”) have also been made. Based on these fac- tors, the pay gap at CTP is 4.2% ². 1 Absentee rate includes any legal reason for absenteeism, including maternity leave” 2 The pay gap, unadjusted for PPP is 6.3%. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 117 Annual Report 2023 CTP N.V. The table below shows the compensation ratio for the highest paid individual at CTP. The compensation calcula- tions include base salaries, cash benefits, and LTIPs. PAY RATIO HIGHEST PAID Position Times the median compensation Highest Paid Individual 16.48 To report on the above-mentioned metric, CTP collects data from its payroll systems. This is not a metric CTP measures its performance against and is not externally verified. 4.7.3.21 Incidents, complaints, and impacts ESRS S1-17-102, ESRS S1-17-103 Twelve work-related or non-work-related incidents of discrimination, including harassment, were reported in 2023. Thirty-three complaints in total were filed through CTP channels to raise concerns, none through the Nation- al Contact Points for OECD Multinational Enterprises. CTP incurred no fines or penalties and was not required to compensate for damages as a result of incidents or complaints. CTPs first line of defence in remediation was the im- plementation of the Anti-discrimination and Harassment Policy in 2022. Remedial actions taken in 2023 include several dismiss- als at CTP. Furthermore, a CTP supplier dismissed an employee based on grievences filed. The remaining griev- ances have been addressed through guidance provided to employees, delivering responses, or discussions with the respective employee or person in question, facilitated by the Compliance Officer. ESRS S1-17-104 No incidents with respect to severe or other human rights breaches were identified in 2023. ESRS S1-17 MDR-M The metrics CTP tracks are those mentioned above. These are tracked in relation to existing legislation, and to the material topic of ethical business conduct. Unethi- cal business conduct will lead to reputational damage and legal issues. Metrics are not externally validated. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 118 Annual Report 2023 CTP N.V. 4.7.3.22 CTP as a corporate citizen GRI 415-1 CTP has a long-standing tradition of caring for communi- ties. The Company supports the UN Sustainable Develop- ment Goals and promotes socially responsible behaviour in the countries where it operates, where it supports a wide range of community-based organisations and in- stitutions including children’s homes, universities, sport clubs, and NGOs focused mainly on children’s and adoles- cents’ development (e.g., training for professional skills, study grants and equipment support), social well-being, and local infrastructure development. Most support is for ongoing or long-running initiatives in areas where parks are located, as these are considered more impactful. CTP aims to be a good neighbour in each location where it conducts business. All activities of CTP as a corporate citizen (e.g., char- itable donations, educational and infrastructure support) must follow CTP’s Code of Conduct and Group Anti-Brib- ery and Corruption Policy. CTP staff are prohibited from making any political contributions on behalf of a CTP Group entity. COMMUNITY EVENTS (CORPORATE CITIZEN) During 2023, CTP organ- ised or sponsored more than 30 events focusing on deepening community relationships, educating, promoting a healthy life- style, or improving the local environment. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 119 Annual Report 2023 CTP N.V. 4.7.4 Conducting Business with Integrity 4.7.4.1 General disclosures ESRS 2 GOV-4-32 CTP takes a comprehensive approach to due diligence. This process is integral to the Company’s operations and is designed to support the alignment of all aspects of the Company’s business with its commitment to sustainabili- ty. One part of due diligence involves a meticulous vendor selection process. Potential suppliers are evaluated based on a set of sustainability-related criteria, including their market reputation, past collaborations, and contractual reliability. Suppliers are expected to have a robust opera- tional history and the capability to manage projects sus- tainably. The selection process facilitates an understand- ing of how well-aligned potential suppliers are with CTP’s sustainability objectives. After supplier selection, CTP’s commitment to sus- tainability extends to routine monitoring of its partners. This involves ensuring adherence to occupational health and safety standards and other ESG requirements. The Compliance department’s role in assessing various fac- tors, from media perception to human rights, is pivotal to ensure that CTP’s partners remain in alignment with the Company’s sustainability goals. The Group AML Compliance Officer is central to the due diligence process. This officer ensures that suppliers are in compliance with Anti-Money Laundering (“AML”) standards and that they adhere to the Company’s core values of sustainability and ethics. The involvement of suppliers is essential to maintain integrity throughout the Company’s value chain. 1. Utilisation of external tools: To support sustainability due diligence, CTP employs external tools and data- bases for solvency checks and customer identity val- idation, which are part of ensuring that partners are compliant with legal frameworks against money laun- dering or terrorist financing. 2. Voluntary compliance checks and innovations: CTP’s proactive stance includes voluntary compliance checks and the introduction of innovations such as fraud de- tection analytics. These measures exemplify the Com- pany’s ongoing commitment to refine its sustainability due diligence processes. 3. Automated tools for thorough screening: The Com- pany leverages the relevant technologies to facilitate thorough screening processes that assess vendor risk factors and analyse counterparty indicators. This technological integration contributes to the efficiency and comprehensiveness of the due diligence process. Overall, CTP’s sustainability due diligence processes aim to provide transparency and facilitate an understanding among all stakeholders of the Company’s commitment to and practices in sustainable business operations. These processes are integral to maintaining the integrity and ethical standards that CTP upholds in its industry. CTP Group’s sustainability due diligence is a system- atic process designed to ensure responsible corporate be- haviour and adherence to ESG standards. 1. Integration of sustainability in corporate policies: The Company’s commitment to sustainability is em- bedded within its Code of Conduct, Supplier Code of Conduct, and Anti-Bribery and Corruption Policy, ensuring a foundational adherence to sustainable practices. 2. Vendor selection and risk assessment: CTP employs a detailed vendor selection process that evaluates sup- pliers against sustainability criteria, addressing the ESRS requirement for risk identification and mitiga- tion in the supply chain. 3. Compliance monitoring and enforcement: Continuous oversight of ESG requirements and partner alignment with all requirements reflects CTP’s commitment to monitor and enforce sustainability practices. 4. Transparency and whistleblowing mechanisms: The establishment of an anonymous whistleblowing chan- nel meets the ESRS’s emphasis on transparency and provides a means for stakeholders to report non-com- pliance. 5. Role of compliance officers: The Group AML Compli- ance Officer’s role in maintaining ethical standards and conducting due diligence aligns with the ESRS’s focus on accountability and governance. 6. Use of external resources: Leveraging external tools for supplier vetting corresponds to the ESRS’s re- quirement for due diligence in external validation and compliance checks. 7. Continuous improvement and innovation: The imple- mentation of fraud detection analytics and the com- mitment to continual process refinement align with the ESRS’s principle of continuous improvement in due diligence practices. 8. Technological integration: Utilising automated tools for comprehensive screening processes reflects the efficient and systematic approach to due diligence ad- vocated by the ESRS. 9. ESG requirements: Environmental due diligence is a part of the new acquisition process. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 120 Annual Report 2023 CTP N.V. 4.7.4.2 Business conduct The role of the administrative, management and supervisory bodies ESRS G1 GOV-1-5 CTP’s Board and Senior Management play a pivotal role in ensuring responsible business conduct, as they oversee the implementation of and adherence to all protocols and guidelines related to business ethics, compliance, and oth- er matters. These bodies establish the strategic frame- work for business conduct, ensuring that it aligns with the Company’s vision, mission, and long-term objectives. Board and Senior Management member expertise stems from academic qualifications and from years of experience in overseeing ethical and compliant business operations. Regular training sessions, workshops, and seminars are organised to keep them updated on the latest trends, challenges, and best practices in business conduct. This continuous learning approach ensures that they remain equipped to guide the Company effectively. Material impacts, and risks and opportunities ESRS G1 IRO-1-6 Material impacts, risks, and opportunities were identified during the 2022 DMA, which is further explained in Sec- tion 4.4. This process includes all areas of operation and all business activities. During the 2022 DMA, CTP identified ethical business conduct, board oversight, and human rights as areas of impact, risk, and opportunity. Policies and corporate culture ESRS G1-1-9, GRI 2-24 CTP’s Group Code of Conduct provides clear guidelines for the Company’s Senior Management and staff. It de- tails the values and principles that should guide all pro- fessional interactions and decisions. CTP also boasts an Anti-Corruption and Bribery Policy and Whistleblower Policy. All policies are available on CTP’s website. At the heart of CTP’s identity lies an embedded cor- porate culture based on five core values, which encom- pass sustainability, environmental protection, and ethical practices. The Board oversees the formulation of strate- gies and policies, such as the Group Code of Conduct, and ensures their implementation. This includes regular moni- toring and assessment of results through periodic reviews and evaluations. Open communication, continuous learning, team-build- ing activities, and celebrating employee achievements form the bedrock of CTP’s strategy to promote its cor- porate culture. Through these initiatives, the Company helps to ensure that its workforce is unified in its values and goals. ESRS G1-1-10 CTP has comprehensive mechanisms in place for identi- fying, reporting, and investigating concerns about unlaw- ful behaviour or behaviour contradictory to the Compa- ny’s Code of Conduct. These are available to both internal and external stakeholders. Concerns can be reported anonymously through a secure reporting system, ensur- ing confidentiality and protection. CTP’s dedicated team promptly investigates all reported concerns to ensure compliance and integrity. The Company’s policies on anti-corruption and anti-brib- ery are consistent with the United Nations Convention against Corruption. CTP has a zero-tolerance policy to- wards any form of corruption or bribery. These policies are regularly reviewed and updated to align with interna- tional standards and best practices. CTP maintains solid safeguards to protect those who report irregularities, including whistleblowing protection. This policy ensures 1) protection of Company employees who refuse to act unethically, even if such refusal may re- sult in a loss of business; and 2) non-retaliation against workers who have been granted whistleblower status in accordance with applicable law, and those who report any non-ethical behaviour incidents. CTP promptly, independently, and objectively investi- gates any incidents related to business conduct, includ- ing corruption or bribery. Investigative processes are de- signed to ensure a thorough and unbiased examination of all cases. Training on business conduct is comprehensive and targets all employees. Training is conducted annually and covers various aspects of business conduct, including eth- ical decision-making, compliance with laws, and reporting mechanisms. CTP continually assesses the effectiveness of training programs to ensure they meet the high stand- ards for integrity and compliance. The Company is firmly committed to upholding and continually improving its policies on business conduct matters. CTP strives to foster a culture of integrity, transparency, and ethical behaviour throughout the Com- pany. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 121 Annual Report 2023 CTP N.V. Relationships with suppliers ESRS G1-2-14 As a general business practice, CTP has weekly payment runs for each country. Booked and approved invoices with a payment date after the week of the payment run are in- cluded. CTP does not distinguish between SMEs and other companies. ESRS G1-2-15 CTP’s approach to supplier relationships and procure- ment is founded on a dual focus: mitigating supply chain risks and promoting sustainability. Our comprehensive vetting process for potential suppliers extends beyond fi- nancial metrics to assess ethical practices, environmen- tal impacts, labour rights adherence, and overall business conduct. This approach ensures alignment with our values of transparency, fairness, and ethical behaviour. To streamline procurement and enhance communica- tion, CTP is working on the introduction of an innovative two-way platform. This platform will facilitate open dia- logue and feedback with suppliers, promoting transparen- cy, understanding and cooperation. The Company’s com- mitment extends to ensuring clear, equitable contracts and timely payments to suppliers, emphasising mutual benefit and trust. The rigorous standards, especially for high-risk areas like solar panel components or engagement in the arms in- dustry, reflect CTPs dedication to responsible and ethical procurement. The Company mandates suppliers to adhere to guidelines ensuring ethical sourcing, sustainable pro- duction processes, and fair labour practices. Prevention and detection of corruption and bribery ESRS G1-3-18, ESRS E1-9-67, GRI 205-1, GRI 205-3 In order to prevent and detect allegations or incidents or corruption and bribery, CTP has implemented specif- ic grievance procedures to address problems and issues encountered in the workplace. Investigations into allega- tions are conducted by the Group AML Compliance Of- ficer to ensure they are handled by a designated, neutral entity, separate from the management chain, ensuring impartiality in addressing these issues. Outcomes are systematically reported. This structured approach en- sures that CTP’s Senior Management and Non-Executive Directors are kept informed and can act decisively based on the findings. ESRS G1-3-20 Policies are communicated by e-mail, through the Compa- ny’s intranet, and on CTP’s website. The Suppliers’ Code of Conduct is also included in all Purchase Orders and in agreements where applicable. ESRS G1-3-21, GRI 205-2 CTP’s Ethics and Compliance Training is an annual one- hour training session designed to explain the ethical corporate environment, key values and internal rules and procedures of the Group covering the following CTP Group policies: • Code of Conduct; • Anti-Bribery and Corruption policy; • Information Protection policy; • Petty Cash Policy; and • Whistleblower Policy. All CTP employees are required to attend the annual train- ing courses. The Non-Executive Directors receive addi- tional and specific training by the Group AML Compliance Officer. Incidents of corruption and bribery ESRS G1-4-24 During the 2023 reporting period, there were no con- firmed cases of corruption and/or bribery at CTP. There- fore, there were no convictions of CTP employees, nor were any fines imposed on the Company. As a result, no actions were needed to be taken. ESRS G1-4-26 In 2023, CTP did not find any incidents involving a member of its value chain where its own employees were involved. Political influence and lobbying activities ESRS G1-5-29, GRI 415-1 CTP maintains a neutral stance on political contributions, which is addressed in the Anti-Bribery and Corruption Policy. Any political contribution made on the Group’s be- half must be pre-approved by both the CEO or Group CFO and the AML and Compliance Officer. This ensures that the Group’s engagements remain non-partisan and main- tain integrity. Due to this policy, CTP has not participated in any political influence or lobbying activities. ESRS G1-5-30 No member of the Board or Senior Management held a comparable position in public administration in the three years preceding their appointment to these bodies at CTP. Payment practices ESRS G1-6-33 CTP strives to pay its suppliers on time. In AR 2024, CTP will disclose average days to pay received invoices as a system adjustment is required to obtain the calculations for the entire year. Currently, there are no proceedings outstanding for late payments. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 122 Annual Report 2023 CTP N.V. Standard payment terms for suppliers are 30 days. This enables the Company to process and approve these in- voices, place them on the payment proposal list for final approval, and ensure their timely payment. Payments for the Group are made centrally by the Company’s Finance department in Prague on a weekly basis for each country. To have an invoice paid, it should be fully processed in the ERP system (Axapta three-way match). The Company’s treasury specialists prepare the payment proposal list based on Axapta and invoice due dates, per supplier. Multiple invoices can be included per supplier. The payment list is based on five pillars: OpEx, CAPEX, overhead, financing, and acquisition. At the busi- ness-unit level, the CFO, country head and head of con- struction review and approve the payment proposal list. Payments are made based upon the fully approved pay- ment list. 4.7.4.3 Workers in the value chain, Interests and views of value-chain workers ESRS S2 SBM-2-9 Due to its extensive construction activities, CTP indirect- ly hires many workers in the construction industry. Due to the nature of this activity, the health and safety of these workers can be greatly influenced. However, as CTP does not have direct control over the health and safety of working conditions at many of its construction sites, the Company’s impact in this area is limited. Material impacts, risks and opportunities and their interaction with strategy and business model ESRS S2 SBM-3-10 CTP considers the availability of labour in its value chain when deciding on locations for new developments, as this is an important component of the decision-making pro- cess for many of the Company’s clients. Risk relating to workers in CTP’s supply chain is lim- ited to potential shortages in the construction workforce in some locations. ESRS S2 SBM-3-11, ESRS S2 SBM-3-12, ESRS S2 SBM-3-13 The number of workers in CTP’s value chain that could be materially impacted by the Company is limited. Among these, the most significant are upstream workers who are involved in the construction phase of the Company’s buildings, considering the inherent health and safety risks involved at construction sites. With regards to downstream workers, the people working at the buildings owned and operated by CTP (i.e., client employees) are the largest group. Protection of their health and safety is a key material impact. Most upstream value-chain workers involved in the production of construction materials procured by CTP are located in the EU. Due to stringent laws, regulations, and government oversight, CTP does not identify any risk of child labour, or forced or compulsory labour. CTP’s targets for Conducting Business with Integrity CONDUCTING BUSINESS WITH INTEGRITY TARGETS Category Baseline 2022 Performance 2023 Targets YE 2026 Employees trained in Code of Conduct, anti-harassment policy each year 100% 100% Recurring annually Gender split no larger than 45-55% On target On target Recurring annually ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 123 Annual Report 2023 CTP N.V. Policies related to workers in the value chain ESRS S2-1-16, ESRS S2-1 MDR-P, ESRS S2-1-17, GRI 2-24 CTP policies cover the human rights and health and safe- ty of the workers in the value chain via its Supplier Code of Conduct (“SCOC”). The SCOC addresses in particu- lar “Human Rights and Labour Conditions” and “Health, Well-being, and Work Safety” and covers all suppliers within the supply chain of the Company. The Executive Directors are ultimately responsible for ensuring compli- ance with the SCOC by all CTP suppliers. The SCOC is available on CTP’s website. ESRS S2-1-18 CTP’s SCOC specifically addresses human trafficking, child labour, and forced labour and prohibits these practices. ESRS S2-1-19 CTP is committed to upholding the highest standards for workers within its value chain. The Company’s policies and practices are aligned with the United Nations (UN) Guiding Principles on Business and Human Rights. This commitment is reflected in CTP’s adherence to principles that ensure the protection of human rights, prevention of forced and child labour, and promotion of fair working conditions and inclusiveness. The Company’s approach is in line with the core principles of the International Bill of Human Rights and ILO core conventions, emphasising the importance of respecting freedom of association, collec- tive bargaining, and non-discrimination in employment and occupation. Engagement with value-chain workers ESRS S2-2-24 CTP is working on setting up a systemised approach to its value chain stakeholders. Impact remediation and raising concerns ESRS S2-3-27, ESRS S2-3-28 CTP Group acknowledges its responsibility towards the welfare of workers in its value chain. CTP is committed to identifying, preventing, and remediating any negative impacts its operations may cause or contribute to. The Company’s approach is built on effective communication, transparent processes, and a strong emphasis on correc- tive actions. CTP has established multiple channels for workers in its value chain to raise concerns. These mechanisms are designed to be accessible, confidential, and effective, en- suring that each concern is heard and addressed appro- priately: 1. whistleblowing and grievance mechanisms; 2. dedicated email and hotline; and 3. external independent web application. Upon receiving a concern, CTP ensures a thorough inves- tigation and follow-up. The Company maintains trans- parency in its processes while respecting the confiden- tiality of the individuals involved. Regular updates are provided to the concerned stakeholders, and outcomes of the investigations are shared to the extent possible while maintaining confidentiality. Actions and recourses ESRS S2-4-31, ESRS S2-4 MDR-A The main initiative through which CTP prevents and re- mediates negative impacts on value-chain workers is through the SCOC, which includes an explanation of the Company’s grievance channels. ESRS S2-4-32 While CTP did not take any formal action in 2023, the Company plans to adopt a Stakeholder Engagement Policy in the coming years. The results of future engage- ments will be the basis for additional policies in this do- main. ESRS S2-4-33 In its SCOC, CTP’s process for the identification of the required or appropriate responses to negative impacts is explained. For more information, please refer to the par- agraph on impact remediation. ESRS S2-4-34 With regards to material risks and opportunities, no for- mal action was taken in 2023. ESRS S2-4-35 Beyond what is stated in the SCOC, CTP has not taken formal actions to avoid causing or contributing to mate- rial negative impacts. ESRS S2-4-36 No severe human rights issues or incidents were reported in 2023. ESRS S2-4-38 The allocated resources are currently limited to managing the grievance channels and the SCOC. ESG 4.7 ESG Strategy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 124 Annual Report 2023 CTP N.V. Targets ESRS S2-5-41, ESRS S2-5 MDR-T, ESRS S2-5-42 In the coming years, CTP will develop a Stakeholder Engagement Policy to describe the way the Company engages with stakeholders mentioned in Section 4.3. 4.7.4.4 Green building Certifications CTP considers green building certification as a useful tool to increase the sustainability of its buildings and attract new clients. Therefore, CTP certifies all new buildings to the BREEAM New Construction “Very Good” level or high- er, incorporating industry-leading technological and en- vironmental specifications to ensure that they minimise their impact on the environment. As at end-2023, CTP has received a total 10 BREEAM “Outstanding” certifications in the “In Use” and “New Construction” categories for nine of its buildings—with the Clubhaus at CTPark Bucharest West receiving an “Oustanding” rating for both categories. See Appendix 7.3.4 for more detail on the number of new BREEAM certifications recieved in 2023. A portion of the buildings with no BREEAM or certifi- cates are either recently completed and thus do not have a ceritificate awarded yet or are earmarked for redevel- opment or major upgrade. Buildings in Germany will be certified using the DGNB certification scheme. BREEAM CERTIFICATIONS ¹ BREEAM Certificate Type & Level [EPRA Cert-Tot] Number Sqm In Use Outstanding 7 270,287 Excellent 62 1,193,818 Very Good 325 5,606,681 Good 18 199,071 Pass 1 8,535 Total In use 413 7,278,391 New Construction Outstanding 3 39,413 Excellent 17 914,981 Very Good 18 646,711 Total New Construction 38 1,601,106 Uncertified 174 3,024,253 EPC CERTIFICATIONS EPC Level Number Sqm EU EPC - A+ (or higher) 7 334,400 EU EPC - A 108 2,498,485 EU EPC - B 176 3,002,366 EU EPC - C 149 2,665,403 EU EPC - D 25 411,627 EU EPC - E 5 73,812 EU EPC - F 7 70,465 EU EPC - G 5 32,322 EU EPC - Poland 16 530,997 EU EPC - Germany (Non-residential) 44 1,074,053 Total Certified 542 10,693,930 Uncertified Buildings 70 1,106,070 1 Buildings “BUW18” and “BUW20-21” are double certified under both the “In-Use” and “New Construction” schemes, therefore those building are included two times in Total GLA. 4.7.4.5 Taxes GRI 207-1, GRI 207-2, GRI 207-3, GRI 207-4 CTP ensures compliance with all applicable tax regu- lations. Due to the way in which CTP is structured, the Company does not qualify for Real Estate Investment Trust (REIT) regimes. CTP has a Tax Policy that can be found on the Company’s website. ESG 4.8 EU Taxonomy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 125 Annual Report 2023 CTP N.V. 4.8 EU Taxonomy EU Taxonomy is intended to reorient capital flows towards a more sustainable economy. Article 8(2) of the Taxonomy Regulation re- quires non-financial undertakings to disclose information on the proportion of the turnover, capital expenditure and operating expenditure of their activities related to assets or pro- cesses associated with environmentally sustainable economic activities. CTP discloses its eligibility and alignment in line with re- quirements. In 2023 disclosure eligibility was additionally assessed taking into account the Environmental Delegated Act. Category Turnover CAPEX OpEx Taxonomy eligible and aligned activities 53.8% 51.3% 20.7% 4.8.1 KPIs (methodology of calculation) Turnover Turnover KPI is calculated based on the Group’s 2023 consolidated Financial Statements and on the notes to the Financial Statements. • Eligible turnover (numerator) = Rental Income (Note 8) + Service Charge income (Note 8) + Income from Development Activities (Note 9) + Hotel operating revenues (Note 9) • Total turnover (denominator) = Total Revenues (Con- solidated profit and loss statement). • Aligned turnover (numerator) = Eligible turnover from economic activities attributed to assets (properties) that meet technical screening criteria including Sub- stantial Contribution Criteria, Do Not Significantly Harm Criteria and Minimum Social Safeguards To avoid double counting in the numerator, economic ac- tivities are attributed to the Company’s business activities that are presented separately in the Financial Statements. Eligible turnover from economic activities that contribute to specific environmental objectives is presented sepa- rately. Economic activities are verified against their con- tribution to Climate Change Adaptation (CCA), Climate Change Mitigation (CCM) and Circular Economy (CE). Capital expenditure (CAPEX) CAPEX KPI is calculated based on the notes to the Finan- cial Statements. • Eligible CAPEX (numerator) = Land acquisition (Note 18 Acquisition – Landbank) + Costs related to design and project preparation and construction (Note 19 Additions IPUD, Rights of use assets) + Restructur- ing and major renovations of standing buildings (Note 18 Additions – Buildings and related land, Right of use assets-building related land, Right of use assets land- bank) + Investment in all renewable energy sources including photovoltaic systems on facades and roofs (Note 21 Solar plants + solar plants under construc- tion) + Acquisition of existing buildings (Note 18 Ac- quisitions – Buildings and related land, Note 19 Acqui- sitions – IPUD) • Total CAPEX ((denominator) = Total of additions and acquisitions in Note 18, 19, 21 (Consolidated Financial Statement) • Aligned CAPEX (numerator) = Eligible CAPEX from economic activities attributed to assets (proper- ties and photovoltaic systems) that meet technical screening criteria including Substantial Contribution Criteria, Do Not Significantly Harm Criteria and Mini- mum Social Safeguards To avoid double counting in the numerator, economic activities are attributed to the Company’s business ac- tivities that are presented separately in the Financial Statements. Eligible CAPEX from economic activities that contribute to specific environmental objectives are presented separately. Economic activities are verified against their contribution to climate adaptation. ESG 4.8 EU Taxonomy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 126 Annual Report 2023 CTP N.V. Operational expenditure (OpEx) The EU Delegated Act list items to be considered as OpEx as: research and development, building renovation meas- ures, short-term lease, maintenance and repair, and any other direct expenditures relating to the day-to-day ser- vicing of assets of property, plant and equipment by the undertaking or a third party to whom activities are out- sourced that are necessary to ensure the continued and effective functioning of such assets. Due to this, the cal- culation is not based on the consolidated Financial State- ments. Instead, a bottom-up approach has been used. OpEx has been extracted from the breakdown of annual internal spendings. • Eligible OpEx = Maintenance, repair and management of parks • Total OpEx = Total property operating expenses + short term rent • Aligned OpEx = Eligible OpEx from economic activities attributed to assets (properties) that meet technical screening criteria including Substantial Contribution Criteria, Do Not Significantly Harm Criteria and Min- imum Social Safeguards To avoid double counting in the numerator, econom- ic activities are attributed to the Company’s business activities that are presented separately in the Finan- cial Statements. Eligible OpEx from economic activities that contribute to specific environmental objectives is presented separately. Economic activities are verified against their contribution to climate adaptation. 4.8.2 Eligibility CTP’s business activities were screened based on EU Tax- onomy definitions, and four eligible economic activities have been identified: Climate Change Adaptation („CCA“) 7.1 Construction of new buildings; Climate Change Mitiga- tion („CCM“) 7.1 Construction of new buildings; Circular Economy („CE“) 3.1 Construction of new buildings; CCA 7.2 Renovation of existing buildings; CCM 7.2 Renovation of existing buildings; Circular Economy („CE“) 3.2 Renovation of existing buildings; CCA 7.6 Installation, maintenance, and repair of renewable energy technologies; CCM 7.6 In- stallation, maintenance, and repair of renewable energy technologies; CCA 7.7 Acquisition and ownership of build- ingsand CCM 7.7 Acquisition and ownership of buildings The EU Delegated Regulation defines CCA 7.1 Con- struction of new buildings as: Development of building projects for residential and non-residential buildings by bringing together financial, technical and physical means to realise the building pro- jects for later sale as well as the construction of complete residential or non-residential buildings, on own account for sale or on a fee or contract basis. As CTP’s development activities are directly related to the above definitions, the following tasks are considered relevant: 1. Land acquisition (CAPEX); 2. Costs related to design and project preparation (CAPEX); 3. Construction of new buildings (CAPEX); 4. Extension of existing buildings (CAPEX); 5. Income from development activity (Revenue). The EU Delegated Regulation defines CCA 7.2 Renovation of existing buildings as: Construction and civil engineering works or preparation thereof. As CTP’s renovation activities are directly related to EU Taxonomy definitions, the following tasks are considered relevant: 1. Restructuring and major renovations of standing buildings (CAPEX). The EU Delegated Regulation defines CCA 7.6 Installa- tion, maintenance, and repair of renewable energy tech- nologies as: Installation, maintenance, and repair of renewable energy technologies, on-site. As CTP invests in the development of photovoltaic capac- ity, the following tasks are considered relevant: 1. Investment in all renewable energy sources including photovoltaic systems on facades and roofs (CAPEX); 2. Maintenance of existing renewable energy systems (OpEx). The EU Delegated Regulation defines CCA 7.7 Acquisition and ownership of buildings as: Buying real estate and exercising ownership of that real estate. As CTP’s acquisition activities directly relate to the above definition, the following tasks are considered relevant: 1. Acquisition of existing buildings (CAPEX); 2. Costs related to buildings maintenance and opera- tions (OpEx); 3. Rental income (Turnover); 4. Service Charge Income (Turnover); 5. Hotel Rental Income (Turnover). ESG 4.8 EU Taxonomy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 127 Annual Report 2023 CTP N.V. 4.8.3 Alignment EU Taxonomy disclosure also requires reporting on the alignment of eligible activities with the Technical Screen- ing criteria set out in Commission Delegated Regulation (EU) 2021/2139 and amended by Commission Delegated Regulation (EU) 2023/2485. Determination of taxonomy alignment requires that the eligible economic activity concerned makes a signif- icant contribution to the attainment of one or more en- vironmental objectives, does not significantly harm any other environmental objective, and the company complies with the minimum social safeguards in relation to among others, occupational health and safety, corruption, tax, fair competition and human rights. With respect to the verification of contributions to environmental objectives and Do Not Significantly Harm Criteria, the technical screening criteria for the individual climate objectives are defined in the relevant annexes to the Delegated Acts. The six Taxonomy environmental objectives are: 1. climate change mitigation; 2. climate change adaptation; 3. the sustainable use and protection of water and marine resources; 4. the transition to a circular economy; 5. pollution prevention and control; and 6. the protection and restoration of biodiversity and ecosystems. Climate change mitigation and Climate change adapta- tion—are verified on an economic activity basis and doc- umented in checklists. Circular Economy requirements have been screened and found out not to be met by CTP. Verification of the Minimum Social Safeguard require- ment has been done on a company level. It consists of embracing international conventions and regulations on health and safety, corruption, tax, fair competition and human rights, such as OECD Guidelines for Multinational Enterprises, UN Guiding Principles on Business and Hu- man Rights (UNGPs), ILO core conventions and the In- ternational Bill of Human Rights. CTP embraced relevant guidelines and processes to extent that allows to consider CTP compliant although there are areas for further de- velopment. Additionally verification of CTP’s liability in respect of breach of any of these aspects has been carried out. The gender pay gap is presented in Section 4.7.3.20, Board gender diversity in Section 5.1.1. CTP is moreover not exposed to controversial weapons. All Group assets that are under management and un- der construction are screened based on technical screen- ing criteria for specific activities (including Substantial Contribution Criteria, Do Not Significantly Harm Criteria and Minimum Social Safeguards). Each asset is tested using appropriate checklists. A set of aligned and non- aligned assets is developed and used to report KPIs on alignment. All properties considered aligned have climate adaptation solutions that substantially reduce most im- portant physical climate risks from list in Appendix A of the Climate Delegated Act introduced. Eligible Turnover, CAPEX and OpEx attributed to Ac- tivities related to assets that are aligned are recognised as aligned. Attribution to activities secure avoidance of double counting. CTP conducted an analysis of its eligibility and align- ment with EU Taxonomy for the first time in 2022 and it was internally reviewed in 2023. CTP’s core business operations are focused on the con- struction of buildings and management of existing prop- erties. Core operations are focused on economic activities that are considered eligible (CCA 7.1, CCA 7.2, CCA 7.6 and CCA 7.7). These consolidated eligibility results are for all KPIs (turnover: 100%, CAPEX 99.7%, OpEx 78.0%). High values of eligibility are typical for real estate management and development companies. Alignment with EU Taxonomy means meeting multiple requirements that apply to company governance, process- es, specific project requirements and detailed reporting. CTP adapted the requirements stated in the Minimum Social Safeguard requirements, adjusting its policies and processes. Meeting these requirements is a prerequisite to consider any activity aligned. In 2022, CTP analysed eco- nomic activities against respective technical screening cri- teria. In 2023 analysis was conducted again as there were updates in relevant criteria. Alignment levels of 53.8% for Turnover, 51.3% for CAPEX and 20.7% for OpEx have been achieved. CTP’s turnover comes mostly from managed proper- ties. The share of properties that can ensure aligned turn- over is a result of the quality of managed properties and the age and share of acquired buildings vs. self-developed. CTP-developed buildings are of high quality and ensure high energy efficiency. To increase the share of aligned properties, among others the further development of en- ergy performance certificates, further renovation activ- ities are required. CTP is improving energy efficiency in its portfolio. Increase of aligned Turnover from 46.4% to 53.8% is result of improvement in reporting and quality of standing, revenue generating portfolio. ESG 4.8 EU Taxonomy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 128 Annual Report 2023 CTP N.V. CTP CAPEX is mostly spent on the construction of new buildings and the acquisition of existing properties. To increase the share of aligned CAPEX, detailed require- ments for the construction of new buildings (Activity CCA 7.1) required some adjustments to CTP’s building and construction process specification. Implementation of adjusted specification is currently happening. As CTP al- ready certifies buildings in the BREEAM scheme, required adjustments are small. For building acquisitions, technical due diligence will be developed to cover Taxonomy aspects to make sure conscious decisions in this field are made. CAPEX plan to improve environmental performance of CTP buildings is currently under development and will be the part of Transition plan for climate change mitigation. Increase of aligned CAPEX from 4.9% to 51.3% is result of introduction of EU Taxonomy specific requirements into development process as well as improved quality of reporting. Increase is much more significant than for Turnover as introduction of requirements have immediate effect on meeting alignment requirements by construc- tion activities. Aligned OpEx relates to aligned properties under man- agement. These aligned properties however have a rela- tively low share of operation and maintenance cost and therefore the reported aligned OpEx deviates from the aligned Turnover. Aligned OpEx has increased from 13.7% to 20.7%. CTP issued green bonds that are not directly related to the EU Taxonomy. Presented KPIs are not adjusted. Ad- justed KPIs based on the assumption that share of CTP assets is financed with proceeds from green bonds can be found below. KPIS ADJUSTMENT Note Green Bonds €3.6 billion Note 30, excluding €20 million non-green bonds Investment Property €12.0 billion Note 18 Investment Property funded by Green Bonds 29.7% Aligned Turnover, non-adjusted 53.8% KPI table in Appendix 7.8 Estimated to be funded with green bonds based on 29.7%) 15.9% Aligned Turnover, adjusted 37.8% Aligned CAPEX, non-adjusted 51.3% KPI table in Appendix 7.8 Estimated to be funded with green bonds based on 29.7%) 15.2% Aligned CAPEX, adjusted 36.1% Adjustment has been calculated based on the assumption that Fair value of portfolio equals to €12.0 billion (Note 18) is financed by green bonds (Note 30 – €3.6 billion exclud- ed €20.0 million of non-green bonds). Non adjusted KPIs have been multiplied by the share of the portfolio that is not financed by green bonds (that equals to 70.3%). Ad- justed KPIs are 37.8% for Turnover, 36.1% for CAPEX. The breakdown of Taxonomy eligibility and alignment by activities can be found in Appendix 7.8. ESG 4.8 EU Taxonomy Company Introduction Strategy & Outlook Business Environment Governance Financial Statements Appendices 129 Annual Report 2023 CTP N.V. QUANTITATIVE BREAKDOWN OF ALIGNED CAPEX Activity Category € million Activity CCA 7.1 Construction activities 600.0 Activity CCA 7.6 Installation of photovoltaics 54.0 Total aligned CAPEX 654.0 QUANTITATIVE BREAKDOWN OF ALIGNED OPEX Activity Category € million Activity CCA 7.7 Maintenance and operations of existing building 18.9 Total aligned OpEx 18.9 PROPORTION OF TURNOVER/TOTAL TURNOVER Aligned per objective Eligible per objective CCM 0% 0% CCA 53.8% 100% WTR 0% 0% CE 0% 0% PPC 0% 0% BIO 0% 0% PROPORTION OF CAPEX/TOTAL CAPEX Aligned per objective Eligible per objective CCM 0% 0% CCA 51.3% 99.7% WTR 0% 0% CE 0% 0% PPC 0% 0% BIO 0% 0% PROPORTION OF OPEX/TOTAL OPEX Aligned per objective Eligible per objective CCM 0% 0% CCA 20.7% 78.0% WTR 0% 0% CE 0% 0% PPC 0% 0% BIO 0% 0% ESG 4.8 EU Taxonomy Company Introduction Strategy & Outlook AppendicesBusiness Environment Governance Financial Statements 130 Annual Report 2023 CTP N.V. NUCLEAR AND FOSSIL GAS RELATED ACTIVITIES Row Nuclear energy related activities 1 The undertaking carries out, funds or has exposures to research, develop- ment, demonstration and deployment of innovative electricity generation facilities that produce energy from nuclear processes with minimal waste from the fuel cycle. NO 2 The undertaking carries out, funds or has exposures to construction and safe operation of new nuclear installations to produce electricity or process heat, including for the purposes of district heating or industrial processes such as hydrogen production, as well as their safety upgrades, using best available technologies. NO 3 The undertaking carries out, funds or has exposures to safe operation of ex- isting nuclear installations that produce electricity or process heat, including for the purposes of district heating or industrial processes such as hydrogen production from nuclear energy, as well as their safety upgrades. NO  Fossil gas related activities 4 The undertaking carries out, funds or has exposures to construction or oper- ation of electricity generation facilities that produce electricity using fossil gaseous fuels. NO 5 The undertaking carries out, funds or has exposures to construction, refur- bishment, and operation of combined heat/cool and power generation facilities using fossil gaseous fuels. NO 6 The undertaking carries out, funds or has exposures to construction, refur- bishment and operation of heat generation facilities that produce heat/cool using fossil gaseous fuels. NO Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 131 Annual Report 2023 CTP N.V. Governance Governance Governance 5.1 Governance Structure 132 5.1.1 Board of Directors 133 5.1.2 Appointment and composition of the Board of Directors 137 5.1.3 General Meetings of shareholders 139 5.2 CTP Board and Committees 140 5.2.1 The Board and its meetings in 2023 140 5.2.2 Board committees and their meetings in 2023 141 5.2.3 2023 Remuneration Report 143 5.2.4 Post-2023 events 154 5.3 Diversity, Code of Conduct and Compliance 155 5.3.1 Diversity and inclusion 155 5.3.2 Compliance function 156 5.3.3 Code of Conduct 156 5.4 Governance Declarations 158 5.4.1 Compliance with the Dutch Corporate Governance Code 2022 158 5.4.2 Decree on the Directive on Takeover Bids 159 5.4.3 Corporate governance statement 161 5.4.4 Responsibility statement 162 5.5 Risk Management 163 5.5.1 CTP group approach to risk management 163 5.5.2 Risk Management Policy 163 5.5.3 ERM framework 163 5.5.4 Implementation of the risk management process 167 5.5.5 Risk management system 167 5.5.6 Internal controls 167 5.5.7 Responsibilities 167 5.5.8 Risk appetite 167 5.5.9 Risk control framework 168 5.5.10 Update on CTP’s principal risks in 2023 and 2024 168 5.6 Principal Risks 170 This chapter describes CTP’s corporate governance and legal structure. 5 Governance 5.1 Governance Structure Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 132 Annual Report 2023 CTP N.V. 5.1 Governance Structure CTP is a public limited liability company listed on Euronext Amsterdam and governed by Dutch law. CTP has designed its corporate governance structure to best support its business, to meet the needs of its (Non-) Executive Directors and stakeholders, and to comply with applicable laws and regulations. CTP has a one-tier board structure consisting of one or more executive directors (“the Executive Directors”) and independent non-executive directors (“the Non-Executive Directors”), who together constitute the Board of Direc- tors (“the Board”). The Board currently consists of six Directors, of whom two are Executive Directors and four are Non-Ex- ecutive Directors. The Board serves both as the execu- tive and supervisory body of the Company. Under CTP’s articles of association (“the Articles”) and Dutch law, the Board is collectively responsible for the Company’s man- agement, general and financial affairs, policies, and for its operations, taking into consideration the interests of the Group’s stakeholders. The Board determines how sus- tainable long-term value creation is relevant for the Com- pany and its business, maintains awareness of the impact that the actions of the Company and the business have on the value chain, and considers relevant stakeholder inter- ests in this context. Within the Board, the Non-Executive Directors super- vise and provide advice on the performance of the duties of the Executive Directors, the Company and its business. Furthermore, the Non-Executive Directors supervise the Executive Directors’ implementation of the Company’s strategy. The Non-Executive Directors also determine the targets and remuneration of the Executive Directors in accordance with the Group’s Remuneration Policy and any arrangements for remuneration in the form of Com- pany shares or rights to subscribe for shares (as approved by the General Meeting). CTP’s CEO is primarily respon- sible for strategic, risk and control issues, among others. The CFO is primarily responsible for, among others, treas- ury, funding and tax matters, the financial strategy, and management accounting. The Board has adopted written rules of procedure governing the internal proceedings of the Board (“the Board Rules”) applicable to its performance, decision making, composition, the tasks and working procedures of the committees established by the Board and other mat- ters relating to the Board, the CEO, CFO and the Non-Ex- ecutive Directors of the Company. In accordance with the Board Rules, resolutions of the Board are adopted by a simple majority of the votes cast at a meeting at which at least the majority of its members are present or rep- resented. Each Director has the right to cast one vote. In case of a tied vote, the proposal will be rejected unless the CEO uses his right to exercise a casting vote. The Board Rules are available on CTP’s website. In addition to the Board Rules, the Board has adopt- ed charters for its committees, to which committees the Board, while retaining overall responsibility, has assigned certain tasks: the audit committee (“the Audit Commit- tee”), the nomination and remuneration committee (“the Nomination and Remuneration Committee”), and the sus- tainability committee (“the Sustainability Committee”). Each committee reports to the Board. More on govern- ance processes, controls and procedures put in place to monitor and manage sustainability matters can be found in Section 5.2.2. Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 133 Annual Report 2023 CTP N.V. Governance 5.1 Governance Structure Remon L. Vos Executive Director & CEO Born in the Netherlands in 1970, Remon Vos founded CTP in 1998 with two investors to develop A-class indus- trial properties in the Czech Republic. Over the next 20 years, Remon grew the CTPark Network to become the largest integrated system of full-service business parks in Central and Eastern Europe (“CEE”). In July 2019, Re- mon took over 100% control of the CTP Group and con- tinues to lead the Company. He is personally involved at both the executive and operational levels in all markets, growing the portfolio and strengthening relationships with long-term business partners. Richard Wilkinson Executive Director & CFO Richard Wilkinson joined CTP in 2018 as CFO and is re- sponsible for the financing of the entire Group portfolio throughout CEE. With several others, Richard oversaw the first sale of a portion of CTP’s portfolio to a third party, organised the largest industrial real estate refi- nancing in CEE history, and led CTP’s debut green bond and the Company’s IPO—the largest inaugural offering in CEE real estate. After studying law at the London School of Economics, Richard moved to a career in finance. For nearly 30 years he has held various Senior Management positions in treasury, balance-sheet management, corpo- rate banking and real estate. 5.1.1 Board of Directors ESRS 2 GOV-1-21, GRI 2-9, EPRA GOV-BOARD Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 134 Annual Report 2023 CTP N.V. Governance 5.1 Governance Structure Barbara Knoflach’s career has taken her through bank- ing and finance, real estate, and most recently to inno- vation and sustainability. Barbara’s career highlights include her positions as CEO of SEB Asset Management and Managing Director of SEB Investment from 2005 to 2015, and Deputy Chief Executive and Global Head of Investment Management of BNP Paribas Real Estate from 2015 to 2019. Barbara hones her ability to look at the bigger picture and shares her dynamic experience sitting on several committees and boards throughout her career, such as AFIRE, BVI, ULI, ZIA, and the Real Estate Academic Initiative at Harvard University. Most recent- ly, she created LifeWorkSpace, a consulting and private investment company focused on spurring innovation and sustainability strategies in the real estate sector. She is a co-founder of TinyBE, a non-profit organisation engaged in innovative art projects. In her role as Senior Executive Director and tempo- rary Chair of the Nomination and Remuneration Com- mittee, Barbara brings both deep executive experience and relevant sector insight to CTP. She has skills in core segments of investment, development and construction. Her interest in the HR area complements the skills of the other Board members. Susanne Eickermann-Riepe joined the Board following the end of her tenure as an active partner at PwC Ger- many, where she served as Head of Real Estate. With 30 years of experience in strategic and operational consulting in financial services, real estate services, funds and com- panies, Susanne knows that the future of the industry will not happen without sustainability. Due to her professional background and leadership in innovation, Susanne was ap- pointed as the chair of the board of the Royal Institution of Chartered Surveyors (RICS) Germany, where she drives several working groups on the implementation of the EU Green Deal. Susanne’s professional expertise paired with her future-leaning environmental concerns have placed her in several real estate advisory positions. Her activities are spurred by her belief that the real estate sector must take more responsibility and action for an equitable fu- ture. With her different roles, Susanne has a world of sustainability expertise, which she brings to CTP in her capacity as chair of the Sustainability Committee and member of the Board. She also has access to the knowl- edge needed within CTP to advance the business and the processes and controls needed to align with ESG de- mands. Finally, by her membership of the Audit Commit- tee, she ensures that the connection between reporting requirements and business is being made. Susanne Eickermann-Riepe Non-Executive Director Barbara Knoflach Non-Executive Director & Chairwoman of the Board Governance 5.1 Governance Structure Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 135 Annual Report 2023 CTP N.V. Gerard van Kesteren is a financial specialist in the glob- al logistics sector and is a non-executive director of a number of companies, as well as a senior advisor with McKinsey & Company, and has extensive internation- al experience and financial management capabilities. Gerard worked with Kuehne + Nagel for 25 years; from 1999 until 2014 as the Group Chief Financial Officer and as a member of the Management Board, being highly in- fluential in the development of the K+N Group. During his career, he also held leading positions in finance at Sara Lee Corporation; six years as Financial Director in the UK, two years in Spain, and two years as Director of Fi- nancial Planning and Analysis in the Netherlands. In addi- tion, Gerard was named CFO of the Year in 2010 by CFO Forum Switzerland and served as Chairman of the CFO Circle (Switzerland) from 2014–2019. He is the found- er and board member of the Van Kesteren Foundation, which extends aid to youth programs across developing countries. Gerard brings accountancy knowledge to the Board and is a relentless advocate for quality in the areas of planning and control, (internal) auditing and a systemised way of (financial) reporting. Pavel Trenka brings a wealth of international experience to the table. For over a decade at HB Reavis, Pavel led their international expansion beyond the Czech Republic and Slovakia, both in Western Europe and CEE. He start- ed out on the Board, then became the Group CEO for five years and thereafter continued in a leadership position as a non-executive director. Pavel previously was an as- sociate partner at McKinsey & Company working in CEE, Russia and the USA. During his tenure there, he worked extensively with large international clients, primarily on revenue growth strategies and organisation transforma- tions. He started his career within the investment bank- ing team of Bank Austria during the privatisations of the early 1990s. Pavel holds an MBA in Finance and Econom- ics from the University of Rochester (USA) and an un- dergraduate degree from the University of Economics in Bratislava. In Slovakia, he founded two non-profit organ- isations, both geared to support youth skill development, where he is actively engaged. Pavel Trenka Non-Executive Director Gerard van Kesteren Non-Executive Director Governance 5.1 Governance Structure Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 136 Annual Report 2023 CTP N.V. BIOGRAPHIES OF DIRECTORS OF CTP’S BOARD ESRS 2 GOV-1-21 Remon Vos Richard Wilkinson Barbara Knoflach Gerard van Kesteren Susanne Eickermann-Riepe Pavel Trenka Position CEO CFO Chairwoman, Non-Executive Director Non-Executive Director Non-Executive Director Non-Executive Director Nationality, year of birth Dutch, 1970 British, 1964 Austrian, 1965 Dutch, 1949 German, 1960 Slovak, 1973 First appointed on 1 July 2020 28 December 2020 29 March 2021 29 March 2021 29 March 2021 29 March 2021 End of current term of appointment Indefinite 2025 2024 2024 2024 2024 Previous significant positions CEO of CTP Erste Group BNP Paribas Real Estate • Deputy CEO and Global Head of Investment Management SEB Asset Management • CEO Kuehne + Nagel International AG • CFO PwC • Partner, Head of German Real Estate Business HB Reavis Group • CEO Additional positions • None • None Swiss Prime Site (Switzerland) • Board Member Aareal Bank AG • Supervisory Board Member Lendlease Corporation (Australia) • Non-Executive Board Member Deufol SE (Germany) Packaging services and associated services • Member of the Board De Well (Hong Kong) Global logistics and forwarding enterprise founded in Shanghai • Member of the Board Raben Group (Netherlands) Logistics company • Member of the Board Planzer Holding AG (Switzerland) Logistics/transportation company • Member of the Supervisory Board Janel Corporation (USA) Logistics company • Chair of the Audit Committee and Member of the Nomination and Compensation Committee ARE Austrian Real Estate GmbH Real Estate company • Member of the Supervisory Board Engel & Völkers Venture Management AG Service company specialised in the brokerage of premium real estate, yachts and aircrafts • Deputy Chairperson of the Supervisory Board RICS Royal Institute of Chartered Surveyors • Chair of the European World Regional Board , • Chair of the Advisory Board of RICS Germany ICG Institute Association representing the general interests of the German real estate industry • Chair of the Board Leaf Academy Non-profit organisation • Board Member Duke of Edinburgh International Award Non-profit organisation • Board Member Independence Not applicable (ED) • Not applicable (ED) Yes Yes Yes Yes Shareholding 337,286,991 (held by CTP Holding B.V.) 6,666 (not including LTIP conditional shares) 8,921 34,000 14,400 136,315 Governance 5.1 Governance Structure Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 137 Annual Report 2023 CTP N.V. ESRS G1-5-30 None of the members of the Board held (or hold) positions in public administration or lobby organisations (including regulators) in the two years preceding their appointment in March 2021 to their current position. 5.1.2 Appointment and composition of the Board of Directors GRI 2-10, GRI 2-16, GRI 2-17,EPRA GOV-SELECT The Board is authorised to determine the number of Exec- utive Directors and Non-Executive Directors. A Director is appointed by the General Meeting on a binding nomination of the Non-Executive Directors on behalf of the Board. The General Meeting may overrule a binding nomination for the appointment of a Director with an absolute major- ity of votes cast in a meeting where more than one-third of the issued share capital is represented. The majority of the Directors must be Non-Executive Directors, and one- third of the Non-Executive Directors must be female. The Board may grant titles to Directors as the Board deems appropriate, including the title of Chief Executive Officer (“CEO”), Chief Financial Officer (“CFO”) and Senior Inde- pendent Director. GRI 2-11 The CEO acts as the Board’s spokesperson and is primar- ily responsible for the Group’s strategic, risk and control issues. He is also responsible for convening General Meet- ings and calling Board meetings. The responsibilities of the Senior Independent Director include ensuring that the Board and its committees are composed in a balanced way and function properly. The Senior Independent Director chairs General Meetings of shareholders and Board meet- ings, ensures that Board decisions are made in accordance with the Articles and the Board Rules, and supervises the implementation of adopted resolutions by the Board. The Senior Independent Director also acts on behalf of the Board as the main contact for shareholders and for Gen- eral Meetings. A Director is appointed for a term lapsing ultimately at the end of the AGM held in the fourth year after the year of his/her appointment or reappointment, unless specified otherwise in the nomination for appointment or re-appointment. The General Meeting may at any time suspend or dismiss a Director. CTP’s majority shareholder, Mr. Remon Vos, was ap- pointed CEO and Executive Director after the Company’s IPO in March 2021 and is unlimitedly re-appointed as a Di- rector. The reason for this is that Mr. Vos has been instru- mental to the building of the Group since its foundation in 1998 and has been its Chief Executive Officer since 1999. He is personally involved in many aspects of the Group’s business, including formulation and implementation of its business strategy and relationships with key clients. In addition to Remon Vos, Mr. Richard Wilkinson is an Executive Director and CFO. Mr. Wilkinson is appointed for a term ending at the end of the AGM to be held in 2025. The Non-Executive Directors are Ms. Barbara Kno- flach (Senior Independent Director and Chairwoman of the Board), Mr. Gerard van Kesteren (Vice-Chairman of the Board), Ms. Susanne Eickermann-Riepe and Mr. Pavel Trenka. The Non-Executive Directors were appointed on 16 March 2021 for a term ending at the end of the AGM to be held on 23 April 2024. All members are independent in conformity with the provisions of the Dutch Corporate Governance Code (“the Code”). The retirement schedule of the Non-Executive Directors provides for them to retire simultaneously. Upon appointing a new Non-Executive Di- rector or re-appointing a Non-Executive Director in func- tion, CTP’s retirement schedule will be amended to reflect the option to (re-)appoint for terms ranging from one to four years. While there is no written succession plan in place, with the availability of dedicated Senior Management placed below the Executive Directors, the Group’s short- and medium-term succession is assured. In addition to the Executive Directors, Senior Management consists of a Group Chief Operating Officer (“COO”) and—in the 10 countries where the Company is active —a local Managing Director and Country Chief Financial Officer. Independence of Non-Executive Directors GRI 2-15, EPRA GOV-COL How to deal with conflict of interest situations is de- scribed in the Board Rules. The provisions are such that the Non-Executive Directors decide whether a Director has a conflict of interest without this Director being pres- ent. Upon this being the case, a decision can only be made if the proposed transaction is customary in the market and in compliance with the laws of the relevant jurisdic- tion and requires the consent of at least the majority of the Non-Executive Directors if the conflict of interest is of material significance to CTP or to the relevant Direc- tor. No loans or guarantees are given to a Director unless in the normal course of business and on terms applicable to CTP’s personnel. ESRS 2 GOV-1-21 In the opinion of the Non-Executive Directors, in 2023 the independence requirements referred to in the Code were fulfilled. Dutch law independence requirements do not re- quire Executive Directors of a (one-tier) board to be inde- pendent, but only Non-Executive Directors. Considering Dutch legal requirements, all CTP’s Non-Executive Direc- tors are independent. All four Non-Executive Directors own CTP shares. Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 138 Annual Report 2023 CTP N.V. Governance 5.1 Governance Structure Introduction program for Non-Executive Directors There have been no Non-Executive Directors appointed after March 2021. Therefore, no introduction program was organised in 2023. Onboarding was provided to Sen- ior Management joining in 2023. Permanent education and evaluation Education sessions are offered to the Non-Executive Di- rectors throughout the year. In March 2023, CTP’s Group Head of ICT together with an external expert updated the Non-Executive Directors on the IT systems within CTP and on cybersecurity. In December, external experts held a general seminar for the Board relating to ESG re- quirements. Throughout the year, various members of the Board attended several Senior Management offsite meetings in CTP countries. Evaluation of the functioning of the Executive Directors and the Non-Executive Directors and of the committees of the Board of Directors takes place once a year, either with or without an external expert. Evaluation of the in- dividual members of the Board of Directors takes place throughout the year on an informal basis. The self-evaluation for the year 2023 was carried out by completing a questionnaire on an anonymous basis by all the Board members. The outcome of the questionnaire was discussed in two subsequent Board meetings. The main findings and conclusions were that CTP’s Board has fully matured into its position since the IPO in March 2021. The Board of Directors is small and diverse with the abili- ty to act quickly in case of important opportunities for the Company. Areas of improvement are, among others, to ensure more time for discussion between Executive Direc- tors and Non-Executive Directors. For this purpose, din- ner meetings in advance of Board meetings are planned. The Nomination and Remuneration Committee has expressed the wish to expand its span of control relating to remuneration conditions, which currently amounts to the CFO position within the Board only. Going forward and upon approval by the AGM of the new Remuneration Poli- cy, the CEO will be included in target setting and pay out. The Senior Management conditions of employment will be aligned with those of the Executive Directors. Years in board Year of birth Gender General business management strategy Finance (balance & reporting Financial markets/ disclosure, communi- cation Audit, risk, compliance, legal & governance Real estate M&A IT/Digital & Innovation Social employment ESG Remon Vos 4 1970 M x x x x x x x x Richard Wilkinson 4 1964 M x x x x x x x x x Barbara Knoflach 3 1965 F x x x x x x x x x Susanne Eickermann-Riepe 3 1960 F x x x x x x x x x Gerard Van Kesteren 3 1949 M x x x x x Pavel Trenka 3 1973 M x x x x x x DIRECTOR’S COMPETENCY TABLE Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 139 Annual Report 2023 CTP N.V. Governance 5.1 Governance Structure 5.1.3 General Meetings of shareholders The Annual General Meeting (“AGM”) is held at least once a year, no later than 30 June. The agenda for the AGM includes, among others, the adoption of the Group’s annu- al accounts, the appointment of the external auditor, the allocation of profits insofar as this is at the disposal of the AGM, and any other matters proposed by the Board or by the shareholders in accordance with the Company’s Articles and Dutch law. The Articles outline the proce- dures for convening and holding the AGM and the deci- sion-making process. The draft minutes of the AGM must be published on CTP’s website no later than three months following the AGM. Shareholders are given three months to respond to the draft minutes. The minutes of the AGM are subsequently adopted and signed by the chair of the AGM and the Company Secretary. Contacts with shareholders are conducted in line with the bilateral contacts policy, published on CTP’s website. Annual General Meeting held in 2023 CTP’s 2023 AGM was held in Amsterdam on 25 April 2023. Meeting topics included, among others, the 2022 Annual Report, the authorisation to issue shares, amend- ments to the Articles to enable virtual meetings of share- holders to take place, the presentation of the Remunera- tion Report and the 2022 final dividend. No responses to the draft minutes were received. The minutes of the 2023 AGM were adopted and signed on 25 October 2023. Dividend An interim dividend of €0.25 per share was made available in shares or in cash and paid out on 4 September 2023. A final dividend for the 2023 financial year of €0.275 per ordinary share will be paid subject to AGM’s adoption of the 2023 annual accounts and approval of the payment of the dividend, bringing the total dividend over the 2023 financial year to €0.525 per ordinary share. No Extraordinary General Meeting took place in 2023. The next AGM will be held on 23 April 2024. Governance 5.2 CTP Board and Committees Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 140 Annual Report 2023 CTP N.V. 5.2 CTP Board and Committees 5.2.1 The Board and its meetings in 2023 ESRS GOV-2-26, GRI 2-18 The Board meets at least once every quarter, principally at CTP’s headquarters in Amsterdam, the Netherlands. The Board met six times in 2023; all Board members attended all meetings. Recurring topics of discussion were, among others, acquisition projects and the development pipeline, leasing activities and financial performance. Management reporting and financial reporting versus the budget were discussed, cash-flow forecasts and investor relations up- dates were provided, and risk management reports con- taining information about material impacts, risks and opportunities and compliance reports were discussed (in- cluding sustainability-related concerns that may arise and would require attention). These reports reach the Board via the Group Head of Internal Audit, Group Head of Risk Management, Group AML Compliance Officer and the CFO. The results and effectiveness of policies, actions, metrics and targets to address these material impacts, risks and opportunities are addressed in the Audit Com- mittee and at Board meetings. Oversight of CTP’s strategy and decisions to enter major transactions is done at meetings of the Board upon the initiative of the Executive Directors. In its decision the Board considers sensitivity to uncertainty also by legal, technical and environmental due diligence reporting that has taken place in the early stages of a potential trans- action. CTP’s strategy is discussed in the Board at least once a year, whereby the CEO and CFO present an update on the five-year strategy and indicate risks on the imple- mentation of the then-current strategy plan. At each meeting of the Board a list of opportunities is tabled including an update on the risks that go with the opportunity. A list of risks is mentioned in Section 5.2.2 – Audit Committee. The Board at present is not informed regularly on the implementation of sustainability due diligence in CTP’s processes. When deemed necessary, the Board consulted outside experts for advice and training purposes. The Executive Directors meet each week, whereby they discuss strategic, operational and financial topics, including assessing and managing impacts, risks and op- portunities. Oversight over this position is exercised by frequent contact every other week, contact with the Chair of the Board of Directors, monthly Board update calls (in- cluding relevant documentation on the day-to-day busi- ness, update on the status of key performance indicators) and other ad hoc contact moments. Dedicated controls and procedures are applied to the extent that approval for transactions above a certain (deal or monetary) size, services from the external auditor that have not been pre-approved, and other business matters need to be ap- proved by the Non-Executive Directors before they take place. Discussions on deficiencies (both signalled by CTP’s internal auditor as well as its external auditor) take place on a regular basis, and the annual audit leading to the ap- proval of the annual accounts ensures that the risks and impacts are properly managed. At its 2 March meeting, the Board discussed operator, developer and energy business topics. The 2022 Annual Report was approved, as was the 2022 dividend distri- bution, the AGM agenda, remuneration for 2023, and the fulfilment of the 2022 targets. At the 25 April meeting, Pavel Trenka renounced his func- tion as Chair of the Nomination and Remuneration Com- mittee. He stayed on as a member. Barbara Knoflach was appointed as Chair of the Nomination and Remuneration Committee; an update on HR was given. At the 10 May meeting, the first-quarter Financial Statements were approved, and the 2023 short-term in- centives of the CFO for 2023 and the draft ESG Report were discussed. The Board evaluated its own functioning and that of its committees in April and May by completing a question- naire on an anonymous basis. The outcome of the ques- tionnaire was discussed in two subsequent Board meet- ings in August and in November. The areas for further improvement relate to transformation of the organisation and of IT systems, succession planning and retirement of the Non-Executive Directors. Action for improvement was taken on all these points. At the 9 August meeting, the first half-year Financial Statements were discussed, as were the interim dividend, the audit plan and engagement letter of the external audi- tor, and diversity within CTP. The status of the best-prac- tice provisions of the Code and the questionnaire regard- ing self-assessment of the Non-Executive Directors were discussed. At the 8 November meeting, the Board discussed third-quarter results, business updates were given, sev- eral compliance policies were discussed, a status update of deviations from the Code was provided and the annual evaluation of the Board Rules was discussed. The retire- ment schedule of the Non-Executive Directors and bench- marking 2022 and remuneration trends were discussed. An enterprise resource planning (“ERP”) update was given. Governance 5.2 CTP Board and Committees Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 141 Annual Report 2023 CTP N.V. At the 21 December meeting, the Board discussed the effectiveness of the design and operation of the internal risk management and control systems. CTP’s 2024–2030 strategy was discussed, as was the 2024 budget, remu- neration, various policies and the Code of Conduct. The assessment of the fulfilment of the responsibilities of the internal and external auditor and the additional positions of the Non-Executive Directors were discussed. The list of reference companies for the remuneration peer group was updated to include an industry peer group. The CFO and the Non-Executive Directors had ten Board update calls, the purpose of which was to inform the Non-Executive Directors of the business (including acquisitions), status of the key performance indicators and financial position of the Group. CTP’s CFO reports on the impact, risks and opportunities. The main risks (being interest rate risk, liquidity risk, funding and credit risk, capital risk, property market risks, credit risk clients) are discussed. The Non-Executive Directors had three meetings only among themselves, whereby one was in the presence of the external auditor. 5.2.2 Board committees and their meetings in 2023 AUDIT COMMITTEE The duties of the Audit Committee include supervising and monitoring as well as advising the Board and each Direc- tor regarding the integrity and quality of the Company’s financial and sustainability reporting and the effective- ness of the Company’s internal risk management and con- trol systems. The Audit Committee advises the Board on the exercise of certain of its duties. It also supervises the submission of financial information by the Company, com- pliance with the recommendations of internal and external auditors on, amongst others, integral reporting, the Com- pany’s policy on tax planning, and the Company’s financing arrangements. It assists the Board with the Company’s information and communications technology and main- tains regular contact with and supervises the external accountant, and it prepares the nomination of an exter- nal accountant for appointment by the General Meeting. The Audit Committee also issues preliminary advice to the Board regarding the approval of the Financial Statements and the annual accounts, the annual budget and major capital expenditures. The charter of the Audit Committee is published on CTP’s website. The Audit Committee members are Mr. Gerard van Kesteren (Chair) and Ms. Susanne Eicker- mann-Riepe. The information referred to in the Code is in- cluded in Section 5.4.3. The Audit Committee is responsible for oversight of the process to manage material impacts, risks and oppor- tunities, including the role of the Executive Directors in the process to assess and manage impacts, risks and oppor- tunities. These responsibilities are reflected in the Board Rules and in the charter of the Audit Committee. ESRS 2 GOV-1-22 The Executive Directors, together with some of the Senior Managers, have meetings in which impacts, risks and op- portunities relating to the business are assessed. No del- egation of these activities has taken place within CTP. The reporting line to the supervisory bodies—the Audit Com- mittee and the Board—is directly from the Executive Di- rectors to the Board. Dedicated controls and procedures are applied to the management of impacts, risks and op- portunities to the extent that the internal audit function together with the internal risk management function monitor and report on impacts and risks at each meeting of the Audit Committee. Targets for Senior Management relating to material impacts, risks and opportunities on CTP’s business are set by the Executive Directors. Tar- gets for Executive Directors are set by the Non-Executive Directors. Progress relating to the targets of the former group is monitored throughout the year by the CEO and by the Group COO and discussed with the Senior Manage- ment of each separate country. Progress relating to the Executive Directors is monitored twice per year by the Non-Executive Directors. Meetings in 2023 The Audit Committee met five times in 2023; both mem- bers attended all meetings. Standard on the agenda of the Committee are the financial accounts of the period, the outlook and liquidity forecast (including funding and cash-flow forecast) and a review of the Company’s key performance indicators. The internal auditor updates the Committee on his observations and on the status of con- trol issues based on deficiencies identified by the external auditor in the relevant yearly audit, presents the internal plan, and gives regular updates on the status thereof. Governance 5.2 CTP Board and Committees Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 142 Annual Report 2023 CTP N.V. Heads of the Compliance department and Risk Manage- ment department provide updates (including a whistle- blower analysis). In the event that there are services per- formed by the external auditor that are outside of the scope of the statutory audit, the Audit Committee ap- proves these services on a separate note. The external auditor attended (part of) the meetings, among others, to present its 2023 audit plan and findings. In addition to the above recurring items, other items discussed during the meetings are mentioned below. On 2 March, the 2022 Annual Report was discussed (including annual accounts), as well as the draft letter of representation, the management letter and audit report by the external auditor. ESG reporting and EU taxonomy, an update on the ERP conversion, and reports from the Compliance and Risk Management departments and the internal auditor were also discussed. The Audit Commit- tee evaluated the functioning of the internal auditor and of KPMG as external auditor and advised the Board of the outcome thereof at the Board meeting on 2 March 2023. On 10 May, the first-quarter results were discussed, and the application of ERP as the new ICT system, risks related to cybersecurity, and, at the request of the Chair- man of the Audit Committee, regular legal claim reporting were introduced. On 9 August, the first half year results and the applica- tion of ERP as new the ICT system were discussed. The ex- ternal auditor presented its 2023 audit plan, and the 2023 interim dividend was discussed. A tax update—including the annual evaluation of the tax policy—was also discussed. On 8 November, the third-quarter results were dis- cussed, amendments to compliance policies were dis- cussed, and an ERP update was provided. Several changes were proposed to the Audit Committee charter, taking into account the recently updated Code. On 21 December, the 2024 budget and the status of the audit performed by the external auditor were discussed, the Code of Conduct and Risk Management Policy were evaluated. The findings relating to the assessment of the effectiveness of the design and operation of the internal risk management and control systems, covering strategic, operational, reporting and compliance risks, as well as an assessment of the effectiveness of the internal and ex- ternal audit processes were discussed. The Audit Committee met with the internal audit function and the CFO separately seven times during the year. At these meetings, inter alia, the progress of the internal audit plan was discussed, internal audit reports were shared, and deficiency reporting was tabled. The Au- dit Committee (and the other Non-Executive Directors) met with KPMG outside of the presence of the Executive Directors on 2 March 2023. NOMINATION AND REMUNERATION COMMITTEE The duties of the Nomination and Remuneration Commit- tee include proposing appointments and re-appointments of Directors, preparing selection criteria and appointment procedures for Directors, and proposing and updating the composition profile for the Non-Executive Directors. The Nomination and Remuneration Committee also periodi- cally assesses the scope and composition of the Board and the functioning of the individual Directors. It supervises the Board’s policy on selection criteria and appointment procedures for Directors and Senior Management. Furthermore, the duties of the Nomination and Remuner- ation Committee include the preparation of proposals by the Board on the Remuneration Policy for the Executive Directors to be adopted by the AGM and on the remuner- ation of the individual Executive Directors to be deter- mined by the Non-Executive Directors. The Nomination and Remuneration Committee prepares a Remuneration Report on the execution of the Remuneration Policy for the Board during the respective year. The AGM has an advisory vote on the Remuneration Report. The charter for the Nomination and Remuneration Committee is pub- lished on CTP’s website. The Nomination and Remuneration Committee mem- bers are Pavel Trenka and Barbara Knoflach. Pavel Trenka was chair until 26 April 2023, after which date Barbara Knoflach took over the position of chair. While CTP is look- ing for a suitable new Non-Executive Director, Barbara Knoflach took over the position of Chair of the Nomination and Remuneration temporarily. Meetings in 2023 The Nomination and Remuneration Committee met six times during 2023. All meetings were attended by both members. On 22 February, the 2023 short-term incentives for the CFO were discussed. On 2 March, the 2023 base salaries of the Executive Directors, the 2023 long-term incentives for the CFO, and the draft Remuneration Report were discussed. ESRS 2 GOV-3-29, ESRS E1-GOV-3-13 On 10 May, evaluation of the Remuneration Policy, the skills of the Non-Executive Directors, and the method for self-evaluation of the Board of Directors were discussed. Succession planning in general as well as the short-term and long-term incentives for the CFO were discussed. Governance 5.2 CTP Board and Committees Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 143 Annual Report 2023 CTP N.V. Out of the sustainability-related performance targets of the Executive Directors there is no target that specifical- ly relates to green house gas emissions. On 9 August, the Remuneration Policy was evaluat- ed. Succession planning and the composition and profile of the Non-Executive Directors were discussed. The di- versity and inclusion questionnaire and the definition of Senior Management were discussed. A mid-year update on the fulfilment of the 2023 short-term incentives was provided. On 8 November, a draft for a new Remuneration Poli- cy and benchmark, including reference companies for the peer groups, were discussed. Market trends relating to remuneration were discussed, and the retirement sched- ule for the Non-Executive Directors was discussed. An in- ventory of training sessions for 2024 was made and the gender diversity status within CTP was discussed. The charter of the Nominations and Remuneration Commit- tee was evaluated. When deemed necessary, the committee consulted out- side experts for advice. On 21 December, CTP’s standing diversity policy was evaluated. A proposal to the Board for the 2024 incen- tives of the Executive Directors and their base salary and the possible outcome of the 2023 incentives based on pre- liminary numbers and data were discussed. SUSTAINABILITY COMMITTEE The duties of the Sustainability Committee include, amongst others, advising the Board on a sustainable long-term vision, strategy and targets, monitoring of the sustainability initiatives and targets, overseeing of the overall climate risks and their consideration in the inter- nal risk management and control systems, and all matters of corporate responsibility. The Sustainability Committee ensures that sustainability matters that are important for CTP in general are tabled in the Board. In this process the Group Head of ESG Management is important, as he provides bottom-up information on the topics to be ta- bled and that the appropriate risk assessments are made. The accessibility of sustainability-related expertise and know-how is ensured by the presence of Susanne Eicker- mann-Riepe. The Sustainability Committee advises the Audit Com- mittee on sustainability reporting. The members are Su- sanne Eickermann-Riepe (Chair) and Barbara Knoflach (member). CTP is in the process of gathering more knowledge on ESG-related risks and opportunities. In weighing business risks, the ESG component is valued and the expectation is that this process will mature over time. Meetings in 2023 The Sustainability Committee was established on 8 No- vember 2022 and met five times in 2023, in which both members attended all meetings. At its meeting on 19 January, the committee discussed the draft Sustaina- bility Report; at its meeting on 2 March, the committee discussed the ESG strategy, mid-term ESG KPI’s, ratings and policies, ESG reporting and innovation. At its meet- ing on 10 May, the committee discussed ESG ratings and the draft Sustainability Report. At its meeting on 9 Au- gust, the committee discussed the ESG strategy, update on ratings and policy, data gathering and innovation. At its meeting on 8 November, the committee discussed an amendment to its standing charter to better reflect its role as advisor to the Audit Committee, ESG reporting and an update on ratings and policies. The Sustainability Committee forms an opinion on the topics it wants to address in its meetings or outside of its meetings—through discussion between the Chair of the Sustainability Committee and the Group Head of ESG Management—to enhance an ESG mindset within CTP. As evidenced from the above, the focus is on GRESB and SBTi benchmarks and on formulating a pathway to estab- lish CTP within these benchmarks as an ESG leader. 5.2.3 2023 Remuneration Report GRI 2-19, GRI 2-20 In compliance with Article 2:135b of the Dutch Civil Code, the European Shareholder Rights Directive (SRD II) and the Code, this 2023 Remuneration Report is split into two separate sections, containing: • the Remuneration Policy section describing the over- all approach to remuneration, and in particular, set- ting out the fixed and variable pay components of the Executive Directors and the fixed pay components of the Non-Executive Directors, including the back- ground reflecting on the internal and external context surrounding remuneration outcomes for the report- ing year; and • a section on the implementation of the Remuneration Policy during the reporting year. A copy of the separate Remuneration Report is e pub- lished on CTP’s corporate website. Governance 5.2 CTP Board and Committees Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 144 Annual Report 2023 CTP N.V. Overview of CTP’s Remuneration Policy The Remuneration Policy for the Executive Directors and the Non-Executive Directors of CTP N.V. was adopted by the AGM on 25 March 2021 (the “Remuneration Poli- cy”). Remuneration Reports are drafted annually since 29 March 2021, when CTP became a listed company. Conse- quently, this report provides for comparable figures avail- able as from 29 March 2021. The design and implementation of CTP’s Remunera- tion Policy have been drafted to follow all applicable laws and corporate governance requirements. Decisions relat- ed to remuneration are made in the context of CTP’s val- ues, purpose and strategy. Remuneration Policy changes are subject to sharehold- er approval. During 2023, the current Remuneration Policy was evaluated and the proposed changes have been includ- ed in an updated Remuneration Policy, which will be put to a shareholder vote in the AGM on 23 April 2024. Furthermore, for voting rights exercised on remuner- ation-related items, CTP undertakes to actively engage with dissenting shareholders to address all legitimate and reasonable objections and/or concerns. CTP invites its shareholders to engage with it regarding the Remu- neration Policy and reporting. During the AGM on 25 April 2023, there were no questions regarding the Remunera- tion Report for 2022, and 92.6% of the shareholders vot- ed in favour of the report. Philosophy and principles CTP’s remuneration philosophy aligns with the way the Company operates and helps CTP to grow its business and to grow the businesses of its clients. CTP is outcome-fo- cused, performance-driven and rewards fairly and com- petitively with a focus on long-term value creation while supporting the ownership mentality and spirit of entre- preneurship in its teams in all its operating locations. CTP places an emphasis on variable remuneration to reflect its highly performance-orientated and entrepreneurial cul- ture, its growth ambitions, and to ensure alignment with the expectations of shareholders. The six principles that guide CTP’s approach to remu- neration are: 1. remuneration should focus on long-term value crea- tion for and be clearly linked to the delivery of superior and sustainable corporate results in line with CTP’s strategy; 2. remuneration outcomes should mirror the shareholder and wider stakeholder experience over the long term and be aligned with CTP’s long-term strategy and es- tablished risk appetite; 3. remuneration should be fair and competitive against companies of a similar size, scope and complexity, with a strong emphasis on variable pay to reflect CTP’s high-performance culture but at the same time not paying more than necessary; 4. remuneration should be simple and transparent in terms of design and communication to internal and external stakeholders; 5. remuneration should adhere to the principles of good corporate governance practice in line with the Code and Dutch law; and 6. remuneration frameworks should be sufficiently flex- ible to take into account changing business priorities over time. In line with CTP’s remuneration philosophy and principles, its Remuneration Policy is to target base salary levels around the lower quartile of the peer group and total di- rect compensation levels (the sum of base salary, annual bonus and long-term incentive) around the upper quartile of the peer group. Again, this positioning policy reflects CTP’s performance-based culture with highly competitive levels of reward only being earned if outstanding perfor- mance is delivered. Benchmarking and peer group CTP’s remuneration should be fair and competitive against companies of a similar size, scope, and complexity. The reference points used to define market peers in terms of remuneration are Dutch-listed companies that are of a similar size and complexity to CTP and where appropriate, sector comparisons, i.e., European real estate and logis- tics businesses. To ensure a balanced approach to bench- marking, remuneration levels of Dutch-listed companies within a reasonable range of CTP’s market capitalisation will be considered. This may comprise both Euronext AEX and AMX companies. CTP continuously reviews the mar- ket reference points used for benchmarking purposes as the Company grows. Looking back 2023 was marked by central banks, both in G-10 coun- tries and in emerging markets, raising rates to levels not seen in over 20 years in order to bring the elevated inflation under control. This had a material impact on the real estate sector, which is by nature capital intensive, leading to material higher financing cost, lower valua- tions and a more limited number of transactions. Central banks are expected to have reached their terminal rates during the 2 nd half of 2023, and the market prices in sig- nificant rates cuts for 2024, as inflation has moderated. Governance 5.2 CTP Board and Committees Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 145 Annual Report 2023 CTP N.V. Looking ahead Starting in September 2023 the Nomination and Remu- neration Committee carried out a review of the Remu- neration Policy. Dutch law required the renewal of CTP’s policy at least every four years, but to be more in tune with the market and with developments and trends, CTP has decided to renew three years after the policy was adopted, which was at the time of CTP’s IPO on Euron- ext Amsterdam. CTP considers this a good opportunity to review how the policy compares to market practice and to ensure compliance with updated regulatory and corpo- rate governance requirements. The Group engaged with stakeholders through a dedicated number of sounding meetings, to solicit their feedback on, and support for, its proposals. This process resulted in the proposal to adopt an amended Remuneration Policy for the Executive Direc- tors and Non-Executive Directors, respectively, that will be submitted for adoption at the upcoming AGM on 23 April 2024. Upon convocation of the AGM, the proposal will be published on CTP’s website and the main changes following from these proposals, compared to the current Remuneration Policy, as well as other relevant informa- tion, will be explained in the explanatory notes to the rel- evant agenda items. Engaging with stakeholders CTP engages openly with its shareholders and institution- al investors on their input regarding CTP’s Remuneration Policy and the implementation thereof. Taking this input into account alongside the input from CTP’s other stake- holders allows the Company to make informed decisions going forward and to remain impactful on all fronts. Remuneration of the Executive Directors – total direct remuneration The total direct remuneration of the Executive Directors consists of four components: • fixed annual base salary; • benefits; • an annual cash incentive; and • long-term share-based incentives. The total direct remuneration mix at target and maximum performance for the CEO and CFO is as follows: Fig. 5.1 Fig. 5.2 Fig. 5.3. CTP’s CEO, Mr. Vos, has a substantial shareholding in the Company, meaning there is already a clear alignment between his interests and the Company’s performance and long-term value creation. Therefore, there are elements of the Remuneration Policy in which Mr. Vos currently does FIXED REMUNERATION 100% VARIABLE REMUNERATION 71% FIXED REMUNERATION 29% FIXED REMUNERATION 18% VARIABLE REMUNERATION 82% FIG. 5.1 CEO: AT TARGET AND MAXIMUM PERFORMANCE (in %) FIG. 5.2 CFO: AT TARGET PERFORMANCE (in %) FIG. 5.3 CFO: MAXIMUM PERFORMANCE (in %) Governance 5.2 CTP Board and Committees Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 146 Annual Report 2023 CTP N.V. not participate, namely variable remuneration. While not receiving variable remuneration, the short- and long-term target setting of the Company based on CTP’s strategy is applicable to the Executive Board, and this target setting is therefore also applicable to CTP’s CEO. Scenario analyses under different performance out- comes are carried out annually. Fixed annual base salary The fixed annual base salary is based on seniority and ex- perience, reflecting the nature of the role and responsibili- ties, while considering relevant benchmarks. The base sal- ary of the Executive Directors is currently set around the lower quartile of the peer group. Salaries are reviewed and approved by the Board on an annual basis, or when there is a change in role and responsibility. Benefits Executive Directors do not participate in a pension plan; however, they are entitled to receive market-standard benefits that could include: health insurance, life insur- ance, housing/car allowance, use of a company car, travel allowance, and workers’ compensation for illness. Addi- tional benefits may be considered as required, subject to business needs. Annual cash incentive The purpose of the annual cash incentive is to drive the achievement of annual performance targets support- ing CTP’s shorter-term strategic goals. The Executive Directors are eligible for an “at target” annual bonus of 150% of the base salary and the maximum bonus for out- standing performance is capped at two times the target amount, equal to 300% of base salary. Performance measures are based on key performance in- dicators that relate to CTP’s strategy and business prior- ities for the year ahead: • Financial measures could include cashflow, EBITDA, profit, gross lettable area, gross rental income, occu- pancy rate, rental collection, weighted average unex- pired lease term (WAULT) and other similar financial measures; and • Non-financial measures could relate to environmen- tal, social and governance targets, sustainability tar- gets, corporate social responsibility targets and spe- cific strategic milestones as considered appropriate by the Non-Executive Directors. For the annual cash incentive, 70% of the performance measures are financial in nature and 30% are non-finan- cial. The chosen performance measures have challenging yet realistic targets to encourage achievement in a sus- tainable manner. At the Non-Executive Directors’ dis- cretion, a portion of the annual cash incentive could be deferred into shares using the deferred incentive plan. Further information is contained beneath the heading “Deferred Incentive Plan”. Long-term incentive plan The purpose of the long-term incentive plan (“LTIP”) is to incentivise the achievement of long-term sustainable shareholder returns and the delivery of CTP’s long-term strategy. Under the LTIP, the Executive Directors may receive an annual award for shares, which shall normally vest after a three-year performance period, subject to the achievement of certain pre-determined corporate per- formance conditions, including financial and shareholder return-based measures set by the Non-Executive Direc- tors and remaining in service. LTIP awards may be grant- ed as nil-cost awards and may take the form of options to acquire shares, conditional rights to acquire shares or an immediate award of shares subject to restrictions. No payment is required for the grant of an LTIP award (unless the Non-Executive Directors determine otherwise). LTIP awards in the form of options that have vested will normally remain exercisable for a period determined at granting, which shall not exceed ten years from granting. The LTIP award opportunity is set at 100% of the base salary for delivering “at target” performance. The maximum number of shares that can be delivered under the LTIP award for delivering outstanding performance is 1.5 times the number of shares granted (i.e., 150% of the LTIP award shares granted). Therefore, the maximum LTIP award opportunity is equal to 150% of base salary at granting and no vesting will occur for below-thresh- old performance. The LTIP award level reflects CTP’s high-performance culture and is in line with the princi- ple that a greater portion of total remuneration should be based on variable remuneration. In line with the Code and unless the Non-Executive Directors determine other- wise, LTIP awards granted to Executive Directors will be subject to a holding period of at least two years following vesting. During this period, sale of the shares is restrict- ed, although shares may be sold to cover taxes due be- cause of vesting. Each financial year the Non-Executive Directors will determine the most appropriate performance conditions for the LTIP award. Performance measures will be select- ed considering CTP’s long-term business strategy and will relate to pre-determined corporate performance condi- tions, including financial and shareholder return-based measures. Governance 5.2 CTP Board and Committees Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 147 Annual Report 2023 CTP N.V. The performance measures and targets for the LTIP award were approved by the Non-Executive Directors. The core performance measure that was assessed under the LTIP is total shareholder return (“TSR”). TSR reflects the return received by a shareholder and captures both the change in the share price and the value of dividend income, assuming dividends are reinvested. TSR is an appropri- ate measure, as it objectively measures CTP’s financial performance and assesses long-term value creation for shareholders. LTIP awards will be subject to relative TSR and absolute TSR measures (both equally weighted at 50% each): • a relative measure allows an assessment of the out- performance delivered by CTP compared to other companies. For this purpose, relative performance is measured against an appropriate European real es- tate index; and • absolute TSR will ensure that Executive Directors re- main focused on CTP’s own performance by requiring growth in TSR over the measurement period, irre- spective of market performance. During the period of the Remuneration Policy and in the context of CTP’s long-term business strategy, the Non-Executive Directors will review performance condi- tions for each grant under the LTIP, in terms of the meas- ures themselves, the ranges of targets, and weightings applied to each element of the LTIP. Deferred incentive plan The deferred incentive plan (“DIP”) is a discretionary plan that may operate with one or more incentive plans oper- ated by CTP and provides a mechanism for the deferral of part of a participant’s incentive into a deferred award of cash and/or a deferred award of shares (“DIP award”). The Non-Executive Directors, in circumstances they consider appropriate, may determine that Executive Directors are eligible for selection to participate in the DIP. The Non-Ex- ecutive Directors reserve the right to defer a part of the annual cash bonus into shares in circumstances they con- sider appropriate. Deferral of shares would be under the terms of the DIP and therefore Executive Directors may receive DIP awards which are granted over shares. DIP awards that are granted over shares may be granted as nil- cost awards and may take the form of options to acquire shares, conditional rights to acquire shares or an immedi- ate award of shares subject to restrictions. In line with the Code and unless the Non-Executive Directors determine otherwise, DIP awards over shares will be subject to a five- year holding period following the award date. During this period, the sale of the shares is restricted, although shares may be sold to cover taxes due because of vesting. DIP awards are forfeited by Executive Directors who leave CTP unless and to the extent the Non-Executive Di- rectors otherwise determine. DIP awards may vest early on certain corporate events and may be varied on varia- tions of the Company’s share capital and certain corpo- rate events. DIP awards may also entitle participants to dividend equivalents paid in cash or shares. The total number of shares that may be newly issued or transferred from treasury in satisfaction of awards under the LTIP and the DIP may in aggregate not exceed 5% of the Company’s issued and outstanding share capital from time to time. To mitigate dilution, the Company may re- purchase shares to cover DIP Awards granted in the form of shares. Minimum shareholding requirements Executive Directors are encouraged to build or maintain (as appropriate) a minimum shareholding equivalent to 250% of their base salary over five years. Shares included in this calculation are any shares beneficially owned and any vested shares under the LTIP. Given Mr. Vos’ substan- tial shareholding in the Company, he already meets this requirement. The Non-Executive Directors may use their discretionary judgement to allow for a temporary devia- tion of this guideline in circumstances they consider to be appropriate, for example, in the case of new joiners. For the avoidance of doubt, in case of any shortfall under the share ownership requirement, Executive Directors will not be required to purchase shares from their own funds to satisfy the requirement. Risk mitigation Based on predefined trigger events, malus and claw back provisions may be applied to paid-out annual cash incen- tives as well as long-term share-based incentives. Governance 5.2 CTP Board and Committees Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 148 Annual Report 2023 CTP N.V. Malus The Non-Executive Directors, acting fairly and responsi- bly, may determine that the value of variable remuneration as granted would produce an unfair result due to extraor- dinary circumstances during the period in which the pre- determined performance criteria have been or should have been applied. In such circumstances and prior to vesting, variable remuneration can be cancelled or reduced. Claw back Upon discovery that variable remuneration has been awarded based on incorrect financial or other data (“trig- ger event”), the Non-Executive Directors, acting fairly and responsibly, may recover such variable remuneration in part or in full. The claw back period is three years fol- lowing the discovery of such a trigger event and applies during the holding period. Executive service agreements Executive service agreements are either for a permanent and indefinite period or a fixed-term period. Either way, a three-month notice period applies to executive service agreements. Severance provisions In the event of termination of employment, compensa- tion is provided for the loss of income of up to six months of gross base salary in addition to a three-month notice period. Loans At the end of 2023, no loans, advances, or guarantees were outstanding to the Executive Directors. REMUNERATION OF THE NON-EXECUTIVE DIRECTORS Fee structure of the Non-Executive Directors Non-Executive Directors receive an annual fixed base fee independent of the share price and performance of the Company and it is delivered in cash. The base fee is based on the ongoing nature of the responsibilities of the Non-Executive Directors as an independent body for ef- fective control of the Company. In addition to a base fee, the Non-Executive Direc- tors also receive committee fees and reimbursement of reasonable expenses contingent upon their activities and responsibilities (see Table 6). All remuneration is denomi- nated and delivered in euros. Currency conversion risks are not covered by the Company. Non-Executive Directors do not qualify for or receive any equity in terms of the Company’s variable pay incen- tive schemes, and they do not qualify to participate in any benefit program, e.g., pension benefits or arrangements, loan programs, etc. Reimbursements Non-Executive Directors are eligible to receive reimburse- ment of reasonable expenses incurred undertaking their duties. Non-Executive Directors are not entitled to any other compensation in relation to their duties. In particu- lar, Non-Executive Directors do not accrue any pension benefits or receive any pension compensation. The Com- pany does not operate a stock-option scheme. Tenure All Non-Executive Directors are subject to retirement and re-election by shareholders every three years, and the re-appointment of Non-Executive Directors is not au- tomatic. During the tenure, annual self-evaluations are done by the Non-Executive Directors and their sub-com- mittees. Loans At the end of 2023, no loans, advances, or guarantees were outstanding to the Non-Executive Directors. Table 6 shows the remuneration of the Non-Executive Directors in 2023. Mr. Pavel Trenka stepped down as Chair of the Nomination and Remuneration Committee on 26 April 2023 and stayed on as a member. While CTP is look- ing for a new suitable non-executive member of the Board of Directors, Ms. Barbara Knoflach takes over the position of Chair of the Nomination and Remuneration Committee. Mr. Pavel Trenka has waived his fees as of 1 July 2023. He does receive reimbursement of expenses incurred. TABLE 1 COMPENSATION OF NON-EXECUTIVE DIRECTORS Role Fee (€) Annual fixed base fees Senior Independent Director 150,000 Member of the non-excecutive directors 75,000 Committee fees Chair of the Audit Committee 20,000 Member of the Audit Committee 15,000 Chair of the Nomination and Remuneration Committee 15,000 Member of the Nomination and Remuneration Committee 10,000 Chair of the Chair Sustainability Committee 15,000 Member of the Sustainability Committee 10,000 Governance 5.2 CTP Board and Committees Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 149 Annual Report 2023 CTP N.V. 2023 REMUNERATION OUTCOMES Remuneration at a glance The remuneration of the Executive Directors is deter- mined by the Board, following a recommendation from the Nomination and Remuneration Committee with due observance of the Remuneration Policy. It comprises the following elements: • fixed annual base salary (see Table 2); • benefits; • an annual cash incentive; and • long-term share-based incentives. The implementation of the Remuneration Policy provides for a structure that aligns the compensation of the Ex- ecutive Directors with the successful delivery of CTP’s long-term strategy and shareholder value growth. When designing the Remuneration Policy, the Board considered, among others, the pay ratio between the Executive Direc- tors pay and average employee pay. When implementing the Remuneration Policy, and, in particular, when assess- ing the outcomes of variable remuneration components, scenario analyses have been taken into consideration by the Non-Executive Directors. Given the Company’s performance, the Non-Exec- utive Directors considered that the underlying perfor- mance targets set for the 2023 short-term incentive and the underlying absolute TSR performance target set for the 2021–2023 long-term shared-based incentive relat- ing to the 2023 outcome had to be normalised (see also “Annual Cash Incentive” below). When approving these payments, which are partly in Company shares and partly in cash, the Non-Executive Directors considered whether they represented a fair reflection of the underlying per- formance of the business and were satisfied that they did. Base salary In 2023, the annual base salary of Mr. Vos and Mr. Wilkin- son was as shown in Table 2. TABLE 2 BASE SALARY Name Board Role Annual Fixed Fees Remon Vos Chief Executive Officer 500,000 Richard Wilkinson Chief Financial Officer 380,000 Benefits Executive Directors receive market-standard benefits that can include: health insurance, life insurance, a hous- ing/car allowance, use of a company car, travel allowance, laptop, iPad and mobile phone devices, and workers’ com- pensation for illness. Additional benefits may be consid- ered as required, subject to business needs. Mr. Wilkinson receives a housing allowance of (the local currency equiv- alent of) €1,500 per month. The details of the Executive Directors’ emoluments accrued for or paid in the 2023 re- porting year are set out in Table 8 below. For the avoidance of doubt, no sign-on bonuses or al- lowances for pension were paid to the Executive Directors. Mr. Vos holds a substantial shareholding in the Com- pany, meaning there is already a clear alignment between his interests and the Company’s performance. Therefore, Mr. Vos currently does not participate in the variable re- muneration components described below. While not re- ceiving variable remuneration, please note that the short- and long-term target setting of the Company based on CTP’s strategy is applicable to the Executive Directors and is therefore also applicable to Mr. Vos. Annual cash incentive In 2023, the annual cash incentive pay-out for the Execu- tive Directors was dependent on the performance against the following pre-determined performance measures: • Growth in completed new GLA; • Company Specific Adjusted EPRA EPS; • Loan-to-value; and • ESG environmental index. The Non-Executive Directors have reviewed the actual performance of the Executive Directors against the set of performance targets to determine the extent to which the targets have been achieved. The annual cash incentive pay-out is 150% of the base salary based on an “at tar- get” achievement of the performance conditions, and the maximum bonus for outstanding performance is capped at two times the target amount, equal to 300% of the base salary. The loan-to-value and ESG environmental index performance measures have a downside impact on the cash bonus calculation in the form of a percentage re- duction, which is 10% for each key performance indicator. The actual STI performance was assessed by the Nomination and Remuneration Committee in good faith in a reasonable manner. In this assessment, the underly- ing performance of the Company that was achieved over the year 2023 was satisfactory, also compared to its peers. As such, the Non-Executive Directors considered the overall performance attained and resolved to apply a test of reasonableness and normalization in determining the 2023 STI performance achieved for the GLA growth target. This was done considering the extraordinary and volatile financial year completed which was impacted by the interest rate developments in the market. The total annual cash incentive determined based on the actual performance assessment may be adjusted downwards Governance 5.2 CTP Board and Committees Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 150 Annual Report 2023 CTP N.V. TABLE 3 PERFORMANCE MEASURE 2023 Weight Vesting levels (% of base salary) Actual performance Vested (% of base salary) Payout amounts Remon Vos, CEO Richard Wilkinson, CFO Company Specific Adjusted EPRA EPS 35% 21% - 105% Between minimum and target 22% - 85,120 Growth in completed new GLA 1 65% 39% - 195% Below minimum 34% - 130,416 Total 100% 60% - 300% 57% 3 - 215,536 Deferred 2021 bonus 2 - 447,150 Bonus Payable - 662,686 1 The performance is below minimum based on the original target or between minimum and target if compared to adjusted target. Vested (% of base salary)” is still below the minimum vesting level of 39% due to the downward adjustment of 20% (full malus of 20%). See Section 5.2.3for further explanation. 2 50% of the annual cash incentive for Mr. Wilkinson related to 2021 was deferred and subject to CTP Group achieving 10 million sqm growth in com- pleted new GLA (owned properties) no later than 31 December 2023. Based on the actual growth in completed new GLA, the total deferred amount of EUR 447,150 will be paid to Mr. Wilkinson in the first quarter of 2024. 3 Numbers may not add up due to rounding. based on the actual performance on the Loan-to-value ad the ESG environmental index performance measures. The Non-Executive DIrectors have reviewed and consid- ered the actual performance on these targets and deter- mined that a malus will be imposed on the calculated an- nual inentive for 2023. Considering that the GLA growth performance was achieved for 72% compared to the at target GLA growth (owned properties) level, this would result in a just above trheshold pay-out level. When ap- plying the malus, this would result in just below threshold performance level. The Non-Executive Directors, howev- er, resolved allowing a pay-out below the threshold pay- out level. This was resolved considereing the actual GLA growth performance achieved within the context of the extraordinary market developments while correcting the malus, resulting in a 52.8% pay-out f this element of the STI with a corresponding payment of EUR 130,416. The EPRA EPS performance target adjusted the malus, was achieved just above threshold levels resulting in a 64% pay-out of this element with a corresponding payment of EUR 85,120. this results in an overall 2023 STI payment of EUR 215,536 (see Table 3). The total annual cash incentive determined based on the actual performance assessment may be adjusted downwards based on the actual performance on the loan- to-value and the ESG environmental index performance measures. The Non-Executive Directors have reviewed and considered the actual performance on these targets and determined that a downward adjustment will be im- posed on the calculated annual incentive for 2023 (see Table 3). Long-term incentive plan The 2023 conditional share award made under the LTIP to Mr. Wilkinson with an award date of 11 May 2023 may vest on 11 May 2026 and is subject to continuous servic- es and meeting the predetermined performance targets. Outstanding conditional share awards will automatically lapse upon termination of services before the end of the vesting period. The shares must be held for a minimum of two years after vesting. Mr. Vos was not entitled to re- ceive an LTIP award during 2023. The performance target for the LTIP award is divided into two elements: • 50% of the award may vest depending on the Compa- ny’s absolute TSR performance; and • 50% of the award may vest depending on the Com- pany’s relative TSR performance versus the FTSE EPRA/NAREIT Developed Europe Index (see Table 4). Governance 5.2 CTP Board and Committees Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 151 Annual Report 2023 CTP N.V. TABLE 4 SHARE AWARDS The main conditions of share award plans 2023 based on at target award levels (100%) Opening balance During the year Closing balance Name of Director, position Performance period Award date Vesting Date End of holding period Shares outstanding 1 January 2023 Number of shares awarded Shares vested Shares subject to a performance condition Shares awarded and unvested at year end Remon Vos, CEO N/A - - - - - - - - Richard Wilkinson, CFO 2021 -2023 30April2021 30April2024 30April2026 27,142 - - 27,142 27,142 Richard Wilkinson, CFO 2022 -2024 29April2022 29April2025 29April2027 27,130 - - 27,130 27,130 Richard Wilkinson, CFO 2023 -2025 11 May 2023 11 May 2026 11 May 2028 32,442 - 32,442 32,442 54,272 32,442 86,714 86,714 TABLE 5 REMUNERATION 1 AND COMPANY PERFORMANCE 2023 % change 2022 % change 2021 Name of Executive Director, position Remon Vos, CEO 595,405 -1% 599,041 1% 591,132 Richard Wilkinson, CFO 1,051,701 −11% 1,187,427 5% 1,134,708 Annual remuneration of all full-time employees (excluding CEO and CFO) 45,758,894 22% 37,529,532 36% 27,617,160 Average FTE's of employees (excluding CEO and CFO) 709 23% 577 32% 438 Average total annual remuneration 64,504 −1% 65,043 3% 63,053 Pay ratio CEO 9.2 - 9.2 −2% 9.4 Pay ratio CFO 16.3 −11% 18.3 1% 18.0 Company Specific Adjusted EPRA EPS (€) 0.73 19% 0.61 26% 0.49 Gross lettable area in million SQM 2 11.8 12% 10.5 38% 7.6 1 In 2023, the calculation method for the pay ratio has been adjusted in order to comply with the guidance in the revised Code. As a result, the remuneration amounts and pay ratios for previous years have also been adjusted in accordance with the new calculation method. For 2021, the fixed remuneration for the CEO and the CFO has been annualized. 2 The calculated % change in GLA from 2021 to 2022 has been updated since it was not correctly calculated in the table for 2022. Governance 5.2 CTP Board and Committees Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 152 Annual Report 2023 CTP N.V. Adjustments to remuneration In 2023, no application of the right to reclaim variable re- muneration by means of either a claw back or malus with- in the meaning of Article 2:135 (8) of the Dutch Civil Code was applied on any kind of variable payments for any Ex- ecutive Director. Minimum shareholding requirements The minimum shareholding requirements amounts to 250% of the base salary, built up over five years. Given Mr. Vos’ substantial shareholding in the Company, he al- ready exceeds the minimum shareholding requirement. Mr. Wilkinson did not meet the minimum shareholding re- quirement in 2023. Pay ratio Pay differentials and the Executive Directors’ position within the Company have also been considered. In this re- spect, the internal pay ratio was also considered and dis- cussed. Since the CEO only receives a fixed annual base salary, the pay ratio includes the CEO and the CFO. The average total annual remuneration for the reference group does not include the total annual remuneration of either the CEO or the CFO. Based on the above, in 2023 the in- ternal pay ratio was 9.2 (9.2 for 2022 and 9.4 for 2021) for the CEO and 16.3 (18.3 for 2022 and 18.0 for 2021) for the CFO as articulated in Table 5. The decrease of the in- ternal pay ratio for the CFO in 2023 compared to 2022 is mainly explained by higher expenses recognized in 2022 for the CFO’s annual bonus plan. Due to recalculation of the numbers in the 2022 Annual Report and the 2021 An- nual Report in accordance with the guidance in the current Code, the pay ratios for 2021 and 2022 are different than reported in previous years. Non-Executive Directors’ remuneration The Non-Executive Directors’ remuneration for the fi- nancial years ending after 29 March 2021, when CTP be- came a listed company, is presented in Table 6. Compliance CTP did not deviate from the Remuneration Policy for ei- ther the Executive or Non-Executive Directors. The Company has not granted any loans, advance payments or guarantees to the Executive Directors or Non-Executive Directors. Total remuneration The actual cash remuneration paid and the value of the vested equity remuneration of the Executive Directors by the Company for the financial year ending 31 December 2023, is presented in Table 7. Table 8 presents the Remuneration of the Executive Directors as recognised under IFRS by the Company for the financial year ending on 31 December 2023. Governance 5.2 CTP Board and Committees Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 153 Annual Report 2023 CTP N.V. TABLE 6 REMUNERATION OF NON-EXECUTIVE DIRECTORS Name of Non-Executive Director Annual fixed fees received (€) Annual fixed fees received (€) Total 2023 2022 Committee role 2023 2022 2023 2022 2021 1 Barbara Knoflach, Senior Independent Director 150,000 150,000 Chair Nomination and Remuneration Committee 2 , member Sustainability Committee 23,333 10,000 173,333 160,000 121,863 Gerard van Kesteren 75,000 75,000 Chair Audit Committee 20,000 20,000 95,000 95,000 72,356 Pavel Trenka 3 37,500 75,000 Chair Nomination and Remuneration Committee until 25 April 2023, thereafter member of same Committee 6,667 15,000 44,167 90,000 68,548 Susanne Eickermann-Riepe 75,000 75,000 Chair Sustainability Committee, member Audit Committee 30,000 15,000 105,000 90,000 68,548 Total 337,500 375,000 80,000 60,000 417,500 435,000 331,315 1 Recognized by the Company for remuneration to Non-Executive Directors as from 29 March 2021. 2 Ms. Knoflach became chair of the Nomination and Remuneration Committee 1 May 2023. 3 Mr. Trenka waived his remuneration as of 1 July 2023. TABLE 7 REMUNERATION EXECUTIVE DIRECTORS Name of Executive Director, position Fixed remuneration Variable remuneration Extraordinary items Total remuneration Proportion of fixed and variable remuneration Base salary Other benefits STI 1 LTIP Fixed Variable Remon Vos, CEO 500,000 10,074 - - - 510,074 100% 0% Richard Wilkinson, CFO 380,000 26,703 662,686 - 1,069,389 38% 62% 1 The STI amount for Mr. Wilkinson includes the amount payable related to the annual cash incentive for 2023 (€215,536) and the deferred part of the STI 2021 (€447,150) paid in 2024 (see also Footnote under Table 3). Governance 5.2 CTP Board and Committees Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 154 Annual Report 2023 CTP N.V. TABLE 8 REMUNERATION OF EXECUTIVE DIRECTORS – IFRS Name of Executive Director, position Base salary Social security contributions STI 1 LTIP Other benefits Total Remon Vos, CEO 500,000 85,331 - - 10,074 595,405 Richard Wilkinson, CFO 380,000 76,411 364,586 204,000 26,703 1,051,730 Total 2023 880,000 161,773 364,586 204,000 36,777 1,647,135 Remon Vos, CEO 500,000 83,930 - - 15,111 599,041 Richard Wilkinson, CFO 380,000 75,674 529,050 176,000 26,703 1,187,427 Total 2022 880,000 159,604 529,050 176,000 41,814 1,786,468 1 The STI amounts recognised for Mr. Wilkinson in 2022 and 2023 include expenses recognised for the deferred part of the STI for 2021 (see also the footnote under Table 3). 5.2.4 Post-2023 events The Executive Directors submitted the 2023 annual ac- counts, the Letter of the CEO and the Letter of the CFO and the responsibility statement to the Non-Executive Di- rectors with the recommendation to CTP’s shareholders to adopt the 2023 annual accounts on 23 April 2024. The annual accounts were audited by KPMG, which issued an unqualified auditor’s opinion. The Board approved the ac- counts and signed the 2023 annual accounts on 11 March 2024. Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 155 Annual Report 2023 CTP N.V. Governance 5.3 Diversity, Code of Conduct and Compliance 5.3 Diversity, Code of Conduct and Compliance 5.3.1 Diversity and inclusion CTP is committed to an inclusive culture and aims for an increase of diversity in nationality and age as well as creating and maintaining a variation in education and ex- perience. CTP continues to strive for an adequate and balanced composition of the Board in its future appoint- ments by considering relevant selection criteria such as executive and industry experience, skills and knowledge, personal capabilities, age, gender identity, nationality, cultural and other background qualities. As of 1 January 2022, Dutch companies listed at Eu- ronext Amsterdam must comply with quotas for supervi- sory boards, and “large” companies (in accordance with Section 2:166 of the Dutch Civil Code) must formulate targets to achieve gender-balanced boards and senior management. A company’s gender-balance targets must be reported to the Dutch Social and Economic Council an- nually and will be included in the management report for transparency purposes. CTP is a company listed at Euronext Amsterdam and qualifies as a large company in accordance with the Dutch Civil Code. In its Diversity and Inclusion policy CTP has included gender-balance targets for the Executive Di- rectors that are ambitious but also realistic—given the environment that CTP operates in. The targets are for- mulated as follows: at least 25% of the Executive Direc- tors jointly consist of men and at least 25% of the Exec- utive Directors jointly consist of women. This percentage is 30% of each gender for the Non-Executive Directors. With respect to nationality, cultural and other back- ground, the target is that a maximum of 50% of one na- tionality and/or cultural background will be represented on the Board. Targets were also set for CTP’s Senior Management: at least 30% of the Senior Management jointly consist of men and at least 30% jointly consist of women. For the organisation in its entirety, CTP aspires to have a gender mix of at least 45% of either gender. ESRS 2 GOV-1-21 The current composition of the Executive Director seats is not evenly distributed among males and females, as the current two Executive Directors are male. Of the current four Non-Executive Directors, two are female and two are male. This is a balanced distribution of seats, and CTP remains focused on keeping this balanced distribution. The average ratio of female to male Board members is 1:2, and the percentage of independent board members is 1:2. Of the total number of 17 Senior Management em- ployees at year-end 2023, five are female. 1 Reasons for not achieving the target of 30% female employees within this group are that for the top positions more male than female candidates meet Company expectations. Also, the Senior Management group is small so each joiner or leaver can change the gender composition of the Senior Management group. Measures are being taken to address the divergence from CTP’s objectives relating to the Sen- ior Management. CTP as a whole had a ratio of female to male employees of roughly 46:54 at year end. CTP’s employees come, among others, from the Czech Republic, Greece, Germany, Hungary, the UK, Ro- 1 The employees of CTP in a managerial position as defined in Arti- cle 2:166 of the Dutch Civil Code. mania, Slovakia, Poland, Serbia, Bulgaria, Austria, the US and the Netherlands. The total workforce consists of 732 FTE’s. More extensive information on the number of fe- male and male employees throughout the year and within all functions in the Company, the age differences and oth- er relevant information on gender can be found in Section 4.7.3.8. There was no written plan to achieve the diversity targets for financial year 2023. Insight into the inflow, progression and retention of employees and the gender composition of the various target groups at year-end is given in Section 4.7.3.7. ESRS 2 GOV-1-21 Within the Company there is no representation of employ- ees or other workers. Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 156 Annual Report 2023 CTP N.V. 5.3.2 Compliance function In 2023, CTP reinforced its dedication to safeguarding against risks such as financial sanctions, legal liabilities, and reputational damage. The compliance function, a pivotal aspect of CTP’s business integrity, continued to evolve, reflecting the Group’s commitment to ethical con- duct and operational excellence. The compliance function encompassed the develop- ment and management of comprehensive compliance and AML programs, ensuring their effective implementation across the Group. This involved training initiatives, due diligence processes, managing the Group whistleblowing and grievance mechanisms, maintaining a gifts register, and adapting to new legislative requirements. The func- tion’s reach was broad, extending its influence across all departments and countries, ensuring a cohesive and uni- fied compliance culture. Emphasising the importance of a continuing learning environment, the compliance function focused on enhanc- ing awareness and understanding of compliance practic- es at all organisational levels. This proactive educational approach is central to embedding a compliance culture throughout CTP. CTP is committed to further advancing its compliance capabilities, aligning with stakeholder expectations, and cementing its reputation as a leader in ethical business practices. The Group AML Compliance Officer, with direct ac- cess to the Board of Directors and permanent access to the CFO, plays a crucial role in maintaining this standard of integrity. The CTP Compliance Program in 2023 encompasses: 1. Guidance framework: CTP’s Code of Conduct and compliance policies, accessible via CTP’s intranet and website, serve as navigational tools for ethical busi- ness conduct. They are dynamic, adapting to business and legal landscapes and are fundamental in deci- sion-making at all operational levels. 2. Proactive monitoring & controls: CTP introduced conflict-of-interest checks and a quarterly vendor risk assessment system, ensuring thorough vetting and evaluation of business relationships. 3. Whistleblower & grievance mechanisms: The Com- pany maintains open communication channels for reporting and addressing compliance concerns, in- cluding ESG matters, ensuring a transparent and ac- countable environment. 4. Gifts & hospitality: CTP implemented a robust ap- proval mechanism and a web-based tracking system for gifts and hospitality, underpinned by the Compa- ny’s anti-bribery and corruption policy, to maintain ethical standards. 5. Insider trading regulations: CTP’s Insider Trading Policy, enforced by the Group AML Compliance Of- ficer, includes stringent regulations and educational initiatives to mitigate insider trading risks and ensure compliance with the Market Abuse Regulation. 6. Data protection: CTP extended its compliance pro- gram to include data protection policies, emphasising the safeguarding of personal information and IT se- curity. 5.3.3 Code of Conduct CTP is committed to ethical business practices, firmly op- posing fraudulent behaviour. CTP enhanced its approach to compliance, not only by introducing a dedicated compli- ance role but also by regularly updating its Code of Con- duct. CTP’s goal is to operate with integrity, applying best practices across all its global operations. CTP believes in fair, honest, and transparent dealings with everyone it works with and strives to positively contribute to the com- munities and societies where it operates. CTP’s Code of Conduct is reviewed and updated annually to ensure it re- mains effective and relevant. Responsibility for upholding integrity lies with every- one at CTP. CTP has established thorough controls and procedures to ensure adherence to CTP’s Code of Con- duct. All staff members annually affirm their understand- ing and commitment to these guidelines. The Board plays a critical role in guiding CTP’s respon- sible business practices. They oversee the implementation of ethical, compliance, and related protocols, ensuring these align with the Group’s vision and long-term goals. The Group AML Compliance Officer is key in maintain- ing CTP’s business conduct standards. She provides re- ports to the Audit Committee and Board, covering recent activities, compliance updates, and risk assessments. This facilitates informed decision-making and helps keep CTP’s operations compliant and ethically sound. Decisions, particularly those with significant impact, are made through a collaborative process involving Sen- ior Management and the Board. This approach ensures that diverse perspectives are considered, leading to well-rounded decisions that serve the best interests of the organisation and its stakeholders. Governance 5.3 Diversity, Code of Conduct and Compliance Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 157 Annual Report 2023 CTP N.V. Board members are expected to have a thorough un- derstanding of business conduct issues. Their expertise comes from both academic knowledge and practical ex- perience in managing ethical business operations. CTP organises regular training and workshops to keep them abreast of the latest developments in business conduct. An accountability system is in place to maintain strong governance. If deviations from established guidelines are identified, those responsible are held accountable. This reinforces our commitment to responsible business con- duct and the maintenance of high standards set by the Board and its sub-committees across the organisation. Commitment to integrity CTP is dedicated to upholding the highest standards of integrity and professionalism. The Group strictly prohibit any form of corruption or bribery. CTP is committed to abiding by the Group’s anti-bribery and corruption policy, ensuring that all operations are in line with relevant laws and are conducted with fairness and ethical practices. In response to the evolving landscape of our construction and procurement activities, the Group is proactively en- hancing its control and monitoring systems. This enables robust oversight and the prevention of any form of mis- conduct, demonstrating CTP´s commitment to ethical business practices. The roles of the Board and its sub-committees in forming, monitoring, promoting, and assessing the corporate cul- ture at CTP Group, as well as their capacity to mitigate negative impacts, maximise positive impacts, and manage related risks, are as follows: 1. Forming corporate culture: The Board and its sub-committees establish the strategic framework for business conduct that aligns with the Company’s vision, mission, and long-term objectives. This stra- tegic framework is fundamental in shaping the cor- porate culture. 2. Monitoring and promoting corporate culture: Reg- ular meetings and detailed reports from the Group AML Compliance Officer to the Audit Committee and Board ensure ongoing monitoring of business con- duct. This includes updates on compliance, potential risks, and recommendations for improvement. The active role of the Audit Committee and Board in evaluating these reports and making informed de- cisions promotes a culture of transparency and ac- countability throughout the organisation. 3. Assessing corporate culture: The consultative deci- sion-making process involving Senior Management, the CEO, and key executives, in collaboration with the Board, ensures that various perspectives are consid- ered. This comprehensive approach aids in assessing the effectiveness and alignment of the corporate culture with the Company’s values and objectives. By assessing, monitoring and managing the values regulary they get embedded in our culture and thus benefit our long term value creation. Once a year an evaluation of effectiveness of the Code of Conduct is done in compliance with the Dutch Corporate Gov- ernance Code. 4. Monitoring and managing related risks: The exper- tise of the members of the Board and its sub-com- mittees stemming from academic qualifications and experience in overseeing ethical and compliant oper- ations, is crucial in identifying and managing risks. 5. Accountability mechanism: The accountability mech- anism in place for any discrepancies or deviations from established protocols and guidelines ensures robust governance. This mechanism reinforces re- sponsible business conduct and risk management across the organisation. In summary, the Board and its sub-committees are deep- ly involved in each aspect of cultivating and maintaining a corporate culture centred around ethical business con- duct. Their involvement is critical in both shaping and up- holding this culture and in ensuring the organisation’s ca- pacity to manage associated risks and impacts effectively. Governance 5.3 Diversity, Code of Conduct and Compliance Governance 5.4 Governance Declarations Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 158 Annual Report 2023 CTP N.V. 5.4 Governance Declarations 5.4.1 Compliance with the Dutch Corporate Governance Code 2022 CTP is subject to the Code. In 2023, improvements were made in implementing the provisions of the new Code that entered into force on 1 January 2023. Among others, a ro- tation schedule for the Non-Executive Directors was ap- proved by the Board, which includes a staggered approach to re-appointments. Subject to shareholder approval of re-appointments of Non-Executive Directors at the AGM on 23 April 2024, this leads to the successful implementa- tion a rotation schedule. Considering the Company’s specific shareholder structure, the Board remains committed to and continues to endeavour to comply with more best practice provisions than it complies with today, but it also acknowledges that some best practice provisions will not be complied with within the current shareholder structure. Deviations from the best-practice provisions are explained hereinafter. The headings refer to the Code; the explanation relates to the CTP-specific situation. Best-practice provision 1.1.5 – Dialogue with stakeholders CTP has currently no stakeholder dialogue policy in place as market practice is still developing. CTP envisages to remedy this deviation in the first half year of 2024 as the market standard is expected to have crystallised by then. Dialogue with stakeholders take place on a regular basis notwithstanding, thus ensuring information from stake- holders is taken into account by the management of CTP. Best-practice provision 2.2.1 – Appointment and re-ap- pointment periods–management board members This provision prescribes that a managing director is ap- pointed for a maximum period of four years. The CEO has been appointed as Executive Director and may be unlim- itedly re-appointed considering his desire to continue an active role on the Board as long as possible in order to safeguard CTP’s long-term value creation strategy. The CFO has been appointed for a period of three years. Best practice provision 2.2.2 – Appointment and re-ap- pointment periods - supervisory board members Non-Executive Directors have been appointed for three years, which is formally not in conformity with the four years stipulated by this provision. The Board feels it is important to relate the period for re-appointment to in- ternational standards and to be able to get new views and ideas on a more regular basis. On the other hand, the Board realises that staggered terms are helpful to safe- guard specific knowledge, skills, and expertise within CTP. Subject to shareholder approval at the AGM on 23 April 2024, the Board has decided to appoint Non-Executive Di- rectors for either one, two, three or four years (including different second terms of office for possible re-appoint- ment of Non-Executive Directors currently in office). Best-practice provision 2.2.4 – Succession The Non-Executive Directors discussed the succession of Executive Directors and Non-Executive Directors exten- sively in 2023, thereby taking into account the profile of the Non-Executive Directors. There is, however, no writ- ten plan for succession of members of the Board. CTP currently has a retirement schedule where all four members retire simultaneously. For the period after the AGM in 2024 and subject to approval of the share- holders, the (re-)appointments will be such that they do not retire simultaneously. Best-practice provision 2.2.5 – Duties of the selection and appointment committee The Nomination and Remuneration Committee has not drawn up a written plan for the succession of members of the Board. However, the succession of Executive Direc- tors and Non-Executive Directors was discussed numer- ous times by the Committee as well as by the Board during the year, whereby staggering and diversity requirements, expertise and expansion of resources due to the increas- ing complexity of the business, were tabled. The policy of the Executive Directors on the selection criteria and ap- pointment procedures for Senior Management was not discussed by the Non-Executive Directors. Such a policy has yet to be formulated in writing within CTP. Governance 5.4 Governance Declarations Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 159 Annual Report 2023 CTP N.V. Best-practice provision 2.3.4 – Composition of the committees Pavel Trenka stepped down as Chair of the Nomina- tion and Remuneration Committee on 26 April 2023 and stayed on as a member. While CTP is looking for a suitable new non-executive member of the Board, Barbara Kno- flach took over the position of Chair of the Nomination and Remuneration Committee temporarily. Best-practice provision 4.3.3 – Cancelling the binding nature of a nomination or dismissal The general meeting of a company not having the large company regime (in Dutch: structuurregime ) may pass a resolution to nominate or dismiss a member of its manag- ing board or its supervisory board by an absolute majority of the votes cast. It may be provided that this majority should represent a given proportion of the issued capital, the proportion of which may not exceed one-third. CTP deviates from this provision to the extent that in the Articles and Board Rules it is stated that if a dismiss- al was not proposed by the Non-Executive Directors, the General Meeting can only dismiss a Director with a two- thirds majority of the votes cast, representing more than half of the issued share capital. Best-practice provision 5.1.4 – Composition of committees Neither the Audit Committee nor the Remuneration Com- mittee can be chaired by the Chairman of the Board of Di- rectors. Pavel Trenka stepped down as Chair of the Nomi- nation and Remuneration Committee on 26 April 2023 and stayed on as a member. While CTP is looking for a suitable new non-executive member of the Board, Barbara Kno- flach took over the position of Chair of the Nomination and Remuneration Committee temporarily. 5.4.2 Decree on the Directive on Takeover Bids Further to the Decree on the Directive on Takeover Bids (in Dutch: Besluit artikel 10 overnamerichtlijn ), CTP is re- quired to report on, among other things: the Company’s capital structure; restrictions on voting rights and the transfer of securities; significant shareholding in CTP; the rules governing the appointment and dismissal of Di- rectors and amendments to the Company’s Articles; the powers of the Executive Directors (in particular the pow- er to issue shares or to repurchase shares, together with the Non-Executive Directors); significant agreements to which CTP is a party and which are put into effect, changed or dissolved upon a change of control of CTP fol- lowing a takeover bid; and any agreements between CTP and the Executive Directors or associates providing for compensation if their employment agreement ceases be- cause of a takeover bid. The information required by the Decree on the Directive on Takeover Bids is included in this section of the Annual Report as well as well as in the notes to the consolidated 2023 Financial Statements. Capital structure CTP has one class of shares: ordinary shares with a nom- inal value of €0.16 each. The shares are listed on Euron- ext Amsterdam and the issued share capital consists of 448,182,458 shares on 31 December 2023. The rights at- tached to the shares into which CTP’s capital is divided follow from the Articles and the Dutch Civil Code. Limits on the transfer of shares There are no limits on the transfer of CTP shares. Substantial interests Pursuant to the Dutch Financial Markets Supervision Act (“FMSA”) and the Decree on Disclosure of Holdings in Is- suing Institutions (in Dutch: Besluit melding zeggenschap en kapitaalbelang in uitgevende instellingen Wft ), the Dutch Authority for the Financial Markets (“AFM”) must be notified of substantial shareholdings (i.e., a threshold of 3% or more). On 31 December 2023, CTP Holding BV held 75.58% of the shares in CTP, Multivest BV held 100% of the shares in CTP Holding BV and Stichting Adminis- tratiekantoor Multivest held 100% of the shares in Mul- tivest BV. In Stichting Administratiekantoor Multivest the person with controlling interest is Mr. Vos. Based on the information in the AFM register on 31 December 2023, Capital Research and Management Company has a shareholding of at least 3% of the shares in CTP. Special control rights The shares into which CTP’s equity is divided are not sub- ject to any special control rights. Share plans CTP has a long-term incentive plan and a deferred incen- tive plan for Executive Directors. Voting limitations There are no voting limitations on CTP’s shares. Agreements with shareholders that can limit the transfer of shares or voting rights There are no agreements with shareholders that can limit the transfer of shares or voting rights. Governance 5.4 Governance Declarations Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 160 Annual Report 2023 CTP N.V. Appointment and dismissal of directors, amendments to the Articles The provisions regarding the appointment and dismissal of Directors are available on CTP’s website. The General Meeting may resolve to amend the Articles with an ab- solute majority of the votes cast, further to a proposal of the Board approved by a majority of the Non-Execu- tive Directors. A proposal to amend the Articles must be stated in the notice of the AGM. A copy of the proposal containing the verbatim text of the proposed amendment must be made available to all shareholders. Acquisition of own shares The General Meeting may authorise the Board (i) to pur- chase shares in CTP’s own capital, and (ii) to issue and grant rights to subscribe for shares and to limit or exclude pre-emptive rights of shareholders in the event of issuing and granting rights to subscribe for shares. Further infor- mation can be found in the Articles. Issue of shares At the AGM on 25 April 2023, the General Meeting au- thorised the Board, until 25 October 2024, (i) to issue shares or to grant rights to acquire those shares up to a maximum of 15% of the Company’s share capital as per 25 April 2023, (ii) to issue shares up to the amount of shares reflected on by shareholders pursuant to an in- terim scrip dividend regarding the 2023 financial year, (iii) to exclude pre-emptive rights accruing to shareholders in connection with the aforementioned issuances, and (iv) to cause the Company to acquire shares in its share capital at a price of up to 110% of the opening price of the shares on the Euronext Amsterdam stock exchange during five trading days prior to the date of the acquisition, provided that the Company and its subsidiaries will not at any time hold more than 10% of the issued capital of the Company as per 25 April 2023. Change of control arrangements The Company is not a party to material agreements that are in any way subject to or affected by a change of con- trol over the Company following a public offer as referred to in section 5:70 of the FMSA. There are no agreements under which CTP is liable to make any payment to direc- tors on resignation following a public offer as referred to in Section 5:70 of the FMSA. Special rights of control CTP does not have any potential or existing takeover measures. Agreements with Executive Directors or employees A three-month notice period applies to executive service agreements. In the event of termination of employment, compensation is provided for the loss of income of up to six months’ of gross base salary in addition to a three- month notice period. Conflict of interest and related party transactions Under the Board Rules and the Related Party Transactions Policy, conflicts of interest must be reported to the Sen- ior Independent Director. The Senior Independent Director must report any (potential) related-party transaction re- lated to him/her to the vice-chair. In addition, a Director must report any related-party transaction to the (other) Directors and the Company Secretary. In 2023, no such re- lated-party transactions were reported to the Board. The Non-Executive Directors shall determine the consequences of a (potential) conflict of interest, if any. In case of a conflict of interest, the Director concerned is not allowed to participate in discussions or vote on such mat- ter. If one or more Directors have a conflict of interest, the resolution concerned will be voted on if (i) the trans- action is entered into on terms that are customary in the market and in compliance with the laws of the relevant ju- risdiction, and (ii) the resolution is taken with the consent of at least the majority of the Non-Executive Directors, if the conflict of interest is of material significance to the Company or the relevant Director. Mr. Vos serves as CEO and Executive Director, while he is also an (indirect) majority shareholder. Accordingly, Mr. Vos may through his (indirect) vote at General Meet- ings of shareholders support strategies and directions that are in his best interests, which may conflict with the interests of the Company and the other shareholders. Governance 5.4 Governance Declarations Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 161 Annual Report 2023 CTP N.V. Mr. Vos uses means of transportation provided by the Company for private purposes for which he pays a user fee. The Group is carefully monitoring and assessing re- lated-party transactions that are disclosed in detail in note 36 of the notes to the 2023 annual accounts. Personal loans Personal loans, guarantees or the like may not be grant- ed to the Executive Directors or to the Non-Executive Di- rectors unless they are provided (i) as part of the normal course of the Company’s business (i.e., if CTP would qual- ify as a financial institution), (ii) on terms applicable to all Company personnel as a whole, and (iii) after approval of the Non-Executive Directors. No personal loans, guaran- tees or the like were granted by the Company in 2023. 5.4.3 Corporate governance statement The Code requires Dutch companies to publish a state- ment concerning their approach to corporate governance and compliance with the Code. CTP adheres to the Code. The information required to be included in this corporate governance statement as described in Section 3 of the Decree on the Management Report, which is incorporated and repeated here by reference, can be found in the fol- lowing sections of CTP’s Annual Report: • The information on how CTP deviates from some of the principles and best practice provisions of the Code, the reasons for the deviations, whether the deviations are of a temporary nature and when CTP intends to comply with these principles and best prac- tice provisions, can be found in Section 5.4.1. • The information regarding CTP’s risk management and control framework relating to the financial and sustainability reporting process, as required by Sec- tion 3a sub a of the Decree on the Management Re- port, is in Section 5.5. • The information regarding the functioning of CTP’s General Meeting and the authority and rights of its shareholders, as required by Section 3a sub b of the Decree on the Management Report, can be found in Section 5.1.2. • The information regarding the composition and func- tioning of a (two-tier) management board, superviso- ry board and its committees, as required by Section 3a sub c of the Decree on the Management Report, has been rephrased to fit a one-tier governance structure and can be found in Section 5.1.2. • The information regarding CTP’s diversity & inclusion policy, as required by Section 3a sub d of the Decree on the Management Report and best-practice provi- sion 2.1.6 of the Code, can be found in Section 5.3.1. • The information regarding the number of men and women on the Board and in the management posi- tions below the Board, goals and plan to achieve these goals, as required by Section 3d of the Decree on the Management Report and best-practice provision 2.1.6 of the Code, can be found in Section 5.3.1. • The information concerning the inclusion of the in- formation required by the Decree on the Directive on Takeover Bids, as required by Section 3b of the De- cree on the Management Report, can be found in Sec- tion 5.4.2. The Board discusses annually with the Audit Committee the effectiveness of the design and operation of the inter- nal risk management and control systems, the effective- ness of internal and external audit processes and the way material risks and uncertainties referred to in best-prac- tice provision 1.4.3 of the Code are analysed. The Head of Risk Management in co-operation with the Head of Internal Audit carried out an assessment of the design and effectiveness of the internal risk manage- ment and control systems covering strategic, operation- al, financial and sustainability reporting and compliance risks. The result was presented to the Audit Committee and to the Board, and the outcome of this assessment was that no major failings were observed in the internal risk management and control systems in the year under review, that ongoing improvements are needed, and that these will be implemented going forward. Governance 5.4 Governance Declarations Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 162 Annual Report 2023 CTP N.V. 5.4.4 Responsibility statement In line with the Code and the FMSA, CTP has identified the main risks it faces, including financial and sustaina- bility reporting risks. These risks can be found in Section 5.6. CTP has documented these risks and put in place a system to identify new risks as they emerge. CTP has not provided an exhaustive list of all possible risks. Fur- thermore, developments that are currently unknown to the Executive Directors or considered to be unlikely may change the future risk profile of CTP. The design of CTP’s internal risk management and control systems is described in Section 5.5. The objec- tive of these systems is to manage, rather than eliminate, the risk of failure to achieve business objectives and the risk of material errors to the financial- and sustainabili- ty reporting. Accordingly, these systems can only provide reasonable, but not absolute, assurance against material losses or material errors. CTP’s Executive Directors reviewed and analysed the main strategic, operational, financial and sustainability reporting and compliance risks to which CTP is exposed and assessed the design and operating effectiveness of CTP’s risk management and internal control systems in 2023. The outcome of this review and analysis was that no major failings in the internal risk management and con- trol systems were observed during the reporting year. The outcome of this assessment was shared with the Audit Committee and the Non-Executive Directors and was dis- cussed with CTP’s internal and external auditors. As required by best-practice provision 1.4.3 of the Code and Section 5:25c(2)(c) of the FMSA and based on the foregoing and explanations contained in Section 5.5, the Executive Directors confirm that to the best of their knowledge: • The Annual Report provides sufficient insights into any failings in the effectiveness of the internal risk management and control systems with regard to the risks as referred to in Section 5.6, second paragraph; • These systems provide reasonable assurance that the financial and sustainability reporting does not contain any material inaccuracies; • Based on the current situation, it is justified that the financial and sustainability reporting is prepared on a going-concern basis; • The Annual Report states those material risks and uncertainties that are relevant to the expectation of CTP’s continuity for the period of twelve months af- ter the preparation of the Annual Report; • The 2023 annual accounts provide, in accordance with IFRS as adopted by the European Union, a true and fair view of the consolidated assets, liabilities, the financial position and the profit or loss of the Com- pany and its consolidated assets/companies as at 31 December 2023, and of the 2023 consolidated income statement and cash flows of CTP; • The Annual Report presents a true and fair view of the situation as at 31 December 2023, the state of affairs during the 2023 financial year and the relat- ed entities included in its consolidated 2023 Financial Statements, together with a description of the main risks faced by the Group. Remon L. Vos (CEO) Richard J. Wilkinson (CFO) Amsterdam, 11 March 2024 Governance 5.5 Risk Management Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 163 Annual Report 2023 CTP N.V. 5.5 Risk Management 5.5.1 CTP group approach to risk management Exposure to risk arises in the normal course of the Com- pany’s business. The CTP Group approach to risk man- agement focuses on the principles of identification, un- derstanding, quantification and control of the relevant sources of risk and on supporting Senior Management in the steering of the business and the investment portfolio. The Group’s Enterprise Risk Management (“ERM”) frame- work was designed to reflect these principles. For CTP’s exposure to credit risk, market risk, capi- tal risk and liquidity risk, along with the possible impact on the Group’s result and/or financial position in case of changes in assumptions, please refer to the sensitivity analysis in note 37 of the Financial Statements. Address- ing climate risks is an important part of CTP’s ESG strat- egy. It concerns physical and transitional climate risks. A description can be found in Chapter 4. 5.5.2 Risk Management Policy CTP Group’s ERM framework is documented in the Group’s Risk Management Policy. This document evolves continu- ously and is reviewed annually by CTP’s Audit Committee, in line with the Dutch Corporate Governance Code. The policy is mandatory and applies to all CTP Group entities. The approach and principles described must be followed with respect to all approvals and controls by the Executive Directors and their delegated risk owners. 5.5.3 ERM framework CTP Group’s ERM framework is an integrated, risk- based system of functions, processes and methodolo- gies and is constructed based on three pillars: PILLAR 1 THREE LINES OF DEFENCE PILLAR 2 LIFECYCLE OF RISK FUNCTIONS PILLAR 3 TAXONOMY OF RISKS Governance 5.5 Risk Management Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 164 Annual Report 2023 CTP N.V. PILLAR 1 THREE LINES OF DEFENCE To achieve clarity of responsibilities and accountabili- ties, the Group has adopted the “three lines of defence” model, considered regulatory best practice. The three lines are business, risk management, and internal audit (with the supervisory functions of the Audit Committee and the Board of Directors). They work independently and sequentially to provide assurance that activities take place in line with business objectives and proce- dures. Business and operating units are accountable for all risk-taking decisions within the Group. They manage and mitigate risks in compliance with CTP’s risk policy require- ments while operating within the risk appetite boundaries set and approved by CTP’s Board of Directors. The Risk Management department (together with Com- pliance) provides oversight of the risk management pro- cess and supports the Board of Directors to implement and operate the risk management process. Its role is not to manage risk, but to act as an enabler to the first line so that they can effectively manage risk. The Internal Audit department supports the Board of Di- rectors in providing independent, objective assurance and advice about the quality, completeness, and effectiveness of the Group’s risk management framework. Board Executive Directors Board Audit Committee SECOND LINE OF DEFENCE RISK MANAGEMENT THIRD LINE OF DEFENCE INTERNAL AUDIT THE “THREE LINES OF DEFENCE” MODEL FIRST LINE OF DEFENCE BUSINESS AND OPERATING UNITS Governance 5.5 Risk Management Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 165 Annual Report 2023 CTP N.V. PILLAR 2 LIFECYCLE OF RISK FUNCTIONS The Group has formulated a seven-step process that defines what actions need to be performed and when to ensure effectiveness and completeness in managing risks. • Risk identification – a systematic process to identify and document the Group’s principal risks. • Risk analysis – identified risks are analysed, and an assessment is formed regarding their nature, impact and frequency of occurrence. • Risk appetite – the amount of risk the Group is willing to accept in pursuit of its strategic objectives. • Risk mitigation – the Group may choose to avoid, lim- it, transfer, hedge or insure its risk. • Risk control – the design, implementation and main- tenance of a Risk Control framework. • Risk reporting and monitoring – the Board of Direc- tors monitors the Group’s exposures as part of the reporting process. • Assessment of effectiveness – the lifecycle that is formed will be repeated as new risks emerge and the effectiveness of the existing controls may require im- provement. 6. RISK REPORTING AND MONITORING 3. RISK APPETITE 5. RISK CONTROL 2. RISK ANALYSIS 7. ASSESSMENT OF EFFECTIVENESS 4. RISK MITIGATION 1. RISK IDENTIFICATION LIFECYCLE OF RISK FUNCTIONS Governance 5.5 Risk Management Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 166 Annual Report 2023 CTP N.V. PILLAR 3 TAXONOMY OF RISKS The risk universe was scanned to identify the unique risks that could materially impact the Group’s business strategy and objectives. The various risks that the Group has identified and analysed have been organised in three layers: risk areas, risk groups, and unique risks. The 49 unique risks (Level 3) have been organised into 19 risk groups (Level 2) based on their similarity and ownership by different functions, and ultimately into four risk areas (Level 1). • Strategic risks are often risks that the Group may have to take to expand and thrive in the long term. • Investment risks are the Group’s main business risks, which are related to the management of the portfolio of the Group’s assets. • Financial risks capture the risk of having inadequate access to capital, funding and liquidity along with market, credit and tax risks. • Operational risks are the risks that actual losses, incurred for inadequate or failed internal processes, people and systems, or from external events, differ from expected losses. Each risk area has been allocated to a different Executive Director (or to both Executive Directors) who is (are) the owner(s) of that risk and responsible for managing it. The responsibility for the management of each risk group has been allocated downstream to a different head of depart- ment. The reason for overlaying the risk taxonomy across the Company management structure is to ensure that in- tegration and control happens naturally. INVESTMENT RISKS Risk Areas Level 1 Risk Groups Level 2 Property Sector Portfolio Single Properties STRATEGIC RISKS Business Model Organisation Macroeconomic Geopolitical ESG FINANCIAL RISKS Capital, Funding, Liquidity Market Credit Tax OPERATIONAL RISKS HR IT Legal Compliance Insurance Climate Change Model TAXONOMY OF RISKS Governance 5.5 Risk Management Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 167 Annual Report 2023 CTP N.V. 5.5.4 Implementation of the risk management process CTP has established its Group-wide risk management system, following on from the identification, quantifica- tion, monitoring and reporting of Group risks based on the Group’s Risk Policy and Inventory. CTP’s risk management system combines data from various sources on a single platform that enables mon- itoring and reporting of risks and identification of early warning signals. During 2023, CTP’s Risk Management department was further integrated within the Company, with partici- pation in CFO meetings, country visits and regular meet- ings with the Executive Directors and Non-Executive Di- rectors creating opportunities to discuss risks in depth. For 2024, monthly contributions to the Audit Committee and more country visits are planned. 5.5.5 Risk management system CTP’s risk management system is a single platform that enables monitoring of the Group’s risk exposure and pro- vides early warning signals through online dashboards. The use of the same financial data that is used for report- ing provides an additional layer of control. The main components of CTP’s risk management system are: • financial and non-financial data; • risk sensitivities; • expected losses; and • comprehensive stress testing. 5.5.6 Internal controls The Company has created a controlled environment with: • centralised approvals by the Executive Directors of investments, budgets and payments, which then flow into systems with controlled access rights; • a risk management system that is integrated into the Company’s reporting ecosystem and uses the same financial data; • consolidated Financial Statements that go through three levels of review; • integration of the Risk Management department within the Company, with active participation in hedg- ing, modelling, funding and liquidity management, and climate risk; • regular risk monitoring meetings with various risk owners; and • major ongoing digitisation and automation projects. 5.5.7 Responsibilities • The Executive Directors, as a general principle, de- termine the Company’s risk appetite. They approve and verify the design of the controls, approve and re- view the implementation of the controls as well as the maintenance thereof, and manage and mitigate the risks. • The Risk Management department identifies the risks, assesses the risk analysis and quantification, advises on the risk appetite, implements the controls, and monitors and reports on the risks. • Country Heads, the business and operating unit lead- ers and all other risk owners manage, mitigate and in- form about the relevant risks. • Internal Audit reviews each step of the process to provide independent assurance. They report to the chair of the Audit Committee and the CFO. • The Audit Committee reviews the risk identification, provides input about the design of the control mecha- nisms and supervision of their maintenance, and judg- es and advises the Board of Directors thereon. • The Board of Directors reviews the risk identification, approves the risk appetite, supervises the implemen- tation and maintenance of the controls, and approves the management and mitigation of the risks as well as risk reporting. 5.5.8 Risk appetite Risk appetite is the amount of risk that the Group is will- ing to accept in pursuit of its strategic objectives. The three levels of risk appetite currently used are: • Manage – these are risks that the Group is taking to meet its investment objectives. They are mainly stra- tegic and investment/property risks as appropriate for a real estate investment company. In this catego- ry, valuation risk, capital risk and funding risk are also included as being integral to the investment process and the property market itself. The Group has the ex- pertise to manage these risks to maximise its profit potential. • Avoid – these are risks that the Group tries to avoid. • Minimise – The Group’s tolerance for these risks is zero, but some minimal risk is unavoidable. All opera- tional risks are included in this category. Governance 5.5 Risk Management Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 168 Annual Report 2023 CTP N.V. 5.5.9 Risk control framework The Group’s risk control function is based on a centralised framework of approvals, systems and data. It starts with central approvals of investments and budgets by the Ex- ecutive Directors, which then flow into systems, and then again with the central approval of payments by the Exec- utive Directors, creating a closed “sandbox” environment outside of which no investment or payment can be ap- proved. The control workflow has two components: ex-an- te controls are incorporated in periodic reporting and ap- proval documentation for the risk owners to inform the Risk Management department and the Audit Committee/ Board of Directors about the risks that are perceived to be most significant and the mitigation strategies that are used against them; and ex-post control, Risk Management independently aggregates all data to calculate risk meas- ures from internal systems. This data is sourced from the same internal controlling and accounting systems that are used for financial reporting. The Risk Management department is responsible for periodic risk reporting to the Audit Committee and the Board of Directors, thereby incorporating information from the risk owners. An online dashboard is delivered monthly for all the risks, with ad hoc updates in cases of bigger perceived macroeconomic risks. 5.5.10 Update on CTP’s principal risks in 2023 and 2024 ESRS 2 GOV-5-36 Wars in Ukraine and Gaza CTP was largely unaffected by the war in Ukraine in 2023, as it has no assets with direct exposure in Ukraine or in Russia. CTP was also unaffected by the war in Gaza. The probability of escalation outside the region is considered to be low, and the most likely scenario is for the war to be protracted but confined. Inflation As energy costs have retreated in 2023 and supply disrup- tions have eased, inflation across Europe has been falling sharply and is now nearing central bank targets in most markets, with the largest part of the surge having subsid- ed, although the situation could prove stickier than cur- rent market expectations. CTP acts as a general contractor, with in-house teams taking full responsibility and control over the construction process. This, in combination with the central procurement of construction materials directly from multiple sourc- es, often by-passing distributors, is a major mitigation factor against construction cost increases. The price of construction materials has decreased from around €550 per sqm in 2022 to €500 per sqm in 2023, increasing the Group’s estimated Yield on Cost (“YoC”) of projects under construction to 10.3%. CTP also mitigates risk associated with high inflation via the use of double indexation clauses for 66% of the portfolio, which calculates annual rental increases as the higher of: • a fixed increase of 1.5%–2.5% a year; or • the Consumer Price Index. In 2023, the Group achieved a like-for-like rental growth of 7.4% driven by indexation and strong rent reversion. In 2024, like-for-like rental growth is forecasted to be around 5%. Interest rates All debt is fixed or hedged until maturity, so financing cost increases are to a certain extent limited to the Company’s debt maturities, as well as the new debt that the Group brings online for new developments. In 2023, both G10 and emerging market central banks raised rates to levels not seen in over 20 years in order to control inflation. In expectation of these rate increases, CTP had pre-hedged in 2022 the vast majority of 2023 funding. As financial conditions have tightened signifi- cantly while inflation receded, both economic indicators and the narrative of the European Central Bank (“ECB”) and the US Federal Reserve Bank have softened, with the market expecting significant rate cuts in the second half of 2024. As the hiking cycle appears to have concluded, credit spread compressed and eased interest costs. CTP’s average cost of debt stood at 1.95% at end- 2023, and this is expected to continue to tick up going forward, as new funding is brought on to finance the Com- pany’s development-led growth. Governance 5.5 Risk Management Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 169 Annual Report 2023 CTP N.V. Macroeconomic slowdown 2023 has been a mixed year for the Euro Area. Initially, the economy showed surprising resilience to the energy crisis, but growth has disappointed since the spring, re- flecting ongoing headwinds from high energy prices, mon- etary tightening and weak global industrial activity. Infla- tion has fallen and is now close to the ECB’s target with a soft landing (no major slowdown in growth or increase in unemployment). For 2024, a more supportive ECB and a stabilisation and improvement in EU growth is expected, with the possibility of a mild recession. In 2024, CEE coun- tries are expected to continue to outperform the growth rate of the Euro Area. Valuations The yield expansion in 2023 in Europe is expected to be close to the end as the interest rate cycle that caused it seems to have turned. The I&L sector stands out as it is seen as one of the more supportive operational backdrops, allowing owners of I&L assets to absorb most of the yield shift without significant asset valuation write downs. There might also be support coming from the existence of large pools of capital sitting on the sidelines waiting to be deployed as price discovery advances. CTP has a conservative reversionary valuation yield of 7.2% as at FY-2023, which increased by 80 basis points in the last 18 months. As CTP completes new developments, the revaluation related to those is booked accordingly. If CBRE’s projections materialise, any further yield widen- ing will be small and would be absorbed by further posi- tive ERV growth on the back of continued client demand, which is positively impacted by the secular drivers in the CEE region. 1 Rental levels remain affordable despite the strong growth seen, as they started from significantly lower absolute levels than in Western European markets. Furthermore, with the larger yield movements in Western European markets, the yield differential between Central and Eastern European logistics and Western European logistics is now back to the long-term average. Funding During 2022 and 2023, following developments on capital markets, CTP’s Board decided that bank financing was significantly more attractive than bond financing, and the Company was able to leverage its strong relationship with its banking partners to access multiple pools of capital to build a material cash position to secure funding for the de- velopment pipeline. This, in combination with the Group’s robust balance sheet, ensured that in Q3 2023 both S&P and Moody’s confirmed CTP’s investment grade ratings with a stable outlook. CTP’s pro forma cash position including the loan facil- ities that were signed in January 2024 and the bond issu- ance is €1.4 billion, which is sufficient to meet the Group’s cash needs for the next 12 months. Including the €500 million revolving credit facility, CTP’s pro forma liquidi- ty position amounts to €1.9 billion. The Group’s average debt maturity stands at 5.3 years. A €400 million bond matured in November 2023 and was repaid from availa- ble cash reserves. In addition, CTP has a strong pipeline for further financing, and the Group has no material debt maturity until June 2025. 1 Europe Quarterly Forecast Webinar, 7 September 2023 Governance 5.6 Principal Risks Company Introduction Strategy & Outlook Business Environment ESG Financial Statements Appendices 170 Annual Report 2023 CTP N.V. 5.6 Principal Risks #1 #2 #3 #4 #5 Level 3 Valuation Risks Level 3 Macroeconomic Environment Risks Level 3 Environmental Risks (Transition Risk) Level 3 Interest Rate Risks Level 3 Inflation Risks Level 2 Market Risks Level 2 Macroeconomic Environment Risks Level 2 ESG Level 2 Market Risks Level 2 Market Risks Level 1 Financial Risks Level 1 Strategic Risks Level 1 Strategic Risks Level 1 Financial Risks Level 1 Financial Risks Description: The Group’s Financial State- ments may be affected by fluctuation in the fair market value of its property portfolio as a result of revaluations, or the Group may be unable to dispose of its properties profitably. The Group may hold excess land for future development, which may not ultimately be beneficial to the Group. Description: The Group is exposed to macroeconomic conditions and business- cycle risks that affect the markets in which the Group operates. Description: Transition Risk (Policy and legal risk, Carbon market risk, reputation Risk). Description: The Group is exposed to interest rate fluctuations. Description: The Group’s business could be negatively affected by rising inflation, as some of the lease agreements the Group has entered into with its clients still contain a fixed adjustment of rent clause. Risk Owner: CFO Risk Owner: CFO Risk Owner: Executive Directors Risk Owner: CFO Risk Owner: CFO Estimated Impact: Material Estimated Impact: Material Estimated Impact: Moderate Estimated Impact: Significant Estimated Impact: Significant Estimated Probability: Likely Estimated Probability: Possible Estimated Probability: Likely Estimated Probability: Possible Estimated Probability: Possible Risk Appetite: Manage Risk Appetite: Manage Risk Appetite: Manage Risk Appetite: Avoid Risk Appetite: Minimise Management & Mitigation Strategies: Management & Mitigation Strategies: Management & Mitigation Strategies: Management & Mitigation Strategies: Management & Mitigation Strategies: • Appointment of leading international valuation experts (Cushman & Wakefield) using standardised valuation methods (RICS Red Book); • Use of market studies, analyses and fore- casts; • Geographical diversification of the portfolio across all major CEE markets, with close ties to Western European markets; • Significant landbank at strategic locations in proximity to the Group's investment properties complementing the existing network and supporting client demand; • Investment strategy oriented to high-quality properties that generate stable, long-term income located at strategic locations with growth potential; • Continuous maintenance and improvement of properties; • Quality of the client portfolio, compromising mainly large national and international com- panies with low annual credit provisions. • The Group negotiates long lease terms; • Portfolio diversification across industries and single names; • Contracts with parent company guarantees; • Portfolio consists of high credit quality cli- ents, mainly large national and international companies; • Excellent location of properties, near major cities and transport arteries; • Constant monitoring of macro-economic trends and developments in major industries across the Group’s countries of operation; • Implemented financial hedging program; • Experienced in-house research department supported by independent research; • The Group receives market intelligence from investment banks; • Experienced local presence and an extensive network of market contacts, advisors and consultants; • New projects start as a response to demand from existing clients with whom CTP does almost two-thirds of new projects; • If demand drops because of a slowdown, the Company can balance or adjust the comple- tion schedule. • Frequently updated building specification: o increased energy efficiency; o renewable energy production; o nature-based solutions for drought and flooding; • In-house property management of standing assets; • Systemised awareness training among employees; • Physical climate risk analysis on existing portfolio and at acquisition stage; • External disclosure; • BREEAM certification. • All interest rate debt is fixed or hedged till maturity; • High degree of pre-hedging future funding requirements; • Constant monitoring of interest rate market movements. • The Group's largest cost is financing, which is fixed; • Operational costs constitute less than 20% of cash income and are thus considered manageable even in times of prolonged high inflation; • Increased construction costs are covered by the double indexation clauses (inflation adjustment with a minimum 1.5% in 66% of contracts by year-end 2023) as well as the higher rents of the new properties. Company Introduction Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 171 Annual Report 2023 CTP N.V. Financial Statements 6 CTP N.V. Consolidated financial statements for the year ended 31 December 2023 CTP N.V. Apollolaan 151 1077 AR Amsterdam The Netherlands Company Introduction Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 172 Annual Report 2023 CTP N.V. CONTENTS Financial Statements 171 Consolidated Financial Statements 173 Consolidated statement of profit or loss and other comprehensive income 174 Consolidated statement of financial position 176 Consolidated statement of changes in equity 177 Consolidated statement of cash flows 179 Notes to the consolidated financial statements 181 1. General information 181 2. Going concern 181 3. Basis of preparation of consolidated financial statements 182 4. Correction of errors 184 5. Material accounting policies 185 6. Segment reporting 193 7. Changes in Group structure 200 8. Rental income and service charge income 203 9. Revenues from contracts with customers 204 10. Property operating expenses 205 11. Other income 205 12. Employee benefits 205 13. Other expenses 206 14. Interest expenses 206 15. Other financial expenses 206 16. Other financial gains/losses 206 17. Income tax expenses 207 18. Investment property 207 19. Investment property under development 213 20. Net valuation result 216 21. Property, plant and equipment 217 22. Goodwill and intangible assets 219 23. Trade and other receivables 220 24. Cash and cash equivalents 221 25. Equity 221 26. Share-based payments 223 27. Earnings per share 223 28. Non-controlling interest 225 29. Interest-bearing loans and borrowings from financial institutions 226 30. Bonds 229 31. Trade and other payables 232 32. Leases 232 34. Income taxes 236 35. Subsidiaries 238 36. Related parties 243 37. Financial instruments risk management objectives and policies 244 38. Contingent liabilities 252 39. Pledges 253 40. Subsequent events 254 Company Financial Statements 255 Company income statement 256 Company balance sheet 257 Notes to the Company financial statements 258 1. General information 258 2. Principles for measurement of assets and liabilities 258 and determination of result 258 3. Correction of error 259 4. Investments in Group companies 259 5. Shareholders’ equity 261 6. Interest-bearing loans and borrowings from financial institutions 264 7. Bonds issued 265 8. Financial instruments 266 9. Off-balance sheet assets and liabilities 268 10. Trade and other payables 269 11. Cash and cash equivalents 269 12. Other income 269 13. Operational expenses 269 14. Net finance income/expense 269 15. Income taxes 270 16. Related parties 270 17. Personnel 275 18. Emoluments of Directors 275 19. Subsequent events 275 20. Subsidiaries 275 Other Information 276 Independent Auditor’s Report 277 Company Introduction Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 173 Annual Report 2023 CTP N.V. Consolidated Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 174 Annual Report 2023 CTP N.V. 1.1.2023 - 31.12.2023 1.1.2022 - 31.12.2022 In EUR million Note Restated Attributable Attributable external external Revenues expenses Revenues expenses Rental income 8 571. 9 485.0 Service charge income 8 60.7 51 .9 Property operating expenses 10 -89 .4 -84.8 Net rental income 543.2 452. 1 Hotel operating revenue 9 21. 1 16.0 Hotel operating expenses 9 -15.7 -12.3 Net operating income from hotel operations 5.4 3.7 Income from development activities 9 20. 1 36.2 Expenses from development activities 9 -14. 7 -27 . 1 Net income from development activities 5.4 9.1 Total revenues 673.8 5 8 9.1 Total attributable external expenses -119 .8 -124.2 Gross profit 554.0 464. 9 Net valuation result on investment property 20 878.7 6 9 7. 3 Other income 11 14. 1 8.2 Amortisation, depreciation and impairment 21 -12.7 -10.7 Employee benefits 12 -50.4 -43.7 Impairment of financial assets -1.4 1.2 Other expenses 13 -58.5 -69.7 Net other income/expenses -108. 9 -114.7 Profit/loss before finance costs 1,323.8 1,047 .5 Interest income 17 .2 4.2 Interest expense 14 -129 .0 -84.9 Other financial expenses 15 -8.5 -18.0 Other financial gains/losses 16 8.6 2.0 Net finance costs -111.7 -96.7 Profit/loss before income tax 1,212. 1 950.8 Financial Statements Consolidated statement of profit or loss and other comprehensive income 1/2 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 175 Annual Report 2023 CTP N.V. 1.1.2023 - 31.12.2023 1.1.2022 - 31.12.2022 In EUR million Note Restated Attributable Attributable external external Revenues expenses Revenues expenses Income tax expense 17 -289 .5 -186.6 Profit for the period 922.6 7 64.2 Other comprehensive income Items that will never be reclassified to profit and loss Revaluation of PPE net of tax 10.6 -0.8 Items that are or may be reclassified to profit and loss Cash flow hedge - effective portion of changes in fair value net 25 -23.6 23.7 of tax Foreign currency translation differences net of tax -2.4 -6.2 Total other comprehensive income net of tax -15.4 16.7 Total comprehensive income for the year 907 .2 780. 9 Profit attributable to: Non-controlling interests 28 - -2.4 Equity holders of the Company 922.6 7 66.6 Total comprehensive income attributable to: Non-controlling interests 28 - -2.4 Equity holders of the Company 907 .2 783.3 Earnings per share (EUR) Basic earnings per share 27 2.07 1.77 Diluted earnings per share 27 2.07 1.77 * The comparative information is restated on account of correction of errors, refer to Note 4. The notes herein are an integral part of these consolidated financial statements. CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME Financial Statements Consolidated statement of profit or loss and other comprehensive income 2/2 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 176 Annual Report 2023 CTP N.V. Financial Statements Consolidated statement of financial position 31 December 2023 31 December 2022 31 December 2023 31 December 2022 In EUR million Note Restated In EUR million Note Restated Assets Issued capital 25 71.7 71. 1 Investment property 18 12,039 .2 10, 124.2 Translation reserve 25 2 .1 4.5 Investment property under development 19 1,359 .6 1, 193.3 Share premium 25 3,037 . 9 3,202.5 Property, plant and equipment 21 233.8 168. 9 Cash flow hedge reserve 25 0 .1 23.7 Goodwill and intangible assets 22 17 6.5 17 4.6 Retained earnings 3,026. 1 2, 100.8 Trade and other receivables 23 2 4 .1 18.0 Revaluation reserve 25 29.0 18.4 Derivative financial instruments 33 10.6 9. 2 Total equity attributable to 6, 166. 9 5,421.0 Financial investments 0.4 0.5 owners of the Company Long-term receivables from related parties 36 0.6 45.2 Non-controlling interest 28 - - Deferred tax assets 34 14.3 1 7.9 Total equity 6, 166. 9 5,421.0 Total non-current assets 13,859 . 1 11,75 1.8 Liabilities Trade and other receivables 23 266.6 235.6 Interest-bearing loans and borrowings 29 3,328.2 1,868. 1 Short-term receivables from related parties 36 0 .9 0.3 from financial institutions Derivative financial instruments 33 38. 1 41 .9 Bonds issued 30 3,571.3 3,563.8 Contract assets 8.5 3.4 Trade and other payables 31 147 .5 104.0 Current tax assets 34 9. 4 6.2 Derivative financial instruments 33 10.6 2.0 Cash and cash equivalents 24 690.6 6 60.6 Deferred tax liabilities 34 1, 167 .4 948.5 Total current assets 1,014. 1 948.0 Total non-current liabilities 8,225.0 6,486.4 Interest-bearing loans and borrowings 29 50.0 24 .7 Total assets 14,873.2 12,699 .8 from financial institutions Bonds issued 30 18.7 417 .6 Trade and other payables 31 366. 9 320. 9 Short-term payables to related parties 36 0.3 - Derivative financial instruments 33 17 .0 12.7 Current tax liabilities 34 28.4 16.5 Total current liabilities 481.3 792.4 Total liabilities 8,706.3 7 ,278.8 Total equity and liabilities 14,873.2 12,699 .8 * The comparative information is restated on account of correction of errors, refer to Note 4. The notes herein are an integral part of these consolidated financial statements. CONSOLIDATED STATEMENT OF FINANCIAL POSITION Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 177 Annual Report 2023 CTP N.V. In EUR million Cash flow Total equity Non- Issued Translation Share hedge Revaluation Retained attributable controlling Total 1.1.2023 - 31.12.2023 Note capital reserve premium reserve reserve earnings to parent interest equity Balance at 1 January 2023 Restated 71. 1 4.5 3,202.5 23.7 18.4 2, 100.8 5,421.0 - 5,421.0 Comprehensive income for the period Profit for the period - - - - - 922.6 922.6 - 922.6 Other comprehensive income Revaluation of property, plant and equipment - - - - 10.6 - 10.6 - 10.6 Cash-flow hedge 25 - - - -23.6 - - -23.6 - -23.6 Foreign currency translation differences - -2.4 - - - - -2.4 - -2.4 Comprehensive income for the period - -2.4 - -23.6 10.6 922.6 907 .2 - 907 .2 Other movements Dividends 25 0.6 - -164.6 - - - -164.0 - -164.0 Share based payment 26 - - - - - 2.7 2 .7 - 2.7 Total other movements 0.6 - -164.6 - - 2.7 -16 1.3 - -16 1.3 Balance at 31 December 2023 71.7 2 .1 3,037 . 9 0 .1 29.0 3,026. 1 6, 166.9 - 6, 166. 9 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR Financial Statements Consolidated statement of changes in equity 1/2 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 178 Annual Report 2023 CTP N.V. Total equity Non- 1.1.2022 - 31.12.2022 Translation Share Cash flow hedge Revaluation Retained attributable controlling Restated Note Issued capital reserve premium reserve reserve earnings to parent interest Total equity Balance at 1 January 2022 64. 1 10.7 2,662.0 - 19 .2 1,350. 9 4, 106.9 - 4, 106.9 Comprehensive income for the period  Profit for the period - - - - - 794.6 794.6 1 .9 796.5 Impact of correction of errors - - - - - -28.0 -28.0 -4.3 -32.3 Other comprehensive income  Revaluation of Property, plant and equipment - - - - -0.8 - -0.8 - -0.8 Cash-flow hedge 25 - - - 23.7 - - 23. 7 - 23.7 Foreign currency translation differences - -6.2 - - - - -6.2 - -6.2 Comprehensive income for the period - -6.2 - 23.7 -0.8 766.6 783.3 -2.4 780. 9 Other movements  Issuance of shares related to acquisition of subsidiary 25 5.2 - 391.0 - - - 396.2 - 396.2 with NCI Acquisition of NCI without change in control 28 - - - - - - - 9 5 .9 9 5 .9 Issue of shares related to merger 25 1.2 - 96.6 - - - 9 7. 8 -97 .8 - Impact of correction of errors - - 178.0 - - -13.4 164.6 4.3 168. 9 Treasury shares 25 - - -0.5 - - - -0.5 - -0.5 Dividends 25 0.6 - -124.6 - - - -124.0 - -124.0 Change of share without change of control 28 - - - - - -2.3 -2.3 - -2.3 Common control transactions 7 - - - - - -1 .1 -1 .1 - -1 .1 Share based payment - - - - - 0 .1 0 .1 - 0 .1 Total other movements 7. 0 - 540.5 - - -16.7 530.8 2.4 533.2 Balance at 31 December 2022 71. 1 4.5 3,202.5 23.7 18.4 2, 100.8 5,4 21.0 - 5,421.0 * The comparative information is restated on account of correction of errors, refer to Note 4. The notes herein are an integral part of these consolidated financial statements. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR Financial Statements Consolidated statement of changes in equity 2/2 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 179 Annual Report 2023 CTP N.V. 1.1.2023 - 31.12.2023 1.1.2022-31.12.2022 In EUR million Note Restated Operating activities Profit for the period 922.6 7 64.2 Adjustments for: Net valuation result on investment property 20 -878.7 -69 7 .3 Amortisation and depreciation 21 14.4 12.4 Net interest expense 14 111.8 80.7 Change in FMV of derivatives and hedge 33 1.7 -4. 1 Other changes 12.5 -12.4 Change in foreign currency rates -24.7 17 .6 Income tax expense 17 289 .5 186.6 4 4 9.1 3 4 7. 7 Decrease/(increase) in trade and other receivables and other items -34. 9 -47 .8 Increase/(decrease) in trade and other payables and other items 50.4 78.4 Decrease/(increase) in contract assets -5. 1 3.6 Cash generated from operations 10.4 34.2 Interest paid 29 -116.5 -64.7 Interest received 20.4 3.8 Income taxes paid -45.0 -30.8 Cash flows from operating activities 318.4 290.2 CONSOLIDATED STATEMENT OF CASH FLOWS OVER THE YEAR Financial Statements Consolidated statement of cash flows 1/2 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 180 Annual Report 2023 CTP N.V. 1.1.2023 - 31.12.2023 1.1.2022-31.12.2022 In EUR million Note Restated Investing activities Acquisition of investment property -246.8 -228.3 Acquisition of PPE and intangible assets -61. 9 -43.9 Advances paid for investment property and PPE -8.8 -6.4 Proceeds from disposal of investment property and PPE - 11. 1 Acquisition of subsidiaries, net of cash acquired 7 -58.5 -102.5 Pre-acquisition loans and borrowings provided to acquired subsidiaries 7 -39 .5 -194.8 Loans and borrowings provided to related parties -0.2 -1.8 Proceeds from loans and borrowings provided to related parties 44.0 2.4 Proceeds from loans and borrowings provided to third parties 4 .1 80.2 Proceeds from disposal of subsidiaries, net of cash disposed 7 3.7 - Development of investment property -812.8 -87 0.7 Cash flows used in investing activities -1, 176. 7 -1,354.7 Financing activities Bonds issued 29 - 733.4 Repayment of interest-bearing loans and borrowings/bonds 29 -427 . 9 -391.2 Proceeds from interest-bearing loans and borrowings 29 1,492.8 629 . 1 Repayment of loans/liabilities to related companies 29 - - Transaction costs related to loans and borrowings/bonds 29 -11.2 -4.8 Acquisition of NCI 28 - -2.3 Dividends paid 29 -164.0 -124.0 Payment of lease liabilities 29 -3.6 -3.0 Cash flows from/(used in) financing activities 886. 1 837 .2 Cash and cash equivalents at 1 January 660.6 892.8 Net increase in cash and cash equivalents 27 .8 -227 .3 Change in foreign currency rates 2.2 -4.9 Cash and cash equivalents at 31 December 24 690.6 660.6 * The comparative information is restated on account of correction of errors, refer to Note 4. The notes herein are an integral part of these consolidated financial statements. Financial Statements Consolidated statement of cash flows CONSOLIDATED STATEMENT OF CASH FLOWS OVER THE YEAR 2/2 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 181 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Notes to the consolidated financial statements GRI 2-1 1. GENERAL INFORMATION Company CTP N.V. (the Company) is a Dutch-based real estate investor and developer, which develops and leases a port- folio of properties in Western Europe and Central and Eastern Europe (CEE). Reporting entity These consolidated financial statements comprise the Company and its subsidiaries (collectively referred to as the “Group”, “CTP Group”, “CTP” and individually as “Group companies”). Refer to Notes 7 and 35 of the consolidated financial statements for a list of significant Group entities and changes to the Group in 2023 and in 2022. Principal activities CTP is a full-service commercial real estate developer managing and delivering custom-built, high-tech busi- ness parks mainly in CEE, the Netherlands, Austria and Germany. Registered office The visiting address of CTP N.V. is Apollolaan 151, 1077 AR Amsterdam, the Netherlands. The corporate seat of the Company was approved on Annual general meeting held on 26 April 2022 and changed from Utrecht to Amsterdam, the Netherlands. RSIN number: 860528091 Registration number: 76158233 CTP N.V. was incorporated on 21 October 2019 for an unlimited period. In March 2021, the Company’s shares were issued on the Amsterdam Stock Exchange (EURONEXT) and CTP has changed its legal form from B.V. to N.V. Owners of the Company at 31 December 2023 Shareholders Number of shares Share in Share in registered voting capital rights CTP Holding B.V. 337,286,991 75.26% 75.26% Individual shareholders 110,895,467 24.74% 24.74% 448,182,458 100.00% 100.00% The ultimate controlling party of the Group is Mr. Remon Vos via immediate parent company Multivest B.V. Board of Directors at 31 December 2023 Executive Directors: Remon L. Vos Richard J. Wilkinson Non-Executive Directors: Susanne Eickermann-Riepe Barbara Knoflach Gerard van Kesteren Pavel Trenka 2. GOING CONCERN CTP’s properties are leased to a wide range of tenants and there is no significant focus on a group or company. CTP closely monitors the financial stability of its tenants and believes that, in light of the current economic climate, its rental projections for the coming 12 months are realistic. CTP expects to settle its current liabilities as at 31 December 2023, during the financial year 2024, as follows: In EUR million 2023 Current liabilities as at 31 December 2023 481.3 Current assets excluding cash and cash equivalents as at 31 December 2023 323.5 Funds required in 2023 to cover the short-term liquidity need 157.8 Available cash as at 31 December 2023 690.6 Expected net rental income available for repayment current Interest-bearing loans and borrowings to be received in 2024 647.1 Drawdowns of loans and issuance of new bonds in 2024 690.0 Revolving facility * - Expected funds to be received in 2024 to cover the short-term liquidity need 2,027.7 * The Company has a EUR 500 million revolving credit facility (2022: EUR 400 million) for a three-year period. The Company does not expect a partial or full drawdown under this facility in 2024. Based on cash-flow projections prepared for 2024, other development up to the date of approval of these consolidated financial statements, and the management assessment results (described above), the Directors and management of the Group have not identified going concern risks. They believe it is appropriate to prepare the consolidated financial statements on a going concern basis as at 31 December 2023, and no material un- certainty exists with respect to the going concern of the Group as at 31 December 2023. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 182 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 3. BASIS OF PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS Due to rounding, numbers presented throughout this document may not add up precisely to the totals provided and percentages may not precisely reflect the absolute figures. a) Statement of compliance These consolidated financial statements were prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU-IFRSs) and with Section 2:362(9) of the Dutch Civil Code. The changes to material accounting policies are described in Note 3d. The consolidated financial statements were authorised for issue by the Board on 11 March 2024. b) Financial reporting and comparative period CTP N.V. has a 12-month financial year ended on the balance sheet date of 31 December 2023 and 31 December 2022, respectively. c) Common control transactions There were no significant common control transactions in 2023 or in 2022. Please, refer to Note 7. d) CTP considered the following new and amended standards in 2023 For the preparation of the consolidated financial statements of the Group, the following new or amended standards and interpretations were considered for the first time for the financial year beginning 1 January 2023. The nature and the effect of these changes are disclosed below, however the impact on Consolidated financial statements is immaterial: • Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2): The Board has issued amendments on the application of materiality to the disclosure of accounting policies. • Definition of Accounting Estimates (Amendments to IAS 8): The amendment clarifies how companies should distinguish changes in accounting policies from changes in accounting estimates, focusing on the definition of and clarifications on accounting estimates. • Deferred Tax related to Assets and Liabilities arising from single transaction (Amendment to IAS 12): The amendment clarifies how companies should account for deferred tax on certain transactions, e.g., leases and decommissioning provisions. • IFRS 17 Insurance Contracts and amendments to IFRS 17 Insurance Contracts: IFRS 17 introduces a new measurement model for insurance contracts . • International Tax Reform – Pillar Two Model Rules (Amendments to IAS 12): IAS 12 is amended to provide a temporary mandatory relief from deferred tax accounting for top-up tax and require companies to provide new disclosures to compensate for the potential loss of information resulting from the relief. e) Standards issued but not yet effective A number of new standards took effect from the financial years beginning after 1 January 2024, although earlier application was permitted. The Group did not adopt the new or amended standards in preparing these consolidated financial statements. The following amended standards and interpretations are not expected to have a significant impact on the Group’s consolidated financial statements: • Non-current liabilities with Covenants (Amendment to IAS 1): According the Amendment, a liability will be classified as non-current if the Company has a right to defer settlement for at least 12 months after the reporting date. This right may be subject to complying with conditions (covenants) specified in a loan arrangement. Only covenants with which a Company must comply on or before the reporting date affect the classification of a liability as current or non-current. • Lease liability in a Sale and Leaseback (Amendments to IAS 16): Amendments to IFRS 16 impact how a seller-lessee accounts for variable lease payments that arise in a sale-and-leaseback transaction. The amendments introduce a new accounting model for variable payments. • Supplier Finance Arrangements (Amendments to IAS 7 and IFRS 7): The amendments introduce new dis- closure objectives – in IAS 7 and in IFRS 7 – for a company to provide information about its supplier fi- nance arrangements that would enable users (investors) to assess the effects of these arrangements on the company’s liabilities and cash flows, and the company’s exposure to liquidity risk. • Lack of Exchangeability (Amendments to IAS 21): Board (IASB) amended IAS 21 to clarify, when a currency is exchangeable into another currency and how a company estimates a spot rate when a currency lacks exchangeability. f) Functional and presentation currency The presentation currency of the Group is euro (EUR), as the owners of the Company base their economic de- cisions on information expressed in this currency. All financial information presented in EUR is rounded to the nearest hundred thousand, unless otherwise indicated. The Group analysed each entity level based on primary, secondary and other indicators, and concluded: • Group entities focused on investing and development activities in specific countries (“development com- panies”) have a functional currency in the local currency: • where competitive forces and regulations mainly determine the sales prices of its goods and services rendered to other companies operating in the same country; • that primarily influences labour, material and other costs of providing goods and services; • in which receipts from operating activities are usually retained; • other Group entities that operate industrial parks or dormant entities with future industrial parks devel- opment potential have EUR functional currency, as: • sales prices of services rendered to the tenants are in EUR; • funds from financing activities are generated in EUR; • activities of these companies are conducted as an extension of the reporting entity, with no signifi- cant degree of autonomy. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 183 Annual Report 2023 CTP N.V. CTP Group’s development companies are: • CTP Invest, spol. s r.o. — functional currency Czech koruna (CZK) • CTP Invest Poland Sp. z o.o. — functional currency Polish zloty (PLN) • CTP Invest d.o.o. Beograd-Novi Beograd — functional currency Serbian dinar (RSD) • CTP Management Hungary Kft. — functional currency Hungarian forint (HUF) • CTP Invest Bucharest SRL — functional currency Romanian leu (RON) • CTP Invest SK, spol. s r.o. — functional currency euro (EUR) • CTP Invest EOOD — functional currency Bulgarian lev (BGN) • CTP Invest Immobilien GmbH – functional currency euro (EUR) • CTP Invest B.V. – functional currency euro (EUR) • CTP Invest Germany GmbH – functional currency euro (EUR) All other Group companies have EUR as their functional currency. g) Basis of measurement The Group’s consolidated financial statements are prepared on a historical cost basis, except for the following items, which are measured on an alternative basis on each reporting date: • derivative financial instruments are measured at fair value; • investment property and investment property under development is measured at fair value; • solar plants within property, plant and equipment are measured at fair value; • hotels within property, plant and equipment are measured at fair value. h) Use of estimates and judgments The preparation of the consolidated financial statements requires management to make judgments, estimates and assumptions that affect the application of policies and the reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that the management believes reasonable under the circumstances. The results of these form the basis of judgments about the carrying values of assets and liabilities that are not readily apparent from other sourc- es. The actual results may differ from these estimates. The estimates and assumptions are reviewed on an on-going basis. Revisions to accounting estimates are rec- ognised in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods, if the revision affects both current and future periods. Information about significant areas of estimates, uncertainty and critical judgments in applying accounting policies that have the most significant effect on the amount recognised in the financial statements, are de- scribed in the following Notes: • 5a)iii Business combination • 5b) Investment property • 5c) Investment property under development • 5d) Property, plant and equipment • 5f) Financial instruments • 5g) Impairment i) Measurement of fair values Some of the Group’s accounting policies and disclosures require the measurement of fair values, for both fi- nancial and non-financial assets and liabilities. When measuring the fair value of an asset or a liability, the Group uses market data as far as possible. Fair val- ues are categorised into different levels in a fair value hierarchy based on the following valuation techniques: • Level 1: quoted prices (unadjusted) in active markets for identical assets and liabilities; • Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); • Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs). If the inputs used to measure the fair value of an asset or a liability might be categorised in different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement. The Group recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred. Further information about the assumption made in measuring fair values is included in the following notes: • Note 18. Investment property • Note 19. Investment property under development • Note 21. Property, plant and equipment • Note 22. Goodwill and intangible assets • Note 33. Derivative financial instruments Financial Statements Notes to the consolidated financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 184 Annual Report 2023 CTP N.V. 4. CORRECTION OF ERRORS In 2023, based on the recommendation of the Dutch Authority for the Financial Markets (“AFM”), the Group reconsidered the acquisition of Deutsche Industrie REIT-AG (“DIR”) as a transaction within the scope of IFRS 3 Business combination, rather than as an acquisition of assets. The acquisition of 80.9% ownership interest in DIR occurred in February 2022 (for details refer to Note 7). The acquisition of DIR allows CTP to expand its network to meet growing occupier demand for urban logistics in one of Europe’s strongest economies. CTP become able to offer existing and new customers access via CTP’s platform to the trans-European supply chain network across markets from the Black Sea to the North Sea. In 2022, the Group analysed the acquisition of DIR, identified inputs (investment property, liabilities) and out- puts (rental income) but no substantive acquired process, and therefore the transaction was concluded as an acquisition of assets within the scope of IFRS 2. In 2023, the Group updated its analysis and identified sub- stantive processes acquired. As a result, the acquisition of DIR was reassessed to be a business combination. Consequently, the impact on Equity, Profit or loss, deferred tax and goodwill was recognised. Recognition of this transaction has no impact on cash and cash equivalents. The errors have been corrected based on requirements of IAS 8 by restating each affected financial statement line item for prior periods, including all related disclosures. The following tables summarise the impacts on the Group’s consolidated financial statements. a) Consolidated statement of financial position 31 December 2022 31 December as previously 2022 In EUR million reported Adjustments Restated Note reference Goodwill and Intangible assets 3.5 171.1 174.6 Note 22 Others 12,525.2 - 12,525.2 n/a Total assets 12,528.7 171.1 12,699.8 n/a Deferred tax liability 913.9 34.6 948.5 Note 34 Others 6,330.3 - 6,330.3 n/a Total liabilities 7,244.2 34.6 7,278.8 n/a Result for the year 794.6 -28.0 766.6 n/a Retained earnings 1,347.7 -13.5 1,334.2 Note 25 Share premium 3,024.5 178.0 3,202.5 Note 25 Others 117.7 - 117.7 n/a Total Equity 5,284.5 136.5 5,421.0 n/a b) Consolidated statement of profit or loss and OCI 31 December 2022 31 December as previously 2022 In EUR million reported Adjustments Restated Note reference Net valuation result on investment property 723.6 -26.3 697.3 Note 20 Other expenses -59.6 -10.1 -69.7 Note 13 Income tax -190.7 4.1 -186.6 Note 17 Share on profit of NCI -1.9 4.3 2.4 Note 28 Others 323.2 - 323.2 n/a Profit 794.6 -28.0 766.6 n/a Total comprehensive income 811.3 -28.0 783.3 n/a Goodwill and an increase in Share premium were recognised in the consolidated statement of financial posi- tion. Originally the deferred tax, which arose at the time of the acquisition, have decreased the value of investment property acquired in line with accounting for an asset deal, following the requirements of IAS 12. In 2023, after reconsideration of the transaction, the deferred tax liability was recognised instead. As a result, a valuation loss and the related deferred tax were booked in the restated profit or loss in 2022. Acquisition-related costs were fully released from the value of financial investment to other expenses with an impact of EUR 10.1 million. Hence, all acquisition-related costs have been accounted as expense in 2022 and recognized as part of Other expenses. The adjustments above also impacted the non-controlling interest. Impact of the restatement on earnings per share resulted in a change from EUR 1.83 per share to EUR 1.77 per share. The impact on the diluted earnings per share is the same. No significant impact due to the restatement was recognised on the total operating, investing, or financing cash flow for the years ended 31 December 2023 and 2022. Financial Statements Notes to the consolidated financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 185 Annual Report 2023 CTP N.V. 5. MATERIAL ACCOUNTING POLICIES The Group has consistently applied the following accounting policies to all periods presented in these consol- idated financial statements. In addition, the Group adopted Disclosure of accounting policies (amendments to IAS 1 and IFRS Practice statement 2) from 1 January 2023. The amendments require the disclosure of material rather than signifi- cant, accounting policies. Although the amendments did not result in any changes to the accounting policies themselves, only the information disclosed. a) Basis of consolidation i. Subsidiaries Subsidiaries are entities controlled by the Group. Control exists when the Group has the power, directly or indirectly, to govern the financial and operating policies of an entity to obtain benefits from its activities. In assessing control, potential voting rights that are exercisable or convertible are considered. The financial statements of subsidiaries are included in these consolidated financial statements from the date that control commences until the date that control ceases. If necessary, subsidiary accounting policies are changed to align with policies adopted by the Group. The Group acquires subsidiaries that own real estate. At the time of acquisition, the Group con- siders whether each acquisition represents the acquisition of a business or the acquisition of an asset. The Group accounts for an acquisition as a business combination under IFRS 3, when an inte- grated set of activities is acquired in addition to the property. More specifically, consideration is made to the extent to which significant processes are acquired and the extent of services provided by the subsidiary. When the acquisition of subsidiaries does not represent a business, it is accounted for as an acquisition of a group of assets and liabilities. The cost of the acquisition is allocated to the assets and liabilities acquired based upon their relative fair values, and no goodwill and deferred tax is recognised. ii. Acquisition of business from companies under common control A business combination involving entities or businesses under common control is when all combining entities or businesses are ultimately controlled by the same party or parties both before and after the business com- bination, and that control is not transitory. The assets and liabilities acquired under common control are recognised at the carrying amounts in the finan- cial statements of the entities acquired. Any difference between consideration paid and the net book value of assets and liabilities acquired is recognised directly in the equity. In the absence of more specific guidance, the Group consistently applies the book value method to account for all common control transactions. The assets and liabilities of the entities, and their income and expenses, for the period in which the common control transaction has occurred and for the comparative period disclosed, are included in the Group’s finan- cial statements as if the common control transaction took place at the beginning of the comparative period. iii. Business combinations Business combinations, excluding those commenced between parties under common control, are accounted for by applying the acquisition method as at the acquisition date, which is the date on which control is trans- ferred to the Group. The Group measures goodwill at the acquisition date as: • the fair value of the consideration transferred; plus • the recognised amount of any non-controlling interests in the acquiree; plus • if the business combination is achieved in stages, the fair value of the pre-existing equity interest in the acquiree; less • the net amount of the identifiable assets acquired, and liabilities stated at fair value. Goodwill is tested for impairment annually and if events or changes in circumstances indicate that it might be impaired and is carried at cost less accumulated impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold. When the excess is negative (bargain purchase), it is recognised immediately in the consolidated statement of profit or loss and other comprehensive income. Acquisition-related costs incurred in process of business combinations are expensed in the periods in which the costs are incurred and the services are received. The Group applies recognition exemption of deferred tax that arises from the initial recognition of an asset or liability in a transaction that is not a business combination. Deferred tax from subsequent asset revaluation is recognised in the consolidated financial statements. iv. Acquisition of assets via share-based payment Transaction, where the Group acquires assets in exchange for its shares, is in scope of standard IFRS 2 Share- based payments. Assets received, and the corresponding increase in equity, are measured at the fair value of assets received. That fair value is measured at the date the entity obtains the assets. v. Non-controlling interest Non-controlling interests are measured initially at their proportionate share of the acquiree’s identifiable net assets at the date of acquisition. Changes in the Group’s interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. vi. Loss of control When the Group loses control over a subsidiary, it derecognises the assets and liabilities of the subsidiary, any non-controlling interests and the other components of equity related to the subsidiary. Any resulting gain or loss is recognised in profit or loss. If the Group retains any interest in the former subsidiary, such interest is measured at fair value at the date that control is lost. vii. Changes in the ownership interests in existing subsidiaries Changes in the Company’s ownership interests in subsidiaries that do not result in the Company losing con- trol over the subsidiaries are accounted for as equity transactions. The carrying amounts of the Company’s Financial Statements Notes to the consolidated financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 186 Annual Report 2023 CTP N.V. interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. viii. Asset acquisition Asset acquisitions are the acquisitions of an asset or a group of assets (and liabilities) that do not constitute a business. The Group identifies and recognises individual identifiable assets acquired and liabilities assumed and allocates the cost of the group of the individual identifiable assets and liabilities, based on their relative fair values at the date of the acquisition. ix. Transactions eliminated on consolidation level Intra-Group balances, and any gains and losses or income and expenses arising from intra-Group transactions, are eliminated in preparing the consolidated financial statements of the Group. b) Investment property Investment properties are those held to earn rental income, capital appreciation, or both. Investment property is initially measured at cost and subsequently at fair value, with any change recognised in profit or loss. Any gain or loss on disposal of an investment property (calculated as the difference between the net proceeds from disposal and the carrying amount of the item) is recognised in profit or loss. An external, independent professional valuer values the investment property portfolio at least annually. The independent valuation re- port was obtained as at 31 December 2023 and was incorporated into the Group’s IFRS consolidated financial statements. Fair value is defined as the price that would be received to sell an asset in an orderly transaction between market participants at the measurement date. The fair value measurement for all the Group’s investment properties is categorised as Level 3 fair value. Investment properties comprise of buildings and related land and landbank for future development. c) Investment property under development Property being constructed or developed for future use as investment property is classified as investment property under development. This is initially measured at cost and subsequently at fair value, with any change recognised in profit or loss. When construction or development is completed, property is reclassified and sub- sequently accounted for as investment property. The independent valuation report was obtained as at 31 December 2023. The value of investment property under development was determined by an external, independent professional property valuer. Fair value is de- fined as the price that would be received to sell an asset in an orderly transaction between market participants at the measurement date. Borrowing costs are not capitalised to the value of investment property under development, as almost all de- velopment projects are finished within 12 months. The fair value measurement for all investment properties under development is categorised as Level 3 fair value. d) Property, plant and equipment (i) Revaluation model Solar plants, which are completed solar plants that are generating income, and hotels, which represent a minority of the Group’s property portfolio, are classified under property, plant and equipment at revalued amounts, being the fair value at the reporting date. Any gain or loss arising on re-measurement of the Group’s solar plants and hotels is treated as a revaluation, with any gain recorded as part of other comprehensive income, except to the extent that it reverses a previous impairment on the same property, in which case it is recorded in profit or loss. A loss is an expense in profit or loss to the extent to which it is higher than previously recognised revaluation surplus. An external, independent valuer with appropriately recognised professional qualifications and recent experi- ence in the location and category of the solar plant and hotel being valued, values the portfolio of solar plants and hotels at least annually. Depreciation of the solar plants is recognised into profit or loss on a straight-line basis over the estimated useful life of 25-30 years. Depreciation of the hotels is recognised into profit or loss on a straight-line basis over the estimated useful life of 40 years. (ii) Cost model All other buildings, property, plant and equipment are measured at cost less accumulated depreciation and impairment losses (see Note 5g). Cost includes expenditure that is directly attributable to the acquisition of the asset. The cost of self-constructed assets includes the cost of materials, direct labour, any other costs directly attributable to bringing the assets to a working condition for their intended use, the initial estimate, where relevant, of the costs of dismantling and removing building items and restoring the building site at which they are located, and an appropriate proportion of production overheads. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropri- ate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. All other repairs and maintenance expenses are charged to the income statement during the financial period in which they are incurred. Where parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items of property, plant and equipment. The Group recognises in the carrying amount of an item of property, plant and equipment, the cost of replacing part of such an item when that cost is incurred, and it is probable that the future economic benefits embodied with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced item is derecognised. All other costs are in the statement of comprehensive income as incurred. Depreciation is recognised into profit or loss on a straight-line basis over the estimated useful life of the equipment. The estimated useful life for equipment varies from 3 years to 8 years, and for property and plant between 10 years and 20 years. Financial Statements Notes to the consolidated financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 187 Annual Report 2023 CTP N.V. The Group recognises as part of Property, plant and equipment acquired forests. Forests are considered as bearing plant and are initially measured at cost. Subsequently they are measured at cost less impairment losses. (iii) Reclassification to Investment property When the use of a property changes from owner-occupied to investment property, the property is remeasured to fair value and reclassified accordingly. Any gain arising from this remeasurement is recognised in profit or loss to the extent that it reverses a previous impairment loss on the specific property, with any remaining gain recognised in Other Comprehensive Income (“OCI”) and presented in the revaluation reserve. A loss is an ex- pense in profit or loss to the extent to which it is higher than previously recognised revaluation surplus. e) Leases At inception of a contract, the Group assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a defined period, in exchange for consideration. • As a lessee At the start of a contract, or when a contract change contains a lease component, the Group allocates the consideration in the contract to each lease component based on its relative stand-alone prices. However, for property leases, the Group has elected not to separate non-lease components and accounts for the lease and non-lease components as a single lease component. The Group recognises a right-of-use asset and a lease liability at the lease commencement date. The right- of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the end of lease term, unless the lease transfers ownership of the underlying asset to the Group by the end of the lease term, or the cost of the right-of-use asset reflects that the Group will exercise a purchase option. In such a case, the right-of-use asset will be depreciated over the useful life of the underlying asset, which is determined on the same basis as those of property and equipment. In addition, the right-of-use asset is periodically reduced by the impairment losses, if any. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group’s incremental borrowing rate. The Group determines its incremental borrowing rate by obtaining interest rates from various external fi- nancing sources and makes certain adjustments to reflect the terms of the lease and type of an asset leased. Lease payments included in the measurement of the lease liability comprise the following: • fixed payments, including in-substance fixed payments; • variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date; • the exercise price under a purchase option that the Group is reasonably certain to exercise; • lease payments in an optional renewal period if the Group is reasonably certain to exercise an extension option, and • penalties for early termination of a lease unless the Group is reasonably certain not to terminate early. Subsequently, the lease liability is measured at amortised cost using an effective interest method. It is remeasured when there is a change in any of above-mentioned lease liability components. In such case, the corresponding adjustment is made to the carrying amount of the right-of-use asset or is posted in profit or loss, if the carrying amount of the right-of-use asset is reduced to zero. The Group presents right-of-use assets that do not meet the definition of investment property in the proper- ty, plant and equipment and lease liabilities in trade and other payables in the statement of financial position. The Group has elected not to recognise right-of-use assets and lease liabilities for leases of low-value assets and short-term leases. The Group recognises the lease payments associated with these leases as an expense on a straight-line basis over the lease term. • As a lessor At inception or on modification of a contract that contains a lease component, the Group allocates the consid- eration in the contract to each lease component on the basis of their relative stand-alone prices. When the Group acts as a lessor, it determines at lease inception whether each lease is a finance lease or an operating lease. To classify each lease, the Group makes an overall assessment of whether the lease transfers substantially all risks and rewards incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then it is an operating lease. As part of this assessment, the Group considers certain indicators, such as whether the lease is for a major part of the economic life of the asset. The Group recognises lease payments received under operating leases as income on a straight-line basis over the lease term as part of rental income. Property held under finance leases and leased out under operating leases was classified as investment prop- erty and stated at fair value (as described in Note 5b). Financial Statements Notes to the consolidated financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 188 Annual Report 2023 CTP N.V. f) Financial instruments (i) Financial assets Initial recognition and measurement The financial assets are classified at initial recognition at amortised cost, fair value through other comprehen- sive income, or fair value through profit or loss. The Group measures financial assets at amortised cost if both conditions below are met, and the financial asset is not designated at fair value through profit and loss: • the financial asset is held within a business model with the objective to hold it to collect contractual cash flows; and • the contractual terms of the financial asset give rise on specified dates to cash flows that are solely pay- ments of principal and interest on the principal amount outstanding. All financial assets not classified as measured at amortised cost as described above are measured at fair value through profit or loss. On initial recognition, the Group may irrevocably designate a financial asset, that oth- erwise meets the requirements to be classified and measured at amortised cost or at fair value through other comprehensive income, to be classified and measured at fair value through profit or loss if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise. Subsequent measurement For purpose of subsequent measurement, the Group’s financial assets are classified in two categories: • Financial assets at amortised cost (debt instruments) This category is most relevant to the Group and includes trade receivables and loans provided that are subsequently measured at amortised cost using the effective interest method, less any credit losses. • Financial assets at fair value through profit and loss This category includes derivatives. Financial assets are classified as held for trading if they are acquired for the purposes of selling or repurchasing in the future. Financial assets at fair value through profit or loss are carried in the statement of financial position at fair value with net changes in fair value being recognised in the statement of profit or loss. (ii) Non-derivative financial assets The Group initially recognises loans and receivables when they are originated. All other financial assets are recognised initially on the trade date upon which the Group becomes a party to the contractual provisions of the instrument. The Group derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or it transfers the rights to receive the contractual cash flows on the financial asset in a transaction in which substantially all the risks and rewards of ownership of the financial asset are transferred. Any interest in transferred financial assets that is created or retained by the Group is recognised as a separate asset. Financial assets and liabilities are offset, and the net amount presented in the statement of financial position, when the Group has a legal right to offset the amounts and intends either to settle on a net basis or to realise the asset and settle the liability simultaneously. Loans provided Loans are financial assets with fixed or determinable payments that are not quoted in an active market. Such assets are recognised initially at fair value plus any directly attributable transaction costs. Loans provided are subsequently measured at amortised cost using the effective interest method, less any impairment losses. The Group classifies as a current portion any part of long-term loans due within one year from the reporting date. Trade and other receivables Trade and other receivables and receivables due from related parties are financial assets with fixed or deter- minable payments that are not quoted in an active market. Such assets are recognised initially at fair value, plus any directly attributable transaction costs. Receivables are subsequently measured at amortised cost using the effective interest method, less any impairment losses. Cash and cash equivalents Cash and cash equivalents comprise cash balances and call deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insig- nificant risk of changes in value. Bank accounts and call deposits that are repayable on demand and form an integral part of the Group’s cash management are included as a component of cash and cash equivalents for the purpose of the cash-flow statement. The Group treats cash deposited as a security in accordance with bank loan covenants as cash and cash equiv- alents for cash flow purposes. The Group’s cash flow statement is prepared based on the indirect method from the statement of financial position and statement of comprehensive income. (iii) Financial liabilities Financial liabilities are classified as measured at amortised cost or fair value through profit and loss. A finan- cial liability is classified as at fair value through profit and loss if it is classified as held-for trading, it is a de- rivative, or it is designed as such on initial recognition. Financial liabilities at fair value through profit and loss are measured at fair value, and net gains and losses, including any interest expense, are recognised in profit or loss. Other financial liabilities are subsequently measured at amortised cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognised in profit or loss. Any gain or loss on derecognition is also recognised in profit or loss. (iv) Non-derivative financial liabilities The Group initially recognises debt securities issued and subordinated liabilities on the date they originated. All other financial liabilities (including liabilities designated at fair value through profit or loss) are recognised initially on the trade date at which the Group becomes party to the contractual provisions of the instrument. The Group derecognises financial liability when its contractual obligations are discharged, cancelled, or expire. Non-derivative financial liabilities comprise loans and borrowings, bonds, bank overdrafts, and trade and oth- er payables. Such financial liabilities are recognised initially at fair value less any directly attributable trans- action costs. After initial recognition, these financial liabilities are measured at amortised cost using the ef- fective interest method. Financial Statements Notes to the consolidated financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 189 Annual Report 2023 CTP N.V. Financial assets and liabilities are offset, and the net amount presented in the statement of financial posi- tion when the Group has a legal right to offset the amounts and intends either to settle on a net basis or to realise the asset and settle the liability simultaneously. The Group classifies as a current portion any part of long-term loans that is due within one year from the reporting date. (v) Derivative financial instruments A derivative is a financial instrument or other contract that fulfils the following conditions: a) its value changes in response to a change in a specified interest rate, financial instrument price, commod- ity price, foreign exchange rate, index of prices or rates, credit rating or credit index, or other variable, provided in the case of a non-financial variable that the variable is not specific to a party to the contract; b) it requires no initial net investment or an initial net investment that is smaller than would be required for other types of contracts that would be expected to have a similar response to changes in market factors; and c) it is settled at a future date. Derivative financial instruments are initially recognised at fair value; attributable transaction costs are rec- ognised in profit or loss as incurred. Following initial recognition, derivatives are measured at fair value, and changes therein are generally recognised in profit and loss. Fair values are obtained from quoted market prices or discounted cash flow models, as appropriate. The de- rivatives are carried as current (those that are expected to be settled in less than 12 months) or non-current assets when their fair value is positive, and as current (those that are expected to be settled in less than 12 months) or non-current liabilities when their fair value is negative. The principal types of derivative instruments used by the Group are interest rate swaps. Swaps are agreements between the Group and other parties to exchange future cashflows, based upon agreed notional amounts. Under interest rate swaps, the Group agrees with other parties to exchange, at specific intervals, the differ- ence between fixed-rate and floating-rate interest amounts calculated by reference to an agreed notional amount. (vi) Cash flow hedge The Group designates certain derivatives as hedging instruments to hedge variability in cash flows associated with highly probable forecast transaction arising from changes in interest rates. At inception of designated hedging relationships, the Group documents the risk management objective and strategy for undertaking the hedge. The Group also documents the economic relationship between the hedged item and hedging instruments, including whether the changes in cash flows of the hedged item and hedging instrument are expected to offset each other. When a derivative is designated as a cash flow hedging instrument, the effective portion of changes in the fair value of the derivative is recognised in Other comprehensive income accumulated in the Cash flow hedge reserve. The effective portion of changes in the fair value of the derivative that is recognised in Other compre- hensive income is limited to the cumulative change in fair value of the hedged item, determined on a present values basis, from inception of the hedge. Any ineffective portion of changes in the fair values of the derivative is recognised immediately in profit or loss. If the hedge no longer meets the criteria for hedge accounting or the hedging instrument is sold, expires, is terminated, or is exercised, hedge accounting is discontinued prospectively. When hedge accounting for cash flow hedges is discontinued, the amount that has been accumulated in the Cash flow hedge reserve remains in equity until, for a hedge of a transaction resulting in the recognition of a non-financial item, it is included in the non-financial item’s cost on its initial recognition or, for the cash flow hedges, it is reclassified to profit or loss in the same period or periods as the hedged expected future cash flows affects profit or loss. If the hedged future cash flows are no longer expected to occur, then the amounts that have been accumulated in the Cash flow hedge reserve are immediately reclassified to profit or loss. g) Impairment (i) Non-financial assets The carrying amounts of the Group’s assets, other than investment property, investment property under de- velopment and deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, the asset’s recoverable amount is estimated. In respect of goodwill, the recoverable amount is estimated at each reporting date. An impairment loss is recognised whenever the carrying amount of an asset or its cash-generating unit ex- ceeds its recoverable amount. The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or CGU. Impairment losses are recognised in profit or loss. An impairment loss in respect of a property, plant and equipment measured at fair value is reversed through profit and loss to the extent that it reverses an impairment loss on the same asset that was previously rec- ognised in profit and loss. Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to cash-generating units (groups of units) and then to reduce the carrying amount of the other assets in the unit (group of units) on a pro-rata basis. An impairment loss in respect of goodwill is not reversed. For other assets, an impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised. Financial Statements Notes to the consolidated financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 190 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements (ii) Financial assets A financial asset not carried at fair value through profit or loss, including an interest in an equity accounted investee, is assessed at each reporting date to determine whether there is objective evidence that it is credit impaired. Objective evidence that financial assets are impaired can include default or delinquency by a debtor; restruc- turing of an amount due to the Group on terms that the Group would not consider otherwise; indications that a debtor will enter bankruptcy; the disappearance of an active market for a security; and observable data indicating that there is a measurable decrease in the expected cash flows from a group of financial assets. The Group considers evidence of impairment for financial assets at both the specific asset and collective level. All individually significant financial assets are assessed for specific impairment. Those found not to be impaired are then collectively assessed for any impairment incurred but not yet identified. Assets that are not individually significant are collectively assessed for impairment, by grouping together receivables with similar risk characteristics. All impairment losses in respect of financial assets are recognised in profit or loss and are only reversed if a subsequent increase in a recoverable amount can be related objectively to an event occurring after the impair- ment loss was recognised. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount of the asset that would have been determined, net of amortisation, if no impairment loss was recognised. The write-off policy of the Group requires that the outstanding amount of a loan shall be written off if there is any instalment overdue for 730 or more days. However, the loan shall remain in the Group’s statement of financial position even after 730 days of non-payment if it is probable that the loan will be sold in the near future, or significant recoveries are expected. In such case, the outstanding loan amount shall be derecognised at sale, or later, as soon as no significant recoveries are expected. The Group allocates each financial asset’s exposure to a credit risk stage based on data that is determined to be predictive of the risk of loss (including but not limited to external ratings, audited financial statements, management accounts and cash flow projections and available press information about customers) and by applying experienced credit judgement. i) Equity Issued capital Issued capital represents the amount of capital registered in the Shareholders Register and is classified as equity. External costs directly attributable to the issuance of share capital, other than upon a business com- bination, are shown as a deduction from the proceeds, net of tax, in equity. Share premium The share premium concerns income from the issuing of shares in so far as it exceeds the nominal value of the shares (above par income). Share premium is presented net of IPO costs incurred in the process of shares emission. Translation reserve The translation reserve comprises all foreign exchange differences arising from the translation of the finan- cial statements from the functional to the presentation currency (refer to Note 3f). Revaluation reserve Revaluation reserve comprise revaluation of solar plants and hotels, which are classified under property, plant and equipment at revaluated amounts, being the fair value at the reporting date (refer to Note 5d). Cash flow hedge reserve The Group has designated certain derivatives as hedging instruments in cash flow hedge relationships. These derivatives are recognised initially at fair value and reported subsequently at fair value in the consolidated statement of financial position. To the extent that the hedge is effective, changes in the fair value of deriva- tives designated as hedging instruments in cash flow hedges are recognised in other comprehensive income net of tax and included within the cash flow hedge reserve in equity. Retained earnings Consolidated retained earnings arise from accumulation of profits and losses of the consolidated activities. Treasury shares Treasury shares are deducted from Equity. Gains or losses from purchase, sale, issue or cancellation are rec- ognised in Equity and do not affect profit or loss. The par value of treasury shares purchases is debited to Share capital. When treasury shares are sold or reissued, the par value of instruments is credited to Share capital. Any premium or discount to par value is shown as an adjustment to Share premium. i) Earnings per share Earnings per share (EPS) is an important financial indicator that measures the Group’s profitability. Basic EPS is calculated by dividing the net profit for the period attributable to equity holders of the Group by the weighted average number of ordinary shares outstanding during the year. Diluted EPS is calculated by dividing the net profit for the period attributable to equity holders of the Group by the weighted average number of ordinary shares outstanding during the period, plus the weighted average number of shares that would be issued if all dilutive potential ordinary shares were converted into ordinary shares. The denominator in the calculation of basic EPS for each period presented is the weighted average number of shares as at 31 December of the respective year. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 191 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements j) Share-based payment Under the CTP N.V. Long Term Incentive Plan (“LTIP”), CTP N.V. provides share-based benefits to Company Directors in the form of conditional share awards over the Company’s ordinary shares. The fair value of the awards granted under the LTIP is recognised as an employee benefits expense, with a corresponding increase in equity (retained earnings). The total amount to be expensed is determined by refer- ence to the fair value of the awards granted, including the impact of any market performance conditions and non-vesting conditions. Service conditions and any non-market performance vesting conditions are consid- ered when estimating the number of awards expected to vest. The total expense is recognised over the vesting period, which is the period over which all specified vesting conditions are to be satisfied. At the end of each period, the Company revises its estimates of the number of awards that are expected to vest, based on the service conditions and the non-market vesting conditions. It recognises the impact of the revision to original estimates, if any, in profit or loss, with a corresponding ad- justment to equity. k) Government Grants The Group recognises government grants related to acquisition of solar plants. Grants are presented in the statement of financial position by deducting the grant in arriving at the carrying amount of the asset. The grant is recognised in profit and loss over the life of a depreciable assets as a reduced depreciation expense. l) Rental income and service charge income Rental income from leases is recognised as income in the statement of comprehensive income on a straight- line basis over the term of the lease. Lease incentives granted are recognised as an integral part of the total rental income. Park management income (service charge) is an integral, but separately identifiable, part of rental contracts. The Group has identified that park management services are distinct from rentals and are therefore account- ed separately. The service charge is priced and contracted based on market prices relevant for the region of operation. The service charge income is recognised evenly over time of the service rendered as the customer simultaneously receives and consumes the benefits from the provided service. Service and management charges are included in net rental income gross of the related costs. The Group determined that it controls the services before they are transferred to tenants and therefore that the Group acts as a principal in these arrangements. m) Income from development activities Revenues from customer specific fit-outs of rented facilities (development extras) are presented separately in the Statement of comprehensive income. Income from development activities includes the initial amount agreed in the contract plus any variations in contract work, claims and incentive payments to the extent that it is probable that they will result in revenue and can be measured reliably. Income from development activities is recognised at point in time. n) Hotel revenues Revenues from hotel operations represent room rental and sale of food and beverages. Hotel revenues are recognised in profit and loss at the moment, when the customer obtains control over the services provided. o) Expenses (i) Attributable external expenses Attributable external expenses consist of property operating expenses (including service expenses), hotel op- erating expenses and expenses from development activities. (ii) Property operating expenses Property operating expenses (including service expenses) are expensed as incurred. (iii) Finance income / finance expenses The Group’s finance income and finance costs include: • interest income; • interest expense; • dividend income; • the net gain or loss on financial assets at fair value through profit or loss (other than investment property and investment property under development); • the foreign currency gain or loss on financial assets and financial liabilities; • the fair value loss on contingent consideration classified as a financial liability; • impairment losses recognised on financial assets (other than trade receivables); • the net gain or loss on hedging instruments that are recognised in profit or loss; and • the reclassification of net gains previously recognised in Other Comprehensive Income. Interest income or expense is recognised using the effective interest method. p) Income tax Income tax comprises current and deferred tax. Income tax is recognised in profit or loss, except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity or other compre- hensive income. Current tax Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substan- tially enacted by the end of the reporting period, and any adjustment to tax payable in respect of previous years. Deferred tax Deferred tax is provided using the liability method on temporary differences arising between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities. Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, using tax rate enacted or substantially enacted at the reporting date. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 192 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be avail- able against which the asset can be utilised. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised. Corporate income tax rates for 2023 and 2022 were as follows: Country 2023 2022 Austria 24.00% 25.00% Czech Republic 19.00% 19.00% Germany 15.83%; 29.48% 29.48% Hungary 9.00% 9.00% Netherlands 25.80% 25.80% Poland 19.00% 19.00% Romania 16.00% 16.00% Serbia 15.00% 15.00% Slovakia 21.00% 21.00% Bulgaria 10.00% 10.00% Slovenia 19.00% 19.00% In 2023, for the purposes of deferred tax calculation was used tax rate of 21% in the Czech Republic. Tax rate of 21% will be used also for corporate income tax rate from the year 2024. Deferred tax is not recognised from temporary differences on the initial recognition of assets and/or liabilities in a transaction that is not a business combination under IFRS 3 (asset deal). Deferred tax assets and liabilities are offset only if certain criteria are met. Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income taxes of one entity relate to the same fiscal authority. q) Foreign currency transactions Foreign currency transactions Transactions in foreign currencies are translated to the respective functional currencies of Group entities at exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rate of local national banks at the reporting date. Non-monetary assets and liabilities denominat- ed in foreign currencies that are measured at fair value are translated into the functional currency at the ex- change rate when the fair value was determined. Foreign currency differences are generally recognised in profit or loss. Non-monetary items that are measured based on historical cost in a foreign currency are not translated. Foreign operations The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acqui- sition, are translated into euro at exchange rates at the reporting date. The income and expenses of foreign operations are translated into euros at the exchange rates at the dates of the transactions. Foreign currency differences are recognised in Other Comprehensive Income and accumulated in the trans- lation reserve, except to the extent that the translation difference is allocated to non-controlling interest (“NCI”). When a foreign operation is disposed of in its entirety or partially such that control, significant influence or joint control is lost, the cumulative amount in the translation reserve related to that foreign operation is re- classified to profit or loss as part of the gain or loss on disposal. If the Group disposes of part of its interest in a subsidiary but retains control, then the relevant proportion of the cumulative amount is reattributed to NCI. When the Group disposes of only part of an associate or joint venture, while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to profit or loss . r) Segment reporting The Group has applied IFRS 8, “Operating Segments” to determine the number and type of operating seg- ments. According to this standard, an operating segment is a component carrying out business operations whose operating income is evaluated regularly by the Group’s highest executive decision maker, and about which separate financial information is available. The results of the Group are reviewed by the CEO regularly on a weekly basis, by analysing KPIs of geographical segments where the Group operates. The Group’s operating segments were determined in connection with the nature of the business and how the operations are managed by the Group’s operating decision maker. The Group reports operating segments based on geographical segmentation: the Czech Republic, Romania, Hungary, Slovakia, the Netherlands, Germany and other areas. Segment results reported to the Board include items directly attributable to a segment. In 2023, the Group reconsidered presentation of hotel segment. Hotels are currently presented under the Czech Republic operating segment. The operating segments are determined based on the Group’s management and internal reporting structure. As required by IFRS 8, the Group provides information on the business activities in which it engages, including revenue and investment property split. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 193 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 6. SEGMENT REPORTING The principal operation of the Group is the lease of investment property in Western, Central and Eastern Europe, and development in these countries. The Group manages its activities based on geographical segmen- tation, as business activities are the same in each region where the Group operates. The Group’s principal activities are in the following operating segments: the Czech Republic, Romania, Hungary, Slovakia, the Netherlands, Germany, and Other geographical segments. Segment Segment description Czech Republic Industrial property, offices, retail, hotels, solar, other Romania Industrial property, solar Hungary Industrial property, offices, solar Slovakia Industrial property, offices, solar Netherlands Industrial property, headquarter, solar Germany Industrial property, offices Other Segments which do not meet criteria for separate segment reporting recognition Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 194 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Segment results for the 12-month period ended 31 December 2023 are as follows: Czech Total Intersegment In EUR million Republic Hungary Romania Slovakia Netherlands Germany Other Segments eliminations Total Rental income 255.2 57.6 101.7 43.5 7.2 69.2 37.5 571.9 - 571.9 Service charge income 20.8 7.7 12.0 5.3 0.8 12.3 2.6 61.5 -0.8 60.7 Property operating expenses -28.9 -8.6 -12.6 -6.3 -1.5 -23.6 -7.9 -89.4 - -89.4 Net rental income 247.1 56.7 101.1 42.5 6.5 57.9 32.2 544.0 -0.8 543.2 Hotel operating revenue 21.1 - - - - - - 21.1 - 21.1 Hotel operating expenses -15.7 - - - - - - -15.7 - -15.7 Net operating income from hotel operations 5.4 - - - - - - 5.4 - 5.4 Income from development activities 11.7 1.1 1.3 - - - 6.0 20.1 - 20.1 Expenses from development activities -8.7 -0.8 -1.0 - - - -4.2 -14.7 - -14.7 Net income from development activities 3.0 0.3 0.3 - - - 1.8 5.4 - 5.4 Total revenues 308.8 66.4 115.0 48.8 8.0 81.5 46.1 674.6 -0.8 673.8 Total attributable external expenses -53.3 -9.4 -13.6 -6.3 -1.5 -23.6 -12.1 -119.8 - -119.8 Gross profit/loss(-) 255.5 57.0 101.4 42.5 6.5 57.9 34.0 554.8 -0.8 554.0 Net valuation result on investment property 260.2 3.4 149.6 105.3 17.8 123.4 219.0 878.7 - 878.7 Other income 29.6 0.2 1.4 0.7 1.2 0.6 - 33.7 -19.6 14.1 Amortization, depreciation and impairment -9.8 -0.3 -0.8 -0.2 -0.2 -0.6 -0.8 -12.7 - -12.7 Employee benefits -23.3 -4.1 -4.7 -3.2 -2.0 -4.8 -8.3 -50.4 - -50.4 Impairment of financial assets 0.9 - -0.1 -0.1 - -2.1 - -1.4 - -1.4 Other expenses -29.3 -6.8 -7.0 -4.9 -11.2 -6.7 -13.0 -78.9 20.4 -58.5 Net other income/expenses(-) -31.9 -11.0 -11.2 -7.7 -12.2 -13.6 -22.1 -109.7 0.8 -108.9 Net profit/loss(-) before finance costs 483.8 49.4 239.8 140.1 12.1 167.7 230.9 1,323.8 - 1,323.8 Net finance costs -111.7 Profit/loss(-) before income tax 1,212.1 Income tax expense -289.5 Profit/loss(-) for the period 922.6 Profit/loss(-) attributable to: Non-controlling interests - Equity holders of the Company 922.6 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 195 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Segment assets and liabilities as at 31 December 2023 are as follows: 1/2 Czech Total Intersegment In EUR million Republic Hungary Romania Slovakia Netherlands Germany Other Segments eliminations Total Assets Investment property 5,689.1 982.6 1,827.5 789.1 482.5 1,188.7 1,079.7 12,039.2 - 12,039.2 Investment property under development 279.5 123.6 98.6 130.5 0.1 26.8 700.5 1,359.6 - 1,359.6 Property, plant and equipment 150.8 9.0 22.6 3.8 5.2 4.3 38.1 233.8 - 233.8 Goodwill and intangible assets 5.0 - - - 0.3 171.2 - 176.5 - 176.5 Trade and other receivables 17.2 2.1 1.2 1.0 0.1 - 2.5 24.1 - 24.1 Derivative financial instruments - 1.3 - - 7.2 2.1 - 10.6 - 10.6 Financial investments 658.9 - - - 3,260.1 - - 3,919.0 -3,918.6 0.4 Long-term receivables from related parties - - - - 3,111.7 - - 3,111.7 -3,111.1 0.6 Deferred tax assets 1.0 1.8 0.1 2.1 7.2 0.6 1.5 14.3 - 14.3 Total non-current assets 6,801.5 1,120.4 1,950.0 926.5 6,874.4 1,393.7 1,822.3 20,888.8 -7,029.7 13,859.1 Trade and other receivables 63.3 18.0 59.1 13.7 7.0 17.3 88.2 266.6 - 266.6 Short-term receivables from related parties 160.8 - - - 32.9 - - 193.7 -192.8 0.9 Derivative financial instruments - 1.7 - - 35.8 0.6 - 38.1 - 38.1 Contract assets 8.2 0.3 - - - - - 8.5 - 8.5 Current tax assets 2.8 0.6 0.5 0.4 3.5 - 1.6 9.4 - 9.4 Cash and cash equivalents 52.5 43.1 28.1 4.8 517.4 10.9 33.8 690.6 - 690.6 Total current assets 287.6 63.7 87.7 18.9 596.6 28.8 123.6 1,206.9 -192.8 1,014.1 Total assets 7,089.1 1,184.1 2,037.7 945.4 7,471.0 1,422.5 1,945.9 22,095.7 -7,222.5 14,873.2 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 196 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Czech Total Intersegment In EUR million Republic Hungary Romania Slovakia Netherlands Germany Other Segments eliminations Total Total equity 4,235.3 545.0 761.5 480.0 2,515.1 978.9 569.7 10,085.5 -3,918.6 6,166.9 Liabilities Interest-bearing loans and borrowings from financial 1,394.1 52.8 215.2 209.2 1,210.6 145.5 100.8 3,328.2 - 3,328.2 institutions Bond issued - - - - 3,551.6 19.7 - 3,571.3 - 3,571.3 Trade and other payables 51.4 10.9 10.3 2.9 22.2 31.7 18.1 147.5 - 147.5 Long-term payables to related parties 431.8 504.6 898.1 136.0 - 103.0 1,037.6 3,111.1 -3,111.1 - Derivative financial instruments - - - - 10.6 - - 10.6 - 10.6 Deferred tax liabilities 800.9 38.4 92.6 82.7 6.5 68.2 78.1 1,167.4 - 1,167.4 Total non-current liabilities 2,678.2 606.7 1,216.2 430.8 4,801.5 368.1 1,234.6 11,336.1 -3,111.1 8,225.0 Interest-bearing loans and borrowings from financial 15.1 2.8 7.6 2.6 3.3 18.0 0.6 50.0 - 50.0 institutions Bonds issued - - - - 18.3 0.4 - 18.7 - 18.7 Trade and other payables 150.5 22.3 31.9 28.5 9.6 42.0 82.1 366.9 - 366.9 Short-term payables to related parties 0.3 6.2 19.0 2.3 105.8 5.0 54.5 193.1 -192.8 0.3 Derivative financial instruments - - - - 17.0 - - 17.0 - 17.0 Current tax liabilities 9.7 1.1 1.5 1.2 0.4 10.1 4.4 28.4 - 28.4 Total current liabilities 175.6 32.4 60.0 34.6 154.4 75.5 141.6 674.1 -192.8 481.3 Total liabilities 2,853.8 639.1 1,276.2 465.4 4,955.9 443.6 1,376.2 12,010.2 -3,303.9 8,706.3 Total equity and liabilities 7,089.1 1,184.1 2,037.7 945.4 7,471.0 1,422.5 1,945.9 22,095.7 -7,222.5 14,873.2 Segment assets and liabilities as at 31 December 2023 are as follows: 2/2 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 197 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Segment results for the 12-month period ended 31 December 2022 are as follows: Restated Czech Total Intersegment In EUR million Republic Hungary Romania Slovakia Netherlands Germany Other Segments eliminations Total Rental income 230.3 49.0 84.0 37.1 3.0 58.5 23.1 485.0 - 485.0 Service charge income 36.0 6.4 10.7 4.4 21.4 11.1 1.4 91.4 -39.5 51.9 Property operating expenses -33.0 -7.2 -9.0 -5.2 -0.2 -27.7 -2.5 -84.8 - -84.8 Net rental income 233.3 48.2 85.7 36.3 24.2 41.9 22.0 491.6 -39.5 452.1 Hotel operating revenue 16.0 - - - - - - 16.0 - 16.0 Hotel operating expenses -12.3 - - - - - - -12.3 - -12.3 Net operating income from hotel operations 3.7 - - - - - - 3.7 - 3.7 Income from development activities 19.4 1.9 6.3 0.3 - - 8.3 36.2 - 36.2 Expenses from development activities -14.1 -1.7 -4.4 -0.2 - - -6.7 -27.1 - -27.1 Net income from development activities 5.3 0.2 1.9 0.1 - - 1.6 9.1 - 9.1 Total revenues 301.7 57.3 101.0 41.8 24.4 69.6 32.8 628.6 -39.5 589.1 Total attributable external expenses -59.4 -8.9 -13.4 -5.4 -0.2 -27.7 -9.2 -124.2 - -124.2 Gross profit/loss(-) 242.3 48.4 87.6 36.4 24.2 41.9 23.6 504.4 -39.5 464.9 Net valuation result on investment property 394.4 46.4 67.2 18.4 14.8 -30.0 186.1 697.3 - 697.3 Other income 6.5 - 0.2 0.5 0.7 0.4 0.5 8.8 -0.6 8.2 Amortization, depreciation and impairment -8.9 -0.3 -0.4 -0.2 -0.1 -0.3 -0.5 -10.7 - -10.7 Employee benefits -21.0 -3.4 -5.8 -2.8 -4.6 -1.2 -4.9 -43.7 - -43.7 Impairment of financial assets 0.3 - - - 0.8 0.1 - 1.2 - 1.2 Other expenses -31.1 -4.8 -9.1 -3.3 -42.6 -10.2 -8.7 -109.8 40.1 -69.7 Net other income/expenses(-) -54.2 -8.5 -15.1 -5.8 -45.8 -11.2 -13.6 -154.2 39.5 -114.7 Profit/loss(-) before finance costs 582.5 86.3 139.7 49.0 -6.8 0.7 196.1 1,047.5 - 1,047.5 Net finance costs -96.7 Profit/loss(-) before income tax 950.8 Income tax expense -186.6 Profit/loss(-) for the period 764.2 Profit/loss(-) attributable to: Non-controlling interests -2.4 Equity holders of the Company 766.6 * The comparative information is restated on account of correction of errors, refer to Note 4. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 198 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Segment assets and liabilities as at 31 December 2022 are as follows: 1/2 Restated Czech Total Intersegment In EUR million Republic Hungary Romania Slovakia Netherlands Germany Other Segments eliminations Total Assets Investment property 5,181.0 946.5 1,577.6 660.9 148.4 918.1 691.7 10,124.2 - 10,124.2 Investment property under development 187.3 98.4 58.2 76.6 298.8 2.1 471.9 1,193.3 - 1,193.3 Property, plant and equipment 146.8 4.7 8.8 2.1 1.3 3.3 1.9 168.9 - 168.9 Goodwill and intangible assets 3.3 - - - 0.2 171.1 - 174.6 - 174.6 Trade and other receivables 5.8 6.6 1.5 2.0 - 0.2 1.9 18.0 - 18.0 Derivative financial instruments - 3.3 - - 4.3 1.6 - 9.2 - 9.2 Financial investments 578.2 - - - 2,671.8 - - 3,250.0 -3,249.5 0.5 Long-term receivables from related parties 4.0 - - - 3,841.9 - - 3,845.9 -3,800.7 45.2 Deferred tax assets 8.4 2.1 - - 4.9 - 2.5 17.9 - 17.9 Total non-current assets 6,114.8 1,061.6 1,646.1 741.6 6,971.6 1,096.4 1,169.9 18,802.0 -7,050.2 11,751.8 Trade and other receivables 54.8 23.3 40.5 10.0 6.2 14.0 86.8 235.6 - 235.6 Short-term receivables from related parties 997.9 64.8 - - 42.3 - - 1,105.0 -1,104.7 0.3 Derivative financial instruments - 1.9 - - 39.8 0.2 - 41.9 - 41.9 Contract assets 2.6 - 0.5 - - - 0.3 3.4 - 3.4 Current tax assets 4.5 0.2 0.7 - - 0.1 0.7 6.2 - 6.2 Cash and cash equivalents 62.7 38.3 17.3 7.1 476.5 33.9 24.8 660.6 - 660.6 Total current assets 1,122.5 128.5 59.0 17.1 564.8 48.2 112.6 2,052.7 -1,104.7 948.0 Total assets 7,237.3 1,190.1 1,705.1 758.7 7,536.4 1,144.6 1,282.5 20,854.7 -8,154.9 12,699.8 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 199 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Restated Czech Total Intersegment In EUR million Republic Hungary Romania Slovakia Netherlands Germany Other Segments eliminations Total Total equity 4,299.3 524.2 537.7 329.4 1,941.4 716.5 322.0 8,670.5 -3,249.5 5,421.0 Liabilities Interest-bearing loans and borrowings from financial 977.4 55.6 - 109.5 563.9 161.7 - 1,868.1 - 1,868.1 institutions Bond issued - - - - 3,544.1 19.7 - 3,563.8 - 3,563.8 Trade and other payables 39.1 12.0 10.6 1.5 11.4 26.3 3.1 104.0 - 104.0 Long-term payables to related parties 1,091.5 540.4 1,018.7 237.5 - 113.9 798.7 3,800.7 -3,800.7 - Derivative financial instruments - - - - - 2.0 - 2.0 - 2.0 Deferred tax liabilities 687.1 36.6 80.4 55.9 6.3 38.6 43.6 948.5 - 948.5 Total non-current liabilities 2,795.1 644.6 1,109.7 404.4 4,125.7 362.2 845.4 10,287.1 -3,800.7 6,486.4 Interest-bearing loans and borrowings from financial 9.5 2.8 - - 0.1 12.3 - 24.7 - 24.7 institutions Bonds issued - - - - 417.2 0.4 - 417.6 - 417.6 Trade and other payables 119.2 15.2 35.0 21.0 9.8 47.8 72.9 320.9 - 320.9 Short-term payables to related parties 10.8 1.9 21.3 3.1 1,028.1 1.7 37.8 1,104.7 -1,104.7 - Derivative financial instruments - - - - 12.1 0.6 - 12.7 - 12.7 Current tax liabilities 3.4 1.4 1.4 0.8 2.0 3.1 4.4 16.5 - 16.5 Total current liabilities 142.9 21.3 57.7 24.9 1,469.3 65.9 115.1 1,897.1 -1,104.7 792.4 Total liabilities 2,938.0 665.9 1,167.4 429.3 5,595.0 428.1 960.5 12,184.2 -4,905.4 7,278.8 Total equity and liabilities 7,237.3 1,190.1 1,705.1 758.7 7,536.4 1,144.6 1,282.5 20,854.7 -8,154.9 12,699.8 * The comparative information is restated on account of correction of errors, refer to Note 4. Segment assets and liabilities as at 31 December 2022 are as follows: 2/2 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 200 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 7. CHANGES IN GROUP STRUCTURE Current financial year Acquisitions In 2023, the Group acquired the following subsidiaries: Subsidiary Country Acquisition date CTPark Ostrava Hrušov, spol. s r.o. (formerly H-Zone, s.r.o.) Czech Republic 31 January 2023 BIMS PROPERTIES 2018 DOO DEČ Serbia 21 February 2023 CTPark Pitesti East SRL (formerly Seebuca Immo SRL) Romania 29 March 2023 CTPark Timisoara North SRL (formerly Seetimi SRL) Romania 29 March 2023 CTPark Dragomiresti SRL (formerly Bati Carpath SRL) Romania 29 March 2023 CTP Germany X GmbH (formerly Projektgesellschaft Rauentaler Germany 30 March 2023 Strasse mbH) CTPark Nýřany II, spol. s r.o. (formerly Limmo beta s.r.o.) Czech Republic 30 November 2023 CTP Nová Zvonařka, spol. s r.o. (formerly Nová Zvonařka s.r.o.) Czech Republic 30 November 2023 CTPark Tošanovice a.s. (formerly Tosan Park a.s.) Czech Republic 6 December 2023 These acquisitions impacted the Group’s financial statements as ta date of acquisition as follows: Czech In EUR million Germany Republic Romania Serbia Total Investment property 9.1 65.5 57.1 4.4 136.1 Investment property under development - 12.4 0.4 3.1 15.9 Cash and cash equivalents 0.1 0.5 2.3 - 2.9 Trade and other receivables - 1.0 0.1 - 1.1 Total assets 9.2 79.4 59.9 7.5 156.0 Interest-bearing loans and borrowings from financial - - -27.1 - -27.1 institutions Trade and other liabilities -0.4 -2.7 -10.4 -0.1 -13.6 Total liabilities -0.4 -2.7 -37.5 -0.1 -40.7 Non-controlling interest - - - - - Net assets acquired 8.8 76.7 22.4 7.4 115.3 Consideration paid in cash -8.8 -65.2 -19.5 -7.4 -100.9 Consideration not settled till - -11.5 -2.9 - -14.4 period end Net cash inflow/outflow -8.7 -64.7 -17.2 -7.4 -98.0 * Consideration paid includes pre-acquisition loans and borrowings provided to acquired subsidiaries of EUR 39.5 million. Total impact on consolidated cash flow is of EUR 58.5 million. The acquisitions were recognised as a property asset acquisition, as acquired companies do not represent a business as defined by IFRS 3. All acquisition above were assessed based on requirement of IFRS 3, no critical processes have been identified and acquisitions were considered to be an asset acquisitions. In 2023, the Group disposed subsidiary CTPark Alpha, d.o.o. in Slovenia outside of the Group with impact on consolidated cash flow of EUR 3.7 million. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 201 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Changes within the Group in 2023 As at 31 December 2023, there were no significant changes within the Group. Prior financial year Acquisitions In 2022, the Group acquired the following subsidiaries: Acquisition Subsidiary Country date Deutsche Industrie REIT-AG Germany 3 February 2022 KONČINY SPV, s.r.o. Czech Republic 14 March 2022 CTP Tau Poland sp. z o.o. (formerly Dafne 23 sp. z o.o) Poland 9 May 2022 CTP Chi Poland sp. z o.o. (formerly 7R Projekt 37 sp. z o.o.) Poland 9 May 2022 CTP Omega Poland sp. z o.o. Poland 9 May 2022 (formerly 7R Projekt 31 sp. z o.o.) CTP Property Alpha Poland sp. z o.o. Poland 9 May 2022 (formerly 7R Projekt 68 sp. z o.o.) CTP Property Beta Poland sp. z o.o. Poland 9 May 2022 (formerly 7R Projekt 64 Sp. z o.o.) CTP Property Gamma Poland sp. z o.o. Poland 9 May 2022 (formerly 7R Projekt 30 sp. z o.o.) CTPARK CHITILA SRL Romania 20 May 2022 (formerly Eglast Investment SRL) CTPARK PITESTI SRL Romania 20 May 2022 (formerly Dani Global Development SRL) CTP Property Delta Poland sp. z o.o. Poland 7 June 2022 (formerly 7R Projekt 41 sp. z o.o.) CTP Property Epsilon Poland sp. z o.o. Poland 14 June 2022 (formerly 7R Projekt 44 sp. z o.o.) Banovac projekat d.o.o. Beograd-Novi Beograd Serbia 5 July 2022 CTPark Sofia Ring Road EOOD Bulgaria 17 August 2022 (formerly Transcapital Ring Road EOOD) CTPark Sofia EOOD (formerly Transcapital Airport EOOD) Bulgaria 17 August 2022 LEVANTE LOGISTICS DRUŠTVO SA OGRANIČENOM Serbia 31 August 2022 ODGOVORNŠĆU BEOGRAD KRMELÍNSKÁ I, s.r.o. Czech Republic 30 September 2022 CTP Property Eta Poland sp. z o.o. Poland 20 October 2022 (formerly 7R Projekt 56 sp. z o.o.) CTP Property Zeta Poland sp. z o.o. Poland 20 October 2022 (formerly 7R Projekt 24 sp. z o.o.) In 2022, the only significant acquisition—the acquisition of Deutsche Industrie REIT-AG in Germany (sub- sequently renamed to Deutsche Industrie Grundbesitz AG), reconsidered in 2023 as a Business combination (refer to Note 4)—is described in detail below. On 3 February 2022, the Group received 80.9 % ownership interest in DIR with the following impact on the consolidated financial statements as at the date of acquisition: Deutsche Industrie REIT-AG Germany In EUR million Restated Investment property 876.9 Property, plant & equipment 0.2 Cash and cash equivalents 11.0 Financial derivatives 0.1 Asset held for sale 7.3 Trade and other receivables 104.2 Total assets 999.7 Interest-bearing loans and borrowings from financial institutions -233.0 Bond issued -140.0 Deferred tax liabilities -38.8 Trade and other liabilities -30.3 Total liabilities -442.1 Non-controlling interest -93.6 Net assets acquired 464.0 Consideration paid -67.7 Consideration not settled till period end - Consideration settled by shares of CTP N.V. -567.4 Net cash outflow -56.5 Goodwill arisen from acquisition 171.1 * Based on proportionate interest in the recognised amounts of the assets and liabilities of DIR. ** Consideration paid includes also the loans and borrowings provided to acquired subsidiaries of EUR 67.5 million. Total impact on consolidated cash flow is of EUR 0 million. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 202 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements The goodwill that arose in relation to the business combination represents the future economic benefits aris- ing from other assets acquired in a business combination that are not individually identified and separately recognised (refer to Note 22 for details). None of the goodwill recognised is expected to be deductible for tax purposes. The trade receivables comprise gross contractual amounts due of EUR 106.1 million, of which EUR 1.9 million was expected to be uncollectable at the date of acquisition. The majority of the gross contractual amount (EUR 87.0 million) were loans provided to previous owners, which were repaid in full immediately after acqui- sition. The remaining balances are all expected to be collected. For the 11 months ended 31 December 2022, DIR contributed revenue of EUR 67.3 million and loss of EUR 6.8 million to the Group’s results. If the acquisition had occurred on 1 January 2022, management estimates that the consolidated revenue would have been EUR 595.6 million, and the consolidated profit for the year would have been EUR 766.4 million. In determining these amounts, management has assumed the fair value adjustments, determined provisionally, that arose on the date of acquisition would have been the same if the acquisition had occurred on 1 January 2022. Before the acquisition, at the end of January 2022, the Group received 98.17% shareholder support for its vol- untary public takeover and delisting offer (the “Offer”) for and contemplated merger with Deutsche Industrie REIT-AG (“DIR”). The total number of DIR Shares tendered in the Offer was in aggregate 25,951,833 DIR Shares, corresponding to approximately 80.90% of the outstanding share capital in DIR. Closing and settlement of the Offer, in which CTP offered either a cash consideration of EUR 17.12 or a share consideration of 1.25 shares in the share capital of CTP (the “CTP Shares”) for each tendered DIR Share (the “Share Consideration”), took place on 3 February 2022. During the acceptance period, a total of 25,937,060 tendered DIR Shares were settled in the form of the Share Consideration. Accordingly, a total of 32,421,325 CTP Shares were issued. The acquisition of DIR is considered as a business combination in exchange for shares of CTP N.V. and there- fore this transaction is within the scope of IFRS 3. Secondly, on 23 August 2022, CTP N.V. and DIR entered into a transaction for a cross-border merger and acquired an additional 19.1% ownership interest in DIR. The assets and liabilities of DIR were transferred to CTP N.V. under universal succession of title, and DIR ceased to exist without liquidation. In accordance with the agreed exchange ratio, CTP allotted for each issued and outstanding DIR share 1.25 shares in CTP’s share capital to each holder of shares, resulting in the allotment of 7,659,590 new shares. Shares of DIR in ownership of non-controlling interest were transferred into shares of CTP N.V. with impact on Retained earnings of EUR 13.5 million. For details refer to Note 25 and Note 28. On 1 November 2022, all assets and liabilities of DIR were transferred through a hive down by way of legal partial division from CTP N.V. to a new subsidiary, CTP Deutschland B.V. The below stated acquisitions were recognised as a property asset acquisition, as acquired companies do not represent a business as defined by IFRS 3. These acquisitions impacted Group financial statements as at date of acquisition as follows: Czech In EUR million Republic Poland Romania Serbia Bulgaria Total Investment property 8.8 111.6 12.4 1.1 62.0 195.9 Investment property under development - 42.4 - - 0.7 43.1 Cash and cash equivalents - 2.9 0.6 0.1 1.1 4.7 Deferred tax asset - - - - 0.1 0.1 Trade and other receivables - 13.6 0.1 - 0.2 13.9 Total assets 8.8 170.5 13.1 1.2 64.1 257.7 Trade and other liabilities -0.3 -8.6 -0.3 - -0.9 -10.1 Total liabilities -0.3 -8.6 -0.3 - -0.9 -10.1 Net assets acquired 8.5 161.9 12.8 1.2 63.2 247.6 Consideration paid -8.5 -159.8 -12.8 -1.2 -63.2 -245.5 Consideration not settled - -2.0 - - - -2.0 till period end Net cash outflow -8.5 -156.9 -12.2 -1.1 -62.1 -240.8 * Consideration paid includes pre-acquisition loans and borrowings provided to acquired subsidiaries of EUR 127.3 million. Total impact on consolidated cash flow is of EUR 102.5 million. Changes within the Group in 2022 On 1 January 2022, the entities CTPark Bor II, spol. s r.o. and CTPark Bor III, spol. s r.o. were incorporated by spin-off from CTP Alpha, spol. s r.o. Part of the assets were transferred from CTP Alpha, spol, s r.o., to these entities according to the project prepared on 16 November 2021. CTPark Bor III, spol. s r.o. was transferred from CTP Industrial Property, spol. s r.o., to CTPark Bor, spol. s r.o. on 21 February 2022. Subsequently CTPark Bor III, spol. s r.o. was merged into CTPark Bor, spol. s r.o. on 23 September 2022. RENWON a.s. was transferred from CTP Bohemia North, spol. s r.o. to CTP Property B.V. and was renamed to CTPark Chrastava a.s. on 22 August 2022. In 2022, the Group wound up subsidiaries CTP Property Serbia, spol. s.r.o., CTP Beta, spol. sr.o. v likvidaci and CTP I, spol. s r.o. v likvidaci. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 203 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements In September 2022, assets and liabilities of CTP Germany III GmbH and CTP Germany IV GmbH & Co. KG were transferred to CTP Germany II GmbH via a merger transaction, and both entities ceased to exist without liq- uidation. The transaction was common control transaction with impact on Equity of EUR 1.1 million. In November 2022, newly acquired entity Banovac projekat d.o.o. Beograd-Novi Beograd was merged into CTP Omicron d.o.o. Beograd-Novi Beograd. In December 2022, newly acquired entity LEVANTE LOGISTICS DRUŠTVO SA OGRANIČENOM ODGOVOR- NŠĆU BEOGRAD was merged into CTP Tau d.o.o. Beograd-Novi Beograd. No above changes within the Group have a material impact on its consolidated financial statements. 8. RENTAL INCOME AND SERVICE CHARGE INCOME In EUR million 2023 2022 Industrial 504.6 424.7 Office 30.7 32.9 Retail 1.2 1.1 Other rental income 35.4 26.3 Total rental income 571.9 485.0 Service charge income 60.7 51.9 Total rental income including service charge 632.6 536.9 CTP leases out its investment property under operating leases. The operating leases are generally for five to fifteen years. Other rental income represents termination fees, rental income from the rent of parking spaces, garages, yards, porches and cloakrooms. Increase in other rental income is primarily derived by increase from parking places, yards, sanitary and short- term rent of our coworking offices and parking places. Service charge income represents fixed contractual income receivable from tenants for maintenance, clean- ing, security, garbage management and usage of infrastructure. The following revenues were generated in the countries where CTP operates: In EUR million 2023 2022 Czech Republic 276.0 248.1 Romania 113.7 94.8 Germany 81.5 69.6 Hungary 65.3 55.4 Slovakia 48.8 41.5 Serbia 18.5 13.1 Bulgaria 12.2 7.1 Poland 8.4 4.1 Netherlands 7.2 3.0 Austria 1.0 0.2 Total rental income including service charge 632.6 536.9 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 204 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 9. REVENUES FROM CONTRACTS WITH CUSTOMERS According to IFRS 15 requirements, revenues related to contracts with customers are as follows: In EUR million 2023 2022 Attributable Attributable external external Revenues expenses Revenues expenses Hotel operating revenue 21.1 16.0 Hotel operating expenses -15.7 -12.3 Net operating income from hotel operations 5.4 3.7 Income from development activities 20.1 36.2 Expenses from development activities -14.7 -27.1 Net income from development activities 5.4 9.1 Total revenues from contract with customers 41.2 52.2 Total external expenses related to contract with customers -30.4 -39.4 Net income from contract with customers 10.8 12.8 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 205 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Net operating income from hotel operations Net operating income from hotel operations is represented by revenues and expenses from the operation of three hotels in the Czech Republic. All hotels are operated under the “Courtyard by Marriott” brand. Revenues from hotel operations are represented by very short-term contracts with customers. The hospital- ity services are invoiced nearly at the same time as the respective service is provided. Net income from development activities Net income from development activities represents income from construction projects provided by CTP to third-party companies; the main part of construction represents extras and fit-outs for tenants. 10. PROPERTY OPERATING EXPENSES In EUR million 2023 2022 Maintenance and repairs -39.7 -41.3 Park Management expenses -29.6 -27.6 Real estate tax -12.8 -10.5 Insurance -6.8 -5.1 Other -0.5 -0.3 Total property operating expenses -89.4 -84.8 Park management expenses represent expenses for utilities, park maintenance, cleaning, security and gar- bage management provided by external suppliers. These expenses are covered by service charges charged to the tenants. In 2023, the increase in park management expenses represents mainly an increase in utilities and other exter- nal services, such as cleaning, security services and others. 11. OTHER INCOME In EUR million 2023 2022 Gains from sale of assets 3.7 0.9 Income from sale of electricity 6.3 4.3 Other income 4.1 3.0 Total other income 14.1 8.2 Other income was mainly from reverse charge from property insurance and income from assigned receivables. During the year 2023, gain from sale of assets of EUR 3.1 million, represents the sale of subsidiary CTPark Alpha, d.o.o. in Slovenia outside of the Group. 12. EMPLOYEE BENEFITS In EUR million 2023 2022 Wages and salaries -40.5 -32.4 Social security contributions -8.0 -5.9 Other personnel expenses -1.9 -5.4 Total employee benefits -50.4 -43.7 The average full-time equivalent of employees in 2023 was 711 (2022 – 579); all except 9 (2022 – 12) are working outside the Netherlands. Weighted average number of employees per segments 2023 2022 Czech Republic 318 281 Romania 94 91 Poland 72 34 Hungary 67 64 Slovakia 62 47 Germany 39 11 Netherlands 9 12 Other 50 39 Total employee number 711 579 The number of full-time equivalent employees as at 31 December 2023 was 732 (2022 - 667). Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 206 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 13. OTHER EXPENSES 2022 In EUR million 2023 Restated Legal, tax and audit -9.8 -23.3 Travel expenses -8.6 -6.8 Donations -5.7 -11.2 Fee for real estate consultants and brokers -5.7 -4.7 Advertising and promotion expenses -5.4 -5.4 Telecommunication expenses -4.7 -3.0 Taxes and charges -4.4 -2.8 Energy and material consumption -3.5 -2.4 Receivables written off -2.8 -1.7 Rent -1.8 -1.3 Penalties -0.3 -0.5 Loss from sale of Property, plant and equipment - -2.3 Other -5.8 -4.3 Total other expenses -58.5 -69.7 * The comparative information is restated on account of correction of errors, refer to Note 4. In 2023, the Group donated a land plot to a municipality in the Czech Republic with a value of EUR 4.0 million. In 2022, the Group donated EUR 10.0 million to the UN refugee agency UNHCR (United Nations High Commis- sioner for Refugees) to provide humanitarian support for the more than one million people who have fled the war in Ukraine into neighboring countries. In 2022, legal, tax and audit services include advisory fees related to DIR transactions of EUR 14.6 million. 14. INTEREST EXPENSES In EUR million 2023 2022 Bank interest expense -81.9 -31.2 Impact of financial derivative instruments 5.7 -0.3 Arrangement fees -4.0 -4.0 Interest expense from bonds issued -48.8 -49.4 Interest expense -129.0 -84.9 The increase in the bank interest expense in 2023 relates to the increase in financing of the Group via bank loans and higher interest rates. Please, refer to Note 29. In 2023, arrangement fees include one off release of arrangement fee related to early termination of revolving credit facility of EUR 0.9 million. In 2022, arrangement fees include one off release of arrangement fee related to repaid bank loans of EUR 2.7 million. 15. OTHER FINANCIAL EXPENSES In EUR million 2023 2022 Bank fees -0.7 -2.8 Financing fees -7.4 -15.0 Other financial expenses -0.4 -0.2 Other financial expenses -8.5 -18.0 In 2022, financing fees include prepayment fee of EUR 1.4 million for premature loan repayments and fee for early repayment of bonds of EUR 10.4 million (refer to Note 30). 16. OTHER FINANCIAL GAINS/LOSSES In EUR million 2023 2022 Change in FMV of derivatives and hedge -1.7 4.1 Foreign exchange gains/losses(-) 9.2 -2.2 Other financial gains/losses(-) 1.1 0.1 Other financial gains/losses(-) 8.6 2. 0 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 207 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 17. INCOME TAX EXPENSES 2022 In EUR million 2023 Restated Current tax income/expense(-) related to Current year -48.0 -30.3 Prior period -6.2 -1.1 Total -54.2 -31.4 Deferred tax expense Deferred tax expense -235.3 -155.2 Total -235.3 -155.2 Total income tax expense in statement of profit and loss and other comprehensive income -289.5 -186.6 * The comparative information is restated on account of correction of errors, refer to Note 4. The Group believes that its accruals for tax liabilities are adequate for all open tax years based on its assess- ment of many factors, including interpretations of tax law and prior experience. The income tax rate is valid for 2023 and is as well valid for future periods except for the Czech Republic, where new tax rate is valid from the year 2024, when the Group expects to utilise the tax impacts from pre- vious years. Current tax expenses from prior periods include additional tax of EUR 3.6 million related to pre-acquisition period of DIR. Reconciliation of effective tax rate 2022 In EUR million 2023 Restated Tax Tax base Tax base Tax Profit before income tax 1,212.1 312.7 950.8 245.3 Company’s domestic tax rate 25.8% 25.8% Tax non-deductible expenses 21.2 5.5 55.6 14.3 Tax exempt income -6.7 -1.7 -2.4 -0.6 Income tax adjustment for prior years 24.1 6.2 4.3 1.1 Effect of unrecognised deferred tax asset related to tax losses (including current year losses) -4.6 -1.2 -2.1 -0.5 Effect of tax rates in foreign jurisdictions - -81.6 - -80.7 Effect of change of tax rate in the Czech Republic - 54.0 - - Other items -17.0 -4.4 29.8 7.7 Tax base 1,229.1 289.5 1,036.0 186.6 Effective income tax rate 23.9% 19.6% * The comparative information is restated on account of correction of errors, refer to Note 4. Tax non-deductible expenses represent mainly financial expenses, reversal of items which were treated per- manently non-taxable in previous periods, non-deductible representation expenses and gifts. In 2023, for the purposes of deferred tax calculation was used tax rate of 21% in the Czech Republic. A tax rate of 21% also will be used for corporate income tax rate from the year 2024. Other items result mainly from the translation of transactions in foreign currencies to the functional currency of the Group’s entities. 18. INVESTMENT PROPERTY In EUR million 2023 2022 Buildings and related land and Right-of-use assets 11,119.4 9,361.3 Industrial 10,434.1 8,764.3 Office 620.8 549.5 Retail and other 64.5 47.5 Landbank and related Right-of-use assets 919.8 762.9 Total 12,039.2 10,124.2 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 208 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Buildings Right-of-use and assets - Right-of-use Total In EUR million related buildings and assets - Investment Restated land Landbank related land landbank Property Balance at 1 January 2022 7,046.3 526.8 2.0 - 7,575.1 Transfer from/to investment property under development 814.4 -75.0 0.5 - 739.9 Transfer from/to buildings and related land 18.4 -18.4 - - - Acquisitions 1,002.8 322.1 25.6 4.7 1,355.2 Additions/disposals 63.7 - - - 63.7 Net valuation result 387.6 2.7 - - 390.3 Balance at 31 December 2022 9,333.2 758.2 28.1 4.7 10,124.2 Balance at 1 January 2023 9,333.2 758.2 28.1 4.7 10,124.2 Transfer from/to investment property under development 1,209.4 -152.2 17.0 - 1,074.2 Transfer from/to buildings and related land 11.8 -11.8 - - - Transfer from/to PPE -2.3 - - - -2.3 Acquisitions 161.7 224.3 - - 386.0 Additions/disposals 144.9 -7.6 2.2 0.3 139.8 Net valuation result 213.4 103.9 - - 317.3 Balance at 31 December 2023 11,072.1 914.8 47.3 5.0 12,039.2 * The comparative information is restated on account of correction of errors, refer to Note 4. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 209 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Buildings and related land represent assets in CTP’s legal ownership. The landbank comprises the plots of land in CTP’s ownership available for development of new projects. Right-of-use assets comprise leased land in Germany of EUR 27.8 million (2022 – EUR 25.6 million), land in the Netherlands of EUR 17.0 million (2022 – EUR 0 million), landbank in the Czech Republic of EUR 5.0 million (2022 – EUR 4.7 million), land in the Czech Republic of EUR 2.0 million (2022 – EUR 2.0 million) and land in Romania of EUR 0.5 million (2022 – EUR 0.5 million). Investment property comprises mainly commercial properties that are leased to third parties. Part of owned buildings and land are subject to bank collateral (refer to Note 29). Acquisitions represent asset deals under the acquisition of subsidiaries (refer to Note 7) and acquisitions of properties under asset deal agreements. The most significant completed construction of industrial properties in 2023 were in Mszczonów and in Opole in Poland; in Sofia in Bulgaria; in Belgrade and in Kragujevac in Serbia; in Budapest in Hungary; in Vienna and in Getzersdorf in Austria; in Amsterdam in the Netherlands; in Brno, in Kozomín, in Cerhovice, in Hrušov, in Blučina, in Žatec and in Ostrava in the Czech Republic; in Prešov and in Trnava in Slovakia; and in Bucharest in Romania. In 2023, the Group also made landbank acquisitions, mainly in Hungary, Romania, Germany, Serbia, Poland, Bulgaria, Austria, Czech Republic and Slovakia. During the year 2023, disposals in landbank of EUR 6.2 million, represents the sale of subsidiary CTPark Alpha in Slovenia outside of the Group. In 2023, the Group donated a land plot to a municipality in the Czech Republic with a value of EUR 4.0 million. The most significant changes in investment property in 2022 relate to completed construction of industrial properties in Bor, Brno and Ostrava in the Czech Republic; in Budapest in Hungary; in Belgrade in Serbia; in Bucharest in Romania; and in Illowa in Poland. In 2022, the Group also made landbank acquisitions, mainly in the Czech Republic, Poland, Romania, Austria, the Netherlands, Serbia and Slovakia. Fair value hierarchy The fair value measurement for investment property has been categorised as Level 3 recurring fair value based on the inputs to the valuation technique used in accordance with IFRS 13. There were no transfers be- tween Levels during the period. Management’s adjustments made in respect of valuations appraisals CTP management did not make any adjustments to valuation prepared by an independent external valuer as at 31 December 2023 and 31 December 2022. The table below presents the portion of the investment property portfolio as at 31 December 2023 and 2022, valued by an independent external valuer: In EUR million 2023 2022 Investment property portfolio valued by external valuer 11,836.6 10,025.6 Investment property portfolio at acquisition value 202.6 98.6 Total 12,039.2 10,124.2 Valuation Building valuation To value investment property, with the exception of the German market, external valuers have adopted a tra- ditional capitalization approach. The capitalisation rates applied within this method are implicit in terms of rental growth and most other risks, although external valuers are explicit in their calculations in terms of voids and costs. For German investment properties, according to local practice, the external valuers have adopted an explicit discounted cashflow approach. Valuations reflect, where appropriate: the tenants in current occupation; the rental potential after letting vacant accommodation, and the remaining economic life of the property. It is assumed that whenever rent reviews or lease renewals are pending with anticipated reversionary increases, all notices and, where appro- priate, counter notices, have been served validly and within the appropriate time. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 210 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Assumptions by the independent valuer for the year ended 31 December 2023 and 31 December 2022 were as follows: Core yield 2023 2022 Country Average Lower Upper Average Lower Upper Czech 5.84% 4.60% 9.00% 5.52% 4.05% 10.70% Republic Hungary 6.92% 6.15% 8.80% 6.23% 5.50% 8.00% Romania 7.53% 7.35% 8.40% 7.25% 6.85% 8.25% Slovakia 6.77% 6.25% 9.50% 6.07% 5.50% 9.25% Germany 6.23% 3.11% 15.61% 7.11% 2.46% 14.39% Other 6.44% 3.65% 9.50% 6.93% 3.50% 9.50% All 6.36% 3.11% 15.61% 6.13% 2.46% 14.39% Core yield 2023 2022 Sector Average Lower Upper Average Lower Upper Offices 7.13% 5.79% 8.60% 6.71% 4.45% 9.70% Industrial/ 6.32% 3.11% 15.61% 6.10% 2.46% 14.39% other Average ERV per sqm and month (EUR) Country 2023 2022 Czech Republic 7.2 6.7 Slovakia 5.5 4.2 Hungary 5.4 4.9 Romania 4.4 4.0 Germany 4.3 3.8 Other 5.9 4.5 All 5.7 5.1 Average ERV per sqm and month (EUR) Sector 2023 2022 Offices 13.7 13.1 Industrial/other 5.5 4.9 Structural vacancy was applied in few cases, mainly to office and ancillary areas. Landbank valuation The landbank comprises the plots of land in CTP’s ownership, on which development projects are to be carried out. The landbank was valued by a registered independent valuer with an appropriately recognised professional qualification and with up–to–date knowledge and understanding of the location and category of the property. For land assets, the valuer applied the residual or the market comparison method or both, as appropriate. The residual method assumes the property’s value equates to the end value of the property once developed, less the costs of realisation, demolition, build costs, professional fees, planning, finance and marketing costs and developer’s profit. The land value shall be the residual amount. The market comparison uses sales information from sites of a similar type, size and in a similar location, where a similar development is possible. Sale prices of the properties that are judged to be most comparable tend to indicate a range in which the value indication for the subject property will fall. The valuer estimated the degree of similarity or difference between the subject property and the comparable sales by considering various elements of comparison. Independent valuer assumptions for the year ended 31 December were based on analysis of comparable evi- dence and adopted the following average market values per square meter: In EUR 2023 2022 Czech Republic 64 55 Slovakia 60 49 Hungary 48 49 Serbia 26 38 Romania 33 33 Poland 63 62 Bulgaria 55 50 Slovenia - 78 Germany 123 123 Netherlands 32 31 Austria 102 86 Total average for the Group 50 49 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 211 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Investment property is in the following countries where CTP operates: In EUR million 2023 2022 Czech Republic 5,689.1 5,181.0 Romania 1,827.5 1,577.6 Germany 1,188.7 918.1 Hungary 982.6 946.5 Slovakia 789.1 660.9 Netherlands 482.5 148.4 Poland 420.1 320.3 Serbia 368.7 212.1 Bulgaria 177.7 132.9 Austria 113.2 20.3 Slovenia - 6.1 Total 12,039.2 10,124.2 Sensitivity analysis on changes in external valuer’s assumptions of investment property valuation CTP performed a sensitivity analysis on changes in investment property valuations, except for landbank in- vestment property as it is valued by a comparable method. The table below presents the sensitivity of profit and loss before tax as at 31 December 2023 and 31 December 2022 due to changes in assumptions: Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 212 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Completed investment properties as at 31 December 2023 in EUR million FMV based Current Current Increased upon increased Effect of increase average property yield market value yield by 25bp yield in yield by 25bp Increase of 25bp in yield 6.66% 11,028.7 6.91% 10,629.6 -399.1 Current Current Decreased FMV based upon Effect of decrease average property yield market value yield by 25bp decreased yield in yield by 25bp Decrease of 25bp in yield 6.66% 11,028.7 6.41% 11,459.0 430.3 Current rental income including ERV Changed FMV based upon Change from vacant space rental income changed rental income in FMV Increase of 500bp in estimated rental income 734.3 771.0 11,580.2 551.4 Decrease of 500bp in estimated rental income 734.3 697.6 10,477.3 -551.4 Completed investment properties as at 31 December 2022 in EUR million Current Current Increased FMV based upon Effect of increase average property yield market value yield by 25bp increased yield in yield by 25bp Increase of 25bp in yield 6.45% 9,328.3 6.70% 8,980.4 -348.0 Current Current Decreased FMV based upon Effect of decrease average property yield market value yield by 25bp decreased yield in yield by 25bp Decrease of 25bp in yield 6.45% 9,328.3 6.20% 9,704.4 376.0 Current rental income including ERV Changed FMV based upon Change from vacant space rental income changed rental income in FMV Increase of 500bp in estimated rental income 601.9 632.0 9,794.8 466.4 Decrease of 500bp in estimated rental income 601.9 571.8 8,861.9 -466.4 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 213 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 19. INVESTMENT PROPERTY UNDER DEVELOPMENT Right-of-use In EUR million IPUD assets Total Balance at 1 January 2022 756.0 18.2 774.2 Additions/disposals 807.0 - 807.0 Acquisitions 45.0 - 45.0 Transfer from/to Investment property -739.4 -0.5 -739.9 Net valuation result 307.0 - 307.0 Balance at 31 December 2022 1,175.6 17.7 1,193.3 Balance at 1 January 2023 1,175.6 17.7 1,193.3 Additions/disposals 666.7 0.1 666.8 Acquisitions 16.5 - 16.5 Transfer from/to Investment property -1,057.2 -17.0 -1,074.2 Transfer from/to PPE -4.2 - -4.2 Net valuation result 561.4 - 561.4 Balance at 31 December 2023 1,358.8 0.8 1,359.6 Investment property under development (“IPUD”) comprises pipeline projects in several stages of completion and of land with planning permits in place, which are still to be constructed but where pre-agreements with future tenants are available. The management estimates that asignificant majority of the pipeline projects will be completed within 12 months. Right-of-use assets in investment property under development comprise leased land in the Netherlands under the acquired project CTP ALC B.V. of EUR 0 million (2022 – EUR 17.0 million), leased land of EUR 17 million was transferred to investment property, and land in Romania of EUR 0.8 million (2022 – EUR 0.7 million) in CTPARK IOTA SRL. Investment property under development is located in the following countries where CTP operates: In EUR million 2023 2022 Poland 483.0 308.2 Czech Republic 279.5 187.3 Slovakia 130.5 76.6 Hungary 123.6 98.4 Romania 98.6 58.2 Austria 95.1 72.8 Bulgaria 63.4 29.9 Serbia 59.0 61.0 Germany 26.8 2.1 Netherlands 0.1 298.8 Total 1,359.6 1,193.3 Fair value hierarchy The fair value measurement for investment property under development is categorised as Level 3 recurring fair value based on the inputs to the valuation technique used in accordance with IFRS 13. There were no transfers between Levels during the period. Valuation Development assets are valued through a combination of traditional and residual methods. The traditional method is applied to determine a gross development value (GDV), which is a component of the residual method that is ultimately applied to determine fair value. This approach assumes the property’s value equates to the end value of the property once developed, less the costs of realisation, demolition, build costs, professional fees, planning, finance and marketing costs and developer’s profit. The land value shall be the residual amount. In assessing the GDV, the independent valuer adopted a market approach by estimating the market rental val- ues for the accommodation to be developed and the appropriate capitalisation rate which a potential investor would require to arrive at the fair value of the completed and leased building. For those assets nearing com- pletion, the valuer has explicitly considered the likely leasing status of the property as at practical completion. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 214 Annual Report 2023 CTP N.V. The assumptions used by the independent valuer for the year ended 31 December were as follows: 2023 2022 Average Lower Upper Average Lower Upper Capitalisation rates 6.39% 4.40% 9.00% 6.01% 4.25% 9.10% Monthly ERV per vacant sqm (EUR) Industrial premises 5.22 2.67 9.11 5.46 3.50 10.98 Office properties 15.65 14.68 17.17 17.16 16.66 18.69 Soft costs 5.69% 0.00% 15.00% 5.14% 2.50% 15.00% Finance costs 5.50% 0.00% 6.00% 4.58% 3.00% 6.00% Profit allowance 10.73% 0.00% 18.50% 14.56% 5.00% 25.00% Structural vacancy was applied in a very few cases, mainly to office and ancillary areas. Sensitivity analysis on changes in external valuer’s assumptions of investment property under develop- ment valuation CTP performed a sensitivity analysis on changes in investment property under development valuation. The ta- ble below presents the sensitivity of profit and loss before tax as at 31 December 2023 and 31 December 2022: Financial Statements Notes to the consolidated financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 215 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Investment properties under development as at 31 December 2023 in EUR million Current FMV based Current average market value Increased upon increased Effect of increase property yield at completion yield by 25bp yield in yield by 25bp Increase of 25bp in yield 6.87% 2,209.3 7.12% 2,131.8 -77.6 Current Current average market value Decreased FMV based Effect of decrease property yield at completion yield by 25bp upon decreased yield in yield by 25bp Decrease of 25bp in yield 6.87% 2,209.3 6.62% 2,292.7 83.4 Current rental FMV based income including ERV Changed upon changed rental Effect of change from vacant space rental income income in rental income Increase of 500bp in estimated rental income 151.8 159.4 2,319.8 110.5 Decrease of 500bp in estimated rental income 151.8 144.2 2,098.9 -110.5 Investment properties under development as at 31 December 2022 in EUR million Current FMV based Current average market value Increased upon increased Effect of increase property yield at completion yield by 25bp yield in yield by 25bp Increase of 25bp in yield 6.38% 1,921.9 6.63% 1,849.4 -72.5 Current Current average market value Decreased FMV based Effect of decrease property yield at completion yield by 25bp upon decreased yield in yield by 25bp Decrease of 25bp in yield 6.38% 1,921.9 6.13% 2,000.3 78.4 Current rental FMV based income including ERV Changed upon changed Effect of change from vacant space rental income rental income in rental income Increase of 500bp in estimated rental income 122.5 128.7 2,018.0 96.1 Decrease of 500bp in estimated rental income 122.5 116.4 1,825.8 -96.1 An increase of developers’ profit mark-up by 2% in valuers’ assumptions will increase the developers’ profit and as a consequence will decrease the valuation as at 31 December 2023 by EUR 13.7 million (31 December 2022 – EUR 12.2 million) provided all other variables remain constant. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 216 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 20. NET VALUATION RESULT Reconciliation of valuation gains/losses recognised in statement of comprehensive income: 2022 In EUR million 2023 Restated Valuation gains 1,102.0 879.9 out of which: Investment Property 505.8 545.4 Investment Property under development 596.2 334.5 Valuation losses -223.3 -182.6 out of which: Investment Property -188.5 -155.1 Investment Property under development -34.8 -27.5 Net valuation gains (losses) on investment property 878.7 697.3 * The comparative information is restated on account of correction of errors, refer to Note 4. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 217 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 21. PROPERTY, PLANT AND EQUIPMENT Solar plants Leased Solar under In EUR million Hotels Property Plants construction Forests Equipment Total Balance at 1 January 2023 55.5 8.8 24.9 13.8 4.3 61.6 168.9 Acquisitions - - - - - 0.1 0.1 Additions/disposals - 0.2 8.5 45.3 - 4.4 58.4 Transfers - - 11.0 -11.0 - - - Transfer from/to IP and IPuD - - 4.2 - - 2.3 6.5 Valuation gain/loss on solar plants and hotels 0.4 - -5.7 17.5 - - 12.2 Depreciation -1.6 -1.2 -1.4 - - -8.7 -12.9 Reversal of impairment loss 0.6 - - - - - 0.6 Balance at 31 December 2023 54.9 7.8 41.5 65.6 4.3 59.7 233.8 Solar plant Leased Solar under In EUR million Hotels Property Plants construction Forests Equipment Total Balance at 1 January 2022 55.3 4.4 25.1 - 4.3 21.9 111.0 Acquisitions - - - - - 0.2 0.2 Additions/disposals - 5.3 2.0 13.8 - 46.9 68.0 Valuation gain/loss on solar plants and hotels - - -1.0 - - - -1.0 Depreciation -1.6 -0.9 -1.2 - - -7.4 -11.1 Reversal of impairment loss 1.8 - - - - - 1.8 Balance at 31 December 2022 55.5 8.8 24.9 13.8 4.3 61.6 168.9 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 218 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements The value of Solar plants of EUR 41.5 million (2022 – EUR 24.9 million) represents the fair value of the solar panels based upon the independent valuation report. The value of Solar plant under construction of EUR 65.6 million (2022 – EUR 13.8 million) represents the fair value of the solar panels based upon the independent valuation report. In 2023, the Group recognised government grants related to acquisition of solar plants of EUR 4.2 million (2022 – EUR 0 million). The value of hotels EUR 54.9 million (2022 – EUR 55.5 million) represents revalued amount in accordance with IAS 16 based upon the independent valuation report. The valuation is prepared on the basis of fair value in accordance with IFRS 13 and is primarily derived using the discounted cashflow methodology, as well as an income capitalisation approach, and comparable recent market transactions on arm’s length terms. Forests are considered as bearing plant and are included in Property, plant and equipment of EUR 4.3 million (2022 – EUR 4.3 million). Valuation Considering the nature of the solar plants and the basis of valuation, the valuer used the income approach un- der the Discounted Cash Flow (“DCF”) method, in a DCF Entity modification, as a valuation method. The cash flows are based on business plans that account for the general and specific characteristics of individual solar plant portfolios and typically cover a period of 25-30 years, reflecting the net useful life of the solar plants. To compute fair value of the solar plants, the valuer employed the WACC in the range from 7.0% to 8.6% as the discount rate, which was calculated with reference to the locations of the solar plants. Key assumptions used in solar valuation: • Business plans and financial models covering estimated useful life of solars. • Annual production of electricity in MWh based on installed capacity and corresponding production coef- ficient. This production coefficient depends on the geographical location. • Electricity price forecast for periods without fixed contractual agreements, with the following assump- tions: • Covered period from 2024 to 2040. • Forecast based on modelling inputs: fuel, CO2 allowance prices, installed capacities, required capac- ity ranges of ancillary services and other (non-fuel) variable costs of generation source. In view of the nature of the hotels and the bases of valuation, the valuer adopted the discounted cash flow method. Under this method the projected adjusted net operating income for the hotel over 10 years is dis- counted back to present day using an appropriate discount rate. The value of the hotel derived from the capitalised earnings in the 11th year is also brought back to present values. Capital expenditure is built into the cash flow if appropriate. Capitalisation rates used in hotel valuations range from 8.0% to 9.25% (2022 - from 7.5% to 9.0%). Sensitivity analysis on changes in assumptions of solars CTP performed a sensitivity analysis on changes in fair value to changes in price of electricity. The table below presents the sensitivity of fair value as at 31 December 2023, due to changes in assumptions: Effect of decrease in Effect of increase in In EUR million Current FV price by 10 % price by 10 % 10% Change in price 107.1 -5.2 5.7 Sensitivity analysis on changes in assumptions of hotel valuation CTP performed a sensitivity analysis on changes in fair value to changes in revenues per available room. The table below presents the sensitivity of fair value as at 31 December 2023, due to changes in assumptions: Effect of decrease in Effect of increase in In EUR million Current FV RevPAR by 5 % RevPAR by 5 % 5% Change in RevPAR 54.9 -7.7 7.7 CTP performed a sensitivity analysis on changes in fair value to changes in revenues per available room. The table below presents the sensitivity of fair value as at 31 December 2022, due to changes in assumptions: Effect of decrease in Effect of increase in In EUR million Current FV RevPAR by 5 % RevPAR by 5 % 5% Change in RevPAR 55.5 -10.1 10.1 Real estate infrastructure (such as roads, greenery and energy transformers), including related equipment and means of transport, of EUR 59.7 million (2022 – EUR 61.6 million) is presented under Equipment. Property, plant and equipment include also right-of-use assets of EUR 7.8 million (2022 – EUR 8.8 million) relating to leased properties that do not meet CTP’s definition of investment property (refer to Note 32). Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 219 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 22. GOODWILL AND INTANGIBLE ASSETS Other intangible In EUR million Goodwill assets Total Balance at 1 January 2023 171.1 3.5 174.6 Additions/disposals - 3.4 3.4 Amortisation - -1.5 -1.5 Balance at 31 December 2023 171.1 5.4 176.5 Other Goodwill intangible In EUR million Restated assets Total Balance at 1 January 2022 - 2.1 2.1 Acquisitions through Business combination 171.1 - 171.1 Additions/disposals - 2.7 2.7 Amortisation - -1.3 -1.3 Balance at 31 December 2022 171.1 3.5 174.6 * The comparative information is restated on account of correction of errors, refer to Note 4. In 2022, the Group acquired under Business Combination the subsidiary DIR in Germany. As at the date of acquisition, Goodwill of EUR 171.1 million was recognised. Impairment testing for cash generating unit containing Goodwill The Goodwill has been allocated to a group of cash-generating units (“CGU”) that comprised a German ge- ographical segment (based on internal reporting) limited to assets (incl. surplus land) acquired during the business combination. Goodwill consists of two main building blocks—Deferred tax liability recognised in the financial statements (EUR 34.7 million) and goodwill related to additional lease up/costs potential (EUR 136.5 million). The recoverable amount of CGU was based on a value in use calculation, determined by discounting the future cash flows (“DCF”) to be generated from the continuing use of the CGU. The recoverable amount of the CGU was determined to exceed the carrying amount, so no impairment loss was recognised in 2022, nor in 2023. The estimate of value in use was determined by using a discount rate and a terminal value growth rate as set out in the table below. The key assumptions used in the estimation of the recoverable amount are set out below. The values assigned to the key assumption represent management’s assessment of future trends in real estate and have been based on historical data from both external and internal sources. In percent 2023 2022 Discount rate 5.89 5.96 Terminal value growth rate 2.00 2.00 The discount rate was a post-tax measure estimated based on industry average weighted-average cost of capital. The terminal growth rate was determined based on management’s estimates of the long-term compound an- nual EBITDA growth rate, consistent with the assumption that a market participant would make. Free cash flows used in the DCF calculation are based on the Group segment’s KPIs approved by the Board of Directors, adjusted by: • changes in working capital including cash; • Rental income and CAPEX related to future development projects. To estimate the value in use of the CGU, a two-phased DCF method was used. The first phase covers the years 2023–2026 (2022 impairment test) and 2024–2030 (2023 impairment test) followed by a terminal value cal- culation via the Gordon formula. CTP budgets for a seven-year period used in the impairment test for the 2023 are based on the assumption that the management is able to assess the budgets reasonably for this period. The estimated recoverable amount of the CGU exceeds carrying amount of Goodwill by approximately EUR 93.8 million (2022 – EUR 111.2 million). Management has identified that a reasonably possible change in two key assumptions could cause the carrying amount to exceed the recoverable amount. The following table presents the amount by which these key as- sumptions would need to equal individually for the estimated recoverable amount to be equal to the carrying amount. In percent 2023 2022 Discount rate 6.20 6.38 Terminal value growth rate 1.63 1.53 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 220 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 23. TRADE AND OTHER RECEIVABLES Non-current In EUR million 2023 2022 Long term advances paid 21.4 14.7 Restricted cash 1.3 1.3 Other assets 1.4 2.0 Total trade and other receivables 24.1 18.0 Non-current trade and other receivables consist primarily of long-term advances paid for land and tangible assets. Current In EUR million 2023 2022 Trade receivables 64.7 54.6 Other assets 126.7 113.2 Other tax receivables 75.2 67.8 Total trade and other receivables 266.6 235.6 Trade receivables consist primarily of receivables from rent and rent related income. Other assets consist primarily of deferrals of EUR 14.4 million (2022 – EUR 10.1 million), advance payments and accrued income of EUR 68.7 million (2022 – EUR 69.2 million) and prepayments of EUR 43.6 million (2022 – EUR 34.0 million). Short-term receivables overdue more than six months total EUR 4.4 million (2022 – EUR 5.3 million). Total expected credit losses are EUR 5.2 million (2022 – EUR 5.6 million). Other tax receivables consist primarily of value added tax receivables of EUR 74.1 million (2022 – EUR 67.0 million). Trade receivables can be analysed as follows, whereas the weighted average loss rate is determined as actual credit losses over the past two years. as at 31 December 2023 Weighted Gross Net average carrying Loss carrying Credit- In EUR million loss rate amount allowance amount impaired Current (not past due) 0.69% 42.7 -0.3 42.4 No 1 - 30 days past due 1.74% 17.8 -0.3 17.5 No 31 - 60 days past due 6.36% 3.1 -0.2 2.9 No 61 - 90 days past due 11.04% 1.3 -0.1 1.2 No 91 - 182 days past due 28.41% 0.6 -0.2 0.4 No 184 - 365 days past due 86.15% 2.3 -2.0 0.3 Yes Paid in more than 365 days 100.00% 2.1 -2.1 - Yes past due Balance at 31 December 2023 69.9 -5.2 64.7 as at 31 December 2022 In EUR million Weighted average loss rate Gross carrying amount Loss allowance Net carrying amount Credit- impaired t past due) 0.83% 39.5 -0.3 39.2 No 1 -30 days past due 1.84% 10.6 -0.2 10.4 No 31 - 60 days past due 7.30% 1.7 -0.1 1.6 No 61 - 90 days past due 10.33% 1.6 -0.2 1.4 No 91 - 182 days past due 36.36% 1.5 -0.5 1.0 No 184 - 365 days past due 65.06% 2.9 -1.9 1.0 Yes Paid in more than 365 days 100.00% 2.4 -2.4 - Yes past due Balance at 31 December 2022 60.2 -5.6 54.6 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 221 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 24. CASH AND CASH EQUIVALENTS Cash and cash equivalents of EUR 690.6 million (2022 – EUR 660.6 million) consist primarily of short-term deposits of EUR 467.2 million (2022– EUR 221.2 million) and cash at bank accounts of EUR 223.4 million (2022 – EUR 439.3 million). Restricted cash amounts to EUR 1.3 million (2022 – EUR 1.3 million) and is presented under non-current trade and other receivables. Restricted cash represents balances on debt service reserve accounts. 25. EQUITY Issued capital and Share premium Current financial year As at 31 December 2023, the issued capital comprised of the following: Issued No. of Nominal capital Type of shares shares value of share In EUR million Ordinary shares 448,182,458 EUR 0.16 71.7 Treasury shares -27,976 EUR 0.16 -0.0 Total 448,154,482 EUR 0.16 71.7 Ordinary shares Holders of these shares are entitled to dividends as declared from time to time and are entitled to one vote per share at general meetings of the Company. All rights attached to the Company’s shares held by the Group are suspended until those shares are reissued. Treasury shares In 2022, the Company acquired during the merger transaction ordinary shares in total of 27,976 pcs for a total consideration of EUR 545,858 at an average cost of EUR 19.51 per share. MOVEMENTS IN ISSUED CAPITAL AND SHARE PREMIUM Issued Share Nr. of capital premium shares In EUR million In EUR million Balance at 1 January 2023 444,100,549 71.1 3,203.0 18 May 2023 Dividend paid 2,221,102 0.3 -76.2 4 September 2023 Dividend paid 1,860,807 0.3 -88.4 Balance at 31 December 2023 448,182,458 71.7 3,038.4 Treasury shares -27,976 - -0.5 Total balance at 31 December 2023 448,154,482 71.7 3,037.9 On 16 May 2023, CTP N.V. announced a final 2022 dividend of EUR 0.23 per ordinary share. Shareholders were given the choice to receive the final dividend either in cash or in shares, with the stock fraction for the dividend based on the volume-weighted average price (VWAP) of the Company’s shares on Euronext Amsterdam on the last three trading days of the election period, ending on 15 May 2023. The number of dividend rights that entitles to one new ordinary share was set at 51.42. Shareholders representing approximately 74% of the total number of outstanding ordinary shares chose to receive the dividend in cash, while shareholders representing 26% of the total number of outstanding ordinary shares opted for payment in stock. Based on the conversion ratio and after delivery of the ordinary shares due to the conversion of dividend rights, the total number of issued and outstanding ordinary shares increased by 2,221,102 to a total of 446,321,651 ordinary shares. The payment date for the dividend payment in cash and delivery of the ordinary shares was 18 May 2023. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 222 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements On 30 August 2023, an interim dividend of EUR 0.25 per share for the first half of 2023 was announced. Shareholders were given the choice to receive the dividend either in cash or in shares, with the stock fraction for the dividend based on the volume-weighted average price (VWAP) of the Company’s shares on Euronext Amsterdam on the last three trading days of the election period, ending on 29 August 2023. The number of dividend rights that entitles to one new ordinary share was set at 50.53. Shareholders representing approximately 79% of the total number of outstanding ordinary shares chose to receive the interim dividend in cash, while shareholders representing approximately 21% of the total number of outstanding ordinary shares opted for payment in stock. Based on the conversion ratio and after delivery of the ordinary shares due to the conversion of dividend rights, the total number of issued and outstanding ordinary shares increased by 1,860,807 to a total of 448,182,458 ordinary shares. The payment date for the dividend payment in cash and delivery of the ordinary shares was 4 September 2023. Prior financial year As at 31 December 2022, the issued capital was comprised of the following: Nominal Issued No. of value capital Type of shares shares of share In EUR million Ordinary shares 444,100,549 EUR 0.16 71.1 Treasury shares -27,976 EUR 0.16 -0.0 Total 444,072,573 EUR 0.16 71.1 Share Issued premium Nr. of capital Restated shares In EUR million In EUR million Balance at 1 January 2022 400,392,810 64.1 2,662.0 3 February 2022 Share issuance connected 32,421,325 5.2 562.2 with DIR acquisition 9 June 2022 Dividend paid 763,581 0.1 -68.0 23 August 2022 Share issuance connected 7,659,590 1.2 103.4 with merger of DIR and CTP N.V. 5 September 2022 Dividend paid 2,863,243 0.5 -56.6 Balance at 31 December 2022 444,100,549 71.1 3,203.0 Treasury shares -27,976 - -0.5 Total balance at 31 December 2022 444,072,573 71.1 3,202.5 * The comparative information is restated on account of correction of errors, refer to Note 4. On 3 February 2022, the Group acquired DIR (currently CTP Deutschland B.V.). CTP offered either a cash consideration of EUR 17.12 or a share consideration of 1.25 shares in the share capital of CTP (the “CTP Shares”) for each tendered DIR Share (the “Share Consideration”). The transaction resulted in the issuance of 32,421,325 new shares of CTP N.V. For details refer to Note 7. Following its Annual General Meeting on 26 April 2022, CTP N.V. announced a final 2021 dividend of EUR 0.18 per ordinary share. Shareholders were given the choice to receive the final dividend either in cash or in shares, with the stock fraction for the dividend based on the volume-weighted average price (VWAP) of the Company’s shares on Euronext Amsterdam of the last three trading days of the election period, ending on 18 May 2022. The number of dividend rights that entitles to one new ordinary share was set at 72.5. Shareholders representing approximately 88% of the total number of outstanding ordinary shares chose to receive the dividend in cash, while shareholders representing 12% of the total number of outstanding ordinary shares opted for payment in stock. Based on the conversion ratio and after delivery of the ordinary shares due to the conversion of dividend rights, the total number of issued and outstanding ordinary shares increased by 763,581 to a total of 433,577,716 or- dinary shares. The payment date for the dividend payment in cash and delivery of the ordinary shares was 9 June 2022. On 23 August 2022 CTP N.V. completed the merger with DIR (acquired on 3 February 2022). As a result of the merger, CTP N.V. acquired shares from former shareholders of DIR. CTP offered a share consideration Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 223 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements of 1.25 shares in the share capital of CTP (the “CTP Shares”) for each tendered DIR Share. The transaction resulted in issuance of 7,659,590 new shares of CTP N.V. On 10 August 2022, an interim dividend of EUR 0.22 per share for the first half of 2022 was announced. Share- holders were given the choice to receive the final dividend either in cash or in shares, with the stock fraction for the dividend based on the volume-weighted average price (VWAP) of the Company’s shares on Euronext Amsterdam of the last three trading days of the election period, ending on 29 August 2022. The number of div- idend rights that entitles to one new ordinary share was set at 62.5. Shareholders representing approximately 59% of the total number of outstanding ordinary shares chose to receive the interim dividend in cash, while shareholders representing approximately 41% of the total number of outstanding ordinary shares opted for payment in stock. Based on the conversion ratio and after delivery of the ordinary shares due to the conversion of dividend rights, the total number of issued and outstanding ordinary shares increased by 2,863,243 to a total of 444,100,549 ordinary shares. The payment date for the dividend payment in cash and delivery of the ordinary shares was 5 September 2022. Cash flow hedge reserve Changes in the fair value of derivatives designated as hedging instruments and recognised in the cash flow hedge reserve in equity reached EUR 0.1 million net of tax as at 31 December 2023 (2022 – EUR 23.7 million). Decrease of EUR 23.6 million was caused mainly due to a decrease in market rates. Translation reserve The translation reserve of EUR 2.1 million (2022 – EUR 4.5 million) comprises all foreign exchange differences arising from the translation of the financial statements from the functional to the presentation currency (refer to Note 3f). Revaluation reserve Changes in the fair value of Property, plant and equipment valued under revaluation model is recognised in the revaluation reserve in equity reached EUR 29.0 million (net of tax) as at 31 December 2023 (2022 – EUR 18.4 million). Dividends In May 2023, the Group paid a final dividend for the year 2022 of EUR 102.1 million, out of which EUR 75.9 million was paid in cash and the rest of dividends were paid in the form of new shares. In September 2023, the Group paid an interim dividend for the year 2023 of EUR 111.6 million, out of which EUR 88.1 million was paid in cash and the rest of dividends were paid in the form of new shares. In June 2022, the Group paid a final dividend for the year 2021 of EUR 77.9 million, out of which EUR 67.9 million was paid in cash and the rest of dividends were paid in the form of new shares. In September 2022, the Group paid an interim dividend for the year 2022 of EUR 95.4 million, out of which EUR 56.0 million was paid in cash and the rest of dividends were paid in the form of new shares. 26. SHARE-BASED PAYMENTS On 30 April 2023 and 30 April 2022, the Company granted a conditional share award under the LTIP to a Director. This award has a vesting period of three years, and vesting is subject to continued services up to vesting and depends on the Company’s total shareholder return (“TSR”). Vesting of 50% of the number of awards granted is subject to an Absolute TSR condition, and 50% is subject to a Relative TSR condition. The number of awards that will vest is between 0% and 150% of the target number of awards granted. The vesting percentage is allocated linearly between the threshold level and the maximum level. The fair value of the awards is expensed on a straight-line basis over the three-year vesting period. In 2023, the total share-based payment expense recognised for the equity-settled awards was EUR 0.2 million (2022 – EUR 0.1 million). In 2023, expected bonus for employees of EUR 2.5 million (2022 – EUR 0 million) was recognised in equity of the Group. Bonus will be paid in form of CTP shares in 2024. 27. EARNINGS PER SHARE Basic earnings per share (“EPS”) Basic EPS calculations are based on the following profit attributable to ordinary shareholders and weight- ed-average number of ordinary shares outstanding. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 224 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Restated In EUR million 1.1.2023 - 31.12.2023 1.1.2022 - 31.12.2022 Profit/loss(-) attributable to Equity holders of the Company 922.6 766.6 Profit/loss(-) attributable to ordinary shareholders 922.6 766.6 1.1.2023 - 31.12.2023 1.1.2022 - 31.12.2022 Issued ordinary shares at 1 January 444,072,573 400,392,810 Treasury shares held at 1 January -27,976 - Effects of shares issued in 2023/2022 2,022,078 33,588,692 Weighted-average number of ordinary shares at 31 December 446,066,675 433,981,502 Earnings per share 2.07 1.77 * The comparative information is restated on account of correction of errors, refer to Note 4. The denominator in the calculation of basic EPS for the years 2023 and 2022 is the weighted average number of ordinary shares less treasury shares as at 31 December 2023 and 31 December 2022, respectively. Diluted earnings per share The calculation of diluted EPS is based on the following profit attributable to ordinary shareholders and weighted-average number of ordinary shares outstanding after adjustment for the effects of all dilutive po- tential ordinary shares. Restated In EUR million 1.1.2023 - 31.12.2023 1.1.2022 - 31.12.2022 Profit/loss(-) attributable to Equity holders of the Company (basic) 922.6 766.6 Profit/loss(-) attributable to ordinary shareholders 922.6 766.6 1.1.2023 - 31.12.2023 1.1.2022 - 31.12.2022 Weighted-average number of ordinary shares (basic) 446,066,675 433,981,502 Long-term incentive plan 42,841 28,913 Weighted-average number of ordinary shares (diluted) at 31 December 446,109,516 434,010,415 Earnings per share (diluted) 2.07 1.77 * The comparative information is restated on account of correction of errors, refer to Note 4. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 225 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 28. NON-CONTROLLING INTEREST Current financial year As at 31 December 2023, non-controlling interest is EUR 0.0 million (2022 – EUR 0.0 million). Prior financial year On 3 February 2022, the Group acquired 80.9 % ownership interest in DIR (currently CTP Deutschland B.V.). For details refer to Note 7. Share of non-controlling interest as at date of acquisition corresponds to 19.1% of the outstanding share capital in DIR. 3 February 2022 In EUR million Restated* NCI percentage 19.10% Non-current assets 876.9 Current assets 122.5 Non-current liabilities -411.8 Current liabilities -97.8 Net assets 489.8 Net assets attributable to NCI 93.6 * The comparative information is restated on account of correction of errors, refer to Note 4. ** Non-current liabilities also include the pre-acquisition loan of EUR 67.5 million provided by CTP N.V. to DIR. On 23 August 2022, CTP N.V. completed the merger with DIR. As a result of the merger, the legal integration of DIR into the CTP group was completed. CTP acquired 100% ownership of DIR and the entity ceased to exist without liquidation. For details refer to Note 7. As at date of cross border merger and acquisition of additional 19.1% of ownership interest in DIR, with impact on Equity of EUR 13.5 million, the information related to acquired share are as follows: Restated Net assets attributable to NCI as at date of acquisition 93.6 Revenue 35.8 Profit -12.8 Other comprehensive income - Total comprehensive income -12.8 Other Adjustment in profit loss allocated to NCI - Profit/(loss) allocated to NCI -2.4 OCI allocated to NCI - Net assets attributable to NCI as at date of merger/demerger 91.2 The comparative information is restated on account of correction of errors, refer to Note 4. In 2022, the Group also acquired an additional 9.9% ownership interest in CTP Delta B.V. with impact on Equity of EUR 2.3 million. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 226 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 29. INTEREST-BEARING LOANS AND BORROWINGS FROM FINANCIAL INSTITUTIONS In EUR million 2023 2022 Non-current liabilities Interest-bearing loans and borrowings from financial institutions 3,343.1 1,874.5 Accrued arrangement fees -14.9 -6.4 Balance at 31 December 3,328.2 1,868.1 Current liabilities Interest-bearing loans and borrowings from financial institutions 45.7 24.7 Accrued interest 4.8 0.6 Accrued arrangement fees -0.5 -0.6 Balance at 31 December 50.0 24.7 Total balance at 31 December 3,378.2 1,892.8 In EUR million 2023 2022 Non-current interest-bearing loans and borrowings from financial 3,343.1 1,874.5 institutions Current interest-bearing loans and borrowings from financial insti- tutions 45.7 24.7 Total balance at 31 December 3,388.8 1,899.2 In EUR million 2023 2022 Nominal Fair Nominal Fair value value value value Interest-bearing loans 3,388.8 3,112.3 1,899.2 1,545.4 and borrowings from financial institutions The valuation model of fair value of bank loans considers the present value of expected payments, discounted using risk adjusted discount rate. The Group has determined that all of its Interest-bearing loans and borrowings from financial institutions are classified within Level 2 of the fair value hierarchy. To determine the fair value of such instruments, management used a valuation technique in which all signifi- cant inputs were based on observable market data. Group’s interest-bearing loans and borrowings from financial institutions typically have financial covenants like loan-to-value and debt service coverage ratio. As at 31 December 2023, there was no breach of covenant conditions. Bank loans are secured over investment property with a carrying amount of EUR 6,361.5 million (2022 – EUR 4,332.4 million) and investment property under development with a carrying amount of EUR 0.0 million (2022 – EUR 295.3 million). Bank loans are secured also by pledges of shares, receivables, future receivables and other assets in some of the subsidiaries. Share pledges related to interest-bearing loans are described in Note 39. The residual maturity of loans and borrowings from financial institutions as at 31 December 2023 and 31 December 2022 was as follows: Balance as at 31 December 2023 Due Due in within follow. In EUR million 1 year 2 years Total 3-5 years years Interest-bearing loans and borrowings 45.7 90.0 3,388.8 655.2 2,597.9 from financial institutions Balance as at 31 December 2022 Due Due in within follow. In EUR million 1 year 2 years Total 3-5 years years Interest-bearing loans and borrowings 24.7 29.2 1,899.2 130.7 1,714.6 from financial institutions In 2023, the Group received bank loans with a total nominal value of EUR 1,557.0 million, out of which EUR 1,491.9 million was draw-down. Bank loans have fixed all-in costs interest rates in range from 4.45% to 5.47% due in 2028, 2029, 2030 and 2033, respectively. Fixed all-in cost includes effect of hedging. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 227 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Prior period In September 2022, the Group received a syndicated bank loan of EUR 445.0 million, with a fixed interest rate of 4.71%, due in 2029. r 2022, the Group received a bank loan of EUR 175.0 million, with variable interest rate of 3M EURIBOR with a 1.80% margin, due in 2031. Reconciliation of movements of assets, liabilities and equity to cash flows arising from financing activities Related Derivative Non-con- Cash flow Bank party Lease financial Issued Share Retained trolling hedge In EUR million loans loans Bonds liabilities instruments capital premium earnings interest reserve Total Balance as at 1 January 2023 1,892.8 - 3,981.4 48.5 -36.4 71.1 3,202.5 2,100.8 - 23.7 11,284.4 Changes from financing cash flows Proceeds from bonds - - - - - - - - - - - Proceeds from loans and borrowings 1,492.8 - - - - - - - - - 1,492.8 Transaction costs related to loans and borrowings, bonds -11.2 - - - - - - - - - -11.2 and issue of shar capital Repayment of the loans and borrowings and bonds -27.9 - -400.0 - - - - - - - -427.9 Dividend in cash - - - - - 0.6 -164.6 - - - -164.0 Payment of lease liabilities - - - -3.6 - - - - - - -3.6 Total changes in financing cash flows 1,453.7 - -400.0 -3.6 - 0.6 -164.6 - - - 886.1 Change in fair value - - - - 18.6 - - - - -31.8 -13.2 Other adjustment -4.3 0.3 -0.8 4.8 -0.2 - - 2.7 - 8.2 10.7 Acquisition of subsidiaries 27.1 - - - - - - - - - 27.1 Profit for the period - - - - - - - 922.6 - - 922.6 Interest expense incl. arrangement fee 85.8 - 48.9 - -8.7 - - - - - 126.0 Interest paid -76.9 - -39.5 - 5.6 - - - - - -110.8 Other liability related changes 31.7 0.3 8.6 4.8 -3.3 - - 925.3 - 8.2 975.6 Balance at 31 December 2023 3,378.2 0.3 3,590.0 49.7 -21.1 71.7 3,037.9 3,026.1 - 0.1 13,132.9 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 228 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Related Derivative Non-con- Cash Bank party Lease financial Issued Share Retained trolling flow hedge Total In EUR million loans loans Bonds liabilities instruments capital premium earnings interest reserve Restated Balance as at 1 January 2022 1,131.3 - 3,381.7 13.8 -0.2 64.1 2,662.0 1,350.9 - - 8,603.6 Changes from financing cash flows Proceeds from bonds - - 733.4 - - - - - - - 733.4 Proceeds from loans and borrowings 629.1 - - - - - - - - - 629.1 Transaction costs related to loans and borrowings, bonds -2.6 - -2.2 - - - - - - - -4.8 and issue of shar capital Acquisition of NCI - - - - - 1.2 103.4 -15.7 -91.2 - -2.3 Repayment of the loans and borrowings and bonds -101.6 - -289.6 - - - - - - - -391.2 Dividend in cash - - - - - 0.6 -124.6 - - - -124.0 Payment of lease liabilities - - - -3.0 - - - - - - -3.0 Total changes in financing cash flows 524.9 - 441.6 -3.0 - 1.8 -21.2 -15.7 -91.2 - 837.2 Change in fair value - - - - -36.0 - - - - 31.9 -4.1 Other adjustment -1.1 - 2.6 12.1 -0.1 - - -1.0 - -8.2 4.3 Share issuance related to DIR - - - - - 5.2 561.7 - - - 566.9 Acquisition of subsidiaries 233.0 - 140.0 25.6 -0.1 - - - 93.6 - 492.1 Profit for the period - - - - - - - 766.6 -2.4 - 764.2 Interest expense incl. arrangement fee 35.2 - 49.5 - 0.3 - - - - - 85.0 Interest paid -30.5 - -34.0 - -0.3 - - - - - -64.8 Other liability related changes 236.6 - 158.1 37.7 -0.2 5.2 561.7 765.6 91.2 -8.2 1,847.7 Balance at 31 December 2022 1,892.8 - 3,981.4 48.5 -36.4 71.1 3,202.5 2,100.8 - 23.7 11,284.4 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 229 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 30. BONDS In EUR million 2023 2022 Non-current bonds 3,571.3 3,563.8 Current bonds 18.7 417.6 Total Bonds 3,590.0 3,981.4 Reconciliation of movements In EUR million 31 December 2023 31 December 2022 Bonds issued - nominal value 4,299.5 4,299.5 Repayment of bonds – nominal value -718.2 -318.2 Bonds acquired 140.0 140.0 Repayment of bonds acquired -120.0 -120.0 Nominal value of bonds 3,601.3 4,001.3 Interest liability 18.7 19.0 Discount applied -43.1 -43.2 Amortisation of applied discount 17.2 10.2 Bond issuance costs -8.9 -8.9 Amortisation of bond issuance costs 4.8 3.0 Total carrying value of bonds 3,590.0 3,981.4 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 230 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Current period BONDS ISSUED BY CTP N.V. Nominal value of Nominal Fair total bonds value of Fix interest value of Bond Issuance issued each bond rate per Maturity bonds Date ISIN in EUR million in EUR Currency Type annum (“p.a”) date in EUR million 1 July 2022 XS2390546849 49.5 100,000 EUR senior unsecured 1.500% 27 Sept 2031 38.5 20 Jan 2022 XS2434791690 700.0 100,000 EUR senior unsecured 0.875% 20 Jan 2026 650.0 27 Sept 2021 XS2390530330 500.0 100,000 EUR senior unsecured 0.625% 27 Sept 2026 449.8 27 Sept 2021 XS2390546849 500.0 100,000 EUR senior unsecured 1.500% 27 Sept 2031 389.0 21 June 2021 XS2356029541 500.0 100,000 EUR senior unsecured 0.500% 21 June 2025 470.8 21 June 2021 XS2356030556 500.0 100,000 EUR senior unsecured 1.250% 21 June 2029 412.9 18 Feb 2021 XS2303052695 500.0 100,000 EUR senior unsecured 0.750% 18 Feb 2027 446.6 1 Oct 2020 XS2238342484 331.8 100,000 EUR senior unsecured 2.125% 1 Oct 2025 318.7 Total 3,581.3 3,176.3 BONDS ACQUIRED 9 June 2021 DE000A3E5L07 20.0 100,000 EUR senior unsecured 3.300% 9 June 2031 17.8 Total Bonds 3,601.3 3,194.1 n EUR million 31 December 2023 31 December 2022 Nominal value Fair value Nominal value Fair value Bonds 3,601.3 3,194.1 4,001.3 3,093.3 On 27 November 2023, the Group repaid bonds from the emission with ISIN XS2264194205 in a nominal value of EUR 400.0 million. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 231 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Prior period BONDS ISSUED BY CTP N.V. Nominal Nominal Fair value of total value of Fix interest value of Bond Issuance bonds issued each bond rate per annum Maturity bonds Date ISIN in EUR million in EUR Currency Type (“p.a”) date in EUR million 1 July 2022 XS2390546849 49.5 100,000 EUR senior unsecured 1.500% 27 Sept 2031 30.0 20 Jan 2022 XS2434791690 700.0 100,000 EUR senior unsecured 0.875% 20 Jan 2026 572.0 27 Sept 2021 XS2390530330 500.0 100,000 EUR senior unsecured 0.625% 27 Sept 2026 382.9 27 Sept 2021 XS2390546849 500.0 100,000 EUR senior unsecured 1.500% 27 Sept 2031 302.9 21 June 2021 XS2356029541 500.0 100,000 EUR senior unsecured 0.500% 21 June 2025 419.9 21 June 2021 XS2356030556 500.0 100,000 EUR senior unsecured 1.250% 21 June 2029 330.2 18 Feb 2021 XS2303052695 500.0 100,000 EUR senior unsecured 0.750% 18 Feb 2027 374.6 27 Nov 2020 XS2264194205 400.0 100,000 EUR senior unsecured 0.625% 27 Nov 2023 379.8 1 Oct 2020 XS2238342484 331.8 100,000 EUR senior unsecured 2.125% 1 Oct 2025 286.8 Total 3,981.3 3,079.1 Bonds acquired 9 June 2021 DE000A3E5L07 20.0 100,000 EUR senior unsecured 3.300% 9 June 2031 14.2 Total Bonds 4,001.3 3,093.3 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 232 Annual Report 2023 CTP N.V. On 20 January 2022, the Group has issued a new bond with the emission ISIN XS2434791690 in the nominal value of EUR 700.0 million. On 24 January 2022, the Group repaid bonds from the emission with ISIN XS2238342484 in anominal value of EUR 168.2 million. On 3 February 2022, the Group acquired the subsidiary DIR, where bonds with a nominal value of EUR 138.0 million were acquired as follows: Nominal value of total bonds Fix interest issued rate per annum Maturity ISIN in EUR million Currency (“p.a”) date DE000A3E5L07 20.0 EUR 3.300% 9 June 2031 DE000A2GS3T9 118.0 EUR 4.000% 30 August 2022 138.0 On 17 May 2022, the Group repaid bonds from the emission with ISIN DE000A2GS3T9 (acquired within DIR) with a nominal value of EUR 118.0 million. On 1 July 2022, CTP N.V. issued EUR 49.5 million unsecured bonds with a nominal value of EUR 100,000 each under emission from 27 September 2021 with ISIN number XS2390546849. The bonds are issued as subor- dinated, with a fixed interest rate of 1.5% per annum (“p.a.”), and the bonds are due on 27 September 2031. Transaction costs paid in cash as at 31 December 2023 were EUR 0.0 million (2022 – EUR 2.2 million). Financial covenants related to bonds consist of a leverage ratio tests, secured debt tests, interest cover ratio and unencumbered assets tests. During the current period, the Group did not breach any of its covenants, nor did it default on any of its obligations under its agreements. 31. TRADE AND OTHER PAYABLES Non-current In EUR million 2023 2022 Non-current trade payables and other liabilities 100.4 58.0 Liabilities from operating leases 47.1 46.0 Balance at 31 December 147.5 104.0 Non-current trade and other payables consist primarily of construction retention and tenant deposits. Current In EUR million 2023 2022 Trade payables and other liabilities 344.9 308.2 Tax liabilities 19.4 10.2 Liabilities from operating leases 2.6 2.5 Balance at 31 December 366.9 320.9 In 2023 and 2022, trade payables and other liabilities consist primarily of liabilities for constructions works. 32. LEASES Leases as lessee The Group leases various types of assets: offices, parking places, plots of land and other small assets. For short-term leases and leases of low-value items, the Group has elected not to recognise right-of-use assets and related lease liabilities. The leasing period of the offices varies significantly, from one to 17 years. Some leases provide for additional rent payments that are based on changes in local price indices, with an option to terminate the contract within less than twelve months. Parking places are leased for a period of several months up to an indefinite period, with an option to terminate the leasing within several days up to three months. Plots of land to operate Group premises are leased from a nineteen-year period to indefinitely. Information about leases for which the Group is a lessee is presented below. Right-of-use assets related to leased assets that do not meet the definition of investment property are pre- sented as property, plant and equipment (refer to Note 21). Financial Statements Notes to the consolidated financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 233 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Investment Property, plant Investment property under In EUR million and equipment property Landbank development Total Balance at 1 January 2023 8.8 28.1 4.7 17.7 59.3 Acquisitions - - - - - Additions 0.2 2.2 0.3 0.1 2.8 Transfer from investment property under development - 17.0 - -17.0 - Transfer to owned buildings and land - - - - - Depreciation -1.2 - - - -1.2 Balance at 31 December 2023 7.8 47.3 5.0 0.8 60.9 Investment Property, plant Investment property under In EUR million and equipment property Landbank development Total Balance at 1 January 2022 4.4 2.0 - 18.2 24.6 Acquisitions - 25.6 4.7 - 30.3 Additions 5.3 - - - 5.3 Transfer from investment property under development - - - -0.5 -0.5 Transfer to owned buildings and land - 0.5 - - 0.5 Depreciation -0.9 - - - -0.9 Balance at 31 December 2022 8.8 28.1 4.7 17.7 59.3 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 234 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements AMOUNTS RECOGNISED IN PROFIT OR LOSS In EUR million 2023 2022 Interest on lease liabilities 2.3 1.8 Expenses relating to short-term leases 0.2 0.2 Expenses relating to leases of low-value assets 0.1 - Balance at 31 December 2.6 2.0 AMOUNTS RECOGNISED IN STATEMENT OF CASH FLOWS In EUR million 2023 2022 Total cash outflows for leases 3.6 3.0 The remaining performance obligations as at 31 December 2023 are as follows: In EUR million < 1 year 1-2 years 2-3 years 3-4 years 4-5 years > 5 years Total Lease payments 2.6 1.4 1.3 1.2 1.0 42.2 49.7 The remaining performance obligations as at 31 December 2022 are as follows: In EUR million < 1 year 1-2 years 2-3 years 3-4 years 4-5 years > 5 years Total Lease payments 2.4 1.4 1.3 1.2 1.2 41.0 48.5 Leases as lessor The Group leases out its own investment property. All leases are classified as operating leases from a lessor perspective because they do not transfer substantially all the risks and rewards incidental to the ownership of the assets. Rental income recognised by the Group during 2023 was EUR 571.9 million (2022 – EUR 485.0 million). The following table sets out a maturity analysis of lease payments, showing the undiscounted lease payments to be received after the reporting period. In EUR million < 1 year 2-5 years > 5 years Total Lease payments 718.8 2,406.1 2,603.8 5,728.7 33. DERIVATIVE FINANCIAL INSTRUMENTS In EUR million 2023 2022 Fair value of derivatives - non-current asset 10.6 9.2 Fair value of derivatives - current asset 38.1 41.9 Fair value of derivatives - assets 48.7 51.1 Fair value of derivatives - non-current liability -10.6 -2.0 Fair value of derivatives - current liability -17.0 -12.7 Fair value of derivatives - liabilities -27.6 -14.7 Total 21.1 36.4 All financial derivatives were stated at fair value as at 31 December 2023 and 31 December 2022, respectively, and classified to Level 2 in the fair value hierarchy. A market comparison technique was used to determine fair value. Derivatives are considered to be short-term or long-term based on their settlement dates or mandatory breaks. The Group has designated certain derivatives as hedging instruments in cash flow hedge relationships. These derivatives are recognised initially at fair value and reported subsequently at fair value in the consolidated statement of financial position. To the extent that the hedge is effective, changes in the fair value of deriva- tives designated as hedging instruments in cash flow hedges are recognised in other comprehensive income and included within the cash flow hedge reserve in equity (refer to Note 25). Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 235 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements As at 31 December 2023 CTP held the following derivative financial instruments: Due within Nominal amount Fair value Derivative financial instruments - assets maturitydate Mandatory break Receiving leg Paying leg Currency (in million) (in EUR million) Interest rate swaps – cash flow hedge 2028 –2053 2025 6M Euribor, Fixed 2.918% From 2.1265% to 3.293%, EUR 1,258.0 EUR 43.0 6M Euribor Interest rate swaps 2025 –2030 - 3M Euribor From -0.295% to 0.21% EUR 88.8 EUR 5.7 Total receivables from derivatives 48.7 * Cash flow hedge derivatives of EUR 35.8 million (2022 – EUR 39.0 million) are presented as short-term. Due within Nominal amount Fair value Derivative financial instruments - liabilities maturity date Mandatory break Receiving leg Paying leg Currency (in million) (in EUR million) Interest rate swaps – cash flow hedge 2028 –2053 2024 3M Euribor, 6M Euribor From 2.5975% to 3.508% EUR 703.5 EUR -27.6 Total liabilities from derivatives -27.6 As at 31 December 2022 CTP held the following derivative financial instruments: Due within Nominal amount Fair value Derivative financial instruments - assets maturity date Mandatory break Receiving leg Paying leg Currency (in million) (in EUR million) Interest rate swaps – cash flow hedge 2028 –2053 3M Euribor – 6M Euribor From 2.1265% to 2.5975% EUR 725.0 EUR 44.1 Interest rate swaps 2025 –2030 - 3M Euribor from -0.295% to 0.21% EUR 70.0 EUR 7.0 Total receivables from derivatives 51.1 * Cash flow hedge derivatives of EUR 39.0 million have mandatory break in 2023 and are presented as short-term. Due within Nominal amount Fair value Derivative financial instruments - liabilities maturity date Mandatory break Receiving leg Paying leg Currency (in million) (in EUR million) Interest rate swaps – cash flow hedge 2030 – 2053 2023 6M Euribor from 2.609% to 2.652% EUR 375.0 EUR -12.1 Interest rate swaps 2025 – 2028 - 3M Euribor from 0.04% to 0.2% EUR 23.5 EUR -2.6 Total liabilities from derivatives -14.7 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 236 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 2022 In EUR million 2023 Restated Assets Liability Net Assets Liability Net Investment property 7.6 -1,169.9 -1,162.3 11.7 -927.2 -915.5 Tax losses 19.4 - 19.4 11.0 - 11.0 Property, plant and equipment - -2.3 -2.3 - - - Other (receivables, hedge accounting etc.) 14.6 -22.5 -7.9 16.6 -42.7 -26.1 Tax asset/liabilities(-) 41.6 -1,194.7 -1,153.1 39.3 -969.9 -930.6 Set-off of tax -27.3 27.3 - -21.4 21.4 - Net tax assets/liabilities(-) 14.3 -1,167.4 -1,153.1 17.9 -948.5 -930.6 * The comparative information is restated on account of correction of errors, refer to Note 4. Movement in Deferred tax during the year recognised in profit and loss, in equity and in OCI Change in Change through Deferred tax Effect of Balance as at Balance as at temporary business recognised changes in 31 December In EUR million 1 January 2023 differences combination in OCI FX rates 2023 Investment property -915.5 -252.7 - - 5.9 -1,162.3 Tax losses 11.0 8.5 - - -0.1 19.4 Property, plant and equipment - -0.9 - -1.4 - -2.3 Other (receivables, hedge accounting etc.) -26.1 9.8 - 8.2 0.2 -7.9 Total -930.6 -235.3 - 6.8 6.0 -1,153.1 34. INCOME TAXES Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current income tax assets against current income tax liabilities and when the deferred income taxes relate to the same fiscal authority. Deferred tax assets and liabilities The recognised deferred tax assets and liabilities are attributable to the following: Company Introduction Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 237 Annual Report 2023 CTP N.V. In EUR million Restated Balance as at Change in Change through Deferred Effect of Balance as at temporary business tax recognised changes in 31 December 1 January 2022 differences combination in OCI FX rates 2022 Investment property -725.8 -145.1 -38.7 - -5.9 -915.5 Tax losses 9.5 1.4 - - 0.1 11.0 Property, plant and equipment 1.2 -1.4 - 0.2 - - Other (receivables, hedge accounting etc.) -7.6 -10.1 - -8.3 -0.1 -26.1 Total -722.7 -155.2 -38.7 -8.1 -5.9 -930.6 * The comparative information is restated on account of correction of errors, refer to Note 4. Unrecognised deferred tax assets Deferred tax assets were not recognised in respect of the following items, as it is improbable that future tax- able profit will be available against which the Group can use the benefits. In EUR million 2023 2022 Gross Tax Gross Tax amount effect amount effect Tax losses 19.7 3.8 24.3 4.2 Total 19.7 3.8 24.3 4.2 Tax losses carried forward Tax losses for which no deferred tax asset was recognised expire as follows. Expiry Expiry In EUR million 2023 date 2022 date Expire 19.7 2024-2029 24.3 2023-2028 Never expire - - Total 19.7 24.3 Amounts recognised in OCI In EUR million 2023 2022 Items that will not be reclassified to Gross Tax Net of Gross Tax Net of profit or loss amount effect tax amount effect tax Revaluation of PPE 12.1 -1.5 10.6 -1.0 0.2 -0.8 Items that are or may be reclassified to profit or loss Change in Cash flow hedge reserve -31.8 8.2 -23.6 32.0 -8.3 23.7 Change in Translation reserve -3.0 0.6 -2.4 -7.5 1.3 -6.2 Current income tax assets and payables The current income tax asset of EUR 9.4 million (2022 – EUR 6.2 million) represents the amount of income tax recoverable in respect of current and prior periods (i.e., the amount by which the advance payments made exceed income tax payable). The current income tax liabilities of EUR 28.4 million (2022 – EUR 16.5 million) represent payables in respect of current or prior periods (i.e., the amount by which the income tax payable exceeds advance payments made). Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 238 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 35. SUBSIDIARIES The Company had the following investments in subsidiaries as at 31 December 2023 and 31 December 2022 respectively: Subsidiaries Country 2023 2022 Note CTPark Sofia Ring Road EOOD Bulgaria 100% 100% Subsidiaries Country 2023 2022 Note CTP Alpha GmbH Austria 100% 100% CTP Beta GmbH Austria 100% 100% CTP Delta GmbH Austria 100% 100% CTP Energy GmbH Austria 100% 0% 2/ CTP Epsilon GmbH Austria 100% 100% CTP Eta GmbH Austria 100% 100% CTP Gamma GmbH Austria 100% 100% CTP Invest Immobilien GmbH Austria 100% 100% CTP Iota GmbH Austria 100% 100% CTP Kappa GmbH Austria 100% 0% 2/ CTP Lambda GmbH Austria 100% 0% 2/ CTP Mu GmbH Austria 100% 0% 2/ CTP Nu GmbH Austria 100% 0% 2/ CTP Omicron GmbH Austria 100% 0% 2/ CTP Pi GmbH Austria 100% 0% 2/ CTP Theta GmbH Austria 100% 100% CTP Xi GmbH Austria 100% 0% 2/ CTP Zeta GmbH Austria 100% 100% CTP Energy Bulgaria EOOD Bulgaria 100% 0% CTP Invest EOOD Bulgaria 100% 100% CTPark Beta EOOD Bulgaria 100% 100% CTPark Delta EOOD Bulgaria 100% 100% CTPark Epsilon EOOD Bulgaria 100% 100% CTPark Eta EOOD Bulgaria 100% 100% CTPark Gamma EOOD Bulgaria 100% 100% CTPark Iota EOOD Bulgaria 100% 100% CTPark Kappa EOOD Bulgaria 100% 100% CTPark Lambda EOOD Bulgaria 100% 100% CTPark Mu EOOD Bulgaria 100% 0% CTPark Sofia EOOD Bulgaria 100% 100% CTPark Theta EOOD Bulgaria 100% 100% CTPark Zeta EOOD Bulgaria 100% 100% Project Vrajdebna EOOD Bulgaria 100% 100% Clubco Nupaky, spol. s r.o. Czech Republic 100% 0% 2/ Clubco Ostrava,spol. s r.o. Czech Republic 100% 0% 2/ Clubco Vlněna, spol. s r.o. (formerly Clubco, spol. s r.o.) Czech Republic 100% 100% CTP Alpha, spol. s r.o. Czech Republic 100% 100% CTP Barrandov, spol. s r.o. Czech Republic 100% 100% CTP Bohemia North, spol. s r.o Czech Republic 100% 100% CTP Bohemia South, spol. s r.o. Czech Republic 100% 100% CTP Bohemia West, spol. s r.o. Czech Republic 100% 100% CTP Borská Pole, spol. s r.o. Czech Republic 100% 100% CTP CEE Properties, spol. s r.o. Czech Republic 100% 100% CTP CEE Sub Holding, spol. s r.o. Czech Republic 100% 100% CTP Domeq Brno, spol. s r.o. Czech Republic 100% 100% CTP Energy CZ, spol. s r.o. Czech Republic 100% 100% CTP Forest, spol. s r.o. Czech Republic 100% 100% CTP Hotel Operations Brno, spol. s r.o. Czech Republic 100% 100% CTP Hotel Operations Pilsen, spol. s r.o. Czech Republic 100% 100% CTP Hotel Operations Prague spol. s r.o. Czech Republic 100% 100% CTP Hotel Pilsen, spol. s r.o. Czech Republic 100% 100% CTP Hotel Prague, spol. s r.o. Czech Republic 100% 100% CTP II, spol. s r.o. Czech Republic 100% 100% CTP III, spol. s r.o. Czech Republic 100% 100% CTP Invest, spol. s r.o. Czech Republic 100% 100% CTP IQ Ostrava, spol. s r.o. Czech Republic 100% 100% CTP IV, spol. s r.o. Czech Republic 100% 100% CTP Moravia North, spol. s r.o. Czech Republic 100% 100% CTP Moravia South, spol. s r.o. Czech Republic 100% 100% CTP Nová Zvonařka, spol. s r.o. (formerly Nová Zvonařka s.r.o.) Czech Republic 100% 0% 1/ CTP Pilsen Region, spol. s r.o. Czech Republic 100% 100% CTP Ponávka Business Park, spol. s r.o. Czech Republic 100% 100% CTP Portfolio Finance CZ, spol. s r.o. Czech Republic 0% 100% 5/ Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 239 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Subsidiaries Country 2023 2022 Note Subsidiaries Country 2023 2022 Note CTP Property Czech, spol. s r.o Czech Republic 100% 100% CTPark Chrastava a.s. Czech Republic 100% 100% CTP Solar I, a. s. Czech Republic 100% 100% CTPark Lysá nad Labem, spol. s r.o. Czech Republic 100% 100% CTP Solar II, a. s. Czech Republic 100% 100% CTPark Mladá Boleslav, spol. s r.o. Czech Republic 100% 100% CTP Solar III, spol. s r.o. Czech Republic 100% 100% CTPark Modřice, spol. s r.o. Czech Republic 100% 100% CTP V, spol. s r.o. Czech Republic 100% 100% CTPark Nýřany II, spol. s r.o. (formerly Limmo beta s.r.o.) Czech Republic 100% 0% 1/ CTP VI, spol. s r.o. Czech Republic 100% 100% CTPark Nýřany, spol. s r.o. Czech Republic 100% 0% 2/ CTP VIII, spol. s r.o. Czech Republic 100% 100% CTPark Ostrava Hrušov, spol. s r.o. (formerly H-Zone, s.r.o. ) Czech Republic 100% 0% 1/ CTP Vlněna Business Park, spol. s r.o. Czech Republic 100% 100% CTPark Ostrava Poruba, spol. s r.o. Czech Republic 100% 100% CTP Vysočina, spol. s r.o. Czech Republic 100% 100% CTPark Ostrava, spol. s r.o. Czech Republic 100% 100% CTP X, spol. s r.o. Czech Republic 100% 100% CTPark Plzeň, spol. s r.o. Czech Republic 100% 100% CTP XI, spol. s r.o. Czech Republic 100% 100% CTPark Prague Airport, spol. s r.o. Czech Republic 100% 100% CTP XII, spol. s r.o. Czech Republic 100% 100% CTPark Prague East, spol. s r.o. Czech Republic 100% 100% CTP XIV, spol. s r.o. Czech Republic 100% 100% CTPark Prague North II, spol. s r.o. Czech Republic 100% 100% CTP XV, spol. s r.o. Czech Republic 100% 100% CTPark Prague North III, spol. s r.o. Czech Republic 100% 100% CTP XVI, spol. s r.o. Czech Republic 100% 100% CTPark Prague West, spol. s r.o. Czech Republic 100% 100% CTP XVII, spol. s r.o. Czech Republic 100% 100% CTPark Stříbro, spol. s r. o. Czech Republic 100% 100% CTP XVIII, spol. s r.o. Czech Republic 100% 100% CTPark Tošanovice a.s. (formerly Tosan Park a.s.) Czech Republic 100% 0% 1/ CTP XXII, spol. s r.o. Czech Republic 100% 100% CTZone Ostrava, spol. s r.o. Czech Republic 100% 100% CTP XXIII, spol. s r.o. Czech Republic 100% 100% KRMELÍNSKÁ I s.r.o. Czech Republic 0% 100% 5/ CTP XXIV, spol. s r.o. Czech Republic 100% 100% Spielberk Business Park II, spol. s r.o. Czech Republic 100% 100% CTPark Aš II, spol. s r.o. Czech Republic 100% 100% Spielberk Business Park, spol. s r.o. Czech Republic 100% 100% CTPark Blučina, spol. s r.o. Czech Republic 100% 100% CTP Invest Egypt 100% 100% CTPark Bor II, spol. s r.o. Czech Republic 0% 100% 5/ CTP Real Estate Egypt 100% 100% CTPark Bor, spol. s r.o. Czech Republic 100% 100% CTP Real Estate Development Egypt 100% 100% CTPark Brno I, spol. s r.o. Czech Republic 0% 100% 5/ Samesova OÜ Estonia 100% 100% CTPark Brno II, spol. s r.o. Czech Republic 0% 100% 5/ Vojtova OÜ Estonia 100% 100% CTPark Brno III, spol. s r.o. Czech Republic 100% 100% Zemankova OÜ Estonia 100% 100% CTPark Brno Líšeň East, spol. s r.o. Czech Republic 100% 100% CTP Alpha France France 100% 100% CTPark Brno Líšeň II, spol. s r.o. Czech Republic 100% 100% CTP Beta France France 100% 100% CTPark Brno Líšeň West, spol. s r.o. Czech Republic 100% 100% CTP France France 100% 100% CTPark Brno Retail, spol. s r.o. Czech Republic 100% 100% CTP Energy Germany GmbH (formerly CTP Germany X Germany 100% 100% CTPark Brno, spol. s r.o. (formerly CTP Industrial Property Czech Republic 100% 100% GmbH) CZ, spol. s r.o.) CTP Germany GmbH Germany 100% 100% CTPark Cerhovice, spol. s r.o. (formerly CTP XIII, spol. s r.o.) Czech Republic 100% 100% CTP Germany II GmbH Germany 100% 100% CTPark České Velenice, spol. s r.o. Czech Republic 100% 100% CTP Germany IX GmbH Germany 100% 100% CTPark Hranice, spol. s r.o. Czech Republic 100% 100% CTP Germany V GmbH Germany 100% 100% Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 240 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Subsidiaries Country 2023 2022 Note Subsidiaries Country 2023 2022 Note CTP Germany VI GmbH Germany 100% 100% CTPark Twenty Seven Kft. Hungary 100% 100% CTP Germany VII GmbH Germany 100% 100% CTPark Twenty Six Kft. Hungary 100% 100% CTP Germany VIII GmbH Germany 100% 100% CTPark Twenty Three Kft. Hungary 100% 100% CTP Germany X GmbH (formerly Projektgesellschaft Rau- Germany 100% 0% 1/ CTPark Twenty Two Kft. Hungary 100% 100% entaler Strasse mbH) Office Campus Real Estate Kft. Hungary 100% 100% CTP Invest Germany GmbH Germany 100% 100% CTP Alpha S.r.l. Italy 100% 100% CTP Invest Hong Kong Limited Hong Kong 100% 0% CTP Beta S.r.l. Italy 100% 100% CTP Energy Hungary Kft. Hungary 100% 100% CTP Italy S.r.l. Italy 100% 100% CTP Management Hungary Kft. Hungary 100% 100% Samesova SIA Latvia 100% 100% CTPark Alpha Kft. Hungary 100% 100% Vojtova SIA Latvia 100% 100% CTPark Arrabona Kft. Hungary 100% 100% Zemankova SIA Latvia 100% 100% CTPark Beta Kft. Hungary 100% 100% UAB Samesova Lithuania 100% 100% CTPark Biatorbágy Kft. Hungary 100% 100% UAB Vojtova Lithuania 100% 100% CTPark Delta Kft. Hungary 100% 100% UAB Zemankova Lithuania 100% 100% CTPark Eight Kft. Hungary 100% 100% CTP ALC B.V. Netherlands 100% 100% CTPark Eighteen Kft. Hungary 100% 100% CTP Alpha B.V. Netherlands 100% 100% CTPark Eleven Kft. Hungary 100% 100% CTP Baltic Holding B.V. Netherlands 100% 100% CTPark Fifteen Kft. Hungary 100% 100% CTP Beta B.V. Netherlands 100% 100% CTPark Fourteen Kft Hungary 100% 100% CTP Deutschland B.V. (formerly CTP Germany GmbH B.V.) Netherlands 100% 100% CTPark Gamma Kft. Hungary 100% 100% CTP Energy B.V. Netherlands 100% 100% CTPark Nine Kft. Hungary 100% 100% CTP Epsilon B.V. Netherlands 100% 100% CTPark Nineteen Kft. Hungary 100% 100% CTP Eta B.V. Netherlands 100% 100% CTPark Seven Kft. Hungary 100% 100% CTP Gamma B.V. Netherlands 100% 100% CTPark Seventeen Kft. Hungary 100% 100% CTP Invest B.V. Netherlands 100% 100% CTPark Sixteen Kft. Hungary 100% 100% CTP Kappa B.V. Netherlands 100% 100% CTPark Ten Kft. Hungary 100% 100% CTP Lambda B.V. Netherlands 100% 100% CTPark Thirteen Kft. Hungary 100% 100% CTP Mediterranean Holding B.V. Netherlands 100% 100% CTPark Thirty Kft. Hungary 100% 100% CTP Mu B.V. Netherlands 100% 100% CTPark Thirty One Kft. Hungary 100% 100% CTP Nu B.V. Netherlands 100% 0% 2/ CTPark Twelve Kft. Hungary 100% 100% CTP Omicron B.V. Netherlands 100% 0% 2/ CTPark Twenty Eight Kft. Hungary 100% 100% CTP Pi B.V. Netherlands 100% 0% 2/ CTPark Twenty Five Kft. Hungary 100% 100% CTP Portfolio Finance Czech B.V. Netherlands 100% 100% CTPark Twenty Four Kft. Hungary 100% 100% CTP Property B.V. Netherlands 100% 100% CTPark Twenty Kft. Hungary 100% 100% CTP Rho B.V. Netherlands 100% 0% 2/ CTPark Twenty Nine Kft. Hungary 100% 100% CTP Theta B.V. Netherlands 100% 100% CTPark Twenty One Kft. Hungary 100% 100% CTP Turkish Holding B.V. Netherlands 100% 100% Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 241 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Subsidiaries Country 2023 2022 Note Subsidiaries Country 2023 2022 Note CTP Xi B.V. Netherlands 100% 0% 2/ CTP Theta Poland Sp. z o.o. w likwidacji Poland 0% 100% 3/ CTP Zeta B.V. Netherlands 100% 100% CTP Xi Poland Sp. z o.o. Poland 100% 100% CTPark Bremen B.V. Netherlands 100% 100% CTP Zeta Poland Sp. z o.o. Poland 100% 100% Multifin B.V. Netherlands 100% 100% CTPark Iłowa Sp. z o.o. Poland 100% 100% CTP Beta Poland Sp. z o.o. Poland 100% 100% CTPark Opole Sp. z o.o. Poland 100% 100% CTP Delta Poland Sp. z o.o. Poland 100% 100% CTPark Zabrze Sp. z o.o. Poland 100% 100% CTP Dystrybucja Sp. z o.o. (formerly CTP Kappa Poland Sp. Poland 100% 100% Wiskitki Project Sp. z o.o. Poland 100% 0% 1/ z o.o.) CTP CONTRACTORS SRL Romania 100% 100% CTP Energy Poland Sp. z o.o. Poland 100% 100% CTP INVEST BUCHAREST SRL Romania 100% 100% CTP Epsilon Poland Sp. z o.o. Poland 100% 100% CTP SOLAR SRL Romania 100% 100% CTP Eta Poland Sp. z o.o. Poland 100% 100% CTPARK ALPHA SRL Romania 100% 100% CTP Gamma Poland Sp. z o.o. Poland 100% 100% CTPARK ARAD NORTH SRL Romania 100% 100% CTP Chi Poland Sp. z o.o. Poland 100% 100% CTPARK BETA SRL Romania 100% 100% CTP Invest Poland Sp. z o.o. Poland 100% 100% CTPARK BRASOV SRL Romania 100% 100% CTP Iota Poland Sp. z o.o. Poland 100% 100% CTPARK BRASOV WEST SRL Romania 100% 100% CTP Lambda Poland Sp. z o.o. Poland 100% 100% CTPARK BUCHAREST A1 SRL Romania 100% 100% CTP Mu Poland Sp. z o.o. Poland 100% 100% CTPARK BUCHAREST II SRL Romania 100% 100% CTP Nu Poland Sp. z o.o. Poland 100% 100% CTPARK BUCHAREST SOUTH II SRL Romania 100% 100% CTP Omega Poland Sp. z o.o. Poland 100% 100% CTPARK BUCHAREST SRL Romania 100% 100% CTP Pi Poland Sp. z o.o. Poland 100% 100% CTPARK BUCHAREST UPSILON SRL Romania 100% 100% CTP Property Alpha Poland Sp. z o.o. Poland 100% 100% CTPARK BUCHAREST WEST I SRL Romania 100% 100% CTP Property Beta Poland Sp. z o.o. Poland 100% 100% CTPARK BUCHAREST WEST II SRL Romania 100% 100% CTP Property Delta Poland Sp. z o.o. Poland 100% 100% CTPARK CRAIOVA EAST SRL Romania 100% 100% CTP Property Epsilon Poland Sp. z o.o. Poland 100% 100% CTPARK DELTA SRL Romania 100% 100% CTP Property Eta Poland sp. z o.o. Poland 100% 100% CTPARK DEVA II SRL Romania 100% 100% CTP Property Gamma Poland Sp. z o.o. Poland 100% 100% CTPark Dragomiresti SRL (formerly Bati Carpath SRL) Romania 100% 0% 1/ CTP Property Iota Poland sp. z o.o. Poland 100% 0% CTPARK EPSILON SRL Romania 100% 100% CTP Property Kappa Poland sp. z o.o. Poland 100% 0% CTPARK ETA SRL Romania 100% 100% CTP Property Lambda Poland sp. z o.o. Poland 100% 0% 2/ CTPARK GAMMA SRL Romania 100% 100% CTP Property Mu Poland sp. z o.o. Poland 100% 0% 2/ CTPARK CHITILA SRL Romania 100% 100% CTP Property Nu Poland sp. z o.o. Poland 100% 0% 2/ CTPARK IOTA SRL Romania 100% 100% CTP Property Theta sp. z o.o. Poland 100% 0% CTPARK KAPPA SRL Romania 100% 100% CTP Property Zeta Poland sp. z o.o. Poland 100% 100% CTPARK KM23 NORTH SRL Romania 100% 100% CTP Rho Poland Sp. z o.o. Poland 100% 100% CTPARK LAMBDA SRL Romania 100% 100% CTP Sigma Poland Sp. z o.o. Poland 100% 100% CTPARK MANAGEMENT AFUMATI SRL Romania 100% 100% CTP Tau Poland Sp. z o.o. Poland 100% 100% CTPARK MANAGEMENT TURDA SRL Romania 100% 100% Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 242 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Subsidiaries Country 2023 2022 Note Subsidiaries Country 2023 2022 Note CTPARK MIU SRL Romania 100% 100% CTP Sigma d.o.o. Beograd-Novi Beograd Serbia 100% 100% CTPARK OMEGA SRL Romania 100% 100% CTP Tau d.o.o. Beograd-Novi Beograd Serbia 100% 100% CTPARK OMICRON SRL Romania 100% 100% CTP Zeta d.o.o. Beograd-Novi Beograd Serbia 0% 100% 5/ CTPARK ORADEA NORTH SRL Romania 100% 100% CTP Alpha SK, spol. s r.o. Slovakia 100% 100% CTPARK PHI SRL Romania 100% 100% CTP Dunaj s.r.o. Slovakia 100% 100% CTPark Pitesti East SRL (formerly Seebuca Immo SRL) Romania 100% 0% 1/ CTP Energy SK, spol. s r.o. (formerly CTPark Land SK 2, Slovakia 100% 100% CTPARK PITESTI SRL Romania 100% 100% spol. s r.o.) CTPARK PSI SRL Romania 100% 100% CTP Invest SK, spol. s r.o. Slovakia 100% 100% CTPARK RHO SRL Romania 100% 100% CTP Slovakia, s.r.o. Slovakia 100% 100% CTPARK SIBIU EAST SRL Romania 100% 100% CTP Solar SK, spol. s r.o. Slovakia 100% 100% CTPARK SIGMA SRL Romania 100% 100% CTPark Banská Bystrica, spol. s r.o. Slovakia 100% 100% CTPARK TAU SRL Romania 100% 100% CTPark Bratislava East, spol. s r.o. Slovakia 100% 100% CTPARK THETA SRL Romania 100% 100% CTPark Bratislava, spol. s r.o. Slovakia 100% 100% CTPARK TIMISOARA EAST SRL Romania 100% 100% CTPark Čierny Les, spol. s r.o. Slovakia 100% 100% CTPark Timisoara North SRL (formerly Seetimi SRL) Romania 100% 0% 1/ CTPark Hlohovec, spol. s r.o. Slovakia 100% 100% CTPARK ZETA SRL Romania 100% 100% CTPark Košice, spol. s r.o. Slovakia 100% 100% FOREST PROPERTY INVEST SRL Romania 100% 100% CTPark Krásno nad Kysucou, spol. s r.o. Slovakia 100% 100% Universal Management SRL Romania 100% 100% CTPark Land SK 1, spol. s r.o. Slovakia 100% 100% BIMS PROPERTIES 2018 DOO DEČ Serbia 0% 0% 4/ CTPark Námestovo, spol. s r.o. Slovakia 100% 100% CTP Alpha d.o.o. Beograd-Novi Beograd Serbia 100% 100% CTPark Nitra, spol. s r.o. Slovakia 100% 100% CTP Beta d.o.o. Beograd-Novi Beograd Serbia 100% 100% CTPark Nove Mesto, spol. s.r.o. Slovakia 100% 100% CTP Delta d.o.o. Beograd-Novi Beograd Serbia 100% 100% CTPark Prešov North, spol. s r.o. Slovakia 100% 100% CTP Energy doo Beograd-Novi Beograd Serbia 100% 100% CTPark Prešov s.r.o. Slovakia 100% 100% CTP Epsilon d.o.o. Beograd-Novi Beograd Serbia 100% 100% CTPark Trnava II, spol. s r.o. Slovakia 100% 100% CTP Gamma d.o.o. Beograd-Novi Beograd Serbia 100% 100% CTPark Žilina Airport II, spol. s r.o. Slovakia 100% 100% CTP Invest d.o.o. Beograd-Novi Beograd Serbia 100% 100% CTPark Žilina Airport, spol. s r.o. Slovakia 100% 100% CTP Kappa d.o.o. Beograd-Novi Beograd Serbia 100% 100% CTP Ljubljana d.o.o. Slovenia 0% 100% 3/ CTP Lambda d.o.o. Beograd Serbia 100% 100% CTPark Alpha, d.o.o. Slovenia 100% 100% CTP Omega d.o.o. Beograd-Novi Beograd Serbia 0% 100% 5/ Global Guanaco, S.L.U. Spain 100% 100% CTP Omicron d.o.o. Beograd-Novi Beograd Serbia 100% 100% CTP ALPHA GAYRİMENKUL VE İNŞAAT LİMİTED ŞİRKETİ Turkey 100% 100% CTP Phi d.o.o. Beograd-Novi Beograd Serbia 100% 100% CTP BETA GAYRİMENKUL VE İNŞAAT LİMİTED ŞİRKETİ Turkey 100% 100% CTP Property Alpha d.o.o. Beograd-Novi Beograd Serbia 100% 100% CTP GAMMA GAYRİMENKUL VE İNŞAAT LİMİTED ŞİR- Turkey 100% 100% CTP Property Beta d.o.o. Beograd-Novi Beograd Serbia 100% 100% KETİ CTP Property Delta d.o.o. Beograd-Novi Beograd Serbia 100% 100% CTP Alpha Ltd United Kingdom 100% 100% CTP Property Gamma d.o.o. Beograd-Novi Beograd Serbia 100% 100% CTP Beta Ltd United Kingdom 100% 100% CTP Invest Ltd United Kingdom 100% 100% CTP Rho d.o.o. Beograd-Novi Beograd Serbia 100% 100% Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 243 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 1/ Newly acquired/consolidated subsidiaries in 2023 2/ Newly established subsidiaries in 2023 3/ Disposed subsidiaries in 2023 4/ Newly acquired/established subsidiaries, subsequently merged with existing company in the Group during 2023 5/ Subsidiaries merged with existing subsidiary in 2023 36. RELATED PARTIES CTP has a related party relationship with its key management personnel and other entities of which Multivest B.V. is an equity holder (immediate parent company). In 2023 and 2022, CTP had the following income and expense with related parties: 2023 2022 In EUR million Revenues Expenses Revenues Expenses CTP Holding B.V. 1.1 - 1.7 - Multivest B.V. 0.6 - 0.6 - Other - -0.5 - - Total 1.7 -0.5 2.3 - As at 31 December 2023 and 2022, CTP had the following short-term receivables/payables from/to related parties: 2023 2022 In EUR million Receivables Payables Receivables Payables Multivest B.V. 0.6 - - - Remon Vos 0.3 - 0.3 - Other - -0.3 - - Total 0.9 -0.3 0.3 - As at 31 December 2023 and 2022, CTP had the following long-term receivables/payables from/to related parties: 2023 2022 In EUR million Receivables Payables Receivables Payables CTP Holding B.V. - - 44.9 - Other 0.6 - 0.3 - Total 0.6 - 45.2 - In 2023, the loan provided to CTP Holding B.V. was fully repaid. Other non-current non-trade receivables from related parties and non-trade liabilities to related parties are interest-bearing and bear an arm’s length interest in the range of 1.2% to 5.6%, depending on maturity, col- lateralisation, subordination, country risk and other specifics. Key management personnel compensation Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Group, directly or indirectly, including any director. Average headcount per year of key management is 7 for 2023 (2022 – 7). Key management personnel compensation comprises the following: Personnel compensation In EUR million 2023 2022 Short-term employee benefits 2.3 3.2 Total 2.3 3.2 The Company granted for 2023 and 2022 a conditional share award under LTIP to a Director (refer to Note 26). As at 31 December, Board Directors held shares in CTP N.V. as follows (directly or through other entities): Nr. of Price Value shares per 1 share in EUR million 2023 337,487,293 15.28 5,156.8 2022 335,804,718 11.04 3,707.3 In the Number of shares held by Board of Directors are included also shares held by CTP Holding B.V. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 244 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 37. FINANCIAL INSTRUMENTS RISK MANAGEMENT OBJECTIVES AND POLICIES Exposure to various risks arises in the normal course of CTP’s business. These risks include credit risk, capital risk, operational risk, market risk including foreign currency risk, interest rate and liquidity risk. Credit risk Credit risk refers to the risk that the counterparty will default on its contractual obligations resulting in a financial loss to CTP. The Group has a credit policy in place and the exposure to credit risk is monitored on an on-going basis. Credit evaluations are performed for all customers requiring credit over a certain amount. CTP usually does not require collateral from its tenants. For most of the tenants, a parent company guaran- tee, or a solvent tenant group company guarantee is in place. Investments can be made only in liquid securities and only with counterparties that have a credit rating equal to or better than CTP. Given their high credit ratings, the management does not expect any counterparty to fail to meet its obligations. As at the reporting date there were no significant concentrations of credit risk towards third parties. The maximum exposure to credit risk is represented by the carrying amount of each financial asset in the state- ment of financial position. CTP has bank accounts with prestigious banking institutions, where no risk is ex- pected. CTP monitors regularly the financial position of the related parties and the related credit risk. Credit risk concentration: In EUR million 2023 2022 Amounts due from banks 691.9 661.9 Amounts due from financial derivatives 48.7 51.1 Amounts due from related parties 1.5 45.5 Amounts due from third parties 64.7 54.6 Amounts due from tax institutions 84.6 74.0 Total 891.4 887.1 Amounts due from banks include cash and cash equivalents, including restricted cash reported under non-cur- rent trade and other receivables, as at 31 December of the respective year. CTP discloses significant amounts of receivables to related parties. Receivables towards related parties are partly covered by the liabilities to related parties and assets held by the related parties. If the related parties breach the repayment of CTP receivables, and CTP is not able to set off receivables against liabilities, CTP will be exposed to significant credit risk. CTP does not expect breach of repayment. Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Group’s receivables from customers. The carrying amounts of financial assets and contract assets represent the maximum credit exposure. Impairment losses on financial assets recognised in profit or loss were as follows: In EUR million 2023 2022 Impairment to trade receivables 5.2 5.6 Total 5.2 5.6 The movement in the allowance for impairment in respect of trade receivables during the year was as follows: In EUR million 2023 2022 Balance as at 1 January 5.6 4.1 Net remeasurement of loss allowance -0.4 1.5 Balance at 31 December 5.2 5.6 The following table provides information about the exposure to credit risk and ECLs for financial assets as at 31 December 2023 and 2022 respectively: In EUR million for the year 2023 Stage Weighted Impairment average Gross loss Net loss rate amount allowance amount Cash and cash equivalents Low risk 0% 690.6 - 690.6 Restricted cash Low risk 0% 1.3 - 1.3 Receivables due Low risk 0% 1.5 - 1.5 from related parties Trade receivables * Low to 7% 69.9 -5.2 64.7 Fair risk Total 763.3 -5.2 758.1 Weighted Impairment average Gross loss Net In EUR million for the year 2022 Stage loss rate amount allowance amount Cash and cash equivalents Low risk 0% 660.6 - 660.6 Restricted cash Low risk 0% 1.3 - 1.3 Receivables due Low risk 0% 45.5 - 45.5 from related parties Trade receivables * Low to 9% 60.2 -5.6 54.6 Fair risk Total 767.6 -5.6 762.0 * Weighted average loss rate related to Trade receivables is calculated in Note 23. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 245 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Capital risk CTP’s policy is to maintain a strong capital base, to maintain creditor and market confidence and to sustain future development of the business. CTP manages its capital to ensure that entities in CTP will be able to continue as a going concern while maximising the return to shareholders through the optimisation of the debt and equity balance. CTP’s overall strategy remains unchanged compared to 2022. CTP as property investor is mainly influenced by the fact that it leverages its project financing by using bank debts or bonds. There is no real seasonality impact on its financial position, but the volatility of financial mar- kets might positively or negatively influence CTP’s financial position. The capital structure of CTP consists of a debt, which includes the borrowings disclosed in Note 29 and bonds disclosed in Note 30. The Group has secured bank loans that contain loan covenants. Under the agreements, the covenants are monitored on a regular basis to ensure compliance with these agreements. Leverage ratio test The leverage ratio calculated below compares debt to assets, where a debt is defined to be the sum of inter- est-bearing loans and borrowings and bonds, and assets includes total consolidated assets of the Group. In EUR million 2023 2022 Debt 6,968.2 5,874.2 Total assets 14,873.2 12,699.8 Leverage ratio 46.9% 46.3% The net loan to value (value is the fair value of the properties) ratio of CTP properties (calculated as a share of interest-bearing loans from financial institutions and bonds issued adjusted for cash and cash equivalents available as at 31 December of the respective year on investment property, investment property under con- struction and plant and equipment) is approximately 46.0% at 31 December 2023 (2022: 45.4%), which is seen as appropriate within CTP’s financial markets. As the properties are leased for a long period and CTP agrees long-term financing with its financial institu- tions. CTP expects to fulfill financial covenants in the future. Market risk Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates, will affect CTP’s income or the value of its holding of financial instruments. The objective of market risk manage- ment is to manage and control market risk exposure within acceptable parameters, while optimising returns. Foreign currency risk Currency risk is managed mainly by making, when possible, investments in the same currency as the financing sources used. The currency risk during the period of repayment of liabilities to third parties is usually offset by generating revenues denominated in the same underlying currency. CTP pays for construction of buildings in local currency and therefore has foreign currency risk during the construction period. As at 31 December 2023, CTP analysed the impact of the foreign exchange rate variances on its assets and li- abilities and on its statement of comprehensive income. The impact was judged insignificant, as most financial instruments are denominated in EUR. Foreign currency exchange risk is limited and arises from recognised monetary assets and liabilities. Currency risk disclosed is based on the functional currency (EUR) of the Group’s operating subsidiaries. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 246 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 2023 In EUR million CZK RON PLN HUF RSD BGN Total Trade and other receivables 52.4 59.6 45.7 13.8 20.0 7.7 199.2 Cash and cash equivalents 14.6 23.0 1.6 8.3 2.7 3.6 53.8 Loans provided to third parties - 0.1 - - - - 0.1 Trade and other receivables from related parties 0.3 - - - - - 0.3 Total financial assets 67.3 82.7 47.3 22.1 22.7 11.3 253.4 Trade and other payables -129.6 -41.7 -32.1 -15.4 -32.4 -13.4 -264.6 Total financial liabilities -129.6 -41.7 -32.1 -15.4 -32.4 -13.4 -264.6 Net position -62.3 41.0 15.2 6.7 -9.7 -2.1 -11.2 FX hedge - - - - - - - Net position after FX hedge -62.3 41.0 15.2 6.7 -9.7 -2.1 -11.2 2022 In EUR million CZK RON PLN HUF RSD BGN Total Trade and other receivables 38.4 42.8 43.5 21.2 19.1 17.3 182.3 Cash and cash equivalents 10.8 14.3 16.4 7.9 4.5 3.2 57.1 Loans provided to third parties - - - - 0.1 - 0.1 Trade and other receivables from related parties 0.3 - - - - - 0.3 Total financial assets 49.5 57.1 59.9 29.1 23.7 20.5 239.8 Trade and other payables -87.0 -44.7 -13.2 -14.0 -12.9 -8.5 -180.3 Total financial liabilities -87.0 -44.7 -13.2 -14.0 -12.9 -8.5 -180.3 Net position -37.5 12.4 46.7 15.1 10.8 12.0 59.5 FX hedge - - - - - - - Net position after FX hedge -37.5 12.4 46.7 15.1 10.8 12.0 59.5 Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 247 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Sensitivity analysis A strengthening/(weakening) of EUR, as indicated below, against other currencies at the reporting date would have increased/(decreased) the equity by the amounts shown in the following table. This analysis is based on foreign currency exchange rate variances that the Group considers reasonably likely at the end of the report- ing period. The analysis assumes that all other variables remain constant, including interest rates. 2023 2022 Net position on financial assets and liabilities denominated in EUR -11.2 59.5 Effect on profit or loss and on equity of: CZK weakening by 5% -3.1 -1.9 CZK strengthening by 5% 3.1 1.9 RON weakening by 5% 2.1 0.6 RON strengthening by 5% -2.1 -0.6 PLN weakening by 5% 0.8 2.3 PLN strengthening by 5% -0.8 -2.3 HUF weakening by 5% 0.3 0.8 HUF strengthening by 5% -0.3 -0.8 RSD weakening by 5% -0.5 0.5 RSD strengthening by 5% 0.5 -0.5 BGN weakening by 5% -0.1 0.6 BGN strengthening by 5% 0.1 -0.6 Interest rate risk The interest rate risk arises mainly from the floating interest rates applicable to debt financing. Bank loans usually have flexible interest rates based on EURIBOR rates for the reference period from one month to six months increased by a fixed margin. In 2023 and 2022, CTP entered transactions with financial institutions to hedge the interest rate risk (refer to Note 33). CTP mitigated the interest rate risk by holding interest rate swaps in 2023 and 2022. The interest rate profile of the Group’s interest-bearing financial instruments is as follows. Fixed-rate instruments 2023 2022 Receivables due from related parties 1.5 45.5 Loans owed to related parties -0.3 - Bonds issued -3,590.0 -3,981.4 Bank loans with fixed interest rate -2,533.6 -1,632.0 Bank loans covered by IRS -821.2 -267.2 Variable-rate instruments 2023 2022 Loans not covered by IRS -34.0 - Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 248 Annual Report 2023 CTP N.V. Sensitivity analysis A reasonably possible change of 0.25% in the interest rates at the reporting date would have increased (decreased) profit by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency exchange rates, remain constant. 1.1.2023 - 31.12.2023 Interest rate sensitivity analysis of bank loans and borrowings In EUR million Bank loans Covered by interest rate swaps and fixed rate % hedge Loans with variable interest Effect on result in case of interest rate increase by 25bp Effect on result in case of interest rate decrease by 25bp Interest-bearing loans and borrowings 3,388.8 3,354.8 99.0% 34.0 -0.1 0.1 Total 3,388.8 3,354.8 99.0% 34.0 -0.1 0.1 1.1.2022 - 31.12.2022 Interest rate sensitivity analysis of bank loans and borrowings In EUR million Bank loans Covered by interest rate swaps and fixed rate % hedge Loans with variable interest Effect on result in case of interest rate increase by 25bp Effect on result in case of interest rate decrease by 25bp Interest-bearing loans and borrowings 1,899.2 1,899.2 100% - - - Total 1,899.2 1,899.2 100% - - - Cash flow hedges Current year At 31 December 2023, the Group held the following instruments to hedge exposures to changes in interest rates. Interest rate swaps 2023 Exposure paid (in EUR million) Average fixed interest rate Exposure received (in EUR million) Average fixed interest rate Net exposure (in EUR million) 0 - 12 months 200.0 2.66% - - 200.0 More than one year 1,053.0 2.55% 708.0 2.95% 345.0 Total 1,253.0 708.0 545.0 Of which prehedges at 2.33% 750.0 Financial Statements Notes to the consolidated financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 249 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements The amounts at the reporting date relating to items designated as hedged items were as follows. 31 December 2023 Balances remaining in the cash flow hedge reserve Change in from hedging value used for relationships calculating Costs of for which hedge hedge ineffec- Cash flow hedging accounting is no In EUR million tiveness hedge reserve hedge reserve longer applied Interest rate risk Variable-rate instruments - 0.1 - - The amounts relating to items designated as hedging instruments and hedge ineffectiveness were as follows. 2023 Carrying amount Change in the value of Amount Amount the hedging Hedge reclassified reclassified instrument ineffective-ness from hedging from costs of Nominal recognised recognised in Cost of hedging reserve to hedging reserve In EUR million amount Assets Liabilities in OCI profit or loss recognised in OCI profit or loss to profit or loss Interest rate risk Interest rate swaps 1,961.5 43.0 -27.6 -31.8 - - - - The following table provides the reconciliation by risk category of components of equity and analysis of OCI items, net of tax, resulting from cash flow hedge accounting. 2023 Hedging Cost of hedging In EUR million reserve reserve Cash flow hedges – interest rate risk Balance at 1 January 2023 23.7 - Changes in fair value -31.8 - Tax on movements on reserves during the year 8.2 - Balance at 31 December 2023 0.1 - Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 250 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 2022 Interest rate swaps Exposure Average Exposure Average Net paid fixed received fixed exposure (in EUR million) interest rate (in EUR million) interest rate (in EUR million) 0 - 12 months 750.0 2.33% 175.0 2.61% 575.0 More than one year 175.0 2.60% - - 175.0 Total 925.0 175.0 750.0 The amounts at the reporting date relating to items designated as hedged items were as follows. 31 December 2022 Balances remain- ing in the cash flow hedge re- serve from hedg- Change in Costs of ing relationships value used for hedging for which hedge calculating hedge Cash flow hedge accounting is no In EUR million ineffectiveness hedge reserve reserve longer applied Interest rate risk Variable-rate instruments - 23.7 - - The amounts relating to items designated as hedging instruments and hedge ineffectiveness were as follows. 2022 Carrying amount Change in the value of Amount Amount the hedging Hedge Cost of reclassified reclassified instrument ineffective-ness hedging from hedging from costs of recognised recognised in recognised reserve to hedging reserve In EUR million Nominal amount Assets Liabilities in OCI profit or loss in OCI profit or loss to profit or loss Interest rate risk Interest rate swaps 1,100.0 44.1 -12.1 32.0 - - - - Prior year At 31 December 2022, the Group held the following instruments to hedge exposures to changes in interest rates. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 251 Annual Report 2023 CTP N.V. The following table provides the reconciliation by risk category of components of equity and analysis of OCI items, net of tax, resulting from cash flow hedge accounting. 2022 Cost of Hedging hedging In EUR million reserve reserve Cash flow hedges – interest rate risk Balance at 1 January 2022 - - Changes in fair value 32.0 - Amount reclassified to profit or loss - - Tax on movements on reserves during the year -8.3 - Balance at 31 December 2022 23.7 - Hedged risk The Company’s risk management strategy is to hedge variability in interest payments due to changes in EURIBOR resulting from future issuance of series of consecutive bonds/loans expected to be issued in the period defined per individual hedging relationship. Credit margin on the bonds is not subject to this hedge. Hedge effectiveness measurement Cumulative change in fair value of the hedged item will be measured by a so-called hypothetical derivative. This hypothetical derivative has a zero fair value at the hedge inception and represents hedged risk within the hedged item. In case of a perfect hedge when all parameters of the hedging instrument match the parameters of the hedged item and the hedging instrument’s fair value is zero at the hedge inception, the hypothetical derivative is a mirror to the hedging instrument. At the hedge inception, a hypothetical derivative is a forward starting swap with start date equal to the first expected issuance date and maturity date 5-30 years later. This hypothetical derivative will be adjusted at any time the hedged cash flows change. Potential sources of ineffectiveness • Difference in timing of hedged cash flows compared to timing of payments on the swaps’ floating leg. • The hedged interest expenses are no more highly probable. Liquidity risk Liquidity risk is the risk that CTP will not be able to meet its financial obligations as they fall due. With respect to the nature of its business and its assets, CTP is naturally exposed to acertain amount of liquidity risk. CTP manages liquidity risk by constantly monitoring forecast and actual cash flow, financing its investment property portfolio by long-term financing, refinancing where appropriate, and using rent income to settle short-term liabilities. The table below shows liabilities at 31 December 2023 and 31 December 2022 by their remaining contractual maturity. The amounts are gross and undiscounted and include contractual interest payments and exclude the impact of netting agreements. 2023 Contractual cash flows Between Until 3 - 12 1 -5 Over In EUR million 3 months Months years 5 years Total Interest-bearing loans 43.7 134.9 1,200.7 2,899.6 4,278.9 and borrowings Bonds issued 9.9 27.2 2,616.4 1,092.6 3,746.1 Loans to related parties 0.3 - - - 0.3 Derivative financial liabilities 15.3 2.4 9.6 1.9 29.2 Lease liabilities 1.8 3.9 21.3 41.7 68.7 Trade and other payables incl. 347.7 44.9 55.1 30.3 478.0 corporate income tax liability Total 418.7 213.3 3,903.1 4,066.1 8,601.2 2022 Contractual cash flows Between Until 3 - 12 1 -5 Over In EUR million 3 months Months years 5 years Total Interest-bearing loans and bor- rowings 18.1 54.2 339.1 1,897.2 2,308.6 Bonds issued 9.9 429.7 2,613.0 1,102.4 4,155.0 Derivative financial liabilities 0.5 12.3 1.8 0.3 14.9 Lease liabilities 1.5 4.5 21.7 47.1 74.8 Trade and other payables 324.3 9.9 58.6 - 392.8 incl. corporate income tax liability Total 354.3 510.6 3,034.2 3,047.0 6,946.1 Financial Statements Notes to the consolidated financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 252 Annual Report 2023 CTP N.V. Fair value Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an or- derly transaction between market participants at the measurement date. Fair values are obtained, as appro- priate, from quoted market prices, discounted cash-flow projections and other valuation models. To estimate the fair value of individual classes of financial instruments, the following methods and assump- tions are used: Cash and cash equivalents, short-term investments The book value of cash and other short-term investments approximates their fair value, as these finan- cial instruments have a relatively short maturity. Receivables and payables The book value of short-term receivables and payables approximates their fair value, as these financial instruments have a short maturity. Short-term loans The book value approximates their fair value, as these instruments have a floating interest rate and a short maturity. Long-term loans The fair value of long-term loans as at 31 December 2023 is EUR 3,112.3 million (2022 – EUR 1,545.4 million). For details refer to Note 29. Bonds The fair value of bonds issued as at 31 December 2023 is EUR 3,194.1 million (2022 – EUR 3,093.3 million). For details refer to Note 30. Derivatives The fair value of derivatives is based on fair value quotes from counterparties which are compared to the results of the internal valuation model using market data from an independent recognized market data agency. Investment property and investment property under development Investment property and investment property under development are stated at fair value (refer to Note 18 and Note 19). 38. CONTINGENT LIABILITIES Contracted work As at 31 December 2023, the Group had contracted work with external suppliers relating to realising a con- struction project, which was not performed as at the year end, with a value of EUR381.2 million (2022 – EUR 398.8 million). Guarantee provided Under Guarantee agreements concluded following the sale of a portfolio A, CTP Invest, spol. sr.o. and CTP CEE Properties, spol. s r.o. provided specific guarantees to the buyer of the entities being the companies established by Deka Immobilien Investment GmbH and WestInvest Gesellschaft für Investmentfonds GmbH. The specific guarantees include (i) Rental Guarantee (Vacant Premises, Rent Shortfall, Outstanding Tenant Incentives) and (ii) Tenant Guarantees (Default, Break Options, Non-Solicitation). The duration of the guaran- tees is until 15 November 2028, unless they terminate earlier pursuant to the agreement. In 2022, CTP N.V. issued guarantee in favor of Coöperatieve Rabobank U.A. connected with financing of devel- opment activities of CTP ALC B.V. Guaranteed obligations represents: • any amount due by the CTP ALC B.V. under and in connection with the Finance Documents for a maximum amount of the Commitment minus the Reserve Amount, • any interest, fees (including for the avoidance of doubt any default interest) and any amount payable un- der any Hedging Agreement due by the CTP ALC B.V. under and in connection with the Facility Agreement. Facility agreement is agreed of EUR 175.0 million between ABN AMRO Bank N.V., Coöperatieve Rabobank U.A. and CTP ALC B.V. Financial Statements Notes to the consolidated financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 253 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements 39. PLEDGES Shares, receivables, future receivables and other assets in some of the subsidiaries are pledged in favour of the financing institutions for securing the bank loans received by them (refer to Note 29). As at the date of these financial statements, the assets in the following companies are pledged: Company Pledge in favour of CTP ALC B.V. COOPERATIEVE RABOBANK U.A. (as agent) + ABN Amro Bank N.V. CTP Beta B.V. COOPERATIEVE RABOBANK U.A. CTP Bohemia North, spol. s r.o. Komerční banka, a.s. (as agent) + others CTP Bohemia South, spol. s r.o. Landesbank Hessen - Thuringen Girozentrale CTP Bohemia West, spol. s r.o. Komerční banka, a.s. (as agent) + others CTP Borská Pole, spol. s r.o. Landesbank Hessen - Thuringen Girozentrale CTP Deutschland B.V. Sparkasse Neubrandenburg-Demmin CTP Deutschland B.V. Austrian Anadi Bank CTP Deutschland B.V. Berliner Sparkasse CTP Deutschland B.V. Berliner Volksbank CTP Deutschland B.V. Hypo Vorarlberg Bank AG CTP Deutschland B.V. Kreissparkasse Ostalb CTP Deutschland B.V. Kreissparkasse St. Wendel CTP Deutschland B.V. Landessparkasse zu Oldenburg CTP Deutschland B.V. SANTANDER CONSUMER BANK AG CTP Deutschland B.V. Sparkasse Düren CTP Deutschland B.V. Sparkasse Esslingen-Nürtingen CTP Deutschland B.V. Sparkasse Hildesheim Goslar Peine CTP Deutschland B.V. Sparkasse Ingolstadt Eichstätt CTP Deutschland B.V. Sparkasse UnnaKamen CTP Deutschland B.V. Stadtsparkasse Düsseldorf CTP Deutschland B.V. VerbundVolksbank OWL eg CTP Deutschland B.V. Volksbank Main-Tauber CTP Deutschland B.V. Volksbank Mittweida eG CTP Deutschland B.V. Volksbank Thüringen Mitte eG CTP Deutschland B.V. VR Bank eG Region Aachen CTP Deutschland B.V. VR Bank eG Rosenheim CTP Deutschland B.V. VR Bank Mecklenburg CTP Domeq Brno, spol. s r.o. Aareal Bank AG CTP Eta Poland Sp. z o.o. Aareal Bank AG CTP Gamma Poland Sp. z o.o. Aareal Bank AG CTP Germany II GmbH Volksbank Jever eG CTP Moravia South, spol. s r.o. Komerční banka, a.s. (as agent) + others CTP Ponávka Business Park, spol. s r.o. Aareal Bank AG CTP Portfolio Finance Czech B.V. Aareal Bank AG Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 254 Annual Report 2023 CTP N.V. Financial Statements Notes to the consolidated financial statements Company Pledge in favour of CTP Property Beta Poland Sp. z o.o. Aareal Bank AG CTP Slovakia, s. r. o. Tatra banka, a.s. CTP Vysočina, spol. s r.o. Komerční banka, a.s. (as agent) + others CTP XXIII, spol. s r.o. Landesbank Hessen - Thuringen Girozentrale CTPark Alpha Kft. Unicredit Bank Hungary Zrt. CTPark Arrabona Kft. Unicredit Bank Hungary Zrt. CTPark Bratislava, spol. s r.o. Erste Group Bank AG CTPark Brno, spol. s r.o. Komerční banka, a.s. (as agent) + others CTPark Brno, spol. s r.o. Komerční banka, a.s. (as agent) + others CTPark Bucharest A1 S.R.L Alpha Bank Romania S.A. (as agent) + others CTPark Bucharest II S.R.L. Alpha Bank Romania S.A. (as agent) + others CTPark Bucharest S.R.L. Alpha Bank Romania S.A. (as agent) + others CTPark Bucharest Upsilon S.R.L. Alpha Bank Romania S.A. (as agent) + others CTPark Cerhovice, spol. s r.o. Deutsche Pfandbriefbank AG CTPark Dragomiresti SRL Vista Bank CTPark Gamma S.R.L. Alpha Bank Romania S.A. (as agent) + others CTPark Hranice, spol. s r.o. Aareal Bank AG CTPark Chrastava, a.s. Landesbank Hessen - Thuringen Girozentrale CTPark Iłowa Sp. z o.o. Aareal Bank AG CTPark Kappa S.R.L. Alpha Bank Romania S.A. (as agent) + others CTPark Košice, spol. s r.o. Erste Group Bank AG CTPark Mladá Boleslav, spol. s r.o. Československa obchodní banka, a.s. CTPark Námestovo, spol. s r.o. Tatra banka, a.s. CTPark Opole Sp. z o.o. Aareal Bank AG CTPark Ostrava Poruba, spol. s r.o. Deutsche Pfandbriefbank AG CTPark Ostrava, spol. s r.o. Komerční banka, a.s. (as agent) + others CTPark Pitesti East SRL BRD-Groupe Société Générale S.A. CTPark Plzeň, spol. s r.o. Landesbank Hessen - Thuringen Girozentrale CTPark Prague Airport, spol. s r.o. Aareal Bank AG CTPark Prague East, spol. s r.o. Komerční banka, a.s. (as agent) + others CTPark Prague West, spol. s r.o. Landesbank Hessen - Thuringen Girozentrale CTPark Seven Kft. Unicredit Bank Hungary Zrt. CTPark Timisoara North SRL BRD-Groupe Société Générale S.A. 40. SUBSEQUENT EVENTS In January 2024, the Group received a bank loan in amount of EUR 100.0 million with fixed interest rate of 4.86%, due in 2029. In February 2024, the Group issued green bonds of EUR 750.0 million with 6-year maturity and 4.75% fixed coupon. In February 2024, the concurrent tender offer enabled CTP to repurchase bonds with a total nominal amount of EUR 250.0 million. In February 2024, the Group signed a bank loan agreement in amount of EUR 90.0 million due in 2030. On 9 March 2024, the Group entered into a conditional purchase agreement in relation to 100% share in five Romanian companies, owners of investment properties across Romania. CTP is not aware of any other events that have occurred since the statement of financial position date that would have a material impact on these financial statements as at 31 December 2023. Amsterdam, 11 March 2024 Remon L. Vos Richard J. Wilkinson Barbara Knoflach Gerard van Kesteren Susanne Eickermann-Riepe Pavel Trenka Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 255 Annual Report 2023 CTP N.V. Financial Statements Company Financial Statements Company Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 256 Annual Report 2023 CTP N.V. COMPANY INCOME STATEMENT In EUR million Note 2023 2022 Restated Other income 12 1.5 22.6 Administration costs 13 -10.1 -34.8 Net other income/expenses -8.6 -12.2 Net loss before financing costs -8.6 -12.2 Interest income 133.8 91.5 Interest expense -91.4 -55.4 Other financial income 15.8 - Other financial expense -9.0 -51.3 Net finance income/expenses 14 49.2 -15.2 Result from participating interest 4 892.1 789.8 Result before income tax 932.7 762.4 Income tax expense 15 -10.1 4.2 Result for the year 922.6 766.6 * The comparative information is restated on account of correction of errors, refer to Note 3. Financial Statements Company income statement Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 257 Annual Report 2023 CTP N.V. In EUR million Note 31 December 2023 31 December 2022 Restated Assets Investments in group companies 4 6,443.8 5,256.0 Derivative financial instruments 8 7.2 - Long-term receivables from related parties 16 3,966.9 3,949.1 Deferred tax assets 15 4.2 9.3 Total non-current assets 10,422.1 9,214.4 Trade and other receivables 4.9 4.8 Derivative financial instruments 8 35.8 39.0 Trade and other receivables from related parties 16 74.8 17.9 Cash and cash equivalents 11 480.9 466.4 Current tax assets 3.4 - Total current assets 599.8 528.1 Total assets 11,021.9 9,742.5 In EUR million Note 31 December 2023 31 December 2022 Restated Issued capital 5 71.7 71.1 Share premium reserve 5 3,037.9 3,202.5 Cash flow hedge reserve 5 3.2 20.0 Legal reserve on participating interest 5 3,775.8 3,166.4 Translation reserve 5 2.1 4.5 Retained earnings 5 -1,646.4 -1,810.1 Result for the year 5 922.6 766.6 Total Equity 5 6,166.9 5,421.0 Liabilities Interest-bearing loans and borrowings from financial institutions 6 611.9 - Long-term payable due from related parties 16 607.4 228.1 Long-term payables 15.0 2.0 Bonds issued 7 3,551.5 3,544.3 Derivative financial instruments 8 7.1 - Deferred tax liabilities 15 - 7.0 Total non-current liabilities 4,792.9 3,781.4 Interest-bearing loans and borrowings from financial institutions 6 3.2 - Bonds issued 7 18.4 417.0 Derivative financial instruments 8 16.2 12.1 Trade and other payables to related parties 16 21.5 109.6 Trade and other payables 10 2.8 1.4 Total current liabilities 62.1 540.1 Total liabilities 4,855.0 4,321.5 Total equity and liabilities 11,021.9 9,742.5 * The comparative information is restated on account of correction of errors, refer to Note 3. Financial Statements Company balance sheet COMPANY BALANCE SHEET (Before profit appropriation) Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 258 Annual Report 2023 CTP N.V. 1. GENERAL INFORMATION The Company financial statements are part of the 2023 financial statements of CTP N.V. (the Company). CTP N.V. (the Company) is a Dutch-based real estate developer, which develops and leases a portfolio of prop- erties in Western, Central and Eastern Europe (CEE). CTP N.V. was incorporated on 21 October 2019 for an unlimited period. CTP N.V. has a 12-month financial year ended on the balance sheet date of 31 December 2023 and 31 December 2022, respectively. 2. PRINCIPLES FOR MEASUREMENT OF ASSETS AND LIABILITIES AND DETERMINATION OF RESULT The Company financial statements are prepared in accordance with Title 9, Book 2 of the Dutch Civil Code. For setting the principles for the recognition and measurement of assets and liabilities and determination of results for the Company financial statements, the Company makes use of the option provided in section 2:362(8) of the Dutch Civil Code. This means that the principles for the recognition and measurement of assets and liabilities and determination of the result (hereinafter referred to as principles for recognition and measurement) of the Company financial statements are the same as those applied for the consolidated EU-IFRS financial statements. These principles also include the classification and presentation of financial instruments, being equity instruments or financial liabilities. In case no other principles are mentioned, refer to the accounting principles as described in the consolidated financial statements. For an appropriate inter- pretation of these financial statements, the separate financial statements should be read in conjunction with the consolidated financial statements. All amounts in the Company financial statements are presented in EUR million, unless stated otherwise. Participating interests in Group companies Participating interests in Group companies are accounted for in the Company financial statements according to the equity method. Refer to the basis of consolidation accounting policy in the consolidated financial state- ments. Share of result of participating interests The share of the result of participating interests consists of the share of the Company in the result of these participating interests. Results on transactions, where the transfer of assets and liabilities between the Com- pany and its participating interests and mutually between participating interests themselves, are not incorpo- rated insofar as they can be deemed to be unrealised. Notes to the Company financial statements Financial Statements Notes to the Company financial statements Impairment The Company applies an ECL (expected credit loss) model. Under this approach, all financial assets in the scope of the impairment model of the Company generally carry a loss allowance – even those that are newly originated or acquired. Under the general approach, the measurement basis of Company’s assets, other than investment property, investment property under development and deferred tax assets, depends on whether is a significant increase in credit risk since initial recognition. The Company bases the impairment calculation on its historical, observed default rates, and considers adjust- ments of forward-looking estimates that include the probability of a worsening economic environment within the next years. At each reporting date, the Company updates the observed default history and forward-looking estimates. Loans provided Loans are financial assets with fixed or determinable payments that are not quoted in an active market. Such assets are recognised initially at fair value plus any directly attributable transaction costs. Loans provided are subsequently measured at amortised cost using the effective interest method, less any impairment losses. The Company classifies as a current portion any part of long-term loans that is due within one year from the reporting date. Derivate financial instruments The Company designates certain derivatives as hedging instrument to hedge variability in cash flows associ- ated with highly probable forecast transaction arising from changes interest rates. At inception of designated hedging relationships, the Company documents the risk management objective and strategy for undertaking the hedge. The Group also documents the economic relationship between the hedged item and hedging instruments, including whether the changes in cash flows of the hedged item and hedging instrument are expected to offset each other. When a derivative is designated as a cash flow hedging instrument, the effective portion of changes in the fair value of the derivative is recognised in Other comprehensive income accumulated in the Cash flow hedge reserve. The effective portion of changes in the fair value of the derivative that is recognised in Other compre- hensive income is limited to the cumulative change in fair value of the hedged item, determined on a present values basis, from inception of the hedge. Any ineffective portion of changes in the fair values of the derivative is recognised immediately in profit or loss. If the hedge no longer meets the criteria for hedge accounting or the hedging instrument is sold, expires, is terminated or is exercised, then hedge accounting is discontinued prospectively. When hedge accounting for cash flow hedges is discontinued, the amount that has been accumulated in the Cash flow hedge reserve remains in equity until, for a hedge of a transaction resulting in the recognition of a non-financial item, it is included in the non-financial item’s cost on its initial recognition or, for the cash flow hedges, it is reclassified to profit or loss in the same period or periods as the hedge expected future cash flows affects profit or loss. If the hedged future cash flows are no longer expected to occur, then the amounts that have been accumulated in the Cash flow hedge reserve are immediately reclassified to profit or loss. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 259 Annual Report 2023 CTP N.V. 3. CORRECTION OF ERROR Adjustment 1 In 2023, the Group discovered that 2 intercompany transactions connected with merger of DIR to CTP N.V. and subsequent hive-down to CTP Deutschland B.V. were not presented properly in standalone financial state- ments of CTP N.V. As a consequence, Investment in group companies and Long-term payable due from related parties have been understated, Long-term receivables due from related parties has been overstated. The error has been corrected by restating each of the affected financial statement line items for prior period. The following tables summarize the impacts on the Company’s financial statements. Adjustment 2 Due to reconsidering acquisition of DIR as Business combination, corrections were made in Company’s fi- nancial statements in Investment in Group Companies, Share premium, Retained earnings and Profit for the period. The value of financial investment increased as at date of acquisition with an increase in share premium. Sub- sequently, due to change in revaluation of financial investments connected with update in consolidated equity, impact on retained earnings and profit for the period was recognized. Please refer to Note 4 of Consolidated Financial Statements for more details. COMPANY BALANCE SHEET In EUR million 31 December 2022 as previously reported Adjust- ment 1 Adjust- ment 2 31 December 2022 Restated Investments in group companies 5,011.5 107.9 136.6 5,256.0 Long-term receivables due from related parties 4,036.9 -87.8 - 3,949.1 Others 537.4 - - 537.4 Total assets 9,585.8 20.1 136.6 9,742.5 Long-term payable due from related parties 207.9 20.2 - 228.1 Others 4,093.4 - - 4,093.4 Total liabilities 4,301.3 20.2 - 4,321.5 Result for the year 794.6 -0.1 -27.9 766.6 Share premium 3,024.5 - 178.0 3,202.5 Retained earnings -1,796.6 - -13.5 -1,810.1 Others 3,262.0 - - 3,262.0 Total Equity 5,284.5 -0.1 136.6 5,421.0 COMPANY INCOME STATEMENT In EUR million 31 December 2022 as previously reported Adjust- ment 1 Adjust- ment 2 31 December 2022 Restated Result in participating interest 817.7 - -27.9 789.8 Other -23.1 -0.1 - -23.2 Result for the year 794.6 -0.1 -27.9 766.6 4. INVESTMENTS IN GROUP COMPANIES As at 31 December, the Company has the following financial interests in Group companies: Share in issued capital in % Amount In EUR million 31 December 2023 31 December 2022 31 December 2023 31 December 2022 Restated Participating interests 100.0% 100.0% 6,443.8 5,256.0 The company holds 100% ownership interests in the following subsidiaries: CTP Invest spol. sr.o., with stat- utory seat in the Czech Republic, CTP Property B.V. and CTP Deutschland B.V. (formerly CTP Germany B.V.), with their statutory seats in the Netherlands. Acquisition of Deutsche Industrie REIT-AG (subsequently renamed to Deutsche Industrie Grundbesitz AG) On 3 February 2022, the Group has received 98.17% shareholder support for its voluntary public takeover and delisting offer (the “Offer”) for and contemplated merger with Deutsche Industrie REIT-AG (currently CTP Deutschland B.V.) (“DIR”). The total number of DIR shares tendered in the Offer was in aggregate 25,951,833 DIR Shares, corresponding to approximately 80.90% of the outstanding share capital in DIR. Closing and settlement of the Offer, in which CTP offered either a cash consideration of EUR 17.12 or a share consideration of 1.25 shares in the share capital of CTP (the “CTP Shares”) for each tendered DIR Share (the “Share Consideration”), has taken place on 3 February 2022. During the acceptance period, a total of 25,937,060 tendered DIR Shares opted for the Share Consideration. Accordingly, a total of 32,421,325 CTP Shares were issued. Financial Statements Notes to the Company financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 260 Annual Report 2023 CTP N.V. Acquisition of DIR is considered to be a business combination, in exchange for shares of CTP N.V and there- fore, this transaction is in scope of IFRS 3. On 23 August 2022, CTP N.V. and DIR entered transaction of cross-border merger. Assets and liabilities of DIR were transferred to CTP N.V. under universal succession of title and DIR ceased to exist without liquidation. In accordance with agreed exchange ratio, CTP allotted for each issued and outstanding DIR share, 1.25 shares in CTP’s share capital to each holder of shares, resulting in the allotment of 7,659,590 new shares. Shares of DIR in ownership of non-controlling interest, were transferred into shares of CTP N.V. On 1 November 2022, all assets and liabilities of former DIR were transferred through a hive down by way of legal partial division from CTP N.V. to a new subsidiary CTP Deutschland B.V. Transaction of the merger and the demerger have been intended to perform simultaneously from initial start of the acquisition of DIR. In accordance with legal requirements of Dutch Law on the processing of a (legal) merger and demerger and Company’s intentions we prepared these standalone financial statements under the assumption that merger and hive down of DIR is processed in one moment on 23 August 2022. The movements of the investment in Group companies are as follows: In EUR million Participating interests in Group companies 2023 Participating interests in Group companies 2022 Restated Balance at 1 January 5,256.0 3,424.4 Acquisitions - 858.7 Increase in investment - capital contribution 294.5 203.1 Share in result of participating interest - OCI 1.2 -20.0 Share in result of participating interest 892.1 789.8 Balance at 31 December 6,443.8 5,256.0 * The comparative information is restated on account of correction of errors, refer to Note 3. The most significant impact of merger and hive down of DIR on the Company’s financial statements is the following: Investment property In EUR million Investment property Balance at 1 January 2022 - Impact of merger of DIR 892.1 Impact of demerger of DIR -892.1 Balance at 31 December 2022 - Interest bearing loans and borrowings MOVEMENT IN INTEREST BEARING LOANS AND BORROWINGS In EUR million Bank loan Balance at 1 January 2022 - Impact of merger of DIR 188.7 Impact of demerger of DIR -188.7 Balance at 31 December 2022 - No such transactions occurred in 2023. Financial Statements Notes to the Company financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 261 Annual Report 2023 CTP N.V. 5. SHAREHOLDERS’ EQUITY In EUR million Issued capital Share premium reserve Cash flow hedge reserve Legal reserve for participating interest Translation reserve Retained earnings Net profit for the period Total equity Balance at 1 January 2023 Restated 71.1 3,202.5 20.0 3,166.4 4.5 -1,810.1 766.6 5,421.0 Issue of shares / acquisition - - - - - - - - Issue of shares / merger - - - - - - - - Dividends 0.6 -164.6 - - - - - -164.0 Increase of other legal reserve - - - 609.4 - -598.8 - 10.6 Cash-flow hedge - - -16.8 - - - - -16.8 Other - - - - - -4.1 - -4.1 Treasury shares - - - - - - - - Translation reserve - - - - -2.4 - - -2.4 Appropriation of profit - - - - - 766.6 -766.6 - Net result for the year - - - - - - 922.6 922.6 Balance at 31 December 2023 71.7 3,037.9 3.2 3,775.8 2.1 -1,646.4 922.6 6,166.9 * The comparative information is restated on account of correction of errors, refer to Note 3. In EUR million Restated Issued capital Share premium reserve Cash flow hedge reserve Legal reserve for participating interest Translation reserve Retained earnings Net profit for the period Total equity Balance at 1 January 2022 64.1 2,662.0 - 2,488.1 10.7 -2,144.0 1,025.9 4,106.8 Issue of shares / acquisition 5.2 562.2 - - - - - 567.4 Issue of shares / merger 1.2 103.4 - - - -13.4 - 91.2 Dividends 0.6 -124.6 - - - - - -124.0 Increase of other legal reserve - - - 678.3 - -679.1 - -0.8 Cash-flow hedge - - 20.0 - - - - 20.0 Other - - - - - 0.5 - 0.5 Treasury shares - -0.5 - - - - - -0.5 Translation reserve - - - - -6.2 - - -6.2 Appropriation of profit - - - - - 1,025.9 -1,025.9 - Net result for the year - - - - - - 766.6 766.6 Balance at 31 December 2022 71.1 3,202.5 20.0 3,166.4 4.5 -1,810.1 766.6 5,421.0 * The comparative information is restated on account of correction of errors, refer to Note 3. Financial Statements Notes to the Company financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 262 Annual Report 2023 CTP N.V. Issued capital ISSUED CAPITAL AND SHARE PREMIUM Current financial year As at 31 December 2023, the Issued capital comprised of the following: Type of shares No. of shares Nominal value of share Issued capital In EUR million Ordinary shares 448,182,458 EUR 0.16 71.7 Treasury shares -27,976 EUR 0.16 - Total 448,154,482 EUR 0.16 71.7 MOVEMENTS IN ISSUED CAPITAL AND SHARE PREMIUM Nr. of shares Issued capital In EUR million Share premium In EUR million Balance at 1 January 2023 444,100,549 71.1 3,203.0 18 May 2023 Dividend paid 2,221,102 0.3 -76.2 4 September 2023 Dividend paid 1,860,807 0.3 -88.4 Balance at 31 December 2023 448,182,458 71.7 3,038.4 Treasury shares at 1 January 2023/ 31 December 2023 -27,976 - -0.5 Total balance at 31 December 2023 448,154,482 71.7 3,037.9 On 16 May 2023, CTP N.V. announced a final 2022 dividend of EUR 0.23 per ordinary share. Shareholders were given the choice to receive the final dividend either in cash or in shares, with the stock fraction for the dividend based on the volume-weighted average price (VWAP) of the Company’s shares on Euronext Amsterdam on the last three trading days of the election period, ending on 15 May 2023. The number of dividend rights that entitles to one new ordinary share was set at 51.42. Shareholders representing approximately 74% of the total number of outstanding ordinary shares chose to receive the dividend in cash, while shareholders representing 26% of the total number of outstanding ordinary shares opted for payment in stock. Based on the conversion ratio and after delivery of the ordinary shares due to the conversion of dividend rights, the total number of issued and outstanding ordinary shares increased by 2,221,102 to a total of 446,321,651 ordinary shares. The payment date for the dividend payment in cash and delivery of the ordinary shares was 18 May 2023. On 30 August 2023, an interim dividend of EUR 0.25 per share for the first half of 2023 was announced. Shareholders were given the choice to receive the dividend either in cash or in shares, with the stock fraction for the dividend based on the volume-weighted average price (VWAP) of the Company’s shares on Euronext Amsterdam on the last three trading days of the election period, ending on 29 August 2023. The number of dividend rights that entitles to one new ordinary share was set at 50.53. Shareholders representing approximately 79% of the total number of outstanding ordinary shares chose to receive the interim dividend in cash, while shareholders representing approximately 21% of the total number of outstanding ordinary shares opted for payment in stock. Based on the conversion ratio and after delivery of the ordinary shares due to the conversion of dividend rights, the total number of issued and outstanding ordinary shares increased by 1,860,807 to a total of 448,182,458 ordinary shares. The payment date for the dividend payment in cash and delivery of the ordinary shares was 4 September 2023. Prior financial year As at 31 December 2022, the Issued capital and Share premium comprised of the following: Type of shares No. of shares Nominal value of share Issued capital In EUR million Ordinary shares 444,100,549 EUR 0.16 71.1 Treasury shares -27,976 EUR 0.16 -0.0 Total 444,072,573 EUR 0.16 71.1 Financial Statements Notes to the Company financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 263 Annual Report 2023 CTP N.V. MOVEMENTS IN ISSUED CAPITAL AND SHARE PREMIUM Nr. of shares Issued capital In millions of EUR Share premium Restated In millions of EUR Balance at 1 January 2022 400,392,810 64.1 2,662.0 3 February 2022 Share issuance connected with DIR acquisition 32,421,325 5.2 562.2 9 June 2022 Dividends paid 763,581 0.1 -68.0 23 August 2022 Share issuance con- nected with merger of DIR and CTP N.V. 7,659,590 1.2 103.4 5 September 2022 Dividends paid 2,863,243 0.5 -56.6 Balance at 31 December 2022 444,100,549 71.1 3,203.0 Treasury shares -27,976 - -0.5 Total balance at 31 December 2022 444,072,573 71.1 3,202.5 * The comparative information is restated on account of correction of errors, refer to Note 3. On 3 February 2022, the Group acquired DIR (currently CTP Deutschland B.V.). CTP offered either a cash con- sideration of EUR 17.12 or a share consideration of 1.25 shares in the share capital of CTP (the “CTP Shares”) for each tendered DIR Share (the “Share Consideration”). The transaction resulted in issuance of 32,421,325 new shares of CTP N.V. For details refer to Note 4. Following its Annual General Meeting on 26 April 2022, CTP N.V. announced a final 2021 dividend of EUR 0.18 per ordinary share. Shareholders were given the choice to receive the final dividend either in cash or in shares, with the stock fraction for the dividend based on the volume-weighted average price (VWAP) of the Company’s shares on Euronext Amsterdam of the last three trading days of the election period, ending on 18 May 2022. The number of dividend rights that entitles to one new ordinary share was set at 72.5. Shareholders representing approximately 88% of the total number of outstanding ordinary shares chose to receive the dividend in cash, while shareholders representing 12% of the total number of outstanding ordinary shares opted for payment in stock. Based on the conversion ratio and after delivery of the ordinary shares due to the conversion of dividend rights, the total number of issued and outstanding ordinary shares increased by 763,581 to a total of 433,577,716 or- dinary shares. The payment date for the dividend payment in cash and delivery of the ordinary shares was 9 June 2022. On 23 August 2022 CTP N.V. completed the merger with DIR (acquired on 3 February 2022). As a result of the merger, CTP N.V. acquired shares from former shareholders of DIR. CTP offered a share consideration of 1.25 shares in the share capital of CTP (the “CTP Shares”) for each tendered DIR Share. The transaction resulted in issuance of 7,659,590 new shares of CTP N.V. On 10 August 2022, an interim dividend of EUR 0.22 per share for the first half of 2022 was announced. Share- holders were given the choice to receive the final dividend either in cash or in shares, with the stock fraction for the dividend based on the volume-weighted average price (VWAP) of the Company’s shares on Euronext Amsterdam of the last three trading days of the election period, ending on 29 August 2022. The number of dividend rights that entitles to one new ordinary share was set at 62.5. Shareholders representing approximately 59% of the total number of outstanding ordinary shares chose to receive the interim dividend in cash, while shareholders representing approximately 41% of the total number of outstanding ordinary shares opted for payment in stock. Based on the conversion ratio and after delivery of the ordinary shares due to the conversion of dividend rights, the total number of issued and outstanding ordinary shares increased by 2,863,243 to a total of 444,100,549 ordinary shares. The payment date for the dividend payment in cash and delivery of the ordinary shares was 5 September 2022. Legal reserves for participating interests Other legal reserves for participating interests of EUR 3,775.8 million (2022 – EUR 3,166.4 million) existed at 31 December 2023, accounted for according to the equity accounting method. The reserves represented the difference between the participating interests’ retained profit and direct changes in equity, as determined on the basis of the Company’s accounting policies, and the share thereof that the Company may distribute. The shares the Company may distribute take into account any profits that may not be distributable by partic- ipating interests of Dutch limited companies based on the distribution tests to be performed by the manage- ment of those companies. The legal reserves are determined on an individual basis. Treasury shares In 2022, the Company acquired during the merger transaction ordinary shares in total of 27,976 pcs for a total consideration of EUR 545,858 at an average cost of EUR 19.51 per share. Cash flow hedge reserve Changes in the fair value of derivatives designated as hedging instruments and recognised in the cash flow hedge reserve in equity reached EUR 3.2 million net of tax as at 31 December 2023 (2022 – EUR 20.0 million). Decrease of EUR 16.8 million was caused mainly due to a decrease in market rates. The hedging reserve comprises the effective portion of the cumulative net change in the fair value of cash flow hedging instruments related to hedged transactions that have not yet occurred. Financial Statements Notes to the Company financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 264 Annual Report 2023 CTP N.V. Net result for the year The net result for the year consists of share as a result of participating interest, administration cost and net finance expense. Proposal for profit appropriation 2022 At the 2023 Annual General Meeting, the following appropriation of the 2022 result will be proposed: EUR 766.6 million addition to retained earnings. 6. INTEREST-BEARING LOANS AND BORROWINGS FROM FINANCIAL INSTITUTIONS In EUR million 2023 2022 Non-current liabilities Interest-bearing loans and borrowings from financial institutions 621.0 - Accrued arrangement fees -9.1 - Balance at 31 December 611.9 - Current liabilities Interest-bearing loans and borrowings from financial institutions - - Accrued interest 3.2 - Accrued arrangement fees - - Balance at 31 December 3.2 - Total balance at 31 December 615.1 - In EUR million 2023 2022 Nominal value Fair value Nominal value Fair value Interest-bearing loans and borrowings from financial institutions 621.0 623.1 - - The valuation model of fair value of bank loans considers the present value of expected payments, discounted using risk adjusted discount rate. The Company has determined that all of its Interest-bearing loans and borrowings from financial institutions are classified within Level 2 of the fair value hierarchy. To determine the fair value of such instruments, management used a valuation technique in which all signifi- cant inputs were based on observable market data. Company’s interest-bearing loans and borrowings from financial institutions typically have financial cove- nants like loan-to-value and debt service coverage ratio. As at 31 December 2023, there was no breach of covenant conditions. The residual maturity of loans and borrowings from financial institutions as at 31 December 2023 was as follows: In EUR million Balance as at 31 December 2023 Due within Due in Total 1 year 2 years 3-5 years follow. years Interest-bearing loans and borrowings from financial institutions - - 215.9 405.1 621.0 In 2023, the Company received bank loans with a total nominal value of EUR 621.0 million. Bank loans have fixed all-in costs interest rates in range from 4.68% to 5.26% due in 2028, 2029, 2030 and 2033, respectively. Financial Statements Notes to the Company financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 265 Annual Report 2023 CTP N.V. 7. BONDS ISSUED Current period Bond Issuance Date ISIN Nominal value of total bonds issued In EUR million Nominal value of each bond In EUR Currency Type Fix interest rate per annum (“p.a”) Maturity date Fair value of bonds in EUR million 1 Jul 2022 XS2390546849 49.5 100,000 EUR senior unsecured 1.500% 27 Sept 2031 38.5 20 Jan 2022 XS2434791690 700.0 100,000 EUR senior unsecured 0.875% 20 Jan 2026 650.0 27 Sept 2021 XS2390530330 500.0 100,000 EUR senior unsecured 0.625% 27 Sept 2026 449.8 27 Sept 2021 XS2390546849 500.0 100,000 EUR senior unsecured 1.500% 27 Sept 2031 389.0 21 June 2021 XS2356029541 500.0 100,000 EUR senior unsecured 0.500% 21 June 2025 470.8 21 June 2021 XS2356030556 500.0 100,000 EUR senior unsecured 1.250% 21 June 2029 412.9 18 Feb 2021 XS2303052695 500.0 100,000 EUR senior unsecured 0.750% 18 Feb 2027 446.6 1 Oct 2020 XS2238342484 331.8 100,000 EUR senior unsecured 2.125% 1 Oct 2025 318.7 Total 3,581.3 3,176.3 On 27 November 2023, the Group repaid bonds from the emission with ISIN XS2264194205 in a nominal value of EUR 400.0 million. Prior period Bond Issuance Date ISIN Nominal value of total bonds issued In EUR million Nominal value of each bond In EUR Currency Type Fix interest rate per annum (“p.a”) Maturity date Fair value of bonds in EUR million 1 Jul 2022 XS2390546849 49.5 100,000 EUR senior unsecured 1.500% 27 Sept 2031 30.0 20 Jan 2022 XS2434791690 700.0 100,000 EUR senior unsecured 0.875% 20 Jan 2026 572.0 27 Sept 2021 XS2390530330 500.0 100,000 EUR senior unsecured 0.625% 27 Sept 2026 382.9 27 Sept 2021 XS2390546849 500.0 100,000 EUR senior unsecured 1.500% 27 Sept 2031 302.9 21 June 2021 XS2356029541 500.0 100,000 EUR senior unsecured 0.500% 21 June 2025 419.9 21 June 2021 XS2356030556 500.0 100,000 EUR senior unsecured 1.250% 21 June 2029 330.2 18 Feb 2021 XS2303052695 500.0 100,000 EUR senior unsecured 0.750% 18 Feb 2027 374.6 27 Nov 2020 XS2264194205 400.0 100,000 EUR senior unsecured 0.625% 27 Nov 2023 379.8 1 Oct 2020 XS2238342484 331.8 100,000 EUR senior unsecured 2.125% 1 Oct 2025 286.8 Total 3,981.3 3,079.1 Financial Statements Notes to the Company financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 266 Annual Report 2023 CTP N.V. On 20 January 2022, the Group has issued new bond with the emission ISIN XS2434791690 in the nominal value of EUR 700.0 million. On 24 January 2022, the Group has repaid bonds from the emission with ISIN XS2238342484 in the nominal value of EUR 168.2 million. On 1 July 2022, the Company CTP N.V. issued EUR 49.5 million unsecured bonds with a nominal value of EUR 100,000 each under emission from 27 September 2021 with ISIN number XS2390546849. The bonds are issued as subordinated, with fix interest rate 1.5% per annum (“p.a.”), and bonds are due on 27 September 2031. There are no covenants related to the bonds. In EUR million 31 December 2023 31 December 2022 Non-current and current liabilities Bonds issued - nominal value 4,299.5 4,299.5 Repayment of bonds - nominal value -718.2 -318.2 Nominal value after payment 3,581.3 3,981.3 Impact of merger of DIR 19.9 19.9 Impact of demerger of DIR -19.9 -19.9 Interest expense 18.4 18.6 Discount applied -42.8 -42.8 Amortisation of applied discount 17.1 10.0 Bond issuance costs -8.9 -8.8 Amortisation of bond issuance costs 4.8 3.0 Balance at 31 December 3,569.9 3,961.3 In 2023, the Company replaced a revolving credit facility from the year 2021, with a new revolving credit facility of EUR 500 million for a three-year period. The Company does not expect a drawdown either partial or for the full amount under this facility in 2024. 8. FINANCIAL INSTRUMENTS Derivative financial instruments In EUR million 2023 2022 Fair value of derivatives - non-current asset 7.2 - Fair value of derivatives - current asset 35.8 39.0 Fair value of derivatives – assets 43.0 39.0 Fair value of derivatives - non-current liability -7.1 - Fair value of derivatives - current liability -16.2 -12.1 Fair value of derivatives - liabilities -23.3 -12.1 Total 19.7 27.0 The Group has designated certain derivatives as hedging instruments in cash flow hedge relationships. These derivatives are recognised initially at fair value and reported subsequently at fair value in the consolidated statement of financial position. To the extent that the hedge is effective, changes in the fair value of deriva- tives designated as hedging instruments in cash flow hedges are recognised in other comprehensive income and included within the cash flow hedge reserve in equity. Financial Statements Notes to the Company financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 267 Annual Report 2023 CTP N.V. As at 31 December 2023, the Company held the following derivative financial instruments: Derivate financial instruments Due within maturity date Mandatory break Receiving leg Paying leg Currency Nominal value (In million EUR) Fair Value (In million EUR) Interest rate swaps – cash flow hedge 2028 –2053 2025 6M Euribor, Fixed 2.918% From 2.1265% to 3.293%, 6M Euribor EUR 1,258.0 EUR 43.0 Total assets from derivates 43.0 Derivate financial instruments Due within maturity date Mandatory break Receiving leg Paying leg Currency Nominal value (In million EUR) Fair Value (In million EUR) Interest rate swaps – cash flow hedge 2028 –2053 2024 6M Euribor From 2.6555% to 3.508% EUR 495.0 EUR -23.3 Total liabilities from derivates -23.3 As at 31 December 2022, the Company held the following derivative financial instruments: Derivate financial instruments Due within maturity date Mandatory break Receiving leg Paying leg Currency Nominal value (In million EUR) Fair Value (In million EUR) Interest rate swaps – cash flow hedge 2028 –2053 2023 6M Euribor From 2.1265% to 2.4385% EUR 550.0 39.0 Total assets from derivates 39.0 Derivate financial instruments Due within maturity date Mandatory break Receiving leg Paying leg Currency Nominal value (In million EUR) Fair Value (In million EUR) Interest rate swaps – cash flow hedge 2030 – 2053 2023 6M Euribor from 2.609% to 2.652% EUR 375.0 -12.1 Total liabilities from derivates -12.1 Financial Statements Notes to the Company financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 268 Annual Report 2023 CTP N.V. General The Group has exposure to the following risks from its use of financial instruments: Credit risk Credit risk refers to the risk that the counterparty will default on its contractual obligations, resulting in a financial loss to CTP. Credit risk concentration: In EUR million 2023 2022 Amounts due from banks 480.9 466.4 Amounts due from related parties 4,041.7 3,967.0 Amounts due from third parties 4.9 4.8 Total 4,527.5 4,438.2 Liquidity risk Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. With respect to the nature of its business and its assets, the Company is naturally exposed to a certain amount of liquidity risk. 2023 Contractual cash flows In EUR million Until 3 months 3 - 12 Months Between 1 -5 years Over 5 years Total Bonds issued 9.9 27.2 2,615.5 1,072.6 3,725.2 Bank loan 8.4 25.3 321.6 706.8 1,062.1 Derivative financial instruments 15.1 1.7 6.4 1.2 24.4 Trade and other payables incl. corporate income tax liability 1.1 - 16.7 - 17.8 Total 34.5 54.2 2,960.2 1,780.6 4,829.5 2022 Contractual cash flows In EUR million Until 3 months 3 - 12 Months Between 1 -5 years Over 5 years Total Bonds issued 9.9 429.7 2,612.9 1,102.4 4,154.9 Derivative financial instruments - 12.4 - - 12.4 Trade and other payables incl. corporate income tax liability 111.1 - 251.6 - 362.7 Total 121.0 442.1 2,864.5 1,102.4 4,530.0 Market risk Market risk is the risk that changes in market prices such as foreign exchange rates and interest rates will affect CTP’s income or the value of its holding of financial instruments. Market risk management aims to manage and control market risk exposure within acceptable parameters, while optimising the return. CTP N.V. is not subject to interest rate risk, nor foreign currency risks, as all loans provided are with fixed interest rate and in functional currency of the Group – EUR. In the Notes to the consolidated financial statements information is included about the Group’s exposure to the above risks, the Group’s objectives, policies and processes for measuring and managing risk, and the Group’s management of capital. 9. OFF-BALANCE SHEET ASSETS AND LIABILITIES In 2022, CTP N.V. issued guarantee in favor of Coöperatieve Rabobank U.A. connected with financing of devel- opment activities of CTP ALC B.V. Guaranteed obligations represents: • any amount due by the CTP ALC B.V. under and in connection with the Finance Documents for a maximum amount of the Commitment minus the Reserve Amount, • any interest, fees (including for the avoidance of doubt any default interest) and any amount payable un- der any Hedging Agreement due by the CTP ALC B.V. under and in connection with the Facility Agreement. Facility agreement is agreed of EUR 175 million between ABN AMRO Bank N.V., Coöperatieve Rabobank U.A. and CTP ALC B.V. In 2023, the Company had no off-balance sheet assets, nor liabilities to be presented in these financial state- ments. Financial Statements Notes to the Company financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 269 Annual Report 2023 CTP N.V. 10. TRADE AND OTHER PAYABLES Trade and other payables consist of accruals for legal, tax and audit services. 11. CASH AND CASH EQUIVALENTS Cash and cash equivalents of EUR 480.9 million (2022 – EUR 466.4 million) consist of petty cash, cash at bank balances, including cash acquired from bond issuance, and cash on deposit account. 12. OTHER INCOME Other income of EUR 1.5 million (2022 – EUR 22.6 million) represents the management fee and license fee invoiced to the companies in the Group. In 2023, the Company changed the process of recognition of the management fee. 13. OPERATIONAL EXPENSES In EUR million 31 December 2023 31 December 2022 Management fee 5.0 18.1 Donations - 10.0 Consultancy fee 2.2 2.1 Wages 1.3 2.7 Other 1.6 1.9 Total 10.1 34.8 For details related to audit fees, refer to the audit fee table below. Only audit services were provided to the Group. In 2022, the Company donated EUR 10.0 million to the UN refugee agency UNHCR (United Nations High Com- missioner for Refugees) to provide humanitarian support for the more than one million people, who have fled the war in Ukraine into neighboring countries. Audit fees The following fees were charged by KPMG Accountants N.V. to the Company, its subsidiaries and other consol- idated companies, as referred to in Section 2:382a of (1) and (2) of the Dutch Civil Code: In EUR million for 2023 KPMG Accountants N.V. Other KPMG Network Total KPMG Audit fees 0.4 0.8 1.2 Total 0.4 0.8 1.2 In EUR million for 2022 KPMG Accountants N.V. Other KPMG Network Total KPMG Audit fees 0.6 1.0 1.6 Other services 0.1 - 0.1 Total 0.7 1.0 1.7 14. NET FINANCE INCOME/EXPENSE In EUR million 31 December 2023 31 December 2022 Interest income from related parties 121.2 91.5 Interest income from financial institutions 12.6 - Other financial income 15.8 - Finance income 149.6 91.5 Bond interest expenses -39.3 -39.1 Bond issuance costs amortization -8.9 -8.3 Interest expense from related parties -31.8 -5.8 Interest expense from derivatives 4.5 - Interest expense from financial institutions -13.1 - Arrangement fee -2.8 -2.2 Other financial expenses -9.0 -51.3 Finance costs -100.4 -106.7 Net finance income/expense 49.2 -15.2 Other financial income consists of exchange rate differences of EUR 15.8 million (2022 – EUR 0 million). Other financial expenses consist of bank fees of EUR 4.7 million (2022 – EUR 1.9 million), financing fees of EUR 1.6 million (2022 – EUR 13.6 million), change in FV of derivative instruments of EUR 2.7 million (2022 – EUR 0 million) and exchange rate differences of EUR 0 million (2022 – EUR 35.8 million). Financial Statements Notes to the Company financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 270 Annual Report 2023 CTP N.V. 15. INCOME TAXES Income tax In EUR million 2023 2022 Current tax income/expense(-) related to Current year -1.1 - Prior period -5.0 - Total -6.1 - Deferred tax expense Deferred tax expense -4.0 4.2 Total -4.0 4.2 Total income tax expense in statement of profit and loss and other comprehensive income -10.1 4.2 In 2023, the Company recognized income tax expense from prior periods of EUR 5.0 million, arisen from DIR acquisition in 2022. Withholding tax The Company paid withholding dividend tax of EUR 2.4 million (2022 – EUR 2.8 million) paid in respect of final dividend 2022 and interim dividend 2023. Impact is reflected in Share premium, please refer to Note 5. 16. RELATED PARTIES As of 31 December 2023 and 31 December 2022, the Company had the following interest income and interest expense with related parties: 2023 2022 In EUR million Revenues Expenses Revenues Expenses CTP Property B.V. 11.9 - 0.8 - CTP Invest, spol. s r.o. 7.5 -0.8 6.4 - CTPARK ETA SRL 4.3 - 2.6 - CTPARK MIU SRL 4.0 - 1.7 - CTP Vlněna Business Park, spol. s r.o. 4.0 - 1.7 - CTPARK ZETA SRL 3.1 - 2.2 - Spielberk Business Park, spol. s r.o. 2.6 - 2.6 - CTPARK GAMMA SRL 2.4 - 2.3 - CTPark Eighteen Kft. 2.3 -0.1 3.8 - CTPARK PSI SRL 2.2 - 1.4 - CTPark Twelve Kft. 2.1 - 1.7 - CTPARK BUCHAREST WEST I SRL 1.9 - 2.1 - CTPARK BETA SRL 1.9 - 1.3 - CTPark Bucharest A1 SRL 1.7 - 1.7 - CTP Property Beta Poland Sp. z o.o. 1.7 - - - CTPark Bor, spol. s r.o. 1.7 - - - CTPark Eleven Kft. 1.6 - 1.6 - CTP Lambda Poland Sp. z o.o. 1.6 - 0.5 - CTPark Iłowa Sp. z o.o. 1.6 - - - CTP Invest Poland Sp. z o.o. 1.5 - 1.0 - CTP Property Alpha d.o.o. Beograd-Novi Beograd 1.3 - - - CTPARK BUCHAREST SRL 1.3 - 1.9 - CTPARK THETA SRL 1.3 - 1.0 - CTPARK IOTA SRL 1.3 - 0.5 - CTP CONTRACTORS SRL 1.2 - 1.2 - CTPark Nineteen Kft. 1.2 - 0.7 - CTPark Sixteen Kft. 1.2 - 0.6 - CTP Holding B.V. 1.1 - 1.6 - CTPARK BUCHAREST WEST II SRL 1.1 - 0.9 - CTPARK TAU SRL 1.1 - 0.8 - CTP IQ Ostrava, spol. s r.o. 1.1 - 0.5 - CTP Property Delta Poland Sp. z o.o. 1.1 - - - CTPARK PHI SRL 1.0 - 1.5 - CTPARK OMEGA SRL 1.0 - 0.8 - CTPARK KM23 NORTH SRL 1.0 - - - Financial Statements Notes to the Company financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 271 Annual Report 2023 CTP N.V. 2023 2022 In EUR million Revenues Expenses Revenues Expenses CTPark Bratislava, spol. s r.o. 0.9 - 1.4 - CTPARK ALPHA SRL 0.9 - 1.0 - Spielberk Business Park II, spol. s r.o. 0.9 - 0.9 - CTPark Nine Kft. 0.9 - 0.9 - CTPark Brno Líšeň East, spol. s r.o. 0.9 - 0.9 - CTP Tau Poland Sp. z o.o. 0.9 - - - CTP Alpha SK, spol. s r.o. 0.8 - 0.8 - CTP Alpha B.V. 0.8 - 0.5 - CTP Alpha GmbH 0.8 - - - CTPark Ostrava Hrušov, spol. s r.o. 0.8 - - - CTP Moravia North, spol. s r.o. 0.8 - - - CTP Pilsen Region, spol. s r.o. 0.8 - - - CTPark Biatorbágy Kft. 0.7 - 0.6 - CTPark Delta EOOD 0.7 - 0.5 - CTPark Gamma EOOD 0.7 - - - CTPark Twenty Four Kft. 0.7 - - - CTPARK BUCHAREST SOUTH II SRL 0.7 - - - CTP Sigma d.o.o. Beograd-Novi Beograd 0.7 - - - CTP Rho d.o.o. Beograd-Novi Beograd 0.7 - - - CTPark Košice, spol. s r. o. 0.6 - 0.9 - CTPARK BUCHAREST UPSILON SRL 0.6 - 0.7 - CTPark Delta Kft. 0.6 - 0.6 - CTP Zeta d.o.o. Beograd-Novi Beograd 0.6 - 0.6 - CTP Slovakia, s. r. o. 0.6 - 0.5 - CTPARK KAPPA SRL 0.6 - 0.5 - CTPark Seventeen Kft. 0.6 - - - CTP Ponávka Business Park, spol. s r.o. 0.6 - - - CTP Mu Poland Sp. z o.o. 0.6 - - - CTPARK CRAIOVA EAST SRL 0.6 - - - CTP Property Beta d.o.o. Beograd-Novi Beograd 0.6 - - - CTPARK RHO SRL 0.6 - - - CTP Beta B.V. 0.5 - 1.1 - CTPark Fourteen Kft. 0.5 - 0.8 - CTP Zeta GmbH 0.5 - - - CTP Germany VII GmbH 0.5 - - - 2023 2022 In EUR million Revenues Expenses Revenues Expenses CTP Management Hungary Kft. 0.5 - - - CTPark Zabrze Sp. z o.o. 0.5 - - - CTP Gamma Poland Sp. z o.o. 0.5 - - - CTP RHO Poland Sp. z o.o. 0.5 - - - CTPARK SIBIU EAST SRL 0.5 - - - CTPark Prešov s.r.o. 0.5 - - - CTPARK EPSILON SRL 0.5 - - - CTPark Eta EOOD 0.2 - 0.6 - CTPark Prague North III, spol. s r.o. 0.2 - 0.5 - CTPark Hranice, spol. s r.o. 0.1 -2.2 - - CTPark Mladá Boleslav, spol. s r.o. 0.1 -2.2 - - CTPark Prague Airport, spol. s r.o. 0.1 -1.7 - - CTPark Žilina Airport, spol. s r. o. 0.1 - 0.7 - CTPark Opole Sp. z o.o. 0.1 - 0.5 - CTP Bohemia North, spol. s r.o. - -4.3 - -1.2 CTP Vysočina, spol. s r.o. - -4.2 - -1.2 CTP ALC B.V. - -3.4 1.0 - CTPark Ostrava, spol. s r.o. - -3.2 - -0.7 CTPark Brno, spol. s r.o. (formerly CTP Industrial Property CZ, spol. s r.o.) - -3.0 8.7 - CTP Moravia South, spol. s r.o. - -2.0 - -0.5 CTPark Prague East, spol. s r.o. - -1.4 - -0.4 CTP Bohemia West, spol. s r.o. - -1.0 - -0.2 CTP Deutschland B.V. (formerly CTP Germany B.V.) - -0.8 2.3 -0.2 CTPark Námestovo, spol. s r.o. - -0.8 - -0.4 CTP Mu B.V. - -0.1 - - CTPark Brno I, spol. s r.o. - - - -0.5 CTPark Brno II, spol. s r.o. - - - -0.5 Other 13.6 -0.6 16.6 - Total 121.2 -31.8 91.5 -5.8 The revenues comprise interest on loan and borrowings provided to the subsidiaries. As at 31 December 2023 and 31 December 2022, the Company had the following long-term receivables due from related parties: Financial Statements Notes to the Company financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 272 Annual Report 2023 CTP N.V. In EUR million 2023 2022 CTP Property B.V. 636.1 299.1 CTP Invest, spol. s r.o. 294.0 158.9 CTPARK ETA SRL 86.7 87.7 CTP Vlněna Business Park, spol. s r.o. 85.4 83.5 Spielberk Business Park, spol. s r.o. 78.8 79.7 CTPARK KM23 NORTH SRL 73.9 25.9 CTPARK MIU SRL 71.2 64.6 CTPark Twelve Kft. 64.7 55.1 CTP Moravia North, spol. s r.o. 64.3 60.0 CTP Property Alpha d.o.o. Beograd-Novi Beograd 64.1 27.8 CTPARK BUCHAREST WEST I SRL 62.9 67.1 CTPARK THETA SRL 62.5 64.1 CTPARK ZETA SRL 54.1 54.9 CTP Property Delta Poland Sp. z o.o. 53.2 22.7 CTPark Nineteen Kft. 52.0 27.2 CTPark Eleven Kft. 51.8 56.8 CTP Lambda Poland Sp. z o.o. 51.6 39.6 CTP Alpha GmbH 50.9 32.7 CTP Alpha SK, spol. s r.o. 49.8 38.1 CTPark Gamma EOOD 49.8 24.3 CTP Pilsen Region, spol. s r.o. 49.5 67.7 CTP CONTRACTORS SRL 48.3 52.1 CTP Invest Poland Sp. z o.o. 47.7 93.2 CTP Alpha B.V. 45.5 36.4 CTP Mu Poland Sp. z o.o. 44.1 9.9 CTPark Sixteen Kft. 43.0 37.0 CTPARK PSI SRL 41.7 38.5 CTPARK PHI SRL 40.3 42.4 CTP Eta B.V. 39.7 - CTPark Brno Líšeň East, spol. s r.o. 39.5 36.2 CTP Zeta GmbH 38.8 12.6 CTPARK BETA SRL 36.9 33.2 CTPark Bor, spol. s r.o. 36.3 - CTPARK ALPHA SRL 35.3 38.4 CTP Tau Poland Sp. z o.o. 31.6 27.0 CTP Property Beta d.o.o. Beograd-Novi Beograd 31.4 14.4 In EUR million 2023 2022 CTP Sigma d.o.o. Beograd-Novi Beograd 31.4 19.7 CTPARK IOTA SRL 31.1 27.3 CTP Kappa B.V. 31.0 - CTPark Prešov s.r.o. 29.7 21.0 CTPark Nine Kft. 29.6 30.4 CTPark Zabrze Sp. z o.o. 29.4 15.8 CTPark Bremen B.V. 26.9 17.3 CTPARK CRAIOVA EAST SRL 26.6 24.9 CTP Omega Poland Sp. z o.o. 26.6 12.9 Spielberk Business Park II, spol. s r.o. 26.3 27.0 CTPARK BUCHAREST SOUTH II SRL 26.0 28.2 CTPark Twenty Four Kft. 24.9 21.0 CTPark Biatorbágy Kft. 24.8 22.9 CTP Slovakia, s. r. o. 24.7 18.5 CTPark Beta EOOD 24.0 13.6 CTPark Delta Kft. 23.2 21.3 CTP Rho d.o.o. Beograd-Novi Beograd 22.8 16.9 CTPARK BUCHAREST WEST II SRL 22.6 21.8 CTPark Seventeen Kft. 22.1 23.3 CTP Phi d.o.o. Beograd-Novi Beograd 21.8 5.6 CTP Zeta doo Beograd-Novi Beograd 21.7 21.1 CTPARK SIBIU EAST SRL 21.1 22.2 CTP Management Hungary Kft. 21.1 15.9 CTP IQ Ostrava, spol. s r.o. 20.3 22.8 CTPARK OMEGA SRL 19.8 20.5 CTP Delta Poland Sp. z o.o. 19.3 15.7 CTP Germany VII GmbH 18.6 - CTP Solar SRL 18.3 3.8 CTPARK TAU SRL 17.9 21.0 CTPARK DELTA SRL 16.9 18.9 CTP Rho Poland Sp. z o.o. 16.9 - CTPark Delta EOOD 16.6 17.0 CTP Beta Poland Sp. z o.o. 16.1 1.4 CTP Gamma GmbH 15.8 1.6 CTPark Ostrava Hrušov, spol. s r.o. (formerly H-Zone, s.r.o.) 15.7 - CTPark Thirteen Kft. 15.5 15.1 Financial Statements Notes to the Company financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 273 Annual Report 2023 CTP N.V. In EUR million 2023 2022 CTPark Brno Líšeň West, spol. s r.o. 15.2 10.9 CTPark Brno III, spol. s r.o. 15.2 15.3 CTPark Bratislava East, spol. s r.o. 15.0 - CTP Epsilon B.V. 14.2 - CTPark Eight Kft. 13.1 11.0 CTP Invest SK, spol. s r.o. 12.8 6.6 CTP Property Alpha Poland Sp. z o.o. 12.7 12.5 CTPARK SIGMA SRL 12.0 12.5 CTPARK TIMISOARA EAST SRL 11.7 13.1 CTP Invest Immobilien GmbH 11.0 4.2 CTP Delta d.o.o. Beograd-Novi Beograd 10.6 11.8 CTPark Žilina Airport, spol. s r.o. 10.4 17.3 CTP Invest d.o.o. Beograd-Novi Beograd 10.4 10.0 CTPARK BRASOV SRL 10.2 10.2 CTPARK RHO SRL 9.9 10.4 CTPark Hlohovec, spol. s r.o. 9.7 11.6 CTPark Čierny Les, spol. s r.o. 7.6 20.6 CTPark Prague North III, spol. s r.o. 0.2 11.1 CTP Deutchland B.V. (formerly CTP Germany GmbH B.V.) - - CTPark Eighteen Kft. - 136.1 CTPark Brno, spol. s r.o. (formerly CTP Industrial Property CZ, spol. s r.o.) - 94.0 CTPark Bratislava, spol. s r.o. - 74.4 CTPARK GAMMA SRL - 55.4 CTPARK BUCHAREST SRL - 55.1 CTP Beta B.V. - 50.8 CTPark Košice, spol. s r.o. - 49.2 CTP Ponávka Business Park, spol. s r.o. - 49.1 CTPark Bucharest A1 SRL - 46.8 CTPark Mladá Boleslav, spol. s r.o. - 42.2 CTP Property Beta Poland Sp. z o.o. - 41.0 CTP Holding B.V. - 40.8 CTPark Hranice, spol. s r.o. - 35.9 CTPark Iłowa Sp. z o.o. - 28.7 CTPark Eta EOOD - 28.6 CTPark Fourteen Kft. - 28.5 CTPark Opole Sp. z o.o. - 27.3 In EUR million 2023 2022 CTP Gamma Poland Sp. z o.o. - 23.5 CTPark Prague Airport, spol. s r.o. - 22.1 CTPARK KAPPA SRL - 18.6 CTPARK BUCHAREST UPSILON SRL - 18.0 CTP Bohemia South, spol. s r.o. - 11.9 CTPark Blučina, spol. s r.o. - 11.5 CTP Eta Poland Sp. z o.o. - 10.3 Other 240.5 265.0 Total 3,966.9 3,949.1 Interest rate on long-term receivables due from related parties is 1.25% - 8% p.a., depending on purpose and country-specific conditions. In EUR million 2023 2022 Balance of the loans provided as at 1 January 3,949.1 3,281.7 Loans granted to the related parties 1,925.2 2,232.8 Repayment of loans -1,908.8 -1,456.1 Settlement of loans with the Increase in Equity of subsidiaries - -136.9 Impact of merger DIR AG - 4.1 Impact of demerger of DIR AG - -4.1 Interest accrued 121.2 93.9 Interest received -119.2 -65.9 Other -0.6 -0.4 Balance at 31 December 3,966.9 3,949.1 Financial Statements Notes to the Company financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 274 Annual Report 2023 CTP N.V. Movement schedule of the loans provided to related parties: As at 31 December 2023 and 31 December 2022, the Company had the following long-term payables due to related parties: In EUR million 2023 2022 CTPark Ostrava, spol. s r.o. -118.1 -37.0 CTP Deutchland B.V. (formerly CTP Germany GmbH B.V.) -65.9 -20.1 CTPark Brno, spol. s r.o. (formerly CTP Industrial Property CZ, spol. s r.o.) -64.3 - CTP Moravia South, spol. s r.o. -63.8 -26.6 CTPark Mladá Boleslav, spol. s r.o. -50.8 - CTPark Námestovo, spol. s r.o. -40.3 -35.5 CTPark Hranice, spol. s r.o. -26.2 - CTPark Prague East, spol. s r.o. -25.3 -24.2 CTPark Prague Airport, spol. s r.o. -24.1 - CTP Vysočina, spol. s r.o. -20.7 -18.8 CTPark Bor, spol. s r.o. -16.9 - CTP Bohemia South, spol. s r.o. -13.3 - CTPark Cerhovice, spol. s r.o. (formerly CTP XIII, spol. s r.o.) -11.6 - CTPark Modřice, spol. s r.o. -11.2 - CTPark Chrastava a.s. -10.9 - CTPark Brno I, spol. s r.o. - -30.2 CTPark Brno II, spol. s r.o. - -28.7 Other -44.0 -7.0 Total -607.4 -228.1 Interest rate on long-term payables due to related parties is 2% - 5.2% p.a., depending on purpose and coun- try-specific conditions. Movement schedule of the loans received from related parties: In EUR million 2023 2022 Balance of the loans provided as at 1 January -228.1 - Loans granted to the related parties -382.8 -225.7 Repayment of loans 20.2 0.3 Interest accrued -17.6 -2.7 Interest paid 1.3 - Other -0.4 - Balance at 31 December -607.4 -228.1 As at 31 December 2023 and 31 December 2022, the Company had the following trade and other receivables due from related parties, and trade and other payables to related parties: 2023 2022 In EUR million Receivables Payables Receivables Payables CTP Property B.V. 33.6 - - - CTP Invest, spol. s r.o. 26.1 -6.9 3.9 -10.1 CTP INVEST BUCHAREST SRL 8.0 - 7.9 - CTP Property Czech, spol. s r.o. 2.6 - - - CTP CEE Sub Holding, spol. s r.o. 1.6 - - - CTP Invest d.o.o. Beograd-Novi Beograd 1.5 - 1.5 - CTP Management Hungary Kft. - - 2.2 - CTP Moravia South, spol. s r.o. - - - -26.5 CTPark Ostrava, spol. s r.o. - - - -67.7 CTP Forest, spol. s r.o. - -1.0 - - CTPark Prague Airport, spol. s r.o. - -1.1 - - CTPark Hranice, spol. s r.o. - -1.7 - - CTP Bohemia North, spol. s r.o - -4.3 - -1.2 CTP Vysočina, spol. s r.o. - -4.6 - -1.4 Other 1.4 -1.9 2.4 -2.7 Total 74.8 -21.5 17.9 -109.6 Financial Statements Notes to the Company financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 275 Annual Report 2023 CTP N.V. 17. PERSONNEL The Company employed 8 employees in 2023 (2022 – 12 employees). 18. EMOLUMENTS OF DIRECTORS In 2023, the emoluments, incl. the LTIP disclosed below, as defined in Section 2:383(1) of the Dutch Civil Code, charged in the financial year to the Company, its subsidiaries and consolidated other companies amounted to EUR 2.2 million (2022 – EUR 3.0 million), out of which EUR 1.7 million (2022 – EUR 2.5 million) relates to emolument of Executive Directors and EUR 0.4 million (2022 – EUR 0.5 million) to Non-Executive Directors. Share based payment In 2023 and 2022, the Company granted a conditional share award under the LTIP to a Director. This award has a vesting period of three years, subject to continued services up to vesting, and depends on the Company’s total shareholder return (TSR). Vesting of 50% of the number of awards granted is subject to an absolute TSR condition and 50% is subject to a relative TSR condition. The number of awards that will vest is between 0% and 150% of the target number of awards granted. The vesting percentage is allocated linearly between the threshold level and the maximum level. The fair value of the awards is expensed on a straight-line basis over the three-year vesting period. In 2023, the total share-based payment expense recognized for the equity-settled awards amounted to EUR 0.2 million (2022 – EUR 0.2 million). In 2023, expected bonus for employees of EUR 2.5 million (2022: EUR 0 million) was recognised in equity of the Group. Bonus will be paid in form of shares in 2024. 19. SUBSEQUENT EVENTS In February 2024, the Company issued green bonds of EUR 750.0 million with 6-year maturity and 4.75% fixed coupon. In February 2024, the concurrent tender offer enabled CTP to repurchase bonds with a total nominal amount of EUR 250.0 million. The Company had as of 31 December 2023 various receivables against various intragroup debtors as listed in Note 16, resulting from the various loan agreements. In February 2024, the Company agreed to in-kind con- tribute such receivables, in the aggregate amount of EUR 2,984.9 million, as share premium of CTP Property B.V., hereby transferring these intercompany financing activities from the listed parent to this intermediate holding company. CTP is not aware of any other events that have occurred since the balance sheet date that would have a mate- rial impact on these financial statements as at 31 December 2023. 20. SUBSIDIARIES The Company has 100% ownership interest in CTP Property B.V., CTP Invest, spol. s r.o. and CTP Deutschland B.V., which owns subsidiaries with operational activities in the Czech Republic, Hungary, Romania, Poland, Slovakia, Austria, Germany, Serbia, the Netherlands and Bulgaria. For the structure of the Group as at 31 December 2023, refer to Appendix 1 – Group Structure. Amsterdam, 11 March 2024 The Board of Directors Remon L. Vos Richard J. Wilkinson Barbara Knoflach Gerard van Kesteren Susanne Eickermann-Riepe Pavel Trenka Financial Statements Notes to the Company financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 276 Annual Report 2023 CTP N.V. Financial Statements Other Information Other Information Provisions in the Articles of Association governing the appropriation of profit: According to Article 22 of the Company’s Articles of Association, the profit is at the disposal of the General Meeting of Shareholders, which can allocate the profit wholly or partly to the general or specific reserve funds. The Board must approve the appropriation of profit before the decision of the General Meeting takes effect. The Company can only make payments to shareholders and other parties entitled to the distributable profit if the amount the shareholders’ equity is greater than the paid-up and called-up part of the capital plus the legally required reserves. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 277 Annual Report 2023 CTP N.V. Independent Auditor’s Report Financial Statements Independent Auditor’s Report Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 278 Annual Report 2023 CTP N.V. KPMG Accountants N.V., a Dutch limited liability company registered with the trade register in the Netherlands under number 33263683, is a member firm of the global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee. Independent auditor's report To: the General Meeting of Shareholders of CTP N.V. Report on the audit of the financial statements 2023 included in the annual report Our opinion In our opinion: • the accompanying consolidated financial statements give a true and fair view of the financial position of CTP N.V. as at 31 December 2023 and of its result and its cash flows for the year then ended, in accordance with IFRS Accounting Standards as endorsed by the European Union (EU-IFRS) and with Part 9 of Book 2 of the Dutch Civil Code. • the accompanying company financial statements give a true and fair view of the financial position of CTP N.V. as at 31 December 2023 and of its result for the year then ended in accordance with Part 9 of Book 2 of the Dutch Civil Code. What we have audited We have audited the financial statements 2023 of CTP N.V. (‘the company’) based in Amsterdam. The financial statements include the consolidated financial statements and the company financial statements. The consolidated financial statements comprise: 1 the consolidated statement of financial position as at 31 December 2023; 2 the following consolidated statements for the year 2023: the statements of profit or loss and comprehensive income, changes in equity and cash flows; and 3 the notes comprising material accounting policy information and other explanatory information. Financial Statements Independent Auditor’s Report Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 279 Annual Report 2023 CTP N.V. 2 The company financial statements comprise: 1 the company income statement for the year 2023; 2 the company balance sheet as at 31 December 2023; and 3 the notes comprising a summary of the accounting policies and other explanatory information. Basis for our opinion We conducted our audit in accordance with Dutch law, including the Dutch Standards on Auditing. Our responsibilities under those standards are further described in the ‘Our responsibilities for the audit of the financial statements’ section of our report. We are independent of CTP N.V. in accordance with the ‘Verordening inzake de onafhankelijkheid van accountants bij assurance- opdrachten’ (ViO, Code of Ethics for Professional Accountants, a regulation with respect to independence) and other relevant independence regulations in the Netherlands. Furthermore, we have complied with the ‘Verordening gedrags- en beroepsregels accountants’ (VGBA, Dutch Code of Ethics). We designed our audit procedures in the context of our audit of the financial statements as a whole and in forming our opinion thereon. The information in respect of going concern, fraud and non-compliance with laws and regulations, climate and the key audit matters was addressed in this context, and we do not provide a separate opinion or conclusion on these matters. We believe the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Financial Statements Independent Auditor’s Report Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 280 Annual Report 2023 CTP N.V. Financial Statements Independent Auditor’s Report 3 Information in support of our opinion Summary Materiality • Materiality of EUR 100 million • 0.77% of total assets Group audit • Audit coverage of 99% of investment property and investment property under development • Audit coverage of 96% of total assets • Audit coverage of 68% of rental income Fraud/Noclar, Going concern and climate related risks • Fraud & Non-compliance with laws and regulations (Noclar) related risks: presumed fraud risk on management override of controls and a fraud risk related to possible conflict of interest in real estate transactions • Going concern related risks: no significant going concern risks identified • Climate related risks: the response of the Board of Directors to possible future effects of climate change and their anticipated outcomes have been disclosed in chapter 4.7.1 of the annual report. We have considered the impact of climate related risks on the financial statements and described our approach and observations in the section ‘Audit response to climate related risks’ Key audit matters • Valuation of investment property and investment property under development • Real estate transactions • Goodwill • Correction of errors Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 281 Annual Report 2023 CTP N.V. Financial Statements Independent Auditor’s Report 4 Materiality Based on our professional judgement we determined the materiality for the financial statements as a whole at EUR 100 million (2022: EUR 90 million). The materiality is determined with reference to total assets 0.77% (2022: 0.72%). We consider total assets as the most appropriate benchmark because of the nature of the business, the level of activities and asset value is likely the primary focus of the users of the financial statements evaluating CTP N.V.’s financial performance. Materiality has significantly changed compared to last year due to increase of total assets. We have also taken into account misstatements and/or possible misstatements that, in our opinion, are material for the users of the financial statements for qualitative reasons. We agreed with the Board of Directors that misstatements identified during our audit in excess of EUR 5 million would be reported to them, as well as smaller misstatements that in our view must be reported on qualitative grounds. Scope of the group audit CTP N.V. is at the head of a group of components. The financial information of this group is included in the financial statements of CTP N.V. Because we are ultimately responsible for the audit opinion, we are also responsible for directing, supervising and performing the group audit. In this respect we have determined the nature and extent of the audit procedures to be carried out for operating companies and issued audit instructions to local auditors. As group auditor we were involved in the full-scope audits performed by local auditors. Our group audit scoping was mainly based on the accounts investment property and investment property under development. These components are either individually financially significant due to their relative size in the group or because we identified a significant risk of material misstatement for one or more account balances of these entities. In addition, we included certain components in the scope of our group audit where specified audit procedures are performed on the valuation of investment property and investment property under development in order to obtain sufficient audit coverage. All components in scope for group reporting are audited by KPMG member firms. Our involvement included, amongst others the following: • issuing audit instructions to component auditors prescribing the scope of the audit procedures to be performed, our risk assessment, materiality to be applied and reporting requirements; • participation in planning discussions with component auditors; • attending meetings with the local auditors to discuss the results of local audits and discussions on the valuation of investment property with independent appraisers engaged by the company; • follow-up on reported audit findings; • review of the component audit files and verification that the audit work had been carried out in accordance with our instructions. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 282 Annual Report 2023 CTP N.V. Financial Statements Independent Auditor’s Report 5 For the residual population not in scope we performed analytical procedures in order to corroborate that our scoping remained appropriate throughout the audit. By performing the procedures mentioned above together with additional procedures at group level, we have been able to obtain sufficient and appropriate audit evidence about the group’s financial information to provide an opinion about the financial statements. The audit coverage as stated in the section summary can be further specified as follows: Total assets Investment property and investment property under development Rental income 60% 36% 60% 39% 68% Audit of complete reporting package Specified audit procedures Audit of complete reporting package Specified audit procedures Audit of complete reporting package Audit response to the risk of fraud and non-compliance with laws and regulations In chapter ‘Risk management, internal controls and compliance’ of the annual report, the Board of Directors describes its procedures in respect of the risk of fraud and non-compliance with laws and regulations. As part of our audit, we have gained insights into the company and its business environment, and assessed the design and implementation of the company’s risk management in relation to fraud and non-compliance. Our procedures included, among other things, assessing the company’s code of conduct, whistleblowing policy, KYC & AML screening policy, anti-bribery policy, anti-fraud policy, incidents register and its procedures to investigate indications of possible fraud and non- compliance. Furthermore, we performed relevant inquiries with the Board of Directors and other relevant functions, such as Internal Audit and Compliance. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 283 Annual Report 2023 CTP N.V. Financial Statements Independent Auditor’s Report 6 As part of our audit procedures, we: • assessed other positions held by the Board of Directors and other employees and paid special attention to procedures and compliance in view of possible conflicts of interest; • evaluated correspondence with regulators (e.g. the AFM) as well as legal confirmation letters. In addition, we performed procedures to obtain an understanding of the legal and regulatory frameworks that are applicable to the company and identified the following areas as those most likely to have a material effect on the financial statements: • anti-money laundering laws and regulations; and • anti-bribery and corruption laws and regulations. We evaluated the fraud and non-compliance risk factors to consider whether those factors indicate a risk of material misstatement in the financial statements. Further, we assessed the presumed fraud risk on revenue recognition as irrelevant, because the company’s main form of revenue relates to rental income which involves limited judgement as the revenue related to rental income is contractually agreed and with various individual tenants. Based on the above and on the auditing standards, we identified the following two fraud risks that are relevant to our audit, including the relevant presumed risk laid down in the auditing standards, and responded as follows: Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 284 Annual Report 2023 CTP N.V. Financial Statements Independent Auditor’s Report 7 Management override of controls (a presumed risk) Management is in a unique position to manipulate accounting records and prepare fraudulent financial statements by overriding controls that otherwise appear to be operating effectively. We evaluated the design and the implementation of internal controls that mitigate fraud and non-compliance risks, such as processes related to journal entries and estimates. We performed a data analysis of high-risk journal entries (adjustments to initially recorded changes in fair value of investment property and investment property under development above a threshold) which were subject of the examination and evaluated the key estimates valuation of investment property and investment property under development and judgments for bias by the Board of Directors, including retrospective reviews of prior years’ estimates. Where we identified instances of unexpected journal entries or other risks through our data analytics, we performed additional audit procedures to address each identified risk, including testing of transactions back to source information. We incorporated elements of unpredictability in our audit: • performing procedures on an early-stage development project and review the tender process related to selection of a construction company (e.g., multiple quotes obtained, documentation around selection of the party) and selection of advisory fees paid in the period just before a construction permit is obtained and to perform procedures on whether the services are in accordance with the fees paid. • performing procedures on cost declarations of executive directors. • determine via inquiry whether accounting staff feels pressure to book journal entries without proper support. Fraud risk related to conflict of interest in real estate transactions With respect to the risk of fraud in relation conflict of interest in the real estate transactions, we refer to the Key audit matter ‘Real estate transactions’. We communicated our risk assessment, audit responses and results to the Board of Directors. Our evaluation of procedures performed related to fraud and non-compliance with laws and regulations did not result in an additional key audit matter. Our audit procedures did not reveal indications or reasonable suspicion of fraud and non-compliance that are considered material for our audit. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 285 Annual Report 2023 CTP N.V. Financial Statements Independent Auditor’s Report 8 Audit response to going concern As explained in note 2 to the financial statements, the Board of Directors has performed its going concern assessment and has not identified any going concern risks. To assess the Board of Directors’ assessment, we have performed, inter alia, the following procedures: • We considered whether the assessment of the going concern risks performed by the Board of Directors included all relevant information of which we are aware of as a result of our audit; • We considered whether the developments in share prices indicate a significant going concern risk; • We analyzed the financial position of the Group as at year end and compared it to the previous financial year in terms of indicators that could identify significant going concern risks. The outcome of our risk assessment procedures did not give reason to perform additional audit procedures on management’s going concern assessment. Audit response to climate related risks The company has set out its ambitions relating to climate change in chapter 4.7.1. “Striving to be Climate Positive” of the annual report 2023. The company’s ambition is in line with the Paris Agreement to become carbon neutral by 2050 in all scopes as defined by the Greenhouse Gas Protocol Corporate Standard through the reduction of the Group’s GHG emissions and water consumption, the production of renewable energy and support for biodiversity. The Board of Directors has assessed, against the background of the company’s business and operations, how climate related risks and the company’s own ambitions could have a significant impact on its business or could impose the need to adapt its strategy and operations. The Board of Directors has considered the impact of physical risks extensively and transition risks high-level on the financial statements under the requirements of EU-IFRS. The Board of Directors prepared the financial statements, including considering whether the implications from climate related risks and ambitions have been appropriately accounted for and disclosed. As part of our audit, we performed a risk assessment of the impact of climate related risk on the financial statements and our audit approach. We performed the following procedures: • Understanding the company’s processes: we held inquiries with the Board of Directors, the Group Head of ESG and other relevant employees for Environmental, Social, and Governance who are responsible for climate risk assessment within the company. The purpose is to understand the client’s risk assessment and the climate roadmap to become carbon neutral in all scopes by 2050. The company has performed a physical climate risk assessment including scenario analysis, but a climate roadmap is still in progress. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 286 Annual Report 2023 CTP N.V. 9 Further, we inquired how this ambition was translated into investment decisions and the related potential impact of climate related risks and ambitions on the company’s annual report and financial statements. • We evaluated climate risk related fraud risk factors such as pressure from remuneration and expectations from external stakeholders to meet ESG/climate risk related targets. We concluded that the factors do not result in an event or condition that would indicate a risk of material misstatement in the financial statements. • We have inquired with the external appraiser on how climate risk factors are considered in the external appraisal process and inspected the external valuation reports on potential climate related impact on fair value of investment property. • We involved KPMG climate change subject matter experts, to assist in understanding how climate related risks and ambitions may affect the entity and its accounting in the current year’s financial statements. Based on the procedures performed above, we found that climate related risks have no material impact on the 2023 financial statements under the requirements of EU-IFRS and no material impact on our key audit matters. Furthermore, we have read the ‘Other information’ with respect to climate related risks as included in the annual report and considered whether such information contains material inconsistencies with the financial statements or our knowledge obtained through the audit, in particular as described above and our knowledge obtained otherwise. Our key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements. We have communicated the key audit matters to the Board of Directors. The key audit matters are not a comprehensive reflection of all matters discussed. Compared to last year the key audit matter with respect to application of hedge accounting has been removed and those in respect of corrections of errors and goodwill have been added. Financial Statements Independent Auditor’s Report Company Introduction Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 287 Annual Report 2023 CTP N.V. 10 Valuation of investment property and investment property under development Description Investment property and investment property under development (hereafter ‘investment property’) amounts to EUR 13.4 billion and represent 90% of the Group’s total assets as at 31 December 2023. Investment property is valued at fair value; therefore, the Group has to make estimates and use assumptions to determine those fair values. The fair value is, as explained in notes 18 and 19 to the financial statements, determined by the Board of Directors based on appraisal reports by an independent appraiser (98%) or on the acquisition price of investment property as a proxy for the fair value when acquired close to the reporting date (2%). Because the valuation of investment property and investment properties under development is complex and highly dependent on estimates and significant assumptions (such as estimated rental value and yield/discount rate, and specifically for investment property under development the development margin) and the availability of comparable transactions, we consider the valuation of investment property as a key audit matter in our audit. Our response With involvement of KPMG auditors in the Netherlands, Czech Republic, Slovakia, Hungary and Germany, our procedures for the valuation of investment property included: — assessment of the valuation process with respect to the investment property as at 31 December 2023, including an evaluation of the design and implementation of related internal controls and test of details; — verification whether lease data provided to the appraisers is consistent with the property management systems, and whether any significant changes have occurred since providing the data to the appraisers; — evaluation of the competence, capabilities and objectivity of the external appraisal firms; — involvement of property valuation experts to verify the appropriateness of the valuation methodology, determine the mathematical accuracy of the valuation model and verification of the appropriateness of key assumptions in the valuation process, which consists of estimated rental values and yields/discount rates. This included assessing the historical accuracy of the assumptions in prior periods, our understanding of the market and market developments and a comparison of assumptions and movements therein with publicly available data; — discussion of the results of the valuation process and our findings and observations with management and the appraisal firms; and — evaluation of the adequacy of the disclosures in notes 18 and 19 in respect of investment property in conformity with EU-IFRS Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 288 Annual Report 2023 CTP N.V. 11 Our observation Overall, we assess that the assumptions and methodologies used, and related estimates resulted in a valuation of investment property which is deemed reasonable and concur with the related disclosures in the financial statements. Real estate transactions Description As part of the normal course of business, real estate transactions take place. Acquisitions of investment property and investment property under development are significant transactions which are prone to fraud due to the nature of these transactions. Transactions often involve a variable consideration (earnouts, rental guarantees, etc.) and are structured as asset deals or share deals (depending on tax considerations). We have identified fraud risk in relation to corruption in the context of the use of agents and/or business partners as part of the acquisition of investment property and investment property under development and related potential conflicts of interest. The fraud risk has been allocated to specific transactions/properties (i.e. entities within the group that are involved in acquisition of real estate) mainly to screen whether fraud risk factors in transactions are present. Our response In respect of fraud risks related to transactions with investment property and investment property under development, we obtained an understanding of management’s anti-fraud controls (for example, counterparty due diligence, four-eyes principle, procurement procedures for development/construction contracts). Further, we selected specific transactions to verify whether any fraud risk factors are present especially in the view of a possible of conflict of interest. At group level, we also inspected minutes of Board meetings in which these transactions are discussed to verify that the governance around the transactions is appropriate, and the required approvals are obtained. Our observation Based on our procedures on specific real estate transactions, we have not found any fraud risk factors that would lead to a potential fraud risk and/or conflict of interest. Financial Statements Independent Auditor’s Report Company Introduction Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 289 Annual Report 2023 CTP N.V. 12 Corrections of errors Description In 2023 management reconsidered the accounting treatment of the acquisition of Deutsche Industrie REIT-AG(DIR) and concluded that in 2022 the transaction should have been accounted for as a business combination in accordance with IFRS 3, rather than an acquisition of assets and liabilities. As the adjustment is material it is treated as a correction of error in accordance with IAS 8. The errors have been corrected by restating the individual line items for prior periods. In the consolidated financial statements the correction of error lead to the recognition of EUR 171.1 million of goodwill a deferred tax liability of EUR 34.6 million and a resulting increase in equity of EUR 136.5 million. Adjustment of the net valuation result (negative) in 2022 with EU 26.3 million and a number of smaller adjustments lead to a total negative adjustment of total comprehensive income of EUR 28.0 million. In addition in 2023 management noted that in the accounting for the acquisition of DIR intercompany loans from CTP N.V. to DIR had not been treated correctly. In the transaction these loans were converted to equity. As the adjustment is material it is treated as a correction of error in accordance with IAS 8. The errors have been corrected in the company financial statements by restating the individual line items for prior periods. There is no restatement of the consolidated financial statements. The correction lead to an increase of the investment in group companies of EUR 107.9 million; corresponding adjustments are in long term receivables from group companies and long term payables to group companies. Result for the year 2022 is adjusted with EUR 0.1 million. Our response In respect of the correction of error we obtained an understanding of management’s analysis and resulting adjustments to the financial statements. Our procedures included: - Assessing the appropriateness of the accounting treatment in accordance with IFRS 3. - Reconciling the adjustment relating to the intercompany loans to the transaction documentation. - Assessing the restatement at the prior period. - Assessing the treatment and disclosure in accordance with IAS 8. Our observation We consider the correction of errors to be determined appropriately and we consider the disclosure in note 4 to the consolidated financial statements and note 3 to the company financial statements appropriate. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 290 Annual Report 2023 CTP N.V. 13 Goodwill Description At 31 December 2023 CTP N.V. has goodwill of EUR 171 million (2022: EUR 171 million) on the balance sheet. The goodwill arose from the DIR acquisition. Refer to KAM ‘Correction of errors’ for details. Goodwill is allocated to Cash Generating Units (CGU’s) for which management is required to test the carrying value of goodwill for impairment annually or more frequently if there is a triggering event for testing. As described in note 22 goodwill and intangible assets to the consolidated financial statements in 2023 CTP N.V. no goodwill impairment is recognized in 2022 and in 2023. Performing audit procedures related to the goodwill impairment test and in particular the calculation of the recoverable amount is complex and judgmental and subject to significant estimation uncertainty. The most significant judgements were the determination of the WACC and CGU and the assessment of the terminal value growth rate and the future cash flows. Given the financial significance and the level of judgement required and significant estimation uncertainty, we considered this a key audit matter. Our response Our procedures cover the methodology, the design of the model used for the goodwill impairment test, the reliability of assumptions for cash flow projections and the reliability of other input data. With the assistance of our valuation specialists we performed the following procedures: — assessment of the appropriateness of the methodology and mathematical accuracy of the calculations in the model; — assessment of the appropriateness of the WACC; — assessment of the assumptions used by comparing them to external data such as expected inflation rates, discount rates and implied growth rates; — assessment of the consistency of cash flow projections used in the valuation with information approved by management such as business plans (including expected growth rates); — reconciliation of the carrying values of the CGU to the EU-IFRS balance sheet of these entities; — assessment of the adequacy of the disclosure around goodwill and goodwill impairment; — performing sensitivity analysis on the derived value in use. Our observation We consider management’s methods, assumptions and data used to calculate the recoverable amount of goodwill to be reasonable and the impairment charge recorded to be appropriate. We also found the goodwill and goodwill impairment notes in the financial statements to be adequate. Financial Statements Independent Auditor’s Report Company Introduction Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 291 Annual Report 2023 CTP N.V. 14 We refer to the disclosure on goodwill and intangible assets in note 22. Report on the other information included in the annual report In addition to the financial statements and our auditor’s report thereon, the annual report contains other information. Based on the following procedures performed, we conclude that the other information: • is consistent with the financial statements and does not contain material misstatements; and • contains the information as required by Part 9 of Book 2 of the Dutch Civil Code for the management report and other information. We have read the other information. Based on our knowledge and understanding obtained through our audit of the financial statements or otherwise, we have considered whether the other information contains material misstatements. By performing these procedures, we comply with the requirements of Part 9 of Book 2 of the Dutch Civil Code and the Dutch Standard 720. The scope of the procedures performed is less than the scope of those performed in our audit of the financial statements. The Board of Directors is responsible for the preparation of the other information, including the information as required by Part 9 of Book 2 of the Dutch Civil Code. Report on other legal and regulatory requirements and ESEF Engagement We were engaged by the General Meeting of Shareholders as auditor of CTP N.V. on 16 March 2021, as of the audit for the year 2021, and have operated as statutory auditor ever since that financial year. No prohibited non-audit services We have not provided prohibited non-audit services as referred to in Article 5(1) of the EU Regulation on specific requirements regarding statutory audits of public-interest entities. Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 292 Annual Report 2023 CTP N.V. 15 European Single Electronic Format (ESEF) CTP N.V. has prepared its annual report in ESEF. The requirements for this are set out in the Delegated Regulation (EU) 2019/815 with regard to regulatory technical standards on the specification of a single electronic reporting format (hereinafter: the RTS on ESEF). In our opinion, the annual report prepared in XHTML format, including the (partly) marked-up consolidated financial statements as included in the reporting package by CTP N.V., complies in all material respects with the RTS on ESEF. The Board of Directors is responsible for preparing the annual report including the financial statements in accordance with the RTS on ESEF, whereby the Board of Directors combines the various components into one single reporting package. Our responsibility is to obtain reasonable assurance for our opinion whether the annual report in this reporting package complies with the RTS on ESEF. We performed our examination in accordance with Dutch law, including Dutch Standard 3950N ’Assurance-opdrachten inzake het voldoen aan de criteria voor het opstellen van een digitaal verantwoordingsdocument’ (assurance engagements relating to compliance with criteria for digital reporting). Our examination included among others: • Obtaining an understanding of the entity's financial reporting process, including the preparation of the reporting package; • Identifying and assessing the risks that the annual report does not comply in all material respects with the RTS on ESEF and designing and performing further assurance procedures responsive to those risks to provide a basis for our opinion, including: • Obtaining the reporting package and performing validations to determine whether the reporting package containing the Inline XBRL instance document and the XBRL extension taxonomy files have been prepared in accordance with the technical specifications as included in the RTS on ESEF; • Examining the information related to the consolidated financial statements in the reporting package to determine whether all required mark-ups have been applied and whether these are in accordance with the RTS on ESEF. Description of responsibilities regarding the financial statements Responsibilities of the Board of Directors for the financial statements The Board of Directors is responsible for the preparation and fair presentation of the financial statements in accordance with EU-IFRS and Part 9 of Book 2 of the Dutch Civil Code. Furthermore, the Board of Directors is responsible for such internal control as management determines is necessary to enable the preparation of the financial statements that are free from material misstatement, whether due to fraud or error. In that respect the Board of Directors is responsible for the prevention and detection of fraud and non-compliance with laws and regulations, including determining measures to resolve the consequences of it and to prevent recurrence. Financial Statements Independent Auditor’s Report Company Introduction Strategy & Outlook Business Environment ESG Governance Financial Statements Appendices 293 Annual Report 2023 CTP N.V. 16 As part of the preparation of the financial statements, the Board of Directors is responsible for assessing the company’s ability to continue as a going concern. Based on the financial reporting frameworks mentioned, the Board of Directors should prepare the financial statements using the going concern basis of accounting unless the Board of Directors either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so. The Board of Directors should disclose events and circumstances that may cast significant doubt on the company’s ability to continue as a going concern in the financial statements. Our responsibilities for the audit of the financial statements Our objective is to plan and perform the audit engagement in a manner that allows us to obtain sufficient and appropriate audit evidence for our opinion. Our audit has been performed with a high, but not absolute, level of assurance, which means we may not detect all material errors and fraud during our audit. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. The materiality affects the nature, timing and extent of our audit procedures and the evaluation of the effect of identified misstatements on our opinion. A further description of our responsibilities for the audit of the financial statements is included in the appendix of this auditor's report. This description forms part of our auditor’s report. Amstelveen, 11 March 2024 KPMG Accountants N.V. H.D. Grönloh RA Appendix: Description of our responsibilities for the audit of the financial statements Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 294 Annual Report 2023 CTP N.V. 17 Appendix Description of our responsibilities for the audit of the financial statements We have exercised professional judgement and have maintained professional scepticism throughout the audit, in accordance with Dutch Standards on Auditing, ethical requirements and independence requirements. Our audit included among others: • identifying and assessing the risks of material misstatement of the financial statements, whether due to fraud or error, designing and performing audit procedures responsive to those risks, and obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than the risk resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control; • obtaining an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control; • evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors; • concluding on the appropriateness of the Board of Directors’ use of the going concern basis of accounting, and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause a company to cease to continue as a going concern; • evaluating the overall presentation, structure and content of the financial statements, including the disclosures; and • evaluating whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. We are solely responsible for the opinion and therefore responsible to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the financial statements. In this respect we are also responsible for directing, supervising and performing the group audit. Financial Statements Independent Auditor’s Report Company Introduction Strategy & Outlook Business Environment ESG Governance Appendices 295 Annual Report 2023 CTP N.V. 18 We communicate with the Board of Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant findings in internal control that we identify during our audit. In this respect we also submit an additional report to the audit committee in accordance with Article 11 of the EU Regulation on specific requirements regarding statutory audits of public-interest entities. The information included in this additional report is consistent with our audit opinion in this auditor’s report. We provide the Board of Directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. From the matters communicated with the Board of Directors, we determine the key audit matters: those matters that were of most significance in the audit of the financial statements. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, not communicating the matter is in the public interest. Financial Statements Independent Auditor’s Report Appendices Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 296 Annual Report 2023 CTP N.V. Appendices Appendices 7.1 Group Structure 297 7.2 EPRA Financial Performance Metrics 303 7.2.1 EPRA Earnings 304 7.2.2 EPRA Net Asset Value Metrics 305 7.2.3 EPRA NIY and ‘topped-up’ NIY 306 7.3 Environmental Indicators 307 7.3.1 Climate 307 7.3.2 Water & Effluents 310 7.3.3 Waste 312 7.3.4 New BREEAM Certifications 2023 313 7.3.5 New EPC Certifications 313 7.4 Social Indicators 313 7.4.1 Key characteristics of CTP workers 313 7.4.2 New hires and new hire rate 316 7.4.3 Turnover rate 317 7.5 ESRS Index 318 7.6 GRI Index 322 7.7 EPRA sBPR 325 7.8 EU Taxonomy 326 7.9 Property List 329 7.9 Glossary 333 7.10 Disclaimer 337 7 Appendices 7.1 Group Structure Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 297 Annual Report 2023 CTP N.V. Company Introduction 7.1 Group Structure GRI 2-2 CTP GROUP STRUCTURE CHART AS AT 31 DECEMBER 2023 CONTINUES ON THE PAGES 301-302 CONTINUES ON THE PAGES 298-300 Remon Leonard Vos Person with significant control 100% 100% >75% 100% 100%100% Stichting Administratiekantoor Multivest Multivest B.V. CTP Holding B.V. CTP N.V. CTP Invest, spol. s r.o. CTP Property B.V.CTP Deutschland B.V. Appendices 7.1 Group Structure Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 298 Annual Report 2023 CTP N.V. Czech Republic CTP Property Czech, spol. s r.o. 100% CTP X, spol. s r.o. 100% CTPark Brno Retail, spol. s r.o. 100% CTPark Brno III, spol. s r.o. 100% CTPark Prague North II, spol. s r.o. 100% CTP XIV, spol. s r.o. 100% CTP II, spol. s r.o. 100% CTPark Prague North III, spol. s r.o. 100% CTP III, spol. s r.o. 100% CTP V, spol. s r.o. 100% CTPark Stříbro, spol. s r.o. 100% CTP XV, spol. s r.o. 100% CTP XVI, spol. s r.o. 100% CTP XVIII, spol. s r.o. 100% CTP Forest, spol. s r.o. 100% Clubco Vlněna, spol. s r.o. 100% CTPark Blučina, spol. s r.o. 100% CTP Barrandov, spol. s r.o. 100% CTP XXII, spol. s r.o. 100% CTPark Lysá nad Labem, spol. s r.o. 100% CTP IQ Ostrava, spol. s r.o. 100% CTP XII, spol. s r.o. 100% CTP XI, spol. s r.o. 100% CTP IV, spol. s r.o. 100% CTP VI, spol. s r.o. 100% Spielberk Business Park, spol. s r.o. 100% CTZone Ostrava, spol. s r.o. 100% CTP Energy CZ, spol. s r.o. 100% CTP VIII, spol. s r.o. 100% CTP XXIV, spol. s r.o. 100% CTPark Ostrava Hrušov, spol. s r.o. 100% CTPark Nýřany, spol. s r.o. 100% CTP Nová Zvonařka, spol. s r.o. 100% CTPark Nýřany II, spol. s r.o. 100% Clubco Nupaky, spol. s r.o. 100% Clubco Ostrava, spol. s r.o. 100% CTPark Tošanovice a.s. 100% CTP Hotel Pilsen, spol. s r.o. 100% L CTP Hotel Operations Pilsen, spol. s r.o. 90% 10% CTP Invest, spol. s r.o. CTP Hotel Prague, spol. s r.o. 100% L CTP Hotel Operations Prague, spol. s r.o. 90% 10% CTP Invest spol. s.r.o. Spielberk Business Park II, spol. s r.o. 100% L CTP Hotel Operations Brno, spol. s r.o. 100% CTP CEE Properties, spol. s r.o. 100% Romania CTP INVEST BUCHAREST SRL 100% L Universal Management SRL 100% L CTPARK MANAGEMENT TURDA SRL 100% L CTPARK MANAGEMENT AFUMATI SRL 100% CTPARK THETA SRL 100% CTPARK PSI SRL 100% CTPARK ZETA SRL 100% CTPARK EPSILON SRL 100% CTPARK IOTA SRL 100% CTPARK MIU SRL 100% CTPARK OMICRON SRL 100% CTPARK RHO SRL 100% CTPARK KM23 NORTH SRL 100% FOREST PROPERTY INVEST SRL 100% CTP Solar SRL 100% CTPARK ARAD NORTH SRL 100% CTPARK SIBIU EAST SRL 100% CTPARK CRAIOVA EAST SRL 100% CTPARK ORADEA NORTH SRL 100% CTPARK TIMISOARA EAST SRL 100% CTPARK BRASOV SRL 100% CTPARK BRASOV WEST SRL 100% CTPARK BUCHAREST SOUTH II SRL 100% CTPARK CHITILA SRL 100% CTPARK PITESTI SRL 100% CTPark Pitesti East SRL 100% CTPark Timisoara North SRL 100% CTPark Dragomiresti SRL 100% Hungary CTP Management Hungary Kft. 100% CTPark Twelve Kft. 100% CTPark Thirteen Kft. 100% CTPark Fourteen Kft. 100% CTPark Fifteen Kft. 100% CTPark Sixteen Kft. 100% CTPark Seventeen Kft. 100% Office Campus Real Estate Kft. 100% CTP Energy Hungary Kft. 100% CTPark Eighteen Kft. 100% CTPark Nineteen Kft. 100% CTPark Twenty Kft. 100% CTPark Twenty One Kft. 100% CTPark Twenty Two Kft. 100% CTPark Twenty Three Kft. 100% CTPark Twenty Four Kft. 100% CTPark Twenty Five Kft. 100% CTPark Twenty Six Kft. 100% CTPark Twenty Seven Kft. 100% CTPark Twenty Eight Kft. 100% CTPark Twenty Nine Kft. 100% CTPark Thirty Kft. 100% CTPark Thirty One Kft. 100% CTP Invest, spol. s r.o. Appendices 7.1 Group Structure Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 299 Annual Report 2023 CTP N.V. Poland CTP Invest Poland Sp. z o.o. 100% CTPark Zabrze Sp. z o.o. 100% CTP Beta Poland Sp. z o.o. 100% CTP Delta Poland Sp. z o.o. 100% CTP Zeta Poland Sp. z o.o. 100% CTP Epsilon Poland Sp. z o.o. 100% CTP Iota Poland Sp. z o.o. 100% CTP Dystrybucja Sp. z o.o. 100% CTP Lambda Poland Sp. z o.o. 100% CTP Mu Poland Sp. z o.o. 100% CTP Xi Poland Sp. z o.o. 100% CTP Tau Poland Sp. z o.o. 100% CTP Energy Poland Sp. z o.o. 100% CTP Pi Poland Sp. z o.o. 100% CTP Rho Poland Sp. z o.o. 100% CTP Chi Poland Sp. z o.o. 100% CTP Omega Poland Sp. z o.o. 100% CTP Property Alpha Poland Sp. z o.o. 100% CTP Property Gamma Poland Sp. z o.o. 100% CTP Property Delta Poland Sp. z o.o. 100% CTP Property Epsilon Poland Sp. z o.o. 100% CTP Property Eta Poland sp. z o.o. 100% CTP Property Zeta Poland sp. z o.o. 100% CTP Property Theta Poland sp. z o.o. 90% L 10% CTP Property Czech, spol. s r.o. CTP Property Iota Poland sp. z o.o. 90% L 10% CTP Property Czech, spol. s r.o. CTP Property Kappa Poland sp. z o.o. 90% L 10% CTP Property Czech, spol. s r.o. CTP Property Lambda Poland sp. z o.o. 100% CTP Property Mu Poland sp. z o.o. 100% CTP Property Nu Poland sp. z o.o. 100% Wiskitki Project sp. z o.o. 100% Slovakia CTP Invest SK, spol. s r.o. 90% L 10% CTP Property Czech, spol. s r.o. CTPark Čierny Les, spol. s r.o. 90% L 10% CTP Property Czech, spol. s r.o. CTP Prešov North, spol. s r.o. 90% L 10% CTP Property Czech, spol. s r.o. CTPark Trnava II, spol. s r.o. 90% L 10% CTP Property Czech, spol. s r.o. CTP Dunaj s.r.o. 90% L 10% CTP Property Czech, spol. s r.o. CTPark Žilina Airport II, spol. s r.o. 90% L 10% CTP Property Czech, spol. s r.o. CTPark Bratislava East, spol. s r.o. 90% L 10% CTP Property Czech, spol. s r.o. CTP Solar SK, spol. s r.o. 90% L 10% CTP Property Czech, spol. s r.o. CTPark Banská Bystrica, spol. s r.o. 90% L 10% CTP Property Czech, spol. s r.o. CTPark Land SK 1, spol. s r.o. 90% L 10% CTP Property Czech, spol. s r.o. CTP Energy SK, spol. s r.o. 90% L 10% CTP Property Czech, spol. s r.o. Netherlands CTP Invest B.V. 100% CTP Alpha B.V. 100% CTP Beta B.V. 100% CTP Gamma B.V. 100% CTPark Bremen B.V. 100% CTP Zeta B.V. 100% CTP Energy B.V. 100% CTP Lambda B.V. 100% CTP ALC B.V. 100% CTP Mu B.V. 100% L Multifin B.V. 100% Germany L CTP Germany II GmbH 100% CTP Baltic Holding B.V. 100% Latvia L Samesova SIA 100% L Vojtova SIA 100% L Zemankova SIA 100% Lithuania L UAB Samesova 100% L UAB Vojtova 100% L UAB Zemankova 100% Estonia L Samesova OÜ 100% L Vojtova OÜ 100% L Zemankova OÜ 100% Turkey CTP Turkish Holding B.V. 100% L CTP ALPHA GAYRİMENKUL VE İNŞAAT LİMİTED ŞİRKETİ 100% L CTP BETA GAYRİMENKUL VE İNŞAAT LİMİTED ŞİRKETİ 100% L CTP GAMMA GAYRİMENKUL VE İNŞAAT LİMİTED ŞİRKETİ 100% CTP Mediterranean Holding B.V. 100% Egypt L CTP Real Estate 90% 10% CTP Baltic Holding B.V. L CTP Real Estate Development 90% 10% CTP Baltic Holding B.V. L CTP Invest 90% 10% CTP Baltic Holding B.V. CTP Invest, spol. s r.o. Appendices 7.1 Group Structure Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 300 Annual Report 2023 CTP N.V. CTP Invest d.o.o. Beograd-Novi Beograd 100% CTP Energy d.o.o. Beograd-Novi Beograd 100% CTP Sigma d.o.o. Beograd-Novi Beograd 100% CTP Omicron d.o.o. Beograd-Novi Beograd 100% CTP Phi d.o.o. Beograd-Novi Beograd 100% CTP Rho d.o.o. Beograd-Novi Beograd 100% CTP Tau d.o.o. Beograd-Novi Beograd 100% CTP Property Alpha d.o.o. Beograd-Novi Beograd 100% CTP Property Beta d.o.o. Beograd-Novi Beograd 100% CTP Property Gamma d.o.o. Beograd-Novi Beograd 100% CTP Property Delta d.o.o. Beograd-Novi Beograd 100% Serbia Bulgaria CTP Invest EOOD 100% CTPark Beta EOOD 100% CTPark Gamma EOOD 100% CTPark Delta EOOD 100% CTPark Epsilon EOOD 100% L Project Vrajdebna EOOD 100% CTPark Zeta EOOD 100% L CTPark Kappa EOOD 100% CTPark Eta EOOD 100% L CTPark Lambda EOOD 100% CTPark Theta EOOD 100% CTPark Iota EOOD 100% CTPark Sofia Ring Road EOOD 100% CTPark Sofia EOOD 100% CTP Energy Bulgaria EOOD 100% CTPark Mu EOOD 100% Austria CTP Beta GmbH 100% CTP Invest Immobilien GmbH 100% CTP Alpha GmbH 100% CTP Gamma GmbH 100% CTP Delta GmbH 100% CTP Epsilon GmbH 100% CTP Zeta GmbH 100% CTP Eta GmbH 100% CTP Theta GmbH 100% CTP Iota GmbH 100% CTP Kappa GmbH 100% CTP Energy GmbH 100% CTP Lambda GmbH 100% CTP Mu GmbH 100% CTP Nu GmbH 100% CTP Xi GmbH 100% CTP Omicron GmbH 100% CTP Pi GmbH 100% Germany CTP Invest Germany GmbH 100% CTP Germany GmbH 100% L CTP Germany V GmbH 90% 10% CTP Invest, spol. s r.o. L CTP Germany VI GmbH 90% 10% CTP Invest, spol. s r.o. CTP Energy Germany GmbH 100% Slovenia CTPark Alpha, d.o.o. 100% Spain Global Guanaco, S.L.U. 100% France CTP France 100% CTP Alpha France 100% CTP Beta France 100% Italy CTP Italy S.r.l. 100% CTP Alpha S.r.l. 100% CTP Beta S.r.l. 100% United Kingdom CTP Invest Ltd 100% CTP Alpha Ltd 100% CTP Beta Ltd 100% CTP Invest, spol. s r.o. Appendices 7.1 Group Structure Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 301 Annual Report 2023 CTP N.V. Czech Republic CTP Borská Pole, spol. s r.o. 100% CTP Vysočina, spol. s r.o. 100% CTPark Ostrava, spol. s r.o. 100% CTP Moravia South, spol. s r.o. 100% CTPark Mladá Boleslav, spol. s r.o. 100% CTP Bohemia North, spol. s r.o. 100% CTPark Brno Líšeň West, spol. s r.o. 100% CTP Moravia North, spol. s r.o. 100% CTP Pilsen Region, spol. s r.o. 100% CTP Bohemia West, spol. s r.o. 100% CTPark Ostrava Poruba, spol. s r.o. 100% CTPark České Velenice, spol. s r.o. 100% CTPark Hranice, spol. s r.o. 100% CTP XXIII, spol. s r.o. 100% CTPark Prague Airport, spol. s r.o. 100% CTPark Prague East, spol. s r.o. 100% CTP Domeq Brno, spol. s r.o. 100% CTP Ponávka Business Park, spol. s r.o., 100% CTP Solar I, a.s. 100% CTP Bohemia South, spol. s r.o. 100% CTP Alpha, spol. s r.o. 100% CTPark Chrastava a.s. 100% CTP Solar II, a.s. 100% CTP Solar III, spol. s r.o. 100% CTPark Brno, spol. s r.o. 100% CTPark Prague West, spol. s r.o. 100% CTPark Cerhovice, spol. s r.o. 100% CTP Vlněna Business Park, spol. s r.o. 100% CTPark Plzeň, spol. s r.o. 100% CTPark Brno Líšeň East, spol. s r.o. 100% CTP XVII, spol. s r.o. 100% CTPark Brno Líšeň II, spol. s r.o. 100% CTPark Aš II, spol. s r.o. 100% CTP CEE Sub Holding, spol. s r.o. 100% Poland L CTPark Iłowa Sp. z o.o. 100% L CTP Gamma Poland Sp. z o.o. 100% L CTP Property Beta Poland Sp. z o.o. 100% Romania CTP CONTRACTORS SRL 100% CTPARK ALPHA SRL 100% CTPARK BETA SRL 100% CTPARK GAMMA SRL 100% CTPARK DELTA SRL 100% CTPARK BUCHAREST SRL 100% CTPARK BUCHAREST WEST I SRL 100% CTPARK DEVA II SRL 100% CTPARK BUCHAREST WEST II SRL 100% CTPARK KAPPA SRL 100% CTPARK BUCHAREST II SRL 100% CTPARK LAMBDA SRL 100% CTPARK OMEGA SRL 100% CTPARK PHI SRL 100% CTPARK SIGMA SRL 100% CTPARK TAU SRL 100% CTPARK ETA SRL 100% CTPark Bucharest A1 SRL 100% CTPARK BUCHAREST UPSILON SRL 100% Hungary CTPark Alpha Kft. 100% CTPark Beta Kft. 100% CTPark Gamma Kft. 100% CTPark Delta Kft. 100% CTPark Biatorbágy Kft. 100% CTPark Arrabona Kft. 100% CTPark Seven Kft. 100% CTPark Eight Kft. 100% CTPark Ten Kft. 100% CTPark Nine Kft. 100% CTPark Eleven Kft. 100% Germany CTP Germany VII GmbH 100% CTP Germany VIII GmbH 100% CTP Germany IX GmbH 100% CTP Germany X GmbH 100% CTP Property B.V. Appendices 7.1 Group Structure Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 302 Annual Report 2023 CTP N.V. Slovakia CTP Alpha SK, spol. s r.o. 90% L 10% CTP CEE Sub Holding, spol. s r.o. CTPark Krásno nad Kysucou, spol. s r.o. 90% L 10% CTP CEE Sub Holding, spol. s r.o. CTP Slovakia, s. r. o. 90% L 10% CTP CEE Sub Holding, spol. s r.o. CTPark Bratislava, spol. s r.o. 90% L 10% CTP CEE Sub Holding, spol. s r.o. CTPark Hlohovec, spol. s r.o. 90% L 10% CTP CEE Sub Holding, spol. s r.o. CTPark Nitra, spol. s r.o. 90% L 10% CTP CEE Sub Holding, spol. s r.o. CTPark Nove Mesto, spol. s.r.o. 90% L 10% CTP CEE Sub Holding, spol. s r.o. CTPark Košice, spol. s r.o. 90% L 10% CTP CEE Sub Holding, spol. s r.o. CTPark Prešov s.r.o. 90% L 10% CTP CEE Sub Holding, spol. s r.o. CTPark Žilina Airport, spol. s r.o. 90% L 10% CTP CEE Sub Holding, spol. s r.o. CTPark Námestovo, spol. s r.o. 90% L 10% CTP CEE Sub Holding, spol. s r.o. Serbia CTP Alpha d.o.o. Beograd-Novi Beograd 100% CTP Beta d.o.o. Beograd-Novi Beograd 100% CTP Gamma d.o.o. Beograd-Novi Beograd 100% CTP Delta d.o.o. Beograd-Novi Beograd 100% CTP Epsilon d.o.o. Beograd-Novi Beograd 100% CTP Kappa d.o.o. Beograd-Novi Beograd 100% CTP Lambda doo Beograd 100% Poland CTPark Opole Sp. z o.o. 100% CTP Eta Poland Sp. z o.o. 100% CTP Nu Poland Sp. z o.o. 100% CTP Sigma Poland Sp. z o.o. 100% Netherlands CTP Epsilon B.V. 100% CTP Theta B.V. 100% CTP Eta B.V. 100% CTP Kappa B.V. 100% CTP Nu B.V. 100% CTP Xi B.V. 100% CTP Omicron B.V. 100% CTP Pi B.V. 100% CTP Rho B.V. 100% CTP Portfolio Finance Czech B.V. 100% Czech Republic L CTPark Modřice, spol. s r.o. 100% L CTPark Bor, spol. s r.o. 100% Hong Kong CTP Invest Hong Kong Limited 100% CTP Property B.V. Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 303 Annual Report 2023 CTP N.V. Indicator 2023 2022 restated 1. EPRA EARNINGS a. EPRA EPS €0.69 €0.51 b. Company Specific Adjusted EPRA EPS €0.73 €0.61 2. EPRA NAV METRICS a. EPRA Net Tangible Assets €15.92 €13.81 b. EPRA Net Reinstatement Value €16.36 €14.23 c. EPRA Net Disposal Value €14.90 €14.52 3. EPRA YIELD METRICS a. EPRA NET INITIAL YIELD (NIY) 5.6% 5.5% b. EPRA ‘TOPPED-UP’ NIY 5.8% 5.6% 7.2 EPRA Financial Performance Metrics Appendices 7.2 EPRA Financial Performance Metrics Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 304 Annual Report 2023 CTP N.V. (€million) 2023 2022 restated Earnings per IFRS income statement 922.6 766.6 Adjustments to calculate EPRA Earnings, exclude: - (i) Changes in value of investment properties, development properties held for investment and other interests 878.7 697.3 (ii) Profits or losses on disposal of investment properties, development properties held for investment and other interests 3.7 0.9 (iii) Profits or losses on sales of trading properties including impairment charges in respect of trading properties. - (iv) Tax on profits or losses on disposals -0.1 -0.2 (v) Negative goodwill / goodwill impairment - (vi) Changes in fair value of financial instruments and associated close-out costs -1.7 4.1 (vii) Acquisition costs on share deals and non-controlling joint venture interests - (viii) Deferred tax in respect of EPRA adjustments -265.6 -158.8 (ix) Adjustments (i) to (viii) above in respect of joint ventures (unless already included under proportional consolidation) - (x) Non-controlling interests in respect of the above - 3.0 EPRA Earnings 307.7 220.4 Average number of shares (in million) 446.1 434.0 EPRA Earnings per Share (EPS) 0.69 0.51 Company specific adjustments: (a) FX related to company restructuring, intra-group transfer of SPV's 9.2 −2.2 (b) Non-recurring financing cost (i.e., arrangement fees, etc.) −6.6 −16.1 (c) Non-recurring items unrelated to operational performance (i.e., donations, transaction advisory, write-offs, etc.) −22.9 −34.7 (d) Tax in respect of Company specific adjustments 4.5 7.9 Company specific adjusted EPRA Earnings 323.5 265.5 Company specific adjusted EPRA EPS 0.73 0.61 Appendices 7.2 EPRA Financial Performance Metrics 7.2.1 EPRA EARNINGS Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 305 Annual Report 2023 CTP N.V. Appendices 7.2 EPRA Financial Performance Metrics (€million) 31 December 2023 31 December 2022 Restated EPRA NRV EPRA NTA EPRA NDV EPRA NRV EPRA NTA EPRA NDV IFRS Equity attributable to shareholders 6,166.9 6,166.9 6,166.9 5,421.0 5,421.0 5,421.0 Include / Exclude: - - - i) Hybrid instruments - - - Diluted NAV 6,166.9 6,166.9 6,166.9 5,421.0 5,421.0 5,421.0 Include: - - - ii.a) Revaluation of IP (if IAS 40 cost option is used) - - - ii.b) Revaluation of IPUC (if IAS 40 cost option is used) - - - ii.c) Revaluation of other non-current investments - - - iii) Revaluation of tenant leases held as finance leases - - - iv) Revaluation of trading properties - - - Diluted NAV at Fair Value 6,166.9 6,166.9 6,166.9 5,421.0 5,421.0 5,421.0 Exclude: - - - v) Deferred tax in relation to fair value gains of IP -1,162.3 -1,162.3 - -915.6 -915.6 vi) Fair value of financial instruments 16.1 16.1 - 27.5 27.5 vii) Goodwill as a result of deferred tax 38.8 38.8 38.8 38.8 38.8 38.8 viii.a) Goodwill as per the IFRS balance sheet (net of vii)) - 132.3 132.3 132.3 132.3 viii.b) Intangibles as per the IFRS balance sheet - 5.4 - 3.5 Include: - - - ix) Fair value of fixed interest rate debt - - 683.7 1,199.6 x) Revaluation of intangibles to fair value - - - xi) Real estate transfer tax 59.4 - - 50.9 NAV 7,333.7 7,136.6 6,679.5 6,321.1 6,134.4 6,449.5 Fully diluted number of shares (in million) 448.4 448.4 448.4 444.1 444.1 444.1 NAV per share 16.36 15.92 14.90 14.23 13.81 14.52 7.2.2 EPRA NET ASSET VALUE METRICS Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 306 Annual Report 2023 CTP N.V. (€million) 31 December 2023 31 December 2022 Investment property – wholly owned 12,478.9 10,554.6 Investment property – share of JVs/Funds - Trading property (including share of JVs) - Less: developments 1,359.6 1,193.3 Completed property portfolio 11,119.4 9,361.3 Allowance for estimated purchasers’ costs - Gross up completed property portfolio valuation 11,119.4 9,361.3 Annualised cash passing rental income 637.7 527.4 Property outgoings 20.0 16.4 Annualised net rents 617.7 511.0 Add: notional rent expiration of rent free periods or other lease incentives 25.1 15.8 Topped-up net annualised rent 642.8 526.8 EPRA NIY 5.6% 5.5% EPRA “topped-up” NIY 5.8% 5.6% 7.2.3 EPRA NIY AND ‘TOPPED-UP’ NIY Appendices 7.2 EPRA Financial Performance Metrics Appendices 7.3 Environmental Indicators Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 307 Annual Report 2023 CTP N.V. To truly assess the impact of CTP’s operations on the environment, it is crucial to a develop a detailed measurement system that thoroughly captures the Company’s energy use and its impact. To this end, CTP developed a system to collect energy-related data based on supplier invoicing and meter readings. The ESG team compiled and consolidated the data at the annual and Group levels. Disaggregation does not apply to the Company in these reports. 7.3.1 CLIMATE The figures reported are based on the data CTP has available. For data coverage, please refer to Sec- tion 4.7.1.1.7 Energy of this report. Data has not been extrapolated for the calculation of the intensities reported. Any split between data, as indicated in these tables, is based on the submetering available at cor- porate offices, parks, and buildings. 7.3 Environmental Indicators 7.3.1.1 ENERGY ENERGY USE WITHIN OWN OPERATIONS ESRS E1-5-37, ESRS E1-5-38, GRI 302-1 Category Units Baseline 2022 2023 Fuel Consumption (Scope 1) 1 Total MWh 15,100 16,856 Corporate Offices (Natural gas) MWh 498 610 Corporate Offices (Other fossil energies) MWh 0 0 Corporate Vehicles (Pet- rol/Diesel) MWh 3,692 5,117 Jet Fuels MWh 8,959 10,702 CTParks (Natural Gas) MWh 195 309 Portfolio (Natural Gas) MWh 928 117 District Heating (Scope 2) Total MWh 2,928 2,330 Corporate Offices MWh 76 163 Portfolio MWh 2,852 2,168 Electricity (Scope 2) Total MWh 10,892 8,650 Corporate offices MWh 684 855 Of which renewables MWh 21 375 CTParks MWh 3,804 3,264 Of which renewables MWh 550 1,595 Portfolio MWh 6,404 4,531 Of which renewables MWh 165 1,000 1 CTP does not consume self-generated non-fuel renewable energies. Appendices 7.3 Environmental Indicators Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 308 Annual Report 2023 CTP N.V. ENERGY OUTSIDE THE ORGANISATION GRI 302-2 Category Units Baseline 2022 2023 Category 13 Downstream Leased Assets Energy Consumption MWh 615,302 1,195,326 Purchased renewables MWh 91,298 259,769 Renewables provided by CTP Energy MWh 3,106 5,716 1 ¹ EPRA ENERGY PORTFOLIO ² Category Units Baseline 2022 (LfL) 2023 (LfL) Fuel Consumption [Fuel-Abs/Fuel-LfL] MWh 208,587 (207,149) 512,665 (184,470) District Heating [DH&C-Abs/DH&C-LfL] MWh 43,090 (39,778) 50,796 (35,966) Electricity [Elec-Abs/Elec-LfL] MWh 394,322 (380,757) 638,681 (415,896) CTP ENERGY ESRS E1-5-39 Category Units Baseline 2022 2023 Targets 2026 Installed capacity MWp 38 100 400 Solar energy produced MWh 5,229 22,898 - Of which exported to the grid MWh 2,015 17,043 - Of which used by CTP or tenants MWh 3,106 5,776 ¹ - FIG. 7.3.1.1 ENERGY ³ 7.3.1.2 GREENHOUSE GAS EMISSIONS CARBON FOOTPRINT ESRS E1-6-48, ESRS E1-6-49, ESRS E1-6-51, ESRS E1-6-52, GRI 305-1, GRI 305-2, GRI 305-3 Category Units Baseline 2022 2023 Scope 1 tCO2e 6,089 6,782 Scope 2 (Location-based) tCO2e 5,540 4,218 Scope 2 (Market-based) tCO2e 5,815 3,461 Scope 3 tCO2e 211,938 581,460 Scope 1 + 2 (Location-based) tCO2e 11,629 11,000 Scope 1 + 2 (Market-based) tCO2e 11,904 10,243 Total location based tCO2e 223,567 592,460 Total market based tCO2e 223,842 591,703 1 A minor fraction of the renewables produced by CTPs PV installations was used at one of its buildings, namely Amsterdam City. 2 The LfL comparison only includes buildings for which energy was recorded in 2022 and 2023. 3 This includes all energy consumed within the portfolio, including landlord and client consumption. (% of MWh) R0 12% SK 7% RS 3% PL 2% BG 1% HU 3% CZ 36% DE 36% Appendices 7.3 Environmental Indicators Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 309 Annual Report 2023 CTP N.V. GHG EMISSIONS BY CATEGORY Category Units Baseline 2022 2023 Scope 1 Corporate offices (all fuels) tCO 2 e 91 112 Corporate vehicles (diesel/ petrol) tCO 2 e 908 1,280 Jet Fuel tCO 2 e 2,345 2,802 CTParks tCO 2 e 36 57 Portfolio tCO 2 e 170 22 Refrigerants in portfolio tCO 2 e 2,387 2,509 Scope 2 – Location-based Corporate offices tCO2e 289 395 CTParks tCO 2 e 1,763 1,186 Portfolio tCO 2 e 3,586 2,638 Scope 2 – Market Based Corporate offices tCO 2 e 300 277 CTParks tCO2e 1,763 1,306 Portfolio tCO 2 e 3,751 1,878 Scope 3 Category 1: Goods and Services tCO 2 e - 213,308 Category 6: Business Travel tCO2e 76 184 Category 13: Downstream Leased Assets tCO 2 e 211,860 367,968 EPRA GHG PORTFOLIO Category Units Baseline 2022 2023 Scope 1 [GHG-Dir-Abs] tCO2e 2,593 2,588 Scope 2 Location-Based [GHG-indir-Abs] tCO2e 5,349 3,823 Scope 2 Market-Based [GHG-indir-Abs] tCO2e 5,514 3,184 Scope 3: Category 13: Downstream Leased Assets tCO2e 211,860 367,968 1 This includes all GHG emissions within the portfolio, including landlord and client emissions. (% of kgCO2e) FIG. 7.3.1.2 EMISSIONS 1 CZ 46% DE 27% RO 10% RS 6% SK 4% PL 3% HU 3% BG 1% Appendices 7.3 Environmental Indicators Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 310 Annual Report 2023 CTP N.V. 7.3.1.3 INTENSITIES ESRS E1-5-40, ESRS E1-5-41, ESRS E1-5-42, ESRS E1-5-43, ESRS E1-6-54, ESRS E1-6-55, GRI 302-3, GRI 305-4 Company intensities For the calculation of the intensities CTP has used: • Numerators • Energy consumption within the organisation • Total GHG emissions (Scopes 1, 2, and 3) • Denominators • Net Revenue: €673.8 million ¹ COMPANY INTENSITIES Category Units 2022 2023 Total energy consumption MWh/€ Revenue Not calculated 0.000041 Total GHG emissions (Location-based) tCO2e/€ Revenue Not calculated 0.000016 Total GHG Emissions (Market-based) tCO2e/€ Revenue Not calculated 0.000015 PORTFOLIO INTENSITIES Category Units 2022 2023 2 Energy Consumption [Energy-Int] kWh/m2 82.00 138.34 GHG Emissions [GHG-Int] CO2e/m2 34.81 42.17 1 Net Revenue as defined in Notes 8 – 9 in Chapter 6. 2 In 2023, CTP expanded the scope of reporting adding multiple properties, including some industrial buildings of high energy intensity in Germany. 7.3.2 WATER & EFFLUENTS GRI 303-3, EPRA WATER-ABS, EPRA WATER-LFL Water-related data was collected through an internally created system based on supplier invoicing and meter readings. The ESG team compiled and consolidated the data at the annual and Group levels. All water withdrawn is freshwater. As stated in Section 4.2.1 Basis for Preparation, CTP includes all the buildings in its portfolio as within the boundaries of coverage. The data coverage is as follows: • Corporate offices: 85% of corporate offices • CTParks: 100% • Portfolio buildings: • Landlord-controlled: 100% of landlord-controlled gross building floor area • Tenant-controlled: 65% of tenant controlled gross building floor area • Splits presented are based on submetering where available. Splits presented are based on submetering where available. CTP uses the Aqueduct Water Risk Atlas, a GRI recommended tool, to define which of its operations are located in areas where there is high water stress, 40% and upward. For the 2022 report, CTP used the annual overview of the water stress level. For the 2023 calculation, CTP uses Aqueduct 4.0 and looks towards the future, 2030, with the business-as-usual scenario. The numbers for 2022 have not been recalculated as CTP understands that time plays a factor in the description of water stress levels. At CTParks, most water is used for irrigation; therefore, water goes into the groundwater without metering, making discharge negligible. Appendices 7.3 Environmental Indicators Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 311 Annual Report 2023 CTP N.V. 7.3.2.1 WATER WITHDRAWAL CORPORATE OPERATIONS WATER WITHDRAWAL CORPORATE OPERATIONS Category Units All areas Areas with water stress 2022 2023 2022 2023 Surface Water m³ - 0 Unknown 0 Groundwater m³ - 0 Unknown 0 Municipal Water m³ 2,723 10,923 Unknown 4,353 Unknown m³ 2,100 0 Unknown 0 WATER WITHDRAWAL CTPARKS Category Units All areas Areas with water stress 2022 2023 2022 2023 Surface Water m³ - 0 - 0 Groundwater m³ 6,576 16,293 6,576 5,000 Municipal Water m³ 8,652 24,266 - 0 Unknown m³ 18,282 11,088 0 3,855 WATER WITHDRAWAL¹ IN PORTFOLIO Category Units All areas Areas with water stress 2022 (LfL) 2023(LfL) 2022 2023 Surface Water Landlord-con- trolled m³ - 0 - 0 Surface Water Client-controlled m³ - 6,280 - 0 Groundwater Landlord-controlled m³ 5,190 7,244 193,642 7,230 Groundwater Client-controlled m³ 191,037 282,221 92,905 122,550 Municipal Water Landlord-con- trolled m³ 50,440 38,296 379,190 8,489 Municipal Water Client-controlled m³ 938,613 1,440,287 112,233 88,185 Unknown Landlord-controlled m³ 2,360 0 0 0 Unknown Client-controlled m³ 55,431 0 3,385 0 Totals [Water-Abs/Water-LfL] m³ 1,243,072 (1,206,389) 1,774,328 (990,066) 781,355 226,453 7.3.2.2 INTENSITIES CTP acknowledges limitations in its ability to obtain data. Intensities are based on the data CTP has available. For data coverage, please refer to Section 7.3.2 of this report. WATER INTENSITIES PORTFOLIO Category Units Base Year 2022 Performance 2023 Targets 2026 Total Water Consumption [Water-Int] m³/m² Water-Int 0.19 0.19 0.16 1 In the LfL comparison, CTP only includes buildings with data for both 2022 and 2023. Appendices 7.3 Environmental Indicators Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 312 Annual Report 2023 CTP N.V. 7.3.3 WASTE GRI 306-3, GRI 306-4, GRI 306-5, EPRA WASTE-ABS, WASTE-LFL As stated in Section 4.2.1 Basis for Preparation, CTP includes all the buildings in its portfolio as within the boundaries of coverage. The data coverage is as follows: • Corporate offices: 85% of corporate offices • CTParks: 100% • Portfolio buildings: 45% of gross building floor area With regards to waste collection, CTP assumes that the figures presented for corporate oprations and CTParks fall under the Company’s responsibility. The figures presented for the portfolio fall under tenant’s responsibilities. 7.3.3.1 WASTE GENERATED AND DISPOSAL ROUTE IN CORPORATE OPERATIONS (METRIC TONS) WASTE GENERATED AND DISPOSAL ROUTE IN CORPORATE OPERATIONS Disposal Route Units 2022 2023 Landfill kg 77,000 37,951 Incineration kg 2,000 1,788 Reuse kg - - Waste to energy kg 3,000 - Recycling kg 11,000 4,799 Other/Unknown kg - 15,759 Totals kg 92,000 60,298 7.3.3.2 WASTE GENERATED AND DISPOSAL ROUTE AT CTPARKS (METRIC TONS) The figure below are all waste collected from the Landlord. WASTE GENERATED AND DISPOSAL ROUTE AT CTPARKS Disposal Route Units 2022 2023 Landfill kg - 206,599 Incineration kg - 1,165 Reuse kg - 0 Waste to energy kg - 2,428 Recycling kg - 1,604 Other/Unknown kg - 371,083 Totals kg - 582,879 7.3.3.3 WASTE GENERATED AND DISPOSAL ROUTE IN PORTFOLIO (METRIC TONS) The figures below are all waste collected from clients. WASTE GENERATED AND DISPOSAL ROUTE IN PORTFOLIO Disposal route Units 2022 (LfL) 2023 (LfL) Landfill kg 5,965,000 2,347,466 Incineration kg 208,000 1,699,170 Reuse kg 1,174,000 176,703 Waste to energy kg 1,841,000 145,771 Recycling kg 3,900,000 1,664,484 Other/Unknown kg 2,665,000 5,131,423 Totals [Waste-Abs/Waste-LfL] kg 15,753,000 (13,568,000) 11,165,018 (2,421,860) Appendices 7.4 Social Indicators Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 313 Annual Report 2023 CTP N.V. 7.4.1 KEY CHARACTERISTICS OF CTP WORKERS ESRS S1-6-50, S1-9-66, GRI 2-7, GRI 405-1, EPRA DIVERSITY-EMP As CTP introduced new HR software in 2023, it has changed its approach to report the numbers for 2023 compared to 2022. Most importantly, in the Tables below the company reports its end of year numbers as the creation of an average is difficult due to implementation of the software throughout 2023. Similarly, in 2023, finalised the definition for “Senior Management” as: • Executive Directors in the Board (CEO, Group CFO); • Other Group Senior Management members (Group COO); and • Country Managing Directors and CFOs of the 10 countries in which CTP operates. CTP Staff CTP EMPLOYEES BY HEADCOUNT Country 1 Male Female CZ 161 191 DE 36 17 HU 39 26 PL 39 45 RO 50 38 SK 45 26 1 Only countries with more than 50 employees by headcount, in line with the ESRS requirements. 7.4 Social Indicators 7.3.4 NEW BREEAM CERTIFICATIONS 2023 BREEAM Certificate Type & Level [EPRA Cert-Tot] Number At Least 8 Points ENE1 In Use Outstanding 1 N/A Excellent 24 N/A Very Good 21 N/A Good 2 N/A Total In use 48 - New Construction Outstanding 1 1 Excellent 9 9 Very Good 3 2 Total New Construction 13 12 Total New Certificates 61 12 Share of BREEAM New Construction with at least 8 points in ENE1 20% - 7.3.5 NEW EPC CERTIFICATIONS CTP EPCs obtained in 2023 Class Certificates Share EPC A (including better than A) 19 49% EPC B 10 26% EPC C 1 3% EPC D - 0% EPC non rated (Poland) 9 23% Total 39 100% Share of B or better (excluding Poland top 15%) - 97% Appendices 7.4 Social Indicators Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 314 Annual Report 2023 CTP N.V. CTP EMPLOYEES BY FTE FTE snapshot on 31 December 2023 Age group Female Male Other Not disclosed Total Employees Under 30 64.3 32.8 - - 97.1 30-50 244.8 286.3 - - 531.1 Over 50 30.0 74.3 - - 104.2 Permanent employees Under 30 47.5 22.8 - - 70.3 30-50 194.2 236.8 - - 431.0 Over 50 26.0 59.3 - - 85.2 Temporary employees Under 30 16.8 10.0 - - 26.8 30-50 50.6 49.5 - - 100.1 Over 50 4.0 15.0 - - 19.0 Number of non-guaranteed hours employees (Headcount) Under 30 9.0 10.0 - - 19.0 30-50 1.0 1.0 - - 2.0 Over 50 5.0 3.0 - - 8.0 Full-time employees Under 30 63.0 32.0 - - 95.0 30-50 229.0 285.0 - - 514.0 Over 50 27.0 74.0 - - 101.0 Part-time employees Under 30 1.3 0.8 - - 2.1 30-50 15.8 1.3 - - 17.1 Over 50 3.0 0.3 - - 3.2 Appendices 7.4 Social Indicators Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 315 Annual Report 2023 CTP N.V. CTP EMPLOYEES PER COUNTRY FTE snapshot on 31 December 2023 Age group AT BG CZ DE HU NL PL RO RS SK UK Total Employees Under 30 1.0 2.0 45.6 1.5 6.0 2.0 15.0 13.0 2.0 9.0 - 97.1 30-50 8.0 12.0 225.6 30.3 54.8 3.0 68.0 63.0 23.0 43.5 - 531.1 Over 50 1.0 3.0 45.8 18.5 4.0 2.9 1.0 12.0 1.0 14.0 1.0 104.2 Permanent employees Under 30 1.0 2.0 28.8 1.5 5.0 2.0 15.0 8.0 1.0 6.0 - 70.3 30-50 8.0 12.0 184.0 30.3 44.8 3.0 62.0 44.0 15.0 28.0 - 431.0 Over 50 1.0 3.0 34.8 17.5 3.0 1.9 1.0 8.0 - 14.0 1.0 85.2 Temporary employees Under 30 - - 16.8 - 1.0 - - 5.0 1.0 3.0 - 26.8 30-50 - - 41.6 - 10.0 - 6.0 19.0 8.0 15.5 - 100.1 Over 50 - - 11.0 1.0 1.0 1.0 - 4.0 1.0 - - 19.0 Non-guaranteed hours employees (Head- count) Under 30 - - 15.0 - - - - - - 4.0 - 19.0 30-50 - - 2.0 - - - - - - - - 2.0 Over 50 - - 8.0 - - - - - - - - 8.0 Full-time employees Under 30 1.0 2.0 44.0 1.0 6.0 2.0 15.0 13.0 2.0 9.0 - 95.0 30-50 8.0 12.0 213.0 28.0 53.0 3.0 68.0 62.0 23.0 43.0 - 513.0 Over 50 1.0 3.0 44.0 18.0 4.0 2.0 1.0 12.0 1.0 14.0 1.0 101.0 Part-time employees Under 30 - - 1.6 0.5 - - - - - - - 2.1 30-50 - - 12.6 2.3 1.8 - - 1.0 - 0.5 - 18.1 Over 50 - - 1.8 0.5 - 0.9 - - - - - 3.2 Appendices 7.4 Social Indicators Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 316 Annual Report 2023 CTP N.V. CTP SENIOR MANAGEMENT Absolute Numbers Percentages Age category Male Female Male Female Under 30 0 0 0% 0% 30-50 10 4 71% 29% Over 50 2 1 67% 33% Totals 12 5 71% 29% 7.4.2 NEW HIRES AND NEW HIRE RATE ESRS S1-6-50, GRI 401-1 NEW HIRES AND NEW HIRE RATE 2023 2022 Absolute numbers Rate Absolute numbers Rate External new hires Internal new hires External new hires Internal new hires External new hires Internal new hires External new hires Internal new hires Gender Male 159.0 20.8 41.5 5.4 135.5 28.0 42.5 0.1 Female 125.7 21.8 38.1 6.6 113.3 20.0 40.1 0.1 Age category Under 30 51.3 13.4 48.8 12.7 51.6 3.0 52.9 0.0 30-50 202.5 25.1 39.8 4.9 174.4 33.0 42.1 0.1 Over 50 32.8 4.0 33.5 4.1 22.8 12.0 25.3 0.1 Total 284.6 42.5 40.0 6.0 248.8 48.0 41.3 0.1 External hire rate formula: External hires/Average FTE100 Internal Hire Rate formula: Internal hires/Average FTE100 (Internal Hire Rate formula: Internal hires/Average FTE) Appendices 7.4 Social Indicators Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 317 Annual Report 2023 CTP N.V. 7.4.3 TURNOVER RATE ESRS S1-6-50, GRI 401-1, EPRA Emp-Turnover TURNOVER RATE 2023 2022 Absolute numbers Rate Absolute numbers Rate Dismissals Voluntary leavers Dismissals Voluntary leavers Gender Male 15.0 115.0 34.0% 8.2 30.5 12.1% Female 10.0 94.9 31.8% 39.3 31.0 24.9% Age category Under 30 7.0 42.8 47.4% 0.0 20.8 21.4% 30-50 14.0 147.1 31.6% 27.0 38.1 15.7% Over 50 4.0 20.0 24.5% 20.5 2.5 25.5% Total 25.0 209.9 33.0% 47.5 61.5 18.1% Appendices 7.5 ESRS Index Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 318 Annual Report 2023 CTP N.V. Disclosure Paragraph Page Comments ESRS 2 General disclosures 1. Basis for preparation BP-1 General basis for the preparation of the sustainability statements 5 88 BP-2 Disclosures in relation to specific circumstances 9 89 10 89 11 89 13 90 14 90 15 90 16 318 2. Governance GOV-1 The role of the administrative, management and supervisory bodies 21 133, 136, 137, 155 22 141 23 95 GOV-2 Information provided to and sustainability matters addressed by the undertaking’s administrative, management and supervisory bodies 26 95 GOV-3 Integration of sustainability-related performance in incentive schemes 29 142 GOV-4 Statement on sustainability due diligence 32 119 GOV-5 Risk management and internal controls over sustainability reporting 36 88, 168 3. Strategy SBM-1 Market position, strategy, business model(s) and value chain 40 26, 94 41 26 42 22, 26 SBM-2 Interests and views of stakeholders 45 26, 91 SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model(s) 48 92 7.5 ESRS Index ESRS 2 BP-2-16 Disclosure Paragraph Page Comments 4. Impact, risks and opportunity management IRO-1 Description of the processes to identify and assess material impacts, risks and opportunities 53 92 IRO-2 Disclosure Requirements in ESRS covered by the undertaking’s sustainability statements 56 92 57 - N/A Climate change is material. 58 - N/A Climate change is material. 59 92 ESRS E1 Climate Change ESRS E1-GOV-3 13 142 E1-1 Transition plan for climate change mitigation 16 - N/A Plan to be created. 17 97 Impacts, risks, and opportunity management ESRS 2 SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model 19 97 ESRS 2 IRO-1 – Description of the processes to identify and assess material climate-related impacts, risks and opportunities 20 97 21 97 E1-2 Policies related to climate change mitigation and adaptation 24 98 25 98 E1-3 Actions plans and recourses in relation to climate change policies and targets 28 98 29 98 MDR-A 98 Metric and targets E1-4 Targets related to climate change mitigation and adaptation 32 99 33 100 34 100 MDR-T 99 ESRS INDEX 1/4 Appendices 7.5 ESRS Index Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 319 Annual Report 2023 CTP N.V. Disclosure Paragraph Page Comments E1-5 Energy consumption and mix 37 307 38 307 39 308 40 310 41 310 42 310 43 310 MDR-M 88, 101 MDR-P 98 E1-6 Gross scopes 1, 2, 3 and total GHG emissions 46 - N/A 47 101 48 308 49 308 50 - N/A: CTP reports consolidated data 51 308 52 308 54 308 55 310 MDR-M 88, 101 E1-7 GHG removals and GHG mitigation projects financed through carbon credits - N/A, mentioned on page 102 E1-8 Internal carbon pricing - N/A, mentioned on page 102 E1-9 Potential financial effects from material physical risks, material transition risks and climate-related opportunities. 66 102 67 102, 121 68 102 69 103 MDR-M 103 Disclosure Paragraph Page Comments ESRS S1 Own workforce ESRS 2 SBM-2 – Interests and views of stakeholders 12 110 ESRS 2 SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model 13 110 14 110 15 110 16 110 S1-1 Policies related to own workforce 19 110 20 111 21 111 22 111 23 111 24 111 MDR-P 110 S1-2 Processes for engaging with own workers and workers’ 27 111 28 111 29 111 S1-3 Processes to remediate negative impacts and channels for own worders to raise concerns 32 111 33 111 34 - N/A CTP Discloses S1-4 Taking action on material impacts on own workforce, and approaches to mitigating material risks and pursuing material opportunities related to own workforce, and effectiveness of those actions 37 112 38 112 39 112 40 112 41 112 43 112 MDR-A 112 ESRS INDEX 2/4 Appendices 7.5 ESRS Index Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 320 Annual Report 2023 CTP N.V. Disclosure Paragraph Page Comments Metrics and targets S1-5 Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities 44 112 46 112 47 112 MDR-M 112 S1-6 Characteristics of the undertaking’s employees 48 113 50 313, 316, 317 MDR-M 113 S1-7 Characteristics of non-employee workers in the undertaking’s own workforce 55 115 57 - N/A CTP Discloses MDR-M 115 S1-8 Collective bargaining coverage and social dialogue 60 115 63 115 MDR-M 115 S1-9 Diversity indicators 66 313 MDR-M 115 S1-10 Adequate wages 69 115 70 - N/A CTP Discloses MDR-M 115 S1-11 Social protection 74 116 75 - N/A All employees covered legally MDR-M 116 S1-12 Persons with disabilities 79 116 MDR-M 116 S1-13 Training and skills development indicators 83 116 MDR-M 116 S1-14 Health and safety indicators 88 116 MDR-M 116 S1-15 Work-life balance indicators 93 116 MDR-M 116 Disclosure Paragraph Page Comments S1-16 Compensation indicators (pay gap and total compensation) 97 116 MDR-M 116 S1-17 Incidents, complaints, and severe human rights impacts and incidents 102 117 103 117 104 117 MDR-M 117 ESRS S2 Workers in the value chain ESRS 2 SBM-2 Interests and views of stakeholders 9 122 ESRS 2 SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model 10 122 11 122 12 122 13 122 S2-1 Policies related to value chain workers 16 123 17 123 18 123 19 123 MDR-P 123 S2-2 Processes of engaging with value chain workers about impacts 22 - N/A To be developed. 23 - N/A To be developed. 24 123 S2-3 Processes to remediate negative impacts and channels for value chain workers to raise concerns 27 123 28 123 29 - N/A ESRS INDEX 3/4 Appendices 7.5 ESRS Index Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 321 Annual Report 2023 CTP N.V. Disclosure Paragraph Page Comments S2-4 Taking action on material impacts on value chain workers, approaches to mitigating material risks and pursuing material opportunities related to value chain workers, and the effectiveness of those actions 31 123 32 123 33 123 34 123 35 123 36 123 38 123 MDR-A 123 Metrics and targets S2-5 Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities 41 124 42 124 Targets to be developed MDR-T 124 ESRS G1 Business Conduct Impacts, risks, and opportunity management ESRS 2 GOV-1 – The role of the administrative, management and supervisory bodies 5 120 ESRS 2 IRO-1 – Description of the processes to identify and assess material impacts, risks and opportunities 6 120 G1-1 Corporate culture and business conduct policies 9 120 10 120 G1-2 Management of relationships with suppliers 14 121 15 121 G1-3 Prevention and detection of corruption/bribery 18 121 19 - N/A. Procedures are in place 20 121 21 121 Disclosure Paragraph Page Comments Metrics and targets G1-4 Confirmed incidents of corruption or bribery 24 121 26 121 G1-5 Political influence and lobbying activities 29 121 30 121, 137 G1-6 Payment practices 33 121 ESRS INDEX 4/4 Appendices 7.6 GRI Index Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 322 Annual Report 2023 CTP N.V. GRI Standard Page Comments/ Other references General disclosures 1. The organisation and its reporting practices 2-1 Organisational details 181 2-2 Entities included in the organisation’s sustainability reporting 297-301 2-3 Reporting period, frequency, and contact point 1-1-2023 until 31-12-2023 Annual esg@ctp.eu 2-4 Restatement of information 90 2-5 External assurance 88, 95 2. Activities and workers 2-6 Activities, value chain, and other business relationships 94 2-7 Employees 313 2-8 Workers who are not employees 115 3. Governance 2-9 Governance structure and composition 133 2-10 Nomination and selection of the highest governance body 137 2-11 Chair of the highest governance body 137 2-12 Role of the highest governance body in overseeing the management of impacts 95 2-13 Delegation of responsibility for managing impacts 95 2-14 Role of the highest governance body in sustainability reporting 95 2-15 Conflicts of interest 137 2-16 Communication of critical concerns 137 2-17 Collective knowledge of the highest governance body 137 2-18 Evaluation of the performance of the highest governance body 140 7.6 GRI Index GRI Standard Page Comments/ Other references 2-19 Remuneration policies 143 2-20 Process to determine remuneration 143 2-21 Annual total compensation ratio 116 4. Strategy, policies, and practices 2-22 Statement on sustainable development strategy 15 2-23 Policy commitments CTP’s governance policies can be found on its website, ctp.eu. 2-24 Embedding policy commitments 98, 110, 120, 123 2-25 Processes to remediate negative impacts 22 2-26 Mechanisms for seeking advice and raising concerns 111 2-27 Compliance with laws and regulations - In 2023, there were no in- stances of non-compliance with law and regulations 2-28 Membership associations - No changes have taken place in Association membership 5. Stakeholder engagement 2-29 Approach to stakeholder engagement 91 2-30 Collective bargaining agreements 112 Material topics 3-1 Process to determine material topics 92 3-2 List of material topics 92 GRI material topic standards 201: Economic performance 2016 201-1 Direct economic value generated and distributed 26 201-2 Financial implication and other risks and opportunities due to climate change 102 202: Market presence 2016 202-1 Ratios and standard entry level wage by gender compared to local minimum wage 26 GRI INDEX 1/3 Appendices 7.6 GRI Index Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 323 Annual Report 2023 CTP N.V. GRI Standard Page Comments/ Other references 202-2 Proportion of senior management hired from local community 97, 102, 103 203: Indirect economic impact 2016 203-1 Infrastructure investments and services supported 106 204: Procurement practices - 2016 204-1 Proportion of spending on local providers 94 205: Anti-corruption - 2016 205-1 Operations assessed for risks related to corruption 121 205-2 Communication and training about anticorruption policies and procedures 121 205-3 Confirmed incidents of corruption and actions taken 121 206: Anti-competitive behaviour - 2016 206-1 Legal actions for anticompetitive behaviour, anti-trust, and monopoly practices - No legal actions were taken against CTP 207: Tax - 2019 207-1 Approach to tax 124 207-2 Tax governance, control, and risk management 124 207-3 Stakeholder engagement and management of concerns related to tax 124 207-4 Country-by-country reporting 124 302: Energy - 2016 3-3 Management of material topics 98, 99 302-1 Energy consumption within the organisation 307 302-2 Energy consumption outside of the organisation 308 302-3 Energy intensity 310 303: Water and effluents - 2018 303-1 Interactions with water as a shared resource 103 303-2 Management of water discharge-related impact 103 303-3 Water withdrawal 310 305: Emissions – 2016 3-3 Management of material topics 98, 99 GRI Standard Page Comments/ Other references 305-1 Direct (Scope 1) GHG emissions 100, 308 305-2 Energy indirect (Scope 2) GHG emissions 100, 308 305-3 Other indirect (Scope 3) GHG emissions 100, 308 305-4 GHG emissions intensity 308 306: Waste - 2020 306-1 Waste generation and significant waste-related impacts 103 306-2 Management of significant waste-related impacts 103 306-3 Waste generated 31 306-4 Waste diverted from disposal 312 306-5 Waste directed to disposal 312 308: Supplier environmental assessment – 2016 308-1 New suppliers/providers that were screened using environmental criteria 94 308-2 Negative environmental impacts in the supply chain and actions taken 94 401: Employment - 2016 3-3 Management of Material Topics 110, 112 401-1 New employee hires and employee turnover 112, 312 401-2 Benefits provided to full-time employees that are not provided to temporary or part-time employees - Full-time and part-time employees receive the same benifits 401-3 Parental leave 116 403: Occupational health and safety - 2018 3-3 Management of material topics 110, 112 403-1 Occupational health and safety system 110, 112 403-2 Hazard Identification, risk assessment, and incident investigation - 403-3 Occupational health services 116 403-4 Worker participation, consultation, and communication on occupational health and safety - 403-5 Worker training on occupational health and safety - 403-6 Promotion of worker health 116 GRI INDEX 2/3 Appendices 7.6 GRI Index Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 324 Annual Report 2023 CTP N.V. GRI Standard Page Comments/ Other references 403-7 Prevention and mitigation of occupational health and safety impacts directly linked by business relationships 116 403-8 Worker covered by an occupational health and safe- ty management system 116 403-9 Work-related injuries 116 403-10 Work-related ill health 116 404: Training and education - 2016 404-1 Average hours of training per year per employee 112, 116 404-2 Programs for upgrading employee skills and transition assistance programs 112, 116 404-3 Percentage of employees receiving regular performance and career development reviews 116 405: Diversity and equal opportunity 2016 405-1 Diversity of governance bodies and employees 312 405-2 Ratio of basic salary and remuneration of women to men 116 406: Non-discrimination – 2016 406-1 Incidents of discrimination and corrective actions taken 412: Human rights assessment - 2016 412-1 Operations that have been subject to human rights reviews or impact assessments - 412-2 Employee training on human rights policies or procedures - 412-3 Significant investment agreements and contracts that include human rights clauses or that underwent human rights screening 94 413: Local communities - 2016 413-1 Operations with local community engagement, im- pact assessments, and development programs 105 414: Supplier social assessment - 2016 414-1 New suppliers that were screened using social criteria 94 GRI Standard Page Comments/ Other references 414-2 Negative social impacts in the supply chain and actions taken 94 415: Public policy - 2016 415-1 Political contributions 118, 121 GRI INDEX 3/3 Appendices 7.7 EPRA sBPR Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 325 Annual Report 2023 CTP N.V. EPRA code Indicator GRI Standard Disclosure Page Environmental Sustainability Performance Measures Elec-Abs Total electricity consumption 302-1 304 Elec-LfL Like-for-like total electricity consumption 302-1 304 DH&C-Abs Total district heating & cooling consump- tion 302-1 304 DH&C LfL Like-for-like total district heating & cooling consumption 302-1 304 Fuel-Abs Total fuel consumption 302-1 304 Fuel-LfL Like-for-like total fuel consumption 302-1 304 Energy-Int Building energy intensity 302-3 306 GHG-Dir-Abs Total direct greenhouse gas (GHG) emis- sions 305-1 305 GHG Indir-Abs Total indirect greenhouse gas (GHG) emis- sions 305-2 305 GHG-Int Greenhouse gas emissions intensity from building energy consumption 305-4 306 Water-Abs Total water consumption 303-1 310 Water-LfL Like-for-like total water consumption 303-1 310 Water-Int Building water intensity 307 Waste-Abs Total weight of waste by disposal route 306-4, 306-5 312 Waste-LfL Like-for-like total weight of waste by dis- posal route 306-4, 306-5 312 Cert-total Type and number of sustainably certified assets 124 Social Performance Measures Indicator GRI Standard Disclosure Reference Diversity-Emp Employee gender diversity 405-1 116, 313 Diversity-Pay Gender pay ratio 405-2 116 Emp-Training Training and development 404-1 116 Emp-Dev Employee performance appraisals 404-3 116 Emp-Turnover New hires and turnover 401-1 317 H&S-Emp Employee health and safety 403-2 116 H&S-Asset Asset health and safety measures 416-1 - H&S-Comp Asset health and safety compliance 416-2 116 Compty-Eng Community engagement, impact assessments and development programs 413-1 105 Governance Performance Measures Indicator GRI Standard Disclosure Reference Gov-Board Composition of the highest governance body 2-9 133 Gov-Select Process for nominating and selecting the highest governance body 2-10 137 Gov-Col Process for managing conflicts of interest 2-15 137 Overarching Recommendations Reference (Chapter) 7.1 Organisational boundaries 88 7.2 Coverage 101, 306 7.3 Estimation of landlord-obtained utility consumption 89 7.4 Third Party Assurance 88 7.5 Boundaries – reporting on landlord and tenant utility consumption 101, 306 7.6 Normalisation 310 7.7 Segmental analysis (by property type, geography etc.) 88 7.8 Disclosure on own offices 303-308 7.9 Narrative on performance 101, 306 7.10 Location of EPRA Sustainability Performance Measures in companies’ reports All items have been tagged appro- priatly 7.11 Reporting period 1-1-2023 to 31-12-2023 7.12 Materiality 92 7.7 EPRA sBPR Appendices 7.8 EU Taxonomy Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 326 Annual Report 2023 CTP N.V. Financial year 2023 Year Substantial contribution criteria DSNH criteria (Do Not Significantly Harm) Economic activities (1) Code(s) (2) Turnover (3) Propor- tion of turnover 2023 (4) Climate change mitiga- tion (5) Climate change adapta- tion (6) Water (7) Pollution (8) Circular economy (9) Biodiver- sity (10) Climate change mitiga- tion (11) Climate change adapta- tion (12) Water (13) Pollution (14) Circular economy (15) Biodiver- sity (16) Minimum safe- guards (17) Propor- tion of Taxonomy aligned (A.1.) or -eligible (A.2.) turnover, 2022 (18) Category (enabling activity) (19) Category (tran- sitional activity (20) kEUR % Y;N;N/EL Y;N;N/EL Y;N;N/EL Y;N;N/EL Y;N;N/EL Y;N;N/EL Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T A. TAXONOMY ELIGIBLE ACTIVITIES A.1Environmentally sustainable activities (Taxonomy-aligned) Acquisition and ownership of buildings CCM 7.7 / CCA 7.7 362,241 53.8% N Y N/EL N/EL N/EL N/EL Y Y Y Y Y Y Y 46.4% Turnover of environmentally sustainable activities (Taxonomy aligned) (A.1) 362,241 53.8% 0% 53.8% 0% 0% 0% 0% Y Y Y Y Y Y Y 46.4% Of which enabling - 0% 0% 0% 0% 0% 0% 0% Y Y Y Y Y Y Y 0% E Of which transitional - 0% 0% Y Y Y Y Y Y Y 0% T A.2  Taxonomy eligible but not environmentally sustainable activities (not Taxonomy aligned activities) EL;N/EL EL;N/EL EL;N/EL EL;N/EL EL;N/EL EL;N/EL Construction of new buildings CCM 7.1 / CCA 7.1 / CE 3.1 20,100 3.0% EL EL N/EL N/EL EL N/EL Acquisition and ownership of buildings CCM 7.7 / CCA 7.7 291,459 43.3% EL EL N/EL N/EL N/EL N/EL Turnover of Taxonomy eligible but not environmentally sustainable activities (not Taxonomy aligned activities (A.2) 311,559 46.2% 0.0% 46.2% 0% 0% 0% 0% A. Turnover of Taxonomy-eligible activities (A.1 + A.2) 673,800 100.0% 0.0% 100.0% 0% 0% 0% 0% B.TAXONOMY-NON ELIGIBLE ACTIVITIES (B) Turnover of Taxonomy non-eligible activities (B) - 0.0% Total (A+B) 673,800 100% 7.8 EU Taxonomy EU TAXONOMY ELIGIBILITY AND ALIGNMENT – PROPORTION OF TURNOVER Appendices 7.8 EU Taxonomy Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 327 Annual Report 2023 CTP N.V. Financial year 2023 Year Substantial contribution criteria DSNH criteria (Do Not Significantly Harm) Economic activities (1) Code(s) (2) CapEx (3) Propor- tion of CapEx 2023 (4) Climate change mitigation (5) Climate change adapta- tion (6) Water and marine resources (7) Pollution (8) Circular economy (9) Biodiver- sity (10) Climate change mitigation (11) Climate change adapta- tion (12) Water and marine resources (13) Pollution (14) Circular economy (15) Biodiver- sity (16) Minimum safe- guards (17) Propor- tion of Tax- onomy aligned (A.1.) or -eligible (A.2.) CapEx, 2022 (18) Category (enabling activity) (19) Category (tran- sitional activity (20) kEUR % Y;N;N/EL Y;N;N/EL Y;N;N/EL Y;N;N/EL Y;N;N/EL Y;N;N/EL Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T A. TAXONOMY ELIGIBLE ACTIVITIES A.1Environmentally sustainable activities (Taxonomy-aligned) Construction of new buildings CCM 7.1 / CCA 7.1 / CE 3.1 599,980 47.1% N Y N/EL N/EL N N/EL Y Y Y Y Y Y Y 3.6% Installation, maintenance, and repair of renewable energy technologies CCM 7.6 / CCA 7.6 54,000 4.2% N Y N/EL N/EL N/EL N/EL Y Y Y Y Y Y Y 1.1% Acquisition and ownership of buildings CCM 7.7 / CCA 7.7 - 0.0% N Y N/EL N/EL N/EL N/EL Y Y Y Y Y Y Y 0.2% CapEx of environmentally sustainable activities (Taxonomy aligned) (A.1) 653,980 51.3% 0% 51.3% 0% 0% 0% 0% Y Y Y Y Y Y Y 4.9% Of which enabling - 0% 0% 0% 0% 0% 0% 0% Y Y Y Y Y Y Y 0% E Of which transitional - 0% 0% Y Y Y Y Y Y Y 0% T A.2Taxonomy eligible but not environmentally sustainable activities (not Taxonomy aligned activities) EL;N/EL EL;N/EL EL;N/EL EL;N/EL EL;N/EL EL;N/EL Construction of new buildings CCM 7.1 / CCA 7.1 / CE 3.1 291,120 22.8% EL EL N/EL N/EL EL N/EL Renovation of existing buildings CCM 7.2 / CCA 7.2 / CE 3.2 147,400 11.6% EL EL N/EL N/EL EL N/EL Acquisition and ownership of buildings CCM 7.7 / CCA 7.7 178,200 14.0% EL EL N/EL N/EL N/EL N/EL CapEx of Taxonomy eligible but not environmentally sustainable activities (not Taxonomy aligned activities (A.2) 616,720 48.4% 0.0% 48.4% 0.0% 0.0% 0.0% 0.0% A. CapEx of Taxonomy-eligible activities (A.1 + A.2) 1,270,700 99.7% 0.0% 99.7% 0.0% 0.0% 0.0% 0.0% B. TAXONOMY-NON ELIGIBLE ACTIVITIES (B) CapEx of Taxonomy non-eligible activities (B) 4,400 0.3% Total (A+B) 1,275,100 100% ELIGIBILITY AND ALIGNMENT – PROPORTION OF CAPEX Appendices 7.8 EU Taxonomy Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 328 Annual Report 2023 CTP N.V. Financial year 2023 Year Substantial contribution criteria DSNH criteria (Do Not Significantly Harm) Economic activities (1) Code(s) (2) OpEx (3) Propor- tion of OpEx 2023 (4) Climate change mitigation (5) Climate change adapta- tion (6) Water (7) Pollution (8) Circular economy (9) Biodiver- sity (10) Climate change mitigation (11) Climate change adapta- tion (12) Water and marine resources (13) Pollution (14) Circular economy (15) Biodiver- sity (16) Minimum safe- guards (17) Propor- tion of Taxonomy aligned (A.1.) or -eligible (A.2.) OpEx, 2022 (18) Category (enabling activity) (19) Category (tran- sitional activity (20) kEUR % Y;N;N/EL Y;N;N/EL Y;N;N/EL Y;N;N/EL Y;N;N/EL Y;N;N/EL Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T A. TAXONOMY ELIGIBLE ACTIVITIES A.1Environmentally sustainable activities (Taxonomy-aligned) Acquisition and ownership of buildings CCM 7.7 / CCA 7.7 18,893 20.7% N Y N/EL N/EL N/EL N/EL Y Y Y Y Y Y Y 13.7% OpEx of environmentally sustainable activities (Taxonomy aligned) (A.1) 18,893 20.7% 0% 20.7% 0% 0% 0% 0% Y Y Y Y Y Y Y 13.7% Of which enabling - 0% 0% 0% 0% 0% 0% 0% Y Y Y Y Y Y Y 0% E Of which transitional - 0% 0% Y Y Y Y Y Y Y 0% T A.2 Taxonomy eligible but not environmentally sustainable activities (not Taxonomy aligned activities) EL;N/EL EL;N/EL EL;N/EL EL;N/EL EL;N/EL EL;N/EL Acquisition and ownership of buildings CCM 7.7 / CCA 7.7 52,207 57.2% EL EL N/EL N/EL N/EL N/EL OpEx of Taxonomy eligible but not environmentally sustainable activities (not Taxonomy aligned activities (A.2) 52,207 57.2% 0.0% 57.2% 0.0% 0.0% 0.0% 0.0% A. OpEx of Taxonomy-eligible activities (A.1 + A.2) 71,100 78.0% 0.0% 78.0% 0.0% 0.0% 0.0% 0.0% B.TAXONOMY-NON ELIGIBLE ACTIVITIES (B) OpEx of Taxonomy non-eligible activities (B) 20,100 22.0% Total (A+B) 91,200 100% EU TAXONOMY ELIGIBILITY AND ALIGNMENT PROPORTION OF OPEX Appendices 7.9 Property List Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 329 Annual Report 2023 CTP N.V. Rank Country Park GLA (‘000 sqm) Type Ownership 1 Romania CTPark Bucharest West 833 Industrial Owned 2 Czech Republic CTPark Bor 642 Industrial Owned 3 Romania CTPark Bucharest 571 Industrial Owned 4 Czech Republic CTPark Brno 540 Industrial Owned 5 Czech Republic CTPark Ostrava 390 Industrial Owned 6 Hungary CTPark Budapest West 303 Industrial Owned 7 Czech Republic CTPark Plzeň 254 Industrial AuM/Owned 8 Hungary CTPark Budapest East 212 Industrial Owned 9 Romania CTPark Bucharest North 210 Industrial Owned 10 Czech Republic CTPark Modřice 205 Industrial/Office Owned 11 Slovakia CTPark Trnava 177 Industrial Owned 12 Czech Republic CTPark Brno Líšeň 175 Industrial Owned 13 Czech Republic CTPark Hranice 152 Industrial Owned 14 Romania CTPark Timisoara 144 Industrial Owned 15 Slovakia CTPark Námestovo 144 Industrial Owned 16 Czech Republic CTPark Prague North 135 Industrial AuM/Owned 17 Czech Republic CTPark Pohořelice 131 Industrial Owned 18 Slovakia CTPark Bratislava 130 Industrial Owned 19 Netherlands CTPark Amsterdam City 120 Industrial Owned 20 Czech Republic CTPark Žatec 120 Industrial Owned 21 Germany Wilhelmshaven West 110 Industrial Owned 22 Serbia CTPark Belgrade City 104 Industrial Owned 23 Netherlands CTPark Gorinchem 104 Industrial Owned 24 Serbia CTPark Belgrade North 101 Industrial Owned 25 Poland CTPark Iłowa 97 Industrial Owned 26 Czech Republic CTPark Teplice 96 Industrial AuM 27 Czech Republic Spielberg 92 Office/Hotel Owned 28 Czech Republic CTPark Prague East 90 Industrial Owned 29 Hungary CTPark Budapest Vecsés 88 Industrial Owned 30 Czech Republic Ponávka 85 Industrial/Office Owned 31 Serbia CTPark Kragujevac 85 Industrial Owned 32 Czech Republic CTPark Cerhovice 80 Industrial Owned Rank Country Park GLA (‘000 sqm) Type Ownership 33 Slovakia CTPark Košice 80 Industrial Owned 34 Poland CTPark Opole 79 Industrial Owned 35 Poland CTPark Warsaw South 79 Industrial Owned 36 Czech Republic CTPark Kadaň 77 Industrial Owned 37 Romania CTPark Pitesti 76 Industrial Owned 38 Hungary CTPark Komárom 76 Industrial Owned 39 Czech Republic CTPark Nový Jičín 76 Industrial Owned 40 Czech Republic CTPark Humpolec 75 Industrial Owned 41 Czech Republic CTPark Mladá Boleslav 74 Industrial Owned 42 Slovakia CTPark Voderady 73 Industrial Owned 43 Czech Republic CTPark Ostrava Poruba 72 Industrial Owned 44 Czech Republic CTPark Blučina 72 Industrial Owned 45 Serbia CTPark Novi Sad 69 Industrial Owned 46 Slovakia CTPark Prešov South 67 Industrial Owned 47 Czech Republic Vlněna 66 Office Owned 48 Bulgaria CTPark Sofia 65 Industrial Owned 49 Hungary CTPark Budapest South 65 Industrial Owned 50 Germany Stuttgart Mahle 64 Industrial Owned 51 Slovakia CTPark Žilina Airport 63 Industrial Owned 52 Serbia CTPark Belgrade West 60 Industrial Owned 53 Romania CTPark Bucharest Chitila 60 Industrial Owned 54 Slovakia CTPark Žilina 59 Industrial Owned 55 Czech Republic CTPark Prague Airport 59 Industrial Owned 56 Czech Republic CTPark Ostrava Hrušov 58 Industrial Owned 57 Romania CTPark Brasov West 57 Industrial Owned 58 Poland CTPark Gdańsk Port 56 Industrial Owned 59 Czech Republic CTPark Aš 55 Industrial Owned 60 Romania CTPark Craiova East 54 Industrial Owned 61 Czech Republic CTPark Brno South 53 Industrial Owned 62 Romania CTPark Bucharest South II 53 Industrial Owned 63 Romania CTPark Timisoara West 52 Industrial Owned 64 Hungary CTPark Tatabánya 52 Industrial Owned 7.9 Property List Appendices 7.9 Property List Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 330 Annual Report 2023 CTP N.V. Rank Country Park GLA (‘000 sqm) Type Ownership 65 Austria CTPark Vienna East 51 Industrial Owned 66 Hungary CTPark Arrabona 50 Industrial Owned 67 Hungary CTPark Budapest North 48 Industrial Owned 68 Germany Bad Waldsee 46 Industrial Owned 69 Romania CTPark Arad 46 Industrial Owned 70 Czech Republic CTPark Mladá Boleslav II 46 Industrial Owned 71 Germany Emden 44 Industrial Owned 72 Romania CTPark Oradea Cargo Terminal 44 Industrial Owned 73 Germany Freisen 44 Industrial Owned 74 Bulgaria CTPark Sofia East 43 Industrial Owned 75 Germany Euskirchen 43 Industrial Owned 76 Romania CTPark Sibiu East 43 Industrial Owned 77 Czech Republic CTPark Divišov 42 Industrial Owned 78 Czech Republic CTPark Hlubočky 42 Industrial Owned 79 Czech Republic CTPark Karviná 42 Industrial Owned 80 Bulgaria CTPark Sofia West 41 Industrial Owned 81 Germany Duren 41 Industrial Owned 82 Germany Munchen North 41 Industrial Owned 83 Germany Lohne 40 Industrial Owned 84 Romania CTPark Sibiu 39 Industrial Owned 85 Germany Bad Salzdetfurth 39 Industrial Owned 86 Germany Rostock 38 Industrial Owned 87 Czech Republic CTPark Přeštice 38 Industrial Owned 88 Czech Republic CTPark Pardubice 37 Industrial Owned 89 Czech Republic Europort Airport Center 36 Hotel Owned 90 Germany Neubrandenburg 35 Industrial Owned 91 Slovakia CTPark Nitra 35 Industrial Owned 92 Germany Wuppertal 34 Industrial Owned 93 Czech Republic CTPark Kvasiny 34 Industrial Owned 94 Czech Republic CTPark Cheb 34 Industrial Owned 95 Romania CTPark Bucharest Mogosoia 34 Industrial Owned Rank Country Park GLA (‘000 sqm) Type Ownership 96 Romania CTPark Bucharest South 33 Industrial Owned 97 Germany Gevelsberg South 32 Industrial Owned 98 Czech Republic CTPark Planá 32 Industrial Owned 99 Poland CTPark Warsaw East 31 Industrial Owned 100 Czech Republic CTPark Jihlava 31 Industrial Owned 101 Germany Treuenbrietzen 30 Industrial Owned 102 Germany MunchenSouth 30 Industrial Owned 103 Bulgaria CTPark Sofia Airport 30 Industrial Owned 104 Romania CTPark Pitesti East 30 Industrial Owned 105 Slovakia CTPark Hlohovec 29 Industrial Owned 106 Romania CTPark Cluj 29 Industrial Owned 107 Czech Republic CTPark Blatnice 28 Industrial Owned 108 Czech Republic CTPark Česká Lípa 28 Industrial Owned 109 Hungary CTPark Szombathely East 26 Industrial Owned 110 Romania CTPark Deva II 26 Industrial Owned 111 Hungary CTPark Székesfehérvár 26 Industrial Owned 112 Germany Solingen 26 Industrial Owned 113 Romania CTPark Timisoara South 25 Industrial Owned 114 Romania CTPark Targu Mures 25 Industrial Owned 115 Germany Monchweiler 25 Industrial Owned 116 Germany Eisenach 25 Industrial Owned 117 Austria CTPark St. Poelten North 25 Industrial Owned 118 Germany Hannover West 25 Industrial Owned 119 Germany Drei Gleichen 24 Industrial Owned 120 Germany Remscheid Centre South 24 Industrial Owned 121 Romania CTPark Salonta 23 Industrial Owned 122 Netherlands CTPark Rotterdam 23 Industrial Owned 123 Czech Republic IQ Ostrava 23 Office Owned 124 Germany Gevelsberg East 23 Industrial Owned 125 Romania CTPark Turda 23 Industrial Owned 126 Poland CTPark Zabrze 22 Industrial Owned PROPERTY LIST 2/4 Appendices 7.9 Property List Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 331 Annual Report 2023 CTP N.V. Rank Country Park GLA (‘000 sqm) Type Ownership 127 Romania CTPark Ineu 22 Industrial Owned 128 Romania CTPark Oradea North 22 Industrial Owned 129 Germany IngolstadtNorth 21 Industrial Owned 130 Romania CTPark Deva 21 Industrial Owned 131 Czech Republic CTPark Okříšky 21 Industrial Owned 132 Germany Wittingen 21 Industrial Owned 133 Germany Simmern/Hunsruck 21 Industrial Owned 134 Poland CTPark Sulechów 21 Industrial Owned 135 Germany Schwabisch Hall South 20 Industrial Owned 136 Czech Republic CTPark Prague West 20 Industrial Owned 137 Hungary CTPark Szombathely 20 Industrial Owned 138 Germany Regensburg 20 Industrial Owned 139 Czech Republic CTPark Chrastava 20 Industrial Owned 140 Czech Republic CTPark Lipník nad Bečvou 20 Industrial Owned 141 Germany Aalen West 19 Industrial Owned 142 Germany Schwerin South 19 Industrial Owned 143 Czech Republic CTPark Zákupy 19 Industrial Owned 144 Czech Republic CTPark Nošovice 19 Industrial Owned 145 Germany Zella-Mehlis Süd 19 Industrial Owned 146 Germany Hannover North 19 Industrial Owned 147 Germany Dortmund Centre-East 19 Industrial Owned 148 Hungary CTPark Mosonmagyaróvár 18 Industrial Owned 149 Czech Republic Hotel Plzeň 18 Hotel Owned 150 Germany Krefeld 18 Industrial Owned 151 Germany Hannover Centre-North 18 Industrial Owned 152 Germany Lichtenfels 16 Industrial Owned 153 Germany Remscheid North 16 Industrial Owned 154 Germany Duisburg West 16 Industrial Owned 155 Germany Lauda-Konigshofen 16 Industrial Owned 156 Germany Wesel 16 Industrial Owned 157 Germany Aalen East 16 Industrial Owned 158 Czech Republic CTPark Most 15 Industrial Owned Rank Country Park GLA (‘000 sqm) Type Ownership 159 Germany Numbrecht 15 Industrial Owned 160 Germany Magdeburg West 15 Industrial Owned 161 Germany Berlin South 14 Industrial Owned 162 Czech Republic CTPark Hradec Králové 14 Industrial Owned 163 Slovakia CTPark Nové Mesto 14 Industrial Owned 164 Hungary CTPark Budapest Office Campus 13 Industrial Owned 165 Germany Kloster Lehnin 13 Industrial Owned 166 Germany Dusseldorf West 13 Industrial Owned 167 Germany Reutlingen North 13 Industrial Owned 168 Germany Bad Oeynhausen 13 Industrial Owned 169 Germany Bocholt 13 Industrial Owned 170 Czech Republic CTPark Chomutov 13 Industrial Owned 171 Germany Wolfsburg East 13 Industrial Owned 172 Germany Bielefeld South 12 Industrial Owned 173 Germany Magdeburg East 12 Industrial Owned 174 Germany Sonneberg 12 Industrial Owned 175 Romania CTPark Arad North 12 Industrial Owned 176 Germany Remscheid Centre West 12 Industrial Owned 177 Czech Republic CTPark Louny 12 Industrial Owned 178 Germany Zella-Mehlis-II 12 Industrial Owned 179 Bulgaria CTPark Plovdiv Airport 12 Industrial Owned 180 Hungary CTPark Kecskemét 12 Industrial Owned 181 Germany Bremen West 11 Industrial Owned 182 Germany Neustadt-Glewe 11 Industrial Owned 183 Slovakia CTPark Krásno nad Kysucou 11 Industrial Owned 184 Germany Siegen South 11 Industrial Owned 185 Germany Magdeburg North 10 Industrial Owned 186 Germany Kaiserslautern North 10 Industrial Owned 187 Germany Nurtingen South 10 Industrial Owned 188 Czech Republic CTPark Kutná Hora 10 Industrial Owned 189 Germany Wittenberg 10 Industrial Owned 190 Germany Aalen South 10 Industrial Owned PROPERTY LIST 3/4 Appendices 7.9 Property List Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 332 Annual Report 2023 CTP N.V. Rank Country Park GLA (‘000 sqm) Type Ownership 191 Czech Republic CTPark Ústí nad Labem 10 Industrial Owned 192 Germany Linthe 10 Industrial Owned 193 Germany Bremen North 10 Industrial Owned 194 Bulgaria CTPark Plovdiv North 10 Industrial Owned 195 Germany Bonn North 9 Industrial Owned 196 Hungary CTPark Budapest Ecser 9 Industrial Owned 197 Germany Wismar 9 Industrial Owned 198 Poland CTPark Katowice 9 Industrial Owned 199 Bulgaria CTPark Sofia Ring Road 9 Industrial Owned 200 Romania CTPark Caransebes 9 Industrial Owned 201 Czech Republic CTPark Liberec 8 Industrial Owned 202 Poland CTPark Warsaw West 8 Industrial Owned 203 Germany Berlin East 8 Industrial Owned 204 Germany Schleiz 8 Industrial Owned 205 Germany Gera East 7 Industrial Owned 206 Germany Gustrow 7 Industrial Owned 207 Germany Bremen North-West 7 Industrial Owned 208 Germany Rosenheim 7 Industrial Owned 209 Germany Goslar East 7 Industrial Owned 210 Germany Bochum South 7 Industrial Owned 211 Germany Dortmund East 7 Industrial Owned 212 Germany Eschenbachinder Oberpfalz 7 Industrial Owned 213 Romania CTPark Arad West 6 Industrial Owned 214 Germany Wilhelmshaven 6 Industrial Owned 215 Germany Meschede 6 Industrial Owned 216 Serbia CTPark Novi Sad East 6 Industrial Owned 217 Czech Republic CTPark Kolín 6 Industrial Owned 218 Czech Republic CTPark Lysá nad Labem 5 Industrial Owned 219 Germany Wiesmoor 4 Industrial Owned 220 Germany Bielefeld East 4 Industrial Owned Rank Country Park GLA (‘000 sqm) Type Ownership 221 Germany Dortmund West 4 Industrial Owned 222 Germany Bochum West 3 Industrial Owned 223 Czech Republic CTPark České Velenice 3 Industrial Owned 224 Germany UlmEast 3 Industrial Owned 225 Germany Wurzburg South 3 Industrial Owned 226 Germany Duisburg North-West 3 Industrial Owned 227 Czech Republic CTPark Žatec II 3 Industrial Owned 228 Germany Duisburg North-East 3 Industrial Owned 229 Germany Munster 3 Industrial Owned 230 Poland CTPark Warsaw North 3 Industrial Owned 231 Germany Schwerin North 3 Industrial Owned 232 Germany Hattingen 3 Industrial Owned 233 Germany Müllrose 3 Industrial Owned 234 Germany Bremen 2 Industrial Owned 235 Germany Hannover North-West 2 Industrial Owned 236 Germany Erfurt-Nord 2 Industrial Owned 237 Germany Kulmbach 2 Industrial Owned 238 Germany Halberstadt 2 Industrial Owned 239 Germany Fehrbellin 1 Industrial Owned 240 Germany Weimar 1 Industrial Owned 241 Germany Untermaßfeld 1 Industrial Owned 242 Germany Karith 1 Industrial Owned Total 12,190 Owned 11,790 Third party AUM 400 PROPERTY LIST 4/4 Appendices 7.10 Glossary Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 333 Annual Report 2023 CTP N.V. Adjusted EBITDA EBITDA adjusted for items that are not indicative of the Group’s ongoing operating performance, such as net valuation result on investment property, other financial expenses, other financial gains and losses, and profit (loss) on disposal of investment properties. Administrative and operating costs Employee benefits and other expenses. AFM The Dutch Authority for the Financial Markets (in Dutch: Autoriteit Financiële Markten ). AMX Index A stock market index composed of Dutch mid-cap companies that trade on Euronext Amsterdam. Annual General Meeting or AGM The meeting at which CTP’s shareholders and all other persons with meeting rights assemble annu- ally, no later than 30 June of each year. Annualised rental income Rent roll as per the end of period of the standing portfolio, including other rental income and minus rent-free period. Articles Articles of association of CTP N.V. Audit Committee The audit committee of the Company. Average cost of debt The total of bank interest expense, the interest expense from financial derivatives, and the inter- est expense from bonds issued for the reporting period divided by the average total balance of in- terest-bearing loans and borrowings from financial institutions and bonds issued for that same period. Board The board of directors of the Company. Board Rules The rules governing the internal proceedings of the Board. BREEAM The Building Research Establishment Environmen- tal Assessment Method—a leading validation and certification system for sustainable built environ- ments owned by the UK-based Building Research Establishment (BRE). CAGR Compound annual growth rate. CEE Central and Eastern Europe. CITA The Dutch Corporate Income Tax Act 1969 ( Wet op de vennootschapsbelasting 1969 ). Code The Dutch Corporate Governance Code (20 December 2022). Code of Conduct The code of conduct of the Company. Collection rate Last 12 months’ billings including rent, service charges and other rental income, net of bad debt written off in the period. Company specific adjusted EPRA earnings EPRA earnings adjusted for the after-tax effect from the adjustment for rental income for impair- ment/depreciation on property, plant and equip- ment, and foreign exchange gains/losses related to company restructuring and non-recurring financing costs and non-recurring items unrelated to the Group’s operational performance. Company specific adjusted EPRA EPS Company specific adjusted EPRA earnings based on the average number of shares outstanding during the reporting period. Core Markets CTP’s core CEE markets in the Czech Republic, Hungary, Romania, and Slovakia. CPI Consumer Price Index CSA The S&P Global Corporate Sustainability Assessment. CTP, the Company, or the Group CTP N.V. CTP staff All CTP employees, including executives and exter- nal staff (contractors). C&W Cushman & Wakefield DCC The Dutch Civil Code (in Dutch: Burgerlijk Wetboek ) Decree on the Disclosure of Holdings in Issuing Institutions Dutch decree on the notifcation of control and capital interest in issuing institutions (in Dutch: Besluit melding zeggenschap en kapitaalbelang in uitgevende instellingen Wft ) under the Dutch Finan- cial Supervision Act (in Dutch: Wet op het financieel toezicht (“Wft”) ). Decree on the Management Report Dutch decree on the content of the management report (in Dutch: Besluit inhoud bestuursverslag ). Decree on the Directive on Takeover Bids Dutch decree implementing Section 10 of the Di- rective on takeover bids (in Dutch: Besluit artikel 10 overnamerichtlijn ). 7.10 Glossary Appendices 7.10 Glossary Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 334 Annual Report 2023 CTP N.V. DIP Deferred incentive plan—a discretionary plan that may operate with one or more incentive plans op- erated by CTP and providing a mechanism for the deferral of part of a participant’s incentive to a deferred award of cash and/or a deferred amount of shares. DIP award A deferred award of cash and/or a deferred award of shares in the Company. DIR or DIG Deutsche Industrie REIT AG. Director An Executive Director or a Non-Executive Director. EBITDA Earnings before interest, taxes, depreciation, and amortisation. EEA The European Economic Area. EGM Extraordinary General Meeting—a meeting at which the Shareholders in the Company and all other per- sons with meeting rights assemble for a specific agenda item. EMTN Programme Euro Medium Term Note Programme. EPRA The European Public Real Estate Association. EPRA BPR EPRA best practice reporting. EPRA Earnings The profit for the period adjusted for the after (deferred) tax effect from the exclusion of the net valuation result, the change in the fair value of fi- nancial instruments and associated close-out costs, result from disposals of investment properties, and other interests and foreign currency translation results. EPRA Earnings per Share EPRA Earnings based on the weighted average number of shares in the period. EPRA Net Initial Yield Annualised rental income based on the cash passing rent at the balance sheet date less non-recoverable property operating expenses divided by the market value of income-generating investment property. EPRA NDV The EPRA Net Disposal Value, which reflects the full extent of liabilities and resulting shareholder value if a company’s assets are sold and/or if liabili- ties are not held until maturity. EPRA NTA EPRA Net Tangible Assets, which reflect the fair value of a company’s properties and other invest- ments and excludes items that are not expected to crystallise when the company buys or sells assets. EPRA NRV The EPRA Net Reinstatement Value reflects what would be needed to recreate the company through the investment markets based on its current capi- tal and financing structure, including related costs such as real estate transfer taxes. EPRA “topped-up” Net Initial Yield Annualised rental income based on the cash passing rent at the balance sheet date less non-recoverable property operating expenses, adjusted for notion- al rent expiration for rent-free periods and other lease incentives, divided by the market value of in- come-generating investment property. ERM Enterprise Risk Management—an integrated risk- based system of functions, processes and meth- odologies to identify and address methodically the potential events that represent risks to the achievement of strategic objectives or to opportu- nities to gain competitive advantage. ERP Enterprise Resource Planning—business process management software that manages and inte- grates a company’s financials, supply-chain, oper- ations, commerce, reporting, manufacturing, and human resource activities. ERV Estimated rental value. ESG Environmental, Social, and Corporate Governance— an evaluation of a firm’s collective conscientious- ness for social and environmental factors. ESMA European Securities and Market Authority. EU European Union. EU taxonomy A classification system established as part of the European Green Deal initiative to define economic activities considered environmentally sustainable. EUR / euro / € The lawful currency of the European Economic and Monetary Union. Executive Director A director of the Company appointed as executive director. Growth Markets Poland, Serbia, Bulgaria—the markets in CEE that CTP has targeted for further growth over the me- dium term. Financial Statements Audited consolidated financial statements of the Company for the period from 1 January 2023 to 31 December 2023, which comprise the consolidated statements of financial position as of 31 December 2023 and 2022 and the related consolidated state- ments of profit and loss and comprehensive income, changes in equity, and cash flows for the period 1 January 2023 to 31 December 2023 and the year ended 31 December 2022, and the related notes to the consolidated financial statements. These finan- cial statements are a reproduction of the statutory financial statements of the Company and have been provided with an audit opinion by the external auditor. Appendices 7.10 Glossary Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 335 Annual Report 2023 CTP N.V. FMSA The Dutch Financial Markets Supervision Act (in Dutch: Wet op het financieel toezicht ). Founder Mr. Remon Vos FTEs Full-time equivalent personnel. GAV The gross asset value calculated as the aggregate of investment property, investment property under development and property, plant and equipment as presented in the Financial Statements in accord- ance with IFRS. GDP Gross domestic product. General Meeting The corporate body that consists of shareholders and all other persons with voting rights, or the meeting in which the shareholders and all other persons with meeting rights assemble. GHG Greenhouse gasses—gasses that contribute to the greenhouse effect, as defined by the Greenhouse Gas Protocol [https://ghgprotocol.org]. GLA Gross leasable area. Green Asset Pool The selected pool of new and existing assets that promote the transition to low-carbon and climate resilient growth and which meet the criteria of the Green Bond Framework. Green Bond Framework The Group’s framework developed according to the Green Bond Principles 2018, administrated by the International Capital Market Association. GRI The Global Reporting Initiative—a framework for the transparent disclosure of non-financial data [https://www.globalreporting.org]. Gross rental income / GRI Gross rental income for the relevant period Group, Group Companies The Company and all entities included in the group (in Dutch groep , within the meaning of Article 2:24 b of the Dutch Civil Code). I&L The industrial & logistics sector. IAS International Accounting Standards. Interest Cover Ratio or ICR The ratio of the Group’s total interest expense to Adjusted EBITDA IFRS The International Financial Reporting Standards as adopted by the European Union. Indebtedness Interest-bearing loans and borrowings from finan- cial institutions. ISIN International securities identification number. KPI Key performance indicator. KPMG KPMG Accountants N.V. Leasing activity Sum of new contracts or amendments for either newly leased area or prolonged leases in a given period. LEI Legal Entity Identifier. Like-for-like rental growth Like-for-like gross rental growth compares the growth of the gross rental income of the portfolio that has been consistently in operation (not under development) during the two preceding 12-month periods that are described. LTIP CTP’s long-term incentive plan for Executive Direc- tors. Market Abuse Regulation Regulation (EU) No 596/2014 on market abuse, as amended. Multivest Multivest B.V., the parent company of the Group. MWp Megawatt peak—a unit of measurement indicating the peak power output capacity of renewable ener- gy power plants such as solar or wind, where output may vary due to strength of sunlight or wind speed. Net Debt The aggregate amount of interest-bearing loans and borrowings from financial institutions plus bonds issued after the deduction of cash and cash equivalents. Net LTV Net loan-to-value ratio, which is the aggregate amount of interest-bearing loans and borrowings from financial institutions plus bonds issued after deduction of cash and cash equivalents as a per- centage of GAV. Next 12 months’ revenue Revenue from all contracts in place as at the end of the period including rent, other rental income, ser- vice charge income and development income from building/tenant improvements minus rent-free periods. NOI Net operating income. Nomination and Remuneration Committee The nomination and remuneration committee of the Company. Non-Executive Directors The Company’s non-executive directors. Appendices 7.10 Glossary Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 336 Annual Report 2023 CTP N.V. Occupancy rate Proportion of the aggregate GLA of the properties that are under a lease agreement at that point in time. For the avoidance of doubt, the aggregate GLA includes areas designated as structurally va- cant. Any development to create new leasable area at any property shall only be included when the rel- evant space or development is complete and availa- ble to generate income. Operating profit (excl. valuation results) Profit for the period less net valuation result on in- vestment property. PV Photovoltaic. RCF Revolving credit facility. Red Book The Royal Institute of Chartered Surveyors Val- uation (incorporating the International Valuation Standards) – January 2020. Related Party Transactions Policy The related-party transactions policy of the Group. Remuneration Policy The remuneration policy for CTP adopted by the AGM on 25 March 2021 applying to the Executive Directors and the Non-Executive Directors. Retention rate The part of total rental income that expires in one year and is prolonged with existing clients, as part of the total rental income of leases that expire in the same year. Senior Independent Director The Non-Executive Director with the title Senior Independent Director, in accordance with the Board Rules. Senior Management The employees of CTP in a managerial position as defined in Article 2:166 of the Dutch Civil Code. Shareholder(s) A holder of shares in CTP B.V. Sustainability Committee The sustainability committee of the Company TCFD Task Force on Climate related Financial Disclo- sures—a non-public initiative that developed dis- closure guidance for the impact of climate change on the financial performance of companies [www. fsb-tcfd.org]. TSR Total shareholder return. UNHCR United Nations High Commissioner for Refugees. WAULT Weighted average unexpired lease term. Western European markets Austria, Netherlands, Germany—CTP’s expansion markets in Western Europe. Yield on Cost (YoC) The expected rental value divided by development cost, including land and agency fees, excluding financing, rent-free periods and internal project management costs. Appendices 7.10 Disclaimer Financial Statements Company Introduction Strategy & Outlook Business Environment ESG Governance 337 Annual Report 2023 CTP N.V. Forward-looking statements and other information To the extent that this document contains for- ward-looking statements, such statements do not represent facts and are identified generally by the words such as “aims”, “anticipates”, “assumes”, “believes”, “estimates”, “expects”, “intends”, “should”, “will”, “will likely result”, “forecasts”, “out- look”, “projects”, “may” or similar expressions. The forward-looking statements contained herein speak only as of the date they are made and CTP does not assume any obligation to update such statements, except as required by law. Forward-looking state- ments express the intentions, opinions or current expectations and assumptions of CTP and the per- sons acting in conjunction with CTP, for example with regard to the Outlook section of the “CEO and CFO letter”, or the “Growth plan and 20 Million sqm GLA Target” and “Outlook for 2024” sections in Chapter 2. Such forward-looking statements are based on current plans, estimates and forecasts which CTP and the persons acting in conjunction with CTP have made to the best of their knowledge, but which may not be correct in the future. For- ward-looking statements are subject to risks and uncertainties because they relate to future events that are difficult to predict and usually cannot be influenced by CTP or the persons acting in conjunc- tion with CTP. Please see in this respect chapter Risk Management. It should be kept in mind that the actual events or consequences may differ mate- rially from those contained in or expressed by such forward-looking statements. Third-party market share data Statements regarding market share, market data, industry statistics and industry forecasts, contained in this document are based on publicly available sources such as research institutes and analyst coverage in combination with CTP’s own management estimates. Use of non-IFRS information In presenting and discussing CTP’s financial posi- tion, operating results and cash flows, management uses certain non-IFRS financial measures. These non-IFRS financial measures should not be viewed in isolation as alternatives to the equivalent IFRS measure and should be used in conjunction with the most directly comparable IFRS measures. Non-IF- RS financial measures do not have standardized meaning under IFRS and therefore may not be comparable to similar measures presented by other issuers. 7.10 Disclaimer 338 Annual Report 2023 CTP N.V. Contacts CTP CTPark Humpolec 1571 396 01 Humpolec Czech Republic +420 565 535 565 Czech Republic CTP Invest spol. s r.o. Národní 135/14 110 00 Prague 1 Czech Republic +420 220 511 444 Romania CTP Invest Bucharest SRL 5A Ion Rațiu Street Bolintin Deal Commune Giurgiu County 087015 Romania +40 21 9149 Hungary CTP Management Hungary Kft Verebély László utca 2 2051 Biatorbágy Hungary +36 30 164 3414 Slovakia CTP Invest SK, spol. s r.o. Laurinská 18 811 01 Bratislava Slovakia +421 904 174 157 Serbia CTP Invest doo Zorana Djindjica 64a 11070 Beograd Serbia +381 66 8772 860 Poland CTP Invest Poland Sp. z o.o. Rondo ONZ 1 00-124 Warsaw Poland +48 600 037 740 Bulgaria CTP Invest EOOD 247, Botevgradsko shosse Blvd. Administrative building, floor 7 1517 Sofia Bulgaria +359 884 65 22 38 Netherlands CTP Invest BV Apollolaan 151 1077 AR Amsterdam The Netherlands +31 85 27 31 294 Germany CTP Deutschland B.V. Lietzenburger Strasse 75 107 19 Berlin Germany +49 (0) 331 74 00 76 -529 Austria CTP Invest Immobilien GmbH Himmelpfortgasse 2/5 1010 Vienna Austria +43 664 3483608 Asia Office Mainland China: +86-17072175553 Hong Kong: +852-93594004 CTP Regional Offices Follow Us linkedin.com/company/CTP-invest twitter.com/CTPInvest facebook.com/CTPparkmakers instagram.com/CTPparkmakers youtube.com/CTPeu #byctp ctp.eu CTP N.V. CTP N.V. Apollolaan 151 1077 AR Amsterdam The Netherlands +31 85 27 31 294 ctp.eu