Annual Report • Mar 17, 2023
Annual Report
Open in ViewerOpens in native device viewer
549300GAV4HKKFJA8W67-2022-12-31-en.xhtml 549300GAV4HKKFJA8W67 2022-01-01 2022-12-31 549300GAV4HKKFJA8W67 2021-01-01 2021-12-31 549300GAV4HKKFJA8W67 2022-12-31 549300GAV4HKKFJA8W67 2021-12-31 549300GAV4HKKFJA8W67 2020-12-31 549300GAV4HKKFJA8W67 2021-12-31 ifrs-full:IssuedCapitalMember 549300GAV4HKKFJA8W67 2022-12-31 ifrs-full:IssuedCapitalMember 549300GAV4HKKFJA8W67 2020-12-31 ifrs-full:IssuedCapitalMember 549300GAV4HKKFJA8W67 2021-12-31 ifrs-full:RetainedEarningsMember 549300GAV4HKKFJA8W67 2022-01-01 2022-12-31 ifrs-full:RetainedEarningsMember 549300GAV4HKKFJA8W67 2022-12-31 ifrs-full:RetainedEarningsMember 549300GAV4HKKFJA8W67 2020-12-31 ifrs-full:RetainedEarningsMember 549300GAV4HKKFJA8W67 2021-01-01 2021-12-31 ifrs-full:RetainedEarningsMember 549300GAV4HKKFJA8W67 2021-12-31 ifrs-full:MergerReserveMember 549300GAV4HKKFJA8W67 2022-12-31 ifrs-full:MergerReserveMember 549300GAV4HKKFJA8W67 2020-12-31 ifrs-full:MergerReserveMember 549300GAV4HKKFJA8W67 2021-12-31 ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember 549300GAV4HKKFJA8W67 2022-12-31 ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember 549300GAV4HKKFJA8W67 2020-12-31 ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember 549300GAV4HKKFJA8W67 2022-01-01 2022-12-31 ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember 549300GAV4HKKFJA8W67 2021-01-01 2021-12-31 ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember 549300GAV4HKKFJA8W67 2021-12-31 ifrs-full:ReserveOfCashFlowHedgesMember 549300GAV4HKKFJA8W67 2022-12-31 ifrs-full:ReserveOfCashFlowHedgesMember 549300GAV4HKKFJA8W67 2020-12-31 ifrs-full:ReserveOfCashFlowHedgesMember 549300GAV4HKKFJA8W67 2022-01-01 2022-12-31 ifrs-full:ReserveOfCashFlowHedgesMember 549300GAV4HKKFJA8W67 2021-01-01 2021-12-31 ifrs-full:ReserveOfCashFlowHedgesMember 549300GAV4HKKFJA8W67 2021-12-31 ifrs-full:NoncontrollingInterestsMember 549300GAV4HKKFJA8W67 2022-12-31 ifrs-full:NoncontrollingInterestsMember 549300GAV4HKKFJA8W67 2020-12-31 ifrs-full:NoncontrollingInterestsMember 549300GAV4HKKFJA8W67 2022-01-01 2022-12-31 ifrs-full:NoncontrollingInterestsMember 549300GAV4HKKFJA8W67 2021-01-01 2021-12-31 ifrs-full:NoncontrollingInterestsMember 549300GAV4HKKFJA8W67 2021-12-31 ifrs-full:EquityAttributableToOwnersOfParentMember 549300GAV4HKKFJA8W67 2022-12-31 ifrs-full:EquityAttributableToOwnersOfParentMember 549300GAV4HKKFJA8W67 2020-12-31 ifrs-full:EquityAttributableToOwnersOfParentMember 549300GAV4HKKFJA8W67 2022-01-01 2022-12-31 ifrs-full:EquityAttributableToOwnersOfParentMember 549300GAV4HKKFJA8W67 2021-01-01 2021-12-31 ifrs-full:EquityAttributableToOwnersOfParentMember 549300GAV4HKKFJA8W67 2022-01-01 2022-12-31 ifrs-full:ReserveOfRemeasurementsOfDefinedBenefitPlansMember 549300GAV4HKKFJA8W67 2021-12-31 ifrs-full:TreasurySharesMember 549300GAV4HKKFJA8W67 2022-12-31 ifrs-full:TreasurySharesMember 549300GAV4HKKFJA8W67 2022-01-01 2022-12-31 ifrs-full:TreasurySharesMember 549300GAV4HKKFJA8W67 2021-01-01 2021-12-31 ifrs-full:TreasurySharesMember 549300GAV4HKKFJA8W67 2021-01-01 2021-12-31 ifrs-full:ReserveOfRemeasurementsOfDefinedBenefitPlansMember 549300GAV4HKKFJA8W67 2020-12-31 ifrs-full:ReserveOfRemeasurementsOfDefinedBenefitPlansMember 549300GAV4HKKFJA8W67 2021-12-31 ifrs-full:ReserveOfRemeasurementsOfDefinedBenefitPlansMember 549300GAV4HKKFJA8W67 2022-12-31 ifrs-full:ReserveOfRemeasurementsOfDefinedBenefitPlansMember 549300GAV4HKKFJA8W67 2020-12-31 ifrs-full:TreasurySharesMember xbrli:shares iso4217:EUR iso4217:EUR xbrli:shares Annual report 2022 IMMOBEL at a glance 3 IMMOBEL IN 2022 4 message of the chair 4 key Figures 8 highlights 10 Who we are 13 mission, values, strategy 13 ESG policy 15 shareholder information 23 activity report 25 development 26 Belgium 26 proximus towers 30 france 33 Immotion 36 luxembourg 38 liewen 40 germany, poland, spain 43 Investment management 47 market analysis 49 ESG REPORT 59 corporate Governance statement 137 remuneration report 156 Management report 171 consolidated accounts 185 and condensed statutory accounts Lexicon 248 general information 249 content 2 ANNUAL REPORT 2022 | immobel at a glance As experts in high-quality real estate projects in major European cities, we create attractive urban environments that meet clients’ expectations and the needs of today and tomorrow. With more than 160 years of experience, we dare to claim that we have the agility to invest and the drive to improve living and working environments. Ambitious ESG policy based on three pillars on asset level: For our end-users For the neighbourhoods For the environment EUR 450 mio market capitalisation 1 63 projects under development 1,500,000 m 2 under development EUR 5.7 bio gross development value 2 71% residential projects in portfolio > 200 devoted team members in Europe 1. On 31 December 2022 2. Sales value or gross development value: total expected future turnover (Group share) of all projects in the current portfolio (including projects subject to conditions precedent for which the management judges there is a high likelyhood of closing). 3 ANNUAL REPORT 2022 | Message from Marnix Galle Executive chair 2022 was a challenging year marked by geopolitical and economic turmoil. The effects of the war in Ukraine, the lingering pressure on our supply chains, increased construction costs, inflation, and the long tail of the COVID-19 pandemic rippled across the globe. Rising interest rates impacted housing affordability and reduced liquidity in investment markets. Alongside these macroeconomic developments, structural megatrends like climate change, increased urbanisation, and an ageing population continue to shape our sector, forcing us to rethink how we build our homes, offices, and cities. Optimising for growth and profitability In the face of these challenges, Immobel shifted its focus from growth to operational excel- lence. By refocusing on its core strengths and tightly controlling costs, the company navigated the market and delivered solid financial results. By limiting exposure to small residential pro- jects in France (which has led to an impairment loss on goodwill of EUR 43.8 million) as well as transferring its real estate investment management activity from London to Brussels. It also encompassed toning down its acquisition strategy during the second half of 2022, Immobel will reduce its yearly overhead costs by EUR 15 million as of 2024. Additionally, the company adjusted its acquisition strategy in the second half of 2022. 4 ANNUAL REPORT 2022 | With these strategic measures, Immobel continues to demonstrate its commitment to prudent financial manage ment and sustainable growth. We ended 2022 with an underlying net profit 1 of EUR 54.5 million and an under lying return on equity 2 at 9.5%. EBITDA 3 reached EUR 68.6 million. Despite the challenging economic conditions, the company has maintained a strong liquidity position, with a cash position of EUR 276 million and a gearing ratio 4 of only 53.0%. A gross dividend of EUR 3.05 per share will be proposed at the General Meeting on 20 April 2023. Together with Immobel’s healthy balance sheet this strategy enabled the company to weather current market conditions, providing a solid foundation for the future. Navigating the markets with agility Immobel’s financial performance in 2022 was facilitated by the strengths of our sustainable and highquality portfolio of transformative, large, mixeduse innercity projects at prime locations and our solid 160+year experience. Our portfolio sets us apart from our competitors. Our extensive expertise in real estate development allows us to navigate the market quickly and effectively while maintaining a competitive edge. In Belgium, we closed the sale 5 of the BREEAM Outstanding office building of circa 14,200 m² Commerce 46 – a Grade A core asset in the heart of Brussels’ stable European Quarter. Commerce 46 and its host of green and hightech building features exemplify Immobel’s objective of creating highquality, futureproof buildings in prime loca tions. In addition, Immobel and BESIX RED successfully Commerce 46, Brussels 1. Net profit group share before impairment loss. 2. ROE (Return on Equity) refers to the net profit group share divided by the equity group share at the beginning of the year. Underlying ROE refers to the return on equity before impairment loss. 3. Earnings Before Interest, Depreciation and Amortization refers to the operat ing result (including share of result of associates and joint ventures, net of tax) before amortization, depreciation, and impairment of assets (as included in Administration Costs). 4. Gearing ratio is calculated by dividing net debt by the sum of net debt and equity group share with goodwill subtracted from equity group share. 5. Through the sale of 100% of the shares of Michael Ostlund Property S.A. Granary Island, Gdansk 5 ANNUAL REPORT 2022 | concluded the sale 1 of the Cours SaintMichel site in Brussels at the end of last year. The property is strategically located and will allow the American Embassy in Belgium and American Mission to the European Union to consolidate their diplomatic representations in a safe, sustainable, and modern workplace. In Poland, the company’s operations were successful, with the Granary Island project being almost completely sold in 2022. The company’s performance in Luxembourg was somewhat mixed, which can be attributed to the challenging market con ditions. Next to the higher costs incurred related to the Eden tower project (Frankfurt), sales in Germany were impacted by tough market conditions. France has also proven to be a challenging market in 2022. We therefore decided to refocus our efforts in this country towards the essence of our core expertise – transformative, large, mixeduse innercity projects at prime locations. By focusing on these projects, we aim to limit our exposure to lowprofit activities. This move will allow us to tap into the increased demand for commercial real estate in central Paris due to the area’s structural concentration of businesses and high population density. During the first half of 2022, Immobel conducted several and impactful new acquisitions, including the Héros project, the Proximus Towers 2 , and the Commodore project. During the second half of 2022, Immobel toned down its acquisition strategy to align with the evolving macroeconomic environment. Immobel’s total gross development value re mained stable compared with 2021, at EUR 5.7 billion, as the sale of assets offset acquisitions. The Commodore, Brussels Immside, Paris 1. Through the sale of 100% of the shares of CSM Properties SA/NV 2. In March 2022, Immobel (and a number of SPV’s controlled by Immobel) and Proximus entered into binding agreements regarding the sale and redevelopment of the Proximus headquarters. 6 ANNUAL REPORT 2022 | Permitting activity – key projects moving forward Although the company faced delays in obtaining permits for some of its residential projects, key projects are moving forward. Permits were obtained for new projects with a total Gross Development Value (GDV) of EUR 412 million last year. This is slightly lower than expected, mainly due to permitting delays. Successful real estate development requires the support and buyin of a wide range of stakeholders, including residents, government officials, and community organisations. By engaging in open and transparent dialogue, we can build trust and mutual understanding, which in turn helps us navigate the permit ting process more effectively. In addition, being transparent and open in our communication with stakeholders helps us to identify and address any concerns or issues they may have early on, which reduces the likelihood of delays or complications down the line. Resilient business model Despite the macroeconomic conditions, Immobel has maintained a strong position in the residential and office markets – uniquely positioning itself as a developer focused on large mixeduse projects that are engines for urban transformation. This is partly due to key business drivers that have allowed us to weather the current market conditions, in particular the structural shortage of housing supply in our main markets. Our projects are typically located in prime locations, which have provided some protection during a challenging market. Additionally, our focus on sustainable and energyefficient projects strengthens Immobel’s market positioning, as these elements are becoming increasingly essential. In the office market, we are seeing a continued increase in rent prices for sus tainable and green topquality office spaces in prime loca tions due to their limited supply. This trend is particularly relevant for Immobel as we focus on this market segment. Embracing the ever-evolving future Looking back at 2022, I am proud of our teams, their exceptional commitment, and what we’ve accomplished over the past year. The results outlined in this report reflect their unwavering dedication, perseverance, and resilience. Immobel’s history of over 160 years is a testament to our adaptability and readiness to embrace the everevolving future. We are deeply grateful for the trust and loyalty of our shareholders, partners, and stakeholders. I look forward to everything we will accomplish together in the year ahead. Proximus Towers, Brussels Héros, Brussels 7 ANNUAL REPORT 2022 | 8 ANNUAL REPORT 2022 | Key figures 2022 10% Spain 5% germany 12% france 52% belgium 3% poland 18% luxembourg PORTFOLIO BY COUNTRY PORTFOLIO BY SEGMENT Consolidated key figures 29% offices 71% residential Key figures Immobel Group (EUR millions) 2018 2019 2020 2021 2022 Net result, Group share 56.8 102.4 33.3 92.2 10.7 Equity, Group share 344.6 426.2 491.9 571.5 556.6 Market capitalization (including own shares) 503.9 663.8 681.8 728.8 449.9 Market capitalization (excluding own shares) 442.4 583.3 655.0 726.8 448.7 Figures per share (EUR) (excluding own shares) 2018 2019 2020 2021 2022 Number of shares at yearend (thousand) 8,777 8,785 9,605 9,970 9,972 Net result, Group share 6.5 11.7 3.6 9.3 1.1 Value of equity 39.3 48.5 51.2 57.3 55.8 Gross ordinary dividend 2.42 2.66 2.77 3.05 3.05 Net ordinary dividend 1.69 1.86 1.90 2.14 2.14 Stock market ratios 2018 2019 2020 2021 2022 Stock price on 31 December (EUR) 50.4 66.4 68.2 72.9 45.0 Maximum quotation (EUR) 57.0 69.0 81.8 78.0 79.2 Minimum quotation (EUR) 47.0 50.2 56.2 62.2 39.0 Stock price / book value 128.4% 136.9% 133.2% 127.2% 80.6% Gross return for 1 year 1 4.8% 36.5% 6.7% 11.0% -34.1% Gross ordinary dividend / last stock price 4.8% 4.0% 4.1% 4.2% 6.8% Net ordinary dividend / last stock price 3.4% 2.8% 2.8% 2.9% 4.7% 1. Gross return for 1 year: (last closing price + dividends paid during the year first stock price for the period) / first stock price for the period. Operating result / Net result (EUR millions) EUR 68.6 mio EBITDA EUR 10.7 mio Net result EUR 54.5 mio Underlying net result EUR 573.1 mio Equity 0 20 40 60 80 100 120 2018 2019 2020 2021 2022 Operating result Net result Underlying net result 9 ANNUAL REPORT 2022 | Summary of the consolidated financial statements (eur millions) Income statement 2018 2019 2020 2021 2022 Operating income 326.1 419.5 375.4 392.8 243.9 Operating expenses 261.0 327.2 333.5 338.3 -293.6 Share in the results of associates 5.2 24.6 8.1 44.5 67.2 Operating result 70.3 117.0 50.0 99.0 17.5 Financial result 4.8 5.3 7.3 5.0 -4.4 Result before taxes 65.5 111.6 42.7 94.0 13.1 Income taxes 8.6 9.4 8.7 1.6 -2.8 Result for the year 56.9 102.2 34.0 92.4 10.3 Share of Immobel 56.8 102.4 33.3 92.2 10.7 Financial position Assets 2018 2019 2020 2021 2022 Noncurrent assets 181.7 213.3 448.3 506.3 362.3 Intangible assets 0.4 0.5 0.6 0.2 1.4 Goodwill 0.0 43.8 43.8 43.8 0.0 Tangible assets 0.9 1.0 1.4 2.8 4.1 Rightofuse assets 0.0 6.4 4.4 3.8 9.9 Investment property 104.3 81.1 197.1 174.0 67.7 Financial assets 70.6 65.4 182.8 258.2 256.4 Other 5.4 15.0 18.2 23.5 22.8 Current assets 784.7 1,087.9 982.8 1,178.9 1,385.7 Inventories 511.8 694.6 683.1 698.6 985.7 Cash 170.9 156.1 148.1 273.4 275.9 Other 102.0 237.2 151.6 206.9 124.1 Total assets 966.4 1,301.2 1,431.1 1,685.2 1,748.0 Equity and liabilities 2018 2019 2020 2021 2022 Equity 344.7 428.2 494.5 582.9 573.1 Noncurrent liabilities 332.9 523.4 609.6 535.1 744.5 Financial debts 322.0 507.0 571.1 507.6 722.8 Other 10.8 16.4 38.5 27.5 21.7 Current liabilities 288.7 349.7 327.0 567.2 430.4 Financial debts 193.7 200.1 180.8 359.1 179.7 Other 95.0 149.6 146.2 208.1 250.7 Total Equity and liabilities 966.4 1,301.2 1,431.1 1,685.2 1,748.0 highlights 2022 10 ANNUAL REPORT 2022 | Multi, Brussels The Woods, Brussels Lebeau, Brussels Quarter 1 Acquisition in Luxembourg - Immobel and TotalEnergies announce the conclusion of an agreement concerning the acquisition by Immobel of two plots in Luxembourg Héros - Immobel acquires a site in Uccle, Brussels to develop the residential project “Héros” Lebeau - Immobel submits building permit application for new Lebeau design in Brussels Rez-de-Ville - Cocreation workshop on the pedestrian zone of the Place de Brouckère: Immobel is a partner of the City of Brussels in this 15minute city project Liewen - Immobel launches the marketing of Liewen, a new ecofriendly residential neighbourhood in Mamer, Luxembourg Cours Saint-Michel - U.S. Department of State expresses interest in Immobel and BESIX RED’s Cours SaintMichel, Brussels Investment management - Launch of Immobel Capital Partners under the leadership of Duncan Owen White Rose Park - Immobel Capital Partners acquires White Rose Parkoffice campus in Leeds, UK as the first asset for its green office strategy Proximus Towers - Immobel and Proximus reach a binding agreement for the redevelopment of the Proximus headquarters in Brussels Quarter 2 Dividend increase - Immobel increases its dividend by 10%, bringing the 2021 dividend to EUR 3.05 gross per share Îlot Saint-Roch - First stone laid at Îlot SaintRoch, a future sustainable district in the heart of Nivelles, Belgium Multi - The materials passport used for the first time in the Multi renovation project in Brussels Green bonds - Early closure of the EUR 125 million green bonds issue in Belgium Ukraine - Immobel joins the Ukraine donation movement move to multi - Immobel relocates its headquarters at the Multi building The Woods - Immobel sells 1 the Woods offices, a modern redevelopment located in Flemish Brabant, Belgium Immorun Luxembourg - 3 rd edition of Immorun Luxembourg powered by Immobel Slachthuis - Bart De Wever, mayor of Antwerp, kicksoff the development of the Slachthuis neighbourhood 1. Through the sale of the shares of the companies owning and operating the property 11 ANNUAL REPORT 2022 | Immside, Paris Eden, Frankfurt Commerce 46, Brussels Fort d’Aubervilliers, Paris regionImmorun Belgium Quarter 4 Brouck’R - Immobel and BPI Real Estate submit modified building permit request for the Brouck’R project, Brussels immside - Immobel France partners with Nestore, a popup store specialist, for the temporary occupation of its Immside project in Paris FIABCI Award - Immobel receives a FIABCI Award for the Eden tower in Frankfurt Commerce 46 - Immobel closes the sale of Commerce 46, a BREEAM Outstanding office building located at the heart of the European quarter in Brussels Cours Saint-Michel - Immobel and BESIX RED sell Cours SaintMichel to the U.S. Department of State Quarter 3 Urban Land Institute - Marnix Galle hands over his position as ULI Europe Chairman to Lars Huber Brouck’R - Immobel and BPI Real Estate redesign the Brouck’R project The Commodore - Acquisition by Immobel of the residential project The Commodore in Evere, Brussels Fort d’Aubervilliers - Immobel France starts construction of its two residential buildings in the Fort d’Aubervilliers mixed development zone Proximus Towers - Building permit request submitted by Immobel for the redevelopment of the Proximus Towers, Brussels Half-year results - Immobel halfyear result 2022 shows a resilient business model in challenging markets Immorun Belgium - 13 th edition of Immorun Belgium powered by Immobel 12 ANNUAL REPORT 2022 | Our mission As the world faces unprecedented challenges, we are driven to create urban spaces that are sustainable, diverse, and enjoyable for everyone. Our mission is to transform cities and their neigh- bourhoods into future-proof urban environments that positively impact the lives of people, communities, and the planet. Each neighbourhood is unique and defined by its inhabitants, companies, local busines- ses, culture, heritage, and natural environment. That’s why we work closely with all our stakeholders to create spaces that are in harmony with their sur- roundings and improve the social and environmental conditions of the cities we serve. Our approach is grounded in a commitment to sus- tainability and the positive impact that our projects have on their surroundings. We take a comprehensive approach to our work. This includes consideration of the technical and economic factors required for our developments. We also take into account the history and identity of the neighbourhoods where our projects are located. We consider every aspect of our work, to create living, working, and recreational spaces that fulfil the needs of all. As a family-owned company with over 160 years of experience, we are confident in our ability to create a better future for our cities and communities. Our values Trust Trust is the cornerstone of our business and our company’s story that started in 1863. Every day, we put our dedication and expertise to work for clients, investors, citizens and partners. Every day, we aim to be worthy of their trust. Agility We are used to working with many different stake- holders and improvising in ever-changing circum- stances. Without ever compromising on quality or the key aspects of responsible development, we design real estate projects that meet the most exacting con- struction and urban renewal standards. Passion We love what we do! It is the driving force for our team of dedicated people, and it fuels our constant desire for improvement and our solutions-oriented approach. It also creates a lively work atmosphere where all colleagues can give their best and contri- bute real added value to our projects. Who we are 13 ANNUAL REPORT 2022 | 13 ANNUAL REPORT 2022 | Our strategy We want to shape the future of cities with our portfolio of sustainable, high-quality, and transformative mixed-use projects in prime European locations. We lead the way in urban transformation, providing innovative solutions for a better urban living and working experience. Our commitment to sustainability and energy efficiency is at the heart of what sets us apart in an increasingly demanding market. Our focus on preserving and repositioning assets, combined with our expertise in development and investment management, offers real synergies for long-term growth and success. We are ahead of the curve in the office market, capitalising on the growing demand for sustainable and green top-quality office spaces. With 160 years of experience, we are the trusted choice for those seeking a unique combination of prime locations, sustainability, and high-quality, transformative projects. Our ability to quickly and effectively navigate the market positions us with a competitive edge, making us the go-to choice for a better urban future. A purpose driven real estate developer and investment manager M A R K E T I N G L E G A L F I N A N C E E S G F I N A N C E C o n s t r u c t i o n P e r m i t s C o n c e p t u a l i s a t i o n A q u i s i t i o n M a r k e t d e v e l o p e m e n t C o m m e r c i a l i s a t i o n 14 ANNUAL REPORT 2022 | Our ambitious ESG policy For our end-users Towards collaborators For the neighbourhoods In the industry For the environment Well-being Diversity & Equality Social purpose PositiveLeadership Embodiedcarbon Biodiversity Sustainable mobility HealthyWork Environment Residentialdiversity Operationalcarbon Environmentalleadership For the community Create healthy places Lead by example ImmobelEngagementFund 15 ANNUAL REPORT 2022 | Lalys, Astene Buildings are constructed to endure. We therefore design our buildings to be healthy living or working places that will last for many decades at least. This objective is thrown into sharper relief when we consider the current crises affecting the world: an ailing global economy, the fragility of energy security, the tense geopolitical climate, and the still ongoing COVID19 pandemic. All of these show us what counts today and into the future: the ability of places to contribute to our quality of life, to reduce our environmental footprint, and to actively contribute to the vitality of the region. These concerns are part of all of our projects and illustrate the desire of our teams to develop urban spaces that bene fit individual users, communities, and the environment. To rollout our sustainability engagements throughout the Group, we have identified seven of the most important UN Sustainable Development Goals that should guide our daytoday development business. These are the goals that relate most closely to sustainable cities and communities, good health and wellbeing, as well as measures related to climate change. In addition, at the level of the Group we are convinced that we can have a direct or indirect impact on several SDGs. In this respect we consider SDG 17 – Ecosystem, SDG 5 – Di versity and inclusion, SDG 3 – Healthy workplace, SDG 9 – Sustainability culture and leadership, and SDG 4 – Training / knowledge sharing as the main ones. 16 ANNUAL REPORT 2022 | 17 Create healthy places 1. For our end-users As a real estate developer and investor, we take our leading role and responsibility seriously to construct a healthy living, working and recreational environment for all endusers. Our projects are intended to produce highquality areas in cities and communities that ben efit everyone. For this reason we take great care to minimise exposure to risk factors that impact people’s health. We also include the many secondary factors which contribute to ensuring the wellbeing of urban popu lations: the proximity of essential services, accessibility to nature, the design of spaces, a sense of safety, and the opportunity to meet. Well-being To successfully complete our mission to create healthy spaces, we strive to ensure the excellence of building techniques and operations management. In line with our enlarged focus on wellbeing, we pursue WELL certification for large urban develop ment projects. Across our entire portfolio, a health and wellbeing design checklist has been developed to assure health and wellbeing parameters are integrated in the design. In practice this means designing environ mental qualities such as daylight, clean air, ventilation, careful sound design, biophilic design, vistas onto green surroundings, and integrated biodiversity into our living environments and working spaces. The end results include better conditions for our users’ health and wellbeing, both mental and physical. Sustainable mobility A key factor when deciding where to develop our pro jects is the distance to public transport and between facilities. For this reason we focus on developing projects near central mobility hubs. We also want to promote access to nearby services that can be reached on foot or by bicycle. By emphasising sustainable mobility we aim to be a catalyst that promotes more sustainable lifestyles and the consequent improvement in quality of life. 17 ANNUAL REPORT 2022 | ANNUAL REPORT 2022 | 18 2. For the neighbourhoods We are also fully aware of our significant responsibility to participate in developing urban areas, which can often involve revitalising neighbourhoods. Such initia- tives provide unique opportunities to create environ- ments that have long-term impacts on the lives of their users. We therefore design our developments in close collaboration with many stakeholder groups impacted in a neighbourhood. This means taking full account of the needs for services and facilities expressed by our interlocutors. Furthermore, we are actively involved in several non-profit organisations, whose goal is to rethink neigh- bourhoods via a public-private-associative dialogue. This demonstrates our commitment to overall well- being and our role as a regional expert. Social purpose It is vital that our developments provide opportunities to diversify the local economic fabric by providing answers to the needs for services expressed by the re- sident community. We are convinced that the wealth of neighbourhoods is proportional to the diverse activities that take place in them. This is a factor for social co- hesion because it enables the resident population to meet their needs locally and it draws in other users. Diversity also enables the development of a range of local activities by reducing dependency on external economic flows. We want our projects to reflect this goal for diversi- ty via the planning of common exterior and interior spaces and by the integration of public amenities. We are convinced that the economic and social value of a real estate asset grows when it is used intensively by a diverse set of users. To meet this goal, we systematically analyse public and community needs. We also make full use of pro- totyping or transitional urban planning experiences such as temporary occupations to test the relevance of new services before integrating them in a final project. Basing ourselves on the axiom that “a diverse neigh- bourhood is the foundation for a healthy neigh- bourhood” we strengthen dialogue with the players concerned at every level: from the territorial autho- rities to residents, from retailers to major companies. We try to include our stakeholders as much as possible in our projects right from the outset. The resulting feedback is then fed into our planning activity and adds value to each project. Residentialdiversity Immobel wants to contribute to an increase in social diversity in its residential offer. We will actively lead the discussion at sector level and look for tools and solu- tions with the authorities and the associative sector to increase diversity in housing developments in the cities in which we are active. Immobel commits to increase the supply of social / intermediate / student / inter- generational and other housing typologies based on local needs. We will work with housing associations and governments to help increase the supply of homes that are genuinely affordable to buy or rent. This will help to tackle the inequalities experienced by certain groups affected by the shortage of affordable homes. 18 ANNUAL REPORT 2022 | 19 The Muse, Brussels 3. For the environment The real estate sector accounts for about 40% of energy consumption and 36% of European CO 2 emis sions. In the light of this highly significant impact on the environment, the sector is at the heart of national and European strategies to adapt to and mitigate climate change, via quick, binding standards changes as demonstrated by the work underway to adopt the European green taxonomy. We work to anticipate regulatory changes that will have a profound impact on the way in which we design, build and manage real estate assets. To do this we use a variety of tools to measure, reduce, offset and include these actions in a comprehensive strategy. Embodiedcarbon Immobel applies an acquisition policy based on “recycling” or “repurposing” builtup areas or trans forming existing assets in the city. This refers to a strong preference for renovation of existing buildings instead of demolition (combined with a circular approach to minimise the embodied carbon) in urban environments. It’s a way of avoiding using new mate rials and energy that conventionally goes into demoli shing and rebuilding. Immobel systematically uses Life Cycle Assessments (LCA) studies for new developments. An important parameter that is obtained via the LCA study are the embodied carbon emissions. These are the GHG emissions and removals associated with materials and construction processes throughout the whole life cycle of an asset. We have been using tools and studying avantgarde initiatives for several years now to ensure the environmen tal performance of our assets, starting with certification practices (BREEAM, High Environmental Quality Certifica tion (HQE), DGNB, or equivalent) which are consistently implemented in our projects. Our projects strive to obtain several certifications, as well as a series of labels, including BREEAM, WELL, BiodiverCity. To ensure the consistency of our inhouse initiatives; disseminate them throughout our developments; and equip the company with a broader strategic direction, we have defined a path to carbon neutrality, based on a renovation strategy, an embodied carbon reduction programme, and eventually an offset programme through local initiatives regarding reforestation and regenerative agriculture. Renovation will become more and more important in the future. This is because demolishing a building generates a huge carbon footprint that is very difficult to offset later, even by putting very energyefficient new housing on the market. For this reason, Immobel changed its acquisition strategy more than a year ago. We no longer buy buildings that have to be demolished and rebuilt, but buildings that can be renovated. 19 ANNUAL REPORT 2022 | O’Sea, Ostend Operationalcarbon A fossilfree energy solution is the obligatory standard for all new permits introduced. In the design phase, par ticular attention is paid to the replacement of fossil fuels by alternatives such as geothermal energy, heat pumps, and solar panels, and the optimisation of techniques to minimise energy consumption during the operational phase. Immobel will have integrated all taxonomy requirements in all its projects by 2025. Several of our developments are already designed today to become CO 2 neutral by eliminating all operational carbon and striving to become energyneutral by producing locally at least as much energy as the development consumes. Biodiversity Our activity has an impact on biodiversity. The preservation of living things is integrated in our activities via the location choices for our projects and the inclusion of green spaces favourable to flora and fauna. We work with landscapers and ecologists on a regular basis to get a precise understanding of the state of biodiversity on our sites and to put in place in struments suited to its preservation. We disseminate inhouse initiatives which combine respect for living beings with the maintenance of our green spaces. Immobel favours the establishment of the most favourable spaces for biodiversity. We aim to achieve a “Net Gain” in biodiversity for each development. To measure the improvement, Immobel uses a recognised Biodiversity Net Gain calculator. This tool allows for the bio diversity value of a site to be measured based on the type of habitat present and its relative condition. Designs can then be drawn up which target an improvement in biodiversity following development. 20 ANNUAL REPORT 2022 | lead by example 1. Towards collaborators Learninganddevelopment: “Immobelacademy”initiative Investing in continuous training and development of our teams helps not only them, but also Immobel as a whole. By providing our teams with learning and development activities, we enable the company to achieve its business targets, and the people to constantly grow professionally and to prepare for the future. Training and personal development has a strategic role in the company. We believe that learning and development contributes to attracting new talents as well as retaining existing talents. Through the “Immobel Academy” we want to offer an attractive and qualitative offer of trainings and learning experiences, accessible for all teams to be able to further grow in the current role or to evolve in a potential career path. Well-being In 2022, an engagement survey was launched at Immobel headquarters. It focused on wellbeing and life at work and provided us with very useful insights. Some other actions that we implement to improve health and wellbeing at work include the provision of healthy food in cafeterias and vending machines, and sports and teambuilding events. Diversity Immobel aims to stimulate diversity at all levels in its overall HR policy as well as in the composition of its Boards. Immobel’s diversity and equality initiatives must promote equal treatment on issues concerning conditions of employ ment, work conditions, and development in the work. The ambition is the pursuit of diversity and equality initiatives as an integral part of operations. Immobel seeks to be a wor king environment that enables everyone to unleash their full potential and at the same time be treated fairly, equally and respectfully. 21 ANNUAL REPORT 2022 | 22 2. In the industry Non-financial reporting has drastically improved over the past years. With the implementation of the new EU directives linked to non-financial reporting (CSRD), the scope of companies required to report on ESG aspects will be increased. As a first step in this journey, Immobel has performed a readiness assessment against the CSRD requirements. This involved identifying the gaps between the current state of play at Immobel and what is mandated by the proposed CSRD legislation. Moreover, a realistic high-level roadmap with actions and initiatives based upon the readiness assessment has been created. 3. For the community Immobel wants to demonstrate a societal engagement and a positive impact towards the community. In this perspective, the Immobel Engagement Fund is active for several years as the charity pillar of Immobel. A Board composed of internal and external members selects on a regular basis initiatives in the fields of social inclusion, arts, health and inclusive city development that can be supported by Immobel. The Immobel Engagement Fund accounts for up to 1% of our net income each year. ESG reporting has become an increasingly important part of our business. Immobel is aligning its KPIs with the ESRS (European Sustainability Reporting Standards) which will be the norm to be respected within the CSRD. We also demonstrate leadership in the sector by supporting and playing an active role in sector-wide initiatives such as the Urban Land Institute. The aim of this initiative is to drive the sector to move beyond individual actions and collaborate to create change within the industry by providing knowledge, tools and education. 22 ANNUAL REPORT 2022 | Immobel in 2022 ANNUAL REPORT 2022 | SHAREHOLDER information 12/17 12/18 12/19 12/20 12/21 12/22 18 19 20 21 22 Dividend Dividend evolution overthepast 5 years (EUR per share) Return on equity ROE evolution over the past 7 years Share price evolution Share price evolution over the past 6 years (EUR per share) 0 0% 1 10% 2 20% 3 30% 4 40% 100 80 60 40 20 2.42 2.66 2.77 3.05 3.05 Target Roe 15% 15.0% average underlying ROE over the past 7 years EUR 3.05 gross dividend proposal for 2022 EUR 45.00 share price on 31/12/2022 A gross dividend of EUR 3.05 per share will be proposed at the General Meeting on 20 April 2023. 1716 3% 17% 3% 17% 18 19% 19 30% 20 8% 8% 21 19% 19% 22 2% 10% 30% 19% ROE Underlying ROE 23 ANNUAL REPORT 2022 | Financial Calendar Shareholding structure as at 31 December 2022 In accordance with article 29 of the Law of 2 May 2007 on the disclosure of stakes held in issuers whose shares are admitted to trading on a regulated market, Immobel has been informed by the following shareholders that they hold the shares mentioned below: Publication of 2022 annual accounts 9 March 2023 Annual General Meeting 2023 20 April 2023 Publication of 2023 halfyear results 14 September 2023 Shareholders Number of shares % of total shares A³ Capital NV/SA (and a related company), having its registered seat at 1020 Brussels, avenue des Trembles 2 5,898,644 59.00% Immobel NV/SA having its registered seat at 1000 Brussels, Boulevard Anspach 1 25,434 0.25% Free float 4,073,278 40.74% Totalofknownshareholders 9,997,356 0.25% Immobel NV/SA 59.00% A³ Capital NV/SA (and a related company) 40.74% Free float 24 ANNUAL REPORT 2022 | 2022 Activity Report We are delighted to introduce our 2022 Activity Report, in which you can discover brief summaries of our many and varied activities in the countries where we have a presence. In addition, we provide more details of three key projects: Proximus Towers in Brussels, Immotion in Paris, and Liewen in Luxembourg. Although very different in scope and implementation, they each clearly display our commitment to develop high-end, sustainable and energy- efficient residential and office spaces in prime locations. 25 ANNUAL REPORT 2022 | 25 ANNUAL REPORT 2022 | Despite difficult market conditions, 2022 was a highly successful year for Immobel in Belgium. The office market in Belgium recorded an all-time-high in- vestment activity of EUR 6.5 billion. The offer of well-lo- cated new ESG-compliant office buildings continues to be very constrained. The Brussels office market, our main office market, with a strong government-linked tenant market (EU, local governments, embassies etc.) again proved its robustness in this challenging environment. Immobel Belgium In the residential market, prices have increased due to building costs being affected by inflation. This, combined with the increased interest rates leading to higher finan- cing costs, slowed down the pace of sales. In this market, certainly in the bigger cities where we are active, the main drivers are private investors. As a real estate developer, we experience first-hand that the permitting process can be a significant challenge in our line of work. Each year, the regulatory environment becomes increasingly complex and more difficult to navigate. The average permitting time ranges from three years in Wallonia to four in Flanders and five in Brussels. Despite these challenges, we have been able to successfully move 26 ANNUAL REPORT 2022 | 26 ANNUAL REPORT 2022 | forward with key projects thanks to our commitment to open and transparent communication with our key stakeholders. In the first quarter of 2022, Immobel and Aréa Real Estate signed an offmarket agreement regarding the acquisition of the Héros project, a prime residential location in Uccle, Brussels, where Immobel will develop 29 highend apartments. Permits have been obtained for this site. We submitted a building permit to revitalise the Lebeau project in the Brussels Sablon district. The new project design takes into account comments from the district regarding renovation, heritage consultation, building density and sustainability. Of great significance was when Immobel and Proximus reached a binding agreement regarding the redevelopment of the Proximus headquarters in Brussels. The overall aim is to create a sustainable and inspiring digital campus that fosters connection, collaboration, and innovation. At the same time, Projects overview Name Surface (m 2 ) Location Use Building period Immobel share Slachthuis 240,000 Antwerp Residential Q2 2022 2030+ 30% Proximus 118,000 Brussels Mixed Offices: Q3 2024 Q1 2026 Residential: Q3 2024 Q1 2027 100% Universalis Park 3 58,000 Brussels Mixed Q4 2025 2030+ 50% Oxy 71,000 Brussels Mixed Q1 2023 Q3 2025 50% Key West 61,000 Brussels Mixed Q2 2023 Q2 2029 50% Panorama 60,000 Brussels Mixed Q3 2020 Q2 2027 40% Ciney 47,000 Ciney Residential Q4 2023 2030+ 100% Multi 46,000 Brussels Offices Q1 2019 Q1 2022 50% Theodore 45,000 Brussels Mixed Q1 2022 Q3 2024 50% Brouck'R 37,000 Brussels Mixed Q2 2024 Q3 2026 50% Lebeau 36,000 Brussels Mixed Q4 2024 Q4 2026 100% Ilôt SaintRoch 32,000 Nivelles Residential Q1 2022 Q2 2026 100% Eghezée 30,000 Eghezée Residential Q1 2024 Q3 2029 100% TPark 29,000 Tielt Residential Q4 2022 Q1 2028 100% Oostakker 27,000 Oostakker Residential Q2 2023 Q2 2027 50% Isala 34,000 Brussels Offices Q3 2023 Q3 2025 70% O'Sea (phase 3) 24,000 Ostend Residential Q4 2022 Q1 2025 100% Lalys 31,000 Astene Residential Q3 2020 Q3 2025 100% Cala 20,000 Liège Offices Q3 2018 Q4 2020 30% Plateau d'Erpent 19,000 Erpent Residential Q2 2018 Q4 2022 50% Domaine du Fort 13,000 Barchon Residential Q3 2020 Q4 2025 100% The Muse 9,000 Brussels Offices Q3 2023 Q2 2025 30% Les Cinq Sapins 9,000 Wavre Residential Q1 2019 Q1 2024 100% The Commodore 12,000 Brussels Reisdential Q3 2023 Q2 2025 100% Héros 4,000 Brussels Reisdential Q4 2022 Q4 2024 100% Overall, at Immobel Belgium we exceeded our goals for 2022, despite the permitting challenges. Adel Yahia Senior Managing Director Immobel Belgium and Luxembourg 27 ANNUAL REPORT 2022 | the project will substantially contribute to the revitalisation of the Brussels North area. Over the summer we submitted the building permit to transform the Proximus Towers office building into a liveable, futureoriented and inclusive place. In the summer months Immobel completed the sale of the Woods offices, a modern redevelopment located in Hoei laart, Flemish Brabant. Nestling entirely within the Sonian Forest, The Woods offers a multifunctional workcafé, shared leisure spaces, stylish work areas, shared meeting rooms, with a wide range of restaurants and facilities in the neighbourhood. In Antwerp, Mayor Bart De Wever kicked off the develop ment of the Slachthuis neighbourhood. A former slaughter house will be transformed into a sustainable, hightech campus for AP University of Applied Sciences and Arts. The new campus is the first of many projects that will turn the entire area into a bustling, green neighbourhood in the coming years. We completed the acquisition of the Commodore project in Evere, Brussels. The 11,000 m² project, with final permit, consists of the redevelopment of a former office site into 115 quality apartments surrounded by green. Neighbour hood information and cocreation played a significant role in the redesigned Brouck’R project for which Immobel and BPI Real Estate submitted a modified building permit request. In November, we concluded the sale of Commerce 46 – a BREEAM Outstanding office building of around 14,200 m². This Grade A core asset is located in the heart of Brussels’ stable European Quarter. Commerce 46 and its host of green and hightech building features exemplify Immobel’s objective of creating highquality, futureproof buildings in prime locations. Commerce 46, Brussels 9,084 residential units 1 718,900 m 2 Belgian portfolio 200,400 m 2 offices 325 ha landbanking 1. The totality of the residential units, not taking into account the share of Immobel in the respective projects 28 ANNUAL REPORT 2022 | Towards the end of the year Immobel, together with BESIX RED, successfully concluded the sale of the Cours Saint Michel site to the United States Department of State. The property, located in Etterbeek, Brussels, is strategically si tuated and will allow the American Embassy in Belgium and American Mission to the European Union to consolidate their diplomatic representations in a safe, sustainable, and modern workplace. Also in 2022 we held a cocreation workshop on the pe destrian zone of the Place de Brouckère: Immobel is a part ner of the City of Brussels in this 15minute city project. Two further milestones were the laying of the first stone at Îlot SaintRoch, a future sustainable district in the heart of T-Park, Tielt Nivelles, and the first use of the materials passport in the Multi, a major renovation project in Brussels. Turning to Immobel Home, the continuing impact of COVID19 encouraging many employees in Belgium to work from home for two to three days a week helped drive our sales activities of homes located 40 to 50 kilometres away from larger cities. Immobel Home sold 105 residential units in development, and 29 plots of land free of construc tion. Five residential projects are currently being marketed: Lalys (Deinze), 5 Sapins (Wavre), Erpent (Namur), TPark (Tielt) and Domaine du Fort (BlegnyTrembleur). In addition, marketing of 202 units in Tielt started successfully at the end of the year. Significant permitting work was carried out by Immobel Home in 2022, with permits declared complete in Ciney, ChaumontGistoux, Cointe, Wezembeek, Tielt, Astene and Waterloo. In total, 560 residential units were submitted as subdivision permits. In addition, 40,000 m² were submitted in permits for SME zones or business parks. Overall, at Immobel Belgium we exceeded our goals for 2022, despite the permitting challenges which will ne gatively impact our activities for the coming 24 months. Thanks to our strong foundations we can look forward to 2023 with considerable optimism. 29 ANNUAL REPORT 2022 | PROXIMUS TOWERS Office block to become a livable, future-oriented and inclusive place 30 ANNUAL REPORT 2022 | In the North Station District of Brussels, the monofunctional Proximus Towers are to be transformed into a multifunctional project. In this dynamic building, people will live, work, study, relax, shop and play sports. The plans are part of the new vision of the Brussels Region to transform the district into an accessible, safe, and connecting neighbourhood for all its residents and users. Functionally, the current 100% officeoriented towers will be transformed into a mixeduse project of offices (50%), residential units (36%), retail (4%) and amenities (10%) totalling ±119,000 m². It will offer a wide range of amenities, such as sports facilities, communal spaces, a large semipublic courtyard, and new green spaces. Close engagement with the neighbourhood has been a priority from the outset. The new design of the Proximus Towers will incorporate 300 residential units (one to three bedrooms) and 93 highquality student rooms with communal kitchens and living rooms. The current bridge between the two towers will be transformed into “The Connector”, which will house a restaurant that will be open to residents and users of the building as well as the general public. Food service and retail establishments will also be added to the ground floor. The end result will be a location that is not just open during office hours but a vibrant destina tion that is alive 24/7. A major goal of this redevelopment is to reconnect the site with city life and the neighbourhood. The current barrier between the public space and the building will be removed by changing both the structure and function of the towers. The base of the towers will be moved back to create more than 2,250 m² of additional green space for the neighbourhood. Here, a central meeting point will be established, with benches and terraces. 31 ANNUAL REPORT 2022 | 31 ANNUAL REPORT 2022 | The project will be carbon neutral in operation. Geothermal energy will be used for hea ting and cooling, and the building will be rated as a Nearly ZeroEnergy Building (NZEB) in accordance with the Energy Performance of Buildings Directive. One of the ways that Immobel is taking a leading role in the environmental transition is to be mindful of the use of water. Proximus Towers is an excellent example. A basin of approximately 2,200 m 3 will allow for the recovery and reuse of rainwater. Furthermore, the project has been designed with the encouragement of biodiversity in mind. Practical measures include the creation of green roofs and an easily accessible 5,000 m2 garden on the fifth floor. In total, 10,000 m² of green space will be created throughout the project. Every single one of the plants in these areas will be irrigated only by rainwater, thanks to an innovative rainwater recovery system. The building permit request was submitted in July 2022 and an environmental impact study is currently taking place. Construction is expected to start in 2024 with delivery of the first office buildings anticipated for 2026. Proximus Towers is set to achieve the high est scores in terms of certification: BREEAM Outstanding, WELL Platinum, and DGNB Platinum. The redevelopment of the towers is an excellent example of sustainable urban development. At least 75% of the existing structure will be retained. This will reduce both the need for new materials and the carbon footprint of the project. Existing materials will be reused or recycled on site or in other Immobel projects as much as possible. Thomas Joris Developer, Immobel Belgium 32 ANNUAL REPORT 2022 | Immobel France ANNUAL REPORT 2022 | 3333 ANNUAL REPORT 2022 | In 2022, we have secured our positions and we are confident in 2023. Paul-Michel Roy Managing Director Immobel France Tertiary FranceTertiary In face of the challenging year 2022 marked by geo political and economic turmoil, we decided to concentrate on preserving and improving the value of our portfolio, by obtaining planning permission for several projects in Paris, negotiating the main construction contracts, and rethin king certain assets to achieve even higher levels of environmental certification, among others. As such, all the tools that were deemed instrumental to the commercial success of our main projects were put in place in 2022, enabling us to launch an intense rental and sales campaign in 2023. Our respect for heritage and our commitment to sustainability played a key role. In Q3, construction started on the Immside mixeduse development project. Presales of the residential units began in September, followed by the offices in December. Temporary occupancy was also arranged for units under development. Thanks to our partner Nestor, a popup specialist, local businesses were able to move into the Immside building from the outset. We decided to rename the Tati site La Passerelle Néo Barbès. The appeal of this iconic site was clearly reflected in the high attendance figures of the many events that our partner Forest & Maison Château Rouge organised. The design of La Passerelle Néo Barbès, which preserves the existing buildings as much as possible in addition to respecting the building’s unique style, the district’s human, social and cultural needs. Wealsolaunchedtwokeyinitiativesin2022: “A durable impact, starting right now” By facilitating temporary occupancy at all our ongoing projects, we can generate a positive impact here and now, paving the way for a powerful dialogue between the project and the neighbourhood where it is located. “These actions take very little time to implement, but have longlasting effects,” said PaulMichel Roy, Managing Director Immobel France Tertiary. “Mixed as Value” Immside and La Passerelle Néo Barbès provide a response to the strong trend for investing in sustainable, mixed urban premises. By sharing space, services, or functions in our buildings, users contribute to generating sustainable value. FranceResidential In Q1, construction began on the Fort’Izy and Fort’Immo projects in Aubervilliers, and as well as Horizon Nature in Montévrain. We completed the Villa du Petit Bois in Eau bonne, Hélios in Drancy, Esprit Verde in Bessancourt, Les Terrasses de l’Orge in ÉpinaysurOrge, and Villa Colomba in CharentonLePont. In Q2, we began work on the Bucolia project in BussySaint Georges. The town, which is just 30 km from Paris, is syno nymous with an authentic, laidback way of life, in addition to offering essential daily services. Set in the heart of a 7,000 m² green area near the golf course, the Bucolia project consists of 88 apartments, 6 luxury villas, and 8 houses. We also completed L’Aquila in La GarenneColombes, applied for building permission for Vaujours, and launched the mar keting of Les Dryades in Avon. In May, Immobel France was awarded the contract to build the AFORP Pôle Formation UIMM ÎledeFrance site in IssylesMoulineaux. Here we will develop a 4,350 m² residential project, to a design by Chris tophe Cheney from Atelier 2A. The project’s 60 apartments are arranged around the heart of a green building block, for which we will offer tailormade and original services as well as personalised support for interior fittings. Later last year, work started on Essen’Ciel in Othis, in addition to completing the second phase of Esprit Verde in Bessan court and applying for a building permit for IssyLesMoulin eaux. Given the current challenging economic context, the com pany has decided to shift its focus from the development of small residential projects in the suburban areas of Paris to the development of mixeduse projects in the centre of Paris. 34 ANNUAL REPORT 2022 | Name Surface (m 2 ) Location Use Building period Immobel share 55 Avenue de Colmar 26,800 RueilMalmaison Mixed na 100% FORT'IZY (Fort d'Aubervilliers) 18,300 Aubervilliers Residential Q4 2021 Q1 2025 50% 1727 rue Chateaubriand 14,100 Savigny Sur Orge Residential Q1 2022 Q3 2024 100% 1 Rue de Cergy 9,600 Osny Residential Q3 2022 Q3 2024 60% Immotion 9,200 Paris Offices Q3 2025 Q2 2027 100% FORT'IMMO (Fort d'Aubervilliers) 8,500 Aubervilliers Residential Q4 2021 Q1 2024 50% Tati Barbès 8,000 Paris Mixed Q2 2023 Q2 2025 100% Bucolia 7,300 Bussy saint georges Residential Q1 2022 Q2 2024 100% Esprit verde 6,900 Bessancourt Residential Q1 2020 Q4 2022 100% Ch des Poutils Route D'Orléans 7,000 Montlhery 2 Residential Q2 2023 Q2 2025 20% L'aquila 5,900 La Garenne Colombes Residential Q3 2019 Q3 2022 100% Immside 5,000 Paris Offices Q3 2022 Q2 2024 100% Helios 4,900 Drancy 2 Residential Q1 2019 Q1 2022 100% Horizon nature 4,800 Montévrain Residential Q4 2021 Q4 2023 100% 29 bis avenue du Général De Gaulle 4,800 Avon Residential Q3 2022 Q4 2024 100% Essen'ciel 4,400 Othis Residential Q3 2022 Q1 2024 100% ButtesChaumont 5,400 Paris Mixed Q4 2023 Q4 2025 100% Les terrasses de l'orge 3,800 Epinay sur orge Residential Q2 2020 Q2 2022 100% Villa Colomba 3,300 Charenton le pont Residential Q1 2018 Q1 2022 51% 277 rue Saint Honoré 3,000 Paris Mixed na 10% 32 rue Saint Léger 3,000 Saint germain en laye Residential Q1 2021 Q1 2023 100% Villa du Petit Bois 2,700 Eaubonne Residential Q3 2020 Q1 2022 100% Nanterre 4,200 Nanterre Residential Q1 2024 Q1 2026 100% IssylesMoulineaux 4,300 Issy les moulineaux Residential Q1 2025 Q1 2027 100% Neuilly Plaisance 3,400 Neuilly Plaisance Residential Q2 2024 Q2 2026 100% Projects overview 535 residential units 1 152,500 m 2 French portfolio 51,000 m 2 offices 1. The totality of the residential units, not taking into account the share of Immobel in the respective projects 35 ANNUAL REPORT 2022 | Immotion An office building to see and be seen 36 ANNUAL REPORT 2022 | 36 ANNUAL REPORT 2022 | The Immotion project in Montrouge, Paris, creates a new, futureproof sustainable office building with the latest standards of comfort and performance. Its highly flexible nature allows for complete customisation for its future users. The Immotion project is located in the south of Paris. When completed it will proudly stand 38 metres above the Boulevard Périphérique near the Porte d’Orléans, giving great views over the city as well as being a highly visible landmark building. Its elegant silhouette, designed by Arte Charpentier, will undoubtedly make it a real urban totem. Its strategic location close to key highways and public transport stations (metro, tram and RER) makes it is easily accessible and therefore interesting both for investors and office tenants. Immotion is an officeonly building, providing 9,200 m² of prime office space on ten levels. In addition, four basement levels can be used for various purposes, such as a fitness centre or meeting rooms, according to the wishes of the occupants. One of the characteristics of the project is that services such as restaurants, business centres and social areas are located on the upper levels rather than on the lower levels as in tra ditional buildings. More people will enjoy the beautiful views over Paris and it frees up the ground floor for multipurpose spaces that can be set up à la carte as auditorium space or for other events. Finally, two beautifully laid out gardens are part of the Immotion project. The 350 m 2 rooftop Mediterranean garden gives breathtaking 360degree views over the whole of Paris. The ground floor garden extends over 500 m² and includes three terraced areas. “In terms of environmental labels, we are aiming for BREEAM certification, Wired score, and HQE label,” says Marion Vallet, Development Manager. “Biodiversity is given a strong focus thanks to 850 m² of green areas on the ground floor and the rooftop Mediterranean garden. Energy for heating and cooling the building will be provided by reversible heat pumps, while photovoltaic panels will be added where appropriate.” Biodiversity is given a strong focus thanks to 850 m² of green areas on the ground floor and the rooftop Mediterranean garden. Marion Vallet Developer, Immobel France 37 ANNUAL REPORT 2022 | 37 ANNUAL REPORT 2022 | Thanks to its solid foundation, Immobel Luxembourg is well positioned to succeed in the challenging economic climate in which property financing rates have more than doubled since the beginning of the year. This caused a noticeable slowdown in preliminary sales of projects in Immobel Luxembourg the second half of the year, and numerous rejections of loans for retail clients by banks conducting more strin - gent risk analyses. At the same time, construction costs have significantly increased, which has reduced projected margins on most of our projects. While residential real estate is still attracting potential homeowners and investors, the current economic environment has fostered unfavourable market conditions, resulting in a wait-and-see period. 38 ANNUAL REPORT 2022 | 38 ANNUAL REPORT 2022 | In such a challenging environment, our 2022 projects were relatively mildly impacted by the market downturn. The construction contracts of our projects Nova and Livingstone had been concluded before 2021 and both projects were nearly sold out (Nova 100%, Livingstone ca. 95%). Most of our other projects are under develop ment and design/permitting processes are going ahead. During 2022, agreements were reached for the acquisi tion of two plots in the capital belonging to TotalEnergies on the Route d’Esch, and for 8,400 m² in the sought after Belair district (the Arquebusiers project). Another highlight was the commercial launch of the new Liewen residential district, which is built around a centuryold tree and designed with sustainability in mind. 27 apart ments and houses (48% of phase 1) have already been sold. Agreement was finalised for development of the Polver millen project on the banks of the Alzette. Designed using a sustainable approach, the project will revitalise a former industrial site. Marketing of both Livingstone and Nova has been finalised in readiness for delivery in Spring 2023. Preparatory work for the terracing at Canal 44 has been completed. Canal 44 and its landscaped garden offer exceptional green spaces in the heart of the city for the benefit of residents and the improvement of city biodiversity. The Rue de Hollerich project near to Luxembourg City railway station has received a green light from city authorities for a PAP 2 . The permit application for River Place has been resubmitted with optimised construction and the integration of new energy regulations. 1,500 residential units 1 31,000 m 2 offices 163,800 m 2 Luxembourg portfolio Projects overview Name Surface (m 2 ) Location Use Building period Immobel share Polvermillen 27,000 Luxembourg Residential Q1 2024 Q3 2026 100% Kiem 32,000 Luxembourg Mixed Q2 2024 Q2 2027 70% Schoettermarial 22,000 Luxembourg Residential Q1 2027 Q2 2029 50% Liewen 14,000 Mamer Residential Q2 2023 Q3 2025 100% Total (Gasperich) 13,000 Luxembourg Residential Q2 2025 Q1 2027 100% Livingstone Lot1 13,000 Luxembourg Mixed Q3 2020 Q2 2023 33% Cat Club (Rue de Hollerich) 12,000 Luxembourg Mixed Q3 2023 Q3 2027 100% Godbrange 11,000 Godbrange Residential Q4 2024 Q4 2027 100% Arquebusier 8,000 Luxembourg Residential Q2 2024 Q4 2026 100% River Place 8,000 Luxembourg Residential Q3 2021 Q4 2025 100% Canal 44 6,000 EschsurAlzette Residential Q2 2021 Q4 2024 100% Thomas 6,000 Strassen Offices Q3 2027 Q1 2029 100% Nova 4,000 Luxembourg Offices Q1 2021 Q2 2023 100% Our 2022 projects were relatively mildly impacted by the market downturn. Muriel Sam Managing Director Immobel Luxembourg 1. The totality of the residential units, not taking into account the share of Immobel in the respective projects 2.Plan d’aménagement particulier 39 ANNUAL REPORT 2022 | LIEWEN Where nature and neighbours co-exist in harmony 40 ANNUAL REPORT 2022 | On the outskirts of Luxembourg City, in the bustling town of Mamer, Liewen is a uniquely sustainable and ecofriend ly development of 43 apartments and 36 family houses. It will bring people of all ages together, in the midst of a green, mature landscape where priority is given to nurturing nature and creating community. On this 3hectare site, of which nearly half is private or public green space, 79 new highquality homes are being constructed to meet every housing need. The 43 apart ments, from one to three bedrooms, will be divided over four compact residential buildings, with all the ground floor units having their own private gardens. The 36 family hou ses (up to four bedrooms) will also benefit from spacious private gardens. As a symbol of the ecofriendliness of the site, at its heart is a willow tree that is over 100 years old. Under the cooling shade of its branches a children’s playground brings fun and breathes life to the site. A second communal area is a meeting place that encourages community. Its benches are invitations to stop, sit down and chat with neighbours. This square can host a food truck or ice cream parlour and can be transformed for neighbourhood festivals. The two common squares are linked by a pedestrian walkway. The centuryold tree is not the only tree on the site. Young saplings and new hedges will create greenery throughout the area. A plant screen will overlook the retention basins. Children in particular may be interested to look for inhabi tants of bird nestboxes and insect hotels placed strategi cally around the site. Liewen puts people and nature front and centre to ensure the perfect worklife balance. 41 ANNUAL REPORT 2022 | Aurelie Frédureau, Head of Development at Immobel Luxembourg, who is heading up this project, says: “Liewen offers the ability to escape from everyday life and reconnect with others, yourself or nature, without having to miss the amenities of urban life.” Liewen is one of the first fossilfuelfree developments in Luxembourg. You won’t find a single gas pipe or gas boiler anywhere. Instead, 100% of the site’s heating and elec tricity requirements will be provided by heat pumps and photovoltaic panel. For the apartments these are grouped per block, while each house will have its own heat pump and photovoltaic panels. Such a 100% fossilfuelfree site will surely be copied in the years to come. In terms of exterior materials, the façades alternate between sustainable brick, glass and sandcoloured anodised aluminium. “These topquality materials were the natural choice. They perfectly embody the spirit of the place and help to integrate the buildings harmoniously with the natural elements,” adds Gérard Schroeder, Partner at A2RC Architects. Construction work begins early 2023 and will be completed in early 2025. Marketing began in 2022, and 50% of the units have already been purchased. A short walk from the centre of Mamer, Liewen is also within easy reach of the centre of Luxembourg via a 20minute car journey, a 30minute bus trip, or a pleasant 10 km bicycle ride. In short, Liewen is ideal for homeworkers seeking a peaceful environment, or city workers looking for a short commute. Liewen offers the ability to escape from everyday life and reconnect with others, yourself or nature, without having to miss the amenities of urban life. Aurélie Frédureau Head of Development Immobel Luxembourg 42 ANNUAL REPORT 2022 | Immobel Germany - Poland - Spain 43 ANNUAL REPORT 2022 | 43 ANNUAL REPORT 2022 | Germany 2022 was a turning point for the German real estate mar ket, due to the turnaround in interest rates, the decrease in investment volumes, and upward pressure on yields. Investment volume was EUR 62.9 billion in 2022: about EUR 50.6 billion for commercial properties and about EUR 12.3 billion for residential properties. This was 44% below the 2021 figure. Immobel received the Bronze Award in the “Residential” category of the 2022 FIABCI Prix d’Excellence Germany for the iconic Eden building developed in Frankfurt by Immobel Luxembourg; one of the tallest green residential towers in Europe. The project – which is 71% sold and realised has recorded significantly higher construction costs than ex pected, leading to a negative impact on the net profit. We continued to screen the market and analyse potential developments. Optimisation of the development of the Gutenbergstraße project in Berlin continued, with prepa ration and application for the building permit, and the de velopment of a sustainable ESG concept for the project. The unpredictable macroeconomic influences have forced us to revise our 2023 targets downwards. 397 residential units 1 8,300 m 2 offices 43,000 m 2 German portfolio Projects overview Name Surface (m 2 ) Location Use Building period Immobel share Eden 20,000 Frankfurt Residential Q3 2019 Q2 2023 90% GutenbergstraBe 25,000 Berlin Mixed Q4 2023 Q4 2025 100% Gutenbergstraße, Berlin 1. The totality of the residential units, not taking into account the share of Immobel in the respective projects 44 ANNUAL REPORT 2022 | Poland Name Surface (m 2 ) Location Use Building period Immobel share Granary Island 76,000 Gdansk Mixed Phase 1: Q1 2017 Q4 2019 Phase 2: Q4 2020 Q2 2024 90% Central Point 19,300 Warsaw Offices Q2 2018 Q4 2021 50% 706 residential units 1 78,000 m 2 Polish portfolio Immobel currently has two ongoing projects in Poland. We are developing the Central Point office project in the city centre of Warsaw. It is ideally located at the intersection of the city’s two metro lines. Currently more than 80% of the building is leased and we expect the building to be fully let in 2023 as discussions with potential tenants are ongoing. We are also building the Granary Island mixeduse develop ment in the centre of Gdansk. It comprises two phases. The first phase has been completed and won the MIPIM Award for “Best Urban Project” in 2020. The second phase is fol lowing up on this success; more than 95% of the residential units are already sold, a full two years before construction ends. The retail spaces have also been sold, and for the ho tel a longterm lease contract was signed with a renowned hotel brand. In the office market, we notice that lease indexation and shortage of grade A office space is adding upwards pres sure on prime rents. The disruptive effect on the invest ment market caused by the war in Ukraine is decreasing but high inflation and subsequent increasing cost of finance are the main drivers for less movement on the Polish invest ment market. Granary Island, Gdansk Central Point, Warsaw 1. The totality of the residential units, not taking into account the share of Immobel in the respective projects 9,650 m 2 offices Projects overview 45 ANNUAL REPORT 2022 | Projects overview Name Surface (m 2 ) Location Use Building period Immobel share Four Seasons Marbella Resort 76,600 Marbella Residential & leisure Q1 2025 Q2 2029 50% Spain In general, the real estate market in Spain was extremely active in 2022. The Marbella area in particular enjoyed record sales, especially the luxury segment where there was great demand from international buyers. Marbella has positioned itself as a top destination for many Europeans who wish to own a second or retirement residence. Immobel Spain set up its office in Marbella and has put together a great team of professionals to work on the Four Seasons Marbella Resort, a prestigious project with a five-star hotel and private residences, condominiums and villas. The project is facing the permitting delays that are common in Spain these days, but we have made significant progress on design and planning activities. 206 residential units 1 25,500 m 2 Spanish portfolio 1. The totality of the residential units, not taking into account the share of Immobel in the respective projects 46 ANNUAL REPORT 2022 | Investment management 47 ANNUAL REPORT 2022 | Investment management is core to Immobel’s strategy. Our activities in this area encompass the Immobel Belux Office Development Fund. It has an equity of close to 100 MEUR which is almost fully invested. Key assets are The Muse and Isala in Brussels – for both we expect to obtain permits in 2023 – and Scorpio in Luxembourg, which is rented until 2025 when redevelopment will start. Furthermore, in Paris we have partnered with renowned institutional investors Goldman Sachs Asset Management and Pictet Alternative Advisors for the development of two highvalue assets in prime locations, SaintHonoré and Richelieu. As part of its investment strategy Immobel also acquired an office park in Leeds, UK. In early 2022 Immobel initiated the launch of an investment management platform in London. However, given the challenge in the current economic context, we decided to close this dedicated platform in London (Immobel Capital Partners) and pursue this activity from Brussels. Isala, Brussels 48 ANNUAL REPORT 2022 | Market analysis 49 ANNUAL REPORT 2022 | Belgium I. Office market in Belgium A. Demand Total office takeup for Belgium was 559,000 m² in 2022, showing a decrease from 2021’s 789,000 m². Takeup in Brussels recorded 296,000 m², which is a decrease of roughly 40% compared to the year before. The activity of the last two years averages out to the longer, 10 year trend, as the Brussels market balances the pandemic and interest rate shocks. In Brus sels, 68% of takeup volume was accounted for by the private sector, the largest chunk being small (<2,000 m²) deals. Carrefour secured the largest privatesector deal of the year, signing for 7,405 m² in the Corporate Village, while the Bogaert School moved into Airport Garden for 6,125 m² both in Brussels Periphery Airport. In the regional markets, demand was similar to last year driven by corporates. Smaller corporates (<2,000 m²) on the other hand were more active, which differs from the year before. The regional office market has shown consistency in takeup in recent years, recording 263,000 m² of letting and sales activity in 2022. After a strong takeup year for the Walloon markets in 2020, the Flemish markets rebounded in 2021. This trend has continued throughout 2022 with Flemish markets representing around 39% of total office takeup in Belgium. The strongest takeup activity was recorded in Antwerp, Ghent, Mechelen, Kortrijk and Hasselt. Walloon markets were quieter at 42,000 m² of takeup. Antwerp recorded the highest regional takeup of 96,600 m² followed by Ghent at 47,800 m². B. Vacancy The vacancy rate for the Brussels market in 2022 is 7.4% at the end of Q4, which is a decrease from last year’s 8.1%. Vacant space is equivalent to just under 1 million m², largely in older stock. Grade A office space continues to be in short supply given strong occupier demands for new qualitative offices. Overall, vacancy is tight in the CBD at just 4.3%. Moving outwards, vacancy is 10.6% in the Decentralised markets and just under 17% in the Brussels periphery. In the regional markets, there is a persistent lack of quality available space in cities such as Namur and even Antwerp despite the higher vacancy in obsolescent stock for the latter. C. Development Brussels office development completions totalled 190,000 m² in 2022. As of the end of 2022, the identified Brussels office pipeline for a 2023 completion is estimated at 210,000 m², of which 116,000 m² (56%) is still available. The largest projects anticipated for a 2023 com pletion are found in the South (such as Royale Belge Offices) and Periphery Airport (such as The Wings). The majority of ongoing projects in the Leopold district are smaller in size, under 10,000 m². Development in major regional markets was limited in 2022 and remains limited in the very the shortterm. Major plans are in place for longerterm city revitalization efforts in some Walloon markets such as Charleroi and Liège – with one goal being to refresh or add new office stock. D. Rent Due to the imbalance between supply and demand at the top of the market, prime rent in creased in the Leopold district to 330 €/m²/yr, which sets the new prime level for the wider 50 ANNUAL REPORT 2022 | Brussels market. Prime rents remained stable at an estimated 280 €/m²/yr in the North district and 275 €/m²/yr in the City Centre market. New developments led to prime rent increases in the Decentralised markets of Brussels to an estimated 195 €/m²/yr. Antwerp experienced prime rental growth late in 2022 to an estimated 185 €/m²/yr, while Ghent remained 170 €/m²/yr for the year. Large Walloon markets see prime rents compara ble to these levels, while Charleroi is estimated to be somewhat lower at around 150 €/m²/yr. E. Investment Commercial real estate in Belgium achieved record investment volumes in 2022 of €8.56 bil lion. This surpassed the former record in 2020 by €2.6 billion. Such investment is reflective of the attractive fundamentals Belgium has to offer. Brussels offices made up 55% of the total volume, or €4.65 billion. A series of bigticket deals pushed the market to new heights. The most significant deal in 2022 was the Brookfield Asset Management acquisition of BE REIT Befimmo, though singleasset Brussels office deals closed for notable volumes as well, such as the sale of North Galaxy to KB Securities and Egmont I&II to UBP. Changes to financing and hedging costs from rising interest rates along with an uncertain economic outlook led to an increase in real estate yields in 2022. Prime office yield for standard leases is now estimated at 4.15% following competitive bidding on prime assets in the CBD. Prime investment yield for longterm secured offices is estimated at 3.8%. Keystats:7.4%Brusselsvacancy;330eur/m 2 /yrprimerent;4.15%primeyieldfor standardleases sources : CBRE II. Residential market in belgium A. Population Belgium counts a population of 11.584 million as of January 1, 2022. This is a 0.54% in crease over the previous year and follows a trend of steadily increasing population averaging 0.50% annually over the last decade. Brussels Region has been the fastest growing of the three Belgian Regions, averaging 0.74% growth annually versus 0.55% in Flanders and 0.33% in Wallonia over the last decade. With a population of 1.22 million as of January 1, 2022, the nation’s capital has a wellsupported residential market. Belgium counts 5.068 million private households, as of January 1, 2022. The number of pri vate households has been growing at about 0.68% annually, or 32,145 households, over the last decade. That yields an average household size of roughly 2.3 people per household. This has been declining over time as the number of single households grows. Single households now make up 35.7% of total private households, up from 34% since 2012. In 2022, the Fe deral Planning Bureau forecasts a 2.6% increase in the general population by 2030. B. Housing stock Belgium counts 5.680 million residences as of January 1, 2022. In the last year, the number of residences increased by around 53,000 units. This is a smaller number of completions compared to the previous years. Overall, residential development has been on a positive longterm trend. Brussels Region and Flanders saw the highest increase in development activity, and new development is dominated by apartments. This can often be at the expense of traditional houses, as available space becomes scarce, particularly in urban settings. In Brussels, there were 6,772 new apartments completed through 2021, though net new housing increased by 4,973 residences. C. Real estate prices The Belgian median price for a house in closed or semidetached buildings was €260,000 (secondhand and excluding costs) as of Q3 2022. Freestanding houses traded for a median price of €365,000. The Walloon Region recorded the lowest prices with a median price of €180,000 for houses in semidetached or closed buildings, and €295,000 for freestanding 51 ANNUAL REPORT 2022 | houses. This is followed by the Flemish Region. Houses in closed or semidetached buildings traded at a median price of €295,000 and houses in detached buildings for €400,000. The BrusselsCapital Region is the most expensive region for all types of housing. Houses in closed or semidetached buildings traded for a median price of €499,000 whereas the median price for detached houses was €1,075,000. Transaction prices in the Brussels Region have steadily increased. From 2010 to Q3 2022, median apartment transaction prices have increased by 50%. Demographic changes, a steadily growing economy and low interest rates have helped support prices over this time. The median transaction price for apartments increased from €219,000 at the end 2021 to €235,000 in the third quarter of 2022. For 2022, Brussels capital Region was the most expen sive with median prices over €260,000. Median prices for the Flemish and Walloon Region were €240,000 and €175,000 respectively. In Flanders, median transaction prices in Antwerp were €230,000, while Ghent apartment prices were more expensive at around €275,000. In Wallonia over the same period, median apartment prices were around €149,000 in Liège and €173,500 in Namur. Rents have also experienced a general positive trend in Belgium over the longterm but at a slower pace than prices, resulting in yield compression, 2022 notwithstanding. The diversity in housing has also been growing from service flats to coliving to student housing, filling niche markets. According to the 2022 CBRE Belgium Residential Tenant Survey, the average residential rental price paid in Belgium was 680 €/month plus 87 €/month in charges. Singlefamily houses commanded a premium at 774 €/month, while studios were the least expensive at 523 €/month. Apartments averaged 678 €/month. Considering the typical reported size of 94 m², apartment rent of 7.2 €/ m²/month is rather moderate. Brussels Region claimed the highest apartment rents, averaging 828 €/month compared to second place Ghent at 743 €/month. Namur and Antwerp were similar to one another, reporting 650 €/month and 635 €/month, respectively. New builds New residential development is ongoing, with apartments built to a high standard and an overall more compact footprint compared with older units. Exit prices for typical new apartments in Brussels range from 2,550 €/m² in the western side of the region to 6,000 €/m² in the city centre and Louise corridor, with luxury projects even higher. In Antwerp, average market exit values are 4,250 €/m² and in Ghent they are higher at 4,500 €/m². Walloon markets are more affordable on average, ranging from 2,200 €/m² in Mons to 2,900 €/m² in Wavre. III. Landbanking Housing stock The Belgian housing stock divided by region is 58% in Flanders, 31% in Wallonia, and 11% in Brussels, as of January 1, 2022. The proportion of apartments relative to regional housing stock is 28% in Flanders, 17% in Wallonia, and 58% in Brussels. The higher density and land scarcity of Brussels lends itself to apartment living. The proportion of apartments in the total Belgian housing stock has increased from 19% in 2001 to 28% in 2022 (January 1), to some extent at the expense of attached homes. Building permits The number of permits issued for new residential units in the first 10 months of 2022 de creased by 9.4% to 44,152 units compared to the same period in 2021. The decrease in the Flemish Region amounted to 7.6% (34,572 permits). In the Walloon Region, the number of permits issued for new residential units was 15.3% lower (9,049 permits), and the Brus selsCapital Region registered a decrease of 15.1% (528). Land values Few vacant, buildable plots remain in Brussels. As a result, developments typically involve the conversion of existing buildings to an alternative use such as residential. The last decade has seen a trend of conversion of older, obsolescent offices and buildings to alternative, mostly residential uses. Sales and sale prices of properties with permits is on the rise. Incidences for land remained steady at an estimated 2,600 €/m² for the best locations in central markets. For other submarkets, such as decentralised areas, this is closer to 1,000 €/m². Keystats:1.22millionpeopleinBrussels,2.3peopleperhouseholdinBelgium;€235,000 medianapartmenttransactionpriceinBelgiuminQ32022 sources: FOD Economie, IBSA, CBRE, Federal Planning Bureau, Statbel 52 ANNUAL REPORT 2022 | France I. Office market in France A. Demand The Parisian office market is one of the most vibrant in Europe. Counting 60.1 million m² at the end of 2022, the stock expanded by 404,516 m² over the year, or 0.68%. Demand for office space in the form of takeup in the Paris region reached 2.1 million m² in 2022, which was an increase of over 10% compared to 2021. The fourth quarter of 2022 was the most dynamic, with 602,000 m² of space secured. 2022 was marked by transactions concentrated in the most established business districts. Not all districts in the Greater Paris Region office market performed equally well. On the one hand, takeup exceeded longterm trends in Paris and La Défense. On the other hand, areas such as the Western Crescent and the Inner and Outer Rims recorded below average takeup in 2022. Strong takeup in highly visible and wellconnected business districts can be explained both by some companies’ desire to relocate to more central locations and by the dynamism of certain fastgrowing business sectors. The market demand was diverse in 2022, with takeup over different size intervals and geo graphical sectors, with strong activity in Paris Centre Ouest and La Défense. Takeup of large transactions (>5,000 m²) increased by 10% yearoveryear, to 708,000 m². The takeup for small and medium transactions (<5,000 m²) was similar to the previous year. While Paris remains the favoured destination, regional markets offer substantial space too. The markets of Lyon, Lille, Toulouse, Marseille, and Bordeaux count a combined 22.2 million m², with Lyon being the largest regional office market at 6.87 million m². Regional markets rebounded strongly in 2021, after experiencing a significant drop in office demand in 2020, and this trend continued through 2022. From 947,000 m² in 2021, regional takeup for offices increased again in 2022 to 1,085,000 m² (+14%). B. Vacancy Vacant office space in the Greater Paris Region increased in Q4 2022 to 4.3 million m². The average vacancy rate in the Greater Paris Region was 7.2% in the fourth quarter. This is an increase of 0.42% compared to Q4 of 2021 when there was only around 4 million m² of vacancy out of a total office stock of around 60 million m². The vacancy rate evolution of regional markets in Q4 2022 has contrasted with the one in the Greater Paris Region, with Lyon vacancies down to 4.53% of total stock, which is a decrease by 0.39% year over year. Other markets saw a similar modest decrease, such as Marseille (down by 0.5% to 4.21% vacancy yearoveryear) and Lille (down by 0.28% to 5.68% vacancy yearoveryear). The decrease in the Bordeaux region was more substantial, with a decrease of 1.53% vacancy to 3.39% yearoveryear. C. Rent The short supply on the top of the market in Paris put upward pressure on rents last year, seeing Prime rent rise from €930 to €1,000 m²/year. Average rents also rose, recording €509 m²/year in the Greater Paris Region and increasing by €32 m²/year compared to Q4 2021. Rental values for secondhand space also experienced upward pressure in this market. In the suburbs, the trends are more nuanced. 53 ANNUAL REPORT 2022 | The average prime rent in La Défense and the Western Crescent was 536 €/m² (excluding VAT) in 2022. La Défense was slightly down by 3%, whereas the Western Crescent was up by 5%, arriving at the same level. While prime supply is often under pressure in the most at tractive office submarkets, this is less the case in most other markets, where supply is greater and increasing, resulting in a stabilisation or even a decline in rents. Some regional markets saw prime rents for office space remain stable or increase slight ly. Lyon prime office space recorded prime rents of €340/m²/year, Marseille of €320/m²/ year and Lille of €250/m²/year in Q4. Prime office rent increased in other markets such as Toulouse and Bordeaux, to €240/m²/year (+12% yearoveryear) and €230/m²/year (+7% yearoveryear), respectively. D. Development Yearly office development in the Greater Paris Region has fluctuated over the years. 2022 saw 794,000 m² of office development, which was a drop of around 350,000 m² compared to an exceptional 2021. Last year thus marked a reversion to the 5year average of around 800,000 m² of annual office development for this market. E. Investment For France, total office investment volume in 2022 amounted to €14 billion. This is a drop of nearly 15% compared to 2021 (€16.3 billion) and even close to 50% less than the 2019 figure (€27 billion). 2019 was an exceptional year for this asset class in France, where the average investment volume for offices range somewhere around €20 billion. Two sectors that showed better than average investment volumes over the last two years are the industrial & logistics and residential markets. Investor demand for industrial & logis tics has been fuelled by the strong growth in ecommerce and occupiers optimising their supply chains. 2021 and 2022 were both record years for this asset class in France, with both years around €6.5 billion of investment transactions. Investment volumes in the residential sector for 2022 are estimated around the 2021 record of €7.3 billion. Managed student and senior residences and coliving are driving investment volumes higher. Due to the development of teleworking, and even a dual residence ap proach, mediumsized towns close to large cities grew in investor interest the past years. As a result of rising interest rates, prime office investment yields are estimated at 3.4% in the Paris CBD and the Paris Centre West as of Q4 2022, up from 2.6% a year earlier. Prime yields for offices in the regional markets are estimated closer to 4.5%, though Lyon and Lille are more sharply priced at an estimated 3.9% and 4.15%, respectively. ParisKeystats:60.1millionm²officestockintheParisRegion;2.1millionm²take-upin theParisRegion;7.2%vacancyrate RegionsKeystats:22.2millionm²officestockinregionalmarkets;1.1millionm²take-up inregionalmarkets sources : CBRE 54 ANNUAL REPORT 2022 | E.Rents Average residential rental growth lagged the rate of inflation through Q3 2022, increasing 1.0% yearoveryear. Discrepancies between Paris and regional locations persist. According to INSEE, average rent in Paris for a 3room apartment (excluding charges) was €26.6/m²/ month; in Lyon, it is €12.9/m²/month in Lyon and €12.3/m²/month in Marseille. The Rent Reference Index (IRL) rose 3.5% in Q4 2022, the maximum allowable change. F. Investment Residential investment yields rose from changes in the macro environment in 2022. The prime residential yield for traditional assets in Paris was estimated at 2.8% in December 2022. Yields in regional locations followed a similar trend, rising to 3.50% in major regional cities such as Lyon. Keystats:+6.4%residentialpriceincreaseinFranceQ3y-o-y;AveragerentinParisis €26.6/m²permonth; sources: CBRE, Eurostat, INSEE, BTSLC, SDES II. Residential market in France A. Population On 1 January 2023, France counted a population of 68 million inhabitants. This represents an increase of 0.3% from the previous year and a moderation of the pace of growth that averaged 0.38% annually over the last decade. B. Supply On 1 January 2022, the French housing stock counted 37.6 million housing units. In main land France, 82% of housing units were main residences and 55% were individual housing units. Construction activity in 2022 was similar to the previous year. From December 2021 to November 2022, 492,000 housing units were authorised, and construction began on 370,000 housing units (over 12 months). C. Prices In Q3 2022, the house prices of metropolitan France rose 1.5% compared to the previous quarter (provisional seasonally adjusted results). Quarteroverquarter, the price increase slowed for new dwellings (+1.9% after +3.2% in Q2); they grew for secondhand dwellings at a pace close to that of the previous quarter (+1.4% after +1.3% in Q2). Yearoveryear, house price growth decelerated slightly (+6.4% after +6.7% the year before). Prices of secondhand dwellings (+6.4%) grew at about the same rate as those of new dwell ings (+6.5%). D. Transactions In the third quarter of 2022, the annual volume of transactions increased again: in September, the number of transactions carried out over the last twelve months is estimated at 1,133,000. The annual volume of transactions decreased slightly compared to last year but is still histori cally high. 55 ANNUAL REPORT 2022 | Luxembourg I. Office market in Luxembourg A. Luxembourg City Luxembourg City experienced a moderation of takeup volume in 2022 to 124,603 m², though the number of deals was in line with recent years. Major central districts (CBD, Kirchberg, Station) are facing vacancies of 2% or less, which limits potential occupier move ments. Takeup, then, is more reliant on preletting of new projects. The majority of projects in central Luxembourg were delivered fully let in 2022, with relatively few projects offering available space upon completion. The biggest deal of the year was the PwC preletting in Cloche d’Or. The Luxembourg State (pre) let three buildings, two of which were in Kirchberg and one in Station. Companies from the services, legal and banking, finance and insurance sectors were also active. Market dynamics led to an increase in prime rent in the CBD of 2 €/m²/month (+3.9%) to 54 €/m²/month. B. Periphery Activity in the periphery (outside of Luxembourg City) held up better than Luxembourg City in terms of yearoveryear takeup, recorded at 82,088 m². The number of deals in the periphery even increased compared to the last several years to 122. Sizeable deals were recorded, including 18 for more than 1,000 m² of space. The Luxembourg State was responsible for three of these transactions for a total of 13,879 m². Other top deals were spread over diverse occupier sectors including IT; banking, finance and insurance, services and industrials. Vacancy is generally higher in the peripheral markets, allowing for a greater possibility of occupier movements. Project Urbaterre was completed in Leudelange with available space, contributing to an increase in vacancy. Despite that, the continuation of quality projects and general market stability has seen upward pressure for prime rents in some markets C. Take-up Takeup decreased yearoveryear in 2022 to 206,692 m². This is a decline of approximately 44% over an active 2021, though is just 19% lower than the tenyear average. The number of recorded transactions was in line with the tenyear average; thus, the average deal size was lower than usual. Just one deal of more than 10,000 m² was noted in the market in 2022 – the PwC preletting in Cloche d’Or. Other top deals include the Luxembourg State taking Edison 2 in Strassen, Ultimate in Station and LSC Engineering Groupe taking Albert Simon 4 in Contern. The European institutions were quiet in 2022, recording no notable deals after securing large volumes the year before. Sectors that outperformed their tenyear average include the Luxembourg State, services, law, IT, and real estate. The banking, finance and insurance (BFI) sector recorded modest takeup volumes of 48,986 m². D. Vacancy Approximately 182,600 m² of office space was considered vacant in Q4 2022 out of a total stock of 4.705 million m², putting the vacancy rate at a low 3.9% at the end of the year. City districts remain tight: vacancy is at or less than 2% in the CBD, Kirchberg and the Station districts. Outside of Luxembourg, Bertrange, CapellenMamer, and Howald all noted de creases in vacancy from the previous year. Strassen and Leudelange saw increased vacancy yearoveryear, the latter from development completions with available space. 56 ANNUAL REPORT 2022 | E. Development Completions declined to 152,700 m², though the number of completions was greater than the year before. Of this amount, 49,750 m² was available at the time of completion. Office projects were overall moderate in size, with just two 20,000 m² or larger. These were the Post renovation in Station and Urbaterre in Leudelange. Elsewhere, P+R Serra Steinmetzdemeyer in Kirchberg and the Intesa Sanpaolo HQ in Cloche d’Or were also completed. F. Rent The letting market and supply and demand dynamics are such that rental values are wellsup ported. Given the current market environment, prime rents in Luxembourg increased to 54 €/ m²/month in the CBD (excluding VAT) through the year. Prime rents in several other major markets such as Cloche d’Or at 37 €/ m²/mo (excl VAT), Airport at 30 €/ m²/mo (excl VAT) and Strassen at 30 €/ m²/mo (excl VAT) also experienced growth. G. Investment Commercial real estate investment in Luxembourg totalled €1.0 billion in 2022, which was a decline of 36% compared to the previous year. Offices accounted for €626 million of this amount. The midcap segment (€20 to €100 million) saw the largest decline which weighed on total volumes. Just 10% of invested capital originated within Luxembourg, with Belgian investors the source of almost onethird of total investment this year. Four deals closed for more than €100 million. The largest deal was the acquisition of Befimmo’s assets (via the purchase of the BEREIT) by Canadian firm Brookfield. Investors were active in diverse markets in 2022 from the CBD to peripheral locations. Kirch berg was the target of €230 million, excluding Befimmo’s assets. Cloche d’Or saw €175 million of invested capital, while EschBelval recorded €168 million of investment. Yields were under upward pressure for much of 2022, largely from rising interest rates. Prime investment yield is estimated at 4.0% at the end of 2022, up some 70bps from cyclical lows. Keystats:3.9%vacancyinQ42022;54€/m 2 /moprimerent;4.0%primeinvestmentyield sources: CBRE II. Residential market in Luxembourg A. Population As of January 1, 2022, the population of Luxembourg counted 645,397. Growth moderated against its tenyear average but still recorded 1.65% yearoveryear. The foreign population is 47.1% of the Luxembourg population and fell slightly yearoveryear, following the trend from its 2018 high. B. Market overview The Luxembourg residential market continued to see increasing prices despite the changes to the macro environment. Still, with the latest available data through Q3 2022, a slowdown in the rate of appreciation is noted. Overall, the secondhand market has been more resilient to changing conditions through this period. Average apartment prices in Q3 2022 were €695,385, which is a 5.1% increase from 2021. In relative terms this is 8,933 €/ m². Growth has been led by existing apartment sales (+6.6% YTD Q3 2022) over new construction (+5.5% YTD Q3 2022). The number of transactions moderated in Q3 2022, particularly in the new construction market. C. Luxembourg City Luxembourg City grew 3.2% to a population of 128,494 as of January 1, 2022. Strong population growth is typically supportive of residential values. Average transaction prices for existing apartments were 10,352 €/ m² as of Q3 2022, up approximately 4.4% (440 €/ m²) from the year before. The highest tier of apartments can be over 14,000 €/ m². New build apartments average 12,643 €/ m², with the highest tier achieving 17,000 €/ m². D. Regions As the city becomes expensive and crowded, people are increasingly looking towards decentralised and peripheral areas for more accommodating values. Luxury developments are underway for those still wanting comfort, though prices of 5,500 to 8,500 €/ m² are still commonplace. New projects can commercialise for prices more than 8,000 €/ m². 57 ANNUAL REPORT 2022 | E. Leasing New lease regulations have been debated in parliament for several years with no final result. The goal of such legislation is to strengthen tenants’ rights, particularly for the lower and middle income earners who are most financially burdened by the high residential costs. Rental evolution is mixed but generally up. For the year leading to Q2 2022, the average asked rent in Luxembourg was 1,479 €/month, or 32.27 €/ m²/month. This was a decrease from 2021 on a nominal basis, but an increase on a relative basis. Leudelange recorded the highest relative asking rents at 43.35 €/ m²/month, followed by Mondercange (38.12 €/ m²/ month) and Luxembourg City (36.80 €/ m²/month). F. New builds Recent new build apartment transaction prices in Luxembourg average €776,722 or 9,473 €/ m² for Q3 2022, following a longerterm positive trend. At 5.5% YTD growth, this is a slowdown from two years of doubledigit annual price growth and closer to the tenyear average. These prices are on average about 15% higher than secondhand apartment sale prices, indicating that the price gap is narrowing over the longerterm. New build apartment sales moderated through Q3 2022, based on quarterly data. Sales of 236 new apartments in Q3 2022 is the lowest since Q1 2015. That said, the final quarter of the year usually sees the highest sales numbers of the year. Luxembourg City recorded the highest average sale price of new apartments at 14,157 €/ m² (Q4 2021 – Q3 2022). The upper range of sale prices was more than 17,500 €/ m². After Luxembourg City, Bertrange and Walferdange recorded the next highest prices at 13,473 €/ m² and 12,222 €/ m², respectively. Issued residential building permits in the first nine months of the year declined by 27% to 3,309. A slowdown in the issuance of multiunit residential developments was the main cul prit. Luxembourg City experienced the steepest decline (52.3%), while the Cantons of the East (Echternach, Grevenmacher et Remich) were just below the permit issuances from the first nine months of the year before (9.8%). Keystats:€695,385averageapartmentpriceinQ32022;5.1%YTDgrowthinaverage apartmentsaleprices;36.8€/m 2 /monthaskingrentinLuxembourgCityinQ22022 sources: Statec, Observatoire de l’Habitat 58 ANNUAL REPORT 2022 | SUSTAINABILITY ROADMAP 60 Sustainability timeline 60 Key sustainability achievements 2022 62 ESG FOUNDATION 63 Integration of the UN 63 SDGs in our strategy Materiality matrix 64 ESG STRATEGY 66 Create healthy places 68 for the end-user 68 for the neighbourhoods 76 for the environment 87 Lead by example 113 towards collaborators 113 in the industry 119 for the community 125 ESG RISKS 128 ESG GOVERNANCE 132 Governance structure 132 Governance of ESG issues 135 T-Park, Tielt ESG REPORT 59 ANNUAL REPORT 2022 | T-Park, Tielt I. Sustainability Roadmap A. Sustainability timeline Year by year, an environmental and social focus becomes more integral to the way we do business. The climate emergency is high on everyone’s agenda; we face a cost of living crisis; and COVID19 continues to exert its impact throughout our communities. Immobel and the construction sector as a whole can make a significant contribution to reduce carbon emissions and ensure the sustainable use of materials, while giving the protection of biological diver sity our full attention. In 2022 we focused on developing tools and roadmaps for reducing embodied carbon within our developments and designing processes for retrofitting existing buildings to be carbon neutral. We also examined our company’s carbon footprint to create a pathway toward net zero that is both aspirational and attainable. Also in 2022 we launched the first pilot projects which will guide us in de livering Biodiversity Net Gain in all our future developments. These elements are integrated in the net zero and positive biodiversity plan which is described in this document. The global pandemic challenged us to place even greater focus on human health and wellbeing in our buildings, while we are also aware of our responsibilities to integrate our buildings into local communities and public spaces. This holistic approach towards sustainability is delivered on a daily basis by a passionate team guided by Immobel’s ESG principles and a supporting governing structure. In this ESG report, the different engagements within the ESG frame work “healthy places” are explained, illustrated with project examples, progress reports and initiatives taken. This strate gic framework is helping us sharpen our focus on areas that are key to our company and stakeholders, and to deepen our commitment to making positive changes through our business. 60 ANNUAL REPORT 2022 | In 2022 Immobel performed a full gapanalysis in regard to compliance to the upcoming Corporate Sustainability Reporting Directive (CSRD) legislation. An action plan and working groups have been launched to enable us to become fully compliant by 2024, one year ahead of the deadline. In addition, in the coming years we will demonstrate both our environmental and social leadership roles by achieving recognised international validations. In 2023, Immobel will start the validation process of its climate targets by the Science Based Targets initiative (SBTi) while evolving to a top ranking in the GRESB benchmark, an international benchmark that measures and evaluates the sustainability initiatives of property companies and property funds. This ESG report needs to be read as the natural extension of the Annual Report, as Immobel’s vision on ESG is an integral part of its strategy. Framing SDG’s FIRST ESG REPORT 2030 engagements and action plan GRESB 4 star rating Development green Financing framework Compliancy with csrd reporting requirements: third party audit - limited assurance CSRD GAP ANALYSIS CSRD ACTION PLAN: • new ESG governance structure • stakeholder and materiality • risk management and supply chain due diligence • alignment strategy, metrics, targets with ESRS Net zeRo and positive biodiversity plan 2023 20252022 2021 Introduce science based targets for validation of net zero plan 2024 61 ANNUAL REPORT 2022 | B. Key achievements 2022 Net zero and positive biodiversity • Immobel finalised its net zero and positive bio diversity strategy: all developments systematically use a standardised approach regarding Lifecycle Analysis, energy performance, circularity and positive biodiversity. All new permits are designed with fossilfree energy solutions. The climate targets will be validated in 2023 by the Science Based Targets and further aligned with the European Sustainability Reporting Standards (ESRS). For the community • In terms of social engagement, the devastating conse quences of the war in Ukraine led Immobel to join the global donation movement. Immobel has identified the King Baudouin Foundation as a trusted partner to coordinate the allocation fund to support Ukraine through four channels. • Our collaborators have made generous donations in favour of the ArcenCiel and Les Samaritains ShoeBox operations. Positive leadership at sector level • Immobel played an active role in “C Change”, a ULIled programme to mobilise the European real estate industry to decarbonise. The C Change Summit in 2022 was an important milestone and a call for collaboration. • Immobel Capital Partners became a member of Real Estate Balance, which works to improve diversity and inclusion in the real estate industry. Sustainable developments (some highlights) • Immobel submitted the building permit to transform the Proximus Towers office building (Brussels) into a livable, futureoriented, and inclusive mixed development (WELL Platinum, BREEAM Outstanding, DGNB Platinum, BiodiverCity). • Immobel moved its headquarters to the Multi building (delivery in 2022), a fully renovated, BREEAM certified, circular building (89% of reused materials), as well as the first CO 2 neutral (in use) office building in Brussels. Multi is the first renovation project in Belgium to receive a digital passport for materials in Madaster. • Immobel France started construction of its two residential buildings in the Fort d’Aubervilliers (Paris) mixed eco district (label Biosourcé niveau 2, label NH HABITAT HQE niveau Excellent, RT 2012 10%) • Launch of the construction phase of our mixeduse project Immside in Paris (BREEAM Excellent, BBCA (low carbon building label): performance level, HQE Excellent, Wired score Silver (digital), OSMOZ Lever 1) • Obtention of the first building permit for the project La Passerelle Néo Barbès in Paris (BREEAM and HQE Excellent) • Start of preliminary works of Liewen (Luxembourg): new residential area built around a centuryold tree and designed with an ecoresponsible approach. Green financing • Green bond: On 15 June 2022 Immobel announced the launch of a public offer in Belgium of 4year green notes to both retail and qualified investors. The Immobel Green Financing Framework guarantees the selection of eligible, sustainable developments. Market recognition • Immobel France received the innovation awards (Silver in IledeFrance and Gold at the national level) from the Fédération des Promoteurs Immobiliers for “Les Dryades” in Avon. • Immobel France was chosen in November as the winner of the competition for the rehabilitation of the “Résidence Maurice Ravel”, which will accommodate young workers and students. • Immobel was awarded the Bronze Award in the “Resi dential” category by the jury for the 2022 FIABCI Prix d’Excellence Germany for its residential tower Eden in Frankfurt. The jury recognised the innovative nature of the green façade as well as the technical challenge. • The renovation of the emblematic Centre Monnaie into a mixed project has been recognised by the “Renolab” cer tificate of the Brussels Region for its holistic sustainabile and circular ambitions (BREAAM Outstanding and WELL Platinum). 62 ANNUAL REPORT 2022 | A. Integration of the UN SDGs in our strategy We have integrated the United Nations Sustainable De velopment Goals in our ESG strategy. As a major property developer, Immobel works in the general interest of cities and communities to support them in their ecological and societal transitions (SDG11-Sustainablecitiesandcom- munities). Our design will incorporate the growing importance of healthandwell-beingparameters(SDG3-Goodhealth andwell-being). Users now seek more qualitative living and working spaces, in which they can live and work comforta bly and in good health. The way we design buildings, spaces and the surrounding neighbourhoods should encourage and support a sustainable lifestyle in its true sense. Immobel wants to take up a leading role in the environ mental transition. We will reduce our ecological footprint through mindful waterandenergyconsumption,andby reducingCO 2 (SDG13-Climateaction,SDG7–Energy, SDG12–Resources,andSDG6–Water). However, the solutions to respond to climate change are not limited to “grey” technologies such as renewable energies or material use. Even if we totally convert to rene wable energy today, we will still need help from nature. We cannot address biodiversityloss(SDG15) without tackling climate change, but it is equally impossible to tackle climate change without addressing biodiversity loss. Protecting and restoring ecosystems can help us reduce the extent of climate change and cope with its impact. The continued increase of the builtup area and urbanisa tion are encouraging new ways of thinking about biodiversi ty. Ecosystems and biodiversity within cities are important, sometimes unique, and are to be protected and further expanded. Immobel wants to implement biodiversity strategies in its developments as a key element to protect and restore biodiversity, using it as a driving force during the whole lifecycle of a building or a development. We consider these UN SDGs as the ones on which we can have a direct impact with our projects. In addition, at the level of the group we are convinced that we can have a direct or indirect impact on several SDGs. In this respect we consider SDG17–Ecosystem,SDG5–Diversityand inclusion,SDG3–Healthyworkplace,SDG9–Sustain- abilitycultureandleadership,andSDG4–Training/ knowledgesharing as the main ones. II. ESG foundation The foundation of our ESG strategy is based on 2 axes: alignment with the UN SDG’s and the exercise to define which sustainability topics are important for Immobel. 63 ANNUAL REPORT 2022 | B. Materiality matrix To develop and improve the sustainability initiatives of the operation, Immobel continually and systematically surveys and analyses both positive and negative impacts of the operations on its business environment from the perspec tive of the economy, the environment, society and human rights. The input we routinely receive from our stakeholders through various situations and channels is one of the ele ments that facilitates our analysis of material sustainability issues. These issues are dealt with on a routine basis, for example at Board meetings, Executive Management mee tings, and meetings with shareholders, and in a daily two way communication with customers, employees, partners, suppliers and various societal stakeholders. The following topics are considered material sustainability issues: Focus area Sustainability issue Wellbeing Health and wellbeing of occupants Neighbourhood Promote lowcarbon mobility Neighbourhood Support local communities/economy Neighbourhood Affordability Environment Protecting, restoring and enhancing biodiversity and ecosystem services Environment Increase circularity Environment Renewable energy Environment Responsible water use across construction and building operations Environment Climate change adaptation and resilience Environment Technology and smart buildings Environment Energy and carbon emissions Environment Sustainable and circular building materials Environment Certification and labeling of buildings Environment Flexibility and adaptability of buildings Environment Climate risks Stakeholder engagement Employee training and engagement Stakeholder engagement Attractive workplace Stakeholder engagement Responsible purchasing Stakeholder engagement Ensure sustainable supply chains Stakeholder engagement Participation of stakeholders Social / community responsibility Good business ethics and anticorruption Social / community responsibility Diversity and equal opportunity Social / community responsibility Sustainable financing Social / community responsibility Respect for human rights 64 ANNUAL REPORT 2022 | Based on continual dialogues with various stakeholders, Im mobel reviews its sustainability issues and their priority in a materiality analysis. Additional input for the materiality ana lysis is obtained from comprehensive business intelligence and from discussions with inhouse and external experts. The impact – positive or negative – that various sustaina bility issues have on the business environment is reflected on the xaxis of the materiality matrix. The yaxis repre sents the importance of the topic to internal and external stakeholders. In 2023, Immobel will perform an extensive consultation round amongst stakeholders to determine which of the issues are deemed to have become more or less important. Immobel will consult a diverse panel of external and inter nal stakeholders to allow the company to gather various interesting points of view regarding its priorities through interviews, workshops and an online survey. Followingtopicsareconsideredmaterialsustainabilityissues: importance for stakeholders Impact on the business Attractive workplaceAttractive workplace Local economyLocal economy Lowcarbon mobilityLowcarbon mobility AffordabilityAffordability BiodiversityBiodiversity Renewable Renewable energyenergy CertificationsCertifications Energy and carbon Energy and carbon emissionsemissions Sustainable building Sustainable building materialsmaterials Climate change Climate change adaptationadaptation Flexibility and adaptabilityFlexibility and adaptability Responsable Responsable water usewater use Smart Smart buildingsbuildings EnvironmentEnvironment CommunityCommunity Stakeholder / wellbeingStakeholder / wellbeing SocialSocial CircularityCircularity Climate risksClimate risks Diversity and Diversity and inclusioninclusion Respect for human Respect for human rightsrights Sustainable financingSustainable financing Good business Good business ethicsethics Participation of Participation of stakeholdersstakeholders Health and Health and wellbeing occupantwellbeing occupant Employee trainingEmployee training Sustainable value chainSustainable value chain Responsible Responsible purchasingpurchasing All sustainability issues in the analysis are considered important for Immobel, but they are evaluated in the matrix from the perspective of lower to higher importance and impact, respectively. 65 ANNUAL REPORT 2022 | III. ESG strategy “Creating Healthy Places” provides us with a fundamental analysis framework for our activities. The strategy is divided into two layers, what we do at the level of our assets and what we do at group level. On each level, our actions are grouped in different pillars: what we do for the enduser, for the local neighbourhoods in which we are active, for the environment on asset level, and how we see collabora tors and partners’ engagement, leadership and community engagement at group level. For our end-users Towards collaborators For the neighbourhoods In the industry For the environment Create healthy places Lead by example Well-being Diversity & Equality Social purpose PositiveLeadership Embodiedcarbon ImmobelEngagementFund Biodiversity Sustainable mobility HealthyWork Environment Residentialdiversity Operationalcarbon Environmentalleadership For the community Targets have been defined based on various pilot projects that we ran at our current projects in order to have a base line for target setting combined with an extensive analysis of trends and discussions with various stakeholders. 66 ANNUAL REPORT 2022 | ANNUAL REPORT 2022 | In the coming year, we will continue to roll out the ESG program based on the strategy that we developed over the last twelve months. This will include creating capacity to deliver on these targets; and publishing an internal frame work to guide our work. The purpose of our ESG program is to ensure that Immobel delivers a positive impact in everything that it does. We know we cannot do this on our own; we need the help of all our partners. We will therefore build up capacity through internal training for staff and our supply chain, as well as through thought leadership events on key chal lenges facing the real estate sector, such as the circular economy and biodiversity. The implementation will be supported by means of ambi tious internal standards and guidelines for community en gagement, design briefs, construction operations, delivered through a consistent, measurable approach. Our ESG strategy needs to be able to evolve and grow in response to changes in our understanding of the impact of the built environment. To build on our tradition of thought leadership, we will set up forwardlooking working groups focused on carbon, biodiversity, the circular economy, health and wellbeing, and energy. 67 ANNUAL REPORT 2022 | Investing in the health & well-being of the end-users Simulate sustainable mobility 2025 2030Current Target Based on the WELL certification, develop an internal healthandwellbeing checklist to be applied on all projects WELLPlatinumcertification for all office development permits WELLPlatinumcertification for alldelivered office developments Distance to public transportationstops under 750 m or 5’ walk for all new acquisitions Sustainable mobility as a requisite for all new development permits: • Electricalchargingstations 100% preequipped 1 • Bicycleparkingsandfacilities in all developments • Where relevant, other additional ecomobilitysolutions (carfree districts, mutualised parking solutions, bicycle repair services etc.) Create healthy places For Our End-Users 1 preequipped implies the presence of cabling facilities target depends on local legislation applicable to all developments: office and residential • Wellbeing • Sustainable mobility 68 ANNUAL REPORT 2022 | Importance of the topic Feeling good at home and in our work environment is an essential prerogative. In fact, on average we spend 80% of our time in closed places; 67% of that in our home. It is in this context that health and wellbeing are essential criteria in the design of our programs. The COVID crisis showed us how much we need social interac tions and require new types of spaces to allow these interactions. A more intensive use of buildings is one way of responding to the challenges of urbanisation and preservation of the environment. With office constructions, the certification of the development under “WELL” is always targeted. WELL is a certification system that is built on promoting health and wellness among the people who are in the building. The system is based on research, and by working with this system we can achieve healthy work places that help our tenants perform and be at their best. By certifying properties under WELL, Immobel also makes a tangible contri bution to achieving the UN Sustainable Development Goals, including No. 3: Good health and wellbeing. For residential developments where WELL certification is not specifically applicable, we still apply a health and wellbeing checklist covering the following parameters: • Air quality: Bringing fresh air inside, delivering good indoor air quality through ventilation, and avoiding materials and chemi cals that create harmful or toxic emissions. • Light: Incorporating natural light and views to ensure building users’ comfort and enjoyment of their surroundings, and reduc ing lighting energy needs in the process. • Indoor climate: Ensuring people are comfortable in their everyday environments, creating the right indoor temperature through passive design or building management and monitoring sys tems. • Sound quality: Acoustics and proper sound insulation play impor tant roles in helping concentration, recuperation, and peaceful enjoyment of a building. • Connecting to nature: The COVID19 pandemic has revealed the significance of green urban spaces to human health. • Outdoor areas: Availability of terraces and balconies, creation of shared outdoor spaces such as roof terraces or gardens acces sible to all residents. • Common areas for hybrid use: integrate spaces open for different users and usages (intensity of use, hybrid spaces, mutualised spaces) • Mobility: Our buildings should inspire people to make the healthiest choice when they move around. To accomplish this, designers and architects focus on designing buildings, stairs, corridors, urban spaces and infrastructure in an inviting and innovative way. Parking places for bikes are provided. • nutrition and health: Wherever possible, smallscale food produc tion is integrated in our projects, serving both as a resource and a social hub. For Our End-Users 1. Well-being • Wellbeing • Sustainable mobility 69 ANNUAL REPORT 2022 | Targets The main target is to achieve WELL certification for our office portfolio. The WELL label promotes the design and operation of environmentally responsible buildings and the comfort and wellbeing of users. In our businesses, we create solutions for the wellbeing of occupants. This focus on userrelated aspects is also translated in the services and the flexibility of the spaces we develop: spaces that allow shared uses through the pooling of sites and services. Examples include outdoor neighbourhood spaces, fitness centres, laundry rooms, DIY workshops, and shared terraces. Finally, our focus on the wellbeing of our users is demonstrated by a dedicated residential Customer Guidance team that offers personalised support and longterm advice. • Wellbeing • Sustainable mobility 70 ANNUAL REPORT 2022 | Create healthy spaces Lead by example In the industry Towards collaborators For the community For the neighbourhoods For our end-users • Wellbeing • Sustainable mobility For the environment Focus on key project Multi, Brussels Officedevelopmentorientedtothehealthoftheusers Located in the historic heart of Brussels, the Multi project gives a second life to this Hshaped tower on its threestory base built in the 1960s. The building offers a panoramic view of the city in a revitalised urban environment. The 19storey building with its surface area of 46,000 m² features maximum flexibility for differ ent workspaces. The project has been conceived with the objective to offer high standards in terms of health and wellbeing for the office occu pants. • Visual confort: Important penetration of daylight due to glazing at full height. As the glazing has an excellent solar factor (g) of 21%, external blinds are not required to ensure occupant com fort. However, an MDF panel is provided on the ceiling around the perimeter of the building to provide support for a possible internal shading system. • Acoustic quality: Optimised acoustic comfort due to soundab sorbing materials and performant insulation between spaces //Between floors: 50dBA // Between partitions on the same floor, soundproofing based on 3 categories, depending on the function. • Air quality: Double filtering system: nearly hospital standards (10% more than most of other buildings) • Terrace for relaxation of tenants: Occupants can enjoy a suspended garden on the third floor. Multi, Brussels • support for alternative transport by providing bicycleparking spotsandshowers inside the building • shared spaces and services like reception area, café, shops and outside meeting area are available in the building • access to public transport nearby the building • Wellbeing • Sustainable mobility 71 ANNUAL REPORT 2022 | Reporting In order to maintain a high level of quality of service and product, Immobel systematically conducts a series of surveys both inter nally within the teams as well as amongst clients with regards to their satisfaction. The team surveys measure process efficiency, workload, metrics, objectives, skills and other parameters. The findings are translated into internal improvement programs, led by the Group Continual Service Improvement Manager. With regards to our customers, the entire customer guidance journey has been analysed and important milestones mapped, starting from the first contact of a customer with their Custom er Guidance team. A sample of customers is constantly being interviewed to measure the level of satisfaction on each need and to capture qualitative information.Examples of KPIs that are monitored as translated into action plan contain: Type KPI Client Satisfaction % of delighted customers Avg customer satisfaction Service (SLA’s – Service Level Agreement) Avg response time % replies within SLA Delivery Avg # remarks at provisional acceptance % general contractor closing documents regarding remarks Avg lead time quotation (for finishing) More than 170,000 m 2 of office projects are in the process of obtaining a WELL certificate. Baseline reporting is available in Q1 2023 and will be used to measure our progress. Choiceoffinishes Provisional acceptance FirstcontactwithCustomerGuidance Twositevisits Follow-upoffeedbackWarrantyperiod Customer journey • Wellbeing • Sustainable mobility 72 ANNUAL REPORT 2022 | Importance of the topic Transport, and cars in particular, represent a significant part of the carbon footprint. To limit its impact, Immobel strives to locate its buildings near public transport networks and to develop inno vative sustainable mobility solutions. In case no public transport should be available, Immobel will influence authorities to create an additional public transport hub. After the COVID crisis, the status of the bicycle has changed; it has become a credible solution for getting around town. Today, more than 65% of the inhabitants of large cities are in favour of reducing the importance and status of the car in cities. Our deve lopments contribute to our goal to reinvent mobility to reduce our dependency on the car and to provide services that contri bute to a lower environmental footprint for users. The Group is therefore working on optimising proximity to public transport, availability of electric charging stations, partnerships specifically adapted to each site, etc. For Our End-Users 2. Sustainable mobility Targets Immobel is developing projects to reduce the use of the need for carbonintensive mobility 1. Ensure that Immobel sites are accessible by public transport and bicycle: the choice of land is the first lever for action. The Group’s development strategy leads it to select sites that are well connected to public transport networks 2. Encourage the use of electric vehicles (100% of parking spaces parking spaces preequipped for charging stations) 3. Ensure safe and pleasant bicycle parking and pedestrian routes 4. If relevant, other ecomobility solutions such as carfree dis tricts, mutualised parking solutions or bicycle repair services will be integrated in our developments For our development projects in a periurban environment we use the framework “sustainable districts” (local variants exist in Flanders, Wallonia, Luxemburg and France) as a framework for acquisitions, stating: • that the site should be located less than 1,500 metres from a railway station; • that the site should be located less than 750 metres from public transport. • Wellbeing • Sustainable mobility 73 ANNUAL REPORT 2022 | Key projects La Passerelle Néo Barbès, Paris Zerocarparkings Located in the Northern half of Paris, La Passerelle aims to refur bish the wellknown Tati former store of Barbès. Benefiting from a metro station at its doorstep, and at a walking distance from 2 international train stations, the project is aligned with the current policy of Paris in terms of mobility and does not include any car parking lot. In order to meet both concerns of soft mobility in one hand, and active ground floor spaces on the other hand, two bicycle parking spaces – one for the residential part and another for the office part are provided and located in the basement. Each space includes a repair station, and lockers, equipped with charging points, to store cycling helmets, security jackets and batteries. The office bike parking spot comes with a cloakroom, with shower and toilet. This zero car parking approach is also applied within our other developments in IledeFrance. Multi, Oxy and Brouck’R Stimulatingsoftmobility The Multi project is located in the historic heart of Brussels. The building offers a panoramic view of the city in a revitalised urban environment. The 19storey building with its surface area of 46,000 m² features maximum flexibility for different work spaces. The project presents office spaces but also retail surfaces. The project is located in the pedestrian zone around the Place de Brouckère and the Stock Exchange, and has a metro station at its doorstep. With 230 bicycle parking spots on ground level, Multi becomes extremely well accessible for softmobility. For those who do use cars, electric car recharging points are provided. The Oxy project consists of the major renovation of an office building and seeks to reconcile a building dating from the early 1970s with the expectations of today’s city, while at the same time being part of an approach that is based on the principles Oxy, Brussels La Passerelle Néo Barbès, Paris • Wellbeing • Sustainable mobility 74 ANNUAL REPORT 2022 | of the circular economy as well as improving the building’s energy performance and its relationship with the hyperurban environ ment. The building is located in a particularly wellserved area by public transport, with a metro station in its basement. A large bicycle parking for 715 bicycles has been integrated in the basement. The bicycle parking for the residential units are separated and are designed to hold 174 bikes, i.e. 1 bike per room. There are also 18 spaces for cargo bikes. Brouck’R, Brussels The Brouck’R redevelopment entails the transformation of the former Allianz offices which overlook the Place de Brouckère in the city centre of Brussels. The sustainable mixed use Brouck’R project meets the present demand for highquality living and working environments in the city. The project is located in the popular, vibrant and carfree city centre of Brussels. This makes easy accessibility and soft mobility an essential aspect of the project. In that context, the project provides no fewer than 550 bicycle parking spaces (including 52 for cargo bikes). • Wellbeing • Sustainable mobility 75 ANNUAL REPORT 2022 | Create healthy places For the neighbourhoods Social purpose for the local stakeholders Increase the residential diversity 2025 2030Current Target 100% of available empty buildings integrate a temporary occupation At least one of the following social purposes is defined for each development: • localeconomy: integrate local enterprises, associations in programming 1 • publicinterest: integrate functions with public interest 2 • employment: integrate people in professional insertion trajectories in construction works Setting up adialoguewith multiplestakeholders in order to create a wider levelplaying field to enhance affordablehousing • Increase socialdiversity in residential offer both with regards to affordable housing and residential offer for specific groups (senior, students,...) Overachieve norms imposed by authority with regards to affordablehousing 1 entrepreneurs, local shops, social economy actors, local startups, short lines 2 F.e. activate space onsite for use by the local community • Social purpose • Residential diversity 76 ANNUAL REPORT 2022 | Importance of the topic Our business is about more than great buildings. It is crucial for us to understand the most important issues and opportunities in the communities around each of our sites and focus our efforts collaboratively to make the biggest impact at each place. Immobel is convinced that the proximity of services and activities, and the mix of uses, bring a better quality of life to city dwellers. Functional diversity can have concrete effects on the dynamism of a sector and the way in which citizens appropriate the space available. It encourages local consumption, active travel, and various facilities that promote the establishment of neighbour hood life. This proximity enables peoplecentric cities that help residents develop their identity. The COVID crisis made it possible to highlight the problem of total dependence on an international scale – and it is the local economy that has been able to react the fastest. Indeed, the resurgence of the local community is an interesting dynamic that questions our model both of production and consumption. We will focus on developing mixed projects with a programming that takes into account the requirements of the neighbourhood and that stimulates local development. Activities on the ground floor should contribute to the proximity of local services and shops or show inclusivity towards the surrounding communities. The accessibility of buildings and the integration of public equip ment is the best way to integrate buildings into cities. This means that our developments offer shared services such as a restaurant, a fitness centre or a terrace that are available to everyone. The Muse, Brussels For the neighbourhoods 1. Social purpose • Social purpose • Residential diversity 77 ANNUAL REPORT 2022 | At the same time, we are a significant creator of jobs across real estate construction and we have an important role in helping create a fairer, more inclusive economy. One that helps tackle the social inequalities specific to our local areas, and addresses the current and future skills we need. Our social approach therefore aims to empower people facing barriers with the skills and oppor tunities to enter the world of work. Targets By means of neighbourhood analysis and cocreation tables, Immobel wants to understand the local needs of the community. Immobel wishes to contribute to the development of the local economy through its projects (1) by integrating local businesses into the program (entrepreneurs, local shops, players in the social and solidarity economy, local startups and by privileging short supply chains (2) by integrating public functions; and (3) employ ment by integrating people who are in the process of professional integration in construction. For empty buildings that are waiting for a permit, a temporary occupation program is set up (when technically feasible). We privilege transitional town planning in such a way that the temporary project contributes to the configuration of the site’s permanent future. Transitional urban planning relies on the ability to promote urban projects with positive social and environmental benefits for the neighbourhood. Temporary occupation at Lebeau in collaboration with ‘Plant en Houtgoed’ • Social purpose • Residential diversity 78 ANNUAL REPORT 2022 | Focus on key projects La Passerelle Néo Barbès, Paris Developmentthatdemonstratesahighengagementtowardsthe localeconomy:800m²tiers-lieuculturel As Paris is the socalled ‘15minute city’ – aiming to offer Parisians all essential stores and facilities within a 15minute reach – the architects analysed the commercial offering already present in the neighbourhood and proposed various sizes of retail premises. This enables a range of different retail activities from a bakery, florist or green grocery to bigger furniture or fashion stores. The corner building, with its iconic haussmannian façade, will house a cultural space on the ground floor and the underground floors. Proximus Towers, Brussels Developmentthatdemonstratesanengagementtowardsthe neighbourhood:11,462m²ofamenities We see young people as the red line for the implementation of public facilities. Brussels is a young city; the average age is below that of the other regions of Belgium. This is certainly the case in the North District: young people form an important part of the social fabric, and form a highly diverse group. With the implementation of the public facilities we want to create a place where young people can be inspired for the future; where entrepreneurial skills can be learned; where digital talent is developed; where children can be inspired; where young people are guided to the labor market; where through education social cohesion between young people can be strengthened; and where young companies can come into contact with an ecosystem of entrepreneurs and academic actors etc. 800 m 2 cultural third place 11,462m 2 amenities La Passerelle Néo Barbès, Paris Proximus Towers, Brussels • Social purpose • Residential diversity 79 ANNUAL REPORT 2022 | 2,800 m 2 productive functions Brouck’R, Brussels Alocalneighbourboodspacetoserveresidents The set of addresses along the Rue de Laeken and around the square are aimed at the local inhabitants of the district. They should promote local knowhow and create connection between Anspach and SainteCatherine by breaking down the barrier rep resented by Rue de Laeken. The programming will pay attention to the surrounding context (construction sites, renovation of the Grand Hospice site, arrival of new residents, etc.) and must address the reduction of traffic on Rue de Laeken. The occupation of the sites will go through an accessible program to allow solidarity and innovative activities to revitalise the area and address as much as possible the needs of the neighbour hood. Key West, Brussels Encouragethemixoffunctionsbypromotingbetterintegration ofavarietyofcraftactivitiesintheurbanenvironment. The Key West project is located in the Brussels West district next to the Canal. It is part of a reconversion of a former industrial zone. The area has been defined as a residential area while main taining the industrial character. In this context, Immobel and its partner BPI have integrated 2,800 m² of “craft” type activities. Building B has a particularly wide plinth that accommodates productive activities (requiring a large floor area) and houses an urban farm on its roof. Brouck’R, Brussels Key West, Brussels • Social purpose • Residential diversity 80 ANNUAL REPORT 2022 | Report 100%ofourvacantprojectsareinpre-configurationortempo- raryoccupation. Buttes-Chaumont - France For our ButtesChaumont project, located in the 19 th arrondisse ment of Paris, we once again called on the expertise and network of Agence Forest for the temporary occupation of the 5,000 m² building. The building houses various cultural activities costume workshops and film sets for audiovisual companies allowing these actors to rent affordable premises in Paris that are adapted to their activity, which mainly consists of shortterm projects on limited budgets. La Passerelle Néo Barbès - France In the 18th arrondissement, as part of the project to transform the Tati Barbès shop, we are making this place full of history accessible by entrusting the building to Forest, a player in tem porary and transitory occupation, free of charge. In coordination with Maison Château Rouge and the association Les Oiseaux Migrateurs, they are developing diversified, free and constantly renewed projects and activities on the three levels of the building. Exhibitions, workshops, conferences and debates... bring together a variety of audiences in an intercultural atmos phere and bring out ideas, talents, and develop inspiration. Immside - France For our project, Immside, located in the 4 th arrondissement of Paris, we are providing our partner Nestore with the shop on rue SaintAntoine. Nestore, a network of popup stores, supports brands on the move and players in the social and solidarity econ omy. These committed companies and associations thus have Temporary occupation: La Passerelle Néo Barbès, Paris the opportunity to set up shop for several weeks on this historic street in the Marais and to make themselves known, to talk about their project and their commitments or to give visibility to their causes. • Social purpose • Residential diversity 81 ANNUAL REPORT 2022 | Lebeau - Belgium The different ground floors of the project have been made available to promote and highlight artists and entrepreneurs sharing their sustainability values: an active player in the re use of materials and circularity, a centre around biodiversity, an inclusive cultural centre, a showroom for students etc. Oxy - Belgium The Oxy building in the heart of Brussels opened its doors to students during the exam period. The main aim of Student Hub De PostLa Poste was to provide a quality space where students could prepare their lessons, complete tasks or study for their exams in peace and quiet. In total, Brik offered up to 150 seats to students for 16 weeks. Key West - Belgium The warehouse of the Key West project was made available for training sessions of Médecin sans Frontières. During the summer, the hangar was accessible free of charge to the inhabitants and associations of the neighbourhood for a series of sports activities. Issy-les-Moulinaux - France Our project in IssylesMoulinaux is home to an apprentice training centre that prepares students to enter the work force, particularly in electromechanics. Temporary occupation: Oxy, Brussels Temporary occupation: Key West, Brussels • Social purpose • Residential diversity 82 ANNUAL REPORT 2022 | For the neighbourhoods 1. Residential diversity Importance of the topic The COVID pandemic has shown the impact that the built environment can have on diversity and inclusion, and the role that developers and planning professionals can play in pro moting and sustaining diversity and inclusion in communities. Historically, the provision of social and intermediate housing in most countries has been the responsibility of the public sector or nonprofit bodies such as housing associations or both. The public sector plays a key role in enforcing the delivery of social and intermediate housing by providing the longterm vision with clear alignment in policies at the national, regional, and local government levels. In many cities, given budget constraints and political leadership which discouraged local authority homebuilding, there has been an increasing trend towards the public sector working with other housing providers both profit and nonprofit organisations to de liver these homes. An increasing number of publicsector bodies have recognised the opportunities from working in partnership as a route to deliver more social or intermediate homes. Immobel wants to contribute to an increase in social diversity in its residential offer. We will actively lead the discussion at sector level and look for tools and solutions with the authorities and the sector’s associations to increase the diversity of housing develop ments in the cities in which we are active. Targets Immobel is committed to increase the supply of social, interme diate, student, intergenerational and other housing typologies based on local needs. Immobel will work with housing associa tions and governments to help increase the supply of homes that are genuinely affordable to buy or rent. This will help to tackle the inequalities experienced by certain groups affected by the shortage of affordable homes. Immobel is extending the publicprivate partnerships provided by stakeholders such as the SLRB in Brussels and will look into a better application of the planning permission charges as a pro active tool for the construction of conventional housing. • Social purpose • Residential diversity 83 ANNUAL REPORT 2022 | Focus on key projects Universalis Park, Brussels Amixoffunctions The Universalis Park project provides for the development of two projects on the “Campus de la Plaine” site. The first project (Uni versalis Park 2), is divided into four lots and offers the following functions: LotA: Social housing LotB: • Residence service • Rest and care home • Student studio LotC: Conventional housing LotD: Student rooms The site will therefore offer more than five different functions with a social and generational mix within four buildings. At the same time, public spaces (square, playground, greenery) have also been created on this site which formerly housed a disused university building, now demolished. LotAincludes 32 social housing units. This project was proposed to the SLRB as part of its “turnkey” offering for a block sale. The permits are now all issued. LotB,which itself hosts three sepa rate establishments within the same building, includes a rest and care home (63 beds), 64 service flats whose occupants will be nefit from certain shared services, and 61 student studios. These are larger studios for foreign students who have no other place to go at the weekend, or for doctoral students. LotC provides 120 conventional apartments with a mixed program ranging from studios to 3 bedrooms. LotD provides 314 student rooms as well as a concierge service and a complete programme of amenities for students: Recreation room, game rooms, study rooms, communal kitchens. The program for the second (Universalis Park 3) project is currently being drawn up. It will provide conventional and student accommo dation as well as a public park of more than 2 ha on the site. Public equipment will also be provided. Slachthuis, Antwerp Inter-generationalliving Within our residential range we are always looking for the integra tion of different housing typologies in our projects. Our next building of development at the Slachthuissite in Antwerp is an example of the creation of an intergenerational project in which four housing typologies are integrated: maisonettes/duplex (15%), compact apartments (46%), modest housing units (29%) • Social purpose • Residential diversity 84 ANNUAL REPORT 2022 | Housing typologies Slachthuis (total 240,000 m²) Rooftop villas (maisonettes) Compact apartments Modest housing units Social housing Percent 100% 15% 46% 29% 10% and social housing (10%) with an average at project level of 68 m² net floor space. Compactness is one of the starting points for all housing typologies. We achieve this by pushing the boundaries for the best designable surfaces and dimensions of the living spaces and by integrating flexible use. The relationships between the spaces and the outdoor space, as well as the sunthrough concept, are of great importance here. In this way we realise an intergenerational housing project with a diverse program aimed at residents from different age categories and family compositions: from smaller entities for entrylevel residents to facilitate young people’s access, to housing for singles and family homes. The project provides a large collective courtyard garden and communal areas such as washing areas, workshop, communal bicycle shed, covered entrances and foot bridges that provide space and opportunities for social contact between residents. These shared spaces are an extension and maximisation of the living space, and are provided together with the use of collective energy systems (freeing up space in the home itself). The housing units for social housing are fully designed according to the guidelines of the social housing company and thus con form to contemporary social housing. • Social purpose • Residential diversity 85 ANNUAL REPORT 2022 | Immobel at a glance Report Affordablehousingcreated/integrated Currently 7% of the entire residential portfolio in permit or development stage in 2022 is composed of either social or intermediate housing typologies with specific access for people with lower incomes. This represents a total of > 90.000m² of affordable housing in the different countries we are active in. Immobelalsofocusesonhousingforspecificgroupssuch asseniorcitizensoryoungpeople: • Our recent redevelopment of the Proximus office towers (Brussels) includes the creation of 42,156 m² of resi dential units including 300 apartments and 93 student rooms. 37.000 m 2 Above Ground 18.374 m 2 Residential 3.500 m 2 Retail 6.453 m 2 Office 129 rooms Student 152 rooms Hotel • The redevelopment of the de Brouckèresite in the heart of Brussels also includes 129 student rooms. • The residential projects M1 and Riverplace in Luxembourg comprise 2,639 m² and 3,735 m² of coliving apartments respectively. • In the residential area that Immobel envisages in Chau montGistoux (Belgium), we provide space for 4 Tiny houses on a dedicated land of 1.897m² • Our residential project “5 Sapins” in Wavre provides 2 “kangaroo homes”, representing 642 m² de Brouckère site • Social purpose • Residential diversity 86 ANNUAL REPORT 2022 | Create healthy places Reduce embodied carbon Operational carbon neutrality Protection & restoration of biodiversity 2025 2030Current Target Embodiedcarbon 1 : • Newbuilt max of 1000kg CO2/m² • Renovation projects: − Target of 500kg CO 2 /m² − Cap at 750 CO 2 /m² depending on scope • CO ² documentation 2 in place for each new permit • Circularity, each renovation project: − Has a material passport − Has an inventory for re-use as a basis to maximise reuse and upcycling of materials (on or off site) • Embodiedcarbon 1 : − New built max of 650kg CO 2 /m² − Reduction plan for renovations 3 based on continuous data meas urements • Circularity each development has defined its tailormade objective regarding incomingre-used,recycled andbio-sourcedmaterials • Reduce energydemand • All new building permits are fossil-free • Launch of a pilot project toob tain the BiodiverCity®Label • PrimaryEnergyDemandandEPC for new developments are fully aligned with EUtaxonomy requirements • Promote zerooperationalcarbon by: − Maximising the electricity production onsite − Encourage tenants to purchase green leases • Reach a Biodiversitynetgain(BNG)of minimum 10% for all new permits and an average Group target of 25% BNG • All delivered projects are fossil-free Implementation of annual offset of exceeded embodied emissions (with local partners active in regenerative agriculture, reforestation, …) For the environment 1 average maximum at Group level 2 by means of systematic use of LCA studies – Life Cycle Analysis 3 Since possible gains are mostly in the substructure and superstructure material choice 87 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership Create healthy places Demonstrate Environmental Leadership 2025 2030Current Target • Environmental impact as a criterium for all investment decisions: − Strong preference for renovations and brown field 1 redevelopments − Integrate climate-resil- ience and climaterisk assessments − Guarantee environmental sustainability via com pliancy with taxonomy criteria • All office developments in design phase target one of the following certificates: − BREEAM minimum Ex cellent − HQE minimum Excellent or − DGNB Platinum certifi cate. • Green Financing Framework in place • Certification of the Group’s climate strategy by the ScienceBasedTargets Initiative (scope 1, 2 and 3) • Reduce the environmental impact of the team/company operations (scope 1 and 2) • Taxonomy reporting available at Group level • All office developments in design phase target BREEAMoutstandingor an equivalent certificate • 100% of delivered projects are taxonomyaligned For the environment 1 brownfield redevelopments: land that has previously already been developed 88 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership Importance of the topic The built environment is a critical sector to tackle if we are to reach the climate mitigation targets set out in the Paris Agreement, as it represents close to 40% of global ener gyrelated carbon emissions. As a major developer, our biggest environmental impacts are associated with energy use and GHG emissions during construction works, in the building materials we use, and the lifetime energy consumption of a building once it is operational. Therefore, the sector needs better ways to develop, build and operate buildings, focussing on both operational and embodied CO 2 . New regulations have pushed the industry to near netzero operating emissions for new buildings, as property owners optimise the energy efficiency of their portfolios to entice tenants willing to pay a premium. However, there is also a strong focus on the embodied carbon of building materials and raw materials. This means piloting projects that push the possibilities of carbonneutral, resourceefficient buildings so as to bring more value to investors and communities. It means col laborating with industry partners to meet local and global climate goals by creating roadmaps for retrofitting the buildings of today for the people of tomorrow. Urban reconversion projects such as Isala and Oxy in Brussels, KIEM in Luxembourg (woodsteel construction principle) or La Passerelle Néo Barbès and Immside in Paris aim for the lowest possible embodied CO 2 emissions and a fossilfree energy concept as part of a holistic sustainability approach recognised by international labels such as BREEAM, HQE and WELL. Embodied carbon: targets and reporting Immobel applies an acquisition policy based on “recycling” or “repurposing” builtup areas or transforming existing assets in the city. This refers to a strong preference for renovation of existing buildings instead of demolition (com bined with a circular approach to minimise the embodied carbon) in urban environments. It’s a way of avoiding the use of new materials and energy that conventionally goes into demolishing and rebuilding. In renovation projects, we strive to preserve as much as possible of the original building. Below the % of preserva tion (expressed in weight compared to the total weight of the building) is given for our largest renovation projects. For the environment 1. Embodied Carbon 89 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership Whereas we obtain in general scores above 70% preservation (with exceptional scores of 89% for the Multi and Oxy renova tion) of the existing structure on most developments, the Isala renovation project (41% preservation) is an exception since we have decided to remove the interior part of the plot in order to create a full soil interior garden to increase both the biodiversity and the wellbeing for the users. The exact weight calculations are ongoing for renovation projects Lebeau in Belgium, Immside and La Passerelle Néo Barbès in Paris, but they will all obtain a score around 70% maintain of the existing structure. 0% 10% 20% 30% 40% 50% 60% 70% 80% 100% 90% Multi (delivered 46,000 m 2 ) Isala (34,000 m 2 ) TheMuse (9,000 m 2 ) ProximusTowers (118,000 m 2 ) Oxy (70,000 m 2 ) Measureandreduceembodiedcarbonthroughsystematic useofLCAsasadesigntool To improve the way we build, Immobel uses LifeCycleAs- sessments(LCA) as a methodology from the very early design stages on. This may seem obvious, but the industry has not yet adopted this approach as a standard and it is clear that working with common standards is a necessity. While LCA studies will push the industry to calculate emissions, these calculations should not be limited to documenting a building’s carbon foot print. LCA has the potential to become a progressive design tool that helps our teams improve energy efficiency or point the way towards alternative choices for steel, cement and other high carbon materials. %preservation(expressedinweight) 90 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership The Muse, Brussels An important parameter that is obtained via the LCA study are the embodied carbon emissions. These are the GHG emissions and removals associated with materials and construction proces ses throughout the whole life cycle of an asset (Modules A1A5, B1B5, C1C4). In 2022, we began exploring options for creating an embodied carbon database to measure and manage embo died carbon across Immobel projects. We also began requesting thirdparty verified Environmental Product Declarations (EPDs) from select manufacturers and suppliers to understand the car bon footprint of new developments across their entire life cycle. Through the systematic use of LCA studies as an active design tool, we have set the following ongoing targets: • New build: maximum of 1000 kg CO2/m² • Renovation projects: target of 500 kg CO2/m² with a cap at 750 kg CO2/m² depending on the scope of renovation works. By 2030, the embodied carbon for new builds should be reduced to 650 kg CO2/m². These figures are applicable to delivered pro jects which means that the targets will be applied in the design process of the coming years. Improvement of embodied carbon with renovation projects is more difficult as most potential gains are in the substructure and superstructure material choice. Reduction targets will be defined with future data measurements. 91 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership Embodied Carbon Targets Immobel A1C4 Embodied Carbon (1) New Build 1,000 kgCO2eq /m² 500 - 750 kgCO2eq /m² 800 kgCO2eq /m² TBC kgCO2eq /m² 650 kgCO2eq /m² TBCkgCO2eq /m² Renovation Within New Builds, we will strive to improve our Embodied Car bon through the choice of building materials, reusing of materials and recycling of materials Improvement of Embodied Carbon with renovation is more dif ficult as most possible gains are in the substructure and super structure material choice. Reduction targets will be defined with future data measurement. 2023 (2) 2025 (2) 2030 (2) Target of 500 kgCO2eq / m² with a cap at 750 kgCO2eq / m² depending on the scope of renovation works Currently no data available in the market regarding possible reductions. Improvement plan will be based on continuous data measurement. 1 Excluding operational Carbon (B6 and B7) 2 Target dates refer to the anticipated completion date of the building Immobel has observed that no global standard is available – which makes comparison difficult. Embodied carbon analyses in the context of a BREEAM certification do not cover the entire carbon scope since technical installations are not being taken into account. To counter this and to avoid greenwashing by consi dering a partial scope of emissions, we have defined a holistic framework to which all Immobel developments should be aligned when performing an LCA study (database, scope of materials, material families, use of EPDs etc.). The results will be further centralised in a dynamic reporting tool that will allow all executed LCA studies to be compared with each other. The embodied carbon data below below are based on this stan dard approach applying the full lifecycle A1A3, A4A5, B1B5, B6B7 (separately reported within operational carbon), C1C4 based on 60 years, based on gross m² and covering all building elements, building techniques and transport scenario as specified by “LEVELS”, the new EU framework for sustainable buildings. 92 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership The data clearly show how renovation projects manage to remain below the threshold of 500750 kg CO²/m² (Multi, Oxy, Isala, Proximus). Within these renovations projects, a direct link can be observed between embodied carbon and the degree of main taining the existing building (Isala has the lowest maintain rate) because of the reduced need for new materials. Our French renovation projects cannot be compared directly with Belgian data since different databases and tools are being used. Our 2 major renovation projects in IledeFrance indicate an embodied carbon of 634 kg Co²/m² for Immside and 450 kg Co²/ m² for La Passerelle Néo Barbès. The difference can be partially explained by the use of refrigerants at Immside (representing 15% of the total embodied carbon) since a district heating solution was not possible, as opposed to La Passerelle Néo Barbès. For new constructions we manage to remain far below our base line of 1000 kg Co²/m². The mixed project Brouck’r indicates a result of 614 kg Co²/m², whereas the residential project Key west leads to a result of 777 kg Co²/m². For our residential development in Avon (820 kg Co²/m²), France, Immobel has chosen to go further than the thermal regulations in force when the building permit is filed (i.e. RT2012), by volunteer ing for a project RE2020 before the official effective date. 0 100 200 300 400 500 embodiedcarbon(kgCO 2 /m 2 ) Multi (renovation) Isala (renovation) ProximusTowers (renovation) Oxy (renovation) 326 302 433 333 93 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership We also vary the 100% concrete solution with a terracotta brick solution which is more optimal in carbon even if it was to the detriment of a loss of living space (20 cm of brick against 16 cm of concrete wall). Part of the exterior walls are innovative through the installation of prefabricated brick walls. To put these data in perspective, we can refer to embodied car bon standards defined by stakeholders such as: • Royal Institute of British Architects (RIBA): This is the main pro fessional body representing architects in the United Kingdom: Embodied: 1,100 kg CO 2 /m2 as a business as usual benchmark over the whole life with best practice design target represent ing 500 kg CO 2 /m2 by 2030 for nondomestic buildings. • London Energy Transformation Initiative (LETI): This initiative regroups professionals from the built environment dedicated to put London on an exemplary path to reduce carbon emissions. They recommend the following: Embodied: Baseline of 1,000 kg CO 2 /m2 and a best practice 2030 design stage target < 530 kg CO 2 /m2 for office buildings. • RE2020: environmental reglementation in France (applicable for new permits as from 2022) Immobel will apply LCA studies as a standard tool in order to exceed market standards such as the above. At the same time, LCA studies are part of the mandatory parameters for our asset to become taxonomyaligned. Average maximum embodied carbon value 2022 to 2024 2024 to 2027 2028 to 2030 From 2031 Collective housing 740 kg CO 2 /m 2 650 kg CO 2 /m 2 580 kg CO 2 /m 2 490 kg CO 2 /m 2 Offices 980 kg CO 2 /m 2 810 kg CO 2 /m 2 710 kg CO 2 /m 2 600 kg CO 2 /m 2 Targets according to the RE2020 (France) Isala, Brussels 94 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership Reduceembodiedcarbonthroughacircularapproach In addition to the LCA study, every renovation project in the design phase at Immobel is also subject to a re-use inventory: in this way we optimise the reuse and upcycling of materials on site or elsewhere. The following group targets have been set in this regard: By2025: Each renovation project has a material passport and develops an inventory for reuse as a basis to maximise reuse and upcycling of materials (on or off site). Total Building Existing Weight Distribution Material Cassification Weight (kg) Percentage Maintained Structure 19,967,715 41.68% Reusing Potential on site 132,632 0.28% Reusing Potential offsite 382,286 0.80% Reusing Potential Immobel site 0.00% Upcycling Potential 348,108 0.73% Downcycling Potential 25,596,037 53.42% Incineration 1,378,175 2.88% Waste 107,756 0.22% Total 47,912,709 100.00% Wall Finishes 77,978 58.80% Floor Finishes 54,654 41.20% Total 132,632 100.00% By2030: Reused, recycled and biosourced materials must be a significant element in all projects. The first priority is to keep the material onsite and to reuse them in the renewed renovation project. Below is an overview for the Isala project, indicating the potential reuse of materials in the new development project: a total of 132 tons of materials. The material list is shared with the design team in order to ensure integration in the new project. Downcycling Potential 53.42% Maintained Structure 41.68%Incineration 2.88% Waste 0.22% 77,978 54,654 Total 132,632 95 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership For TheMuse, this concerns 171 tons of material. Material Cassification Weight (kg) Percentage Maintained Structure 10,941,538 70.96 % Reusing Potential on site 171,422 1.11 % Reusing Potential offsite 0.00 % Reusing Potential Immobel site 0.00 % Upcycling Potential 560,144 3.63 % Downcycling Potential 3,372,896 21.88 % Waste 372,617 2.42 % Total 15,418,616 100.00 % Forallotherpotentialre-useandrecyclingopportunities (byprioritisingupcycling)towardsprojectsotherthanourown developments,Immobellooksforrecyclersandmanufacturers torecoverthematerialforre-use. Specificallyforsmallerassociationsandevenneighbours, sessionsareorganisedwherematerialsaregivenaway.Before therenovationworksstartedattheOxydevelopment,anevent wasorganisedatwhichindividualsandassociationshadthe possibilitytorecovermirrors,sinks,lights,chairs,tablesetc. Total Building Existing Weight Distribution Maintained Structure 70.96 % Upcycling Potential 3.63 % Downcycling Potential 21.88 % Waste 2.42 % 96 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership Material Name Lifts Recovered Floor incl. edge strips (Jules Wabbes) Metal Profiles Façade reused as lightning Stone Wall Tiles (Blue Color) Metal Profiles Façade reused as garde corps Terras +3 Natural Stone Floor Slabs Natural Stone Floor Tiles Atrium Terras +3 Natural Stone Floor Slabs Natural Stone Skirtings (‘Petit Granit’) Terras +3 Natural Stone Floor Slabs Pink None Wall cladding panel (black color) With regard to the incomingre-usedandrecycledmaterialsin thenewproject, a market study is systematically being done on the potential and availability of reused and recycled materials that can be integrated in the new development. As an example, our new headquarters, the MultibuildinginBrus- sels, reused 59 tons of materials originating from the existing building and 136tonsofre-usedmaterials arising from external projects. At each site, Immobel is alsoconsidering the reuse of specific materials between development projects wherever technically feasible. The raisedfloorfromtheProximusTowers will be re used for the office part, while the raised floor from the second tower (destined to become residential) will be integrated in other Immobel office developments. For the renovation of the Monnaie Centre in the centre of Brussels (Oxy project), the public walkway which will become an extension of the pedestrian zone will make use of natural stones that have been collected from existing developments in France to give them a second life in Brussels. Reuse from off site Reuse from on site 45,075 48,187 35,518 44,520 Total Weight (kg) Total Weight (kg) Total 59,853 Total 136,006 97 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership Energy efficiency and operational carbon: targets Afossil-freeenergysolution is the obligatory standard for all new permits introduced. In the design phase, particular attention is being paid to the replacement of fossil fuels by alternatives such as geothermal energy, heat pumps, solar panels and the op timisation of techniques to minimise energy consumption during the operational phase. Immobel will strive towards a fully aligned taxonomy portfolio by 2025 with regards to energy consumption. Immobel will further strive towards complete zero operational carbon developments by maximising electricity production onsite and encourage tenants to purchase green leases. For the environment 2. Operational Carbon Energy efficiency and operational carbon: reporting Below an overview of the Primary Energy Consumption for large office and residential developments from the Immobel portfolio in relation to the reference value imposed by the Nearly Zero Energy Building (NZEB) standard. In preparation of our taxonomy alignment, we have also indicated aligned with the substantially contribute target related to climate change mitigation, which is set at 10% below the NZEB standard. 0 20 40 60 80 100 120 140 160 180 Office Residential CentreMonnaie(Oxy) CentreMonnaie(Oxy) Commerce46 Brouck'R NZEB 10% PEC (Primary Energy Consumption) NZEB Reference Building Brouck'R Héros Multi Lebeau ProximusTowers offices O’SeaIII ProximusTowers TheMuse StRoch Isala TheCommodore 98 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership Our decision to develop fossilfree buildings automatically implies energy switches, replacing gasfired boilers with electric heat pumps or urban heating, and an increase of the share of renewable energy in the energy mix. In the roadmap towards net zero, the production of onsite electricity will be crucial to limit dependency on (grey) electricity from the grid. By phasing out nongreen gas, 100% of our delivered projects will be fossilfree by 2030 and will have a decreased dependency from the grid by maximising the electricity production onsite to cover the onsite demand. Immobel will setup alignment tracks both with large tenants and residential buyers to stimulate the purchase of green electricity and head towards 100% net zero. Regarding this operational carbon (limited to electricity from grid), our pathway aims for a maximum of 10kg CO 2 /m² for developments with permits introduced as from 2022. We will continuously monitor our performance and implement alignment programs with tenants in order to make green leases the standard and to become net zero operational. Development projects for which a Lifecycle Assessments has been done all indicate results equal or below 10 kg CO 2 /m²/year, far below the CRREM pathway for decarbonisation. Since all deve lopments are fossilefree, the operational carbon is related to the incoming electricity from the net and as such beyond the direct control of Immobel. Wherever possible and in close colla boration with future tenants, we put in place green leases in order to become net zero in operations (Multi and Proximus Towers). The Isala project is energy neutral on an annual basis since the production for the photovoltaic panels covers the entire energy consumption: the roof is covered with high performant PV panels while BIPVpanels are integrated on the upper garden facades (see image). Multi, Brussels 99 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership A key solution in decarbonising our buildings will be the district heating/cooling solutions. A heating or cooling network implies the distribution of thermal energy in the form of steam, hot water or cooled liquids from a central production plant through a network connected to several buildings or locations, for heating or cooling of spaces. 0 Multi IsalaProximus Towers Oxy Lebeau Brouck’R Key WestLa Passerelle NéoBarbès (FR) Immside (FR) 2 4 6 8 10 12 Operationalcarbonforourmajordevelopements-kgCO 2 /m 2 /y A focus is put on two Immobel developments that will rely on such collective heating and solution solutions: the Slachthuis site in Antwerp and La Passerelle Néo Barbès in Paris. Netzero in use Netzero in use Netzero in use Energy neutral 100 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership Focus on key projects - district heating Slachthuis, Antwerp The Slachthuis site in Antwerp will be completely gas independent because of the integration of innovative and sustainable energy alternatives (green energy). The scale of the Slachthuis site, with a development potential of ±240,000 m², facilitates the integration of a heat network based on riothermia, a green and sustainable energy source. This heat network will be able to supply heating and (passive) cooling to the entire newlydeveloped site through heat recovery from waste water. The residual heat is heated to the right temperature, using heat pumps, and will provide climateneutral heating (and passive cooling) in the buildings on the Slachthuis site. In the future, the 2,500 families that will live on this site will be able to use this efficient system, which is independent of fossil fuels, at an affordable price. Slachthuis, Antwerp 101 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership La Passerelle Néo Barbès, Paris The transformation of the iconic Tati Barbès building applies a design that respects the actual building and maintains a maximum of existing structures, combined with a program that responds to the human, social and cultural needs of the district. Social • 30% preserved for social housing • several local shops • a temporary occupation project in order prototype Biodiversityandwater • Water treatment: reuse of rainwater • Outdoor patios as part of a landscape project to improve urban biodiversity. Preservation–circularity • All existing façades are either pre served, or made of wood. • The restructuring project includes a wooden frame for the renovated façade • 75% of the existing wood floors have been preserved • The careful removal of specific materials and equipment during the stripping of the site meant that these materials were able to be donated for reuse in other renovation projects. Mobility • The project has no parking spaces • a metro station and 2 international train stations within walking distance • two bicycle parking spaces (117 places), including a hub for bicycle maintenance and repairs, as well as lockers, equipped with charging points, to store cycling helmets, hiviz vests and batteries. Energy • The project is part of an energy renovation project, in accordances with the national objectives of the “Dispositif EcoEnergie Tertiaire/Tertiary Eco Energy Regulation” and relies on the frigories and calories of the City of Paris’s nonpotable water supply. • The project relies on the district heating network, which runs on 53% renewable energy. Well-being • Optimal thermal comfort in the offices with ceiling heating • Outdoor patios for the apartments and a 140square metre rooftop terrace with plenty of greenery as a community meeting place for all residents as well as a 100 m² outdoor space for office users. Environmental strengths of the project: The project for the restructuring of La Passerelle Néo Barbès is part of a greater environmental approach, with the aim of obtaining the following certifications and labels: • HQE Bâtiment Durable (French label) • BREEAM International Refurbishment and Fit Out • Label BEE, Profil Ville de Paris, mention Effinergie Rénovation (French label) • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership 102 ANNUAL REPORT 2022 | For the environment 3. Biodiversity Importance of the topic Biodiversity is the wealth of species, ecosystems and their interactions. In addition to their intrinsic value, these species and ecosystems provide several valuable services to our society, such as reducing the urban heat island effect (an increase in tempera ture in urban areas), improving air quality, absorbing CO 2 , or regulating the runoff of rainwater. Biodiversity loss and ecosys tem collapse represent one of the greatest threats humanity will face in the next decade: plant and animal species are disappear ing at an accelerating rate due to human activities. The continuous increase in builtup area and urbanisation is prompting new ways of thinking about biodiversity. Ecosystems and biodiversity in cities are important, sometimes unique, and need to be protected and further enhanced. There is a consensus that biodiversity strategies for the built environment will be a key element to protect and restore biodiversity in general. Action is needed to stop and reverse biodiversity loss. Immobel will develop an approach to integrate biodiversity into all activities, using it as a driving force during the whole life cycle of a building or a development. As the biodiversity crisis and the climate crisis are profoundly interlinked, we are convinced they should be looked at jointly. This approach will put Immobel on a pathway to become an active and positive partner to make our cities and communities more resilient and climate proof – combining the goals of biodi versity improvement and CO 2 reduction/capture. We will leave biodiversity in a measurably better condition on our developments. Since there is no legislative frame with regard to biodiversity, Immobel wants to pave the way in the application of Biodiversity Net Gain, setting best practice, and delivering schemes. Sometimes through developments we remove green space or habitats to make way for new buildings. We are however commit ted to the principles of Biodiversity Net Gain (BNG). This means providing the right habitats, encouraging appropriate species, and improving the quality of biodiversity. We are targeting a 10% uplift in biodiversity compared with predevelopment conditions for all new schemes, which is a significant net gain. To measure the uplift, Immobel uses a recognised Biodiversity Net Gain calculator. This tool allows for the biodiversity value of a site to be measured based on the type of habitat present and its relative condition. Designs can then be drawn up which target an improvement in biodiversity following development. A pilot project has been set up for our residential development in Ciney, Belgium. Climate strategy Biodiversity strategy 103 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership The interventions aiming to restore and increase the biodiversity value can and should obviously be mutually beneficial for the health of the users and the environment. The different habitats should provide an added value for: • Climate resilience (water management, flood risk management, carbon sequestration) • Microclimate (air quality, local thermal comfort) • Wellbeing (sensory, relaxation and stimulation, social engage ment and interaction). We will therefore favour the following design features: • Landscaping that includes a wide range of species of known value for pollinators. • Maximisation of habitat variety and structure. Opportunities for the creation of novel habitats (appropriate from an ecological or land use perspective) will be taken, including the provision of living roofs, water features and urban woodland. • Creation of green and blue corridors along which wildlife can freely pass. • Living roof coverage (ideally biodiverse roofs) will be maximised. • Minimisation of flood risk by means of natural infiltration solu tions such as rain gardens or other SuDS (Sustainable Drainage Systems) measures. • The design of green spaces that apply relevant guidance from the WELL Building Standard as a tool to quantify the benefit to occupants and local communities. Targets and reporting All future developments which make use of existing land will be assessed with the Biodiversity Net Gain tool to guarantee a net gain despite our construction activities. A 10% improvement is the minimum threshold to achieve by 2025. There is no single universal measure of biodiversity as there is for carbon. Therefore, biodiversity metrics necessarily have to simpli fy some of the complexities of biodiversity. To start exploring how to more quantitively include biodiversity in Immobel’s way of working, a decision was taken to conduct a pilot study for a concrete project. To this end, Immobel selected a project design for the development of new housing in Ciney, Belgium: the Crahiat project. The Biodiversity Net Gain Calculator (BNGC) makes use of “Mean Species Abundance (MSA)”, which is the generally accepted indicator in biodiversity. It is defined as the average abundance of originally occurring species relative to their abundance in the undisturbed ecosystem. Undisturbed ecosystem is understood here as equivalent to a pristine state, intact and undisturbed by human activity. wellbeing environment biodiversity 104 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership Actual state State after the intended real estate development The total plot of 11.4 hectares has a baseline biodiversity footprint of 9.16 MSA.ha. The actual design of the project indicates that despite the provision of residential units, Baseline9.16MSA.ha 11.46MSA.ha Worstcase:all built-up area Design:8.93MSA.ha 0MSA.ha Bestcase:allis pristingenature a biodiversitygainof2.5% compared to the agricultural baseline was achieved, thanks to the integration of trees, water infiltration zones, bordering green hedges, an arboretum, wadi’s etc. MSA score Type 0 Building 0 Paved surface 0 0.1 Paved grass/concrete 0.1 0.2 Front yard 0.1 ? Backyard 0.3 0.5 Natural verge/wadi 0.4 0.6 Forest (remains) 0.2 0.6 Water The score will be calculated by comparing the results of the en visaged design with a baseline score of the field in its initial state, calculated during a site visit. Once a baseline situation has been calculated and expressed in terms of MSA.ha, consequent changes in biodiversity value (both in surface as in quality) can be tracked and expressed with the same metric. Changes in biodiversity value can either be negative (e.g. due to reduction of available surface of green areas and/ or due to degradation of habitat quality) or positive (e.g. through biodiversity positive measures). 24 February 2023© Arcadis 2022 2 105 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership after before after before after before after before after before The results of the pilot allows the design team to work on oppor tunities for biodiversity improvement detected during the study. The design will work on: • Improving private plots such as front gardens • Implementing green roofs and green walls • Improvement of the ‘slabs of grass’ by foreseeing more room in between for herbs and other plants. • Opportunities for enhancement of shared plots by creating communal ecological gardens with room for leisure, gardening and enhanced biodiversity. The calculator should become a design tool leading to decisions with regard to density, land use and specific measures to stimulate biodiversity, up to the design of private gardens of our residential projects. • Integrating corridors and connective green spaces These improvements should allow us to optimise the BNG score. As part of our ambition to make quantitative statements on Biodiversity Net Gain, Immobel will make available the use of the BNG calculator as a common design tool with the aim to reach a 10% gain by 2025 for similar rural projects. This will be a guiding principle in our evolution towards intelligent land use, which will in the future by definition be based on brownfields in order to limit construction on ground with high soil fertility and under ground biological diversity. The reporting will also provide us with relevant quantitative data with regard to the biodiversityrelated disclosures within the EU taxonomy and the ecological KPIs as defined in ESRS 4 in the context of the Corporate Sustainability Reporting Directive. While the Biodiversity Net Gain is almost by definition obtained in an urban context, success for urban developments will also be measured through the Biotope Area Factor (BAF): by assessing the proportion of green space in relation to the total site area and total open accessible space. The BAF is a tool used to measure the absorbent properties of a surface. To calculate this indicator, one need to determine the relationship between the ecological ly effective surface area and the total surface area of a lot. The BAF is particularly valued because it offers a flexible approach to reconciling densification and greening policies. For our large developments projects our design often leads to an increase of 30% biodiversity potential by providing a series of green spaces at different levels. 0 0.05 0.10 0.15 0.20 0.25 0.30 0.35 0.40 Multi Key West Oxy Lebeau TheMuse Biotope Area Factor scores 106 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership The provision of green roofs is also an essential part of the greenblue strategy that we use on our projects. Our resi dential development in Marbella includes a total of 21,000 m² of green roofs combined with a 70% coverage of the total surface by green spaces. This unique landscape vision creates a Mediterranean ecosystem by combining a typical local landscape (rocks, stones) with a vegetal landscape with a large density and variation. green roof: m 2 intensive (++) roofs>30cm green roof: m 2 (semi) intensive or extensive roofs:<30cm 0 Total (BE) StRoch (BE) Proximus Towers (BE) Lebeau (BE) M1 (LUX) Mamer (LUX) Canal (LUX) Savigny Sur Orge (FR) River Place (Abitare) (LUX) UP2 (BE) 1000 2000 3000 4000 5000 6000 The graph below provides an overview of the planned green roofs on some other main development projects un der permit or under construction in the different countries where Immobel is active. All Immobel development projects also integrate a circular solution that allows rainwater to be recovered, by means of stormwater basins and/or rainwater tanks. Green roofs 107 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership Focus on key project (biodiversity and innovative water strategy) If we look at the redevelopment of the Proximus Towers as an example, several actions have been taken to increase the BAF score. In total, approximately 1 ha of vegetation is provided on the buildings, in the form of roof gardens, green facades, covered patio gardens and especially public space on the ground floor. The footprint of the buildings will be reduced. Thus, the trans formed buildings will occupy a smaller land area than they do today; 62% compared to 82%. In this way, 20% (or / 2,250m²) of the land area will be given back to the neighbourhood by pulling the perimeter of the existing building back from the plot bounda ries and creating an interior garden in the middle of the building. Different green spaces are taken into account for the calculation such as the green roofs and terraces at different levels of the towers (with adapted habitats), as indicated below. This leads to an improvement in the BAF score which is significantly better compared to other developments in the Brussels area. One of the means by which we have chosen to keep this com mitment in the future is the registration of our major projects with the BiodiverCity ® label. Created in 2013 by the International Council on Biodiversity and Real Estate (CIBI), it assesses the performance of real estate projects on the basis of a benchmark. This control, carried out by independent experts, guarantees that the program responds to the following four aspects: the commit ment of the company, the means implemented, the evaluation of the ecological benefits, and the benefits for users. Immobel has started with one pilot project before opening up our ambitions to new, future developments. The first project to target this label is the redevelopment of the Proximus Towers. 0 0.05 Tour Midi 0.07 WTC IIII 0.14 Engie HQ Le Berlaymont Tour de Finances / Cité Administrative 0.12 Existing Proximus 0.27 Target Proximus Proximus Towers, Brussels 108 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership The project is also characterised by an innovative water strategy. The area liberated by reducing the footprint of the buildings will be used to create an enormous water reservoir of 2,213m³. This water reservoir will collect 100% of all rainwater that fall on site. In the same category of vertical green solutions, Immobel is proud to have integrated more than 2,000 m² or a total of 185,000 plants on the façade of the residential Eden tower in Frankfurt. This is almost 3 times more surface area than the ground on which the building is standing. The plants are watered using an automatic irrigation system. If the entire strip of greenery were to receive the same amount of water, this would not function optimally. To get the right amount of water in the right place, an advanced irrigation system with temperature sensors and several water groups is used. This way, each plant receives exactly what it needs. Focus on key project (Intelligent land use) Immobel has a clear strategic focus on urban renovation projects. Unfortunately, renovation of the existing building stock is unlikely to meet the expectations of citizens regarding housing needs. Nevertheless, Immobel fully commits to the principles behind “no net land take in 2050” which implies applying a land sobriety principle adapted to the social and economic conditions of each region and preventing urban sprawl. Therefore, with regards to land use, Immobel will apply an acqui sition policy based on brownfield redevelopments (land that has already been developed) with a view to reduce land use while at the same time protect soil in periurban environments. In 2022, Immobel started the reconstruction of Fort d’Aubervil liers in Paris. The two residences Fort’Izy and Fort’Immo consist of 157 homes and 256 social and intermediate rental homes. The project takes place integrally on a former military site and is therefore 100% a brownfield development so no new land has to be opened. In addition, this ecodistrict provides 13 hectares of greenery, which are partially accessible to residents. The projects also integrates an advanced solution of rainwater recovery con sisting of a cascade system including a retention roof, an infiltra tion basin, a specific basin for watering of green spaces which has an additional buffer into a second infiltration basin to avoid any runoff to the sewage system. Residential projects throughout Europe apply the same focus on brownfield development such as the Polvermillen site in Luxem bourg where an old industrial site will be transformed into an ecodistrict with 1/3 of the site dedicated to green spaces or the Eden project in Frankfurt where an old car parking has become a residential tower with exceptional vertical gardens. Overall, within our “new construction” portfolio, 70% is developed on brownfield areas rather than natural or agricultural land. Proximus Towers, Brussels 109 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership Offset programme Immobel has started a netzero pathway and considers that off setting should be the last resort after efforts have been made to reduce the greenhouse gas emissions of its operations. For each project not reaching the objectives regarding operational and embodied, a CO2 compensation program will be launched. For this purpose, local partnerships in Belgium, Luxembourg and France will be established and projects meeting the highest standards will be carefully selected. The objective is to provide a local compensation equivalent to the gap towards the target via carbon sequestration solutions, such as regenerative agriculture and reforestation. The following years, focus will be put on reducing carbon and improving biodiversity. Our aim is to have a 100% transparency on carbon emissions by 2025. In the meantime, we choose to build the necessary partnerships with local partners in the field of biodi versity or regenerative agriculture, rather than enrol in carbon cred it programs that often place the burden on developing countries. We will continue to build on existing partnerships and gradually expand them, such as the collaboration with Reforest’Action in France. This collaboration has already led to the following results in the last 2 years: • 4,000 trees planted • 12,000 animal shelters created • 16,000 months of oxygen generated The projects of Reforest’Action are aligned with the “Label Bas Carbone” in France. Adopted since 2019 to achieve the cli mate objectives of the national lowcarbon strategy (SNBC), the LowCarbon Label is the first voluntary climate certification framework in France (which includes certification by an inde pendent international certifying authority). In Belgium and Luxembourg, Immobel will continue analysing if plots in their portfolio can be dedicated to CO2 compensation projects. Immobel will also take part in 2023 in local initiatives such as planting a company forest. 110 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership very good 3.40% outstanding 38.10% excellent 58.50% Environmental leadership: targets and reporting Certifications For (re)development projects, Immobel wants its buildings to achieve an environmental performance that surpasses the reg ulatory requirements. All its (re)development office projects are therefore certified by acknowledged frameworks (BREEAM, HQE, DGNB, WELL). All ongoing office developments target a minimum of BREEAM Excellent aiming for 100% BREEAM Outstanding certification by 2025. 100% of our of office projects (design – permit – construction) are in the process of a BREEAMcertification: For the environment 4. Environmental leadership Repartition based on the surface of the projects 3.40% 38.10% 58.50% Science-basedTargets Immobel will demonstrate how its net zero targets are compati ble with the Paris Agreement and the 1.5°C trajectory by using the ScienceBasedTargetsinitiative(SBTi). It provides us with a clearly defined pathway to futureproof growth by specifying how much and how quickly we need to reduce our greenhouse gas emissions. Setting a Science Based Target is one of the most wellknown internationally recognised methodologies to show ambition and to differentiate between greenwashing and real, effective climate action. The Immobel net zero targets, including the companyrelated scope 1 and 2 emissions, will be introduced in 2023 with the aim to be validated by 2025. 111 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership In 2022, Immobel finalised a baseline calculation for the compa- ny-relatedscope1and2emissions. Although the scope 1and 2 emissions linked to corporate assets do not even represent 1% of the overall carbon emissions, Immobel considers that setting ambitious goals for this scope is essential, to set a good example and involve all employees in the overall effort to reduce green house gas emissions. Immobel has finalised these carbon emissions calculations of its own emissions, taking into account the energyconsumption by buildings occupied by Immobel as well as business travel and commuting of Immobel employees. The move to the Multi building – the new headquarters of Im mobel – already leads to significant carbon reduction since this is the first CO 2 neutral office building in operation, thanks to a combination of heat pumps, solar panels and a green electricity contract: 100% of the consumption is covered by renewable energy contracts. The building has also obtained BREEAM InUse with an Excellent rating. Climatedisclosure We target full visibility on how the climate strategy is being implemented within the company and transparency on progress against targets. Immobel therefore commits to publicly report its GHG emissions progress against published targets on an annual basis. Immobel commits to have 100% CO 2 documentation in place by 2025. This implies that all development projects should report on embodied and operational carbon (scope 3 emissions) by systema tically using Life Cycle Analysis studies. scope of the carbon footprint Description Scope Sources of emissions Indicators Officelife Scopes 1/2/3 total580tonsCO 2 Emissions resulting from Immobel's office activities Head office and branches • Energy consumed in the offices • Home/work commute • Workrelated travel • Purchase of goods and services • Waste • Fixed assets (IT equipment, etc.) 112 ANNUAL REPORT 2022 | • Embodied Carbon • Operational Carbon • Biodiversity • Environmental leadership Diversity & equality on all levels within the company Stimulate a healthy work environment 2025 2030Current Target Formalise our ambitions in a D&I policy based on zero inequality (equal pay equal opportunities), fair and inclusive HR policies, diverse and inclusive workforce (gender, race/ethnicity, people with a disability) 40%diversityonthelevelof genderandethnicity/race at all management levels: Management team, Executive Committee and Board Take a leadership role in the sector regarding D&I by taking or supporting community initiatives, joining ecosystems/networks or obtaining external recognition for our equality and inclusion efforts. Developmentandpersonal growth:75% of employees have an individual development plan (“Immobel academy”) • Reach a minimum of 50 hours of training per employee • Employee satisfaction survey, increase: − participation to >80% − the score to >80% • Developmentandpersonal growth: 95% of employees have an individual develop ment plan (“Immobel academy”) • Employee satisfaction survey, increase: − participation to >90% − the score to >85% Lead by example Towards Collaborators 113 ANNUAL REPORT 2022 | • Diversity & Equality • Healthy Work Environment Importance of the topic The business case for diversity and inclusion is stronger than ever – organisations perform best when they employ diverse talent. Yet for diversity to truly flourish, it needs to be treated as a strategic, businesscritical priority that’s supported at the very top of an organisation and integrated throughout. Targets and reporting At Group level, where people are our key asset, we have defined 4 KPI’s : • Equality: a zero inequality policy with 100% equal pay and no discrimination based on gender, age, sexual orientation, religion or philosophical belief, … We want to promote a culture of overall equality where every employee can develop his/her ta lents within the company, regardless of his/her entry position. • 40% diversity on the level of gender and ethnicity/race at all management levels. Below an actual overview is given of the Board compositions by gender: Towards collaborators 1. Diversity and Equality • DiversandInclusiveworkforce: develop initiatives to increase the diversity of our workforce with a specific focus to welcome more collaborators with a disability. • Communityleader:take a leadership role in the sector regarding D&I by supporting community initiatives, joining ecosystems/networks or obtaining external recognition for our equality and inclusion efforts. Level Male Female Female % Board of Directors 4 3 43% Executive Committee 5 1 20% Local Management Teams 22 13 37% All collaborators 142 120 46% 114 ANNUAL REPORT 2022 | • Diversity & Equality • Healthy Work Environment Immobel’sCommitmentstowardsitscollaborators Immobel recognises its talented and diverse workforce as a key competitive advantage in the Real Estate business. Being successful as a company requires the quality and skills of all the collaborators. Immobel recognises that everyone brings its own experience and capabilities in their field of expertise. This diversi ty is a key element in being successful at all levels of the compa ny. Diversity is recognised within Immobel as a business interest, leading to better overall performance and to high quality pro ducts, services, and business decisions. Immobel strives to create a supportive environment where everyone can realise its full potential within Immobel, regardless of their differences. Immobel strives to employ the best employees and collaborators in their field of expertise to do the best job possible. Immobel values the importance of reflecting the diversity of our customers and markets in its workforce. This diversity encompasses differences in gender, language, ethnicity, age, sexual orientation, religion, socioeconomic status, experience, and education. Immobel gives equal opportunities to individuals, regardless of their background, in its recruitment, retention and talent management in general. The diversity of the teams in all its aspects is a source of innova tion, growth, and prosperity. Immobelcommitsto: • Encourage equality, diversity, and inclusion in the workplace as they are good practice and make business sense. • Create a working environment free of bullying, harassment, victimisation, and unlawful discrimination, promoting dignity and respect for all, and where individual differences and the contributions of all staff are recognised and valued. This com mitment includes training managers and all other employees and collaborators about their rights and responsibilities under the equality, diversity and inclusion policy. • Immobel considers the development of its staff as a priority. It ensures the motivation and involvement of its staff and ensures that they always have the skills required for the success of their assignments. In other words, Immobel’s HR ambition reflects its promises: improving and developing the Group’s human capital, rich in diversity, creating opportunities for everyone and buil ding the future for its staff. Immobel’scommitmentsputintopractice Collaborators are essential to our success, and we are dedicated to attracting, developing and promoting a talented, diverse and multicultural workforce. To that end, Immobel’s commitment to diversity and inclusion is reflected in its various practices: Recruitmentpractices Job opportunities are described with clear criteria and expecta tions and made available on a transparent job market (internally and externally). The recruitment process is open to diversity and free of any selection criteria linked, directly or indirectly, to age, sexual orientation, gender identity, marital status, birth, wealth, religious or philosophical belief, political belief, trade union belief, current or future health condition, disability, physical or genetic characteristic, social origin, or any other discriminatory character istic. When hiring, knowledge, experience and abilities of candidates will be considered against the objective requirements set forward. 115 ANNUAL REPORT 2022 | • Diversity & Equality • Healthy Work Environment Continuouslearning&developmentpractice Attendance to learning opportunities is possible for all collaborators. Individual training needs are collected during the midyear and yearly appraisal meeting and throughout the year career development reflections are orga nised. Immobel is also encouraging knowledge exchange between departments and countries by means of initiatives such as “lunch & learn” sessions. Rewardingperformance Compliance with the Immobel approved remuneration policy (see annual report) is the foundation of a nondiscriminating remuneration approach to all of our employees. We ensure that performance review methodologies and processes are consistently applied. • Diversity & Equality • Healthy Work Environment 116 ANNUAL REPORT 2022 | Towards collaborators 2. Healthy work environment Importance of the topic Our employees are our most valued assets. We see a diverse, resilient workforce as essential to the strength of our global busi ness, and we invest in supporting our employees through every stage of their career with us. Since wellbeing is a central pillar of today’s world of work, Immo bel takes also a number of actions to enhance physical wellbeing, in pleasant, ergonomic, wellequipped and safe environments. Targets and reporting Learninganddevelopment:theImmobelAcademy Investing in continuous training and development of our teams contributes not only to them, but also to Immobel as a whole. By providing our teams with learning and development activities, we enable the Company to achieve its business targets, and allows the people to constantly grow professionally and to prepare for the future. Trainingandpersonaldevelopmenthasastrategicroleinthe Company. We believe that learning and development contributes toattractingnewtalentsaswellasretainingexistingtalents. Through the ImmobelAcademy 1 we want to offer an attractive and qualitative offer of training and learning experiences, accessi ble for all teams so that everyone can grow in their current role or evolve in their potential career path. Through the Academy we aim at offering training in line with the learning objectives (Awareness – Knowledge – Skilled – experts) and we do this around three domains: The foundations We want to offer training to develop basic skills. E.g.: Languages, Effective use of Microsoft tool, Presentations skills, but also topics around Wellbeing... The leader in Me Specific programs on future proof senior Leadership. Participative Leadership. Open & continuous feedback, etc. Our Experts/ Specific Real Estate Topics Our internal experts share knowledge on specific topics. We regularly invite external speakers to do the same. 1 The Immobel Academy is the main tool and process which allows individual development plans to be stored and managed. 117 ANNUAL REPORT 2022 | • Diversity & Equality • Healthy Work Environment Well-being / Safety & Security / Engagement Survey In 2022, an engagement survey was launched at Immobel Belgium&ImmobelHeadquarters. This survey focused on wellbeing and life at work and provided us with very useful insights. Collaborator’s engagement is the strength of the mental and emotional connection collaborators feel toward the work they do, their teams, and their organization. An overall Engagement score of 79% was reached, which is perfectly in line with the benchmark. The Promoter Score is used to measure loyalty and engagement. we ask the collaborators if they would suggest Immobel to a friend or family member. In 2022,thepromotorscore(orrecom- mendationscore)was76%. This is strongly above the bench mark of 55%. Immobel’s ambitions do not have a negative impact on perceived workload (9/100, benchmark = 31/100) or worklife interference (20/100, benchmark = 19/100). Collaborators seem to have found a good balance here; something that is very important for (mental) wellbeing. Immobel aims to gradually improve these scores in the coming years. The move in 2022 to the new headquarters was accompanied by a focus on healthandwell-being for employees by providing healthy food on a daily basis (such as fruit baskets and fresh soup) and launching initiatives such as yoga sessions. Engagement Score RecommendationScore 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% Immobelparticipation no participation benchmark 79.00% 76.00% 27.50% 72.50% 118 ANNUAL REPORT 2022 | • Diversity & Equality • Healthy Work Environment Positive leadership: promote sustainable behaviour throughout the value chain and within the industry 2025 2030Current Target Launch of a supply chain due diligence • Full CSRD alignment • Environmental leadership: GRESB rating of 4 stars (top 40%) • Responsible purchasing policy integrated in all supplier contracts • 100% of delivered projects are taxonomyaligned Lead by example In the industry 119 ANNUAL REPORT 2022 | • Positive Leadership Importance of the topic The challenges described in this report can only have a structural impact if we collaborate at sector level. It is therefore important to take part in various sector initiatives on social, community and environmental impact and collaborate and align with all stakeholders in the value chain on these topics. At the same time, we observe an enormous number of global (environmental) standards in the field of real estate. Such a large number of standards gives rise to divergent interpretations and, as a result, in greenwashing. Common languages such as the taxonomy classification will be crucial to get all stakeholders aligned and to obtain standard and transparent data. CSRD – Corporate Sustainability Reporting Directive Nonfinancial reporting has significantly improved over the past years. With the implementation of the new EU directives linked to nonfinancial reporting, the scope of companies required to report on ESG aspects will be increased. Specifically, Immobel is expected to fall within the scope of the upcoming Corporate Sustainability Reporting Directive (CSRD). Although the exact CSRD requirements remain uncertain, the key elements have been drafted and the first steps are being taken today to be able to meet the upcoming CSRD reporting require ments. As the current European Commission draft for the CSRD stands, this piece of legislation will come into force for Immobel as of financial year 2025 (report published in 2026). The CSRD will require us to increase our current sustainability efforts to report in line with the upcoming CSRD requirements; not merely to comply but also to create and sustain value out of its sustainability journey where possible. As a first step in this journey, Immobel has performed a readiness assessment against the CSRD requirements, by identifying the gaps between the current state of play at Immobel and what is mandated by the proposed CSRD legislation. Moreover, a realistic highlevel road map with actions and initiatives (structural requirements) based upon the readiness assessment has been created. This had led to an action plan structured in clear and concise initiatives which have all been mapped in a roadmap until 2025. The roadmap enables Immobel to be compliant by FY 2024 to allow a first “test” reporting year in 2025 and conduct an assurance readiness assessment regarding this information. An assurance readiness assess ment will help Immobel to remediate any shortcomings in time and will prepare Immobel to be fully compliant by FY 2025 (reporting in 2026). Measuring, benchmarking and reporting ESG reporting has become an increasingly important part of our business. Immobel is aligning its KPIs with the European Sustainability Reporting Standards (ESRS)) which will be the norm to be respected within the CSRD. Additionally, for the second year in a row Immobel has participated in the GlobalRealEstateSustainabilityBenchmark (GRESB), obtaining a score of 79% which is an improvement of 6 points compared to our first participation and in line with our ambi tions to be in the top 40% of participants by 2025. 120 ANNUAL REPORT 2022 | • Positive Leadership Such reporting frameworks have pushed us to be more strategic and actionable around ESG and to refine our approach to data collection to support more efficient, transparent disclosure. Initiatives at sector level Right from the outset Immobel has played an active role in sector initiatives such as UrbanLandInstitute(ULI). In 2022 we were involved in sharing knowledge within several ULI product councils as well as supporting and contributing to specific programs such as CChange. CChange was founded at the end of 2021 by a group of major real estate players with a common goal: to focus on collaboration to give the entire sector access to practical solutions and training for decarbonisation. As a founding partner, Immobel is convinced that the sector needs a common language, common tools and access to knowledge to accelerate the path towards decarbonisation. In the chapter on stakeholder engagement, other initiatives or engagements at sector level are mentioned. Stakeholder dialogue Conducting a constant and proactive dialogue with its stakehol ders ensures that the Company keeps in step with their expec tations and a constantly changing society. The overview below specifies the type of dialogue with both internal and external stakeholders. • Positive Leadership 121 ANNUAL REPORT 2022 | For collaborators Immobel is a company that allows everyone to think about their job and give it meaning, to work in a caring profes sional environment and to have a balanced personal life. Staff • Internal communication : intranet • Workshops such as ESG awareness and cocreation sessions • Trainings • Employee survey • Annual appraisals • Team events • Collaborative IT tools (Teams, Sharepoint) • Onboarding process for new collaborators • Lunch & meet together internal newsletters (flash news and “Hello Immobel”) Board of Directors - Executive Committee ‘The Executive Committee proposes to the Board of Direc tors the implementation of a corporate social responsibility policy (CSR) to ensure that environmental, social, economic and ethical issues are taken into account in the company’s activities. Internal stakeholders For users Immobel designs real estate programmes to preserve the health of occupants, facilitate healthier and more sustainable lifestyles, and interact with the neighbourhood. For corporate clients Immobel offers properties located in lively neighbourhoods that contribute to a modern positioning of their brand and help their organisation connect with society. Clients • Satisfaction surveys on a regular basis • Welcome pack at provisional accep tance • Monthly newsletters for followup • Marketing automation flows (Hubspot) • Residential Projects Advisor (custo mer guidance) SPOC: meetings with Residential Projects Advisor (customer guidance) to personalise the finishings • Digital sales agreement • Digital followup through customer software • Complaint handling process managed by a dedicated aftercare department • People for Excellence program: a con tinuous improvement programme (lean methodology) in our customer guidance team to improve customer satisfaction, employee engagement and increase efficiency. • Specific clients showrooms in Belgium and Luxembourg delivery kits (hand over to enduser) For investors Immobel builds sober and attractive buildings that create value through their positioning and that are designed to be able to adapt to changing uses and maximise the intensity of use. External stakeholders 122 ANNUAL REPORT 2022 | • Positive Leadership Financial community: investors, individual and institutional shareholders, banks and insurance companies • Letters to the shareholders • Press releases and financial reports • Information on the website and on social media • Conferences/roadshows • Shareholder identification and targeting • Direct dialogue • Capital Markets Day in 2022 • Annual shareholders meeting For local authorities Immobel develops projects that contribute to the city’s commitments. We participate in ecological and societal transitions which take into account the needs of the neighbour hood. Public authorities • Signing of the charter launched by the city of Paris to stimulate temporary occu pations. • Active participation in initiatives to stimulate societal and environmental transitions such as the RENOLAB ecosystem established to stimulate circular projects. For suppliers Immobel is committed to supporting its suppliers who develop highperformance pro ducts and services, while fully supporting less advanced suppliers. Partners and suppliers: architects, constructors, industrial partners, start-ups etc. • Charter of local and responsible procurement • Continuous dialogue between Immobel development and technical teams and suppliers regarding project design and sustainability certifications, through design meetings, onsite visits etc. • Partnerships with other developers in a joint approach for acquisitions and develop ments (e.g. partnerships with Whitewood, Triple Living, Besix) 123 ANNUAL REPORT 2022 | • Positive Leadership For local communities To participate in the social and economic diversification of the neighbourhoods where we operate, Immobel relies on the ecosystem of local actors. We seek to enhance their know ledge and integrate into the ecosystem of the project area. Immobel’s buildings have a positive impact on the community and the local economy, and host initiatives led by local people and groups. Associations, exchange platforms, ONG, local communities, neighborhoods • Oneonone dialogue, workshops and information sessions with neighbourhoods before and during (re)development (internal IMPULSE cocreation methodology) • Several collaborations with local assoiciations such as a Street art collaboration for the NOVA development in Luxembourg Public-private partnerships: Active member in a number of publicprivate partnerships as an engagement to rethink the neighbourhoods in which we are active: • Cocreation trajectory with other developers and the city of Brussels to rethink ground floors and public spaces in and around our developments in the centre of Brussels (“RezdeVille”) • Member of the association Up4North to rethink the North district in Brussels • Member of the association Biestebroeck in order to prototype the new district Biestebroeck in Brussels • Member of the European Quarter Fund Associations, ONG’s • Partner of Reforest’Action in France • Founder and sponsor of the Immobel Engagement Fund (managed by the King Baudouin Foundation) • Sponsor of Fondation Pallatio (France) Academic sector Managing Director of Immobel Belgium is guest lecturer in the Master of Real Estate course, SaintLouis University in Brussels For our sector: Immobel contributes to the advancement of the real estate sector and its ability to face the major social and environmen tal challenges of the years to come (industry dialogue). Associations for our sector • Madaster Max: partner for the launch of the Madaster plat form in Belgium • Presidency and active member of Urban Land Institute (product councils, decarbonisation programme etc.) • Several employees are members of Young ULI • Collaboration and member of Proptech Lab (BeLux) • Dialogue with European Public Real Estate Association (EPRA) • Active member of several professional circles: Professional Union of the RealEstate Sector (UPSI and young UPSI) • Member of Belgian Investor Relations Association (BIRA) • Partner of The Pavillon de l’Arsenal (France) which gathers and unites actors of the urban and architectural world, developers, and public and private general contractors • Member of LuxReal in Luxembourg 124 • Positive Leadership ANNUAL REPORT 2022 | Immobel Engagement Fund 2025 2030Ongoing • Supportsnon-profits active in social inclusion, health & culture for up to 1% of yearly net profit • All employees spend oneday workingforacharity per year • Develop a European scope for nonprofit support strategy Lead by example for The Community 125 ANNUAL REPORT 2022 | • Immobel Engagement Fund 30% Culture 33% Social integration 10% Health 9% Engagement for the city 5% Other Importance of the topic Beyond our developments, Immobel as a group wants to demonstrate a societalengagementandapositiveimpact towardsthecommunity. In that perspective, the Immobel EngagementFundis active for several years as the charity pillar of Immobel. Reporting TheobjectiveoftheImmobelEngagementFundistwofold: • on the one hand, to allocate amounts to associations in order to support their activities which have a societal aim; • on the other hand, it allows the integration of Immobel’s staff in solidarity actions and reinforces the objectives linked to Corporate Social Responsibility defined by Immobel. A Board composed of internal and external members selects on a regular basis initiativesinthefieldsofsocialinclusion,culture, healthandinclusivecitydevelopment to be supported by Immobel. With regard to social inclusion, Immobel has chosen to work with the KingBaudouinFoundation to manage the selection of and followup of the selected associations or initiatives. Initiativesthatweresupportedin2022include: • TADA (ToekomstATELIERdelAvenir): A network that involves citizens, civil society and businesses in the integration and emancipation of Brussels’ socially most vulnerable teenagers and their entourage. • Calame asbl: An association supporting youngsters in their school trajectory. • Youth start: Training opportunities for youngsters. • VUB Kinderuniversiteit: Bringing science closer to youth. • Schola ULB: Supporting students in difficulty to avoid them having to drop out of school. • Opening the Future: A health programme from KU Leuven, active in research against cancer and neurodegenerative sicknesses. 126 ANNUAL REPORT 2022 | • Immobel Engagement Fund Saturday class organised by our interior designers for children from the TADA programme. The Immobel Engagement Fund also encourages the team to devote time to participate in actions the Company supports. To create awareness, different supported associations are invited during Lunchandlearnsessions in order to explain to our col laborators the impact they are making for society thanks to the Immobel support. Somesolidarityactionsin2022include: • Our interior designers went to meet the children of the nonprofit organisation ToekomstATELIERdelAvenir (TADA). They shared their skills with them through different workshops they had prepared. • Immobel employees have also been active in solidarity actions in favour of the ArcenCiel (bringing presents to underprivi leged kids) and Les Samaritains ShoeBox operations (Christmas boxes for homeless). • By means of individual donations of its employees and through the Immobel Engagement Fund, Immobel donated 100,000 EUR to Ukraine Support, dedicated to medical training and support to local NGOs. • Donation to “Fondatioun Kriibskrank Kanner” that supports the families of children with cancer and rare lifethreatening diseases on a daily basis in Luxembourg. • For several years Immobel is also main sponsor of the Immorun. Next to being a sports event and a teambuilding event, the goal is also to support the @SPORT2BE association, which works to help underprivileged children play sports. • Donation of office materials to schools and associations at the occasion of our internal move to the new headquarters. • Employees also demonstrate their solidarity within the context of our development projects. Before renovation works started at the Oxy development in Brussels, employees from Immobel and Whitewood assisted in a giveaway where large quantities of materials where given away to individuals and associations. Teambuilding event during the action to give away small building materials at Oxy. Lunch and learn session by TADA for Immobel employees. Immorun 127 ANNUAL REPORT 2022 | • Immobel Engagement Fund 128 ANNUAL REPORT 2022 | IV. ESG RISKS Risks Description Link with corporate strategy Key Risk Indicator Financial planning Climate change risk • Transition – failure to meet our carbon reduction target leading to regulatory, reputational and commercial impact. • Physical – failure to mitigate physical impact on Immobel assets” Environmental regulations (legal transition risk) • regulations in all European countries im pose buildings at least to achieve a certain standard of energy performance. Some countries have also set targets with regards to material use and climate adaptability • All renovations and new constructions will be fully aligned with the requirements set by the EU taxonomy • Immobel has executed a gapanal ysis with regards to the CSRD. A 3 year action plan has been rolled out to ensure 100% alignment by 2024 • Sustainability certifications of buildings • Energy intensity • Renewable electricity • EPC ratings • Operational carbon emissions • Embodied carbon for new developments • reuse of materials • Capex associated with refurbish ment, including improving energy efficiency, is integrated in the assets business plans Access to capital • Investors are increasingly discriminating between investment opportunities based on sustainability credentials, risking less availability and higher cost of capital for companies which do not show strong per formance and/or progress in this area • In order to assure our access to capital, Immobel has established a Green Financing Framework (GFF). The GFF sets out the criteria for allocating the proceeds of green finance instruments criteria set in Immobel’s Green Financing Framework: • New acquisitions, construction of new buildings (mostly office and mixeduse developments) which have received or will be designed to receive any of the following classifications: BREEAM, HQE or equivalent: minimum “Excellent” • For Assets which are not subject to an official classi fication standard (mostly residential projects), Eligible projects should achieve a high level of energy efficiency with a maximum Primary Energy Demand (“PED”) of • For Belgium, Luxembourg, and Spain: 100 kWh/m2/year, • Germany: up to 75 kWh/m2/year, • France: 70 kWh/m2/year 129 ANNUAL REPORT 2022 | Risks Description Link with corporate strategy Key Risk Indicator Financial planning Customer behavior and stakeholder expectations (transition risk) • “Customers and other stakeholders expect buildings with sustainability credentials • Not keeping pace with social attitudes and customer behaviours and preferences could additionally cause reputational damage and reduce the attractiveness and value of our assets “ In order to address climate change risks, we have set ambitious cli materelated targets: • All new developments are fos silefree and strive to a maximum to integrate renewable energy. All sites also include extensive landscape solutions thet reinforce biodiversity. Tenants are stimulated towards lowcarbon mobility solutions • Specific targets have been set with regards to the carbon emissions. These climaterelated targets will be validated by the ScienceBased Targets • Each development aims to con tribute to the local economy or community as a whole by means of the creation of public spaces, public amenities” • “Capex associated with sustainability issues is integrated in the assets business plans” Flood - precipitation - sea rise level (physical risk) • Increased insurance costs from growing flood risk • Increased maintenance and repair costs • Increased investment in drainage solutions and flood defences • Negative impact on asset valuation • All new investments (both acquisitions and developments) incorporate flood risk assessments • Measures taken to mitigate flood risk include rainwater recycling (such as rainwater harvesting systems for internal building use and landscaping) and biodiversity solutions • Measures incorporated into financial appraisals of acquisitions, refurbishments and developments Extreme heat - increase in average temperature (physical risk) • Increased cooling demand • Adaptation techniques include solutions to prevent the Urban Heat island phenomenon, onsite renewable energy generation installed to manage additional cooling requirements, thermal modelling orientation choices etc 130 ANNUAL REPORT 2022 | Risks Description Link with corporate strategy Key Risk Indicator Financial planning Environmental risk Land use: need to limit the artificalisation of soils and protect biodiversity • Define a roadmap with regards to land use by applying an acquisition policy aligned with the objectives regarding artificialisation of soil (intelligent urban sprawl taking into account the need for new housing and by increasing urban renovation projects), active policy of ontharding / perméabilisation / permeability. This implies a focus to build new residential project on brownfields (e.g. demolition & reconstruction, reuse of existing buildings) • Biodiversity Net Gain • Coefficient Biotope par surface During construction sites, there is a risk of water and soil pollution linked to the presence of hydrocarbons, chemicals, etc. • Immobel strives towards 100% taxonomy alignment which included measures with regards to pollution prevention and control Social risk Risks related to working environment, corruption and human rights - risk that its counterparties may not fully comply with Immobel’s ethical standards. • These risks can be found within the compa ny, but also among suppliers and partners working on assignments for Immobel. • This corporate responsibility risk can cause significant damage to Immobel’s operations and brand” • Immobel will design a Third Party lifecycle process for the risk do mains in scope (Environment and Human Rights across the whole value chain) by conducting third party due diligence activities • Code of Conduct towards suppliers in integrated in contract 131 ANNUAL REPORT 2022 | Risks Description Link with corporate strategy Key Risk Indicator Financial planning Risk linked to the health, safety and well-being of the team. • Failure to identify, mitigate and/or react effectively to a major health, safety or security incident • Number of reportable health and safety incidents War for talent • By providing our teams with learning and development activities, we enable the Company to achieve its business targets, and the people to constantly grow professionally and to prepare for the future • Training and personal develop ment has a strategic role in the Company. We believe that learning and developing contributes to attracting new talents as well as retaining existing talents Scarcity of resources and managing the production of waste • Managing resources and waste, either by limiting waste or reusing and recycling it, is a crucial issue. More than ever, circularity is a major challenge for our businesses • Immobel applies for future de velopments a strong preference for renovations and brownfield redevelopments Opportunity Description Link with corporate strategy Key Risk Indicator Financial planning Landscaping • The integration of naturebased solutions or a diversity of habitats in our developments Biodiversity • Integrate biodiversity into all activities, using it as a driving force during the whole life cycle of a building or a development. Look for combined benefits; resilience, CO2 caption and biodiversity, linking site to the existing bluegreen network • There is a clear business case for bio diversity. The ecosystem services provided increase property value and help safe energy, improve quality of life for users and inhabitants and increase social and mental well being • Carbon capture • Health and wellbeing • Increase permeable soil of our developments • Immobel demonstrates BNG on all its development projects • Local partnerships are concluded with biodiversity stakeholders/ reforestation projects • If Immobel constructs new build ings, it always ensures that there is at least a gain in biodiversity upon completion of the project as there was before the building was constructed. To ensure this, a tool that has been specially produced and adapted to Immobel’s developments. Several different measures such as planting of flora and preservation of water courses were taken to ensure an increase in biodiversity • Biodiversity Net Gain • The landscaping cost is integrated in the CAPEX of the developments 132 ANNUAL REPORT 2022 | V. ESG governance A. Governance structure Immobel has set up a governance structure to manage and standardise the definition and rollout of its ESG strategy within the company. Board of Directors (BoD) The Board of Directors is to pursue sustainable value creation of the Company. To do so, they have a crucial role in overseeing the effective management of Corporate Social Responsibility in all its dimensions at the company. In particular, on the proposal of the Executive Committee, the Board of Directors examines and/or approves: • The CSRFramework 1 , as an integral part of the business strategy; • The CSRActionPlan with investments to meet the operational objectives [by 2025]; • The scenario analysis into strategic planning and/or enterprise risk management; • The ShortTermIncentivePlan with targets related to the reduction of GHG emissions for the CEO and the members of the Executive Committee with strategic responsibilities; 1 The 2021 process has resulted in the ESG Framework “Creating healthy places” based on 6 pillars. Audit and Risk Committee Renumeration Committee Board of Directors Nomination Committee Executive Committee Working groups ESG SteerCo Group CEO, Head of ESG, Country MDs, Chief Technical Officer, Continuous Improvement Manager and on invitation Chief Legal Officer I Company Secretary I Human Resources 133 ANNUAL REPORT 2022 | • The ESG report as part of the Annual Report; • Disclosures, considering the assessment of the Audit & Risk Committee, including the HalfYear Management Re port and the Full Year Management Report (including the Consolidated Disclosure of NonFinancial information). Audit&RiskCommittee • It supports the BoD on the review of the Disclosures, including the HalfYear Management Report and the Full Year Management Report (including the Consolidated Disclosure of NonFinancial information); The Audit & Risk Committee is responsible for the moni toring of the Enterprise Risk Management and mitigation strategies, including ESG risks. RemunerationCommittee • It proposes to the BoD the general criteria for the variable remuneration of the CEO and members of the Executive Committee, which include specific objectives associated with the reduction of GHG emissions. NominationCommittee • The ESG knowledge is taken into consideration at each appointment. Specific attention is paid to ESG aspects at the level of the appointment. AcquisitionCommittee Monitors the ESG sanity check (including climate risks) as part of Due Diligence. CEO/ExCo The CEO, together with the ExCo is ultimately accountable for the effective management of Corporate Social Respon sibility of the Company and is supported by: • the ESG Steerco • dedicated thematic working groups to strengthen the knowledge with regards to specific ESG topics across the company. ESGSteerCo Goal: To allow regular indepth conversations on all ESG topics and set the priorities for the overall ESG program and companywide initiatives (including startup of thematic working groups): Frequency: monthly Possibletopics: ESG strategy; refresh ESG policy; report 2022 implementation actions; define 2023 actions; ESG governance; CSRD update; expert sessions on specific topics. Responsibilities Participants Chair meeting and set the tone at the top CEO (Chair) Overall program management Head of ESG (acting as ESG Program Manager) Reporting on implementation actions and KPIs Monitor of and compliance with ESG regulation Chief Legal Officer (CLO) Monitor and report on market trends and developments and share insights with thematic working groups Head of ESG Develop proposals, coordinate the integration of ESG aspects into core activities and drive implementation Healthy Places: (Delegate) MDs and Chief Technical Officer Employees engagement: HR Governance: CLO / Company Secretary Ensure operational projects are in line with the integrated strategy Head of ESG Continuous Improvement Manager * participation in function of topics on agenda Esg SteerCo 134 ANNUAL REPORT 2022 | Thematic working groups Goal: Strengthen the knowledge with regard to specific ESG topics across the company and exchange best practices around specific topics. Workinggroupsatgrouplevel • CarbonNeutralityProgramme aims to monitor tar gets and actions to reduce emissions and identify new reduction initiatives in the long term for scope 1 and 2, including the identification of technologies to support the energy transition in buildings; • BiodiversityProgramme for the identification, develop ment and monitoring of the impact of projects aiming at conservation, restoration and sustainable management of biodiversity; • CircularEconomyProgramme has the aim of accelerat ing the process of identifying and implementing techno logical solutions, products and processes that minimise the consumption of resources and energy in all business es, and the reuse and exploitation of waste materials; • HR/GovernanceProgram with the aim to accelerate the process to align policies across all entities. 135 ANNUAL REPORT 2022 | B. Governance of ESG issues All of Immobel’s operations are encompassed by the sustai nability initiatives, which are governed via Groupwide policies, guidelines, short and longterm measurable goals and detailed action plans. The aim of this work is to monitor, document, evaluate and improve Immobel’s sustainability activities with strategic responsibilities; Users Neighbourhoods Environment Lead by example (collaborators, stakeholders, industry) Social / community impact Sustainability issues • Healthy buildings • Promote lowcarbon mobility • Support local com munities/economy • Affordability • Protecting, restoring and enhancing biodiversity and ecosystem services • Increase circularity • Reneweable energy • Responsable water use across construction • Climate change adaptation and resilience • Energy and carbon emissions • Sustainable and circular building materials • Certification and labeling of buildings • Climate risks • Employee training and engagement • Attractive workplace • Responsible purchasing • Good business ethics and anti corruption • Diversity and equal opportunity • Sustainable financing • Respect for human rights Policy documents • Net zero roadmap • Positive biodiversity roadmap • Diversity and Inclusion policy • Health and wellbeing policy • Good and ethical behavior code • Renumeration policy • HR manual • Sustainable procurement policy (2023) • Supplier code of conduct • Associative part nership code of conduct ESGpolicy Tools • Health and well being checklist / WELL certificate • Quality of Life sur vey postdelivery • Perform neighbour hood diagnostic/ local economy diag nostic and organise a cocreation table (or a methodology for the analysis of regional/local issues) • CRREMCarbonRiskRealEstateMonitor (CRREM) as reference for carbon intensity • ESG Due Diligence checklist and carbon assess ment as part of a larger taxonomy assessment for new acquisitions • LifeCycle Analysis studies • Biodiversity Net Gain calculator • Inventory for reuse • (Madaster) material passport • Certification schemes • GRESB audit • Employees (health and wellbeing) survey • Immobel Academy (learning and development) • GRESB audit 136 ANNUAL REPORT 2022 | Users Neighbourhoods Environment Lead by example (collaborators, stakeholders, industry) Social / community impact KPI’s to measure performance • Distance to public transport • Number of bicycle parkings / number per type: regular, cargo, electric • Number of electrical charging stations • Public equipment (m²) or (semi)public spaces • Number of projects with a temporary occupation program • part of social housing; part of residential offer for specific groups (sen iors, students etc.) • BNG (Biodiversity Net Gain), BAF (Biotope Area Factor), CES (Coefficient Emprise au Sol) • Embodied and operational carbon (kg CO2/m²) • Primary Energy Demand (kWh/m²/y) • Total primary energy consumption from renewable source (kWh/m²/y) • Green roofs • Water buffer capacity • % of buiding preserved • Reuse inventory: indication of reuse options (downcycle upcycle reuse) indicated in weight • Number of developments with certifications scheme (score) • Gender parity on Boards • GRESB score Special projects, initiatives, programs • Launch of Rez-de- Ville programme to reinforce a local economy around our developments in the Brussels hypercenter • Launch a pilot by providing job opportunities for young people and unemployed in our development project • Participate in programs around alternative living forms • Collaboration with SLRB (BE) • Signatureprojectsnet-zerocarbon • Launch a pilot development project per country targeting the BiodiverCity or a local label with a specific focus on biodiversity • Launch pilot project regarding re-useofdrainage water (e.g. in Brussels via nonprofit Open Source) for watering public green spaces • Development of a dynamiccalculator that allows all executed LCAstudies to be compared between each other leading to a CallForTenderforfuture LCAstudies • Launch of pilotprojectsofLCAinresidential market to set the baseline • Localpartnershipswithpositivebiodiversity stakeholderssuchasregenerativeagriculture andreforestation (Reforest’Action) • Sustainability trainings and awareness sessions • Stakeholder dialogue initiatives (information sessions) • Immobel is founding partner of the ULI “C-change”decarbonisationprogram • Membership of Real Estate Balance (D&I) • Green Financing Framework Corporate Governance Statement 137 ANNUAL REPORT 2022 | 137 ANNUAL REPORT 2022 | CORPORATE GOVERNANCE STATEMENT In addition to complying with the applicable laws and regulations, Immobel sets itself high standards of corporate governance and continuously reassesses its methods based on acceptable principles, practices, and requirements. In this framework, the Company applies the Belgian Corporate Governance Code 1 (the “2020 Code”) as a reference code within the meaning of Article 3:6, §2, section 1 of the Belgian Code of Companies and Associations (the “CCA”). On 31 December 2022, the Board of Directors has stated that, to its knowledge, its corporate governance practice is compliant with the 2020 Code, except regarding the following and subject to changes: 1. the Chair (as defined in section 2.2.4 of the Corporate Governance Charter, the “CG Charter”), who is not only a member of the Board of Directors, but also of Executive Management (in this capacity, he is referred to as the Executive Chair, as defined in section 4.1 of the CG Charter) also performs the tasks of the CEO (as defined in section 4.2 of the CG Charter). By doing so, the Company deviates from Provision 3.12 of the Code. This deviation is explained by the fact that Marnix Galle is currently deemed to be the best placed to fulfil the functions of both the Executive Chair and the CEO considering Marnix Galle’s unique track record in real-estate, including his knowledge, skills, experience and seniority level in the Company, and his long-term engagement and relationship vis-à-vis the Company as well as the Company’s shareholders/stakeholders. Hence, this is considered to be in line with the Company’s interests. Therefore, references below to “Chair” and “CEO” shall be interpreted and construed as referring to the same individual; 2. the Nomination Committee (as defined in section 3.5 of the CG Charter) shall be chaired by Marnix Galle who acts both as Executive Chair and CEO of the Company (see above). By doing so, the Company deviates from the recommendation in Provision 4.19 to the Code. 1 The “2020 Code” was published in the Belgian Official Gazette on 17 May 2019 and is available on the website: www.corporategovernancecommittee.be. Such deviation is explained by the fact that Marnix Galle has an extensive network and is considered as most fit to chair the Nomination Committee; 3. the non-executive members of the Board are not partly remunerated in the form of shares in the Company. As such, the Company deviates from Provision 7.6 of the Code. This deviation is explained by the fact that the interests of the non-executive directors are currently considered to be sufficiently oriented to the creation of long-term value for the Company and, hence, that the issue of shares to them is not deemed necessary. However, the Board of Directors, on proposal of the Remuneration Committee, decided on 10 December 2020 that each Director is requested to buy Immobel shares for a minimum amount of 20,000 EUR before the AGM to be held in April 2022, being the fixed annual remuneration for each of them and to keep the shares at least four years after acquisition and until one year after the ending of the mandate; 4. no minimum threshold of shares to be held by the executives has yet been set. Therefore, the Company deviates from Provision 7.9 of the Code. This deviation is explained by the fact that the interests of the executives are currently considered to be sufficiently oriented to the creation of long-term value for the Company. Hence, setting a minimum threshold of shares to be held by executives is not deemed necessary. The Corporate Governance Charter describes in detail the structure of the Company’s governance and its policies and procedures in matters of governance. This Charter can be consulted on the Company’s website: www.immobelgroup.com. In terms of diversity policy, Immobel's Board of Directors wishes to point out that it meets the criteria that at least one-third of the Members are of a different gender. More information on diversity is included under: III. Regulations and Procedures (see below). This section of the Annual Financial Report contains information concerning the way Immobel put the principles of governance into practice during the past year. 138 ANNUAL REPORT 2022 | I. Governance Structure (as at 31 December 2022) In accordance with the articles 7:85 of the CCA, Immobel has opted for a one-tier governance model, whereby the board of directors holds all powers unless those reserved by law or the Articles of Association to the general meeting of shareholders. A. Board of Directors A) Composition and mode of operation In accordance with Immobel’s articles of association and as further specified by the Corporate Governance Charter, the Company is administered by a Board of Directors of at least five Directors of which at least three independent Directors meet the criteria set out in provision Article 7:87 §1 of the CCA and Article 3.5 of the 2020 Code. The Directors are appointed for a maximum period of four years by the general meeting. They are re-electable. The Board meets at least four times a year. This frequency enables, among other things, to review the half-yearly accounts in September, the annual accounts in March, as well as the budgets in December. Moreover, additional meetings may be organised at any time, with reasonable notice, whenever it is deemed necessary or advisable for its proper functioning. In 2022, the Board met on six occasions. In addition to the items falling within its ordinary powers, it made decisions on the following key topics: • the analysis and approval of investment and divestment projects, among which the acquisition of a real estate asset in Belgium. • the analysis of the macro-economic scenarios and the impact on the company’s activities. • the monitoring of the company’s financing. • the organisational structure. • The appraisal of the Executive Committee, setting its objectives and the fixed and variable remuneration. The Board was regularly informed on the activities of the Audit & Risk Committee, the Investment Committee, the Nomination Committee, the Remuneration Committee, and the Executive Committee. 139 ANNUAL REPORT 2022 | B) Composition of the Board of Directors as at 31 December 2022 On 31 December 2022, the Board consisted of seven Directors, specifically: • one Executive Chair • six non-executive Directors, including five independent Directors who meet the criteria of Article 7:78 §1 of the CCA and Article 3.5 of the 2020 Code, and one Director linked to a shareholder. Name Function Date first appointment End of term Professional address Directorships in other listed companies Marnix GALLE 2 Executive Chair / CEO 25/09/2014 AGM 2026 c/o the Company’s registered office None Astrid DE LATHAUWER 3 (Independent) Director 26/08/2015 AGM 2024 c/o the Company’s registered office Etablissements Fr. Colruyt – Etablissementen Fr. Colruyt NV, listed on Euronext Brussels Wolfgang de LIMBURG STIRUM 4 (Independent) Director 01/01/2019 AGM 2024 c/o Ergon Capital Advisors SA/NV, avenue Louise 326, 1050 Brussel None Pierre NOTHOMB 5 (Independent) Director 25/09/2015 AGM 2023 c/o Deminor SA/NV Joseph Stevensstraat 7, 1000 Brussel None Michèle SIOEN 6 Director linked to a shareholder 20/12/2018 AGM 2025 c/o Sioen Industries NV Fabriekstraat 23, 8850 Ardooie NV, D’Ieteren SA/NV and Sofina SA, all listed on Euronext Brussels Annick VAN OVERSTRAETEN 7 (Independent) Director 28/09/2016 AGM 2026 c/o PQ Belgium SA/NV Havenlaan 6C, 1000 Brussel Financière de Tubize SA, listed on Euronext Brussels Patrick ALBRAND 8 (Independent) Director 30/11/2021 AGM 2024 c/o the Company’s registered office None 2 In carrying out the functions concerned in the present report, Marnix GALLE acts as the permanent representative of the company A³ Management SRL. 3 In carrying out the functions concerned in the present report, Astrid DE LATHAUWER acts as the permanent representative of the company ADL CommV. 4 In carrying out the functions concerned in the present report, Wolfgang de LIMBURG STIRUM acts as the permanent representative of the company LSIM SA. 5 In carrying out the functions concerned in the present report, Pierre NOTHOMB acts as the permanent representative of the company Pierre Nothomb SRL. 6 In carrying out the functions concerned in the present report, Michèle SIOEN acts as the permanent representative of the company M.J.S. Consulting SRL. 7 In carrying out the functions concerned in the present report, Annick VAN OVERSTRAETEN acts as the permanent representative of the company A.V.O. - Management SRL. 8 In carrying out the functions concerned in the present report, Patrick ALBRAND acts as the permanent representative of the company SKOANEZ SAS since 17 February 2022. 140 ANNUAL REPORT 2022 | The target on gender diversity at the level of the board, to reach at least one-third of members of different sexes, has been met. At the end of 2022, the board of directors was composed of three women and four men, i.e. 42% exceeding the minimum criteria of at least one-third. More information on diversity is included under: III. Regulations and Procedures (see below). Changes in the composition of the Board of Directors during 2022 The mandates of the following Directors expired at the end of the ordinary general meeting of 20 April 2022: • Marnix Galle • Annick Van Overstraeten The same ordinary general meeting renewed the mandates of: • Marnix Galle, as Executive Chair, for a further term of four years, expiring at the end of the ordinary general meeting of 2026; • Annick Van Overstraeten, as independent Director, for a further term of four years, expiring at the end of the ordinary general meeting of 2026; The ordinary general meeting decided to appoint Patrick Albrand following his co-optation at the end of the mandate of Karin Koks until 17 February 2022 and appointed the company SKOANEZ SAS, represented by the permanent representative Patrick Albrand, since 17 February 2022 until the ordinary general meeting of 2024. A brief description of the professional background of each Director is included below. C) Proposals for appointments and / or renewals at the 2023 Ordinary General Meeting The mandate of Pierre Nothomb expires at the Ordinary General Meeting of 20 April 2023. The proposal for renewal will be submitted to the Ordinary General Meeting of 20 April 2023. The curriculum vitae can be summarised as follows: Marnix GALLE (59) began his professional career in 1987 at Cegos Belgium as a consultant, after having studied economics at Tulane University in New Orleans, Louisiana, USA. In 1989 he took his first steps in the real estate sector (family portfolio). His own company Allfin (°2001) became one of the leading real estate developers in Belgium. In 2014, Allfin took a 29% stake in Immobel, listed on the Brussels Stock Exchange since 1863. Following the merger between Allfin Group and Immobel in 2016, he became its Executive Chair. Patrick ALBRAND (67) holds a Master of Architecture degree from the Paris Ecole des Beaux-Arts (1980) and a Master’s degree in Real Estate Development from Columbia University (1988). He joined Hines in 1995 and was instrumental in the creation and supervision of its French subsidiary. He has been active in the overall development of Hines France, both in the Development and the Investment Management activities. Prior to working at Hines, he was the Director in charge of Development at Bouygues Real Estate in Paris (1989-1995), where he arranged joint ventures with outside developers and investors. He was a Senior Research Associate at Lawrence Berkeley Laboratory in Berkeley, California (1983-1987), and prior to that, worked for the Ministry of Interior of Morocco (1980-1982). Astrid DE LATHAUWER (59) holds degrees in International Politics and Diplomatic Sciences (KU Leuven), a Bachelor in History of Art (RU Ghent) and completed an Executive MBA at Stanford, California. She brings over 30 years of international Human Resources experience. She started her career in marketing and moved to Human Resources very early in her career as the HR Manager for Eastern Europe with Monsanto. In 1990 she became the HR Leader for Central & Eastern Europe and subsequently the entire EMEA region for the Communications Services Division of AT&T. In 1994 she relocated to the US, first as the HR Director of the AT&T Microelectronics Division internationally, and subsequently as the Executive HR Director at HQ, managing the employment conditions of all Executives outside the US. In 2000 she returned to Belgium and became the CHRO and Member of the Executive Committee at Proximus until 2011, and later the HRVP and Member of the Executive Committee at Ontex until 2022. Wolfgang de LIMBURG STIRUM (51) holds an MBA from the Booth School of Business at the University of Chicago (USA), a Bachelor’s degree in Management Engineering and a Master’s degree in Applied Economics and Management from the Louvain School of Management (Belgium). Over the past twenty years, he has built up a solid experience in finance and private equity in Europe and the United States, investing in a wide range of sectors, such as healthcare, specialty chemicals, industrial niche products, services, entertainment and media. He is a Managing Partner of Ergon Capital, a mid-market private 141 ANNUAL REPORT 2022 | equity fund with a portfolio of approximately EUR 2.5 billion, which he joined in 2005. Prior to that, he spent most of his career in investment banking (mergers and acquisitions) at Lehman Brothers in New York and London, where he became co-head of the European Healthcare M&A team. He is currently also a director of Haudecoeur, Telenco, Sausalitos, Opseo, SVT, Stationary Care Group, Dental Service Group and VPK Group. Pierre NOTHOMB (60) has a Master in Applied Economic Sciences (UCL Louvain-la- Neuve). He joined Deminor 32 years ago at its foundation. He has several mandates as director of companies or associations including Sibelco, ULB Foundation, Build UP, the FIIS Kimbal, Imperbel-Derbigum, and Epsylon. He is also Chairman of the Deminor companies and member of the advisory committee of DIMFunds (with DegroofPetercam Manco). He is a member of the audit committee of Imperbel and of the psychiatric care network of La Ramée - Fond’Roy. In addition, he is a certified mediator in civil and commercial matters since 2022. Before joining Deminor in 1991, he worked as a senior auditor at Coopers & Lybrand (now PricewaterhouseCoopers), and subsequently as a financial consultant at Petercam Securities. He was also director of ForSettlement (Fortis), member of the audit committee of Sabam and CEO of the toy retailer Christiaensen International. Michèle SIOEN (58) holds a Master’s degree in Economics and has completed management programmes at Vlerick Business School, among others. She is the CEO of Sioen Industries, a multinational specialised in the production of technical textiles and professional protective clothing. She was Chair of the FEB between 2015 and 2017 and is now Honorary Chair. In addition to her daily involvement in Sioen Industries, she is also a director of various Belgian listed companies, including D’Ieteren and Sofina, as well as associations such as Fedustria and Vlerick Business School. Finally, she is closely involved in Art and Culture through her Chairship of KANAL and as a member of the Board of Directors of the Queen Elisabeth Music Chapel. Annick VAN OVERSTRAETEN (57) holds a degree in Economic Sciences (KUL – 1987) and a Master’s degree in Management (IAG-UCL – 1992). She began her career at Philips in 1987 as a project manager in the HR department. Between 1991 and 1999, she worked in the retail sector, in particular in the textile sector (New-D, Mayerline). She then worked as Commercial & Marketing Director at Confiserie Leonidas (1999-2004). From 2004 to 2009, she was the Operational Director of Quick Restaurants Belux NV. From 2010 until 2020, she occupied the position of CEO and Director of Lunch Garden Group. In 2020, she was appointed CEO at Le Pain Quotidien. She is an independent Director of Financière de Tubize SA/NV, as well as of Euro Shoe Group NV. B. Committees of the Board of Directors In accordance with the articles of association, the Board of Directors may establish one or more committees. In accordance with the articles of association, the Board of Directors has set-up the Audit and Risk Committee, the Nomination Committee, the Remuneration Committee and the Investment Committee to assist them. A) Audit & Risk Committee In accordance with Article 4.3 of the 2020 Code, the Audit & Risk Committee (ARC) is composed of at least three members. All members are non-executive Directors and at least one meets the criteria of Article 7:78 §1 of the CCA and Article 3.5 of the 2020 Code. The Board of Directors ensures that the Audit & Risk Committee has enough relevant expertise to fulfil its role effectively, notably in accounting and audit matters. All the members are competent in accounting and auditing matters. The Chair of the Audit & Risk Committee is appointed by the Committee itself from its members. The Chair of the Audit & Risk Committee is different from the Chair of the Board of Directors. As at 31 December 2022, the Audit & Risk Committee was composed as follows: Pierre NOTHOMB, Independent Director and Chair of the Audit & Risk Committee Patrick ALBRAND, Independent Director Wolfgang de LIMBURG STIRUM, Independent Director Michèle SIOEN, non-executive Director, linked to the shareholder. The Members have the collective competence in the field of activity of Immobel and have particular accounting and audit skills. The Executive Chair is not a member of the ARC but he is invited to attend the meetings. The Audit & Risk Committee assists the Board of Directors and the Executive Committee with the following duties: • monitoring the statutory audit of the annual and consolidated accounts, including following up on any questions and recommendations made by the External Auditor; 142 ANNUAL REPORT 2022 | • monitoring the financial reporting process, including making recommendations or suggestions to ensure the integrity of the process; • monitoring the effectiveness of the Company’s internal control and risk management systems; • if there is an internal audit, monitoring the internal audit and its effectiveness; and • reviewing and monitoring the independence of the External Auditor, particularly regarding the provision of additional services to the Company (Article 7:99 of the Belgian Companies & Associations Code). The Audit & Risk Committee meets at least four times a year and whenever a meeting is deemed necessary, at request of its Chair. Activities during 2022 In 2022, the Audit & Risk Committee met four times, at the request of its Chair. Amongst others, the following topics were discussed: • Half-yearly and annual accounts and financial report; • Financing needs; • Review of Business Plan for future years (including base case and stagflation case); • Review macro-economic scenarios and real estate implications per market and for key projects. B) Remuneration Committee The Remuneration Committee is composed of non-executive directors of whom a majority should be independent in accordance with the requirements set out in Article 3.5 of the 2020 Code and Article 7:87 of the CCA. The Remuneration Committee consists of only non-executive Directors, of which at least a majority must be independent Directors with an expertise in remuneration matters. A non- executive Director with particular knowledge in the field of the remuneration policy chairs the Remuneration Committee. As at 31 December 2022, the Remuneration Committee was composed as follows: Astrid DE LATHAUWER, independent Director and Chair of the Remuneration Committee Pierre NOTHOMB, independent Director Annick VAN OVERSTRAETEN, independent Director. The tasks of the Remuneration Committee consists of: • making proposals to the Board of Directors on: o the remuneration policy for non-executive Directors and members of the Executive Management, as well as, where appropriate, on the resulting proposals to be submitted by the Board of Directors to the shareholders; o the remuneration of Directors and members of the Executive Management, including variable remuneration and long-term incentives, stock-related or not, in the form of stock options or other financial instruments, and regarding the arrangements on early termination, and where applicable, on the resulting proposals to be submitted by the Board of Directors to the shareholders; o the annual review of the Executive Management’s performance; o the realisation of the Company’s strategy against performance measures and targets; and • submitting a remuneration report to the Board of Directors and explaining this report during the Annual General Shareholders’ Meeting. In 2022 the Remuneration Committee met three times, at the request of its Chair. The following main dossiers and topics were discussed: o the budget of the remuneration of the non-executive directors; o the evaluation of the Executive Chair and the members of the Executive Committee and their remuneration, including the criteria for granting variable remuneration; o the preparation of the 2023 objectives of the Executive Chair and the members of the Executive Committee; 143 ANNUAL REPORT 2022 | o the preparation of the remuneration report. C) Nomination Committee The Nomination Committee consists of a majority of independent non-executive Directors in accordance with the requirements set out in Article 3.5 of the 2020 Code and Article 7:87 of the CCA. The Chair of the Board chairs the Committee. The Chair can be involved but cannot chair the Nomination Committee when dealing with the appointment of his successor. As at 31 December 2022, the Remuneration Committee was composed as follows: Marnix GALLE, Executive Chair and Chair of the Nomination Committee Astrid DE LATHAUWER, independent Director Annick VAN OVERSTRAETEN, independent Director. The task of the Nomination Committee consists of: • drafting (re)appointment procedures for members of the Board of Directors and the Executive Management; • periodically assessing the size and composition of the Board of Directors and making recommendations to the Board of Directors regarding any changes; • identifying and nominating, for the approval of the Board of Directors, candidates to fill vacancies as they arise; • ensuring that the appointment and re-election process is organised objectively and professionally. • advising on proposals (including, of the management or of the shareholders) for the (re)appointment and removal of Directors and members of the Executive Management; • properly considering issues related to succession planning; and 9 acting as the permanent representative of the company SRL Queen-K. • ensuring that sufficient and regular attention is paid to the succession of executives and that the appropriate talent development programmes and programmes to promote diversity in leadership are in place. In 2022, the Nomination Committee met three times, at the request of its Chair. The following main topics were discussed: o the renewal of the mandates of the members; o the composition of the Investment Committee, Audit & Risk Committee, Nomination Committee, Remuneration Committee, Executive Committee and the Acquisition Committee; o the appointment of the company secretary; o the organizational structure of the Company D) Investment Committee The Investment Committee consists of at least four members, including the Executive Chair, who is also the Chair of the Investment Committee. The Members of the Investment Committee are appointed by the Board of Directors for a maximum of four years. As at 31 December 2022, the Investment Committee was composed as follows: Marnix GALLE, Executive Chair and Chair of the Investment Committee Patrick ALBRAND, independent Director Olivier THIEL 9 , Head of Development Belgium Thierry VANDEN HENDE, non-executive Director Piet VERCRUYSSE, non-executive Director. 144 ANNUAL REPORT 2022 | Olivier BASTIN (Managing Director Immobel Luxembourg & Germany) was replaced by Olivier THIEL as member of the Investment Committee on 8 September 2022. The Investment Committee is in charge of: • formulating the objectives, policies and strategies of the Company’s real estate investments; and • monitoring ongoing projects when these projects entail a substantial part of the Company’s portfolio and when Executive Management has flagged a project as considerably deviating from its original business plan. The Board of Directors has delegated to the Executive Committee the power to approve all decisions relating to the acquisition, development, syndication and divestment of assets, or in case of an asset developed in partnership or syndicated with a third party, the pro rata share of the Company therein, up to an estimated total investment cost of 70 MEUR per asset (which shall include the acquisition price and total development costs, such as construction costs, financing costs and fees payable to third parties). The Board of Directors further has delegated to the Investment Committee the power to decide on and approve all acquisitions, development, syndication and divestments of assets, or in case of an asset developed in partnership or syndicated with a third party, the pro rata share of the Company therein, up to an estimated total investment cost of MEUR 200 per asset (which shall include the acquisition price and total development costs, such as construction costs, financing costs and fees payable to third parties). The Chair of the respective Committees will inform the Board of Directors on the investment decisions so taken at the next Board of Directors’ meeting. In 2022 the Investment Committee met five times, at the request of its Chair. The following main topics were discussed: o the analysis and approval of investment and divestment projects, among which the acquisition of real estate assets in Belgium, Luxembourg and the United Kingdom, the disposal of real estate assets in Belgium; and o the monitoring of the project portfolio. 10 In carrying out the functions concerned in the present report, Karel BREDA acts as the permanent representative of the company KB Financial Services SRL. 11 In carrying out the functions concerned in the present report, Stephanie DE WILDE acts as the permanent representative of the company Lady at Work SRL. C. Executive Committee The Executive Committee of the Company is composed of the Executive Chair and of the Members of the Executive Committee (as mentioned on the website of the Company). As at 31 December 2022, the Executive Committee was composed as follows: Marnix GALLE, Executive Chair and Chair of the Executive Committee Olivier BASTIN, Managing Director Immobel Luxembourg Karel BREDA 10 , Chief Financial Officer Stephanie DE WILDE 11 , Chief Legal Officer Duncan OWEN, Managing Director of Immobel Capital Partners Adel YAHIA 12 , Managing Director Belgium, Members. Duncan Ownen (Managing Directors of Immobel Capital Partners) has joined the Executive Committee on 1 January 2022. In addition, Stephanie De Wilde (Chief Legal Officer) has joined the Executive Committee on 8 September 2022. Fabien Acerbis (Managing Director Immobel France) has terminated his mission for the Company on 2 December 2022. The Board of Directors defines the responsibilities of the Executive Committee. The Committee is primarily in charge of the following tasks: • consider, define and prepare, under the leadership of the Executive Chair, proposals and strategic options that could contribute to the Company’s development. This responsibility covers (i) strategic planning, including the analysis of strategies, activity plans and budgets submitted by the Company’s departments; and (ii) drawing up the business plan and budgets of the Company for proposal, discussion and approval by the Board of Directors; • monitor the developments of the Company by analysing the compliance of the feasibility, the deadlines and the quality of the projects while making sure to maintain or improve quality standards of the Group; 12 In carrying out the functions concerned in the present report, Adel YAHIA acts as the permanent representative of the company Adel Yahia Consult SRL. 145 ANNUAL REPORT 2022 | • present to the Board of Directors a complete, timely, reliable and accurate preparation of the Company’s financial statements, in accordance with the applicable accounting standards and policies of the Company; • prepare the Company’s required disclosure of the annual accounts and other material, financial and non-financial, information; • propose the financial strategy to the Board of Directors; • monitor the performance of the Company’s departments in line with their strategic objectives, business plans and budgets; and • draw up and implement the Company’s policies which the Executive Chair considers falling within the competence of the Executive Committee; • within the limits of the mandate given by the Board of Directors, approve all acquisitions, development, syndication and divestments of assets, or in case of an asset developed in partnership or syndicated with a third party, the pro rata share of the Company therein (cfr. above mentioned). In 2022 the Executive Committee met fourteen times, at the request of its Chair. The “curriculum vitae” of the Members of the Executive Committee in function (except for Marnix GALLE already listed above) can be summarized as follows: Olivier BASTIN (52) began his career in the banking sector (BACOB, 1994-1995) before joining the real estate department at Intermarché, where he contributed to the expansion of the brand in Wallonia (1995-1996). In 1997, he joined Jones Lang LaSalle, where he became the department head of the Office Department for Belgium (1997-2005) before becoming Managing Director of the group’s Luxembourg branch (2005-2011). In 2010, he combined this position with that of Head of Capital Markets for the Belux. He left JLL at the end of 2011 to join Allfin Group as CEO of the Luxembourg entity. Since 2018, he is also in charge of the German market. Olivier has a degree in Applied Economics (ULG, 1988-1992) and an MBA (ULG & Maastricht University, 1993-1994). Karel BREDA (47). After studying Applied Economics at the KU Leuven and obtaining an MBA from the University of Chicago, Booth School of Business, Karel began his professional career in 1999 by developing a number of internet start-ups in Europe. In 2002, he joined GDF Suez (now Engie), where he held various managerial positions in M&A and Project Finance in Europe, South Asia, the Middle East and Africa. In 2011, he was promoted to Chief Financial Officer for the South Asia, Middle East and Africa region based in Dubai and in 2014 for Engie E&P in the Netherlands. Prior to joining Immobel on 1 August 2018, Karel was Managing Director Middle East, South and Central Asia and Turkey for Engie Solar based in Dubai and India. Stephanie DE WILDE (40), holds a Master in Law from Ghent University, a Master after Master in Company Law (UGent) and a Master in Real Estate (KU Leuven). She started her professional career as an attorney for Corporate and M&A and gained experience at several law firms, including Monard Law and EY LAW, and in-house experience as Corporate Legal Counsel at Lotus Bakeries. In 2016, Stephanie joined Immobel Group as Senior Legal Counsel and later Head of Legal (2020) before being promoted as Chief Legal Officer and Compliance Officer in 2022. Duncan OWEN (55) has a long history of building real-estate investment management businesses and delivering investment performance for multiple stakeholders through a number of economic cycles. With a career spanning more than 30 years, he has an in-depth knowledge of European real-estate markets and a strong track record in core+ and value- add investment, development, asset management, refurbishment, and portfolio restructuring. He served as Global Head of Real Estate at Schroders for nine years and subsequently, in 2021, as Special Advisor. Prior to Schroders, he was the CEO of Invista Real Estate PLC which he founded and listed on the London Stock Exchange. Adel YAHIA (44) joined Immobel in December 2017 as Chief Operating Officer responsible for the Development, Technical, Sales and Landbanking departments. Prior to that, he worked at AG Real Estate as head of the Residential department and co-Head of Development. Between 2010 and 2015, he was responsible for various business units at Matexi. He started his career in 2004 as a real estate developer and also worked in real estate investment banking. After studying law at the KU Leuven and holding a Master’s degree in General Management (MGM) from Vlerick Business School, he graduated in 2006 with a Master’s degree in Real Estate (postgraduate programme in Real Estate Studies) at the KU Leuven. In 2014, he completed the “Executive Program in Real Estate” training at Solvay Business School (ULB). He is a lecturer at KU Leuven, Solvay Business School and at Saint-Louis in different real estate related programmes. D. Acquisition Committee The Acquisition Committee of the Company is composed of the Executive Chair and of the Members of the Acquisition Committee (as mentioned on the website of the Company). The Board of Directors defines the responsibilities of the Acquisition Committee and oversees following tasks: 146 ANNUAL REPORT 2022 | o analyse, determine and prepare real estate investment proposals which may contribute to the Company’s development except for decisions falling within the scope of the Executive Committee; o take any decision relating to the acquisition, financing, development, syndication and divestment of assets, or in case of an asset developed in partnership or syndicated with a third party, the pro rata share of the Company therein, up to an estimated total investment cost of 70 MEUR per asset (which shall include the acquisition price and total development costs, such as construction costs, financing costs and fees payable to third parties), it being understood that the Chair of the Acquisition Committee will inform the Board of Directors about the investment decisions so taken at the next Board of Directors’ meeting; o analyse all acquisition proposals of new real estate projects; - manage ongoing real estate projects, as well as the related contracts; o analyse the compliance with the feasibility studies, deadlines and the quality of the projects while ensuring that the quality standards of the Group are maintained or improved and allowing an efficient and sustainable legal and technical risk management. In 2022 the Acquisition Committee met fourteen times, at the request of its Chair. E. Management Teams The Executive Committee has established Teams in each country that assist it in the practical implementation of the executive powers (the "Management Teams"). Their creation has been approved by the Board of Directors. The Executive Committee determines the assignment of the Management Teams, their composition, and their responsibilities. These Management Teams are accountable for the exercise of their powers vis-à-vis the Executive Committee. . 13 Abbreviation of “Committee of Sponsoring Organizations of the Treadway Commission”. II. Internal control and risk management The Belgian legislative framework for internal controls and risk management consists of the Law of 17 December 2008 (in application of the European Directive 2006/43 concerning corporate financial control), the Belgian 2020 Code and Law of 6 April 2010 (Corporate Governance Law). The IFRS 7 likewise defines additional requirements in regard to management of risks related to financial instruments. Nevertheless, the current Belgian legislative and normative frameworks specify neither the model of internal control to which the companies for which it is intended should conform, nor the modalities for implementing it (level of detail required). Immobel uses a system of risk management and internal control that was drawn up internally based on the “COSO 13 ” model of internal control. The COSO methodology is organised around five elements: • the internal control environment • risk analysis • control activities • information and communication • supervision and monitoring. A. The internal control environment The element “internal control environment” focuses on the following components: A) Precise definition of the Company’s objectives Immobel is the largest listed real estate developer in Belgium. The Group, which dates back to 1863, creates high-quality, future-proof urban environments with a positive impact on the way people live, work and play, and specialises in mixed real estate. With a market capitalisation of about EUR 450 million 14 and a portfolio of more than 1,500,000 m 2 of project development in seven countries (Belgium, Grand Duchy of Luxembourg, Poland, France, Spain, Germany and the United Kingdom), Immobel occupies a leading position in the European real estate landscape. The group strives for sustainability in urban development. Furthermore, it uses part of its profits to support good causes in the areas of health, culture 14 On 31 December 2022. 147 ANNUAL REPORT 2022 | and social inclusion. More than 200 people work at Immobel. For more information, please visit www.immobelgroup.com B) A definition of the roles of the decision-making bodies Immobel has a Board of Directors, an Investment Committee, an Audit & Risk Committee, a Remuneration Committee, a Nomination Committee, an Executive Committee and an Acquisition Committee. Responsibility for Immobel’s strategy and for the oversight of its activities belongs primarily to the Board of Directors. The main responsibilities of the different Committees have been mentioned above (cfr. Decision-making bodies). C) Attitude versus risk Immobel takes a prudent attitude in managing its portfolio of diversified projects that create long-term value through its lines of activity. D) Application of ethical standards and integrity Immobel has a Good Behaviour Code that describes the principles of ethics and integrity that apply to each of the Directors and the Members of the Executive Committee as well as all the employees and external collaborators. This Code deals with aspects of conflicts of interest, professional secrecy, corruption, and misuse of corporate funds and even business gifts. Immobel also has a Dealing and Disclosure Code, the main purpose of which is to ensure that Persons Discharging Managerial Responsibilities do not misuse or place themselves under suspicion of misusing certain price-sensitive information, (“Inside Information” as defined in the Dealing and Disclosure Code). Certain obligations are also imposed on persons closely associated with them (such as certain of their relatives or entities controlled by them). Compliance with these Codes is monitored by the Compliance Officer. See also point C. “Control Activities”, below. E) Measures geared to ensuring the level of competence • Competence of the Directors: given their experience, the Directors possess the competencies and qualifications necessary to assume their responsibilities, particularly in matters of finance, accounting, investment and remuneration policy. • Competence of the Members of the Executive Committee and other staff: a recruitment process geared to the profiles required, adequate training and a policy of remuneration and evaluation based on the achievement of realistic and measurable goals makes it possible to ensure the competence of Immobel staff. • Immobel has introduced a remuneration procedure dealing with remuneration policy for the Directors and the Members of the Executive Committees that complies with the requirements of the Law of 6 April 2010 on Corporate Governance and of the 2020 Code. Any deviations to the 2020 Code are duly explained where required. • Further to a benchmark, the Extraordinary General Meeting of 28 May 2020 has, on proposal of the Remuneration Committee, decided to revise and increase the remuneration of the non- executive Directors, effective as from financial year 2021. • Currently only one Performance Share Plan exists for some Members of the Executive Committee. This Performance Share Plan was approved on 28 May 2020 for the benefit of some Members of the Executive Committee for the years 2020 up to 2022. • The Members of the Executive Committee, exercising a role of Country Managing Director, can benefit from a Long-Term Incentive Plan, incentivising out-performance of the activity of the concerned country. B. Risk analysis Immobel regularly carries out risk identification and evaluation exercises. They are mapped out and formal action plans are drawn up to deal with those risks for which the level of control is deemed to be inadequate. The Audit & Risk Committee monitors the implementation of these action plans. The principal risks to which Immobel is exposed are set out in detail in section I.B.C of the Management Report. C. Control activities The control activities correspond to the regulations and procedures used to deal with the principal risks identified. The the main regulations and procedures established within Immobel that we would like to mention are as follows: • Feasibility studies are carried out systematically, allowing project margins to be monitored. The feasibility studies are then analysed by a financial controller, a developer, a technical director, the Head of Technical of the group and the CFO, together with the Executive Chair. • The Acquisition Committee can, at its discretion, approve all decisions relating to the acquisition, development, syndication and divestment of assets, or in case of an asset 148 ANNUAL REPORT 2022 | developed in partnership or syndicated with a third party, the pro rata share of the Company therein, up to an estimated total investment cost of 70 MEUR per asset (which shall include the acquisition price and total development costs, such as construction costs, financing costs and fees payable to third parties) without prior consent of the Investment Committee or the Board of Directors. Furthermore, the Investment Committee can, at its discretion, mandate the Executive Committee to approve all decisions relating to the acquisition, development, syndication and divestment of assets, or in case of an asset developed in partnership or syndicated with a third party, the pro rata share of the Company therein, up to an estimated total investment cost of MEUR 200 per asset (which shall include the acquisition price and total development costs, such as construction costs, financing costs and fees payable to third parties), without prior consent of the Board of Directors. • Each year, a budget is defined for the expected revenues and costs, as well as the underlying operational drivers in the given year(s). The budget is validated by the Executive Committee and is presented to the Board of Directors. The variations between the budget and the actuals, both at the company level and the project level, are monitored on a quarterly basis. Any significant differences observed are submitted to the Management bodies. • In addition, a multi-year-plan is defined, which is validated by the Executive Committee and presented to the Board of Directors once a year. A review of the discrepancies between the plan and the expected financial situation of the projects and Immobel is carried out on a quarterly basis by the finance department. • As mentioned above, a set of operational key performance indicators is defined, each year, which are monitored monthly and regularly presented to the Executive Committee. • Three times a year, a business review meetings (BRMs) cycle is organised within the respective countries to review the business opportunities and the other operational activities, such as HR, Legal, IT and ESG. • The accounts and future financial obligations are monitored, and regular reports submitted to the management bodies. • The “four eyes”-principle is embedded in the governance of Immobel SA and throughout its subsidiaries. There is a harmonized internal “agreement approval”-process across all countries, that requires that all engagements are reviewed and approved by all relevant (heads of) departments prior to the commitment is actually taken. • In addition, the controllers check that all payment requests are linked to an internal approval before the execution of the payment. Outgoing payments that are not covered by the process are blocked. D. Supervision and monitoring The Audit & Risk Committee is responsible for supervising internal control. The internal audit function does not currently exist within the Company and will be created in function of the future needs. To regularly evaluate the control environment, the Audit & Risk Committee entrusts the auditor with certain specific missions involving more thorough examination of internal control, consisting of testing the existing controls and identifying possible weaknesses. The Audit & Risk Committee ensures that the recommendations are implemented if the need arises. III. Rules and procedures A. Transactions and other contractual relationships between the Company, including associated companies, with the Directors, the Members of the Executive Committee, and the other staff During the financial year 2022, there were no transactions between Immobel (associated companies included) and a Member of its Management Team and no transactions between Immobel and its Directors, its Members of the Executive Committee, or its other Staff Members. B. September 3 rd , 2017 on the publication of non-financial information and information relating to diversity Under the new provisions of the said Act, Immobel specifies that the diversity policy applied in all company bodies goes beyond gender. Age and skills are also considered. Diversity policy applied on the Members of the Board of Directors Immobel's Corporate Governance Charter states that the composition of its Board of Directors guarantees decision-making in the interest of the company. To this end, the Board of Directors is attentive to gender diversity and diversity in general, as well as complementarity of skills, experiences, and knowledge. The provisions of article 7:86 of the Belgian Companies & Associations Code relating to gender diversity are respected in this regard. 149 ANNUAL REPORT 2022 | Currently the Board of Directors is composed of seven Members. Following its adherence to the Corporate Governance principles contained in the Belgian Corporate Governance Code 2020, and more particularly provisions 3.1 and 3.3 of the said Code, the Board of Directors believes that this number is sufficiently small to allow for effective decision-making and sufficiently broad to ensure that its Members bring experience and knowledge in different areas and that changes in its composition are managed without disruption. Indeed, the Board of Directors shares the European Commission's view that diversity feeds debate, promotes vigilance, and raises the stakes within the Board. The quality of decisions is improved. Following the diversity policy in force at Immobel during the year under review, the breakdown of the composition of the Board of Directors is as follows (as at 31 December 2022): Composition of the Board of Directors 2 150 ANNUAL REPORT 2022 | Composition of the Board of Directors Gender and Age Mix 151 ANNUAL REPORT 2022 | Diversity policy applied to all staff, Members of the Executive Committee and of the Management Teams included Immobel recognises its talented and diverse workforce as a key competitive advantage in the Real Estate business. Being successful as a company requires the quality and skills of all the employees and collaborators. Immobel recognises that everyone brings their own experience and capabilities in their field of expertise. This diversity is a key element in being successful at all levels of the company. Diversity is recognised within Immobel as a business interest, leading to better overall performance and to high-quality products, services, and business decisions. Immobel strives to create a supportive environment where everyone can realise their full potential within Immobel, regardless of their differences. Immobel strives to employ the best employees and collaborators in their field of expertise to do the best job possible. Immobel values the importance of reflecting the diversity of our customers and markets in its workforce. This diversity encompasses differences in gender, language, ethnicity, age, sexual orientation, religion, socio-economic status, experience, and education. Immobel gives equal opportunities to individuals, regardless of their background, in its recruitment, retention and talent management in general. The diversity of the teams in all its aspects is a source of innovation, growth, and prosperity. Immobel commits to: Immobel considers the development of its staff as a priority. It ensures the motivation and involvement of its staff and ensures that they always have the skills required for the success of their assignments. In other words, Immobel's HR ambition reflects its promises: improving and developing the Group's human capital, rich in diversity, through an open and innovative human resources policy and thus creating opportunities for everyone and building the future for its staff and customers. Following this diversity policy that Immobel implemented, the breakdown of the Immobel operational teams, in the seven countries, (as at 31 December 2022) is presented in the ESG Report: As part of its diversity policy, Immobel promotes diversity at all levels (operational teams, members of the Management Teams, Members of the Executive Committee & Directors). C. Comments on the measures taken by the Company in the context of the Directive on Insider Trading and Manipulation of the Market The Dealing and Disclosure Code intends to ensure that Directors, senior executives and other staff of Immobel and affiliated entities do not misuse information which they may have about Immobel and which is not available to other investors. These rules have been supplemented by an internal note summarising the main legal obligations in this matter, particularly considering the new Regulation on Market Abuse as entered into force on 3 July 2016, with a view to increasing an awareness of their obligations in those concerned. The Compliance Officer is entrusted with ensuring compliance with said rules to reduce the risk of abuse of the market by insider trading. The Compliance Officer keeps lists of people who have or are liable to have privileged information and who have access to, may have access to or cannot reasonably be unaware of the privileged nature of this information. These rules provide, among others, in: • A prohibition against Persons exercising managerial responsibilities to carry out transactions on their own behalf or on behalf of a third party, whether directly or indirectly, relating to the shares or debt instruments of Immobel or to derivatives or other Financial Instruments linked thereto during the Closed Periods and the Prohibited Periods; • The possibility given to the Compliance Officer, without being obliged, to authorise a Person exercising managerial responsibilities to negotiate during a Closed Period or a Prohibited Period (in specific cases); • The obligation of Persons exercising managerial responsibilities to inform the Compliance Officer prior to the transaction, for their own account, on their own responsibility, relating to the shares or debt instruments of Immobel or to derivatives or other related Financial Instruments, outside the Closed Periods and the Prohibited Periods; • The obligation of Persons exercising managerial responsibilities and persons closely associated with them to notify the Compliance Officer and the FSMA of any transactions they have made for their own account in shares or debt instruments of such Issuers or on derivative instruments or other related financial instruments. Such notification shall be made within three working days from the date of the transaction. This notification obligation does not apply if the total amount of transactions carried out during the same calendar year does not exceed the threshold of EUR 5,000. These persons obliged to notify may authorise Immobel to make such notifications to FMSA on their behalf. In such cases, they must always 152 ANNUAL REPORT 2022 | notify Immobel of such relevant transactions promptly and no later than two working days from the date of the transaction; • The obligation for Persons exercising managerial responsibilities to ensure that their investment managers, persons who organise or carry out business transactions on their behalf or any other person who organises or carries out transactions on their behalf do not trade during the Closed Periods or the Prohibited Periods, including when the investment managers are authorised financial intermediaries acting under a fully discretionary investment management mandate. During the past financial year, the role of Compliance Officer at Immobel was carried out by Joëlle Micha 15 until 8 June 2022 and afterwards by Stephanie De Wilde 16 . During the year, Immobel observed that there is a need to strengthen the awareness and procedures in regard to the Dealing and Disclosure Code among Directors and Senior Executives. In this regard, Immobel has implemented a new tool to ensure compliance with the European Market Abuse Regulation (MAR) in Q4. In addition, a Compliance Update is planned during H1 2023 to further strengthen the awareness of the Directors, senior management and other concerned staff of Immobel on their obligations. D. Legal and arbitration procedures The Board of Directors of Immobel assesses that, except those disclosed in the Note 32 to the Consolidated Financial Statements “Main contingent assets and liabilities”, no governmental, legal or arbitration proceeding exists that reasonably may have, or have had in the recent past, significant effects on the financial position or profitability of the Company. 15 Permanent representative of the company JOMI BV. 16 Permanent representative of the company Lady at Work BV. 153 ANNUAL REPORT 2022 | IV. Information about the issued capital A. Shareholding structure Based on the transparency declarations or based on the information received from the shareholder by Immobel, the following shareholders are the most important: Shareholder Voting rights % of the gross number of shares 17 A³ Capital NV (and a related company) 18 having its registered seat at 1020 Brussel, Abelenlaan 2 5,898,644 59.00% Immobel SA/NV (own shares / Treasury shares) having its registered seat at 1000 Brussel, Anspachlaan 1 25.434 0.25 % There are no special voting rights and, to the extent known by the Company, no shareholder agreements. Further to a decision of the Board of Directors, the dividend rights of the treasury shares kept by Immobel are suspended. In application of the Belgian Companies and Associations Code, these shares have no voting rights. B. Elements that could have an influence in case of a takeover bid on securities issued by the company During the General Meeting of 28 May 2020, the Shareholders have authorised the Board of Directors: • to increase the Company’s capital by a maximum amount of 97,000,000 EUR, in one or more occasions, dates and manner to be determined by the Board of Directors, and for a term of five years from the publication of this authorisation in the Belgian Official Gazette. The Company may acquire or take as security its own shares under the conditions determined by the law. The Board of Directors is authorised to sell, on the stock exchange 17 A gross number of 9,997,356 shares were issued. or outside, at the conditions it determines, without prior authorisation of the General Meeting, in accordance with the law. • for a term of 3 years dating from said Extraordinary General Meeting, to purchase or dispose of shares in the Company when this purchase or disposal is necessary to prevent any serious imminent harm. This authorisation was granted for a period of three (3) years dating from publication of this authorisation in the Annexes to the Belgian Official Gazette. • to acquire or alienate shares of the Company to a maximum of twenty percent (20%) of the issued shares at a price which will not be less than ten (10) EUR nor more than twenty percent (20%) during the highest closing of the last five trading days of the Company shares on Euronext Brussels before the acquisition or alienation. This authorisation is granted for a period of five (5) years from the date of the Extraordinary General Meeting of 28 May 2020. This authorisation also applies to the acquisition of shares of the Company by a direct subsidiary according to article 7:221 of the Belgian Companies and Associations Code. The Board of Directors has full powers to cancel the shares acquired by the company in this way, to have the cancellation certified by notarial act and to amend and coordinate the Articles of Association to bring them into line with the decisions taken. The rules governing the appointment and replacement of Directors and the amendment of the Articles of Association shall be those provided by the Belgian Companies and Associations Code, as well as by the Corporate Governance Charter of Immobel. The terms of change of control contained in credit agreements with financial institutions were approved by the General Meeting of 28 May 2020, pursuant to article 7:151 of the Belgian Companies & Associations Code. 18 Companies controlled by Marnix GALLE. subsidiary according to percent (20%) during to acquire or alienate 154 ANNUAL REPORT 2022 | V. Other contributors A. Statutory Auditor The auditor of Immobel NV, KPMG Réviseurs d'Entreprises SRL, represented by Filip De Bock, has been appointed as Statutory Auditor for a period of 3 years. The mandate will expire after the Annual General Shareholders’ Meeting of 2024. Audit fees of KPMG Réviseurs d'Entreprises SRL charged to Immobel SA for the audit of the statutory and consolidated accounts amounted to 114 KEUR (excluding VAT). The fee for the audit of the statutory accounts of subsidiaries amounted to 187 KEUR (excluding VAT). Total fees charged by the Statutory Auditor and his network in 2022 in the exercise of the mandate on Group level amounted to 540 KEUR (excluding VAT). In addition, the Statutory Auditor charged 118 KEUR for audit related services. B. Central Paying Agent BNP Paribas Fortis Bank is the Central Paying Agent of Immobel for an indefinite period. The remuneration of the commission amounts up to 0.20% of the net amount (VAT excluded) of the coupon and of the income securities presented in a securities account. Agreed during the Board of Directors of 9 March 2023. PIERRE NOTHOMB SRL represented by Pierre Nothomb Director A³ MANAGEMENT BV represented by Marnix Galle Executive Chair of the Board 155 ANNUAL REPORT 2022 | remuneration report 156 ANNUAL REPORT 2022 | ANNUAL REPORT 2022 | 156 REMUNERATION REPORT Ladies and Gentlemen, We have great pleasure in presenting our Remuneration Report for the year under review. Introduction This report provides a complete overview of the different components of the remuneration and other benefits granted or due during 2022 to the Directors, the Executive Chair / CEO and the other Members of the Executive Committee. The remuneration report complies with the provisions of Article 3:6 §3 of the Code of Companies and Associations (CCA) and the 2020 corporate governance code and the Company’s remuneration policy. No deviation or derogation has been done from the current Remuneration Policy as approved by the Annual Shareholders’ Meeting of the Company held on 21 April 2022. During 2022 the following changes occurred among the Directors and the Members of the Exececutive Committee: • On 17 February 2022, the mandate of Patrick Albrand as Director, as Member of the Audit & Risk Committee and as Member of the Investment Committee was replaced by the company SKOANEZ SAS, represented by the permanent representative Patrick Albrand. • On 1 January 2022, Duncan Owen started as Managing Director of Immobel Capital Partners and Member of the Executive Committee. 1 In carrying out the functions concerned in the present report, Stephanie De Wilde acts as the permanent representative of the company Lady at Work bv. • On 8 September 2022 Stephanie De Wilde 1 (Head of Legal of Immobel Belgium) was promoted as Chief Legal Officer and appointed as Member of the Executive Committee. • On 2 December 2022, Fabien Acerbis (Managing Director of Immobel France and Member of the Executive Committee) terminated his contract with the Company. Finally, the Board of Directors has launched a compensation benchmarking for all Members of the Executive Committee which will have an impact on the remuneration in 2023. A. Non-Executive Directors The individual sums of remuneration granted or due to all the Directors for 2022 are shown in the table below. All the amounts shown are, where appropriate, gross, i.e. before the deduction of tax. It is reminded that the Board of Directors, on proposal of the Remuneration Committee, decided on December 10 th 2020 that each Director is requested to purchase Immobel shares for a minimum of 20,000 EUR before the AGM to be held in April 2022 being the fix annual remuneration for the year 2022 for each of them and to keep the shares at least 3 years after acquisition and until 1 year after the ending of the mandate. Pursuant to Provision 7.5 of the Belgian Corporate Governance Code 2020, non-executive Directors do not receive any performance-related remuneration, that is directly related to the results of the Company. 157 ANNUAL REPORT 2022 | Name Director, Position Fixed remuneration in EUR Variable remuneration in EUR Extraor-dinary items 2 Pension expense Total remuner- ation in EUR 3 Proportion fixed/ variable remuner-ation Base salary Attend-ance Fees Fringe benefits One-year variable Multi-year variable Patrick ALBRAND 3 2,575 2,100 N/A N/A N/A N/A N/A 4,675 100% SKOANEZ SAS represented by Patrick ALBRAND 4 17,425 26,250 N/A N/A N/A N/A N/A 43.675 100% ADL Comm.V represented by Astrid DE LATHAUWER 20,000 18,300 N/A N/A N/A N/A N/A 38,300 100% Pierre Nothomb SRL, represented by Pierre NOTHOMB 20,000 30,150 N/A N/A N/A N/A N/A 50,150 100% M.J.S. Consulting BV represented by Michèle SIOEN 20,000 19,950 N/A N/A N/A N/A N/A 39,950 100% LSIM SA represented by Wolfgang de LIMBURG STIRUM 20,000 19.950 N/A N/A N/A N/A N/A 39.950 100% A.V.O.- Management SRL represented by Annick VAN OVERSTRAETEN 20,000 18,900 N/A N/A N/A N/A N/A 38,900 100% Total Directors 120,000 135,600 255,600 2 Such as the cost or value of insurance and other benefits in kind, with an explanation of the details of the main components. 3 This includes benefits that were granted / awarded / due (but not materialised) during the reported FY. 3 Up to 17 February, 2022. 4 As from 17 February 2022. 158 ANNUAL REPORT 2022 | B. Executive Chair / CEO and the Members of the Executive Committee In 2022, the Company has applied the principles of the Remuneration Policy for the Members of the Executive Committee as described in Annexe 2 of the Corporate Governance Charter. The Board of Directors approves the appointment propositions of the Executive Committee, upon proposal by the Nomination Committee, and decides on their remuneration, based on the recommendations of the Remuneration Committee. As already mentioned above, Duncan Owen joined Immbel as Managing Director Of Immobel Capital Partners and became a Member of the Executive Committee on 1 January 2022. Stephanie De Wilde 4 was appointed Chief Legal Officer and became a member of the Executive Committee on 8 September 2022. Until then she was remunerated in her capacity as Head of Legal Immobel Belgium. Since her appointment she has been remunerated in accordance with the remuneration policy and this remuneration is included in the remuneration report. Fabien Acerbis (Managing Director of Immobel France) has terminated his mission for the Company on 2 December 2022. No other changes were done in the composition of the Executive Committee. In line with the Remuneration Policy applicable in 2022, the remuneration package of the Executive Chair and the Members of the Executive Committee consist of 3 elements: 1° a fixed remuneration, 2° a Short Term Incentive Plan, and 3° a Long Term Incentive Plan, unless contractually otherwise agreed. The 2022 remuneration paid to the Executive Chair / CEO is as follows: • A yearly remuneration for the role of Chair of the Board of 400,000 EUR, in 4 quarterly instalments; • A yearly base remuneration amounting EUR 800,000 (VAT excluded), in 12 monthly instalments; • A variable Short Term Incentive. If 100% of the objectives (quantitative and qualitative) are met, 100% of the fix remuneration can be obtained as variable remuneration. The quantitative criteria (ROE with target = 15%) can be outperformed. In this case, the variable remuneration will increase proportionally. Below the threshold of 10% ROE, 4 In carrying out the functions concerned in the present report, Stephanie De Wilde acts as the permanent representative of the company Lady at Work bv. the quantitative amount obtained on the STI will be put at 0. In 2022, short-term variable remuneration granted to the Executive Chair/CEO amounts to 120,667 EUR; • A LTI “Performance Share plan” up to 50% of the base salary, as described hereunder. The fixed remuneration of the other Members of the Executive Committee at December 31 st , 2022, together with quantitative and qualitative criteria of their variable Short Term Incentive (STI) and the criteria and targets of the Long Term Incentive (LTI) for some of the Members are decided by the Board of Directors, on recommendation of the Remuneration Committee, and upon proposal of the Executive Chair of the Board / CEO. On this basis, the Board of Directors, during its session on 9 March 2023, and on recommendation of the Remuneration Committee, decided to award the CEO and the other Members of the Executive Committee the variable remuneration for 2022 as set out in the table below. 159 ANNUAL REPORT 2022 | Name Member Executive Committee, position Fixed remuneration in EUR Variable remuneration in EUR Extraordinary items Pension expense Total remuneration in EUR 5 Proportion fixed/ variable remuneration Base salary Attend-ance Fees Fringe benefits One-year variable 6 Multi-year variable 7 A 3 Management, represented by Marnix Galle Executive Chair of the Board 1,200,000 N/A N/A 120,667 0 N/A 1,320,667 994% Total of all other Members of the Executive Committee 8 2,529,442 N/A N/A 1,364.345 1,500,497 N/A 5,394,284 88% Total 3,729,442 1,485.012 1,500,497 6,714,951 5 This includes the remunation and benefits that were granted / awarded / due during the reported FY. 6 The « one-year varbiable » includes the Short-Term Incentive (STI) and the Long-Term Incentive (LTI) that were granted, awarded or due in the given reporting year and linked to the performance of the reported year. 7 The « multi-year variable » includes (i) the Long-Term Incentive (LTI) that is granted, awarded or due in the reported year and linked to the performance of the previous years and (ii) the performance shares (PSP) that are vested at the end of the performance period as indicated also in the table related to « share awards ». The amount of the share based remuneration is equal to the sum of the amount reported in the table « share-based remuneration » as indicated below. 8 For the new Members and Members that left the Company the remuneration during their effective mandate as Member of the Executive Committee is taken into account. 160 ANNUAL REPORT 2022 | II. Share-based remuneration The Board of Directors, at its meeting of 10 March 2022, on recommendation of the Remuneration Committee, has granted a total of 5.878 performance shares to the CEO and the other Members of the Executive Committee as part of the variable remuneration for 2022 under the Performance Share Plan 2020-2022. In addition the Board of Directors, at its meeting of 9 March 2023, on recommendation of the Remuneration Committee has granted 4.010 performance shares as part of the variable remuneration linked to the 2022 performance. The tables hereafter detail the performance shares granted and vested to the Executive Chair / CEO and the other members of the Executive Committee since 2020. A. To (Executive) Directors in 2022 Name Director, position Main conditions of the Performance Share Plan Information regarding the reported FY Opening balance During the year Closing balance Specification plan Performance period Grant/ award date Vesting date End of holding period Shares granted/ awarded at the beginning of the period Shares vested Shares granted Shares subject to a performance condition Shares granted/awarded and vested at year end Shares subject to a holding period A³ MANAGEMENT bv Executive Chair / CEO PSP 2020 – 2022 01/01/2020 - 31/12/2022 10/12/2020 20/04/2023 n/a 2,424 - - - 0 n/a 01/01/2021 - 31/12/2023 04/03/2021 18/04/2024 n/a 2,352 - - 2,352 - n/a 01/01/2022 - 31/12/2024 10/03/2022 17/04/2025 n/a 5,405 - - 5,405 - n/a 10,181 - - 7,758 0 n/a 161 ANNUAL REPORT 2022 | B. To other Members 9 of the Executive Committee performing missions in 2022 Name Executive, position Main conditions of the Performance Share Plan Information regarding the reported FY Opening balance During the year Closing balance Specification plan Performance period Grant/ award date Vesting date End of holding period Shares granted/ awarded at the beginning of the period Shares vested Shares granted Shares subject to a performance condition Shares granted/awarded and vested at year end Shares subject to a holding period KB FINANCIAL SERVICES BV Executive (CFO) PSP 2020 – 2022 01/01/2020- 31/12/2022 10/12/2020 20/04/2023 n/a 489 - - - 0 n/a 01/01/2021- 31/12/2023 04/03/2021 18/04/2024 n/a 514 - - 514 - n/a 01/01/2022- 31/12/2024 10/03/2022 17/04/2025 n/a 473 - - 473 - n/a Adel Yahia Consult BV Executive (MD Belgium) LTI 2019 728 - - - - 728 LTI 2021 925 925 925 925 LTI 2022 2,005 2,005 2,005 2,005 Olivier Bastin Executive (MD Luxembourg) LTI 2021 80 80 80 80 8,224 - - 987 0 6,748 9 Still in function at the end of the reporting period. 162 ANNUAL REPORT 2022 | Performance Share Plan 2020-2022 The Performance Share Plan 2020 – 2022 was approved by the Shareholders at the General Meetings held on May 28 th , 2020. Pursuant the « Performance Share Plan 2020 – 2022 » some Members of the Executive Committee can be granted yearly, under certain conditions, Performance Shares. These “Performance Shares” will vest definitively after a period of three full calendar years, if they meet the predefined performance targets based on the average Return on Equity over three years and the average Return On Capital Employed (ROCE) over three years. For 2022, the lower treshold for 3Y Average ROE is defined by the Board of Directors at 10%, while the upper threshold is 15%. For 3 Year Average ROCE, the lower threshold is defined by the Board of Directors at 7%, while the upper threshold is set at 8%. There will be an allotment of Performance Shares in each of the years 2020 to 2022 and the total number of Performance Shares, and the total number of Performance Shares to be offered will be determined each year by the Board of Directors upon proposal of the Remuneration Committee. In the framework of this Plan, for the 2022 allocation a total of 5,878 shares have been granted, subject to the achievement of the 100 % performance objectives, split-off as follows: Executive Chair : 5,405 Performance Shares. Chief Financial Officer : 473 Performance Shares. The main rules of this Performance Share Plan are listed below: The “Performance Shares” granted by the aforementioned plans are offered free of charge to the beneficiaries, and entitle the same rights as the existing shares. The Board of Directors annually sets the objectives, in accordance with the Company’s strategy and the Remuneration Policy of the Company. The exact degree to which the Performance Shares for the two plans will be definitively acquired, will depend on the level of performance of the objectives achieved: • no definitive acquisition when the performance is below or equal to the defined minimum threshold; d,Z^,K> dZ'd Ϭй Ϯϱй ϱϬй ϳϱй ϭϬϬй ϭϮϱй ϭϱϬй ϭϳϱй Ϭй ϭϬй ϭϱй ϮϬй Ϯϱй Pay-Out Zone % of target LTI Performance Zone… d,Z^,K> dZ'd Ϭй Ϯϱй ϱϬй ϳϱй ϭϬϬй ϭϮϱй ϭϱϬй ϭϳϱй Ϭй ϳй ϴй ϵй ϭϬй Pay-Out Zone % of target LTI Performance Zone… 3Y Average ROE Performance Pay-Out % of target <= Threshold 3Y Average ROE <=10% 0% At target 3Y Average ROE => 15% 100% 3Y Average ROCE Performance Pay-Out % of target <= Threshold 3Y Average ROE <= 7% 0% At target 3Y Average ROE => 8% 100% 163 ANNUAL REPORT 2022 | • the full implementation of the objectives will lead to a nominal acquisition of 100 % of the allocated Performance Shares; • the maximum definitive acquisition lis limited to 100 % of the Performance Shares awarded when the performance is equal to or greater than the agreed upper limit –– Upon the final vesting, the beneficiaries will not receive the dividend value of the last three years to which the acquired Performance Shares relate. LTI Plan As mentioned above, the Members of the Executive Committee, exercising a role of Managing Director of a country, can benefit from a Long Term Incentive Plan (LTI), based on the outperformance of the business unit. This LTI is for 5% allocated in shares. These shares will be vested in year 4 and year 5 following the grant allocation. III. Any use of the right to reclaim There is no specific right to reclaim the variable remuneration awarded based on incorrect financial information, except in the above-mentioned Performance Share Plan which contains a Claw Back Clause. The Board of Directors has decided that the variable remuneration (“Short Term Incentive”) will be paid to the Members of the Executive Committee/ Executive Director after the Board of Directors of March 9 th , 2023 which draws up the Annual Accounts as at December 31 st , 2022, subject to final approval by the Shareholders’ Meeting of 20 April 2023. IV. Information on how the remuneration complies with the remuneration policy and how performance criteria were applied A. Compliance with the Remuneration Policy Pursuant to Provision 7.8 of the Belgian Corporate Governance Code 2020, the variable part of the executive remuneration package is structured to link reward to overall corporate and individual performance, and to align the interests of the Members of the Executive Committee with the sustainable value-creation objectives of Immobel. Therefore the Remuneration of the Members of the Executive Committee (Executive Chair included, as detailed above) is divided into a fixed part, a variable part STI (“Short Term Incentive”) and, for some of them, a variable part LTI (“Long Term Incentive”). The variable part STI includes: • a variable quantitative remuneration exclusively based on the level of Return on Equity; • a measurable variable qualitative remuneration determined in function of: o the general criteria applicable to all the Members of the Executive Committee. These general criteria are the following: • Show leadership • Respect Immobel governance and agreed processes and procedures • Show leadership in way of working towards all Immobel teams o the responsibilities, the missions, and the targets to be achieved, on an individual basis by each of the Members of the Executive Committee, during the reviewed financial year. o the ESG criteria applicable to all the Members of the Executive Committee. As decided by the Board of Directors, upon proposal of the Remuneration Committee, the Members of the Executive Committee, exercising a Group function, benefit from a weighted remuneration, at 80 % for quantitative aspects, and at 20 % for qualitative aspects, compared to total variable remuneration. The Managing Directors benefit from a weight 50 % - 50 %. Regarding the variable part Long Term Incentive (LTI), a differentiation needs to be made between, on the one hand the Immobel Performance Share Plans (2020 - 2022) and on the other hand a specific Long Term Incentive Plan for some other Members. The Performance Share Plan gives to some Members of the Executive Committee an incentive in case targets are met on ROE and ROCE (Plan 2020 - 2022). The 2 nd LTI Plan, which incentivizes more specifically outperformance of the Managing Directors on country level, is based on outperformance of the ROE on country level and calculated in function of excess Net profit (above ROE level of 15%). In this LTI-Plan, a part of the amount is vested and paid out in cash (95% over 3 years), while the remaining 5% is allocated in shares and vested in year 4 and year 5 following the grant allocation. The Members of the Executive Committee exercising a function at Group level received shares in the framework of the PSP 2020 - 2022 Plan, according to a certain % depending on their remuneration (50% for the Executive Chair/CEO and 10% for the other Members holding a function at Group level).The Board of Directors has decided that the variable 164 ANNUAL REPORT 2022 | remunerations “Short Term Incentive” will be paid to the Members of the Executive Committee after the Board of Directors of March 2023 establishing the Annual Accounts per December 31 st , 2022, subject to final approval by the General Meeting of 20 April 2023. Based on the global performance of the Company during 2022 and on the realization of the individual targets of the Members of the Executive Committee between January 1 st and December 31 st , 2022, the variable part of the global remuneration (qualitative and quantitative) paid for 2022, represents 113,26% of the basic remuneration for the Members of the Executive Committee (with exclusion of the one of the Executive Chair / CEO, detailed below). The variable part include on the one hand the contractually agreed STI amount, the LTI amount for some members and the amounts due in the context of the Performance Share Plans (the vested shares). The period of notice or compensatory severance payment due by Immobel in case of termination of contracts with the Members of the Executive Committee / Executive Directors, under a self-employed status, active within Immobel is 3 months. Exceptions can only be granted, after validation by the Board of Directors, on proposal of the Remuneration Committee. For those exercising their function under an employee status, the legal notice periods and modalities are applicable. For your information, the foreseen periods of notice for the Members of the Executive Committee are: • Marnix Galle : 12 months • Karel Breda : 6 months • Stephanie De Wilde : 3 months • Adel Yahia : 3 months. • Fabien Acerbis : 3 months • Olivier Bastin : according to legislation in Luxemburg. No severance payments were paid to any Member of the Executive Committee during 2022. 165 ANNUAL REPORT 2022 | B. Application performance criteria For 2022, the performance of the CEO and the other Members of the Executive Committee were appraised on the basis of the following criteria. Name Director, position Description of the performance criteria and type of applicable remuneration Relative weighting of the performance citeria Information on performance targets Measured performance (a) and actual award outcome (b) Minimum target/threshold performance (a) and corresponding award (b) Maximum target/threshold performance (a) and corresponding award (b) A³ MANAGEMENT bv, Executive Chair / CEO Return on Equity – quantitative performance 80% (a) ROE of 10% (a) unlimited (a) ROE of 1,9% (b) 0 EUR (b) unlimited (b) 0 EUR Qualitative performance (general criteria, specific criteria and ESG criteria) 20% (a) / (a) 100% (a) 75,42% (b) / (b) 160,000 EUR (b) 120,667 EUR Other Members of the Executive Committee Quantitative criteria Depends on Role within the Executive Comittee. (a) ROE of 10% or 15% (b) 0 EUR (a) unlimited (b) unlimited (a) Individual scores per Member (b) 3,690,014 EUR Qualitative criteria (general, specific and ESG criteria) Depends on Role within the Executive Comittee (a) / (b) / (a) / (b) 217,533 EUR (a) individual scores per Member (b) 195,841 EUR V. Derogations and deviations Based on the global performance of the Company during 2022 and on the realization of the individual targets of the Members of the Executive Committee between January 1 st and December 31 st , 2022, the variable part of the global remuneration (qualitative and quantitative) paid in 2022, represents 113,26 % of the base remuneration for the Members of the Executive Committee (with exclusion of the one of the Executive Chair/CEO). The variable remuneration of some other Members of the Executive Committee amounts more than 25 % of their respective remuneration in 2022. Further to the Extraordinary General Meeting of November 17 th , 2016 it was expressly foreseen in article 14 (former article 16) of the articles of association that the Company may however derogate from the provisions of articles 7:91 paragraph 1 and 2 and 7:121 last paragraph of the Code of Companies and Associations, for each person falling within the scope of these provisions. During 2022, there were no deviations from the Remuneration Policy or from its implementation. 166 ANNUAL REPORT 2022 | VI. Comparative information on the change of remuneration and company performance over the 5 lasted reported financial years Annual change 2018 2019 2020 2021 2022 Information regarding the RFY Remuneration CEO / Executive Chair of the Board of Directors A³ MANAGEMENT bv 10 Executive Chair - 886,260 1,043,760 2,032,801 1,320,667 The lower remuneration is due as the quantitative results on Group level are below the predefined threshold target. Year-on-year change - - +18% +95% -35% Remuneraton other members of the Executive Committee Other members of the Executive Committee - - 2,181,293 4,288,273 5,394,284 The higher remuneration is partly linked to the new members that joined the Executive Committee and partly due to the outperformance of a business unit. Year-on-year change - - - +97% +26% Remuneration Non-Excecutive Directors ADL CommV 11 Non-executive 27,050 34,175 25,475 35,525 38,300 Higher attendance fees due to higher number of (physical) meetings. Year-on-year change -18% +26% -25% +39% +8% PIERRE NOTHOMB srl 12 Non-executive - 43,175 35,875 47,625 50,150 Higher attendance fees due to higher number of (physical) meetings. Year-on-year change - - -17% +33% +5% 10 Represented by its permanent representative Marnix GALLE. 11 Represented by its permanent representative Astrid DE LATHAUWER. 12 Represented by its permanent representative Pierre NOTHOMB. 167 ANNUAL REPORT 2022 | A.V.O.- MANAGEMENT bv 13 Non-executive 30,800 35,525 26,600 36,800 38,900 Higher attendance fees due to higher number of (physical) meetings. Year-on-year change -5% +15% -25% +38% +6% M.J.S. CONSULTING bv 14 Non-executive - 29,750 28,700 39,950 39,950 Equal attendance fees due to equal number of meetings meetings Year-on-year change - - -4% +39% 0% LSIM sa 15 Non-executive - 23,450 20,300 41,000 39,950 Lower attendance fees due to lower number of (physical) meetings. Year-on-year change - - -13% +102% -3 % Patrick ALBRAND Non-executive - - - 7,967 4,675 Patrick Albrand was replaced by the Company SKOANES SAS as of 17 February 2022. Year-on-year change - - - - -41 % SKOANEZ SAS 16 Non-executive - - - - 43,675 Patrick Albrand was replaced by the Company SKOANES SAS as of 17 February 2022. Year-on-year change - - - - n/a Total remuneration granted to non-executive Directors 17 270,752 289,775 167,750 250,300 255,600 Year-on-year change -10% +7% -42% +49% +2% 13 Represented by its permanent representative Annick van OVERSTRAETEN. 14 Represented by its permanent representative Michèle SIOEN. 15 Represented by its permanent representative Wolfgang de LIMBURG STIRUM. 16 Represented by its permanent representative Patrick ALBRAND. 17 The total remuneraiton granted includes also the remuneration granted to non-executive Directors that have left the Company. 168 ANNUAL REPORT 2022 | Annual change 2018 2019 2020 2021 2022 Information regarding the RFY Company performance EBITDA 75.1 MEUR 124.6 MEUR 52.8 MEUR 103.8 MEUR 68.6 MEUR Year-on-year change 291% +66% -58% +97% +34% Net profit 56.8 102.4 MEUR 33.3 MEUR 92.2 MEUR 10.7 MEUR Year-on-year change +514% +80% -68% +177% -88% Average employee remuneration Average remuneration per employee (full cost) NA NA NA 125,498 152,220 Year-on-year change - - - - +21% VII. Ratio lowest remuneration/ highest remuneration The ratio of the highest remuneration (i.e. the Executive Chair compared to the lowest remunerated employee, at Full Time Equivalent, in Immobel Group amounts to 2,65 % in 2022. This information applies to all entities of the Group, in all locations (Belgium, Luxemburg, France, Germany, Poland, Spain and United Kingdom). 169 ANNUAL REPORT 2022 | VIII. Information on shareholder vote Immobel is required to explain in the report how the advisory vote on the previous remuneration report adopted by the last General Meeting has been taken into account: For the sake of completeness, it is especially mentioned to the Shareholders that de Ordinary General Meeting of Shareholders (representing 64,83% of the share-capital) has on April 21th, 2022 approved • the latest Remuneration Report by 5,906,776 votes “for”, 574,698 votes “against” and 114 abstentions, and • the Remuneration Policy by 5,914,437 votes “for”, 567,037 votes “against” and 114 abstentions. * * * We therefore ask you to approve the terms of this Remuneration Report for the year 2022. * * * Agreed at the Meeting of the Board of Directors on March 9 th , 2023. ADL CommV (represented by Astrid De Lathauwer) Chair of the Remuneration Committee A³ Management BV (represented by Marnix Galle) Executive Chair of the Board of Directors 170 ANNUAL REPORT 2022 | management report ANNUAL REPORT 2022 | 171 ANNUAL REPORT 2022 | 171 MANAGEMENT REPORT Ladies and Gentlemen, We have the pleasure to present our activity report 2022. Immobel closed its annual accounts on 31 December 2022. Immobel delivered solid 2022 financial results despite challenging geopolitical and macroeconomic environments. The underlying net profit reached EUR 54.5 million. The underlying return on equity stood at 9.5%. EBITDA reached EUR 68.6 million. Like most real estate companies, in 2022 Immobel was impacted by the geopolitical context and macro-economic headwinds. These have led to rapidly increasing interest rates, increased construction costs as well as procurement issues for key building materials – impacting construction speed. In the face of these challenges, the company shifted its focus from growth to operational excellence, reducing its overhead costs by 30% as of 2024. Together with Immobel’s healthy balance sheet – with a cash position of EUR 276 million – this strategy enabled the company to weather current market conditions and provide a solid foundation for the future. HIGHLIGHTS • The underlying net profit reached EUR 54.5 million, down from EUR 92.2 million in 2021, which was a record year for the company. The underlying ROE stood at 9.5%. EBITDA totalled EUR 68.6 million, vs 103.8 million in 2021. • Operating income (incl. joint ventures and associates) 1 reached EUR 410 million. Sales of residential projects remained strong in Belgium and Poland. Other markets were more challenging. 2022 saw a slowdown in residential demand, due to rising interest rates and overall macroeconomic headwinds. The sales of prime office assets also contributed significantly to the financial performance. These include the Cours Saint-Michel site in Etterbeek (Brussels, Belgium). The company also witnessed strong rental activity for its office business. • As part of its focus on operational efficiency, Immobel will reduce its yearly overhead costs by EUR 15 million as of 2024 mainly by limiting its exposure to the development of small residential projects in France as well as transferring its real estate investment management activity from London to Brussels. It also encompassed toning down its acquisition strategy during the second half of 2022. • An impairment loss of goodwill of EUR 43.8 million was recorded in 2022 reflecting the strategy to shift our focus from the development of small residential projects located in the suburban areas of Paris, to the development of mixed-use projects located in the centre of the capital. Including impairment loss, the net profit group share reached EUR 10.7 million. • Real estate investment management remains part of Immobel’s strategy. However, given the challenges related to the current economic context, the company has decided to close its dedicated platform in London (Immobel Capital Partners) early 2023 and further pursue this activity from Brussels. • In Germany, the Eden Tower (Frankfurt) project – which is currently being completed – has recorded significantly higher construction costs than expected, leading to a negative impact on the net profit. • Final permits obtained for projects with a total GDV (Gross Development Value) of EUR 412 million. Immobel’s total gross development value remained stable compared with 2021, at EUR 5.7 billion. • A conservative balance sheet and a cash position of EUR 276 million provide Immobel with a strong financial footing, enabling the company to weather the tough market and pursue the development of its existing portfolio. • In June 2022, Immobel successfully placed green notes for a total of EUR 125 million, underlining the trust in the company as well as our ability to deliver on our commitments. • A gross dividend of EUR 3.05 per share will be proposed at the General Meeting on 20 April 2023. 1 ZĞƉƌĞƐĞŶƚƐŽƉĞƌĂƚŝŶŐŝŶĐŽŵĞŝŶŝŶƚĞƌŶĂůǀŝĞǁ;ŝĞĞdžƚĞƌŶĂůǀŝĞǁĨŝŐƵƌĞƐďĞĨŽƌĞƚŚĞĂƉƉůŝĐĂƚŝŽŶŽĨ/&Z^ϭϭͿKƉĞƌĂƚŝŶŐŝŶĐŽŵĞŝŶĞdžƚĞƌŶĂůǀŝĞǁ;ŝĞŽĨĨŝĐŝĂů/&Z^ƌĞƉŽƌƚĞĚ ĨŝŐƵƌĞƐŽĨƚŚĞĐŽŵƉĂŶLJͿƌĞĂĐŚĞĚhZϮϰϰŵŝůůŝŽŶ ANNUAL REPORT 2022 | 172 I. Business development (art. 6 ' 1, 1' et art. 3:32, 1' cca) A. Groupe Immobel business A) Financials Financial performance driven by prime office assets In 2022, the total sales value of our sold assets reached EUR 473 million. This figure can be broken down into EUR 318 million for residential properties and EUR 155 million for offices. The company also witnessed strong rental activity for its office business. • In Belgium, sales of residential assets remained solid, especially the O’Sea, Slachthuis, Ilôt Saint-Roch and Lalys projects. Prime office assets were also key contributors to sales, including the Cours Saint-Michel site in Etterbeek (Brussels) ; Commerce 46, a BREEAM Outstanding and CO2 neutral building in the European Quarter in Brussels; and The Woods, a 10,000 m² modern redevelopment located in Hoeilaart, Flemish Brabant. • As part of Immobel’s focus on operational efficiency, in France the company is limiting its exposure to small residential projects located in the outskirts of Paris and its suburban areas in order to focus on (high-margin) mixed developments located in the centre of Paris. The delay of the sales process of the St Antoine office project impacted sales negatively in this country. • In Poland, the Granary Island residential project in Gdansk was nearly fully sold in 2022. Next to the higher costs incurred related to the Eden Tower (Frankfurt) project, sales in Luxembourg and Germany were negatively impacted by lower demand for residential projects and the delayed start of construction. Permitting – key projects moving forward Although the company faces substantial delays in obtaining permits for some of its mixed-use residential developments, other key projects are moving forward. Final permits were obtained for new projects with a total GDV (Gross Development Value) of EUR 412 million last year. This was slightly lower than expected mainly due to the annulment of the land use plan for our RAC4 project in Brussels by the Council of State, in December. • Neighbourhood information and co-creation play a significant role in the redesigned Brouck’R project for which Immobel and BPI Real Estate submitted a modified building permit request in October. • In the summer, Immobel submitted a building permit request to transform the Proximus Towers into a liveable, future- oriented and inclusive place. The plans are part of the new vision of the Brussels Region to transform the North District, including the North Quarter, into an accessible, safe, and connecting neighbourhood for all its residents and users. • In July, Immobel acquired the Commodore project (11,000 m²) in Evere (Brussels, Belgium). The project, with final permit, consists in the redevelopment of a former office site into 115 quality apartments surrounded by green. Focus on high quality of project portfolio Immobel’s total gross development value remained stable compared with 2021, at EUR 5.7 billion, as the sale of assets offset acquisitions. During the first half of 2022, Immobel conducted several successful and impactful new acquisitions, including the Proximus Towers (see above). During the second half of 2022, Immobel toned down its acquisition strategy to align it with the evolving macroeconomic environment and the existing pipeline. ANNUAL REPORT 2022 | 173 Healthy balance sheet Despite the challenging economic conditions, the company has maintained a strong liquidity, with a cash position of EUR 275.9 million and a gearing ratio 2 of only 53.0%. The net debt 3 reached EUR 626.6 million at the end of last year. The company's financial footing gives it the flexibility and agility to face the current headwinds and pursue the development of its existing portfolio. B. Comments on the consolidated financial statements A) Key indicators CONSOLIDATED TURNOVER PER COUNTRY (MEUR) BEFORE IFRS 11 AFTER IFRS 11 Belgium 279.13 129.41 Grand-Ducy of Luxemburg 30.02 23.65 France 45.43 52.12 Poland 1.22 0.48 Germany 20.99 20.99 Spain 0.58 0.58 Total 377.37 227.23 CONSOLIDATED INVENTORIES PER COUNTRY (MEUR) BEFORE IFRS 11 AFTER IFRS 11 Belgium 735.24 436.74 Grand-Ducy of Luxemburg 152.94 152.36 France 237.6 218.02 Poland 104.2 64.23 Germany 112.46 112.46 Spain 18.26 1.92 Total 1360.7 985.73 2 'ĞĂƌŝŶŐƌĂƚŝŽŝƐĐĂůĐƵůĂƚĞĚďLJĚŝǀŝĚŝŶŐŶĞƚĚĞďƚďLJƚŚĞƐƵŵŽĨŶĞƚĚĞďƚĂŶĚĞƋƵŝƚLJŐƌŽƵƉƐŚĂƌĞǁŝƚŚŐŽŽĚǁŝůůƐƵďƚƌĂĐƚĞĚĨƌŽŵĞƋƵŝƚLJŐƌŽƵƉƐŚĂƌĞ 3 EĞƚĚĞďƚƌĞĨĞƌƐƚŽƚŚĞŽƵƚƐƚĂŶĚŝŶŐŶŽŶͲĐƵƌƌĞŶƚĂŶĚĐƵƌƌĞŶƚĨŝŶĂŶĐŝĂůĚĞďƚŽĨĨƐĞƚďLJƚŚĞĐĂƐŚĂŶĚĐĂƐŚĞƋƵŝǀĂůĞŶƚƐ ANNUAL REPORT 2022 | 174 B) Consolidated accounts CONSOLIDATED STATEMENT OF PROFIT AND LOSS AND OTHER COMPREHENSIVE INCOME (IN THOUSANDS €) NOTES 31/12/2022 31/12/2021 OPERATING INCOME 243 875 392 815 Revenues 2 227 228 379 509 Rental income 3 9 078 9 368 Other operating income 4 7 569 3 938 OPERATING EXPENSES -293 573 -338 312 Cost of sales 5 -208 866 -311 066 Cost of commercialisation - 204 - 439 Administration costs 6 -84 503 -26 807 Administration costs - Others 6 -40 714 -26 807 Administration costs - Goodwill impairment 6 -43 789 OPERATING PROFIT -49 698 54 502 SALE OF SUBSIDIARIES 25 Gain (loss) on sales of subsidiaries 25 JOINT VENTURES AND ASSOCIATES 67 181 44 531 Share of result of joint ventures and associates, net of tax 7 67 181 44 531 OPERATING PROFIT AND SHARE OF RESULT OF ASSOCIATES AND JOINT VENTURES, NET OF TAX 17 483 99 058 Interest income 4 398 4 983 Interest expense -4 272 -6 605 Other financial income 103 81 Other financial expenses -4 584 -3 552 NET FINANCIAL COSTS 8 -4 355 -5 094 PROFIT BEFORE TAXES 13 128 93 964 Income taxes 9 -2 755 -1 619 PROFIT OF THE PERIOD 10 373 92 345 Share of non-controlling interests - 350 195 SHARE ATTRIBUTABLE TO OWNERS OF THE COMPANY 10 723 92 150 PROFIT FOR THE PERIOD 10 373 92 345 Other comprehensive income - items that are or may be reclassified subsequently to profit or loss 5 524 - 820 Currency translation 1 779 - 904 Cash flow hedging 3 745 84 Other comprehensive income - items that will not be reclassified subsequently to profit or loss 111 57 Actuarial gains and losses (-) on defined benefit pension plans 24 111 57 TOTAL OTHER COMPREHENSIVE INCOME 5 635 - 763 COMPREHENSIVE INCOME OF THE PERIOD 16 008 91 582 Share of non-controlling interests 544 112 SHARE ATTRIBUTABLE TO OWNERS OF THE COMPANY 15 464 91 470 EEAARRNNIINNGGSS PPEERR SSHHAARREE ((€€)) ((BBAASSIICC//DDIILLUUTTEEDD)) 10 11,,0088 99,,2255 ANNUAL REPORT 2022 | 175 CONSOLIDATED STATEMENT OF FINANCIAL POSITION (IN THOUSANDS €) ASSETS NOTES 31/12/2022 31/12/2021 NON-CURRENT ASSETS 362 294 506 259 Intangible assets 11 1 357 246 Goodwill 12 43 789 Property, plant and equipment 13 4 122 2 793 Right-of-use assets 14 9 937 3 772 Investment property 15 67 686 173 999 Investments in joint ventures and associates 16 144 891 156 532 Other investments 1 015 Advances to joint ventures and associates 16 111 527 101 670 Deferred tax assets 17 21 733 21 292 Cash guarantees and deposits 1 041 1 151 CURRENT ASSETS 1 385 733 1 178 890 Inventories 18 985 726 698 623 Trade receivables 19 17 591 38 116 Contract assets 20 42 148 117 953 Income Tax receivables 988 1 369 Prepayments and other receivables 21 56 217 36 240 Advances to joint ventures and associates 16 3 450 13 163 Other current financial assets 3 687 49 Cash and cash equivalents 22 275 926 273 377 TOTAL ASSETS 1 748 027 1 685 149 EQUITY AND LIABILITIES NOTES 31/12/2022 31/12/2021 TOTAL EQUITY 23 573 140 582 919 EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY 556 552 571 567 Share capital 97 257 97 257 Retained earnings 456 249 472 629 Reserves 3 046 1 681 NON-CONTROLLI NG INTERESTS 16 588 11 352 NON-CURRENT LIABILITIES 744 480 535 104 Employee benefit obligations 24 567 996 Deferred tax liabilities 17 21 136 26 352 Financial debts 22 722 777 507 596 Derivative financial instruments 22 160 CURRENT LIABILITIES 430 408 567 126 Provisions 25 3 829 2 328 Financial debts 22 179 723 359 094 Trade payables 26 98 384 83 546 Contract liabilities 27 51 485 21 969 Income Tax liabilities 13 057 13 770 Social debts, VAT and other tax payables 20 021 16 430 Accrued charges and other amount payable 34 339 31 165 Advances from joint venture and associates 16 29 570 38 824 TOTAL EQUITY AND LIABILITIES 1 748 027 1 685 149 ANNUAL REPORT 2022 | 176 C) Immobel SA company accounts Income Statement The operating loss amounts to EUR 4.69 million for the past financial year. The financial result amounts to EUR 50.7 million, being the net amount of interest charges on group financing (bonds and corporate lines), capital gains on disposals of subsidiaries, interest income from loans to the various subsidiaries, mainly generated by dividends and disposal of treasury shares. Immobel’s financial year ended with a net profit before taxes of EUR 46.01 million. The Balance Sheet The total Balance Sheet amounts to EUR 1,081.78 million and is mainly composed of financial investments in subsidiaries and claims on these subsidiaries (EUR 819,76 million), the project stock directly held by Immobel SA (EUR 42.28 million), own shares (EUR 1.14 million) and cash equivalents (EUR 175.41 million). The equity amounts to EUR 331.94 million as of 31 December 2022. The liabilities are mainly composed of long-term debts (EUR 479.43 million) and short-term debts (EUR 261.03 million). Allocation of results The profit to be allocated, taking into account the amount carried forward from the previous year amounts to EUR 157.92 million. Given the dividend policy approved by the Board of Directors and the results as of 31 December 2022, the Board of Directors proposes to the General Meeting of Shareholders of 20 April 2023 to distribute a gross dividend of EUR 3.05 per share in circulation for the year 2022, an amount that should increase every year, subject to the absence of any currently unforeseen exceptional events. Main risks and uncertainties The Immobel Group faces the risks and uncertainties inherent to the property development sector as well as those associated with the economic situation and the financial world. Without the list being exhaustive, we would like to mention the following in particular: Market risk Changes in general economic conditions in the markets in which Immobel’s properties are located can adversely affect the value of Immobel’s property development portfolio, as well as its development policy and, consequently, its growth prospects. Immobel is exposed to the national and international economic conditions and other events and occurrences that affect the markets in which Immobel’s property development portfolio is located: the office property market in Belgium (mainly in Brussels), Luxembourg, France, Germany, Spain, Poland, and United Kingdom; and the residential (apartments and plots) property market in Belgium, Luxembourg, Poland and France. This diversification of both business and countries means it can target different clients, economic cycles and sales volumes. Changes in the principal macroeconomic indicators, a general economic slowdown in one or more of Immobel’s other markets, or on a global scale, could result in a fall in demand for office buildings or residential property or building plots, higher vacancy rates and higher risk of default of service providers, building contractors, tenants and other counterparties, any of which could materially adversely affect Immobel’s value of its property portfolio, and, consequently, its development prospects. Immobel has spread its portfolio of projects under development or earmarked for development to limit the impact of any deterioration in the real estate market by spreading the projects in terms of time and nature. Operational risk Immobel may not be able to dispose of some or all of its real estate projects. Immobel’s revenues are determined by disposals of real estate projects. Hence, the results of Immobel can fluctuate significantly from year to year depending on the number of projects that can be put up for sale and can be sold in a given year. Furthermore, it cannot be guaranteed that Immobel will find a buyer for the transfer of its assets or that the transfer price of the assets will reach a given level. Immobel’s inability to conclude sales can give rise to significant fluctuations of the results. ANNUAL REPORT 2022 | 177 The policy of diversification implemented by Immobel over the last years to spread its exposure to both offices and residential activities should give it a revenue base and regular cash flows. The development strategy adopted by Immobel may prove to be inappropriate. When considering property development investments, Immobel makes certain estimates as to economic, market and other conditions, including estimates relating to the value or potential value of a property and the potential return on investment. These estimates may prove to differ from reality, rendering Immobel’s strategy inappropriate with consequent negative effects for Immobel’s business, results of operations, financial condition, and prospects. Immobel takes a prudent approach to the acquisition and development of new projects and applies precise selection criteria. Each investment follows a clear and strict approval process. Immobel’s development projects may experience delays and other difficulties. Before acquiring a new project, Immobel carries out feasibility studies with regards to all relevant aspects of such projects, including but not limited to urban planning, technical, legal, financial and tax due diligence, usually with the help of specialised consultants. Nevertheless, these projects are always subject to a variety of risks, each of which could cause late delivery of a project and consequently increase the length of time before it can be sold, engender a budget overrun or cause the loss or decrease of expected income from a project or even, in some cases, its actual termination. Risks involved in these activities include but are not limited to: (i) delays resulting from amongst other things adverse weather conditions, work disputes, construction process, insolvency of construction contractors, shortages of equipment or construction materials, accidents or unforeseen technical difficulties; (ii) difficulty in obtaining construction permits or other approvals required to complete the project, appeals against such permits and resulting delays in the start of commercialization and construction; (iii) a refusal by the planning authorities in the countries in which Immobel operates to approve development plans; (iv) demands of planning authorities to modify existing plans; (v) intervention by pressure groups during public consultation procedures or other circumstances; and (vi) upon completion of the development project, occupancy rates, actual income from sale of properties or fair value being lower than forecasted. Considering these risks, Immobel cannot be sure that all its development projects (i) can be completed in the expected timeframe, (ii) can be completed within the expected budgets or (iii) can even be completed at all. It is in the framework of controlling this risk and others that Immobel has increased the diversification of its business/countries/clients, which allows it to reduce its concentration on any particular project or another. Furthermore, Immobel has some projects where an asset under development is preleased or pre-sold to a third party and where Immobel could incur substantial liabilities if and when such projects are not completed within the pre-agreed timeline. Immobel may be liable for environmental issues regarding its property development portfolio. Immobel’s operations and property development portfolio are subject to various laws and regulations in the countries in which it operates concerning the protection of the environment, including but not limited to regulation of air, soil and water quality, controls of hazardous or toxic substances and guidelines regarding health and safety. Such laws and regulations may also require Immobel to obtain certain permits or licenses, which it may not be able to obtain in a timely manner or at all. Immobel may be required to pay for clean-up costs (and in specific circumstances, for aftercare costs) for any contaminated property it currently owns or may have owned in the past. As a property developer, Immobel may also incur fines or other penalties for any lack of environmental compliance and may be liable for remedial costs. In addition, contaminated properties may experience decreases in value. Immobel may lose key management and personnel or fail to attract and retain skilled personnel. Loss of its managerial staff and other key personnel or the failure to attract and retain skilled personnel could hamper Immobel’s ability to successfully execute its business strategies. Immobel believes that its performance, success, and ability to fulfil its strategic objectives depend on retaining its current executives and members of its managerial staff who are experienced in the markets and business in which Immobel operates. Immobel might find it difficult to recruit suitable employees, both for expanding its operations and for replacing employees who may resign or recruiting such suitable employees may entail substantial costs both in terms of salaries and other incentive schemes. The unexpected loss of the services of one or more of these key individuals and any negative market or industry perception arising from such loss could have a material adverse effect on Immobel’s business, results of operations, financial condition, and prospects. ANNUAL REPORT 2022 | 178 The conduct of its management (teams), in Belgium, Luxembourg, France, Germany, Spain and Poland, is therefore monitored regularly by the CEO and the Nomination Committee, one of the organs of the Board of Directors. Immobel is subject to the risk of litigation, including potential warranty claims relating to the lease, development or sale of real estate. In the normal course of Immobel’s business, legal actions, claims against and by Immobel and its subsidiaries and arbitration proceedings involving Immobel and its subsidiaries may arise. Immobel may be subject to other litigation initiated by sellers or purchasers of properties, tenants, contractors, and subcontractors, current or former employees or other third parties. In particular, Immobel may be subject to warranty claims due to defects in quality or title relating to the leasing and sale of its properties. This liability may apply to defects in properties that were unknown to Immobel but could have, or should have, been revealed. Immobel may also be subject to claims by purchasers of its properties as a result of representations and warranties about those properties given by Immobel at the time of disposal. Immobel makes sure to control these risks with a systematic policy of taking out adequate insurance cover. Immobel is exposed to risk in terms of liquidity and financing. Immobel is exposed to risk in terms of liquidity and financing which might result from a lack of funds in the event of non- renewal or cancellation of its existing financing contracts or its inability to attract new financing. Immobel does not initiate the development of a project unless financing for it is assured by both internal and external sources for the estimated duration of its development. Immobel gets its financing from several first-rate Belgian banking partners with which it has maintained longstanding good relations and mutual trust. Immobel is exposed to risk linked to the interest rate which could materially impact its financial results. Given its current and future indebtedness, Immobel is affected by a short or long-term change in interest rates, by the credit margins taken by the banks and by the other financing conditions. Immobel's financing is mainly provided based on short-term interest rates (based on the Euribor rates for 1 to 12 months) except for the 2017, 2018, 2019,2021 and 2022 bond issues, which are fixed rate. As part of a comprehensive risk management coverage programme, Immobel introduced a policy to implement, as appropriate, adequate coverage against the risks associated with the interest rates on its debt through financial instruments. Feasibility studies for each project are based on the predictions for long-term rates. Immobel is exposed to a currency exchange risk which could materially impact its results and financial position. Following its entering in the Polish and English markets, Immobel is subject to currency exchange risks. There is the foreign currency transaction risk and the foreign currency translation risk. Immobel also makes sure whenever possible to carry out all of its operations outside the Eurozone in EUR, by having purchase, lease and sales contracts drawn up for the most part in EUR. Immobel is subject to regulatory risk. Any development project depends on obtaining urban planning, subdivision, urban development, building and environmental permits. A delay in granting them or failure to grant them could impact on Immobel’s activities. Furthermore, the granting of a subdivision permit does not mean that it is immediately enforceable. An appeal against it is still possible. Furthermore, Immobel must respect various urban planning regulations. Local authorities or public administrations might embark on a revision and/or modification of these regulations, which could have a material impact on Immobel’s activities. ANNUAL REPORT 2022 | 179 Immobel is exposed to counterparty risk. Immobel has contractual relations with multiple parties, such as partners, investors, tenants, contractors, financial institutions, architects. The inability of such counterparty to live up to their contractual obligations could have an impact on Immobel’s operational and financial position. Immobel pays great attention, through appropriate studies, to the choice of its counterparties. Changes in direct or indirect taxation rules could impact the financial position of Immobel. Immobel is active in Belgium, Luxembourg, France, Germany, Spain, Poland, and United Kingdom. Changes in direct or indirect fiscal legislation in any of these could impact Immobel’s financial position. Immobel is exposed to the risk associated with the preparation of financial information. The preparation of financial information in terms of the adequacy of the systems, the reporting and compilation of financial information, considering changes in scope or changes in accounting standards is a major challenge for Immobel, the more so given the complexity of the Group and the number of its subsidiaries. Please also note in this risk the complexity of the Immobel Group is active in Belgium, Luxemburg, France, Germany, Spain and Poland. Competent teams in charge of producing it and suitable tools and systems must be able to prevent this financial information from not being produced on time or presenting deficiencies with regards to the required quality. II. Important events after the end of the financial year (art. 3:6 § 1, 2 and art. 3:32, 2 cca) Nihil III.There were no events after the balance sheet date that had a significant impact on the Company's accounts. Circumstances likely to have a significant influence on the development of the Company (art. 3:6 § 1, 3° and 3:32, 3° CCA) Major judgement & estimates To the Directors’ knowledge, there should not be any circumstances likely to have any significant influence on the development of the Company. With respect to the geopolitical and economic turmoil on the economic circumstances and on the financial performance of the company, the Board of Directors assesses on a continuous basis the going concern assumption of the company based on a floored case which is updated on a regular basis. Going concern The geopolitical and economic turmoil is currently still having an impact on the activity of the company and the sector as a whole as a buffer against this market conditions the company has a cash position of EUR 276 million at the end of December 2022 to weather current market conditions. Based on available and committed credit lines and available cash and taking the floored case into consideration, the Board of Directors is of the opinion that the company can maintain the going concern assumption. ANNUAL REPORT 2022 | 180 IV. Activities in terms of research & development (art. 3:6 §1, 4° and art. 3:32, 4° cca) In 2022 Immobel continued its comprehensive sustainability strategy based on 13 themes linked to the United Nations Sustainable Development Goals. More information can be found in the ESG report included in this annual report. V. Use of financial instruments (art. 3:6 §1, 8° and art. 3:32, 5° cca) The Board of Directors confirms that Immobel used financial instruments intended to cover any rise in interest rates. VI. Justification of the independence and competence of at least one member of the Audit & Risk Committee (art. 3:6 §1, 9° and art. 3:32, 6° cca) Except Michèle SIOEN, all Members of the Audit & Risk Committee (currently composed of Pierre NOTHOMB 10 , Patrick ALBRAND 11 Wolfgang de LIMBURG STIRUM 12 and Michele SIOEN 13 ) meet the independence criteria stated in art. 7:87 CCA as well as in provision 3.5 of the Code 2020 and sit on the Board of Directors and the Audit & Risk Committee of Immobel as independent Directors. All of them hold university degrees, occupy positions as Directors in international groups and, as such, hold mandates in the Audit Committees of other companies and organisations. VII. Additional information In as far as it is necessary, the Board of Directors reiterates: • that Immobel has not set up any branches (art. 3:6 §1, 5° CCA) and • that, given the results of the Company, there has been no reason to justify the application of continuity accounting rules (art. 3:6 §1, 6° CCA). Furthermore, the Board confirms that during the past financial year: • it has not been decided to increase the capital of Immobel within the framework of the authorised capital (art. 7:203 CCA); and • that Immobel has not sold any own shares during the reporting year (art. 7:220 §2 CCA) outside the vesting of shares as part of the variable remuneration in the reported year. VIII. Application of the procedures regarding conflicts of interest / « corporate opportunities » The Board of Directors reports that, during the financial year under review, the conflict-of-interest procedure prescribed by articles 7:96 and 7:97 CCA has been applied on one occasion. The Board of Directors has applied the conflict-of-interest procedure when taking its decision to validate the remuneration package and remuneration policy on 10 March 2022. Below you will find an extract of the minutes of the Board of Directors concerning this decision: 10 In his capacity of permanent representative of PIERRE NOTHOMB SRL. 11 In his capacity of permanent representative of Skoanez SAS. 12 In his capacity of permanent representative of LSIM SA. 13 In her capacity of permanent representative of M.J.S. Consulting BV. ANNUAL REPORT 2022 | 181 « Before the deliberation started, A 3 Management bv, represented by Marnix Galle declared that he had a potential conflict of interest, as defined under article 7:96 of the BCC, with respect to this Agenda item. This potential conflict of interest arises because A 3 Management bv, represented by Marnix Galle, is the Executive Chair / CEO of the Company and will be the beneficiary of the remuneration to be decided upon by the Board of Directors. In accordance with article 7:96, the Statutory Auditor of the Company will be informed of the existence of the conflict of interest. Marnix Galle left the Meeting. He did not participate to the deliberations or the resolutions. The Chair of the Remuneration Committee commented on the reviewed remuneration proposal for the Executive Chair / CEO as prepared by the Remuneration Committee, upon suggestion of the CHRO. Given the evolution of the current market and after discussion they proposed to: 1) to increase the remuneration of the CEO as follows as from 2022 and to apply the same principles for the period April – December 2021 (as exceptional bonus), as such: • 800,000 EUR as base salary • 100 % STI (being 800,000 EUR) • 50% LTI (Performance Share Plan – being up to 400,000 EUR) 2) as mentioned above, in addition thereto, the Board of Directors will propose to the Shareholders at the next Shareholder’s Meeting to award a remuneration for the role of Chair of the Board of 400,000 EUR per year (in addition to the remuneration A 3 Management bv receives as CEO). The Board of Directors indicated that the enhanced package of the Executive Chair would represent a potential additional cost of 1,280,000 EUR per year for the Company. The increase aims to [further align the remuneration of the Executive Chair/CEO to relevant benchmarks and to further incentivise the CEO and therefore the Board took the view that the increased remuneration is in the corporate interest. Given the fact that this is a material change to the current Remuneration Policy (change in pro rata portion of the variable remuneration), the Remuneration Policy must be amended and resubmitted to the Annual General Meeting for approval. The Members of the Remuneration Committee decided to propose to the Directors to amend the Remuneration Policy taken into account discussion and decisions under the concerned agenda points. Resolution: Upon proposal of the Members of the Remuneration Committee, the non-conflicted Directors participating in the vote unanimously, decided to increase the remuneration of the CEO as follows as from 2022 and to apply the same principles for the period April – December 2021 (as an aggregate exceptional one-time specific remuneration bonus of 1,000,000 EUR), as such: • 800,000 EUR as base salary • 100 % STI (being 800,000 EUR) • 50% LTI (Performance Share Plan – being up to 400,000 EUR) (in addition to the 400,000 EUR as Chair of the Board). Given the fact that this is a material change to the current Remuneration Policy (change in pro rata portion of the variable remuneration), the Directors also decided to amend the Remuneration Policy accordingly and propose it as such to the Shareholders during the Annual Shareholders Meeting of April 21st, 2022. » The procedure related to “Corporate Opportunities” has neither been enforced during the reviewed financial year. ANNUAL REPORT 2022 | 182 IX. Corporate governance statement (art. 3:6 §2 cca), including the remuneration report (art. 3:6 §3 cca) and the description of the internal control systems and the risk management (art. 3:32, 7° cca) The Corporate Governance Statement is part of this Management report. X. Take over bid Pursuant to article 34 of the Royal Decree of 14th November 2007 concerning the obligations of issuers of financial instruments admitted for trading on a regulated market, the Board of Directors of Immobel states that the following information could have an incidence in case of takeover bid (being understood that the other elements are currently not applicable for Immobel): 1° the capital amounts to EUR 97,356,533.86 represented by 9,997,356 shares, without par value, each representing an equal part of the capital (art. 4 of the Articles of Association). 2° the Board of Directors is authorised to increase the share capital to a maximum amount of EUR 97,000,000.00 (article 11 of the Articles of Association), in view of the fact that the exercise of this power is limited in the event of a public takeover bid by article 7:202 CCA; furthermore the Board is authorised, for a period of 3 years from the publication in the Belgian official journal thereof to acquire and dispose of shares of the company when this acquisition or disposal is necessary to avoid serious and imminent damage (art. 12 of the Articles of Association); 3° regarding the appointment and replacement of members of the Board of Directors, the Articles of Association specify that the Board of Directors consists of at least 4 members, appointed by the General Assembly, on the proposal of the Nomination Committee, and for a period of at most 4 years; 4° for amendments to the Articles of Association, there is no regulation other than that determined by the Code of Companies and Associations. ANNUAL REPORT 2022 | 183 XI. Management & audit of the Company – Executive Committee C. Board of Directors It will be proposed to you at the Ordinary General Meeting of 20 April 2023, to decide on the renewal of the mandate of the company PIERRE NOTHOMB SRL for a period of 4 years expiring after the Ordinary General Meeting to be held in 2027. It will be proposed to you at the Ordinary General Meeting of 20 April 2023 to confirm the mandate of PIERRE NOTHOMB SRL, as independent Director within the meaning of the articles 7:97 § 3 and 7:87, § 1 of the Belgian Companies & Associations Code, who declared to meet the independence criteria. D. Statutory Auditor At the Ordinary General Meeting of April 15 th , 2021, KPMG Reviseurs d’Entreprises/ Bedrijfsrevisoren BV, represented by Filip D E BOCK, was appointed as Statutory Auditor, for a period of 3 years expiring at the Ordinary General Meeting to be held in 2024, for a fee of EUR 105.000 per year (excluding fees and disbursements, indexed annually). E. Executive Committee Duncan Ownen (Managing Directors of Immobel Capital Partners) has joined the Executive Committee on 1 January 2022. In addition, Stephanie De Wilde (Chief Legal Officer) has joined the Executive Committee on 8 September 2022. Fabien Acerbis (Managing Director Immobel France) has terminated his mission for the Company on 2 December 2022. As at 31 st December 2022, the Executive Committee was composed as follows: • Marnix GALLE, Chair • Olivier BASTIN, Managing Director Immobel Luxembourg • Karel BREDA, Chief Financial Officer • Stephanie DE WILDE, Chief Legal Officer, • Duncan OWEN, Managing Director Immobel Capital Partners, and • Adel YAHIA, Managing Director Immobel Belgium. * acting for a company. * * * We therefore ask you to approve the terms of this report and grant discharge to the Members of the Board and the Statutory Auditor. * * * Approved during the Meeting of the Board of Directors on March 9 th , 2022. PIERRE NOTHOMB BV represented by Pierre Nothomb Director A³ MANAGEMENT BV represented by Marnix Galle Executive Chair of the Board ANNUAL REPORT 2022 | 184 Consolidated Accounts and Condensed Statutory Accounts ANNUAL REPORT 2022 | 185 ANNUAL REPORT 2022 | 185 CONSOLIDATED ACCOUNTS AND CONDENSED STATUTORY ACCOUNTS I. CONSOLIDATED FINANCIAL STATEMENTS ........................................................................ 188 A. CONSOLIDATED STATEMENT OF PROFIT AND LOSS AND OTHER COMPREHENSIVE INCOME (IN THOUSAND EUR) FOR THE YEARS ENDING ................................................................................................................................................................ 188 B. CONSOLIDATED STATEMENT OF FINANCIAL POSITION (IN THOUSANDS EUR) ................................................................ 189 C. CONSOLIDATED STATEMENT OF CASH FLOWS (IN THOUSANDS EUR) FOR THE YEARS ENDING ........................................ 190 D. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (IN THOUSANDS EUR) FOR THE YEARS ENDING.............................. 191 E. ACCOUNTING PRINCIPLES AND METHODS ................................................................................................................. 192 1) General information.............................................................................................................................................. 192 2) Statement of compliance with IFRS ..................................................................................................................... 192 3) New or Revised standards or interpretations ...................................................................................................... 192 4) Consolidation rules ................................................................................................................................................ 193 5) Preparation and presentation of the financial statements ................................................................................. 194 5.1. Foreign currencies ............................................................................................................................................. 194 5.2. Borrowing costs ................................................................................................................................................. 194 5.3. Intangible assets ................................................................................................................................................ 194 5.4. Goodwill ............................................................................................................................................................. 195 5.5. Property, plant and equipment ......................................................................................................................... 195 5.6. Investment property .......................................................................................................................................... 195 5.7. Leases ................................................................................................................................................................. 195 5.8. Financial instruments ........................................................................................................................................ 196 5.9. Inventories ......................................................................................................................................................... 199 5.10. Provisions ........................................................................................................................................................... 199 5.11. Employee benefits ............................................................................................................................................. 199 5.12. Grants related to assets or investment subsidies ............................................................................................ 200 5.13. Operating income .............................................................................................................................................. 200 5.14. Impairment of non-financial assets .................................................................................................................. 201 5.15. Taxes .................................................................................................................................................................. 201 5.16. Discontinued operations and non-current assets held for sale ....................................................................... 201 5.17. Main judgements and main sources of uncertainties related to the estimations .......................................... 202 5.18. Segment reporting ............................................................................................................................................. 203 F. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (IN THOUSAND EUR) ............................................................. 203 1) Operating segment - financial information by geographical segment .............................................................. 203 ANNUAL REPORT 2022 | 186 2) Revenues ............................................................................................................................................................... 207 3) Rental income ....................................................................................................................................................... 208 4) Other operating income ....................................................................................................................................... 208 5) Cost of sales .......................................................................................................................................................... 209 6) Administration costs ............................................................................................................................................. 209 7) Share in the result of joint ventures and associates, net of tax .......................................................................... 210 8) Net financial costs ................................................................................................................................................. 211 9) Income taxes ......................................................................................................................................................... 211 10) Earnings per share ................................................................................................................................................ 211 11) Intangible assets ................................................................................................................................................... 212 12) Goodwill ................................................................................................................................................................. 212 13) Property, plant and equipment ............................................................................................................................ 213 14) Right-of-use assets ................................................................................................................................................ 213 15) Investment property ............................................................................................................................................. 213 16) Investments in joint ventures and associates ...................................................................................................... 214 17) Deferred tax .......................................................................................................................................................... 219 18) Inventories ............................................................................................................................................................. 220 19) Trade receivables .................................................................................................................................................. 221 20) Contract assets ...................................................................................................................................................... 221 21) Prepayments and other receivables ..................................................................................................................... 222 22) Information related to the net financial debt ...................................................................................................... 222 23) Equity ..................................................................................................................................................................... 226 24) Pensions and similar obligations .......................................................................................................................... 227 25) Provisions............................................................................................................................................................... 228 26) Trade payables ...................................................................................................................................................... 228 27) Contract liabilities ................................................................................................................................................. 228 28) Social debts, VAT, accrued charges and other amount payable ........................................................................ 229 29) Main contingent assets and liabilities .................................................................................................................. 229 30) Change in working capital .................................................................................................................................... 230 31) Commitments ........................................................................................................................................................ 230 32) Information on related parties ............................................................................................................................. 230 33) Events subsequent to reporting date ................................................................................................................... 231 34) Companies owned by the Immobel Group ........................................................................................................... 232 G. STATEMENT FROM THE RESPONSIBLE PERSONS ....................................................................................................... 238 H. AUDITOR’S REPORT ................................................................. 239 II. STATUTORY CONDENSED FINANCIAL STATEMENTS .................................................... 245 A. STATEMENT OF FINANCIAL POSITION (IN THOUSAND EUR) ......................................................................................... 245 B. STATEMENT OF COMPREHENSIVE INCOME (IN THOUSAND EUR) ................................................................................. 246 C. APPROPRIATION ACCOUNT (IN THOUSAND EUR) ...................................................................................................... 246 D. SUMMARY OF ACCOUNTING POLICIES ...................................................................................................................... 247 ANNUAL REPORT 2022 | 187 I. Consolidated financial statements A. Consolidated statement of profit and loss and other comprehensive income (in thousand EUR) for the years ending NOTES 31/12/2022 31/12/2021 OPERATING INCOME 243,875 392,815 Revenues 2 227,228 379,509 Rental income 3 9,078 9,368 Other operating income 4 7,569 3,938 OPERATING EXPENSES -293,573 -338,312 Cost of sales 5 -208,866 -311,066 Cost of commercialisation -204 -439 Administration costs 6 -84,503 -26,807 Administration costs - Others 6 -40,714 -26,807 Administration costs - Goodwill impairment 6 -43,789 OPERATING PROFIT -49,698 54,502 SALE OF SUBSIDIARIES 25 Gain (loss) on sales of subsidiaries 25 JOINT VENTURES AND ASSOCIATES 67,181 44,531 Share of result of joint ventures and associates, net of tax 7 67,181 44,531 OPERATING PROFIT AND SHARE OF RESULT OF ASSOCIATES AND JOINT VENTURES, NET OF TAX 17,483 99,058 Interest income 4,398 4,983 Interest expense -4,272 -6,605 Other financial income 103 81 Other financial expenses -4,584 -3,552 NET FINANCIAL COSTS 8 -4,355 -5,094 PROFIT BEFORE TAXES 13,128 93,964 Income taxes 9 -2,755 -1,619 PROFIT OF THE PERIOD 10,373 92,345 Share of non-controlling interests -350 195 SHARE ATTRIBUTABLE TO OWNERS OF THE COMPANY 10,723 92,150 PROFIT FOR THE PERIOD 10,373 92,345 Other comprehensive income - items that are or may be reclassified subsequently to profit or loss 5,524 -820 Currency translation 1,779 -904 Cash flow hedging 3,745 84 Other comprehensive income - items that will not be reclassified subsequently to profit or loss 111 57 Actuarial gains and losses (-) on defined benefit pension plans 24 111 57 TOTAL OTHER COMPREHENSIVE INCOME 5,635 -763 COMPREHENSIVE INCOME OF THE PERIOD 16,008 91,582 Share of non-controlling interests 544 112 SHARE ATTRIBUTABLE TO OWNERS OF THE COMPANY 15,464 91,470 EARNINGS PER SHARE (€) (BASIC/DILUTED)10 1.08 9.25 ANNUAL REPORT 2022 | 188 B. Consolidated statement of financial position (in thousands EUR) ASSETS NOTES 31/12/2022 31/12/2021 NON-CURRENT ASSETS 362,294 506,259 Intangible assets 11 1,357 246 Goodwill 12 43,789 Property, plant and equipment 13 4,122 2,793 Right-of-use assets 14 9,937 3,772 Investment property 15 67,686 173,999 Investments in joint ventures and associates 16 144,891 156,532 Other investments 1,015 Advances to joint ventures and associates 16 111,527 101,670 Deferred tax assets 17 21,733 21,292 Cash guarantees and deposits 1,041 1,151 CURRENT ASSETS 1,385,733 1,178,890 Inventories 18 985,726 698,623 Trade receivables 19 17,591 38,116 Contract assets 20 42,148 117,953 Income Tax receivables 988 1,369 Prepayments and other receivables 21 56,217 36,240 Advances to joint ventures and associates 16 3,450 13,163 Other current financial assets 3,687 49 Cash and cash equivalents 22 275,926 273,377 TOTAL ASSETS 1,748,027 1,685,149 EQUITY AND LIABILITIES NOTES 31/12/2022 31/12/2021 TOTAL EQUITY 23 573,140 582,919 EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY 556,552 571,567 Share capital 97,257 97,257 Retained earnings 456,249 472,629 Reserves 3,046 1,681 NON-CONTROLLI NG INTERESTS 16,588 11,352 NON-CURRENT LIABILITIES 744,480 535,104 Employee benefit obligations 24 567 996 Deferred tax liabilities 17 21,136 26,352 Financial debts 22 722,777 507,596 Derivative financial instruments 22 160 CURRENT LIABILITIES 430,408 567,126 Provisions 25 3,829 2,328 Financial debts 22 179,723 359,094 Trade payables 26 98,384 83,546 Contract liabilities 27 51,485 21,969 Income Tax liabilities 13,057 13,770 Social debts, VAT and other tax payables 20,021 16,430 Accrued charges and other amount payable 34,339 31,165 Advances from joint venture and associates 16 29,570 38,824 TOTAL EQUITY AND LIABILITIES 1,748,027 1,685,149 CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION (IN THOUSANDS €) ANNUAL REPORT 2022 | 189 C. Consolidated statement of cash flows (in thousands EUR) for the years ending NOTES 31/12/2022 31/12/2021 (represented ) Operating income 243,875 392,815 Operating expenses -293,573 -338,312 Amortisation, depreciation and impairment of assets 6 50,078 4,584 Change in provisions 1,082 214 CASH FLOW FROM OPERATIONS BEFORE CHANGES IN WORKING CAPITAL 1,462 59,301 Change in working capital 30 -73,183 -60,379 CASH FLOW FROM OPERATIONS BEFORE PAID TAXES -71,721 -1,078 Paid taxes 9 -8,327 -6,251 CASH FROM OPERATING ACTIVITIES -80,048 -7,329 Acquisitions of intangible, tangible and other investments -4,762 -8,845 Sale of intangible, tangible and other investments 54 4,207 Repayment of capital and advances by joint ventures 16 83,680 86,557 Acquisitions, capital injections and loans to joint ventures and associates 16 -40,233 -45,612 Dividends received from joint ventures and associates 16 43,587 8,034 Interests received 8 4,398 4,983 CASH FROM INVESTING ACTIVITIES 86,724 49,324 Proceeds from financial debts 22 405,473 258,113 Repayment of financial debts 22 -369,663 -143,372 Change of ownership interests without change of control 4,365 Paid interests 8 -19,728 -15,456 Other financing cash flows 1,513 -3,471 Proceeds from sale of treasury shares 117 16,417 Gross dividends paid -30,409 -28,907 CASH FROM FINANCING ACTIVITIES -8,332 83,324 NET INCREASE OR DECREASE (-) IN CASH AND CASH EQUIVALENTS -1,656 125,319 CHANGE OF SCOPE OR CONSOLIDATION METHOD 4,205 CASH AND CASH EQUIVALENTS AT THE BEGINNING OF PERIOD 273,377 148,059 CASH AND CASH EQUIVALENTS AT THE END OF PERIOD 275,926 273,377 () Interest received has been transferred from the section “Cash from Operating activities” to “Cash from investment activities”. Paid interest and other financing cash flow has been transferred from the section “Cash from Operating activities” to “Cash from financing activities”. ANNUAL REPORT 2022 | 190 D. Consolidated statement of changes in equity (in thousands EUR) for the years ending A gross dividend of EUR 3.05 per share (excluding treasury shares) was proposed by the Board of Directors on 9 March 2023. It will be submitted to the shareholders for approval at the general meeting. The appropriation of income has not been recognized in the financial statements as of 31 December 2022. The share capital of Immobel SA is represented by 9,997,356 ordinary shares, including 25 434 treasury shares. As at 31 December 2022, 1 531 treasury shares have been sold during the current year, resulting in a decrease of EUR 68 thousand in the reserve for treasury shares. In accordance with IAS 32, these treasury shares are deducted from equity. These treasury shares have neither voting rights nor dividend rights. On 31 December 2022 the treasury shares, resulting from the merger with ALLFIN, remain valued at the share price on 29 June 2016, which was the date of the merger. The acquisition reserve was generated by the merger between ALLFIN and IMMOBEL on 29 June 2016 and remains unchanged since then. As per Immobel’s 2021 result allocation, EUR 30 409 thousand have been paid out as dividends. The currency translation adjustments are related to Polish entities for which the functional currency is PLN and to British entities for which the functional currency is GBP. CAPITAL RETAINED EARNINGS ACQUISITION RESERVE TREASURY SHARES RESERVE CURRENCY TRANSLATION RESERVE ACCUMULATED ACTUARIAL GAINS AND LOSSES HEDGING RESERVES EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY NON CONTROL- LING INTERESTS TOTAL EQUITY 2022 Balance as at 01-01-2022 97 256 349 109 124 869 -1 204 1 326 434 -223 571 567 11 352 582 919 Result for the period 10 723 10 723 -350 10 373 Other comprehensive income -123 1 378 111 3 375 4 741 894 5 635 Comprehensive income for the period 10 600 1 378 111 3 375 15 464 544 16 008 Transactions on treasury shares -73 68 -5 -5 Dividends and other beneficiaries paid -30 409 -30 409 -30 409 Acquisition / disposal of no controlling interests, without a change in control -307 -307 310 3 Change of ownership interests without change of control 4 365 4 365 Other changes 243 -1 242 17 259 Transactions with owners of the company -30 546 67 -30 479 4 692 -25 787 Changes in the period -19 946 67 1 378 111 3 375 -15 015 5 236 -9 779 Balance as at 31-12-2022 97 256 329 163 124 869 -1 137 2 704 545 3 152 556 552 16 588 573 140 CAPITAL RETAINED EARNINGS ACQUISITION RESERVE TREASURY SHARES RESERVE CURRENCY TRANSLATION RESERVE ACCUMULATED ACTUARIAL GAINS AND LOSSES HEDGING RESERVES EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY NON CONTROL- LING INTERESTS TOTAL EQUITY 2021 Balance as at 01-01-2021 97 256 280 997 124 869 -13 164 2 147 377 -560 491 922 2 568 494 490 Result for the period 92 150 92 150 195 92 345 Other comprehensive income -821 57 84 -680 -83 -763 Comprehensive income for the period 92 150 -821 57 84 91 470 112 91 582 Transactions on treasury shares 4 545 11 871 16 416 16 416 Dividends and other beneficiaries paid -27 942 -27 942 -2 156 -30 098 Cash flow hedging 253 253 253 Scope changes -167 -167 10 828 10 661 Other changes -474 89 -385 -385 Transactions with owners of the company -24 038 11 960 253 -11 825 8 672 -3 153 Changes in the period 68 112 11 960 -821 57 337 79 645 8 784 88 429 Balance as at 31-12-2021 97 256 349 109 124 869 -1 204 1 326 434 -223 571 567 11 352 582 919 ANNUAL REPORT 2022 | 191 E. Accounting principles and methods 1) General information Immobel (“the Company”) is incorporated in Belgium and its shares are publicly traded (Euronext – IMMO). The financial statements of the Group comprise the Company, its subsidiaries, and the Group’s interest in associates and joint arrangements (referred to as “The Group”). The Group is active in the real estate development business, with activities in Belgium, France, Luxemburg, Germany, Poland, Spain and the United Kingdom. 2) Statement of compliance with IFRS The consolidated financial statements have been prepared in accordance with IFRS (International Financial Reporting Standards) as adopted in the European Union. The consolidated financial statements were authorized for issue by the Company’s board of directors on 9 March 2023. 3) New or Revised standards or interpretations The consolidated statements of the Group as disclosed in this annual report take into account new standards applicable as from 1 January 2022. Following standards and amendments were applied to the Group’s financial statements for the first time in 2022. These standards were either not applicable or did not have a material impact to the Group’s financial statements. STANDARDS AND INTERPRETATIONS APPLICABLE FOR THE ANNUAL PERIOD BEGINNING ON 1 JANUARY 2022 Following new standards or amendments to IFRS are effective as from 1 January 2022 but are either not material or do not have a material impact on the 2022 Group’s financial statements . • Annual Improvements to IFRS Standards 2018–2020 – Amendment to IFRS 1 Initial Adoption of International Financial Reporting Standards, IFRS 9 Financial Instruments, IAS 41 Agriculture • Reference to the Conceptual Framework – Amendments to IFRS3 Business Combinations • Property, Plant and Equipment – Proceeds before Intended Use: Amendments to IAS 16 Property, Plant and Equipment • Onerous Contracts – Cost of Fulfilling a Contract: Amendments to IAS 37 Provisions, Contingent Liabilities and Contingent Assets STANDARDS AND INTERPRETATIONS PUBLISHED, BUT NOT YET APPLICABLE FOR THE ANNUAL PERIOD BEGINNING ON 1 JANUARY 2022 The Group has not anticipated and is not planning on early adopting the following standards and interpretations which are not yet applicable on 31 December 2022: • Amendments to IAS 8 Definition of Accounting Estimates (applicable for the year beginning on or after 1 January 2023, endorsed in the EU) • Amendments to IFRS 16 Leases: Lease Liability in a Sale and Leaseback (applicable retrospectively for annual periods beginning on or after 1 January 2024 with early application permitted. These amendments have not yet been endorsed by the EU) • IFRS 17 Insurance Contracts (applicable for the year beginning on or after 1 January 2023, endorsed in the EU) • Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current (applicable for years beginning on or after 1 January 2024, but not yet endorsed in the EU) • Disclosure Initiative: Accounting Policies –Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2 Making Materiality Judgements (applicable for the year beginning on or after 1 January 2023, endorsed in the EU) • Deferred Tax Related to Assets and Liabilities Arising from a Single Transaction –Amendments to IAS 12 Income Tax (applicable for the year beginning on or after 1 January 2023, endorsed in the EU) The process for determining the potential impact of these standards and interpretations on the Group’s consolidated financial statements is ongoing. The group does not expect any significant changes resulting from the application of these standards. ANNUAL REPORT 2022 | 192 4) Consolidation rules The consolidated financial statements include the financial statements of the Company and its subsidiaries, as well as interests in joint ventures and in associates accounted for using the equity method. All intragroup balances, transactions, revenue and expenses are eliminated, except for the companies accounted for using the equity method; for which the unrealised profits and unrealised losses on transactions are eliminated to the extent of the investor’s interest in the investee and only to the extent that there is no evidence of impairment . SUBSIDIARIES Subsidiaries are companies controlled by the Group. Control is achieved when the Group: • has power over the investee; • is exposed, or has rights, to variable returns from its involvement with the investee; and • has the ability to use its power to affect its returns. The Group reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above. The financial statements of subsidiaries are included in the consolidated financial statements from the date when control begins until the date when control ends. NON CONTROLLING INTEREST Non-controlling interests are measured initially at their proportionate share of the acquirees 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. INTERESTS IN EQUITY-ACCOUNTED INVESTEES The Group’s interests in equity-accounted investees comprise interests in joint ventures and in associates. A joint venture is a contractual agreement whereby the Group and one or several parties agree to undertake an economic activity under joint control and whereby the Group has rights to the net assets of the arrangement, rather than rights to its assets and obligations for its liabilities. Associates are entities over which the Group has significant influence through its participation in their financial and operating policy decisions. They are neither subsidiaries, nor joint ventures of the Group. Significant influence is presumed if the Group, directly or indirectly, holds 20 % or more but less than 50 % of the voting rights. The Group’s interest in a joint venture is accounted for using the equity method from the date when joint control begins until the date when it ends. Under the equity method, the investment in a joint venture is initially recognised at cost. The carrying amount of the investment is adjusted to recognise changes in the Group’s share of net assets of the joint venture since the acquisition date. Goodwill relating to the joint venture is included in the carrying amount of the investment and is not tested for impairment separately. When the share of the Group in the losses exceeds its interest in an equity accounted investee, the carrying amount of that interest is reduced to zero, and the recognition of future losses is discontinued, except to the extent that the Group has an obligation or has made payments on behalf of the investee. In such case the negative investment in equity accounted investees is deducted from other components of the investor’s interest in the equity accounted investee (borrowings to equity accounted investees). The interest in an equity-accounted investee includes, for this purpose, the carrying amount of the investment under the equity method and other long-term interests that in substance form part of the entity’s net investment in the joint venture. If the negative investment in equity accounted investees exceeds the investor’s interest, a liability is recognized for the net amount. The group makes this assessment on a project basis. DIFFERENT REPORTING DATES The financial statements of subsidiaries, joint ventures and associates with reporting dates other than 31 December (reporting date of the Company) are adjusted so as to take into account the effect of significant transactions and events ANNUAL REPORT 2022 | 193 that occurred between the reporting date of the subsidiary, joint venture or associate and 31 December. The difference between 31 December and the reporting date of the subsidiary, joint venture or associate never exceeds 3 months. BUSINESS COMBINATIONS AND GOODWILL Immobel accounts for business combinations using the acquisition method when the acquired set of activities and assets meets the definition of a business and control is transferred to the Group. In determining whether a particular set of activities and assets is a business, the Group assesses whether the set of assets and activities acquired includes, at a minimum, an input and substantive process and whether the acquired set has the ability to produce outputs. Immobel has an option to apply a “concentration test” that permits a simplified assessment of whether an acquired set of activities and assets is not a business. The optional concentration test is met if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets. The consideration transferred in the acquisition is generally measured at fair value, as are the identifiable net assets acquired. Any goodwill that arises is tested annually for impairment. Any gain on a bargain purchase is recognised in profit and loss immediately. Transaction costs are expensed as incurred, except if related to the issue of debt or equity securities. The consideration transferred does not include amounts related to the settlement of pre-existing relationships. Such amounts are generally recognised in profit or loss. 5) Preparation and presentation of the financial statements The consolidated financial statements are presented in thousands of EUR. They are prepared on the historical cost basis, except for some financial instruments which are measured at fair value, as explained in the accounting policies below. 5.1. Foreign currencies TRANSLATION OF FINANCIAL STATEMENTS OF FOREIGN OPERATIONS The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated into euro at the exchange rates at the reporting date. The income and expenses of foreign operations are translated into euro at the exchange rates at the dates of the transactions. Translation differences resulting therefrom are recognised in OCI and accumulated in shareholders’ equity under “translation differences”, except to the extent that the translation difference is allocated to 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 reclassified 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. TRANSACTIONS IN FOREIGN CURRENCIES Transactions are translated into the respective functional currencies of the Group Companies at the exchange rate prevailing on the transaction date. At reporting date, monetary assets and liabilities are converted at the exchange rates on the balance sheet date. Gains or losses resulting from this conversion are recorded as financial result. 5.2. Borrowing costs Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset are capitalised during the period of time that is necessary to complete and prepare the asset for its intended use or sale. Other borrowing costs are expensed in the period in which they are incurred and reported in finance costs. 5.3. Intangible assets Intangible assets are recorded in the balance sheet if it is likely that the expected future economic benefits which may be allocated to assets will flow to the entity and if the cost of the assets can be measured reliably. Intangible assets are measured at cost less accumulated amortisation and any impairment losses. ANNUAL REPORT 2022 | 194 Intangible assets are amortised using the straight-line method on the basis of the best estimate of their useful lives of 3 to 5 years. The amortisation period and method are reviewed at each reporting date. 5.4. Goodwill Goodwill is initially recognised and measured as set out above. Goodwill is not amortised but is reviewed for impairment at least annually. For the purpose of impairment testing, goodwill is allocated to each of the Group’s cash-generating units (or Groups of cash-generating units) expected to benefit from the synergies of the combination. Cash-generating units to which goodwill has been allocated are tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. An impairment loss on goodwill is not reversed in a subsequent period. On disposal of a cash-generating unit, the attributable amount of goodwill is included in the determination of the profit or loss on disposal. 5.5. Property, plant and equipment Property, plant and equipment are measured at cost less accumulated depreciation and any impairment losses. Property, plant and equipment are depreciated prorata temporis on a straight-line basis over their useful lives. Useful lives have been determined as follows: • buildings: 20 to 50 years, • furniture and equipment: 3 to 10 years, • installations, complexes, machinery and specific equipment: 5 to 20 years. Land has an unlimited useful life and therefore it is not depreciated. Subsequent expenses related to property, plant and equipment are only capitalised if it is likely that future economic benefits associated with the item will flow to the entity and if the cost of the item can be measured reliably. 5.6. Investment property Investment property related to projects (land and or (part of) buildings) in Belgium and Luxembourg is property held to earn rental income or for capital appreciation, or both, rather than for use in the production or supply of goods or services or for administrative purposes; or sale in the ordinary course of business. They mainly relate to buildings acquired to be redeveloped and which are leased out until the beginning of development. Investment property is measured at cost, less accumulated depreciation and any accumulated impairment losses. Investment property is amortized over the period between acquisition date and the date on which the redevelopment commences. Investment property is amortized to its residual value. At the date on which the redevelopment commences, the investment property is transferred to inventories at its carrying amount at that time. 5.7. Leases AS A LESSEE With respect to all lease arrangements in which the Group is the lessee, a lease liability (i.e. a liability to make lease payments) will be recognized, as well as a right-of-use asset (i.e. an asset representing the right to use the underlying asset over the lease term), except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value assets (such as tablets and personal computers, small items of office furniture and telephones). For these leases, the Group recognises the lease payments as an operating expense on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased assets are consumed. The Group’s leased assets relate mainly to buildings and transportation equipment. The right-of-use assets are presented separately in the consolidated statement of financial position, and the lease liabilities are presented as part of financial debt. ANNUAL REPORT 2022 | 195 The right-of-use asset is initially measured at the amount of the lease liability plus any initial direct costs incurred by the lessee. Adjustments may also be required for lease incentives, payments at or prior to commencement and restoration obligations or similar. Some lease contracts contain both lease and non-lease components. These non-lease components are usually associated with facilities management services at offices and servicing and repair contracts in respect of motor vehicles. The Group has elected to not separate its leases for offices into lease and non-lease components and instead accounts for these contracts as a single lease component. For its other leases, the lease components are split into their lease and non-lease components based on their relative stand-alone prices. After lease commencement, the right-of-use asset is measured using the cost model. Under the cost model a right-of-use asset is measured at cost less accumulated depreciation and accumulated impairment. Right-of-use assets are depreciated over the shorter period of lease term and useful life of the underlying asset. If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Group expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful life of the underlying asset. Depreciation starts at the commencement date of the lease. The Group applies IAS 36 to determine whether a right-of-use asset is impaired and accounts for any identified impairment loss as described under section 17 hereunder. The lease liability is initially measured at the present value of the lease payments payable over the lease term, discounted at the rate implicit in the lease if that can be readily determined. If that rate cannot be readily determined, the Group uses its incremental borrowing rate. The lease liability is subsequently remeasured to reflect changes in: • the lease term (using a revised discount rate); • the assessment of a purchase option (using a revised discount rate); • the amounts expected to be payable under residual value guarantees (using an unchanged discount rate); or • future lease payments resulting from a change in an index or a rate used to determine those payments (using an unchanged discount rate). The remeasurements are treated as adjustments to the right-of-use asset. AS A LESSOR The Group enters into lease agreements as a lessor with respect to its investment properties. These mainly relate to buildings acquired to be redeveloped and which are rented out until the beginning of development. These contracts are classified as operating leases. Rental income from operating leases is recognised on a straight-line basis over the term of the relevant lease. 5.8. Financial instruments Financial assets and financial liabilities are recognised in the Group’s balance sheet when the Group becomes a party to the contractual provisions of the instrument. CLASSIFICATION AND MEASUREMENT OF FINANCIAL INSTRUMENTS Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in profit or loss. The financial assets include the investments in equity instruments at fair value through profit or loss, loans to related parties, receivables including trade receivables and other receivables, derivative financial instruments, cash and cash equivalents. Trade receivables and debt securities are initially recognized when they are originated. The purchase or sale of a non- derivative financial asset in a regular-way transaction is recognized at trade date FINANCIAL ASSETS – DEBT INSTRUMENTS All recognised financial assets are subsequently measured in their entirety at either amortised cost or fair value, depending on the classification of the financial assets. ANNUAL REPORT 2022 | 196 Debt instruments that meet the following conditions are subsequently measured at amortised cost: • The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and • The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Debt instruments include • Advances to joint ventures and associates that are measured at amortised cost • Trade and other receivables measured at amortised cost; • Cash and cash equivalents comprise cash on hand and demand deposits, together with other short-term, highly liquid investments maturing within 90 days from the date of acquisition that are readily convertible into known amounts of cash and which are subject to an insignificant risk of changes in value. Bank overdrafts are included in liabilities. Those are measured at amortised cost. FINANCIAL ASSETS – INVESTMENTS IN EQUITY INSTRUMENTS On initial recognition, all equity investments are measured at fair value through profit and loss unless the entity makes an irrevocable election to measure the instrument at fair value through other comprehensive income (only possible if not held for trading). Subsequently, they are measured at fair value with gains and losses arising from changes in fair value recognised in the income statement. AMORTISED COST AND EFFECTIVE INTEREST METHOD The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating interest income over the relevant period. For financial instruments other than purchased or originated credit-impaired financial assets, the effective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) excluding expected credit losses, through the expected life of the debt instrument to the gross carrying amount of the debt instrument on initial recognition. The amortised cost of a financial asset is the amount at which the financial asset is measured at initial recognition minus the principal repayments, plus the cumulative amortization using the effective interest method of any difference between that initial amount and the maturity amount, adjusted for any loss allowance. On the other hand, the gross carrying amount of a financial asset is the amortised cost of a financial asset before adjusting for any loss allowance. DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING TRANSACTIONS The Group has elected to adopt the hedge accounting requirements of IFRS 9 Financial Instruments where the hedging instrument and the hedged item match based on an assessment of the effectiveness of the hedge. The effective portion of changes in the fair value of derivatives and other qualifying hedging instruments that are designated and qualify as cash flow hedges is recognised in other comprehensive income and accumulated under the heading of cash flow hedging reserve. When the hedged forecast transaction subsequently results in the recognition of a non-financial item such as inventory, the amount accumulated in the hedging reserve and the cost of hedging reserve is included directly in the initial cost of the non-financial item when it is recognised. For all other hedged forecast transactions, the amount accumulated in the hedging reserve and the cost of hedging reeve is reclassified to profit or loss in the same period or periods during which the hedged expected future cash flows affect profit or loss. The gain or loss relating to the ineffective portion is recognised immediately in profit or loss. IMPAIRMENT OF FINANCIAL ASSETS In relation to the impairment of financial assets and contract assets, an expected credit loss model is applied. The expected credit loss model requires the Group to account for expected credit losses and changes in those expected credit losses at each reporting date to reflect changes in credit risk since initial recognition of the financial assets. Specifically, the following assets are included in the scope for impairment assessment for the Group: 1) trade receivables; 2) current and non-current other receivables and loans to related parties; 3) contract assets; 4) cash and cash equivalents. IFRS 9 requires the Group to measure the loss allowance for a financial instrument at an amount equal to the lifetime expected credit losses if the credit risk on that financial instrument has increased significantly since initial recognition. On the other hand, if the credit risk on a financial instrument has not increased significantly since initial recognition, the Group ANNUAL REPORT 2022 | 197 is required to measure the loss allowance for that financial instrument at an amount equal to 12 month expected credit losses. The Group makes use of a simplified approach in accounting for trade and other receivables as well as contract assets and records the loss allowance as lifetime expected credit losses. These are the expected shortfalls in contractual cash flows, considering the potential for default at any point during the life of the financial instrument. In calculating, the Group uses its historical experience, external indicators and forward-looking information to calculate the expected credit losses using a provision matrix. The expected credit loss is assessed for each financial asset and contract asset on an individual basis and is generally immaterial in view of the fact that a physical asset can be considered as a collateral (guarantee) in the assessment of the expected credit loss : trade receivables generally relate to the sales of residential units under construction and advances to associates and joint ventures relate to financing projects under development and contract assets arises in in situations where revenue is recognised in advance of the next progress billing. DERECOGNITION OF FINANCIAL ASSETS The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party. If the Group neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognises its retained interest in the asset and an associated liability for amounts it may have to pay. If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognise the financial asset and also recognises a collateralised borrowing for the proceeds received. On derecognition of a financial asset measured at amortised cost, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognised in profit or loss. FINANCIAL LIABILITIES All financial liabilities of the Group are subsequently measured at amortised cost using the effective interest method. Interest-bearing bank loans and overdrafts are recorded at the amount of cash obtained, after deduction of any transaction costs. After initial recognition, they are measured at amortized cost. Any difference between the consideration received and the redemption value is recognized in income over the period of the loan using the effective interest rate. The Group derecognises a financial liability when its contractual obligations are discharged or cancelled, or expire. The Group also derecognises a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognised at fair value. On derecognition of a financial liability, the difference between the carrying amount extinguished and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognised in profit or loss. SHAREHOLDER’S EQUITY Issue costs that may be directly allocated to an equity transaction are recorded as a deduction from equity. As a consequence, capital increases are recorded at the proceeds received, net of issue costs and net of tax. When shares recognised as equity are repurchased, the amount of the consideration paid, which includes directly attributable costs, is recognised as a deduction from equity. Repurchased shares are classified as treasury shares and are presented in the treasury share reserve. When treasury shares are sold or reissued subsequently, the amount received is recognised as an increase in equity and the resulting surplus or deficit on the transaction is presented in retaining earnings. CASH FLOWS Cash flows are inflows and outflows of cash and cash equivalents. Operating activities are the principal revenue-producing activities of the entity and other activities that are not investing or financing activities. Acquisitions and sales of projects through the purchase or sale of assets are considered as operating activities and are presented as part of the cash flows from operating activities, whether the project is classified in inventory. Investing activities are the acquisition and disposal of long-term assets and other investments not included in cash equivalents. Financing activities are activities that result in changes in the size and composition of the contributed equity and borrowings of the entity. The capitalization of borrowing costs has no impact on the statement of cash flows. ANNUAL REPORT 2022 | 198 5.9. Inventories Inventories are measured at cost or net realisable value, whichever is lower. Net realizable value is the estimated selling price in the ordinary course of business, less estimated completion costs and costs to sell. The acquisition cost of purchased goods includes acquisition cost and expenses directly attributable to the purchases. For finished goods and work in progress, the cost price takes into account direct expenses and a portion of production overhead without including administrative and financial expenses. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated cost necessary to make the sale. The impairment in value or loss (write-down or reversals) on inventories to bring them to their net realisable value is recognised in profit or loss in ‘cost of sales’ in the year when the impairment in value occurs. The interests incurred during construction are capitalised. The costs of borrowings are capitalised depending on the nature of the funding. The cost of funding defined as “project financing” are fully allocated to projects funded. The costs of “Corporate” and “Bonds” financing are partially allocated based on an allocation key taking into account the projects under development and the amounts invested. The activation of the borrowing costs stops as soon as the project is ready for its intended sale. 5.10. Provisions Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, when it is probable that an outflow of resources will be necessary to settle the obligation and when a reliable estimate of the amount of the obligation can be made. The amount recognised as a provision is the best estimate of the expenditure required to settle the present obligation if necessary. CONTINGENT LIABILITIES AND CONTINGENT ASSETS Contingent liabilities, which occurrence is not probably, are not recognized as a provision and are mentioned in the notes to the financial statements, provided that the risk is not remote. Contingent assets are not recognized in the financial statements. 5.11. Employee benefits POST-EMPLOYMENT BENEFITS The Group operates a defined-benefit pension plan and a defined-contribution pension plan. • « Defined-contribution » pension plan Contributions to these pension plans are recognized as an expense in the income statement as the related service is provided.. • « Defined-benefit » pension plan For such a plan, the cost of corresponding commitments is determined using the Projected Unit Credit Method, with present values being calculated at reporting date. The amount recognised in the balance sheet represents the present value of the estimated amount of future benefits that employees have earned in return for their service in the current and prior periods, less the fair value of plan assets. Any asset resulting from this calculation is limited to the present value of possible refunds to the Group or reductions in future contributions to the plan. Actuarial gains and losses are directly recorded in the other elements of comprehensive income and accumulated in a separate reserve within equity. These accumulated actuarial gains and losses are subsequently never reclassified to profit or loss. BONUSES Bonuses granted to employees and senior executives are based on targets relating to key financial indicators. The estimated amount of bonuses is recognized as an expense in the year to which they relate. ANNUAL REPORT 2022 | 199 5.12. Grants related to assets or investment subsidies Received government grants related to assets or investment subsidies are recognised in the balance sheet as deferred income. They are recognised as income in equal amounts over the expected useful life of the related asset. 5.13. Operating income Group revenue comes mainly from Real Estate Development activities. Under IFRS 15, revenue is recognised when the customer obtains control of the goods or services sold, for an amount which reflects what the entity expects to receive for the goods or services. The main categories of sale contracts used by the Group comprise: SALES OF OFFICE BUILDINGS In accordance with IFRS 15, Immobel assesses on a case-by-case basis: • Whether the agreement, the contract or the transaction meets the definition of a contract with a customer, considering the probability of the Group recovering the consideration to which it is entitled; • Whether, under a contract, the sale of the land, the development and the commercialisation represent distinct performance obligations; • Whether, for each obligation, the revenue is subject to a gradual transfer of control, particularly for projects which may satisfy the third criterion defined by IFRS 15.35 (“Performance creating a specific asset and giving rise to an enforceable right to payment for performance completed to date”), and must be recognised over time. Payment terms for office sales are negotiated and stipulated in the individual contracts. SALES OF RESIDENTIAL PROJECTS For “Residential” projects, the analysis has distinguished revenue from contracts for which the contractual provisions and the legal context (Breyne Act in Belgium or equivalent in Luxembourg, France and Germany) establish a gradual transfer of control of the asset to the purchaser as the construction progresses from other revenue linked to contracts with customers for which control is transferred at a point in time. Projects involving residential units - Breyne Act contracts (Belgium, Luxembourg, France and Germany) Legally foreseen by the legal framework in Belgium and Luxembourg, the ownership of a residential unit is gradually transferred to the purchaser during the construction period as such as the revenue is recognized over time for residential properties when the entity's performance does not create an asset with an alternative use to the entity and the entity has an enforceable right to payment for performance completed to date. Revenue (with no distinction between “land” and “development”) is recognised over time for each residential project based on progress of works measured by incurred and budgeted costs. In Poland revenue is recognised upon the signing of the final deed, i.e. once the unit being sold is delivered, because there is no enforceable right to payment for performance completed to date according to the regulatory framework. OTHER SALES OF RESIDENTIAL PROJECTS Other types of sale may occur (block sale of a project, hotel, commercial space, etc.). Such transactions are therefore subject to an analysis on a case-by-case basis using an approach similar to that described for the “Office” schemes. LANDBANKING For this segment, the sales revenue is recorded when the asset is transferred at the moment of the notarial deed. The revenue from the sale of a project is recognized in gross (sales price and cost of sales) regardless of the structure of the transaction (share deal / asset deal). Disposals of subsidiaries dedicated to a project and that do not contain a business are considered part of the normal business of the Group and are therefore recognized in sales and cost of sales (IFRS 15). Upon disposal of such a subsidiary the same accounting policies with regard to the timing of revenue recognition as described above are applied. The method of legal ownership has no impact on the recognition of the margin but on its presentation, which will differ depending on whether it is: • Direct property, subsidiary: the results are recorded in sales and cost of sales irrespective of the legal structure of ownership of the asset; ANNUAL REPORT 2022 | 200 • Joint ventures: in accordance with IFRS 11, when a partnership gives rise to joint control over net assets, Immobel recognizes an investment for its interest in the joint venture and recognizes it using the equity method (IAS 28). The result of the sales of property within a joint venture is therefore presented under the heading “Share in the profit or loss of joint ventures and associates” When the Group loses control of a subsidiary that does not contain a business as defined by IFRS 3 and retains an investment (partial sale of a company dedicated to a project), the transaction is treated as a transaction between an investor and its associate or joint venture and the gain or loss is recognised in operating result only to the extent of unrelated investors’ interest in the associate or joint venture. If a downstream transaction results in a loss, then no portion of the loss is eliminated to the extent that it provides evidence of a reduction in the net realizable value or of impairment of the asset to be sold or contributed. With respect to operating leases, rent is recognised on a straight-line basis over the term of the lease, even if payments are not made on this basis. Lease incentives granted by the Group in negotiating or renewing an operating lease are recognised as a reduction of the lease income on a straight-line basis over the term of the lease. 5.14. Impairment of non-financial assets The carrying amount of non-current assets (other than financial assets in the scope of IFRS 9, deferred taxes and non- current assets held for sale) is reviewed at the end of each reporting period in order to determine if an indication exists that an asset has impaired. If such indication exists, the recoverable amount is determined. Regarding intangible assets with indefinite useful lives and goodwill, an impairment test needs to be performed on an annual basis and whenever an impairment indicator has been identified. . An impairment loss is recognized if the carrying amount of the asset or the cash- generating unit exceeds its recoverable amount. Impairment losses are presented in the operating expenses. When the recoverable amount cannot be individually determined for an asset, including goodwill, it is measured at the level of the cash generating unit to which the asset belongs. The recoverable amount of an asset or cash-generating unit is its fair value less costs of disposal or its value in use, whichever is higher. The latter is the present value of expected future cash flows from the asset or the respective cash generating unit. In order to determine the value in use, the future cash flows are discounted using a pre-tax discount rate which reflects both the current market rate and the specific risks of the asset. A reversal of impairment loss is recognised operating revenue if the recoverable amount exceeds the net book value. However, the reversal may not lead to a higher book value than the value that would have been determined if no impairment loss had been initially recorded on this asset (cash-generating unit). No reversal of impairment loss is recognized on goodwill. 5.15. Taxes Income tax for the year includes current and deferred tax. Current and deferred income taxes are recognised in profit and loss unless they relate to items recognised directly under shareholders’ equity or other comprehensive income, in which case they are also recognised under shareholders’ equity or other comprehensive income. Current tax is the amount of income taxes payable (or recoverable) on the profit (or loss) of the current year and comprises any adjustments to tax charges of previous years. Deferred tax is recognised using the liability method,recognizing deferred taxes in respect of temporary differences between the book value of assets and liabilities in the consolidated accounts and their tax basis. Deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised on unused tax losses and on deductible temporary differences if it is probable that future taxable profits will be available against which they can be used. Deferred tax assets are re-evaluated at each reporting date. 5.16. Discontinued operations and non-current assets held for sale A discontinued operation is a component of an entity that either has been disposed of or is classified as held for sale. Such component represents a separate major line of business or geographical area of operations that can be clearly distinguished, operationally and for financial reporting purposes. The net result of discontinued operations (including possible results on disposal and taxes) is presented separately from the continued operations in the income statement. ANNUAL REPORT 2022 | 201 Non-current assets, or disposal groups comprising assets and liabilities, are classified as held-for sale if it is highly probable that they will be recovered primarily through sale rather than through continuing use. Such assets, or disposal groups, are generally measured at the lower of their carrying amount and fair value less costs of disposal. Any impairment loss on a disposal group is allocated first to goodwill, and then to the remaining assets and liabilities on a pro rata basis, except that no loss is allocated to inventories, financial assets, deferred tax assets, employee benefit assets which continue to be measured in accordance with the Group’s other accounting policies. Impairment losses on initial classification as held-for-sale and subsequent gains and losses on remeasurement are recognised in profit or loss. Once classified as held-for-sale, intangible assets, property, plant and equipment and investment property are no longer amortised or depreciated, and any equity-accounted investee is no longer equity accounted. 5.17. Main judgements and main sources of uncertainties related to the estimations In preparing these consolidated financial statements, management has made judgements and estimates that affect the application of the Group’s accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognised prospectively. The deferred tax assets are recognised upon availability of future taxable profit against which deductible temporary differences and tax losses carried forward can be utilised. When a project company with tax losses carried forward contains a project with future taxable profits a deferred tax asset is recognised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that is no longer probable that the related tax benefit will be realised; such reductions are reversed when the probability of future taxable profits improves. Immobel’s deferred tax asset positions were reviewed in order to make sure they can be recovered through future taxable income. The Group also monitored changes to legislation, revisions to tax rates and other tax measures taken – see note 17. The projects in inventory are subject to feasibility studies used in determining the net realisable value and any required write down, and if applicable for the release of margin and the computation of the rate of completion. At each closing date, the expenses to be incurred are estimated. With regard to the inventories (projects to be developed), the assumptions used to assess the net realisable value of the projects under development are reviewed on quarterly basis by the project manager and updated based on the most recent market data (with respect to residential projects: expected sales prices and construction costs and with respect to the office project: expected exit yields, expected rental levels and construction costs). Obviously, the current macroeconomic environment with higher construction costs inflation and interest rates has been taken into account. No write-downs have been identified as at 31 December 2022 as the respective net realisable value is higher than the carrying amount for each of the projects – see note 18. Investment properties are amortized using the straight-line method based on an estimate of the duration up to the beginning of the development of the project, date when they are transferred to inventories, and taking into account a residual value estimated at that date. Investment properties are tested for impairment in function of the forecasted net residual value of the project once this asset will be developed, based on equal assumptions as net residual value of inventory. Taken into account the recent acquisitions, management does not assess a material risk on impairment – see note 15. Income from the sale of a project is recognized in gross (sales price and cost of sales) regardless of the structure of the transaction (asset deal / share deal). Disposals of controlled companies dedicated to a project are therefore considered part of the Group’s normal business and are therefore recognized as revenue and cost of sales at the time of the disposal. The presentation is taking into account the specificities of the Group’s sector and activity. End December 2019, Immobel was notified with 2 decisions of the Belgian Council of State in a legacy file relating to the purchase of land plots in 2007 from the Université Libre de Bruxelles. A joint venture between Immobel and its partner, Thomas & Piron, obtained in 2014 all necessary building permits for the development of a residential project on the relevant land plot. The decision of the Council of State of end 2019, however, lead to an annulment of the building permits obtained back in 2014 due to the absence of a prior allotment permit at the time of purchase of the land from Université Libre de Bruxelles in 2007. The purchasers of the relevant apartment units were duly informed on the pending legal procedure before the Council of State at the time of purchase of their unit and their purchase deed provide for the right to apply for an annulment of the sale of their unit under certain circumstances, including in case regularisation of the relevant building permits is not realized within the contractual delay. The aforementioned situation is eligible for regularisation and, at the date hereof, Immobel and its partner Thomas & Piron are in the process of regularization and expect that the financial impact of such right to rescind will not materially impact the financial position of the joint venture partners. ANNUAL REPORT 2022 | 202 5.18. Segment reporting A segment is a distinguishable component of the Group, which generates revenues and costs. The operating results are regularly reviewed by the Management Committee in order to monitor the performance of the various segments in terms of strategic goals, plans and budgets. In this context, the Board of Directors has opted to follow up the operating results by country. F. Notes to the consolidated financial statements (in thousand EUR) 1) Operating segment - financial information by geographical segment The segment reporting is presented based on the operational segments used by the Board of Directors to monitor the financial performance of the Group, being the geographical segments (by country). The choice made by the Board of Directors to focus on geographical segment rather than on other possible operating segments is motivated by local market characteristics (customers, product, regulation, culture, local network, political environment, etc.) as being the key business drivers. The core business of the Group, real estate development, is carried out in Belgium, Luxemburg, France, Germany, Poland, Spain and the United Kingdom. The breakdown of sales by country depends on the country where the activity is carried out. The Group has been applying IFRS 11 since 1 January 2014, which substantially amended the reading of the Group’s financial statements, but does not affect the net income and shareholders’ equity. However, the Board of Directors believes that the financial information based on the proportionate consolidation of the Group’s joint ventures (before IFRS 11) gives a better picture of the activities and financial statements. Therefore, the information reported to the Board of Directors and presented below includes the Group’s interest in joint ventures based on the proportionate consolidation method. Using this consolidation method, intercompany transactions are eliminated at percentage of financial rights detention. Consolidation under equity method is applied for associates. OVERVIEW OF THE CONSOLIDATED INCOME STATEMENT (INTERNAL VIEW) INCOME STATEMENT EUR ('000) 31/12/2022 31/12/2021 OPERATING INCOME 409,515 549,046 Revenues 377,377 526,799 Rental income 17,894 14,160 Other operating income 14,244 8,087 OPERATING EXPENSES -386,615 -430,390 Cost of sales -294,770 -396,929 Cost of commercialisation -215 -439 Administration costs -91,630 -33,022 OPERATING PROFIT 22,900 118,656 SALE OF SUBSIDIARIES 25 Gain (loss) on sales of subsidiaries 25 JOINT VENTURES AND ASSOCIATES 105 63 Share of result of joint ventures and associates, net of tax 105 63 OPERATING PROFIT AND SHARE OF RESULT OF ASSOCIATES AND JOINT VENTURES, NET OF TAX 23,005 118,744 Interest income 3,330 3,835 Interest expense -8,020 -13,299 Other financial income / expenses -4,834 -43 NET FINANCIAL COSTS -9,524 -9,507 PROFIT FROM OPERATIONS BEFORE TAXES 13,481 109,237 Income taxes -3,710 -17,596 PROFIT OF THE PERIOD 9,771 91,641 Share of non-controlling interests -952 -509 SHARE ATTRIBUTABLE TO OWNERS OF THE COMPANY 10,723 92,150 ANNUAL REPORT 2022 | 203 REVENUES AND OPERATING RESULT ARE ALLOCATED AS FOLLOWS PER GEOGRAPHICAL SEGMENT EUR ('000) REVENUES OPERATING RESULT REVENUES OPERATING RESULT 31/12/2022 31/12/2022 31/12/2021 31/12/2021 Belgium 279,129 88,599 273,307 90,851 Luxembourg 30,019 1,573 119,491 22,616 France 45,432 -49,014 87,530 938 Germany 20,993 -12,155 44,637 4,724 Poland 1,224 -598 1,834 -385 Spain 580 163 United Kingdom -5,563 TOTAL CONSOLIDATED 377,377 23,005 526,798 118,744 SUMMARY OF THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION (INTERNAL VIEW) STATEMENT OF FINANCIAL POSITION EUR ('000) 31/12/2022 31/12/2021 (represented) NON-CURRENT ASSETS 258,956 428,873 Intangible assets and property, plant and equipment 5,479 3,102 Goodwill 43,789 Right-of-use assets 9,937 3,772 Investment property 133,520 274,666 Investments and advances to joint ventures and associates 70,728 63,555 Deferred tax assets 27,008 25,656 Other non-current assets 12,284 14,334 CURRENT ASSETS 1,840,242 1,617,739 Inventories 1,360,703 997,103 Trade receivables 24,309 44,632 Contract assets 45,128 138,985 Tax receivables and other current assets 88,252 58,445 Advances to joint ventures and associates 6,588 9,660 Cash and cash equivalents 315,262 368,914 TOTAL ASSETS 2,099,198 2,046,612 TOTAL EQUITY EUR ('000) 572,644 582,798 NON-CURRENT LIABILITIES 847,078 681,903 Financial debts 824,153 651,775 Deferred tax liabilities 22,358 28,972 Other non-current liabilities 567 1,155 CURRENT LIABILITIES 679,476 781,911 Financial debts 318,445 453,077 Trade payables 113,780 98,943 Contract liabilities 61,470 32,876 Tax payables and other current liabilities 168,699 175,243 Advances from joint venture and associates 17,083 21,772 TOTAL EQUITY AND LIABILITIES 2,099,198 2,046,612 () Some adjustments were made in the presentation of the balance sheet as at 31 December 2021 that have no impact on equity. They concern the following headings: inventories (- EUR 20,872 thousand), deferred tax liabilities (- EUR 5,218 thousand) and taxes payable and other current liabilities (- EUR 15,654 thousand). ANNUAL REPORT 2022 | 204 AS AT 31 DECEMBER 2022 FINANCIAL POSITION ITEMS EUR ('000) NON-CURRENT SEGMENT ASSETS CURRENT SEGMENT ASSETS UNALLOCATED ITEMS ¹ CONSOLIDATED Belgium 13,481 994,168 1,007,649 Luxembourg 28,017 201,771 229,788 France 44,982 237,635 282,617 Germany 2 44,369 44,371 Poland 29 82,317 82,346 Spain 383 27,163 27,546 United Kingdom 62,065 3,550 65,615 Unallocated items 1 359,265 359,265 TOTAL ASSETS 148,959 1,590,974 359,265 2,099,198 FINANCIAL POSITION ITEMS EUR ('000) SEGMENT LIABILITIES UNALLOCATED ITEMS ¹ CONSOLIDATED Belgium 973,358 973,358 Luxembourg 128,411 128,411 France 198,079 198,079 Germany 59,144 59,144 Poland 66,454 66,454 Spain 5,949 5,949 United Kingdom 52,227 52,227 Unallocated items 1 42,932 42,932 TOTAL LIABILITIES 1,483,622 42,932 1,526,554 AS AT 31 DECEMBER 2021 FINANCIAL POSITION ITEMS EUR ('000) NON-CURRENT SEGMENT ASSETS CURRENT SEGMENT ASSETS UNALLOCATED ITEMS ¹ CONSOLIDATED Belgium 207,677 1,029,503 1,237,180 Luxembourg 27,345 191,206 218,551 France 91,302 38,370 129,672 Germany 1 21,715 21,716 Poland -11 26,234 26,223 Spain 5 2,880 2,885 United Kingdom Unallocated items 1 410,385 410,385 TOTAL ASSETS 326,319 1,309,908 410,385 2,046,612 FINANCIAL POSITION ITEMS EUR ('000) SEGMENT LIABILITIES UNALLOCATED ITEMS ¹ CONSOLIDATED Belgium 1,087,218 1,087,218 Luxembourg 130,033 130,033 France 123,693 123,693 Germany 18,476 18,476 Poland 46,773 46,773 Spain 7,754 7,754 Unallocated items 1 49,866 49,866 TOTAL LIABILITIES 1,413,947 49,866 1,463,813 (1) Unallocated items: Assets: Deferred tax assets - Other non-current financial assets - Other non-current assets - Tax receivables - Other current financial assets - Cash and equivalents - Liabilities: Employee benefit obligations – Provisions - Deferred tax liabilities - Tax liabilities – Derivative financial instruments. ANNUAL REPORT 2022 | 205 For the analysis of projects in progress by operational segment, inventories should be taken into consideration, as well as investment property, since the latter contains leased out property acquired with a view to be redeveloped. INVENTORIES AND INVESTMENT PROPERTY EUR ('000) Offices Residential Landbanking 31/12/2022 Belgium 352,681 306,298 80,192 739,171 Luxembourg 27,625 151,098 178,723 France 220,397 59,922 280,319 Germany 112,465 112,465 Poland 38,739 65,463 104,202 Spain 18,254 18,254 United Kingdom 61,089 61,089 TOTAL INVENTORIES AND INVESTMENT PROPERTY 700,531 713,500 80,192 1,494,223 INVENTORIES AND INVESTMENT PROPERTY EUR ('000) Offices Residential Landbanking 31/12/2021 (represented) Belgium 359,350 285,751 66,698 711,799 Luxembourg 28,261 143,168 171,429 France 210,556 34,127 244,683 Germany 59,033 59,033 Poland 34,341 36,095 70,436 Spain 14,389 14,389 United Kingdom TOTAL INVENTORIES AND INVESTMENT PROPERTY 632,508 572,563 66,698 1,271,769 The main movements in inventories and investment property are driven by the acquisition of new projects (mainly Héros in Belgium, Issy-les-Moulineaux in France, Gutenbergstrasse in Germany en Leeds in United Kingdom), the exit of office projects (Cours Saint-Michel and The Woods in Belgium) and the ongoing development of all projects in the portfolio (with main movements coming from Granaria in Poland, Canal in Luxembourg, Eden in Germany and Rueil Malmaison in France). () As previously mentioned, some presentation adjustments without any impact on equity have been made in the presentation of the balance sheet as at 31 December 2021, which includes a reclassification impacting the inventories (- EUR 20 872 thousand), and more specifically the inventories for residential projects in Spain. RECONCILIATION TABLE EUR ('000) Operating Adjustments Published Segment Information Revenues 377,377 -150,149 227,228 Operating result 23,005 -5,522 17,483 Total balance sheet 2,099,198 -351,171 1,748,027 31/12/2022 For segment information, joint ventures are consolidated using the proportional method. The adjustments result from the application of IFRS 11, resulting in the consolidation of joint ventures and associates using the equity method. ANNUAL REPORT 2022 | 206 2) Revenues The Group generates its revenues through commercial contracts for the transfer of goods and services in the following main revenue categories: Offices Residential Landbanking 31/12/2022 Belgium 57,409 64,256 7,758 129,423 Luxembourg 1,616 21,692 23,308 France 35 52,087 52,122 Germany 20,993 20,993 Poland 334 483 817 Spain 565 565 Total 59,394 160,076 7,758 227,228 Offices Residential Landbanking 31/12/2021 Belgium 74,219 65,830 21,293 161,342 Luxembourg 6,376 96,498 102,874 France 1,951 66,555 68,506 Germany 44,726 44,726 Poland 541 1,520 2,061 Total 83,087 275,129 21,293 379,509 Cross-analysis by type of project and by geographical zone - EUR (000) Cross-analysis by type of project and by geographical zone - EUR (000) Revenues for Belgium are mainly driven by Commerce 46 and The Woods for Offices and O’Sea, Lalys and St Roch for Residential, for Luxembourg by Canal, for France by Savigny-sur-Orge and Bussy St Georges and for Germany by Eden Tower Frankfurt. Revenues from residential projects are lower mainly due to fewer projects in sales as a result of the lower permitting activity over recent years. The breakdown of sales according to these different principles of recognition is as follows: EUR ('000) Point in time Over time 31/12/2022 OFFICES 20,901 38,493 59,394 RESIDENTIAL 483 159,593 160,076 Residential unit per project - Breyne Act or equivalent 159,593 159,593 Residential unit per project - Other 483 483 Other project LANDBANKING 7,758 7,758 TOTAL REVENUE 29,142 198,086 227,228 EUR ('000) Point in time Over time 31/12/2021 OFFICES 1,931 81,156 83,087 RESIDENTIAL 92,260 182,869 275,129 Residential unit per project - Breyne Act or equivalent 182,869 182,869 Residential unit per project - Other 92,260 92,260 Other project LANDBANKING 21,293 21,293 TOTAL REVENUE 115,484 264,025 379,509 Timing of revenue recognition Timing of revenue recognition With respect to offices, as the share purchase agreement includes clauses that the property cannot be sold to another party and that the payment is due upon delivery, Commerce 46 is recognised over time as the Board of Directors believes both the “alternative use” and the “right to payment” criteria for this sale have been met. The sale of The Woods has been recognised at the time of the sale. The transaction price relating to performance obligations unrealized or partially realized at 31 December 2022 amounted to EUR 89 million. It mainly concerns the sales of residential units of which construction is in progress (for the totality of their value or the unrecognized part based on progress of completion) as well as the sales of offices of which the contract analysis deemed to assume that the recognition criteria were not met under IFRS 15. EUR ('000) 31/12/2022 31/12/2021 OFFICES Construction, commercialisation and other contractual arrangements 2,661 39,714 RESIDENTIAL Construction of sold units 86,254 67,641 LANDBANKING TOTAL 88,915 107,355 The Group’s management estimates that 81 % of the price allocated to these outstanding performance obligations as at 31 December 2022 will be recognized as revenue in fiscal year 2023. ANNUAL REPORT 2022 | 207 3) Rental income Breakdown of the rental of investment properties is allocated as follows by geographical segment: EUR ('000) 31/12/2022 31/12/2021 Belgium 4,562 5,205 France 2,837 2,546 Luxembourg 1,679 1,617 TOTAL RENTAL INCOME 9,078 9,368 The main contributors are the projects Isala in Belgium, Rueil Malmaison in France and Thomas in Luxembourg. The lease periods depend on the relevant investment property agreements and have a term for the current contracts of two and a half years. 4) Other operating income Break down as follows: EUR ('000) 31/12/2022 31/12/2021 Other income 7,569 3,938 TOTAL OTHER OPERATING INCOME 7,569 3,938 The increase compared to the previous financial year is mainly driven by recharging fit-out works related to new offices and other recoveries of taxes and withholdings, miscellaneous reinvoicing… ANNUAL REPORT 2022 | 208 5) Cost of sales Cost of sales is allocated as follows per geographical segment: EUR ('000) 31/12/2022 31/12/2021 Belgium -103,813 -120,483 Luxembourg -22,341 -88,263 France -49,986 -60,276 Germany -32,174 -39,839 Poland -226 -2,205 Spain -175 United Kingdom -151 TOTAL COST OF SALES -208,866 -311,066 Cost of sales for Belgium are mainly driven by Commerce 46 and The Woods for Offices and O’Sea, Lalys and St Roch for Residential, for Luxembourg by Canal, for France by Savigny-sur-Orge, Osny and Bussy St Georges and for Germany by Eden Tower Frankfurt. In Germany, the Eden Tower (Frankfurt) project – which is currently being completed – has recorded significantly higher construction costs than expected, leading to a negative impact on the net profit. Cost of sales from residential projects are lower mainly due to fewer projects in sales as a result of the lower permitting activity over recent years. 6) Administration costs Break down as follows: EUR ('000) 31/12/2022 31/12/2021 Personnel expenses -16,939 -7,768 Amortisation, depreciation and impairment of assets -50,078 -4,584 Other operating expenses -17,486 -14,455 TOTAL ADMINISTRATION COSTS -84,503 -26,807 In general, Administration costs have increased as a result of Immobel Capital Partners’ activities being launched in London and the impairment of the goodwill in Immobel France. PERSONNEL EXPENSES Break down as follows: EUR ('000) 31/12/2022 31/12/2021 Salaries and fees of personnel and members of the Exectuive Committee -37,063 -28,488 Project monitoring costs capitalized under "inventories" 24,572 24,629 Social security charges -3,368 -3,542 Pension costs -80 -86 Other -1,000 -281 TOTAL PERSONNEL EXPENSES -16,939 -7,768 AMORTISATION, DEPRECIATION AND IMPAIRMENT OF ASSETS Break down as follows: EUR ('000) 31/12/2022 31/12/2021 Goodwill impairment -43,789 Amortisation of intangible and tangible assets, and of investment property -6,161 -4,693 Write down on trade receivables -128 109 TOTAL AMORTISATION, DEPRECIATION AND IMPAIRMENT OF ASSETS -50,078 -4,584 The increase in the Depreciation and Impairment on Assets is primarily due to the amortization of goodwill related to the acquisition of Nafilyan & Partners in 2019. This is in response to the management's decision to focus more on the development of large mixed-use projects and offices in France than on small residential projects. – cfr. note 12 PERSONNEL EXPENSES Break down as follows: EUR ('000) 31/12/2022 31/12/2021 Salaries and fees of personnel and members of the Exectuive Committee -37,063 -28,488 Project monitoring costs capitalized under "inventories" 24,572 24,629 Social security charges -3,368 -3,542 Pension costs -80 -86 Other -1,000 -281 TOTAL PERSONNEL EXPENSES -16,939 -7,768 AMORTISATION, DEPRECIATION AND IMPAIRMENT OF ASSETS Break down as follows: EUR ('000) 31/12/2022 31/12/2021 Goodwill impairment -43,789 Amortisation of intangible and tangible assets, and of investment property -6,161 -4,693 Write down on trade receivables -128 109 TOTAL AMORTISATION, DEPRECIATION AND IMPAIRMENT OF ASSETS -50,078 -4,584 The increase in the Depreciation and Impairment on Assets is primarily due to the amortization of goodwill related to the acquisition of Nafilyan & Partners in 2019. This is in response to the management's decision to focus more on the development of large mixed-use projects and offices in France than on small residential projects. – cfr. note 12 PERSONNEL EXPENSES Break down as follows: EUR ('000) 31/12/2022 31/12/2021 Salaries and fees of personnel and members of the Exectuive Committee -37,063 -28,488 Project monitoring costs capitalized under "inventories" 24,572 24,629 Social security charges -3,368 -3,542 Pension costs -80 -86 Other -1,000 -281 TOTAL PERSONNEL EXPENSES -16,939 -7,768 AMORTISATION, DEPRECIATION AND IMPAIRMENT OF ASSETS Break down as follows: EUR ('000) 31/12/2022 31/12/2021 Goodwill impairment -43,789 Amortisation of intangible and tangible assets, and of investment property -6,161 -4,693 Write down on trade receivables -128 109 TOTAL AMORTISATION, DEPRECIATION AND IMPAIRMENT OF ASSETS -50,078 -4,584 The increase in the Depreciation and Impairment on Assets is primarily due to the amortization of goodwill related to the acquisition of Nafilyan & Partners in 2019. This is in response to the management's decision to focus more on the development of large mixed-use projects and offices in France than on small residential projects. – cfr. note 12 ANNUAL REPORT 2022 | 209 OTHER OPERATING EXPENSES Break down as follows: EUR ('000) 31/12/2022 31/12/2021 Services and other goods -12,716 -10,269 Other operating expenses -3,767 -4,036 Provisions -1,003 -150 TOTAL OTHER OPERATING EXPENSES -17,486 -14,455 Main components of services and other goods: EUR ('000) 31/12/2022 31/12/2021 Service charges of the registered offices -2,812 -3,185 Third party payment, including in particular the fees paid to third parties -2,169 -1,884 -7,735 -5,200 TOTAL SERVICES AND OTHER GOODS -12,716 -10,269 Other services and other goods, including company supplies, advertising, maintenance and repair expense of properties available for sale awaiting for development Amount of fees allocated during the year to KPMG Company auditors B.V./S.R.L. and its network: EUR ('000) 31/12/2022 31/12/2021 Audit fees at consolidation level (Belgium) -313 -265 Audit fees for the Statutory Auditor for extraordinary presentations or special assignments within the Group (Belgium) -118 -82 - Other audit assignments -92 -57 - Tax advice - Other assignments outside the ordinary auditor's remit -26 -25 Audit fees at consolidation level (Abroad) -227 -186 Audit fees for the Statutory Auditor for extraordinary presentations or special assignments within the Group (Abroad) - Other audit assignments - Tax advice - Other assignments outside the ordinary auditor's remit Total -658 -533 The missions outside the audit mission were approved by the Audit & Risk Committee. Main components of variations in provisions: EUR ('000) 31/12/2022 31/12/2021 Provisions related to the sales 270 17 Other provisions 733 197 TOTAL VARIATIONS IN PROVISIONS 1,003 214 Increase 1,834 724 Use and reversal -831 -510 7) Share in the result of joint ventures and associates, net of tax The share in the net result of joint ventures and associates breaks down as follows: EUR ('000) 31/12/2022 31/12/2021 Operating result 73,549 64,561 Financial result -5,168 -4,441 Income taxes -1,200 -15,589 RESULT OF THE PERIOD 67,181 44,531 The result of joint ventures and associates is mainly driven by the sale of Cours Saint-Michel. Further information relating to joint ventures and associates is provided in note 16. ANNUAL REPORT 2022 | 210 8) Net financial costs The financial result breaks down as follows: EUR ('000) 31/12/2022 31/12/2021 Interest expense under the effective interest method -19,728 -15,612 Capitalised interests on projects in development 15,553 9,364 Fair value changes -89 -358 Interest income 4,398 4,983 Other financial income and expenses -4,489 -3,471 FINANCIAL RESULT -4,355 -5,094 The decrease in the financial result is mainly due to a higher capitalisation of interest, mainly because of lower number of project in commercialisation, offsetting higher costs of interest, mainly because of higher debt levels . 9) Income taxes Income taxes are as follows: EUR ('000) 31/12/2022 31/12/2021 Current income taxes for the current year -5,299 -15,416 Current income taxes for the previous financial years -1,161 505 Deferred taxes on temporary differences 3,705 13,292 TOTAL OF TAX EXPENSES RECOGNIZED IN THE STATEMENT OF COMPREHENSIVE INCOME -2,755 -1,619 Current taxes -6,460 -15,236 Change in tax receivables / tax payables -1,867 8,985 PAID INCOME TAXES ( STATEMENT OF CASH FLOW) -8,327 -6,251 Recognised tax expenses are higher, mainly driven by the lower recognition of deferred tax assets partially offset by a lower net result for the period. The reconciliation of the actual tax charge with the theoretical tax charge is summarised as follows: EUR ('000) 31/12/2022 31/12/2021 Result from continuing operations before taxes 13,128 93,964 Result from joint ventures and associates -67,181 -44,531 RESULT BEFORE TAXES AND SHARE IN THE RESULT OF JOINT VENTURES AND ASSOCIATES -54,053 49,433 THEORETICAL INCOME TAXE CHARGE AT : 25.00% 25.00% 13,513 -12,358 Tax impact - non-taxable income 5,022 7,835 - non-deductible expenses -13,618 -959 - use of tax losses and notional interests deduction carried forward on which no DTA was recognised in previous years 802 5,802 - tax losses of current year on which no DTA is recognised -3,622 -2,853 - tax losses of prior years on which a DTA is recognised 990 1,194 - (un)recognized tax latencies -2,201 1,018 - different tax rates -1,320 612 - Income taxes for the previous financial years -2,321 -1,910 TAX CHARGE -2 755 -1 619 EFFECTIVE TAX RATE OF THE YEAR -5.10% 3.28% The change in effective tax rate is mainly due to the non-tax deductible impairment loss on goodwill in Immobel France Immobel. 10) Earnings per share The basic result per share is obtained by dividing the result of the year by the average number of shares. Basic earnings per share are determined using the following information: 31/12/2022 31/12/2021 Net result of the period attributable to owners of the company EUR ('000) 10,723 92,150 Comprehensive income of the period EUR ('000) 15,464 91,470 Weighted average share outstanding Ordinary shares as at 1 January 9,997,356 9,997,356 Treasury shares as at 1 January -26,965 -292,527 Treasury shares disposed 1,531 265,562 Ordinary shares outstanding as at 31 December 9,971,922 9,970,391 Weighted average share outstanding (basic) 9,970,986 9,965,823 Net result per share 1.075 9.247 ANNUAL REPORT 2022 | 211 To take into account the potential dilutive impact of performance shares traded against treasury shares, diluted earnings per share are calculated. The calculation of the diluted earnings per share is based on the following data: 31/12/2022 31/12/2021 Net result of the period EUR ('000) 10,723 92,150 Comprehensive income of the period EUR ('000) 15,464 91,470 Weighted average share outstanding (basic) 9,970,986 9,965,823 Diluive element: performance shares 1,531 3,383 Weighted average ordinary shares outstanding (diluted) 9,972,517 9,969,206 Diluted net result per share 1.075 9.247 Dilued comprehensive income per share 1.551 9.178 11) Intangible assets Intangible assets evolve as follows: EUR ('000) 31/12/2022 31/12/2021 ACQUISITION COST AT THE END OF THE PREVIOUS PERIOD 1,333 1,626 Entry in consolidation scope Acquisitions 1,271 6 Disposals 195 -299 ACQUISITION COST AT THE END OF THE YEAR 2,799 1,333 AMORTISATION AND IMPAIRMENT AT THE END OF THE PREVIOUS PERIOD -1,087 -1,044 Entry in consolidation scope Amortisation -153 -216 Depreciation cancelled on disposals -202 173 AMORTISATION AND IMPAIRMENT AT THE END OF THE YEAR -1,442 -1,087 NET CARRYING AMOUNT AS AT 31 DECEMBER 1,357 246 12) Goodwill The goodwill recognised since 2019 resulted from the acquisition in 2019 of Nafilyan & Partners, a French-based unlisted company specialising in property development. Through the acquisition, Immobel acquired 100% of the voting shares and control of Nafilyan & Partners. The acquisition qualified as a business combination as defined by IFRS 3. The Group acquired Nafilyan & Partners to increase its residential coverage in the French market and share the know-how, expertise and potential synergies with Immobel France. As a result of the recent change in strategy to phase out the development of small residential projects on the outskirts of Paris and focus on mixed-use projects in the centre of the French capital, management's estimates of recoverable amount were revised downwards, resulting in the carrying amount of the cash-generating unit exceeding its recoverable amount, defined as the higher of fair value less costs to sell and value in use, where value in use is the present value of future cash flows. Consequently, management impaired the total amount of goodwill related to the acquisition of Nafilyan and Partners (EUR 43.8 million). The reconciliation of the carrying amount of the goodwill at beginning and end of the reporting period is as follows: EUR ('000) 31/12/2022 31/12/2021 ACQUISITION COST AT THE END OF THE PREVIOUS PERIOD 43,789 43,789 Acquisition of Immobel France ACQUISITION COST AT THE PERIOD END 43,789 43,789 IMPAIRMENT AT THE END OF THE PREVIOUS PERIOD Impairment of the period -43,789 IMPAIRMENT AT THE PERIOD END -43,789 NET CARRYING AMOUNT AS AT 31 DECEMBER 2022 / 31 DECEMBER 2021 43,789 The carrying amount of the goodwill has been allocated to cash-generating units as follows: EUR ('000) 31/12/2022 31/12/2021 France 43,789 NET CARRYING AMOUNT AS AT 31 DECEMBER 2022 / 31 DECEMBER 2021 43,789 ANNUAL REPORT 2022 | 212 13) Property, plant and equipment Property, plant and equipment evolve as follows: EUR ('000) 31/12/2022 31/12/2021 ACQUISITION COST AT THE END OF THE PREVIOUS PERIOD 5,693 4,142 Entry in consolidation scope Acquisitions 3,045 1,666 Disposals -1,369 -115 ACQUISITION COST AT THE END OF THE YEAR 7,369 5,693 DEPRECIATIONS AND IMPAIRMENT AT THE END OF THE PREVIOUS PERIOD -2,900 -2,754 Depreciations -450 -329 Depreciation cancelled on disposals 103 183 DEPRECIATIONS AND IMPAIRMENT AT THE END OF THE YEAR -3,247 -2,900 NET CARRYING AMOUNT AS AT 31 DECEMBER 4,122 2,793 Property, plant and equipment consist primarily of fitting-out costs of the various registered offices. The increase compared to previous year mainly reflects the fit-out works of Immobel headquarters in Brussels. 14) Right-of-use assets The right-of-use assets evolve as follows: EUR ('000) 31/12/2022 31/12/2021 ACQUISITION COST AT THE END OF THE PREVIOUS PERIOD 6,708 7,297 Entry in consolidation scope Acquisitions 10,115 770 Disposals -4,270 -1,359 ACQUISITION COST AT THE END OF THE YEAR 12,553 6,708 DEPRECIATIONS AND IMPAIRMENT AT THE END OF THE PREVIOUS PERIOD -2,936 -2,907 Entry in consolidation scope Depreciations -2,747 -1,388 Depreciation cancelled on disposals 3,067 1,359 DEPRECIATIONS AND IMPAIRMENT AT THE END OF THE YEAR -2,616 -2,936 NET CARRYING AMOUNT AS AT 31 DECEMBER 9,937 3,772 Three new offices have been included as right-of-use assets. In May 2022, Immobel headquarters moved to the Multitower building located in the city centre of Brussels . Also under consideration are the new offices in the United Kingdom and Spain and the renewal of the office in Luxembourg. 15) Investment property This heading includes leased out property acquired with a view to be redeveloped. Investment property evolves as follows: EUR ('000) 31/12/2022 31/12/2021 ACQUISITION COST AT THE END OF THE PREVIOUS YEAR 178,741 199,415 Entry in consolidation scope Disposal/exit from the consolidation scope -2,952 -20,649 Net carrying value of investment property transferred from/to inventories -103,462 -25 ACQUISITION COST AT THE END OF THE PERIOD 72,327 178,741 DEPRECIATIONS AND IMPAIRMENT AT THE END OF THE PREVIOUS YEAR -4,742 -2,266 Depreciations -2,810 -2,747 Depreciations and impairment cancelled following disposal/exit from the consolidation scope 2,911 271 DEPRECIATIONS AND IMPAIRMENT AT THE END OF THE PERIOD -4,641 -4,742 NET CARRYING AMOUNT AS AT 31 DECEMBER 67,686 173,999 The key projects included in investment property are Rueil Malmaison and Thomas. The net carrying value of Isala has been transferred to inventories as the leasing contract came to an end and the project is ready for development. The useful lifetime of the Investment properties is based on the contract lease duration. The average useful life is 2.5 years. Investment property comprises a number of commercial properties that are leased to third parties. At the end of rental period, the development phase of the project starts. Given the recent acquisitions of investment property at market price and the fact there are no indications of significant changes in fair value (both upward and downward), the depreciation of the investment property is in line with the remaining lease terms. ANNUAL REPORT 2022 | 213 16) Investments in joint ventures and associates The contributions of joint ventures and associates in the statement of financial position and the statement of comprehensive income is as follows: EUR ('000) 31/12/2022 31/12/2021 Investments in joint ventures 135,495 148,352 Investments in associates 9,396 8,179 TOTAL INVESTMENTS INCLUDED IN THE STATEMENT OF FINANCIAL POSITION 144,891 156,532 EUR ('000) 31/12/2022 31/12/2021 Advances from joint ventures - current liabilities -29,570 -38,824 TOTAL ADVANCES FROM JOINT VENTURES -29,570 -38,824 Advances to joint ventures - non-current assets 110,097 100,180 Advances to joint ventures - current assets 1,430 1,490 TOTAL ADVANCES TO JOINT VENTURES 111,527 101,670 Advances to associates - non-current assets 3,450 12,964 Advances to associates - current assets 0 200 TOTAL ADVANCES TO ASSOCIATES 3,450 13,163 EUR ('000) 31/12/2022 31/12/2021 Share in the net result of joint ventures 67,657 44,831 Share in the net result of associates -476 -446 67,181 44,384 SHARE OF JOINT VENTURES AND ASSOCIATES IN THE CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME In accordance with the agreement under which the joint ventures and associates are established, the Group and the other investors have agreed to make additional contributions in proportion to their interests to make up any losses, if required, up to a maximum amount of EUR 32 538 thousand. Therefore, no commitments have been recognised in these consolidated financial statements neither in associates nor for joint ventures in which the Group has joint control. The book value of investments in joint ventures and associates evolve as follows: EUR ('000) 31/12/2022 31/12/2021 VALUE AS AT 1 JANUARY 156,532 106,195 Share in result 67,181 44,531 Acquisitions and capital injections 40,233 14,096 Scope changes 15,456 1,831 Dividends received from joint ventures and associates -43,587 -8,034 Disposals or liquidation of joint ventures and associates -83,680 4 Repayment of capital -8,827 -2,079 Other changes 1,583 -12 CHANGES FOR THE PERIOD -11,641 50,337 VALUE AS AT 31 DECEMBER 2022 / 31 DECEMBER 2021 144,891 156,532 THE BOOK VALUE OF ADVANCE FROM AND TO JOINT VENTURES AND ASSOCIATES EVOLVE AS FOLLOWS 31/12/2022 31/12/2021 31/12/2022 31/12/2021 VALUE AS AT 1 JANUARY 114,833 130,882 -38,824 -55,634 Acquisitions and capital injections 79,217 17,683 -99,848 -840 Scope changes -12,800 -28,061 90,174 3,933 Repayment of capital -67,291 5,062 17,005 12,839 Currency translation 2,202 Other changes 1,018 -10,733 -279 878 CHANGES FOR THE PERIOD 144 -16,049 9,254 16,810 VALUE AS AT 31 DECEMBER 2022 / 31 DECEMBER 2021 114,977 114,833 -29,570 -38,824 LIABILITIES - EUR ('000) ASSETS - EUR ('000) The change in book value of investments and advances in joint ventures and associates reflects the ongoing development of existing projects and the acquisition of an office park in Leeds partially offset by the distribution of a dividend by Möbius II and the sale of Cours Saint-Michel. Among the newly incorporated companies, Houilles Jean Jacques Rousseau, Oxy living and Munroe K Luxembourg are regarded as joint ventures and Arlon 75 as an associate. The shares held in Belux Office Development Feeder CV, previously 30.46% owned and now 26.93% owned have also impacted the percentage of financial rights of the related entities. As there have been no indicators of impairment, no impairment testing has been carried out for the equity accounted investees. The weighted average interest rate on loans to/from joint ventures and associates is 3.6% as at 31 December 2022. The repayment schedule for loans is defined at the end date of the projects. ANNUAL REPORT 2022 | 214 The table below shows the contribution of joint ventures and associates in the statement of financial position and the statement of comprehensive income. BOOK VALUE OF THE INVESTMENTS - SHARE IN THE COMPREHENSIVE % INTEREST EUR (000) INCOME - EUR (000) NAME 31/12/2022 31/12/2021 31/12/2022 31/12/2021 31/12/2022 31/12/2021 Bella Vita 50% 50% 76 48 28 -6 BONDY CANAL 40% 40% -37 -37 0 Boralina Investments, S.L. 50% 50% 86 -2,890 -24 -21 Brouckère Tower Invest 50% 50% 35,981 31,307 3,424 598 CBD International 50% 50% 2,310 122 -243 -150 Château de Beggen 50% 50% 13 16 -3 -1 Cityzen Holding 50% 50% 1,699 -21 -9 -2 Cityzen Hotel 50% 50% 3,017 711 -179 147 Cityzen Office 50% 50% 8,180 1,411 -625 -135 Cityzen Residence 50% 50% 2,756 694 -192 133 CP Development Sp. z o.o. 50% 50% -1,424 -256 -577 -196 CSM Development 50% 50% 0 -12 -1,603 -36 CSM Properties 50% 50% 0 3,852 62,023 -48 Debrouckère Development 50% 50% 452 497 -45 -52 Debrouckère Land (ex-Mobius I) 50% 50% 83 90 -7 -12 Debrouckère Leisure 50% 50% 2,253 2,283 -30 -27 Debrouckère Office 50% 50% 3,736 3,740 -4 -30 Gateway 50% 50% 319 -3 -3 Goodways SA 50% 50% 3,168 3,234 -67 -3 HOUILLES JJ ROUSSEAU 50% 0% 0 0 Ilot Ecluse 50% 50% 150 163 -13 -2 Immo Marial SàRL 50% 50% 0 -121 -66 Immo PA 33 1 50% 50% 1,350 1,314 36 43 Immo PA 44 1 50% 50% 504 682 -177 -1 Immo PA 44 2 50% 50% 1,430 2,423 -993 39 Key West Development 50% 50% 292 387 -95 -84 Les Deux Princes Develop. 50% 50% 170 -2,439 3,109 16 M1 33% 33% 2,034 7,270 1,426 4,992 M7 33% 33% -12 42 -4 1 Mobius II 50% 33% 686 47,376 19 39,255 Munroe K Luxembourg SA 50% 50% 8,085 -311 NP_AUBER 50% 50% -136 -10 -47 NP_AUBER_VH 50% 50% 140 -34 159 NP_AUBERVIL 50% 50% 1,022 324 698 340 NP_BESSANC2 50% 50% 497 86 348 NP_BESSANCOU 50% 50% 102 -56 -169 NP_CHARENT1 50% 50% 0 33 -263 -1 NP_CRETEIL 50% 33% -1 -1 -3 0 NP_EPINAY 33% 33% 121 -34 170 NP_VAIRES 33% 33% 245 -131 130 ODD Construct 50% 50% 1,292 1,164 128 482 Oxy Livi ng 50% 50% 1,047 -3 PA_VILLA 51% 50% 107 -40 147 0 Plateau d'Erpent 50% 50% 2,290 1,823 467 986 RAC3 40% 50% 3,536 3,403 133 139 RAC4 40% 40% 1,317 1,321 -3 -11 RAC4 Developt 40% 40% 1,544 1,567 -23 -20 RAC5 40% 40% 5,858 5,651 207 200 RAC6 40% 40% 4,223 2,182 2,040 15 Surf Club Hospitality Group SL 50% 40% 5,485 123 -15 -15 Surf Club Marbella Beach, S.L. 50% 50% 21,312 21,772 -83 132 TRELAMET 40% 40% 94 48 46 7 ULB Holding 60% 60% -5,782 -11,173 -210 -210 Unipark 50% 50% 4,108 4,066 42 3 Universalis Park 2 50% 50% 0 -1,122 -133 505 Universalis Park 3 50% 50% 0 -2,487 -280 -238 Universalis Park 3AB 50% 50% 1,988 1,974 14 7 Universalis Park 3C 50% 50% 418 417 1 -1 Urban Living Belgium 30% 30% 8,600 14,013 189 -2,431 TOTAL JOINT VENTURES 135,495 148,352 67,657 44,831 277 SH 10% 0% 4,423 4,445 -22 Arlon 75 20% 0% 1,364 -5 Beiestack SA 20% 22% 1,308 1,498 -16 -73 Belux Office Development Feeder CV 26% 30% 64 57 -6 -83 DHR Clos du Château 33% 33% 23 26 -3 -83 Immobel Belux Office Development Fund SCSP 19% 22% 1,213 1,152 -399 -206 MONTLHERY 2 BIS 20% 20% 0 0 -25 RICHELIEU 10% 10% 1,001 1,001 TOTAL ASSOCIATES 9,396 8,179 -476 -446 TOTAL JOINT VENTURES AND 144,891 156,532 67,181 44,384 ASSOCIATES | ANNUAL REPORT 2022 215 The table below shows the advances from and to the joint ventures and associates in the statement of financial position. ADVANCES FROM JOINT VENTURES ADVANCES TO JOINT VENTURES AND ADVANCES TO JOINT VENTURES AND AND ASSOCIATES - EUR (000) ASSOCIATES - EUR (000) ASSOCIATES - EUR (000) CURRENT LIABILITIES NON-CURRENT ASSETS CURRENT ASSETS NAME 31/12/2022 31/12/2021 31/12/2022 31/12/2021 31/12/2022 31/12/2021 Bella Vita BONDY CANAL 3,582 Boralina Investments, S.L. Brouckère Tower Invest 3,000 CBD International 24,388 20,296 Château de Beggen Cityzen Holding 0 522 8,278 Cityzen Hotel 500 2,612 1,985 Cityzen Office 1,575 1,375 3,543 900 Cityzen Residence 400 2,633 1,968 CP Development Sp. z o.o. CSM Development 50 57 844 1,721 CSM Properties 145 Debrouckère Development 2,957 1,332 63 297 Debrouckère Land (ex-Mobius I) 494 -602 349 486 Debrouckère Leisure 325 2,260 573 Debrouckère Office -2,881 -2,838 138 180 Gateway Goodways SA 125 30 3,256 3,088 30 HOUILLES JJ ROUSSEAU Ilot Ecluse 46 Immo Marial SàRL 2,514 Immo PA 33 1 -1,601 -1,534 Immo PA 44 1 -419 -400 -50 Immo PA 44 2 -1,185 -1,132 -150 Key West Development 75 6,644 5,731 Les Deux Princes Develop. -1,001 -1,636 -300 M1 -6,061 -6,522 M7 Mobius II -11,008 10,994 Munroe K Luxembourg SA 14,752 226 NP_AUBER 251 251 NP_AUBER_VH 158 158 NP_AUBERVIL 2,945 2,945 NP_BESSANC2 1,329 1,329 NP_BESSANCOU 60 60 NP_CHARENT1 475 475 NP_CRETEIL 405 405 NP_EPINAY 1,176 1,176 NP_VAIRES 0 ODD Construct 584 571 Oxy Li vi ng PA_VILLA 31 47 Plateau d'Erpent 47 7 1,701 1,701 RAC3 -2,990 -2,477 RAC4 -2,165 -2,172 200 RAC4 Developt 320 57 507 267 RAC5 -6,107 -5,817 RAC6 -1,337 -2,087 1,320 -3,983 Surf Club Hospitality Group SL Surf Club Marbella Beach, S.L. 3,000 TRELAMET Unipark -4,082 206 16 ULB Holding -4,141 0 99 Universalis Park 2 5,869 6,919 Universalis Park 3 9,305 10,731 Universalis Park 3AB -1,901 -1,880 0 1 Universalis Park 3C -346 -342 Urban Living Belgium 0 21,773 21,087 1,178 963 TOTAL JOINT VENTURES -29,570 -38,824 110,097 100,180 3,450 12,964 277 SH 60 Arlon 75 Beiestack SA Belux Office Development Feeder CV DHR Clos du Château Immobel Belux Office Development Fund SCSP 0 200 MONTLHERY 2 BIS RICHELIEU 1,430 1,430 TOTAL ASSOCIATES 1,430 1,490 0 200 TOTAL JOINT VENTURES AND -29,570 -38,824 111,527 101,670 3,450 13,163 ASSOCIATES | ANNUAL REPORT 2022 216 The tables below present condensed financial information of joint ventures and associates of the Group by entity. The amounts reported are the amounts determined in accordance with IFRS, before elimination of intragroup transactions. FIGURES AT 100% TOTAL EQUITY SHAREHOLDER TURNOVER COMPREHENSIVE TOTAL TOTAL TOTAL ALLOCATED TO LOANS BY THE AS AT 31 DECEMBER 2022 INCOME ASSETS LIABILITIES EQUITY THE GROUP GROUP Bella Vita 0 56 155 2 152 76 0 BONDY CANAL 0 - 1 8 058 8 048 9 - 37 0 Boralina Investments, S.L. 0 - 48 55 585 78 55 507 86 0 Brouckère Tower Invest 659 6 848 231 577 159 615 71 962 35 981 0 CBD International 0 - 486 60 999 65 404 -4 405 2 310 24 388 Château de Beggen 0 - 6 42 15 27 13 0 Cityzen Holding 0 - 18 35 022 1 048 33 975 1 699 522 Cityzen Hotel 0 - 358 23 532 17 499 6 033 3 017 2 612 Cityzen Office 0 -1 251 65 036 48 676 16 360 8 180 3 543 Cityzen Residence 0 - 383 22 762 17 250 5 512 2 756 2 633 CP Development Sp. z o.o. 1 482 -1 154 84 158 87 006 -2 847 -1 424 0 CSM Development 0 -3 205 1 168 4 397 -3 229 0 901 CSM Properties 0 -6 040 0 0 0 0 0 Debrouckère Development 0 - 89 10 246 9 342 904 452 3 020 Debrouckère Land (ex-Mobius I) 0 - 14 23 994 23 829 165 83 835 Debrouckère Leisure 0 - 59 9 240 4 733 4 507 2 253 2 260 Debrouckère Office 0 - 9 15 306 7 835 7 471 3 736 318 Garden Point 0 0 0 0 0 0 0 Gateway 0 - 7 0 0 0 0 0 Goodways SA 0 - 133 22 683 19 039 3 644 3 168 3 286 HOUILLES JJ ROUSSEAU 0 0 1 0 1 0 0 Ilot Ecluse 0 - 26 302 2 300 150 0 Immo PA 33 1 0 71 3 216 516 2 700 1 350 0 Immo PA 44 1 1 348 - 354 1 060 52 1 009 - 50 Immo PA 44 2 4 043 -1 986 3 027 166 2 861 1 430 - 150 Immobel Marial SàRL 0 - 241 5 052 5 410 - 358 0 2 514 Key West Development 0 - 191 14 022 13 439 584 292 6 644 Les Deux Princes Develop. - 824 6 218 4 557 4 216 341 170 - 300 M1 19 267 4 278 23 690 17 589 6 101 2 034 0 M7 0 - 12 194 230 - 35 - 12 0 Mobius II 0 39 -36 261 -37 632 1 372 686 0 Munroe K Luxembourg SA 0 - 622 126 857 110 688 16 169 8 085 14 978 NP_AUBER 0 - 138 425 708 - 282 0 251 NP_AUBER_VH 0 - 35 733 739 - 6 0 158 NP_AUBERVIL 21 499 1 393 15 394 13 355 2 039 1 022 2 945 NP_BESSANC2 3 461 351 2 661 2 387 274 0 1 329 NP_BESSANCOU 0 99 603 211 392 0 60 NP_CHARENT1 929 - 516 1 764 2 215 - 451 0 475 NP_CRETEIL 0 - 6 - 2 0 - 2 - 1 405 NP_EPINAY -6 518 - 116 1 857 1 802 54 0 1 176 NP_VAIRES 0 - 134 1 535 1 560 - 25 0 0 ODD Construct 6 400 257 5 246 2 661 2 585 1 292 584 Oxy Living 0 - 6 2 439 344 2 095 1 047 0 PA_VILLA 0 288 820 610 209 107 31 Plateau d'Erpent 853 933 10 890 6 310 4 580 2 290 1 748 RAC3 1 333 8 851 11 8 840 3 536 0 RAC4 0 - 8 31 588 28 295 3 294 1 317 200 RAC4 Developt 0 - 57 6 142 2 282 3 859 1 544 564 RAC5 0 516 15 275 631 14 644 5 858 0 RAC6 33 386 5 100 12 228 1 672 10 556 4 223 -2 663 Surf Club Hospitality Group SL 0 - 31 11 014 44 10 970 5 485 0 Surf Club Marbella Beach, S.L. 0 - 166 46 428 3 803 42 624 21 312 0 TRELAMET 0 115 289 55 234 94 0 ULB Holding 0 - 350 18 260 19 391 -1 132 -5 782 0 Unipark 0 84 10 309 2 093 8 216 4 108 206 Universalis Park 2 0 - 266 24 954 27 464 -2 510 0 5 869 Universalis Park 3 0 - 559 35 178 40 712 -5 534 0 9 305 Universalis Park 3AB 0 27 4 176 201 3 975 1 988 0 Universalis Park 3C 0 2 1 009 173 836 418 0 Urban Living Belgium 30 885 602 202 633 197 023 5 609 8 600 22 951 TOTAL JOINT VENTURES 116 870 8 531 1287 980 945 246 342 734 135 495 113 547 277 SH 0 - 217 113 600 69 369 44 230 4 423 0 Arlon 75 0 - 26 32 782 26 008 6 774 1 364 0 Beiestack SA 0 - 82 21 157 14 660 6 497 1 308 0 Belux Office Development Feeder CV 0 - 21 31 416 2 31 414 64 0 DHR Clos du Château 0 - 10 85 16 69 23 0 Immobel Belux Office Development Fund SCSP 0 -1 993 36 291 786 35 505 1 213 0 MONTLHERY 2 BIS 0 - 123 1 055 1 179 - 123 0 0 RICHELIEU 0 0 64 724 54 714 10 010 1 001 1 430 TOTAL ASSOCIATES 0 -2 472 301 110 166 734 134 376 9 396 1 430 TOTAL JOINT VENTURES AND ASSOCIATES 116 870 6 059 1589 090 1111 980 477 110 144 891 114 977 | ANNUAL REPORT 2022 217 The tables below present condensed financial information of all joint ventures and associates of the Group as well as a breakdown of the inventories, investment properties and the financial debts. Figures are presented at 100%. AS AT 31 DECEMBER 2022 INVENTORIES AND Main components of assets and liabilities: Main projects and financial debts INVESTMENT PROPERTY FINANCIAL DEBTS Investment property 143 336 Cityzen Hotel 20 732 13 940 Other fixed assets 183 059 Cityzen Office 59 863 40 120 Inventories 952 986 Cityzen Residence 20 415 13 940 Cash and cash equivalents 98 127 RAC4 23 287 28 000 Receivables and other assets 211 582 Universalis Park 2 23 412 12 700 Non-current financial debts 343 130 Universalis Park 3 34 358 15 930 Current Financial debts 277 443 Urban Living Belgium 144 734 74 352 Deferred tax liabilities 5 071 Debrouckère Land (ex-Mobius I) 23 973 21 150 Shareholder's loans 157 052 CP Development Sp. z o.o. 77 964 25 975 Other Liabilities 329 284 Brouckère Tower Invest 205 395 142 336 TOTAL 1 589 090 1 111 980 Beiestack SA 20 196 Others 441 991 232 130 TOTAL 1 096 322 620 573 AS AT 31 DECEMBER 2021 INVENTORIES AND Main components of assets and liabilities: Main projects and financial debts INVESTMENT PROPERTY FINANCIAL DEBTS Investment property 212 506 Cityzen Office 56 600 40 120 Other fixed assets 128 129 CSM Properties 100 870 94 750 Inventories 830 299 RAC4 22 399 28 000 Cash and cash equivalents 200 467 Universalis Park 2 22 786 12 700 Receivables and other assets 274 751 Universalis Park 3 33 444 15 930 Non-current financial debts 347 494 Urban Living Belgium 130 164 73 242 Current Financial debts 224 764 Debrouckère Land (ex-Mobius I) 22 180 21 150 Deferred tax liabilities 17 338 CP Development Sp. z o.o. 69 700 25 956 Shareholder's loans 254 853 Brouckère Tower Invest 197 695 123 120 Other Liabilities 341 169 Beiestack SA 20 988 12 268 TOTAL 1 646 152 1 185 619 Surf Club Marbella Beach, S.L. 62 784 Others 303 196 137 290 TOTAL 1 042 805 572 258 In case of financial debts towards credit institutions, the shareholder loans reimbursements (reimbursement of cash to the mother company) are subordinated to the reimbursements towards credit institutions. EUR ('000) 31/12/2022 31/12/2021 Amount of debts guaranteed by securities 175,951 265,072 Book value of Group’s assets pledged for debt securities 299,004 352,449 For the main debts towards credit institutions mentioned above, the company Immobel SA has engaged itself to provide the necessary financial means in order to bring the different projects to a good end (“cash deficiency” and “cost overrun” engagements). There are no significant restrictions which limit the Group’s ability to access the assets of joint ventures and associates, nor specific risks or commitments other than those relating to bank loans. | ANNUAL REPORT 2022 218 17) Deferred tax Deferred tax assets or liabilities are recorded in the balance sheet on deductible or taxable temporary differences, tax losses and tax credits carried forward. Changes in deferred tax assets and liabilities are recognised in the statement of profit and loss unless they relate to items directly recognised in other comprehensive income. Immobel has reviewed the recoverability of the deferred tax assets on: • The availability of sufficient taxable temporary differences • The probability that the entity will have sufficient taxable profits in the future, in the same period as the reversal of the deductible temporary difference or in the periods into which a tax loss can be carried back or forward • The availability of tax planning opportunities that allow the recovery of deferred tax assets Deferred tax assets and liabilities relate to the following temporary differences: EUR ('000) DEFERRED TAX ASSETS DEFERRED TAX LIABILITIES 31/12/2022 31/12/2021 31/12/2022 31/12/2021 Tax losses 34,501 35,086 Timing difference on projects valuation 2,151 2,891 36,164 43,165 Financial debts Fair value of financial instruments -61 2 Other items 55 60 7 -70 Netting (net tax position per entity) -14,974 -16,745 -14,974 -16,745 TOTAL 21,733 21,292 21,136 26,352 VALUE AS AT 1 JANUARY 21,292 26,352 Scope changes 7 -1,078 Deferred tax recognised in the consolidated statement of comprehensive income 434 -4,138 VALUE AS AT 31 DECEMBER 21,733 21,136 Immobel France remains the main contributor to the deferred tax assets with a number of projects still in development that will still generate sufficient profit to recover the tax losses. In view of the decision taken by management to focus on large mixed use and office projects, management challenged the existing deferred tax assets and assessed that it is still recoverable. Immobel and Infinito contribute for the most part to the deferred tax liabilities. In Poland, tax losses may be carried forward for only 5 consecutive tax years, subject to the restriction that not more than 50% of the amount of the tax loss from a given past year can be utilized in any single subsequent tax year. TEMPORARY DIFFERENCES OR TAX LOSSES FOR WHICH NO DEFERRED TAX ASSETS ARE RECOGNISED IN THE EEUURR ((''000000)) BALANCE SHEET, FROM WHICH: 7,362 Expiring at the end of 2022 565 Expiring at the end of 2023 220 Expiring at the end of 2024 1,681 Expiring at the end of 2025 1,007 Expiring at the end of 2026 3,889 | ANNUAL REPORT 2022 219 18) Inventories Inventories consist of buildings and land acquired for development and resale. Allocation of inventories by geographical segment is as follows: EUR ('000) 31/12/2022 31/12/2021 Belgium 436,740 292,874 Luxembourg 152,357 143,801 France 218,021 167,192 Germany 112,465 59,033 Poland 64,229 34,735 Spain 1,914 988 TOTAL INVENTORIES 985,726 698,623 Offices Residential Landbanking 31/12/2022 Belgium 144,431 212,117 80,192 436,740 Luxembourg 1,335 151,022 152,357 France 159,962 58,059 218,021 Germany 112,465 112,465 Poland 64,229 64,229 Spain 1,914 1,914 Total 305,728 599,806 80,192 985,726 Offices Residential Landbanking 31/12/2021 Belgium 29,187 196,989 66,698 292,874 Luxembourg 581 143,220 143,801 France 136,134 31,058 167,192 Germany 59,033 59,033 Poland 34,735 34,735 Spain 988 988 Total 165,902 466,023 66,698 698,623 Cross-analysis by type of project and by geographical zone - EUR (000) Cross-analysis by type of project and by geographical zone - EUR (000) Inventories increased driven mainly by the development of the Granaria project in Poland, the acquisition of Héros in Belgium and Gutenbergstrasse in Germany and the capitalisation of project management fees and borrowing costs in all countries, partially offset by the sale of The Woods project in Belgium. The net carrying value of Isala has been transferred from Investment properties. The main projects in inventories include Isala, O’Sea and Lebeau Sablon in Belgium, Polvermillen and Cat Club in Luxembourg, Saint-Antoine, Tati in France, Eden and Gutenbergstrasse in Germany and Granaria Gdansk in Poland. The weighted average interest rate on borrowing costs capitalized on Project Financing Credits and on Bonds was 3.6% in 2022 and 2.3 % in 2021. The inventories break down as follows: EUR ('000) 31/12/2022 31/12/2021 INVENTORIES AS AT 1 JANUARY 698,623 683,121 Net book value of investment property transferred from/to inventories 103,462 25 Purchases of the year 37,857 72,716 Developments 340,856 246,743 Disposals of the year -208,866 -311,066 Borrowing costs 15,553 9,364 Scope changes -1,759 -1,588 Write-off -692 CHANGES FOR THE PERIOD 287,103 15,502 INVENTORIES AS AT 31 DECEMBER 2022 / 31 DECEMBER 2021 985,726 698,623 Management has considered an increase in construction costs (partially) compensated by higher sales prices (pass- through of cost increase) in its net realisable value assessment and estimates that current book value of inventory can be recoverable by future sales. Break down of the movements by geographical area : EUR ('000) Purchases/ Developments Disposals Borrowing costs Scope changes Net book value of investment property transferred from/to inventories Net Belgium 186,430 -160,678 14,652 103,462 143,866 Luxembourg 26,631 -19,204 1,129 8,556 France 69,562 -16,974 -1,759 50,829 Germany 61,372 -7,417 -523 53,432 Poland 33,792 -4,593 295 29,494 Spain 926 926 United Kingdom Total 378,713 -208,866 15,553 -1,759 103,462 287,103 ANNUAL REPORT 2022 | 220 EUR ('000) 31/12/2022 31/12/2021 Within 12 months 175,902 173,046 Beyond 12 months 809,824 525,577 Breakdwon of the stock by type: Without permit 617,759 488,527 Permit obtained but not yet in development In development 367,967 210,096 The book value of the Group’s assets pledged for debt securities related to investment property and inventory as a whole was EUR 893 million compared to EUR 759 million at the end of 2021, representing an increase of EUR 134 million. 19) Trade receivables Trade receivables refer to the following operational segments: EUR ('000) 31/12/2022 31/12/2021 Belgium 7,737 13,405 Luxembourg 1,050 4,554 France 5,133 15,590 Germany 3,072 2,204 Poland 179 211 Spain 420 2,152 United Kingdom TOTAL TRADE RECEIVABLES 17,591 38,116 The analysis of the delay of payment arises as follows: EUR ('000) 31/12/2022 31/12/2021 Due < 3 months 1,609 11,622 Due > 3 months < 6 months 710 829 Due > 6 months < 12 months 333 2,021 Due > 1 year 1,230 1,482 The decrease in trade receivables reflects the lower operating activities in 2022. CREDIT RISK Trade receivables mainly relate to receivables either for equity accounted investees or for customers. The credit risk for both types of receivables is considered as immaterial. Receivables towards equity accounted investees are typically backed by an asset under development. Receivables for customers are typically backed by the asset sold which serves as collateral. Impairments recorded on trade receivables evolve as follows: EUR ('000) 31/12/2022 31/12/2021 BALANCE AT 1 JANUARY 627 542 Additions 81 85 Discounts MOVEMENTS OF THE PERIOD 81 85 BALANCE AT 31 DECEMBER 2022 / 31 DECEMBER 2021 708 627 20) Contract assets Contract assets, arising from the application of IFRS 15, refer to the following operational segments: EUR ('000) 31/12/2022 31/12/2021 Belgium 5,493 78,552 Luxembourg 1,867 1,403 France 25,755 25,367 Germany 9,033 12,631 TOTAL CONTRACT ASSETS 42,148 117,953 EUR ('000) 31/12/2022 31/12/2021 BALANCE AT 1 JANUARY 117,953 57,251 Additions 4,952 60,702 Discounts -80,757 MOVEMENTS OF THE PERIOD -75,805 60,702 BALANCE AT 31 DECEMBER 2022 / 31 DECEMBER 2021 42,148 117,953 Contract assets include the amounts to which the entity is entitled in exchange for goods or services that it already has provided for a customer, but for which payment is not yet due or is subject to fulfilment of a specific condition provided for in the contract. When an amount becomes due, it is transferred to the receivables account. A trade receivable is recognised as soon as the entity has an unconditional right to collect a payment. This unconditional right exists from the moment in time when the payment becomes due. ANNUAL REPORT 2022 | 221 Trade receivables, other receivables and contract assets are similarly subject to an impairment test in accordance with the provisions of IFRS 9 on expected credit losses. This test does not show any significant potential impact since these contract assets (and their related receivables) are generally covered by the underlying assets represented by the building to be transferred. As at 31 December 2022, consideration of the office project “Commerce 46” during the progress of completion is the main contributory factor to the change in contract assets as well as the residential projects “La Garenne” in France and “Eden” in Germany. 21) Prepayments and other receivables The components of this item are: EUR ('000) 31/12/2022 31/12/2021 Other receivables 51,304 27,815 of which : advances and guarantees paid taxes (other than income taxes) and VAT receivable 33,567 20,247 prepayments and dividends receivable 17,737 7,568 Deferred charges and accrued income on projects in development 4,913 8,425 deferred charges 4,550 7,686 accrued income 363 739 TOTAL OTHER CURRENT ASSETS 56,217 36,240 Those receivables are mainly related to VAT receivables on projects in Savigny sur Orge in France and to a prepayment for the acquisition of a project in Gasperich in Luxembourg. 22) Information related to the net financial debt The Group’s net financial debt is the balance between the cash and cash equivalents and the financial debts (current and non-current). It amounts to EUR -625 274 thousand as at 31 December 2022 compared to EUR -593 313 thousand as at 31 December 2021. EUR ('000) 31/12/2022 31/12/2021 Cash and cash equivalents 275,926 273,377 Non current financial debts 722,777 507,596 Current financial debts 179,723 359,094 NET FINANCIAL DEBT -626,574 -593,313 The Group’s debt ratio 1 is 52,9% (58,9% in internal view) as at 31 December 2022, compared to 52,9% (58,2% in internal view) as at 31 December 2021. The capital management policy is to remain under a ratio of 65% in internal view. The increase in non-current financial debts and the decrease in current financial debts are mainly driven by the reimbursement of a 5-year EUR 100 million bond and the issuance of a new 4-year EUR 125 million bond in the first half of 2022. CASH AND CASH EQUIVALENTS Cash deposits and cash at bank and in hand amount to EUR 275 926 thousand compared to EUR 273 377 thousand at the end of 2021, representing an increase of EUR 2 549 thousand. The breakdown of cash and cash equivalents is as follows: EUR ('000) 31/12/2022 31/12/2021 Term deposits with an initial duration of maximum 3 months 137,804 Cash at bank and in hand 138,122 273,364 Cash pledged 13 AVAILABLE CASH AND CASH EQUIVALENTS 275,926 273,377 The explanation of the change in available cash is given in the consolidated cash flow statement. Cash and cash equivalents are fully available, either for distribution to the shareholders or to finance projects owned by the different companies. All bank accounts are held by investment grade banks (minimum Baa3/BBB- rating). FINANCIAL DEBTS Financial debts increase with EUR 35 810 thousand, from EUR 866 690 thousand at 31 December 2021 to EUR 902 500 thousand at 31 December 2022. The components of financial debts are as follows: 1 Debt ratio is calculated by dividing net financial debt by the sum of net financial debt and equity group share with goodwill subtracted from the equity group share ANNUAL REPORT 2022 | 222 EUR ('000) 31/12/2022 31/12/2021 Bond issues: Bond issue maturity 17-10-2023 at 3.00% - nominal amount 50 MEUR 49,903 Bond issue maturity 17-10-2025 at 3.50% - nominal amount 50 MEUR 50,000 50,000 Bond issue maturity 14-04-2027 at 3.00% - nominal amount 75 MEUR 75,000 75,000 Bond issue maturity 12-05-2028 at 3.00% - nominal amount 125 MEUR 125,000 125,000 Bond issue maturity 29-06-2026 at 4,75% - nominal amount 125 MEUR 125,000 Lease contracts 8,536 2,130 Credit institutions 339,241 205,563 NON CURRENT FINANCIAL DEBTS 722,777 507,596 Bond issues: Bond issue maturity 31-05-2022 at 3.00% - nominal amount 100 MEUR 100,000 Bond issue maturity 17-10-2023 at 3.00% - nominal amount 50 MEUR 50,000 Credit institutions 119,843 253,257 Lease contracts 2,316 1,630 Bonds - not yet due interest 7,564 4,206 CURRENT FINANCIAL DEBTS 179,723 359,094 TOTAL FINANCIAL DEBTS 902,500 866,690 Financial debts at fixed rates 425,000 399,903 Financial debts at variable rates 469,936 462,581 Not yet due interest 7,564 4,206 Amount of debts guaranteed by securities 409,558 438,301 Book value of Group’s assets pledged for debt securities 893,009 759,011 In 2022, a new bond has been issued maturing in 2026. The bond does not have any additional or specific covenants compared to earlier bonds issued by the company. There are no embedded derivates, nor with the bonds issued earlier by the company. Financial debts evolve as follows: EUR ('000) 31/12/2022 31/12/2021 FINANCIAL DEBTS AS AT 1 JANUARY 866,690 751,949 Liabilities related to lease contracts -8,536 -2,130 Contracted debts 397,909 249,033 Repaid debts -353,659 -128,872 Change in the fair value recognized in the statement of comprehensive income Scope changes Movements bonds - - not yet due interest -7,468 -12,565 Not yet due interest on other loans 7,564 9,080 Amortization of deferred debt issue expenses 195 CHANGES FOR THE PERIOD 35,810 114,741 FINANCIAL DEBTS AS AT 31 DECEMBER 2022 / 31 DECEMBER 2021 902,500 866,690 All the financial debts are denominated in EUR. Except for the bonds, the institutional credit loans contracted to finance the Group and the Group’s projects, are provided based on a short-term rate, the 1 to 12 month EURIBOR, increased by margin. At 31 December 2022, IMMOBEL is entitled to use EUR 672 million of confirmed project finance lines of which EUR 411 million were used. These credit lines (Project Financing Credits) are specific for the development of certain projects. At 31 December 2022, the book value of Group’s assets pledged to secure the corporate credit and the project financing credits amounts to EUR 893 million. The table below summarises the maturity of the financial liabilities of the Group: DUE IN THE PERIOD - EUR (000) UP TO 1 YEAR 1 TO 2 YEARS 2 TO 3 YEARS 3 TO 4 YEARS 4 TO 5 YEARS AFTER 5 YEARS Total Bonds 50,000 50,000 125,000 75,000 125,000 425,000 Project Financing Credits 95,398 101,163 196,882 15,695 409,138 Corporate Credit lines 2,000 2,500 23,000 27,500 Commercial paper 22,445 22,445 Lease contracts 3,236 1,774 1,626 1,058 778 2,382 10,853 Interests not yet due and amortized costs 7,564 7,564 TOTAL AMOUNT OF DEBTS 180,643 105,437 271,508 141,753 75,778 127,382 902,500 ANNUAL REPORT 2022 | 223 The table below summarises the maturity of interests on the financial liabilities of the Group: DUE IN THE PERIOD - EUR (000) UP TO 1 YEAR 1 TO 2 YEARS 2 TO 3 YEARS 3 TO 4 YEARS 4 TO 5 YEARS AFTER 5 YEARS Total Bonds 14,879 13,688 13,318 8,896 4,379 1,346 56,506 Project Financing Credits 15,972 9,906 4,697 354 30,929 Corporate Credit lines 138 138 11 287 Commercial paper 219 219 Lease contracts 64 59 54 22 14 43 256 TOTAL AMOUNT OF DEBTS 31,272 23,791 18,080 9,272 4,393 1,389 88,197 INTEREST RATE RISK To hedge its variable interest rate exposure, the Group uses various type of financial instruments. • In April 2020, the Group entered into an agreement to cap the interest rate at 0,5% on a part of the financial debt related to a notional amount of about EUR 450 million up to 1 July 2023. • In May 2021, the Group entered into another agreement to cap the interest rate at 1,5% on a part of the financial debt related to a notional amount of EUR 225 million for the period from July 3 rd 2023 up to 1 July 2024. • The Group and/or its subsidiaries entered into interest rate swaps converting its exposure from floating to fixed interest rate as per the table below. These interest rate swaps replace EURIBOR floating rates with fixed interest rates on the outstanding amount. Each of these derivatives are qualified as cash flow hedges and recorded at fair value in the consolidated balance sheet in other assets and/or other liabilities. Interest rate swaps - EUR (000) Company OUTSTANDING AMOUNT FIXED INTEREST RATE START DATE END DATE Immobel S.A. 27,500 0,05% 01/01/2020 31/01/2025 Infinito S.A. 19,550 0,09% 02/07/2021 30/04/2024 Infinito S.A. 5,000 0,09% 02/07/2021 30/04/2024 Infinito Holding S.R.L. 19,550 0,09% 02/07/2021 30/04/2024 Infinito Holding S.R.L. 5,000 0,09% 02/07/2021 30/04/2024 An increase of 1% interest rate would result in an annual increase of the interest charge on debt of EUR 1 857 thousand. INFORMATION ON FAIR VALUE OF FINANCIAL INSTRUMENTS The following table list the different classes of financial assets and liabilities with their carrying amounts in the balance sheet and their respective fair value and analysed by their measurement category. The fair value of financial instruments is determined as follows: • If their maturity is short-term (e.g.: trade receivables and payables), the fair value is assumed to be close to the carrying amount, • For fixed rate debts, based on discounted future cash flows estimated based on market rates at closing, • For variable rate debts, the fair value is assumed to be close to the carrying amount, • For derivative financial instruments, the fair value is determined on the basis of discounted future cash flows estimated based on curves of forward interest rates. This value is mentioned by the counterparty financial institution. • For quoted bonds, on the basis of the quotation at the closing (level 1). The fair value measurement of financial assets and financial liabilities can be characterized in one of the following ways: • Level 1: the fair values of financial assets and liabilities with standard terms and conditions and traded on active liquid markets are determined with reference to quoted market prices in active markets for identical assets and liabilities, • Level 2: the fair values of other financial assets and financial liabilities are determined in accordance with generally accepted pricing models based on discounted cash flow analysis using prices from observable current market transactions and dealer quotes for similar instruments. This mainly relates to derivative financial instruments, • Level 3: the fair values of the remaining financial assets and financial liabilities are derived from valuation techniques which include inputs which are not based on observable market data. ANNUAL REPORT 2022 | 224 EUR ('000) Level of the fair value Carrying amount 31/12/2022 Amortized cost Fair value trough profit or loss Fair value 31/12/2022 Cash flow hedging 31/12/2022 ASSETS Cash and cash equivalents 275,926 275,926 275,926 Other non-current assets Level 2 1,041 1,041 1,041 Trade receivables Level 2 17,591 17,591 17,591 Other operating receivables Level 2 57,205 57,205 57,205 Other current financial assets Level 1 3,450 3,450 3,450 3,745 Advances to joint ventures and associates Level 2 114,977 114,977 114,977 TOTAL 470,190 470,190 470,190 3,745 LIABILITIES Interest-bearing debt Level 1 425,000 425,000 405,127 Interest-bearing debt Level 2 477,500 477,500 477,500 Trade payables Level 2 98,384 98,384 98,384 Other operating payables Level 2 67,417 67,417 67,417 Advances from joint ventures and associates Level 2 29,570 29,570 29,570 TOTAL 1,097,871 1,097,871 1,077,998 EUR ('000) Level of the fair value Carrying amount 31/12/2021 Amortized cost Fair value trough profit or loss Fair value 31/12/2021 Cash flow hedging 31/12/2021 ASSETS Cash and cash equivalents 273,377 273,377 273,377 Other non-current financial assets Level 2 1,015 1,015 1,015 Other non-current assets Level 2 1,151 1,151 1,151 Trade receivables Level 2 38,116 38,116 38,116 Other operating receivables Level 2 37,609 37,609 37,609 Other current financial assets Level 1 49 49 49 Advances to joint ventures and associates Level 2 114,833 114,833 114,833 TOTAL 466,150 465,135 1,015 466,150 LIABILITIES Interest-bearing debt Level 1 399,903 399,903 410,892 Interest-bearing debt Level 2 466,787 466,787 466,787 Trade payables Level 2 83,546 83,546 83,546 Other operating payables Level 2 61,365 61,365 61,365 Derivative financial instruments Level 2 160 160 160 TOTAL 1,011,761 1,011,601 160 1,022,590 160 Amounts recognized in accordance with IFRS 9 (represented) Amounts recognized in accordance with IFRS 9 The Group did not make any changes to its financial risk management policy in 2022. ANNUAL REPORT 2022 | 225 LIQUIDITY RISK Immobel uses largely centralised structures for pooling cash and cash equivalents at Group level. The central liquidity position is calculated monthly using a bottom-up method over a rolling twelve-month period. The liquidity planning is supplemented by monthly stress tests. FINANCIAL COMMITMENTS The Group is subject, for bonds and credit lines mentioned hereabove, to a number of financial commitments. These covenants are taking into account the equity, the net financial debt and its relation with the equity and the inventories. At 31 December 2022, as for the previous years, the Group was in conformity with all these financial commitments and no effect of a covenant breach on classification has to be considered. Immobel has sufficient headroom before being in breach. RISK OF FLUCTUATION IN FOREIGN CURRENCIES The Group has limited exposure to foreign exchange rate risks on its activities. The functional currency of projects currently being developed in Poland and of the activities in the UK are converted respectively from PLN to EUR (except for the Central Point managed in EUR) and from GBP to EUR, with an impact on other comprehensive income. 23) Equity 2022 2021 Number of shares at 31 December 9,997,356 9,997,356 Number of shares fully paid at 31 December 9,997,356 9,997,356 Treasury shares at 31 December 25,434 26,965 Nominal value per share 10 10 Number of shares at 1 January 9,997,356 9,997,356 Number of treasury shares at 1 January -26,965 -292,527 Treasury shares granted to a member of the executive committee Treasury shares sold 1,531 265,562 Number of shares (excluding treasury shares) at 31 December 9,971,922 9,970,391 RISK MANAGEMENT RELATED TO THE CAPITAL The capital structure of the Group consists of current and non-current liabilities less the cash and cash equivalents reported in the balance sheet and in equity. Immobel manages its capital with the aim of ensuring that all Group companies continue to operate on a going concern basis while keeping the cost of capital as low as possible. The capital structure is reviewed on a regular basis taking into account the underlying financial and operational risks of the company. ANNUAL REPORT 2022 | 226 24) Pensions and similar obligations The pensions and similar obligations cover the obligations of the Group as far as the Group insurance is concerned. The amount recognised in the balance sheet represents the present value of obligations in terms of defined benefit pension plans less the fair value of plan assets. EUR ('000) 31/12/2022 31/12/2021 STATEMENT OF FINANCIAL POSITION Provisions 398 Present value of the defined benefit obligations 1,662 1,996 Fair value of plan assets at the end of the period -1,095 -1,398 NET LIABILITY ARISING FROM DEFINED BENEFIT OBLIGATION 567 996 STATEMENT OF COMPREHENSIVE INCOME Current service cost -159 -164 Past service cost or settlement Interest cost on the defined benefit obligation -16 -6 Interest income on plan assets 11 4 Administration costs -3 -5 DEFINED BENEFIT COSTS RECOGNIZED IN PROFIT OR LOSS -167 -171 Acturial (gains) / losses on defined benefit obligation arising from - changes in financial assumptions 582 131 - return on plan assets (excluding interest income) -351 -73 - experience adjustments -121 110 58 DEFINED BENEFIT COSTS -57 -113 EUR ('000) 31/12/2022 31/12/2021 PRESENT VALUE OF THE OBLIGATIONS AS AT 1 JANUARY 1,996 1,963 Current service cost 159 164 Interest cost 16 6 Contributions from plan participants 4 12 Actuarial (gains) losses -461 -131 Benefits paid -52 -18 Past service cost, settlement or business combination PRESENT VALUE OF THE OBLIGATIONS AS AT 31 DECEMBER 1,662 1,996 EUR ('000) 31/12/2022 31/12/2021 FAIR VALUE OF THE PLAN ASSETS AS AT 1 JANUARY 1,398 1,360 Interest income 11 4 Contributions from employer 88 118 Contributions from plan participants 4 12 Benefits paid -52 -18 Return on plan assets (excluding interest income) -351 -73 Administrative costs -3 -5 Settlement or business combination FAIR VALUE OF THE PLAN ASSETS AS AT 31 DECEMBER 1,095 1,398 CONTRIBUTION OF THE EMPLOYER EXPECTED FOR 2022 / 2021 67 95 ACTURIAL ASSUMPTIONS USED TO DETERMINE OBLIGATIONS Discount rate 3.75% 0.83% Future salary increases 3.56% 3.08% Inflation rate 2.20% 1.71% Mortality table MR-3/FR-3 (BE) INSEE H/F 14-16 (FR) MR-3/FR-3 (BE) INSEE H/F 14-16 (FR) SENSITIVITY ANALYSIS OF THE DBO 31/12/2021 Discount rate 3.25% 3.75% Amount of the DBO 1 766 1 662 REMEASUREMENTS OF NET DEFINED BENEFIT LIABILITY RECOGNISED IN OTHER COMPREHENSIVE INCOMEE The Belgian defined benefit pension plan and defined contribution pension plans with guaranteed return are funded through Group insurance contracts. The plans are funded through employer and employee contributions. The underlying assets of the insurance contracts are primarily invested in bonds. The defined benefit plan is closed for new employees. The plan participants are entitled to a lump sum on retirement. Active members also receive a benefit on death-in-service. The French retirement indemnity plan offers a lump sum on retirement as defined by the collective labour agreement of the real estate industry. The plan is unfunded and open to new employees. ANNUAL REPORT 2022 | 227 25) Provisions The components of provisions are as follows: EUR ('000) 31/12/2022 31/12/2021 Provisions related to the sales 1,823 1,201 Other provisions 2,006 1,127 TOTAL PROVISIONS 3,829 2,328 EUR ('000) Related to sales Other 31/12/2022 PROVISIONS AS AT 1 JANUARY 1,201 1,127 2,328 Scope changes 351 147 498 Increase 340 1,583 1,923 Use/Reversal -69 -851 -920 CHANGES FOR THE YEAR 622 879 1,501 PROVISIONS AS AT 31 DECEMBER 1,823 2,006 3,829 Allocation by operational segment is as follows: EUR ('000) 31/12/2022 31/12/2021 Belgium 105 139 Luxembourg 500 500 France 3,224 1,689 TOTAL PROVISIONS 3,829 2,328 The provisions are made up based on the risks related to the litigations, in particular when the recognition conditions of those liabilities are met. These provisions made correspond to the best estimate of outgoing resources considered as likely by the Board of Directors. The Group has no indication on the final amount of disbursement or the timing of the disbursement, it depends on court decisions. Risks related to sales and litigation in progress are the subject of provisions when the conditions for recognition of these liabilities are met. The provisions related to sales are generally related to guarantees of rents, good execution of work,... No provision has been recorded for the other litigations that mainly concern: • problems of decennial guarantee for which the Group has recourse on the contractor who is generally covered by an insurance of “decennial liability coverage” for this purpose, • pure administrative recourses concerning planning and environmental permits introduced by third parties at the Council of State without any financial consequence for the Group. 26) Trade payables This account is allocated by operational segment as follows: EUR ('000) 31/12/2022 31/12/2021 Belgium 41,955 41,548 Luxembourg 3,889 10,920 France 27,534 7,006 Germany 16,044 7,980 Poland 2,202 12,065 Spain 4,175 4,027 United Kingdom 2,585 TOTAL TRADE PAYABLES 98,384 83,546 The trade payables are mainly related to the projects O’Sea in Belgium, Issy-les -Moulineaux in France, Eden in Germany, Canal in Luxembourg and Granaria in Poland. 27) Contract liabilities The contract liabilities, arising from the application of IFRS 15, relate to following operational segment: EUR ('000) 31/12/2022 31/12/2021 Belgium 10,254 10,427 Luxembourg 7,778 France 4,987 11,542 Poland 28,466 TOTAL CONTRACT LIABILITIES 51,485 21,969 The contract liabilities primarily relate to the advance consideration received from customers for construction for which revenue is recognised over time. The amount of EUR 21 969 thousand included in contract liabilities at 31 December 2021 has been recognised as revenue in 2022. ANNUAL REPORT 2022 | 228 The increase in contract liabilities is mainly due to the project Granaria in Poland. Contract liabilities include amounts received by the entity as compensation for goods or services that have not yet been provided for the customer. Contract liabilities are settled by “future” recognition of the revenue when the IFRS 15 criteria for revenue recognition have been met. All amounts reflected in contract liabilities relate to residential activities for which revenue is recognised over time. Because payment terms are based on predefined milestones and revenue recognition is based on progress of works measured by incurred and budgeted costs minor discrepancies might occur between both, resulting either in contract assets or contract liabilities. 28) Social debts, VAT, accrued charges and other amount payable The components of this account are: EUR ('000) 31/12/2022 31/12/2021 Payroll related liabilities 3,015 4,244 Taxes (other than income taxes) and VAT payable 17,005 12,186 Accrued charges 13,026 8,568 Dividends payable 163 3,339 Other 2,732 3,303 Other liability with business partners 18,419 15,955 TOTAL OTHER CURRENT LIABILITIES 54,360 47,595 Other current liabilities mainly consist of taxes (other than income taxes) as well as accrued charges and deferred income in Belgium and France. 29) Main contingent assets and liabilities EUR ('000) 31/12/2022 31/12/2021 Guarantees from third parties on behalf of the Group with respect to: - inventories 480,376 281,015 - other assets TOTAL GUARANTEES FROM THIRD PARTIES ON BEHALF OF THE GROUP 480,376 281,015 These guarantees consist of: - guarantees "Real estate trader" (acquisitions with registration fee at reduced rate) 26,493 33,012 - guarantees "Law Breyne" (guarantees given in connection with the sale of houses or apartments under construction) 300 63,207 453,583 184,796 TOTAL GUARANTEES FROM THIRD PARTIES ON BEHALF OF THE GROUP 480,376 281,015 Mortgage power - Amount of inscription 83,899 58,852 MORTGAGE POWER - AMOUNT OF INSCRIPTION 83,899 58,852 Book value of Group's assets pledged for debt securities related to investment property and inventory as a whole 893,009 759,011 BOOK VALUE OF PLEDGED GROUP'S ASSETS 893,009 759,011 Amount of debts guaranteed by above securities - Non current debts 299,465 205,563 - Current debts 110,093 232,739 TOTAL AMOUNT OF DEBTS GUARANTEED 409,558 438,301 - guarantees "Good end of execution" (guarantees given in connection with the execution of works) and "other" (successful completion of payment, rental,…) ANNUAL REPORT 2022 | 229 30) Change in working capital The change in working capital by nature is established as follows: EUR ('000) 31/12/2022 31/12/2021 Inventories, including the acquisition and sales of subsidiaries holding a dedicated project -183,641 -15,012 Amounts receivable within one year 96,330 -63,254 Deferred charges and accrued income -19,977 -17,327 Trade debts 44,353 15,527 Amounts payable regarding taxes and social security 3,591 -3,324 Accrued charges and deferred income -9,254 22,465 Other payable with business partners -4,585 546 CHANGE IN WORKING CAPITAL -73,183 -60,379 Changes in drivers for working capital are addressed in the respective notes earlier in this report. The net book value of Isala, having been transferred from investment properties to inventories for an amount of EUR 103 462 thousand, is not included in the change in working capital. 31) Commitments At 31 December 2022, Immobel acknowledges a capital commitment for an amount of EUR 179 785 thousand for projects in Brussels and Luxembourg. 32) Information on related parties RELATIONSHIPS WITH SHAREHOLDERS – MAIN SHAREHOLDERS 31/12/2022 31/12/2021 A3 Capital NV & A3 Management BVBA 58.99% 58.99% IMMOBEL (Treasury shares) 0.25% 0.26% Number of representative capital shares 9,997,356 9,997,356 RELATIONSHIPS WITH SENIOR (NON) EXECUTIVES These are the remuneration of members of the (non) Executive Committee and of the Board of Directors. At 31 December 2022 EUR ('000) Executive Chairman/ CEO Executive Committee Non Executive Committee Basic remuneration 1,200 2,529 256 Variable remuneration STI 120 1,297 None Variable remuneration LTI None 1,500 None Individual pension commitment None None None Other None None None At 31 December 2021 EUR ('000) Executive Chairman/ CEO Executive Committee Non Executive Committee Basic remuneration 640 1,700 250 Variable remuneration STI 364 2,479 None Variable remuneration LTI 28 109 None Individual pension commitment None None None Other 1,000 None None RELATIONSHIPS WITH JOINT VENTURES AND ASSOCIATES The relationships with joint ventures and associates consist mainly of loans or advances, whose amounts are recorded in the balance sheet in the following accounts: ANNUAL REPORT 2022 | 230 EUR ('000) 31/12/2022 31/12/2021 Invetments in joint ventures and associates - shareholder's loans 111,527 101,670 Advances to joint ventures and associates 3,450 13,163 Advances from joint ventures and associates -29,570 -38,824 Financial lease -1,299 Operating income 4,474 9,282 Operating expense -4,941 -5,162 interest income 3,679 4,247 interest expense -1,008 -1,260 Those relationships are conducted in accordance with formal terms and conditions agreed with the Group and its partner. The interest rate applicable to these loans and advances is EURIBOR + margin, defined based on internal transfer pricing principles. See note 16 for further information on joint ventures and associates. 33) Events subsequent to reporting date Given the challenges related to the current economic context, the company has decided to close its dedicated platform in London (Immobel Capital Partners) early 2023 and further pursue this activity from Brussels. In France the company is limiting its exposure to small residential projects located in the outskirts of Paris and its suburban areas in order to focus on (high-margin) mixed developments located in the centre of Paris. ANNUAL REPORT 2022 | 231 34) Companies owned by the Immobel Group Companies forming part of the Group as at 31 December 2022: SUBSIDIARIES – FULLY CONSOLIDATED NAME COMPANY NUMBER HEAD OFFICE GROUP INTEREST (%) (Economic interest) AIC IMMO OSNY 915 079 438 Paris 60 BEYAERT NV 837807014 Brussels 100 BOITEUX RESIDENTIAL NV 837797314 Brussels 100 BRUSSELS EAST REAL ESTATE SA 478 120 522 Brussels 100 BRUSSELS HOLDING BV 0783276582 Brussels 100 BULL'S EYE PROPERTY LUX SA B 138 135 Luxemburg 100 CANAL DEVELOPEMENT SARL B 250 642 Luxemburg 100 CHAMBON NV 837 807 509 Brussels 100 COLONEL STONE 0749467827 Brussels 100 COMPAGNIE IMMOBILIÈRE DE WALLONIE (CIW) SA 401 541 990 Brussels 100 COMPAGNIE IMMOBILIÈRE LUXEMBOURGEOISE SA B 29 696 Luxemburg 100 COSIMO S.A. 426 370 527 Brussels 100 EDEN TOWER FRANKFURT GMBH B235375 Frankfurt 100 EMPEREUR FROISSART NV 871 449 879 Brussels 100 ENTREPRISE ET GESTION IMMOBILIÈRES (EGIMO) SA 403 360 741 Brussels 100 ESPACE NIVELLES SA 472 279 241 Brussels 100 FLINT CONSTRUCT NV 506 899 135 Brussels 65 FLINT LAND NV 506 823 614 Brussels 65 FONCIÈRE JENNIFER SA 464 582 884 Brussels 100 FONCIÈRE MONTOYER SA 826 862 642 Brussels 100 FROUNERBOND DEVELOPPEMENT S.À R.L. B251782 Luxembourg 100 GASPERICH DEVELOPPEMENT SARL B263526 Luxembourg 100 GRANARIA DEVELOPMENT GDANSK BIS SP. Z.O.O. 0000 48 02 78 Warsaw 90 GRANARIA DEVELOPMENT GDANSK SP. Z.O.O. 0000 51 06 69 Warsaw 90 HERMES BROWN II NV 890 572 539 Brussels 100 HOLLERICH DEVELOPPEMENT S.ÀR.L.L B269856 Luxemburg 100 HOTEL GRANARIA DEVELOPMENT SP. Z.O.O. 0000 51 06 64 Warsaw 90 ILOT SAINT ROCH SA 675 860 861 Brussels 100 IMMO DEVAUX I NV 694 904 337 Brussels 100 IMMO DEVAUX II NV 694 897 013 Brussels 100 IMMOBEL BIDCO LTD 140 582 Jersey 100 IMMOBEL CAPITAL PARTNERS LTD 13 833 428 London 90 IMMOBEL FRANCE GESTION SARL 809 724 974 Paris 100 IMMOBEL FRANCE TERTIAIRE SAS 833 654 221 Paris 100 IMMOBEL GERMANY 1 GMBH HRB 110201 Köln 100 IMMOBEL GERMANY 2 GMBH HRB 110165 Köln 100 IMMOBEL GERMANY GMBH 5050 817 557 Köln 100 IMMOBEL GERMANY SARL B231 412 Luxemburg 100 IMMOBEL GP (SCOTLAND) LTD SC720941 Edinburgh 90 IMMOBEL GP LLP LTD OC440559 London 90,1 ANNUAL REPORT 2022 | 232 IMMOBEL GP SARL B 247 503 Luxemburg 100 IMMOBEL GREEN OFFICE IMPACT I LP LP022346 London 100 IMMOBEL GUTENBERG BERLIN 1 GMBH HRB 106676 Koln 100 IMMOBEL GUTENBERG BERLIN 2 GMBH HRB 106697 Koln 100 IMMOBEL GUTENBERG BERLIN 3 GMBH HRB 106882 Koln 100 IMMOBEL GUTENBERG BERLIN 4 GMBH HRB 106679 Koln 100 IMMOBEL GUTENBERG BERLIN INVESTMENT GMBH HRB 90319 Koln 100 IMMOBEL HOLDCO SPAIN S.L. B 881 229 62 Madrid 100 IMMOBEL HOLDING LUXEMBOURG SARL B 138 090 Luxemburg 100 IMMOBEL LUX SA B 130 313 Luxemburg 100 IMMOBEL PM SPAIN S.L. B 882 567 06 Madrid 100 IMMOBEL POLAND SP. Z.O.O. 0000 37 22 17 Warsaw 100 IMMOBEL PROJECT MANAGEMENT SA 475 729 174 Brussels 100 IMMOBEL R.E.M. FUND SARL B 228 335 Luxemburg 100 IMMOBEL REAL ESTATE FUND SC B 228 393 Luxemburg 100 IMMOBEL URBAN LIVING 695 672 419 Brussels 100 IMMO-PUYHOEK SA 847 201 958 Brussels 100 IMZ NV 444 236 838 Brussels 100 INDUSTRIE 52 BV 759 472 584 Brussels 76,05 INFINITO HOLDING S.R.L. 765 474 411 Brussels 76,05 INFINITO S.A. 403 062 219 Brussels 76,05 INFINITY LIVING SA B 211 415 Luxemburg 100 LAKE FRONT SA 562 818 447 Brussels 100 LEBEAU DEVELOPMENT 711 809 556 Brussels 100 LEBEAU SABLON SA 551 947 123 Brussels 100 LES JARDINS DU NORD SA 444 857 737 Brussels 96,2 LOTINVEST DEVELOPMENT SA 417 100 196 Brussels 100 MICHAEL OSTLUND PROPERTY SA 436 089 927 Brussels 100 MILAWEY INVESTMENTS SP. ZO.O. 0000 63 51 51 Warsaw 100 MÖBIUS CONSTRUCT SA 681 630 183 Brussels 100 MONTAGNE RESIDENTIAL SA 837 806 420 Brussels 100 NENNIG DEVELOPPEMENT SARL B 250.824 Luxemburg 100 NORTH LIVING BV 786 740 670 Brussels 100 NORTH OFFICES BV 786 726 616 Brussels 100 NORTH PUBLIC BV 786 727 705 Brussels 100 NORTH RETAIL BV 786 740 472 Brussels 100 NORTH STUDENT HOUSING BV 786 726 814 Brussels 100 NP SHOWROOM SNC 837 908 086 Paris 100 OFFICE FUND CARRY SRL 759 610 562 Brussels 100 OFFICE FUND GP SRL 759 610 463 Brussels 100 OKRAGLAK DEVELOPMENT SP. Z.O.O. 0000 26 74 81 Warsaw 100 POLVERMILLEN SARL B 207 813 Luxemburg 100 PORCELYNEGOED NV 429 538 269 Brussels 100 PRINCE ROYAL CONSTRUCT SA 633 872 927 Brussels 100 QUOMAGO SA 425 480 206 Brussels 100 SAS PARIS LANNELONGUE 851 891 721 Paris 100 SAS RUEIL COLMAR 852 152 412 Paris 100 SAS SAINT ANTOINE COUR BERARD 851 891 721 Paris 100 SCCV BUTTES CHAUMONT 882 258 510 Paris 100 ANNUAL REPORT 2022 | 233 SCCV IMMO AVON 1 911 119 386 Paris 100 SCCV IMMO BOUGIVAL 1 883460420 Paris 100 SCCV IMMO MONTEVRAIN 1 884552308 Paris 100 SCCV IMMO TREMBLAY 1 883461238 Paris 100 SCCV NP ASNIERES SUR SEINE 1 813 388 188 Paris 100 SCCV NP AUBERGENVILLE 1 837 935 857 Paris 100 SCCV NP AULNAY SOUS BOIS 1 811 446 699 Paris 100 SCCV NP BEZONS 1 820 345 718 Paris 100 SCCV NP BEZONS 2 829 707 348 Paris 100 SCCV NP BOIS D'ARCY 1 829 739 515 Paris 100 SCCV NP BONDOUFLE 1 815 057 435 Paris 100 SCCV NP BUSSY SAINT GEORGES 1 812 264 448 Paris 100 SCCV NP CHATENAY-MALABRY 1 837 914 126 Paris 100 SCCV NP CHELLES 1 824 117 196 Paris 100 SCCV NP CHILLY-MAZARIN 1 838 112 332 Paris 100 SCCV NP CROISSY SUR SEINE 1 817 842 487 Paris 100 SCCV NP CROISSY SUR SEINE 2 822 760 732 Paris 100 SCCV NP CROISSY SUR SEINE 3 822 760 625 Paris 100 SCCV NP CROISSY SUR SEINE 4 832 311 047 Paris 100 SCCV NP DOURDAN 1 820 366 227 Paris 100 SCCV NP DRANCY 1 829 982 180 Paris 100 SCCV NP EAUBONNE 1 850 406 562 Paris 100 SCCV NP FONTENAY AUX ROSES 1 838 330 397 Paris 100 SCCV NP FRANCONVILLE 1 828 852 038 Paris 90 SCCV NP GARGENVILLE 1 837 914 456 Paris 100 SCCV NP ISSY LES MOULINEAUX 1 820 102 770 Paris 85 SCCV NP LA GARENNE-COLOMBES 1 842 234 064 Paris 100 SCCV NP LE PLESSIS TREVISE 1 829 675 545 Paris 100 SCCV NP LE VESINET 1 848 225 884 Paris 51 SCCV NP LIVRY-GARGAN 1 844 512 632 Paris 100 SCCV NP LONGPONT-SUR-ORGE 1 820 373 462 Paris 100 SCCV NP LOUVECIENNES 1 827 572 173 Paris 100 SCCV NP MEUDON 1 829 707 421 Paris 100 SCCV NP MOISSY-CRAMAYEL 1 838 348 738 Paris 100 SCCV NP MONTESSON 1 851 834 119 Paris 51 SCCV NP MONTLHERY 1 823 496 559 Paris 100 SCCV NP MONTLHERY 2 837 935 881 Paris 100 SCCV NP MONTMAGNY 1 838 080 091 Paris 100 SCCV NP NEUILLY SUR MARNE 1 819 611 013 Paris 100 SCCV NP PARIS 1 829 707 157 Paris 100 SCCV NP PARIS 2 842 239 816 Paris 100 SCCV NP RAMBOUILLET 1 833 416 365 Paris 100 SCCV NP ROMAINVILLE 1 829 706 589 Paris 100 SCCV NP SAINT ARNOULT EN YVELINES 1 828 405 837 Paris 100 SCCV NP SAINT GERMAIN EN LAYE 1 829 739 739 Paris 100 SCCV NP SAINT GERMAIN EN LAYE 2 844 464 768 Paris 100 SCCV NP VAUJOURS 1 829 678 960 Paris 100 SCCV NP VILLE D'AVRAY 1 829 743 087 Paris 100 ANNUAL REPORT 2022 | 234 SCCV NP VILLEJUIF 1 829 674 134 Paris 100 SCCV NP VILLEMOMBLE 1 847 809 068 Paris 100 SCCV NP VILLEPINTE 1 810 518 530 Paris 100 SCCV NP VILLIERS SUR MARNE 1 820 147 072 Paris 100 SCCV SCI COMBS LES NOTES FLORALES 820 955 888 Paris 60 SCI LE COEUR DES REMPARTS DE SAINT-ARNOULT-EN-YVELINES 831 266 820 Paris 100 SNC HEMACLE 904 024 999 Paris 100 SNC IMMO ILM 2 913 859 013 Paris 100 SNC IMMO MDB 882328339 Paris 100 SQUARE DES HÉROS S.A. 843 656 906 Brussels 100 SSCV IMMO OTHIS 1 899269773 Paris 100 SSCV IMMO SAVIGNY SUR ORGE 1 809 724 974 Paris 100 T ZOUT CONSTRUCT SA 656 754 831 Brussels 100 THOMAS SA B 33 819 Luxemburg 100 VAARTKOM SA 656 758 393 Brussels 100 VAL D'OR CONSTRUCT SA 656 752 257 Brussels 100 VELDIMMO SA 430 622 986 Brussels 100 VESALIUS CONSTRUCT NV 543 851 185 Brussels 100 ZIELNA DEVELOPMENT SP. Z.O.O. 0000 52 76 58 Warsaw 100 JOINT VENTURES – ACCOUNTED FOR UNDER THE EQUITY METHOD GROUP INTEREST (%) (Economic NAME COMPANY NUMBER HEAD OFFICE interest) IMMOBEL CARRY LP (UK) SL035501 London 90 IMMOBEL FRANCE SAS 800 676 850 Paris 100 SCCV NP AUBER RE 813 595 956 Paris 100 SCCV NP AUBER VICTOR HUGO 833 883 762 Paris 100 SCCV NP BESSANCOURT 1 808 351 969 Paris 100 SCCV NP BESSANCOURT 2 843 586 397 Paris 100 SCCV NP EPINAY SUR ORGE 1 838 577 419 Paris 100 SCCV NP VAIRES SUR MARNE 1 813 440 864 Paris 100 BELLA VITA SA 890 019 738 Brussels 50 BORALINA INVESTMENTS SL B 884 669 33 Madrid 50 BROUCKERE TOWER INVEST NV 874 491 622 Brussels 50 CBD INTERNATIONAL SP. Z.O.O. 0000 22 82 37 Warsaw 50 CHÂTEAU DE BEGGEN SA B 133 856 Luxemburg 50 CITYZEN HOLDING SA 721 884 985 Brussels 50 CITYZEN HOTEL SA 721 520 444 Brussels 50 CITYZEN OFFICE SA 721 520 840 Brussels 50 CITYZEN RESIDENCE SA 721 520 642 Brussels 50 CP DEVELOPMENT SP. Z O.O. 0000 63 51 51 Warsaw 50 CSM DEVELOPMENT NV 692 645 524 Brussels 50 CSM PROPERTIES NV 692 645 425 Brussels 50 DEBROUCKERE DEVELOPMENT SA 700 731 661 Brussels 50 DEBROUCKERE LAND NV 662 473 277 Brussels 50 DEBROUCKERE LEISURE NV 750 734 567 Brussels 50 DEBROUCKERE OFFICE NV 750 735 557 Brussels 50 GATEWAY SA 501 968 664 Brussels 50 | ANNUAL REPORT 2022 235 GOODWAYS SA 405 773 467 Brussels 50 ILOT ECLUSE SA 441 544 592 Gilly 50 IMMO PA 33 1 SA 845 710 336 Brussels 50 IMMO PA 44 1 SA 845 708 257 Brussels 50 IMMO PA 44 2 SA 845 709 049 Brussels 50 KEY WEST DEVELOPMENT SA 738 738 439 Brussels 50 LES 2 PRINCES DEVELOPMENT SA 849 400 294 Brussels 50 M1 SA B 197 932 Strassen 33,33 M7 SA B 197 934 Strassen 33,33 MÖBIUS II SA 662 474 069 Brussels 50 MUNROE K LUXEMBOURG SA B117323 Luxembourg 50 ODD CONSTRUCT SA 682 966 706 Knokke-Heist 50 OXY LIVING SA 786 923 287 Brussels 50 PLATEAU D'ERPENT 696 967 368 Namur 50 RAC 3 SA 819 588 830 Antwerp 40 RAC 4 DEVELOPMENT SA 673 640 551 Brussels 40 RAC 4 SA 819 593 481 Brussels 40 RAC5 SA 665 775 534 Antwerp 40 RAC6 SA 738 392 110 Brussels 40 SAS BONDY CANAL 904 820 461 Paris 40 SAS TRELAMET 652 013 772 Paris 40 SCCV HOUILLES JJ ROUSSEAU 913 859 013 Paris 50 SCCV NP AUBERVILLIERS 1 824 416 002 Paris 50,1 SCCV NP CHARENTON LE PONT 1 833 414 675 Paris 50,98 SCCV NP CRETEIL 1 824 393 300 Paris 50,1 SCCV PA VILLA COLOMBA 838 112 449 Paris 51 SCHOETTERMARIAL SARL B 245 380 Luxemburg 50 SURF CLUB HOSPITALITY GROUP SL B 935 517 86 Madrid 50 SURF CLUB MARBELLA BEACH SL B 875 448 21 Madrid 50 UNIPARK SA 686 566 889 Brussels 50 UNIVERSALIS PARK 2 SA 665 921 529 Brussels 50 UNIVERSALIS PARK 3 SA 665 921 133 Brussels 50 UNIVERSALIS PARK 3AB SA 665 922 420 Brussels 50 UNIVERSALIS PARK 3C SA 665 921 430 Brussels 50 URBAN LIVING BELGIUM HOLDING NV 831 672 258 Antwerp 60 URBAN LIVING BELGIUM NV 831 672 258 Antwerp 30 ASSOCIATES – ACCOUNTED FOR UNDER THE EQUITY METHOD GROUP INTEREST (%) (Economic NAME COMPANY NUMBER HEAD OFFICE interest) ARLON 75 BV 780 650 258 Brussels 20,13 BEIESTACK S.A. B 183 641 Luxemburg 20,13 BELUX OFFICE DEVELOPMENT FEEDER CV 759 908 985 Brussels 26,93 DHR CLOS DU CHÂTEAU SA 895 524 784 Brussels 33,33 IMMOBEL BELUX OFFICE DEVELOPMENT FUND SCSP B249896 Luxembourg 20 SCCV 73 RICHELIEU 894 876 655 Paris 10 SCCV MONTLHERY ROUTE D'ORLEANS 904 647 823 Paris 20 SSCV 277 SH 901 400 531 Paris 10 | ANNUAL REPORT 2022 236 There are no significant restrictions that limit the Group’s ability to access assets and settle the liabilities of subsidiaries. In case of financial debts towards credit institutions, the shareholder’s loans reimbursements (reimbursement of cash to the mother company) are subordinated to the reimbursements towards credit institutions. ANNUAL REPORT 2022 | 237 G. Statement from the responsible persons The undersigned persons state that, to the best of their knowledge: • the Consolidated Financial Statements of Immobel SA and its subsidiaries as of 31 st December 2021 have been prepared in accordance with the International Financial Reporting Standards (“IFRS”), and give a true and fair view of the assets and liabilities, financial position and results of the whole of the companies of the Immobel Group as well as the subsidiaries included in the consolidation; • the Director’s Report on the financial year ended at 31 December 2022 gives a fair overview of the development, the results and of the position of the Immobel Group as well as the subsidiaries included in the consolidation, as well as a description of the principal risks and uncertainties faced by the Immobel Group. On behalf of the Board of Directors: Marnix Galle 2 Chairman of the Board of Directors 2 Vaste vertegenwoordiger van de vennootschap A³ Management bvba ANNUAL REPORT 2022 | 238 H. Auditor’s report Statutory auditor’s report to the general meeting of Immobel NV on the consolidated financial statements as of and for the year ended December 31, 2022 FREE TRANSLATION OF UNQUALIFIED STATUTORY AUDITOR’S REPORT ORIGINALLY PREPARED IN DUTCH In the context of the statutory audit of the consolidated financial statements of Immobel NV (“the Company”) and its subsidiaries (jointly “the Group”), we provide you with our statutory auditor’s report. This includes our report on the consolidated financial statements for the year ended December 31, 2022, as well as other legal and regulatory requirements. Our report is one and indivisible. We were appointed as statutory auditor by the general meeting of April 15, 2021, in accordance with the proposal of the supervisory board issued on the recommendation of the audit committee. Our mandate will expire on the date of the general meeting deliberating on the annual accounts for the year ended December 31, 2023. We have performed the statutory audit of the consolidated financial statements of the Group for two consecutive financial years. Report on the consolidated financial statements Unqualified opinion We have audited the consolidated financial statements of the Group as of and for the year ended December 31, 2022, prepared in accordance with IFRS Standards as issued by the International Accounting Standards Board and as adopted by the European Union, and with the legal and regulatory requirements applicable in Belgium. These consolidated financial statements comprise the consolidated statement of financial position as at December 31, 2022, the consolidated statements of profit and loss and other comprehensive income, changes in equity and cash flows for the year then ended and notes, comprising a summary of significant accounting policies and other explanatory information. The total of the consolidated statement of financial position amounts to 1.748.027 KEUR and the consolidated statement of profit and loss shows a profit for the year of 10.373 KEUR. In our opinion, the consolidated financial statements give a true and fair view of the Group’s equity and financial position as at December 31, 2022 and of its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with IFRS Standards as issued by the International Accounting Standards Board and as adopted by the European Union, and with the legal and regulatory requirements applicable in Belgium. Basis for our unqualified opinion We conducted our audit in accordance with International Standards on Auditing (“ISAs”) as adopted in Belgium. In addition, we have applied the ISAs as issued by the IAASB and applicable for the current accounting year while these have not been adopted in Belgium yet. Our responsibilities under those standards are further described in the “Statutory auditors’ responsibility for the audit of the consolidated financial statements” section of our report. We have complied with the ethical requirements that are relevant to our audit of the consolidated financial statements in Belgium, including the independence requirements. We have obtained from the board of directors and the Company’s officials the explanations and information necessary for performing our audit. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. ANNUAL REPORT 2022 | 239 Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Project development revenue (including revenue recognised by joint ventures and associates accounted for under the equity method) We refer to accounting policies E.5.13) ‘Operating income’ and E.5.17) ‘Main judgements and main sources of uncertainties related to estimations’ and notes F.1) ‘Operating segment – financial information by geographical segment’ and F.2) ‘Revenue’ of the consolidated financial statements. Description As disclosed in note F.1), revenue (‘project development revenue’) amounts to 377.377 KEUR in 2022, of which 150.149 KEUR attributable to joint ventures and associates accounted for under the equity method (revenue which is not included in the consolidated statement of profit and loss). The Group contracts in a variety of ways. Each project has a different risk and revenue profile based on its individual contractual and delivery characteristics. We determined the recognition and measurement of revenue from the sale of project developments, for which revenue is recognized over time, as a key audit matter due to its size to the consolidated statement of profit or loss, complexity of contract terms, judgement involved to recognize revenue in accordance with the relevant accounting standards and the high degree of management judgement involved in determining the percentage of completion of the projects. Our audit procedures For a selection of projects that we considered at higher risk of misstatement, due to either size and/or complexity, we performed the following audit procedures: • We obtained an understanding of the project management and related revenue recognition process and tested the design and implementation of relevant controls. • We assessed the Group’s determination of transfer of control by analyzing the contractual terms of sale against the criteria in the relevant accounting standards. • We discussed the most recent project feasibility analyses including stage of completion with the relevant project manager and/or project controller. We assessed the reasonableness of the key estimates and judgements made by management and challenged them based on comparison with the prior period feasibility study for those projects and comparable transactions. • We assessed the reliability of key inputs to the project feasibility analyses and on a sample basis we assessed the accuracy of these inputs by comparing them to the underlying supporting documents. • We recalculated the margin recognized over the period considering the actual recognized cost incurred and the project’s expected profit margin. • We considered the adequacy of the disclosures in the consolidated financial statements relating to revenue. Recoverability of project development inventories (including inventories held by joint ventures and associates accounted for under the equity method) We refer to accounting policies E. 5.9) ‘Inventories’ and E.5.17) ‘Main judgements and main sources of uncertainties related to estimations’ and notes F.1) ‘Operating segment – financial information by geographical segment’, F.18) ‘Inventories’ and F.16) ‘Investments in joint ventures and associates’ of the consolidated financial statements. Description ANNUAL REPORT 2022 | 240 As disclosed in note F.1), inventories (‘project development inventories’) amount to 1.360.703 KEUR as at 31 December 2022, of which 374.977 KEUR attributable to project development inventories held by joint ventures and associates accounted for under the equity method (which is not included in the consolidated statement of financial position). Inventories are measured at the lower of cost and net realizable value at the balance sheet date. Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale. A write-down is necessary when the net realizable value at balance sheet date is lower than the carrying value. The determination of the net realizable value used to assess the recoverability of project development inventories involves management judgment as this assessment includes assumptions about future events which inherently are subject to the risk of change and uncertainty. Due to the high degree of management judgement required, we determined the assessment of the net realizable value of project development inventories, and specifically those projects for which the permitting, construction or commercialization process has been significantly delayed, as a key audit matter. Our audit procedures For a selection of projects that we considered at higher risk of misstatement, due to either size to the consolidated statement of financial positions and/or complexity, we performed the following audit procedures: • We obtained an understanding of the project management process and tested the design and implementation of internal controls. • We enquired with management and the relevant project managers and/or controllers to obtain an understanding of the progress of development, the risks associated to the project (such as permitting, construction and commercialization) and the projected performance and assessed management’s basis of estimates of the net realizable value. • We inspected updated project feasibility analyses and assessed the assumptions used in forecasting the selling price and costs to complete by comparison to similar transactions; • For those selected projects where sales have been recognized, we analysed the realized margins for impairment indicators in the respective remaining property development inventory balance. • We assessed the reliability of key inputs to the project feasibility analyses and on a sample basis we assessed the accuracy of these inputs by comparing them to the underlying supporting documents. • We tested the reasonableness of the capitalized interest cost and project management fees allocated to the development projects. • We assessed whether the carrying value was the lower of the estimated net realizable value and cost. • We considered the adequacy of the disclosures in the consolidated financial statements relating to project development inventories. Board of directors’ responsibilities for the preparation of the consolidated financial statements The board of directors is responsible for the preparation of these consolidated financial statements that give a true and fair view in accordance with IFRS Standards as issued by the International Accounting Standards Board and as adopted by the European Union, and with the legal and regulatory requirements applicable in Belgium, and for such internal control as board of directors determines, is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. In preparing the consolidated financial statements, the board of directors is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going ANNUAL REPORT 2022 | 241 concern and using the going concern basis of accounting unless the board of directors either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so. Statutory auditor’s responsibilities for the audit of the consolidated financial statements Our objectives are to obtain reasonable assurance as to whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. 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 the users taken on the basis of these consolidated financial statements. When performing our audit we comply with the legal, regulatory and professional requirements applicable to audits of the consolidated financial statements in Belgium. The scope of the statutory audit of the consolidated financial statements does not extend to providing assurance on the future viability of the Group nor on the efficiency or effectivity of how the board of directors has conducted or will conduct the business of the Group. Our responsibilities regarding the going concern basis of accounting applied by the board of directors are described below. As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional skepticism throughout the audit. We also perform the following procedures: • Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain 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 for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control; • Obtain an understanding of internal controls 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 Group’s internal control; • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by board of directors; • Conclude on the appropriateness of 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 Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated 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 auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern; • Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation; • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion. We communicate with the audit committee regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. ANNUAL REPORT 2022 | 242 We also provide the audit committee 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. For the matters communicated with the audit committee, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter. Other legal and regulatory requirements Responsibilities of the Board of directors The board of directors is responsible for the preparation and the content of the board of directors’ annual report on the consolidated financial statements and the other information included in the annual report. Statutory auditor’s responsibilities In the context of our engagement and in accordance with the Belgian standard which is complementary to the International Standards on Auditing as applicable in Belgium, our responsibility is to verify, in all material respects, the board of directors’ annual report on the consolidated financial statements and the other information included in the annual report, and to report on these matters. Aspects concerning the board of directors’ annual report on the consolidated financial statements and other information included in the annual report Based on specific work performed on the board of directors’ annual report on the consolidated financial statements, we are of the opinion that this report is consistent with the consolidated financial statements for the same period and has been prepared in accordance with article 3:32 of the Companies’ and Associations’ Code. In the context of our audit of the consolidated financial statements, we are also responsible for considering, in particular based on the knowledge gained throughout the audit, whether the board of directors’ annual report on the consolidated financial statements and other information included in the annual report: • Message from the executive chair • Key figures 2022 • Shareholder information • Activity report contain material misstatements, or information that is incorrectly stated or misleading. In the context of the procedures carried out, we did not identify any material misstatements that we have to report to you. Information about the independence • Our audit firm and our network have not performed any engagement which is incompatible with the statutory audit of the consolidated accounts and our audit firm remained independent of the Group during the term of our mandate. • The fees for the additional engagements which are compatible with the statutory audit referred to in article 3:65 of the Companies’ and Associations’ Code were correctly stated and disclosed in the notes to the consolidated financial statements. European Single Electronic Format (ESEF) In accordance with the draft standard on the audit of compliance of the Financial Statements with the European Single Electronic Format (hereafter “ESEF”), we have audited as well whether the ANNUAL REPORT 2022 | 243 ESEF-format is in accordance with the regulatory technical standards as laid down in the EU Delegated Regulation nr. 2019/815 of 17 December 2018 (hereafter “Delegated Regulation”). The Board of Directors is responsible for the preparation, in accordance with the ESEF requirements, of the consolidated financial statements in the form of an electronic file in ESEF format (hereafter “digital consolidated financial statements”) included in the annual financial report. It is our responsibility to obtain sufficient and appropriate information to conclude whether the format and the tagging of the digital consolidated financial statements comply, in all material respects, with the ESEF requirements under the Delegated Regulation. At the date of this report, we have not yet received the annual financial report and the digital consolidated financial statements prepared by the Board of Directors. We have reminded the Board of Directors of their legal responsibility to provide the documents to the statutory auditor and the shareholders within the deadlines stipulated in the Belgian Companies’ and Associations’ Code. As a result, we were unable to conclude whether the format and the tagging of the digital consolidated financial statements comply, in all material respects, with the ESEF requirements under the Delegated Regulation. Other aspect • This report is consistent with our additional report to the audit committee on the basis of Article 11 of Regulation (EU) No 537/2014. Zaventem, March 17, 2023 KPMG Bedrijfsrevisoren - Réviseurs d’Entreprises Statutory Auditor represented by Filip De Bock Bedrijfsrevisor / Réviseur d’Entreprises ANNUAL REPORT 2022 | 244 II. Statutory condensed financial statements The financial statements of the parent company, Immobel SA, are presented below in a condensed form. In accordance with Belgian company law, the Directors’ Report and Financial Statements of the parent company, Immobel SA, together with the Statutory Auditor’s Report, have been filed at the National Bank of Belgium. They are available on request from: Immobel SA Rue de la Régence 58 BE-1000 Brussels Belgium www.immobelgroup.com The statutory auditor issued an unqualified report on the financial statements of Immobel SA. A. Statement of financial position (in thousand EUR) AASSSSEETTSS 31/12/2022 31/12/2021 FFIIXXEEDD AASSSSEETTSS 882244,,778844 446622,,991111 Start-Up costs 136 194 Intangible fixed assets 1,152 164 Tangible fixed assets 3,736 2,403 Financial fixed assets 819,760 460,150 CCUURRRREENNTT AASSSSEETTSS 225566,,999955 558822,,554488 Amounts receivable after one year Stocks and contracts in progress 42,285 43,851 Amounts receivable within one year 35,690 368,590 Treasury shares 1,137 1,205 Cash equivalents 175,411 162,940 Deferred charges and accrued income 2,472 5,962 TTOOTTAALL AASSSSEETTSS 11,,008811,,777799 11,,004455,,445599 LLIIAABBIILLIITTIIEESS 31/12/2022 31/12/2021 SSHHAARREEHHOOLLDDEERRSS'' EEQQUUIITTYY 333311,,994411 331177,,001100 Capital 97,357 97,357 Reserves 107,076 107,076 Accumulated profits 127,508 112,577 PPRROOVVIISSIIOONNSS AANNDD DDEEFFEERRRREEDD TTAAXXEESS 551144 229966 Provisions for liabilities and charges 514 296 DDEEBBTTSS 774499,,332244 772288,,115522 Amounts payable after one year 479,427 374,947 Amounts payable within one year 261,034 348,740 Accrued charges and deferred income 8,863 4,465 TTOOTTAALL LLIIAABBIILLIITTIIEESS 11,,008811,,777799 11,,004455,,445599 ANNUAL REPORT 2022 | 245 B. Statement of comprehensive income (in thousand EUR) 31/12/2022 31/12/2021 Operating income 28,495 27,283 Operating charges -33,183 -21,177 OOPPEERRAATTIINNGG RREESSUULLTT --44,,668888 66,,110066 Financial income 118,251 35,660 Financial charges -67,555 -15,532 FFIINNAANNCCIIAALL RREESSUULLTT 5500,,669966 2200,,112288 PPRROOFFIITT OOFF TTHHEE FFIINNAANNCCIIAALL YYEEAARR BBEEFFOORREE TTAAXXEESS 4466,,000088 2266,,223344 Taxes -664 -375 PPRROOFFIITT OOFF TTHHEE FFIINNAANNCCIIAALL YYEEAARR 4455,,334444 2255,,885599 PPRROOFFIITT OOFF TTHHEE FFIINNAANNCCIIAALL YYEEAARR TTOO BBEE AAPPPPRROOPPRRIIAATTEEDD 4455,,334444 2255,,885599 C. Appropriation account (in thousand EUR) 31/12/2022 31/12/2021 PPRROOFFIITT TTOO BBEE AAPPPPRROOPPRRIIAATTEEDD 115577,,992222 114433,,991177 Profit for the financial year available for appropriation 45,344 25,859 Profit carried forward 112,577 118,058 AAPPPPRROOPPRRIIAATTIIOONN TTOO EEQQUUIITTYY To other reserves RREESSUULLTT TTOO BBEE CCAARRRRIIEEDD FFOORRWWAARRDD 112277,,550088 111122,,557777 Profit to be carried forward 127,508 112,577 PPRROOFFIITT AAVVAAIILLAABBLLEE FFOORR DDIISSTTRRIIBBUUTTIIOONN 3300,,441144 3311,,334400 Dividends 30,414 30,409 Other beneficiaries 931 ANNUAL REPORT 2022 | 246 D. Summary of accounting policies Property, plant and equipment are recorded as assets net of accumulated depreciation, at either their cost price or contribution value (value at which they were brought into the business), including ancillary costs and non-deductible VAT. Depreciation is calculated by the straight-line method. The main depreciation rates are the following: • Buildings 3 % • Buildings improvements 5 % • Office furniture and equipment 10 % • Computer equipment 33 % • Vehicles 20 % Financial Fixed Assets are entered either at their purchase price, after taking into account any amounts still not paid up and any write-offs made. They are written down if they suffer a capital loss or a justifiable long-term loss in value. Amounts Receivable within one year and those receivable after one year are recorded at their nominal value. Write- downs are applied in case of permanent impairment or if the repayment value at the closing date is less than the book value. Stocks are recorded at their purchase price or contribution value, including, in addition to the purchase price, the ancillary costs, duties and taxes relating to them. The infrastructure costs are recorded at their cost price. Realisation of stocks is recorded at the weighted average price. Work in progress is valued at cost price. Profits are, in principle, recorded on the basis of the percentage of completion of the work. Write-downs are applied as appropriate, according to the selling price or the market value. The sales and the purchases of properties are recorded at the signature of the notarial act in so far as the eventual conditions precedents are lifted and a clause of deferred property transfer is foreseen in the compromise under private signature Short term investments are recorded as assets at their purchase price (ancillary costs excluded) or contribution value. Their values are adjusted, provided that the depreciation is lasting. Cash at bank and in hand are recorded at their nominal value. Values are adjusted if the estimated value at the end of the financial year is lower than the book value. At the close of each financial year, the Board of Directors, acting with prudence, sincerity and in good faith, examines the provisions to be set aside to cover the major repairs or major maintenance and the risks arising from completion of orders placed or received, advances made, technical guarantees after sale or delivery and current litigations. Amounts Payable are recorded at their nominal value. ANNUAL REPORT 2022 | 247 Lexicon Alternative performance measures • Debt ratio: Net debt / (net debt+equitygoodwill) • EBITDA: Earnings Before Interest, Depreciation and Amor tization refers to the operating result (including share of result of associates and joint ventures, net of tax) before amortization, depreciation, and impairment of assets (as included in Administration Costs). • Gross margin: (operating incomecost of sales)/ operating income • Inventory: Inventory refers to Investment property, invest ments in joint ventures and associates, advances to joint ventures and associates, Inventories and Contract assets. • Net debt: Net debt refers to the outstanding noncurrent and current financial debt offset by the cash and cash equivalents.Longterm & shortterm financial debt + controlling interest – cash & cash equivalents • Operating cash flow excluding investments: Cash margin + project management fees – overhead costs • Portfolio Gross development value (Portfolio GDV): Sales value or gross development value: total expected future turn over (Group share) of all projects in the current portfolio (including projects subject to conditions precedent for which the management judges there is a high likelyhood of closing). • Project Gross development value (Project GDV): Sales value or gross development value: total expected turnover (Group share) of a project • ROE (return on equity): ROE refers to the net profit group share divided by the equity group share at the beginning of the year. Underlying ROE refers to the return on equity before impairment loss. • Underlying net profit group share: Net profit group share before impairment loss. Immobel assesses its financial performance using alternative performance measures. We believe that these measurements are useful for understanding changes and trends in our historical results of operations, as they allow performance to be compared on a consistent basis. 248 ANNUAL REPORT 2022 | General information COMPANYNAME Immobel REGISTEREDOFFICE Boulevard Anspach 1 1000 Brussels Belgium RPM / RPR (Legal Entitites Register) VAT BE 0405.966.675 FORMOFTHECOMPANY Belgian registered joint stock company, constituted on 9 July 1863, authorised by the Royal Decree of 23 July 1863. TERM Indefinite DISCLOSUREOFSHAREHOLDINGS (Article 10 of the Articles of Association – excerpt) In addition to the transparency declaration thresholds pro vided for in the Belgian legislation, the disclosure obligation provided for in this legislation is also applicable as soon as the number of voting rights held by a person acting alone or by persons acting in concert reaches, exceeds or falls below a threshold of 3% of the total existing voting rights. Any obligation imposed by the current legislation on hold ers of 5% (or any multiple of 5%) of the total existing voting securities is also applicable to the additional 3% thresholds. WEBSITE www.immobelgroup.com FINANCIALCALENDAR Publication of 2022 annual accounts: 9 March 2023 Annual General Meeting 2023: 20 April 2023 Publication of 2023 halfyear results: 14 September 2023 FINANCIALSERVICES BNP Paribas Fortis KBC Bank ING Belgique Banque Degroof Petercam INVESTORRELATIONS Karel Breda +32 (0)2 422 53 50 CHIEFEDITOR Katrien Huygens +32 (0)2 422 53 37 DESIGN Typografics www.typografics.be COPYWRITING Denzil Walton MAINVISUALS Triptyque, Marc Detiffe, Serge Brison, Georges De Kinder, KSP ENGEL GmbH GENERALINFORMATION Immobel does its utmost to respect the legal prescrip tions related to copyrights. It kindly invites any person whose rights may have been infringed to contact the Company. This report is available in English, Dutch and French. 249 ANNUAL REPORT 2022 | KPMG Bedrijfsrevisoren – KPMG Réviseurs d’Entreprises, a Belgian BV/SRL and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee. All rights reserved. Document Classification: KPMG Public Zetel: Luchthaven Brussel Nationaal 1K B-1930 Zaventem KPMG Bedrijfsrevisoren – KPMG Réviseurs d’Entreprises BV/SRL Ondernemingsnummer 0419.122.548 BTW BE 0419.122.548 RPR Brussel IBAN : BE 95 0018 4771 0358 BIC : GEBABEBB Verslag van de commissaris aan de algemene vergadering van aandeelhouders, in overeenstemming met artikel 4 van de transparantierichtlijn, aangaande de overeenstemming van de geconsolideerde financiële overzichten in de vorm van een elektronisch bestand va n Immobel NV per 31 december 2022 met de ESEF -vereisten (European Single Electronic Format) krachtens de gedelegeerde verordening (EU) 2019/815 Opdracht Overeenkomstig artikel 4 van de Transparantierichtlijn, bestaat de opdracht van de commissaris eruit verslag uit te brengen over de naleving van het formaat en de markeertaal van de digitale geconsolideerde financiële overzichten in de vorm van een elektronisch bestand (hierna “digitale geconsolideerde financiële overzichten”) in overeenstemming met de ESEF-vereisten en de ESEF technische reguleringsnormen (ESEF Regulatory Technical Standard, “RTS”) vastgelegd door de Europese Gedelegeerde Verordening nr. 2019/815 van 17 december 2018 (hierna: “Gedelegeerde Verordening”) van toepassing op de digitale geconsolideerde financiële overzichten per 31 december 2022. Verantwoordelijkheden van het bestuursorgaan Het bestuursorgaan is verantwoordelijk voor het opstellen van de digitale geconsolideerde financiële overzichten opgenomen in het jaarlijks financieel verslag in overeenstemming met de ESEF-vereisten van toepassing op de digitale geconsolideerde financiële overzichten per 31 december 2022. Deze verantwoordelijkheid bevat de selectie en toepassing van de meest gepaste methodes om de digitale geconsolideerde financiële overzichten op te stellen. Bovendien bevat de verantwoordelijkheid van het bestuursorgaan het ontwerpen, het implementeren en het onderhouden van systemen en processen die relevant zijn bij het opstellen van de digitale geconsolideerde financiële overzichten, die geen afwijkingen van materieel belang die het gevolg zijn van fraude of fouten bevatten. Het bestuursorgaan dient na te gaan of de digitale geconsolideerde financiële overzichten in overeenstemming zijn met de door de gebruiker leesbare geconsolideerde financiële overzichten. Verantwoordelijkheid van de commissaris Op basis van de door ons uitgevoerde werkzaamheden, is het onze verantwoordelijkheid een conclusie te formuleren over het feit of het formaat en de markeertaal van de digitale geconsolideerde financiële overzichten opgenomen in het jaarlijks financieel verslag van Immobel NV (hierna ‘de emittent’) per 31 december 2022, in alle van materieel belang zijnde opzichten, werden opgesteld in overeenstemming met de ESEF-vereisten krachtens de Gedelegeerde Verordening. Verslag van de commissaris aan de algemene vergadering van aandeelhouders, in overeenstemming met artikel 4 van de transparantierichtlijn, aangaande de overeenstemming van de geconsolideerde financiële overzichten in de vorm van een elektronisch bestand van Immobel NV per 31 december 2022 met de ESEF -vereisten (European Single Electronic Format) krachtens de gedelegeerde verordening (EU) 2019/815 Document Classification: KPMG Public 2 We hebben onze werkzaamheden verricht in overeenstemming met de International Standard on Assurance Engagements (ISAE) 3000 (Revised) “Assurance-opdrachten anders dan opdrachten tot controle of beoordeling van historische financiële informatie”. Deze standaard schrijft voor dat we voldoen aan de ethische vereisten en dat we de opdracht plannen en uitvoeren om een redelijke mate van zekerheid te verkrijgen of er niets onder onze aandacht is gekomen dat ons doet aannemen dat de digitale geconsolideerde financiële overzichten in alle van materieel belang zijnde opzichten niet opgesteld zou zijn overeenkomstig de door de emittent toegepaste ESEF-vereisten. De keuze van de uitgevoerde werkzaamheden is afhankelijk van de door ons toegepaste oordeelsvorming en van de inschatting van het risico op materiële afwijkingen in de digitale geconsolideerde financiële overzichten en in de verklaringen van het bestuursorgaan. Het geheel van de door ons uitgevoerde werkzaamheden bestond onder meer uit de volgende procedures: • Na te gaan of de digitale geconsolideerde financiële overzichten in XHTML- formaat zijn opgesteld overeenkomstig artikel 3 van de Gedelegeerde Verordening; • Bekomen van een inzicht van de processen van de door de emittent gevolgde werkwijze bij de opmaak en bij de markeertaal van haar digitale geconsolideerde financiële overzichten en van de interne beheersingsmaatregelen die relevant zijn voor de certificering, met als doel controlewerkzaamheden op te zetten die in de gegeven omstandigheden geschikt zijn maar die niet zijn gericht op het geven van een oordeel over de effectiviteit van de interne beheersingsmaatregelen die een redelijke mate van zekerheid dienen te verschaffen over het feit dat de opmaak en de markeertaal van de digitale geconsolideerde financiële overzichten in alle materiele opzichten in overeenstemming is met de ESEF technische reguleringsnormen; • Het afstemmen van de gemarkeerde gegevens met de gecontroleerde geconsolideerde jaarrekening van de emittent per 31 december 2022; • Het beoordelen van de volledigheid en getrouwheid van de door de emittent opgestelde markeertaal van de digitale geconsolideerde financiële overzichten; en • Het beoordelen van het geschikt zijn van het gebruik door de emittent van de XBRL-elementen van de ESEF-taxonomie en het beoordelen van de creatie van de extensietaxonomie. Onze onafhankelijkheid en interne kwaliteitscontrole We hebben de onafhankelijkheidsvoorschriften en andere ethische vereisten van de in België van kracht zijnde wet – en regelgeving nageleefd die van toepassing is in het kader van onze opdracht. Deze zijn gebaseerd op de fundamentele principes van integriteit, objectiviteit, vakbekwaamheid en waakzaamheid, confidentialiteit en professioneel gedrag. Verslag van de commissaris aan de algemene vergadering van aandeelhouders, in overeenstemming met artikel 4 van de transparantierichtlijn, aangaande de overeenstemming van de geconsolideerde financiële overzichten in de vorm van een elektronisch bestand van Immobel NV per 31 december 2022 met de ESEF -vereisten (European Single Electronic Format) krachtens de gedelegeerde verordening (EU) 2019/815 Document Classification: KPMG Public 3 Ons kantoor past de International Standard on Quality Management (ISQM) 1 Quality Control for Firms that Perform Audits and Reviews of Financial Statements, and Other Assurance and Related Services Engagements toe, die ons kantoor verplicht om het opzetten, implementeren en in werking stellen van een kwaliteitsmanagementsysteem met inbegrip van beleidslijnen of procedures met betrekking tot ethische vereisten, professionele standaarden, en van toepassing zijnde wettelijke en reglementaire vereisten. Conclusie Op basis van de door ons uitgevoerde werkzaamheden zijn wij van oordeel dat het formaat van de en de markering van informatie in de digitale geconsolideerde financiële overzichten opgenomen in het jaarlijks financieel verslag van Immobel NV per 31 december 2022, in alle van materieel belang zijnde opzichten, werden opgesteld in overeenstemming met de ESEF-vereisten krachtens de Gedelegeerde Verordening. Wij drukken in dit verslag noch een auditoordeel, een beoordelingsconclusie, noch enige andere assurance conclusie uit over de geconsolideerde financiële overzichten zelf. Ons auditoordeel met betrekking tot de geconsolideerde jaarrekening wordt uiteengezet in het commissarisverslag d.d. 17 maart 2023. Overige aangelegenheid De geconsolideerde jaarrekening van Immobel NV werd opgesteld door het bestuursorgaan van de emittent op 9 maart 2023 en heeft het voorwerp uitgemaakt van een wettelijke controle. Dit verslag is geen heruitgave van ons commissarisverslag. Ons commissarisverslag (ondertekend op 17 maart 2023) omvat een oordeel zonder voorbehoud over het getrouw beeld van het vermogen en de financiële toestand van de emittent en haar dochterondernemingen op 31 december 2022, alsook van haar geconsolideerde resultaten en van haar geconsolideerde kasstromen over het boekjaar dat op die datum is afgesloten, in overeenstemming met de IFRS standaarden zoals uitgegeven door de International Accounting Standards Board en zoals goedgekeurd door de Europese Unie en met de in België van toepassing zijnde wettelijke en reglementaire voorschriften. Zaventem, 18 april 2023 KPMG Bedrijfsrevisoren Commissaris vertegenwoordigd door Filip De Bock Bedrijfsrevisor
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.