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Intervest Offices & Warehouses NV

AGM Information Feb 28, 2024

3966_rns_2024-02-28_e02b902e-8c52-4ba0-a4cb-a60c4b46dffe.pdf

AGM Information

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INFORMATION NOTE

Information note for the special general meeting dated 29 March 2024

Participation in the special general meeting

In accordance with Article 26 of the Articles of Association and Article 7:134 of the Belgian Code of Companies and Associations (hereinafter "BCCA"), the right to participate and exercise voting rights at the special general meeting is granted to shareholders who have complied with the following two conditions:

1. Registration

Only those persons who are actual shareholders of the Company on the 14th day before the special general meeting at twenty-four hours ("Registration Date"), namely on Friday 15 March 2024 at 24:00 hours, are entitled to participate in the special general meeting and exercise the right to vote thereat.

  • The registered shareswith which the registered shareholders wish to participate in the special general meeting must be registered in the Company's register of registered shares on the RegistrationDate.
  • The dematerialized shareswith which the shareholders wish to participate in the special general meeting must be registered in their names in the accounts of an authorized account holder or a settlement institution on the RegistrationDate.
  • The holders of bonds issued by the Company may participate in the special general meeting with an advisory vote. They must fulfill mutatis mutandis the same participation formalities as shareholders.

2. Confirmation of participation

In addition, shareholders who wish to participate in the special general meeting must notify the Company of their intention no later than the 6th day before the date of the meeting, i.e. no later than Saturday 23 March 2024.

  • The owners of registered shares who wish to participate in the meeting must notify the Company of their intention no later than Saturday 23 March 2024. This can be done either by letter addressed to the Company's registered office or by e-mail([email protected]).
  • The owners of dematerialized shareswho wish to participate in the meeting must submit a certificate issued by the authorized account holder or by the settlement institution showing the number of dematerialized shares registered in their accounts on the Registration Date in the name of the shareholder and for which the shareholder has indicated his/her intention to participate in the general meeting. This deposit must be made at the Company's registered office or by email ([email protected]) no later than Saturday 23 March 2024.

Proxy (*)

Any shareholder may be represented at the special general meeting by a proxy in accordance with the relevant provisions of the BCCA via the proxy form available on the website (https://www.intervest.eu/en/shareholders-meeting). The Company must receive the signed proxy form no later than the 6th day before the date of the meeting, i.e. Saturday 23 March 2024, by letter addressed to the Company's registered office or by email ([email protected]).

INTERVEST OFFICES & WAREHOUSES NV Public regulated real estate company under Belgian law

Uitbreidingstraat 66 2600 Antwerp www.intervest.eu

T + 32 3 287 67 67 VAT BE 0458 623 918 RPR ANTWERPEN

Without prejudice to Article 7:145, 1st paragraph, 1° BCCA (public solicitation of proxies), proxies may be granted for one or more specific meetings or for the meetings held during a specific period. The proxy given for a specific meeting applies to successive meetings convened with the same agenda. The proxy shall enjoy the same rights as the shareholder thus represented, and in particular the right to speak, to ask questions at the special general meeting and to exercise the right to vote at it.

The shareholder may appoint only one person as proxy for a given special general meeting. In derogation of this, (i) the shareholder may appoint separate proxies for each form of shares he holds, as well as for each of his securities accounts if he holds shares of the Company in more than one securities account, and (ii) a person qualified as a shareholder but acting professionally on behalf of other natural or legal persons may give power of attorney to each of these other natural or legal persons or to a third party designated by them.

A person acting as a proxy may hold a proxy from more than one shareholder. In case a proxy holder holds proxies from several shareholders, he may vote differently on behalf of one shareholder than on behalf of another shareholder.

Proxy forms that arrive late or do not comply with the required formalities will be rejected. The Company must receive the proxy no later than the 6th day before the date of the special general meeting.

For the purpose of calculating the rules on quorum and majority, only proxies submitted by shareholders who comply with the formalities referred to in Article 7:134, §2 BCCA that must be fulfilled in order to be admitted to the meeting will be taken into account.

Without prejudice to the possibility to deviate from the instructions in certain circumstances in accordance with Article 7:145, §2 BCCA, the proxy shall cast his vote in accordance with the instructions of the shareholder who appointed him. The proxy must keep a record of the voting instructions for at least one year and at the shareholder's request confirm that he has complied with the voting instructions.

In the case of a potential conflict of interest as stipulated in Article 7:143, §4 BCCA between the shareholder and the proxy appointed by him, the proxy must disclose the precise facts relevant to the shareholder in order to assess whether there is a risk that the proxy pursues any interest other than the interest of the shareholder. In addition, the proxy may vote on behalf of the shareholder only on the condition that he has specific voting instructions for each item on the agenda.

Voting form (*)

Any shareholder may vote remotely by letter before the special general meeting by using the remote voting form provided by the Company and available on the website (https://www.intervest.eu/en/shareholders-meeting). The Company must receive the signed voting form by letter addressed to the Company or by e-mail ([email protected]) no later than the 6thday before the date of the meeting, i.e. Saturday 23 March 2024.

Possibility of placing new items on the agenda (*)

One or more shareholders who together hold at least 3% of the capital may have items to be discussed placed on the agenda of the special general meeting and submit proposals for resolutions concerning

the items to be discussed included or to be included on the agenda, in accordance with the applicable regulations and within their limits.

The additional items to be discussed or proposals for resolution must be received by the Company no later than the 22nd day before the date of the special general meeting, i.e. no later than Thursday, 7 March 2024.

The shareholders shall prove, on the date they submit an agenda item or proposal for resolution, that they hold the required share in the capital of the Company, either on the basis of a certificate of registration of the relevant shares in the register of registered shares, or on the basis of a certificate drawn up by the authorized account holder or the settlement institution certifying that the relevant number of dematerialized shares are registered in their name in the account.

The aforementioned requests shall be in writing and shall be accompanied, depending on the case, by the text of the items to be discussed and the corresponding proposals for decision, or by the text of the proposals for decision to be placed on the agenda. It shall include a postal or e-mail address to which the Company shall send proof of receipt of these requests. These items/proposals for resolution may be addressed to the Company by letter to the registered office of the Company or on by e-mail (Alge[email protected]).

The Company acknowledges receipt of these requests within a period of forty-eight hours from such receipt.

At the latest on the 15th day before the date of the special general meeting, the Company shall publish an agenda supplemented with the additional items to be discussed and the corresponding proposed resolutions to be included therein, and/or merely the proposed resolutions formulated. At that time, the Company will publish the updated agenda, voting forms and proxy forms on its website.

Proxies and completed voting forms notified to the Company prior to the publication of an updated agenda shall remain valid for the agenda items to be discussed to which they apply. However, during the meeting, the proxy holder will be able to deviate from any instructions given by the principal for the items to be discussed on the agenda for which new proposed resolutions have been submitted, if the execution of such instructions could prejudice the interests of the principal. The proxy must notify the principal accordingly.

Right to ask questions (*)

Shareholders may ask questions in writing in accordance with Article 7:139 BCCA, which will be answered at the meeting, provided that the Company receives the questions no later than the 6 th day before the special general meeting, i.e. no later than Saturday 23 March 2024. The written questions can be delivered by letter addressed to the Company's registered office or to the following e-mail address: [email protected].

In accordance with Article 29 of the Articles of Association, the members of the Supervisory Board shall answer the questions asked to them during the meeting or in writing by the shareholders with regard to their report or to the items on the agenda, insofar as the communication of data or facts is not of

such a nature that it would be detrimental to the business interests of the Company or to the confidentiality to which the Company or its members of the Supervisory Board have committed themselves.

Miscellaneous

The reports and documents mentioned above will be available for consultation on the website www.intervest.eu from 28 February 2024 through the following link: https://www.intervest.eu/en/shareholders-meeting. Shareholders who wish to do so may obtain a copy of these reports and documents free of charge by sending a request no later than 23 March 2024 by e-mail (AlgemeneVergadering@intervest.eu).

Should you wish to receive further information regarding this special general meeting or the procedure for participating in this meeting, please contact Kevin De Greef at +32 3 287 67 67 or by e-mail: Alge[email protected].

(*) Shareholders are kindly requested to provide the signed proxy or voting form, as well as any additional items to be discussed or proposed resolutions and any written questions to the Company by e-mail Alge[email protected].

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