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Eurocommercial Properties N.V.

Annual Report (ESEF) Apr 14, 2025

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Eurocommercial Properties N.V. Annual Report 31 December 2024 Annual Report 31 December 2024 Business review 0 1 Key events and performance overview 0 2 Eurocommercial Properties 0 4 Board of Management review 0 7 Strategy 14 Financial review 24 Property performance 28 Be partners with our retailers 38 Digital Transformation 44 Be connected to our communities Environmental, Social and Governance 50 Environmental, Social and Governance 93 Key Performance Indicators Country focus 100 Belgium 108 France 130 Italy 152 Sweden Governance and risk management 170 Corporate Governance 176 Risk Management 200 Report of the Supervisory Board Financials Financial statements 205 Consolidated statement of profi t or loss 206 Consolidated statement of comprehensive income 207 Consolidated statement of fi nancial position 208 Consolidated statement of cash fl ow 209 Consolidated statement of changes in equity 210 Notes to the consolidated financial statements 243 Company balance sheet 244 Company statement of profi t or loss 245 Notes to the Company fi nancial statements 250 Other information 251 Independent auditor’s report 262 Ten year financial summary 263 Statement of consolidated direct, indirect and total investment results 264 Statement of adjusted net equity 265 EPRA performance measures 271 Glossary 273 Directory Contents The front cover: The cover pictures showcase key remerchandising milestones achieved at Woluwe Shopping in 2024, including the openings of Zara, Massimo Dutti, and C&A’s latest concept stores, as well as the full refurbishment of INNO department store. These developments refl ect our continued strategy to enhance the retail offer and elevate the customer experience across our shopping centres. This document is the PDF version of the 2024 Annual Report of Eurocommercial Properties N.V. in the European single electronic reporting format (ESEF) and has been prepared for ease of use. The ESEF reporting package is available on our website. Please note that, in case of discrepancies between this PDF version and the ESEF reporting package, the latter prevails. Other information Supplementary information Eurocommercial Properties N.V. Report of the Board of Management 2024 1 2024 Key events and performance overview Retail sales growth 2.7% Rent collection of invoiced rent 99% Property valuations (12 months) over calendar 2024 +3.1% IFRS gain €176.8 million Rent uplift on renewals and relettings 4.5% Rental growth 3.5% Proposed total dividend per share €1.80 EPRA vacancy at year end 1.4% Loan to value (LTV) ratio 41.3% Direct investment result €127.9 million Direct investment result per share €2.39 EPRA Net Tangible Assets (EPRA NTA) per share €41.79 Green Star status five GRESB stars EPRA sBPR Gold Award for the tenth year in a row Gold Award Alternative performance measures Eurocommercial Properties N.V. Report of the Board of Management 2024 2 Belgium France Eurocommercial Properties We own and manage shopping centres in Belgium, France, Italy and Sweden with a total value of almost €4 billion. Read more in country report Belgium €542m Property value 1 Property of portfolio €822m Property value 8 Properties Read more in country report France of portfolio 14% 21% p 100 p 108 Eurocommercial Properties N.V. Report of the Board of Management 2024 3 Italy Sweden We create, own and actively manage enjoyable spaces which serve as a focal point for their communities. € 1,741m Property value 8 Properties Read more in country report Italy of portfolio €798m Property value 7 Properties Read more in country report Sweden of portfolio 45% 20% p 130 p 152 Eurocommercial Properties N.V. Report of the Board of Management 2024 4 Board of Management review 2024 was another solid year producing positive operational metrics across all geographies. Evert Jan van Garderen Chief Executive Officer During 2024, retail operations across our four markets and 24 shopping centres saw a continuation of the growth in retail sales and footfall which respectively were 2.7% and 1.7% higher than in 2023. Despite higher costs of living, consumer spending remained robust, supported by historically low unemployment rates. The strongest sales growth was in Belgium (3.9%) followed by Italy (3.5%), France (2.7%) and Sweden (1.2%). The outstanding retail sectors were books & toys (11.3%), health & beauty (7.5%), services (6.3%), sport (5.9%) and F&B (5.2%). Rental growth for the 12 months to 31 December 2024 was 3.5%, mainly driven by rental indexation and higher turnover rent. 99% of rents have been collected for the full year 2024 as there continued to be a full pass through of indexation to our tenants, who are generally trading well from an affordable rental base and a low OCR, which still averages only 9.8%. Our letting teams continued to report steady leasing momentum, negotiating 275 lease renewals and relettings for the 12-month period ended 31 December 2024. These lease transactions achieved an overall rental uplift of 4.5% on top of indexation. 104 of the transactions were lease contracts signed with retailers establishing in new units and producing a significantly higher uplift of 9.1% as a result of rental tension as new retailers and brands continued to identify our shopping centres as key destinations in their expansion programme. Strong tenant demand and letting activity also saw our overall vacancy level reduce to 1.4%. Consistently strong operating fundamentals and lower interest rates resulted in renewed activity in capital markets, a trend that we expect to continue as institutional capital increasingly identifies the relatively higher entry yields and growth prospects that the retail sector can provide. Against this background, year-end valuations increased by 2.1% over six months and 3.1% over 12 months, with all countries positive over both periods. The valuation increases were generally the product of stable yields applied to higher net operating income. During 2024, major remerchandising projects were completed at both Carosello and Woluwe Shopping, providing new full format stores for In 2024, Eurocommercial enjoyed another year of positive, organic growth. A 5.9% increase in net property income was mainly the result of strong rental growth (3.5%) and a significant reduction in property expenses, mostly related to improved cost recoverability and a reduction in bad debts. The marginal increase in interest expenses was limited due to our hedging policy and was mainly confined to the first part of the year. The IFRS profit after taxation for the year 2024 was €176.8 million (€ 3.30 per share). The IFRS equity at 31 December 2024 was €2,086 million. Net debt remained stable despite the distribution of 73% of the direct investment result and the execution of a €15 million share buyback programme. This stability was achieved by implementing a balanced capex plan, focused on income generating investments including the remerchandising projects successfully completed at Woluwe and Carosello, and ESG initiatives that produced significant energy cost savings. Higher net operating income and estimated rental values contributed, in a stable yield environment, to a marked 3.1% increase in the market value of our portfolio over the year, resulting in a lower Loan To Value (LTV) ratio of 41.3%, down from 42.5%. With this sound business approach and the positive results achieved, we are proposing an increase in dividend of 5.9%, rising from €1.70 to €1.80 per share, and therefore reaching our dividend distribution target of 75% of the direct investment result of €127.9 million for 2024 compared to €123.1 million for 2023. Eurocommercial Properties N.V. Report of the Board of Management 2024 5 Inditex group brands and other major international retailers. At Carosello, MediaWorld relocated into the former Coin department store (around 3,000m²) thereby creating the retail space and opportunity for a remerchandising project to include a full format Zara of 4,600m² (previously 1,600m²), a new Bershka (800m²), an enlarged Stradivarius (550m²) and a new H&M (1,608m²). The Inditex stores were all completed and fully open for trading in early October 2024 and have made an immediate and positive impact on overall turnover and footfall at Carosello which were up by 18.1% and 5.7% respectively in Q4. The last phase of the remerchandising project at Woluwe Shopping was also finalised during the autumn with the completion of the refurbishment of the 12,000m² INNO department store, which followed the summer store openings of the enlarged Zara (3,300m²), C&A (1,455m²) and Carrefour Market. These new stores have stimulated turnover and footfall at Woluwe which increased by 6.1% and 18.7% respectively in Q4. In Sweden, at Grand Samarkand, Växjö, the construction of the new external retail store for Ekohallen, the expanding value retailer, progressed well and opened in March 2025. The 8,200m² store has been let to Ekohallen on a ten-year lease and the development will provide a return of at least 8%. In France, the refurbishment and remerchandising project at Les Atlantes provides medium-sized stores including a new Boulanger (electrical, 2,200m²) and JD Sports (720m²) that link the internal mall to the east external retail zone which will be strengthened in 2025 with the arrival of three new stores, Besson (900m²), Maxi Zoo (890m²) and a major fashion retailer (1,950m²). The Company continued the implementation of its ESG strategy in 2024, achieving significant progress in key areas. Our shopping centres increased on-site energy production by 41% through the installation of solar panels. Advancing our decarbonisation targets, we reduced Scope 1 and 2 emissions by 12%, driven by gas dismissal initiatives and the procurement of renewable electricity from the grid. As a result, gas usage was eliminated in 53% of our assets. Additionally, waste sent to landfill decreased by 63%. Our properties have been assessed or are undergoing recertification under the BREEAM In-Use V6 protocol. To date, 90% of our properties (as a percentage of floor area) have been certified, with 50% achieving an ‘Excellent’ rating and 50% receiving a ‘Very Good’ rating. In 2024, the Company increased the number of its green and sustainability loans and also completed a detailed climate change risk assessment for each property, providing the neccesary data and information to prepare climate change risks mitigation plans. Eurocommercial has achieved a Global Real Estate Sustainability Benchmark (GRESB) 5 Star Rating for its outstanding ESG efforts, improving its GRESB score compared to 2023 and gaining another star. Eurocommercial maintained its “A” GRESB disclosure score for the eleventh consecutive year. Eurocommercial has been awarded the EPRA Financial Best Practices Recommendations (BPR) and Sustainability Best Practices Recommendations (sBPR) Gold Awards 2024 based on the review of the 2023 Annual Report. EPRA sBPR is a sustainability reporting standard created by EPRA for listed real estate companies in Europe. Eurocommercial also participated in the Carbon Disclosure Project and improved its score from C to B. Pursuant to the Corporate Sustainability Reporting Directive (CSRD), the Company undertook a double materiality assessment which was completed in the third quarter of 2024 and identified the following key ESG topics to evaluate Eurocommercial’s impact on the environment and society: Environmental (building adaptation for climate risk, carbon emissions and energy usage), Social (health & safety, customer engagement) and Governance (business conduct). However, the very recently published Omnibus Proposal of the European Commission, if endorsed by the European Council and the European Parliament, will on the basis of the currently available information imply that Eurocommercial is no longer in scope for the CSRD. We are monitoring the further developments to understand what requirements will be applicable to the Company. Meanwhile, we will continue with the planned ESG activities. Eurocommercial Properties N.V. Report of the Board of Management 2024 6 The Company has completed the refinancing of all its long-term loans maturing in 2025 and is already in discussions for the refinancing of the long-term loans expiring in 2026. Having regard to the results of the Company for the financial year 2024, the Board of Management and the Supervisory Board propose to pay a total dividend of €1.80 per share, an increase of 5.9% compared to last year’s dividend of €1.70 per share, subject to shareholders’ approval at the 2025 Annual General Meeting. An interim dividend of €0.68 per share was already paid on 30 January 2025, representing 40% of the total cash dividend per share paid out in the previous year (2023). The distribution date of the final dividend of €1.12 per share will be 3 July 2025. As was the case with the 2025 January interim dividend, holders of shares will also be offered the option of taking new shares from the Company’s share premium reserve, instead of the cash dividend payable. The price of these new shares will be announced on 30 May 2025. The outlook for 2025, albeit solid for our shopping centres, remains linked to the evolution of the macro-economic environment and geopolitical tensions. On the income side, 2025 indexation in our markets will have a positive impact on rental growth, which we expect to be further improved by our renewal and reletting programme and higher turnover rents, notwithstanding some temporary vacancy during the remerchandising projects. If retail property yields remain around their current levels, we can expect further increases in the portfolio value which could lead to an improvement in the LTV ratio. Assuming no major deterioration in the macro-economic environment we expect a direct investment result for the full year 2025 to range between €2.40 and €2.45 per share. We take this opportunity to thank all our teams in the various countries for their hard work and their continuous commitment to the Company. Evert Jan van Garderen Roberto Fraticelli Board of Management Board of Management review (continued) From left to right: Roberto Fraticelli, Chief Financial Officer Evert Jan van Garderen, Chief Executive Officer Eurocommercial Properties N.V. Report of the Board of Management 2024 7 Strategy During 2024, the Board of Management continued with the implementation of its updated strategy founded on three drivers to accelerate change: ESG, digitalisation and communities. The Company’s Vision and Mission statements were not changed during the year. Vision Shopping centres are constantly evolving but remain essential for their retailers’ brand building while delivering frictionless and omnichannel experiences for their local communities in a safe and inspiring meeting place, providing a wide range of retail products, services and leisure. Mission To create, own and actively manage enjoyable spaces which serve as a focal point for their communities. To protect and enhance long- term stakeholders’ value through professional management, engagement, training, digitalisation and shared experiences provided responsibly within an increasingly sustainable framework. Investment strategy Eurocommercial has more than 30 years’ experience in investing and managing shopping centres in Europe with a portfolio of almost €4 billion comprising 24 prime assets in Italy, France, Sweden and Belgium. These countries have substantial depth to their markets providing portfolio diversity, while the reasons they were initially selected still stand: sound economic fundamentals, an established institutional property market, a broad retail tenant base, transparency, including tenant sales data and a reliable planning and legal framework. These countries also continue to provide opportunities for future expansion and growth so that our experienced country teams can leverage on the Company’s historic market position, knowledge, contacts and professional reputation among retailers, service providers and other tenants, financing institutions and market operators. A shopping centre specialist Eurocommercial employs a rigorous, research-led approach to its acquisitions which are focused on easily accessible, well-located retail properties that dominate their catchment areas. Our economic and research teams conduct detailed catchment studies concentrating on their current and prospective demographic and economic profiles. At the same time, care is taken to analyse and assess the current and future provision of retail space and competition in the catchment to ensure that the retail density is appropriate. Each asset has been carefully and individually selected and purchased following rigorous investigations and research. Rental levels are carefully reviewed to check they match tenant sales turnover which is declared monthly in all our centres. This allows the acquisition team to verify that the occupancy cost ratio (OCR) is at a level that will enable tenants to be profitable thereby not only underwriting a centre’s long-term, sustainable rental income, but also important in maintaining Eurocommercial’s historically low vacancy levels. Following the completion of its €200 million disposal programme during 2022, the Company has a very homogenous portfolio comprising 24 shopping centres in its four markets. The existing portfolio provides sufficient geographical and asset diversification with its five flagships (approximately 47% of the portfolio), and with the remainder being suburban, hypermarket anchored shopping centres, with more than 60% of their floor space devoted to everyday and essential retail and providing an increasing range of services and amenities for their local communities. During 2024 we continued to implement our updated strategy founded on three drivers to accelerate change: ESG, digitalisation and communities. Evert Jan van Garderen Chief Executive Officer Eurocommercial Properties N.V. Report of the Board of Management 2024 8 Strategy (continued) Shopping centres should be enjoyable places and should deliver sufficient footfall to stay attractive to current and future tenants. In order to serve its community, a shopping centre should not only offer a complete retail experience but also a range of food & beverage facilities, leisure activities, services and health care, all provided in a safe and pleasant environment. The shopping centres should also support their tenants’ integrated and omnichannel retail approach in order to provide a seamless customer journey. The collection and sharing of visitor data and the design of the retail space including storage, delivery and return points, supports the physical store which forms an increasingly important part of a retailer’s brand building. Anchor stores are carefully identified and strategically located to drive footfall levels to support the whole shopping centre and its broad retail mix. A diversified shopping centre portfolio Our existing property portfolio of 24 shopping centres reflects our approach to investment diversification. Our five “flagship” assets representing around 47% of the portfolio by value are located in three of our four countries: • Woluwe Shopping, Brussels • Passage du Havre, Paris • Carosello, Milan • Fiordaliso, Milan • I Gigli, Florence These five “flagships” are all well-known both nationally and internationally and are very well established regional shopping centres in their city catchments. They are also important destinations for an expanding international tenant base (e.g. Primark, Inditex, H&M, Apple, Nike) as well as the most important national brands (e.g. Fnac, OVS, Inno). Fiordaliso and Carosello are two of the three regional centres that ring Milan, while I Gigli has been for many years one of Italy’s largest shopping centres by footfall. Woluwe Shopping has been regarded as the benchmark for shopping centres in Belgium for over 50 years and remains the first calling point for new international brands establishing in that market. The flagships are all sufficiently large assets to accommodate joint venture partners providing capital diversification. Current examples are Passage du Havre (AXA) and Fiordaliso (Finiper). The remainder of the portfolio (approximately 53%) are predominantly suburban hypermarket anchored shopping centres with more than 60% of their floor space devoted to everyday and essential retail providing consistent and regular footfall during the whole week. These centres are mainly located in important provincial cities in their countries and are characterised by their dense primary catchments and strategic road locations providing easy access, free parking and integrated public transport. They are sufficiently large to be well represented by national and regional tenants in most retail sectors. They also provide their more local communities with a safe and pleasant environment in which to enjoy an increasing range of services including restaurants, cafés, health care, dentistry, fitness, family recreation, co-working, hair and beauty salons etc. Many of these centres were carefully sited and originally developed by the hypermarkets themselves, who then sold on the galleries to professional investors more experienced in shopping centre asset management. The hypermarkets still perform an important function, selling affordable daily goods, particularly groceries, to a socially diverse customer base. Their non- food function has now partly been replaced by an increasing range of destination, value retailers selling lower cost goods in most retail segments. Internal Growth Our property portfolio enjoys strong fundamentals that will generate internal growth as we achieved last year with the remerchandising strategy executed at Woluwe Shopping and Carosello. What are these strong fundamentals? Retailers flight to quality, very limited supply of new retail space and strong demographics: • Retailers are prioritising fewer but larger and fit for purpose stores. In order to create a unique customer experience, brands are increasingly offering new products and services, which can be easily accommodated in shopping centres in dominant commercial areas. Most retailers have an omnichannel approach and need physical stores to be successful. E-commerce is no longer a threat but an opportunity with consumers shifting towards experience-driven Eurocommercial Properties N.V. Report of the Board of Management 2024 9 Oportunities for further growth Further growth and diversification of the property portfolio could be achieved through joint ventures with financial partners, which could be envisaged for specific assets. Extensions of shopping centres have to provide a minimum return reflecting the risks and strategic value of the projects. Asset rotation could be triggered by the disposals of mature assets, where value has been maximised for our purposes and further growth potential maybe limited compared to alternative investment opportunities. Other asset rotation situations could arise where competition in the catchment of a shopping centre has, or is expected to, increase significantly or where local economic and demographic conditions are forecast to become less favourable. retail, where physical stores play a crucial role in brand engagement. With our portfolio we can serve this demand from retailers. • While new large-scale developments face restrictions in many countries and building permits are harder to obtain, this creates a competitive advantage for us. Limited new supply means that our existing high-quality assets become even more scarce and therefore valuable, reinforcing our dominant market position in our catchments. • Demographics play a pivotal role in our success. Our shopping centres are located in densely populated areas with above-average purchasing power and low unemployment rates, that support strong retail sales for a broad customer base demanding quality retail spaces. ESG Framework Health and safety of building users Cyber security and data privacy Climate change and carbon impact Energy management Customer and visitor attraction Tenant engagement and satisfaction Local community engagement Business integrity Employee engagement and satisfaction B e g r e e n B e r e s p o n s i b l e B e e n g a g e d B e s a f e Waste and resource management Drivers for change The Company has identified three drivers for change: ESG, digitalisation and communities. ESG Eurocommercial believes that building a sustainable and resilient business is the foundation for long- term success. Our ESG and business strategies are carefully aligned and each business decision is approached with a long-term view supported by detailed research in order to evaluate its environmental and socio-economic impact. Each of our shopping centres offers its individual set of challenges and opportunities, yet we have developed a broad ESG vision and strategy to ensure that we can meet global challenges and the future demands of our customers, tenants and employees, while creating sustainable centres. Our ESG approach is articulated around four strategic pillars: Be green, Be engaged, Be Safe, Be responsible. Eurocommercial Properties N.V. Report of the Board of Management 2024 10 B e s a f e B e e n g a g e d B e g r e e n Strategy (continued) Being green is the basis of our operations as we work to synchronise the mindset of all stakeholders in our communities, providing us with the opportunity to make changes to signifi cantly reduce both our imprint and operational costs as we focus on the transition to a low carbon economy. Eurocommercial aims to improve the environmental quality of its shopping centres by implementing standards and technologies to increase energy and water effi ciency and waste recycling. We focus on gathering robust baseline energy data, ensuring we are compliant with regulations concerning building environmental management, while we aim to further reduce the service charge costs for our tenants through energy-effi cient measures. Through our green lease documentation, we exchange ESG ambitions and responsibilities with our tenants. Our Supplier Code of Conduct ensures procurement quality, innovation and creativity, prioritising the use of construction materials that are locally sourced, recycled and have a low environmental impact. Eurocommercial has taken proactive measures to assess the physical risks associated with climate change, and during 2023 conducted an extensive analysis of the impact of climate-related risks and opportunities on our assets, business and operations with the assistance of external technical advisors. Our analysis included a comprehensive evaluation of both physical and transition risks, and the fi ndings have been incorporated into our business plans in order to mitigate these risks. We have assessed the impact of climate risk on the fi nancial statements. The majority of the assets in the balance sheet of Eurocommercial consists of investment property valued at fair value. Fair value refl ects the price that would be received to sell an asset in an orderly transaction between market participants at the measurement date. We concluded the effect of climate-related risks do not have a material impact on accounts and disclosures, including judgments and estimates in the fi nancial statements. At Eurocommercial, we design shopping centres as social spaces not merely retail destinations, providing a cornerstone for their local communities. Our centres serve the everyday shopping, leisure and services needs of our customers and those of their local communities, providing them with a safe, service-oriented and enjoyable experience. We are constantly engaging with our tenants, customers and communities, carrying out regular surveys with our customers and tenants. We listen and respond to their feedback to ensure that our centres evolve with the changing retail landscape and the needs of our communities. Our shopping centres are an integral part of, and have a positive impact on their communities, bringing enhanced social and environmental values, be that through the promotion of local employment, procurement, the improvement of local transport infrastructure, education, the introduction of new services, or the provision of green spaces and amenities. Be Safe represents our commitment to ensuring the health, safety, and well-being of all those who interact with our properties, including tenants, customers, suppliers, and our dedicated local teams. In line with our double materiality assessment, Eurocommercial has established a dedicated working group to enhance safety standards across our portfolio. We are implementing comprehensive group-wide policies and procedures, reinforcing a proactive approach to risk management. Our progress and key developments in health and safety will be transparently reported in future annual reports, underscoring our commitment to maintaining secure and resilient shopping environments. Eurocommercial Properties N.V. Report of the Board of Management 2024 11 B e r e s p o n s i b l e Our aim is to be an attractive and responsible employer, creating an enjoyable workplace where our employees can thrive and develop professionally by providing them with a broad corporate and property experience and education, supported by carefully targeted training programmes. We pride ourselves on our diversity and collegiate culture with our country teams working together and sharing best practices to feel engaged and motivated towards achieving our common goals. At the end of 2023, Eurocommercial carried out an independent and anonymous employee survey with almost full participation. The results were analysed during 2024, following which feedback was provided. A successful strategy recognised by many external awards Eurocommercial has achieved a Global Real Estate Sustainability Benchmark (GRESB) 5 Star Rating for its outstanding ESG efforts in 2024, improving its GRESB score compared to 2023 and gaining another star. Eurocommercial maintained its “A” GRESB disclosure score for the eleventh consecutive year. Eurocommercial has been awarded the EPRA Financial Best Practices Recommendations (BPR) and Sustainability Best Practices Recommendations (sBPR) Gold Awards 2024 based on the review of the 2023 Annual Report. EPRA sBPR is a sustainability reporting standard created by EPRA for listed real estate companies in Europe. A transparent and modern governance The ESG Committee is responsible for the Company’s ESG strategy and includes all members of the Board of Management and the Group Director Legal. Four ESG Working Groups are responsible for implementing the ESG strategy and directing initiatives in the local countries and sharing information and best practices. These Working Groups are responsible for each pillar of our ESG strategy, Be green, Be engaged, Be safe and Be responsible. The Working Groups are composed of a diverse group of employees responsible in their respective countries for implementing the ESG strategy steering initiatives, and collecting ESG data. The ESG Committee informs the Supervisory Board (at least) twice a year regarding ESG issues on key ESG topics (vision, strategy, initiatives taken, etc.) and ESG performance (measured against targets, benchmarking scores etc.). Digitalisation In 2024, Eurocommercial Properties continued to progress its digital transformation strategy, focusing on improving visitor experiences, retailer interactions, and workplace effi ciencies with innovative digital solutions. Our strategy encompasses the expansion of our CRM/Customer Data Platform to include advanced analytics and new digital touchpoints, such as optimised loyalty programmes and real- time feedback systems. This integration does not only enrich the visitor experience through personalised interactions, but also help improve our retailers’ promotional strategies and advertising effectiveness. Using data-driven insights, we aim to increase footfall traffi c, conversion ratios and sales performances across our properties. Additionally, our digital strategy aims at optimising our workplaces by supporting a more effi cient and connected employee environment. New initiatives will focus on automating processes, enhancing data integration, and continuous investment in cybersecurity and employee training. These initiatives are essential to support our employees in the effectiveness of their daily tasks and in the promotion of a digital mindset. Through these initiatives, Eurocommercial aims to drive innovation in its retail real estate portfolio, enhancing operational effi ciencies, and improving the overall environment for tenants, visitors, and employees. This proactive approach ensures that we are well-prepared to handle upcoming digital transformation opportunities. For further information reference is made to the dedicated section starting at page 38. Communities Shopping centres have evolved beyond mere retail hubs to become integral parts of the communities they serve. Our commitment towards communities is multifaceted, encompassing social, economic, and environmental dimensions. The shopping Eurocommercial Properties N.V. Report of the Board of Management 2024 12 Strategy (continued) centres play a pivotal role in fostering social interaction and community engagement. We believe that offering spaces for events, cultural activities, and social gatherings, we create opportunities for people to connect and build relationships. Over the year, our shopping centres have hosted local markets, art exhibitions, and community fairs, which not only support local artists and businesses but also enrich the cultural fabric of the community. Furthermore, we have collaborated with local organisations to support charitable causes, and provide venues for educational workshops and health awareness programmes. These initiatives have helped to build a sense of belonging and solidarity among the community members. Our commitment towards communities brings several advantages. Firstly, it enhances their reputation and brand loyalty. When community members see that a shopping centre is actively contributing to their well-being, they are more likely to support it and become loyal customers. This, in turn, leads to increased foot traffic and higher sales. Secondly, engaged communities are more likely to advocate for the shopping centre, leading to positive word-of-mouth and increased awareness. This can attract new customers and tenants, further boosting revenue. Lastly, by fostering a sense of community, shopping centres create a welcoming and vibrant atmosphere that enhances the overall shopping experience, making them attractive destinations for both locals and visitors. We view this approach as strategic, benefitting both the community and the shopping centres themselves. By fostering social interaction, supporting the local economy, and prioritising sustainability, shopping centres can be recognised for their positive impact on society while also driving business growth and success. For further information reference is made to the dedicated section starting at page 44. Financial strategy Real estate is a highly capital-intensive industry and having a stable and balanced financial structure in place is fundamental to the success of the Company. We aim at maintaining this rigorous financial discipline and approach each investment decision accordingly. This includes disposing of more mature assets to reinvest the proceeds in projects with higher expected returns. Overall, we aim to maintain a loan to value ratio (LTV) of around 40%. Eurocommercial is financed mostly through mortgage loans. This financing structure provides the right flexibility to raise finance secured against individual or groups of assets. The Company has no financing from the fixed income markets and therefore is not exposed to conditions therein such as market volatility or a potential rating downgrade. We have strong and long-standing lending relationships with a group of over 15 Belgian, Dutch, French, German, Italian and Swedish specialist real estate financing banks, ensuring diversity of access to finance between lenders and across different geographies, which support the financial robustness of the Company. Our long-term financing contracts are generally full recourse and are secured by mortgages in favour of the respective financing bank. These mortgage agreements are entered into by the Company’s local subsidiaries which own the properties in the various countries, under contracts governed by local law. Bank covenants for all long- term financing arrangements have been agreed also at the local asset level, which can be a loan to value ratio, interest cover ratio or a debt service ratio or a combination thereof, all related to the performance of the local property. The Company has an overall hedging ratio target of around 80% which is achieved through the use of various interest hedging instruments, from standard fixed interest rate loans, to the use of plain vanilla swaps, collars or forward starting interest rate swaps. This strategy provides the Company with the flexibility to select when, and for how long to lock in the variable rate of the loans with a more favourable fixed interest rate. This strategy also provides the Company with an efficient asset turnover policy as it is not forced to pay high penalty costs to repay a mortgage (as most of them are at a variable rate) or to lose an attractive fixed interest rate when repaying a loan. The average committed unexpired term of our bank loans is over three years and the LTV ratio on the basis of the proportionally consolidated balance sheet of the Company as per 31 December 2024 Eurocommercial Properties N.V. Report of the Board of Management 2024 13 was 41.3%, significantly below the bank covenant at group level agreed with banks, which is a LTV ratio for the group of 60%. The Company aims at maintaining its rigorous financial discipline and introduced in 2022 a new dividend policy whereby a target of 75% of distributable profits has been set. The dividend policy also provides for an interim dividend payable in January and a final dividend payable in July, requiring cash flow discipline to be able to offer shareholders a stable income stream every six months. Green Finance Framework Eurocommercial has published a Green Finance Framework to support the Company’s strategy and the transition to a low carbon economy. The Green Finance Framework has been reviewed by ISS Corporate Solutions to assess the alignment of the project categories financed with Eurocommercial’s sustainability key objectives, the clarity of the description provided of those objectives and the rationale for issuing Green Finance Instruments. As a result of its review, ISS Corporate solutions issued a Second Party Opinion, which has been published on our corporate website together with the Green Finance Framework. Operational strategy Leasing excellence Shopping centres are the most management intensive asset class in the retail property sector requiring skilled and experienced teams in property management, marketing, research and most importantly, leasing excellence. The quality of the portfolio continues to produce outstanding operating metrics measured in terms of rental growth, retail sales, occupancy, OCR levels, footfall, lease spreads on renewals and relettings and rent collection. Leasing excellence is not just about letting vacant space but involves a detailed evaluation of what future tenant mix is required to make the shopping centre even more relevant for its communities. Our leasing teams are therefore in constant dialogue with the most important international, national and local retail and non-retail (i.e. health care, fitness and other services) groups, monitoring emerging trends and innovations and often assisting and providing advice to new market entrants, including providing space or hosting events for them to test new formats or products. The leasing teams support our retailers’ integrated, omnichannel approach that customer preferences increasingly demand, providing them with the right size unit for their latest concepts. Where possible, we also provide support for their storage, pick-up and delivery operations in order to improve their logistical operations and therefore profitability. Getting the right tenant mix remains pivotal to the performance and success of each shopping centre, and careful analysis of monthly sales and footfall data prepared by our rent collection teams provides information on which the teams are able to judge when and how to adjust tenant mix. It also assists the identification of potential tenants in difficulty at a moment when remedies can still be applied to help prevent foreclosures or to replace a tenant before bankruptcy. Portfolio management Our asset management teams work to ensure that our centres remain fresh, modern and relevant through regular refurbishments, extensions and active tenant rotation designed to increase footfall, thereby strengthening the shopping centre’s market position while upgrading the retail offer, services and experience for its customers. Experienced project and technical teams enable us to initiate, analyse and manage these projects in-house. They also ensure high standards of maintenance, curation and presentation, and support the preparation of sustainable capital expenditure plans and the identification of ESG improvement targets. Key information comes from our research and marketing teams who measure and analyse customer and tenant experience from regular surveys and data management. Our centre management teams use this data and their local expertise as a reliable tool to constantly improve the shopping centres in terms of their outlook, environment, services, marketing and tenant mix. Our treasury and finance teams provide efficient management of the cash flow and financial needs of the properties, while our accounting teams are providers of timely and ad hoc information to improve returns and the supervision of the financial management of the service charges. Financial review Financial review Eurocommercial Properties N.V. Report of the Board of Management 2024 15 2024 was another year of positive, organic growth. A 5.9% increase in net property income more than compensated the increase in interest expenses driving the proposed 5.9% dividend increase. The Loan To Value (LTV) ratio reduced to 41.3%, thanks to a stable net debt and the 3.1% increase in the market value of our portfolio. All long-term loans expiring in 2025 have already been refinanced or extended for a period of 5 years or more. Roberto Fraticelli Chief Financial Offi cer Financial – Results summary 2024 IFRS Results 2024 2023 IFRS result after taxation (€m) 176.8 (26.1) IFRS net asset value per share (€) 39.03 37.68 Alternative Performance Measures * Gross rental income (€m) 232.3 227.1 Net property income (€m) *** 197.9 186.8 Direct investment result (€m) 127.9 123.1 Direct investment result per share (€) 2.39 2.32 Adjusted net asset value per share (€) 41.89 39.55 Net loan to property value ratio 41.3% 42.5% Average interest cost, including margins 3.2% 3.2% Dividend per share (€) 1.80 1.70 * The Company presents alternative performance measures according to the European Securities and Markets Authority (ESMA) guidelines. More information is presented in the following pages of this document. ** Including the share in joint ventures on a proportional consolidated basis. *** The comparative fi gures have been adjusted for comparison purposes as a result of the reclassifi cation of parts of property tax previously reported in ‘Property expenses’ to ‘Service charge expenses’. Financial performance in 2024 * Based on proportional consolidation. €3.9 billion 41.3% €41.79 €197.9 million €1.80 LTV ratio (-1.2%) Property Investments (+3.1%) Net debt stable at €1.611 billion Interest rate hedging level 80% Direct Investment Result per share €2.39 (+3.0% vs 2023) key financial metrics 2024 2023 Average cost of debt 3.2% 3.2% Interest Coverage 3.5x 3.7x Net Debt / EBITDA 8.5x 8.9x EPRA LTV 42.8% 44.2% Average loan maturity 3.3 years 2.7 years Average interest hedging maturity 5.9 years 5.3 years Net Property Income (+5.9%) EPRA NTA per share (+5.6%) Proposed Dividend per share (+5.9%) Eurocommercial Properties N.V. Report of the Board of Management 2024 16 Financial review (continued) IFRS key figures The IFRS result after taxation for the year 2024 was €176.8 million positive (€3.30 per share) compared to a negative result of €26.1 million (€0.51 per share negative) for the year 2023. This represents an increase of €202.9 million, primarily driven by a higher property revaluation of €202.7 million and a less negative change of €18.7 million in the mark-to-market value of derivatives. Additionally, net property income increased by €9.9 million, mainly due to higher rental income of €4.5 million, €2.6 million decrease in property expenses primarily due to lower bad debts of €1.9 million, and a lower negative net service charges amount of €2.8 million. This positive outcome has been partially offset by a €30.5 million increase in deferred tax and a €5.2 million increase in net interest expenses. The result from the joint venture increased with €6.0 million, as a consequence of a higher revaluation of the property by €3.0 million and of the positive results realised in 2024. * The comparative figures have been adjusted for comparison purposes as a result of the reclassification of parts of property tax previously reported in ‘Property expenses’ to ‘Service charge expenses’. * * The comparative figures have been adjusted for comparison purposes as a result of the reclassification of parts of IT costs previously reported in ‘Company expenses’ to ‘Property expenses’. * * * Interest expenses for the previous year include the interests related to the put option liability on the non-controlling interest (€558,000). * * * * The average number of shares on issue (after deduction of shares bought back) during the financial year was 53,521,202 in 2024 and 53,060,280 in 2023. The diluted average number of outstanding shares on issue (after deduction of shares bought back) was 53,781,861 in 2024 and 53,191,780 in 2023. IFRS Consolidated statement of profit or loss €’000 2024 2023 Rental income 219,733 215,279 Service charge income 43,378 41,578 Total revenue 263,111 256,857 Service charge expenses (45,703) (46,732) Property expenses ** (31,907) (34,531) Total expenses (77,610) (81,263) Net property income 185,501 175,594 Share of result of joint ventures 10,862 4,837 Revaluation property investments 107,670 (95,044) Company expenses** (12,686) (10,947) Investment expenses (5,600) (2,717) Other income 1,644 1,562 Operating result 287,391 73,285 Interest income 966 1,576 Interest expenses (53,215) (48,617) Loss derivative financial instruments (19,961) (38,652) Adjustment amortisation put option 0 (4,789) Net financing result (72,210) (90,482) Result before taxation 215,181 (17,197 ) Current tax (2,499) (3,544) Deferred tax (35,857) (5,355) Total tax (38,356) (8,899) Result after taxation 176,825 (26,096) Result after taxation attributable to: Owners of the Company 176,825 (26,872) Non-controlling interest 0 776 176,825 (26,096) Per share (€)* Result after taxation 3.30 (0.51) Diluted result after taxation 3.29 (0.51) Eurocommercial Properties N.V. Report of the Board of Management 2024 17 IFRS Consolidated statement of financial position Assets 31-12-24 €’000 31-12-23 €’000 Property investments 3,698,526 3,575,898 Investments in joint ventures 112,004 101,142 Tangible fixed assets 6,353 4,849 Receivables 112 143 Tax receivable 4,021 941 Derivative financial instruments 19,355 31,178 Total non-current assets 3,840,371 3,714,151 Trade and other receivables 50,299 68,855 Tax receivable 560 560 Derivative financial instruments* 743 2,097 Cash and deposits 35,964 40,518 Total current assets 87,566 112,030 Total assets 3,927,937 3,826,181 Equity Issued share capital 545,791 5 37,817 Share premium reserve 253,435 260,117 Currency translation reserve (96,799) (84,124) Other reserves 1,206,354 1,320,242 Undistributed income 176,825 (26,872) Total equity 2,085,606 2,007,18 0 Liabilities Trade and other payables 16,294 13,984 Borrowings 1,426,010 1,319,526 Derivative financial instruments 23,075 22,560 Deferred tax liabilities 150,354 116,852 Total non-current liabilities 1,615,733 1,472,922 Trade and other payables 96,295 110,597 Tax payable 1,354 1,860 Borrowings 128,738 233,622 Derivative financial instruments 211 0 Total current liabilities 226,598 346,079 Total liabilities 1,842,331 1,819,001 Total equity and liabilities 3,927,937 3,826,181 Net asset value - € per share 39.03 37.68 The IFRS equity at 31 December 2024 was €2,086 million compared to €2,007 million at 31 December 2023. Changes in equity primarily included the result after taxation (a profit of €176.8 million), shares bought back for an amount of €15 million, an interim cash dividend payment of €27.8 million in January and a final cash dividend of €43.2 million paid in July 2024. The impact of a lower value of the Swedish Krona for the financial year 2024 was €12.7 million negative. The IFRS net consolidated borrowings at 31 December 2024 stood at €1,518.8 million (€1,512.6 million at 31 December 2023). The IFRS net asset value per share at 31 December 2024 was €39.03 per share compared with €37.46 at 30 June 2024 and €37.68 at 31 December 2023. * The comparative figures for ‘Derivative financial instruments’ have been restated to include the short-term portion in current assets. ** Of the €128.7 million short-term borrowings an amount of €38.5 million has been refinanced in January 2025 with new a new long- term loan for an amount of €48 million. *** The comparative figures for “Receivables” have been split out to reflect “Tax receivable” separately to provide a clearer representation of non-current assets. Eurocommercial Properties N.V. Report of the Board of Management 2024 18 Financial review (continued) The direct investment result for the year increased by 3.9% to €127.9 million, compared to €123.1 million for the same period in 2023. The strong increase in rental income (€4.5 million) due to indexation, the decrease in property expenses (€2.6 million) primarily due to lower bad debts, and a positive result of the JV (€1.1 million), more than offset the higher interest expenses (€5.1 million) resulting from the increase in interest rates. The direct investment result is defined as net property income plus other income less net interest expenses and company expenses after taxation. In the view of the Board, this more accurately represents the underlying profitability of the Company than IFRS “profit after tax”, which must include unrealised capital gains and losses. Alternative performance measures The Company also presents alternative performance measures according to the European Securities and Markets Authority (ESMA) guidelines. These alternative performance measures, such as Direct and Indirect Investment results, loan to value ratio, adjusted net asset value and EPRA performance measures, are used to present the underlying business performance and to enhance comparability between financial periods and among peers. Alternative performance measures presented in this report should not be considered as a substitute for measures of performance in accordance with the IFRS. More details about the alternative preformances measures can be found in the supplementary information section in this report. Statement of consolidated direct investment results (€’000) 2024 2023 Rental income 219,733 215,279 Service charge income 43,378 41,578 Service charge expenses ** (45,703) (46,732) Property expenses ** *** (31,907) (34,531) Interest income 966 1,576 Interest expenses (53,215) (48,127 ) Company expenses *** (12,686) (10,947) Other income 1,644 1,562 Current tax * (2,292) (3,411) Direct investment result including non-controlling interest 119,918 116,247 Direct investment result joint ventures 7,997 6,866 Total direct investment result attributable to owners of the Company 127,915 123,113 * These statements contain additional information which is not part of the IFRS financial statements. ** The comparative figures have been adjusted for comparison purposes as a result of the reclassification of parts of Property Tax previously reported in ‘Property expenses’ to ‘Service charge expenses’. *** The comparative figures have been adjusted for comparison purposes as a result of the reclassification of parts of the IT costs previously reported in ‘Company expenses’ to ‘Property expenses’. The difference between the interest expenses and the loss derivative financial instruments in this statement and the consolidated profit or loss account is related to a different accounting policy for the interest on the put option non-controlling interest. * The interest expenses and investment expenses in the actuals of prior year differ slightly from the amounts in the consolidated profit or loss account due to a different accounting policy for pension costs. The difference between the ‘Current tax’ and the ‘Deferred tax’ in this statement and the consolidated profit or loss account is related to a different accounting policy for the Current tax derivative financial instruments. Eurocommercial Properties N.V. Report of the Board of Management 2024 19 The direct investment result per share increased by 3% to €2.39 for the year 2024, from €2.32 for the year 2023, notwithstanding the 0.87% increase in the average number of shares outstanding from 53,060,280 to 53,521,202. The indirect investment result for the year was €48.9 million positive, compared to €150.0 million negative, for the same period in 2023. The main reasons are related to the higher revaluation of the properties (€107.7 million positive in 2024 compared to €95.0 million negative in 2023) and to the lower negative market value of the derivative financial instruments due to the change in the Euribor and Stibor curves (€20.0 million negative in 2024 versus €39.2 million negative in 2023), that have been partially compensated by an increase in the deferred tax (€35.9 million negative in 2024 compared to €5.5 million negative in 2023). The JV also contributed positively to the result (€2.9 million in 2024 compared to € 2.0 million negative in 2023) Gross rental income for the year 2024, including the shares of revenues of the joint ventures on a proportional basis, was at €232.3 million, 2.3% higher than the same period last year (€227.1 million), mainly due to the indexation for the year, renewals and relettings and higher turnover rent. Statement of adjusted net equity (€’000) 31-12-2024 31-12-2023 IFRS net equity per consolidated statement of financial position 2,085,606 2,007,18 0 Net derivative financial instruments 3,188 (10,715) Net deferred tax 150,354 116,852 Net derivative financial instruments and net deferred tax joint ventures and (1,097) (6,211) Adjusted net equity 2,238,051 2,107,10 6 Number of shares in issue after deduction of shares bought back 53,431,039 53,274,767 Net asset value – € per share (IFRS) 39.03 37.68 Adjusted net asset value – € per share 41.89 39.55 * This statement contains additional information which is not part of the IFRS financial statements. Net property income, including the share of net property income of the joint ventures on a proportional basis, for the 12 months to 31 December 2024, after deducting net service charges and direct and indirect property expenses (branch overheads), increased by 5.9% to €197.9 million compared to €186.8 million for the 12 months to 31 December 2023. The EPRA earnings result for the 12-month reporting period to 31 December 2024 was €122.1 million, or €2.28 per share, compared to €119.8 million or €2.26 per share for the same period last year. The adjusted net asset value at 31 December 2024 was €41.89 per share compared with €39.42 at 30 June 2024 and €39.55 at 31 December 2023. Adjusted net asset values do not consider contingent capital gains tax liabilities nor do they consider the fair value of financial derivatives (interest rate swaps). The EPRA Net Tangible Assets (EPRA NTA) at 31 December 2024 was €41.79 per share compared with €39.37 at 30 June 2024 and €39.59 at 31 December 2023, an increase of 5.6% in the last 12 months. EPRA NTA does not consider the contingent capital gains tax liabilities and the fair value of financial derivatives (interest rate swaps). Eurocommercial Properties N.V. Report of the Board of Management 2024 20 Financial review (continued) In the year 2024, we already refinanced all long- term loans maturing in 2025, for a total amount of €558 million. In February, a new three-year loan of €17.5 million (€8.8 million Group share) was signed with Banco BPM to refinance the previous loan on the retail park of Fiordaliso. In March, the maturity of three sustainability linked loans for a total amount of €100 million with ABN AMRO Bank on the centres of I Portali and Il Castello in Italy was extended to April 2029. In April, the Company entered into a five-year green loan for a total amount of SEK 700 million (circa €62 million) with Skandinaviska Enskilda Banken AB on the Hallarna shopping centre. In October, the Company signed a €265 million six-year green loan with ABN AMRO Bank and ING for the refinancing of Woluwe Shopping, Belgium. In January 2025 an additional amount of €5 million was drawn down under this facility. In October, the Company also extended a €50 million green and sustainability linked loan with ABN AMRO Bank on the shopping centre Cremona Po, Italy maturing in July 2025, for an additional 5.5 years. In December 2024 the maturity of a €14.6 million long-term loan with Banca Intesa Sanpaolo on the I Gigli cinema and retail park was extended to July 2026 to match the expiry date of the loan on the I Gigli shopping centre. In January 2025 the Company entered a SEK 550 million (circa €48 million) five-year loan with Postbank – a branch of Deutsche Bank - on its Swedish shopping centre Valbo in Gävle, thereby completing its refinancing programme for the long- term loans expiring in 2025. The average committed unexpired term of the bank loans, considering also the Valbo refinancing is 3.5 years. In 2026, loans for a total amount of €552 million (including the share of joint ventures) will mature on the three Italian flagship properties of Carosello, Fiordaliso and I Gigli and on C4 in Sweden. Discussions have already started for the refinancing of these long-term loans. The net loan to value ratio as per 31 December 2024, after deducting purchaser’s costs and on the basis of the proportionally consolidated net debt of the Company, decreased to 41.3% compared to 42.5% at 31 December 2023. The Group covenant loan to value ratio agreed with the banks is 60%. The average interest rate as per 31 December 2024 is stable at 3.2%. As at 31 December 2024, the net debt to EBITDA ratio, including the share of the joint ventures consolidated on a proportional basis, stood at 8.5x (8.9x at 31 December 2023), while the interest cover ratio was 3.5x (3.7x at December 2023). At 31 December 2024, the Company has entered into green and sustainability linked loans for a total amount of €863 million (€784 million Group share), of which €646 million green loans (€568 million Group share), €117 million green and sustainability linked loans and €100 million sustainability linked loans. Eurocommercial aims to further increase the number of its green and sustainability linked loans by upgrading the loans expiring at maturity. Funding Eurocommercial Properties N.V. Report of the Board of Management 2024 21 GREEN AND SUSTAINABILITY LINKED LOAN €50 million 6-year loan with ABN AMRO Bank on shopping centre Cremona Po, Italy SUSTAINABILITY LINKED LOAN €100 million 5-year loan with ABN AMRO Bank on the I Portali and Il Castello shopping centres, Italy GREEN LOAN €265 million 6-year loan with ABN AMRO Bank and ING on Woluwe Shopping, Belgium SEK 700 million (circa €62 million) 5-year loan with Skandinaviska Enskilda Banken AB on the Hallarna shopping centre, Sweden LOANS SEK 550 million (circa €48 million) new 5-year bank loan with Deutsche Bank (Postbank) on shopping centre Valbo, Sweden €17.5 million 3-year loan with Banco BPM on the Fiordaliso retail park, Italy €14.6 million loan with Intesa Sanpaolo on I Gigli’s Retail Park and Cinema extended to July 2026 All loans maturing in 2025 refinanced €558 million of loans extended Eurocommercial Properties N.V. Report of the Board of Management 2024 22 Financial review (continued) Interest rate hedging The Company has an overall hedging ratio target of around 80% which is achieved through the use of various interest hedging instruments, from standard fixed interest rate loans, to the use of plain vanilla swaps, collars or forward starting interest rate swaps. This strategy provides the Company with the flexibility to select when, and for how long to lock in the variable rate of the loans with a more favourable fixed interest rate. This strategy also provides the Company with an efficient asset turnover policy as it is not forced to pay high penalty costs to repay a mortgage (as most of them are at a variable rate) or to lose an attractive fixed rate when repaying a loan. At 31 December 2024 the Company’s net loan portfolio was hedged at 80%. The graph on the next page shows the development of the hedging ratio of the Company until the end of 2027. It considers the net borrowings and the hedging contracts in place as of today (including the share owned in the joint ventures), assuming that all borrowings will be extended/renewed at maturity for the amount of the final balloon. During the period 1 January 2024 – 14 April 2025, the Company has entered into interest rate swaps (also forward starting) for a net total notional amount of €334.4 million and SEK 1,747.5 million, which swaps will mature in 2029/2031 and have an average market interest rate coupon of 2.36% for the € swaps and of 2.60% for the SEK swaps. As previously discussed, the Company is constantly monitoring the development of the Euribor and Stibor interest rate curves, looking for further opportunities to fix an attractive interest rate level also through forward starting interest rate swaps. As a result, the average interest rate for the Company is expected to remain stable for the coming period, following the developments of the interest rate policy as set by the ECB and the Sveriges Riksbank. Dividend proposal The Company’s dividend policy provides for a cash dividend pay-out ratio ranging between 65% and 85%, but with a target of 75% of the direct investment result per share. An interim dividend is payable in January and a final dividend is payable in July. The interim dividend per share is expected to be 40% of the total cash dividend per share paid in the previous financial year. The Company also intends to offer shareholders the possibility of opting for a stock dividend instead of the cash dividends. Having regard to the results of the Company for the financial year 2024, the Board of Management and the Supervisory Board propose to pay a total dividend of €1.80 per share, an increase of 5.9% compared to last year’s dividend of €1.70 per share, Non-current borrowings maturity and amortisation schedule at year end (€m) Loans expiring Amortisation 0 100 200 300 400 500 600 203220312029 20302028202720262025 15 18 15 12 6 6 1 20 390 246 254 552 76 345 33 Long-term borrowings maturity and amortisation schedule at year end (€m) * Including the Valbo loan refinanced after the reporting date. Eurocommercial Properties N.V. Report of the Board of Management 2024 23 subject to shareholders’ approval at the 2025 Annual General Meeting to be held on 3 June 2025. An interim dividend of €0.68 per share was already paid on 30 January 2025, representing 40% of the total dividend paid out in 2024. The distribution date of the final dividend of €1.12 per share will be 3 July 2025. As was the case with the 2025 January interim dividend, holders of shares will also be offered the option of taking new shares from the Company’s share premium reserve, instead of the cash dividend payable. The price of these new shares will be announced on 30 May 2025. Guidance The outlook for 2025, albeit solid for our shopping centres, remains linked to the evolution of the macro-economic environment and geopolitical tensions. On the income side, 2025 indexation in our markets will have a positive impact on rental growth, which we expect to be further improved by our renewal and reletting programme and higher turnover rents, notwithstanding some temporary vacancy during the remerchandising projects. If retail property yields remain around their current levels, we can expect further increases in the portfolio value which could lead to an improvement in the LTV ratio. Assuming no major deterioration in the macro-economic environment we expect a direct investment result for the full year 2025 to range between €2.40 and €2.45 per share. Hedging ratio net debt 0% 20% 40% 60% 80% 100% 31/12/2027 31/12/2026 31/12/2025 31/12/2024 30/06/2025 30/06/2026 30/06/2027 80% 82% 86% 85% 80% 79% 77% Hedging ratio from 31 December 2024 to 31 December 2027 * Including the hedging instruments entered into until reporting date. Eurocommercial Properties N.V. Report of the Board of Management 2024 24 Retail sales In 2024, our four markets continued to enjoy strong retail sales growth which was 2.7% higher than in 2023. All our 24 shopping centres contributed to the sales growth which was positive across all retail sectors, with particularly strong performances from books & toys (11.3%), health & beauty (7.5%), services (6.3%), sport (5.9%) and F&B (5.2%). Fashion and shoes also increased by 2.1% and we expect this sector to continue to perform well in our portfolio as the dominant international brands expand in our centres, particularly the flagships. Footfall also continued its upward trend and was 1.7% higher in 2024 compared to 2023. Like-for-like retail sales by country FY 2024/FY 2023 Overall 2.7% Belgium 3.9% France 2.7% Italy 3.5% Sweden 1.2% * Excluding extensions/redevelopments and excluding the units involved in the remerchandising at Carosello (see Country commentary Italy). Like-for-like retail sales by sector FY 2024/FY 2023 Fashion/Shoes 2.1% Health & Beauty 7.5% Gifts & Jewellery -0.7% Sport 5.9% Home Goods 2.9% Books & Toys 11.3% Electricals -3.8% F&B (Restaurants & Bars) 5.2% Hyper/Supermarkets 0.8% Services 6.3% * Excluding extensions/redevelopments and excluding the units involved in the remerchandising at Carosello (see Country commentary Italy). Rental growth Like-for-like (same floor area) rental growth for the 12-month period ended 31 December 2024 was 3.5%, predominantly resulting from rental indexation but with a significant contribution (approximately one quarter) from turnover rent, mainly generated in Italy. Indexation , higher turnover rent and positive lease spreads from renewals and relettings resulted in solid rental growth. Valuations increased over the year in all our markets with stable yields applied to higher net operating income. Evert Jan van Garderen Chief Executive Officer Property performance Eurocommercial Properties N.V. Report of the Board of Management 2024 25 Like-for-like rental growth 12 months Overall 3.5% Belgium 1.2% France 4.0% Italy 3.6% Sweden 4.1% The like-for-like rental growth is calculated based on 12-month data and excludes the impact of acquisitions, disposals and development projects to provide an accurate figure for comparison. It includes the impact of indexation, turnover rent, vacancies and leasing. Renewals and relettings Strong leasing momentum has been maintained over the last 12 months with 275 leases renewed or relet, achieving a positive overall uplift of 4.5% on top of rental indexation. 104 of these lease contracts were signed with retailers establishing in new units, thereby improving the tenant mix and producing a rental uplift of 9.1%, confirming the consistently strong demand from new brands to open in our centres. The highest uplifts were achieved in Belgium and Italy. Over the last twelve months, the Italian leasing team signed 92 new deals resulting in an overall rental uplift of 7.9%. 47 of these transactions were new lettings producing an overall increase in rent of 14.1%, with the highest uplifts achieved in Collestrada (22%). In Belgium, at Woluwe Shopping, the leasing team successfully concluded 24 lease renewals and relettings, resulting in an overall rental uplift of 6.6%, including 13 new lettings producing an increase of 16.6%. The most notable new lettings include the relocations of existing tenants such as C&A, Media- Market and Massimo Dutti, as well as the introduction of new brands like Jimmy Fairly, Atelier Amaya Jack & Jones and Mayerline. The Swedish leasing team signed 107 renewals and relettings resulting in an overall rental uplift of 2.2%. 15 of these transactions were lettings to new tenants producing an increase in rent of 8.4% including new lettings to Normal at Ingelsta Shopping and the relocation of Hemtex in C4 to a larger flagship store. The negative result of 1.4% in France, as already previously communicated, was mainly related to the reletting of a few units at slightly lower rents to attract strong brands in order to strengthen the merchandising mix (e.g. Pull&Bear in Passage du Havre). C&W 19% CBRE 1% JLL 56% KF 9% KROLL 11% SAV 4% Fashion 31% Health & Beauty 15% Food - Restaurants 12% Gifts & Jewellery 12% Telecom & Electrical 7% Home Goods 5% Services 6% Sports 3% Books & toys 3% Shoes 6% % of lease transactions by sector in 2024 Eurocommercial Properties N.V. Report of the Board of Management 2024 26 Property performance (continued) Renewals and relettings for the 12 months to 31 December 2024 Number of renewals and relettings Average rental uplift on renewals and relettings % of leases renewed and relet (MGR) Overall 275 4.5% 18% Belgium 24 6.6% 34% France 52 -1.4% 13% Italy 92 7.9% 14% Sweden 107 2.2% 24% * Excluding extensions/redevelopments and excluding the units involved in the remerchandising at Carosello (see Country commentary Italy). Occupancy cost ratio The total occupancy cost ratio (rent plus marketing contributions, service charges and tenant property taxes as a proportion of turnover including VAT) for Eurocommercial’s shopping centres at 31 December 2024 was 9.8% overall (9.5% at 31 December 2023). This slight increase is the result of high recent rental growth, however this remains one of the lowest OCRs in the industry, providing a solid foundation for long term, sustainable rental income and low vacancy. Occupancy cost ratio 31 December 2023 31 December 2024 Overall 9.5% 9.8% Belgium 14.3% 14.2% France 10.0% 10.4% Italy 9.8% 9.8% Sweden 7.5% 8.2% Rent collection Rent collection during 2024 has reached 99%, the same level as in 2023. % of 2023 invoiced rent collected % of 2024 invoiced rent collected Overall 99% 99% Belgium 99% 99% France 95% 97% Italy 100% 100% Sweden 100% 100% Property valuations All the Company’s properties were independently valued as usual at 31 December 2024 in accordance with the rules set out in the “Red Book” of the Royal Institution of Chartered Surveyors (RICS), the International Valuation Standards and IAS 40. The firms appointed this year were CBRE, Cushman & Wakefield, JLL, Knight Frank, Kroll and Savills. Overall, the fair value of the property portfolio increased by 2.1% compared to June 2024 when the properties were last independently valued, and by 3.1% compared to December 2023. The increase was mainly attributable to the flagships which increased in value by around 8% over 12 months and these five assets now represent 47% of the portfolio, while the 19 suburban hypermarket shopping centres now represent 53%. The increase in valuations were generally the result of higher net operating income and estimated rental values applied to stable initial or exit yields. These yields were a reflection of renewed activity in transactional markets encouraged by solid operational metrics and lower interest rates. The overall EPRA net initial yield remained stable at 5.7%. In their reporting, the valuers identified the portfolio’s sound property fundamentals and the solid outlook for income security and growth supported by rent affordability and steady tenant demand. The valuers also recognised the importance of having the appropriate tenant mix for each type of centre, and that while the five flagships have benefitted from their strong discretionary and international retail offer, the 19 suburban, hypermarket anchored centres have enjoyed the consistent footfall and more defensive characteristics resulting from their 61% exposure to a broad range of essential and everyday retail including groceries. C&W 19% CBRE 1% JLL 56% KF 9% KROLL 11% SAV 4% Fashion 31% Health & Beauty 15% Food - Restaurants 12% Gifts & Jewellery 12% Telecom & Electrical 7% Home Goods 5% Services 6% Sports 3% Books & toys 3% Shoes 6% Eurocommercial Properties N.V. Report of the Board of Management 2024 27 Valuations at 31 December 2024 Net value Valuation change Valuation change EPRA EPRA 31 December 2024 € million from June 2024 from December 2023 net initial yield topped-up yield Overall 3,903 2.1% 3.1% 5.7% 5.9% Belgium 542 1.8% 3.3% 5.0% 5.3% France 822 1.3% 1.6% 5.6% 5.8% Italy 1,741 3.3% 4.3% 6.0% 6.2% Sweden 798 0.6% 2.0% 5.8% 5.9% Valuation split 5 Flagships Net value (€M) 31 December 2024 EPRA net initial yield EPRA topped up yield Woluwe Shopping (Belgium) Passage du Havre (France) I Gigli, Carosello, Fiordaliso (Italy) 1,829 (47% of the portfolio) 5.4% 5.6% 19 suburban hypermarket anchored shopping centres Net value (€M) 31 December 2024 EPRA net initial yield EPRA topped up yield 7 in France 5 in Italy 7 in Sweden 2,074 (53% of the portfolio) 5.9% 6.2% * On a proportional consolidated basis. Vacancy levels EPRA vacancy EPRA vacancy for the portfolio at 31 December 2024 has reduced to 1.4%, ranging from 0.2% to 3.9% in our four markets. The higher vacancy in Sweden is a temporary situation resulting from the ICA hypermarket who vacated Ingelsta Shopping, Norrköping at the start of 2024. The ICA unit was 9,580m² and 58% of this space has already been let to Coop (4,900m²) and Normal (590m²), the expanding Danish value retailer who opened in October. Coop opened their hypermarket during November, and there are ongoing negotiations for the remainder of the vacant space. Out of almost 1,800 shops, there were only 21 brands in administration occupying in total 39 units, representing 2.2% of total GLA and 2.5% of total MGR. For the majority of these units (77%), rent continued to be paid. 31/03/2024 30/06/2024 30/09/2024 31/12/2024 Overall 1.8% 1.7% 1.8% 1.4% Belgium 2.5% 1.8% 1.8% 0.2% France 2.3% 1.9% 2.4% 1.8% Italy 0.6% 0.2% 0.2% 0.3% Sweden 3.6% 4.6% 4.6% 3.9% Long term vacancy levels Vacancy rate 1.0% 0% 2.0% 3.0% 4.0% Dec-21 Dec-22 Dec-23 Dec-24 Dec-14 Dec-15 Dec-17 Dec-18 Dec-19 Dec-16 Dec-20 Be partners with our retailers Eurocommercial Properties N.V. Report of the Board of Management 2024 29 Retail has always been an innovative asset class, responding to trends, seasons and changing customer habits. The most successful retailers have adapted, embraced e-commerce and invested in technology and now have a more certain landscape on how to balance their online and physical presence. We support and listen to our retailers and regularly conduct tenant surveys to measure their level of satisfaction and expectations on various aspects of our shopping centres and management, including marketing and leasing. The surveys provide us with valuable feedback and suggestions on how we can improve our performance and enhance our relationships with our tenants in order to create successful shopping centres and better experiences for our customers. Our leasing teams are in constant dialogue with the major international, national and local retail groups, monitoring emerging trends and often providing advice to new market entrants. Our strong relationships with retailers has allowed us to work with and implement their latest concepts in our portfolio by providing them with the right fl oorspace in terms of location, size, frontage and design. Where possible, we also provide support for their storage, pick-up and delivery operations in order to improve their logistical operations and therefore profi tability. Evolving merchandising mix and retail trends The merchandising mix in our shopping centres is constantly evolving and regularly reviewed in order to adapt to the changing preferences, needs, and expectations of our customers, as well as to the competitive environment and market trends. By constantly monitoring and evaluating the performance of our tenants, we can make appropriate adjustments to the merchandising mix, responding quickly to changing trends by introducing new and innovative concepts or services to create differentiation and value for our customers. Several sectors have continued to show an upward growth trend in terms of retail sales, market share and expansion of physical stores. The fastest growing sectors in our malls over the last three years, i.e. since the pandemic, in terms of Building and developing long-term, professional relationships with our tenants has always been at the core of Eurocommercial’s business model. This partnership approach allows us to adapt our retail mix to changing consumer behaviours and preferences. Retailers are also adapting and responding to these changes by rationalising their estate, resizing and reorganising stores and innovating to provide an integrated, omnichannel experience. Major international fashion brands are increasing their market share and broadening and evolving their product range with new brands and formats. Valeria Di Nisio Group Leasing Director Valeria Di Nisio Group Leasing Director Eurocommercial Properties N.V. Report of the Board of Management 2024 30 Eurocommercial Properties N.V. Report of the Board of Management 2024 30 retail sales were: Health & Beauty, Food & Beverage and Sport & Lifestyle with growth of 13%, 19% and 11% per annum respectively. The growth in the Health & Beauty sector was driven by a number of international brands expanding across our markets. Rituals have opened three more stores in our shopping centres, bringing their total number in our portfolio to 13, with Fiordialiso to be added in the autumn. The French fragrance designer, Adopt opened in Passage du Havre and Les Atlantes. Wycon Cosmetics opened three additional stores in our Italian portfolio taking the number to seven. The sector is also seeing the expansion of specialist beauty centres such as Medi-Market who are substantially increasing their footprint and unit size to provide a range of instore treatments in addition to their normal product range. Medi-Market have recently taken an enlarged unit in Woluwe Shopping (675m²) and opened in Cremona Po. Be partners with our retailers (continued) The Food & Beverage sector continues to expand driven by consumers demanding more variety, convenience and experience in dining options. This has led to a range of new brands, concepts and formats. To satisfy this increasing demand from both customers and operators, we have recently completed several F&B projects in our markets, repositioning F&B as a central pillar of attraction, increasing both footfall and dwell time. The Sport & Lifestyle sector also continues its rapid growth with the increasing popularity of branded sport and leisure fashion. Many of these brands are increasingly operating cross border with JD Sports being particularly prominent with whom we already have six stores covering France and Italy. Increasing demand for sneakers and training shoes has seen the expansion of specialist footwear retailers such as Courir, Foot Locker, Snipes and Skechers. Fastest growing sectors in our malls 3 years - sales per annum 13% 19% 11% HEALTH & BEAUTY F & B SPORT / LIFESTYLE Eurocommercial Properties N.V. Report of the Board of Management 2024 31 Eurocommercial Properties N.V. Report of the Board of Management 2024 31 Major brands expanding in our centres The graph illustrates the fastest growing brands in our shopping centres over the last years in terms of fl oor space and includes JD Sports and Normal, the expanding Danish value retailer, who is present in all our seven Swedish shopping centres and are also performing well in France, in both Passage du Havre and now in MoDo in the suburbs north of Paris. Trends in the fashion sector The fashion sector remains the most important and largest retail sector across our shopping centre portfolio, providing 37% of the fl oor space in our malls in terms of GLA (excluding hypermarkets). However, the identity and format of the retailers are constantly evolving with most developing an omnichannel merchandising strategy around the physical store. This has provided greater synergy between the online and offl ine channels, with the use of integrated technology, thereby strengthening brand loyalty and value. This has led to some rationalisation as retailers focus on fewer but larger profi table stores in dominant shopping centres that can reach wider catchments, while they are releasing stores in secondary shopping centres and retail locations. The major retail groups are therefore increasing their market share across Europe, particularly the Inditex brands, Primark and H&M. Major brands expanding in our centres 16% 18% 36% 36% 41% 52% 52% 54% 56% 98% 108% 135% 150% 166% 227% 329% % increase in total leased GLA over the last five years Major brands expanding in our centres % increase in total leased GLA over the last fi ve year Eurocommercial Properties N.V. Report of the Board of Management 2024 32 Eurocommercial Properties N.V. Report of the Board of Management 2024 32 Be partners with our retailers (continued) The largest international fashion retailers are increasingly focusing on dominant shopping centres where they can showcase their latest concepts in a large scale format and introduce new brands providing a broader product range (including home and health & beauty) to their expanding customer base. The challenge for our asset management and leasing teams is to identify the appropriate space for these fl agship stores in terms of size, mall location and frontage. In order to meet this challenge, we have taken back space from retail sectors that are reducing their fl oorspace, such as electrical, department stores and particularly hypermarkets, as they increasingly concentrate on groceries and reduce their non-food function which has now partly been replaced by an increasing range of destination, value retailers selling lower cost goods in most sectors. 4% 3% 3% 3% 2% • Fashion still the largest sector in our malls (37%). • Largest fashion groups increasingly demand bigger but fewer stores in dominant shopping centres to showcase a wider range of products and new brands in the evolving omnichannel retail environment. • Our 5 largest fashion retailers already occupy 47% of Eurocommercial’s fashion fl oor space which will increase further with our ongoing major remerchandising projects. Biggest fashion brands target dominant shopping centres % of total fashion in ECP malls (GLA) Top 5 retailers representing almost half of total fashion GLA in ECP malls 17% 14% 6% 5% 5% Top 5 retailers representing almost half of total fashion GLA in ECP malls Zara Massimo Dutti Bershka Stradivarius Pull&Bear Zara Home Lefties Dressmann Bik Bok Carlings Volt Levi's Cubus H&M H&M Home Eurocommercial Properties N.V. Report of the Board of Management 2024 33 Eurocommercial Properties N.V. Report of the Board of Management 2024 33 46.3% 5.8% 5.9% 1.7% 5.7% 7.5% 6.1% 2.5% 15.7% 2.7% Total GLA: 53,338m² Gallery GLA: 29,411m² No. of shops: 116 Parking spaces: 4000 Opened: 27/10/1997 Acquired: 1997 Last extended: 29/10/2009 Last refurbished: 30/10/2008 Last updated: 23/10/2024 Entrance Elevator Escalator Stairs Toilet Car Park Buses ATM This is not a contractual document Pie chart - Q1 2023 %footfall - May 2023 At Carosello, MediaWorld (3,000m²) relocated into the former Coin department store thereby creating the retail space and opportunity for a major remerchandising project including a new full format Zara store of around 4,600m² (previously 1,600m²), a new Bershka (800m²) and an enlarged Stradivarius (550m²). These Inditex stores were all completed and fully open for trading in early October 2024. As part of the remerchandising, H&M have relocated and established their latest concept (1,600m²) in the former Zara unit next to the main entrance. This remerchandising has had an immediate impact on overall retail sales and footfall which increased by 18.1% and 5.7% respectively in Q4 2024. Meanwhile Zara have closed their stores in competing shopping centres, establishing Carosello as their fl agship destination serving East Milan. Case study CAROSELLO Carosello, Milan remerchandising New Stradivarius (550m²) New MediaWorld (3,000m²) New Bershka (800m²) New Zara (4,600m²) New Grand Vision (229m²) New H&M (1,600m²) New NESPRESSO (118m²) Eurocommercial Properties N.V. Report of the Board of Management 2024 34 Eurocommercial Properties N.V. Report of the Board of Management 2024 34 Woluwe Shopping, is another good example of a reletting and remerchandising project to improve the retail mix and offer through active tenant rotation and the introduction of latest designs and concepts. Since it opened over 50 years ago, Woluwe Shopping has been regarded as the most important shopping centre in Belgium, with its prime location in a densely populated and wealthy suburb of Brussels. Since acquiring Woluwe Shopping in March 2018, our merchandising strategy has been to improve and broaden the retail mix, maintaining a strong emphasis on fashion in a shopping centre which includes most international brands present in the Belgian market. During 2024, important strategic remerchandising improvements were completed at Woluwe Shopping with the successful spring opening of the new enlarged Zara store (3,300m²) doubling their fl oorspace in a new central mall location. Carrefour Market replaced the Match supermarket in May, focusing on fresh and quality products to better serve the essential and everyday needs of Woluwe’s wealthy catchment. This was followed in June by the opening of the latest C&A concept store (1,455m²) in the unit previously occupied by Zara. Later in the summer, two new French retailers opened their latest concepts, the trendy eyewear brand Jimmy Fairly and Atelier d’Amaya, a custom jewellery designer. Meanwhile, INNO have refurbished their 12,000m² department store which was completed in the autumn when the Medi-Market parapharmacy relocated into a new enlarged store of 675m² to provide a wider range of products. Finally, Massimo Dutti signed a new lease on a larger 360m² unit, enabling the brand to roll out its latest concept in the autumn and further enhance Woluwe’s commercial appeal. The remerchandising project has had an immediate and positive impact on retail sales and footfall which increased by 6.1% and 18.7% respectively during Q4 2024. Case study WOLUWE SHOPPING Be partners with our retailers (continued) Woluwe Shopping remerchandising F i r s t fl o o r Ground fl oor New Zara (3,300m²) New Massimo Dutti (360m²) Refurbished INNO (12,000m²) New C&A (1,455m²) Carrefour Supermarket (3,000m²) Eurocommercial Properties N.V. Report of the Board of Management 2024 35 Eurocommercial Properties N.V. Report of the Board of Management 2024 35 Future remerchandising projects 2025 -2027 It is very clear that our strategy of creating internal growth through remerchandising is already showing positive results. We intend to repeat this strategy over the next two years in Italy at I Gigli, Collestrada and Cremona Po where we have opportunities to deliver growth from similar remerchandising projects and also at Ingelsta in Sweden. In addition to those four shopping centres, we continue to identify similar opportunities at other assets in France, Italy and Sweden. Eurocommercial Properties N.V. Report of the Board of Management 2024 36 Eurocommercial Properties N.V. Report of the Board of Management 2024 36 Be partners with our retailers (continued) Eurocommercial Properties N.V. Report of the Board of Management 2024 37 Eurocommercial Properties N.V. Report of the Board of Management 2024 37 Top 20 retail tenants % of total Eurocommercial rental income Lease expiry profi le As % of rental income 0 10 20 30 40 50 5.3% 8.6% 12.4% 15.2% 10.7% 6.8% 41.0% Under negotiation 2029 2030+ Lease expiry profile As % of rental income 2025 2026 2027 2028 11 1.1% 12 1.0% 13 1.0% 14 1.0% 15 0.9% 16 0.9% 17 0.9% 18 0.8% 19 0.8% 20 0.8% 1 4.1% 2 2.8% 3 2.5% 4 1.7% 5 1.5% 6 1.3% 7 1.2% 8 1.2% 9 1.2% 10 1.1% Digital Transformation EEurocommercial Properties N.V. Report of the Board of Management 2024 39 In 2024, Eurocommercial Properties continued to advance its Digital Transformation Strategy with an increased focus on improving visitor experiences, deepening retailer partnerships, and cultivating a thriving workplace. We used new digital tools and ideas to make our shopping centres more welcoming and effi cient, aiming to support visitors’ and retailers’ needs. Our efforts show our strong commitment to blending the best of both physical and digital experiences in our shopping centres. Visitor Pillar: Be connected to our visitors Enhance the quality and growth of our Customer Data Platform We achieved in 2024 a major milestone in the rollout of our CRM/Customer Data Platform, Placewise, by successfully integrating our entire portfolio with the addition of our centres in Belgium and Sweden. This expansion, along with the integration of key touchpoints such as WiFi, loyalty programmes, and websites, led to a double digit growth of our customer database. By capturing and utilising customer data more effectively, we were able to strengthen visitor connections, enhance personalisation and improve the overall shopping experience. In 2025, we are expanding further our platform integrating additional touchpoints, such as gift cards, event registration and participation, further enhancing data quality and customer insights. Our focus will be on consolidating and enriching our database, ensuring sustainable growth while gaining a deeper understanding of our customers’ preferences and behaviours. Additionally, we aim to increase the reachability and activity of our members and advance marketing automation, making our communication more effi cient, targeted, and impactful. With these strategic initiatives, we are reinforcing our commitment to data-driven customer engagement, fostering loyalty, and delivering even more relevant, seamless, and engaging shopping experiences across all our centres. Redefi ning our loyalty strategy and launch of new Loyalty Programme In 2024, we took a decisive step in redefi ning our loyalty strategy, recognising its critical role in cultivating stronger relationships with our visitors and driving increased engagement across our shopping centres. As part of this strategic evolution, we onboarded a new loyalty partner in Italy, setting the foundation for a more personalised and data- driven approach to customer interaction. One of the key milestones of this partnership was the launch of a new loyalty app, Emplate, designed to offer a seamless and rewarding experience for our visitors. This app enables customers to access exclusive benefi ts, track their engagement, and receive personalised offers from tenants based on their shopping preferences. Beyond improving the visitor experience, this new solution allows us to collect deeper and more insightful data on customer behaviour, shopping patterns, and preferences. By leveraging this enhanced dataset, we can refi ne our marketing strategies, enhance tenant collaboration, and create more targeted engagement initiatives that drive loyalty and retention. In addition to our efforts in Italy, we have also launched a new partnership in France with Captain Wallet, a leading provider of digital wallet marketing solutions. This collaboration allows us to integrate loyalty programs directly into customers’ mobile wallets, enabling seamless engagement and instant communication with our visitors. By leveraging this technology, we can provide a frictionless and personalised loyalty experience while gaining valuable consumer insights to further enhance our digital strategy. In 2025, we are scaling the programme up across multiple countries and centres, capitalising on the success of the initial implementation in Italy and France. This expansion will enable us to create a unifi ed and enriched customer experience, further reinforcing Eurocommercial’s position in the digital engagement. Eurocommercial Properties N.V. Report of the Board of Management 2024 40 Digital Transformation bring greater transparency and impact to our event and marketing strategies, this platform enables us to make more data-driven decisions and maximise the effectiveness of our events, advertising and media. Linking footfall and turnover data to marketing efforts, we gain valuable insights into visitor behaviour, campaign effectiveness, and engagement levels, ensuring that every event and promotion delivers measurable results. Following a successful pilot in one of our centres, we are rolling out this platform across all Italian centres playing a key role in event registration and performance analysis, helping us understand our visitors’ direct impact on sales and the overall performance of the centre. Additionally, it provides a clearer picture of the effectiveness of our marketing and media investments thanks to the development of multiple AI/machine learning models, allowing us to allocate budgets more strategically and focus on initiatives with the highest return. By integrating these insights into our decision- making, we are constantly improving our data- driven marketing, ensuring that each campaign, event, and activation contributes to a more engaging, high-performing shopping experience across our centres. Elevating customer satisfaction with real-time insights As part of our digital transformation strategy, we are committed to continuously improving customer satisfaction by integrating smarter, more frequent feedback mechanisms across our most vital online and offl ine touchpoints. In 2024, we took a major step forward by implementing real-time customer feedback solutions via FeedbackNow, enabling us to gather valuable insights across all our centres. Building on this success, we are expanding our efforts in 2025 by integrating direct customer satisfaction tools into our key digital channels—such as our websites, newsletters, social media, post-event surveys and Wi-Fi connections. By measuring customer satisfaction more frequently throughout the year, we can continuously improve the visitor experience, ensuring not only higher overall satisfaction within our centres but also increasing the impact and effectiveness of our online and offl ine touchpoints and channels. Optimising our marketing and event effectiveness In 2024, we took another signifi cant step forward in extending our marketing effectiveness by developing a powerful new platform. Designed to Eurocommercial Properties N.V. Report of the Board of Management 2024 41 Retail media: Retail media is a key pillar of our digital transformation strategy, enabling advertisers and brands to engage visitors in a highly targeted way with in-mall digital advertising using LED walls and digital totems to deliver dynamic brand messaging while enhancing the shopping experience. By embracing digital retail media, Eurocommercial is transforming its shopping centres into smart, data-driven marketplaces, where brands can connect effectively with consumers while enriching the overall visitor experience. We integrated AI-driven solutions across our digital platforms to increase visitor engagement and optimise marketing performance. We launched an AI-powered chatbot on our French shopping centre websites to provide real-time assistance, improving customer interaction and service efficiency. Our CRM platform uses AI to personalise newsletter campaigns, increasing engagement and conversion rates. AI is also at the core of our receipt scanning module, enabling fast and accurate extraction of purchase data to ensure a seamless loyalty programme experience with efficient point allocation. This technology supports purchase-based loyalty programmes, enhancing customer insights and personalisation. Additionally, we continue to invest significantly in AI-driven advertising through Google and Meta, ensuring more precise audience targeting and higher marketing efficiency. As AI technology evolves, we remain committed to leveraging its potential to refine our customer insights and enhance digital interactions across all touchpoints. Retailers Pillar: Be the partner to our Retailers This pillar focuses on improving the tenant experience, recognising that our retailers have a crucial role in shaping the overall shopping experience. Retail Academy: The power of continuous experimentation The core values that this training certification enhanced are evident: improve tenant community, leads to greater tenant loyalty and motivation, be partner with our retailers. In Sweden, 2024 was another year of consecutive successes with 850 total participants. In Italy, a new edition Retail Academy was held in September gathering 330 employees from 94 stores in I Gigli, Carosello and Castello. ECP Connect, refining the app experience through real user input All communications, promotions and ticket management are centralised on ECP Connect application, eliminating the use of paper and e-mail. Today we have 100% onboarding of tenants in Italy, France and Belgium. The tenant survey was directly linked to the ECP Connect and same to the ECP Retail Academy. The Company is actively working on integrating ECP Connect with other internal systems to optimise the flow of information between the Company, its tenants, store teams and the shopping centre staff. The next objective is to improve the shopping centre communities, including staff and store teams, through ECP Connect by creating a more dynamic and interactive experience for tenants. This approach aims to foster loyalty, encourage broader use of ECP Connect beyond information sharing, and build a stronger sense of belonging within the shopping centre community. These initiatives underscore our commitment to delivering tailored solutions, ensuring a seamless and enriching experience for both tenants and visitors. Celebrating completion Retail Academy Carrosello, Milan Eurocommercial Properties N.V. Report of the Board of Management 2024 42 Workplace Pillar This pillar of our Digital Transformation strategy underscores our commitment to our valued employees, who are at the heart of Eurocommercial’s success. As digital technologies increasingly shape our daily lives, employees rightly expect a similarly seamless and well-designed digital workplace experience. Our vision for the digital workplace is to enable employees to thrive by providing a frictionless and fulfi lling employee journey, supported by opportunities for growth and learning within a positive digital culture. Our mission is to create a workplace environment that facilitates data-driven decision-making, enhances communication and collaboration, and supports personal and professional development through user-friendly and high-quality digital tools, including software and artifi cial intelligence solutions. Our approach We have structured our efforts to create a positive digital workplace experience around four key objectives: • Establish a single source of truth to support data-driven decision-making. • Optimise business operational effi ciency through digital tools and processes. • Enhance digital capabilities through training, education, and effective communication. • Maintain a robust and secure cyber environment. Laying the foundation To achieve these objectives, several foundational initiatives were implemented in 2024 to enable the effective deployment of new digital solutions. The IT department successfully completed the Move to the Cloud project, outsourcing a portion of the maintenance burden to a cloud provider while gaining access to an array of advanced cloud services. This was followed by a signifi cant upgrade to the development framework for our custom property management software, which resulted in improved performance and stability. In addition, a comprehensive Data Strategy was developed, aligning with the broader Business and IT strategies. This strategy focuses on people, technology, and processes, with four key initiatives: upgrading our data platform technology, designing a seamless data product development process, establishing an analytics environment, and implementing a data catalogue for improved product management. Digital Transformation (continued) Eurocommercial Properties N.V. Report of the Board of Management 2024 43 One source of truth A cornerstone of digitalisation is the effective management of data. All digital solutions generate data that can inform current and future decision- making. To avoid data silos, we connect all relevant data sources to a centralised platform, enabling reporting and analytics based on a single source of truth. Robust data governance ensures data quality, consistency, availability, security, and compliance. As a result, employees have access to reliable, actionable information to support their decision- making processes. An important capability of our new data platform will be to facilitate machine learning (ML), which is the branch of Artificial Intelligence that allows computers to learn from data and make predictions or decisions without being explicitly programmed. Instead of following pre-defined rules, ML models identify patterns in data and use those patterns to make decisions or predictions. By having ML as a capability in our platform we ensure that we have a solid foundation for the future use of AI applications. Optimising business operational efficiency By leveraging digital and IT solutions, including artificial intelligence, we automate repetitive and manual tasks to enhance efficiency. Our in-house custom property management solution enables seamless automation of processes. In 2024, we also achieved a number of successful integrations with AI models to achieve efficiency gains for our colleagues. Furthermore, the integration of systems and applications supports the efficient exchange of information between departments, reinforcing our commitment to maintaining a single source of truth. Enhancing digital capabilities through training and education A vital component of our digital workplace is cultivating an environment where employees can learn and grow. In 2024, we organised over 40 training sessions in collaboration with a specialised trainer, focused on digital tools. The training sessions were met with enthusiastic participation. These initiatives have resulted in noticeable improvements in collaboration, communication, and a stronger sense of community across our organisation. Maintaining and enhancing cyber security Eurocommercial continues to prioritise and invest in cybersecurity across all areas of our operations. Ensuring the security of our digital workplace is an important component of our digitalisation efforts, and we consistently emphasise improving security measures as a key aspect of our internal processes. Fostering innovation and creativity In conclusion, our Digital Transformation initiatives under the Workplace Pillar are designed to improve the overall digital workplace experience, creating a sustainable, engaging, and fulfilling environment for our employees. By automating repetitive tasks, providing access to high-quality information, and aligning employee capabilities with strategic objectives, we foster a workplace where innovation and creativity are integral to everyday operations. Just before Christmas our Digital Transformation team organised the second Eurocommercial Digital Day, during which we virtually connected all offices. During the morning we looked back at our achievements in 2024 and we looked ahead at our plans for 2025. Using interactive elements throughout the presentations we fostered the engagement of all our colleagues, thereby strengthening our sense of community. Conclusion: As we look back at 2024, it is clear that our focus on digital transformation has really paid off. We have improved how we operate and have built stronger relationships with our stakeholders through digitalisation. The changes we have made not only keep us competitive but also set us up for continued success. Looking ahead, we are excited about the new opportunities to keep improving the shopping experience, supporting our retailers, and taking care of our visitors and employees. Our goal is to keep leading the way in making retail spaces that everyone loves to visit and work at. Be connected to our communities Eurocommercial Properties N.V. Report of the Board of Management 2024 45 In today’s evolving retail landscape, consumers are increasingly seeking experiences that go beyond shopping—they want to feel a sense of belonging, purpose, and engagement with the spaces they visit. Shopping centres that prioritse community- focused programmes, such as cultural events, social responsibility initiatives, and sustainability efforts, go beyond commerce to become vital social hubs that enrich people’s lives. At Eurocommercial, we remain committed to fostering strong relationships with the diverse communities in which we operate. Our engagement efforts span multiple countries, with a wide array of initiatives aimed at strengthening connections, supporting local stakeholders, and enhancing the overall experience for our customers, tenants and partners. In the past year, we have actively participated in and organised numerous events across our different locations, ensuring that our presence is both meaningful and impactful. Through these initiatives, we have not only reinforced our role as a key player within each community but also supported cultural, social and economic development. One of our key priorities has been to better understand the needs and expectations of our customers. To achieve this, we regularly converse with our customers via different digital points or interview them, gathering invaluable insights that allow us to continuously refi ne our services and offerings to better meet their expectations. This deep engagement refl ects our commitment to customer-centricity and our ongoing efforts to create spaces that truly resonate with those who visit our centres. Equally important is our relationship with our tenants, who play a fundamental role in the success of our centres. Over the past year, we have systematically collected their feedback and are currently working on action plans to enhance our collaboration and provide them with an improved business environment. Our goal is to strengthen these partnerships by implementing tailored solutions that address their specifi c needs and foster long-term growth. Supporting Families and Children Creating positive experiences for families and children is at the heart of our community engagement efforts. Across our centres, we have implemented initiatives that provide joy, support and educational value to younger visitors and their families. We are particularly proud of a new event just started in Fiordaliso, Italy, Il Compleanno Sospeso, an initiative inspired by the Italian tradition of "suspended coffee." It provides birthday celebrations for underprivileged children, ensuring that every child, regardless of economic background, can experience the joy of a birthday party. Our shopping centres are not only important retail destinations but also increasingly provide their local communities with a range of services, amenities, green spaces and social experiences while promoting local employment, procurement, transport infrastructure and education. Ilaria Vitaloni Head of Research Eurocommercial Properties N.V. Report of the Board of Management 2024 46 Promoting Sports and Active Lifestyles Sports and physical activity play a crucial role in fostering a sense of community and well-being. Our centres serve as platforms for people of all ages to come together and engage in active lifestyles. Various initiatives have been developed aiming at the sport lovers community but also promoting well-being and health lifestyle to other communities in need. 20km of Brussels saw our team members, tenants, and customers take part in a long-distance run to fulfil the wish of a child supported by the Make-A- Wish Foundation. This event combines personal fitness with a meaningful cause, demonstrating the power of collective action in creating positive change. In Italy, Collestrada Boxing was a spectacular event that showcased the excitement of boxing while providing a platform for both amateur and professional boxers to engage with the community. The event was attended by boxing enthusiasts and newcomers alike, further cementing our shopping centres as dynamic community hubs. Be connected to our communities (continued) In other centres, we have consolidated events which are considered part of the local community calendar of festivities such as the event Running Race at C4, Sweden, which invites children to participate in a fun and inclusive sporting event while raising funds for charity. “Il Compleanno sospeso” birthday parties organised for children from disadvantaged background at Fiordaliso shopping centre. The Woluwe commuity raised funds through a sponsored half marathom, with all proceeds donated to the “Make a wish”. At C4, children took part in a joyful charity run, combining fun and fitness for a good cause. Eurocommercial Properties N.V. Report of the Board of Management 2024 47 In France, Plag’Azur at Centr’Azur mobilised community volunteers to clean up local beaches, protecting marine ecosystems and raising awareness about environmental conservation. This initiative engaged visitors and showcased our commitment to preserving natural spaces. In Sweden, throughout the year, we hosted several second-hand clothing pop-ups, enabling visitors to shop sustainably while supporting local social enterprises. These events demonstrated the growing interest in circular fashion and waste reduction. Environmental and Sustainability Initiatives Sustainability is an integral part of our community engagement strategy. We continue to prioritise environmental responsibility through initiatives aimed at reducing waste, promoting recycling and encouraging sustainable habits. Promoting circular fashion, our shopping centres in Sweden regularly host vibrant second-hand events. Collestrada hosted a very successful boxing event aimed at promoting the sport in a positve and inclusive way. Centr'Azur mobilised community volunteers for a beach clean-up, showcasing the importance of preserving the natural environment. Eurocommercial Properties N.V. Report of the Board of Management 2024 48 In France, Octobre Rose campaign at Les Atlantes was a significant initiative dedicated to raising awareness about breast cancer. Throughout the event, visitors were encouraged to participate by leaving messages of support on a symbolic display, which was later donated to a local healthcare institution. The initiative not only provided a platform for solidarity but also helped educate the public on the importance of early detection and support for those affected by the disease. Be connected to our communities (continued) Strengthening Social Responsibility and Community Support Our shopping centres are more than just retail spaces; they serve as community hubs where people come together to support important social causes. The commitment to social responsibility is reflected in the various programmes and events we organise to support critical causes, raise awareness, and provide direct assistance to those in need. In Sweden, we hosted Charity Day, an impactful initiative that raised 400,000 SEK in support of Sweden’s City Missions. Recognising the growing economic challenges faced by many individuals, this initiative focused on providing essential aid such as food, shelter, and financial support to those in need. For every visitor to our shopping centres on this day, a donation was made to the City Missions, reinforcing our commitment to social welfare and ensuring that our centres serve as hubs of support and generosity. In Sweden, “Charity Day” was organised in support of City Missions. “Octobre Rose” in Les Atlantes promoted awareness and support for the families affected by breast cancer. Eurocommercial Properties N.V. Report of the Board of Management 2024 49 In Belgium, our Opération Thermos at Woluwe Shopping was dedicated to assisting the homeless by preparing and distributing 120 warm meals. Organised in collaboration with local charities, this initiative provided direct relief to those experiencing homelessness, showing how to make a tangible difference in our communities. Digital Innovation & Tenant Support Equally important is our relationship with our tenants, who play a fundamental role in the success of our centres. Over the past year, we have carried out a survey via a third party and we are currently working on action plans to enhance our collaboration and provide them with an improved business environment. Our goal is to strengthen these partnerships by implementing tailored solutions that address their specific needs and foster long-term growth. A major milestone in our engagement strategy has been the successful introduction and consolidation of the ECP app, launched in 2023. This digital platform has played a crucial role in reinforcing the sense of belonging within the community by offering exclusive services tailored to those working in our shopping centres. Over the past year, we have consolidated the app’s usage, making it a key tool for communication, support, and service delivery. Through the ECP app, we have been able to create a more connected and engaged retail ecosystem, benefitting both tenants and their employees. Looking Ahead As we move forward, we remain dedicated to strengthening our community engagement efforts, continuously listening to our stakeholders, and evolving our initiatives to create meaningful and lasting impact. By fostering collaboration, innovation, and inclusivity, we aim to further solidify our role as a trusted partner within every community we serve. Our shopping centres are not just retail destinations—they are vibrant spaces for connection, cultural exchange, and shared experiences. Woluwe Shopping supported “Opération Thermos”, providing warm meals to the homeless during the colder months. Environmental, Social and Governance Eurocommercial Properties N.V. Report of the Board of Management 2024 51 SUSTAINABILITY STATEMENT Commitment to ESG At Eurocommercial Properties, the integration of sustainability into the business approach is a key component of the overall strategy. The Company aims to align its Environmental, Social, and Governance (ESG) initiatives with its business objectives, ensuring that decisions are made with careful consideration of environmental and socio- economic impacts. Recognising that each shopping centre presents distinct challenges and opportunities, Eurocommercial Properties has developed a comprehensive ESG vision and strategy designed to address global challenges and respond to the evolving needs of customers, tenants, and employees. Our ESG strategy was structured around three strategic pillars in 2024: Be Green, Be Engaged, and Be Responsible. These principles guide the Company’s efforts to reduce its environmental footprint, foster engagement with stakeholders, and act responsibly towards society and the environment. From 2025 onwards, a new strategic pillar, ‘Be Safe’, will be introduced as part of the sustainability framework, highlighting the focus on health and safety in Eurocommercial’s shopping centres. The Be Safe pillar represents its ongoing efforts to support safe, well-maintained, and resilient environments for visitors, tenants, and employees. Through regular risk assessments, preventative measures, and engagement with local authorities and stakeholders, the Company aims to continuously strengthen safety practices across the portfolio. Industry recognition and leadership In 2024, Eurocommercial Properties received recognition for its continued commitment to sustainability. The Company was honoured with the EPRA sBPR Gold Award for the 11th consecutive year, alongside achieving its highest-ever GRESB score of 88, earning a Green Star and a fi ve-star position - reinforcing alignment with industry best practices. Additionally, Eurocommercial Properties maintained its inclusion in the Euronext AMX® and AEX® ESG indices. Building on this momentum, Eurocommercial participated in the Carbon Disclosure Project (CDP) for the second time and improved its rating from C to B. The CDP provides a platform for transparent reporting of environmental impacts and climate- related data, enhancing accountability to investors and stakeholders while advancing sustainability practices. About this sustainability statement (BP-1, BP-2) The 2024 sustainability statement refl ects Eurocommercial Properties’ commitment to enhancing transparency by drawing inspiration from the European Sustainability Reporting Standards (ESRS). Although the ESRS are to date formally not applicable to the Company, Eurocommercial Properties has voluntarily chosen to align elements of its 2024 sustainability disclosures with this framework. The ESRS provides a robust structure for reporting on Environmental, Social, and Governance (ESG) topics, and adopting its principles supports the enhancement of external reporting quality and the reinforcement of internal control processes. The foundation for this sustainability statement is the double materiality assessment conducted in 2024. An external accountant has reviewed and validated the process and outcomes of the double materiality assessment to ensure its robustness and reliability. This approach evaluates both the organisation’s impact on the environment and stakeholders, as well as the fi nancial implications of ESG topics on Eurocommercial. 52 Eurocommercial Properties N.V. Report of the Board of Management 2024 Scope of reporting The sustainability statement encompasses all business activities across Belgium, France, Italy, Sweden, and the corporate offi ces in Amsterdam, aligning its scope with the fi nancial disclosures (consolidated basis). As no major transactions occurred during the past two reporting periods (2023 and 2024), the scope of sustainability reporting remains consistent. In 2024, Eurocommercial completed a value chain assessment, covering both upstream and downstream activities. Where applicable, the Company is embedding non-fi nancial performance data from across the value chain. For example, in addition to tracking scope 1 and scope 2 emissions, Eurocommercial Properties is now monitoring scope 3 emissions associated with tenants’ energy consumption. Further details on value chain impacts are provided within each section of this sustainability statement. Reporting boundaries As part of best practices in the real estate sector, Eurocommercial applies an operational control approach to its value chain. This methodology ensures the consolidation of greenhouse gas (GHG) emissions directly associated with operations over which Eurocommercial holds authority and can implement corporate policies. The scope and data coverage for environmental and social performance indicators are detailed in the accompanying notes to the ESG performance data. These notes provide insights into the reporting boundaries, including the fl oor area values used as denominators in performance calculations. Eurocommercial Properties aligns its sustainability statement with the fi nancial report, covering the fi scal year 2024. However, certain environmental performance data follows a rolling 12-month period, incorporating Q4 2023 – Q3 2024. The reporting boundaries for 2023 environmental data also adhere to this rolling 12-month framework. Environmental data—including energy consumption, carbon emissions from properties, and water and waste metrics—is independently verifi ed by a third party under ISO 14064-3 standards. Time horizons Eurocommercial applies three distinct time horizons when preparing the sustainability statement, which are short-term, medium-term, and long-term. Short- term refers to a period of less than three years, medium-term spans three to seven years, and long- term encompasses periods beyond seven years. These time horizons deviate from the guidance outlined in ESRS 1, Section 6.4, as they refl ect the longer-term nature of real estate investments. This approach ensures that the materiality of each ESG topic addressed in the sustainability statement is assessed with a focus on the extended investment horizons inherent in the real estate sector. Estimations and restatements While data estimation is possible in certain cases, Eurocommercial focuses on reporting actual performance data, as much as possible ensuring accuracy and transparency across its disclosures. Any changes in the preparation or presentation of sustainability information, as well as corrections of reporting errors from prior periods, are detailed in the qualifying notes. No signifi cant reporting errors have occurred in previous periods. Where changes are introduced, these are explained and incorporated into the relevant sub-sections of this sustainability statement. Adjustments or restatements are primarily made to enhance data quality or address previously identifi ed data gaps. The role of the Board of Management and Supervisory Board (GOV-1) Board of Management In 2024, the Board of Management comprised Evert Jan van Garderen (CEO) and Roberto Fraticelli (CFO), who are responsible for managing the Company and its subsidiaries. The Board of Management oversees the business continuity of the Company and establishes the strategies and policies necessary to achieve sustainable, long-term value creation. Supervisory Board The Supervisory Board in 2024 consisted of Mr. Bernard Roelvink (Chairman), Mrs. Emmanuèle Attout, and Mrs. Karin Laglas. Its primary responsibilities include supervising the policies 53 Eurocommercial Properties N.V. Report of the Board of Management 2024 of the Board of Management, overseeing the general course of affairs and activities of the Company, and providing strategic advice and guidance. All members of the Supervisory Board are fully independent, ensuring adherence to best governance practices (100%). Diversity In compliance with the Netherlands Corporate Governance Code, the Supervisory Board has adopted a diversity policy. This policy is publicly available on the Company’s website. As of 31 December 2024, the Supervisory Board is composed of two female members and one male member, ensuring compliance with legal requirements. Sustainability matters During 2024, the Supervisory Board engaged actively with the Board of Management on enviromental and social matters as well as governance. The Board of Management took an active leadership role in conducting the double materiality assessment, identifying the most material topics for Eurocommercial Properties. The Supervisory Board reviewed the key outcomes of the assessment and provided strategic recommendations before fi nalisation, reinforcing the Company's commitment to sustainability. The members of the Board of Management have developed signifi cant expertise in ESG over the years through dedicated training, participation in events and workshops, proactive discussions, and the management of ESG-related actions in meetings and business plan reviews. Additionally, their involvement in national and international committees and panels with various property associations has further strengthened their knowledge and leadership in the fi eld. For further information on the roles and responsibilities of the Board of Management and the Supervisory Board, including detailed profi les, please refer to the Corporate Governance section of this Annual Report. ESG governance structure (GOV-2) Eurocommercial Properties established its ESG governance structure in January 2021 with the formation of an ESG Committee and an ESG Working Group. These governance bodies play distinct but complementary roles in driving the Company’s sustainability agenda. ESG Committee The ESG Committee, which includes all members of the Board of Management and the Group Director Legal, is responsible for overseeing the Company’s ESG strategy and regularly updating the Supervisory Board. The committee ensures that the Company’s ESG performance aligns with its long- term targets, embeds ESG principles across teams and countries, and oversees the implementation of the strategic framework. It holds fi nal responsibility for all ESG-related topics, including climate change risk assessment, environmental performance, socioeconomic impact, diversity and inclusion, and other key sustainability matters outlined in this chapter. In 2024, the ESG Committee played a central role in preparing the sustainability statement. This involved conducting the double materiality assessment and developing a comprehensive action plan to align the Company's disclosures with the requirements of the Corporate Sustainability Reporting Directive (CSRD). The due diligence process facilitated active engagement with various stakeholders, including internal groups such as the Supervisory Board and the ESG Working Group, as well as external stakeholders like investors, tenants, and suppliers. These inputs were carefully integrated into the fi nal outcomes, ensuring a comprehensive and inclusive approach to sustainability reporting. For more details on the process and the list of material impacts, risks, and opportunities, refer to IRO-1 and IRO-2. At the corporate level, the ESG Committee is responsible for: • Develop policies and procedures. • Review performance against targets. • Allocate budget. • Outline and supervise ESG strategy. • Initiate Green Finance. 54 Eurocommercial Properties N.V. Report of the Board of Management 2024 • Climate risk assessments for real estate assets and tenant operations. • Energy effi ciency improvements and their trade- offs with costs. The ESG Working Group operates at the country and asset level, with responsibilities including: • Monitor usage of natural resources. • Develop and implement action plans. • Engage with tenants and suppliers. • Ensure compliance with local legislation. • Engage with local communities. ESG Working Group The ESG Working Group is tasked with implementing the ESG strategy at the local level. It is chaired by the Group Director Legal and includes a diverse group of employees responsible for executing the ESG strategy in their respective countries. This group directs initiatives, collects ESG data, and facilitates the sharing of information and best practices between countries. The ESG Committee provides updates to the Supervisory Board at least twice a year on key ESG topics, including the Company’s vision, strategy, initiatives, and performance metrics such as benchmarking scores and progress against targets. During 2024, the ESG Working Group identifi ed and addressed several material impacts, risks, and opportunities, including the following: ESG governance structure Supervisory Board ESG Committee Includes CEO, CFO and Group Director Legal ESG Working Group Chaired by Group Director Legal Committee members Country representatives from Belgium, France, Italy and Sweden External Support Strategic advisory firm, property management companies and building certification bodies 55 Eurocommercial Properties N.V. Report of the Board of Management 2024 Third party support Eurocommercial leverages third-party expertise to enhance its ESG efforts, with key responsibilities including: • Advise on ESG regulations. • Perform energy audits and Carbon Risk Real Estate Monitor (CRREM) analysis. • Verify environmental performance data. • Certify assets with BREEAM. • Property managers and technical experts implementing action plans. The ESG Committee integrates third-party insights into its discussions to improve decision-making processes. These external partners provide updates on regulatory changes, performance benchmarking, and recommendations for advancing the Company’s ESG strategy. Following the double materiality assessment, additional ESG Working Groups will be introduced in 2025 to more effectively implement action plans related to material topics. Sustainability-related performance in incentive schemes (GOV-3) Eurocommercial Properties integrates sustainability- related performance metrics into the remuneration framework for the Board of Management and senior staff, aligning executive incentives with the Company’s ESG strategy and environmental sustainability goals. In 2024, 100% of employees have integrated sustainability-related objectives into their individual performance targets. Variable pay for the Board of Management and senior staff are directly tied to two key ESG performance indicators (KPIs): • Renewable energy usage: Increasing the level of renewable energy as a percentage of total electricity consumption by 2% per annum. • Customer satisfaction score: Maintaining a customer satisfaction score above 7.5. Further details on the integration of ESG KPIs into incentive schemes are available in the latest Remuneration Report, accessible on the corporate website. Statement on due diligence (GOV-4) Eurocommercial systematically manages its sustainability impacts and risks while transparently communicating the outcomes of this process through its sustainability statement. This approach involves identifying and assessing risks and opportunities related to environmental, social, and governance (ESG) factors, as well as ensuring compliance with relevant sustainability standards and policies. Integration of sustainability matters Sustainability is embedded across the organisation through various processes and structures: • Embedding due diligence in governance, strategy, and business model: Eurocommercial’s ESG strategy (SBM-1) is integrated into the organisation’s reporting structure through the ESG Committee and ESG Working Group (see GOV-2). The Risk Management framework (outlined in the Risk Management chapter) incorporates ESG risks, and executive remuneration is linked to ESG criteria (see Remuneration Report). • Engaging with affected stakeholders in all key steps of the due diligence; The Company actively engages with key stakeholders throughout its value chain. Engagement surveys are conducted for tenants, customers, and employees to monitor their feedback and develop actionable plans at the asset, country, or corporate level, as applicable. For the sustainability statement, input from multiple stakeholder groups has been solicited to align the Company’s strategy and disclosures with stakeholder expectations (SBM-2). • Assessing negative impacts on people and the environment: Through the double materiality process, Eurocommercial regularly reviews its impacts on people and the environment. Additional details about the methodology used to identify and assess material impacts, risks, and opportunities are provided in IRO-1. 56 Eurocommercial Properties N.V. Report of the Board of Management 2024 controls. The system focuses on identifying and assessing risks, implementing adequate controls to prevent and mitigate their impact, ensuring compliance with regulations, safeguarding corporate assets, and promoting the reliable execution of corporate strategy. It also ensures the integrity of fi nancial and management data and the effi ciency of processes to meet business objectives (see section Risk Management for more details). In 2024, Eurocommercial Properties conducted a double materiality analysis covering all its business activities in the four countries where it operates and the value chain. A detailed description of the process to identify and assess material impacts, risks, and opportunities is provided in section SBM-1. The outcomes of the most material topics are embedded in this sustainability statement. The double materiality assessment evaluated risk factors such as potential fi nancial impact and the likelihood of events to determine their fi nancial implications for the organisation. Impact materiality was assessed based on the severity and likelihood of impacts. This analysis was conducted by the ESG Committee with the support of a third-party specialist. For ESG data reported in this sustainability statement, internal control monitors data quality and tracks data fl ows (e.g., environmental data) from the country level to the corporate level. Internal control also contributes to the collection and preparation of social performance data tables for the annual report. Strategy, business model and value chain (SBM-1) Eurocommercial Properties aims to create shopping centres that serve as dynamic, multifunctional spaces for their communities. These centres facilitate retail excellence while delivering frictionless, omnichannel experiences. They are designed as safe and inspiring meeting places that combine a wide range of retail products, services, and leisure opportunities, ensuring their continued relevance in a rapidly changing market. • Taking actions to address adverse impacts: Business plans incorporate actions by local teams to optimise stakeholder engagement, reduce environmental impact, and implement measures to mitigate high-risk climate change events, as identifi ed through climate risk assessments. These business plans form the cornerstone of the Company’s ability to monitor and track the implementation of action plans across various impact areas. • Tracking the effectiveness of these efforts and communicating: Eurocommercial has been disclosing ESG performance data for multiple years, earning the EPRA sBPR Gold Award for Sustainability Reporting for its latest Annual Report. This recognition underscores the Company’s alignment with industry standards for real estate disclosures. Targets under the pillars of the ESG strategy—Be Green, Be Engaged, and Be Responsible—are actively tracked and will be updated in 2025 following the double materiality assessment, ensuring they remain relevant to all material topics. See each ESG section on material topics for the relevant metrics and targets. ESG risk management and internal control (GOV-5) Certain ESG risks are integrated into the internal risk management and control system of Eurocommercial Properties. This system provides a specifi c governance and control framework for addressing various risks, including business ethics, health and safety, human capital, physical conditions of properties, cybersecurity, and climate-related risks. Eurocommercial Properties’ internal risk management and control system is designed to support long-term value creation by balancing risk mitigation within the Company’s defi ned risk appetite. This system ensures that risks associated with the Company’s investment policies are effectively monitored and managed. Established policies, guidelines, reporting mechanisms, and a clear segregation of duties facilitate the successful implementation and ongoing monitoring of these 57 Eurocommercial Properties N.V. Report of the Board of Management 2024 Business model Eurocommercial’s business model is designed to integrate sustainability and value creation at every stage. Inputs include employee expertise, fi nancial resources, a network of suppliers, service providers, and utilities, with procurement practices prioritising locally sourced, recycled, and low- impact materials to align with sustainability goals. The Supplier Code of Conduct enforces compliance with environmental and ethical standards across the value chain. Outputs focus on delivering high-quality, sustainable shopping centres that meet tenant and customer needs while enhancing community well-being. These centres contribute to tenant profi tability, reduce environmental impacts, and promote long-term economic value for stakeholders, including shareholders. The business model primarily aligns with ESRS sector codes related to retail real estate operations (NACE L68). The Company’s core revenue is derived from leasing retail spaces. Value chain Eurocommercial Properties manages a value chain that spans upstream, core, and downstream activities. Upstream, the Company’s supply chain includes service providers for property management, maintenance, utilities, and marketing. These suppliers are critical to maintaining the quality and operational effi ciency of the portfolio. The Company’s core activities include managing daily operations, tenant leasing, and marketing strategies tailored to local community needs. By closely monitoring tenant sales and operational metrics, Eurocommercial ensures the sustainability and profi tability of its shopping centres. Downstream activities are focused on tenants, who lease spaces in Eurocommercial’s shopping centres, and visitors, who are the end-users of these spaces. The Company works closely with tenants and local communities to create vibrant, inclusive environments that foster long-term success for all stakeholders. Sustainability Strategy In 2019, Eurocommercial Properties has developed a sustainability strategy built around three key pillars: Be Green, Be Engaged, and Be Responsible. • Under the Be Green pillar, the Company focuses on reducing its carbon footprint by implementing energy-effi cient technologies, enhancing waste recycling programmes, and conducting comprehensive climate risk assessments. Findings from these assessments are integrated into business plans to mitigate risks and support sustainable operations. • The Be Engaged pillar emphasises the role of shopping centres as community hubs. Eurocommercial actively engages with tenants and visitors through surveys and initiatives that promote local employment, improve transport infrastructure, and enhance green spaces. • The Be Responsible pillar underscores Eurocommercial’s commitment to accountability and ethical business practices, which are essential for fostering enduring relationships with tenants, local communities, and governmental bodies. For internal stakeholders, Eurocommercial prioritises employee satisfaction, diversity, professional growth, and clear, transparent communication, alongside a strong sense of responsibility. The sustainability strategy will undergo an update in 2025 to ensure deeper alignment with the fi ndings of the double materiality assessment. This update will refi ne Eurocommercial Properties’ approach to addressing material environmental, social, and governance (ESG) topics, integrating stakeholder insights and the latest regulatory developments. 58 Eurocommercial Properties N.V. Report of the Board of Management 2024 Stakeholder engagement (SBM-2) Eurocommercial engages with key stakeholders through a structured and transparent approach, ensuring their interests meaningfully infl uence strategic and operational decisions. The Company actively connects with stakeholders across its value chain to incorporate their perspectives into the strategy at the asset, country, and organisational levels. These engagements take various forms, including interviews, surveys, meetings, and investor roadshows, fostering a continuous dialogue. Stakeholder engagement is coordinated through a centralised process that ensures consistency across regions and stakeholder groups. Regular updates on engagement outcomes are shared with the ESG Committee and the Supervisory Board, providing key decision-makers with insights into stakeholder priorities. This ensures alignment between stakeholder feedback and strategic planning. During the double materiality assessment Eurocommercial has identifi ed the following key stakeholder groups: visitors, lenders, investors/shareholders, tenants, employees, Alignment with the United Nations Global Goals Eurocommercial Properties aligns its sustainability efforts with the United Nations Sustainable Development Goals (UNSDGs), recognising their global importance in driving sustainable development. Of the 17 Global Goals, we have identifi ed Goals 7, 11, and 13 as the most relevant to our business, and we actively contribute to these goals through targeted actions: • Affordable and clean energy (Goal 7): Eurocommercial Properties invests in on-site renewable energy generation, including solar power, and implements energy-effi cient practices to reduce overall consumption. The Company’s commitment to fostering a sustainable future is reinforced by promoting green energy procurement and encouraging tenants to adopt green leases. • Sustainable Cities and Communities (Goal 11): We integrate our assets into local public transport networks, enhance accessibility, and support environmentally friendly options such as electric vehicle charging stations and bike parking facilities. Our goal is to increase recycling rates and achieve zero waste to landfi ll by 2030. • Climate Action (Goal 13): We are committed to reducing carbon emissions, mitigating the effects of extreme weather events, and raising awareness about climate action among tenants and visitors. By fostering community involvement, we aim to protect the environment for future generations. 59 Eurocommercial Properties N.V. Report of the Board of Management 2024 local communities, local authorities, NGO’s and industry bodies, business partners and suppliers, external property managers and regulators. Stakeholders are mapped based on their relevance for Eurocommercial Properties. The most relevant stakeholders have been invited to participate in the double materiality assessment. Customer engagement Customer engagement is central to Eurocommercial’s approach, refl ecting a commitment to aligning its shopping centres with the evolving needs of both tenants and customers. Through regular customer surveys, satisfaction tracking, and adaptive communication strategies, the Company ensures its operations remain responsive and relevant. In 2024, Eurocommercial conducted engagement surveys across 12 centres, collecting valuable insights from over 12,000 customers. This collaborative approach ensures that lessons learned are effectively integrated into operational strategies, enhancing both local and global sustainability initiatives. Furthermore, these insights have been comprehensively analysed and incorporated as critical input for the double materiality assessment, ensuring that the Company’s strategy remains aligned with stakeholder expectations and emerging sustainability priorities. Tenant engagement Fostering strong tenant relationships is critical to creating welcoming and enjoyable shopping environments. Eurocommercial works closely with retailers as business partners, assessing tenant satisfaction through regular surveys and ongoing communication. The introduction of a tenant app has enhanced engagement, while Green Committees in shopping centres promote sustainable practices. In 2024, tenant engagement surveys were conducted as part of the biennial assessment process. Over 1,100 tenants from 24 centres participated, providing actionable insights for teams to further optimise engagement and satisfaction levels. Tenants from various countries, representing a diverse retail mix, were invited to contribute to the double materiality assessment, ensuring that the process captured a range of perspectives and operational contexts. Employee engagement In 2024, Eurocommercial launched its second comprehensive employee engagement survey in collaboration with an independent provider. Covering 100% of the workforce and achieving a 98% response rate—an increase from 95% in 2023—the survey once again provided critical insights into organisational strengths and areas for improvement. Using this feedback, the Company is developing tailored action plans at both corporate and country levels to drive enhancements in the employee experience. High scores were received in areas such as enjoyment in working at Eurocommercial, dedication to continuing to work for the organisation, and clarity on employee roles. Specifi c initiatives are being designed to address the identifi ed priorities and sustain long-term engagement. In addition to the engagement survey, Eurocommercial invited employees from each country to participate in the double materiality assessment. This allowed employees to share their perspectives on key sustainability topics, ensuring that the assessment incorporated insights from across the organisation and refl ected the experiences and priorities of employees in different roles and regions. Eurocommercial remains committed to conducting regular engagement surveys to monitor progress and foster continuous development. Sustainability Statement In preparing its sustainability statement, Eurocommercial engaged with various stakeholder groups to identify material topics through the double materiality assessment. This process involved interviews and an online survey, targeting key stakeholders such as investors / shareholders, tenants, employees, lenders, business partners and suppliers, and external property managers. The insights gathered have been integrated into the double materiality assessment, ensuring a comprehensive and inclusive approach to sustainability reporting. 60 Eurocommercial Properties N.V. Report of the Board of Management 2024 in 2025, a fourth strategic pillar, Be Safe, will be introduced as part of the sustainability framework. Material impacts, risks and opportunities The main material impacts, risks, and opportunities identifi ed in the double materiality assessment, as detailed in IRO-1, are integrated into Eurocommercial’s business activities. The assessment identifi ed six signifi cant material topics, including carbon emissions, energy usage, health and safety in shopping centres, building adaptation for climate risks, customer engagement, and business ethics and corruption. These topics are critical to Eurocommercial’s strategy and business model, infl uencing operational priorities and long-term decision-making. Material impacts, risks and opportunities (SBM-3) Eurocommercial’s ESG and business strategies are closely aligned, ensuring that every decision is guided by a long-term perspective supported by detailed research. This approach allows the Company to assess the environmental and socio- economic impacts of its actions effectively. While each shopping centre presents a unique set of challenges and opportunities, Eurocommercial has established a comprehensive ESG vision and strategy to address global challenges and meet the evolving needs of its customers, tenants, and employees. The Company’s ESG approach is structured around three strategic pillars: Be Green, Be Engaged, and Be Responsible. Beginning Stakeholder Engagement and communication methods Focus areas and purpose of collaboration Shareholders • Annual General Meeting • Annual Report and press releases • Roadshows • One-on-one meetings • ESG ratings To maintain transparency, build investor confi dence, and align corporate strategy with shareholder expectations. Employees • Employee engagement survey • Internal policies • Performance reviews • Training and development programs To foster a motivated, skilled, and engaged workforce that supports operational excellence. Employees are key to delivering value and driving ESG goals across the organisation. Tenants • Tenant engagement surveys • Regular meetings • ECP Connect • Green committees To collaborate on energy effi ciency, sustainability goals, and customer experience improvements. Tenants directly impact asset performance and customer satisfaction. Customers • Customer engagement surveys • Focus groups and direct dialogues • Digital feedback channels • Communication and marketing campaigns To understand preferences, improve shopping experiences, and build customer loyalty. Customers are central to the success of retail properties and their vitality. Suppliers • Regular on-site meetings • Supplier Code of Conduct To ensure responsible sourcing, high-quality service, and alignment with sustainability strategy of Eurocommercial Properties. Communities • Research projects and surveys • Regular meetings local authorities • Partnerships with associations To contribute positively to local development, understand community needs, and strengthen relationships. Communities infl uence the Company’s reputation and long-term social license to operate. 61 Eurocommercial Properties N.V. Report of the Board of Management 2024 Current and anticipated effects The ESG strategy —Be Green, Be Engaged, and Be Responsible— continues to encompass the most signifi cant ESG topics for the Company and its stakeholders, ensuring that the organisation can meet global challenges and adapt to the future needs of visitors, tenants, and employees while maintaining sustainable shopping centres. Eurocommercial is committed to monitoring non- fi nancial risks and opportunities and to conducting materiality assessments on a regular basis. This ensures that the Company’s strategy and business model remain responsive to material impacts and risks while leveraging opportunities. Both qualitative and, where applicable, quantitative assessments of the Company’s adaptability over specifi c time horizons will continue to be incorporated into its planning and reporting. ESRS Sub-topic Defi nition Impact materiality Financial materiality E1 Energy usage Transitioning to sustainable energy sources and optimising energy consumption are expected to reduce operational costs while aligning with stakeholder expectations for climate action. E1 Carbon emissions Carbon emissions and energy usage are concentrated in core business operations and upstream supply chains. Addressing these issues requires increased investment in renewable energy projects, energy-effi cient technologies, and green building certifi cations. E1 Building adaptation for climate risks Building adaptation for climate risks necessitates property retrofi tting and resilience measures in regions prone to extreme weather events. Climate-resilient infrastructure, such as fl ood prevention systems and improved energy effi ciency, will protect asset value, reduce downtime, and safeguard tenant operations. S4 Health and safety in shopping centres Health and safety impacts were identifi ed as critical in downstream activities, emphasising tenant and visitor well-being. This includes maintaining high safety standards, implementing advanced health and safety protocols, and ensuring compliance with evolving regulations to foster trust and create secure shopping environments. S4 Customer engagement Customer engagement plays a pivotal role in shaping Eurocommercial’s retail spaces to meet evolving customer needs and preferences. Regular feedback through surveys and digital channels helps improve shopping experiences, increase footfall, and enhance the alignment of offerings with customer expectations. G1 Business ethics and corruption Business ethics and anti-corruption measures are essential for maintaining stakeholder trust and ensuring regulatory compliance. Strengthening internal governance processes, providing employee training on ethical standards, and enforcing a zero-tolerance approach to corruption reduce reputational and fi nancial risks while reinforcing a culture of integrity throughout the organisation. Please refer to IRO-2 for a detailed overview of all material topics. 62 Eurocommercial Properties N.V. Report of the Board of Management 2024 fi rm to ensure a robust, unbiased methodology. This approach incorporated stakeholder feedback, industry benchmarking, and detailed analyses of value chain impacts to provide a holistic view of Eurocommercial’s material ESG topics. The outcomes of this assessment are integrated into the scope of work of the ESG Working Group. Governance The governance of the double materiality assessment process was assigned to the ESG Committee that has decision-making authority and accountability for external communications, including the fi nancial annual report. The ESG Committee reviewed stakeholder engagement fi ndings, materiality matrices, and preliminary topic rankings before approving the fi nal list of material topics. The Supervisory Board was regularly updated throughout the process to ensure alignment with organisational priorities. Methodology Desktop Research: A comprehensive review of internal and external documentation was conducted to assess Eurocommercial’s ESG performance and sustainability maturity. This step provided a foundation for understanding the organisation’s baseline ESG position, strategic priorities, and potential areas for improvement. The review included analyses of past ESG initiatives, progress reports on existing targets, and investor ESG ratings. Industry benchmarking was performed to align Eurocommercial’s practices with peers, investor expectations, and global trends. Value chain assessment The organisation’s value chain was analysed to identify ESG impacts and dependencies. This included: • Upstream activities: Evaluation of suppliers and sourcing impacts, focusing on emissions, resource extraction, and labour practices. • Core business activities: Examination of direct operations, including facilities management and emissions. • Downstream activities: Assessment of impacts related to distribution, usage, and disposal of services/products by stakeholders. Resilience analysis A resilience assessment conducted during the double materiality assessment revealed that the current business model is well-positioned to address regulatory and physical climate risks over the medium term. For instance, properties in Italy and France have already undergone preliminary climate adaptation measures, including fl ood risk assessments and structural reinforcements. Main changes from previous assessments The 2024 materiality assessment introduced several key updates compared to prior assessments. Increased materiality has been assigned to topics such as building adaptation for climate risks and health and safety for building users, refl ecting their growing importance. These topics will now feature more prominently in future policies, actions, and metrics, with increased detail included in forthcoming sustainability statements. At the same time, certain topics have been assigned decreased materiality due to signifi cant progress made in achieving key targets. Within the Be Green pillar, the target to achieve zero waste to landfi ll by 2030 is well on its way to being fulfi lled. While this remains an internal goal, it will receive reduced emphasis in external reporting. Additionally, the milestone of having green building certifi cations in place for all shopping centres by 2025 was achieved in 2024. As a result, future reporting will focus on maintaining these certifi cations and ensuring the properties continue to align with environmental best practices. Within the Be Engaged pillar, topics such as the Retail Academy, which was successfully introduced in eight shopping centres, and retailer satisfaction have been assigned lower materiality. This refl ects the successful achievement of targets associated with these initiatives. Double materiality assessment (IRO-1) Process Overview In 2024, Eurocommercial Properties conducted a double materiality assessment across all business segments and activities to identify and assess material impacts, risks, and opportunities. The process was supported by an external advisory 63 Eurocommercial Properties N.V. Report of the Board of Management 2024 Geographical boundaries (Belgium, France, Italy, and Sweden) and business relations were considered to defi ne reporting boundaries and stakeholder involvement. Stakeholder identifi cation and engagement Key stakeholder groups, both internal and external, were identifi ed based on their relevance to the organisation’s value chain and potential material impact. These groups were assessed using a relevance matrix to determine their infl uence and impact level. Engagement methods included qualitative interviews to explore material ESG themes and a quantitative online survey to prioritise ESG topics. Impact Materiality Impacts were assessed using criteria such as scale, scope, severity, and likelihood. This methodology evaluated Eurocommercial’s negative and positive impacts on people, the environment, and stakeholders across the value chain. Financial Materiality ESG risks were classifi ed into four categories (high, medium, low, and no risk), with asessments considering probability, time horizons, and their potential fi nancial implications for the organisation. Outcomes of the double materiality assessment Eighteen ESG topics were evaluated during the double materiality assessment, with six identifi ed as material based on fi nancial and/or impact perspectives: 1. Environmental impacts: Energy usage, carbon emissions, and climate risk adaptation. 2. Stakeholder impacts: Health and safety in shopping centres, customer engagement. 3. Corporate practices: Business ethics and anti- corruption. The double materiality assessment will be conducted again in coming years to reassess topics with limited materiality, ensuring alignment with updated thresholds and organisational priorities. • Health and safety in shopping centres • Carbon emissions • Energy usage • Tenant engagement • Training and skills development employees • Sustainable partnerships with suppliers • Attract and retain talented employees • Health and safety employees • Water consumption • Waste management • Sustainable material usage in (re)developments • Community engagement • Data and cyber security • Customer engagement • Building adaptation for climate risk • Business ethics and corruption • Human rights for workers in the value chain • Transportation and connectivity of the shopping centre • Tenant engagement LOW MEDIUM HIGH LOW MEDIUM HIGH Eurocommercial materiality matrix 64 Eurocommercial Properties N.V. Report of the Board of Management 2024 capital expenditure strategy, with costs anticipated to be material over the next 5 to 10 years. However, these investments are not without their benefi ts. Local incentives and subsidies can offset initial costs, supporting the transition to sustainable practices. Eurocommercial’s approach is closely aligned with the CRREM pathways, ensuring that long-term energy reduction targets are in line with the Paris Agreement’s goals. By retrofi tting existing properties, optimising energy effi ciency, and integrating renewable energy systems, Eurocommercial not only reduces operational costs but also enhances the overall value and sustainability of its portfolio. This forward- looking strategy positions the Company to meet stakeholder expectations, regulatory standards, and environmental objectives while safeguarding long- term operational resilience. Please refer to the section Be Green for the disclosure on energy usage metrics, reduction targets and progress towards goals. Carbon emissions Carbon emissions represent a highly material topic due to the associated transition risks, including potential regulatory penalties, rising costs for retrofi tting, and reputational damage if emission reduction targets are unmet. Eurocommercial recognises that carbon emissions occur throughout its value chain including upstream activities such as production and transportation of materials and energy sourcing, core business operations such as energy consumption in the shopping centres and tenant activities, and downstream impacts such as emission from customer travel and waste disposal. Eurocommercial actively invests in low-carbon technologies and strengthens tenant engagement to promote renewable energy adoption. These initiatives play a vital role in mitigating regulatory compliance risks and advancing decarbonisation efforts. To address these challenges, Eurocommercial employs scenario analyses, such as the IEA Net Zero Emissions by 2050 scenario, to assess the feasibility and timelines for its decarbonisation strategies. While short-term expenditures are Material topics (IRO-2) The following section provides insights into the topics assessed in the double materiality assessment conducted by Eurocommercial Properties. Each topic includes details on material and limited material impacts, their relevance across the value chain, and the actions, policies, and performance measures implemented to address these ESG topics. In line with the sector's inherent environmental footprint, environmental topics are typically considered of higher materiality. Environmental topics with high material importance Energy usage Energy usage is a critical material topic for Eurocommercial Properties, driven by the dependency of energy as a resource to successfully operate shopping centres, increasing regulatory requirements, stakeholder expectations, and the necessity to address climate change through energy effi ciency and renewable energy integration. Energy usage is primarily concentrated within the core operations of Eurocommercial (its shopping centres), main energy users are HVAC (heating, ventilation, and air-conditioning) systems, lighting, and power usage for common areas and tenant areas. Eurocommercial systematically monitors energy consumptions across its portfolio, covering all common areas and the majority of tenant areas. Data is collected and analysed through building management systems, enabling real-time tracking of energy use at asset level. The sourcing of electricity (upstream value chain) is focused on renewable energy to reduce reliance on fossil fuels. Eurocommercial tracks the percentage of electricity sourced from renewable providers. Within the downstream value chain, tenants are encouraged to sign green leases, which include provisions for shared energy reduction initiatives. The transition risks associated with energy usage include rising operational costs due to energy- intensive properties, rising energy prices and the need for substantial investments in advanced technologies and renewable energy solutions. Meeting these demands requires a multi-year 65 Eurocommercial Properties N.V. Report of the Board of Management 2024 expected to increase, the medium to long-term benefi ts include reduced exposure to penalties, access to green fi nancing opportunities, and improved tenant collaboration. Achieving reductions in scope 1, 2, and 3 emissions is vital for Eurocommercial’s alignment with global climate goals, particularly the Paris Agreement. Please refer to the section Be Green for the disclosure on carbon emission metrics, reduction targets and progress towards goals. Building adaptation for climate risks Building adaptation to climate risks is increasingly material as the frequency and intensity of climate events escalate. Physical risks, such as extreme weather, rising temperatures, and water-related challenges (e.g. fl ooding and drought), pose threats to property integrity, tenant operations, and community safety. These risks can lead to higher maintenance costs, disruptions in activities, and potential damage to reputation if not adequately addressed. Eurocommercial is proactive in implementing adaptation measures, including the integration of green infrastructure, improved drainage systems, and resilient construction materials. While indirect risks exist upstream, such as potential disruptions in the supply of climate-resilient materials, the majority of impacts and risks are concentrated within the Company’s core operations and downstream activities. Core operations focus on retrofi tting properties to address fl ooding, heatwaves, and storms, while downstream activities prioritise tenant collaboration to adapt leased spaces and ensure customer safety. These actions are informed by regional climate projections and geospatial data, ensuring localised and effective responses. Investments made in 2024 refl ect a commitment to mitigating these risks, with expenditures allocated to upgrading drainage systems, enhancing structural durability, and incorporating nature-based solutions. These measures not only safeguard assets against climate risks but also contribute to cost savings through reduced insurance premiums and minimised property damage. Please refer to the section Be Green for the disclosure on metrics, reduction targets and progress towards goals for building adaptation. Environmental topics with limited material importance Sustainable material usage in (re) developments (embodied carbon) Although sustainable material usage is less material for Eurocommercial, the topic remains relevant due to its potential long-term environmental impact. The Company’s limited focus on large-scale redevelopment projects means that embodied carbon concerns are relatively minor compared to peers in the industry. Nonetheless, Eurocommercial considers the carbon footprint of materials across their lifecycle—spanning extraction, production, transportation, and installation—for its smaller- scale refurbishments and redevelopment activities (upstream and core operations). While reporting on embodied carbon is not yet integrated into the Company’s disclosures, Eurocommercial acknowledges the growing importance of this metric and is exploring methods to improve data collection and material impact assessments. This includes engaging with suppliers to understand the carbon intensity of key materials and identifying opportunities for low-carbon alternatives. These efforts align with Eurocommercial’s commitment to continuous improvement in environmental performance, supporting long-term regulatory compliance and stakeholder expectations. Waste management Waste management has become less material for Eurocommercial following substantial progress in recycling rates and landfi ll waste reduction since the 2020 materiality assessment. The Company has implemented measures to optimise waste streams, including tenant-focused initiatives and enhanced recycling programmes. While Eurocommercial continues to monitor and improve waste practices, the focus has shifted to encouraging tenants to adopt robust waste reduction strategies within their environmental programmes. 66 Eurocommercial Properties N.V. Report of the Board of Management 2024 as rainwater reuse systems and green leases encouraging tenant water effi ciency. Although the environmental impact of water consumption is relatively low, the Company remains committed to minimising wastage and ensuring the effi cient use of this vital resource. Transportation and connectivity of the shopping centre Transportation and connectivity are less material but remain an important aspect of sustainability for Eurocommercial. The Company is committed to improving accessibility through sustainable transport options, including enhanced public transport connections, EV charging stations, and facilities for bicycles and pedestrians. Collaborations with municipalities and investments in transport infrastructure ensure that Eurocommercial’s shopping centres remain accessible while reducing the environmental impact of car-dependent locations. These efforts align with long-term trends favouring sustainable mobility solutions. Social topics with high material importance Health and safety in shopping centres Health and safety in shopping centres is a highly material topic for Eurocommercial Properties, refl ecting the Company's responsibility to ensure the welfare of customers, tenants, and visitors. This topic is material for Eurocommercial Properties due to its direct impact on stakeholder well-being, regulatory compliance, reputation, and business continuity. Shopping centres are high-traffi c environments where maintaining a safe and healthy space is critical for tenants, customers, employees, and other stakeholders. The impact, risks, and opportunities for health and safety in shopping centres are most concentrated in core operations, where Eurocommercial has the greatest control and responsibility. However, meaningful engagement with upstream suppliers and downstream tenants and customers can mitigate safety risks. Potential risks include accidents involving vertical transportation systems (elevators and escalators), fi res, explosions, and infrastructure failures, as well as more severe threats like terrorism or lone Waste management is a cross-value chain issue, the most signifi cant impacts occur in core operations (onsite waste systems) and downstream activities (tenant and customer-generated waste). The majority of waste generated in shopping centres is non-hazardous, such as packaging materials, food waste, and general refuse from tenants and visitors. This type of waste generally poses less environmental risk compared to industrial or hazardous waste streams, and in the regions where Eurocommercial operates (e.g., Belgium, France, Italy, Sweden), waste management regulations are generally met through existing programmes. The target to achieve zero waste to landfi ll by 2030 remains an internal objective, but ongoing actions in recent years have signifi cantly reduced the direct potential for improvements. Collaboration with tenants and the promotion of circular economy principles remain central to Eurocommercial’s waste management strategy. Water consumption Water consumption is a lower material topic due to the limited volume of water used. Shopping centres primarily consume water in common areas for cleaning, landscaping, and restroom facilities. The most signifi cant impact of water consumption occurs within core operations, where the Company has direct control over water usage and conservation efforts. Downstream activities, particularly tenant water usage, are also relevant, though Eurocommercial’s infl uence is limited to promoting water effi ciency practices through tenant engagement. Water usage in the shopping centres is often sourced from municipal supplies, which are generally stable and reliable in developed regions like Belgium, France, Italy, and Sweden. And in the regions where Eurocommercial operates, there is typically no stringent regulation or high stakeholder expectation around water usage in the retail sector compared to issues like carbon emissions, energy effi ciency, or waste management. Nevertheless, Eurocommercial recognises the importance of responsible resource management and has implemented measures to conserve water, such 67 Eurocommercial Properties N.V. Report of the Board of Management 2024 shooter incidents. While most incidents are minor and manageable, the potential for major events that could disrupt operations or affect large numbers of people underscores the importance of robust health and safety protocols. Eurocommercial has developed comprehensive emergency procedures, regularly trains employees and tenants on safety measures, and implements rigorous infrastructure checks to ensure compliance with regulatory standards. Tenant education programmes, focusing on emergency response protocols, are an integral part of the Company's risk mitigation strategy. By maintaining a proactive approach, Eurocommercial minimises disruptions and ensures a safe environment for all stakeholders. Please refer to S4 – customers and building-users for a detailed description of Eurocommercial’s approach on this material topic. Customer engagement Customer engagement is a key material topic due to its direct impact on the performance of tenants and the fi nancial health of Eurocommercial’s shopping centres. Building strong customer relationships through tailored engagement strategies helps to increase footfall, dwelling time, loyalty, and spending within the core operations. The Company uses multiple channels to connect with customers, including surveys, events, loyalty programmes, and marketing campaigns, ensuring a responsive and adaptive approach to customer needs. Eurocommercial conducts customer engagement surveys. Outcomes of these surveys are integrated into annual business plans at local and corporate levels. Plans to enhance the customer experience include new initiatives in the food and event sectors and the development of a loyalty programme to analyse and manage customer behaviour more effectively. Eurocommercial views customer satisfaction as a critical driver of long-term success. For a comprehensive overview of Eurocommercial’s strategy and initiatives regarding this material topic, please refer to S4 – customers and building-users, where the Company’s approach to engaging with and addressing the needs of its customers is detailed. This section highlights the measures taken to enhance customer experiences and ensure the health and safety and satisfaction of customers and building users. Social topics with limited material importance Tenant engagement Tenant engagement is less material than customer engagement but remains an essential part of Eurocommercial’s strategy to create positive operating environments. Strong relationships with tenants ensure retention, satisfaction, and alignment with the Company's sustainability goals. Engagement efforts include regular surveys, direct communication via shopping centre managers, and collaborative initiatives such as Green Committees. While tenant engagement contributes to operational effi ciency and reduces costs, its materiality is secondary to customer engagement, which directly impacts tenant success. Eurocommercial continues to refi ne its approach to tenant collaboration to support a thriving retail ecosystem. Training and skills development employees Training and development are vital for fostering innovation, collaboration, and adaptability among employees. Eurocommercial prioritises skills enhancement in areas such as digitalisation, fraud prevention, and lease management systems. Knowledge-sharing initiatives and specialsed training programmes aim to improve problem- solving and operational effi ciency. Eurocommercial operates primarily through a relatively small corporate and property management team. Most daily operational activities, such as cleaning, security, and maintenance, are outsourced to third-party contractors. The reliance on external service providers means fewer direct employees under Eurocommercial’s management, reducing the materiality of workforce-related issues, and Eurocommercial’s professional workforce typically consists of skilled employees with low turnover rates, minimising risks associated with employee satisfaction or recruitment. Operating in countries like Belgium, France, Italy, and Sweden, Eurocommercial’s employee-related 68 Eurocommercial Properties N.V. Report of the Board of Management 2024 frameworks for human rights. Eurocommercial operates in countries with strong labour laws and enforcement mechanisms (e.g., Belgium, France, Italy, Sweden). These jurisdictions have stringent regulations on workers' rights. This structured approach minimises potential negative impacts. Health and safety employees Employee health and safety is a less material topic for Eurocommercial due to its limited direct impact on overall operations. Key concerns include work-life balance, stress management, and on-site safety. Engagement surveys indicate positive employee feedback regarding stress levels and work-life balance, and proactive measures are in place to address emerging issues such as harassment or bullying. Eurocommercial’s approach to health and safety focuses on prevention through regular training and adherence to regulatory standards. While the overall impact is low, maintaining a safe and supportive workplace remains a priority. Attract and retain talented employees Attracting and retaining skilled employees is a lower material topic for Eurocommercial due to its small workforce and low turnover rates. The Company offers competitive compensation, career development opportunities, and a supportive work environment, as refl ected in high employee engagement survey scores. While the fi nancial impact of talent turnover is minimal, Eurocommercial remains committed to fostering a positive workplace culture to ensure long-term employee satisfaction and productivity. Sustainable partnerships with suppliers Sustainable supplier partnerships are less material for Eurocommercial but are essential for promoting environmental and social responsibility across the supply chain. The Supplier Code of Conduct outlines expectations for sustainable practices, including ethical sourcing and waste management. Eurocommercial’s fl exibility in supplier selection reduces dependency on specifi c vendors, mitigating risks. By encouraging suppliers to adopt sustainable practices, the Company ensures alignment with its broader ESG goals. practices are already subject to robust labour laws and social protections, further reducing workforce- related risks. Employee engagement surveys indicate a high level of satisfaction with current training opportunities, refl ecting the Company’s commitment to professional development. However, due to the Company’s relatively small workforce and its focus on real estate investments rather than labour- intensive operations, this topic has lower material importance. Eurocommercial will continue to invest in targeted training programmes to meet the evolving needs of its employees. Community engagement While the overall fi nancial and operational impact of community engagement is relatively low, Eurocommercial recognises the importance of fostering goodwill and sustainable relationships with local communities. The Company’s shopping centres contribute to job creation and local development, strengthening ties with residents and businesses. Community-related risks include potential loss of trust or footfall due to reduced centre attractiveness. By addressing these concerns through SWOT analyses and tailored business plans for each asset, Eurocommercial minimises risks and identifi es opportunities for growth. Strong community relationships can drive increased footfall, customer loyalty, and rental growth, complementing other material topics such as customer engagement. Human rights for workers in the value chain Human rights within the supply chain are a relatively low material topic for Eurocommercial, given the limited direct oversight the Company has over supplier operations. However, the Company mitigates risks through a Supplier Code of Conduct that mandates adherence to international labour standards and ethical practices. The primary fi nancial risk is reputational damage resulting from non-compliance by suppliers, particularly in cleaning and redevelopment activities. Eurocommercial addresses these risks by engaging with suppliers to ensure compliance and by operating in countries with strong regulatory 69 Eurocommercial Properties N.V. Report of the Board of Management 2024 Governance topics with high material importance Business ethics and corruption Business ethics and corruption are highly material due to the risks associated with fraud, bribery, and non-compliance with local and international regulations. As a publicly listed company, Eurocommercial faces additional scrutiny and expectations regarding business ethics and anti- corruption practices. This elevates the materiality of this topic, as ethical breaches can have amplifi ed consequences in terms of regulatory compliance, investor confi dence, and public perception. Eurocommercial’s zero-tolerance policy is supported by local control procedures, employee training, and rigorous governance practices. Risks and impacts are present across the value chain. In upstream procurement, supplier selection and contracts carry risks of bribery or favouritism. In core operations, confl icts of interest can harm transparency. Downstream, unethical lease agreements or tenant dealings may damage Eurocommercial’s reputation. Potential consequences of unethical practices include reputational damage, loss of stakeholder trust, declining stock value and fi nancial penalties. By prioritising ethical behaviour and robust compliance systems, Eurocommercial safeguards its reputation and operational integrity. Please refer to the section Be Responsible (G1) and the Governance chapter for a detailed description of Eurocommercial’s approach on this material topic. Governance topics with limited material importance Data and cyber security Data and cybersecurity is a less material topic for Eurocommercial but remains important due to the increasing prevalence of cyber threats. Risks include data breaches, operational disruptions, and potential reputational damage. Eurocommercial’s decentralised IT systems minimise widespread vulnerabilities, and a cybersecurity policy is in place to manage risks effectively. While the fi nancial and operational impact of cyber attacks is limited, the Company remains vigilant in protecting its systems and data. See the Risk Management section for further details. Policies (MDR-P) Eurocommercial Properties has implemented a range of sustainability policies and procedures across all operating countries, ensuring compliance with local regulations and standards. The following policies apply to all business operations and are available for download on the corporate website: • Environmental Policy: This policy outlines Eurocommercial’s commitment to environmental sustainability, emphasising the integration of these principles into daily operations. It also aims to inform and educate key stakeholders about the Company’s environmental objectives. • Climate Policy: This policy articulates Eurocommercial’s dedication to mitigating climate change and enhancing adaptive measures. It covers the Group’s activities across all operating countries, focusing on assessing and managing the real estate portfolio in response to evolving climate considerations. • Green Lease Policy: The Green Lease serves as the foundation for all lease agreements in Eurocommercial’s operating countries. It refl ects the Company’s ESG ambitions and aims to reduce the environmental footprint of its shopping centre portfolio while lowering utility and operational costs for tenants. 70 Eurocommercial Properties N.V. Report of the Board of Management 2024 strategies aimed at enhancing energy effi ciency, adapting properties to mitigate physical climate risks, and ensuring compliance with the latest environmental standards, including green building certifi cations. In addition, the business plans feature extensive initiatives to engage with local stakeholders. These include preparations for marketing and promotional activities, as well as leasing and re-leasing efforts to maintain and strengthen tenant relationships. Risk management measures are also integrated into the business plans. These address on-site security, compliance with local health and safety regulations, and other operational risks. For a comprehensive overview of the policies, actions, and targets related to each material topic, please refer to the detailed descriptions provided elsewhere in this Annual Report. Metrics and targets (MDR-M) (MDR-T) Eurocommercial Properties aligns its non- fi nancial reporting with the EPRA Best Practices Recommendations (sBPR) on Sustainability Reporting. These guidelines provide a standardised framework for measuring sustainability performance, delivering the same level of clarity and comparability that EPRA’s fi nancial BPR has brought to the fi nancial statements of listed real estate companies across Europe. Further details on the specifi c metrics can be found under each material aspect addressed in this sustainability statement. Wherever possible, these metrics are aligned with the requirements of the Corporate Sustainability Reporting Directive (CSRD). Eurocommercial has established several ambitious targets addressing material topics identifi ed in the 2020 materiality assessment. Following the 2024 materiality assessment, the Company will update or develop new targets for the most material topics during the fi scal year 2025, ensuring alignment with the CSRD requirements. The current targets already refl ect the primary material ESG topics, as outlined below. For key areas such as carbon emissions, customer engagement, and business ethics and corruption, • Supplier Code of Conduct: This code defi nes the Environmental, Social, and Governance (ESG) standards applicable to all third parties, including service providers, maintenance and construction companies, and other (sub)contractors engaged by Eurocommercial’s property management teams. • Diversity Policy: This policy focuses on the composition of the Board of Management and the Supervisory Board, setting concrete diversity targets. It addresses key diversity aspects such as nationality, age, gender, educational background, and professional experience. • Other Governance Policies: Additional policies, including the Code of Business Conduct, Whistleblower’s Code, Code to Prevent Insider Dealing, and Communication Policy, are also available on the corporate website. • Green Finance Framework: Under this framework, Eurocommercial intends to issue Green Finance Instruments which may include loans, bonds (including private placements), commercial paper, promissory notes and any other Green Finance Instruments in various formats and currencies, in order to fi nance and/ or refi nance green projects with an environmental b e n e fi t . During 2025, Eurocommercial will update and develop new internal policies on material topics to ensure that team members across all countries are fully informed about the newly identifi ed material topics. These policies will outline the required actions to be taken and the associated new targets, ensuring alignment and clarity throughout the organisation. Actions and resources (MDR-A) At the asset level, business plans are prepared annually. These comprehensive plans incorporate fi nancial, strategic, and operational objectives to be executed by local teams. Each country prepares its own business plan, which is subsequently validated and, if necessary, adjusted by the Board of Management. The business plans include detailed forecasts for potential CAPEX, OPEX, and expected rental income. They also outline property management 71 Eurocommercial Properties N.V. Report of the Board of Management 2024 Eurocommercial has measurable targets in place, which have been consistently reported in previous external communications. Be Green • Energy usage: Eurocommercial has established an objective to increase the proportion of renewable electricity used, measured as a percentage of total electricity consumption, by 2% annually. By 2050, Eurocommercial aims to achieve a 55% improvement in energy effi ciency (base year: 2022), aligning with CRREM pathways, resulting in an annual energy reduction of 1.9% to total energy usage. • Carbon emissions: Achieve carbon neutrality (Scope 1 and 2) by 2030 and reduce carbon emissions for scope 1, 2 and 3 with 85% by 2050, which is equal to a decrease of 2% on average per year. • Building adaptation for climate risks: Conduct or update climate risk assessments when necessary and integrate adaptation plans for high-risk properties into annual business plans. Be Engaged • Customer engagement: Maintain all customer satisfaction scores at or above 7.5 by 2025. Be Safe (new pillar) • Health and safety in shopping centres: A specifi c target will be developed in 2025. Be Responsible • Business ethics and corruption: Ensure zero breaches against the Code of Business Conduct annually. B e g r e e n BE GREEN (ENVIRONMENTAL) In 2024, Eurocommercial reinforced its commitment to environmental responsibility through its "Be Green" pillar, a central element of the Company’s ESG strategy. The Be Green pillar incorporates three material topics identifi ed in the double materiality assessment: carbon emissions, energy usage, and building adaptation to climate risks. To address climate change, Eurocommercial integrated both mitigation and adaptation strategies. Efforts to reduce carbon emissions included tailored decarbonisation pathways (CRREM) for properties and systematic green building certifi cations (BREEAM In-Use). These certifi cations provide a structured approach to monitoring and improving environmental performance, minimising energy consumption, and lowering emissions across the portfolio. On the adaptation front, Eurocommercial conducted detailed climate change risk assessments for its assets, identifying physical risks. These assessments guided the creation of mitigation plans designed to strengthen resilience, including the implementation of measures to safeguard assets against extreme weather events. Looking forward, the ‘Be Green’ pillar will be refi ned in 2025, guided by the outcomes of the double materiality assessment. This update will ensure that the strategy remains responsive to evolving environmental challenges, stakeholder priorities, and regulatory changes. ESG targets in incentive schemes (ESRS 2 GOV-3) The Company integrates specifi c climate-related considerations into the remuneration framework for its Board of Management and senior management, aligning executive incentives with the Company's environmental sustainability goal. See GOV-3 and the remuneration report for more details. 72 Eurocommercial Properties N.V. Report of the Board of Management 2024 • Implement measures to reduce carbon emissions from refrigerant leakage and replace refrigerant fl uids with lower Global Warming Potential (GWP) alternatives. Eurocommercial is committed to developing decarbonisation levers in 2025, aligned with the updated carbon reduction targets and informed by science-based pathways (CRREM). These levers will be detailed in the Annual Report 2025, providing a transparent account of the actions planned to achieve the Company's sustainability objectives across scope 1, 2, and 3 emissions. Integration with business strategy The transition plan is embedded in Eurocommercial’s business strategy and fi nancial planning, ensuring alignment with operational priorities and long-term goals. Environmental action plans are included in 5-year business plans for all assets, with progress reviewed annually. The 2025 targets and associated strategies will further solidify the integration of sustainability into all aspects of the Company’s operations. Implementation progress In 2024, Eurocommercial achieved signifi cant milestones, including: • A 12% reduction in scopes 1 and 2 emissions (market-based) compared to the previous year. Among others thanks to the investments in renewable energy procurement and on-site solar panels. • Expansion of renewable energy production across its properties with 833 solar panels, totalling 32,000 solar panels for the whole portfolio in 2024. Potential for on-site renewable energy generation capacity of these solar panels is 12.5 MWp. Solar energy production has increased by 41% compared to 2023. • Increased tenant participation in green lease initiatives and renewable energy adoption, 190 new signed green leases, totalling 62% of total leases which are considered green in 2024. • Improved energy labels, 66% of the portfolio is labelled with a green energy label (C or higher) +16% compared to 2023. Transition plan for climate change mitigation (E1-1) Eurocommercial Properties has developed a transition plan to achieve climate neutrality by 2050, aligning with the Paris Agreement’s goal of limiting global warming to 1.5°C. The plan refl ects a progressive approach to carbon reduction, building on the Company’s initial target set in 2019 to achieve carbon neutrality for scope 1 and 2 emissions by 2030. This target marked a signifi cant milestone in Eurocommercial’s commitment to mitigating climate change. Eurocommercial defi ned a new long-term carbon reduction target at the beginning of 2025, aiming to reduce scope 1, 2, and 3 carbon emissions by 85% by 2050, using a baseline year 2022. This updated target encompasses all building related carbon emissions. The updated target is informed by science-based insights derived from the Carbon Risk Real Estate Monitor (CRREM) pathways, which provide sector-specifi c decarbonisation trajectories aligned with the Paris Agreement. These pathways will guide the Company in identifying actionable mitigation strategies and ensuring compatibility with a 1.5°C climate scenario. Decarbonisation levers and planned actions Eurocommercial has identifi ed key decarbonisation levers across its operations and value chain, including: • Energy effi ciency: Retrofi tting buildings with advanced energy management systems and upgrading to energy effi cient installations. • Renewable energy investments: Expanding on- site renewable energy production. • Procuring renewable electricity: Sourcing low- carbon electricity from third-party providers to minimise emissions and support off-site renewable energy generation. • Value chain engagement: Partnering with tenants and suppliers to reduce scope 3 emissions, including implementing green leases and submetering systems to enhance the monitoring and management of environmental impacts. • Offsetting gas consumption for Woluwe Shopping in Belgium and I Portali in Italy. 73 Eurocommercial Properties N.V. Report of the Board of Management 2024 Material impacts, risks and opportunities (ESRS 2 – SBM 3) Material climate-related risks Eurocommercial Properties has identifi ed three material climate-related risks—energy usage, carbon emissions, and building adaptation for climate risks—that signifi cantly impact its operations and strategy. Each is categorised as a physical or transition risk, refl ecting its nature, implications, and alignment with disclosure requirements under ESRS 2 IRO-1. Energy usage (transition risk): Rising regulatory standards and stakeholder expectations for energy effi ciency present transition risks. These include increased operational costs associated with energy-intensive properties and the need for investments in energy-effi cient technologies and renewable energy sources to meet regulatory compliance, future stakeholder demands and decarbonisation goals. Investments in energy-effi cient technologies, renewable energy integration, gas dismissal and retrofi tting existing assets are expected to require material capital expenditure over the next 5 to 10 years. However, these costs may be partially offset by local incentives and subsidies, helping to ease the fi nancial burden and accelerate the adoption of sustainable solutions. These investments are informed by CRREM pathways and designed to align with long-term carbon reduction targets under the Paris Agreement. And they are expected to reduce long-term operational costs and enhance the portfolio’s energy effi ciency. Carbon emissions (transition risk): The reduction of scope 1, 2, and 3 emissions is essential for Eurocommercial’s alignment with the Paris Agreement and long-term sustainability targets. Transition risks include potential regulatory penalties, costs associated with retrofi tting existing properties, and reputational risks if emissions reduction targets are not met. Investments in low- carbon technologies and tenant engagement on renewable energy usage are central to mitigating this risk. Transition risks related to regulatory compliance and decarbonisation investments are forecast to increase operational expenditures in the short term. Scenario analysis is used to assess the feasibility and timelines of decarbonisation strategies. Over the medium to long term, aligning with carbon neutrality targets is anticipated to reduce exposure to penalties, unlock green fi nancing opportunities and enhance collaboration with tenants. Building adaptation for climate risks (physical risk): Physical risks include extreme weather events, rising temperatures, and water-related challenges such as fl ooding and drought. These risks could lead to property damage, increased maintenance costs, and disruptions in tenant and customer activities. Building adaptation measures, such as roof waterproofi ng with insulation, green infrastructure, improved drainage systems, and resilient construction materials, are key to addressing these challenges. Costs related to mitigating physical risks, including upgrading drainage systems, enhancing structural integrity, and implementing green infrastructure, have been partially incorporated into investments made in 2024. These adaptation measures are informed by regional climate projections and geospatial data 74 Eurocommercial Properties N.V. Report of the Board of Management 2024 • Carbon emissions: Eurocommercial’s decarbonisation pathways, guided by CRREM insights, confi rm the feasibility of meeting its 2030 carbon neutrality target for scope 1 and 2 emissions. The Company has set early 2025 an additional target of reducing scope 1, 2 and 3 emissions with 85% by 2050 aligned with the CRREM pathways (science based). • Developing its scope 1, 2 and 3 target for 2050. Collaborative efforts with tenants and suppliers play a pivotal role in addressing scope 3 emissions. • Building adaptation: Properties exposed to extreme weather risks are being prioritised for adaptation measures, including waterproofi ng and insulated roofs, enhanced drainage systems, and robust construction materials. Regular monitoring and scenario updates ensure these adaptation measures remain effective in addressing evolving climate challenges. These efforts ensure that the portfolio remains resilient to future climate impacts. Transition risks and opportunities Eurocommercial’s transition risk and opportunities assessment evaluates the potential fi nancial and operational impacts associated with the shift to a low-carbon economy. This includes analysing risks and opportunities related to regulatory changes, technological advancements, and market dynamics, such as evolving tenant and customer expectations. Key opportunities include the ability to secure sustainability-linked fi nancing, the possibility of reducing energy bills for the Company and for its tenants and the potential for higher tenant retention through improved energy performance and sustainability certifi cations. By identifying and prioritising these risks and opportunities, Eurocommercial ensures its strategy and business model remain resilient, proactive, and aligned with global sustainability goals and regulatory frameworks, such as the Paris Agreement and the EU Taxonomy. to ensure alignment with the localised impacts of climate hazards. These measures will undergo further analysis and be comprehensively integrated into the Company’s 5-year business plans. These expenditures aim to minimise potential losses from extreme weather events. Resilience of strategy and business model Scope of the resilience analysis: The resilience analysis spans Eurocommercial’s entire portfolio, encompassing properties in diverse geographic locations (Belgium, France, Italy and Sweden) and addressing risks related to energy usage, carbon emissions, and physical climate impacts. The scope also includes tenant operations, supply chain considerations, and regulatory compliance. Conducting the resilience analysis: The resilience analysis was conducted in 2023 and 2024, leveraging climate scenario models such as the Representative Concentration Pathway (RCP) 4.5 and 8.5 scenarios from the Intergovernmental Panel on Climate Change (IPCC). These scenarios provided insights into the potential impacts of climate change under varying degrees of global temperature rise. The analysis included: • Evaluating short-term, medium-term and long- term risks. • Assessing the ability of properties to adapt to physical risks like fl ooding and heat stress. • Estimating the costs and timelines for transitioning to energy-effi cient systems and reducing carbon emissions. The results of this analysis confi rm Eurocommercial’s alignment with EU Taxonomy regulations and its integration of climate resilience measures into capital allocation plans. Results of the resilience analysis: Main outcomes for material climate related risks: • Energy usage: Transitioning to renewable energy and implementing energy-effi cient upgrades are critical to mitigating rising energy costs and meeting regulatory standards. These measures align with the Company’s commitment to reducing energy intensity across its portfolio. 75 Eurocommercial Properties N.V. Report of the Board of Management 2024 Potential impact on Eurocommercial Properties from main transition risks in the upcoming years: Risk area Climate change risk Time frame Possible impact Actions taken by Eurocommercial Policy and legal risks Higher mandates on and regulation of existing products and services S / M In many European countries, stricter building codes have been or could soon be enforced, as part of the low carbon commitment of the European Union. The teams closely monitor changes in legislation and proactively respond, particularly in respect of requirements for higher EPC ratings. Increased emissions reporting obligations S / M Listed real estate companies are expected to have increased transparency in non-fi nancial information. Limited costs are anticipated, but investment in improved data reporting tools and increased costs for verifying non-fi nancial data are required. Eurocommercial intends to disclose additional non-fi nancial information publicly, verify environmental data, and conduct another materiality assessment, all within the next two years. Technology risks Transition to lower emissions technology S / M / L To reduce carbon footprint, investments are needed in gas removal and low-carbon alternatives, effi cient lighting and HVAC. Eurocommercial continually assesses opportunities for energy-effi cient equipment through its Be Green initiatives and has commenced the removal of gas from its operations. Substitution of existing products and services with lower emissions options M / L As consumers become more environmentally conscious, they may opt for closer alternatives (or shop online) and reduce travel, potentially lowering the number of customers that may impact property performance through reduced footfall. For sustainable transport modes, the Company is expanding its EV charging stations and offering sustainable alternatives (see connectivity and accessibility section). To appeal to conscious customers, the focus is shifting to providing community hubs, not only retail destinations. Market risks Increased cost of raw materials S / M / L Increased material costs may affect redevelopment or individual shop fi tout, raising the cost of enhancing the interior design and appeal of Eurocommercial Properties’ assets. In 2022, there was a rise in material costs, and this trend is anticipated to persist in the short and medium term. The focus is already shifting towards smaller and more profi table extensions and renovations instead of large ground-up development projects, with an emphasis on reusing and incorporating sustainable materials to reduce costs. Uncertainty in market signals S / M / L Rising energy costs may affect a property’s operational expenses and increase tenant service charges. To enhance effi ciency, reduce energy consumption, and lower carbon emissions, investments are being made in new equipment and technology aimed at minimising service charges. 76 Eurocommercial Properties N.V. Report of the Board of Management 2024 Reputational risks Stigmatisation of sector S / M / L Hesitation about the real estate handling of climate related issues could result in a reduction of fi nancial loans or increased cost of capital for refi nancing, potentially affecting the organisation. As a member of the real estate industry, Eurocommercial Properties aims to be transparent about its impact and play a role in the transition to a low-carbon economy. Creating awareness among local communities and educating partners on their responsibilities are critical steps taken. Reduced demand from investors/banks S / M / L If not adopting more ESG conscious business practices, bank fi nance may be scarcer and there could be limitation to relationships with some stakeholders due to their restrictive ESG policies. Eurocommercial Properties developed a Green Finance Framework and began incorporating environmental and social criteria into loan agreements. Eurocommercial is in continuous constructive discussion with its stakeholders to understand potential future requirements. For our climate change strategy, Eurocommercial has utilised the Representative Concentration Pathway. Governance and compliance The Board of Management of Eurocommercial oversees monitoring and assessing these transition risks and opportunities. This process is managed in several ways, both directly by the members of the Board in their frequent contacts with stakeholders and several consulting companies, and indirectly through operational control reached with the help of specially created internal committees and ad- hoc appointed consultants. The members of the Board also actively participate in international sector relevant associations (and their committees). Physical risks Eurocommercial has assessed physical climate risks across its portfolio to identify vulnerabilities and necessary adaptations. The evaluation considered key risks such as extreme weather events, rising temperatures, and water-related challenges, including fl ooding and drought, and applied standardised methodologies to ensure actionable insights. Physical risk assessments are updated periodically to incorporate new climate data and insights into long-term planning. Methodology and scenarios The assessment was conducted using climate scenario analysis based on widely recognised frameworks from the Intergovernmental Panel on Climate Change (IPCC). Two representative concentration pathways (RCPs) were used: • RCP 4.5: A moderate emissions scenario that assumes signifi cant global mitigation efforts and stabilisation of greenhouse gas concentrations by 2100. • RCP 8.5: A high-emissions scenario refl ecting minimal mitigation actions, leading to severe climate impacts. These scenarios provided insights into potential changes in temperature, precipitation, and the frequency of extreme weather events. The methodology included: 1. Data collection: Incorporating regional and local data to refl ect geographic-specifi c vulnerabilities, such as fl ood maps, soil conditions, and temperature projections. 2. Risk identifi cation: Evaluating the likelihood and potential impact of risks, such as heatwaves, heavy rainfall, and storms, using a standardised risk matrix. 3. Portfolio analysis: Applying the fi ndings to all properties to ensure consistency and comparability across the portfolio. 77 Eurocommercial Properties N.V. Report of the Board of Management 2024 Key fi ndings • Temperature-related risks: Rising temperatures and heatwaves may increase cooling demands, impacting energy effi ciency and operational costs. Urban properties may face additional challenges from heat island effects. • Water-related risks: Several properties are at risk of fl ooding during heavy rainfall due to drainage limitations or geographic factors. Drought conditions could also impact water availability for landscaping and operational needs. • Wind and structural risks: High winds and storms may pose risks to building integrity, necessitating structural evaluations and reinforcements. Mitigation measures • Temperature adaptation: Installing insulated roofs and hail-resistant skylights, shading structures, and refl ective building materials to mitigate heat impacts and improve energy effi ciency. • Flood risk mitigation: Upgrading drainage systems, incorporating water retention measures, and using permeable surfaces to manage heavy rainfall and reduce fl ooding risks. • Structural resilience: Strengthening building materials and design standards to improve resilience against storms and high winds. Portfolio-wide application Insights from the analysis are applied across the majority of Eurocommercial’s portfolio to guide targeted adaptation measures. These actions are being evaluated and where feasible integrated into 5-year business plans and prioritised based on regional risk profi les. This scenario-driven approach provides a clear pathway for addressing physical risks while ensuring operational continuity and long- term asset resilience. Resilience of strategy and business model (continued) The resilience analysis identifi es uncertainties arising from the variability of climate scenarios (e.g., RCP 4.5 and 8.5), regional vulnerabilities, evolving regulations, and shifting market dynamics. These factors may impact Eurocommercial’s properties and operations unevenly, presenting adaptation challenges and potential compliance costs. Eurocommercial exhibits strong adaptive capacity to adjust its strategy and business model to climate change. Its commitment to sustainability facilitates access to green fi nancing and sustainability-linked loans, enabling investments in renewable energy, effi ciency upgrades, and adaptation measures. The Company’s fl exible asset management strategy includes upgrading assets, such as replacing older systems with low-carbon alternatives like heat pumps, aligning operations with decarbonisation goals. Eurocommercial’s approach to managing material climate-related risks refl ects its commitment to sustainability and long-term value creation. By integrating climate scenario analysis and resilience planning into its strategy, the Company ensures alignment with global climate goals and the expectations of stakeholders. Regular updates to the resilience analysis and proactive mitigation measures will further enhance the Company’s ability to navigate the challenges and opportunities presented by climate change. Actions and resources (E1-3) Eurocommercial Properties has implemented a comprehensive range of proactive measures to mitigate and adapt to climate change, focusing on sustainability, resilience, and alignment with global climate objectives. Through CRREM assessments for 100% of the properties, the Company has developed asset-level decarbonisation plans for each country, creating detailed roadmaps to align its portfolio with the Paris Climate Goals. These plans encompass scope 1, 2, and 3 emissions, prioritising energy reduction and carbon emission mitigation. As part of its decarbonisation strategy, Eurocommercial has identifi ed and executed energy effi ciency initiatives, including the installation of LED lighting, smart metering, gas dismissal and renewable energy systems. Investments in these renewable and energy-effi cient technologies are seamlessly integrated into asset-level business plans, ensuring alignment with sustainability goals. Climate risk assessments further enhance strategic planning, guiding investments in building 78 Eurocommercial Properties N.V. Report of the Board of Management 2024 adaptations such as improved waterproofi ng and insulation to reduce vulnerabilities and mitigate the impact of climate risks. Additionally, tenant engagement and education remain pivotal, fostering collaborative efforts to lower carbon footprints and drive sustainable practices across the portfolio. Green collaboration with retailers The Group Green Lease Policy forms the foundation for Eurocommercial Properties’ collaboration with its tenants. Through this policy, the Company aims to exchange ESG ambitions, targets, and responsibilities with tenants, fostering the development of sustainable shopping centres while maintaining transparency and a shared vision for all stakeholders. Tenants are encouraged to actively contribute to Eurocommercial’s carbon neutrality goal by 2030, reduce energy and water consumption, and eliminate or minimise waste production, including phasing out single-use items such as plastics and packaging. Furthermore, tenants are urged to share information, set measurable targets, implement best practices to improve performance, adopt responsible procurement practices, and promote sustainable transportation options for customers and employees. In early 2021, Eurocommercial began implementing the revised Group Green Lease clauses across its portfolio. By the end of 2024, green lease coverage had expanded to 59% in Belgium, 57% in Italy, 60% in Sweden, and 73% in France. Targets (E1-4) Carbon reduction objectives were set in 2019 to become carbon neutral for scope 1 and 2 emissions in 2030. Other objectives in 2024 were minimising waste sent to landfi ll, and obtain green building certifi cations (BREEAM). Objective Status Key facts Operate carbon neutral by 2030 (Scope 1 & 2) On target 12% carbon emissions reduced vs. 2023. Reduce carbon emissions for scope 1, 2 and 3 with 85% by 2050 On target New long-term target established based on a science-based methodology. Zero waste to landfi ll by 2030 On target 73% of assets with zero waste to landfi ll. BREEAM certifi cations in place for all shopping centres by 2025 On target 90% of assets BREEAM certifi ed. 10% of the assets are in process of re- certifi cation. Energy consumption and mix (E1-5) Eurocommercial’s total energy consumption across landlord and tenant controlled areas was 149,193 MWh in 2024, an increase compared to the previous reporting year due to a signifi cant increase in data coverage of tenant areas. The data coverage for electricity consumption has increased from 45% to 95% due to the installation of smart meters and engagement with electricity providers. Energy consumption in landlord controlled areas amounted to 62,428 MWh, refl ecting a 3% increase compared to the previous year due to an increase in energy demand for the heating systems (both fuels and district heating). For landlord controlled areas, key changes for 2024 include: • Renewable electricity reached 35,849 MWh, making up 87% of total electricity consumption, achieving the year’s target. • On-site renewable electricity generation accounted for 5,615 MWh, a 41% increase from the previous year. • Landlord controlled consumption from district heating and cooling totalled 12,546 MWh, a 12% increase compared to the previous year. • Fossil energy sources: energy consumption from fuels totalled 8,655 MWh, a 11% increase compared to 2023. • Energy intensity for buildings decreased by 7% to 166.7 kWh/m2. 79 Eurocommercial Properties N.V. Report of the Board of Management 2024 Energy Performance Certifi cates have improved over the years through the implementation of energy reduction initiatives. In 2024, 66% of the Company’s portfolio was labelled C or higher. Energy Performance Certifi cates (EU EPC) (% of fl oor area) 2024 A 12% B 4% C 50% D 9% E 18% F 0% G 0% No label 7% Please refer to EPRA sBPR environmental tables for all data and details on the environmental performance. Gross scopes 1, 2, 3 and total GHG emissions (E1-6) Eurocommercial Properties is committed to accurately measuring and disclosing its greenhouse gas (GHG) emissions in alignment with the requirements of Disclosure Requirement E1-6. The Company’s emissions reporting covers gross scopes 1, 2, and 3, refl ecting the direct and indirect contributions of its operations to global GHG levels. Emissions are calculated using both the location- based and market-based approaches: • Location-based approach: Refl ecting average emissions intensity of the grid where energy is consumed. • Market-based approach: Refl ecting emissions intensity of energy sources purchased, including renewable energy. Eurocommercial employs a standardised methodology for GHG accounting and reporting, based on the Greenhouse Gas Protocol. This approach ensures consistency, transparency, and comparability across its portfolio and aligns with global best practices and regulatory frameworks, including the EU Taxonomy. Data is collected from all properties under operational control, spanning four key geographic regions: Belgium, France, Italy, and Sweden. Energy use, tenant activities, and value chain emissions are included to provide a complete overview of the Company’s carbon footprint. Gross scope 1 emissions Scope 1 emissions encompass direct emissions from Eurocommercial’s owned and controlled assets. These include: • The use of natural gas for heating and cooling. • Fugitive emissions from refrigerants used in HVAC systems (these emissions are not yet included in this year’s annual report). In 2024, scope 1 emissions amounted to approximately 1,585 metric tons of CO ² e (market- based), representing an increase compared to 2023 due to higher fuel consumption for heating systems. Efforts to phase out natural gas boilers and replace them with heat pumps have been implemented in 53% of the shopping centres. For the remaining assets, plans are in place to either eliminate gas usage or signifi cantly reduce gas consumption. Gross scope 2 emissions Scope 2 emissions arise from the consumption of purchased electricity, heating, and cooling across Eurocommercial’s properties. In 2024, scope 2 emissions were 5,406 metric tons of CO ² e (location-based) and 883 metric tons of CO ² e (market-based). The Company’s renewable energy procurement strategy, including Power Purchase Agreements (PPAs) and Guarantees of Origin (GoOs), has signifi cantly reduced market-based emissions. Gross scope 3 emissions Scope 3 emissions account for indirect emissions across Eurocommercial’s value chain, including: • Tenant energy consumption. • Embodied carbon in construction materials (not in scope of this year’s report). • Waste management (not in scope of this year’s report). 80 Eurocommercial Properties N.V. Report of the Board of Management 2024 • Transportation of visitors (e.g., customer travel to shopping centres) (not in scope of this year’s report). • Purchased goods and services (not in scope of this year’s report). • Business travel and employee commuting (not in scope of this year’s report). In 2024, building energy related scope 3 emissions were 12,809 metric tons of CO ² e (location-based) and 3,747 metric tons of CO ² e (market-based). The Company is engaging with tenants to encourage improving in-store energy effi ciency, which will contribute to reducing these emissions over time. Green leases in Italy and Sweden include provisions that ensure tenants source renewable energy, fostering a unifi ed approach to carbon reduction across the Eurocommercial Properties portfolio. Total GHG emissions Combining scopes 1, 2, and 3, Eurocommercial’s total GHG emissions for 2024 amounted to 19,800 metric tons of CO ² e (location-based) and 6,215 metric tons of CO ² e (market-based). This total provides a baseline for tracking progress toward the Company’s decarbonisation targets: • Carbon neutrality for scopes 1 and 2 by 2030. • Reduce carbon emissions for scope 1, 2 and 3 with 85% by 2050 (base year: 2022). Emission reduction initiatives Key initiatives to reduce GHG emissions include: • Transitioning to renewable energy sources, such as on-site solar panels and procurement of renewable energy. • Retrofi tting properties with energy-effi cient technologies. • Collaborating with tenants to promote green leases and shared sustainability goals. • Enhancing data collection and monitoring to ensure accurate reporting and targeted action. Alignment with regulatory frameworks Eurocommercial’s GHG reporting aligns with: • The EU Taxonomy’s technical screening criteria for climate change mitigation. • GHG Protocol and EPRA sBPR. • CSRD and ESRS requirements for transparent and comprehensive disclosures. Through these efforts, Eurocommercial demonstrates its commitment to managing its carbon footprint, reducing its environmental impact, and contributing to the global transition to a low- carbon economy. See EPRA sBPR environmental tables for gross scope 1, 2 and 3 GHG emissions; total GHG emissions and environmental intensity fi gures. Financial impact of climate-related risks and opportunities (E1-9) Anticipated fi nancial effects from material physical risks Eurocommercial Properties has identifi ed several physical risks that could materially impact its fi nancial performance and position over the short, medium, and long-term. These risks include extreme weather events, rising temperatures, and water-related challenges such as fl ooding and drought. The anticipated fi nancial effects of these risks are informed by scenario analysis and resilience assessments conducted using Representative Concentration Pathways (RCP) 4.5 and 8.5. To gain a more detailed understanding of the fi nancial implications of material physical risks, the Company has conducted a comprehensive asset-by-asset analysis in collaboration with external advisors. The fi ndings indicate that the majority of assets do not require climate adaptation measures. For those that do, many mitigation actions have already been implemented in recent years to reduce associated risks. Further action is planned for a limited number of remaining assets. However, in most cases—such as risks related to fl ooding or drought—specifi c adaptation measures are managed at the local level in coordination with relevant authorities. These authorities are responsible for implementing large-scale infrastructure projects, such as building dams, reinforcing riverbanks, or constructing water basins, to address environmental changes. Additionally, the Company has established comprehensive insurance policies to mitigate 81 Eurocommercial Properties N.V. Report of the Board of Management 2024 fi nancial exposure to climate-related risks and has required its tenants to adopt similar protective measures. This proactive approach ensures the fi nancial resilience of its portfolio while maintaining alignment with long-term sustainability objectives. Environmental topics with limited materiality Building certifi cations Eurocommercial Properties integrates green building certifi cations into its Environmental Management System (EMS) for standing assets, refl ecting its commitment to sustainability and operational excellence. The Company utilises the BREEAM In-Use certifi cation scheme, a globally recognised assessment framework that helps building managers evaluate and enhance the environmental performance of existing non-residential buildings. This certifi cation process supports local teams in better understanding environmental objectives while fostering a consistent approach to property management across the portfolio. Through these efforts, Eurocommercial develops targeted programmes to reduce the environmental impact of its operations. As of 2024, nearly all shopping centres under Eurocommercial’s management have achieved BREEAM In-Use certifi cation, exceeding the Group's original 2025 target well ahead of schedule. The Company remains committed to maintaining these certifi cations by recertifying its assets in the coming years, ensuring continued alignment with sustainability best practices. In 2024, the following assets were successfully (re)certifi ed with "Very Good" rating or higher: Woluwe Shopping, Les Atlantes, Les Portes de Taverny, MoDo, Shopping Etrembieres, Val Thoiry, Carosello, Cremona Po, Curno, Fiordaliso, I Gigli, I Portali, Il Castello, C4, Elins Esplanad and Valbo. Waste management Eurocommercial Properties is committed to managing waste effi ciently by increasing recycling rates and reducing the amount of waste sent directly to landfi ll. The Company invests in cost- effective waste services for its tenants, encouraging them to implement their own waste management programmes to handle waste more effectively. Eurocommercial aims to minimise waste production and achieve zero waste to landfi ll by 2030. As of 2024, 73% of Eurocommercial’s shopping centres have already met the zero waste to landfi ll target, refl ecting signifi cant progress. During the 2024 reporting period, 257 metric tonnes waste was sent to landfi lls, a marked reduction of 63% compared to 2023. Collaboration with tenants and waste management providers remains a cornerstone of Eurocommercial’s strategy to maintain high recycling rates across its shopping centres. Waste data is collected and analysed quarterly, with fi ndings reported to the ESG Committee. This data informs the Company’s annual reporting process, where comprehensive waste metrics and tailored action plans are developed and implemented for each asset. Although waste management was assigned a lower materiality during the double materiality assessment, Eurocommercial continues to monitor recycling rates and remains committed to achieving zero waste to landfi ll by 2030 as an internal target. The Company will also continue to report on waste data in alignment with the EPRA Best Practices Recommendations on Sustainability Reporting, ensuring transparency and accountability. 82 Eurocommercial Properties N.V. Report of the Board of Management 2024 Water usage Water conservation has been identifi ed as a lower material topic for Eurocommercial Properties following the 2024 double materiality assessment. Despite this, the Company remains committed to monitoring water consumption at the asset level on a monthly basis, aggregating total consumption across the portfolio, and reporting annually on its impact. Collaboration with tenants to reduce water usage and minimise wastage continues to be a priority for local teams. In 2024, water consumption has remained stable compared to the previous year. To further mitigate environmental impacts, greywater systems or wells are utilised for irrigation purposes. The Company is actively investing in water conservation initiatives, including the installation of sensor-activated water taps to regulate usage and the implementation of double- fl ush toilets. Future plans include enhancing water storage facilities to address potential drought risks. These initiatives involve the addition of rainwater collection tanks, water storage systems, and new water wells, ensuring the Company’s portfolio is equipped to adapt to changing environmental conditions. Connectivity and accessibility While connectivity and accessibility are important aspects of Eurocommercial Properties' commitment to supporting communities and the environment, this topic has been identifi ed as having lower materiality during the 2024 double materiality assessment. Nevertheless, the Company continues to promote sustainable transport options for customers and employees, encouraging the use of public transport to access its shopping centres, which are integrated into local transport networks. For extensions and ground-up retail development projects, Eurocommercial collaborates with local municipalities to improve public transport integration and overall accessibility. Recognising the importance of reducing private car usage, the Company is exploring options such as electric shuttle buses for shopping centres located more than one kilometre from public transport hubs. Additionally, Eurocommercial provides a range of affordable and eco-friendly transport options, including electric vehicle (EV) parking and charging stations, designated spaces for low-emission cars, car-sharing initiatives, and bicycle parking. Accessibility for pedestrians and individuals with disabilities is also prioritised, ensuring inclusive access for all visitors. In 2024, 86% of Eurocommercial’s assets featured EV charging stations, with a total of 473 stations installed across 19 assets. These initiatives refl ect the Company’s ongoing efforts to provide sustainable transport solutions, even as this topic remains of lower material signifi cance compared to other environmental and social priorities. Biodiversity As part of its Be Green strategy, Eurocommercial Properties is committed to enhancing biodiversity and ecological values within its portfolio. The Company’s goal is to develop green infrastructure that fosters connections to nature for customers and local communities, promoting a healthy and sustainable lifestyle. Initiatives such as the installation of beehives, insect hotels, and nest boxes on the roofs of multiple shopping centres are designed to support local ecosystems and increase biodiversity. Eurocommercial utilises the BREEAM In-Use assessment to evaluate its environmental impact, ensuring its efforts align with recognised sustainability standards. To further strengthen its commitment, a third-party ecologist has been appointed to conduct biodiversity assessments every three years. The fi ndings from these assessments are used to develop targeted action plans aimed at preserving and enhancing local ecosystems. Continuous monitoring ensures that biodiversity initiatives effectively achieve their objectives. To increase awareness and engagement, information displays have been set up in various shopping centres, educating customers and tenants about the importance of biodiversity and the steps being taken to protect it. 83 Eurocommercial Properties N.V. Report of the Board of Management 2024 B e e n g a g e d BE ENGAGED (SOCIAL) The Be Engaged pillar focuses on fostering meaningful relationships with critical external stakeholders. Eurocommercial views its shopping centres as more than just retail spaces; they are vibrant social hubs where people gather, connect, and engage. The Company’s commitment extends beyond meeting the daily needs of customers and local communities to creating safe, enjoyable, and service-oriented environments that leave lasting impressions. Corporate and country teams actively monitor and respond to the evolving needs and preferences of both tenants and customers. By soliciting feedback and continuously enhancing services, Eurocommercial ensures a dynamic and enriching experience across its centres. Initiatives such as the Eurocommercial Retail Academy® empower retailers to elevate their teams’ performance and customer service standards, fostering higher service levels and enhancing the overall shopping experience. Following the 2020 materiality assessment, Eurocommercial prioritised three key areas: customer engagement, tenant engagement, and the rollout of the Retail Academy. With the target for the Retail Academy successfully achieved and tenant engagement scores meeting expectations, the Company will shift its focus in the coming years to customer engagement and health and safety for building users. These areas are central to providing safe, responsive, and customer-centric environments. New targets aligned with these priorities will be evaluated and determined in 2025, with progress and updates to be reported in the next Annual Report. Objective Status Key facts Maintain all customer satisfaction score above 7.5 by 2025 On target 8.3 average customer satisfaction score, based on feedback from 12,000 customers across 12 centres. Improve the average retailer satisfaction scores towards 7.0 by 2025 On target 1,100 tenants participated, with a 65% response rate and an average satisfaction score of 7.2. Roll out the Eurocommercial Retail Academy® at an additional eight shopping centres by year end 2023 Achieved The Eurocommercial Retail Academy® was expanded to eight new centres in 2023 through a partnership with Made to Sell. Interests, views, and rights of customers and building users (SBM-2) At Eurocommercial Properties, customers and tenants are integral to the Company’s strategy and business model. Recognising their role as a key group of stakeholders, Eurocommercial ensures that their interests, views, and rights are embedded in every aspect of its operations. The Company remains dedicated to maintaining shopping centres that are safe, inclusive, and responsive to evolving customer expectations. Strategic integration of consumer interests Eurocommercial employs a comprehensive approach to understanding and addressing the needs of customers. This includes conducting regular satisfaction surveys, focus groups, and leveraging real-time feedback through digital platforms. These tools provide actionable insights that enable the Company to adapt its strategies and operational practices to align with customer preferences effectively. The Company evaluates its operations through a lens of potential impacts on customers, focusing on elements such as the customer journey, well-being, safety, and accessibility. Engagement 84 Eurocommercial Properties N.V. Report of the Board of Management 2024 surveys are central to this process, with the aim of achieving a minimum satisfaction score of 7.5 across all shopping centres by 2025. Additionally, Net Promoter Scores (NPS) are utilised to measure customer loyalty, and targeted action plans are implemented to enhance satisfaction levels and strengthen the reputation of Eurocommercial’s properties. In 2024, feedback was collected from over 12,000 customers across 12 shopping centres, providing invaluable insights for local and country teams. NPS score is 37 and the average satisfaction score is 8.3 in 2024. These inputs are being used to improve customer engagement levels and tailor the shopping experience for the coming years. Commitment to human rights Respect for the human rights of customers and building-users is a core principle of Eurocommercial’s operations. The Company is dedicated to providing safe, accessible, and inclusive environments that cater for diverse communities. Adherence to international human rights standards is seamlessly integrated into property management practices and extends throughout the value chain. Suppliers and vendors are required to adhere to the Supplier Code of Conduct, which ensures that human rights, ethical labour practices, and environmental standards are upheld across all business relationships. This commitment is demonstrated through various initiatives. Eurocommercial ensures that all its shopping centres meet or exceed standards for accessibility, providing equal access to individuals with disabilities. Health and safety protocols are implemented, including measures such as air quality monitoring, emergency preparedness training, and regular internal inspections to protect the wellbeing of all visitors and staff. Eurocommercial proactively upholds the rights of customers and building-users by fostering transparency and trust. This is achieved through clear communication of policies, accessible complaint mechanisms, and collaborative engagement with local NGOs. These efforts ensure that the rights of customers and building-users are not only respected but actively promoted, while also ensuring that suppliers and vendors align with the Company’s commitment to human rights. This holistic approach refl ects Eurocommercial’s dedication to sustainability and social responsibility throughout its operations and partnerships. Material impacts, risks, and opportunities (ESRS 2 SBM-3) Infl uence on the business model The two topics identifi ed as material for Eurocommercial Properties—Customer Engagement and Health & Safety of Building Users—each have the potential to generate both positive and negative impacts on the long-term profi tability and success of the organisation. These topics are integral to the Company’s strategy, shaping decisions that ensure sustainable growth, operational resilience, and alignment with stakeholder expectations. Customer engagement The feedback and insights gathered from customers and building-users are fundamental to Eurocommercial’s business model. The outcomes of engagement surveys are integrated directly into asset-level business plans, ensuring that customer-centric strategies are implemented at every level. Across its regions, Eurocommercial fosters collaboration by sharing best practices on marketing and communication, event planning for tailored customer groups, rolling out loyalty programmes, and identifying innovative amenities. The engagement surveys also provide critical data on customers demand for specifi c retailers, which directly infl uences decisions regarding tenant mix and the (re)positioning of tenants within the shopping centres. These adjustments ensure that the shopping environments align with customer preferences, positively impacting leasing strategies and income generation for the Company. Health & safety of building users The health and safety of building users are fundamental to Eurocommercial’s business model, refl ecting the Company’s commitment to providing secure and reliable shopping environments for customers, staff, and visitors. With shopping 85 Eurocommercial Properties N.V. Report of the Board of Management 2024 centres serving as public spaces, rigorous health and safety measures, emergency procedures, and ongoing risk assessments are critical to ensuring the wellbeing of all stakeholders. Potential negative impacts can range from individual incidents, such as slip-and-fall accidents, to systemic risks, including inconsistent safety compliance across multiple centres. In more severe cases, incidents involving fi res, infrastructure failures, or even terrorism can signifi cantly disrupt operations and affect large groups of people. To mitigate these risks, Eurocommercial has implemented robust protocols, including tenant education programmes, safety audits, and proactive monitoring systems, ensuring high operational standards and regulatory compliance. Such risks can result in reputational damage, regulatory non-compliance, and a loss of customer trust, ultimately affecting the fi nancial performance of assets. However, opportunities arise from monitoring and enhancing safety and security procedures, integrating health and safety considerations into asset-level business plans, and maintaining comprehensive emergency and contingency plans across the portfolio. These efforts ensure that safety remains a cornerstone of Eurocommercial’s operational excellence and stakeholder engagement strategy. Policies (S4-1) The Company has established a Customer Satisfaction Annual Assessment Policy, which defi nes the purpose, methodology, and research framework used to monitor and enhance customer engagement levels. This policy provides clear guidance on conducting customer engagement surveys, specifying key elements that must be included, such as the Net Promoter Score (NPS) for each shopping centre. Additionally, the policy outlines the frequency and portfolio coverage of surveys to ensure consistent tracking of average engagement levels over time. These engagement metrics are also integrated into the sustainability-related performance framework within the Company’s remuneration structure. Customer engagement (S4-2) General processes for engagement Eurocommercial Properties actively engages with customers and building-users to understand and address actual and potential impacts of its operations. Engagement processes are central to ensuring that material impacts—both positive and negative—are identifi ed and managed effectively. Engagement mechanisms: • Customer surveys: Regular surveys are conducted across shopping centres to collect insights on customer preferences, satisfaction, and concerns. In 2024, over 12,000 customers participated in surveys across 12 centres, providing valuable feedback. • Focus groups and direct dialogues: Local teams engage directly with customers and building- users to explore specifi c issues, such as service quality or facility conditions. • Digital feedback channels: Digital platforms, including tenant apps, allow for real-time feedback and ongoing communication with end- users. • Integration into decision-making: Customer engagement results are systematically reviewed by local asset managers and incorporated into strategic planning to ensure alignment with customer needs and expectations. 86 Eurocommercial Properties N.V. Report of the Board of Management 2024 Perspectives informing decision-making Eurocommercial incorporates the insights gathered through these engagements into its decision- making processes: • Direct engagement: Feedback from customers, gathered through surveys and on-site interactions, informs both local and organisational strategies. • Stages of engagement: Engagement occurs during planning (e.g., before major projects), operational reviews, and post-implementation evaluations. Surveys are conducted annually or biannually, and local engagement activities occur on a continuous basis. • Operational responsibility: Local centre management teams hold primary responsibility for engagement activities. They escalate signifi cant fi ndings to regional managers and senior leadership, ensuring alignment with strategic priorities. • Skill development for engagement: Relevant staff involved in customer engagement processes receive ongoing support and training to enhance their ability to interact effectively with customers and interpret feedback. Effectiveness of engagement Eurocommercial assesses the effectiveness of its engagement processes through: • Survey analytics: Year-over-year analysis of survey results to track changes in customer satisfaction and identify areas for improvement. • Outcome monitoring: Tracking tangible changes made in response to customer feedback, such as facility upgrades or improved services. • Regular reviews: Effectiveness of engagement processes is evaluated periodically, ensuring continuous refi nement and improvement of engagement strategies. Insights from vulnerable consumers Eurocommercial recognises the importance of addressing the needs of vulnerable customer groups, including individuals with disabilities, elderly visitors, and families with young children. To enhance accessibility, feedback from accessibility audits and customer surveys are used to inform on improvements, such as the addition of seating areas and clearer signage. Furthermore, the Company implements family-friendly initiatives designed to enhance the shopping experience for children and their families. Customer feedback mechanisms (S4-3) Eurocommercial Properties is committed to addressing the concerns and needs of its customers and building-users through established feedback and remediation processes. The Company utilises a variety of mechanisms to gather input directly from stakeholders and ensure that material negative impacts are identifi ed and managed effectively. Key channels include on-site customer service desks and online feedback systems, which are accessible across the shopping centres. These platforms enable customers to report concerns regarding their experience or safety and to share suggestions for improvement. Feedback collected through these mechanisms is reviewed by local centre management teams, who play a central role in logging, categorising, and responding to customer concerns. Signifi cant issues are escalated to country management teams to ensure alignment with organisational priorities and standards. Insights gained from this process contribute to continuous improvement efforts, particularly in areas such as safety, accessibility, and customer satisfaction. The Company also uses customer surveys to track satisfaction levels and monitor the effectiveness of its engagement practices, providing actionable data for informed subsequent decisions and improvements at both local and organisational levels. Eurocommercial’s grievance mechanisms are designed to prioritise customer trust and transparency. The Company continues to integrate feedback into its operations, ensuring its shopping centres meet the needs and expectations of diverse customer groups. Action plans (S4-4) Eurocommercial Properties takes targeted actions to address material impacts on customers and 87 Eurocommercial Properties N.V. Report of the Board of Management 2024 building-users, while actively managing associated risks and opportunities. These efforts are guided by the Company’s commitment to creating safe, accessible, and customer-focused retail environments. Preventing and mitigating material negative impacts Eurocommercial implements robust measures to prevent and mitigate negative impacts on customers and building-users across its shopping centres. Safety remains a top priority, with regular audits and inspections conducted to ensure compliance with health and safety standards. Feedback collected through customer surveys, plays a critical role in identifying areas for improvement. Pursuing material positive impacts Eurocommercial actively pursues opportunities to deliver positive outcomes for customers and building-users. Initiatives such as family- friendly programming and community-focused events contribute to the creation of welcoming environments that cater for diverse customer needs. Managing material risks and opportunities Material risks related to customer safety and satisfaction are addressed through proactive risk management practices, including the consistent monitoring of service quality and facility conditions. Tracking effectiveness Eurocommercial evaluates the effectiveness of its actions through structured feedback mechanisms and ongoing analysis of key metrics. Customer engagement surveys are a primary tool for assessing outcomes, providing actionable data for informed future initiatives and refi nements. This feedback loop ensures that the Company remains responsive to customer needs and expectations. Targets (S4-5) Eurocommercial has established a clear target to maintain a minimum customer satisfaction score of 7.5 across all shopping centres in its portfolio by 2025. This commitment refl ects the Company’s dedication to enhancing the customer experience through initiatives such as family-friendly programming, accessibility improvements, and sustainability upgrades, all aimed at advancing positive impacts and fostering long-term stakeholder trust. In 2024, Eurocommercial conducted a customer engagement survey with participation from over 12,000 respondents, resulting in an average satisfaction score of 8.3— well above the 2025 target of 7.5. With health & safety for building users identifi ed as a new material topic following the double materiality assessment, the Company plans to defi ne a specifi c target in 2025. This target will be developed to address health and safety priorities and will be implemented consistently across the portfolio, reinforcing Eurocommercial’s commitment to ensuring secure and inclusive shopping environments. Social aspects with limited materiality Tenant engagement At Eurocommercial, retailer partnerships are fundamental to our success. The Company actively seeks out feedback from retailers to identify opportunities for enhancement, fostering genuine collaboration and mutual growth. The commitment to transparency and improvement is refl ected in the 88 Eurocommercial Properties N.V. Report of the Board of Management 2024 B e r e s p o n s i b l e consistent exchange of data and regular monitoring of retailer satisfaction through anonymous surveys. In 2024, the average tenant satisfaction score of 7.2 was achieved, based on feedback from 1,100 participating tenants across 24 shopping centres. With the goal achieved in 2024, and with the focus on customer engagement (more material for Eurocommercial Properties), the Company will review this target, and the tools used to monitor engagement levels in coming years. Eurocommercial Retail Academy® The Eurocommercial Retail Academy® was launched in Sweden in 2017 with the vision of providing an engaging educational programme to enhance expertise and training in sales and customer service. The initiative aims to cultivate a team of dedicated professionals equipped to meet the growing demand for personalised service from customers. The curriculum originally consisted of four in-person sessions annually, held before opening hours, and featured external lecturers specialising in advanced sales techniques. In collaboration with IHM Business School in Sweden, an online platform was developed to extend the Academy’s reach and accessibility. This platform enables retailers to continue staff training through video tutorials, interactive questionnaires, and online games designed to assess and enhance skills. Initially exclusive to Swedish shopping centres, the Eurocommercial Retail Academy® expanded signifi cantly in 2023. Through a partnership with Made to Sell, a specialised training provider, the Academy was introduced to eight additional centres—three in France and fi ve in Italy. This rollout marked the achievement of Eurocommercial’s target for the Retail Academy, refl ecting the dedication and focused efforts that drove its successful implementation. BE RESPONSIBLE (GOVERNANCE) The Be Responsible pillar underscores the importance of having robust governance policies and procedures in place to ensure that employees act ethically, uphold fair business practices, and comply with internal codes of conduct as well as national and local regulatory frameworks governing ethical behaviour and business conduct. Business ethics and corruption are highly material topics due to the risks associated with fraud, bribery, and non-compliance with local and international regulations. Eurocommercial’s zero-tolerance policy is reinforced by local control procedures, employee training programmes, and rigorous governance practices. The potential consequences of unethical practices—such as reputational damage, loss of stakeholder trust, and fi nancial penalties—highlight the necessity of prioritising ethical behaviour and maintaining robust compliance systems. Through these measures, Eurocommercial safeguards its reputation and ensures operational integrity. As an employer, Eurocommercial is deeply committed to nurturing and empowering its team members within a dynamic and stimulating work environment. The Company prioritises the creation of safe, enjoyable, and supportive working conditions while offering comprehensive training programmes and corporate/property experiences to facilitate employee professional development. Encouraging collaboration across diverse teams is central to Eurocommercial’s approach, fostering the exchange of best practices and driving innovation throughout the organisation. For 2024, Eurocommercial had two key targets in place following the establishment of the Green Finance Framework in 2023. Both targets were successfully met in 2024, refl ecting the Company’s commitment to maintaining its standards of excellence. The target related to the Code of Business Conduct will remain a priority, 89 Eurocommercial Properties N.V. Report of the Board of Management 2024 demonstrating Eurocommercial’s determination to uphold its position as an ethical and trustworthy partner. • Zero breaches against the Code of Business Conduct annually. • Create an attractive and professional workplace. Policies and corporate culture (G1-1) Eurocommercial Properties is committed to maintaining a corporate culture grounded in transparency, accountability, and ethical business practices. These values are integral to fostering strong relationships with tenants, local communities, and governmental bodies. Code of Business Conduct Eurocommercial’s Code of Business Conduct serves as the cornerstone of its ethical framework, establishing clear standards and procedures for responsible business conduct. All employees receive ethics training and regularly review the Code to ensure alignment with current business standards. Any breaches of the Code are promptly disclosed to stakeholders, demonstrating the Company’s dedication to transparency. Key features of the Code of Business Conduct include: • A strict prohibition on bribery and corruption, with any such occurrences requiring immediate action and reporting. • Oversight by the Board of Management, with responsibility for upholding the Code assigned to all employees. • Reporting channels through the Compliance Offi cer or the Chairman of the Supervisory Board for cases of breaches or fraud. All breaches are treated with utmost seriousness, subject to thorough investigation and disciplinary action, including dismissal or prosecution if warranted. Whistleblower Policy Eurocommercial’s Whistleblower Code, established in accordance with Best Practice Provision 2.6.1 of the Dutch Corporate Governance Code, ensures a structured and confi dential process for reporting suspected irregularities. These irregularities are defi ned as violations of law, regulations, or internal codes that could have signifi cant negative consequences for the Company’s operations. Employees are encouraged to report suspected irregularities to the designated confi dential adviser, who is either the Compliance Offi cer or, in cases involving statutory directors, the Chairman of the Supervisory Board. Upon receiving a report, the confi dential adviser provides written confi rmation to the employee, summarising the irregularity and noting the date of the report. The adviser carefully handles the information, initiates an internal investigation if necessary, and ensures the matter is resolved appropriately. The reporting employee is informed of the resolution within six months of submitting the report. To protect whistleblowers, Eurocommercial guarantees that employees cannot be dismissed during the reporting process or for six months after the resolution of the case. If an employee believes the issue was not resolved in a timely or satisfactory manner, they have the right to escalate the matter to the Chairman of the Supervisory Board. Additionally, employees have access to the fi ndings of the internal investigation. The Whistleblower Code is publicly available. Management of relationships with suppliers (G1-2) At Eurocommercial Properties, responsible partnerships with suppliers are fundamental to ensuring ethical and sustainable practices across the supply chain. The Company’s approach is rooted in transparency, minimising risks, and fostering positive environmental and social impacts through collaborative and responsible procurement practices. 90 Eurocommercial Properties N.V. Report of the Board of Management 2024 Sustainable procurement practices Eurocommercial works closely with trusted suppliers under the guidance of its Supplier Code of Conduct, which is publicly available on the corporate website. This Code establishes clear expectations around quality, innovation, and sustainability, serving as a framework for ethical business conduct. The Company prioritises initiatives that align with its sustainability objectives: • Energy effi ciency: Partnering with suppliers of low- consumption and renewable energy solutions to reduce carbon emissions and enhance long-term sustainability. • Local sourcing: Engaging with regional businesses to support local economies, minimise transportation emissions, and reduce packaging waste. • Sustainable materials: Carefully selecting building materials and maintenance products with verifi ed sustainability credentials to reduce waste and mitigate pollution risks. Social and environmental criteria for suppliers Eurocommercial evaluates suppliers based on their ability to meet high safety standards and provide working conditions that prioritise health, hygiene, and employee well-being. These criteria refl ect the Company’s strong social and societal commitments. By fostering strong partnerships with suppliers who share its values, Eurocommercial ensures that its procurement practices contribute to broader sustainability goals, support local communities, and mitigate environmental impacts. This collaborative approach underscores the Company’s commitment to responsible sourcing and sustainable operations. Prevention and detection of corruption and bribery (G1-3) (G1-4) In 2024, Eurocommercial reported zero violations of the Code, refl ecting its strong commitment to ethical standards. As a result, no employees were dismissed or disciplined for corruption or bribery related incidents, and no contracts with business partners were terminated or not renewed due to violations of anti-corruption or anti-bribery policies. Additionally, the Company did not receive any fi nes for violations of anti-corruption or anti-bribery laws. As part of ongoing improvements, the Code of Business Conduct has been updated in 2024, with comprehensive training provided to reinforce awareness and adherence. Political infl uence and lobbying activities (G1-5) Eurocommercial Properties is committed to conducting its business with the highest standards of integrity, transparency, and compliance with applicable laws and regulations. As part of this commitment, the Company does not tolerate bribery or corruption in any form and adheres to strict policies and controls to ensure compliance in all activities, including political engagement and lobbying. Anti-Bribery and Corruption Policy Eurocommercial prohibits the offering, granting, or promising of any advantage, including payments, kickbacks, gifts, or other benefi ts, to government offi cials, employees of public institutions, or other individuals to infl uence or appear to infl uence their actions in favour of the Company. This includes facilitation payments, which are strictly considered a form of bribery. To ensure compliance: • No payments or gifts are made directly or indirectly to government employees, public institutions, or individuals involved in purchasing or promoting the Company’s interests. • All interactions with public employees or institutions are conducted with vigilance to avoid potential bribery or corruption issues. • Every transaction, including gifts or payments to third parties, is accurately recorded in Eurocommercial’s fi nancial records. • Guidance on bribery-related matters is available through the Company’s Legal Department. Violations of this policy may result in severe criminal and civil penalties for both the Company and the individuals involved, in addition to reputational damage and loss of business opportunities. 91 Eurocommercial Properties N.V. Report of the Board of Management 2024 Political contributions and lobbying activities Eurocommercial does not provide fi nancial or in-kind political contributions to political parties, their representatives, or individuals seeking political offi ce. Similarly, indirect contributions through third parties, such as lobbyists or organisations linked to specifi c political causes, are prohibited unless explicitly disclosed and compliant with local regulations. Governance and oversight Responsibility for overseeing political infl uence and lobbying activities lies with Eurocommercial’s Board of Management. Governance topics with limited materiality Our workforce Within the Be Responsible pillar, employees play a crucial role, despite their relatively limited impact as identifi ed in the 2024 double materiality assessment. Teams across Belgium, France, Italy, Sweden, and the Netherlands manage property and asset functions, including leasing, rent collection, technical supervision, and administration. Eurocommercial prides itself on a collegial and welcoming culture that embraces diversity in nationality, age, and gender. Employees are encouraged to share best practices at regular group meetings, promoting collaboration across departments. This dedication to teamwork is refl ected in the Company’s low employee turnover rate of 5% and an absentee rate of 3.5% in 2024. Eurocommercial continues to strive for gender balance, believing that a diverse workforce enriches its culture and mirrors the diversity of its customers. Diverse teams Diversity remains a cornerstone of Eurocommercial’s workforce strategy, seen as a vital asset to the Company. Eurocommercial is unwavering in its commitment to equal opportunities and strictly prohibits illegal discrimination or harassment in all forms. This includes derogatory comments based on racial or ethnic characteristics and unwelcome sexual advances. In 2024, the team consisted of 100 employees, distributed across Belgium, France, Italy, Sweden, and the Netherlands. Among the staff, 55% are female, 45% are male, with 4% under 30, 61% between 30 and 50, and 35% over 50. The Company enforces policies that ensure no discrimination based on characteristics such as age, disability, race, religion, gender, ethnic origin, family status, social origin, or sexual orientation. These principles extend to recruitment, job assignments, promotions, remuneration, training, and benefi ts. Eurocommercial aims to foster an inclusive work environment where talent is nurtured, and decisions are based on merit. Harassment or abusive behaviour of any kind is not tolerated. Transparency in diversity metrics remains a priority, with regular reporting on indicators such as the gender pay gap and training hours by gender. For 2024, there were no signifi cant disparities between genders, refl ecting the Company’s equitable practices. Employee engagement Eurocommercial continues to prioritise creating a thriving workplace where employees feel motivated and valued. The Company promotes fairness, ethics, sustainability, and a healthy lifestyle among its team members. In 2024, Eurocommercial conducted its second comprehensive employee engagement survey in partnership with an independent supplier, achieving a 98% response rate from the entire workforce. 92 Eurocommercial Properties N.V. Report of the Board of Management 2024 The survey, which featured 71 questions, covered themes such as corporate governance, health and safety, customer focus, leadership, and overall engagement. The 2024 employee engagement survey revealed high scores in key areas, indicating strong employee satisfaction and alignment with Company goals. Employees reported high levels of enjoyment in their work, felt they had suffi cient resources (such as equipment, materials, and systems) to perform their jobs effectively, and expressed a strong willingness to remain with Eurocommercial Properties for the next 1 to 2 years. Additionally, employees demonstrated a clear understanding of how their work contributes to the Company's strategy and found their job responsibilities well-defi ned. These results refl ect a positive and supportive work environment that fosters engagement and long-term commitment. In 2024, Eurocommercial acted on the 2023 survey’s fi ndings by developing tailored action plans at both corporate and country levels to address these areas. The Company remains committed to conducting regular engagement surveys to monitor progress and further improve the employee experience. Professional development and alignment of interests Eurocommercial prioritises the professional development of its employees through comprehensive training programmes and regular performance evaluations. Employees are encouraged to participate in a variety of training opportunities to foster continuous learning and skill development. Performance reviews are conducted annually, providing valuable feedback and aligning individual contributions with organisational goals. As part of its commitment to long-term employee growth, all personnel undergo yearly performance reviews that track progress against targets established in collaboration with management. Employees with permanent labour contracts are also eligible to participate in the Group’s long-term Performance Share Plan, aligning remuneration with long-term Company performance. In 2024, Eurocommercial’s employees completed an average of 15 training hours, underscoring the Company’s dedication to continuous learning. This included professional development and ESG training, equipping employees with the skills and knowledge needed to align with the Company’s objectives and sustainability goals. Data privacy and security Many countries where Eurocommercial Properties conducts business have privacy or data protection laws requiring the responsible management of their citizens’ personally identifi able information, which is information that can be used to identify, locate or contact an individual. These laws, and Eurocommercial policies, require that the Company and its representatives respect the privacy of personally identifi able information, and use reasonable and appropriate security safeguards to protect such information from unauthorised access, use or disclosure. This may include, for example, personally identifi able information collected from marketing initiatives. This means for Eurocommercial, its directors, offi cers and employees: • Respecting the privacy of personally identifi able information and using appropriate security safeguards to protect such information against loss, misuse and unauthorised access, disclosure, alteration or destruction. • Collecting and protecting all personally identifi able information in compliance with Company’s privacy policy or local law, whichever sets the highest standard. • Reporting any data security breaches immediately to the Legal Department. 93 Eurocommercial Properties N.V. Report of the Board of Management 2024 The following pages provide more detailed information about the ESG performance over 2024 compared to 2023 (some 2023 comparative fi gures have been restated and reference is made to the qualifying notes providing explanation). Eurocommercial provides transparency on its ESG performance towards all stakeholders. In 2024, we were awarded EPRA sBPR Gold again for our sustainability report. EPRA sBPR is a sustainability reporting standard for listed Real Estate companies in Europe. EPRA sustainability performance measures Absolute measure (Abs) Like-for-like measure (LfL) Total Belgium France Italy Sweden Total Change Impact area 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 Energy (MWh) - landlord controlled areas Total electricity consumption 41,566 41,227 1,634 1,853 6,316 6,013 17,4 65 17,951 16,151 15,411 41,566 41,227 -1% Electricity from purchased renewable sources 30,862 30,234 1,176 1,423 1,283 1,106 15,648 15,278 12,755 12,427 30,862 30,234 -2% Electricity usage from on-site generated renewable sources 3,985 5,615 458 431 - 183 131 2,018 3,396 2,983 3,985 5,615 41% % electricity consumption from renewable sources 84% 87% 100% 100% 20% 21% 90% 96% 100% 100% 84% 87% 4% Energy consumption from district heating and cooling 11,186 12,546 - - - - - 201 11,18 6 12,345 11,186 12,546 12% Energy consumption from fuels 7,78 0 8,655 380 408 2,188 2,723 5,213 5,524 - - 7,78 0 8,655 11% Total energy consumption 60,532 62,428 2,014 2,261 8,504 8,736 22,677 23,675 27,3 37 27,756 60,532 62,428 3% Renewable electricity generated on-site and injected into the grid 190 1,630 24 23 - 52 10 1,442 156 113 190 1,630 Renewable electricity generated by third party on-site and sold 5,122 4,659 - - 5,122 4,659 - - - - 5,122 4,659 -68% Energy (MWh) - tenant controlled areas Total electricity consumption 28,449 82,409 6,079 5,435 4,051 14,413 - 37,907 18,320 23,004 28,449 80,760 Electricity from purchased renewable sources 19,315 39,034 996 665 - 48 - 14,619 18,320 23,004 19,315 38,336 % electricity consumption from renewable sources 68% 47% 16% 12% 0% 0% 0% 39% 100% 100% 68% 47% Energy consumption from district heating and cooling 1,764 1,222 - - 1,764 1,222 - - - - 1,764 1,222 Energy consumption from fuels 3,048 3,133 2,152 2,297 895 728 - 108 - - 3,048 3,133 Total energy 33,260 86,765 8,231 7,733 6,710 16,363 - 38,015 18,320 23,004 33,260 85,115 Total energy (MWh) Landlord and tenant areas 93,792 149,193 10,245 9,994 15,214 25,099 22,677 61,690 45,656 50,760 93,792 147,544 % from renewable resources (of total energy) 58% 50% 26% 25% 8% 5% 70% 52% 75% 76% 58% 50% Greenhouse gas emissions (tonnes CO 2e ) Market based Total direct emissions Scope 1 1,423 1,585 69 75 400 499 954 1,012 - - 1,423 1,585 Total indirect emissions Scope 2 1,366 883 - - 575 208 309 123 482 552 1,366 883 Total indirect emissions Scope 3 1,976 3,747 1,335 1,305 641 891 - 1,552 - - 1,976 3,747 Total scope 1 and 2 emissions 2,789 2,468 69 75 975 707 1,262 1,135 482 552 2,789 2,468 -12% Greenhouse gas emissions (tonnes CO 2e ) Location based Total direct emissions Scope 1 1,423 1,585 69 75 400 499 954 1,012 - - 1,423 1,585 Total indirect emissions Scope 2 5,722 5,406 218 173 328 256 4,629 4,349 547 628 5,722 5,406 Total indirect emissions Scope 3 1,928 12,809 1,520 1,083 315 776 - 10,359 93 141 1,928 12,359 Total scope 1 and 2 emissions 7,14 5 6,991 287 248 729 755 5,583 5,361 547 628 7,14 5 6,991 -2% Carbon offsetting (tonnes CO 2e ) Procured carbon offsets 543 594 463 496 - 79 99 - 543 594 9% Water (cubic meters) (m³) Total water consumption 520,949 523,734 21,864 23,534 85,836 83,458 319,007 316,460 94,242 98,204 520,949 521,657 0% Waste (landlord- handled) (metric tonnes) Non-hazardous waste 8,862 8,991 457 506 2,180 2,340 4,223 4,059 2,001 2,039 8,862 8,944 1% Hazardous waste 92 13 - - - - 0 - 91 13 92 13 -86% Total waste 8,953 9,003 457 506 2,180 2,340 4,223 4,059 2,092 2,052 8,953 8,957 0% Waste by disposal routes (metric tonnes) Recycling 4,757 5,307 185 201 683 933 2,324 2,853 1,229 1,273 4,421 5,260 19% Incineration 2,219 3,236 272 304 662 981 458 1,179 827 773 2,219 3,236 46% L a n d fi l l 690 257 - - 238 224 446 28 5 5 690 257 -63% Other 1,287 203 0 - 597 203 995 (0) 31 0 1,623 203 -88% Environmental, Social and Governance (continued) Key performance indicators 94 Eurocommercial Properties N.V. Report of the Board of Management 2024 Scope and boundaries All retail assets included in this report are within Eurocommercial’s operational control. Eurocommercial provided performance data for all indicators. Data is collected for two years Q4 2022– Q3 2023 vs. Q4 2023–Q3 2024. One asset has been excluded from the like-for-like comparisons: I Gigli Cinema, located in Italy, has been excluded, it is a relatively small asset which Eurocommercial has been added to the data reports separately in 2024. Data coverage Eurocommercial is actively engaging with tenants to gather data on their energy consumption (scope 3 emissions), aiming to fully comprehend the carbon footprint of its portfolio. Eurocommercial Properties is distinctly separating landlord and tenant energy usage. The table below outlines the extent of data availability for each performance metric related to areas controlled by landlord and tenants. In 2024, Eurocommercial Properties made signifi cant improvements in enhancing the data availability for areas under tenant control. This improvement was achieved through proactive interactions with tenants, installation of smart meters and engagement with energy suppliers to facilitate data sharing. Data coverage (% of fl oor area included in performance measure data) 2023 2024 Electricity Landlord controlled 100% 100% District heating and cooling Landlord controlled 100% 100% Fuels Landlord controlled 100% 100% Electricity Tenant controlled 45% 95% District heating and cooling Tenant controlled 100% 100% Fuels Tenant controlled 43% 87% Water Whole building 89% 93% Waste Landlord controlled 95% 100% Building certifi cations – BREEAM (% of fl oor area ) 2023 2024 Excellent 34% 45% Very Good 44% 45% Good 7% 0% In process of re-certifi cation 15% 10% Energy Performance Certifi cates (EU EPC) (% of fl oor area) 2023 2024 A 9% 12% B 1% 4% C 41% 50% D 18% 9% E 24% 18% F 0% 0% G 0% 0% No Label 7% 7% EPRA sustainability intensity measures Impact area 2023 2024 Change (LFL) Energy (kWh/m²/year) Building energy intensity 179.8 166.7 -7% Carbon emissions (kg CO² e /m²/year) GHG intensity from building energy (market-based) 9.1 6.9 -24% GHG intensity from building energy (location-based) 17.4 22.1 27% Carbon emissions (kg CO2e/revenue/year) GHG intensity from building energy (market-based) 0.0208 0.0329 58% Water (m³/m²/year) Building water intensity 0.63 0.60 -5% Building certifi cation Qualifying notes 95 Eurocommercial Properties N.V. Report of the Board of Management 2024 Tenant controlled vs. landlord controlled For areas controlled by Eurocommercial Properties, the consumption of electricity, fuels, district heating, and cooling covers energy acquired by landlords for common areas and shared services. In contrast, for tenant-controlled areas, the energy—comprising electricity, fuels, and district heating and cooling— is procured either directly by the tenants or by Eurocommercial on behalf of tenants who retain operational control. Operational control implies that tenants have the decision-making power over the energy usage and resource management within their leased areas. This split is important in the calculation of Scope 1, 2 and 3 emissions. Whole building Water data are collected and reported on a whole building level basis. Eurocommercial Properties faces challenges in achieving complete data coverage for water usage (currently 93% coverage), as some tenants in Italy and France, having individual water connections, do not yet share their consumption information. Estimates The table presented below details the coverage of data estimates for each performance indicator associated with areas under the management of both landlord and tenants. For the reporting years 2023 and 2024, no data was estimated. Data estimates Energy Landlord controlled 0% Energy Tenant controlled 0% Water Whole building 0% Waste Whole building 0% Energy Landlord controlled energy consumption of Eurocommercial has increased with 3%, district heating and cooling consumption increased by 12% in Sweden, fuel consumption increased in both Italy and France. Electricity consumption of tenant areas has increased, this is due to the increased data coverage for those tenant areas in Belgium and France, not due to higher actual consumptions. Our corporate offi ce in Amsterdam used 61.6 MWh electricity, 7,128 m³ gas and 217 m³ water in 2023; 2024 data is not yet avaliable. Renewable electricity In alignment with the decarbonisation pathway, Eurocommercial has focused on sourcing renewable electricity and installing solar panels. Currently 87% of the landlords absolute electricity consumption is from renewable sources (2023: 84%). Additionally, Eurocommercial expanded its solar panel installations in Italy, leading to an 41% increase in solar electricity consumption (generated and consumed on-site). Renewable electricity target Eurocommercial has set an objective to increase the actual level of renewable electricity used, measured in % of total electricity, with 2% per annum. Eurocommercial controlled electricity consumptions within the reporting year (common area electricity consumptions) are in scope of this objective. Tenant areas are excluded. Eurocommercial calculates the proportion of electricity consumption from renewable sources as a percentage of total electricity consumption (non-renewable electricity + renewable electricity purchased + renewable electricity self- generated) for landlord controlled common areas and shared services. The self-generated electricity that is exported or sold (i.e. not consumed by Eurocommercial) is excluded. In 2022 the electricity consumption from renewable sources for landlord controlled areas was 76%, this percentage has increased towards 84% in 2023 and now in 2024 Eurocommercial has further increased this percentage to 87%. Thus, the target for this reporting year has been successfully met as well. Reporting year % renewable electricity (purchased and solar panels) - landlord controlled approach 2021 62% 2022 76% 2023 84% 2024 87% 96 Eurocommercial Properties N.V. Report of the Board of Management 2024 Carbon emissions In 2024, total carbon emissions (scope 1 and 2, market-based) showed a reduction of 12%, primarily due to an increase of on-site generated renewable electricity at I Gigli (744 MWh) and Carosello (1,166 MWh). The tables do not include any business travel or supply chain emissions. Emissions were calculated and reported market-based and location-based. Market-based emission factors consider contractual arrangements and were provided by local energy suppliers. The carbon conversion factors were sourced from the following entities: • UK Government for Company Reporting, providing gas conversion factors. • CRREM, for location-based electricity conversion factors in Belgium, Italy, and Sweden. • Base Empreinte ADEME, for location-based electricity conversion factors in France. • Local energy providers, for market-based conversion factors for electricity and district heating. Emissions were reported using the Greenhouse Gas Protocol and EPRA Sustainability Best Practices guidelines. Greenhouse gases (GHG) emissions are reported as tonnes of CO 2 equivalent (t CO 2e ). At Woluwe Shopping (Belgium) and I Portali (Italy) Eurocommercial has established a carbon offset programme via contractual arrangements with the gas suppliers. Water Water consumption represents water that is landlord- obtained and used for common areas and tenants. Like-for-like water consumption was stable over the two reporting years. Water consumption within the Eurocommercial portfolio is obtained via municipal supplies or ground water wells. Waste Total waste collection was stable. It is important to highlight that Eurocommercial is enhancing the accuracy of its reported waste data by renewing waste contracts. An increasing number of third-party waste collection companies are nowadays able to offer detailed insights into waste collection and disposal practices. In Sweden, hazardous waste volumes were relatively high in 2023 due to a 5-year inspection of the oil separator. This process involves emptying the oil separator, with the contents being treated as hazardous waste. Given that Hallarna was formerly a truck stop, it features an exceptionally large oil separator, leading to a substantial amount of oil- mixed water. BREEAM Eurocommercial has set a goal to achieve BREEAM In-Use certifi cation for all shopping centers by 2025. This target was met for all assets already in 2022. Yet, by the end of 2024, four shopping centers had not been re-certifi ed due to delays at the third-party certifi cation body, certifi cates are expected to be received in Q2 2025. This objective does not apply to Retail Parks. Energy labels The energy labels for properties in France and Italy have been updated, refl ecting the positive impact of the implemented energy-saving measures. This has led to enhanced energy labels for Centr’Azur, Les Portes de Taverny, MoDo, Fiordaliso, and I Gigli. However, for Woluwe Shopping in Belgium, obtaining an energy label is currently not possible, hence it lacks an energy label. Updated methodology intensity calculations Energy intensity metrics for buildings are derived from the total energy consumption across both landlord and tenant spaces, factoring in the respective fl oor areas. In the current reporting year, we have updated our methodology for calculating intensity fi gures due to a signifi cant increase in data coverage. This adjustment has led to a notable enhancement in the accuracy and representativeness of our energy intensity fi gures. To calculate the energy intensity, the total energy consumption (landlord and tenant controlled areas) is divided by the total fl oor size (corrected by the data coverage fl oor size). This same approach is applied when calculating carbon intensities. The refi nement offers a more precise refl ection of our actual energy consumption patterns, resulting in 97 Eurocommercial Properties N.V. Report of the Board of Management 2024 lower intensities. The previous 2023 energy intensity was 218 kWh/m², while the updated 2023 energy intensity is 180 kWh/m². Carbon intensity by net revenue was added as a new intensity indicator following the reporting standard of the CSRD. Total energy related carbon emissions (kg CO2e) are divided by the total net revenue in euro (rental income minus property expenses). Eurocommercial recognises, in line with the European Public Real Estate Association (EPRA) Sustainability Best Practices Recommendations, that discrepancies between the energy consumed (numerator) and the fl oor area (denominator) may still impact the accuracy of intensity calculations. We continue to work on improving our data collection and calculation methods to minimise these discrepancies. Restatements Restatements on previous reporting years have been made for assets when improved data or insight was available: • At I Gigli reported gas consumption in 2023 as tenant consumptions, although the consumption is related to tenant areas it is procured by the landlord as well as landlord controlled therefore Eurocommercial decided to move the gas consumption for this specifi c asset to scope 1 instead of scope 3. • At Woluwe Shopping in Belgium tenant electricity consumption was underreported in 2023, this error was identifi ed during the 2024 data reporting process. • At Grand A in France gas consumption data was underreported in 2023 due to a data issue at the gas provider, the actual gas consumption data for 2023 has therefore been restated for reporting year 2023. Adjustments have been applied to the data for the previous reporting year to improve transparency and enable more accurate comparisons between the two reporting periods. Eurocommercial is addressing these issues by reviewing and improving its reporting processes to ensure accuracy in our environmental data. The Company is committed to maintaining transparency and meeting high standards in its environmental reporting. Amendments were made, were necessary for both reporting years, to provide clarity and enhance comparability between the two reporting periods. Third party assurance The reported energy, water, and waste consumptions as well as scope 1, 2, and 3 emissions are third party verifi ed by Lucideon CICS for the 2024 reporting period, using ISO 14064-3 (the international standard for verifi cation of greenhouse gas inventories). More information is available as part of our annual CDP submission. ASSURED SUSTAINABILITY 98 Eurocommercial Properties N.V. Report of the Board of Management 2024 EPRA Social & Governance indicators EPRA indicator 2024 2023 Diversity – Emp 405-1 Employee gender diversity (based on headcount) Total Male Female Total Male Female Supervisory Board 3 1 2 4 2 2 Board 2 2 - 3 3 - Management 18 9 9 18 9 9 Staff 80 34 46 76 30 46 Total number of employees 100 45 55 97 42 55 Age group distribution (percentage) Under 30 years old 4% 4% Between 30 and 50 years old 61% 61% Over 50 years old 35% 35% Diversity – Pay 405-2 Gender pay ratio Male Female Male Female Board 100% 0% 100% 0% Management 61% 39% 60% 40% Staff 61% 39% 59% 41% Emp – Training 404-1 Employee training and development (based on headcount) Male Female Male Female Training hours per employee 12 18 23 18 % of employees who received professional training 62% 75% 62% 73% % of employees who received ESG training 19% 38% 17% 18% Emp – Dev 404-3 Employee performance appraisals % of employees 100% 100% Emp – Turnover 401-1 New hires and turnover (number) New hires Departures New hires Departures Male 5 2 6 6 Female 3 3 8 8 Total 8 5 14 14 Employee turnover 5% 14% New employee hires (%) 8% 14% H&S – Emp 403-2 Employee health & safety Workstation and/or workplace checks (%) 57% 40% Absentee rate (%) 3.5% 3.5% Injury rate (%) 0.0% 0.0% Work-related fatalities (number) 0 0 H&S – Asset 416-1 Asset health & safety assessments Health & Safety – assessments (in % of assets) 100% 100% H&S – Comp 416-2 Asset health & safety compliance (number of incidents) Health & Safety – incidents 0 0 Comty – Eng 413-1 Community engagement, impact assessments and development programmes Community engagement programmes in place (in % of assets) 100% 100% Gov – Board 102-22 Composition of highest governance body Number of executive board members 2 3 Number of independent board members (Supervisory Board) 3 4 Average tenure of all board members 18 years 17 years Number of independent board members with competencies relating to environmental and social topics 3 3 Gov – Selec 102-25 Process for nominating and selecting the highest governance body The members of the Supervisory Board are appointed by the General Meeting of Shareholders from a binding nomination to be drawn up by the Supervisory Board. Relevant information is reported in this Annual Report see pages 170-175. Gov – Col 102-25 Process for managing confl icts of interest For Eurocommercial Properties it is very important that members of the Board of Management and Supervisory Board act independently. There have been no confl icts of interest with rules, regulations or the Dutch Corporate Governance Code in this reporting year. Relevant information is reported in this Annual Report page 170-175 and 200-204. The process for managing confl icts is included in the Rules and Regulations of the Supervisory Board and the Code of Business Conduct which can be found within the governance section on the corporate website. 99 Eurocommercial Properties N.V. Report of the Board of Management 2024 Social indicators Organisational boundaries, reporting period and coverage All employees who work directly for Eurocommercial in The Netherlands, Belgium, France, Italy and Sweden were included in these fi gures. Eurocommercial provided performance data for the calendar years 2023 and 2024 for all social and governance indicators. Health and Safety assessments These assessments are a review of health and safety impacts on asset level for compliance or improvement. For the shopping centres, Health & Safety is integrated into the BREEAM certifi cation procedure. Gender pay ratio The gender pay ratio as reported in the table is the ratio of the base salary and remuneration of men to women in the mentioned employee categories. Base salary represents the salary excluding additional remuneration such as bonuses, share options or overtime pay. Please note that Eurocommercial only employed 100 persons at the end of 2024. Therefore, it is not possible to disclose more detailed information on gender pay ratio, due to the limited number of employees with the same function and experience within the organisation. Restatements have been made in the gender pay ratio’s for 2023, there has been a mistake in the reported information. Narrative on performance Employee turnover rates have decreased compared to 2023 and absentee rates have remained stable. Other main social indicators have remained consistent over both reporting periods. Belgium country report 101 Eurocommercial Properties N.V. Report of the Board of Management 2024 € 542m Property value 3.3% Valuation change (12 months) 6.6% Average uplift from relettings & renewals 1.2% Rental growth 1 Number of properties 124 Number of shops 47,000m 2 Gross lettable area Woluwe Shopping continued to strengthen its appeal in 2024 with key remerchandising initiatives, new flagship openings, and an enhanced retail mix, driving strong sales and footfall growth. Benjamin Frois Director, Eurocommercial Belgium Property locations 1 Woluwe Shopping, Brussels, Belgium 1 Eurocommercial Properties N.V. Report of the Board of Management 2024 102 Belgium country report (continued) Operations Retail sales and footfall have shown positive growth over 2024, increasing by 3.9% and 7.1% respectively. During the twelve months ending 31 December 2024, the leasing team successfully concluded 24 lease renewals and relettings resulting in an overall rental uplift of 6.6%, including 13 new lettings producing an increase of 16.6%. During 2024, important remerchandising improvements were completed at Woluwe Shopping with the successful spring opening of the new enlarged Zara store (3,300m²). Carrefour Market replaced the Match supermarket in May, focusing on fresh and quality products to better serve the essential and everyday needs of Woluwe’s wealthy catchment. This was followed in June by the opening of the latest C&A concept store (1,455m²). Later in the summer, two new French retailers opened their latest concepts, the trendy eyewear brand Jimmy Fairly and Atelier d’Amaya, a custom jewellery designer. Meanwhile, INNO completed the refurbishment of their 12,000m² department store during the autumn when the Medi-Market parapharmacy also relocated into a new enlarged store of 675m² to provide a wider range of products. In addition, Massimo Dutti signed a new lease on a larger 360m² unit, enabling the brand to roll out its latest concept in the autumn. Finally, in November the Bestseller group opened a Eurocommercial Properties N.V. Report of the Board of Management 2024 103 Completion of INNO department store refurbishment (12,000m²). ESG In line with our commitment to achieve carbon neutrality (Scope 1 and 2) by 2030, several key sustainability initiatives were completed in 2024. A feasibility study identified that 60% of our gas consumption could be reduced by replacing several boilers with heat pumps. This project is now moving forward, with implementation scheduled for the second half of 2025. The on-site renewable energy production capacity has been reinforced with the installation of an additional 833 solar panels in 2024, bringing the total to 2,621 and generating 836 MWh annually. The electricity produced is used in Woluwe’s common areas, reducing both energy costs and carbon emissions. The new Building Management System (BMS), fully operational since May 2024, has already delivered outstanding results, cutting primary energy consumption (gas new 250m² Jack & Jones store, while Mayerline, the iconic Belgian fashion brand, opened a 180m² store in February 2025. This extensive remerchandising has further enhanced Woluwe’s commercial appeal, and its cumulative impact has produced significant positive results, particularly evident in Q4 2024, with an increase of 6.1% in retail sales and 18.7% in footfall. Valuation The valuations increased by 3.3% over 12 months and by 1.8% over six months and were the product of stable initial yields applied to higher net operating income. The valuer was also more confident and positive about the future rental income and ERVs following the successful remerchandising project and leasing programme. The EPRA net initial yield is currently 5.0%. Eurocommercial Properties N.V. Report of the Board of Management 2024 104 with Nostalgie Radio to organise a toy collection drive, gathering over 2,500 toys to brighten up the lives of nearly 1,900 children across 31 child aid associations. We also supported medical research and major charitable causes throughout the year, notably collecting 668 kg of small change for Opération Pièces Rouges, contributing to Télévie, a national fundraising initiative for cancer and leukaemia research. Employment and entrepreneurship continue to be a focus of our initiatives. For the third consecutive year we participated in the Woluwe Job Fair, connecting job seekers with our retailers. We also provided a platform for 30 young entrepreneurs to showcase their mini-companies, allowing them to present their + electricity) by more than 21%. The BREEAM recertification process carried out in 2024 resulted in a significant improvement from a “Good” to an “Excellent” rating, confirming the effectiveness of the environmental measures implemented in recent years. We have continued our commitment to local communities, further strengthening our role as a responsible and engaged partner. For the second consecutive year, our Eurocommercial team united with shopping centre managers, retailers, and customers to participate in the 20 km Brussels run, supporting the Make-A-Wish Foundation and bringing hope to children facing serious illness. During the holiday season, we partnered Belgium country report (continued) New C&A concept store (1,455m²) Eurocommercial Properties N.V. Report of the Board of Management 2024 105 Outlook The outlook for 2025 appears positive, driven by the continued impact of our major leasing improvements implemented in 2024, as well as the continuation of a favourable economic environment in Belgium. Inflation is expected to continue its steady decline, reaching 2.8%, while the unemployment rate should remain stable. Household consumption is expected to be supported by lower interest rates and declining inflation, leading to more optimistic GDP growth projections than last year, with an anticipated increase to 1.3%. These combined factors, along with further enhancements of the retail mix planned in the coming months, reinforce our confidence in the 2025 outlook. products and services to our visitors. Engaging and entertaining our communities was also a key component of our social initiatives, with several family-friendly events organised throughout the year, including a large 1980s-style roller-skating rink as well as a Halloween adventure course. Promoting sports also remained a priority, with the second edition of our Sports Club Week organised in partnership with the local municipality. This initiative encouraged community participation in various activities while also highlighting the local football and hockey clubs which we proudly sponsor. Through diverse initiatives we foster engagement, inclusion, and shared experiences, making a lasting, positive impact on the communities we serve. 833 additional solar panels installed in 2024, bringing the total to 2,621 units. Eurocommercial Properties N.V. Report of the Board of Management 2024 106 Since it opened in 1968, Woluwe Shopping has been the best known shopping centre in Belgium and remains one of the most successful due to its solid fundamentals: a prime location, excellent BRUSSELS – OPENED 1968, Refurbished in 2004 and 2019 accessibility, a densely populated and wealthy catchment and broad retail mix, including most international brands present in the market. 1.6 million Catchment (within 20 minutes) 124 Stores 10 Medium units 18 Restaurants 100% Occupancy 47,000 Gross lettable area Gallery BRUSSELS BRUSSELS WOLUWE SHOPPING BRUSSELS WOLUWE SHOPPING Eurocommercial Properties N.V. Report of the Board of Management 2024 107 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket Storage Books & Toys Department Store ENVIRONMENT • 100% renewable electricity • Carbon Off-setting programme in place • Climate risk assessment • CRREM audit • Energy Audit • EV charging stations • Solar panels • Smart meters • Zero waste to Landfi ll • New Smart BMS • BREEAM In USE Certifi cation (V6) EXCELLENT • Fully LED equipped • CO² sensors • Water leaks alarm • Ecology survey • Refrigerants’ Leak detection System SOCIAL/COMMUNITY • Mini Enterprises • Sports Events • Charity Half-Marathon • Foundation Support Events • Sustainable Clothing Collection • Infl uencers’ Second-Hand Market • Second Life • Health Awareness • Homelessness Support • 8th Contemporary Art Fair Free Wi-Fi Gift Card Welcome Desk Electric Car Charging Digital Signage/Advertising Click and Collect Bus 6 lines Metro Line 1 Tram Line 8 Parking (1,910 spaces) France country report 109 Eurocommercial Properties N.V. Report of the Board of Management 2024 Our shopping centres in 2024, have demonstrated strong performance, with significant revenue growth, a notable reduction in vacancy rates, and the successful introduction of innovative retail concepts. Pascal Le Goueff Director, Head of Eurocommercial France € 822m Property value 1.6% Valuation change (12 months) -1.4% Average uplift from relettings & renewals 4.0% Rental growth 8 Number of properties 448 Number of shops 228,500m 2 Gross lettable area Property locations 1 Passage du Havre, Paris 2 Val Thoiry, Greater Geneva (Ain) 3 Les Atlantes, Tours (Indre-et-Loire) 4 Centr’Azur, Hyères (Var) 5 MoDo, Moisselles (Val d’Oise) 6 Les Portes de Taverny, Taverny (Val d’Oise) 7 Grand A, Amiens (Somme) 8 Shopping Etrembières, Greater Geneva (Haute-Savoie) * Also includes parts of shopping centres not owned by Eurocommercial. 7 5 1 6 3 2 4 8 Eurocommercial Properties N.V. Report of the Board of Management 2024 110 Operations In 2024, our French shopping centres reported positive sales growth of 2.7% compared with 2023. Footfall also increased by 1.4%, outperforming the FACT benchmark (previously CNCC) of 1.1%. The vacancy rate also fell significantly during the year to 1.8%. Consolidation in the hypermarket sector has resulted in an improvement to the portfolio’s grocery offer with Intermarché’s takeover of the Géant hypermarkets at Centr’Azur and Grand A, and the arrival of Hyper U at Val Thoiry and Super U at Etrembières, replacing Migros. Footfall at these four centres has been rising steadily since the changeover. In some cases, this reorganisation could enable us to reduce the surface area dedicated to hypermarkets in order to establish brands operating in medium-sized stores. The Olympic Games’ influence on retail trade was very limited, but the future growth in tourism is expected to have a more positive impact. Over the past twelve months we signed 52 leases which resulted in an overall rent decrease of 1.4%. This marginal reduction was mainly related to the reletting of a few units at lower rents in order to attract strong brands to strengthen the merchandising mix. The dynamism of international retailers has enabled us to improve merchandising in our centres including Les Atlantes with the establishment of JD Sports and Rituals, at Passage du Havre with the opening of the American brand Krispy Kreme, at Grand A with the German sports brand Snipes and at Val Thoiry with the Danish brand Jack and Jones. National brands also contributed to improvements to our remerchandising, with the successful Adopt France country report (continued) Eurocommercial Properties N.V. Report of the Board of Management 2024 111 perfume chain at Les Atlantes, Palais des Thés at Val Thoiry, Nocibé (part of the Douglas Group) in Taverny and Promod (Les Atlantes), a French fashion brand that has improved its market position in a highly competitive environment. The health & beauty sector was also marked by the relocation and expansion of the pharmacy at Etrembières to a new unit of over 750m². Renovation of the façade at Les Atlantes and the restructuring of the “east” section provides medium-sized stores including a new Boulanger (electrical, 2,200m²) and three new stores, Besson (900m²), Maxi Zoo (890m²) and a major fashion retailer (1,950m²) who will open during 2025, thereby completing the merchandising mix in this zone. Valuations Although the volume of retail investment remained lower than in previous years, a number of transactions in Paris and the provinces provided important reference points for the appraisers. 2024 was dominated by transactions involving mixed-use buildings in city centres (Paris), portfolios of hypermarkets and supermarkets (Casino) and retail parks (Promenade de Flandre). The value of our portfolio increased by 1.6% over 12 months and by 1.3% over 6 months, in a context where stable capitalisation rates were applied to higher net operating income. The EPRA net initial yield is currently 5.6%. ESG During 2024, we performed a Carbon Risk Real Estate Monitor evaluation (CRREM Assessment) for our eight French assets in order to assess carbon reduction pathways (for Scope 1, 2 and 3 emissions) in line with the Paris Agreement using the -1.5°C target. Adopting the recommendations of the CRREM audits, appropriate action plans have been prepared to improve energy efficiency Eurocommercial Properties N.V. Report of the Board of Management 2024 112 including upgrading or replacing the Building Management Systems across the portfolio. Our next focus will be gas dismissal projects in order to reach our carbon emission neutrality targets. This work started in 2024 with the replacement of the old gas boilers by innovative geothermal and heat pump systems at Centr’Azur. The programme will be completed in our other centres by 2029. At Les Atlantes, solar panels will be installed as the roof insulation works have now been completed. During 2024, an additional 72 fast chargers for electric cars have been constructed: 12 stalls in Val Thoiry, 26 stalls at Etrembières, 18 stalls at Les Portes de Taverny and 16 stalls at Grand A, further improving green mobility in our shopping centres. The BREEAM-In-Use V6 certificates for Les Atlantes, Shopping Etrembières, Val Thoiry, MoDo and Les Portes de Taverny have been received. BREEAM- In-Use V6 recertification has also also completed for Centr’Azur, Grand A and Passage du Havre and certificates for these centres should be received shortly. The Tertiary Decree first target (-40% in 2030 Vs reference year) has already been achieved on the common parts of Shopping Etrembières, Centr’Azur, Les Atlantes and Val Thoiry. The other shopping centres have achieved an average energy consumption reduction of 30%. As part of our social commitment, we continue to support our local communities and have formed partnerships with local associations including La Croix Rouge at Passage du Havre or through Installation of electric chargers at Les Portes de Taverny (18 stalls). France country report (continued) Eurocommercial Properties N.V. Report of the Board of Management 2024 113 association forums which took place this year at Grand A, Shopping Etrembières and MoDo. During the Olympic Games, and to support the paralympic athletes, our French office attended a wheelchair rugby match. Les Portes de Taverny also established a partnership with the paralympic swimmer, Solene Sache. Our shopping centres have continued to promote health and well-being by organising sports events, in particular this year during the Olympic games. Various awareness actions against cancers also took place in our shopping centre malls as well as charitable events, including food collection for the Secours Populaire and Restos du Coeur. We have also focused on many solidarity events with clothing, books and board game collections at Les Atlantes, Passage du Havre, Val Thoiry and Les Portes de Taverny. The second-hand items thus collected were donated to charitable associations. Outlook The 1.3% fall in inflation during 2024 will certainly support household consumption in 2025 despite a fragile political context. As for the investment market, lower interest rates combined with renewed interest from institutional investors for retail real estate should encourage transactional activity. Eurocommercial Properties N.V. Report of the Board of Management 2024 114 7.4 million Catchment (within 30 minutes) 4 2 Stores 1 Medium units 2 Restaurants 100% Occupancy 23,900* Gross lettable area Gallery 14,300 ECP-owned GLA (50% JV) * Includes external units, offi ces and residential areas. ** In joint venture 50% AXA IM Alts, on behalf of clients/50% Eurocommercial. The Passage du Havre is located in central Paris opposite the Gare Saint-Lazare leading to the two department stores Galeries Lafayette and Printemps situated on Boulevard Haussmann. PARIS – OPENED 1997, Refurbished in 2012 The gallery is anchored by Fnac and is situated at the heart of the Haussmann-Saint-Lazare shopping district with excellent transport links and incorporates offi ces and residential apartments. PARIS PARIS PASSAGE DU HAVRE PARIS PASSAGE DU HAVRE Eurocommercial Properties N.V. Report of the Board of Management 2024 115 Entrance Escalator Elevator Toilet Car Park Metro/Trains ATM Excludes Hyper and External This is not a contractual document Total GLA: 23,588m² Gallery/Retail GLA: 15,081m² No. of shops: 43 Parking spaces: 151 Opened: Jun 1997 Acquired: Oct 2000 Last refurbished: 2012 finish Plan last updated: 18/07/2022 7,06% 0,21% 11,80% 4,83% 2,93% 0,12% 12,39% 54,08% 6,56% Hypermarket Fashion Shoes Health & Beauty Gifts & Jewellery Books & Toys Vacant Food Restaurants Services Sport Home Goods Telecom & Electrical 7,92% 6,51% 11,69% 4,78% 2,9% 12,28% 53,59% SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food Restaurants Services Sport Home Goods Telecom & Electrical ENVIRONMENT • Tertiary Decree • Climate risk assessment • CRREM audit • Green committee • Fully LED equipped • Energy sobriety plan • BREEAM In-Use V.6 • Beehives • 88% of the tenant electricity data collected • Gallery 100% renewable electricity SOCIAL/COMMUNITY • Silent hour for autism • Second hand books, clothes and toys collection • Health awareness initiatives • Entertainment • Raising awareness on endangered species • Second Life • Free garden access • Phone chargers • Co-working space • Sports events !"! #$%&#'()#+,-,./+/-0#,-1#(-0/'-,2#34-0'42 !"#$ %&' # ! !"! #$%&#'()#+,-,./+/-0#,-1#(-0/'-,2#34-0'42 !"#$ %&' # ! Free Wi-Fi Gift Card Loyalty programme Digital Signage/Advertising Tax Free SNCF / TER Gare Saint-Lazare RER lines A and E Bus (15 lines) Métro (6 lines) Parking (174 spaces) Eurocommercial Properties N.V. Report of the Board of Management 2024 116 417,000 Catchment (within 20 minutes) 66 Stores 4 Medium units 5 Restaurants 99% Occupancy 36,600 Gross lettable area Gallery 25,500 ECP-owned GLA The leading shopping centre in Pays de Gex with 66 shops, Val Thoiry has a very strong track record. It is easily accessible from Geneva, in a prosperous Franco-Swiss area, and is anchored by Leroy GREATER GENEVA – OPENED 1993, Refurbished in 2015 Merlin, Decathlon and Hyper U. The centre benefi ts from a strong and diversifi ed merchandising mix with brands that refl ects its international catchment. PMS 072 C RAL 5002 PMS 376 C PMS 342 CPMS 2985 C GENEVA VAL THOIRY SHOPPING GENEVA VAL THOIRY SHOPPING GENEVA Eurocommercial Properties N.V. Report of the Board of Management 2024 117 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG ENVIRONMENT • Tertiary Decree • Climate risk assessment • CRREM audit • Green committee • Fully LED equipped • Energy sobriety plan (since Oct 2022) • BREEAM In-Use V.6 • Car charging stations • 76% of the tenant electricity data collected • 100% renewable electricity • Building Management Systems (BMS) replacement SOCIAL / COMMUNITY • Health awareness initiatives • Job forum • Sports events • Social risks audit • Clothes collection SNCF TER Bellegarde Bus-Tram Line s 66 and 68 Parking (1,836 spaces) Free Wi-Fi Gift Card Loyalty programme Welcome Desk Electric car charging Digital Signage/ Advertising Tax Free Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket Eurocommercial Properties N.V. Report of the Board of Management 2024 118 359,000 Catchment 70 Stores 4 Medium units 5 Restaurants 98% Occupancy 39,800 Gross lettable area 23,000 ECP-owned GLA Situated alongside the A10 autoroute outside the city of Tours, Les Atlantes is the leading shopping centre in the region, with 70 stores and restaurants, and is anchored by Carrefour and adjoins Ikea. In 2024, the exterior façade was completely renovated and the eastern part of the centre was restructured. TOURS – OPENED 1992, Refurbished in 2011 TOURS LES ATLANTES TOURS TOURS LES ATLANTES Eurocommercial Properties N.V. Report of the Board of Management 2024 119 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket Storage Fitness ENVIRONMENT • Tertiary Decree • Climate risk assessment • CRREM audit • Green committee • Fully LED equipped • Energy sobriety plan • BREEAM In-Use V.6 • Car charging stations • 73% of the tenant electricity data collected • Roof insulation • Gas dismisal and heat pump project validated (2025) • Project of Photovoltaïc panels with self consumption validated (2025) • Water permeable parking spaces SOCIAL/COMMUNITY • Health awareness initiatives • Clothes collection • Sports events • Food collection • Good deal initiatives Free High Speed Wi-Fi Click and Collect Gift card Loyalty programme Phone charger Digital Signage/Advertising Electric car charging Bus 4 lines SNCF Saint-Pierre-des- Corps Parking ( 1,600) Expiration 2024 Expiration 2025 Expiration 2026 Expiration 2023 Expiration 2022 23,27% 6,35% 8,05% 2,27% 12,57% 7,81% 11,90% 6,77% 19,88% 0,39% Excludes Hyper Food Restaurants Services Sport Home Goods Telecom & Electrical Total GLA: 39,290m² Gallery GLA: 22,690m² No. of shops: 66 Parking spaces: 1,933 Opened: Aug 1992 Acquired: Jun 1992 Last refurbished: Jun 2011 Plan last updated: 05/04/2024 This is not a contractual document Entrance Toilet Car Park ATM Collection Point (Tickets) Collection Point (Parcels) Eurocommercial Properties N.V. Report of the Board of Management 2024 120 332,000 (within 20 minutes) 57 Stores 6 Restaurants 100% Occupancy 25,000 Gross lettable area 25,000 ECP-owned GLA Located on the Côte d’Azur coast road to the west of Hyères in the south of France, this popular local shopping centre fi rst opened in 1993 and features 57 stores. Centr’Azur is anchored by an Intermarché Hyères – OPENED 1993, Refurbished in 2013 hypermarket from June 2024 and provides a broad mix of retail and food and beverage outlets. HYÈRES CENTR’AZUR HYÈRES CENTR’AZUR HYÈRES Eurocommercial Properties N.V. Report of the Board of Management 2024 121 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Health & Beauty Gifts & Jewellery Food - Restaurants Services Home Goods Telecom & Electrical Hypermarket ENVIRONMENT • Tertiary Decree • Climate risk assessment • CRREM audit • Green committee • Fully LED equipped • Energy sobriety plan (since Oct 2022) • BREEAM In-Use V.6 • Car charging stations • 86% of the tenant electricity data collected • Building Management Systems (BMS) replacement • Photovoltaic panels • Gas dismisal and Geothermal project validated (2025) SOCIAL/COMMUNITY • Toys collection charity • Sports events • Health awareness • Beach clean up Free Wi-Fi Gift card Loyalty programme Electric car charging Bus Sodetrav line Hyères- Toulon SNCF Hyères TGV Parking (1,460 spaces) Hypermarket Fashion Shoes Health & Beauty Gifts & Jewellery Books & Toys Vacant Food Restaurants Services Sport Home Goods Telecom & Electrical 36,09% 5,44% 25,72% 3,71% 18,06% 2,53% 1,96% 5,8% 0,69% Excludes Hyper and External Entrance Toilet Car Park ATM This is not a contractual document Total GLA: 17,035m² Gallery GLA: 6,235m² No. of shops: 50 Parking spaces: 1,471 Opened: 1993 Acquired: Dec 1993 Plan last updated: 04/04/2024 Eurocommercial Properties N.V. Report of the Board of Management 2024 122 407,000 Catchment 57 Stores 1Medium unit 4 Restaurants 96% Occupancy 27,996 Gross lettable 12,322 10,400 ECP-owned GLA Located to the north of Paris, close to the Francilienne ring road, MoDo is anchored by the leading Leclerc hypermarket of Val d’Oise and is situated in a strong catchment of upper-middle class inhabitants, with signifi cantly improved access Moisselles – OPENED 1985, Refurbished in 2017 following recent roadworks. MoDo has 57 stores and benefi ts from a diversifi ed merchandising mix with national and international brands, including JD Sports, Normal, Mango and Gémo. PARIS MODO PARIS MODO PARIS Eurocommercial Properties N.V. Report of the Board of Management 2024 123 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket Storage ENVIRONMENT • Tertiary Decree • Climate risk assessment • CRREM audit • Green committee • Fully LED equipped • Energy sobriety plan • BREEAM In-Use V.6 • Car charging stations • 52% of the tenant electricity data collected • Building Management Systems (BMS) replacement SOCIAL/COMMUNITY • Food collection charity • Entertainment • Health awareness • Social risks audit • Good deal initiatives Free Wi-Fi Click & Collect Gift card Loyalty programme Electric car charging Digital Signage/Advertising SNCF Gare Domont Bus line 269 Parking (1,585 spaces) Eurocommercial Properties N.V. Report of the Board of Management 2024 124 272,000 Catchment 50 Stores 6 Medium units 3 Restaurants 96% Occupancy 31,800 Gross lettable area 5,700 ECP-owned GLA Situated alongside the A115 autoroute in Taverny, an expanding municipality in suburban Paris, this shopping centre has a wealthy catchment. Important road access works as well as the construction of an adjoining Olympic swimming TAVERNY – OPENED 1990, Refurbished in 2005 and 2014 pool complex and the renovation of the car park were all completed by June 2024. Taverny has 50 stores and is anchored by a strong Auchan hypermarket. PARIS TAVERNY PARIS TAVERNY PARIS * Includes external units. Eurocommercial Properties N.V. Report of the Board of Management 2024 125 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Sport Telecom & Electrical Hypermarket ENVIRONMENT • Tertiary Decree • Climate risk assessment • CRREM audit • Green committee • Fully LED equipped • Energy sobriety plan (since Oct 2022) • BREEAM In-Use V.6 • Car charging stations • 62% of the tenant electricity data collected • Building Management Systems (BMS) replacement • Water permeable parking spaces SOCIAL/COMMUNITY • Food and clothes collection • Health awareness • Sports events /mascotte • Supporting self- development • Social risks audit • Good deal initiatives Free Wi-Fi Gift card Loyalty programme Electric car charging Digital Signage/Advertising Phone chargers SNCF Gare Vaucelles Bus line 3010 Parking (1,335 spaces) This is not a contractual document Eurocommercial Properties N.V. Report of the Board of Management 2024 126 230,000 Catchment (within 20 minutes) 58 Stores 2 Medium units 6 Restaurants 99% Occupancy 23,000 Gross lettable area 11,700 ECP-owned GLA Located alongside the Amiens ring road to the east of the city, the shopping centre has 58 stores, including strong national and international brands such as H&M, New Yorker and Snipes. Grand A AMIENS – OPENED 1994, Extended in 2017 is the dominant shopping centre within the Amiens conurbation and is anchored by an Intermarché hypermarket. AMIENS GRAN D A AMIENS AMIENS GRAND A Eurocommercial Properties N.V. Report of the Board of Management 2024 127 Grand A SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Telecom & Electrical Hypermarket ENVIRONMENT • Tertiary Decree • Climate risk assessment • CRREM audit • Green committee • Fully LED equipped • Energy sobriety plan • BREEAM In-Use V.6 • Car charging stations • 78% of the tenant electricity data collected • Building Management Systems (BMS) replacement SOCIAL/COMMUNITY • Food collection • Health awareness • Job forum • Celebrity meet & greet • Social risks audit Free Wi-Fi Gift card Loyalty programme Digital Signage/Advertising Bus 4 lines Amétis Parking (1,850 spaces) Eurocommercial Properties N.V. Report of the Board of Management 2024 128 420,000 Catchment 46 Stores 3 Medium units 3 Restaurants 100% Occupancy 22,700 Gross lettable area 11,000 ECP-owned GLA This shopping centre occupies a strategic and prominent position at the junction of the A40 (Lyon- Chamonix) and A411 (Geneva highway) autoroutes, 2km from the Swiss border to the south of Geneva. Major roadworks have signifi cantly improved the Greater Geneva – OPENED 1994, Refurbished in 2018 access to the centre, which has 46 shops. At the end of June 2022, two new restaurants opened on the purpose-built building adjoining the shopping centre. GENEVA SHOPPING ÉTREMBIÈRES GENEVA SHOPPING ÉTREMBIÈRES GENEVA Eurocommercial Properties N.V. Report of the Board of Management 2024 129 Hypermarket Fashion Shoes Health & Beauty Gifts & Jewellery Books & Toys Food Restaurants Services Sport Home Goods 61,19% 16,17% 4,83% 2,61% 1,09% 1,58% 2,78% 4,03% 2,23% 3,51% Telecom & Electrical Vacant Excludes Hyper and External Entrance Welcome Desk Elevator Escalator Stairs Toilet Car Park Metro/Trains Buses Total GLA: 14,400m² Gallery GLA: 8,900m² No. of shops: 50 Parking spaces: 1000 Opened: 1994 Acquired: 2015 Last extended: Last refurbished: 2018 Plan last updated: 08/03/2024 Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Telecom & Electrical Hypermarket Les Portes de Taverny SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Telecom & Electrical Hypermarket Other ENVIRONMENT • Tertiary Decree • Climate risk assessment • CRREM audit • Green committee • Fully LED equipped • Energy sobriety plan • BREEAM In-Use V.6 • Car charging stations • 63% of the tenant electricity data collected • 100% renewable electricity • Roof insulation • Photovoltaic panels with self consumption • Beehives SOCIAL/COMMUNITY • Health awareness • Sports events • Social risks audit Free Wi-Fi Click & Collect Gift card Loyalty programme Welcome Desk Electric car charging Digital Signage/Advertising Tax Free Bus line 4 TAC Parking (1,000 spaces) Italy country report 131 Eurocommercial Properties N.V. Report of the Board of Management 2024 1 2 3 4 5 6 7 8 The activities in 2024 were strongly driven by the Carosello remerchandising project. This project perfectly embodies the principles of our strategy for the continuous enhancement of our shopping centres, focusing on two key aspects: a strong relationship with our tenants and shopping centres that are both market leaders in their catchment areas and at the forefront of ESG initiatives. Salvatore Occini Director, Eurocommercial Italy € 1,741m Property value 4.3% Valuation change (12 months) 7.9% Average uplift from relettings & renewals 3.6% Rental growth 8 Number of properties 781 Number of shops 407,306m 2 Gross lettable area Property locations 1 I Gigli, Florence (Tuscany) 2 Carosello, Carugate, Milan (Lombardy) 3 Fiordaliso, Rozzano, Milan (Lombardy) 4 Collestrada, Perugia (Umbria) 5 II Castello, Ferrara (Emilia Romagna) 6 Curno, Bergamo (Lombardy) 7 CremonaPo, Cremona (Lombardy) 8 I Portali, Modena (Emilia Romagna) * Also includes parts of shopping centres not owned by Eurocommercial. Eurocommercial Properties N.V. Report of the Board of Management 2024 132 Italy country report (continued) Operations In 2024, inflation continued to decline significantly, averaging 1.1% compared to 5.9% in 2023, largely due to the stabilisation of energy prices. This downward trend helped ease cost pressures for households and businesses, fostering a more favourable economic environment. Additionally, personal saving rates remained solid and consumer confidence showed resilience, reflecting optimism about future economic conditions. As a consequence, retail sales during 2024 increased by 3.5% compared to 2023, excluding the units involved in the remerchandising project at Carosello which is described below. Footfall increased by 2.2% during the same period. Excluding the remerchandising project at Carosello, the Italian leasing team signed 92 new deals, resulting in an overall rental uplift of 7.9% over the last 12 months. 47 of these transactions were new lettings producing an increase in rent of 14.1%, with the highest uplifts achieved in Collestrada (22%). The Italian portfolio remains extremely attractive to retailers and many new tenants have recently chosen to open their first stores in our centres, including PDPoala, Skechers, Paragon, Medi-Market, Ritmo Shoes, GrandVision and Rinascimento. At Carosello, Dispensa Emilia, an Italian restaurant specialising in tigelle and fresh pasta, Poltrone&Sofà, an Italian furniture brand known for handcrafted sofas and armchairs, and PDPaola have recently opened stores. The overall repositioning project of Carosello also allowed the entry of GrandVision, the second optical lens brand of the Essilor Luxottica Group, and a Nespresso flagship. At Fiordaliso, international footwear brands Skechers and Snipes, jewellery brands such as Damante and Fabiani, and Rituals, the luxury home and body cosmetics brand, have all opened new stores. The Emilian cuisine brand Dispensa Emilia Eurocommercial Properties N.V. Report of the Board of Management 2024 133 has replaced the outgoing Wagamama with its full format. At Il Castello, Rinascimento replaced Coin Casa, the bookstore Giunti al Punto has also opened and Pandora has opened a new directly operated flagship in a new unit obtained from a portion of H&M. At Curno, MediaWorld resized its unit, paving the way for Foot Locker’s expansion and the opening of Deichmann took place. Meanwhile, Ritmo Shoes, an Italian footwear retailer, replaced Mascheroni, a high-end fashion shop. Calliope (the Italian fashion brand of the Teddy Group) opened a medium surface to replace the outgoing Maisons Du Monde and Nespresso opened a kiosk in the mall. At CremonaPo, Tezenis, an Italian brand under the Calzedonia Group, replaced Celio, and Medi-Market, a Belgian pharmacy and parapharmacy chain, opened its first store. At I Portali, three new brands have entered the centre: homeware retailer Kasanova, F&B operator La Piadineria, and health & beauty brand Bottega Verde. Valuations The valuations of the Italian portfolio increased by 4.3% over 12 months and by 3.3% over six months. These uplifts in value were, in general, the product of slightly lower exit yields and discount rates applied to higher net operating income and increased ERVs following the successful renewal and reletting programme. In their reporting, the valuers also identified the significant future potential from the remerchandising projects at Carosello, Collestrada, I Gigli and Cremona Po. The EPRA net initial yield is currently 6.0%. ESG With reference to our commitment to operate carbon neutral (Scope 1 and 2) by 2030, gas dismissal projects are progressing well and only three centres still use this form of energy. In February 2024, gas installations at Il Castello were replaced by the Ferrara municipality’s district Eurocommercial Properties N.V. Report of the Board of Management 2024 134 Italy country report (continued) heating system which uses geothermal energy. 100% of electricity consumption at all our shopping centres comes from renewable sources. In 2024, five assets, Fiordaliso, Curno, Cremona Po, Collestrada and Il Castello were already operating carbon neutral for both Scope 1 and 2 emissions (excluding refrigerants). In order to set medium and long-term decarbonisation targets in 2030 and 2050 at asset, country and group level, a CRREM analysis was completed in 2024 to assess the performance of the whole Italian portfolio against a 1.5°C decarbonisation pathway, incorporating climate change projections based on SCP 4.5. Scope 1, 2, and 3 emissions were evaluated under both market- based and location-based scenarios. Cost-effective recommendations have been identified to postpone asset stranding and align with the 1.5°C target by 2050. During 2024, we completed the waterproofing and roof insulation at I Gigli, Collestrada, Il Castello and Curno, including the installation of hail-resistant skylights. The roof insulation is also contributing to the energy consumption reduction and to the improvement in EPC ratings. These investments benefit from a 50%-65% fiscal deduction over 10 years foreseen by the national regulation (Ecobonus) for 2023-2024. In 2024, the two solar panel plants at Carosello (capacity 3,050 MWh per year) and I Gigli (capacity 1,356 MWh per year) entered into full production, and provides on-site solar energy for 2,291 MWh, corresponding to 40% of the total electricity needs of the common areas. Tesla has completed the installation of electric car chargers for 50 stalls at Carosello and 53 stalls at I Gigli. Today, we have 140 stalls served by charging stations for electric cars spread between Carosello, Collestrada, Curno, Fiordaliso, I Gigli and Cremona. We expect to sign further agreements with Tesla and Electra for an additional 132 stalls. To further reduce energy consumption, we have installed additional smart meters and we aim to improve the Building Management Systems at Curno, Carosello and I Gigli to improve efficiency. We have performed waste audits for all centres in order to improve waste separation and data collection. On the basis of the guidelines provided, we are improving the waste areas at Carosello, Il Castello and Collestrada. At I Gigli we have signed a contract with a private company with the purpose to achieve zero waste to landfill from 2025 and expect to achieve the zero waste to landfill target for all Italian assets by 2026. All Italian shopping centres are BREEAM in Use certified according to the last protocol V6: Fiordaliso, Carosello, I Gigli, Curno, I Portali have “Excellent” rating, while Cremona Po, Collestrada and Il Castello have “Very Good” rating. In 2024, Eurocommercial Italy launched the “To Be, Together” ESG communication campaign across its eight shopping centres, engaging consumers and stakeholders through an omnichannel approach. The campaign highlights tangible results achieved through sustainability initiatives and invites visitors to be active participants in positive change. Key initiatives included the “Mangia, Gioca, Impara” edutainment programme, which educated over 800 students on healthy eating habits, and the Eurocommercial Job Days, which facilitated 3,000 job interviews across five centres. In collaboration with Lions Club, we also organised free diabetes screening days, benefitting around 500 people. Supporting the circular economy, a pop-up space in partnership with Humana for People enabled the collection and resale of over 21,500kg of clothing. Additionally, we enhanced professional development through the ECP Retail Academy and local training programmes, while promoting sustainable mobility with dedicated bike stations and electric scooter parking at I Portali. Through these initiatives, Eurocommercial continues to strengthen community connections and foster meaningful engagement with visitors, aligning with their expectations for sustainability, well-being, and social responsibility. Project In 2024, we successfully completed the remerchandising project at Carosello. MediaWorld relocated to the former Coin department store, now operating in a smaller unit with positive performance. The space vacated by MediaWorld and H&M (which moved into the former Zara unit) created an opportunity for a major remerchandising Eurocommercial Properties N.V. Report of the Board of Management 2024 135 Solar panels at I Gigli on shelters covering 355 parking spaces and robust tenant demand, supported by remerchandising projects and retail expansion, are key drivers of growth. Additionally, ESG initiatives, digital transformation, and green mobility further enhance the long-term attractiveness of our business. The strong tenant interest in our remerchandising projects, along with the success of recent transformations at Carosello, combined with a 100% rent collection rate in 2024 and a favourable economic outlook, reinforce our expectation of a positive trajectory for the retail sector in 2025. initiative, including a new full-format Zara store of approximately 4,600m², a new Bershka, and an expanded Stradivarius. This remerchandising had an immediate impact on overall turnover and footfall numbers which were up by 18.1% and 5.7% respectively. In 2025, we plan to implement additional key remerchandising projects. Outlook The performance in January and February suggests that, with inflation stabilising and interest rates continuing to decline, shopping centre performance will remain positive throughout 2025. Strong retail sales, high customer engagement, Eurocommercial Properties N.V. Report of the Board of Management 2024 136 As Tuscany’s leading retail and leisure destination, I Gigli is home to an exceptional mix of over 140 retailers, restaurants and services, including international brands such as Primark, Inditex and H&M. The opening of Il Cammin de’ Gigli links FLORENCE – OPENED 1997, Refurbished in 2017, Extended in 2020 the two main piazzas on the fi rst fl oor where the merchandising mix has been improved with a new lifestyle destination including Adidas, Nike and JD Sports. 1.1 million Catchment 141Stores 18 Medium units 31 Restaurants 100% Occupancy 87,492 Gross lettable area 87,492 ECP-owned GLA I GIGLI FLORENCE FLORENCE I GIGLI FLORENCE I GIGLI * Includes retail park and cinema. Eurocommercial Properties N.V. Report of the Board of Management 2024 137 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket Books & Toys Fitness ENVIRONMENT • 100% renewable electricity • Climate risk assessment • CRREM audit • Transition Risk Assessment • EV charging stations • Solar panels • Smart meters (common and • tenants’ area) • Waste audits • BREEAM In USE Certifi cation EXCELLENT • Fully LED equipped • CO² sensors • Water leaks alarm • Ecology survey • Roof insulation • Refrigerants’ Leak detection System SOCIAL/COMMUNITY • Entertainment - Live events • Health awareness • Local artisan street market • Food collection • Celebrity meet & greet • Promoting Chinese culture Community events • Anti-plastic pollution awareness Free Wi-Fi Click and Collect Gift card Loyalty card Welcome Desk Electric car charging Digital Signage/Advertising Bus ATAF & CAP/ Shuttle Bus service Trains from Florence SMN and Prato Parking (6,440 spaces) Hypermarket Fashion Shoes Health & Beauty Gifts & Jewellery Books & Toys Restaurants Services Sport Home Goods Telecom & Electrical Vacant Total GLA: 82,787m² Gallery GLA: 54,257m² No. of shops: 123 Parking spaces: 4,500 Opened: 29/05/1997 Acquired: November 1999 Updated: 09/09/2024 This is not a contractual document Entrance Elevator Escalator Stairs Toilet Car Park Buses ATM Centro Commerciale I Gigli, Campi Bisenzio, Florence Ground Floor Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket Books & Toys I Gigli Fitness Eurocommercial Properties N.V. Report of the Board of Management 2024 138 One of the most important shopping centres in Lombardy and strategically located alongside Milan’s ring road, Carosello offers a unique mix of national and international retailers including Apple, MILAN – OPENED 1997, Refurbished and extended in 2008 Inditex, H&M and a Carrefour hypermarket and is opposite IKEA. Discussions are ongoing with the local municipality for a possible further extension. 1.1 million Catchment 114 Stores 10 Medium units 12 Restaurants 100% Occupancy 52,886 Gross lettable area 52,886 ECP-owned GLA MILAN MILAN CAROSELLO MILAN CAROSELLO * Includes external units. Eurocommercial Properties N.V. Report of the Board of Management 2024 139 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket Books & Toys ENVIRONMENT • 100% renewable electricity • Climate risk assessment • CRREM audit • Transition Risk Assessment • EV charging stations • Energy Audit • Solar panels • Smart meters • Zero waste to Landfi ll • Waste audits • Upgrade of BMS • BREEAM In USE Certifi cation EXCELLENT • Fully LED equipped • CO² sensors • Water leaks alarm • Ecology survey • Refrigerants’ Leak detection System SOCIAL/COMMUNITY • Entertainment • Diversity & inclusion awareness • Anti-violence against women • Sponsorship of local sport association • Student activities • Christmas entertainment • Anti-plastic pollution awareness • Pet-friendly activities • Sustainabilty initiatives (murals) • Community events Free Wi-Fi Click and Collect Gift card Loyalty card Welcome Desk Electric car charging Digital Signage/Advertising Bus shuttle service – Cologno Metro Parking (4,000 spaces) 46.3% 5.8% 5.9% 1.7% 5.7% 7.5% 6.1% 2.5% 15.7% 2.7% Total GLA: 53,338m² Gallery GLA: 29,411m² No. of shops: 116 Parking spaces: 4000 Opened: 27/10/1997 Acquired: 1997 Last extended: 29/10/2009 Last refurbished: 30/10/2008 Last updated: 23/10/2024 Entrance Elevator Escalator Stairs Toilet Car Park Buses ATM This is not a contractual document Pie chart - Q1 2023 %footfall - May 2023 Eurocommercial Properties N.V. Report of the Board of Management 2024 14 0 Fiordaliso, to the south of Milan, is one of the dominant shopping centres in the city with a broad mix of national and international brands. Eurocommercial co-owns the centre with leading food retailing group Finiper who have relocated to MILAN – OPENED 1992, Extended in 2010 and 2021, Refurbished in 2017 a new hypermarket adjoining the main entrance. Following the opening of Primark, a 7,000m² extension was completed and let to tenants including Adidas, Game 7, JD Sports, Bershka and New Yorker. 1.3 million Catchment 159 Stores 16 Medium units 28 Restaurants 100% Occupancy 79,737 Gross lettable area 66,281 ECP-owned GLA (50% JV) MILAN MILAN FIORDALISO MILAN FIORDALISO * Includes retail park and external units. Eurocommercial Properties N.V. Report of the Board of Management 2024 141 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket Books & Toys ENVIRONMENT • 100% renewable electricity • No use of gas • CRREM audit • Transition Risk Assessment • EV charging stations • Upgrade of BMS • Smart meters • Zero waste to Landfi ll • Waste audits • Upgrade of BMS • BREEAM In USE Certifi cation EXCELLENT • Fully LED equipped • CO² sensors • Water leaks alarm • Ecology survey • Refrigerants’ Leak detection System SOCIAL/COMMUNITY • Entertainment • Celebrity meet & greet • Pet-friendly activities • Eurocommercial Retail Academy® • Children focused service Free Wi-Fi Click and Collect Gift card Loyalty card Welcome desk Electric car charging Digital Signage/Advertising Metro line M2 Abbiategrasso followed by Tram 15 Isonzo Tram 15 Duomo Parking (4,750 spaces) Eurocommercial Properties N.V. Report of the Board of Management 2024 142 Collestrada, located south-east of Perugia, is the prime regional shopping centre in Umbria. With a broad tenant mix, including leading brands such as Zara, H&M and Media World, innovative services PERUGIA – OPENED 1997, Refurbished and extended in 2007 Refurbished in 2018 and a diverse events programme, the centre has grown in popularity with young customers over the years. Investigations are ongoing for an extension. 487,000 Catchment 55 Stores 9 Medium units 7 Restaurants 97% Occupancy 32,111 Gross lettable area 32,111 ECP-owned GLA PERUGIA PERUGIA COLLESTRADA PERUGIA COLLESTRADA Eurocommercial Properties N.V. Report of the Board of Management 2024 14 3 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket ENVIRONMENT • 100% renewable electricity • No use of gas • Climate risk assessment • CRREM audit • Transition Risk Assessment • EV charging stations • Smart meters (common and tenants’ area) • Waste audits • Upgrade of BMS • BREEAM In USE Certifi cation VERY GOOD • Fully LED equipped • Water leaks alarm • Roof insulation SOCIAL/COMMUNITY • Health awareness initiatives • Biodiversity awareness • Promotion of local culture, music and arts • Donations to local associations • Pet-friendly activities • Eurocommercial Retail Academy® Free Wi-Fi Click and Collect Gift card Electric car charging Digital Signage/Advertising Bus line Q2 Bus Ponte San Giovanni Parking (1,900 spaces) Fashion Shoes Health & Beauty Gifts & Jewellery Books & Toys Vacant Restaurants Services Sport Home Goods Telecom & Electrical Fitness 2.5% 2.1% 7.5% 17.2% 9.3% 0.6% 22% 33.5% 5.3% Centro Commerciale Collestrada Entrance Toilet Car Park Buses ATM Elevator Escalator Total GLA:31.117 m² Gallery GLA: 16.307 m² Esternal GLA (oil station): 3.200 m² No. of shops: 55 Parking spaces: 1.903 Opened: 1997 Acquired: 2015 Last refurbished: 2007 Plan last updated: 24/10/2024 Bershka Eurocommercial Properties N.V. Report of the Board of Management 2024 14 4 CremonaPo is located in the city of Cremona and is the largest shopping destination in the province including two adjacent retail parks. It is popular with families with its varied offer of retail and CREMONA – OPENED 2006, Refurbished in 2017, New retail park built in 2018 entertainment, with over 80 shops, 14 bars and restaurants, a multiplex 10-screen cinema and a wide range of family-friendly services. 164,000 Catchment 83 Stores 19 Medium units 15 Restaurants 100% Occupancy 54,839 Gross lettable area 43,006 ECP-owned GLA CREMONA CREMONA CREMONAPO CREMONA CREMONAPO * Includes two retail parks and external units. Eurocommercial Properties N.V. Report of the Board of Management 2024 14 5 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket Books & Toys Cinema Fitness Environment • 100% renewable electricity • No use of gas • Climate risk assessment • CRREM audit • Transition Risk Assessment • EV charging stations • Solar panels • Smart meters • Zero waste to Landfi ll • Waste audits • Upgrade of BMS • BREEAM In USE Certifi cation VERY GOOD • Partially LED equipped • CO² sensors • Water leaks alarm • Ecology survey SOCIAL/COMMUNITY • Health awareness initiatives • Entertainment • Diversity & inclusion awareness • Free health checks • Charity campaigns & donations • Culture music arts promotion • Vintage/second hand • Eurocommercial Retail Academy® Free Wi-Fi Click and Collect Gift card Electric car charging Bus lines C & L Parking (2,560 spaces) Fas hion Sho es Heal th & Beauty Gif ts & Jewellery Foo d - Re staurants Servi ces Spor t Cremona Po Fas hion Sho es Heal th & Beauty Gif ts & Jewellery Foo d - Re staurants Serv ices Spor t Cremona Po Eurocommercial Properties N.V. Report of the Board of Management 2024 146 ll Castello is the leading shopping centre in the province of Ferrara with nearly 90 stores, including the only Zara and Bershka stores in the catchment. It is anchored by a Coop hypermarket. FERRARA – OPENED 1990, Extended in 1996, Refurbished in 2011 and 2018 The shopping centre has recently been connected to the newly built district heating plant which exploits an existing underground hot water basin. 423,000 Catchment 86 Stores 6 Medium units 10 Restaurants 100% Occupancy 38,530 Gross lettable area 20,693 ECP-owned GLA FERRARA FERRARA IL CASTELLO FERRARA IL CASTELLO Eurocommercial Properties N.V. Report of the Board of Management 2024 147 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket Books & Toys ENVIRONMENT • 100% renewable electricity • No use of gas • Climate risk assessment • CRREM audit • Transition Risk Assessment • EV charging stations • Energy Audit • Smart meters • Zero waste to Landfi ll • Waste audits • BREEAM In USE Certifi cation VERY GOOD • Partially LED equipped • CO² sensors • Water leaks alarm • Roof insulation SOCIAL/COMMUNITY • Sustainable mobility events • Entertainment • Diversity & inclusion awareness • Health awareness • Charity campaigns & donations • Culture music arts promotion • Anti-plastic pollution awareness Free Wi-Fi Click & Collect Gift Card Electric car sharing Digital Signage/Advertising Bus line 11 Parking (2,360 spaces) This is not a contractual document Entrance Elevator Escalator Toilet Car Park ATM Total GLA: 38,515m² Gallery GLA: 17,907m² No. of shops: 88 Parking spaces: 2,250 Opened: 06-1990 Acquired: 2001 Last refurbished: June 2011 Last updated: 21/10/2024 Fashion Shoes Health & Beauty Gifts & Jewellery Books & Toys Restaurants Services Sport Home Goods Telecom & Electrical (Excluding external units) 6.6% 8.9% 1.7% 14% 53.4% 4% 3.5% 6.4% 1.6% Pie chart - Q1 2023 %footfall - May 2023 Eurocommercial Properties N.V. Report of the Board of Management 2024 14 8 Curno is well established in a wealthy catchment area west of Bergamo. Comprising 86 shops, it is one of the most important centres in Lombardy. It BERGAMO – OPENED 1991, Refurbished in 2004, Extended in 2019 is anchored by a Spazio Conad hypermarket and ‘Le Cucine di Curno’, a themed dining hall providing visitors with 22 food and beverage units. 485,000 Catchment 86 Stores 7 Medium units 20 Restaurants 100% Occupancy 39,186 Gross lettable area 20,991 ECP-owned GLA BERGAMO BERGAMO CURNO BERGAMO CURNO Eurocommercial Properties N.V. Report of the Board of Management 2024 149 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket Books & Toys ENVIRONMENT • 100% renewable electricity • No use of gas • Climate risk assessment • CRREM audit • Transition Risk Assessment • EV charging stations • Solar panels • Smart meters • Zero waste to Landfi ll • Waste audits • Upgrade of BMS • BREEAM In USE Certifi cation EXCELLENT • Partially LED equipped • CO² sensors • Water leaks alarm • Ecology survey • Roof insulation SOCIAL/COMMUNITY • Sustainable mobility events • Entertainment • Diversity & inclusion awareness • Health awareness • Charity campaigns & donations • Culture music arts promotion • Anti-plastic pollution awareness Free Wi-Fi Click and Collect Gift card Loyalty card Electric car charging Digital Signage/Advertising Bus line 9 Parking (2,300 spaces) Total GLA: 39,366m² Gallery GLA: 18,596m² No. of shops: 87 Parking spaces: 2,146 Opened: 24/10/1991 Acquired: January 1994 Last refurbished: September 2004 Last updated: 21/10/2024 This is not a contractual document Entrance Toilet Car Park Buses 1.6% 15.8% 17.9% 14.5% 5.2% 0.7% 26.2% 5.5% 2.8% Fashion Shoes Health & Beauty Gifts & Jewellery Books & Toys Vacant Restaurants Services Sport Home Goods Telecom & Electrical (Excluding external units) 9.6% Pie chart - Q1 2023 %footfall - May 2023 Eurocommercial Properties N.V. Report of the Board of Management 2024 150 Located close to Modena city centre, I Portali is well established in its catchment with a strong Coop anchor. Discussions are ongoing with the MODENA – OPENED 1998, Refurbished in 2015 municipality of Modena regarding a possible extension. 346,000 Catchment 50 Stores 3 Medium units 6 Restaurants 100% Occupancy 22,525 Gross lettable area 7,867 ECP-owned GLA MODENA MODENA I PORTALI MODENA I PORTALI Eurocommercial Properties N.V. Report of the Board of Management 2024 151 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Home Goods Telecom & Electrical Hypermarket Books & Toys ENVIRONMENT • 100% renewable electricity • Climate risk assessment • CRREM audit • Transition Risk Assessment • EV charging stations • Energy Audit • Smart meters (common and tenants’ area) • Zero waste to Landfi ll • Waste audits • BREEAM In USE Certifi cation EXCELLENT • Fully LED equipped • CO² sensors • Water leaks alarm • Ecology survey • Refrigerants’ Leak detection System SOCIAL/COMMUNITY • Charity and social campaigns • Pet-friendly activities • Introduction of utility services • Christmas craft charity events • Eurocommercial Retail Academy® • Community events Free Wi-Fi Click and Collect Gift card Electric car charging Digital Signage/Advertising Bus lines 8 & 14 Parking (2,200 spaces) Taxi Rose Fashion Shoes Health & Beauty Gifts & Jewellery Books & Toys Vacant Restaurants Services Sport Home Goods Telecom & Electrical 3% 4.4% 1.3% 9.5% 12.2% 52.7% 9.8% 6% 1.2% Total GLA: 24,926m² Gallery GLA: 7,937m² No. of shops: 49 Parking spaces: 2,200 Opened: 15/06/1988 Acquired: December 2009 Last updated: 31/01/2025 This is not a contractual document Entrance Toilet Car Park Buses Pie chart - Q1 2023 %footfall - May 2023 Sweden country report 153 Eurocommercial Properties N.V. Report of the Board of Management 2024 1 2 3 4 5 6 7 * Also includes parts of shopping centres not owned by Eurocommercial. Our shopping centres continued to perform well during 2024 with higher levels of retail sales resulting in low vacancy and full rent collection. Patrik Sörnell and Jonas Gustavsson Co-Directors, Eurocommercial Sweden € 798m Property value 2.0% Valuation change (12 months) 2.2% Average uplift from relettings & renewals 4.1% Rental growth 7 Number of properties 479 Number of shops 269,900m 2 Gross lettable area Property locations 1 Bergvik, Karlstad (Värmland) 2 Hallarna, Halmstad (Halland) 3 Grand Samarkand, Växjö (Småland) 4 Valbo, Gävle (Gästrikland) 5 Ingelsta Shopping, Norrköping (Östergötland) 6 Elins Esplanad, Skövde (Västergötland) 7 C4, Kristianstad (Skåne) Eurocommercial Properties N.V. Report of the Board of Management 2024 154 Sweden country report (continued) Operations Retail sales during 2024 increased by 1.2% compared to 2023 while footfall was overall flat. Over the last twelve months, the Swedish leasing team signed 107 renewals and relettings resulting in an overall rental uplift of 2.2%. 92 of these transactions were lease renewals producing an uplift of 1.6%. A significant component for the uplift were several lease renewals in Valbo. 15 were new lettings to tenants producing a much higher increase in rent of 8.4%, including new lettings to Normal at Ingelsta Shopping and the relocation of Hemtex in C4 to a larger flagship store. In February 2024, the ICA hypermarket (9,580m²) at Ingelsta closed and relocated to a nearby site, resulting in a temporary reduction in footfall. Coop have replaced ICA in a smaller hypermarket (4,900m²) and successfully opened in November on a new 15-year lease. Normal, the expanding Danish retailer have also opened a 590m² unit, and therefore around 58% of the former ICA hypermarket has already been let, with active negotiations on the remaining space. At Grand Samarkand, Växjö, the construction of the 8,200m² unit let to the successful value retailer Ekohallen on a ten-year lease progressed nicely during the last 12 months and was finalised in March 2025 and will provide a return of at least 8%. Valuations The valuations increased by 2% over 12 months and by 0.6% over six months and were the product of broadly stable exit yields, higher net operating income and solid operational metrics. Capital market activity has been stimulated by several rate cuts by the Riksbank during 2024 from 4.0% in April to 2.5% in December. The EPRA net initial yield for the Swedish portfolio is currently 5.8%. ESG We continue to focus on sustainability in our project work and last year reduced our consumption of electricity by over 8.6% including the tenants’ electrical consumption. We have also managed to reduce district cooling by 7.6% and district heating with 2.0%. The extensive renovation of the rock heating and cooling system in Bergvik has now been finalised. The system consists of 60 boreholes at 160m depth each and fully supplies Bergvik Eurocommercial Properties N.V. Report of the Board of Management 2024 155 with heating and cooling throughout the year. The updated system improves energy efficiency and reduces energy consumption by 65%. During 2024, the district heating contracts were improved at Elins Esplanad, Hallarna and Ingelsta Shopping either with fully renewable sources or greener alternatives, making a significant reduction in our CO2 emissions. Swedish shopping centres using district heating are now operating on the most CO2 efficient choice available. All the Swedish shopping centres have solar panels installed, capable of producing up to 3,400 MWh per year, the equivalent of around 10% of the total yearly electricity consumption. We are focusing on an extensive savings programme that will contribute to lower costs, consumption and greenhouse gas emissions. Part of the programme was a re-lamping project now finalised, and all common areas now effectively operate fully on LED only. The Swedish portfolio has multiple car chargers installed in all seven shopping centres with a total capacity to charge 200 cars and a further 32 chargers are scheduled to be operational in 2025. Our main provider of high-speed car chargers is Tesla who have a total of 90 chargers opened or signed to be opened shortly, including their main supercharger station at Hallarna where they now have 40 chargers operational. During 2024, we actively engaged with our local communities by providing a broader range of services, organising events and fostering collaborations to establish lasting connections with our visitors. Our focus and commitment is on sustainability and community well-being and maintaining a helpful attitude and delivering quality customer experiences. We support elderly and senior communities, as well as our mascot communities for families. Promoting health and well-being remains a priority and we organised numerous local sporting events including our popular running races, which are held at most of our Swedish centres and highlights every child’s right to an active life. We allocated pop-up space in Ingelsta and C4 Shopping for our second-hand partners, to meet our consumer needs and growing demand for second-hand items. Eurocommercial Sweden spearheaded a charity campaign with the powerful message, “Together We Can Make a Difference” and successfully raised funds for Sweden’s city missions, directly benefitting the local community. We continue to support professional development through the Eurocommercial Retail Academy® and encourage young entrepreneurial initiatives. Outlook Footfall in January and February 2025 has started positively. With recent interest rate cuts, stabilised inflation and energy prices together with lower income tax for most Swedish households in the beginning of 2025, we expect a year of increasing retail sales and steady tenant demand for space in our shopping centres. Our 100% collection rate achieved in 2024 has continued during the first months of 2025, demonstrating the resilience and strong operations in our shopping centres. Eurocommercial Properties N.V. Report of the Board of Management 2024 156 Hallarna is the dominant regional shopping centre in Halland with 83 shops, restaurants and a newly renovated hotel. Hallarna is located alongside the HALMSTAD – OPENED 1991, Refurbished and extended in 2017 E6 motorway outside Halmstad, a popular west coast tourist destination. 270,000 Catchment 83 Stores 12 Medium units 8 Restaurants 98% Occupancy 40,700 Gross lettable area 40,700 ECP-owned GLA * Includes hotel. HAMLSTAD HALMSTAD HALLARNA HALMSTAD HALLARNA Eurocommercial Properties N.V. Report of the Board of Management 2024 157 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket Systembolaget Hotel Storage Books & Toys O f fi c e ENVIRONMENT • 100% renewable electricity • Energy Audit • Climate risk assessment • CRREM audit • EV charging stations • Solar panels • Fully LED • BREEAM In USE Certifi cation VERY GOOD SOCIAL/COMMUNITY • Eurocommercial Retail Academy® • Health awareness • Sports events • Charity initiatives • Sustainability promotion • Tenant ambassadorship • Junior Achievement Free Wi-Fi Click and Collect Gift card Loyalty Programme Electric car charging Digital Signage/Advertising Bus lines 2 & 3 from Halmstad Parking (1,500 spaces) Hypermarket Fashion Shoes Health & Beauty Gifts & Jewellery Books & Toys Food Restaurants Services Sport Home Goods Telecom & Electrical Vacant 2,1% 6,8% 7,1% 2,2% 8,2% Entrance Escalator Toilet Car Park Total GLA: 42,896m² Gallery GLA: 29,608m² No. of shops: 80 Parking spaces: 1,500 Opened: 1990 Acquired: 2012 Last extended: 2017 Plan last updated: 19/03/2025 This is not a contractual document Eurocommercial Properties N.V. Report of the Board of Management 2024 158 Bergvik was refurbished and extended in 2015 and comprises 69 shops and two hypermarkets and adjoins an IKEA. Bergvik is strategically located KARLSTAD – OPENED 1982, Refurbished and extended in 2003, 2015 and 2016 alongside the E18 motorway to the west of Karlstad and is the largest shopping destination in Värmland with over six million visitors each year. 278,000 Catchment 69 Stores 8 Medium units 9 Restaurants 100% Occupancy 48,000 Gross lettable area 33,000 ECP-owned GLA * Includes external units. KARLSTAD KARLSTAD BERGVIK KARLSTAD BERGVIK Eurocommercial Properties N.V. Report of the Board of Management 2024 159 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket Systembolaget Storage Books & Toys Fitness Other ENVIRONMENT • 100% renewable electricity • Energy Audit • Climate risk assessment • CRREM audit • EV charging stations • Solar panels • Fully LED • Geotermal heating and cooling • BREEAM In USE Certifi cation VERY GOOD SOCIAL/COMMUNITY • Eurocommercial Retail Academy® • Health awareness • Sports events • Charity initiatives • Sustainability promotion • Tenant ambassadorship • Dentist • Junior Achievement Free Wi-Fi Click and Collect Gift card Electric car charging Digital Signage/Advertising Bus lines 1 & 4 from Karlstad Parking (2,200 spaces) 43,3% 5,2% 3,6% 9,5% 6,0% 6,7% 12,3% 2,7% Excludes Hyper and External units Fashion Shoes Health & Beauty Gifts & Jewellery Books & Toys Vacant Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket 8,9% 1,8% This is not a contractual document Entrance Elevator Escalator Stairs Toilet Car Park Buses ATM Total GLA: 48,382m² Gallery GLA: 20,000m² No. of shops: 80 Parking spaces: 2,300 Opened: 2003 Acquired: 04-2005 Fully refurbished: 2016 Plan last updated: 18/03/2025 Bergvik, Karlstad Eurocommercial Properties N.V. Report of the Board of Management 2024 160 C4 comprises a new shopping centre and an adjoining City Gross hypermarket located alongside the E22 motorway outside Kristianstad and serves a regional catchment of 300,000. An adjoining Kristianstad – OPENED 2018 retail park and new residential developments strengthen the retail zone which has attracted most of Sweden’s important retailers. 300,000 Catchment (within 20 minutes) 86 Stores 13 Medium units 10 Restaurants 93% Occupancy 39,500 Gross lettable area 39,500 ECP-owned GLA KRISTIANSTAD KRISTIANSTAD C4 KRISTIANSTAD C4 Eurocommercial Properties N.V. Report of the Board of Management 2024 161 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket Storage Books & Toys Fitness ENVIRONMENT • 100% renewable electricity • Energy Audit • Climate risk assessment • CRREM audit • EV charging stations • Solar panels • Fully LED • Geotermal heating and cooling • Bee hives • BREEAM In USE Certifi cation EXCELLENT SOCIAL/COMMUNITY • Eurocommercial Retail Academy® • Health awareness • Sports events • Charity initiatives • Sustainability promotion • Tenant ambassadorship • Junior Achievement • Health care centre Free Wi-Fi Click and Collect Gift card Electric car charging Digital Signage/Advertising Bus lines 545, 551 & 558 from Kristianstad Parking (1,700 spaces) Hypermarket Fashion Shoes Health & Beauty Gifts & Jewellery Books & Toys Food Restaurants Services Sport Home Goods Telecom & Electrical Vacant 2.6% 38.0% 1.6% 2.9% 9.1% 14.7% 7.3% 11.6% 6.0% 6.3% Entrance Escalator Toilet Car Park Total GLA: 40,600m² Gallery GLA: 31,600m² No. of shops: 89 Parking spaces: Opened: Sept 2018 Acquired: 2016 Plan last updated: 19/03/2025 This is not a contractual document Eurocommercial Properties N.V. Report of the Board of Management 2024 162 Grand Samarkand is located in the main external retail zone of Växjö and is the most popular shopping destination in Småland. The shopping Växjö – OPENED 1973, Refurbished and extended in 2011 centre was redeveloped in 2011 to provide 66 shops and restaurants and adjoins an ICA hypermarket. 240,000 Catchment 66 Stores 9 Medium units 9 Restaurants 100% Occupancy 35,400 Gross lettable area 23,300 ECP-owned GLA * Includes external units. VÄXJÖ VÄXJÖ GRAND SAMARKAND VÄXJÖ GRAND SAMARKAND Eurocommercial Properties N.V. Report of the Board of Management 2024 163 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket Systembolaget Storage Books & Toys O f fi c e Other ENVIRONMENT • 100% renewable electricity • Energy Audit • Climate risk assessment • CRREM audit • EV charging stations • Solar panels • Fully LED • Green committee • Bee hives • BREEAM In USE Certifi cation VERY GOOD SOCIAL/COMMUNITY • Eurocommercial Retail Academy® • Dentist • Health awareness • Sports events • Charity initiatives • Junior Achievement • Event promoting sustainability • Tenant ambassadorship Bus lines 3, 4 & 8 Parking (1,500 spaces) Free Wi-Fi Click and Collect Gift card Electric car charging Digital Signage/Advertising Total GLA: 34,887m² Gallery GLA: 21,423m² No. of shops: 67 Parking spaces: 1,500 Opened: 1973 Acquired: 10-2003 Last extended: 30-04-2011 Last refurbished: 30-04-2011 Plan last updated: 19/03/2025 This is not a contractual document Entrance Elevator Escalator Stairs Toilet Car Park Buses ATM 46,5% 6,5%5,7% 1,6% 6,2% 15,1% 2,5% 14,0% Excludes Hyper and External units Fashion Shoes Health & Beauty Gifts & Jewellery Books & Toys Vacant Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket 1,9% Eurocommercial Properties N.V. Report of the Board of Management 2024 164 Valbo is located on the E16 motorway to the west of Gävle and is an established regional shopping centre having been inaugurated in 1970. Valbo comprises 37,000m² and is let to 77 retailers including a Coop hypermarket and part of the Gävle – OPENED 1970, Refurbished in 2020 and extended in 2023 adjoining IKEA. An adjoining retail park further strengthens the retail zone. A major refurbishment , extension and improvement to the masterplan was recently completed to include new stores for New Yorker, Hemtex , Normal and a full-concept H&M. 250,000 Catchment 77 Stores 11 Medium units 8 Restaurants 98% Occupancy 54,500 Gross lettable area 37,800 ECP-owned GLA * Includes retail park and external units. GÄVLE GÄVLE VALBO GÄVLE VALBO Eurocommercial Properties N.V. Report of the Board of Management 2024 165 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket Systembolaget Storage Books & Toys Other ENVIRONMENT • 100% renewable electricity • Energy Audit • Climate risk assessment • CRREM audit • EV charging stations • Solar panels • Fully LED • BREEAM In USE Certifi cation VERY GOOD SOCIAL/COMMUNITY • Eurocommercial Retail Academy® • Health awareness • Sports events • Charity initiatives • Sustainability promotion • Tenant ambassadorship • Elderly community • Junior Achievement • Car boot sales Bus line 41 from Gävle Parking (1,800 spaces) Free Wi-Fi Click and Collect Gift card Electric car charging Digital Signage/Advertising Hypermarket Fashion Shoes Health & Beauty Gifts & Jewellery Books & Toys Vacant Food Restaurants Services Sport Home Goods Telecom & Electrical 38,3% 4,8% 5,0% 9,8% 30,1% 3,5% 1,6% 5,9% 0,9% Total GLA: 37,196m² No. of shops: 70 Parking spaces: 2,000 Opened: 05-1970 Acquired: 11-2017 Last extended: 2016 Last refurbished: 2016 Plan last updated: 09/09/2024 Valbo Shopping Centre, Gävle This is not a contractual document Entrance Elevator Escalator Toilet Car Park Buses Food Eurocommercial Properties N.V. Report of the Board of Management 2024 166 Elins Esplanad provides 40 shops and an ICA hypermarket and is the fi rst shopping choice in Skövde and the Skaraborg region, serving a catchment of 240,000 people. Recent store Skövde – OPENED 1997, Refurbished and extended in 2020 openings include H&M, Cassels and a Nordic Wellness gym. Planning approval for a further 5,000m² GLA has been obtained and could provide 13 additional shops and restaurants. 240,000 Catchment 40 Stores 10 Medium units 5 Restaurants 99% Occupancy 26,500 Gross lettable area 26,500 ECP-owned GLA SKÖVDE ESPLANAD SKÖVDE SKÖVDE ESPLANAD Eurocommercial Properties N.V. Report of the Board of Management 2024 167 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Sport Home Goods Telecom & Electrical Hypermarket Storage Books & Toys Fitness Other ENVIRONMENT • 100% renewable electricity • Energy Audit • Climate risk assessment • CRREM audit • EV charging stations • Solar panels • Fully LED • BREEAM In USE Certifi cation VERY GOOD SOCIAL/COMMUNITY • Eurocommercial Retail Academy® • Health awareness • Sports events • Charity initiatives • Sustainability promotion • Tenant ambassadorship • Junior Achievement Free Wi-Fi Click and Collect Gift card Electric car charging Digital Signage/Advertising Bus lines 2 & 6 from Skövde Parking (1,000 spaces) 45,0% 5,7% 5,9% 1.9% 6.7% Fashion Shoes Health & Beauty Gifts & Jewellery Books & Toys Vacant Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket 17,0% 2,3% 1,3% 8,5% 5,7% Elins Esplanad, Skövde Excludes Hyper and External units Entrance Elevator Escalator Stairs Toilet Car Park Buses ATM Total GLA: 24,800m² Gallery GLA: 14,761m² No. of shops: 33 Parking spaces: 1,000 Opened: 1997 Acquired: 10-2003 Last extended: 11-2008 Last refurbished: 11-2008/2018 Plan last updated: 19/03/2025 This is not a contractual document Elins Esplanad Eurocommercial Properties N.V. Report of the Board of Management 2024 168 Ingelsta Shopping is located in the main external retail area of Norrköping at the city’s northern entrance from the E4 motorway. Ingelsta Shopping NORRKÖPING – OPENED 1994, Refurbished in 2009 Extended in 2008 and 2018 comprises around 50 shops and a recently renovated food court. Coop replaced the ICA hypermarket in November 2024. 282,000 Catchment 52 Stores 7 Medium units 6 Restaurants 84% Occupancy 25,300 Gross lettable area 25,300 ECP-owned GLA * Includes external units. NORRKÖPING INGELSTA NORRKÖPING NORRKÖPING INGELSTA Eurocommercial Properties N.V. Report of the Board of Management 2024 169 SERVICES ACCESSIBILITY SERVICES TOP BRANDS BROAD RANGE OF RETAILERS ESG Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket Storage Books & Toys O f fi c e ENVIRONMENT • 100% renewable electricity • Energy Audit • Climate risk assessment • CRREM audit • EV charging stations • Solar panels • Fully LED • BREEAM In USE Certifi cation VERY GOOD SOCIAL/COMMUNITY • Eurocommercial Retail Academy® • Health awareness • Sports events • Charity initiatives • Sustainability promotion • Tenant ambassadorship • Junior Achievement Free Wi-Fi Click and Collect Gift card Electric car charging Digital Signage/Advertising Bus lines 12 & 13 from Norrköping (stop Tennagatan) Parking (1,200 spaces) Total GLA: 36,483m² Gallery GLA: 15,390m² No. of shops: 47 Parking spaces: 1,200 Opened: 1994 Acquired: 10-2003 Last extended: 05-2009 Last refurbished: 05-2009 Plan last updated: 19/03/2025 This is not a contractual document Excludes Hyper and External units Entrance Elevator Escalator Stairs Toilet Car Park Buses ATM Ingelsta, Norrköping 39,5% 9,4% 11,1% 7,1% 2,8% 9,8% 14,0% 1,0% 3,4% 1,9% Fashion Shoes Health & Beauty Gifts & Jewellery Books & Toys Vacant Restaurants Services Sport Home Goods Telecom & Electrical Hypermarkt Ingelsta Shopping Fashion Shoes Health & Beauty Gifts & Jewellery Food - Restaurants Services Sport Home Goods Telecom & Electrical Hypermarket Storage Books & Toys Office 170 Eurocommercial Properties N.V. Report of the Board of Management 2024 Corporate Governance In accordance with the Dutch Corporate Governance Code (the Code), a broad outline of the corporate governance structure of the Company is presented in this section, including any departures from the Code’s best practices. The full text of the Code can be found on the website www.mccg.nl. General Meeting of Shareholders The General Meeting of Shareholders has overriding powers on such matters as changes to the Company’s Articles of Association, adoption of the accounts and result allocation. It also has powers regarding the appointment, suspension, dismissal and remuneration of members of the Board of Management and the Supervisory Board. Shareholders are entitled to attend and to vote at the General Meeting of Shareholders. Each share confers the right to cast one vote at the General Meeting of Shareholders. Resolutions are adopted with a simple majority of votes cast without any quorum requirements, unless Dutch law or the Articles of Association prescribe a larger majority or a quorum. Every year, at least one General Meeting of Shareholders must be held within six months after the end of the financial year. Additional General Meetings of Shareholders may be held throughout the year. General Meetings of Shareholders are convened by the Board of Management or the Supervisory Board. Furthermore, upon written request by shareholders who solely or jointly represent at least 10% of the issued share capital, which request must specify the items to be considered, the Board of Management and the Supervisory Board shall be required to convene a General Meeting of Shareholders. If the Board of Management and Supervisory Board fail to do so in a timely manner, those shareholders can be authorised by a competent Dutch court to convene a General Meeting of Shareholders themselves. The notice calling a General Meeting of Shareholders must specify the agenda for the meeting. The agenda shall contain such items as the persons convening or requesting the meeting decide. Furthermore, shareholders whose shares solely or jointly represent at least (i) 1% of the issued share capital, or (ii) a value of EUR 50 million, may request the Board of Management and Supervisory Board in writing and no later than on the sixtieth day prior to the date of the General Meeting of Shareholders, to include certain items on the agenda. General Meetings of Shareholders are held in Amsterdam, Rotterdam, The Hague or the municipality of Haarlemmermeer (Schiphol Airport). The meetings are chaired by the Chairman, in principle being the chairman of the Supervisory Board. The Secretary appointed for the meeting will take minutes of the proceedings at the meeting. The minutes will be signed by the Chairman of the meeting and by the Secretary. In principle, the minutes will be published on the Company’s website within three months after the meeting. Supervisory Board In the year under review, the Supervisory Board comprised until 11 June 2024 Mr. Bas Steins Bisschop, Chairman of the Supervisory Board, Mrs. Emmanuèle Attout, Mrs. Karin Laglas and Mr. Bernard Roelvink. Mr Steins Bisschop stepped down per the date of the Annual General Meeting which took place on 11 June 2024, as the term of his appointment had lapsed; Mr Bernard Roelvink succeeded him per that date as Chairman of the Supervisory Board. The Supervisory Board’s primary task is to supervise the Board of Management’s policies and the general course of affairs and activities of the Company and to provide advice and guidance to the Board of Management. In pursuing these responsibilities, the Supervisory Board acts in the best interests of the Company and its business enterprise, while taking into account the interests of all stakeholders. Supervision focuses on the vision of the Board of Management on sustainable long-term value creation for the Company, the related strategy and policies, and the achievement of corporate goals. In addition, the Supervisory Board supervises the proper management of internal risks and execution of control structures, the property, financial and sustainability reporting process, and legal and regulatory compliance. Furthermore, the Supervisory Board prepares the remuneration policy of the Board of Management 171 Eurocommercial Properties N.V. Report of the Board of Management 2024 and Supervisory Board and proposes the individual remuneration of the Board of Management members according to the policy and remuneration proposals approved by the General Meeting of Shareholders. Under powers granted to it by the General Meeting of Shareholders for the period to 12 December 2024, the Board of Management, subject to the approval of the Supervisory Board, is authorised to issue new shares up to a maximum of 10% of the issued share capital and to determine the terms of issue, including the power to limit or exclude the pre-emptive rights of existing shareholders. Mutatis mutandis the same applies to the granting of rights to subscribe for shares. The Supervisory Board determines the number of Managing Directors and Supervisory Directors of the Company. The members of the Supervisory Board are appointed by the General Meeting of Shareholders from a binding nomination drawn up by the Supervisory Board. The General Meeting of Shareholders may overrule the binding nature of this nomination with a majority of at least two/ thirds of the votes cast, representing more than half of the issued share capital, following which the General Meeting of Shareholders will be free in its appointment. The General Meeting of Shareholders is also authorised to suspend and dismiss Supervisory Directors. A resolution by the General Meeting of Shareholders to dismiss or suspend a Supervisory Director can be passed with a simple majority of the votes cast, representing at least one half of the issued share capital. Pursuant to the Articles of Association, the Supervisory Directors retire under a rotation scheme. Any proposal for appointment or reappointment to the General Meeting of Shareholders shall be properly explained. In the case of a reappointment, account will be taken of the candidate’s performance and functioning as a Supervisory Director. The rules and regulations of the Supervisory Board stipulate that the maximum term in office is 12 years. The Code provides for the basic principle that Supervisory Directors are appointed for a period of four years and can be reappointed for another four-year period. After that, reappointment is possible for a maximum term of two-years, which may be extended by another two-year term. The General Meeting of Shareholders determines the remuneration of members of the Supervisory Board. All members of the Supervisory Board are independent in accordance with the Code. The Supervisory Board meets according to a fixed schedule of meetings. In the financial year under review, the Supervisory Board met ten times. There are special meetings including those dedicated to a discussion – without the Board of Management being present – of the Supervisory Board’s own functioning, the functioning of its committees, the relationship with the Board of Management and the composition, assessment and remuneration of the Board of Management. The Supervisory Board profile to which the members of the Supervisory Board are expected to comply will be evaluated annually and, where necessary, revised. In the year under review, no business transactions took place in which conflicts of interest could have played a role. Any business transactions between the Company and the members of the Boards are published in the Annual Report. The profile, rules and regulations of the Supervisory Board and the resignation rota for members of the Supervisory Board are published on the Company’s website. The Supervisory Board has established two permanent committees from among its members: the Audit Committee and the Nomination and Remuneration Committee. The charters for these committees are attached to the rules and regulations of the Supervisory Board. In addition to these permanent committees, the Supervisory Board may establish ad hoc committees. The Audit Committee consist of all members of the Supervisory Board. The Audit Committee, among other things, monitors the integrity and quality of the Company’s financial and sustainability reporting and the effectiveness of the Company’s internal risk management and control systems, the functioning of and relationship with the external auditor and the functioning of the internal audit function. The Audit Committee prepares the Supervisory Board’s decision-making regarding the supervision of abovementioned subjects. Further information on the role and functioning of the Audit Committee can be found on page 201. 172 Eurocommercial Properties N.V. Report of the Board of Management 2024 Corporate Governance (continued) The Nomination and Remuneration Committee consists of all members of the Supervisory Board. The Nomination and Remuneration Committee, among other things, prepares the Supervisory Board’s decision making regarding the selection and appointment of Managing Directors and Supervisory Directors, their performance and succession as well the remuneration policy of the Board of Management and Supervisory Board and their renumeration. Further information on the role and functioning of the Nomination and Remuneration Committee can be found on page 202. Board of Management The Board of Management (consisting of Evert Jan van Garderen and Roberto Fraticelli) is responsible for managing the Company and its subsidiaries. The Board of Management is responsible for the business continuity of the Company and sets the strategy and policies for the Company to achieve sustainable long-term value creation. It is accountable for the pursuit and achievement of corporate goals and objectives of the Company and its subsidiaries, its strategy and policies. In addition to determining strategy and its implementation, the Board of Management optimises the risk management and control of the Company, its financing and ensures that the Company and its subsidiaries comply with legal and other applicable regulatory requirements. In pursuing these responsibilities, the Board of Management acts in the best interests of the Company and its subsidiaries, while taking into account the interests of all stakeholders. The members of the Board of Management are appointed by the General Meeting of Shareholders from a binding nomination drawn up by the Supervisory Board. The General Meeting of Shareholders may overrule the binding nature of this nomination with a majority of at least two/ thirds of the votes cast, representing more than half of the issued share capital, following which the General Meeting of Shareholders will be free in its appointment. The General Meeting of Shareholders is also authorised to suspend and dismiss Managing Directors. A resolution by the General Meeting of Shareholders to dismiss or suspend a Managing Director can be passed with a simple majority of the votes cast, representing at least one half of the issued share capital. Managing Directors may also be suspended by the Supervisory Board. Managing Directors are appointed for a maximum period of four years and may be renewed. The Board of Management’s remuneration is determined in line with the remuneration policy set out in the Remuneration Report and as adopted by the General Meeting of Shareholders at the proposal of the Supervisory Board. Key indicators for their remuneration are based on aligning the Board of Management’s interests with those of the stakeholders. The remuneration of the members of the Board of Management is determined by the General Meeting of Shareholders, with due observance of the remuneration policy. The amount of compensation that a member of the Board of Management may receive on termination of his or her employment may not exceed one year’s base salary. The Supervisory Board annually prepares a Remuneration Report which is posted on the Company’s website. Evert Jan van Garderen, Chief Executive Officer Evert Jan van Garderen (63) joined Eurocommercial in 1994 after experience in a major law firm and an international investment group. He held the position of Chief Financial Officer from 1994 until he was appointed Chief Executive Officer in November 2020. Mr van Garderen, a graduate of Erasmus University Rotterdam, is both a Chartered Accountant and a qualified lawyer. Roberto Fraticelli, Chief Financial Officer Roberto Fraticelli (53) joined Eurocommercial in 1998. He was appointed Chief Financial Officer in November 2020 and holds the position of Head of Italy since 2016. Mr Fraticelli holds a university degree in Business Administration from the LUISS University (Rome), a degree in Political Science from the University of Amsterdam and an Executive MBA from the Erasmus University Rotterdam. He is also a Chartered Surveyor. External auditor The external auditor is appointed by the General Meeting of Shareholders. The external auditor 173 Eurocommercial Properties N.V. Report of the Board of Management 2024 attends the meeting of the Supervisory Board and the Board of Management at which the annual and half-year fi gures are discussed and adopted. The Supervisory Board also meets with the external auditor without the presence of the Board of Management. The quarterly, half-year and annual fi gures presented in press releases are discussed with the external auditor prior to publication. The annual accounts are audited by the external auditor. The General Meeting of Shareholders may question the external auditor about their report on the fairness of the annual accounts. The external auditor will address the meeting in respect of this matter. KPMG Accountants N.V. were reappointed as the Company’s auditors by the General Meeting of Shareholders in June 2024 for the fi nancial year 2025. According to the European and Dutch legislation, the engagement period for an audit fi rm should not exceed ten fi nancial years, followed by a four-year cooling-off period. The last fi nancial year that the Company’s external auditor KPMG Accountants N.V. could act as its auditor is the fi nancial year 2025. The Audit Committee started an external audit tender process in the fourth quarter of 2023. Based upon the aforesaid, the Supervisory Board, upon the recommendation of the Audit Committee and the Board of Management, proposed to appoint Ernst & Young Accountants LLP (“EY”) as external auditors of the Company for the fi nancial year ending 31 December 2026. The proposed appointment of EY Accountants LLP as the Company’s auditor for the fi nancial year 2026 was approved by the General Meeting of Shareholders in June 2024. Corporate governance best practice The Code is based on the “comply or explain” principle. In case of non-compliance with the Code, the reasons for and extent of such non-compliance must be explained. The only principles and best practice provisions of the Code with which the Company does not fully comply and which require an explanation are: Principle 3.2 of the Code Principle 3.2 of the Code provides that the Supervisory Board determines the remuneration of the members of the Board of Management. However, in accordance with the Dutch Civil Code and as provided in the Articles of Association of the Company, the remuneration of the individual members of the Board of Management is determined and adopted by the General Meeting of Shareholders. Provision 4.3.3 of the Code Members of the Board of Management and the Supervisory Board are appointed to and removed from offi ce by the General Meeting of Shareholders. This is in line with the Code. Pursuant to the Articles of Association of the Company, the Supervisory Board has the right to make binding nominations for the appointment of members of the Board of Management and the Supervisory Board. The Code considers as best practice in provision 4.3.3 that the General Meeting of Shareholders may cancel the binding nature of a nomination by an absolute majority of the votes cast with a quorum requirement of not more than one third of the issued share capital. The Articles of Association of the Company are aligned with art. 2:133(2) of the Netherlands Civil Code and provide that the General Meeting of Shareholders may cancel the binding nature of a nomination by a two- thirds majority of the votes cast, representing more than one half of the issued share capital. Also, the Articles of Association of the Company provide that no new meeting can be convened if the required quorum is not met. The Supervisory Board and the Board of Management are of the opinion that these deviations from provision 4.3.3 of the Code will enhance the continuity of the Company and contribute to the long-term value creation by the Company. 174 Eurocommercial Properties N.V. Report of the Board of Management 2024 Corporate Governance (continued) Corporate responsibility Shopping centres play a major role within the local community as places for people not only to shop in, but also to relax and interact with each other. The Company therefore strives to integrate itself as much as possible into its surrounding environment. Reference is made to the ESG section of the Annual Report. The Company is committed at both the corporate and operational level to minimising the impact of its business activities on the environment. The Company discloses its energy and water consumption, waste production and greenhouse gas emissions on an annual basis. For more details reference is made to the ESG section of the Annual Report. The Company understands that its employees are its most important asset. To this end, it actively encourages and supports employees to further their professional training and development, where appropriate. The Company prides itself on being a good employer, which is epitomised in the lengthy average tenure of employment and very low personnel turnover. Organisation, culture and long-term value creation Eurocommercial has offices in Amsterdam, Brussels, Milan, Paris and Stockholm. The French, Italian and Swedish teams are responsible for in-house functions such as leasing, rent collection, technical supervision and administration. The French team is also responsible for Woluwe Shopping in Brussels. The Board of Management and Country Directors, responsible for the respective countries, keep the Supervisory Board of the Company fully informed of operations through formal management reports and informal discussions as necessary. Investment in property is a local and long-term business. The country teams therefore comprise mainly nationals and residents of the country in which investments are made. The teams consist of skilled professionals with relevant experience who understand the importance of local values and practices to avoid errors and mistakes. There is a significant number of employees who have been employed for more than ten years. At the same time an international organisation requires high standards of transparency, reporting and accountability. The Company is promoting clear and open communication and taking responsibility. Complying with high standards of good business practices is fundamental for sustainable long-term value creation. A good long- term relationship with tenants, local communities and governments requires diligent staff who adhere to proper business ethics and are fully aware that reputational risk for the Company and its employees is a very important risk factor which needs to be carefully managed. Training of management and staff in these areas and cross- country meetings and visits by management and staff members therefore take place regularly, so that there is good internal knowledge sharing and a good understanding of how Eurocommercial management and staff should act and perform. The Code of Business Conduct of the Company provides the core rules for management and staff to adhere to and provides guidance on behaviour and on maintaining the Eurocommercial values. During the financial reporting period no violation of the Code of Business Conduct has been reported or established. Every employee under a permanent labour contract is entitled to the long-term incentive under the Group’s Performance Share Plan, which is clearly aimed at linking remuneration to a long-term commitment of the individual employee and the performance of the Company. It is believed this Plan contributes to alignment of management and staff with the interests of the Company and its stakeholders and underlines the culture in the Group that each individual is considered to contribute to the success of the Company and is therefore also entitled to a long-term incentive. 175 Eurocommercial Properties N.V. Report of the Board of Management 2024 Remuneration The current remuneration policy for the Board of Management was adopted by the General Meeting of Shareholders on 14 June 2022. The current remuneration policy for the Supervisory Board was adopted by the General Meeting of Shareholders on 8 June 2021. Under these policies Supervisory Directors receive a fixed fee and Managing Directors may be entitled to variable pay in addition to their base salaries. This variable pay, like that of the senior managers, is directly linked to the annual growth in the Company’s adjusted net asset value, the annual total return and annual relative performance as per the end of the financial year of the listed shares of the Company compared with a peer group of ten listed retail property companies, as well as to two ESG key performance indicators. These growth percentages, if any, and ESG KPIs are used to calculate the variable pay as a percentage of base salary. Since 2012, a Performance Share Plan has been in place for Managing Directors, regional directors and permanent staff of the Company. Under this scheme, conditional shares receipts may be granted from time to time, but these only vest after three years have lapsed from the date of granting, provided certain targets are met. After vesting, these shares are blocked for another two years. The remuneration policy is set out in the Remuneration Report posted on the Company’s website. A summary of the Remuneration Report is included in the Report of the Supervisory Board on page 200. 176 Eurocommercial Properties N.V. Report of the Board of Management 2024 The Company’s management structure and corporate strategy are designed to support long- term value creation, including the maximisation of shareholder value, while mitigating risks within the defi ned risk appetite. With a long-term investment horizon, the Company actively monitors and manages risks arising from its investment policies through a robust internal risk management and control system. Well established controls and procedures are in place covering the implementation of its policies and the monitoring of the related results and implications. Pplicies, guidelines, reporting systems, and segregation of duties are currently in place to enable the above mentioned controls. The internal risk management and control system at Eurocommercial Properties is designed to: Internal risk management and control system The following table summarise the internal risk management and control system of the Company: • Clearly identify the risks associated with the Company’s operations, assess their likelihood and potential impact on the Company’s value, assets, and reputation. • Establish and maintain an effective control environment to monitor, prevent, and mitigate risks. • Ensure the effective implementation of the Company’s corporate strategy. • Promote effi cient and effective corporate processes aligned with business objectives. • Safeguard the value of corporate assets. • Ensure the reliability and integrity of fi nancial and management information. • Ensure compliance with all applicable laws and regulations. 3RD LINE OF CONTROL Internal Audit Country Teams 1ST LINE OF CONTROL Supervisory Board Audit Committee Board of Management Operational practices and support functions 2ND LINE OF CONTROL Legal Finance & Control IT HR IR & Communicaton Risk Management 177 Eurocommercial Properties N.V. Report of the Board of Management 2024 The Supervisory Board oversees the design, implementation, and effectiveness of the control system. It is supported by the Audit Committee, composed of all members of the Supervisory Board, which monitors the Company’s risk exposure and evaluates management’s mitigation measures. The Audit Committee specifically assists the Supervisory Board in: • Verifying that all executive teams across operating countries have identified and assessed risks and implemented appropriate risk management systems. • Validating the adequacy and effectiveness of risk controls. • Ensuring clear segregation of duties for risk ownership and mitigation. • Promoting a strong risk-aware culture across the Group. • Providing input on the Company’s risk appetite and tolerance. • Monitoring the Company’s overall risk profile. The Audit Committee also supports the Supervisory Board in overseeing the integrity and quality of both financial and sustainability reporting, and the performance of the internal risk management and control systems. In addition to these responsibilities, the Audit Committee: • Monitors the financial and sustainability reporting process and proposes measures to ensure its integrity. • Oversees the effectiveness of the Company’s internal control systems, including the internal audit and risk management functions as they relate to financial and sustainability disclosures. • Approves the Internal Audit Plan and monitors its implementation and findings. The Audit Committee meets at least quarterly with all Supervisory Board members in attendance. The Board of Management is invited to these meetings as necessary. The meetings include discussions on the progress of the audit plan and findings from both internal and external audits. The Board of Management ensures that each local team: • Has identified and assessed the relevant regional risks. • Has implemented appropriate risk management systems. • Has validated control levels for each identified risk. • Has established clear segregation of duties and defined responsibilities. • Has appointed risk owners for all material risks. Local teams act as the first line of control. A comprehensive Internal Control Manual, accessible via the Company’s intranet, provides detailed operational procedures for each country. It outlines key controls, responsibilities, segregation of duties, and approval structures. The manual addresses both business operations (e.g., lease agreements, shopping centre management, assets valuation, investment execution) and corporate functions (e.g., procurement, budgeting, variance analysis). Special emphasis is placed on treasury and financial activities to minimise fraud risks. Stringent payment procedures are enforced, with most Group payments requiring dual authorisation by senior signatories at the Amsterdam head office. The second line of control includes operational support departments such as Legal, Treasury, Finance and Control, IT, HR, Investor Relations, and Communications. Key elements of the internal control systems are designed to enable effective and collegiate decision-making, monthly review of important indicators, such as turnover in shopping centres, rent collection, vacancy, arrears and doubtful debtors, and weekly meetings between the Board of Management and the Country Directors and senior staff to review each country’s performance against budgets and long-term financial plans. All significant property, corporate, and financial decisions are discussed during regular Board of Management meetings, attended by senior management from each country, leasing, finance, technical, marketing, research departments, and the Group Economist. Topics under review 178 Eurocommercial Properties N.V. Report of the Board of Management 2024 include acquisitions, renovations, leasing, asset management, disposals, fundraising, and financing, all assessed for financial impact, strategic alignment, and contribution to long-term value. Strict procedures guide the preparation of monthly, quarterly, and annual financials, based on adopted policies. The internal reporting system is designed to promptly detect changes in investment value and operating results, supported by integrated data management software and cloud-based systems. A backup and recovery plan is in place to ensure data security and business continuity. Recognising the importance of safeguarding IT system integrity, the Company continues to invest in digitalising operations, strengthening data security to mitigate business disruption and cyber threats, and ensuring compliance with privacy laws and best practices. The third line of control is the Internal Audit, an independent function reporting directly to the Audit Committee. Due to the Company’s size, internal audit activities are outsourced to a reputable audit firm. The Internal Audit, guided by the approved annual audit plan, evaluates the effectiveness of the risk management and control systems and makes recommendations for improvement. MAIN RISK FACTORS The Company identified 23 main material and specific risks, that are grouped in the following four macro categories: • macro and strategic risks • operational risks • financial risks • compliance and reputation risks. These risks have been selected on the basis of their impact and probability, before taking into account risk management and internal control mechanisms put in place by the Company and are summarised in the table below. Risk Management (continued) For each risk identified, we have indicated a description of the risk, its impact on the Company and the risk mitigation measures taken. Category Risk Factor Macro and strategic risks • Global economy/Occurrence of global events (i.e. a pandemic) • Environmental risks • Evolution of retail market • Country and sector weighting of assets • Timing of investments and disinvestments Operational risks • Asset selection • Counterparty risk • Tenant selection and credit risk • Physical condition of properties • Property extension/redevelopment risk • Business Ethics • Health & Safety • Human Capital • Cybersecurity Financial risks • Credit risk • Interest rate risk • Access to capital resources • Refinancing and liquidity risk • Foreign currency risk Compliance and reputation risk • Taxation • Reporting risk • Compliance with national and European Regulation • Compliance with ESG reporting requirements 179 Eurocommercial Properties N.V. Report of the Board of Management 2024 Macroeconomic factors have a significant impact on the Company’s activity. They can also be influenced by geopolitical changes. Negative macroeconomic trends and their impact on the labour market and purchasing power can affect footfall and retailers’ sales within the Company’s shopping centres. This could reduce the possibility to increase rents in renewals or relettings and lead to a decrease of the variable rents based on the retailers’ sales. Severe recessions could lead to bankruptcies of retailers and/or financing banks, requiring the Company to take compensative measures such as to grant temporary discounts. COVID-19 or other pandemics can result in the (temporary) closures of shopping centres and further restrictions for visitors. Macroeconomic factors and global events, such as a pandemic, could significantly impact the financial results, the financial position and the value of the Company’s share price as a consequence of: • retailers’ insolvencies or bankruptcies; • lower turnover rents; • rent concessions; • decisions by tenants to reduce or cease their operations; • ongoing local or national operational restrictions, such as opening times restrictions, ongoing closure of assets; • temporary or permanent closure of assets. The geographical diversification of the Company’s portfolio in four European countries and the diversification of tenants mitigate the risk of averse macroeconomic changes and the impacts of global events such as a pandemic. Furthermore the Company from the beginning decided to invest in properties located in wealthy areas and dominant in their catchment areas to reduce the potential impact on footfall and turnovers of economic downturns. The risk of tenants’ bankruptcy, in addition, is addressed by a strict tenants’ selection procedure before the signing of a lease contract and a regular monitor of their financial performance both at corporate and at asset level for the length of the lease. Monthly reviews of turnovers and occupancy cost ratios of each tenant are performed to timely identify critical situations and implement case by case solutions. Global economy/Occurrence of a global event (i.e. pandemic) Impacts Description Risk mitigation measures Macro and strategic risk 180 Eurocommercial Properties N.V. Report of the Board of Management 2024 As owner and manager of real estate assets, the Company is subject to some environmental risks. Climate change poses a risk to our assets, tenants, investors and local communities, potentially leading to an increase in number of extreme weather events like storms, floods, droughts, heat waves and fires. Carbon emissions, energy usage, waste management and water consumption related to the exploitation of the properties are subject to increasing stringent regulatory requirements imposed by international and national institutions. Also the expectations and the pressure of investors and other stakeholders have significantly increased in the last few years, setting ambitious sustainability targets for all market participants in the medium term. Climate change can pose threats to properties, to tenants’ operations and to the safety of employees, tenants and clients, potentially affecting the reputation and the attractiveness of the centres. Climate change in addition could have an impact on the earnings, cash flows and value of the properties as a result of: • temporary or permanent closure of assets arising from natural events; • higher cost for adaptation, maintenance, refurbishment and construction capex to meet higher standards of efficiency of assets; • higher operating costs for heating and air conditioning; • higher cost for insurance premiums. Non-compliance with existing and future regulations on carbon emission, energy usage, water consumption, waste management, etc. and/or failure to achieve the foreseen sustainability targets could: • generate regulatory penalties for the Company; • reduce the value of the assets; • increase the cost of refinancing of the existing debts; • damage the reputation and the attractiveness of the Company among equity investors and other key stakeholders. The Company’s ESG and business strategies are aligned and the business decisions are approached with a long term view, carefully evaluating their environmental and socio- economic impact. The Company set ambitious ESG targets for 2030 to demonstrate its commitment to address environmental concerns and ensuring compliance with both regulatory and societal expectations. Climate and related risks are carefully monitored and detailed action plans are approved and implemented to mitigate the risks identified. Physical climate risks are evaluated during our risk assessments at asset level, which are aligned with the international BREEAM In-Use framework. We have completed a portfolio wide analysis conducted also through the support Environmental risks Impacts Description Risk mitigation measures Risk Management (continued) 181 Eurocommercial Properties N.V. Report of the Board of Management 2024 of external experts to identify potential physical climate change risks impacting the Company. Detailed reports were received outlining the strategies to mitigate these risks. Mitigation plans are integrated into the property-level business plans and are updated on a periodical basis. The Company’s approach on energy usage is closely aligned with the CRREM pathways, ensuring that long-term energy reduction targets are in line with the Paris Agreement goals. Energy management action plans are set for all assets, involving energy optimisation actions and investments in energy efficient equipment. On carbon emissions, the Company actively invests in low carbon technologies and strengthens its tenants’ engagements to promote renewable energy adoption. All our properties have been assessed or are undergoing recertification under the BREEAM In-Use V6 protocol. To date, 90% of our properties (as a percentage of floor area) have been certified, with 50% achieving an ‘Excellent‘ rating and 50% receiving a ‘Very Good‘ rating. In 2024, the Company increased the number of its green and sustainability loans. We are progressively increasing our on-site renewable energy production capacity and the use of “Green leases” to engage tenants in a more sustainable behaviour. Furthermore, we developed specific action plans for each centre to promote the use of electric vehicles and public transport. Pursuant to the Corporate Sustainability Reporting Directive (CSRD), the Company undertook a double materiality assessment which was completed in the third quarter of 2024 and identified the following key ESG topics to evaluate Eurocommercial’s impact on the environment and society: • Environmental (building adaptation for climate risk, carbon emissions and energy usage); • Social (health & safety, customer engagement); • Governance (business conduct). However, the recently published Omnibus Proposal of the European Commission, if endorsed by the European Council and the European Parliament, will on the basis of the currently available information imply that Eurocommercial is no longer in scope for the CSRD. We are monitoring the further developments to understand what will be applicable for the Company. Meanwhile, we will continue with the planned ESG activities. For more information on the results of the Double Materiality assessment and in general on the Company’s sustainability policies please refer to the ESG Section of this report. E-commerce has shown a steady increase over the past years in the countries where the Company operates its shopping centres. Although physical retail still forms the foundation of the retail business, consumption habits could evolve in an adverse way for the physical distribution channels and the brick-and-mortar businesses. A significant growth of online retail could have a negative impact on footfall and retailers’ sales, affecting the valuation of the assets and the earnings of the Company. The Company owns shopping centres which have a well balanced and broad tenant mix of shops and a strong supermarket/ hypermarket anchor for daily shopping needs. Notwithstanding the increased use of online shopping during the lockdowns, customers have returned to our shopping centres with a full recovery of retail sales. In addition, a growing number of retailers have developed an omnichannel strategy, offering their products and services on all available channels, platforms and devices to provide their customers with a seamless purchase experience. The Company is actively supporting these retailers adapting their store formats and increasing the attractiveness of their shops. The Company in addition implemented a number of initiatives aimed at giving the customers more reasons to visit the centres and stay there longer, by adapting constantly the mix of retail and services to meet the communities’ needs, increasing the food and entertainment offer and organising events. The Company also offers in its centres the possibility to shop on line and a pickup service in dedicated spaces. The Company is also using digital technology to collect and analyse data in order to monitor the evolution of the customers’ needs and offer new services to better meet their expectations. 182 Eurocommercial Properties N.V. Report of the Board of Management 2024 Evolution of the retail market Risk Management (continued) Impacts Description Risk mitigation measures 183 Eurocommercial Properties N.V. Report of the Board of Management 2024 Country and sector weighting of assets Timing of investments and divestments Description The allocation of capital among countries and assets is crucial to assure a risk/rewarding diversified profile of the portfolio coherent with the REIT nature of the Company and with the targets set by the Board of Management. Description As timing is a fundamental factor in the investment and divestment process, management takes into account the broadest possible parameters, whether economic, political or fiscal to monitor the evolution of the local economies and markets. Impacts In case of an unexpected economic downturn in a country or a change in the behaviour of local customers, a wrong asset allocation and/ or an excessive geographical and sectorial concentration of investments could affect the internal return from some investments and have a negative impact on the value of the property portfolio and on the share price of the Company. Impacts An incorrect timing in investment and divestment could result in a loss of opportunities, but also in a deterioration of results and in the occurrence of impairment losses negatively affecting the long term performance and the value of the shares of the Company. Risk mitigation measures The Company invests in a relatively predictable real estate sector (retail) and in relatively and stable economies (Belgium, France, Italy and Sweden) to minimise the economic and political risks. By limiting the number and types of sectors and countries in which the Company operates, management can maintain a high level of understanding and insight into how the assets perform, which in turn reduces risk. The diversification achieved by investing in these countries, both in provincial and major cities, further reduces risk, as well as the spread among a large number of tenants, with a relatively small exposure to any one single tenant (the largest exposure to one single tenant is 4.1% of total portfolio rent). Risk mitigation measures The internal research team maintains a detailed database on the regions in which the Company is invested or those areas in which it is considering making an investment. Every effort is made to research the demographics and economics of these areas to evaluate suitable timings for an acquisition, extension or divestment. The management structure is such that timely and efficient decisions can be made on the basis of the information collected. The Company’s property experts’ detailed knowledge of relevant international property markets in which they have operated for many years also provides experience to help avoid serious errors. Data such as monthly retail sales of retailers, vacancies, arrears and doubtful debtors are also regularly reviewed to assist in the decision-making process. 184 Eurocommercial Properties N.V. Report of the Board of Management 2024 Risk Management (continued) Description A correct asset selection enables the Company to optimise the performance of its portfolio and the return from investments in the long term. Description The Company is exposed to the risk of doing business with parties that are found not to operate in good faith, are fraudulent or have a bad reputation. It also concerns the risk of our employees being part of a fraudulent transaction. Impacts An incorrect assessment of the quality and/or of the potential of assets could lead to wrong investment decisions and affect the internal rate of return of the investments and the valuation of the Company’s portfolio. Impacts Non-compliant or illegal behaviours of the counterparties and employees could have an adverse impact on the operations and cause a reduction of the stakeholders’ trust with a negative impact on the reputation of the Company. They could also generate a negative impact on earnings as a consequence of possible litigations with the counterparties and the application of sanctions by public authorities. Risk mitigation measures The Company seeks to minimise risks by investing in properties where rents are affordable, buffering a potential downturn in consumer spending and at a yield that provides an adequate return in light of financing costs. Management conducts a thorough due diligence on the assets before an acquisition is made, assisted by external parties including property consultants, lawyers, surveyors, tax advisers and accountants. Risk mitigation measures The Company only wishes to do business with parties of good standing and reputation. A Know Your Counterparty (KYC) check is a standard element of the due diligence process for acquisitions and divestments, as well as for new lease contracts, new suppliers or for entering into new partnerships. The Company’s Code of Business Conduct provides the core rules for management and staff exposed to counterparty risks. Operational risk Asset selection Counterparty risks 185 Eurocommercial Properties N.V. Report of the Board of Management 2024 Tenant selection and credit risk Physical condition of properties Description Leasing and rent collection are the core activities of the Company. They generate stable cash-flows which are essential in supporting the valuation of the properties’ portfolio and for the remuneration of lenders and shareholders. The ability of the Company to achieve its rent and collection targets mainly depends on the solvency of the tenants, which is evaluated before the signing and during the life of the lease contracts. Description Good physical condition of the properties is fundamental to be able to offer high standard services to tenants and customers and to prevent casualties and accidents. Impacts An unsatisfactory tenant selection and/or an ineffective monitoring of their performance can significantly impact the occupancy and the cash-flow generation of the centres and affect the earnings and the financial position of the Company. Impacts A low level of maintenance and efficiency of the shopping centres could reduce the attractiveness of the properties portfolio and affect the Company’s commercial reputation. Poor maintenance conditions could also generate an interruption of the regular activities of the centres with a loss of income for the tenants or cause damage and injuries to visitors and employees that the Company could be obliged to indemnify. A discontinued and irregular maintenance could also generate a failure to comply with relevant local health and security regulations and result in the application of fines and penalties from public authorities. Risk mitigation measures The creditworthiness of tenants is researched thoroughly. Bank guarantees or deposits are always required in Belgium, France and Italy, but not in Sweden where this is not market practice. Property performance is reviewed by analysing monthly retail sales and visitor numbers, vacancies and arrears. Such information enables the Board of Management to make prompt judgement about how a tenant is performing and its impact on the performance of the rest of the centre. The credit risk associated with lease debtors is determined through a detailed analysis of the tenant’s outstanding debt. The credit risk has also been reduced by investing in mature markets and by choosing major tenants on the basis of their financial strength. Risk mitigation measures A technical director in each country, in conjunction with local centre managers, is responsible for the regular review and maintenance of the physical condition of the properties. Maintenance is carried out on a regular basis and the Company is insured against property damage and consequent loss of income that may arise from such events. Checks are frequently made to review security, fire, health and safety and environmental issues within each property. 186 Eurocommercial Properties N.V. Report of the Board of Management 2024 Risk Management (continued) Property extension/redevelopment risk The Company aims to increase the value for the shareholders also through the extension or the redevelopment of existing centres. In most countries the process for obtaining the administrative, building and lease authorisations takes many years and presents significant risks. A delay of a project due to the difficulty in obtaining all the necessary authorisation could generate construction cost increases and revenue reductions, due to the change in the economic or market conditions originally considered. A prolongment of the extension/redevelopment activities could negatively impact the yield on cost and generate a return on the investment lower that the one originally targeted. In certain circumstances a significant change of market conditions due to a delay in obtaining the permits could even induce the Company to abandon the project, with the write-off of the expenses already incurred and, potentially, the sale of the land area at a price lower than the acquisition cost. Extensions and redevelopments works will only be started if planning consent has been received, if the majority of the project is pre-let or at least strong commitments have been received from anchor tenants and if the financial sources have been clearly identified. The Company is always guided and advised by an external project team but also employs in-house specialists. The building works are outsourced to a contractor with a sound reputation. During the works the Company takes out additional property and liability insurance policies. Impacts Description Risk mitigation measures 187 Eurocommercial Properties N.V. Report of the Board of Management 2024 Business Ethics As the Company does business with a big variety of stakeholders, including business counterparties and local and national institutions and authorities, a potential risk of corruption, bribery or fraud exists, as well as a risk of money laundering and of financing of terrorism. The high number of stringent national and international regulations, in addition, expose the Company to a potential risk of non-compliance, with particular reference to: • anti-trust regulations. • non-transparency in the reporting of lobbying activities. • breach of customers’ personal data. Failure to prevent fraud or corruption events and the non-compliance with local, national or international legislation could impact negatively the reputation of the Company, affecting the stakeholders’ trust and also lead to financial or administrative sanctions. The Company applies a rigorous “zero tolerance” approach towards bribery, fraud and corruption. Detailed local control procedures are in place in each country to prevent and detect fraud attempts and dedicated training is provided to the employees on the general principles of business ethics and the prevention of corruption and bribery. Fraud awareness is raised throughout the years and illustrated by real cases shared with all concerned employees. Interactions with business partners are subject to the “KYC” procedure to evaluate third parties’ exposure to corruption and/or sanctions. The Company implemented a secure payment procedure and a secure procedure for the opening, changing and closing of bank accounts. An anonymous alert system (whistleblowing) is available for employees. Employees are regularly involved in training and refresher courses to be always updated with the latest legislation and regulations. Impacts Description Risk mitigation measures 188 Eurocommercial Properties N.V. Report of the Board of Management 2024 Health and safety The Company has the responsibility to provide a safe and healthy environment both in its shopping centres and in its working places. As the shopping centres are open to the public, the Company is potentially exposed to risks of accidents affecting both clients and employees and it is also potentially exposed to terrorist acts. Failure to provide a healthy and safe environment to employees and clients could deteriorate the reputation of the Company, affect the attractiveness of the centres and consequently reduce footfall and tenant sales. It can also result in fines or other penalties applied by local and national bodies and in legal actions from persons injured. The risk of riots, demonstrations or even terrorist attacks in the Company’s centres could penalise their attractiveness and reduce the footfall with a negative impact on the valuations. The Company has in place detailed technical procedures aimed to anticipate and prevent the risk of accidents. The personnel of the Company and of the management companies are regularly involved in training and courses covering health, safety and security risk management. Many internal and external controls on health and safety are in place, including the periodical inspections by local authorities and fire-brigades. Audits and surveys on these matters are performed on a regular basis. An emergency response plan for each centre has been approved and implemented. The security situation is strictly monitored by the centre managers and regular contacts with local public authorities are maintained to prevent burglery, violent crime and terrorist attacks, or to quickly and adequately react against them. Impacts Description Risk mitigation measures Risk Management (continued) 189 Eurocommercial Properties N.V. Report of the Board of Management 2024 Description Eurocommercial’s employees are one of the most important assets of the Company for their knowledge, experience, skills and commitment. A risk exists therefore that the Company is not able to retain talent and has to recruit new resources to prepare effective succession plans for key roles. Impacts A low ability of the Company in attracting and retaining its employees could affect Eurocommercial’s reputation, generate excessive recruitment, training and onboarding costs due to high employee turnover reducing the effectiveness and efficiency of its activity. Risk mitigation measures The Company runs effective onboarding programmes to ensure a quick integration of new employees and to provide them with all the means necessary to fully develop their potential, including periodical internal and external training courses and dedicated development paths. High attention is also given to the internal working atmosphere and to the workload, in order to maintain an adequate work-life balance. Human capital 19 0 Eurocommercial Properties N.V. Report of the Board of Management 2024 Rapid technological advancements, the constant change in the cyber threat landscape and increasing digitalisation of the economic and social environments, result in greater cybersecurity risks that may potentially have an adverse impact on the Company’s organisation and the achievement of its business objectives. A cyber-attack could lead to a partial or complete unavailability of one or more IT critical systems, affecting the regular conduct of the activity and the integrity of the data. Incapacity to guarantee the integrity of data can generate impacts in terms of market regulation and personal data protection. In addition, cyber techniques can be used to put in place frauds which can have a negative impact on the asset of the Company. The Company has approved a specific policy to manage cybersecurity risk and has implemented specific cyber risk management processes, which have been optimised taking into consideration its relatively small size and the characteristics of its activity. The main processes utilised by the Company when conducting cybersecurity risk management, are: • Identify potential threats and “what could go wrong” events that are often a result of malicious acts. • Classify the levels of cybersecurity threats the Company is exposed to. A good understanding of the risk levels enables the Company to dedicate adequate action and resources to deal with the highest priority and most urgent risks. • Create a risk-aware culture within the organisation. Risk management is an iterative process that involves engaging employees to be more aware of technology risks and their potential impact on the business objectives. • Cybersecurity risks are addressed by the Business – IT team. The team reports directly to both the Board of Management as well as the Audit Committee of the Supervisory Board. From a cybersecurity perspective this approach strongly enhances risk awareness, also through risk management workshops, fraud workshops, and other instruments to the senior management and all employees. The Company’s main focus on managing cybersecurity risk is on the administrative processes and those relative to the data necessary to maintain and manage its real estate portfolio. To align the cybersecurity objectives with the business objectives, regular evaluations are conducted. These evaluations consist of a cybersecurity risk assessment for each new digital asset implemented, also through the analysis performed by external consultants assessing and reviewing possible security risks. In the case of newly introduced critical digital assets, as an extra security measure, a full review is conducted by external consultants or auditors shortly after the asset has been taken into production. The Company in addition entered into a specific insurance policy against cybersecurity risks, which covers losses and liabilities linked to specified cyber-related events. Cybersecurity Impacts Description Risk mitigation measures 191 Eurocommercial Properties N.V. Report of the Board of Management 2024 The Company deals with many financial counterparties in relation to: • borrowings • interest rate swaps • foreign currency contracts • deposits and cash management A risk exists that one or more of these counterparties get in financial difficulties or even in default. Due to financial troubles or events of default, a financial counterparty could not be able to settle its liabilities towards the Company arising from these contracts or to repay the deposits, with a negative impact on earnings and on the net financial position of the Company. The Company minimises the risks related to the possible default of its counterparties by dealing with major financial institutions for all its borrowings, interest rate swaps, foreign exchange contracts and deposits, by diversifying them by country and by institutions/ groups and by constantly actively managing its financial resources. In addition a regular monitoring of the public rating of the financial counterparties and of their financial results is carried out on a regular basis. Due to these measures, the Company considers the risk of incurring losses as a result of default very low. Impacts Description Risk mitigation measures Financial risks Credit risk 192 Eurocommercial Properties N.V. Report of the Board of Management 2024 As the Company’s policy is to have long-term investments, the borrowings used to fund them are also long-term. To remain flexible over the medium-long term and to avoid incurring significant break costs in case of early repayment of asset backed loans due to disposal of the assets, the larger part of the Company’s loan portfolio is composed of floating rate loans. The Company is then exposed to the risk of fluctuation of interest rates (Euribor and Stibor). An increase in interest rates would increase the financial expenses paid by the Company and have a negative impact on earnings and on the net financial position. The Company uses fixed interest rate loans, interest rate swaps and other financial instruments to manage its interest rate risk. It is Company policy to operate a defensive interest rate hedging policy to protect the Company against increases in interest rates. The Company is hedged at an average interest rate of 2.3% and only 20% of the net total borrowings are exposed to the fluctuation of the market interest rates. An increase in interest rates of 1% would therefore only have a limited negative impact of an additional annual interest expense of €2.4million, or 1.9%, of the reported direct investment result. The interest rate risk is also addressed by an active management of the hedging contracts, which residual average maturity of about 6 years is longer that the average maturity of the loan portfolio (almost 3.5 years including the refinancings completed after the reporting date) in order to separate the interest rate risk from the refinancing risk. Interest rate risk Impacts Description Risk mitigation measures Risk Management (continued) 193 Eurocommercial Properties N.V. Report of the Board of Management 2024 Poor investor sentiment also due to the perception of a high intrinsic risk of the retail real estate business, could reduce the demand and the price of the Company’s shares, increase the discount to the net asset value per share and make more challenging the raising of new equity. The raising of new equity, in addition, can be hindered also by difficult or even adverse conditions of the capital markets. The Company’s investments are financed by borrowings granted by banks with a three to ten years maturity, but preferably of ten years or more. A tightening of credit conditions, liquidity crises or big economic downturns may affect the ability of the Company to refinance its debt at maturity. Impacts Poor availability of new equity at acceptable prices could limit the ability of the Company to take the investment opportunities on the market without increasing its leverage and could generate a negative impact on its share price. Impacts A difficult financial environment could oblige the Company to accept heavier conditions to refinance its debts at maturity and could require additional financial resources to repay part of its liabilities, with a negative impact on the earnings and on the value of its shares. A situation of market disruption could even affect the ability of the Company to continue its activity as a going concern. Risk mitigation measures The Company adopted a prudent policy of capital allocation, deciding: • to set the target LTV ratio at around 40%; • to distribute a percentage of the Direct Investment Result between 65% and 85%, with a target of 75%. To finance new investments, the Company can use the non-distributed portion of the cash generated by the operating activity. In this last respect, the Company is used to offer its shareholders the opportunity to receive the dividends in shares instead of in cash, so increasing the amount of cash available after the dividend distributions. In case of a large investment opportunity, where market conditions do not allow the issuance of new equity at acceptable price, the Company could still evaluate to sell some assets or to enter into new joint venture agreements with other investors. Risk mitigation measures The Company closely monitors the evolution of future cash flows in the short and in the medium term, both at consolidated and at local level, to fully comply with its financial commitments and maturities and to avoid the occurrence of any cash shortfall. In order to reduce liquidity risk the Company has adopted a strategy of spreading the debt maturity profile of its borrowings and the relative repayment dates. Moreover, in some cases the Company has at its disposal flexible long-term borrowings (which allow no penalty repayments and re- drawing of funds up to agreed amounts) and short-term committed and uncommitted lines. An analysis of the liquidity risk related to future out flows due to interest payments, repayment of borrowings, rental deposits and payments to other creditors is provided in note 20 (financial instruments) of the consolidated financial statements. Access to capital resources Refinancing and liquidity risk Description Description 194 Eurocommercial Properties N.V. Report of the Board of Management 2024 Risk Management (continued) The main part of Company’s assets and transactions are denominated in Euro, which is also the functional value of its financial reporting. The only significant foreign currency exposure for the Company is related to Swedish assets and transactions that are denominated in Swedish Krona (SEK). Impacts The fluctuations of the foreign exchange rate between Euro and SEK impact the value of revenues, costs, assets and liabilities of the Swedish operations when they are converted into Euros and they can affect the earnings and the net asset value reported by the Company. Risk mitigation measures Due to SEK loan facilities with major financial institutions and currency swaps (if applicable), a hedging of the foreign currency is achieved up to 40%. The remaining exposure is relatively limited compared with the total size of the Company and will in principle not be hedged. Net SEK income may also be hedged from time to time by using defensive currency derivatives. A weakening of this currency by 5% would result, for example, in a decrease of shareholders’ equity of 1% and in a decrease of 0.9% of reported direct investment result. Foreign currency risk Description 195 Eurocommercial Properties N.V. Report of the Board of Management 2024 The Company qualifies as a fiscal investment institution (FBI) under Dutch tax law and consequently is subject to corporate income tax at the rate of zero percent, provided it distributes its taxable profit to its shareholders. The Company is tax-exempt in France as a SIIC (Société d’investissements Immobiliers Cotée) and in Belgium, as the Company’s subsidiary is subject to the special tax regime under which property revenues are tax exempt (FIIS/GVBF). In Italy and Sweden the Company’s subsidiaries are subject to corporate income tax at full rate and are in a corporate income tax payable position. Being listed, the Company is subject to various stock market and legal regulations and requirements with respect of the disclosure of clear, real and objective information to the market. There is a risk that the financial statements and the other reporting disclosed to the market is not accurate or wrong in some material aspects, providing the investors and the other stakeholders with a misleading picture of the earnings and the financial position of the Company. Impacts Changes in tax regulations or incorrect applications of the existing tax regulations could have a negative impact on the Company’s tax rate on its results, leading to lower earnings. Impacts An inaccurate or not reliable reporting could: • affect the reputation of the Company in the real estate and financial markets; • induce the investors who took wrong investments decisions to file legal actions against the Company; • expose the Company to penalties and fines applied by control and regulatory bodies. Risk mitigation measures The local finance teams and the corporate accounting and finance Group closely monitor local regulations to limit the risk of non-compliance and to anticipate regulatory changes. The Company also actively contributes to the work of national and international bodies representing the commercial and retail real estate sector to keep a constant and effective dialogue with authorities and policymakers. Risk mitigation measures The Company draws up an annual budget by country and individual asset, which is compared on a monthly basis with actual results. Furthermore, budgets for capital expenditure and liquidity forecasts are prepared. Quarterly figures are discussed with the external auditor prior to publication and then published to the market in the form of a press release. The annual accounts are audited by the external auditor. Taxation Reporting risk Description Description Compliance and reputation risk 196 Eurocommercial Properties N.V. Report of the Board of Management 2024 Risk Management (continued) The Company conducts its business in various countries and is then subject to complex and multi-jurisdiction legal and regulatory environments. At corporate level the Company complies with the Netherlands Corporate Governance Code and the Netherlands Act on Financial Supervision (Wet op het financieel toezicht) as it is listed on Euronext Amsterdam, which is its home market. The Company has two secondary listings on Euronext Brussels and on Euronext Milan. Even small deviations from what is required under the standards and regulation of the Netherlands and of the other countries where the Company is active could put at risk the reputation of the Company and of its management and staff. In addition, failure to identify or comply with applicable legal and regulatory provisions could result in the application of criminal or financial penalties. The Eurocommercial legal team monitors on a regular basis the evolution of laws and regulations applicable to the Company’s activity. All employees are made aware of the existing laws and regulations, and procedures are in place, in their own countries and at corporate level, to ensure that employees comply with the rules and are aware of the high standards of ethics applicable. The Company has an internal code of business conduct and a whistleblower’s code that all employees are required to read, understand and adhere to. The Country Directors are also responsible for complying with local laws and regulations. Compliance with national and European Regulations Description Risk mitigation measures Impacts 197 Eurocommercial Properties N.V. Report of the Board of Management 2024 Compliance with ESG reporting requirements Description In the future the Company could be under the obligation providing detailed information about ESG according to the EU Corporate Sustainability Reporting Directive (CSRD). Consequently, the Company could be obliged to provide further disclosures and information in its Annual Report. More in detail, the CSRD requires first of all that companies run a detailed assessment (Double Materiality Assessment) to identify both their impacts on people and environment (impact materiality) as well as sustainability matters that financially impact the undertaking (financial materiality). The CSRD implementation in addition obliges organisations to set targets, select a baseline and report progress towards these targets. Information to be disclosed is vast and should contain forward-looking and retrospective data, with the reference target extended to the whole value chain. The ESRS includes the requirement to report in line with information the EU Taxonomy. The information disclosed has to be in line with the TCFD, the transition to a sustainable economy (limiting global warming to 1.5°C and objective of climate neutrality by 2050). Limited assurance is mandatory from the beginning. Impacts Mandatory disclosure of sustainability information in the Report of the Board of Management requires an adaptation of the existing data collection and report structures to accommodate new and different types of information. New resources could be needed to embed technical reporting knowledge in the organisation to implement all CSRD requirements. There is a risk that the financial statements and the other reporting disclosed to the market could be not accurate in some material aspects, providing third parties with a misleading picture of the earnings, of the financial position and/or of the ESG data of the Company. Risk mitigation measures The Company conducted in 2024 a double materiality analysis supported by an external and independent specialist. The Company also started collecting the information to be disclosed, setting up teams, procedures, responsibilities and acquiring resources to embed the technical reporting knowledge needed to implement all CSRD requirements, to report in line with the EU Taxonomy and with the TCFD, the transition to a sustainable economy. The data flows from the country level to the corporate level are strictly monitored by the corporate administrative structure of the Company. All processes are run by internal working groups with the support of external partners and additional controls are performed by internal and external auditors. However, the recently published Omnibus Proposal of the European Commission, if endorsed by the European Council and the European Parliament, will on the basis of the currently available information imply that Eurocommercial is no longer in scope for the CSRD. We are monitoring the further developments to understand what requirements will be applicable to the Company. Meanwhile, we will continue with the planned ESG activities. For more information on the results of the Double Materiality assessment and in general on the Company’s sustainability policies please refer to the Sustainability Section of this report. 198 Eurocommercial Properties N.V. Report of the Board of Management 2024 Risk Management (continued) Insurance The Company operates a comprehensive insurance programme for those risks which can be effectively and efficiently insured. The Company is fully insured against property damage, liability and loss of income. Terrorism, flooding and earthquake cover is limited by current market conditions, but the Company believes it has achieved a reasonable balance of risk cover and premium costs. The insurance programme is benchmarked against its peer groups on an annual basis. In control statement The Company has a description of the organisation of its business operations (Administrative Organisation and Internal Control). During the financial year ended 31 December 2024, the Company has evaluated various aspects of the Company’s Administrative Organisation and Internal Control and found nothing to indicate that the description of the structure of the Company’s Administrative Organisation and Internal Control does not meet the requirements as included in the Code. Also, there have been no indications during the financial year ended 31 December 2024 that the Company’s Administrative Organisation and Internal Control were ineffective and did not function in accordance with the description. The Board of Management therefore states with a reasonable level of assurance that the organisation of its business operations functioned effectively and in accordance with the description. It is not expected that during the current financial year a major change will be made to the design of the Company’s administrative organisation and internal control. Due to its size, the Company has outsourced the internal audit function to a reputable audit firm. Given the nature and size of the Company and its operations, inherent internal control limitations exist including limited possibilities to segregate duties, disproportionate control costs versus benefits, catastrophe and collusion risk etc. Absolute assurance cannot be provided as a result of these inherent limitations. The Board of Management believes that the design of the internal controls for financial reporting provide a reasonable level of assurance: (i) to prevent material inaccuracies in the financial statements of the Company for the financial year ended 31 December 2024, as included in this Annual Report; and (ii) that the risk management and control systems as described above worked properly in the financial year ended 31 December 2024. As required by provision 1.4.3 of the Code and on the basis of the foregoing, the Board of Management states that: (a) this report provides sufficient insights into any failings in the effectiveness of the internal risk management and control systems with regard to the risks as referred to in best practice provision 1.2 of the Code; (b) the aforementioned systems provide reasonable assurance that the financial reporting does not contain any material inaccuracies; (c) based on the current state of affairs, it is justified that the financial reporting is prepared on a going concern basis; and (d) this report states those material risks, as referred to in best practice provision 1.2.1 of the Code, and the uncertainties that are relevant to the expectation of the Company’s continuity for the period of 12 months after the preparation of this report. Amsterdam, 14 April 2025 Board of Management E.J. van Garderen R. Fraticelli 199 Eurocommercial Properties N.V. Report of the Board of Management 2024 Responsibility statement With reference to the EU Transparency Directive and Article 5:25c, section 2 c sub 2 of the Acton Financial Supervision, we hereby state to the best of our knowledge that the financial statements for the financial year ended 31 December 2024 give a true and fair view of the assets, liabilities, financial position and results of the Group, and that the Report of the Board of Management includes a fair review of the development and performance of the business during the financial year and the position of the Group at the balance sheet date, together with a description of the principal risks associated with the Group. Amsterdam, 14 April 2025 Board of Management E.J. van Garderen R. Fraticelli 200 Eurocommercial Properties N.V. Report of the Supervisory Board 2024 Report of the Supervisory Board Financial statements We are pleased to present the Annual Report of Eurocommercial Properties N.V. for the financial year ended 31 December 2024, as drawn up by the Board of Management. The auditors, KPMG Accountants N.V., have audited the financial statements and have issued an unqualified report thereon. We recommend that you adopt the financial statements. Dividend proposal Having regard to the results of the Company for the financial year 2024, the aforesaid dividend policy and the guidance on the 2025 results provided by the Board of Management, the Supervisory Board supports the proposal of the Board of Management to declare a total dividend of €1.80 per share. An interim dividend of € 0.68 per share was already paid on 30 January 2025, representing 40% of the total cash dividend paid out the previous financial year (2023). The payment date of the final dividend of €1.12 per share will be Thursday 3 July 2025. Holders of shares will also be offered the option of taking new shares from the Company’s fiscal share premium reserve, instead of the cash dividend payable. The price of these new shares will be announced on Friday 30 May 2025. Provision of information In the year under review there were frequent contacts between (members of) the Supervisory Board and (members of) the Board of Management to share information in respect of various subjects, such as the impact of the wars and geopolitical tensions, the high inflation levels and interest rates and other matters. In addition to the information provided in connection with these meetings and contacts, the Supervisory Board receives copies of the monthly management accounts which contain analyses of rental income, rent collection, liquidity, costs of maintenance and extensions, interest, financing, company expenses, investment developments, relevant markets and various other operational and financial items during the month under review, set off against budget and previous relevant periods. To the General Meeting of Shareholders Monitoring and advisory roles The Supervisory Board convened in total ten times in 2024. These meetings were mostly held at several of the Company’s shopping centres or in the Amsterdam office or local offices. One meeting was held by videoconference. The members of the Supervisory Board have also visited several shopping centres in all four countries where the Company is active and were again able to meet the local staff and have valuable discussions with them on the business. Among the topics discussed in the Board meetings were: • Updated strategy and risks • Growth strategy • Human resources: engagement, performance and retention of personnel • Property and financial markets • Management and financial accounts • Alternative performance measures • ESG strategy and performance • Climate Change risks • Investment and divestment opportunities • Property valuations • Interest rates, (re)financing and bank covenants • Rent collection, cashflow forecast, liquidity and funding • Foreign currencies, hedging and derivatives • Dividend policy • System of internal controls, IT systems and cybersecurity • Remuneration levels and corporate governance The Board was also informed on and actively discussed with the Board of Management the implementation of the updated strategy of the Company, aimed at is long term sustainable value creation. The ongoing implementation resulted in an additional focus on ESG, digitalisation and communities. Furthermore, the contents of press releases, the Annual Report, the Interim Report 201 Eurocommercial Properties N.V. Report of the Supervisory Board 2024 and the quarterly reports and Internal Audit were discussed. The Supervisory Board carried out a self- evaluation as well as an evaluation of the Board of Management during 2024. All meetings held during the financial year were attended by all Supervisory Board members. There have been no conflicts of interest. Stakeholder and relationship management The Supervisory Board established that the Company has remained in intensive contact with retailers to keep the Company’s shopping centres in line with tenants’ needs. The Company actively addresses changes in customer behaviour and the resulting strategic consequences for further developing and expanding the function of shopping centres. The Company also makes careful analyses of the social characteristics, specific requirements and desires of the communities in the relevant catchment areas in order to optimise the services to the communities. This policy has resulted in a well-managed tenant mix, high occupancy and footfall. Through roadshows, investor conferences (in some case also by video) and one-on-one meetings, the relationship with the Company’s shareholders has been maintained and strengthened. The Company also has an Investor Relations Policy, which is published on the website. Through regular country visits, the Supervisory Board maintained direct contact with the country operational teams and discussed local challenges and opportunities with them. Professional training During the year, Supervisory Directors participated in seminars and courses provided by major audit and law firms and other institutions. The Supervisory Board has engaged in a number of activities relating to education and representation. These activities included following formal education programmes, contacts with professional service industry and sector associations, country visits and visits to shopping centres, meetings with shopping centre managers and various other individual activities. Diversity The Netherlands Corporate Governance Code requires the Supervisory Board to draw up a diversity policy. For the Supervisory Board this policy was included in the profile of the Supervisory Board. The Diversity Policy is published on the Company’s website. Gender diversity quota The Company complies with the law as its Supervisory Board is composed of one male member and two female members since 11 June 2024 and was prior to that date composed of two female members and two male members. Corporate governance In accordance with the recommendations of the Netherlands Monitoring Committee of the Corporate Governance Code 2022, a broad outline of the corporate governance structure of the Company is presented in the Report of the Board of Management. In this Report, the Company reviews various corporate governance items in compliance with the Committee’s recommendation. Audit Committee The Audit Committee is composed of all members of the Supervisory Board. Mrs Attout is Chair of the Audit Committee. The Audit Committee had three meetings with the auditors of the Company as well as two meetings with the auditors of the Company in the absence of the Board of Management. During those meetings, the Audit Committee discussed the financial statements, the report of the auditors thereon, as well as the Annual Report and the Interim Report. The Audit Committee reviewed the new administrative organisation and internal control manual, as well as the cybersecurity risk management policy and the plan to mitigate the related risks. The alternative performance measures were also discussed. The audit plan, materiality levels, findings, independence and complete reporting of the auditors were discussed with KPMG. The auditors succession plan was also discussed. 202 Eurocommercial Properties N.V. Report of the Supervisory Board 2024 According to the European and Dutch legislation, the engagement period for an audit firm should not exceed ten financial years, followed by a four-year cooling-off period. The last financial year that the Company’s external auditor KPMG Accountants N.V. could act as its auditor is the financial year 2025. The Audit Committee started an external audit tender process in the fourth quarter of 2023. Based upon the aforesaid, the Supervisory Board, upon the recommendation of the Audit Committee and the Board of Management, proposed to appoint Ernst & Young Accountants LLP (“EY”) as external auditors of the Company for the financial year ending 31 December 2026. The proposed appointment of EY Accountants LLP as the Company’s auditor for the financial year 2026 was approved by the General Meeting of Shareholders in June 2024. The internal audit function is outsourced to the audit firm BDO. BDO has been able to examine and audit a number of business processes of the Company and the Company’s set up and reporting on ESG matters in accordance with the audit plan for 2024. The Audit Committee has analysed and reviewed the work performed by BDO for the year 2024 and discussed the audit plan for the year 2025. Nomination and Remuneration Committee The committee is composed of all members of the Supervisory Board. Mrs Laglas is Chair of the Nomination and Remuneration Committee. Remuneration of the Board of Management was discussed on the basis of the draft updated Remuneration Report. Furthermore, the remuneration policy for the Board of Management and for the Supervisory Board were discussed. On the basis of a benchmark report by Korn Ferry an adapted remuneration policy was designed. The final 2024 Remuneration Report will be posted on the website of the Company when this Annual Report is published. The Committee assessed and discussed the performance of the Board of Management based on self-evaluations by, and interviews with the Board of Management. The questionnaires completed by the members of the Board of Management were discussed in one- on-one meetings and in a group meeting. There were no major findings and personal goals and focus points were identified and will be evaluated next year. The Committee also discussed various aspects of succession in the Board of Management and the Supervisory Board, including the Board of Management composition and succession plan. Summary remuneration report The purpose of the remuneration policy is to attract, motivate and retain qualified executives and staff who will contribute to the success of the Company. The remuneration policy aims to reward management and staff for their contribution to the performance of the Company and its subsidiaries. The Supervisory Board proposes the remuneration policy, and any material adjustments to it, at the Annual General Meeting of Shareholders based on recommendations of the Board of Management. The Supervisory Board recommends to the Annual General Meeting of Shareholders decisions on all aspects of the remuneration of the members of the Board of Management, within the scope of the remuneration policy. The Annual General Meeting of Shareholders is invited to approve both the remuneration policy and the remuneration of the members of the Board of Management. At the end of each financial year, the Supervisory Board reviews and discusses the remuneration of the members of the Board of Management. The Company’s current remuneration package for employees and members of the Board of Management comprises the following elements: • Base salary – total annual gross fixed income including holiday allowance • Short-term incentive – annual performance- related gross variable pay • Long-term incentives through a performance share plan Variable pay may be granted each year in addition to the base salary. Variable pay for members of the Board of Management and senior staff are directly linked to the annual growth in the Company’s net asset value, the annual absolute performance and the annual relative performance as per the end of the financial year of the listed shares of the Report of the Supervisory Board (continued) 203 Eurocommercial Properties N.V. Report of the Supervisory Board 2024 Company compared with a peer group of ten listed retail property companies, as well as two ESG key performance indicators. There is no minimum guaranteed variable pay and variable pay is capped at 70% of one year’s base salary. There are also claw-back possibilities for the Company. Performance shares granted under the Performance Share Plan are also linked to the aforesaid metrics, are capped at 80% of one year’s base salary and there is no minimum guaranteed number of performance shares. Mr Fraticelli joins an Italian defined contribution scheme and Mr van Garderen joins a Dutch defined contribution scheme with current annual premiums being capped using a maximum pensionable salary. Supervisory Directors receive a fixed cash compensation only. Proposed remuneration policy At the AGM in June 2021 the current remuneration policy has been approved by the shareholders, which has been revised and updated in 2022 and approved by the AGM. In line with the Dutch implementation of the European Shareholders Directive (“SRD II”) it is mandatory that at least once per four years the remuneration policy is reviewed and put forward to the AGM for approval by the shareholders. In order to prepare the proposed remuneration policy Korn Ferry has been engaged to benchmark and to advise on the proposed remuneration policy. The benchmark group includes the peer group used for the calculation of the relative outperformance and also comparable companies selected on the basis of the recommendations from Korn Ferry. The proposed renumeration levels for the members of the Supervisory Board and the members of the Board of Management are based on surveys and analyses by Korn Ferry. The full text of the 2024 remuneration report and the proposed remuneration policy is set out in the Notes to the Agenda of the 2025 AGM, which can be found on the website of the Company. The General Meeting of Shareholders to be held on 3 June 2025 is invited to approve the proposed remuneration policy and the remuneration of the members of the Supervisory Board and the members of the Board of Management. Composition of the Supervisory Board in 2024 All members of the Supervisory Board are independent. The profile, role and responsibilities of the Supervisory Board are laid down in specific rules and regulations which are posted on the Company’s website. At 31 December 2024, the Supervisory Board was composed as follows: 1. Bernard Roelvink (62), of Dutch nationality, was appointed as member of the Supervisory Board at the AGM of 13 June 2023 for a period of four years. Mr Roelvink has more than 30 years of experience in corporate law, litigation and capital markets across various jurisdictions. He is currently Chief Legal Officer and member of the Management Team of Cofra Holding AG, the parent company of a major international retail, real estate and investments group. Mr Roelvink was previously a partner of the Dutch law firm De Brauw Blackstone Westbroek, where he was on the management board between 2000 and 2006. 2. Emmanuèle Attout (65), of Belgian nationality, was appointed as a member of the Supervisory Board in 2018 and reappointed in 2022 for a period of four years. She was a former senior audit partner of PwC Brussels until she retired in 2014. Mrs Attout is a non-executive board member of Atenor, Schréder and AG Insurance and she is a co-founder of the Belgian NGO “Women on Board”, whose aim is to promote women in Boards of Directors. 3. Karin Laglas (66), of Dutch nationality, was appointed as a member of the Supervisory Board in 2019 and reappointed in 2023 for a period of four years. She was Chief Executive Officer of the largest Dutch affordable housing investor Ymere, active in the greater Amsterdam area, until she retired in June 2021 after a long career in real estate in several senior and board positions. She is a Supervisory Board member of Royal De Vries Yachtbuilders (part of Feadship), of Brink Groep, of TBI Holdings B.V., Chair of the Supervisory Board of Utrecht University and Board member of Stichting Cokopen. 204 Eurocommercial Properties N.V. Report of the Supervisory Board 2024 Conclusion We look back on a successful year and we take this opportunity to express our gratitude to the Board of Management and all staff for their efforts during the financial reporting period. Amsterdam, 14 April 2025 Supervisory Board B.W. Roelvink (Chairman) E. Attout K. Laglas Mr Steins Bisschop At the AGM which was held at 11 June 2024 Mr Steins Bisschop stepped down as his term expired. The Supervisory Board is grateful to Mr Steins Bisschop for all he has done for the Company for more than three decades. Mr Steins Bisschop was Chairman of the Supervisory Board from 2014 to 2024, and had in fact been involved with the Company since its inception in 1991.Mr Steins Bisschop’s leadership was in particular important during the difficult COVID-19 period, when many shopping centres of the Company were closed. Under his supervision the Company fared comparatively well and bounced back quite quickly after the end of restrictions. The Supervisory Board wishes him all the best for the future. Mr Mills At the AGM Mr Mills resigned as a member of the Board of Management as his term expired. He worked for more than 30 years for the Company, and was amongst other matters responsable for the expansion of the property portfolio in Sweden. The Supervisory Board is grateful to Mr Mills for his many years of service, and all his valuable contributions. The Supervisory Board wishes him all the best for the future. Rotation scheme Under a rota devised by the Supervisory Board, each Director will retire by rotation every four years. This rotation scheme for the next few years is as follows: 2025: No member is up for rotation. 2026: term of Mrs Attout expires with the possibility of re-appointment for an additional period of two years. Report of the Supervisory Board (continued) From left to right: Emmanuèle Attout Bernard Roelvink Karin Laglas Eurocommercial Properties N.V. 205 Financial Statements 2024 ! The notes to the consolidated financial statements on the following pages are an integral part of the consolidated financial statements. * The comparative figures have been adjusted for comparison purposes as a result of classification. Please refer to Accounting Policy sections “Property Expenses (Direct and Indirect)”, “Service Charge Income and Service Charge Expenses” and “Company Expenses” for more information. ** “Interest Expenses” for the previous year include the interests related to the put option liability on the non-controlling interest (€558,000). *** The average number of shares on issue (after deduction of shares bought back) during the financial year was 53,521,202 in 2024 and 53,060,280 in 2023. The diluted average number of outstanding shares on issue (after deduction of shares bought back) was 53,781,861 in 2024 and 53,191,780 in 2023. (€‘000) Note 2024 2023 Rental income 4 219,733 215,279 Service charge income 4 43,378 41,578 Total revenue 263,111 256,857 Service charge expenses 4 (45,703) (46,732) Property expenses 5 (31,907) (34,531) Total expenses (77,610) (81,263) Net property income 2 185,501 175,594 Share of result of joint ventures 14 10,862 4,837 Revaluation property investments 6 107,670 (95,044) Company expenses 7 (12,686) (10,947) Investment expenses 9 (5,600) (2,717) Other income 10 1,644 1,562 Operating result 287,391 73,285 Interest income 11 966 1,576 Interest expenses 11 (53,215) (48,617) Loss derivative financial instruments 11 (19,961) (38,652) Adjustment amortisation put option liability 11 0 (4,789) Net financing result 11 (72,210) (90,482) Result before taxation 215,181 (17,197) Current tax 12 (2,499) (3,544) Deferred tax 12 (35,857) (5,355) Total tax (38,356) (8,899) Result after taxation 176,825 (26,096) Result after taxation attributable to: Owners of the Company 176,825 (26,872) Non-controlling interest 28 0 776 176,825 (26,096) Per share (€) Result after taxation 29 3.30 (0.51) Diluted result after taxation 29 3.29 (0.51) Consolidated statement of profit or loss ! Eurocommercial Properties N.V. Financial Statements 2024 206 ! The notes to the consolidated financial statements on the following pages are an integral part of the consolidated financial statements. * The average number of shares on issue (after deduction of shares bought back) during the financial year was 53,521,202 in 2024 and 53,060,280 in 2023. The diluted average number of outstanding shares on issue (after deduction of shares bought back) was 53,781,861 in 2024 and 53,191,780 in 2023. (€‘000) Note 2024 2023 Result after taxation 176,825 (26,096) Foreign currency translation differences (subsequently reclassified to profit or loss) 27 (12,675) (312) Actuarial result on pension scheme (remeasurement of defined benefit liability) 23/27 0 (4,085) Total other comprehensive income (net of tax) (12,675) (4,397) Total comprehensive income 164,150 (30,493) Total comprehensive income attributable to: Owners of the Company 164,150 (31,269) Non-controlling interest 28 0 776 164,150 (30,493) Per share (€) Total comprehensive income 3.07 (0.59) Diluted total comprehensive income 3.05 (0.59) Consolidated statement of comprehensive income ! Eurocommercial Properties N.V. 207 Financial Statements 2024 ! Assets Note 31-12-24 €’000 31-12-23 €’000 Property investments 13 3,698,526 3,575,898 Investments in joint ventures 14 112,004 101,142 Tangible fixed assets 15 6,353 4,849 Receivables 16 112 143 Tax receivable 16 4,021 941 Derivative financial instruments 20 19,355 31,178 Total non-current assets 3,840,371 3,714,151 Trade and other receivables 16 50,299 68,855 Tax receivable 16 560 560 Derivative financial instruments 20 743 2,097 Cash and deposits 17 35,964 40,518 Total current assets 87,566 112,030 Total assets 3,927,937 3,826,181 Equity Issued share capital 25 545,791 537,817 Share premium reserve 26 253,435 260,117 Currency translation reserve 27 (96,799) (84,124) Other reserves 27 1,206,354 1,320,242 Undistributed income 176,825 (26,872) Total equity 2,085,606 2,007,180 Liabilities Trade and other payables 18 16,294 13,984 Borrowings 19 1,426,010 1,319,526 Derivative financial instruments 20 23,075 22,560 Deferred tax liabilities 21 150,354 116,852 Total non-current liabilities 1,615,733 1,472,922 Trade and other payables 18 96,295 110,597 Tax payable 18 1,354 1,860 Borrowings 19 128,738 233,622 Derivative financial instruments 20 211 0 Total current liabilities 226,598 346,079 Total liabilities 1,842,331 1,819,001 Total equity and liabilities 3,927,937 3,826,181 The notes to the consolidated financial statements on the following pages are an integral part of the consolidated financial statements. * The comparative figures for “Derivative financial instruments” have been restated to include the short-term portion in current assets. ** The comparative figures for “Receivables” have been restated to reflect “Tax Receivable” separately to provide a clearer representation of non-current assets. Consolidated statement of financial position Eurocommercial Properties N.V. Financial Statements 2024 208 ! The notes to the consolidated financial statements on the following pages are an integral part of the consolidated financial statements. (€‘000) Note 2024 2023 Result after taxation 176,825 (26,096) Adjustments for non-cash movements: Movement performance shares granted 5/7/9 1,292 673 Revaluation property investments 6 (109,132) 90,183 Loss derivative financial instruments 11 19,961 38,652 Adjustment amortisation period put option liability 11 0 4,789 Share of result of joint ventures 14 (10,862) (4,837) Interest income 11 (966) (1,576) Interest expenses and borrowing costs 11 53,215 48,617 Deferred tax 12 35,857 5,355 Current tax 12 2,499 3,544 Depreciation tangible fixed assets 5/7 1,966 1,695 Other movements (162) (686) Cash flow from operating activities after adjustments 170,493 160,313 Changes in receivables and creditors: Decrease/(Increase) in receivables 5,274 (798) (Decrease)/Increase in creditors (11,199) 15,817 Cash generated from operating activities 164,568 175,332 Current tax paid (3,108) (4,314) Capital gain tax paid 0 (7,908) Derivative financial instruments settled (6,030) 0 Pension scheme 0 (4,600) Borrowing costs paid (2,824) (1,093) Interest paid (51,468) (41,988) Interest received 966 1,576 Cash flow from operating activities 102,104 117,005 Acquisition of non-controlling interest 0 (69,600) Capital expenditure (38,159) (27,464) Investment in joint ventures 0 (340) Decrease loan to joint ventures 8,000 0 Additions to tangible fixed assets (817) (1,264) Cash flow from investing activities (30,976) (98,668) Proceeds from borrowings 19 338,175 381,531 Repayment of borrowings 19 (326,211) (349,134) Payments lease liabilities (1,309) (1,227) Shares bought back (15,981) 0 Dividends paid (71,035) (74,166) Proceeds from non-current creditors 1,386 348 Cash flow from financing activities (74,975) (42,648) Net cash flow (3,847) (24,311) Currency differences on cash and deposits (707) (478) Decrease in cash and deposits (4,554) (24,789) Cash and deposits at beginning of year 40,518 65,307 Cash and deposits at end of year 17 35,964 40,518 Consolidated statement of cash flow Eurocommercial Properties N.V. 209 Financial Statements 2024 ! The movements in shareholders’ equity in the financial year ended 31 December 2024 were: Issued share capital €’000 Share premium reserve €’000 Currency translation reserve €’000 Other reserves €’000 Undistributed income €’000 Total equity €’000 Balance at 1-1-2024 537,817 260,117 (84,124) 1,320,242 (26,872) 2,007,180 Result after taxation 0 0 0 0 176,825 176,825 Other comprehensive income 0 0 (12,675) 0 0 (12,675) Total comprehensive income 0 0 (12,675) 0 176,825 164,150 Transactions with owners of the Company Contributions and distributions Dividend distribution in cash 0 0 0 0 (71,035) (71,035) Dividend distribution in shares 7,974 (7,974) 0 19,815 (19,815) 0 Non-distributed result previous financial year 0 0 0 (117,722) 117,722 0 Shares bought back 0 0 0 (15,981) 0 (15,981) Performance shares granted 0 1,292 0 0 0 1,292 Total contributions and distributions 7,974 (6,682) 0 (113,888) 26,872 (85,724) Total equity at 31-12-2024 545,791 253,435 (96,799) 1,206,354 176,825 2,085,606 The movements in shareholders’ equity in the financial year ended 31 December 2023 were: Issued share capital €’000 Share premium reserve €’000 Currency translation reserve €’000 Other reserves €’000 Undistributed income €’000 Equity attributable to owners of the Company €’000 Non- controlling interest €’000 Total Equity €’000 Balance at 1-1-2023 533,492 263,774 (83,812) 1,129,675 200,737 2,043,866 67,305 2,111,171 Result after taxation 0 0 0 0 (26,872) (26,872) 776 (26,096) Other comprehensive income 0 0 (312) (4,085) 0 (4,397) 0 (4,397) Total comprehensive income 0 0 (312) (4,085) (26,872) (31,269) 776 (30,493) Transactions with owners of the Company Contributions and distributions Dividend distribution in cash 0 (6) 0 0 (74,166) (74,172) 0 (74,172) Dividend distribution in shares 4,325 (4,325) 0 10,381 (10,381) 0 0 0 Non-distributed result previous financial year 0 0 0 116,190 (116,190) 0 0 0 Performance shares granted 0 674 0 0 0 674 0 674 Total contributions and distributions 4,325 (3,657) 0 126,571 (200,737) (73,498) 0 (73,498) Changes in ownership interests Acquisition of non-controlling interest without a change in control 0 0 0 68,081 0 68,081 (68,081) 0 Total changes in ownership interests 0 0 0 68,081 0 68,081 (68,081) 0 Total transactions with owners of the Company 4,325 (3,657) (312) 190,567 (227,609) (36,686) (67,305) (103,991) Total equity at 31-12-2023 537,817 260,117 (84,124) 1,320,242 (26,872) 2,007,180 0 2,007,180 The notes to the consolidated financial statements on the following pages are an integral part of the consolidated financial statements. Consolidated statement of changes in equity Eurocommercial Properties N.V. Financial Statements 2024 210 ! 1. Principal accounting policies 1. General Reporting entity Eurocommercial Properties N.V. (the Company) domiciled at De Boelelaan 7, 1083 HJ Amsterdam, The Netherlands, is a closed end property investment company. The Company is registered with the Commercial Register under number 33230134 since 18 June 1991. The consolidated financial statements of the Company for the financial year starting 1 January 2024 and ending 31 December 2024 will comprise the Company and its subsidiaries (together referred to as the “Group”). Financial reporting period The consolidated financial statements have been prepared in accordance with IFRS Accounting Standards as endorsed by the European Union (EU-IFRS) as per 1 January 2024 and Part 9 of Book 2, section 2:362(9) of the Netherlands Civil Code. Going concern The financial statements are prepared on a going concern basis and have been authorised for issue on 14 April 2025. The Group have put in place several measures to preserve liquidity, amongst others in January 2025, a new five-year loan of €48 million (SEK 550 million) was signed with Postbank to refinance the previous loan on the Valbo shopping centre in Gävle that expired in 2025, thereby completing its refinancing programme for the long-term loans expiring in 2025. Based on this, our current knowledge and available information, we do consider the preparation of the financial statements based on the going concern assumption appropriate. Furthermore, the Company has access to existing loan facilities and generates sufficient operational cash flow, which mitigates any concerns regarding its ability to continue as a going concern. 2. Basis of preparation Statement of compliance Certain new standards, amendments and interpretations to existing standards have been published that are mandatory for the Group’s accounting periods beginning on or after 1 January 2025. The Group has decided not to immediately adopt such standards, amendments and interpretations. Standards that are mandatory for the Group’s accounting periods beginning on 1 January 2024 are adopted as such by the Group. Additional information on new standards, amendments, interpretations and the relating effect on the financial statements, if material and applicable to the Company, has been disclosed below. Functional and presentation currency The financial statements are presented in euros, rounded to the nearest thousand euros unless stated otherwise. They are prepared on the historical cost basis except for the following assets and liabilities which are stated at fair value: property investments, property investments under development, property investments held for sale and derivative financial instruments. Borrowings and non-current creditors are stated at amortised costs. Standards Issued but not yet effective A number of new standards are effective for annual reporting periods beginning after 1 January 2024 and earlier application is permitted; however, the Group has not early adopted the new or amended standards in preparing these consolidated financial statements. IFRS 18 Presentation and Disclosure in Financial Statements IFRS 18 will replace IAS 1 Presentation of Financial Statements and applies for annual reporting periods beginning on or after 1 January 2027. The new standard introduces the following key new requirements. • Entities are required to classify all income and expenses into five categories in the statement of profit or loss, namely the operating, investing, financing, discontinued operations and income tax categories. Entities are also required to present a newly-defined operating profit subtotal. Entities’ net profit will not change. • Management-defined performance measures (MPMs) are disclosed in a single note in the financial statements. • Enhanced guidance is provided on how to group information in the financial statements. • In addition, all entities are required to use the operating profit subtotal as the starting point for the statement of cash flows when presenting operating cash flows under the indirect method. The Group is still in the process of assessing the impact of the new standard, particularly with respect to the structure of the Group’s statement of profit or loss, the statement of cash flows and the additional disclosures required for MPMs. The Group is also assessing the impact on how information is grouped in the financial statements, including for items currently labelled as “other”. Change in accounting policies and reclassifications Classification of Liabilities as Current or Non-current (Amendments to IAS 1) and Non-current Liabilities with Covenants (Amendments to IAS 1) The Group has adopted the Classification of Liabilities as Current or Non-current (Amendments to IAS 1) and Non-current Liabilities with Covenants (Amendments to IAS 1) as of 1 January 2024. These amendments, which apply retrospectively, clarify the criteria for classifying liabilities as current or non-current. They also introduce new disclosure requirements for non-current loan liabilities subject to covenants within 12 months after the reporting period. The Group’s other liabilities were unaffected by these amendments. Additionally, there is no retrospective impact on the comparative statement of financial position as of 31 December 2023. Notes to the consolidated financial statements Eurocommercial Properties N.V. 211 Financial Statements 2024 ! 1. Principal accounting policies continued The following new and amended standards, effective from 1 January 2025 and 1 January 2026, are not expected to have a significant impact on the Group’s consolidated financial statements: • Lack of Exchangeability (Amendments to IAS 21) – effective from 1 January 2025 • Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7) – effective from 1 January 2026 Critical accounting estimates and assumptions The preparation of financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the year in which the estimates are revised if the revisions affect only that period or in the year of the revisions and future periods if the revisions affect both current and future periods. Critical accounting judgements in applying the Group’s accounting policies The critical accounting judgements in applying the Group’s accounting policies have been described in the property investment and financial instruments (accounting policy) notes. Most important is that all property investments and property investments under development are revalued every six months by qualified independent valuation experts. The Group uses a rotation scheme when instructing valuers. The fair value of the property portfolio is based upon the opinions of the external experts and not internal valuations made by the Company. The fair value of the derivative financial instruments is determined using a valuation model. 3. Material Accounting Policies Basis of consolidation (i) Subsidiaries Subsidiaries are those entities controlled by the Company. Control exists when the Company has the power, directly or indirectly, the exposure, or rights, to variable returns from its involvement and the ability to use its power to affect the amount of the returns of the entities. In assessing control, potential voting rights that are presently exercisable are taken into account. Some entities are classified as joint ventures when there is joint control in these entities and whereby the Group has rights to the net assets, rather than rights to its assets and obligations for its liabilities. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date when control ceases. The consolidated financial statements include those of the holding company and its owned subsidiaries: Holgura B.V., Amsterdam AB Skövde K-mannen 2, Stockholm Sentinel Holdings B.V., Amsterdam Bergvik Köpet 3 KB, Stockholm Eurocommercial Properties Belgium S.A., Brussels C4 Shopping Fastighet 1 AB, Stockholm Eurocommercial Properties Ltd., London C4 Shopping Fastighet 2 AB, Stockholm ECP Collestrada S.r.l., Milan ECP Fastighet Köpet 1 KB, Stockholm ECP CremonaPo S.r.l., Milan ECP Kristianstad AB, Stockholm ECP Curno 2022 S.r.l., Milan ECP Moraberg Holding AB, Stockholm ECP I Portali S.r.l., Milan ECP Valbo Centrum AB, Stockholm ECP Il Castello S.r.l., Milan ECP Valbo Holding AB, Stockholm ECP Service S.r.l., Milan ECP Valboön-Fastigheten KB, Stockholm Eurocommercial Management Italia S.r.l., Milan Silvret Nio AB, Stockholm Eurocommercial Properties Italia S.r.l., Milan Eurocommercial Properties Sweden AB, Stockholm Immobiliare 2011 S.r.l., Milan Fastighets AB Juveleraren 11, Stockholm Eurocommercial Properties Caumartin S.N.C., Paris Fastighetsbolaget ES Örebro AB, Stockholm Eurocommercial Properties France S.A.S., Paris Lagergatan i Växjö AB, Stockholm Eurocommercial Properties Taverny S.N.C., Paris Premi Fastighets AB, Stockholm S.N.C. Val Commerces, Paris Samarkandfastigheter AB, Stockholm S.N.C. Winter, Paris SAR Degeln AB, Stockholm AB Norrköping Silvret 1, Stockholm Ugglum Fastigheter AB, Stockholm Unless otherwise stated, these subsidiaries are wholly owned. Furthermore, the consolidated financial statements include the joint venture Galleria Verde S.r.l. in Milan, Italy, reported as equity-accounted investee. Eurocommercial Properties N.V. Financial Statements 2024 212 ! 1. Principal accounting policies continued (ii) Transactions eliminated on consolidation Intragroup balances and any (un)realised gains and losses arising from intragroup transactions are eliminated when preparing the consolidated financial statements. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment. Foreign currency translations The consolidated financial statements are presented in euros, which is the Company’s functional and presentation currency. Assets and liabilities denominated in foreign currencies are translated into euros at the rate of exchange ruling at the balance sheet date. Transactions denominated in foreign currencies are translated at the average monthly exchange rate. Foreign exchange differences arising on translation are recognised in the statement of profit or loss. The functional currency of the Swedish and UK subsidiaries are SEK and GBP, respectively. As at the reporting date, the assets and liabilities of these Swedish and UK subsidiaries are translated into the presentation currency of the Company at the rate of exchange ruling at the balance sheet date and their profit or loss accounts are translated at the average monthly exchange rates for the period. The exchange differences arising on the translation are taken through the other comprehensive income to equity (currency translation reserve). On disposal of a foreign entity, the deferred cumulative amount recognised in other comprehensive income relating to that particular foreign operation will be recognised in the statement of profit or loss. Property investments and property investments under development Property investments and property investments under development are stated at fair value. Property investments and property investments under development are held to earn rental income or for capital appreciation or both, rather than for sale in the ordinary course of business or for use in production or administrative functions. It is the Company’s policy that all property investments and property investments under development be valued semi-annually by qualified independent experts. These experts are instructed to appraise in accordance with the Appraisal and Valuation Standards published by the Royal Institute of Chartered Surveyors (RICS) and the International Valuation Standards published by the International Valuation Standards Committee (IVSC). Both documents contain mandatory rules, best practice guidance and related commentary for all RICS members and appraisers undertaking property valuations. These revaluations represent the price, net of normal purchaser’s costs, at which the property could be sold in the open market on the date of revaluation. At the balance sheet date the fair value of each property investment is based on comprehensive valuation reports from the independent experts. Valuations are prepared based on current prices for comparable investment properties in an active market. If, however, such information is not available, property valuations are prepared based on standard valuation techniques such as the capitalisation method and discounted cash flow method. Movements in the fair value of property investments and property investments under development are recognised in the statement of profit or loss in the period in which they occur. The carrying amount of accrued income from spreading of the lease incentives is reduced from the fair value of property investments or property investments under development. Any realised gains or losses from the sale of a property investment or a property investment under development are recognised at closing date as the balance between the net sale proceeds and the latest published fair value in the statement of profit or loss. Depreciation is not provided on property investments and property investments under development since these are stated at fair value in accordance with IAS 40. Property investments and property investments under development are initially brought to account at their full acquisition cost, including registration duties, legal and other consultants’ fees until the first reporting date, when the fair value is presented. Any subsequent capital expenditure, including the aforesaid duties and fees and any directly attributable costs to bring the asset to working order for its intended use, is added to the cost of the property investment or the cost of the property investment under development respectively. The cost of financing the renovation or extension of property investments or the building of property investments under development is capitalised as part of the cost of the investment, the cost amount of which will be published in the notes in addition to the fair value. Where property is acquired, via corporate acquisitions or otherwise, management considers the substance of the assets and activities of the acquired entity in determining whether the acquisition represents the acquisition of a business. Where such acquisitions are not judged to be an acquisition of a business, they are not treated as business combinations. Rather, the cost to acquire the corporate entity is allocated between the identifiable assets and liabilities of the entity based on their relative fair values at the acquisition date. Accordingly, no goodwill or additional deferred taxation arises. Otherwise, acquisitions are accounted for as business combinations. A sensitivity analysis is carried out by the valuer with particular focus on the most important drivers, which are changes in the rental value and net initial yield, and their effect on the property investment valuation. Property investments held for sale Investment property is transferred to property investments held for sale when it is expected that the carrying amount will be recovered principally through sale rather than from continuing use. For this to be the case, the property must be available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such property and its sale must be highly probable. On re-classification, investment property continues to be measured at fair value, less cost to sell and any movements in the fair value are recognised in the statement of profit or loss. Notes to the consolidated financial statements (continued) Eurocommercial Properties N.V. 213 Financial Statements 2024 ! 1. Principal accounting policies continued Investments in joint ventures The Group’s investments in joint ventures are accounted for using the equity method. Under the equity method, the investments in joint ventures are 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, measured in accordance with the Group’s accounting policies. Goodwill relating to the joint venture is included in the carrying amount of the investment and is not tested for impairment individually. After application of the equity method, the Group determines whether it is necessary to recognise an impairment loss on its investment in its joint venture. If there is such evidence, the Group calculates the amount of impairment as the difference between the recoverable amount of the joint venture and its carrying value, and then recognises the difference in the statement of profit or loss account. Upon loss of joint control over the joint venture, the Group measures and recognises any retained investment at its fair value. Any difference between the carrying amount of the joint venture upon loss of joint control and the fair value of the retained investment and proceeds from disposal is recognised in the statement of profit or loss. In case of a purchase of the remaining 50% of the shares of the joint venture during the financial year, the balance sheet items will be reported as a 100% subsidiary. With regard to the items in the statement of income and expense, the result up to and including the date of purchase of the remaining 50% of the shares will be reported as income joint ventures. The result after the date of purchase of the remaining 50% of the shares will be reported as a 100% shareholding. Non-controlling interests Non-controlling interests (NCI) are initially measured at their proportionate share of the acquiree's identifiable net assets at the acquisition date. Changes in the Group's interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. Tangible fixed assets Tangible fixed assets are stated at cost less accumulated depreciation and impairment losses. They are depreciated over the expected useful lives of the assets concerned varying from two to five years using the straight-line method taking into account the residual value of the respective assets. The carrying value of tangible fixed assets is reviewed for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable. Receivables Receivables are recognised initially at fair value and subsequently at amortised cost, less allowance for expected credit losses. Cash and deposits Cash and short-term deposits in the statement of financial position comprise cash at banks and on hand and short-term highly liquid deposits with an original maturity of three months or less, that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. Issued share capital The shares in the capital of the Company, are classified as equity. External costs directly attributable to the issue of new shares are shown as a deduction, net of tax, in equity from the proceeds. When shares recognised as equity are repurchased, the amount of the consideration paid, including directly attributable costs, is recognised as a change in equity. Repurchased shares are classified as treasury shares and presented as a deduction from equity. Dividends are recognised as a liability in the period in which they are declared. Borrowings Borrowings are recognised initially at fair value, less attributable transaction costs. After initial recognition, borrowings are subsequently measured at amortised cost using the effective interest rate (EIR) method. Gains and losses are recognised in profit or loss when the borrowings are derecognised, as well as through the EIR amortisation process. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as net financing costs in the statement of profit or loss. Creditors Creditors are recognised initially at fair value and, for non-current creditors, subsequently at amortised cost basis using the effective interest method. Derivative financial instruments The Company and its subsidiaries use derivative financial instruments to hedge (part of) their exposure to foreign exchange (if any instruments at year end date) and interest rate risks arising from operational, financing and investment activities. Derivative financial instruments will not be held or issued for trading purposes. However, derivatives that do not qualify for hedge accounting are accounted for as trading instruments. Derivatives are on the balance sheet at their fair value and the value changes are recognised immediately in the statement of profit or loss. The Company does not apply hedge accounting. Derivative financial instruments are recognised initially at trade date at fair value (cost price). Subsequent to initial recognition, derivative financial instruments are stated at their fair value. The gain or loss on measurement to fair value is recognised in the statement of profit or loss. The fair value of interest rate swaps is the estimated amount that the Group would receive or pay to terminate the swap at the balance sheet date, taking into account current interest rates, the current creditworthiness of the swap counterparties and the Group’s own creditworthiness. Derivative financial instruments concern only derivative interest rate swap contracts. The fair value of the derivatives is estimated using a valuation technique and discounting expected future cash flows using current market interest rates and the yield curve over the remaining term of the instrument that are directly or indirectly observable market data. In connection with the non-current borrowings the derivative financial instruments are presented as non-current assets and non-current liabilities. Notes to the consolidated financial statements (continued) Eurocommercial Properties N.V. Financial Statements 2024 214 ! 1. Principal accounting policies continued Put option liability non-controlling interest The financial liability related to the put option non-controlling interest capitalised is recognised initially at the present value and subsequently measured at amortised cost using the effective interest rate method. Any subsequent changes in the measurement of the put option non- controlling interest capitalised are recognised in the statement of profit or loss. The discount rate used in the amortised cost calculations is 4.1%. If the Group has acquired a present ownership interest as part of a business combination, the present value of the redemption amount of the put option is recognised as a financial liability with any excess over the carrying amount of the non-controlling interest recognised as goodwill. In such a case, the non-controlling interest is deemed to have been acquired at the acquisition date and therefore any excess arising should follow the accounting treatment as in a business combination. All subsequent changes in the redemption value of the financial liability are recognised in the income statement and no earnings are attributed to the non-controlling interest. However, where the Group has not acquired a present ownership interest as part of a business combination, the non-controlling interest continues to receive an allocation of profit or loss and is reclassified as a financial liability at each reporting date as if the acquisition took place at that date. Any excess over the reclassified carrying amount of the non-controlling interest and all subsequent changes in the redemption value of the financial liability are recognised directly in retained earnings. Leases (i) Leases as a lessee The Group recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the end of the lease term. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group’s incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount rate. The Group determines its incremental borrowing rate by obtaining interest rates from various external financing sources and makes certain adjustments to reflect the terms of the lease and type of the asset leased. The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in the Group’s estimate of the amount expected to be payable under a residual value guarantee, if the Group changes its assessment of whether it will exercise a purchase, extension or termination option or if there is a revised in-substance fixed lease payment. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in the statement of profit or loss if the carrying amount of the right-of-use asset has been reduced to zero. The Group presents right-of-use assets that do not meet the definition of investment property in tangible fixed assets and lease liabilities in creditors in the statement of financial position. The Group has elected not to recognise right-of-use assets and lease liabilities for leases of low-value assets and short-term leases, including office accommodation, office and IT equipment. The Group recognises the lease payments associated with these leases as an expense on a straight-line basis over the lease term. (ii) Leases as a lessor The Group has entered into commercial leases on its investment property portfolio and therefore refers to the accounting policy for the rental income. Provisions A provision is recognised in the consolidated statement of financial position when a legal or constructive obligation would exist, as a result of a past event and when it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provision for pensions The Company has various defined contribution pension plans and only one defined benefit pension plan for a limited number of employees. The net receivable or liability in respect of the defined benefit plan is calculated by estimating the amount of future benefit that employees have earned for their service in the current and prior periods. That benefit is discounted to determine its present value and the fair value of the plan assets is deducted. The defined benefit obligation is calculated semi-annually by an independent external actuary using the projected unit credit method. Actuarial gains and losses arising from experience adjustments or changes in assumptions are recognised in other comprehensive income. The majority of the Company’s employees are members of a defined contribution scheme for which the annual premiums are an expense of the period. Other assets and liabilities Unless stated otherwise, assets and liabilities are shown at the amounts at which they were acquired or incurred. Bad debts (expected credit losses) for financial assets measured at amortised cost are deducted from the gross carrying amount of the assets, if appropriate. Notes to the consolidated financial statements (continued) Eurocommercial Properties N.V. 215 Financial Statements 2024 ! 1. Principal accounting policies continued Rental income Rental income from property investments leased under operational leases is recognised in the profit or loss account on a straight-line basis over the term of the lease. Lease incentives, like rent-free periods, rent discounts and other rent concessions are recognised over the term of the lease, or over the period until the first break option if shorter, on a straight-line basis as a reduction of rental income. This applies mutatis mutandis for entry fees as an increase of rental income. Service charge income and service charge expenses Service charge is an integral, but separately identifiable, part of rental contracts. The Group has identified that the service charge is distinct from rentals and are therefore accounted separately. The service charge is priced and contracted based on market prices relevant for the region of operation. The service charge income is recognised evenly over time of the service rendered as the customer simultaneously receives and consumes the benefits from the provided service. Service charges for which the Company acts as a principal are presented in the profit or loss account. Therefore, for those property investments for which the Company is in full control of the service charges, the service charges invoiced to tenants and the corresponding expenses are shown separately on an accrual basis. In addition, service charge expenses also include charges related to vacant units and/or other irrecoverable service charges due to contractual limits or insolvent tenants. The Italian property tax has been reclassified from Property expenses to Service charge expenses during the year as we have changed the accounting policy to reflect changes in the Italian legislation to allow for the recharge of (part of) these taxes to tenants, as it is already the case in the other countries where the Company invests. This reclassification ensures consistency in our financial reporting. The comparative figures have also been adjusted to enable consistent comparison of the numbers. Property expenses (direct and indirect) These expenses include non-rechargeable costs directly related to the leasing of investment property, such as maintenance, insurance, management, property tax etc. and are expensed as incurred. These expenses at a property level are referred to as direct property expenses. Letting fees, relocation expenses, certain dispossession indemnities and other outgoings when a lease is concluded are recognised over the term of the lease on a straight-line basis as indirect property expenses. Property expenses also include expenses associated with non-Netherlands property-holding companies and their staff and offices and some local taxes, accounting, audit and advisory fees, which are charged to the relevant buildings rather than the general expense pool. These expenses at a Group level are referred to as indirect property expenses. The Italian property tax has been reclassified from Property expenses to Service charge expenses during the year as we have changed the accounting policy to better reflect changes in the Italian legislation to allow for the recharge of (part of) these taxes to tenants, as it is already the case in the other countries where the Company invests. This reclassification ensures consistency in our financial reporting. The comparative figures have also been adjusted to enable consistent comparison of the numbers. Part of the IT costs have been reclassified from Company expenses to Property expenses to better reflect those IT expenses that are specifically incurred for the properties, rather than traditionally absorbing these costs as Company expenses. The comparative figures have also been amended to ensure consistent comparison of the numbers. Result in joint ventures Result in joint ventures reflects the Group’s share of the results of operations of the joint venture. Any change in other comprehensive income (OCI) of those investees is presented as part of the Group’s OCI. In addition, when there has been a change recognised directly in the equity of the joint venture, the Group recognises its share of any changes, when applicable, in the statement of changes in equity. Unrealised gains and losses resulting from transactions between the Group and the joint venture are eliminated to the extent of the interest in the joint venture. The aggregate of the Group’s share of the result of a joint venture is shown in the profit or loss account and represents the result after tax and non-controlling interests in the subsidiaries of the joint venture. The financial statements of the joint ventures are prepared for the same reporting period as the Group. Financing income/cost Financing income/cost comprises interest payable on borrowings calculated using the effective interest rate method net of interest capitalised, interest income, debt extinguishment and fair value movements of derivative financial instruments that are recognised in the profit or loss account. Interest income is recognised in the profit or loss account as it accrues. Company expenses and investment expenses Company expenses comprise general overheads such as advisory fees, office expenses, personnel costs and Directors’ fees. Expenses relating to the investigation of potential property investments and the valuation of property investments, including the part of staff bonuses linked to property value performance, are recognised as investment expenses. Part of the IT costs have been reclassified from Company expenses to Property expenses to better reflect those IT expenses that are specifically incurred for the properties, rather than traditionally absorbing these costs as company expenses. The comparative figures have also been amended to ensure consistent comparison of the numbers. Performance shares granted to employees Since the financial year 2011/2012 a Performance Share Plan (PSP) has been in place for Managing Directors and all employees of the Company. The cost of performance shares granted under these plans is measured by reference to the fair value at the date on which they are granted. The fair value is determined by an external valuer using a binomial model. The cost is recognised, together with a corresponding increase in shareholders’ equity, over the period in which the performance and service conditions are fulfilled ending on the vesting date. Eurocommercial Properties N.V. Financial Statements 2024 216 ! 1. Principal accounting policies continued Current tax and deferred tax As an Investment Institution under Netherlands tax law (fiscale beleggingsinstelling) the Company is subject to a nil rate of Netherlands corporate income tax, provided it meets certain conditions, notably the distribution of all taxable income (after permitted deductions) to shareholders within eight months of the end of each financial year. As of 1 July 2005, the Company has opted for the French tax regime applicable to “Sociétés d’investissements immobiliers cotées” (SIIC). As from that date the revenues and capital gains from the French portfolio of the Company are tax-exempt, provided it meets certain conditions, notably a listing at a stock exchange in an EU country and the distribution of at least 85% of French tax-exempt income and of at least 50% of tax-exempt capital gains to shareholders. In Belgium, the Company incorporated a wholly owned FIIS/GVBF (“Fonds d’investissement immobilier spécialisé”/“gespecialiseerd vastgoedbeleggingsfonds”). The FIIS/GVBF will be subject to corporate income tax, but its taxable basis will be limited to disallowed expenses and abnormal or gratuitous advantages received. Rental income, capital gains on real estate assets, and dividend and interest income will remain untaxed as a matter of principle, provided that the fiscal result is distributed by way of a dividend. However, corporate income tax may be payable on the fiscal results of Netherlands and foreign subsidiaries which do not have the aforesaid special tax status. This tax on taxable income for the year is recognised in the profit or loss account. Tax on profit or loss for a year comprises current tax and deferred tax. Current tax is the expected tax payable or receivable on the taxable income or loss for the period using tax rates prevailing at the balance sheet date and any adjustment to taxation in respect of previous years. The amount of current tax payable or receivable is the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted or substantively enacted at the reporting date. Current tax also includes any tax arising from dividends. Current tax assets and liabilities are offset only if certain criteria are met. Deferred tax is provided using the balance sheet liability method, providing for temporary differences between the book value of assets and liabilities and their fiscal book value for tax purposes, taking into account the applicable taxation rate, any fiscal facilities available and recoverable tax losses which can probably be utilised. Deferred tax recognised in the profit or loss account is the movement in deferred tax assets and deferred tax liabilities, if any, during the period. Deferred tax assets and liabilities are netted if there is a legal enforceable right to offset, settlement dates are similar and tax is levied by the same tax authority on the same taxable entity. Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered. In determining the amount of current and deferred tax, the Group takes into account the impact of uncertain tax positions and whether additional taxes and interest may be due. This assessment relies on estimates and assumptions and may involve a series of judgements about future events. New information may become available that causes the Group to change its judgement regarding the adequacy of existing tax liabilities; such changes to tax liabilities will impact tax expense in the period that such a determination is made. Cash flow statement The cash flow statement is prepared according to the indirect method. Cash flows in foreign currencies are translated at average exchange rates. Exchange rate differences affecting cash items are shown separately in the cash flow statement. Cash and deposits include bank overdrafts that are repayable on demand and form an integral part of the Group’s cash management. Segment information Segment information is presented by country (Belgium, France, Italy, Sweden and The Netherlands). The segment information in the financial statements is in line with the segments used for internal reporting; however, joint ventures are presented in the internal reporting using proportional consolidation. The Netherlands represents assets and liabilities of Eurocommercial Properties N.V. and its office in Amsterdam. ESEF Company information Name of reporting entity or other means of identification Eurocommercial Properties N.V. Domicile of entity The Netherlands Legal form of entity Public Limited Liability Company Country of incorporation The Netherlands Address of entity’s registered office De Boelelaan 7, 1083 HJ Amsterdam Principal place of business Amsterdam Description of nature of entity’s operations and principal activities The Company is a closed end property investment company Notes to the consolidated financial statements (continued) Eurocommercial Properties N.V. 217 Financial Statements 2024 2. Segment information For the consolidated statement of financial position all items are allocated to the respective segments, whereas for the consolidated statement of profit or loss the items net financing result, company expenses, investment expenses, other income and taxation are not allocated to the respective segments. 2024 For the twelve month Total Adjustments period ended 31-12-24 The proportional joint €’000 Belgium France Italy Sweden Netherlandsconsolidationventures Total IFRS Rental income 27,456 47,890 108,401 48,582 0 232,329 (12,596) 219,733 Service charge income 7,185 6,704 17,120 15,779 0 46,788 (3,410) 43,378 Service charge expenses (7,222) (4,855) (18,829) (18,187) 0 (49,093) 3,390 (45,703) Property expenses (2,013) (10,560) (12,367) (7,229) 0 (32,169) 262 (31,907) Net property income 25,406 39,179 94,325 38,945 0 197,855 (12,354) 185,501 Share of result of joint ventures 0 0 0 0 0 0 10,862 10,862 Revaluation property investments 16,930 11,751 71,267 15,669 50 115,667 (7,997) 107,670 Segment result 42,336 50,930 165,592 54,614 50 313,522 (9,489) 304,033 Net financing result (77,452) 5,242 (72,210) Company expenses (12,686) 0 (12,686) Investment expenses (5,618) 18 (5,600) Other income 883 761 1,644 Result before taxation 218,649 (3,468) 215,181 Current tax (2,890) 391 (2,499) Deferred tax (38,934) 3,077 (35,857) Result after taxation 176,825 0 176,825 Total Adjustments As per 31-12-24 The proportional joint €’000 Belgium France Italy Sweden NetherlandsconsolidationventuresTotal IFRS Property investments 541,540 822,010 1,742,170 797,586 0 3,903,306 (204,780) 3,698,526 Investments in joint ventures 0 0 0 0 0 0 112,004 112,004 Tangible fixed assets 0 1,514 2,880 289 1,670 6,353 0 6,353 Receivables 5,903 32,032 15,178 2,318 826 56,257 (1,265) 54,992 Derivative financial instruments 392 0 25,884 1,431 0 27,707 (7,609) 20,098 Cash and deposits 1,647 3,331 17,222 15,672 2,380 40,252 (4,288) 35,964 Total assets 549,482 858,887 1,803,334 817,296 4,876 4,033,875 (105,938) 3,927,937 Creditors 11,906 28,237 32,149 24,600 3,666 100,558 (2,909) 97,649 Non-current creditors 1,542 9,202 5,085 270 618 16,717 (423) 16,294 Borrowings 264,148 203,493 846,098 312,101 25,000 1,650,840 (96,092) 1,554,748 Derivative financial instruments 3,207 0 18,738 2,227 0 24,172 (886) 23,286 Deferred tax liabilities 0 0 75,894 80,088 0 155,982 (5,628) 150,354 Total liabilities 280,803 240,932 977,964 419,286 29,284 1,948,269 (105,938) 1,842,331 For the twelve month Total Adjustments period ended 31-12-2024 The proportional joint (€’000)Belgium France Italy Sweden NetherlandsconsolidationventuresTotal IFRS Acquisitions, divestments and capital expenditure (including capitalised interest) 2,240 7,259 15,311 15,798 0 40,608 (1,064) 39,544 * The Netherlands represents assets and liabilities of Eurocommercial Properties N.V. Eurocommercial Properties N.V. Financial Statements 2024 218 ! 2. Segment information continued 2023 For the twelve month Total period ended 31-12-23 The proportional Adjustments €’000 Belgium France Italy Sweden Netherlands consolidation joint ventures Total IFRS Rental income 27,251 46,776 106,008 47,079 0 227,114 (11,835) 215,279 Service charge income 6,910 5,467 17,112 15,277 0 44,766 (3,188) 41,578 Service charge expenses (7,608) (5,403) (19,353) (17,746) 0 (50,110) 3,378 (46,732) Property expenses (2,746) (13,342) (12,209) (6,629) 0 (34,926) 395 (34,531) Net property income 23,807 33,498 91,558 37,981 0 186,844 (11,250) 175,594 Share of result of joint ventures 0 0 0 0 0 0 4,837 4,837 Revaluation property investments (62,723) (10,911) 17,750 (34,433) 205 (90,112) (4,932) (95,044) Segment result (38,916) 22,587 109,308 3,548 205 96,732 (11,345) 85,387 Net financing result (94,620) 8,927 (85,693) Company expenses (10,947) 0 (10,947) Investment expenses (2,727) 10 (2,717) Adjustment amortisation period put option liability (4,789) 0 (4,789) Other income 915 647 1,562 Result before taxation (15,436) (1,761) (17,197) Current tax (3,711) 167 (3,544) Deferred tax (6,949) 1,594 (5,355) Result after taxation (26,096) 0 (26,096) Total As per 31-12-23 The proportional Adjustments €’000 Belgium France Italy Sweden Netherlands consolidation joint ventures Total IFRS Property investments 522,460 802,280 1,655,690 791,328 0 3,771,758 (195,860) 3,575,898 Investment in joint ventures 0 0 0 0 0 0 101,142 101,142 Tangible fixed assets 0 1,927 539 458 1,925 4,849 0 4,849 Receivables 6,973 39,993 11,866 4,037 659 63,528 (1,029) 62,499 Loan to Joint Venture 0 0 0 0 0 0 8,000 8,000 Derivative financial instruments 2,205 0 38,779 1,874 0 42,858 (9,583) 33,275 Cash and deposits 2,527 4,113 18,568 20,158 3,235 48,601 (8,083) 40,518 Total assets 534,165 848,313 1,725,442 817,855 5,819 3,931,594 (105,413) 3,826,181 Creditors 15,129 38,232 31,130 29,140 2,660 116,291 (3,834) 112,457 Non-current creditors 1,284 9,045 2,795 400 871 14,395 (411) 13,984 Borrowings 285,695 210,818 810,241 319,191 25,000 1,650,945 (97,797) 1,553,148 Derivative financial instruments 0 0 19,957 3,423 0 23,380 (820) 22,560 Deferred tax liabilities 0 0 44,831 74,572 0 119,403 (2,551) 116,852 Total liabilities 302,108 258,095 908,954 426,726 28,531 1,924,414 (105,413) 1,819,001 For the twelve month Total period ended 31-12-2023 The proportional Adjustments (€’000) Belgium France Italy Sweden Netherlands consolidation joint ventures Total IFRS Acquisitions, divestments and capital expenditure (including capitalised interest) 7,220 3,504 8,515 10,317 0 29,556 (1,041) 28,515 * The Netherlands represents assets and liabilities of Eurocommercial Properties N.V. ** The comparative figures have been adjusted for comparison purposes as a result of the reclassification. Please refer to Accounting Policy sections “Property Expenses (Direct and Indirect)”, “Service Charge Income and Service Charge Expenses” and “Company Expenses” for more information. *** The interest expenses and investment expenses in the actuals of this reporting period differ slightly from the amounts in the consolidated profit or loss account due to a different accounting policy for pension costs. Notes to the consolidated financial statements (continued) Eurocommercial Properties N.V. 219 Financial Statements 2024 ! 3. Exchange rates It is generally the Company’s policy for non-euro investments to use debt denominated in the currency of investment to provide a (partial) hedge against currency movements. Exceptionally, forward contracts may be entered into from time to time when debt instruments are inappropriate for cost or other reasons. The only non-euro investment assets and liabilities of the Company are in Sweden. As at 31 December 2024, €1 was SEK 11.4590 (31 December 2023: SEK 11.0959). The average €/SEK exchange rate during 2024 was SEK 11.4295 (2023: SEK 11.4670). 4. Rental income and service charge income and expenses Rental income Rental income in the current financial year comprised: €’000 2024 2023 Net lease payments collected/accrued 226,471 220,141 Amortisation of rent discount due to reletting and fit out-costs for new tenants (7,024) (5,100) Entry fees received/accrued 286 238 219,733 215,279 * Lease payments collected or accrued were previously presented on a gross basis. The updated presentation now includes a separate line item for the amortisation of rent discounts related to re-letting and fit-out costs for new tenants, providing a clearer view of the rental income position. The Group leases out its property investments under operating leases of various expiry terms. The leases specify the space, the rent, the other rights and obligations of the landlord and the tenant, including notice periods, renewal options and service charge arrangements. In general, the rent is indexed annually over the term of the lease. Entry fees are defined as non-recurring amounts received from a new or existing tenant in connection with a new or renewed lease. Such proceeds must be straight-lined over the term of the lease. This term is defined as the period to the first possible date the tenant can terminate the lease. The future aggregated minimum guaranteed rent (turnover rent not included) receivable under non-cancellable operating leases and to the first possible tenant break option amounts approximately to: €’000 2024 2023 – less than one year 207,873 185,214 – between one and five years 390,742 317,935 – more than five years 85,199 105,412 683,814 608,561 Approximately 2.05% of the rental income for the financial year ended 31 December 2024 is turnover rent (2023: 1.73%). Service charge income and expenses Service charge income of €43.4 million (2023: €41.6 million) represents income from recharged service costs to tenants for the services of utilities, caretakers etc. when the Group acts as principal. Service charge expenses of €45.7 million (2023: €46.7 million) represent costs related to the services of utilities, caretakers etc. which are rendered to tenants. The service charge expenses can be higher than the service charge income as costs are not always fully recoverable from tenants. Eurocommercial Properties N.V. Financial Statements 2024 220 ! 5. Property expenses Property expenses in the current financial year were: €’000 2024 2023 Direct property expenses Bad debts (expected credit loss) 740 2,599 Centre marketing expenses 2,560 2,792 Insurance premiums 1,007 971 Managing agent fees 2,031 2,149 Property taxes 20 19 Repair and maintenance 824 929 Shortfall service charges 822 1,075 8,004 10,534 Indirect property expenses Accounting fees 589 693 Audit fees 648 677 IT expenses 2,883 2,416 Depreciation fixed assets 362 372 Depreciation right-of-use assets 1,083 912 Legal and other advisory fees 2,657 2,423 Letting fees and relocation expenses 705 1,507 Local office and accommodation expenses 1,360 1,347 Pension contributions 216 202 Salaries, wages and bonuses 8,279 8,185 Employer’s tax and social security charges 3,688 3,709 Performance shares granted (IFRS 2) 246 158 Travelling expenses 714 697 Other local taxes 452 613 Other expenses 21 86 23,903 23,997 31,907 34,531 * The comparative figures have been adjusted for comparison purposes as a result of reclassification. Please refer to Accounting Policy section “Property Expenses (Direct and Indirect)” for more information. ** The comparative figures for "Bad Debts (Expected Credit Loss)" in the 2023 Annual Report exclude a €358,000 impairment on tenant receivables, which was presented separately. As the amount is smaller in the current financial year, we have included the net impact of bad debt in the presentation for 2024. Indirect property expenses include the expenses of the Brussels, Milan, Paris and Stockholm offices. Depreciation right-of-use assets includes the depreciation of right-of-use assets related to operating leases for the Company’s Group offices in Milan for €533,000 (2023: €427,000), in Paris for €343,000 (2023: €286,000) and Stockholm for €205,000 (2023: €199,000). These leases are standard lease contracts with no contingent rents and sublease payments and expire in February 2033, September 2028 and September 2025 respectively. The depreciation of fixed assets for the financial year is €182,000 for the Paris office (2023: €169,000), €136,000 for the Milan office (2023: €167,000) and €44,000 for the Stockholm office (2023: €36,000). No depreciation is recorded for Brussels. Notes to the consolidated financial statements (continued) Eurocommercial Properties N.V. 221 Financial Statements 2024 ! 6. Revaluation of property investments Realised and unrealised value movements on investments in the current financial year were: €’000 2024 2023 Property investments valuation adjustment 109,905 (90,183) Divestment property sold in previous years (761) 30 Elimination of accrued entry fees (183) 314 Elimination of capitalised letting fees (1,564) (6,170) Fair value movement long-term creditors 198 774 Foreign currency results 75 191 107,670 (95,044) The Property investments valuation adjustment of positive €109,905,000 (2023: negative €90,183,000) relates to France for an amount of positive €13,085,000 (2023: negative €8,577,000), Sweden for an amount of positive €15,974,000 (2023: negative €34,360,000), Belgium for an amount of positive €17,320,000 (2023: negative €59,177,000), and Italy for an amount of positive €63,526,000 (2023: positive €11,931,000). 7. Company expenses Company expenses in the current financial year comprised: €’000 2024 2023 Audit fees 588 456 Depreciation fixed assets 246 191 Depreciation right-of-use assets 275 223 Directors’ fees 2,035 2,250 IT expenses 834 833 Legal and other advisory fees 1,740 1,071 Marketing expenses 595 588 Office and accommodation expenses 589 778 Pension contributions 541 442 Salaries, wages and bonuses 2,787 2,156 Employer’s tax and social security charges 462 365 Statutory costs 769 484 Performance shares granted (IFRS 2) 166 102 Travelling expenses 347 307 Other expenses 712 701 12,686 10,947 * The comparative figures have been adjusted for comparison purposes as a result of reclassification. Please refer to Accounting Policy section “Company Expenses” for more information. ** Depreciation right-of-use assets includes the lease for the Company’s head office at De Boelelaan 7, Amsterdam for the financial year. This lease is a standard lease contract with no contingent rents and sublease payments and expires in June 2028. The depreciation of fixed assets for this financial year is €246,000 (2023: €191,000). 8. Personnel costs Total personnel costs in the current financial year comprised: €’000 2024 2023 Salaries and wages 11,029 10,982 Employer’s tax and social security charges 4,949 4,599 Pension costs 1,094 991 Bonuses 4,256 2,451 Performance shares granted (IFRS 2) 1,292 673 22,620 19,696 Eurocommercial Properties N.V. Financial Statements 2024 222 ! 8. Personnel costs continued Total personnel costs are partly presented under (indirect) property expenses €12,429,000 (2023: €12,254,000), partly under company expenses (remuneration of the members of the Board of Management inclusive) €5,810,000 (2023: €5,136,000) and partly under investment expenses €4,381,000 (2023: €2,305,000). These expenses do not include the remuneration of the members of the Supervisory Board. The pension costs consist of €757,000 of pension contributions (2023: €644,000). In accordance with the Company’s remuneration policy the bonuses paid to senior executives are directly linked to the annual growth in the Company’s adjusted net asset value, the annual absolute and the annual relative performance, as per the end of the financial year of the listed shares of the Company compared with a peer group of ten listed retail property companies as well as two ESG key performance indicators achieved for this financial year. The Group employed an average of 97 full-time equivalent persons during the financial year (2023: 92). The Group staff (members of the Board of Management excluded) holds 74,808 shares, representing 0.14% of the issued share capital of the Company. 9. Investment expenses Investment expenses in the current financial year comprised: €’000 2024 2023 Aborted acquisition costs 800 22 Bonuses (included in the bonus amounts as part of Note 8 Personnel costs) 2,768 1,522 Employer’s tax and social security charges related to bonuses (included in the amounts 733 370 as part of Note 8. Personnel costs) Performance shares granted (IFRS 2) 880 413 Property valuation fees 419 390 5,600 2,717 10. Other income Other income of €1,644,000 for the year ended 31 December 2024 (€1,562,000 for the year ended 31 December 2023) is related to advisory and management fees from joint ventures. 11. Net financing results Net financing costs in the current financial year comprised: €’000 2024 2023 Interest income 966 1,576 Interest Income 966 1,576 Gross interest expenses (excluding interest expenses related to lease liabilities) (53,246) (48,110) Interest expenses on lease liabilities (151) (71) Interest on put option non-controlling interest 0 (558) Capitalised interest 182 122 Interest Expenses (53,215) (48,617) Unrealised fair value movement derivative financial instruments (13,931) (37,847) Realised fair value movement derivative financial instruments (6,030) 0 Movement in present value put option (other than interest) 0 (805) Loss Derivative Financial Instruments (19,961) (38,652) Adjustment amortisation period put option non-controlling interest 0 (4,789) Adjustment amortisation period put option non-controlling interest 0 (4,789) Net financing results (72,210) (90,482) * The adjustment relates to the exercise of the put option for the minority interest in ECP Belgium SA. ** The fair value movement of derivative financial instruments is based on the fair value of the underlying financial instruments, which consists mainly of interest rate swaps. Notes to the consolidated financial statements (continued) Eurocommercial Properties N.V. 223 Financial Statements 2024 ! 11. Net financing results continued Gross interest expense consists of interest on lease liabilities, interest payable on loans calculated using the effective interest rate method and on derivative financial instruments. The interest payable to finance the extension/acquisition of an asset is capitalised until completion/acquisition date and is reported as capitalised interest. The interest rate used for capitalised interest during this financial year was 3.2% (2023: 3.2%). The fair value movement of derivative financial instruments is negative €19,961 (2023: negative €37,487). The movement is due to the change in the Euribor and Stibor curves. 12. Taxation Total tax in the current financial year comprised: €’000 2024 2023 Current tax Italy 2,071 1,876 Current tax Belgium 177 207 Current tax Sweden 244 1,454 Current tax United Kingdom 7 7 Current tax 2,499 3,544 Deferred tax on unrealised value movements investment property Italy and Sweden 36,661 12,050 Deferred tax on unrealised value movements derivative financial instruments Italy and Sweden (4,186) (8,300) Movement tax losses recognised Italy and Sweden 3,382 1,605 Deferred tax 35,857 5,355 Total tax 38,356 8,899 Tax-exempt income (including effect of FBI, FIIS and SIIC) 57,263 (42,505) Result before tax attributable to Swedish tax rate of 20.6% 33,676 (26,022) Result before tax attributable to Italian tax rate of 24.0% 113,232 46,213 Result before tax attributable to UK tax rate of 25.0% 148 281 Result before taxation 204,319 (22,033) Tax on result before tax attributable to Swedish taxable subsidiaries at a tax rate of 20.6% 6,937 (5,360) Tax on result before tax attributable to Italian taxable subsidiaries at a tax rate of 24.0% 27,176 11,091 Tax on result before tax attributable to UK taxable subsidiary at a tax rate of 25.0% 23 (2) Correction prior years 12 55 Non-taxable income/expense Belgium, Italy, Sweden and UK 4,208 3,115 Total tax 38,356 8,899 The result before taxation does not include the share of the result from joint ventures. As an Investment Institution under Dutch tax law (fiscale beleggingsinstelling), the Company is subject to a nil rate of Netherlands corporate income tax. In Belgium the revenues and capital gains are exempt as a “Fonds d’investissement immobilier spécialisé” (FIIS) and the revenues and capital gains from the French portfolio of the Company are tax-exempt as a “Société d’investissements immobiliers cotée” (SIIC). In Italy and Sweden, the properties are held by taxable entities. In Italy, the nominal tax rate applied for deferred tax and corporate income tax is 24.0%. In Sweden the nominal tax rate of 20.6% has been applied for deferred tax. The nominal tax rate for the subsidiary in the United Kingdom is 25%. The Italian Tax Authorities issued two notices of assessment on the property depreciation and the following use of the fiscal losses carry forward for the fiscal years 2014/2015 and 2015/2016 of the Italian subsidiary Eurocommercial Properties Italia S.r.l. In October 2020 and April 2021 respectively, the Italian tax court rendered a decision in the second degree confirming the first degree decision in favour of the Company. The Italian tax authorities have appealed to the final court for both the notices. No provisions have been accounted for in the financial statements. The effective tax rate stands at 17.8%. This rate is below the average due to the tax-exempt status of entities in certain countries, which results in a portion of earnings remaining untaxed. Eurocommercial Properties N.V. Financial Statements 2024 224 ! 13. Property investments and property investments under development Property investments and property investments under development are stated at fair value. It is the Company’s policy that all property investments and property investments under development be revalued semi-annually by qualified independent experts. The independent valuation figures for the Company’s properties represent the net price expected to be received by the Company from a notional purchaser who would deduct any purchaser’s costs including registration tax. All properties in the Group are freehold. The qualified independent valuers have prepared their appraisals in accordance with the Appraisal and Valuation Standards published by the Royal Institute of Chartered Surveyors (RICS) and the International Valuation Standards published by the International Valuation Standards Committee (IVSC). These standards require that valuers, among other activities, collect a variety of data, including general economic data, property-specific data and market supply and demand data. Property-specific data includes passing rent and future rent, expenses, lease terms, lease incentives, vacancies, rent concessions, etc. The Board of Management reviewed the valuation reports and determined that the source data provided by the Company is processed correctly. The data and valuation methodologies used are set out in the independent valuation reports. All properties were revalued at 31 December 2024. Purchasers’ costs The total purchasers’ costs including registration tax, which are excluded from the fair value of the property investments, property investments under development and property investments held for sale, for the financial year ended 31 December 2024 were as follows: 31-12-2024 31-12-2023 Belgium France Italy Sweden Total Belgium France Italy Sweden Total 6.9%-6.9%-2.5% 1.0% 1.0% 2.5% 2.5% 1.0% 1.0% 2.6% Purchasers’ costs (%) 7.5% 7.5% Purchasers’ costs (€’000) 13,540 57,393 15,286 7,976 94,195 13,060 56,076 14,526 7,913 91,575 In France the purchasers’ costs varies mainly from 6.9% to 7.5%. A percentage of 1.8% is applied as purchaser’s costs on lands acquired in France. Fair value hierarchy Property investments, including property investments under development are at level 3. Property portfolio The current property portfolio is: 31-12-24 31-12-23 31-12-24 31-12-23 Net value Net value Costs to date Costs to date €’000 €’000 €’000 €’000 Belgium 541,540 522,460 668,413 666,174 France 822,010 802,280 612,881 605,622 Italy 1,537,390 1,459,830 1,072,799 1,058,552 Sweden 797,586 791,328 787,691 771,892 Property investments 3,698,526 3,575,898 3,141,784 3,102,240 Assumptions and sensitivity analysis The assumptions and sensitivity analysis of the valuations are made by the valuers and represent the property investments, excluding land. The following assumptions were applied as per 31 December 2024: 31-12-24 31-12-23 Belgium France Italy Sweden Belgium France Italy Sweden Passing rent per m² (€; average) 592 406 346 223 589 404 348 234 Estimated rent value per m² (€; average) 594 430 376 231 590 421 354 253 Net initial yield (%; average) 5.0 5.4 5.9 5.8 5.2 5.3 6.2 5.9 Reversionary yield (%; average) 5.1 5.9 6.0 6.2 4.9 5.9 6.2 5.9 Inflation rate (%; min/max) 2.1 n.a. 1.9 1.9 n.a. n.a. 2.3 2.1 Long-term growth in rental value (%; min/max) 2.0 n.a. 2.0 2.0 n.a. n.a. 2.3 2.0 * When DCF method is used. ** The comparative figures have been adjusted based on the current GLA. The DCF valuation method is used by all valuers, except in France, where the capitalisation method is applied. There were no changes in the valuation methodology compared to previous valuations, except in Belgium, where the capitalisation method was used in the previous year. A sensitivity analysis of the valuations is based on the assumptions of 1) the increase/decrease in net initial yield (NIY) and 2) the increase/decrease of the estimated rental value (ERV). The amounts reflect the increase or decrease of the net value of the respective property portfolio. Notes to the consolidated financial statements (continued) Eurocommercial Properties N.V. 225 Financial Statements 2024 ! 13. Property investments and property investments under development continued 31-12-24 31-12-23 Belgium France Italy Sweden Total Belgium France Italy Sweden Total €’000 €’000 €’000 €’000 €’000 €’000 €’000 €’000 €’000 €’000 Increase average NIY by 25 bps (26,446) (33,720) (63,200) (31,323) (154,689) (26,100) (33,789) (46,960) (29,999) (136,848) Increase average NIY by 50 bps (50,447) (64,763) (121,430) (58,160) (294,800) (49,780) (65,112) (88,570) (57,949) (261,411) Decrease average NIY by 25 bps 29,279 36,935 67,810 31,335 165,359 28,910 37,254 50,190 33,089 149,443 Decrease average NIY by 50 bps 61,881 77,365 141,060 66,520 346,826 61,130 78,157 91,920 68,529 299,736 Increase ERV of 5% 22,100 27,788 35,520 28,656 114,064 26,120 28,099 42,680 33,829 130,728 Increase ERV of 10% 44,210 55,466 74,030 54,363 228,069 52,250 55,260 88,450 68,568 264,528 Decrease ERV of 5% (22,110) (29,028) (29,840) (30,518) (111,496) (26,130) (27,091) (42,470) (33,829) (129,520) Decrease ERV of 10% (44,200) (57,516) (70,850) (59,541) (232,107) (52,260) (54,731) (84,830) (66,766) (258,587) Changes in property investments for the financial year ended 31 December 2024 were as follows: Property investments Property investments 31-12-24 31-12-23 €’000 €’000 Book value at beginning of year 3,575,898 3,642,946 Capital expenditure – general 4,662 10,991 Capital expenditure – extensions and refurbishments 33,045 11,233 Capitalised interest 182 122 Capitalised letting fees/lease incentives/fit out costs 9,383 12,627 Amortisation capitalised letting fees/lease incentives/fit out costs (7,819) (6,457) Elimination of net capitalised letting fees (1,564) (6,170) Property investments valuation adjustment 109,905 (90,183) Exchange rate movement (25,166) 789 Book value at end of year 3,698,526 3,575,898 14. Investments in joint ventures Investments in joint ventures amounted to €112.0 million (€101.1 million at 31 December 2023) and refers to the Company’s 50% stake in the Italian company Galleria Verde S.r.l. which owns the shopping centre Fiordaliso and the adjacent retail park in Milan. Galleria Verde S.r.l. has the same calendar year end as the Group. There are no contingent liabilities or other post balance sheet events in the joint venture other than mentioned below and no unrecognised losses. The payment of cash dividends and the repayment of intercompany loans and advances are allowed, subject to the conditions provided in the loans with the financing banks. During this financial year no dividend was paid by the joint venture (2023: €0). The Italian joint venture is financed at 31 December 2024 by three banks: a) ING and BNP Paribas, which granted a loan of €177 million, maturing in 2026 with a mortgage on the Fiordaliso gallery; b) Banco BPM, which granted two loans, the first one in 2022 amounts to €21.5 million with a mortgage on the new portion of Fiordaliso gallery (ex-hypermarket) for a term of five years, the second one in March 2024 with a three years loan of €17.5 million with a mortgage on the retail park of Fiordaliso. As of 31 December 2024 the intercompany loans that the two shareholders granted to the joint venture have been fully repaid. At 31 December 2024, the loans of the joint venture were hedged with interest rate swaps for a notional amount of €160 million. Eurocommercial Properties N.V. Financial Statements 2024 226 ! 14. Investments in joint ventures continued Property Fiordaliso Fiordaliso Country Italy Italy ECP ownership 50% 50% Company name Galleria Verde S.r.l. Galleria Verde S.r.l. Twelve months Twelve months ended 31-12-23 ended 31-12-24 Summarised profit or loss account €’000 €’000 Rental income 25,192 23,670 Property expenses (524) (789) Service charge income 6,820 6,376 Service charge expenses (6,780) (6,755) Investment revaluation 15,994 9,866 Net interest expenses (6,406) (7,138) Net derivatives movements (4,078) (10,716) Other expenses to Group companies (1,522) (1,296) Financial and investment expenses (36) (22) Deferred tax (6,154) (3,188) Corporate income tax (782) (334) Result after taxation 21,724 9,674 Total comprehensive income 21,724 9,674 ECP share of total comprehensive income 10,862 4,837 Property Fiordaliso Fiordaliso Country Italy Italy ECP ownership 50% 50% Company name Galleria Verde S.r.l. Galleria Verde S.r.l. 31-12-23 31-12-24 Summarised statement of financial position €’000 €’000 Property investments (non-current) 409,560 391,720 Cash and deposits (current) 8,576 16,166 Debtors (current) 2,530 2,058 Derivative financial instruments (non-current) 15,218 19,166 Total assets 435,884 429,110 Creditors (current) 5,818 7,668 Borrowings (current) 3,304 20,984 Loan from Group companies (current) 0 16,000 Creditors (non-current) 846 822 Borrowings (non-current) 188,880 174,610 Deferred tax liabilities (non-current) 11,256 5,102 Derivative financial instruments (non-current) 1,772 1,640 Total liabilities 211,876 226,826 Net assets 224,008 202,284 ECP share of net assets in joint ventures 112,004 101,142 * The comparative figures have been adjusted for comparison purposes as a result of the reclassification. Please refer to Accounting Policy sections “Property Expenses (Direct and Indirect)” and “Service Charge Income and Service Charge Expenses” for more information. Notes to the consolidated financial statements (continued) Eurocommercial Properties N.V. 227 Financial Statements 2024 ! 15. Tangible fixed assets Tangible fixed assets represent office equipment and inventory for the Company’s head office at De Boelelaan 7, Amsterdam and the Group offices at 200, rue Saint-Lambert, Brussels; Via della Moscova 3, Milan; 107, rue Saint Lazare, Paris and Kungsgatan 48, Stockholm as well as the right-of-use assets related to the lease of these offices. The costs for office equipment and inventory are depreciated over the expected useful lives of the assets concerned varying from two to five years. The movements in the current financial year and the previous financial year were: Right-of-use assets Office equipment Total €’000 €’000 €’000 Book value at 1 January 2023 3,235 613 3,848 Additions 1,522 1,284 2,806 Disposals (146) (20) (166) Depreciation (1,135) (560) (1,695) Exchange rate movement (13) 69 56 Book value at 31 December 2023 3,463 1,386 4,849 Additions 2,666 821 3,487 Disposals 0 818 (4) (4) Depreciation (1,358) (608) (1,966) Exchange rate movement (10) (3) (13) Book value at 31 December 2024 4,761 1,592 6,353 1,592 Right-of-use assets Office equipment Total €’000 €’000 €’000 Cost at 31 December 2024 9,592 9,137 18,729 Accumulated depreciation (4,789) (7,561) 9,138 (12,350) Accumulated exchange rate movement (42) (7,562) 16 (26) Book value at 31 December 2024 4,761 1,592 16 6,353 During the financial year ended 31 December 2024, tangible fixed assets with a total cost price of €825,000 (31 December 2023: €1,241,000) and right-of-use assets with a total cost price of €1,551,000 (31 December 2023: €682,000) were disposed of or out of use. 16. Receivables 31-12-24 31-12-23 €’000 €’000 Trade receivables Rents receivable 34,369 36,252 Provisions for bad debts (expected credit losses) (11,500) (13,953) 22,869 22,299 Other receivables Funds held by managing agents 13,860 16,558 Loan to joint venture 0 8,000 Prepaid acquisition costs 1,486 1,862 VAT receivable 4,619 3,663 Deposit gift cards 1,299 3,801 Escrow account sale Grenoble 0 1,900 Loan interest receivable 2,482 3,838 Other receivables and prepayments 3,796 7,077 27,542 46,699 Total trade and other receivables 50,411 68,998 Tax Receivable Other tax receivable 4,581 1,501 4,581 1,501 * The comparative figures have been adjusted to provide a clearer presentation of the “Receivables” split. Eurocommercial Properties N.V. Financial Statements 2024 228 ! 16. Receivables continued Under IFRS 9, the lease receivables are subject to impairment testing. When the landlord has invoiced the rent as defined according to the existing contract and the tenant does not pay, the (expected) risk related losses are fully recognised in property expenses. The funds held by managing agents mainly relate to prepayments associated with service charges and precarious rental income. The other tax receivable is mainly related to tax incentives granted by the Italian government on specific ESG investments. The loan to joint venture is the shareholder loan granted to the joint venture Galleria Verde S.r.l. and has been fully repaid by the joint venture in 2024. Receivables at 31 December 2024 include an amount of €4,133,000 (31 December 2023: €1,084,000) which is due after one year. 17. Cash and deposits Cash and deposits consist of amounts held as bank balances and other liquid assets. All bank balances and deposits are freely available. 31-12-24 31-12-23 €’000 €’000 Bank balances 35,782 40,461 Deposits 182 57 35,964 40,518 18. Trade and other payables and tax payable 31-12-24 31-12-23 €’000 €’000 Current liabilities Interest payable 12,835 14,826 Lease liabilities 1,405 1,039 Local and property tax payable 1,369 1,623 Payable on purchased property/extensions 8,477 8,887 Rent received/invoiced in advance 34,851 32,816 Service charge accruals 5,567 8,987 VAT payable 1,998 4,343 Gift card debts 1,481 3,801 Amounts payable related to personnel 10,664 8,116 Trade payables and other creditors 17,648 26,159 96,295 110,597 Non-current liabilities Lease liabilities 3,633 2,502 Tenant rental deposits 12,661 11,482 16,294 13,984 Tax payable Current liabilities corporate tax payable 1,354 1,860 1,354 1,860 * The comparative figures have been adjusted to provide a clearer presentation of the “Current liabilities” split. Notes to the consolidated financial statements (continued) Eurocommercial Properties N.V. 229 Financial Statements 2024 ! 19. Borrowings 31-12-24 31-12-23 €’000 €’000 Book value at beginning of year 1,553,148 1,519,062 Drawdown of funds 338,175 381,531 Repayments (326,211) (349,134) Exchange rate movement (10,085) 603 Movement prepaid borrowing costs (279) 1,086 Book value at end of year 1,554,748 1,553,148 84% of the borrowings are at a floating interest rate (31 December 2023: 83%), rolled over for a period of generally three months. The interest rate risk is managed by using interest rate swaps and other derivatives 16% of the borrowings are at a fixed interest rate and the interest rate risk is managed by fixing the interest to maturity at the drawdown date (31 December 2023: 17%). Borrowings Borrowing cost 31-12-24 Fair value 31-12-24 31-12-23 Fair value 31-12-23 €’000 €’000 €’000 €’000 % €’000 €’000 % Borrowings with floating interest rate 1,306,153 (5,356) 1,300,797 1,300,797 84 1,289,086 1,289,086 83 Borrowings with fixed interest rate 255,388 (1,437) 253,951 251,666 16 264,062 260,472 17 Total borrowings 1,561,541 (6,793) 1,554,748 1,552,463 100 1,553,148 1,549,558 100 * Fixed rate borrowings consist of ten fixed rate loans and external floating interest rate financing for which fixed interest rate swaps are in place with a remaining term of more than one year. ** Floating rate borrowings consist of all external financing with a remaining interest period of less than one year taking into account the effect of interest rate swaps. The fair value of the borrowings with a fixed interest rate from drawdown date to maturity is based on a model taking into account the appropriate interest rate curve of the underlying loan. The fair value of the floating interest rate loans is considered equal to the relevant carrying value, as the impact of the margin of the loans is not material. The borrowings are all directly from major banks, with an average committed unexpired term of more than three years. Investment property amounting to €3,571 billion (2023: €3,451 billion) have been pledged as security of borrowings of € 1,489 million (2023: €1,493 ). 31-12-2431-12-23 Total Average interest rate Total Secured Unsecured borrowings during the financial year borrowings Borrowings maturity profile €’000 €’000 €’000 in % €’000 233,622 Current borrowings 55,759 72,979 128,738 3.1 Non-current borrowings: 405,940 One to two years 490,364 490,364 708,207 Two to five years 523,309 523,309 211,892 Five to ten years 419,130 419,130 0 More than ten years 0 0 Total non-current borrowings 1,432,803 1,432,803 4.1 1,326,039 Borrowing costs (6,793) (6,793) (6,513) Total borrowings 1,481,769 72,979 1,554,748 3.7 1,553,148 * Margin and base rate, excluding swaps. Eurocommercial Properties N.V. Financial Statements 2024 230 ! 19. Borrowings continued Fixed rate Floating rate Total Average interest rate Average interest Average maturity borrowings borrowings borrowings at 31 December maturity of borrowings Currency and interest rate profile €’000 €’000 €’000 % in years in years 2024 Euro 204,904 1,043,584 1,248,488 4.0 5.6 3.7 Swedish krona 50,484 262,569 313,053 4.5 4.6 2.3 Borrowing costs (1,437) (5,356) (6,793) n.a. n.a. n.a. 253,951 1,300,797 1,554,748 4.1 5.4 3.4 2023 Euro 212,468 1,026,986 1,239,454 4.7 5.7 2.9 Swedish krona 53,307 266,900 320,207 5.4 2.7 2.4 Borrowing costs (1,713) (4,800) (6,513) n.a. n.a. n.a. 264,062 1,289,086 1,553,148 4.8 5.1 2.8 * Fixed rate borrowings consist of ten fixed rate loans and external floating interest rate financing for which fixed interest rate swaps are in place with a remaining term of more than one year. ** Floating rate borrowings consist of all external financing with a remaining interest period of less than one year taking into account the effect of interest rate swaps. *** Margin and base rate, excluding swaps. The table above shows the average interest rate of the Group at December 2024 excluding the effect of the interest rate swaps (4.1%). The average interest rate at 31 December 2024 including the effect of interest rate swaps was 3.2%. At 31 December 2024 the Group had in total green and sustainability loans for a nominal amount of €863 million (€784 million group share). There are four green loans for a total amount of € 646million (€568 million group share), three sustainability linked loans for a total amount of €100 million and two green and sustainability linked loans for a total amount of €117 million. The Group aims to further increase the number of its green and sustainability linked loans, by upgrading the loans expiring at maturity. 20. Financial instruments Financial risks In the normal course of business the Group is exposed to credit risks, liquidity risks, interest rate risks and foreign currency risks. The overall risk management policy focuses on the unpredictable nature of the financial markets with emphasis on minimising any negative impact on the financial performance of the business. The Group closely monitors its financial risks linked to its activities and the financial instruments it uses. However, as the Group is a long-term property investor, it believes that the funding of its investments should also be planned on a long-term basis, reflecting the overall risk profile of the business. Credit risk The credit risk is defined as the unforeseen losses on assets if counterparties should default. The credit risk associated with lease debtors is determined through a detailed analysis of the outstanding debt and mitigated by requiring deposits, upfront payments or bank guarantees from tenants to cover rents for a limited period. The risk is further reduced by investing in mature markets and by choosing major tenants also on the basis of their financial strength. Derivative financial instruments are considered to have low credit risk because all contracts are done with top tier counterparties, the risk is spread due to diversification in counterparties and the counterparties at which the financial instruments are held are also providing underlying financing. The carrying amounts of the financial assets represent the maximum credit risk and were made up as follows: 31-12-24 31-12-23 Carrying amounts of financial assets Note €’000 €’000 Short term receivables 16 50,859 69,415 Long term receivables 16 4,133 1,084 Total receivables 54,992 70,499 Derivative financial instruments 20,098 33,275 Cash and deposits 17 35,964 40,518 Total financial assets 111,054 143,732 Notes to the consolidated financial statements (continued) Eurocommercial Properties N.V. 231 Financial Statements 2024 ! 20. Financial instruments continued The ageing analysis of the receivables on the balance sheet date was as follows: 31-12-24 31-12-23 Provision for bad Provision for bad Rents debts (expected Other Rents debts (expected Other receivable credit loss) receivables Receivables receivable credit loss) receivables Receivables €’000 €’000 €’000 €’000 €’000 €’000 €’000 €’000 Not due 20,809 (5) 4,133 24,937 21,582 (584) 1,084 22,082 Overdue by 0–90 days 1,876 (173) 27,777 29,481 606 (2,648) 46,846 44,804 Overdue by 90–120 days 1,202 (627) 0 575 1,506 (1,760) 0 (254) Overdue by more than 120 days 10,482 (10,482) 0 0 12,558 (8,691) 0 3,867 34,369 (11,287) 31,910 54,992 36,252 (13,683) 47,930 70,499 * The comparative figures in this table have been slightly changed due to the addition of the amounts related to tax receivable. With respect to the rents receivable, the Group holds rental deposits from its tenants totalling €15.3 million (31 December 2023: €13.9 million) in addition to bank guarantees. The Company has a Group policy to closely monitor the collectibility of rents receivable; based on assessments of uncollectibility, a provision is recorded. Upon formal confirmation of uncollectibility, the rents receivable are written off against the recorded bad debt provision, and any remaining amounts are written off. The amounts listed under other receivables are expected to be received within the next 12 months, except for the long term receivables, for which no specific term is specified. Refinancing and liquidity risk Refinancing and liquidity risk is the risk that the Group will encounter difficulty in meeting obligations associated with its financial liabilities that are settled by delivering cash or other financial assets at a reasonable price. In order to reduce liquidity risk, the repayment dates of borrowings are well spread over time and 91.8% of borrowings are long term, with 26.8% of borrowings with a remaining term of over five years. The Group aims to enter into long-term loans, preferably five to ten years or longer. At the balance sheet date the average maturity of the borrowings was 3.41 years. Group net borrowings on a proportional consolidated basis will not exceed 60% of the fair value of the property portfolio on a proportional consolidated basis, which further mitigates risk. The ratios to which the Group has committed itself are monitored at regular intervals. The loan to value ratio at 31 December 2024 was 41.0% on IFRS basis and 41.3% on a proportional consolidated basis (31 December 2023: 42.3% and 42.5% respectively). Apart from these obligations and commitments, the Netherlands Fiscal Investment Institution status of the Company imposes borrowing limits and requires the Company to distribute its fiscal income as a dividend to the shareholders. The risk related to the possible defaults of the Group’s counterparties is minimised by dealing directly with a number of reputable banks for all its borrowings, interest rate swaps, foreign exchange contracts and deposits. These banks in their position as lenders have a credit rating AA- (14%), A+ (34%), A (22%), BBB+(11%), BBB (14%), BBB- (2%), BB+ (3%) and 0% have no rating according to Fitch; and Aa2 (16%), Aa3 (36%), A1 (4%), Baa1 (26%), Baa2 (2%), Baa3 (4%), Ba1(7%) and 5% have no rating according to Moody’s. The Group monitors the level of expected cash inflows on trade and other receivables together with expected cash outflows on trade and other payables and monitors rent collection and possible arrears. For further disclosures on the liquidity risk, we refer to the going concern paragraph in note 1b. Basis of preparation of the consolidated financial statements. The following table shows the undiscounted contractual flows required to pay the Company’s financial liabilities: 31-12-24 31-12-23 Total Less than More than Total Less than More than cash flows 1 year 1–5 years 5 years cash flows 1 year 1–5 years 5 years Undiscounted cash flows €’000 €’000 €’000 €’000 €’000 €’000 €’000 €’000 Non-current borrowings 1,432,803 0 1,013,673 419,130 1,326,039 0 1,114,147 211,892 Current borrowings 128,738 128,738 0 0 233,622 233,622 0 0 Interest derivative financial instruments (3,187) 532 12,897 (16,616) (10,715) (2,097) (18,552) 9,934 Interest on borrowings 185,605 53,146 113,599 18,859 154,643 66,276 80,278 8,089 Non-current creditors 15,270 2,097 8,770 4,403 13,816 1,369 10,299 2,148 Current creditors 96,295 96,295 0 0 109,558 109,558 0 0 Current tax payable 1,354 1,354 0 0 1,860 1,860 0 0 1,856,878 282,162 1,148,939 425,776 1,828,823 410,588 1,186,172 232,063 Eurocommercial Properties N.V. Financial Statements 2024 232 ! 20. Financial instruments continued Foreign currency risk Foreign exchange risk is the risk that the profitability and shareholders’ equity of the Group might be affected by currency fluctuations. Individual subsidiaries primarily execute their operating activities in their respective functional currencies which primarily comprise the euro and the Swedish krona. As a result, the Company has only a rather limited foreign currency exposure related to its day-to-day operations in the various countries. Since the financial reporting currency of the Company is the euro, the financial statements of those non-euro operating subsidiaries are translated so that the financial results can be presented in the Company’s consolidated financial statements. Due to Swedish property investments, the Group is exposed to the Swedish krona, the only material foreign currency exposure for the Group. However, due to SEK loan facilities, this exposure is partly hedged. SEK borrowings amount to €312 million (31 December 2023: €319 million). The total property investments in Sweden are €798 million (31 December 2023: €791 million). Therefore, about 39% of this SEK exposure is hedged through these borrowings at 31 December 2024 (31 December 2023: 40%). The remaining exposure is relatively limited compared with the total size of the portfolio and will, in principle, not be hedged. A weakening of this currency by 5% would result, for example, in a decrease of shareholders’ equity of only 1% and in a decrease of only 0.9% of direct investment result. Interest rate risk The Company operates a defensive interest rate hedging policy by using derivatives to protect the Company against increases in interest rates. The Company intends to hedge at least 80% of its net loans outstanding for the medium to long term (five to 15 years). The fair value (mark to market) of the current interest rate hedge instruments as at 31 December 2024 is a negative value of €3.20 million (31 December 2023: positive €10.7 million). The interest rate hedge instruments as at 31 December 2024 have a weighted average maturity of 5.9 years and the Company is hedged at an average interest rate of 2.3% (31 December 2023: 2.0%). Only 20% (31 December 2023: 21%) of the total borrowings is at a floating rate without interest hedge. An increase in interest rates of 1% would therefore only have a limited negative impact of an additional annual interest expense of € 2.4 million (31 December 2023: €3.3 million) or 1.9% (31 December 2023: 2.6%) of reported direct investment result. If at 31 December 2024, the euro interest curve and the Swedish krona interest curve were 50 basis points higher, the fair value movement for derivative financial instruments would have increased the shareholders’ equity by €24.5 million. If the interest curves were 50 basis points lower, the fair value movement for derivative financial instruments would have decreased the shareholders’ equity by €25.7 million. Both calculations assume that all other variables were held constant and do not take into account the impact of deferred taxes. 31-12-24 31-12-24 31-12-23 31-12-23 Notional amount Fair value Notional amount Fair value Maturity profile derivative financial instruments €’000 €’000 €’000 €’000 Up to one year 80,000 533 96,006 2,097 From one year to two years 103,000 3,169 140,400 4,922 From two years to five years 485,166 9,728 410,298 13,630 From five years to ten years 210,000 (3,331) 229,654 5,197 Over ten years 75,000 (13,286) 85,000 (15,131) 953,166 (3,187) 961,358 10,715 * Not including forward starter derivatives. ** Including forward starter derivatives. Derivative financial instruments comprise the fair value of interest rate swap contracts entered into to hedge the Group’s interest rate exposure. In addition to the notional amounts of the derivative financial instruments effective at year end presented in the previous table , the financial instruments portfolio as per the balance sheet date includes also forward starting interest rate swaps to extend existing interest rate swaps then maturing for a notional amount of €190 million (31 December 2023: €105 million). Although the notional amounts of the aforesaid financial instruments are not included in the previous table, the fair value of these financial instruments is included. Moreover, the IFRS reporting does not include the additional interest rate swaps of the 50% owned Italian joint venture company Galleria Verde for a total notional amount of €95 million (Group share). The Company accounts for the purchase/sale of an interest rate swap at its transaction date. Changes in net derivative financial instruments for the financial year ended 31 December 2024 were as follows: 31-12-24 31-12-23 Net derivative financial instruments €’000 €’000 Book value at beginning of year 10,715 48,661 Fair value movement derivative financial instruments (19,961) (37,847) Interest rate swaps settlement 6,029 0 Exchange rate movement 30 (99) Book value at end of year (3,187) 10,715 Notes to the consolidated financial statements (continued) Eurocommercial Properties N.V. 233 Financial Statements 2024 ! 20. Financial instruments continued Effective interest rate and ageing analysis The following table shows the effective interest rate (variable rate is based on Euribor/Stibor as at 31 December 2024) on financial assets on which interest is receivable and liabilities on which interest is payable as at the balance sheet date. This table also includes an ageing analysis according to interest rate revision dates of these assets and liabilities. 31-12-24 31-12-23 Borrowings Borrowings Swaps fixed Swaps floating Borrowings Borrowings Swaps fixed Swaps floating floating rate fixed rate rate paid rate received floating rate fixed rate rate paid rate received Effective interest rate (%) 4.58 1.87 1.55 3.10 5.42 1.87 1.37 4.00 Up to one year (€’000) 119,897 8,841 80,000 80,000 224,886 8,736 96,006 96,006 From one year to two years (€’000) 433,162 57,202 103,000 103,000 397,063 8,878 140,400 140,400 From two years to five years (€’000) 437,594 85,715 485,166 485,166 633,237 74,969 410,298 410,298 From five years to ten years (€’000) 315,500 103,630 210,000 210,000 38,700 173,192 229,654 229,654 Over ten years (€’000) 0 0 75,000 75,000 0 0 85,000 85,000 1,306,153 255,388 953,166 953,166 1,293,886 265,775 961,358 961,358 The following table shows the periods in which the interest cash flows (variable interest is based on Euribor/Stibor as at 31 December 2024) on both borrowings and derivatives are expected to occur on the basis of the loan and interest rate swap agreements entered into by the Group, as per the balance sheet date: Interest cash flows Borrowings floating rate Borrowings fixed rate Swaps fixed rate Swaps floating rate Total 31-12-24 €’000 €’000 €’000 €’000 €’000 Up to one year 48,420 4,726 16,883 (24,031) 45,998 From one year to two years 38,274 4,226 18,851 (19,650) 41,701 From two years to five years 61,071 10,028 49,247 (50,274) 70,072 From five years to ten years 15,119 3,741 18,875 (15,331) 22,404 Over ten years 0 0 28,360 (19,724) 8,636 162,884 22,721 132,216 (129,010) 188,811 Fair value of financial instruments The financial statements have been prepared on an historical cost basis, except for property investments, property investments under development, property investments held for sale and some of the financial instruments, which are carried at fair value. IFRS 9 contains the following principal classification categories for financial assets and liabilities: A. Financial assets and liabilities measured at amortised cost; and C. Financial assets at fair value through P&L. The carrying amounts of the financial instruments and their fair values were as follows: 31-12-24 €’000 31-12-23 €’000 Categories Carrying Carrying Note in accordance with IFRS 9 amount Fair value amount Fair value Receivables 16 A 54,992 54,992 69,939 69,939 Derivative financial instruments C 20,098 20,098 33,275 33,275 Cash and deposits 17 A 35,964 35,964 40,518 40,518 111,054 111,054 143,732 143,732 Creditors 18 A 113,943 113,943 126,442 126,442 Borrowings 19 A 1,554,748 1,552,463 1,559,661 1,549,558 Derivative financial instruments C 23,286 23,286 22,560 22,560 1,691,977 1,689,692 1,708,663 1,698,560 The fair values of the financial instruments were determined as explained in the principal accounting policies (note 1) to the extent that for those borrowings with a fixed interest rate (carrying amount of €255,388,000), the fair value was based upon the relevant yield curves. For the borrowings with a floating interest rate (carrying amount of €1,306,153,000), the carrying amount is deemed to approximate the fair value because the floating interest rate approximates the market interest rate and own credit risk is not deemed material. Due to their short- term nature the carrying amount approximates to fair value for the other balance sheet items. Eurocommercial Properties N.V. Financial Statements 2024 234 ! 20. Financial instruments continued Fair value hierarchy All derivative financial instruments are at level 2. For the level 2 derivative financial instruments the Group uses a model to determine the fair value with inputs that are directly or indirectly observable market data. 21. Deferred tax liabilities Deferred tax liabilities are attributable to the following items in the current financial year: 31-12-23 Recognised in profit or loss Exchange rate movement 31-12-24 €’000 €’000 €’000 €’000 Investment property (112,240) (36,661) 2,379 (146,522) Derivative financial instruments (15,246) 4,186 (24) (11,084) Tax value of loss carry-forwards recognised 10,634 (3,385) 0 7,249 Deferred tax properties IFRS 9 0 3 0 3 Total deferred tax liabilities(116,852) (35,857) 2,355 (150,354) As at 31 December 2024, the total amount of deferred tax liabilities of €150.4 million is for an amount of €80.1 million related to Sweden and for an amount of €70.3 million to Italy. Deferred tax liabilities were attributable to the following items in the previous reporting period: 31-12-22 Recognised in profit or loss Exchange rate movement 31-12-23 €’000 €’000 €’000 €’000 Investment property (100,182) (12,050) (8) (112,240) Derivative financial instruments (23,540) 8,300 (6) (15,246) Tax value of loss carry-forwards recognised 12,240 (1,605) (1) 10,634 Total deferred tax liabilities (111,482) (5,355) (15) (116,852) 22. Put option liability non-controlling interest Changes in put option liability non-controlling interest for the financial year ended 31 December 2024 were as follows: 31-12-24 31-12-23 Financial liability related to the put option non-controlling interest €’000 €’000 Book value at beginning of year 0 (63,448) Interest put option non-controlling interest 0 (558) Movement of put option non-controlling interest Belgium 0 (5,594) Exercise of put option non-controlling interest Belgium 0 69,600 Book value at end of year 0 0 In April 2023 AG Insurance, the minority shareholder of ECP Belgium, exercised the put option and Eurocommercial Properties N.V. purchased the remaining shares of ECP Belgium. As a result of the exercise of the put option and the settlement of the payment, the put option liability non-controlling interest no longer exists. Notes to the consolidated financial statements (continued) Eurocommercial Properties N.V. 235 Financial Statements 2024 ! 23. Provision for pensions The provision for pensions is related to one defined benefit plan in the United Kingdom. The plan has no active members, neither for the comparative figures and no new members have entered the scheme since 2001. The scheme is based on a final salary plan with a pensionable salary cap and the Company expects no new members in the scheme in the near future. In November 2023 the Trustee of the Scheme entered into a contract with Aviva Life & Pensions UK Limited for the purchase of a bulk annuity insurance policy to secure the benefits of all members of the Scheme with the insurance company. As a result of these transactions, the Scheme’s assets as per 31 December 2024 consist of the bulk annuity policy from Aviva and a remaining cash amount of €428,000. The major categories of plan assets are as follows: 31-12-24 31-12-23 €’000 €’000 Insured annuity policy 7,575 7,418 Cash and cash equivalents 428 330 Unquoted investment funds – mixed 0 0 8,003 7,748 Changes in the defined benefit obligation and fair value of plan assets in the current and previous financial reporting year/period: Fair value of Defined benefit Benefit Fair value of Defined benefit Benefit plan assets obligation liability plan assets obligation liability 31-12-24 31-12-24 31-12-24 31-12-23 31-12-23 31-12-23 €’000 €’000 €’000 €’000€’000 €’000 Book value at beginning of year 8,737 (8,737) 0 7,371 (7,940) (569) Interest income/(expenses) 399 (399) 0 459 (391) 68 Pension cost charged to profit or loss account 399 (399) 0 459 (391) 68 Return on plan assets (1,000) 0 (1,000) (2,967) 0 (2,967) Actuarial changes arising from changes in assumptions 0 933 933 0 43 43 Experience adjustments 0 106 106 0 (156) (156) Actuarial result on pension scheme charged to OCI (1,000) 1,039 39 (2,967) (113) (3,080) Buy-in 0 0 0 3,970 0 3,970 Benefits paid (81) 81 0 (72) 72 0 Effects of asset ceiling 0 (39) (39) 0 (382) (382) Exchange rate movement 0 0 0 (24) 17 (7) Book value at end of year 8,055 (8,055) 0 8,737 (8,737) 0 The defined benefit obligation is has been recorded at €0 since 31 December 2023 as an insurance company has been engaged to assume any future liabilities associated with the obligations. The buyout by this insurance company was successfully completed in March 2025 and the winding up of the pension scheme by the trustee will follow in due course. The principal assumptions used in determining the pension obligations for the Group’s plan are set out as follows for the year ended 31 December 2024. The discount rate is 5.6% (31 December 2023: 4.6%) and pension increase is 3.1% (31 December 2023: 3.1%). The life expectancy for pensioners at the age of 60 is 25.9 years and 28.1 years for men and women respectively (31 December 2023: men 25.9 years and women 28.0 years). A quantitative sensitivity analysis for material assumptions as at 31 December 2024 is as shown below: Discount rate: Discount rate: Rate of inflation: Rate of inflation: Life expectancy: Year 0.25% increase 0.25% decrease 0.25% increase 0.50% increase 1 year increase 31 December 2024 Liabilities (€’000) 7,380 7,778 7,767 7,389 7,729 The above sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. The duration of the liabilities of the Scheme is approximately 18 years as at 31 December 2024 (31 December 2023: approximately 18 years). Eurocommercial Properties N.V. Financial Statements 2024 236 ! 24. Leases A. Leases as lessor (IFRS 16) The Group leases out its investment properties. The Group has classified these leases as operating leases, because they do not transfer substantially all of the risks and rewards incidental to the ownership of the assets. For the recognised rental income and the maturity analysis of lease payments, showing the undiscounted lease payments to be received after the reporting date, reference is made to note 4 of these statements. B. Leases as lessee (IFRS 16) The Group leases office space and company cars. i. Right-of-use assets Right-of-use assets related to leased properties that do not meet the definition of investment property are presented as tangible fixed assets (see Note 15). 31-12-24 31-12-23 €’000 €’000 Balance at the beginning of year 3,463 3,235 Additions to right-of-use assets 2,666 1,522 Disposal of right-of-use assets 0 (146) Depreciation for the period (1,358) (1,135) Exchange rate movement (10) (13) Balance as at the end of year 4,761 3,463 ii. Lease liabilities The current and non-current portions of the Company’s lease liabilities are presented as current liabilities and non-current liabilities respectively (see Note 18). 31-12-24 31-12-23 €’000 €’000 Balance at the beginning of the financial year 3,541 3,334 Lease payments for the period (1,309) (1,227) Additions to lease liabilities 2,666 1,522 Disposal of lease liabilities 0 (146) Interest expenses 151 71 Exchange rate movement (11) (13) Balance as at the end of the financial year 5,038 3,541 During the financial year 2024, several additions or renewals of lease contracts have been taken up by Eurocommercial Properties N.V. to align with the prevailing market conditions, the IBR percentage was updated using the Country Risk Premium and an average company Credit Spread of 0.032%. The adjusted IBR percentage was implemented for leases which commenced in 2024. For leases that were previously recorded, the initial interest rate percentage remained at 2% as there were no substantial changes to the lease amounts or modifications to the lease terms. The Company uses a discount rate of 2.6% in France, 3.2% in Italy, 2.4% in Netherlands and 2.1% in Sweden. The following table sets out a maturity analysis of lease liabilities, showing the undiscounted lease payments to be paid after the reporting date. 31-12-24 31-12-23 €’000 €’000 Less than one year 3,082 3,156 One to two years 1,482 2,482 Two to three years 1,235 841 Three to four years 901 666 Four to five years 498 382 More than five years 84 0 Total undiscounted lease payments 7,282 7,527 Notes to the consolidated financial statements (continued) Eurocommercial Properties N.V. 237 Financial Statements 2024 ! 24. Leases continued iii. Amounts recognised in profit or loss Twelve months Twelve months ended 31-12-24 ended 31-12-23 €’000 €’000 Interest from lease liabilities 151 71 Depreciation right-of-use assets 1,358 1,135 Expenses related to short-term and/or low-value leases 248 261 Total 1,757 1,467 iv. Amounts recognised in statement of cash flows Twelve months Twelve months ended 31-12-24 ended 31-12-23 €’000 €’000 Lease payments of lease liabilities 1,309 1,227 Interest expenses on lease liabilities 151 71 Total cash outflow for leases 1,460 1,298 Eurocommercial Properties N.V. Financial Statements 2024 238 ! 25. Issued share capital Share capital comprises of 100,000,000 authorised shares of €10 par value, of which 54,579,114 shares are issued and fully paid as at 31 December 2024 and of which 1,148,075 were bought back as at 31 December 2024. The weighted average number of shares in issue in the current financial year is 53,521,202. The number of shares in issue (after deduction of shares bought back) as per 31 December 2024 is 53,431,039. The Company’s shares are listed on Euronext Amsterdam, Brussels and Milan. The shareholders are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholders’ meetings of the Company. 31-12-24 31-12-23 €’000 €’000 Book value at beginning of year 537,817 533,492 Dividend paid in shares 7,974 4,325 Book value at end of year 545,791 537,817 On 30 January 2024, the Company issued an interim cash dividend of €0.64 per share, offering shareholders the choice of receiving a stock dividend, yielding one new share per 37 existing shares. This resulted in the issuance of 267,684 shares, each with a nominal value of €10, thereby increasing the Company's nominal share capital by €2,676,840. On 5 July 2024, a final cash dividend of €1.06 per share was paid, with an option for a stock dividend that provided one new share for every 24 existing shares. This led to the issuance of 529,739 shares with a nominal value of €10 each, raising the nominal share capital by €5,297,390. In total, 797,423 shares were issued during the year, increasing the Company's share capital by €7,974,230. 2024 2023 No. of shares No. of shares Number of shares on issue at beginning of year 53,781,691 53,349,162 Shares issued for dividend paid in shares 797,423 432,529 Number of shares on issue at end of year 54,579,114 53,781,691 Number of shares bought back at beginning of year (506,924) (506,924) Shares bought back during the year (641,151) 0 Number of shares bought back at end of year (1,148,075) (506,924) Number of shares at end of year after deduction of shares bought back 53,431,039 53,274,767 Net asset value per share The net asset value per share is €39.03 at 31 December 2024 (31 December 2023: €37.68). Shares bought back The Company launched a buy-back program on 13 June 2024, aimed at mitigating the dilution caused by the 2024 stock dividends. The program was scheduled to end on 29 November 2024, or once €15 million had been expended on repurchasing shares in the Company's capital. From 13 June 2024, through 30 September 2024, a total of 641,151 shares were repurchased at an average price of €23.40 each. These repurchased shares constitute 1.2% of the Company’s issued share capital. As per 31 December 2024 the number of shares bought back is 1,148,075 (31 December 2023: 506,924). Performance shares The Performance Share Plan (PSP) provides for an annual grant of free long-term performance shares for all employees and members of the Board of Management and is conditional upon the meeting of Company performance targets and that the employee remains with the Company for more than three years from the grant date of the performance shares and holds them from that vesting date for a further two years. All permanent employees and Directors of the Company are entitled to the scheme. The calculation is based on a Black, Scholes and Merton option valuation model. The fair value of the performance shares is based on the share price at grant date and a number of assumptions to be made relating to the expected volatility, risk free interest rate, dividend yield and the remaining life of the instruments. Notes to the consolidated financial statements (continued) Eurocommercial Properties N.V. 239 Financial Statements 2024 ! 25. Issued share capital continued Performance Share Plan (PSP) PSP 2024 PSP 2023 PSP 2022 Total Grant date 13-06-2024 15-06-2023 01-07-2022 Vesting date 13-06-2027 15-06-2026 01-07-2025 Share price at grant date €21.95 €21.06 €20.22 Dividend yield 7.46% 7.32% 7.07% Fair value per performance share €16.06 €15.38 €16.36 Performance shares granted 89,841 173,752 45,860 309,453 Performance shares forfeited 0 (6,864) (4,908) (11,772) Outstanding performance shares at end of the year 89,841 166,888 40,952 297,681 Movements in the number of performance shares during the year PSP 2024 PSP 2023 PSP 2022 Total Performance shares at beginning of year 0 172,324 43,147 215,471 Performance shares granted 89,841 0 0 89,841 Performance shares forfeited 0 (5,436) (2,195) (7,631) Outstanding performance shares at end of year 89,841 166,888 40,952 297,681 The expenses for the performance shares granted (IFRS 2) are €1,292,000 positive (2023: €674,000 positive). The outstanding performance shares as per 31 December 2024: 297,681 (31 December 2023: 215,471). As at 31 December 2024, the outstanding performance shares represent 0.55% of the issued share capital (31 December 2023: 0.40%). 26. Share premium reserve 31-12-24 31-12-23 €’000 €’000 Book value at beginning of year 260,117 263,774 Performance shares granted (IFRS 2) 1,292 674 Dividend paid in shares (7,974) (4,325) Cost for dividends paid 0 (6) Book value at end of year 253,435 260,117 27. Other reserves and currency translation reserve 31-12-24 31-12-23 Other reserves €’000 €’000 Book value at beginning of year 1,320,242 1,129,675 Result previous financial year (117,722) 116,190 Acquisition of put-option non-controlling interest 0 68,081 Shares bought back (15,981) 0 Dividend paid in shares 19,815 10,381 Buy-in 0 (4,085) Book value at end of year 1,206,354 1,320,242 31-12-24 31-12-23 Currency translation reserve €’000 €’000 Book value at beginning of year (84,124) (83,812) Foreign currency translation differences (12,675) (312) Book value at end of year (96,799) (84,124) Eurocommercial Properties N.V. Financial Statements 2024 240 ! 28. Non-controlling interest Non-controlling interest was related to the 25.63% stake in Eurocommercial Properties Belgium S.A. owned by AG Insurance as a result of the contribution in kind made in 2019 of the Inno department store, which is part of the Woluwe shopping centre. This non-controlling interest was acquired by the Company in April 2023 and, from that point, Eurocommercial Properties Belgium S.A. became a fully owned subsidiary. 31-12-24 31-12-23 €’000 €’000 Calculation value minority shares Balance at the beginning of the year 0 67,305 Profit after taxation contributable to non-controlling interest 0 776 Reallocation to equity after acquisition of non-controlling interest 0 (68,081) Equity attributable to non-controlling interest at the end of the year 0 0 29. Earnings per share Basic earnings per share The Company’s shares are listed on Euronext Amsterdam, Brussels and Milan. The calculation of basic earnings per share of positive €3.30 at 31 December 2024 (2023: negative €0.51) was based on the result attributable to shareholders of positive €176.8 million (2023: negative €26.9 million) and the average number of shares on issue (after deduction of shares bought back) during the financial year was 53,521,202 as calculated below. Result attributable to shareholders: 31-12-24 €’000 Result for the year 176,825 In Units Average issued shares (after deduction of shares bought back) at beginning of the year 53,274,767 Effect of number of shares issued (dividend in shares) 509,896 Effect of number of shares bought back (263,461) Average number of shares on issue (after deduction of shares bought back) over the year 53,521,202 Diluted earnings per share The calculation of diluted earnings per share of positive €3.29 at 31 December 2024 (2023: negative €0.51) was based on the result attributable to holders of shares of positive €176.8 million (2023: negative €26.9 million) and the diluted average number of outstanding shares was 53,781,861 as calculated below. Result attributable to shareholders (diluted): 31-12-24 €’000 Result for the year 176,825 In Units Average number of shares on issue (after deduction of shares bought back) over the year 53,521,202 Effect of issued and forfeited performance shares 260,659 Average number of shares (diluted) over the year 53,781,861 30. Commitments not included in the balance sheet The Company is committed to contributing a residual amount of €2.0 million to its Italian joint venture company, Galleria Verde S.r.l., for the refurbishment of the Fiordaliso shopping centre. Additionally, the Company is committed to completing activities related to the Curno extension project, as agreed with the Municipality of Curno, with an estimated residual amount of €1.2 million. Notes to the consolidated financial statements (continued) Eurocommercial Properties N.V. 241 Financial Statements 2024 ! 31. Capital management The primary objective of the Company’s capital management is to ensure that capital is available for the long term. No changes have been made to these objectives, policies or processes during the financial year ended 31 December 2024. The Company monitors capital primarily using a loan to value ratio. The loan to value (LTV) ratio is defined as the net borrowings expressed as a percentage of the total value of property investments, property investments under development, property investments in joint ventures and property investments held for sale, calculated on a proportionally consolidated basis. The total values are net of any (estimated) purchasers’ costs. The net loan to value ratio will not exceed 60 per cent, which is also a covenant agreed with a number of banks financing the Group. The calculation of the LTV ratio is as follows: 31-12-24 31-12-23 Loan to value ratio (on a proportional consolidated basis) €’000 €’000 Net borrowings (total borrowings less cash and deposits) 1,610,588 1,602,344 Property investments 3,698,526 3,575,898 Property investments held by joint ventures 204,780 195,860 Total property investments 3,903,306 3,771,758 LTV ratio (%) 41.3% 42.5% All bank covenants are monitored at regular intervals. During the year the Company complied with its banking covenants. The most frequently agreed covenants in the loan agreements are a loan to value ratio on a proportional consolidated basis and an interest cover ratio. The Company’s secured bank loans are subject to various covenants which are reviewed quarterly. Under the current circumstances, we expect the Company to comply with the quarterly covenants within 12 months after the reporting date. In the case of the LTV ratio for each individual property, the Company cannot foresee the market condition in the duration specified as it might adversely affect the value of the property. 32. Related parties Introduction Subsidiaries, minority shareholders and joint ventures of the Company, members of its Supervisory Board, Board of Management and the UK pension scheme are related parties. No transactions have been entered into with them other than those disclosed in this report. The Directors’ fees recognised in the company expenses for the current financial year include an amount of €179,000 (2023: €179,000) in respect of gross remuneration paid to the members of the Supervisory Board to be specified as follows: 31-12-24 31-12-23 €’000 €’000 B.T.M. Steins Bisschop 30 61 E. Attout 47 47 K. Laglas 47 47 B.W. Roelvink 55 24 The Directors’ fees also include salaries, bonuses, pension premiums and social security charges for the members of the Board of Management. The total remuneration for the members of the Board of Management for the current financial year can be specified as follows: E.J. van Garderen R. Fraticelli J.P.C. Mills 31-12-24 31-12-23 31-12-24 31-12-23 31-12-24 31-12-23 €’000 €’000 €’000 €’000 €’000 €’000 Salary 475 475 508 508 207 460 Housing allowance 0 0 0 0 7 13 Bonus 333 189 355 202 149 185 Pension premiums (defined contribution plan) 76 75 215 178 46 94 Employers tax and social security charges 12 11 107 111 62 99 Performance shares granted (IFRS 2) 109 55 117 58 44 55 1,005 805 1,302 1,057 515 906 Eurocommercial Properties N.V. Financial Statements 2024 242 ! 32. Related parties continued In accordance with the Company’s remuneration policy the bonuses paid to members of the Board of Management are directly linked to the annual growth in the Company’s adjusted net asset value, the annual absolute and the annual relative performance as per the end of the financial year of the listed shares of the Company compared with a peer group of ten listed retail property companies, as well as two ESG key performance indicators achieved for this financial year. For this financial year there was no growth of the adjusted net asset value per share. The total remuneration for the members of the Supervisory Board and the Board of Management for the financial year is €3,001,000 (2023: €2,947,000). The members of the Board of Supervisory Directors and the members of the Board of Management of Eurocommercial Properties N.V. have no personal interest in investments made by Eurocommercial Properties N.V. now nor at any time in the past year. The Company has no knowledge of property transactions taking place in the financial year under review with persons or institutions which can be considered to stand in a direct relationship to the Company. Performance shares In 2024, 8,903 performance shares have been granted to the Board of Management under the Performance Share Plan. At 31 December 2024, the outstanding performance shares held by the Board of Management represent 0.09% of the issued share capital. For more information about the Performance Share Plan, reference is made to note 25. 20.86% (€269,000) of the amount included in the consolidated statement of profit or loss (€1,292,000) as performance shares granted (IFRS 2) is related to the performance shares granted to the members of the Board of Management. Shareholdings As per 31 December 2024, E.J. van Garderen holds 35,000 shares, which includes 11,706 vested performance shares, in total representing 0.07% of the issued share capital of the Company. R. Fraticelli holds 35,249 shares, which includes 8,843 vested performance shares, in total representing 0.07% of the issued share capital of the Company. None of the members of the Board of Supervisory Directors has any holdings in the Company with the exception of B.W. Roelvink, who holds 2,006 shares in the capital of the Company. Loans There are no loans granted to members of the Supervisory Board or members of the Board of Management. All outstanding balances with related parties are priced on an arm’s length basis. 33. Auditor’s fee The following fees were charged by KPMG Accountants N.V. to the Company, its subsidiaries and other consolidated companies, as referred to in section 2:382a(1) and (2) of the Netherlands Civil Code. KPMG Accountants N.V. Other KPMG Total KPMG KPMG Accountants N.V. Other KPMG Total KPMG 2024 Network 2024 2024 2023 Network 2023 2023 €’000 €’000 €’000 €’000 €’000€’000 Audit of the financial statements 409 593 1,002 349 526 875 Other audit engagements 9 12 21 9 24 33 Total audit fees 418 605 1,023 358 550 908 34. Post balance sheet events In January 2025 the Company entered a SEK 550 million (circa €48 million) five-year loan with Postbank (a branch of Deutsche Bank) on its Swedish shopping centre Valbo in Gävle, thereby completing its refinancing programme for the long-term loans expiring in 2025. The defined benefit obligation of the Pension Scheme has been recorded at €0 since 31 December 2023 as an insurance company has been engaged to assume any future liabilities associated with the obligations. The buyout by this insurance company was successfully completed in March 2025 and the winding up of the pension scheme by the trustee will follow in due course. 35. Dividend distribution The Board of Management and the Board of Supervisory Directors propose to the Annual General Meeting of Shareholders, to be held on 3 June 2025 at 13.30 hours (CET), to declare a total dividend of €1.80 per share for the financial year ended 31 December 2024. A cash interim dividend of €0.68 per share was already paid on 30 January 2025 (31 December 2023: €1.70 total dividend per share). The distribution date of the final dividend of €1.12 per share will be 3 July 2025. Holders of shares will also be offered the option of taking new shares from the Company’s fiscal share premium reserve, instead of the final cash dividend payable. The price of these new shares will be announced on 30 May 2025. Notes to the consolidated financial statements (continued) Eurocommercial Properties N.V. 243 Financial Statements 2024 ! Assets Note 31-12-24 €’000 31-12-23 €’000 Investments in subsidiaries 3 2,087,787 1,976,291 Tangible fixed assets 4 3,083 3,776 Total non-current assets 2,090,870 1,980,067 Due from subsidiaries 5 287,307 229,029 Receivables 6 1,022 684 Cash and equivalents 7 2,135 3,104 Total current assets 290,464 232,817 Total assets 2,381,334 2,212,884 Liabilities Creditors 8 6,124 5,157 Due to subsidiaries 9 262,354 172,762 Current lease liabilities 12 686 642 Credit facilities 10 25,000 25,000 Total current liabilities 294,164 203,561 Long-term lease liabilities 12 1,564 2,143 Total non-current liabilities 1,564 2,143 Total liabilities 295,728 205,704 Net assets 2,085,606 2,007,180 Shareholders’ equity Issued share capital 14 545,791 537,817 Share premium reserve 14 253,435 260,117 Legal reserve subsidiaries 14 788,490 647,618 Currency translation reserve 14 (96,799) (84,124) Other reserves 14 417,864 672,624 Undistributed income 14 176,825 (26,872) Total Shareholder’s equity 2,085,606 2,007,180 Company financial statements Company balance sheet (before result appropriation) Eurocommercial Properties N.V. Financial Statements 2024 244 ! (€‘000) Notes 2024 2023 Company expenses 15 (8,059) (6,489) Total operating expenses / Net turnover result (8,059) (6,489) Interest income due from subsidiaries 16 12,438 16,390 Interest expenses due to subsidiaries 16 (11,909) (7,571) Interest expenses from borrowings 16 (939) (1,423) Movement of put option non-controlling interest 13 0 (5,594) Other income and financing costs 16 8,164 8,178 Net financing income 7,754 9,980 Result before taxation (305) 3,491 Result from subsidiaries after taxation 3 177,130 (30,363) Result after taxation 176,825 (26,872) Company financial statements (continued) Company statement of profit or loss Eurocommercial Properties N.V. 245 Financial Statements 2024 ! 1. General The description of the Company’s activities and structure, as included in the notes to the consolidated financial statements, also applies to the Company financial statements. The Company financial statements have been prepared in accordance with the financial reporting requirements of Part 9, Book 2 of the Netherlands Civil Code. In order to harmonise the accounting principles of the Company financial statements with the consolidated financial statements, the Board of Management has decided, from 1 July 2005 onward, to adopt the provisions of Article 2:362 paragraph 8 of the Netherlands Civil Code, whereby the accounting principles applied in the consolidated financial statements also apply to the Company financial statements. The consolidated financial statements have been prepared in accordance with IFRS Accounting Standards as endorsed by the European Union (EU-IFRS) as per 1 January 2024 and Part 9 of Book 2 of the Netherlands Civil Code. The Company financial statements are prepared on a going concern basis. In this respect specific reference is made to Note 1(b) of the consolidated financial statements. 2. Principal accounting policies The accounting principles as described in the notes to the consolidated financial statements also apply to the Company financial statements unless indicated otherwise. Investments in subsidiaries Group companies are all entities in which the Company has directly or indirectly control. The Company controls an entity when it is exposed, or has rights, to variable returns from its involvement with the group company and has the ability to affect those returns through its power over the group company. Group companies are recognised from the date on which control is obtained by the Company and derecognised from the date that control by the Company over the group company ceases. In accordance with Article 2:362 paragraph 8 of the Netherlands Civil Code, all subsidiaries are accounted for on a net asset value basis. For determining the net asset value all assets, liabilities and profits and losses are subject to the accounting principles as applied to the consolidated financial statements. Participating interests with a negative net asset value are valued at nil. This measurement also covers any receivables provided to the participating interests that are, in substance, an extension of the net investment. In particular, this relates to loans for which settlement is neither planned nor likely to occur in the foreseeable future. A share in the profits of the participating interest in subsequent years will only be recognised if and to the extent that the cumulative unrecognised share of loss has been absorbed. If the Company fully or partially guarantees the debts of the relevant participating interest, or if has the constructive obligation to enable the participating interest to pay its debts (for its share therein), then a provision is recognised accordingly to the amount of the estimated payments by the Company on behalf of the participating interest. Shareholders’ equity The Company recognises a legal reserve subsidiaries in its Company financial statements. This legal reserve subsidiaries is based on Article 2:389 paragraph 6 of the Netherlands Civil Code. Share in result of investments in subsidiaries The share in the result of participating interests consists of the share of the Group in the results of these participating interests. The results of participating interests subsidiaries acquired or sold during the financial year are measured in the group result from the date of acquisition or until the date of sale respectively. 3. Investments in subsidiaries The subsidiaries of the Company are listed in Note 1 Principal accounting policies in the consolidated financial statements. Movements in investments in subsidiaries for the financial year ended 31 December 2024 were as follows: 31-12-24 €’000 31-12-23 €’000 Book value at beginning of year 1,976,291 1,906,915 Dividends from subsidiaries (54,742) (76,300) Investments 0 175,295 Result from subsidiaries via other comprehensive income (10,892) 744 Result from subsidiaries 177,130 (30,363) Book value at end of year 2,087,787 1,976,291 Cost at end of year (less dividends received) 104,382 159,124 Cumulative result from subsidiaries via other comprehensive income (45,877) (34,985) Cumulative profit from subsidiaries 2,029,282 1,852,152 Book value at end of year 2,087,787 1,976,291 Notes to the company financial statements Eurocommercial Properties N.V. Financial Statements 2024 246 ! 4. Tangible fixed assets Tangible fixed assets represent office equipment and inventory for the Company’s head office in Amsterdam and the Paris office and includes the Right-of-use assets of both offices. These costs are depreciated over the expected useful lives of the assets concerned varying from two to five years. The movements in the current and previous financial years were: Right-of-use assets €’000 Office equipment €’000 Total €’000 Book value at 1 January 2023 2,163 294 2,457 Additions 1,334 1,131 2,465 Disposals (268) (11) (279) Depreciation (509) (358) (867) Book value at 31 December 2023 2,720 1,056 3,776 Book value at 1 January 2024 2,720 1,056 3,776 Additions 35 318 353 Disposals 0 0 0 Depreciation (618) (428) (1,046) Book value at 31 December 2024 2,137 946 3,083 Cost at 31 December 2024 4,879 6,631 11,510 Accumulated depreciation (2,742) (5,685) (8,427) Book value at 31 December 2024 2,137 946 3,083 During the financial year ended 31 December 2024, tangible fixed assets for an amount of € 611,293 were out of use (31 December 2023: €1,100,000). 5. Due from subsidiaries The balance of €287.3 million at 31 December 2024 represents mainly funds advanced to Eurocommercial Properties France S.A.S., Eurocommercial Properties Sweden A.B. and Eurocommercial Properties Belgium S.A. These balances are characterised as current accounts used for funding or reimbursing cash to Group companies as part of the cash management of the Company. Consequently, these balances have been presented as current assets in the Company balance sheet. The average interest rate of these advances is 5.9% (31 December 2023: 6.3%). 6. Receivables 31-12-24 €’000 31-12-23 €’000 Prepayments 1,022 684 1,022 684 Notes to the company financial statements (continued) Eurocommercial Properties N.V. 247 Financial Statements 2024 ! 7. Cash and equivalents Cash and deposits of €2.1 million consist of amounts held as bank balances. All bank balances are freely available. 8. Creditors 31-12-24 €’000 31-12-23 €’000 Interest payable 64 284 Remuneration payable 2,809 1,761 VAT payable 757 827 Other creditors and accruals 2,494 2,285 6,124 5,157 The total amount of creditors have a remaining term of shorter than one year and is therefore classified as short term liability. 9. Due to subsidiaries The balance of €262.4 million at 31 December 2024 (31 December 2023: €172.8 million) represents mainly funds advanced from ECP Service S.r.l. These balances are characterised as current accounts used for funding or reimbursing cash from Group companies as part of the cash management of the Company. Consequently, these balances have been presented as current liabilities in the Company balance sheet. The average interest rate of these advances is 5.7% (2023: 5.3%). 10. Credit facilities 31-12-24 €’000 31-12-23 €’000 Book value at beginning of year 25,000 0 Drawdown of funds 0 25,000 Book value at end of year 25,000 25,000 The maturity of the credit facility is shorter than one year and is therefore classified as short term liability. The weighted average interest rate of this credit facility for the year 2024 is 4.65% (2023: 4.61%). 11. Provisions for pensions The disclosure of the provisions for pensions is provided in Note 23 of the consolidated financial statements. 12. Lease Liabilities As per 31 December 2024, right-of-use assets are reported as part of the Company’s tangible fixed assets for an amount of €2.1 million. An analysis of the Company’s right-of-use assets is provided in Note 4 of the Company financial statements. The lease liabilities are reported as part of the current liabilities and non-current liabilities for amounts of €0.7 million and €1.6 million respectively. 31-12-24 €’000 31-12-23 €’000 Book value at beginning of year 2,785 2,244 Additions 35 1,334 Disposals 0 (268) Lease payments (642) (577) Interest on lease liabilities 72 52 Book value at end of year 2,250 2,785 13. Put option liability non-controlling interest The disclosure of the put option liability non-controlling interest is provided in Note 22 of the consolidated financial statements. Eurocommercial Properties N.V. Financial Statements 2024 248 ! 14. Shareholders’ equity The movements in shareholders’ equity in the current financial year were: Issued share capital €’000 Share premium reserve €’000 Legal reserve subsidiaries €’000 Currency translation reserve €’000 Retained profit reserve €’000 Undistributed income €’000 Total €’000 Balance at 1-1-2024 537,817 260,117 647,618 (84,124) 672,624 (26,872) 2,007,180 Non-distributed result previous financial year 0 0 0 0 (117,722) 117,722 0 Profit for the year 0 0 0 0 0 176,825 176,825 Dividend distribution in cash 0 0 0 0 0 (71,035) (71,035) Dividend distribution in shares 7,974 (7,974) 0 0 19,815 (19,815) 0 Performance shares granted 0 1,292 0 0 0 0 1,292 Shares bought back 0 0 0 0 (15,981) 0 (15,981) Foreign currency translation differences 0 0 0 (12,675) 0 0 (12,675) Movement of legal reserve 0 0 140,872 0 (140,872) 0 0 Total equity at 31-12-2024 545,791 253,435 788,490 (96,799) 417,864 176,825 2,085,606 The movements in shareholders’ equity in the previous financial period were: Issued share capital €’000 Share premium reserve €’000 Legal reserve subsidiaries €’000 Currency translation reserve €’000 Retained profit reserve €’000 Undistributed income €’000 Total €’000 Balance at 1-1-2023 533,492 263,774 649,247 (83,812) 480,428 200,737 2,043,866 Non-distributed result previous financial year 0 0 0 0 116,190 (116,190) 0 Profit for the year 0 0 0 0 0 (26,872) (26,872) Dividend distribution in cash 0 (6) 0 0 0 (74,166) (74,172) Dividend distribution in shares 4,325 (4,325) 0 0 10,381 (10,381) 0 Performance shares granted 0 674 0 0 0 0 674 Actuarial gain on pension scheme 0 0 0 0 (4,085) 0 (4,085) Acquisition of non-controlling interest without a change in control 0 0 0 0 68,081 0 68,081 Foreign currency translation differences 0 0 0 (312) 0 0 (312) Movement of legal reserve 0 0 (1,629) 0 1,629 0 0 Total equity at 31-12-2023 537,817 260,117 647,618 (84,124) 672,624 (26,872) 2,007,180 Both the retained earnings and the share premium reserve are available for distribution as dividend. For further details on movements in shareholders’ equity relating to issued share capital and share premium reserve, reference is also made to the consolidated financial statements and the notes thereto for movements in the components of shareholders’ equity. Legal reserves The legal reserves in the Company balance sheet are reserves which must be retained pursuant to the Netherlands Civil Code and consist of the legal reserve subsidiaries and the legal reserve for foreign currency translation. The amounts recognised by these reserves amount to €788 million (31 December 2023: €648 million) and negative €97 million (31 December 2023: negative €84 million) respectively and are not freely distributable. For dividend distribution, however, both the retained profit reserve, share premium reserve and the undistributed income are available. Legal reserve subsidiaries The legal reserve subsidiaries for participating interests in subsidiaries, pertains to participating interests in subsidiaries that are measured at net asset value. The reserve is equal to the share in the results and direct changes in equity (both calculated on the basis of the Company's accounting policies) of the participating interests since the first measurement at net asset value, less the distributions that the Company has been entitled to since the first measurement at net asset value, and less distributions that the Company may effect without restrictions. As to the latter share, this takes into account any profits that may not be distributable by participating interests that are Dutch limited companies based on the distribution tests to be performed by the management of those companies. The legal reserve is determined on an individual basis. Notes to the company financial statements (continued) Eurocommercial Properties N.V. 249 Financial Statements 2024 ! 14. Shareholders’ equity continued Currency translation reserve The currency translation reserve comprises all foreign exchange differences arising from the translation of the financial statements of foreign operations with a functional currency other than that of the Company, as well as from the translation of liabilities that hedge the Company’s net investment in a foreign subsidiary. The currency translation reserve of negative €96.8 million mainly relates to investments in Sweden. 15. Company expenses Company expenses in the current financial year comprised: 2024 €’000 2023 €’000 Audit fees 567 447 Depreciation fixed assets 1,048 869 IT expenses 1,820 1,605 Legal and other advisory fees 2,559 1,117 Marketing expenses 436 329 Office and accommodation expenses 953 1,152 Pension costs 617 566 Salaries, wages, bonuses and performance shares granted 8,671 7,770 Social security charges 2,617 2,503 Statutory costs 769 484 Travelling expenses 559 621 Other expenses 739 674 21,355 18,137 Recharge of company expenses to subsidiaries (13,296) (11,648) 8,059 6,489 * Including Directors’ fees. ** The comparative figures have been adjusted for comparison purposes as a result of the reclassification of parts of the IT costs previously reported in “IT expenses” to “Recharge of company expenses to subsidiaries”. The Company employed an average of 48 full-time equivalent persons during the financial year (2023: 47). An analysis of the Directors’ fees is provided in note 32 of the consolidated financial statements. 16. Net financing income The net financing income of €7.8 million (2023: €10.0 million) comprises interest income due from subsidiaries of €12.4 million (2023: €16.4 million); interest expenses due to subsidiaries of €11.9 million (2023: €7.6 million); interest expenses from borrowings and put option non- controlling interest amounting to €0.9 million (2023: €1.4 million); net derivatives movement and put option liability non-controlling interest of €0 million (2023: €5.6 million) and other income and financing costs of €8.2 million (2023: €8.2 million). The other income and financing costs consist of €8.2 million positive (2023: €8.0 million positive) for guarantees in favour of financial institutions for debts incurred by Group subsidiaries and €0.0 million positive (2023: €0.2 million positive) for foreign currency results. 17. Commitments not included in the balance sheet The Company has entered into guarantees in favour of credit institutions for debts and interest rate swaps incurred by its subsidiaries to an amount of €1.6 billion and €953 million respectively. The Company has entered into guarantees in favour of credit institutions for debts and interest rate swaps incurred by its joint ventures to an amount of €192 million and €140 million respectively. Amsterdam, 14 April 2025 Board of Management E.J. van Garderen R. Fraticelli Board of Supervisory Directors B.W. Roelvink, Chairman E. Attout K. Laglas Eurocommercial Properties N.V. 250 Financial Statements 2024 Other information Provisions in the Articles of Association concerning the appropriation of income The appropriation of income is subject to the Provisions of Article 42 of the Articles of Association of the Company of which the major provisions are as follows: (a) Out of the profit as shown in the adopted annual accounts in which all taxes due by the Company have been deducted, such amount may be reserved as the Board of Management shall determine, which reserve shall be at the disposal only of the Board of Management. (b) The remainder of the profit shall be at the disposal of the General Meeting of Shareholders for distribution of dividend, either in cash or in shares in the capital of the Company, or a combination of both, or for reserves or such other purposes covered by the objects of the Company, as the General Meeting of Shareholders shall decide. (c) Distribution of dividend shall take place after the adoption of the annual accounts which show that such distribution is permitted. (Interim) dividends may be paid in cash or in shares in the capital of the Company, or a combination thereof. Financial calendar 8 May 2025 Announcement of first quarter results 2025 3 July 2025 Dividend distribution date 3 June 2025 at 13.30 hours Annual General Meeting of Shareholders 28 August 2025 Announcement of half-year results 2025 5 June 2025 Ex-dividend date 8 November 2025 Announcement of third quarter results 2025 Holders of shares with a holding of 3% or more Under the Netherlands Act on Financial Supervision, the Netherlands Authority for the Financial Markets has received notification from four holders of ordinary shares with interests greater than 3% in the Company. According to the latest notifications these interests were as follows: Mr A. van Herk (20.22% – notification 8 May 2019), BlackRock, Inc. (4.37% – notification 14 Jan 2025), PGGM Vermogensbeheer B.V. (3.13%- notification 4 December 2023) and APG Asset Management N.V. (3.03% – notification 22 April 2024). Stock market prices and turnover The Company is listed on Euronext Amsterdam, Brussels and Milan and is admitted to the Amsterdam Midcap (AMX). For the year 01-01-2024 to 31-12-2024 High Low Average Closing price 31 December 2024 (€; shares) 22.20 23.65 19.57 21.33 Average daily turnover (in shares) 45,624 Average daily turnover (€’000,000) 1.0 Total turnover over the past 12 months (€’000,000) 127 Market capitalisation (€’000,000) 1,216 Total turnover divided by market capitalisation 10.45 Source: Euronext, Global Property Research Shares listed on Euronext Amsterdam and Brussels have been accepted for delivery through the book entry facilities of the Netherlands Central Institute for Giro Securities Transactions (Nederlands Centraal Instituut voor Giraal Effectenverkeer B.V.) trading as Euroclear Nederland. On 10 May 2023, Borsa Italiana S.p.A. has ruled, with notice number 8947, the admission to listing of the Company’s shares (ISIN NL0015000K93), with a nominal value of € 10.00 each (the “Shares”), on the Italian regulated market Euronext Milan, organised and managed by Borsa Italiana (respectively, the “Dual Listing” and “Euronext Milan”). ISIN – Code: NL 0015000K93, symbol: ECMPA Stock market prices are followed by Bloomberg: Ticker: ECMPA NA (Amsterdam) Ticker: ECMPA (Belgium) Ticker: ECMPM (Milan) Valuers The following independent firms have valued the Company’s properties (including the properties held by joint ventures) at 31 December 2024: Belgium: JLL France: Cushman & Wakefield, JLL, Knight Frank, Savills Italy: CBRE, Cushman & Wakefield, JLL, Kroll Sweden: Cushman & Wakefield, JLL Eurocommercial Properties N.V. 250 Financial Statements 2024 Other information Provisions in the Articles of Association concerning the appropriation of income The appropriation of income is subject to the Provisions of Article 42 of the Articles of Association of the Company of which the major provisions are as follows: (a) Out of the profit as shown in the adopted annual accounts in which all taxes due by the Company have been deducted, such amount may be reserved as the Board of Management shall determine, which reserve shall be at the disposal only of the Board of Management. (b) The remainder of the profit shall be at the disposal of the General Meeting of Shareholders for distribution of dividend, either in cash or in shares in the capital of the Company, or a combination of both, or for reserves or such other purposes covered by the objects of the Company, as the General Meeting of Shareholders shall decide. (c) Distribution of dividend shall take place after the adoption of the annual accounts which show that such distribution is permitted. (Interim) dividends may be paid in cash or in shares in the capital of the Company, or a combination thereof. Financial calendar 8 May 2025 Announcement of first quarter results 2025 3 July 2025 Dividend distribution date 3 June 2025 at 13.30 hours Annual General Meeting of Shareholders 28 August 2025 Announcement of half-year results 2025 5 June 2025 Ex-dividend date 8 November 2025 Announcement of third quarter results 2025 Holders of shares with a holding of 3% or more Under the Netherlands Act on Financial Supervision, the Netherlands Authority for the Financial Markets has received notification from four holders of ordinary shares with interests greater than 3% in the Company. According to the latest notifications these interests were as follows: Mr A. van Herk (20.22% – notification 8 May 2019), BlackRock, Inc. (4.37% – notification 14 Jan 2025), PGGM Vermogensbeheer B.V. (3.13%- notification 4 December 2023) and APG Asset Management N.V. (3.03% – notification 22 April 2024). Stock market prices and turnover The Company is listed on Euronext Amsterdam, Brussels and Milan and is admitted to the Amsterdam Midcap (AMX). FFoorr tthhee yyeeaarr 0011--0011--22002244 ttoo 3311--1122--22002244 High Low Average Closing price 31 December 2024 (€; shares) 22.20 23.65 19.57 21.33 Average daily turnover (in shares) 45,624 Average daily turnover (€’000,000) 1.0 Total turnover over the past 12 months (€’000,000) 127 Market capitalisation (€’000,000) 1,216 Total turnover divided by market capitalisation 10.45 Source: Euronext, Global Property Research Shares listed on Euronext Amsterdam and Brussels have been accepted for delivery through the book entry facilities of the Netherlands Central Institute for Giro Securities Transactions (Nederlands Centraal Instituut voor Giraal Effectenverkeer B.V.) trading as Euroclear Nederland. On 10 May 2023, Borsa Italiana S.p.A. has ruled, with notice number 8947, the admission to listing of the Company’s shares (ISIN NL0015000K93), with a nominal value of € 10.00 each (the “Shares”), on the Italian regulated market Euronext Milan, organised and managed by Borsa Italiana (respectively, the “Dual Listing” and “Euronext Milan”). ISIN – Code: NL 0015000K93, symbol: ECMPA Stock market prices are followed by Bloomberg: Ticker: ECMPA NA (Amsterdam) Ticker: ECMPA (Belgium) Ticker: ECMPM (Milan) Valuers The following independent firms have valued the Company’s properties (including the properties held by joint ventures) at 31 December 2024: Belgium: JLL France: Cushman & Wakefield, JLL, Knight Frank, Savills Italy: CBRE, Cushman & Wakefield, JLL, Kroll Sweden: Cushman & Wakefield, JLL KPMG Accountants N.V., a Dutch limited liability company registered with the trade register in the Netherlands under number 33263683, is a member firm of the global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee. Independent auditor's report To: the General Meeting of Shareholders and the Supervisory Board of Eurocommercial Properties N.V. Report on the audit of the financial statements 2024 included in the annual report Our opinion In our opinion: • the accompanying consolidated financial statements give a true and fair view of the financial position of Eurocommercial Properties N.V. as at 31 December 2024 and of its result and its cash flows for the year then ended, in accordance with IFRS Accounting Standards as endorsed by the European Union (EU-IFRS) and with Part 9 of Book 2 of the Dutch Civil Code. • the accompanying company financial statements give a true and fair view of the financial position of Eurocommercial Properties N.V. as at 31 December 2024 and of its result for the year then ended in accordance with Part 9 of Book 2 of the Dutch Civil Code. What we have audited We have audited the financial statements 2024 of Eurocommercial Properties N.V. (the Company) based in Amsterdam. The financial statements include the consolidated financial statements and the company financial statements. The consolidated financial statements comprise: 1 the consolidated statement of profit or loss for 2024; 2 the consolidated statement of comprehensive income for 2024; 3 the consolidated statement of financial position as at 31 December 2024; 4 the consolidated statement of cash flow for 2024; 5 the consolidated statement of changes in equity for the financial year ended 31 December 2024; and 6 the notes comprising material accounting policy information and other explanatory information. The company financial statements comprise: 1 the company balance sheet as at 31 December 2024; Eurocommercial Properties N.V. 251 Eurocommercial Properties N.V. 252 Other information (continued) 2 2 the company statement of profit or loss for 2024; and 3 the notes comprising a summary of the accounting policies and other explanatory information. Basis for our opinion We conducted our audit in accordance with Dutch law, including the Dutch Standards on Auditing. Our responsibilities under those standards are further described in the ‘Our responsibilities for the audit of the financial statements’ section of our report. We are independent of Eurocommercial Properties N.V. in accordance with the ‘Verordening inzake de onafhankelijkheid van accountants bij assurance-opdrachten’ (ViO, Code of Ethics for Professional Accountants, a regulation with respect to independence) and other relevant independence regulations in the Netherlands. Furthermore, we have complied with the ‘Verordening gedrags- en beroepsregels accountants’ (VGBA, Dutch Code of Ethics). We designed our audit procedures in the context of our audit of the financial statements as a whole and in forming our opinion thereon. The information in respect of going concern, fraud and non-compliance with laws and regulations, climate-related risks and the key audit matters was addressed in this context, and we do not provide a separate opinion or conclusion on these matters. We believe the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Information in support of our opinion Summary Materiality • Materiality of EUR 25 million • 0.64% of total assets • Lower materiality for results from net property income: EUR 12.5 million Group audit • Performed substantive procedures for 100% of property investments • Performed substantive procedures for 100% of rental income Eurocommercial Properties N.V. 253 3 Risk of material misstatements related to Fraud, NOCLAR, Going concern and Climate- related risks • Fraud risks: presumed risk of management override of controls and a presumed fraud risk of revenue recognition identified and further described in the section ‘Audit response to the risk of fraud and non-compliance with laws and regulations’. • Non-compliance with laws and regulations (NOCLAR) risks: no reportable risk of material misstatements related to NOCLAR risks have been identified. • Going concern risks: no going concern risks have been identified. • Climate-related risks: we have considered the impact of climate-related risks on the financial statements and described our approach and observations in the section ‘Audit response to climate-related risks’. Key audit matter • Valuation of property investments Materiality Based on our professional judgement we determined the materiality for the financial statements as a whole at EUR 25 million (2023: EUR 25 million). The materiality is determined with reference to total assets at 0.64% (2023: 0.65%) We consider total assets as the most appropriate benchmark because due to the nature of the business and the asset value is likely the primary focus of the users of the financial statements when evaluating the performance of the Company. In addition, we applied a materiality of EUR 12.5 million (2023: EUR 12.5 million) for net property income, which is lower than the materiality for the financial statements as a whole. Net property income is an important measure of the performance of the Company’s operational performance. We agreed with the Supervisory Board that audit misstatements identified during our audit in excess of EUR 1 million would be reported to them, as well as smaller misstatements that in our view must be reported on qualitative grounds. Scope of the group audit Eurocommercial Properties N.V. is at the head of a group of components (hereafter “Group”). The financial information of this group is included in the financial statements of Eurocommercial Properties N.V. This year, we applied the revised group auditing standard in our audit of the financial statements. The revised standard emphasizes the role and responsibilities of the group auditor. The revised standard contains new requirements for the identification and classification of components, scoping, and the design and performance of audit procedures across the group. Eurocommercial Properties N.V. 254 Other information (continued) 4 We performed risk assessment procedures throughout our audit to determine which of the Group’s components are likely to include risks of material misstatement to the Group financial statements. To appropriately respond to those assessed risks, we planned and performed further audit procedures, either at component level or centrally. We identified four components associated with a risk of material misstatement. For all of these components we involved component auditors. We set component performance materiality levels considering the component’s size and risk profile. We as group auditor performed certain procedures centrally such as the valuation of property investments, the valuation of derivatives, procedures on equity and the Dutch tax position. We have performed substantive procedures for 100% of the Group’s rental income and 100% of the Group’s property investments. At group level, we assessed the aggregation risk in the remaining financial information and concluded that there is less than reasonable possibility of a material misstatement. In supervising and directing our component auditors, we: • Held risk assessment discussions with the component auditors to obtain their input to identify matters relevant to the group audit. • Issued group audit instructions to component auditors on the scope, nature, and timing of their work, and received written communication about the results of the work they performed. • Held meetings with all component auditors in person and/or virtually to discuss relevant developments, understand and evaluate their work and attend meetings with local management. • Inspected the work performed by of all component auditors and evaluated the appropriateness of audit procedures performed and conclusions drawn from the audit evidence obtained, and the relation between communicated findings and work performed. In our inspection we mainly focused on significant risks and key findings. We consider that the scope of our group audit forms an appropriate basis for our audit opinion. Through performing the procedures mentioned above we obtained sufficient and appropriate audit evidence about the Group’s financial information to provide an opinion on the financial statements as a whole. Audit response to the risk of fraud and non-compliance with laws and regulations In chapters ‘Corporate Governance’ and ‘Risk Management' of the annual report, the Board of Management describes its procedures in respect of the risk of fraud and non-compliance with laws and regulations and the Supervisory Board reflects on this in the chapter ‘Report of the Board of Supervisory Directors’. As part of our audit, we have gained insights into the Company and its business environment and assessed the design and implementation of the Company’s risk management in relation to fraud and non-compliance. Our procedures included, amongst other things, assessing the Eurocommercial Properties N.V. 255 5 Company’s code of conduct, whistle blowing procedures, incidents register and its procedures to investigate indications of possible fraud and non-compliance (when applicable). Furthermore, we performed relevant inquiries with the Board of Management and Supervisory Board and other relevant functions, such as the Group Director Legal. We have also incorporated elements of unpredictability in our audit such as the authorisation of bank payments at group level. As a result from our risk assessment, we identified the following laws and regulations as those most likely to have a material effect on the financial statements in case of non-compliance: • Anti-money laundering laws and regulations; and • Anti-bribery and corruption laws and regulations. Based on the above and on the auditing standards, we identified the following fraud risk that is relevant to our audit, including the relevant presumed risks laid down in the auditing standards, and responded as follows: Management override of controls (a presumed risk) Risk: Management is in a unique position to manipulate accounting records and prepare fraudulent financial statements by overriding controls that otherwise appear to be operating effectively. Responses: • We evaluated the design and the implementation of internal controls that mitigate fraud and non-compliance risks, such as processes related to journal entries and estimates; • We performed a data analysis of high-risk journal entries (adjustments to initially recorded changes in fair value of investment property above a threshold). Further we evaluated the key estimate valuation of property investments and other judgments for bias by the Board of Management. This included a retrospective review of prior years’ estimates; and • Where we identified instances of unexpected journal entries or other risks through our data analysis, we performed additional audit procedures to address each identified risk, including testing of transactions back to source information. Revenue recognition (a presumed risk) Risk: We identified a fraud risk in relation to the recognition of rental income. This risk inherently includes the fraud risk that management deliberately overstates rental income, throughout the period, as management may feel pressure to achieve the communicated expectations for revenue related metrics for the current year. Responses: • We have evaluated the design and implementation of relevant controls related to the recognition of rental income; Eurocommercial Properties N.V. 256 Other information (continued) 6 • We have performed test of details on rental income where we traced back the recognised income to underlying agreements and/or indexation letters; • We have identified manual journal entries and other adjustments related to rental income with characteristics that make them susceptible to fraud and tested the appropriateness of these entries and adjustments; and • We assessed the adequacy of the Company’s disclosure with respect to rental income in relation to EU-IFRS. Our evaluation of procedures performed related to fraud and non-compliance with laws and regulations did not result in a key audit matter. We communicated our risk assessment, audit responses and results to the Board of Management and the Audit Committee of the Supervisory Board. Our audit procedures did not reveal indications and/or reasonable suspicion of fraud and non- compliance that are considered material for our audit. Audit response to going concern As explained in note 1b of the financial statements, the Board of Management has performed its going concern assessment and has not identified any going concern risks. To assess the Board of Management’s assessment, we have performed, inter alia, the following procedures: • We considered whether the Board of Management’s assessment of the going concern risks includes all relevant information of which we are aware as a result of our audit; • We considered whether the developments in share price indicate a going concern risk; • We analysed the financial position of the Company as at year-end and compared it to the previous financial year in terms of indicators that could identify going concern risks; and • We inspected the financing agreements on terms of conditions that could lead to going concern risks, including the remaining duration, and any covenants. The outcome of our risk assessment procedures did not give reason to perform additional audit procedures on the Board of Management’s going concern assessment. Audit response to climate-related risks Eurocommercial Properties N.V. has set out its ambitions related to climate change in the chapter Environmental, Social and Governance of the annual report. The Company’s ambition is to achieve carbon neutrality (scope 1 and 2) by 2030 and reduce carbon emissions for scope 1,2 and 3 with 85% by 2050. The Board of Management has assessed, against the background of the Company’s business and operations how climate-related risks and opportunities and the Company’s own ambitions could have a significant impact on its business or could impose the need to adapt its strategy and operations. The Board of Management has considered the impact of both transition and physical risks on the financial statements in accordance with the applicable financial reporting Eurocommercial Properties N.V. 257 7 framework, more specifically on the valuation of property investments. The Company has performed a physical climate risk assessment with the assistance of an external party. The Board of Management prepared the financial statements, including considering whether the implications from climate-related risks and ambitions have been appropriately accounted for and disclosed. As part of our audit, we performed a risk assessment of the impact of climate-related risk and the ambitions made by the Company in respect of climate change on the financial statements and our audit approach. In doing this we performed the following: • Understanding the Company's processes: we held inquiries with the Board of Management and the Group Director Legal (responsible for the ESG Working Group) who are responsible for the climate related risk assessment within the Company. Further we inspected Board minutes, policies, and risk assessment documentation. The purpose is to understand the Company's assessment and plans to achieve carbon neutrality in scope 1 and 2 emissions by 2030. Further, we assessed the impact of the climate-related risk and opportunities on the Company’s annual report and financial statements; • We have evaluated climate related fraud risk factors such as pressure as a result of variable remuneration and expectations from external stakeholders to meet ESG/climate risk related targets; and • We have inquired with the external appraisers on how climate-risk factors are considered in the external appraisal process and inspected the external valuation reports on potential climate related impact on the fair value of property investments Based on our risk assessment procedures we found that climate related risks have no material impact on the 2024 financial statements under the requirements of EU-IFRS and no material impact on our key audit matters. Furthermore we have read the other information with respect to climate-related risks as included in the annual report and considered whether such information contains material inconsistencies with the financial statements or our knowledge obtained through the audit, in particular as described above and our knowledge obtained otherwise. Our key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements. We have communicated the key audit matter to the Supervisory Board. The key audit matters are not a comprehensive reflection of all matters discussed. Valuation of property investments Description The property investments amount to €3.7 billion and represent 94% of the Group’s total assets as at 31 December 2024. Property investments are valued at fair value; therefore, the Group has to make estimates and use assumptions to determine those fair values. The fair value is Eurocommercial Properties N.V. 258 Other information (continued) 8 based on appraisal reports by independent appraisers, as explained in notes 1 and 13 to the financial statements. Because the valuation of property investments is complex and highly dependent on estimates and significant assumptions (such as estimated rental value and yield/discount rate) and the availability of comparable transactions, we consider the valuation of property investments as a key audit matter in our audit. Our response With involvement of KPMG auditors in the Netherlands, Italy, France, Sweden, and Belgium, we performed the following procedures: • assessment of the valuation process with respect to property investments as at 31 December 2024, including an evaluation of the design and implementation of related internal controls; • component audit teams verified whether lease data provided to the appraisers is consistent with the property management systems, and whether any significant changes have occurred since providing the data to the appraisers; • assessment of the competence, capabilities, and objectivity of the external appraisal firms; • involvement of our property valuation experts to verify the appropriateness of the valuation methodology and determine the mathematical accuracy of the valuation model; • additionally, our property valuation experts verified the appropriateness of key assumptions in the valuation process, which consists of estimated rental values and yields/discount rates. This includes an assessment of the historical accuracy of the assumptions in previous periods, our understanding of the market and market developments and a comparison of assumptions and movements therein with publicly available data; • discussion of the results of the valuation process and our findings and observations with the Board of Management and the appraisal firms; and • evaluation of the adequacy of the related disclosures in note 1 and 13 in relation to the requirements of EU-IFRS. Our observation Overall, we assess that the assumptions and methodologies used, and related estimates resulted in a valuation of property investments which is deemed reasonable and concur with the related disclosures in the financial statements. Report on the other information included in the annual report In addition to the financial statements and our auditor’s report thereon, the annual report contains other information. In addition, the other information includes the remuneration report. Based on the following procedures performed, we conclude that the other information: • is consistent with the financial statements and does not contain material misstatements; and Other information (continued) Eurocommercial Properties N.V. 259 9 • contains the information as required by Part 9 of Book 2 of the Dutch Civil Code for the management report and other information. We have read the other information. Based on our knowledge and understanding obtained through our audit of the financial statements or otherwise, we have considered whether the other information contains material misstatements. By performing these procedures, we comply with the requirements of Part 9 of Book 2 of the Dutch Civil Code and the Dutch Standard 720. The scope of the procedures performed is less than the scope of those performed in our audit of the financial statements. The Board of Management is responsible for the preparation of the other information, including the information as required by Part 9 of Book 2 of the Dutch Civil Code. Report on other legal and regulatory requirements and ESEF Engagement We were initially appointed by the General Meeting of Shareholders as auditor of Eurocommercial Properties N.V. on 3 November 2015, as of the audit for the year ended 30 June 2016 and have operated as statutory auditor ever since that financial year. No prohibited non-audit services We have not provided prohibited non-audit services as referred to in Article 5(1) of the EU Regulation on specific requirements regarding statutory audits of public-interest entities. European Single Electronic Format (ESEF) Eurocommercial Properties N.V. has prepared its annual report in ESEF. The requirements for this are set out in the Delegated Regulation (EU) 2019/815 with regard to regulatory technical standards on the specification of a single electronic reporting format (hereinafter: the RTS on ESEF). In our opinion the annual report prepared in XHTML format, including the (partly) marked-up consolidated financial statements as included in the reporting package by Eurocommercial Properties N.V., complies in all material respects with the RTS on ESEF. The Board of Management is responsible for preparing the annual report including the financial statements in accordance with the RTS on ESEF, whereby the Board of Management combines the various components into one single reporting package. Our responsibility is to obtain reasonable assurance for our opinion whether the annual report in this reporting package complies with the RTS on ESEF. We performed our examination in accordance with Dutch law, including Dutch Standard 3950N ’Assurance-opdrachten inzake het voldoen aan de criteria voor het opstellen van een digitaal verantwoordingsdocument’ (assurance engagements relating to compliance with criteria for digital reporting). Our examination included among others: Eurocommercial Properties N.V. 260 Other information (continued) 10 • Obtaining an understanding of the entity's financial reporting process, including the preparation of the reporting package; • Identifying and assessing the risks that the annual report does not comply in all material respects with the RTS on ESEF and designing and performing further assurance procedures responsive to those risks to provide a basis for our opinion, including: - Obtaining the reporting package and performing validations to determine whether the reporting package containing the Inline XBRL instance document and the XBRL extension taxonomy files have been prepared in accordance with the technical specifications as included in the RTS on ESEF; - Examining the information related to the consolidated financial statements in the reporting package to determine whether all required mark-ups have been applied and whether these are in accordance with the RTS on ESEF. Description of responsibilities regarding the financial statements Responsibilities of the Board of Management and the Supervisory Board for the financial statements The Board of Management is responsible for the preparation and fair presentation of the financial statements in accordance with EU-IFRS and Part 9 of Book 2 of the Dutch Civil Code. Furthermore, the Board of Management is responsible for such internal control as management determines is necessary to enable the preparation of the financial statements that are free from material misstatement, whether due to fraud or error. In that respect the Board of Management, under supervision of the Supervisory Board, is responsible for the prevention and detection of fraud and non-compliance with laws and regulations, including determining measures to resolve the consequences of it and to prevent recurrence. As part of the preparation of the financial statements, the Board of Management is responsible for assessing the Company’s ability to continue as a going concern. Based on the financial reporting frameworks mentioned, the Board of Management should prepare the financial statements using the going concern basis of accounting unless the Board of Management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. The Board of Management should disclose events and circumstances that may cast significant doubt on the Company’s ability to continue as a going concern in the financial statements. The Supervisory Board is responsible for overseeing the Company’s financial reporting process. Our responsibilities for the audit of the financial statements Our objective is to plan and perform the audit engagement in a manner that allows us to obtain sufficient and appropriate audit evidence for our opinion. Our audit has been performed with a high, but not absolute, level of assurance, which means we may not detect all material errors and fraud during our audit. Eurocommercial Properties N.V. 261 11 Misstatements can arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. The materiality affects the nature, timing and extent of our audit procedures and the evaluation of the effect of identified misstatements on our opinion. A further description of our responsibilities for the audit of the financial statements is located at the website of de ‘Koninklijke Nederlandse Beroepsorganisatie van Accountants’ (NBA, Royal Netherlands Institute of Chartered Accountants) at www.nba.nl/eng_oob_20241203. This description forms part of our auditor’s report. Amstelveen, 14 April 2025 KPMG Accountants N.V. W.L.L. Paulissen RA Eurocommercial Properties N.V. Supplementary information 2024 262 Key financial information consolidated For the financial year ended 30-06-15 €’000 30-06-16 €’000 30-06-17 €’000 30-06-18 €’000 30-06-19 €’000 31-12-20** €’000 31-12-21 €’000 31-12-22 €’000 31-12-23 €’000 31-12-24 €’000 Profit or loss account Net property income * 145,528 155,370 163,036 171,828 178,606 253,254 163,211 173,727 186,844 197,855 Net interest expenses (45,780) (38,727) (41,260) (42,326) (45,766) (63,166) (39,413) (39,158) (50,120) (55,452) Company expenses *** * (12,297) (14,645) (12,434) (13,743) (13,766) (18,042) (11,020) (12,128) (10,947) (12,686) Total direct investment result 87,400 102,785 108,044 115,729 120,208 170,416 110,597 119,544 123,113 127,915 Total indirect investment result 80,374 104,614 152,709 (43,665) (45,622) (55,049) (5,910) 81,193 (149,985) 48,910 Result after taxation 167,774 207,399 260,753 72,064 74,586 115,367 104,687 200,737 (26,872) 176,825 Balance sheet Total assets 3,112,410 3,656,361 3,963,635 4,170,783 4,325,165 4,196,825 4,127,815 4,044,208 3,931,594 4,033,875 Property investments 2,907,726 3,489,358 3,835,195 4,078,285 4,201,185 4,036,648 3,970,519 3,832,846 3,771,758 3,903,306 Cash and deposits 170,249 131,541 90,424 44,278 75,566 64,401 59,095 71,036 48,601 40,252 Borrowings 1,160,222 1,496,210 1,595,263 1,835,349 1,995,139 1,833,591 1,737,710 1,619,501 1,650,945 1,650,840 Shareholders’ equity 1,658,245 1,791,670 1,973,694 1,939,784 1,906,559 1,885,597 1,957,702 2,043,866 2,007,180 2,085,606 Number of shares in issue after deduction of shares bought back, if any, at balance sheet date 47,388,471 47,978,844 48,631,957 49,358,734 49,534,024 49,402,758 52,146,993 52,842,238 53,274,767 53,431,039 Average number of shares in issue 42,916,246 47,729,745 48,364,199 49,046,502 49,585,907 49,302,982 50,778,635 52,497,473 53,060,280 53,521,202 Per share (€) Net asset value (IFRS) 34.99 37.34 40.58 39.30 38.49 38.17 37.54 38.68 37.68 39.03 Adjusted net asset value 39.24 43.00 46.42 45.08 44.83 41.78 40.63 39.62 39.55 41.89 Direct investment result 2.04 2.15 2.23 2.36 2.42 3.45 2.18 2.28 2.32 2.39 Indirect investment result 1.87 2.19 3.16 (0.89) (0.92) (1.11) (0.12) 1.54 (2.83) 0.91 Dividend 1.98 2.05 2.10 2.15 2.18 Scrip+€0.50 Scrip+€1.50 1.60 1.70 1.80 Property information – Geographical spread (%) Belgium 0 0 0 11 13 15 15 15 14 14 France 41 36 35 31 29 24 22 21 21 21 Italy 38 43 43 37 37 39 40 43 44 45 Sweden 21 21 22 21 21 22 23 21 21 20 100 100 100 100 100 100 100 100 100 100 Stock market – Euronext Closing price at the end of period (€ per share:) 37.41 38.45 34.99 36.36 23.50 15.38 19.09 22.60 22.20 22.20 Market cap (€’000) 1,783,118 1,855,530 1,710,563 1,802,240 1,172,878 767,611 995,486 1,194,235 1,182,700 1,186,169 * This statement contains additional information which is not part of the IFRS financial statements. ** The figures are based on an eighteen month reporting period. These items have been reclassified for comparative purposes due to the reclassification of Italian local tax from property expenses to current tax (net property income) and reclassification of interest on the put option non-controlling interest from direct investment result to indirect investment result. *** The items net property income, net interest expenses, total assets, property investments, cash and deposits, borrowings and property information are presented including the Group’s share of the joint ventures (proportional consolidation). * The comparative figures have been adjusted for comparison purposes as a result of the reclassification. Please refer to Accounting Policy sections “Property Expenses (Direct and Indirect)”, “Service Charge Income and Service Charge Expenses” and “Company Expenses” for more information. Note The Company’s shares are listed on Euronext Amsterdam, Brussels and Milan. The calculation of the direct and indirect investment results per share is based on the weighted average of the shares in issue over the financial year. Ten year financial summary Eurocommercial Properties N.V. 263 Supplementary information 2024 ! . Note 2024 2023 Rental income 4 219,733 215,279 Service charge income 4 43,378 41,578 Service charge expenses ** 4 (45,703) (46,732) Property expenses ** *** 5 (31,907) (34,531) Interest income 11 966 1,576 Interest expenses 11 (53,215) (48,127) Company expenses *** 7 (12,686) (10,947) Other income 10 1,644 1,562 Current tax 12 (2,292) (3,411) Direct investment result including non-controlling interest 119,918 116,247 Direct investment result joint ventures 14 7,997 6,866 Total direct investment result attributable to owners of the Company 127,915 123,113 Revaluation property investments 6 107,670 (95,044) Investment expenses 7/9 (5,600) (2,649) Loss derivative financial instruments 11 (19,961) (43,999) Current tax derivative financial instruments * (207) (133) Deferred tax 12 (35,857) (5,355) Indirect investment result properties excluding non-controlling interest 46,045 (147,180) Indirect investment result joint ventures 14 2,865 (2,029) Indirect investment result non-controlling interest 28 0 (776) Total indirect investment result attributable to owners of the Company 48,910 (149,985) Total investment result attributable to owners of the Company 176,825 (26,872) Per share (€)* Total direct investment result 2.39 2.32 Total indirect investment result 0.91 (2.83) Total investment result 3.30 (0.51) * These statements contain additional information which is not part of the IFRS financial statements. ** The comparative figures have been adjusted for comparison purposes as a result of the reclassification of parts of Property Tax previously reported in “Property Expenses” to “Service Charge Expenses”. Please refer to Accounting Policy sections “Property Expenses (Direct and Indirect)” and “Service Charge Income and Service Charge Expenses” for more information. *** The comparative figures have been adjusted for comparison purposes as a result of the reclassification of parts of the IT costs previously reported in “Company Expenses” to “Property Expenses”. Please refer to Accounting Policy sections “Property Expenses (Direct and Indirect)” and “Company Expenses” for more information. The difference between the “Interest Expenses” and the “Loss Derivative Financial Instruments” in this statement and the consolidated profit or loss account is related to a different accounting policy for the interest on the put option non-controlling interest. * The “Interest Expenses” and “Investment Expenses” in the actuals of prior year differ slightly from the amounts in the consolidated profit or loss account due to a different accounting policy for pension costs. The difference between the amount reported as “Current Tax” in this statement and the amount reported as “Current Tax” in the consolidated profit or loss account is related to a different accounting policy for the “Current Tax Derivative Financial Instruments”. * The Company’s shares are listed on Euronext Amsterdam, Brussels and Milan. The average number of shares on issue (after deduction of shares bought back) during the financial year was 53,521,202 (2023: 53,060,280). In addition to the consolidated profit or loss account, the Company presents its direct and indirect investment results, enabling a better understanding of its performance. The direct investment result consists of net property income, net interest expenses, company expenses, other income and current tax. The indirect investment result consists of investment revaluation, disposal of investment properties, fair value movement of derivative financial instruments, investment expenses and deferred tax. Statement of consolidated direct, indirect and total investment results Eurocommercial Properties N.V. Supplementary information 2024 264 Direct investment result 2024 vs 2023 (Net Values, Delta €m) The direct investment result for the year increased by 3.9% to €127.9 million, compared to €123.1 million for the same period in 2023. The strong increase in rental income (€7.3 million) due to indexation, to higher net service charges (€3.0 million) and to lower bad debts (€2.1 million), partially mitigated by the higher interest expenses (€5.3 million). * These statements contain additional information which is not part of the IFRS financial statements. 31-12-24 €’000 31-12-23 €’000 IFRS net equity per consolidated statement of financial position 2,085,606 2,007,180 Net derivative financial instruments 3,188 (10,715) Deferred tax 150,354 116,852 Net derivative financial instruments and deferred tax joint ventures and non-controlling interest (1,097) (6,211) Adjusted net equity 2,238,051 2,107,106 Number of shares in issue after deduction of shares bought back 53,431,039 53,274,767 Net asset value – € per share (IFRS) 39.03 37.68 Adjusted net asset value – € per share 41.89 39.55 Stock market prices – € per share 22.20 22.20 Statement of adjusted net equity Statement of consolidated direct, indirect and total investment results (continued) Eurocommercial Properties N.V. 265 Supplementary information 2024 ! The European Public Real Estate Association (EPRA) promotes, develops and represents the European public real estate sector. EPRA sets out best practice reporting guidelines on a number of financial and operational performance indicators relevant to the real estate sector. The definitions of the EPRA performance indicators can be found in the glossary of this annual report. % Total (€’000) Per share € 31-12-24 31-12-23 31-12-24 31-12-23 EPRA Earnings 122,109 119,763 2.28 2.26 EPRA NRV 2,341,700 2,211,290 43.58 41.34 EPRA NTA 2,245,453 2,117,751 41.79 39.59 EPRA NDV 2,087,890 2,010,769 38.86 37.59 % Belgium France Italy Sweden Total 31-12-24 31-12-23 31-12-24 31-12-23 31-12-24 31-12-23 31-12-24 31-12-23 31-12-24 31-12-23 EPRA net initial yield 5.0 4.9 5.6 5.7 6.0 6.2 5.8 5.9 5.7 5.8 EPRA topped-up yield 5.3 5.2 5.8 5.8 6.2 6.3 5.9 6.0 5.9 6.0 EPRA vacancy rate 0.2 2.1 1.8 2.3 0.3 0.2 3.9 2.9 1.4 1.5 Reconciliation EPRA earnings: 2024 2023 IFRS result after taxation 176,825 (26,872) Adjustments to IFRS profit after taxation: Revaluation property investments (107,670) 95,044 Fair value movement derivative financial instruments 19,961 38,652 Adjustment amortisation put-option liability 0 4,789 Deferred tax 35,857 5,355 Share of result of joint ventures (2,864) 2,019 Share of result of non-controlling interest 0 776 EPRA Earnings 122,109 119,763 Average number of issued shares after deduction of shares bought back 53,521,202 53,060,280 EPRA Earnings per share (€) 2.28 2.26 * These statements contain additional information which is not part of the IFRS financial statements. EPRA Performance measures Eurocommercial Properties N.V. Supplementary information 2024 266 Reconciliation NAV, EPRA NRV, EPRA NTA and EPRA NDV: EPRA NRV EPRA NTA EPRA NDV 31-12-24 €’000 31-12-23 €‘000 31-12-24 €’000 31-12-23 €‘000 31-12-24 €’000 31-12-23 €’000 IFRS equity Eurocommercial shareholders 2,085,606 2,007,179 2,085,606 2,007,179 2,085,606 2,007,179 Diluted NAV and Diluted NAV at fair value 2,085,606 2,007,179 2,085,606 2,007,179 2,085,606 2,007,179 Exclude: Deferred tax assets and liabilities 157,756 127,768 157,756 127,768 n/a n/a Deferred tax assets and liabilities joint ventures 5,627 2,551 5,627 2,551 n/a n/a Fair value financial instruments 3,187 (10,715) 3,187 (10,715) n/a n/a Fair value financial instruments joint ventures (6,723) (9,032) (6,723) (9,032) n/a n/a Include: Fair value of fixed interest rate debt n/a n/a n/a n/a 2,284 3,590 Real estate transfer tax 94,195 91,575 n/a n/a n/a n/a Real estate transfer tax joint ventures 2,052 1,964 n/a n/a n/a n/a NAV 2,341,700 2,211,290 2,245,453 2,117,751 2,087,890 2,010,769 Fully diluted number of shares 53,728,720 53,490,238 53,728,720 53,490,238 53,728,720 53,490,238 NAV per share (€) 43.58 41.34 41.79 39.59 38.86 37.59 * This statement contains additional information which is not part of the IFRS financial statements. For the assets owned by our local subsidiaries in Sweden, deferred tax liabilities (DTL) are reported in the Group IFRS financial statements adopting the initial recognition exemption of IAS 12 Income taxes; consequently the DTL is €27.0 million higher than reported in the balance sheet. EPRA NRV and EPRA NTA: Deferred tax assets (DTA) and DTL for capital gains or losses from property investments, property investments under development, property investments held for sale and financial instruments are excluded from IFRS equity for this calculation. DTA and DTL for capital gain or losses from property investments are excluded at 100% as it is the intention of the Company to keep its assets in the medium-long term. EPRA Performance measures (continued) Eurocommercial Properties N.V. 267 Supplementary information 2024 ! Reconciliation EPRA net initial yield and EPRA topped-up yield: (€‘000) Belgium France Italy Sweden Total 31-12-24 31-12-23 31-12-24 31-12-23 31-12-24 31-12-23 31-12-24 31-12-23 31-12-24 31-12-23 Property investments 541,540 522,460 822,010 802,280 1,537,390 1,459,830 797,586 791,328 3,698,526 3,575,898 Land and property held for development 0 0 (10,130) (8,710) (9,010) (6,780) (13,989) (5,166) (33,129) (20,656) Investments in joint ventures 0 0 0 0 204,780 195,860 0 0 204,780 195,860 Property investments completed 541,540 522,460 811,880 793,570 1,733,160 1,648,910 783,597 786,162 3,870,177 3,751,102 Purchasers’ costs 13,540 13,060 57,212 55,920 17,337 16,489 7,896 7,849 95,985 93,318 Gross value property investments 555,080 535,520 869,092 849,490 1,750,497 1,665,399 791,493 794,011 3,966,162 3,844,420 Annualised net rents (EPRA NIY) 27,725 26,222 48,575 48,050 104,275 103,658 45,752 46,842 226,327 224,773 Lease incentives (incl. rent free periods) 1,514 1,488 1,640 812 3,989 1,393 1,065 774 8,208 4,467 Annualised rents (EPRA topped-up yield) 29,239 27,710 50,215 48,862 108,264 105,051 46,817 47,616 234,535 229,240 EPRA net initial yield % 5.0 4.9 5.6 5.7 6.0 6.2 5.8 5.9 5.7 5.8 EPRA topped-up yield % 5.3 5.2 5.8 5.8 6.2 6.3 5.9 6.0 5.9 6.0 * This statement contains additional information which is not part of the IFRS financial statements. Eurocommercial Properties N.V. Supplementary information 2024 268 Reconciliation EPRA vacancy rate Estimated rental value of vacant space (€’000) Estimated rental value of the whole portfolio (€’000) EPRA vacancy rate Belgium 46 25,657 0.2% France 834 47,344 1.8% Italy 349 106,243 0.3% Sweden 1,939 49,487 3.9% EPRA vacancy 31-12-24 3,168 228,731 1.4% Belgium 532 25,671 2.1% France 1,099 47,758 2.3% Italy 257 103,938 0.2% Sweden 1,430 49,979 2.9% EPRA vacancy 31-12-23 3,318 227,346 1.5% * This statement contains additional information which is not part of the IFRS financial statements. The EPRA Vacancy Rate is calculated by dividing the market rents of vacant spaces by the market rents of the total space of the whole property portfolio (including vacant spaces), excluding the units that are under development or vacant for strategic reasons. The EPRA vacancy rate including units that are under development and strategic vacancies is 1.6% (2.2% in 2023). Capital expenditure disclosure: 2024 2023 Group €’000 Joint Ventures €’000 Total €’000 Group €’000 Joint Ventures €’000 Total €’000 Investment properties – Incremental lettable space 9,795 411 10,206 11,233 656 11,889 – No incremental lettable space 27,913 569 28,482 10,991 460 11,451 – Tenant incentives/capitalised letting fees 9,383 450 9,833 12,614 120 12,734 Capitalised interest 182 0 182 122 0 122 Total capital expenditure 47,273 1,430 48,703 34,960 1,236 36,196 Conversion from accrual to cash basis 410 (160) 250 5,119 379 5,498 Total capital expenditure on cash basis 47,683 1,270 48,953 40,079 1,615 41,694 * This statement contains additional information which is not part of the IFRS financial statements. ** Joint ventures are reported on a proportionate share. *** Capital expenditure due to incremental lettable space is mainly related to major refurbishment and extensions. Capital expenditure with no incremental lettable space is mainly related to general capital expenditure and includes investments to maintain or enhance existing assets without creating additional leasing space. Capital expenditure due to tenant incentives/capitalised letting fees refer to fit-out contribution granted to new tenants in the context of the reletting of existing spaces or to existing tenants to support shop transformation in the context of an expiring contract. EPRA Performance measures (continued) Eurocommercial Properties N.V. 269 Supplementary information 2024 ! Reconciliation EPRA cost ratio: Twelve months ended 31-12-24 €’000 Twelve months ended 31-12-23 €’000 Operating and company expenses 46,214 47,612 Net service charge 2,325 2,121 Other income/recharge intended to cover overhead expenses less any related profits (1,644) (1,562) Net expenses joint ventures 1,041 1,504 Exclude if part of the above Service charge and property expenses recovered through rents (3,247) (3,780) Service charge and property expenses recovered through rents joint ventures (446) (451) EPRA costs (including direct vacancy costs) 44,243 45,444 Vacancy costs (1,246) (1,984) EPRA costs (excluding direct vacancy costs) 42,997 43,460 Rental income 219,733 215,279 Less: Service charge and property expenses recovered through rents (3,247) (3,780) Share of joint venture rental income 12,596 11,835 Less: Service charge and property expenses recovered through rents joint ventures (446) (451) Gross rental income 228,636 222,883 EPRA cost ratio (including direct vacancy costs) 19.4% 20.4% EPRA cost ratio (excluding direct vacancy costs) 18.8% 19.5% * This statement contains additional information which is not part of the IFRS financial statements. The EPRA cost ratio is not directly comparable between companies due to the costs associated with different countries of operation, business models and accounting treatments. The EPRA cost ratio is very sensitive to which property sector the Company is investing in. The retail sector is an example where property expenses are in general much higher than in other sectors. Therefore the EPRA cost ratio only works for comparison purposes, if pure play property companies are compared. Another important factor is whether the property company is investing in higher yielding properties or in lower yielding properties (usually higher quality properties). Investment in higher yielding properties will in most cases lead to a lower EPRA cost ratio, which wrongly suggests that a company is more cost efficient. Capitalised overhead and operating expenses do not form part of the EPRA cost ratio, although EPRA recommends an additional disclosure on capitalised items. The Company does not capitalise any of its overhead or local offices costs to extensions or developments in its IFRS financial statements with the exception of some capitalised costs for the Italian office (2024: €0.5 million). In the above EPRA cost ratio calculation, and only for better comparison purposes, an additional amount of €4.0 million (2023: €3.5 million) of overhead and other operating expenses has been capitalised for the financial year 2024. Eurocommercial Properties N.V. Supplementary information 2024 270 EPRA LTV Metric: (€’000) 31-12-2024 Group IFRS as reported €M Share of Joint Ventures €M Group Proportional Consolidation as reported €M EPRA Adjustments €M Share of Material Associates €M Non- controlling interest €M EPRA LTV Combined Interest €M Include: Borrowings from financial institutions 1,554.7 96.1 1,650.8 0 0 0 1,650.8 Net payables 0 0 0 61.0 0 0 61.0 Exclude: Cash and cash equivalents 36.0 4.3 40.3 0 0 0 40.3 Net debt (a) 1,518.7 91.8 1,610.5 61.0 0 0 1,671.5 Include: Investment properties at fair value 3,698.5 204.8 3,903.3 0 0 0 3,903.3 Intangibles 0 0 0 4.8 0 0 4.8 Total Property Value (b) 3,698.5 204.8 3,903.3 4.8 0 0 3,908.1 LTV (a/b) 41.1% 41.3% 42.8% (€’000) 31-12-2023 Group IFRS as reported €M Share of Joint Ventures €M Group Proportional Consolidation as reported €M EPRA Adjustments €M Share of Material Associates €M Non- controlling interest €M EPRA LTV Combined Interest €M Include: Borrowings from financial institutions 1,553.1 97.8 1,650.9 0 0 0 1,650.9 Net payables 0 0 0 67.2 0 0 67.2 Exclude: Cash and cash equivalents 40.5 8.1 48.6 0 0 0 48.6 Net debt (a) 1,512.6 89.7 1,602.3 67.2 0 0 1,669.5 Include: Investment properties at fair value 3,576 195.9 3,771.9 0 0 0 3,771.9 Intangibles 0 0 0 3.5 0 0 3.5 Total Property Value (b) 3,576 195.9 3,771.9 3.5 0 0 3,775.4 LTV (a/b) 42.3% 42.5% 44.2% * This statement contains additional information which is not part of the IFRS financial statements. ** The net payables include the balances of long and short term trade, tax and other payables and receivables. *** The EPRA Adjustments include the balances of right of use assets. EPRA Performance measures (continued) Eurocommercial Properties N.V. Supplementary information 2024 271 Adjusted net asset value (NAV): IFRS shareholders’ equity excluding the carrying amount of contingent capital gains tax liabilities and the fair value of financial derivatives (interest rate swaps). Adjusted NAV per share is calculated using the number of shares (basic) outstanding at the balance sheet date. BREEAM (Building Research) Establishment’s Environmental Assessment Method: BREEAM is an assessment undertaken by independent licensed assessors using scientifically-based sustainability metrics and indices which cover a range of environmental issues. Its categories evaluate energy and water use, health and wellbeing, pollution, transport, materials, waste, ecology and management processes. Buildings are rated and certified on a scale of 'Pass', 'Good', 'Very Good', 'Excellent' and 'Outstanding'. Boutique: Retail unit 300m² or less. CPI: Consumer price index. Direct investment result: Net property income less net interest expenses and company expenses after taxation. Direct investment result per share is calculated using the weighted average number of DRs (basic) outstanding during the period. Drive: A drive-through collection point for hypermarket goods ordered online. Entry premium: One-off payment by a tenant, in addition to the MGR, to secure a lease on a particularly desirable retail unit. EPRA: European Public Real Estate Association. EPRA cost ratio: Administrative and operating costs (including and excluding costs of direct vacancy) including the share of joint venture overheads and operating expenses (net of any service fees) divided by gross rental income. EPRA Earnings: Recurring earnings from core operational activities. EPRA earnings per share is calculated using the same number of shares used for the calculation of Earnings per share according to IFRS. Equivalent to the direct investment result less investment expenses and related costs. EPRA (Non) Incremental lettable space: Incremental lettable space: additional lettable area. If expenditure cannot be classified as incremental or no incremental lettable space, these expenses are allocated to incremental letting space if the total area is increased by at least 10% of the total lettable area. Non incremental lettable space: enhancement of the existing space. EPRA NAV metrics: EPRA Net Reinstatement Value (NRV): Assumes that entities never sell assets and aims to represent the value required to recreate the entity. EPRA Net Tangible Assets (NTA): Assumes that entities buy and sell assets, thereby crystallising certain levels of deferred tax. EPRA Net Disposal Value (NDV): Represents the shareholders' value under a disposal scenario, where deferred tax, financial instruments and certain other adjustments are calculated to the full extent of their liability, net of any resulting tax. EPRA NRV, NTA and NVD per share is calculated using the number of shares (diluted) outstanding at the balance sheet date. EPRA Net Initial Yield: Annualised rental income based on the cash rents passing at the balance sheet date, less non- recoverable property operating expenses, divided by the market value of the property, increased with (estimated) purchasers’ costs. The following operating costs are not deducted in arriving at the EPRA NIY: letting and rent review fees, provision for doubtful debtors, marketing costs and eviction costs. EPRA topped-up Net Initial Yield: The EPRA net initial yield adjusted in respect of the expiration of rent free periods (or other unexpired lease incentives such as discounted rent periods and step rents). EPRA sBPR: The EPRA Sustainability Best Practices Recommendations (sBPR) are intended to raise the standards and consistency of sustainability reporting for listed real estate companies across Europe. Each year, EPRA recognises companies which have issued the best-in-class annual sustainability performance report. Based on adherence to the EPRA sBPR in their public disclosure, companies are identified for Gold, Silver or Bronze Awards. EPRA Vacancy Rate:: The ERV of vacant retail space expressed as a percentage of the ERV of the total property portfolio, excluding property investments under development. ERV: The estimated rental value of the whole portfolio if all space was let at current market levels at the balance sheet date. FBI: Fiscale Beleggingsinstelling (Dutch Fiscal Investment Institution). As a result of being an FBI all of Eurocommercial’s income, whatever its source, is taxed at a zero rate at the corporate level if it is distributed to shareholders by way of a dividend. FIIS/GVBF: Fonds d’investissement immobilier spécialisé. Belgian tax-exempt regime available to property companies with assets in Belgium Glossary Eurocommercial Properties N.V. Supplementary information 2024 272 Gallery: All retail units in a shopping centre excluding the hypermarket. GRESB: Global Real Estate Sustainability Benchmark. Gross/total lettable area (GLA): Total area of a property that can be leased to a tenant, including storage area. ICC: Indice du Coût de la Construction. Cost of construction index still used for some French retail leases although the majority have adopted the ILC index. ILC: Indice des Loyers Commerciaux. Index used for French retail leases derived 50% from the consumer price index, 25% from the cost of construction index and 25% from the retail sales index. Interest cover ratio (ICR): Net property income less company expenses divided by interest expenses less interest income, calculated on a proportionally consolidated basis. Like-for-like: Compares the gross rental income and/or the gross sales turnover of units which existed for the whole of the current and prior year period, i.e. excluding acquisitions, divestments and extensions. Entry premiums are not included in the like-for-like rental growth figures. Medium Surface/Moyenne Surface/Media Superficies (MS): A major unit occupying a large space within a shopping centre or retail park which serves as a draw to other retailers and customers. The total lettable area is usually greater than 600m². Minimum guaranteed rent (MGR): Contracted annual rent paid by a tenant, excluding indexation, turnover rent and entry premiums. Also referred to as base rent. (Net) loan to value (LTV) ratio: Total borrowings net of cash expressed as a percentage of the total value of property investments, property investments under development, property investments in joint ventures and property investments held for sale, calculated on a proportionally consolidated basis. The total values are net of any (estimated) purchasers’ costs. Net rental income: Gross rental income for the period less service charge expenses and other non-recoverable property operating expenses such as insurance, real estate taxes, marketing and real estate management costs and other vacant property costs, calculated on a proportionally consolidated basis. Net return on cost: Net rental income generated by an extension/development as a proportion of the total cost of the development including financing costs. Occupancy cost ratio (OCR): Rent plus marketing contributions, service charges and tenant property taxes as a proportion of turnover including VAT. Passing rent: The annualised rental income at 31 December 2024 including 2024 turnover rent. Pre-let: A lease signed with a tenant prior to completion of a development. Rental arrears: Rent which is unpaid 90 days after the due date, expressed as a percentage of the total rent due. Reversionary yield: Estimated rental value (ERV) as calculated by the external valuers, less non-recoverable property operating expenses, divided by the market value of the property, increased with (estimated) purchasers’ costs. Sales area: Gross/total lettable area excluding storage area. Sales turnover: Sales income, including VAT, of retail tenants. Scrip dividend: Dividend in the form of shares. Share(s): See EPRA vacancy. SIIC: Société d’investissements immobiliers cotée. French tax-exempt regime available to listed property companies with assets in France. Stock dividend: Dividend in the form of shares charged to the fiscal share premium reserve. Turnover rent: Any element of rent received or to be received related to a tenant’s sales turnover. Vacancy: See EPRA vacancy. Glossary (continued) Designed and produced by TODOSmedia. www.todosmedia.com Print: Pureprint Group This report has been printed on Amadeus Silk which is FSC ® c e r t i fi e d and made from 100% Elemental Chlorine Free (ECF) pulp. The mill and the printer are both certifi ed to ISO 14001 environmental management system. The report was printed by a CarbonNeutral ® printer. ISIN CODE:. NL0015000K93 Share information Eurocommercial (ECMPA) is listed on the Euronext stock exchange in Amsterdam and Brussels Eurocommercial is also listed on the Italian regulated markert Euronext Milan, organised and managed by Borsa Italiana Board of Supervisory Directors B.W. Roelvink, Chairman E. Attout K. Laglas Board of Management E.J. van Garderen R. Fraticelli Company Secretary – Group Director Legal V.P. J. M e ij e r Belgium 200, rue Saint-Lambert 1200 Woluwe-Saint-Lambert Belgium France 107, rue Saint Lazare 75009 Paris France Tel: 33 (0)1 48 78 06 66 Head Offi ce Eurocommercial Properties N.V. De Boelelaan 7 1083 HJ Amsterdam The Netherlands Tel: 31 (0)20 530 60 30 [email protected] www.eurocommercialproperties.com Eurocommercial Properties N.V. is registered with the Commercial Register under number: 33230134 Italy Via della Moscova, 3 20121 Milano Italy Tel: 39 02 760 759 1 Sweden Kungsgatan 48 111 35 Stockholm Sweden Tel: 46 (0)8 678 53 60 Directory Share information Eurocommercial (ECMPA) is listed on the Euronext stock exchange in Amsterdam and Brussels ISIN code: NL0015000K93 Annual Report 31 December 2024 www.eurocommercialproperties.com Head Offi ce Eurocommercial Properties N.V. De Boelelaan 7 1083 HJ Amsterdam The Netherlands Group Offi ces Belgium 200, rue Saint-Lambert 1200 Woluwe-Saint-Lambert Belgium France 107, rue Saint Lazare 75009 Paris France Italy Via della Moscova, 3 20121 Milano Italy Sweden Kungsgatan 48 111 35 Stockholm Sweden 724500SFK53FPNM68L952024-01-012024-12-31724500SFK53FPNM68L952023-01-012023-12-31724500SFK53FPNM68L952024-12-31724500SFK53FPNM68L952023-12-31724500SFK53FPNM68L952022-12-31724500SFK53FPNM68L952023-12-31ifrs-full:IssuedCapitalMember724500SFK53FPNM68L952024-01-012024-12-31ifrs-full:IssuedCapitalMember724500SFK53FPNM68L952024-12-31ifrs-full:IssuedCapitalMember724500SFK53FPNM68L952023-12-31ifrs-full:SharePremiumMember724500SFK53FPNM68L952024-01-012024-12-31ifrs-full:SharePremiumMember724500SFK53FPNM68L952024-12-31ifrs-full:SharePremiumMember724500SFK53FPNM68L952023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember724500SFK53FPNM68L952024-01-012024-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember724500SFK53FPNM68L952024-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember724500SFK53FPNM68L952023-12-31ifrs-full:OtherReservesMember724500SFK53FPNM68L952024-01-012024-12-31ifrs-full:OtherReservesMember724500SFK53FPNM68L952024-12-31ifrs-full:OtherReservesMember724500SFK53FPNM68L952023-12-31ifrs-full:RetainedEarningsMember724500SFK53FPNM68L952024-01-012024-12-31ifrs-full:RetainedEarningsMember724500SFK53FPNM68L952024-12-31ifrs-full:RetainedEarningsMember724500SFK53FPNM68L952022-12-31ifrs-full:IssuedCapitalMember724500SFK53FPNM68L952023-01-012023-12-31ifrs-full:IssuedCapitalMember724500SFK53FPNM68L952022-12-31ifrs-full:SharePremiumMember724500SFK53FPNM68L952023-01-012023-12-31ifrs-full:SharePremiumMember724500SFK53FPNM68L952022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember724500SFK53FPNM68L952023-01-012023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember724500SFK53FPNM68L952022-12-31ifrs-full:OtherReservesMember724500SFK53FPNM68L952023-01-012023-12-31ifrs-full:OtherReservesMember724500SFK53FPNM68L952022-12-31ifrs-full:RetainedEarningsMember724500SFK53FPNM68L952023-01-012023-12-31ifrs-full:RetainedEarningsMember724500SFK53FPNM68L952022-12-31ifrs-full:EquityAttributableToOwnersOfParentMember724500SFK53FPNM68L952023-01-012023-12-31ifrs-full:EquityAttributableToOwnersOfParentMember724500SFK53FPNM68L952023-12-31ifrs-full:EquityAttributableToOwnersOfParentMember724500SFK53FPNM68L952022-12-31ifrs-full:NoncontrollingInterestsMember724500SFK53FPNM68L952023-01-012023-12-31ifrs-full:NoncontrollingInterestsMember724500SFK53FPNM68L952023-12-31ifrs-full:NoncontrollingInterestsMemberiso4217:EURiso4217:EURxbrli:shares

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