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Cofinimmo Proxy Solicitation & Information Statement 2022

Apr 8, 2022

3933_rns_2022-04-08_fdc6226e-d6f7-4772-9b80-f21de0aa7201.pdf

Proxy Solicitation & Information Statement

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A LIMITED LIABILITY COMPANY A PUBLIC REGULATED REAL ESTATE COMPANY FORMED UNDER BELGIAN LAW BOULEVARD DE LA WOLUWE 58, 1200 BRUXELLES VTA BE 0426.184.049 BRUSSELS REGISTER OF LEGAL ENTITIES (RLE)

CORRESPONDENCE VOTE

For holders of registered shares, a copy of the signed correspondence voting form must be sent to the company by ordinary letter addressed to the company's registered office (Boulevard de la Woluwe 58, 1200 Brussels), or by email ([email protected]), by 5 May 2022 at the latest.

For holders of dematerialised shares, a copy of the signed correspondence voting form must be sent by email to BANQUE DEGROOF PETERCAM ([email protected]), by 5 May 2022 at the latest.

I, the undersigned,

Legal person:
Company name and legal form:
Registered office:
Validly represented by: Residing at:
Natural person:
Last name:
First name :
Address:

Declares that the following shares have been registered in the accounts on the Registration Date (see practical modalities):

…………………………..dematerialised shares, in full ownership, in bare ownership, in usufruct (delete as appropriate) …………………………..registered shares, in full ownership, in bare ownership, in usufruct (delete as appropriate) of the public limited company (société anonyme/naamloze vennootschap) COFINIMMO with registered office at 1200 Brussels, Boulevard de la Woluwe, 58, registered in the Register of Legal Entities under number BE 0426 184 049;

Exercises his/her right to vote on the agenda items of the General Meeting that will take place on 11 May 2022 at 15:30 p.m. in the following sense (cfr. agenda published in the Belgian Official Gazette, in L'Echo and in De Tijd and on our website www.cofinimmo.com):

1.
Acknowledgment of the management report on the statutory and consolidated
financial year ending on 31 December 2021.
DOES NOT REQUIRE A VOTE
2.
Acknowledgment of the statutory auditor's report on the statutory annual accounts
DOES NOT REQUIRE A VOTE
as at 31 December 2021 and the statutory auditor's report on the consolidated
annual accounts as at December 31, 2021.
3.
Acknowledgment of the consolidated annual accounts as at 31 December 2021.
DOES NOT REQUIRE A VOTE
4.
Approval of the statutory annual accounts as at 31 December 2021 and allocation
of the result.
YES* NO* ABSTENTION*
5.
Approval of the remuneration report for the financial year ending 31 December
2021.
YES* NO* ABSTENTION*
6.
Discharge to the directors.
YES* NO* ABSTENTION*
7.
Discharge to the statutory auditor.
YES* NO* ABSTENTION*
8.
Remuneration of non-executive directors
YES* NO* ABSTENTION*
9.
Renewal of the mandate of two directors
9.1. Renewal of the mandate of Mr. Jean-Pierre Hanin YES* NO* ABSTENTION*
9.2. Renewal of the mandate of Mr. Jean-Kotarakos YES* NO* ABSTENTION*
10.
Appointment of two directors
10.1. Appointment of Mr. Michael Zahn YES* NO* ABSTENTION*
10.2. Confirmation of the independence of Mr. Michael Zahn YES* NO* ABSTENTION*
10.3. Appointment of Mrs. Anneleen Desmyter YES* NO* ABSTENTION*
10.4. Confirmation of the independence of Mrs. Anneleen Desmyter YES* NO* ABSTENTION*
11.
Approval of change of control clauses
11.1. Approval of the "change-of-control clause" in connection with the issue of a
sustainable benchmark bond on 24 January 2022.
YES* NO* ABSTENTION*
11.2. Approval of change of control clauses in credit agreements concluded
between the convening and the holding of the Ordinary General Meeting.
YES* NO* ABSTENTION*
12.
Approval of the annual accounts of the companies absorbed by an operation assimilated to a merger by absorption by the company, discharge
to the directors and the auditor of these companies.
12.1. Approval of the annual accounts of BOLIVAR PROPERTIES NV for the period
from 1st January 2020 to 16 December 2020, of RHEASTONE 2 CO NV,
DILHOME NV, TEN BERGE NV, BALEN NV, PUTHOF NV, VIADUCTSTRAAT NV
and POLYSERVE NV for the period from 1st January 2021 to 25 August 2021,
QUATRO BUILD NV, PROFILIA NV, MUZIKANTENWIJK NV and PLOEGDRIES NV
for the period from 1st January 2021 to 6 October 2021, and RUSTHUIS
MARTINAS NV for the period from 1st January 2021 to 27 October 27 2021.
YES* NO* ABSTENTION*
12.2. Discharge to the directors to the directors of the companies referred to in
point 12.1 for the periods referred to above in point 12.1, for the execution of
their mandate.
YES* NO* ABSTENTION*
12.3. Discharge to the auditors of the companies referred to in point 12.1 for the
periods referred to in point 12.1 above, for the execution of their mandate.
YES* NO* ABSTENTION*
13.
Proposal to grant power to implement the resolutions.
YES* NO* ABSTENTION*
14. Miscellaneous DOES NOT REQUIRE A VOTE

(*) delete as appropriate

Signed _____________________, on ________________ 2022 ______________________