Shareholders Meeting – 21 April 2022

Given the context of the health crisis linked to the Covid-19 pandemic, the methods of holding and participating in this General Meeting may be subject to changes according to the evolution of the health and/or regulatory situation. Shareholders are invited to regularly consult the section dedicated to the General Meeting on the Company's website: (www.covivio.eu/fr).

Covivio will gather its shareholders in a Combined General Meeting at 10:30 on Thursday 21 April 2022, at Pavillon Gabriel, 5 avenue Gabriel, Paris (75008), in order to resolve on the following agenda.

Ordinary Session

  • Approval of the Company’s financial statements for the year ended 31 December 2021;
  • Approval of the consolidated financial statements for the year ended 31 December 2021;
  • Allocation of income – Distribution of dividends;
  • Approval of the Statutory Auditors’ special report prepared in accordance with Article L. 225-40 of the French Commercial Code and the regulated agreements referred to in Articles L. 225‑38 et seq. of the French Commercial Code referred to therein;
  • Approval of the compensation policy applicable to the Chairman of the Board of Directors;
  • Approval of the compensation policy applicable to the Chief Executive Officer;
  • Approval of the compensation policy applicable to the Deputy Executive Officer;
  • Approval of the compensation policy applicable to the Directors;
  • Approval of the information referred to in Article L. 22-10-9 I. of the French Commercial Code related to compensation of all corporate officers;
  • Approval of the fixed, variable and exceptional components of the total compensation and all benefits in kind paid during the fiscal year ended 31 December 2021 or allocated in respect of the said fiscal year to Jean Laurent in his capacity as Chairman of the Board of Directors;
  • Approval of the fixed, variable and exceptional components of the total compensation and all benefits in kind paid during the fiscal year ended 31 December 2021 or allocated in respect of the said fiscal year to Christophe Kullmann in his capacity as Chief Executive Officer;
  • Approval of the fixed, variable and exceptional components of the total compensation and all benefits in kind paid during the fiscal year ended 31 December 2021 or allocated in respect of the said fiscal year to Olivier Estève in his capacity as Deputy Executive Officer;
  • Approval of the fixed, variable, and exceptional components of the total compensation and all benefits in kind paid during the fiscal year ended 31 December 2021 or allocated in respect of the said fiscal year to Dominique Ozanne in his capacity as Deputy Executive Officer until 30 June 2021;
  • Reappointment of the company ACM as Director;
  • Reappointment of Romolo Bardin as Director;
  • Reappointment of Alix d’Ocagne as Director;
  • Appointment of Daniela Schwarzer as Director;
  • Authorisation to be granted to the Board of Directors for the Company to purchase its own shares.

Extraordinary Session

  • Delegation of authority to the Board of Directors to increase the Company’s share capital through the incorporation of reserves, profits or premiums;
  • Authorisation to be granted to the Board of Directors to reduce the Company’s share capital through cancellation of shares;
  • Delegation of authority to the Board of Directors to issue shares and/or securities convertible into equity, maintaining the shareholders’ preferential subscription right;
  • Delegation of authority to the Board of Directors to issue, through public offering, Company shares and/or securities convertible into equity, with waiver of shareholders’ preferential subscription rights and a mandatory priority period for share issues;
  • Delegation of authority to the Board of Directors to issue shares and/or securities convertible into equity, with waiver of shareholders’ preferential subscription rights, in the event of a public exchange offer initiated by the Company;
  • Delegation of authority to the Board of Directors to issue shares and/or transferable securities convertible into equity, in order to pay for contributions in kind granted to the Company consisting of capital shares or transferable securities convertible into equity;
  • Delegation of authority to the Board of Directors to proceed to capital increases reserved for employees of the Company and of companies in the Covivio Group that are members of a company savings plan, with waiver of shareholders’ preferential subscription right;
  • Authorization to be granted to the Board of Directors to allocate existing or new shares of the Company free of charge, to the employees and/or corporate officers of the Company or its affiliates, with waiver of shareholders’ preferential right to the shares to be issued;
  • Amendment of Article 3 (Corporate purpose) and Article 7 (Form of the shares and identification of securities holders) of the Company’s Articles of Association;
  • Powers for formal recording requirements.

Registered shareholders: join the e-notice of call to henceforth receive by email your notices of call to the General Meetings.

What are the advantages?

This service allows you to access electronically to all documents related to the General Meeting’s notice of call. This is a simple, free, fast and efficient method which also contributes to our efforts regarding sustainable development. You may subscribe from now on and until the 17 March 2022.

How can you subscribe to the E-services?

Please connect to the website PlanetShares of BNP Paribas Securities Services at the following address: https://planetshares.bnpparibas.com with your login ID and you access code, then go to “My profile” (on the top left of your screen).

The section “My e-services” allows you, with a single click, to choose the e-notice of call by following the steps below:

  • Enter your e-mail address in the box “Notice of call by e-mail invitation to the general meetings”.
  • Check the adhesion box and click on “Validate”.

You may also choose this service from the “Dashboard” area by clicking on “Activate e-services” as described above.

Vote by Internet in a few clicks before the General Meeting via the secure electronic voting platform “Votaccess”.

Covivio offers all its shareholders the opportunity to cast their vote by telecommunication means prior to the General Meeting.

This online service offers you notably the possibility to request an admission card, to express your vote on the resolutions, to give a proxy to the Chairman or to give a proxy to another person.

  • Registered shareholders you may access Votaccess by logging on to the Planetshares website at the following address: https://planetshares.bnpparibas.com.
  • Bearer shareholders, you may contact your account-holding establishment to find whether or not the latter is connected to the Votaccess website and, where applicable, if the said access is subject to any specific conditions of use.

The Votaccess website will be open from Monday 4 April 2022 until Wednesday 20 April 2022 at 3 p.m., Paris time, France.

Nevertheless, we recommend that you do not wait until this deadline to vote.