Minutes of an Extraordinary General Meeting of Eurocommercial Properties N.V. - 29 October 2020 - Minutes

Sep 15, 2026

Formal minutes record the opening and conduct of an Extraordinary General Meeting of Eurocommercial Properties N.V., held at Herengracht 469, Amsterdam on 29 October 2020 at 13:30 (CEST). The Chairman confirms proper convening and statutory requirements, describes COVID-19 related attendance measures, and explains how shareholders vote electronically via proxy instructions. The minutes set out issued share capital, vote entitlement, electronic representation, and the handling of voting through the Company Secretary, including the Notary Letter and questions submitted in advance.

LanguageEnglish

CategoryLetters

FormatPDF

Pages4

Reading Time2 min

AccessFree to download

Opening

Meeting convening and attendance measures

Share capital and voting mechanics

Proxy, notary arrangements, and prior questions

MINUTES OF AN EXTRAORDINARY GENERAL MEETING OF EUROCOMMERCIAL PROPERTIES N.V. (THE "COMPANY") HELD AT THE OFFICES OF THE COMPANY AT HERENGRACHT 469, AMSTERDAM, THE NETHERLANDS ON THURSDAY 29 OCTOBER 2020 AT 13.30 HOURS (CEST) . 1. Opening The meeting was formally opened at 13.30 hours (CEST) by the Chairman of the Supervisory Board, Mr B. T. M. Steins Bisschop, acting as Chairman of the meeting. The Chairman appointed the Company Secretary / Director Legal, Mr V. P. J. Meijer, as Secretary of the meeting, who was present in person. The Chairman also welcomed Mr E.J. van Garderen, member of the Board of Management, who attended the meeting in person. The Chairman reported that the meeting had been properly convened and that all statutory requirements had been met to convene a legally valid meeting in which legally valid resolutions could be adopted. The notice to convene the meeting had been published on the website of the Company on Wednesday 16 September 2020 and written notices had also been sent to all holders of registered shares. The Chairman noted that the notice of this meeting mentioned that a number of protective health measures would be implemented due to the current exceptional circumstances of the COVID-19 pandemic, that the Company assumed no holders of depositary receipts or their representatives would attend the meeting in person, and also that the notice provided that persons entitled to vote had the possibility to exercise their voting rights by providing voting instructions in accordance with the proxy voting procedures. The Chairman reported that no shareholders and holders of depositary receipts had requested to attend and/or appeared at the meeting and concluded that all votes cast for the agenda item of this Extraordinary General Meeting had been cast via (electronic) proxy prior to the meeting. The Chairman reported that the total number of issued shares in the capital of the Company was 499,096,814 registered shares. Each share was entitled to one vote and each depositary receipt was entitled to ten votes, provided the applicable conditions had been fulfilled. 506,924 depositary receipts, representing 5,069,240 ordinary shares, had been bought back by the Company. No votes could be caston these securities (Section 2:118 subsection 7 of the Dutch Civil Code), which meant that the total number of shares on issue with third parties was 494,027,574 . The total number of shares either present or represented electronically at the meeting and entitled to vote was 493,962,350 . 65,224 shares were not represented. The Company Secretary thanked the Chairman and noted that the notice convening the Extraordinary General Meeting provided that the voting instructions submitted through the e-voting system of ABN AMRO Bank N.V. ("ABN AMRO") entail a proxy with voting instruction to Mrs S. van Suijdam, civil law notary in Amsterdam, or in her absence a substitute designated by her (the " Notary"), as an independent third party as referred to in best practice provision 4.3.2 of the Dutch Corporate Governance Code . The Company Secretary informed the meeting that the Notary had informed him by letter dated 29 October 2020 (the " Notary Letter") that the Notary would not attend the Extraordinary General Meeting due to the situation surrounding COVID-19 . Furthermore, the Company Secretary informed the meeting that pursuant to the Notary Letter, the Company Secretary shall (i) inform the general meeting on behalf of the Notary of the electronic voting instructions provided by ABN AMRO to the Notary in relation to the agenda item of this meeting (the "Votes") and (ii) cast the Votes on behalf of the holders of depositary receipts. Furthermore, the Company Secretary informed the meeting that he had been granted a power of attorney by the Board of Trustees of Stichting Administratiekantoor Eurocommercial Properties (the"Foundation") to represent the Foundation at this meeting and to cast votes in favour

FAQs

Where and when was the extraordinary general meeting held?

It was held at the Company’s offices at Herengracht 469, Amsterdam, on Thursday 29 October 2020 at 13:30 (CEST).

How were votes cast for the agenda items?

Votes were cast via (electronic) proxy prior to the meeting, based on voting instructions provided through the e-voting system of ABN AMRO and related proxy arrangements.

What was the role of the Company Secretary and the Notary letter?

The Company Secretary was appointed as meeting secretary and, pursuant to the Notary Letter, informed the meeting of the electronic voting instructions and cast the votes on behalf of depositary receipt holders. The Notary did not attend due to COVID-19 circumstances.

Sep 15, 2026

Uploaded by Caleb Sterling