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Documentation issued by the Board of Directors

Contribution in kind of 09.05.2022

Report of the board of directors FR
Auditor's report FR

Mergers of subsidiaries BE - August - September 2021

On 25 August 2021, or on a later date, the board of directors of COFINIMMO will decide on the approval of the mergers of, on the one hand, RHEASTONE 2 CO S. A, DILHOME NV, TEN BERGE NV, BALEN NV, PUTHOF NV, VIADUCSTRAAT NV, POLYSERVE NV and on the other hand of the subsidiaries of RHEASTONE 2 CO NV, namely QUATRO BUILD NV, PROFILIA NV, CURA INVEST NV, MUZIKANTENWIJK NV, RUSTHUIS MARTINAS NV, PLOEGDRIES NV in the context of the procedure for operations assimilated to a merger by absorption provided for in articles 12:50 et seq. of the Companies and Associations Code ("CAC").

These mergers are part of a simplification of the structure of the group, the aforementioned companies being companies of which all of the shares are held by COFINIMMO. By application of the simplified procedure provided for by the CAC, COFINIMMO, as the acquiring company, will not issue any shares as a result of this merger and consequently, the shareholder structure will not be modified.

In the context of this procedure, a copy of the draft terms of merger must be communicated to the holders of registered shares at least one month before the merger takes effect, in accordance with article 2:32 of the CAC and each shareholder must be given the opportunity, one month before the merger takes effect, to take notice of the documents set out below, in application of article 12:51, §2 of the CAC :

the draft terms of merger ;

RHEASTONE 2 CO S.A., DILHOME SA, TEN BERGE SA, BALEN SA, PUTHOF SA, VIADUCSTRAAT SA, POLYSERVE - COFINIMMO – Projet de fusion / fusievoorstel FR NL
QUATRO BUILD SA, PROFILIA SA, CURA INVEST SA, MUZIKANTENWIJK SA, RUSTHUIS MARTINAS SA, PLOEGDRIES SA - COFINIMMO – Projet de fusion / fusievoorstel FR NL

the annual accounts for the last three financial years of each of the companies involved in the merger and 3° the reports of the administrative bodies and the reports of the statutory auditor for the last three financial years

PLOEGDRIES SA/NV - NBB 2020 FR
PLOEGDRIES SA/NV - NBB 2019 FR
PLOEGDRIES SA/NV - NBB 2018 NL
RUSTHUIS MARTINAS SA/NV - NBB 2020 FR
RUSTHUIS MARTINAS SA/NV - NBB 2019 FR
RUSTHUIS MARTINAS SA/NV - NBB 2018 NL
MUZIKANTENWIJK SA/NV - NBB 2020 FR
MUZIKANTENWIJK SA/NV - NBB 2019 FR
MUZIKANTENWIJK SA/NV - NBB 2018 NL
CURA INVEST SA/NV - NBB 2020 FR
CURA INVEST SA/NV - NBB 2019 FR
CURA INVEST SA/NV - NBB 2018 NL
PROFILIA SA/NV - NBB 2020 FR
PROFILIA SA/NV - NBB 2019 FR
PROFILIA SA/NV - NBB 2018 NL
QUATRO BUILD SA/NV - NBB 2020 FR
QUATRO BUILD SA/NV - NBB 2019 FR
QUATRO BUILD SA/NV - NBB 2018 NL
POLYSERVE SA/NV - NBB 2020 NL
POLYSERVE SA/NV - NBB 2019 NL
POLYSERVE SA/NV - NBB 2018 NL
VIADUCSTRAAT SA/NV - NBB 2020 NL
VIADUCSTRAAT SA/NV - NBB 2019 NL
VIADUCSTRAAT SA/NV - NBB 2018 NL
PUTHOF SA/NV - NBB 2020 NL
PUTHOF SA/NV - NBB 2019 NL
PUTHOF SA/NV - NBB 2018 NL
BALEN SA/NV - NBB 2020 NL
BALEN SA/NV - NBB 2019 NL
BALEN SA/NV - NBB 2018 NL
TEN BERGE SA/NV - NBB 2020 NL
TEN BERGE SA/NV - NBB 2019 NL
TEN BERGE SA/NV - NBB 2018 NL
DILHOME SA/NV - NBB 2020 NL
DILHOME SA/NV - NBB 2019 NL
DILHOME SA/NV - NBB 2018 NL
RHEASTONE 2 CO SA/NV - NBB 2020 FR
RHEASTONE 2 CO SA/NV - NBB 2019 FR
RHEASTONE 2 CO SA/NV - NBB 2018 NL
COFINIMMO SA/NV - NBB 2020 FR NL
COFINIMMO SA/NV - NBB 2019 FR NL
COFINIMMO SA/NV - NBB 2018 FR NL

Where the most recent annual accounts relate to a financial year that ended more than six months before the date of the draft terms of merger, interim figures on the state of the assets that were closed no more than three months before the date of the draft terms and which, in accordance with paragraphs 2 to 4 of article 12:51, §2 of the CAC and the half-yearly financial report referred to in Article 13 of the Royal Decree of 14 November 2007 on the obligations of issuers of financial instruments admitted to trading on a regulated market.

In this case, the most recent annual accounts relate to a financial year that ended less than six months before the date of the draft terms of merger, so that no state of the assets has to be rendered.

In accordance with article 12:51 §6 of the CAC, one or more shareholders of COFINIMMO that hold 5% of the issued shares are nevertheless entitled to obtain the convening of a general meeting of COFINIMMO, convened in order to decide on the proposed merger.

Contribution in kind of 08.04.2021

Report of the board of directors FR
Auditor's report FR

Mergers BOLIVAR PROPERTIES - December 2020

The board of directors of COFINIMMO decided on 16 December 2020 on the approval of the merger of BOLIVAR PROPERTIES in the context of the procedure for operations assimilated to a merger by absorption provided for in articles 12:50 et seq. of the Companies and associations code ("CAC").

This merger is part of a simplification of the structure of the group, BOLIVAR PROPERTIES being a company all the shares of which are held by COFINIMMO and no longer holding any real estate assets. By application of the simplified procedure provided for by the CAC, COFINIMMO, as the acquiring company, will not issue any shares as a result of this merger and consequently, the shareholder structure will not be modified.

In the context of this procedure, a copy of the draft terms of merger must be communicated to the holders of registered shares at least one month before the merger takes effect, in accordance with article 2:32 of the CAC and each shareholder must be given the opportunity, one month before the merger takes effect, to take cognizance of the documents set out below, in application of article 12:51, §2 of the CAC :

the draft terms of merger ;

BOLIVAR PROPERTIES - COFINIMMO - projet de fusion FR
BOLIVAR PROPERTIES - COFINIMMO - fusievoorstel NL

the annual accounts for the last three financial years of each of the companies involved in the merger and the reports of the administrative bodies and the reports of the statutory auditor for the last three financial years

BOLIVAR PROPERTIES - BNB 2019 FR
BOLIVAR PROPERTIES - BNB 2018 FR
BOLIVAR PROPERTIES - BNB 2017 FR
COFINIMMO - BNB 2019 FR NL
COFINIMMO - BNB 2018 FR NL
COFINIMMO - BNB 2017 FR NL

an accounting statement closed less than three months before the date of the draft terms of merger and drawn up in accordance with paragraphs 2 to 4 of article 12:51, §2 of the CAC and the half-yearly financial report referred to in article 13 of the royal decree of 14 November 2007 on the obligations of issuers of financial instruments admitted to trading on a regulated market

BOLIVAR PROPERTIES - état comptable 30.09.2020 FR
COFINIMMO - Half-year financial report 30.06.2020 EN

In accordance with article 12:51 §6 of the CAC, one or more shareholders of COFINIMMO who hold 5% of the issued shares are nevertheless entitled to obtain the convening of a general meeting of COFINIMMO called to decide on the proposed merger.

Contribution in kind of 10.06.2020

Report of the board of directors FR
Auditor's report FR
Notary deed FR

Capital increase within the framework of a contribution in kind (optional dividend) of 09.06.2020

Report of the board of directors FR NL
Auditor's report FR NL
Notary deed FR

Contributions in kind of 26.06.2019

Report of the board of directors - article 602 - Operation 1 FR
Statutory auditor's report - Operation 1 FR
Notary deed - Operation 1 FR
Report of the board of directors - article 602 - Operation 2 FR
Statutory auditor's report - Operation 2 FR
Notary deed 1 - Operation 2 FR
Notary deed 2 - Operation 2 FR

Contribution in kind of 29.04.2019

Report of the board of directors - article 602 FR
Statutory auditor's report FR
Notary deed FR

Contribution of a branch

Proposal for the contribution of a branch EN
Bestone Square - Special report of the board of directors FR

Merger projects

Cofinimmo – Bolivar Properties FR
Cofinimmo - W34 FR
Cofinimmo - Trias Bel Leopold I-T FR
Cofinimmo - Trias Bel Leopold II - T FR