CPI Europe AG (VIE:CPI)
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Apr 28, 2026, 5:40 PM CET
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AGM 2022

Jul 12, 2022

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Distinguished shareholders, I would like to welcome you warmly, and I'm very pleased that you are following today's Virtual Annual General Meeting via the Internet. As chairwoman of the Supervisory Board, I take the chair pursuant to Section 116, para. One of the Austrian Stock Corporation Act, and I open today's 29th Annual General Meeting of IMMOFINANZ AG. For the protection of shareholders and other participants, the Executive Board has decided to make use of the legal regulation of a virtual AGM. Today's AGM will therefore be held as a virtual AGM in accordance with the COVID-19 Act and the COVID-19 Ordinance, and it will be broadcast in its entirety on the Internet. A brief overview of the proceedings of today's Virtual Annual General Meeting. First, you will be presented with the reports and proposed resolutions and elections for all items on the agenda.

Thereafter, the special proxies will have the floor to read out any proposed resolutions. Subsequently, we will have the general debate. Rupert Brix, Notary Public, will read out the questions received, and Mrs. Döring, as member of the Executive Board, or I myself, on behalf of the Supervisory Board, will answer them. After answering the questions on all items on the agenda, the respective motions on the agenda will be put to the vote. I hereby note that the invitation to today's 29th AGM, including the agenda, was published in due time in the official Gazette, Amtsblatt zur Wiener Zeitung, via an electronic information dissemination system in accordance with the provisions of Article 123, para. Four of the Stock Exchange Act 2018, and the articles of association, as well as on the company's website, www.immofinanz.com, which is registered in the company register.

Publication was on the 14th of June 2022. I hereby dispose that an excerpt from the official Gazette be attached to the minutes of the AGM. I further dispose that proof of the proper publication of the convening notice via the electronic information dissemination system is attached to the minutes of the general meeting. Also, on 14th of June 2022, the transmission of the convening notice in accordance with Section 180, para. Two of the 2018 Stock Exchange Act to the shareholders via the intermediary chain. The election proposals of the supervisory board, as well as the resolution proposals of the executive board and the supervisory board regarding the items on the agenda, were made available on the company's website in due time on the 21st of June 2022, thus 21 days before today's AGM.

On the 21st of June, 2022, the company received a request for an addition to the agenda pursuant to Section 109 of the Austrian Stock Corporation Act from the shareholder CPI Property Group S.A., hereinafter referred to as CPI. CPI has held an interest in the company exceeding 5% of the company's share capital for more than three months. A motion was made to add the following item to the agenda of today's annual general meeting: Item 12, elections to the supervisory board. The supplemented agenda was published in due time on the 21st of June, 2022 via an electronic information dissemination system pursuant to Section 123, para. Four of the 2018 Stock Exchange Act, as well as on the company's website, www.immofinanz.com, which is registered in the company register.

Also, on the 21st of June, 2022, the transmission of the supplemented agenda to the shareholders was arranged via the intermediary chain pursuant to Section 180, para Two of the Stock Exchange Act 2018. Publication in the official gazette took place in due time on 24th of June, 2022. I dispose that an excerpt from the official gazette, as well as proof of the proper publication of the supplemented agenda via the electronic information dissemination system, be attached to the minutes of the annual general meeting as an annex. Beyond that, no motions for additions to the agenda and no other proposals for resolutions were received from shareholders. Now, information on holding this AGM as a virtual general meeting. It was announced in the convening notice that the general meeting would take place as a virtual meeting.

Furthermore, the organizational and technical requirements for participation in the AGM were published in the convening notice. The AGM takes place at Hertha-Firnberg-Straße , at 11:00, Vienna. On-site, there are the members of the Executive Board, Mrs. Radka Döring, the Deputy of the Supervisory Board Chair, Mr. Martin Němeček, the candidate proposed for election to the Supervisory Board, Mr. Martin Matúla, the four special proxies, Marie-Agnes Arlt, Paul Fussenegger, Ewald Oberhammer, and Florian Prischl. Last but not least, the notary public Rupert Brix. Ms. Arne Rettenwender and Mr. Nikolaus Schaffer as representatives of the auditors, Deloitte Audit GmbH, and myself, Miroslava Greštiaková, as Chairwoman of the Supervisory Board. I ask the notary, Mr. Rupert Brix, to record the minutes and to certify the resolutions, as well as to supervise the computerized evaluation of the votes. We now come briefly to the special features of the virtual general meeting.

I would like to give the floor to Mr. Brix.

Rupert Brix
Notary Public, wien1-notare.at

Thank you, Madam Chair. On the exercise of shareholder rights. Voting rights, the right to propose resolutions, and the right to object are exercised by granting power of attorney and issuing instructions to one of the four special proxies. The right to information may be exercised by shareholders or their proxies by email directly to the executive board via the email address fragen.immofinanz@hauptversammlung.at. On the transmission and the structure of today's AGM. The AGM will be broadcast in full in picture and sound in real time on the Internet. This gives all shareholders the opportunity to follow the proceedings of today's virtual AGM in real time via this one-way audio and visual connection.

Please note that the live transmission as a virtual AGM does not allow remote participation and remote voting pursuant to Section 102 of the Stock Corporation Act, and that the transmission on the Internet is not a two-way connection. On the exercise of the right to information and to speak, shareholders may also submit questions to the aforementioned email address during the AGM. Questions will then be read out and answered. Please send your questions from the email address you provided in the proxy form for your special proxy.

If you use another email address, this email must state the first name and surname or the company name of the shareholder, the date of birth, and/or the company register number of the shareholder, as well as the deposit number, the credit institution, and the number of shares in order to enable the executive board to establish the identity and correspondence with the deposit certificate. Please end your email with your name. The chair will structure the process in terms of time and announce in due course a specific point in time by which questions may still be asked. As far as the exercise of shareholders' rights by the special proxies is concerned, shareholders may also give or change their instructions, in particular on voting, submitting motions, issuing instructions, or raising objections to the relevant proxy during the annual general meeting up to a certain point in time.

For this purpose, too, the chair shall announce the point in time before the voting process until which instructions may be given or changed. Please use a simple email to the email address of your proxies. Arlt.immofinanz@hauptversammlung.at, Fussenegger.immofinanz@hauptversammlung.at, Oberhammer.immofinanz@hauptversammlung.at, Prieschl.immofinanz@hauptversammlung.at. Please use the email address you provided in the proxy form sent to your special proxy. If you use a different email address, again, this email must contain the information previously mentioned in order for the identity of the shareholder to be established. Please end your email with your name. Please note that you can communicate with your proxy during the AGM by email, but not by telephone or messaging services. So far for the special features of the virtual annual general meeting, which are also described in detail in the convening notice of the meeting. I give back to the chair.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Thank you very much, Mr. Brix, for your comments. The list of participants will be finalized before the first vote. It will be signed by me, and the presence will be made known to you. The list of participants will be made available to the special proxies for electronic inspection. For reasons of data protection, the list of participants will not be published on the Internet. I am going to explain the voting procedure before the first vote. A tape recording is made of the entire general meeting, which is used exclusively by the notary to record the minutes, and it is only available to him. The agenda is known. I will therefore not read out the agenda. Questions or motions can only be made on the agenda. The company currently has 138,669,711 shares in issue.

Of these, the company holds 424,982 shares as treasury shares. The voting rights from the treasury shares cannot be exercised. The number of shares with voting rights is therefore 138,244,729 shares. Each share carries one vote. Both the number of shares issued and the number of treasury shares have changed since this annual general meeting was convened on the 14th of June 2022. As a result, the number of shares with voting rights has also changed. At the time of convening, the company had 138,650,327 bearer shares in issue, and Immofinanz held 1,028 treasury shares in the company.

Consequently, the number of exercisable voting rights at the time of the convocation was 138,649,299 voting rights. In June 2022, 19,384 shares were issued from conditional capital to the holders of the convertible bonds due 2024, so that the total number of issued bearer shares of the company is now 138,669,711. In the course of the ongoing share buyback program, 2022, Immofinanz acquired a further 423,954 Immofinanz shares between the 20th of June and the 7th of July 2022. The number of exercisable voting rights is therefore 138,244,729.

With that, I now come to the first item on the agenda. Presentation of the adopted annual financial statements, including the management report, the consolidated corporate governance report, the consolidated financial statements, including the group management report, the proposal for the appropriation of the balance sheet profit, and the report of the Supervisory Board on the business year 2021. First of all, I would like to point out that the annual financial statements and the consolidated financial statements, each as at 31st of December 2021, together with the notes and the management report, the consolidated corporate governance report, and the report of the Supervisory Board, as well as the proposal for the appropriation of profits of the executive boards which have been issued an unqualified audit opinion by the auditor. They have all been published on the website of the company.

I would now like to give the floor to Mrs. Döring to report on the past business year, the annual and consolidated financial statements, and the outlook.

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

Thank you. Dear ladies and gentlemen, dear shareholders, welcome to our annual general meeting, my first as a member of the Immofinanz Executive Board. Together with you, I would like to review a very eventful but also very successful financial year, 2021. The results show that our portfolio is excellently positioned and performed very well. Also during the challenging times in the past year, where we were still influenced by the pandemic and its effects. This is a direct consequence of our very clear portfolio strategy with its established brands, flexible property offerings, and outstanding team. I would like to thank this wonderful employee team, which I had the privilege of meeting during the past weeks, as well as my predecessors on the Immofinanz Executive Board, Dietmar Reindl and Stefan Schönauer, for their outstanding work. Let us now turn to the key indicators for the 2021 financial year.

Rental income generally matches the previous year at roughly EUR 285 million. The minimal difference resulted from property sales in the office business. At 95.1%, the occupancy rate represents a very good level by international comparison. The results of asset management, our most important source of earning, rose by 2.2% to EUR 211 million, and the results of operation increased by nearly 46% to EUR 210 million. Our portfolio had a value of approximately EUR 5.16 billion at the end of the year, and that with a very sound gross return of 6.3%. Pre-tax results turned clearly positive at EUR 386 million, and net profit also showed a strong improvement to EUR 346 million.

FFO I before tax declined slightly to EUR 120 million based on the two effects. First, a corporate bond was issued at the end of 2020, and that led to an increase in financing costs during 2021. Second, the lower dividend from our investment in S IMMO also had an effect on this FFO. The bond I just mentioned was one of the reasons for a very high liquidity at almost EUR 1 billion held by IMMOFINANZ at year-end 2021. With a net loan-to-value ratio of 36.7%, our financing profile was a very, very conservative one. The excellent performance in 2021 was also reflected in an increase of roughly 5% in the EPRA NTA per share to EUR 29.2.

Let's take now a closer look at the development of our portfolio, which currently has a value of approximately EUR 5.16 billion. A breakdown of the portfolio shows a share of roughly 60% for office and 40% for retail. On this total, almost 90%, EUR 4.5 billion represents standing investment that regularly generate rental income, and roughly 10% are development projects. Geographically seen, roughly half of the portfolio is located in Austria, Germany, and Poland, and the other half in neighboring countries to the east and south. The clear focus on brands were retained. At the end of the year, about 80% of the portfolio were branded as myhive, STOP SHOP, or VIVO! The occupancy rate in the retail business was very high at 99%, and the office properties, our occupancy rate was almost 91%.

The slight decline in comparison with the previous year resulted mainly from the reduction of space by a tenant who was hard hit by the pandemic. Now I would like to give you an update on our three successful brands. In myhive office portfolio, the renovation of myhive Haller Gardens in Budapest was completed at the end of 2021. The entire 31,000 square meters of office space in this building was rented. This is a very nice success and shows that the high quality, flexible offices are still in demand. Our plans also include the market introduction of further flexible myhive solution. In total, myhive offices had a portfolio value of approximately EUR 1.8 billion and return over 5% at the end of 2021.

In the retail park business, IMMOFINANZ strengthened its positions as the leading retail park operator in Europe during the past year. We entered the market in Italy with the purchase of retail park in northern Italy on San Fior, continuing with the acquisition of 33,000 square meters retail park in Udine during the Q1 of 2022. The VIVO! shopping centers, which just like the retail parks, are positioned for affordable shopping, successfully survived the COVID period. At 98%, we have a very high occupancy rate with this portfolio and want to further strengthen this brand. More on this is under the outlook. The next slide deals with development projects, which as I previously mentioned, represents about 10% of our portfolio.

Here at headquarters at the Wienerberg in Vienna, we are currently modernizing a building and transforming it into a sustainable myhive Urban Garden. It will become a fantastic, sustainable building with terraces and green facades. At the same high quality, we have started the process of renovating the former Erste Bank headquarters in Bucharest, which will then operate as a myhive Victoriei. The building has a top location, and we expect to install there the vertical photovoltaic elements and outside terraces. All in all, this will create a new highlight in the heart of Bucharest. We also have a number of retail parks under development in the Adriatic region. The STOP SHOP in Kaštela in Croatia near Split opened this past May.

Property sales, which are an important part of our business model, total approximately EUR 330 million in the year 2021. Most of this volume is attributable to a very profitable sale of the business building in Aachen. This transaction is also reflected in a substantial increase in the results of property transactions, which leads us to the next point. The sale in Germany is an excellent example of how we can realize valuation gains in a more mature market. This is something we intend to continue in the future. Our activities in 2021 not only included the sale, but also the acquisition of properties. As I previously mentioned, that we purchased a former headquarters of the Romanian Erste Bank subsidiary at the top location in Bucharest during the Q1 of 2021.

It is currently being transformed into a modern and sustainable myhive office building. With our STOP SHOP s, we successfully entered the Italian market in San Fior. We also acquired another retail park, this time in Udine, during February 2022. These transactions gave us more than 60,000 square meters of rentable space in northern Italy. Towards the end of the year, we secure more than 20 sites in Croatia for a development of retail parks. IMMOFINANZ has been active in Croatia with its STOP SHOP since 2018 . The first STOP SHOP on these new sites has already been completed and opened, this May in Kaštela. I would like now to take a brief look at the development of the footfall in our retail properties. On this slide, you see two graphs, STOP SHOP s on the left and VIVO!

On the right, and you can see the number of visitors always recovered very quickly after the pandemic-related shutdowns. Generally speaking, 2021 was still lower than 2019, the year before the outbreak of pandemic. However, sales per shopping trip were very satisfactory, especially in comparison with 2020. Our STOP SHOP s even reached the 2019 level. Sales per shopping trip are an important indicator for us because they are one of the factors for determining the rental income. On the next slide, I want to give you a detailed picture on the development of the development earnings for 2021. Rental income totaled EUR 284.7 million in 2021. That represents a slight year-on-year decline of 1.7% which is attributable above all to the strategy-related sales of properties.

These sales definitely paid off as you will later see. In contrast to the rental income, the results of asset management improved by 2.2%. That is consequence of cost savings. We cut property expense by more than 14%. But the pandemic still had a negative effect of roughly EUR 12 million on the results of asset management. This is to the extent we provided support to our tenants. However, the situation improved considerably during the past year compared with the receivable rate of EUR 29 million in year 2020. The results of property sales, as previously mentioned, were very strong at EUR 25.7 million. Based on the sales volume of EUR 328 million, we made a profit of roughly 8%.

The results of property development were also clearly positive, above all due to our development project in Düsseldorf. In total, the results of operations rose by a sound 46% to EUR 110.1 million. Revaluation results from outstanding investments show that in 2021 we recovered more than half of the write down caused by COVID-19 situation in 2020. Revaluation results amounted to EUR 85.9 million or roughly 1.8% of the total portfolio carrying amount at the end of December 2021. This positive development was supported in particular by office building in Düsseldorf, Vienna and Warsaw. We also saw good development in the retail business which was driven by the progress of our VIVO! shopping centers in Romania and the Czech Republic.

Now we can come to the financial results which were positive at EUR 90.4 million. Net financing cost increased to EUR 79.3 million, primarily due to the higher volume of financing that resulted from the issue of the corporate bond at the end of 2020. Our investment made a further contribution to financial result, above all our investment in S IMMO. The total amount here equaled EUR 139.8 million, whereby EUR 134 million are attributed to S IMMO. From which EUR 85.3 million is due to a positive revaluation and EUR 48.8 million from our share of earnings based on the 26.5% of investment we hold. Taking everything into account, net profit improved substantially to EUR 345.8 million.

That means earnings per share of EUR 2.60. Here on the next slide, is a brief look at the FFO 1, which is an important profitability indicator for the real estate branch. As I initially said, FFO declined slightly year-on-year, EUR 220.1 million due to the increase in financing cost caused by the bond issue and lower dividend of S IMMO. We received EUR 9.7 million from S IMMO in 2021 compared with EUR 13.7 million in the previous year. Our next focal point is IMMOFINANZ very robust financing structure and liquidity profile. At year-end 2021, our cash and cash equivalents totaled nearly EUR 1 billion. We also have a credit line of EUR 100 million at our disposal, which has not been used, to date and is therefore available in full.

With a net loan-to-value ratio of 36.7%, our debt level is a very conservative and even declined in comparison with the previous year. Financing costs also declined for roughly 2% in the previous year to 1.92%. The remaining term of financing is slightly less than four years, 3.8 years. IMMOFINANZ also had a high hedging quota. Roughly 90% of all financing are hedged against interest rate fluctuations. That creates an important advantage in the current environment. With regard to our financing, we are very well positioned with our investment-grade rating. Let's now have a quick look at the highlights of the Q1 2022, which were published at the end of May. Here, we are particularly pleased over the 4.3% increase in like-for-like rental income.

The plus equaled 2.9% in the office business and even a higher 5.6% in the retail business. A development that demonstrate the strength of our portfolio and brands. The occupancy rate remained high at 94.4%, and our retail properties are particularly fully rented. The result of asset management generally reflected in the previous year at EUR 53.9 million. As did the gross return at 6.2%. The results of operations equaled EUR 38.1 million and was below last year's level, mainly due to higher costs like general increase in construction cost for a certain project. Our portfolio has grown to EUR 5.2 billion, which means an increase of 1.6% since the beginning of the year.

It resulted mainly from our second acquisition in Italy, STOP SHOP in Udine. On the next slide, we have overview of the most important KPIs for our financial operations. Our FFO 1, which does not include an valuation effects, reflects the very good prior-year level at EUR 34.4 million. Net profit amounted to EUR 72.4 million following a previous-year financial quarter that was substantially influenced by a positive revaluation of our stake in S IMMO. The revaluation was at EUR 85 million. Our equity ratio improved to more than 52% above all due to conversion of our convertible bonds. Together with our net LTV, which has declined further to 32.7%, these indicators underscore our very solid balance sheet. The EPRA NTA per share has also increased by EUR 0.20 to EUR 29.4.

After the repayment of corporate bonds because of the takeover by CPI Property Group, our pro forma cash position amounted to EUR 385 million, which is still a sound financial position. The next slide is about ESG highlights. ESG is becoming an increasingly important issue, not only for IMMOFINANZ, but also for the entire branch, and is a focal point of activities throughout the company. In 2021, for example, we significantly increased the percentage of our sustainability certification, and now we have more than 1 million of certified spaces, which represent roughly 50% of our portfolio. We are still working on increasing this rate. We announced the launch of our new asset class for sustainable and affordable housing On Top Living during the past year and started work on the first pilot project in several countries.

We also joined the United Nations Global Compact in 2021, and we prepared and published an ambitious net-zero emission strategy whose goal is to make IMMOFINANZ emission-free along the entire value chain by 2040. It was a great surprise to receive an invitation from the United Nations to participate in the World Climate Summit in 2022 as one of 45 companies worldwide. The goal is to inspire other companies, branches, and industries with our activities in support of ESG. Since ESG is relevant for our entire corporation and for our business model, we introduced ESG training for our entire staff in 2021. We also revisited our ESG strategy and currently rolling it out to the entire group. This strategy is based on five focus areas. The first involves green and climate resilient buildings.

That is one of the largest activity areas and also connected with our net-zero emission strategy. The second focus area covers socially sustainable spaces and customer satisfaction. I think we already met these goals with our customer-oriented brands. The third focus area deals with socially sustainable workplaces and employee satisfaction. The fourth area is also very important for IMMOFINANZ, for development as well for the operations of building a sustainable supply chain. The fifth and focal area is the core, and it's formed by our governance and business ethics. We have developed goals for each of these focus areas as well as indicators for each goals, which we will also report on. You will find this information as always in our non-financial report that measures us on our performance in these goals.

Our progress is also visible in our ESG rating. Sustainalytics, one of the world's largest ESG rating agencies, published a rating update at the end of June this year, and we have continued to improve. Our score is now 13.1, which stays a very low risk. I would like to now take you through the outlook and explain our strategy update, which we recently adopted and published following the acquisition of the majority stake by CPI Property Group. In it, we maintain our successful and crisis-resistant brand as well as our robust financing base. With a focus on the retail real estate and myhive Office Solutions, we intend to continue growing in our core countries. In addition, as a part of active portfolio management, we will sell properties worth around EUR 1 billion and invest the proceeds in higher yielding assets.

In doing so, we will further strengthen our ESG activities and benefit from synergies in a close cooperation with CPI Property Group. Looking at our financial policy, our solid financial structure and investment-grade rating are an important basis for acquisitions and generally stable cash flows. We will continue to maintain a high hedging ratio as this provides us with a very good protection for the current environment of rising interest rates. Our net debt remains very conservative and is expected to be 40% or less, measured by the net loan-to-value. In addition, in the current market environment, we will focus on long-term bank finances for new financing and can, as in the past, build on our very good business relationship with the banks in our core countries.

which is characterized by rising interest rates and high inflation, we intend to focus on higher yielding retail and office properties. As a part of active portfolio management, we will therefore also dispose of properties worth about EUR 1 billion. This will mainly be lower yielding buildings and single tenant buildings. We intend to reinvest the proceeds from these disposals in properties that further strengthen our brands and use them to repay debt. For the further growth, here again, we see an overview of our plans to our individual brands. With the crisis-resistant STOP SHOP local stores, we will grow from just over 100 at present to around 140 locations. This will correspond to a retail area of around 1 million square meters. This will further consolidate our position as a market leader in Europe.

Our shopping center brand, VIVO! will also be strengthened by acquisition in regional shopping centers. This segment is attractive in view of the positive development of retail sales and visitor numbers. Here, too, we aim to become a market leader in the medium term. In the office sector, we will continue to grow cores. We have embarked upon myhive Office Solutions. With our new On Top Living brand, the resource-friendly overbuilding the retail parts with sustainable and affordable apartments, we are addressing the most urgent need of our times, climate protection and affordable housing. All in all, this is a portfolio of first-class and innovative brands with which we are very close to our customers. Our majority shareholder, CPI Property Group, is also convinced of our quality of our portfolio and our customers' focus.

We are already working together on several projects to further strengthen our position and benefit from synergy effects. This also includes our ESG activities and the further expansion of reporting. In this way, we aim to provide our stakeholders with a better understanding of ESG performance and targets across the whole group. As we announced in advance of the AGM, CPI Property Group has informed us that it will not support a dividend payment for fiscal year 2021. The reasons for this are the current environment, which is characterized by uncertainty and the liquidity outflow we had in connection with the bonds buybacks. We will therefore propose to the Annual General Meeting today that the prior year's net income be carried forward.

Against the background of our strategy update, we are also revisiting the outlook for the key financial figures for the current fiscal year, and we will present these in the second half of the year. Ladies and gentlemen, as you can see, IMMOFINANZ is very well positioned with its portfolio, its outstanding team of employees, long-term majority shareholder, CPI. Our goal is to further expand our position and convince more and more tenants of the advantages of our innovative, flexible, and sustainable real estate concept. With that, I hand back to Notary.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Thank you, Mrs. Döring, for your report. With regard to the annual financial statements of the company as of December 31st 2021, I am pleased to inform you that the Supervisory Board, on the basis of the written audit report submitted by the auditor, has resolved to approve the annual financial statements as at December 31st 2021. The annual financial statements were thus adopted, and the report of the Supervisory Board to the Annual General Meeting was approved. This report is printed in the annual report. No resolution was passed on the first item of the agenda. Before the general debate, you will now be presented with the other items on the agenda and the proposed resolutions by Mr. Brix.

Rupert Brix
Notary Public, wien1-notare.at

Thank you, Madam Chair. On item two, resolution on the appropriation of the balance sheet profits stated in the annual financial statements 2021. The annual financial statements of IMMOFINANZ AG as of December 31st 2021 show a balance sheet profit of EUR 577,262,500.41. According to the Executive Board's proposal for the appropriation of profits and the corresponding resolutions proposed by the Supervisory Board and Executive Board, the balance sheet profit is to be carried forward in full onto a new account. I would like to present the resolution proposed by the Executive Board and the Supervisory Board. The balance sheet profits stated in the financial statements of IMMOFINANZ AG for the business year ending on December 31st 2021 in the amount of EUR 577,262,500.41 is carried forward in full onto a new account.

On agenda item three, resolution on the approval of the actions of the members of the Executive Board for the business year 2021. In the financial year 2021, the members of the Executive Board were Mr. Stefan Schönauer, Mr. Dietmar Reindl, and Mr. Ronny Pecik. Mr. Pecik until June 29th, 2021. The proposed resolution is to approve the actions of the members of the Executive Board. On agenda item four, resolution on the approval of the actions of the Supervisory Board for the business year 2021. The members of the Supervisory Board in the 2021 business year were, as representatives of the capital, Mrs. Bettina Breiteneder, Mr. Sven Bienert, Mr. Michael Mendel, Ms. Dorothée Deuring, Ms. Gayatri Narayan, Mr. Stefan Gütter, Mr. Christian Böhm. Mr. Böhm until October 19th, 2021. Mr. Nick van Ommen. Mr. van Ommen until October 19th, 2021.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

As well as the members delegated by the Works Council, Mr. Philipp Amadeus Obermair, Mr. Werner Ertelthalner, and Ms. Rita Macskási-Temesváry . A resolution has also been proposed to approve the actions of the members of the Supervisory Board. With regard to agenda item five, resolution on the remuneration of the members of the Supervisory Board. The Executive Board and the Supervisory Board propose a resolution to determine the remuneration of the members of the Supervisory Board, Capital Representatives, collectively at EUR 236,302 for the business year 2021, whereby the allocation of this remuneration shall be determined by the Supervisory Board.

Rupert Brix
Notary Public, wien1-notare.at

The basic principles of the remuneration of the members of the Supervisory Board, as well as the allocation to the individual members of the Supervisory Board, are set out in detail in the published remuneration report for the remuneration of the members of the Executive Board and the Supervisory Board for the financial year 2021. On agenda item six, election of the auditor for the annual and consolidated financial statements for the business year 2022. On recommendation of the audit committee, the Supervisory Board proposes to adopt Deloitte Audit as auditor of the annual financial statements and consolidated financial statements for the business year 2022. I may now hand back to the Chair.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Thank you very much. With regard to the nomination for the auditor of the annual financial statements and the consolidated financial statements for the 2022 business year, I would like to add that the auditing company submitted a list of the fees received by the company for the previous financial year, broken down by service category and reported on its inclusion in the system of external quality assurance established by the Auditor Supervision Act and its current registration before the Supervisory Board submitted its nomination. Furthermore, the auditing firm has stated that there are no circumstances that could give rise to concerns of bias. I ask Mr. Brix to proceed with the presentation of the other items on the agenda and the proposed resolutions. I now come to the seventh item on the agenda.

Resolution on the remuneration report for the remuneration of the members of the Executive Board and Supervisory Board for the business year 2021. The Executive Board and the Supervisory Board propose the adoption of the remuneration report on the remuneration granted or owed to the current and former members of the Executive Board and the Supervisory Board for the business year 2021, as published on the company's website www.immofinanz.com in preparation for the AGM. I now come to agenda item eight. Resolution on authorizations of the Executive Board for the repurchase and sale of treasury shares other than via the stock exchange or public offering. Also with an authorization of the executive board to exclude the shareholders' rights to a pro rata disposal of their shares, as well as to a pro rata purchase of share, and the authorization of the Executive Board to redeem treasury shares.

First of all, Ms. Döring will give the report to the AGM pursuant to Section 65, Para. 3 of the Austrian Stock Corporation Act. Ms. Döring.

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

Danke. With regards to treasury shares, I'm pleased to report as follows. IMMOFINANZ AG currently holds 424,982 treasury shares, corresponding to approximately 0.31% of the total number of issued IMMOFINANZ shares of 138,669,711. With a pro rata amount of the share capital of EUR 1 per share. This applies to each number of shares mentioned in the following report. Therefore, for the sake of simplicity, the pro rata amount of the share capital is not stated separately in each case. Since the report in the last shareholders' meeting, to which reference is made, the following changes have occurred with regards to treasury shares.

At the time of the last shareholders' meeting on March 31st 2022, as well as on the reporting day, December 31st 2021, IMMOFINANZ held 1,028 treasury shares. As already mentioned by the Chairperson at the beginning, the share buyback program 2022 is currently running. Under this program, IMMOFINANZ has so far repurchased a total 423,954 shares, which a pro rata amount of a share capital of EUR 423,954 between June 20th 2022 and July 7th 2022. The total purchase price amounts to EUR 6,175,975.16. The shares have been acquired via Vienna Stock Exchange.

The share buyback programs 2022 is carried out in accordance with the authorization of the shareholders' meeting of October 1st 2020, Section 65, Paragraph 1, Item 8 of the Austrian Stock Corporation Act.

The repurchase was made for no specific purpose. The share buyback program 2022 will be continued after the end of today's shareholders meeting in accordance with the published conditions. The number of treasury shares as of today, therefore amounts to 424,982 IMMOFINANZ shares. Thank you for your attention, and I will hand over to Mr. Brix.

Rupert Brix
Notary Public, wien1-notare.at

I may now present to you the proposed resolution of the Executive Board and the Supervisory Board. First, the authorization of the Executive Board granted in the 27th Ordinary Shareholders' Meeting on October 1st 2020 to purchase treasury shares shall be withdrawn, and the Executive Board shall be authorized in accordance with Section 65, para. 1, no. 8, Austrian Stock Corporation Act, as well as para. 1a and para. 1b, Austrian Stock Corporation Act, for a period of 30 months from the date of the adopted resolution with the consent of the Supervisory Board to repurchase treasury shares in the company for a total of up to 10% of the share capital of the company.

Also, under repeated use of the 10% threshold, both over the stock exchange or public offer, as well as by other means, also with the exclusion of the shareholders right to sell their shares that may accompany such an acquisition.

The authorization may be exercised in full or in part, or in multiple partial amounts by the company, companies affiliated with it, or by third parties for their account, and in pursuit of one or more purposes. The repeated use of the authorization is permissible. The authorization shall be exercised by the executive board in such a way that the portion of the share capital associated with the shares acquired by the company on the basis of this authorization or otherwise may not exceed 10% of the share capital at any time. The equivalent price per share must not fall below the level of EUR 1.

The highest equivalent price per share paid in the buyback shall not be more than 15% above the average of the volume-weighted daily closing price of the previous 10 trading days of the shares on the Vienna Stock Exchange prior to the agreement of the respective acquisition. In the case of a public offering, the cutoff date for the end of the calculation period shall be the day on which the intention to make a public offer is announced in compliance with Section 5, para. 2 and para. 3 of the Austrian Takeover Act. If treasury shares are sold and repurchased by the company in the course of financing transactions, for instance, repo transactions or swap transactions, or in transactions involving securities lending or loans, the sales price shall be the highest equivalent price for the buyback in addition to appropriate interest.

Second, the authorization of the executive board granted in the 27th Ordinary Shareholders' Meeting on October 1st, 2020 to sell treasury shares shall be withdrawn in the unused amount, and the Executive Board shall be authorized in accordance with Section 65, para. 1(b), Austrian Stock Corporation Act for a period of five years from the date of the adopted resolution, subject to the approval of the Supervisory Board, to sell and use treasury shares in another way than over the stock exchange or through a public offering, and also to hereby exclude the proportional purchase right of shareholders, [exclusion of subscription rights].

The authorization may be exercised once or on several occasions in full or in part, or in multiple partial amounts, and in pursuit of one or more purposes by the companies affiliated with it, [Section 189a no. 7 of the Austrian Commercial Code], or by third parties for their account. Third, the authorization of the executive board granted in the 27th Ordinary Shareholders' Meeting on October 1st, 2020 to redeem treasury shares shall be withdrawn, and the Executive Board shall be authorized without further involvement of the shareholders meeting with the consent of the Supervisory Board to redeem treasury shares. The Supervisory Board shall be authorized to resolve upon amendments of the articles of association resulting from the redemption of treasury shares.

The Executive Board has submitted a written report on this proposed resolution with authorizations to exclude subscription rights in connection with treasury shares. This report is attached to the minutes of the Annual General Meeting. This takes me to item nine, resolution on the authorization of the Executive Board to issue convertible bonds and regarding conditional capital.

Authorization of the Executive Board to issue convertible bonds and exclusion of the shareholder subscription rights, together with the revocation of the existing authorization to issue convertible bonds in the unused amount, as well as conditional increase of the share capital in accordance with Section 159, para. 2, Item 1 of the Austrian Stock Corporation Act, and cancellation of existing conditional capitals in the unused amount as resolved upon at the shareholders meeting of the May 11th 2018, Article 4, para. 5 of the Articles of Association. October 2nd 2009, amended by resolution of the December 1st 2015, which is Article 4, para. 7 of the Articles of Association. Third, of the September 28th 2011, amended by resolution of December 1st 2015.

We're referring to Article 4, para. 9 of the Articles of Association. Fourth, December 1st 2015, Article 4, para. 10 of the Articles of Association, as well as corresponding amendments to the Articles of Association in Article 4. Registered capital and shares, respectively. I would like to present the resolution proposed by the Executive Board and the Supervisory Board. First, authorization of the Executive Board to issue convertible bonds. Issue authorization.

We want the authorization of the Executive Board granted in the Ordinary Shareholders' Meeting on the May 11th 2018 to issue convertible bonds shall be withdrawn in the unused amount, and the Executive Board shall be authorized for a period of five years, starting with the date of the resolution, with the consent of the Supervisory Board, to issue convertible bonds up to a total nominal amount of EUR 2,952,316,054, with conversion and/or subscription rights in respect of up to 69,325,163 ordinary bearer shares of the company, representing a pro rata amount of the share capital of the company of up to EUR 69,325,163, also in several tranches, and to determine all other terms of the convertible bonds, as well as in respect of the issuance and the conversion procedure.

The convertible bonds may be issued against cash and also for contribution in kind. The shareholder subscription rights are excluded. The authorization to issue convertible bonds may also be exercised repeatedly. In that case, the total number of, first, the shares already issued to holders of convertible bonds according to this authorization, and second, the shares in relation to which conversion and/or subscription rights may be exercised out of convertible bonds already issued and out of convertible bonds. The Executive Board shall be.

The terms of issuance and the terms and conditions of the convertible bonds, in particular interest rate, issue price, maturity and denomination, dilution adjustment, conversion period and/or conversion date, conversion rights and/or conversion obligations, conversion ratio and conversion price, as well as the terms for conversion and/or subscription. In particular, the following terms and conditions or a combination thereof may be provided for. First, additional cash payment and/or cash settlement for fractional amounts that cannot be converted. Second, fixed or variable conversion ratio or the determination of the conversion price within a specified range dependent on the company's share price development during the term of the convertible bonds. Third, the company's right in case of conversion, exercise of the conversion and/or subscription right, not to deliver shares, but to pay an adequate cash amount on the basis of the company's share price.

Fourth, the company's right to redeem the convertible bonds prior to maturity at the nominal amount and also to grant a compensation for the premature termination to the convertible bond holders. Fifth, the right of the convertible bond holders to request redemption of the convertible bonds prior to the maturity date at the nominal amount, and if applicable, also to receive a compensation for the premature termination. Sixth, the conversion obligation, conversion and/or subscription obligation at the maturity date or at another date, or the company's right to wholly or partially deliver shares of the company to the holders of the convertible bonds. 1.3 . The convertible bonds may also be issued by a directly or indirectly wholly-owned subsidiary of IMMOFINANZ AG.

In such case, the Executive Board shall be authorized with the consent of the Supervisory Board, to issue a guarantee in respect of the convertible bonds and in case of conversion to deliver shares of the company. 1.4. The price of the convertible bonds shall be determined with regard to market standard calculation methods in a market standard pricing procedure. The price, issue price, of the convertible bonds thereby has to be determined by the price, issue price, of an ordinary fixed interest bond and the price for the conversion rights, taking into consideration the other terms and conditions. The issue price of a bond is determined on the basis of market standard calculation methods subject to maturity of the bond, interest rate, current market interest rates, as well as considering the credit rating of the company.

The value of the conversion and/or subscription right is calculated by means of option price calculation, in particular considering maturity and exercise period, share price development, volatility, or other financial ratios, as well as the relation of the conversion and/or subscription price to the share price. Further conditions, for example, rights of early redemption, a conversion obligation, and a fixed or variable conversion ratio are to be considered. Fifth, 1.5, the issue price of the shares issued upon exercise or conversion, exercise of the conversion and/or subscription right, and the conversion and/or subscription ratio shall be determined with regard to market standard calculation methods and the stock market price of the shares of the company, basis of the calculation of the issue price. The issue price must not be below the pro rata amount of the share capital. Second, conditional capital increase.

2.1, the share capital shall be conditionally increased in accordance with Section 159, para. 2, item 1, Austrian Stock Corporation Act, by up to EUR 69,325,163, by issuance of up to 69,325,163 new ordinary bearer shares. The purpose of the conditional capital increase is the issue of shares to holders of convertible bonds issued by the company on the basis of the resolution of the Shareholders' Meeting of July 12th, 2022. The issue price and the conversion and/or subscription ratio shall be determined with regard to market standard calculation methods and the stock market price of the shares of the company (basis of the calculation of the issue price).

The issue price must not be below the pro rata amount of the share capital. The Executive Board shall be authorized, subject to the approval of the Supervisory Board, to determine further details of the execution of the conditional capital increase, especially issue price, rights attached to the share dividend entitlement. The Supervisory Board shall be authorized to resolve upon amendments of the articles of association resulting from the issuance of shares from the conditional capital. Item two, the articles of association are amended in Article 4, which is the capital and shares, to the effect that para. 6 shall read as follows.

Para. 6, the share capital shall be conditionally increased in accordance with Section 159, para. 2, Item 1, Austrian Stock Corporation Act, by up to EUR 69,325,163, by issuance of up to 69,325,163 new ordinary bearer shares. The purpose of the conditional capital increase is the issue of shares to holders of convertible bonds issued by the company on the basis of the resolution of the Shareholders' Meeting of July 12th, 2022. The issue price and the conversion and/or subscription ratio shall be determined with regard to market standard calculation methods and the stock market price of the shares of the company (basis of the calculation of the issue price).

The issue price must not be below the pro rata amount of the share capital. The Executive Board shall be authorized, subject to the approval of the Supervisory Board, to determine further details of the execution of the conditional capital increase, especially issue price, rights attached to the shares, dividend entitlement. The Supervisory Board shall be authorized to resolve upon amendments of the Articles of Association resulting from the issuance of shares from the conditional capital. Now point three, cancellation of existing conditional capital. 3.1, the following conditional capital shall be canceled in the unused amount.

A. The conditional capital increase as resolved upon by the Shareholders' Meeting of May 11th 2018 by up to EUR 20 million by issuing up to 20 million new bearer shares in the company pursuant to Section 159, para. 2, Item 1 of the Austrian Stock Corporation Act, Article 4, para. 5 of the Articles of Association.

B, the conditional capital increase as resolved upon by the Shareholders' Meeting of the October 2nd 2009, amended by resolution of the Shareholders' Meeting of the December 1st 2015, by up to EUR 2,252,472, by issuing up to 2,252,472 new bearer shares in the company pursuant to Section 159, para. 2, item 1 of the Austrian Stock Corporation Act, Article 4, para. 7 of the Articles of Association.

The conditional capital increase as resolved upon by the shareholders' meeting of September 21st 2011, by up to EUR 21,280,471, by issuing up to 21,280,471 new bearer shares in the company pursuant to Section 1 to Article 4, para. 9 of the Articles of Association. D, the conditional capital increase as resolved upon by the Shareholders' Meeting of December 1st 2015, by up to EUR 3 million, by issuing up to 3 million new bearer shares in the company pursuant to Section 159, para. 2 , Item 1 of the Austrian Stock Corporation Act, Article 4, para. 10 of the Articles of Association. These conditional capitals are no longer required to secure conversion and/or subscription rights of convertible bonds issued by the company.

The authorization to issue convertible bonds, Section 174, para. 2, Austrian Stock Corporation Act, de facto as purposes of the conditional capitals are revoked with the resolution or have expired. Furthermore, the convertible bonds issued have been fully redeemed and converted. This takes me to item 10, resolution on a new authorization of the Executive Board to increase the share capital pursuant to Section 169, Austrian Stock Corporation Act, to authorize capital against contributions in cash or in-kind, including the authorization of the Executive Board to exclude the shareholder subscription rights, together with the revocation of the authorization granted to the Executive Board to increase the share capital in the unused amount, and together with related amendments of the Articles of Association in Section 4, which is of capital and shares.

I would like to read out the resolution of the Executive Board and the Supervisory Board.

First, the authorization of the Executive Board resolved upon in the Ordinary Shareholders' Meeting on October 1st 2020 to increase the share capital by October 29th 2025 by up to EUR 61,646,897 shall be withdrawn in the unused amount and shall be replaced by the following authorization. The Executive Board shall be authorized for five years after the registration of this amendment to the Articles of Association in the Commercial Register, pursuant to Section 169, Austrian Stock Corporation Act, with the consent of the Supervisory Board, to increase the share capital by up to EUR 69,325,163 by issuance of up to 69,325,163 new ordinary bearer shares in return for contributions in cash or in kind, also in several tranches, and to specify the issue price, which must not be below the pro rata amount of the company's share capital.

The terms of the issuance and further details of the execution of the capital increase in agreement with the Supervisory Board, as well as to offer the new shares to the shareholders also by way of an indirect subscription right pursuant to Section 153, para. 6 of the Stock Corporation Act. The Executive Board shall be authorized with the consent of the Supervisory Board to fully or partially exclude the shareholder subscription rights. In total, the shares issued with excluded subscription rights on the basis of this authorization against contribution in cash shall not exceed the limit of EUR 13,865,032, corresponding to 10% of the share capital of the company. The Supervisory Board shall be authorized to resolve upon amendments of the Articles of Association resulting from the issuance of shares based on the authorized capital.

Second, the Articles of Association are amended in Article 4 to the effect that para. 4 shall read as follows. The Executive Board is authorized for five years after registration of this amendment of the Articles of Association in accordance with Section 169, Stock Corporation Act, with the consent of the Supervisory Board, to increase the share capital by up to EUR 69,325,163 by issuance of up to 69,325,163 new ordinary bearer shares in return for contributions in cash or in kind, also in several tranches, and to specify the issue price, which must not be below the notional par value per share in the company's share capital.

The terms of the issuance and further details of the execution of the capital increase in agreement with the Supervisory Board, as well as to offer the new shares to the shareholders also by way of an indirect subscription rights pursuant to Section 153 para. 6, Stock Corporation Act. The Executive Board shall be authorized, with the consent of the Supervisory Board, to fully or partially exclude the shareholder subscription rights. In total, the shares issued with excluded subscription rights on the basis of this authorization against contribution in cash shall not exceed the limit of EUR 13,865,032, corresponding to 10% of the share capital of the company. The Supervisory Board shall be authorized to resolve upon amendments of the Articles of Association resulting from the issuance of shares based on the authorized capital.

The Executive Board has submitted a written report on this proposed resolution with authorizations to exclude subscription rights in connection with the authorization of the Executive Board to increase capital pursuant to Section 169 of the Stock Corporation Act. This report is attached to the minutes of the Annual General Meeting. I now come to agenda item 11, resolution on the Remuneration Policy for the Executive Board. The Supervisory Board proposes to resolve upon the remuneration policy with the principles for the remuneration of the members of the Executive Board, Remuneration Policy 2022, which was published on the company's website, www.immofinanz.com, in preparation for the Shareholders' Meeting. Finally, this takes me to agenda item 12, elections to the Supervisory Board.

As mentioned at the beginning by the Chair, the shareholder CPI requested that this item be placed on the agenda and submitted a proposal for election to this end, which was made available on the company's website on J une 21st 2022, together with the reasons for the proposal. Stefan Güetter, member of the Supervisory Board, announced his resignation as member of the Supervisory Board of IMMOFINANZ AG on the June 17th 2022, in compliance with the four-week notice period pursuant to Section 10 para. 6 of the Articles of Association, with effect as of July 15th 2022. In order to regain the number of four capital representatives after Mr. Güetter 's retirement, the CPI has submitted the following proposal. Mr.

Martin Matula, born December 18th 1980, is elected to the Supervisory Board of the company as a substitute member (by-election) within the meaning of Article 10 para. 5 of the Articles of Association for Mr. Stefan Gütter, with effect from July 16th 2022 until the end of the Annual General Meeting which resolves on the discharge for the financial year 2024's Annual General Meeting 2025. I may now hand over to the Chair.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

The curriculum vitae and the declaration pursuant to Section 87 para. 2 of the Stock Corporation Act on the qualifications, comparable functions, and impartiality of Martin Matula were published on the company's website on June 21st, 2022. I now give the floor to the proxy appointed by CPI, Marie-Agnes Arlt, and ask her to inform me whether the motion for resolution is maintained and whether there is any further request for the floor from the shareholder, CPI.

Marie-Agnes Arlt
Shareholder, CPI

Thank you, Madam Chair. The motion is maintained. Voting card 527. Thank you.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Thank you. The candidate proposed by CPI for election to the Supervisory Board is present in person at today's Annual General Meeting. I therefore ask him to briefly introduce himself to the General Meeting. I give Mr. Martin Matula the floor.

Martin Matula
General Counsel, CPI Property Group

Thank you very much. Dear ladies and gentlemen, dear shareholder, it is my pleasure to introduce myself as the candidate to the Supervisory Board of IMMOFINANZ. My name is Martin Matula, and since 2014 I have served as a General Counsel of CPI Property Group, the largest shareholder of IMMOFINANZ. I'm also a Founding Member of the ESG committee of CPI Property Group. I'm responsible for coordination of legal functions within CPI Group. I was directly involved in creation of ESG framework and pioneer financing projects such as the first regional bonds, as well as the sustainability-linked bonds. I actively participated at growth of CPI Property Group, as well as its expansion on the debt capital markets. I was also involved in CPI takeovers of publicly listed companies, including Sunčani Hvar, NOVA RE, Globalworth, and most recently, the IMMOFINANZ.

I am familiar with best corporate governance practices and the functions of public companies. I hold a doctorate in Law and LLM in Business and Economics. Prior to CPI, I was working for ORCO, which was another publicly listed company. I highly appreciate the real estate portfolio of IMMOFINANZ, and it'll be an honor to contribute to the future of the company as a member of the Supervisory Board. I believe I can add value into various matters, including ESG, sustainability, which are beneficial for all stakeholders and shareholders. I'm not independent. I will be representing CPI PG as the primary shareholder. However, I will adhere to all corporate governance rules and regulations. Finally, I declare that I'm not holding any mandates other than CPI Property Group, and I'm not involved in any publicly listed companies.

For other details and declarations, I kindly refer you to my CV, which is posted online. Finally, I declare that I will accept my mandate, and I thank you for your trust.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Thank you for your presentation, Mr. Matula. So much for the individual items on the agenda and the proposed resolutions. I thank Mr. Brix for presenting the agenda and the proposed resolutions. I now give the floor to each of the special proxies and ask them to state whether any motions for resolutions have been received from shareholders. If yes, please read them out. If no, I ask you to confirm that you have not received any motions for resolutions so far. I hand over to Mrs. Arlt.

Marie-Agnes Arlt
Shareholder, CPI

Thank you, Madam Chair. No further motions for resolution.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Thank you. I now give the floor to Mr. Fussenegger.

Paul Fussenegger
Attorney-at-Law, CPI

Madam Chairman, no further motions have been received by me.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Thank you. Mr. Oberhammer.

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

Madam Chair, I have no motions, but I was asked to read out a short comment for the general debate by Mr. Dieter Petermichl with voting card 257. I read out the request. Upon my telephone request, Investor Relations of IMMOFINANZ told me that corona allows the holding of an on-site AGM in Stadthalle. Soon afterwards, I received information about the virtual conduct of the AGM. I protest against that, also on behalf of my daughter and my wife. Conducting a virtual AGM restrains the rights of shareholders, and I protest against the decision taken by CPI Property. Signed Dieter Petermichl on behalf of his wife, Gertraud Petermichl and Heidi Petermichl. Voting cards 201 and 203 and

Rupert Brix
Notary Public, wien1-notare.at

Thank you. Mr. Prischl.

Florian Prischl
Special Proxy, IVA

Thank you, Madam Chair. I have received motions by four shareholders I represent, which I would like to read out. First of all, two motions from the Investors Association. 68 is the voting card number. On Item 2, appropriation of the balance sheet profit as shown in the annual financial statements. It reads: From the balance sheet profit of IMMOFINANZ AG to the amount of EUR 577,262,500.41, a dividend of EUR 0.70 per dividend-bearing bearer share shall be paid out, and the remaining profit shall be carried forward to new account. The reasoning: Despite the pandemic, IMMOFINANZ AG had a very solid business year 2021. The results were excellent. The net profit reached EUR 345.8 million.

Results of operations rose by 46% to EUR 210.1 million. Occupancy rate at 95.1% at the high level despite the pandemic.

The EPRA NTA per share was increased by 5% to EUR 29.2 and the book value by 9% to EUR 27.4. The balance sheet shows a capital ratio of 41%. The liquid position is comfortable at EUR 987.1 million. The balance sheet profit, as shown in the financial statements on the December 31st 2021, amounts to EUR 577,262,500.41. Our special thanks goes to the staff for this very good result.

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

In the long term, IMMOFINANZ developed into a dividend-bearing security. This is also reflected in the balance sheet and in the guidance published. Attack on this guidance and the dividend policy, giving up this guidance is not understandable. IMMOFINANZ has sufficient liquidity.

The early redemption of bonds led to an outflow of EUR 560 million. Without considering liquidity of the current year, the current cash reserves exceed the dividend outflow by 430%. The capital buffer is sufficient. The liquidity position is so comfortable that at the extraordinary AGM on March 31st 2022, a buyback program was launched, which is being implemented. Zero effect for consolidation of CPI. As CPI Property Group can fully consolidate IMMOFINANZ, the accounting differences between the dividend and the cash, and cash equivalents for the parent company are marginal. At today's AGM, several capital measures are to be decided, excluding the subscription right of shareholders. The second motion concerns item three of the agenda, approving the actions of the Executive Board.

A motion is introduced for individual approval of actions. You will receive all that in print. I've also received motions from shareholder Alexander Matoy, 234. From the annual financial statements, I see that the balance sheet profit is EUR 577,262,500.41. A dividend of EUR 0.7 per dividend-bearing share is to be paid out, and the remaining net profit is to carry it forward to new account. Motion by shareholder 2,553, Franz Waldner. Same wording. As of December 31st, annual financial statements, the net profit is EUR 577,262,500.41. A dividend of zero point seventy euro per dividend-bearing bearer share be paid out, and the remaining net profit be carried forward to a new account.

Finally, shareholder 260, Michael Engelmayer. The motion reads, "The vote on agenda item three, approval of the actions of the Executive Board, be performed individually by separate votes for the individual Executive Board members." I reserve the right to introduce further motions. Mr. Brix, I will hand over to you the printed versions.

Rupert Brix
Notary Public, wien1-notare.at

Thank you for your presentation, and I ask the notary to record this. We now enter into the general debate on all items of the agenda. As announced, I will read out the questions received from shareholders, starting with the questions put by Berthold Berger. What did the extraordinary AGM on March 31st cost? What did the 2021 extraordinary AGM cost? How many people were logged in on March 31st, 2022? How many from Austria? How many from abroad? How many people were logged in at the extraordinary AGM in October 2021? How many from Austria and how many from abroad?

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

The cost of the Virtual Ordinary Annual Shareholder Meeting in 2021 amounted to approximately EUR 80 ,000. For our Extraordinary Shareholder Meeting in March this year, it was about EUR 60,000 . The cost of the publications of the invitation in Wiener Zeitung, plus the publication and financial statements amounted to EUR 30,000 For the publications of invitation to the Extraordinary Meeting, approximately EUR 8 ,000. At last year's Annual General Meeting, we had around 1,550 unique accesses to the internet streams, of which 890 were from Austria. At this year's Extraordinary Shareholders' Meeting, we had 412 people watching the live stream, of which 341 were from Austria.

Rupert Brix
Notary Public, wien1-notare.at

It is now 12:26, and as announced at the beginning, I decide that questions received by 12:46 can still be sent by email to fragen.hauptversammlung@Immofinanz.at. After that point in time, questions will no longer be taken into account. I further dispose, as announced at the beginning, that further motions can still be introduced through the transmission of proposed resolution to the special proxies until the same point in time. That is 12:46. Motions received after that point in time can no longer be taken into consideration. I continue with the questions by Berthold Berger. What is the current percentage of shares held by the CPI Property Group?

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

Just dated May 31st, 2022. Mr. Radovan Vítek holds 106,579,581 IMMOFINANZ shares through CPI Property Group S.A. and WXZ1 a.s. This corresponds to a stake of 76.87%.

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

That was the first part of the questions by Berthold Berger. I now move on to the questions by Dieter Petermichl. The questions concern the history of IMMOFINANZ. IMMOFINANZ has a sad history. Petrikovics caused fraudulent transactions. He was found guilty. How much did he pay for the damage? Dr. Zehetner tried to save the company. The takeover of CA Immo was prevented. Today, we would be better off with CA Immo. Mr. Zehetner retired. Since that time, there have been many problems to the disadvantage of IMMOFINANZ. The hasty exit from the Russia portfolio. An AGM in 2018 in which the Chairman of the Supervisory Board was asked if he would still be on his chair after the meeting. A brave Michael, unfortunately, was not successful either.

Under his guidance, the Deputy Chairman of the Supervisory Board tried to do his own thing, not to the company's advantage, but things were getting worse. The Supervisory Board appointed the sustainable Investor, Ronny Pecik, without advertising officially the vacancy. A reason for the entire Supervisory Board to resign, actually. The share price over 20 years had few ups but many downs. After April 27th, the low was less than 5% of the high of December 2018 since the beginning of the pandemic. An increase to almost EUR 27 in March 2020. A drop to EUR 14. The takeover bid in 2020 was EUR 23, and after the expiry of the deadline, the next drop, and the share price has not stabilized to date. Now the entry of CPI. That is Mr. Petermichl's introduction. Now his questions.

Can you quantify the damage caused by the fraudulent transactions of Mr. Petrikovics? What was the loss caused by the early exit from the Russia portfolio? Which measures did the management take after the sale of BUWOG in order to recover? Why did Supervisory Board Chair Knapp resign early? Why was Ronny Pecik appointed short-term CEO? What was his remuneration? How long did he serve? Did he get any remuneration after he had resigned? For how long? Did he hold shares in the company? Is he still holding shares? Why did Mr. Summa get EUR 3.4 million after his departure? What are the reasons for the failed takeover of S IMMO from IMMOFINANZ point of view? We hear reports about the great activities of the company, but this doesn't have an influence on the share price.

What's the portfolio of IMMOFINANZ in percentages, hotels, retail, and office? Those were the questions by Mr. Petermichl, and I would ask Mrs. Greštiaková to answer the questions.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Thank you, Mr. Petermichl. Thank you for your questions. In your first block of questions, you go far back in the history of IMMOFINANZ. We therefore ask for your understanding that we will not deal with questions that are not related to the 2021 financial years at today's AGM. Many of these questions were answered at previous AGMs. Regarding your questions on the term of office and the departure of Mr. Pecik. Mr. Pecik served as member of the Executive Board and CEO of IMMOFINANZ from May 4th, 2020 to June 29th, 2021. The remuneration of the Executive Board for 2020 and 2021 is presented in a very transparent manner in the respective remuneration reports.

For 2020, Mr. Pecik received EUR 973,569. For 2021, EUR 611,965. For the total period of his activity, he received EUR 1,585,534. After his departure, Mr. Pecik no longer received any remuneration. Mr. Pecik was already a large shareholder of Immofinanz prior to his appointment as CEO. As you can see from the corporate governance report 2021, he held approximately 14.2 million shares as of December 31st, 2020. As published by IMMOFINANZ in an ad hoc notification on June 29th 2021, the company was informed on that date that RPR Privatstiftung, which is attributable to Mr.

Pecik sold its entire shareholding in RPPK Immo GmbH, which holds a total of 13 million IMMOFINANZ shares, and five mandatory convertible bonds issued by IMMOFINANZ AG to Eurovea Services s.r.o. The sole shareholder of Eurovea Services s.r.o. was Peter Korbačka. Mr. Pecik has not been a corporate body of this company since June 29th, 2021. Therefore, share acquisitions or sales are no longer to be disclosed. Mrs. Döring is going to answer parts of the question.

Martin Matula
General Counsel, CPI Property Group

Regarding your question about the takeover bid for S IMMO made in 2021. It is generally known IMMOFINANZ and S IMMO have negotiated a merger in the past, but no agreement was reached. IMMOFINANZ then decided in 2021 to pursue a merger of the two companies by way of takeover bid. The reactions from the market were very good, and an attractive price was offered. The special feature in this case was the maximum voting right threshold in S IMMO's Articles of Association, which limits a shareholder's voting right to 15%. A majority of 75% of the share capital was required to remove it, which is more than for a takeover, there you need 50% plus one share.

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

In this vote in June 2021, only 61% was achieved, and as a result, the Executive Board and the Supervisory Board of IMMOFINANZ decided not to pursue the takeover offer any further. Regarding your question about the breakdown of our portfolio, as I mentioned in my presentation, the portfolio was broken down as follows at the end of the year 2021. 62% office, 37% retail, and 1% of other properties.

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

Let me continue. Again, a question by Mr. Dieter Petermichl. Why did the Executive Board and the Supervisory Board of IMMOFINANZ resign only now? Why isn't the AGM a present AGM? The result, the net profit for 2021 would allow payment of a dividend. What are the reasons not to pay a dividend? Will they be paid out retroactively? I start with the answer to questions regarding changes on the Executive Board and the Management Board. Radka will answer the remaining questions. As regards the departure of Dietmar Reindl and Stefan Schönauer from the Executive Board. In the interest of all shareholders and in the interest of a balance of the interests of the members of the Executive Board in the context of takeover bid, the companies provide for termination rights of Executive Board members in the event of a change of control.

CPI Property Group gained control over IMMOFINANZ, so this termination right was open to the two Board Members. A termination as of June 8th was regulated in agreement and with the interests of the company. Mr. Reindl and Mr. Schönauer will also remain with the company as Advisors to the Executive Board and the Supervisory Board until the end of the year. Regarding changes on the Supervisory Board, on March 7th, 2020, IMMOFINANZ announced that CPI Property Group had submitted a request to convene an Extraordinary General Meeting for elections to the Supervisory Board of IMMOFINANZ, and that Bettina Breiteneder, Sven Bienert, Michael Mendel, and Dorothee Deuring would resign from their mandates on the Supervisory Board with this Extraordinary General Meeting. The Extraordinary General Meeting was held on March 31st, 2022. At this meeting, Martin Němeček and myself were elected to the Supervisory Board of IMMOFINANZ.

Since then, the Supervisory Board has been composed of four capital representatives. On June 17th, 2020, Supervisory Board member Stefan Güter resigned from the Supervisory Board, giving four weeks notice with effect from July 15th, 2022, midnight. In order to regain the number of four capital representatives after Mr. Güter's resignation, CPI PG proposes Mr. Martin Matula for election to the Supervisory Board.

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

To ensure a physical AGM and in association with the COVID-19 legislation is entitled to convene a virtual AGM if it serves to protect those attending the meeting. This is what we have decided and in the view of the resurgence of infections we are convinced that we made the right decisions. On the dividend, as mentioned in my presentation and announced at the.

In the run-up to the Annual General Meeting, CPI Property Group has informed us that it will not support a dividend payment for the fiscal year 2021. The reasoning is the current environment, which is characterized by increased uncertainties and also the liquidity outflows we had in connection with the bond buybacks. We will therefore propose to the Annual General Meeting today that the profit stated in the financial statements of IMMOFINANZ AG for the business year 2021 is carried forward in full into a new account.

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

I continue with the next question by Mr. Peter Michel. Which measures were taken by the company to reduce CO2 emissions? What are the targets for CO2 emission in % of today's emissions for 2030 and 2040? Have the tenants to pay for these measures? What's the percentage taken over by IMMOFINANZ?

Which measures are taken by IMMOFINANZ to keep the rising energy costs for tenants within reasonable limits? Have there been rent defaults in 2020 and 2021? Do we expect more defaults in 2022? I hand over to Ms. Döring. Thank you.

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

A very ambitious net-zero emissions strategy and presented it last year. The strategy includes solid and specific targets and milestones. The most important goals are to reduce all climate-damaging greenhouse gas emissions by 60% below the level of 2019 by 2030, and to make the common areas and portfolio space managed by IMMOFINANZ emission-free. The entire value chain is projected to be emission-free by 2040. That means including construction, refurbishing measures. Tenants will be supported in reaching net-zero emission status, but they will not have to pay for it. The timetable will be reviewed at five-year intervals up to 2040 to drive at the related measures, utilize opportunities, and give customers, tenants, and investors a clear impression of the status of target attainment. IMMOFINANZ has defined a wide-ranging program of measures to reduce greenhouse gas emissions.

For example, each year, at least 5% of the property portfolio will undergo extensive energy efficiency refurbishments. IMMOFINANZ will also significantly increase its own renewable energy production by installing photovoltaic equipment on the roof of our STOP SHOP retail parks and equipping all the new location with photovoltaic systems. The myhive office buildings and the VIVO! shopping centers will be outfitted with photovoltaic equipment where possible and depending on the location. External electricity supplies will be converted to 100% renewable energy sources, and the purchase of fossil fuels will be terminated. Energy-saving lighting systems will be installed throughout the entire portfolio in the future, and refrigerants with a high greenhouse gas potential will be replaced. The use of smart technologies for all properties will be massively expanded, including the digitalization of consumption in all areas.

IMMOFINANZ is in close contact with its tenants. It will support them in converting into sustainable utilization. This should also save our energy cost. Regarding the questions about rent defaults in 2020 and 2021, rent receivable write-offs, which IMMOFINANZ used to support its tenants during the pandemic-related closure periods amounted to EUR 11.9 million in 2021 compared to EUR 29.2 million in the previous year. This is a clear decline. From today's perspective, we expect a further significant decline for the current financial year.

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

Second block of questions by Mr. Peter Michel concerning the takeovers and dividends. What's the percentage held by CPI and Co in IMMOFINANZ as of July 12th? CPI Beteiligungs GmbH was declared bankrupt. Why? How much are the liabilities? Any connection to CPI Property? When will CPI Property submit a takeover bid for S IMMO? What's the percentage of S IMMO held by CPI and Co? Carrying amount. What's the carrying amount and the EPRA NAV of the IMMOFINANZ share as of June 30th this year? Yes, Peter Michel.

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

The orders dated May 31st, 2022. Mr. Radovan Vítek holds 106,579,581 IMMOFINANZ shares through CPI Property Group S.A. and WXZ1 a.s. This correspond to a stake of 76.87%. IMMOFINANZ continues to hold 26.5% stake in S IMMO. Regarding CPIPG shares in S IMMO, I would like to refer you to the S IMMO website. This shows that CPIPG reported a share of 42.55% on March 4th, 2022. This includes the 26.5% stake held by IMMOFINANZ in S IMMO. At the annual general meeting of S IMMO on June 1st 2022, the maximum voting right according to the Articles of Association was canceled.

With this registration of this resolution in the commercial register, CPIPG has acquired a controlling interest in S IMMO and will therefore make a mandatory offer to S IMMO shareholders. According to information on the website of the Takeover Commission, the offer document must be notified to the Takeover Commission by July 26th, 2022. I would like to also state that there is no connection whatsoever between the Luxembourg registered CPI Property Group S.A. and the Austrian CPI Beteiligungs GmbH, neither on a corporate nor on a personal level basis. The Austrian CPI has nothing to do with our shareholder, Mr. Vítek. Regarding the figures for the IMMOFINANZ share, the book value amounted to 27.44 EUR, and the EPRA NAV per share to 28.78 EUR as of December 31st, 2021.

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

It is now 12:48 P.M. As of now, no further questions or motions can be submitted to the four special proxies. Instructions can still be given until the beginning of the vote. I continue with the questions by Mr. Dieter Petermichl about the dividend. Will the dividend from 2019 be paid out retroactively, and how much? What should be the dividend proposal for 2021? What's the amount of the operating result? Will the dividend for 2021 be paid out retroactively? Is the non-payout of the dividend anything to do with the bankruptcy and the takeover by CPI? The motion, I move that the dividend from 2019 be paid out retroactively and the dividend for 2021 be paid out. If that is not the case, I will submit an objection to the minutes.

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

Second dividend payment for fiscal year 2019. I have already gone into the reasons for the suspension of the dividend payment for 2021. The operating results in 2021 amounted to EUR 210.1 million, while the consolidated result was at EUR 345.8 million. As I already mentioned, the CPI Property Group is not CPI Beteiligungs GmbH.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Dear Mr. Petermichl, with regard to your application for subsequent payment of the dividend for fiscal year 2019 and the payment of the dividend for the good fiscal year 2021, we regret to inform you that this application does not meet the legal requirements. Proposals for resolutions must be formulated in a sufficiently specific manner so that if adopted by the shareholders, a legally compliant resolution with all the necessary elements is effectively passed, and the content of the resolution can be clearly determined. Your proposal for subsequent payment of the dividend from 2019 and payment of the dividend for the good fiscal year 2021 is not sufficiently definable and therefore does not meet the legal requirements. As announced in the invitation to today's Annual General Meeting, motions may only be submitted by the special proxy selected by you.

Objections may also be raised exclusively by giving the appropriate instructions to the special proxy selected by you.

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

Thank you. Third block of questions by Mr. Petermichl regarding the Executive Board and Supervisory Board remuneration. About Executive Board remuneration, there have always been references to and comparisons with S IMMO, which is doing a good job. The retroactive payment to Mr. Schumi in the amount of EUR 3.4 million after his resignation is irritating. I do not agree to the remuneration because the performance was not good. In 2022, the Executive Board and the Supervisory Board resigned. Can you tell us why? For how long was the company without a top management? Who will be the Executive Board?

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

IMMOFINANZ was at no point in time without management. I have already addressed the new composition of the Supervisory Board in the course of 2022 to date, as well as the departure of Mr. Reindl, Mr. Schönauer in a previous answer. Assuming the election of Mr. Martin Matula today, the Supervisory Board of IMMOFINANZ will consist of the following four capital representatives as of the July 16th. Mr. Martin Němeček, Ms. Gayatri Narayan, Mr. Martin Matula, and myself. The Executive Board of IMMOFINANZ will consist of Ms. Radka Döring. She is an experienced manager with great international expertise and looks back on a career spanning more than 25 years. The Supervisory Board is of the opinion that she manages the company excellently.

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

We move on to the final questions by Mr. Petermichl. Various questions and comments. Compared to the Austrian real estate companies S IMMO and CA Immo, IMMOFINANZ shows the poorest performance, as is reflected in the share price, which favors a cheap takeover. What were the costs of the last onsite AGM? Costs for the virtual AGM 2021 and 2022? I hope we can soon return to onsite AGMs, which make it possible to have more contact with those who cause excessive remuneration and poor results. The S IMMO AGM was exemplary. It took three hours regardless of the many comments by Mr. Baumüller and various objections. The Annual Report 2022 says on the cover, "Quality of life by IMMOFINANZ." When are we going to see top quality at the top management and share prices? What is being done to make IMMOFINANZ sustainably profitable?

What are the plans of the majority shareholder, CPI? I warn the Executive Board and the Supervisory Board. I thank the employees for their excellent work during the COVID-19 pandemic and during the mismanagement, which must have led to uncertainty among the employees. We all hope for a better future for the loyal employees and for our shareholders. Ms. Döring.

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

The cost of our Virtual Annual Meeting in 2021 amounted to approximately EUR 76,000, and for the Extraordinary General Meeting in March 2022 to approximately EUR 60,000. As stated in my presentation, we intend to maintain the successful course and profitable growth of IMMOFINANZ. I have outlined the individual steps to achieve this, in the outlook in my presentation. CPI PG, as our majority shareholder, supports this strategy, and we are working together, with CPI PG to leverage synergies in the interest of both companies and the shareholders.

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

We move on to the next shareholder. Questions by shareholder Robert Scherer. On agenda item one, why does the Executive Board and the Supervisory Board put up so much resistance against an onsite AGM at a time when there are no COVID-related restrictions in Vienna? It seems as if Executive Board and Supervisory Board don't want to give much room to critical questions by shareholders, and they don't want to allow a discussion. Why not even have a hybrid event, presence and online?

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

Announce in the run-up to the Annual General Meeting. CPI Property Group has informed us that it will not support a dividend payment for the fiscal year 2021. The reasoning is the current environment, which is characterized by an increased uncertainty and the liquidity outflow we had in connection with the bond buybacks. We will therefore propose to the Annual General Meeting today that the balance sheet profit stated in the financial statements of IMMOFINANZ for the business year 2021 is carried forward into a new account. There was also a question about Deloitte. Deloitte is auditing IMMOFINANZ since 2011. It's a very reputable auditing company, which has always ensured a high audit quality.

Deloitte is familiar with our business, cases, and the experience helps Deloitte to apply the critical attitude expected of an auditor in a meaningful way. Deloitte has also prevailed in the audit tender for the year 2020, for the following financial years on the basis of transparent, quantitative and qualitative assessment criteria with regards to the audit quality. In addition, there are also internal rotation requirements for the audit partners, which also ensure a fresh view of the facts and circumstances. Such as, internal rotation has taken place at Deloitte at 2021 financial year.

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

Well, Ms. Döring has already answered questions which I'd like to read out now. Why not pay out a dividend in a successful year with a net profit of EUR 577 million? Next question. For many years has Deloitte audited in IMMOFINANZ. Experience with other companies has shown that regular rotation would be necessary. Why not at IMMOFINANZ in the case of Deloitte? The answers have already been given. We move on to the next shareholder, Alexander Matoy. In accordance with the motion. Well, does the motion not to carry forward the net profit to new account to company law, it's in the nature of a public listed company that shareholders should have a share in the profit.

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

Thank you. So for our, we have already started the pilot projects in several countries, including Poland, Serbia, and Austria. And of course the implementation is depending on the approvals of the authorities. We are in a good exchange with the authorities and we receive good feedback as of now. Additionally, we have built a Maca, a kind of a showroom for our on top living brand here at the headquarters on Wienerberg and Vienna.

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

For other questions. But they thought, Berger, why is the carrying amount per share gone down from EUR 27.4 to EUR 26.94? The ER reinstatement value per share is 13.17 as of the 31st of December, 2021. What is the current value? What did you spend on the appraisal of land and really state who were the appraisals 2020 and 2021?

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

Regarding the book value per share, this development is due to the increase in number of share as a result of conversion in the Q1 of 2022, means an increase in the number of shares by 12% versus increase in equity by 10%. The EPRA Net Reinstatement Value per share amounts to 30.42 as of 31st March, 2022. The external valuation cost for both years sums up to EUR 1.1 million in total. Therefore, EUR 1 million for regular valuation done twice a year. The valuation is performed by CBRE. The remaining value was spent for valuation for potential acquisitions. These are done by CBRE if they are not conflicted.

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

Two more questions by Mr. Berger. Which are the five most important banks? What is the amount of receivables accounted for as bad?

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

Largest banking groups per year 2021, they were Erste Group, UniCredit, Raiffeisen, Hamburg Commercial Bank and Berlin Hyp. The amount of receivables accounted for as a bad debt, meaning impaired receivable in year 2021 were EUR 12.2 million.

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

Last question by Mr. Berger. How many employees are working in the back office? How many of them are external workers?

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

10 people are in the back office today, and additionally, we have 4 external advisors.

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

Shareholders, I now interrupt the AGM for about 20 minutes. It is now 1:02 P.M., and we will resume at 1:22 P.M. We will publish a countdown until the resumption of the AGM.

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

The shareholders. We have received further questions, and we need another 10 minutes. We're going to suspend the AGM for another 10 minutes, and we are going to resume at 1:33 P.M.

[Foreign language]

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

Shareholders, we are going to continue with our AGM. Mr. Brix is going to continue with the questions.

Rupert Brix
Notary Public, wien1-notare.at

We've received further questions from Dieter Petermichl, part two of his questions. Questions and comments on items two, three, four, five, seven, 11 and 12. How do you justify the non-payment of a dividend for 2021, considering that the remuneration for the executive board and the supervisory board amounted to EUR 3.9 million? How do you justify the retroactive payment of EUR 3.75 million to Mr. Schumi? Madam Chair.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Mr. Dieter Petermichl, we have already commented on the proposal of the company with a view to the dividend. The payments to Mr. Schumi do not relate to 2021. This is why we are not going to comment on it today.

Rupert Brix
Notary Public, wien1-notare.at

Next question. Mr. Pecik received remuneration of EUR 1,585,000. What did he do for that? The appointment of Mr. Pecik as CEO was made without an official advertisement of a vacancy. Therefore, the supervisory board should receive no remuneration and should resign. It also failed in its duties in 2019. I move that the supervisory board remuneration be repaid for 2019, 2020 and 2021, EUR 750,000.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Mr. Pecik was particularly responsible for exploring growth projects and strengthening own capital and liquidity of Immofinanz, as well as for various general issues of the capital market during the crisis. With regard to the details of his remuneration, I would like to refer to the remuneration report. We are going to submit your motion to a legal check and then comment on it.

Rupert Brix
Notary Public, wien1-notare.at

Further questions. When did the Executive Board resign in 2022? What will be the remuneration for the Executive Board in 2022? How many Supervisory Board members have a CPI background? How many of them will there be on the Supervisory Board?

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

We have already answered your question on the changes in the Executive Board 2022. Remuneration for the executive board in 2022 is going to be very transparently disclosed with the remuneration report for 2022. Our Supervisory Board consists of four capital representatives that are elected by the AGM. According to the independence criteria laid down by the Supervisory Board, C-Rule 53 of the Corporate Governance Code, a member of the supervisory board is considered independent if they have no corporate or personal relationships to the company or its Executive Board. That would constitute a conflict of interest and therefore perhaps influence the behavior of the member. Mr. Němeček, the CEO of CPI Property Group, as well as the candidate for the Supervisory Board, Mr.

Martin Matula does not comply with the criteria of C-Rule 54, since they do represent the interests of a shareholder holding more than 10%, namely the CPI Property Group.

Rupert Brix
Notary Public, wien1-notare.at

I continue. Does Immofinanz still intend to take over S IMMO AG? Which steps are being taken?

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

Due to the CPI PG majority control over Immofinanz, CPI PG and Immofinanz are actually considered to be acting in concert with respect to S IMMO. As you know, a CPI PG has announced to publish a takeover bid for S IMMO.

Rupert Brix
Notary Public, wien1-notare.at

We move on to a further group of questions by Mr. Berthold Berger, part number three. Dear Immofinanz team, what was the number of copies of the annual report printed in German and English, which I find very nice and I like it very much. What were the costs? Including Wiener Zeitung, how much do you spend on security software? Have you been hacked? Do you have an insurance?

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

600 copies of the annual report 2021 were printed, from which 400 in German and 200 in English. The cost for the annual report 2021, including individual financial statements, non-financial reporting, including EU taxonomy, including the ESG version, layout, translation and printing, amounted to approximately EUR 202,000. We have already answered the question on the cost for publication in the Wiener Zeitung. The cost for IT security amounted to approximately EUR 470,000 and also include cost for the IT security software. Immofinanz, like other listed company, is regularly the target of attacks. However, all attempts were identified in a timely manner throughout the large number of installed measures and thus averted. Yes, we have a cybercrime insurance.

Rupert Brix
Notary Public, wien1-notare.at

Next question is by Mr. Berger. Who are the market makers for the Immofinanz share, and do you have to pay for that? How much do you spend for the exchange listing in Austria and Germany?

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

The market maker in our stocks are Erste Group, Raiffeisen, and Société Générale. No costs are related to these services. Immofinanz is listed in Vienna and Warsaw. Regarding the cost for the listing, that depends on what you include. In financial year 2021, the cost for the listing on the Vienna and Warsaw stock exchanges, OEPR, FMA, as well as memberships, amounted all together to EUR 201 ,000, with the FMA accounting for the largest share at around EUR 144 ,000 for the financial year 2021. Around EUR 80 ,000 was included for the Virtual General Meeting last year.

Rupert Brix
Notary Public, wien1-notare.at

Next question by Mr. Berthold Berger. You are spending EUR 265.7 billion on investments. In which countries are these investments made?

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

Acquisitions were mainly related to the purchase of retail parks in Italy, San Fior, and Serbia, Leskovac, Šabac, Sombor, Zaječar. The investment and development project concentrated, among others, on the myhive MedienHafen Alto in Düsseldorf, and the purchases of office buildings in the center of Bucharest, which will be refurbished and transformed into a modern, sustainable myhive building. The substantial majority of investments in existing property, which means standing investment properties, relate to the improvement of rental space. The main investments were in myhive properties in Germany, Austria, and Poland, as well as retail properties in Romania and Slovakia.

Rupert Brix
Notary Public, wien1-notare.at

A question by Michael K. Engelmayer. Any plans for a delisting, a partial delisting, or a merger with CPI AG?

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

Dear Mr. Engelmayer, Immofinanz currently has no plan to do so.

Rupert Brix
Notary Public, wien1-notare.at

Now we have a last question from Mr. Berger. At today's general debate, how many photovoltaic installations have been installed? In which countries? What is the power rating? How much in terms of government support did you receive? Have you also installed heat pumps?

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

In accordance with our comprehensive ESG activities, we have installed further photovoltaic systems and heat pumps. In the last year, we have installed three photovoltaic plants with a capacity of about 750 kilowatt peak. Several more will follow in the current year, 2022. The plants have been installed in Austria and the Slovak Republic. We have received subsidies of approximately EUR 100,000 in Austria and have applied for more, which would be paid in 2022 and the following years.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Okay. I hereby close the general debate, that is the answering of questions, and point out that, as announced, no further questions will be answered, and from now on, no more motions to the four special proxies can be considered. Thank you for your understanding. I now once again give the floor to the four special proxies and ask them to read out any motions that have been received so far or to confirm that no further motions have been received. I give the floor to Mrs. Arlt.

Marie-Agnes Arlt
Shareholder, CPI

Thank you, Madam Chair. No further motions, but I already note that there were two objections on item two and eight by Mr. Berger, voting card 261. I'm going to read out the substantiation later. Thank you.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

I give the floor to Mr. Fussenegger.

Paul Fussenegger
Attorney-at-Law, CPI

Madam Chair, no further motions were received. Thank you.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

The floor goes to Mr. Oberhammer.

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

Madam Chair, thank you. I have two motions to read out for shareholder Mr. Petermichl, 257. They were already mentioned during the debate, but I was asked to read them out again. The first is repayment of the remuneration of the Supervisory Board for the business years 2019, 2020, and 2021. It was received at 12:35 PM. The second motion has two parts. Motion for retroactive dividend payment for 2019 and payment of a dividend for the business year 2021. The shareholder, Mr. Petermichl, says the result of the business year 2021 justifies a full dividend. He again protests against the suspension and is not

does not agree that questions on historic problems are not answered since they damaged shareholders in the past. Now again, there is no payment of the dividend for the business year 2021. The shareholder also asked me to read out a contribution. I would welcome the change to another auditor. Deloitte has not been beneficial to the company in other companies, and therefore I vote against the appointment of Deloitte as auditor.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Thank you very much. The floor goes to Mr. Prischl.

Florian Prischl
Special Proxy, IVA

Thank you, Madam Chair. Except for the five motions I have already received by four shareholders, no further motions were received. Thank you.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Thank you. I ask the notary to record this. This brings us to the votes on the individual items on the agenda. I'm pleased to report that at today's Annual General Meeting, 214 shareholders with 111,802,966 shares are represented, and today's Annual General Meeting therefore has a quorum. The list of participants will be made available to the special proxies for electronic inspection. I direct that the list of participants be attached to the minutes of the AGM. No vote is required on the first agenda item.

I note that the annual financial statements and the consolidated financial statements, each as at 31st December 2021, together with the management reports of the executive board and the report of the supervisory board on the 2021 financial year, as well as the consolidated corporate governance report, have been submitted to the AGM. I may now explain the details of the voting procedure before the first vote. Pursuant to section 20, paragraph Two of the articles of association of the company, the chair shall determine the method of voting. I therefore direct that the votes be taken in accordance with the established subtraction procedure. In this procedure, the no votes and the abstentions are counted and subtracted from the total number of votes represented. This results in the yes votes.

I ask the four special proxies who vote no or abstain from voting in accordance with the instructions given to them to raise their voting cards in each case. The voting process is supervised by the notary, and the voting result is calculated by the computer counting service. As Chair, I reserve the right to change the voting procedure and will explain the voting modalities in this case. Before we proceed to the first vote, I ask the four special proxies if they are ready to vote. I would like to first ask Mrs. Arlt.

Marie-Agnes Arlt
Shareholder, CPI

I'm ready.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Thank you. Mr. Fussenegger?

Paul Fussenegger
Attorney-at-Law, CPI

Yes, I'm ready.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Thank you. Mr. Oberhammer?

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

I'm ready as well. Thank you.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Thank you. Mr. Prischl, are you ready?

Florian Prischl
Special Proxy, IVA

Thank you. Yes, I'm ready.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Many thanks to you. We now continue. Mr. Peter Michel presented a motion for paying out the dividend for 2018, 2019, 2020, 2021 of EUR 750,000. This motion is not covered by the agenda and will therefore not be voted on. This takes me to the vote on the second item of the agenda on the appropriation of the balance sheet profit reported in the annual financial statements 2021. Two motions for resolutions have been submitted for this agenda item. As read out by Mr. Brix.

The resolution proposal of the Executive Board and Supervisory Board was submitted to carry the reported net profit forward in its entirety, and there's a resolution proposal for the distribution of a dividend in the amount of EUR 0.70 presented by IVA and three further shareholders. The determination of the type and order of voting is incumbent upon me as Chair of the Annual General Meeting. With regard to the order of voting on agenda item two, I direct that the resolution proposal submitted by the Executive Board and the Supervisory Board of the company shall be voted on first. If this resolution proposal receives the required majority, no further vote shall be taken on the other proposals submitted by shareholders.

In the event that the resolution proposal of the Executive Board and the Supervisory Board does not obtain the required majority, the resolution proposal of the mentioned shareholders will be put to the vote. I put to the proposed resolution of the Executive Board and the Supervisory Board on the appropriation of the net profit shown in the 2021 annual financial statements to the vote. Who votes against? Votes against, Arlt, Oberhammer, and Prischl. Abstentions? None. The result of the vote on item two. Yes votes, 111,247,441. No votes, 555,525. Total amount of votes cast, 111,802,966. Percentage of total share capital, 80.64%.

Madam Chair, an objection, but before that we need to note the end result. I note that the motion has been carried by the required majority and has thus been adopted by the AGM. I note that the balance sheet profit of EUR 577,262,500.41 shown in the annual financial statements of Immofinanz AG as of 31st December 2021 shall be carried forward in full to new account. I also note that we will not vote on the motion presented by the shareholder IVA by Alexander Matoy and Franz Wagner.

Madam Chair, I may record an objection for voting card 261 by Mr. Berthold Berger, and I quote, "Objection for the minutes on item two because no dividend is paid out, although the Aachen office complex was sold for EUR 124 million, as well as other properties and the company is liquid, and the share price is under pressure. In compensation, a dividend would be justified. Thank you. I'm going to put this on record." Madam Chair, also objections by other shareholders. The first, voting card 322, Mr. Alexander Kozlik. The second objection, shareholder Mr. Dieter Petermichl, voting card 257. The reason, there is enough capital for paying out a dividend. A third objection by Mrs. Gertraud Petermichl, voting card 201. Again, an objection by Miss Heidi Petermichl, voting card 205. Last objection, shareholder Sieglinde Rothenegger with the voting card 218.

This is put on record. Thank you.

This takes me to the vote on the third item of the agenda, on the approval of the actions of the members of the Executive Board for the business year 2021. I refer to section 125 of the Stock Corporation Act. According to this, when voting on the approval of the actions of the Executive Board, those shareholders who belong to the Executive Board in the 2021 business year may not exercise their voting right on their approval of their actions. This voting ban also applies to shareholder representatives of any affected shareholders. I therefore decree that when determining the voting results of the following votes, such voting bans shall be taken into account by reducing the presence for the shares concerned accordingly. As there will be no

shareholder IVA has moved on item three that separate votes be taken on the approval of the actions of the member of the Executive Board for 2021. This motion is approved. Vote on the approval of the action of Mr. Dietmar Reindl. I therefore move that the actions of Mr. Dietmar Reindl shall be approved for 2021. Votes against? Arlt, Oberhammer, Prischl. Abstentions? Arlt, Oberhammer, Prischl were the abstentions. I note the following result. Yes votes, 111,752,834. Votes against, 5,299. Valid votes cast, 111,758,133, representing 80.6% of the total share capital.

I note that the motion has been carried by the required majority and is adopted by the AGM. I also note that the actions of Mr. Dietmar Reindl for the business year 2021 have been approved.

Marie-Agnes Arlt
Shareholder, CPI

This.

Ewald Oberhammer
Attorney-at-Law, Oberhammer Rechtsanwälte GmbH

Madam Chair, objection has been raised for the shareholders, which I'm going to read out. Alexander Kozlik, share 322. Dieter Petermichl, voting card 257. Objection by Gertraud Petermichl, 201.

Heidi Petermichl, voting card 205. Sieglinde Rothenegger, 218. This is being taken on record. We continue with the vote on the approval of the actions of Stefan Schönauer. I put the resolution of the Executive and Supervisory Board to the vote to approve the actions of Mr. Schönauer. Votes against, Arlt, Oberhammer, Prischl. Abstentions, Arlt, Oberhammer, Prischl. I note that the result is as follows: Yes votes, 111,752,834. No votes, 5,299. Total number of valid votes cast, 111,758,133. Percentage of share capital, 80.60%. I note that the motion has been carried with the required majority of votes and has been adopted by the AGM.

The actions of Mr. Schönauer have been approved for 2021. Madam Chair, on this agenda item, I've received objections, the same shareholders as before. I therefore will only read out the numbers of the voting cards, 322, 257, 201, 205, and 218. Thank you. We now have to take a vote on the approval of the actions of Ronny Pecik. I put the proposal by the Executive Board and the Supervisory Board to the motion to approve the actions of Ronny Pecik for the business year 2021. Votes against, Arlt, Oberhammer, Prischl. Abstentions, Arlt, Oberhammer, Prischl. I note that the result is as follows: Yes votes, 5,165,288.

No votes, 106,592,820. Valid votes cast, 111,758,108. Percentage of share capital, 80.60%. I announce the result. The motion has not received the required majority of vote and has not been adopted by the AGM. I have one objection from Alexander Kozlik, voting card 322. I further note and announce that Mr. Ronny Pecik has not received approval of his actions for 2021. We move on to the vote on agenda item four, on the approval of the actions of the members of the Supervisory Board for 2021.

Again, I refer to paragraph 125 of the Stock Corporation Act, according to which, when voting on the approval of the actions of the Supervisory Board, those shareholders who were members of the Supervisory Board in 2021 do not exercise the right to vote. This voting ban also applies to shareholder representatives of any affected shareholders. I therefore dispose that when determining the voting results of the following votes, the voting bans are taken into account by reducing the presence by the affected shares accordingly. Since there is no individual voting, the respective voting bans are taken into account in the voting as a whole. I now put to the vote the proposed resolution of the Executive Board and the Supervisory Board to approve the actions of the members of the Supervisory Board for the financial year 2021. Votes against, Oberhammer, Prischl.

Abstentions, Arlt, Oberhammer, Prieschl. Here's the result: Yes votes, 110,886,230. No votes, 863,730. Valid votes cast, 111,749,960. Percentage of total share capital, 80.60%. I note that the motion has been carried by the required majority of votes and has been adopted by the AGM. I further note that the actions of the members of the Supervisory Board, Bettina Breiteneder, Sven Bienert, Michael Mendel, Dorothée Deuring, Gayatri Narayan, Stefan Güter, Christian Böhm und Nick van Ommen, as well as the employee representatives Philipp Amadeus Obermair, Werner Ertelthalner und Rita Macskási-Temesváry have been approved for the business year 2021. Madam Chair, objections raised by Alexander Kozlik, 322.

Objection by shareholder Peter Petermichl, voting card 257. The Supervisory Board, he says, has neglected its duties. Gertraud Petermichl objects, 201. Heidi Petermichl, voting card 205, and Sieglinde Rothenegger, voting card 218. We move on to the vote on item five on the agenda on the determination of the remuneration of the members of the Supervisory Board for the financial year 2021. I put to the vote the proposed resolution of the Executive Board and the Supervisory Board to fix the remuneration of the members of the Supervisory Board for 2021 at a total of EUR 236,302, whereby the distribution of the remuneration shall be decided by the Supervisory Board. Who is against this motion? Oberhammer, Arlt.

Prieschl, is that a vote against? Yes. So Oberhammer, Arlt, Prieschl. No votes. Abstentions? Arlt, Prieschl. Here is the result. Yes votes, 111,785,465. No votes, 4,822. Valid votes cast, 111,790,287. Percentage of share capital, 80.63%. I note and announce that the motion has received the required majority of votes and has been adopted by the AGM. I note that the remuneration for the members of the Supervisory Board for 2021 has been fixed at EUR 236,302. The distribution of this remuneration is to be decided by the Supervisory Board. Madam Chair, objections raised by several shareholders.

Alexander Kozlik, voting card, 322. Dieter Petermichl, 257. The note is that the Supervisory Board deserves no remuneration. Gertraud Petermichl, 201, also objects, as well as Heidi Petermichl, 205, and Sieglinde Rothenegger, 218. Thank you, Mr. Brix, for taking that on record. I move on to item six on the election of the auditor for the annual and consolidated financial statements for 2022. I put to the vote the proposal of the Supervisory Board to appoint Deloitte Audit Wirtschaftsprüfungs GmbH, Vienna, as auditors for the annual and consolidated financial statements, 2022. Who is against the proposal? Oberhammer and Prischl. Abstentions? Arlt, Oberhammer, Prischl. I note that the result is as follows. Yes votes, 111,637,224.

No votes, 160,204. Valid votes cast, 111,797,428. Percentage of share capital, 80.63%. I note and announce that the motion has received the required majority of votes and has been adopted by the AGM. I further note and announce that Deloitte Audit Wirtschaftsprüfungs GmbH, Vienna, has been appointed auditor for the company's 2022 annual and consolidated financial statements. Madam Chair, one objection for shareholder Alexander Kozlik, voting card 322. This takes me to the vote on the seventh item on the agenda on the Remuneration Report for the remuneration of the members of the Executive Board and the Supervisory Board for the financial year 2021.

I put to the vote the proposal of the Executive Board and the Supervisory Board that the AGM adopt the Remuneration Report for the Executive Board and Supervisory Board members for 2021 as made available on the website. I put the motion to the vote. Votes against? Arlt, Oberhammer, Prischl. Abstentions? Arlt, Oberhammer, Prischl. Here is the result. Yes votes, 111,626,060. No votes, 162,536. Valid votes cast, 111,788,596. Percentage of share capital, 80.63%. I note and announce that the motion has received the required majority of votes and has been adopted by the AGM.

I further note and announce that the remuneration report for the remuneration of the members of the Executive Board and the Supervisory Board for 2021, as made available on the website, has been adopted. Madam Chair, objections raised by five shareholders. Alexander Kozlik, 322. Dieter Petermichl, a voting card of 257. Objections from three shareholders. Gertraud Petermichl, 201. Heidi Petermichl, 205. And Sieglinde Rothenegger, 218. Thank you. Madam Chair, I have also just received an objection from shareholder Christian Böhm, voting card 267, objects to the vote taken on agenda item seven and all other agenda items. The reason is that he says, executive board and supervisory board have failed in the fulfillment of their duties. 267 is the voting card.

We move on to item eight on the agenda. Vote on item eight, authorizations of the executive board for the repurchase and sale of treasury shares other than via the stock exchange or public offering. Also, with an authorization of the Executive Board to exclude the shareholders' rights to a pro rata purchase of shares, exclusion of subscription rights, and the authorization of the Executive Board to redeem or to cancel treasury shares. I put the proposed resolution of the executive board and the Supervisory Board on this agenda item to the vote. Votes against, Arlt, Oberhammer, Prischl. Abstentions, Oberhammer. Here is the result. Votes in favor, 111,773,337. Votes against, 24,436. Valid votes cast, 111,797,773.

Share capital represented 80.63%. I note and announce that the motion has received the required majority of votes and capital and has been adopted by the AGM. I thus note and announce that the executive board, according to Article 65, paragraph 1 of the Austrian Stock Corporation Act, with the consent of the supervisory board, has been authorized to acquire treasury shares of the company up to an amount of 10% of the share capital of the company, also excluding the shareholders' pro rata subscription rights. Furthermore, the executive board was authorized for a period of 5 years, with the approval of the Supervisory Board, to sell or use treasury shares of the company other than via the stock exchange or by means of a public offering, and in doing so, also to exclude the shareholders' pro rata purchase rights.

Finally, the Executive Board was authorized, with the consent of the Supervisory Board, to cancel treasury shares. Madam Chair, an objection raised for voting card 261, Berthold Berger. The reason, a buyback and selling of own shares with exclusion of subscription rights with the approval of the Supervisory Board, is the same, and I object to that. Objection also from five shareholders. Alexander Kozlik, 322. Dieter Petermichl, 257. And shareholders Gertraud Petermichl, 201. Heidi Petermichl, 205. And Sieglinde Rothenegger, 218.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Madam Chair, I've also received an objection by shareholder Magister Christian Böhm, voting card number 267, on an objection on item eight.

This brings us to the vote on item nine of the agenda on the authorization of the executive board to issue convertible bonds and exclusion of the shareholders' subscription rights, together with the revocation of the existing authorization to issue convertible bonds in the unused amount, as well as conditional increase of the share capital. Section 159, para. 2, Item 1, Stock Corporation Act, and cancellation of existing conditional capitals in the unused amount as resolved upon at the shareholders' meeting first of the 11th of May 2018, Article 4, para. 5 of the Articles of Association.

2nd of October 2009, amended by resolution of the 1st of December 2015, Article 4, para 7 of the Articles of Association, that of 28th of September 2011, amended by resolution of 1st of December 2015, Article 4, para 9 of the Articles of Association, and of the 1st of December 2015, in accordance with Article 4, para 10 of the Articles of Association, as well as corresponding amendments to the Articles of Association in Article 4, Registered Capital and Shares. I put the proposed resolution of the Executive Board and Supervisory Board on this agenda item to the voters motion. Who votes against? Harold Oberhammer-Prieschl. Abstentions? No abstentions. This is the result of the vote. Votes in favor: 106,639,383.

Votes against: 5,163,583. Valid votes cast: 111,802,966, with 80.6% of the total share capital. I therefore note that the proposed resolution has been carried by the required majority and has been adopted by the AGM. I note that the Executive Board has been authorized, with the consent of the Supervisory Board, to issue convertible bonds carrying conversion and/or subscription rights for up to EUR 69,325,163 shares, with exclusion of subscription rights up to a total nominal amount of EUR 2,952,316,450, and to determine all other terms and conditions of the convertible bonds.

It was further resolved that the share capital of the company be increased in accordance with Section 159, para. 2, no. 1 of the Stock Corporation Act by up to EUR 69,325,163 by the issue of up to 69,325,163 new ordinary bearer shares to service conversion and/or subscription rights of holders of convertible bonds, and the Articles of Association were amended accordingly in Article 4, para. 6. Finally, the cancellation of conditional capitals was resolved in each case in the unused amount, and the provisions of the Articles of Association regarding these conditional capitals in section 4, para. 5, para. 7, para. 9, and para. 10 were deleted.

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

Madam Chair, I raise an objection for five shareholders. Alexander Kozlik, 322. Dieter Petermichl, 757, and the three shareholders, Gertraud Petermichl, 201, Heidi Petermichl, 205, and Sieglinde Rotter-Lieder, 218. Thank you. Madam Chair, I also raise an objection on behalf of the shareholder Christian Böhm, voting card number 267 on item nine. Thank you.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

This brings us to the vote on the tenth item of the agenda on the resolution of the authorization of the Executive Board to increase the share capital pursuant to Section 169, Austrian Stock Corporation Act, authorized capital against contributions in cash or in kind, including the authorization of the Executive Board to exclude the shareholder subscription rights, together with the revocation of the authorization granted to the Executive Board to increase the share capital, authorized capital in the unused amount and together with the related amendments to the Articles of Association in Section 4. I put the resolution of the Executive Board and Supervisory Board on this item to the vote. Votes against? Harold Oberhammer-Prieschl. Abstentions? Prieschl. I note this is the result of the vote. Votes in favor: 106,641,971.

Votes against: 5,159,615. Valid votes cast: 111,801,586, with a percentage of the total share capital of 80.64%. I note that the motion has been carried with the required majority and has thus been adopted by the shareholders meeting. I note that the existing authorization of the Executive Board to increase the share capital to the extent not used has been revoked. The Executive Board was authorized with the consent of the Supervisory Board to increase the share capital by up to EUR 69,325,163.

By issuing up to 69,325,163 new ordinary bearer shares of the company against contributions in cash or in kind, with or without exclusion of subscription rights, and to determine all further conditions. Furthermore, the corresponding amendment of the articles of association in Section 4, para. 4 was resolved. Madam Chair, five shareholders raise an objection, namely Alexander Kozlik, voting card 322. Dieter Petermichl, voting card 257. As well as the shareholders, Gertraud Petermichl, voting card 201. Heidi Petermichl, voting card 205. And Sieglinde Rothenegger, voting card 218. Madam Chair, shareholder Christian Böhm, voting card 267, also raises an objection. This brings us to the vote on item eleven on the agenda on the remuneration policy for the executive board.

I put to the vote the proposal of the Supervisory Board that the annual general meeting adopt the remuneration policy with the principles for the remuneration of the members of the Executive Board, so-called Remuneration Policy 2022, as made available on the website. Votes against? Arlt, Oberhammer, Prischl. Abstentions? Oberhammer, Prischl. I note that the vote has led to the following result. Votes in favor, 106,964,270. Votes against, 4,830,345. Valid votes cast, 111,794,615. The percentage of the total share capital is 80.63%. I note that the motion has been carried by the required majority and has thus been adopted by the Annual General Meeting.

I also note that the remuneration policy with the principles for the remuneration of the members of the Executive Board, so-called Remuneration Policy 2022, as made available on the website, has been adopted. Madam Chair, I raise objections on behalf of three shareholders. Alexander Kozlik, voting card 322. Dieter Petermichl, voting card 257. And Sieglinde Rothenegger's voting card, 218. Thank you. This brings us to the vote on item 12, the last item of the agenda relating to the elections to the Supervisory Board. I put to the vote as a motion, the election proposal of the shareholder CPI Property Group S.A. to elect Mr. Martin Matula, born on the 18th of December 1980, to the Supervisory Board of the company as a substitute member of and as a deputy member for Mr.

Stefan Güter, with effect from 16th of July 2022 until the end of the General Meeting, resolving on the approval of the actions for the business year 2024. Who is against? Oberhammer, Prieschl. Abstentions? Arlt, Oberhammer, Prieschl. I note that this is the result of the vote. Votes in favor, 111,677,525. Votes against, 112,427. Valid votes cast, 111,789,952, with a share of 80.63% of the total share capital. I note that the motion has been by CPI Property Group S.A. to vote Mr. Matula into the Supervisory Board has been carried by the required majority and has been adopted. I also note that Mr.

Martin Matula has thus been elected as a member of the Supervisory Board with effect from 16th of July 2022 until the end of the Annual General Meeting, which resolves on the approval of the actions for the business year 2024, the AGM 2025. Mr. Martin Matula has already declared that he will accept the election. I would therefore like to congratulate him warmly on his election to the Supervisory Board.

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

Madam Chair, two shareholders raise an objection. Alexander Kozlik, voting card 322, and he justifies all his objections by the fact that there is no dividend being paid out. Second objection from Mr. Dieter Petermichl, voting card 257. Who wants to justify his objections by the fact that he assumes that in this AGM, fundamental changes, impacting the future of the company have been decided.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Thank you.

Radka Döring
Member of the Executive Board, IMMOFINANZ AG

Madam Chair. Mr. Christian Böhm, voting card 267, also raises an objection on item 12 and all other items of the agenda on which resolutions were taken with the reason that the Executive Board and the Supervisory Board neglected their duties.

Miroslava Greštiaková
Chairwoman of the Supervisory Board, IMMOFINANZ AG

Thank you. Since there are no further objections, our agenda has been exhausted. The results of the vote are going to be published on the company's website. Thank you very much for your questions, for your participation, and for following the Annual General Meeting via the Internet, and I herewith close the 29th Annual General Meeting.

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