13 November 2026 12:36

Extract of notice of call for Extraordinary and Ordinary Shareholders’ Meeting of 18 December 2026

An Extraordinary and Ordinary Meeting of the Shareholders of Immobiliare Grande Distribuzione Società di Investimento Immobiliare Quotata S.p.A. (abbreviated “IGD SIIQ S.p.A.”) is convened in Bologna (BO), Via Trattati Comunitari Europei 1957-2007, no. 13, on 18 December 2026, at 10:30 a.m., on first call and, if necessary, on 19 December 2026, on second call at the same time and place, in the manner described herein, to discuss and pass resolutions on the following

AGENDA

Extraordinary session:

  1. Proposed amendments to the Articles of Association to implement the regulatory changes introduced by Legislative Decree No. 47 of 27 March 2026 (amendments to Articles 10, 13, 16, 22, 23, and 26 of the Articles of Association). Related and consequent resolutions.
  2. Proposed amendment to Article 7 of the Articles of Association to remove the increased voting rights under Article 127-quinquies, Paragraph 1 of Legislative Decree No. 58 of 24 February 1998. Related and consequent resolutions.

Ordinary session:

  1. Proposed amendments to the “Regulations of the General Meeting of Shareholders”. Related and consequent resolutions.

* * *

CONDUCT OF THE SHAREHOLDERS’ MEETING

Pursuant to the law and the company’s Articles of Association, the Board of Directors, unanimously and, therefore, by the affirmative vote of all independent directors, resolved to exercise the option provided for by Articles 125bis.1, paragraph 2, of Legislative Decree no. 58 of 24 February 1998 (the “TUF”), establishing that attendance and voting at the Meeting by eligible shareholders may only occur through the representative appointed by the Company, pursuant to Article 135-undecies of the TUF, identified as Computershare S.p.A., with registered office in Via Lorenzo Mascheroni no. 19 – 20145 Milan (the “Appointed Representative”), as specified below.

Therefore, Shareholders or their representatives other than the Appointed Representative are not permitted to participate in the meeting proceedings physically or via remote connection.

Pursuant to Article 125-bis.1, paragraph 3 of the TUF, on 12 November 2026, the Board of Directors approved, by the aforementioned majorities, a set of regulations governing the terms and procedures for shareholder participation in the Shareholders’ Meeting (the “Regulation pursuant to Article 125-bis.1 TUF”). The Regulation pursuant to Article 125-bis.1 TUF does not affect the application of the Company’s “Regulations of the General Meeting of Shareholders” pursuant to Article 10.3 of the Articles of Association, which are proposed to be amended at the Meeting called through this Notice and which will continue to apply to all non-regulated matter or matter otherwise governed by the Regulations pursuant to Article 125-bis.1 TUF. Both of the aforementioned regulations are available on the Company’s website at www.gruppoigd.it in the section “Governance – Shareholders’ Meeting” (link https://www.gruppoigd.it/en/governance/shareholders-meeting/).

Pursuant to Article 125-bis.1 TUF, Shareholders individually or jointly representing one twentieth (5%) of the share capital carrying voting rights on the items on the agenda may request, within five days of the publication of this notice of call and, therefore, by 18 November 2026, that the Shareholders’ Meeting be held in person at a physical venue, rather than exclusively through the Appointed Representative. The requests for additional items must be submitted in writing, attaching the intermediary’s notice attesting to the ownership of the share capital quota, and sent by e-mail to the certified e-mail address legal_igdsiiqspa@pec.gruppoigd.it.

Any exercise of this right will be announced within three days by way of a supplement to this notice, published using the same means as this notice.