MRM - 2019 Universal Registration Document

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General information on the issuer and its share capital Management report for the financial year ended 31 December 2019

2.3 Appropriation of earnings and payment of premiums (1) We propose to appropriate the loss of €838,358 for the financial year ended 31 December 2019 as follows: • Origin: Loss for the period: €(838,358) • Appropriation: Retained earnings: €(838,358) Retained earnings would thus go from €(8,432,288) to €(9,270,646). We also propose a payment of premiums in the amount of €4,803,459, equivalent to €0.11 per share, to be financed from the “Additional Paid-in Capital” account. This payment would reduce the Additional Paid-in Capital account from €49,553,432 to €44,749,973 (excluding the impact of the corresponding amount on Treasury shares which do not have rights to dividends). The distribution deducted from the “Additional Paid in Capital” account will be considered as a repayment of a capital contribution and exempt from tax for French resident shareholders, and exempt from a withholding tax for non- French residents. This amount would be paid on 4 June 2020. In the event of a change in the number of shares eligible for dividends, the total amount of distributions would be adjusted accordingly and the amount deducted from the “Additional Paid-in Capital” account would be determined based on the distributions actually paid.

With regard to equity and liabilities, after taking into account the net profit for the financial year of €3,157,000 and a dividend payment of €4,796,000 for 2018, consolidated equity stood at €101,061,000 at the end of the financial year. As of 31 December 2018, this item totalled €102,644,000. As of 31 December 2019, non-current liabilities payable at over one year totalled €75,808,000 compared with €72,962,000 as of 31 December 2018. These mainly comprised bank debt of €74,701,000 and tenants’ security deposits of €1,006,000. Current liabilities payable at under one year totalled €11,092,000 as of 31 December 2019 compared with €8,992,000 as of 31 December 2018. This amount is mainly composed of contractual repayments related to bank loans in 2020 for a total of €2,446,000, as well as trade payable for goods and services and non-current assets for €5,684,000, and other debts and adjustment accounts for €2,234,000. In accordance with Articles L.225-100 and L.233-16 of the French Commercial Code, we hereby ask you to approve the consolidated financial statements provided in Appendix 4 of this report.

2.4 Dividends and other monies paid out in previous years

In accordance with Article 243 bis of the French General Tax Code, the following monies were paid out over the previous three financial years:

Income eligible for tax allowance (2)

Income not eligible for tax allowance (2)

Year (in euros)

Dividends

Other distribution

Dividends

Other distribution

2016 2017 2018

- - -

- - -

393,431

4,409,047 4,798,399 4,796,090

- -

(2) Allowance provided for under Article 158-3-2 of the French General Tax Code.

Note that the amounts shown in the table above do not include the unpaid dividend corresponding to the treasury shares.

2.5 Non-tax-deductible expenses Pursuant to Article 223 quater of the French General Tax Code, we inform you that the amount of expenses and charges referred to in Article 39.4 of said code amounted to €1,540 in

2019 and that the amount of tax payable by the Company due to the non-deductibility of these expenses is estimated at €0. None of the expenses described in Article 39, paragraph 5, of the French General Tax Code are subject to tax reintegration for the 2019 financial year.

(1) Given the present situation linked to the COVID-19 epidemic, the Board of directors reserves the right to review the terms of the 2019 dividend payout which had been announced on 28 February 2020. See the press release of 3 April 2020 included in Section 1.4.6 “Recent events” of this Universal Registration Document.

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M.R.M. 2019 UNIVERSAL REGISTRATION DOCUMENT