MRM_REGISTRATION_DOCUMENT_2017

5.

SIGNIFICANT CONTRACTS

M.R.M. and some of its subsidiaries were bound to CBRE Global Investors by a property asset management consultancy agreement. The agreement expired on 30 June 2017 for the office properties and on 30 September 2017 for the independent store retail properties and was not renewed. For reference, CBRE Global Investors, the Company’s majority shareholder until 29 May 2013, managed property transactions for the Company’s subsidiaries under agreements signed with them between 2004 and 2007 before they were consolidated by the M.R.M. group. CBRE Global Investors’ scope of action and fee structure were first amended on 29 May 2013 in line with the M.R.M. Group’s change in strategic direction in 2013 to focus on holding and managing retail property assets while planning the gradual disposal of its office building assets. On 15 April 2015, the agreement of 29 May 2013 was terminated and a new agreement was signed. Under the agreement of 15 April 2015, amended on 4 May 2016 and 4 January 2017, the duties and responsibilities carried out until then by CBRE Global Investors for the entire property portfolio of M.R.M., with an initial expiry date of 31 May 2016, were to be (i) continued for office properties and those parts of the retail portfolio classified as independent stores only, and (ii) extended to 30 June 2017 for office properties and to 30 September 2017 for independent store retail properties. CBRE Global Investors’ duties and responsibilities, in terms of providing advice on managing the aforementioned assets, were to: • Advise the Company on (i) preparing, validating and implementing property valuation strategies, (ii) day-to-day property management policy, and (iii) property rental policy; • Submit an annual Business Plan; • Assist the Company in preparing the investment budgets for properties; • Assist the Company in negotiating the property manager’s contract, and to supervise the property manager and ensure they carry out their duties properly; • Supervise the property manager in the day-to-day management of the properties, ensure the quality of the service providers used, and ensure the successful provision of maintenance and works;

• Supervise the property manager with regard to property rentals and making sure tenants fulfil all their contractual obligations, and ensure that a procedure for collecting and issuing receipts for rental payments is put in place and monitored; • With regard to the marketing of properties, to: – Select estate agents, and negotiate and sign, on behalf of the subsidiaries, mandates to market rental properties based on assumptions made in the Business Plan, particularly in terms of remuneration and asking price, – Assist the Company and its subsidiaries in negotiating and signing property leases, – Monitor tenant relations and lease renegotiations and renewals; • Fine-tune leases and their riders using standard leases, ensuring completeness and consistency with the schedule of works agreed with the tenant; • Ensure that the Company fulfils its contractual obligations under the terms of such leases; • Monitor disputes with tenants and companies; • Supervise the quarterly preparation and update of detailed inventories of property fixtures and fittings and to check these inventories; • Supervise the technical management provided by the property manager and to ensure, if necessary by calling on qualified professionals, that regulatory requirements are met in terms of safety, environmental standards, protection from hazardous materials (asbestos compliance testing, ICPE listing as an environmentally-sensitive installation) and the fight against illegal work; • Monitor and manage procedures to obtain environmental certificates for properties; • Advise the Company in negotiating and monitoring insurance policies covering the properties; • Keep leases, files and records concerning the properties and to keep up-to-date a list of documents per asset using external companies where appropriate; • Assist the Company in preparing half-yearly property appraisals by providing it with up-to-date inventories, an updated summary of capex commitment, a progress report of ongoing discussions with prospective clients, and all the information in their possession usually required by experts.

M.R.M. 2017 REGISTRATION DOCUMENT

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