MRM_REGISTRATION_DOCUMENT_2017

5

significant contracts

CBRE Global Investors’ duties and responsibilities, in terms of providing advice and assistance in relation to property disposals, were to: • Suggest a property disposal process to the Company and then organise and supervise it; • Select estate agents, to negotiate, on behalf of the subsidiaries, mandates to sell properties based on conditions validated by the Company following consultation with agents, particularly in terms of remuneration and agency fees; • Advise the Company on its choice of external advisors (in particular, legal counsel); • Create property details and set up a data room; • Help the Company in negotiating the contractual documentation relating to the disposal of properties or subsidiaries; • Assist the Company in its relations with the purchaser after the sale as regards the marketing follow-up by the purchaser of vacant premises as part of the Company’s rental guarantee and follow-up of the lifting of potential sequestration proceedings. CBRE Global Investors charged (i) consulting fees in relation to asset management and (ii) consulting and assistance fees in relation to the disposal of property and stakes or shares in companies. As regards consulting fees in relation to asset management: • Until 31 December 2016, these were calculated as the sum of: – 8.5%, on a quarterly basis, excluding taxes, of the rents excluding taxes received by the Company or its subsidiaries in respect of leased properties (gross rents received minus unrecoverable property expenses or property expenses not recovered), given that charges pertaining to vacant properties are not included in this calculation, – 0.025%, on a quarterly basis, excluding taxes, of the gross asset value, given that the gross asset value corresponds to the latest expert property appraisal published excluding transfer taxes;

• From 1 January 2017, asset management fees for independent store retail properties were calculated as the sum of: – 8.5%, on a quarterly basis, excluding taxes, of the rents excluding taxes received by the Company or its subsidiaries in respect of leased properties (gross rents received minus unrecoverable property expenses or property expenses not recovered), given that charges pertaining to vacant properties are not included in this calculation, – 0.025%, on a quarterly basis, excluding taxes, of the gross asset value, given that the gross asset value corresponds to the latest expert property appraisal published excluding transfer taxes; • While asset management fees for office properties were calculated as the sum of: – 4.0%, on a quarterly basis, excluding taxes, of the rents excluding taxes received by the Company or its subsidiaries in respect of leased properties (gross rents received minus unrecoverable property expenses or property expenses not recovered), given that charges pertaining to vacant properties are not included in this calculation, – 0.025%, on a quarterly basis, excluding taxes, of the gross asset value, given that the gross asset value corresponds to the latest expert property appraisal published excluding transfer taxes. These asset management fees were payable quarterly, in arrears. As regards consulting and assistance fees in relation to the disposal of property and stakes or shares in companies: • Until 31 December 2016, these were calculated as the sum of: – 1.0%, excluding taxes, of the net sale price (excluding transfer taxes, costs and legal and brokerage fees, and net of any fees for which the seller is liable and any rent guarantees, or, where appropriate, net of the contractual value of the properties used to calculate the share price of the Company which, directly or indirectly, owns such properties); • From 1 January 2017, they were calculated as the sum of: – 1.0%, excluding taxes, of the net sale price for retail properties and 0.5%, excluding taxes, of the net sale price for office properties (excluding transfer taxes, costs and legal and brokerage fees, and net of any fees for which the seller is liable and any rent guarantees, or, where appropriate, net of the contractual value of the properties used to calculate the share price of the Company which, directly or indirectly, owns such properties).

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M.R.M. 2017 REGISTRATION DOCUMENT