FINANCIAL STATEMENTS Consolidated financial statements as of December 31, 2017 3 Date of the agreement Companies or last % of group Type of (countries) Partners amendment control control Comments Du Bassin Nord SCI Icade SA NA 50.00% Joint The company Bassin Nord is jointly held by Klépierre SA and (France) Control its partner Icade SA and is jointly managed. The co-managing directors compensation is approved by collective decision of the shareholders, and these latter can only withdraw themselves totally or partially when unanimously authorized by the other associates. Holding Klege Sarl Torelli SARL 11/24/2008 50.00% Joint The agreement includes the usual provisions governing share (Luxembourg Control capital transactions, decision-making and the right to information. – Portugal) Both parties enjoy preemption rights in the event of planned disposals of shares in the Company to a third party. Each partner has the right to appoint the same number of members to the Board of Directors. The Chairman is appointed for a period of twelve continuous months on an alternating basis with the partner. All decisions are adopted on simple majority. Italian Shopping Allianz 08/05/2016 50.00% Joint The agreement contains provisions governing the relationship Centre Investment Lebenversicherungs- Control between partners, including decisions for which approval must SRL (Italie) Aktiengesellschaft be compulsorily submitted to the partners’ agreement. It includes a right of first offer and a clause of dispute resolution process (“deadlock”). Clivia SpA, Il Destriero Finiper, Finiper Real 12/14/2007 50.00% Joint The agreement contains provisions governing the relationship SpA (Italy) Estate & Investment, Tacitly Control between partners, including a pre-emptive right in the event Ipermontebello, renewed on of the sale of shares to third parties, as well as a tag-along right. Immobiliare Finiper 12/14/2017 The agreement also contains provisions relating to the et Cedro 99 for a new governance of the Company, and to the required majority 10-years regarding the approval of certain decisions. period Akmerkez Several persons 2005 46.92% Significant The agreement includes circumstances affecting the relationship Gayrimenkul Yatirim Influence between partners including the composition of the Board of Ortakligi AS (Turkey) Directors, including the number of representatives of each shareholder in this Board. It includes circumstances related to the majority requirements for the adoption of decisions which must be compulsorily submitted to the Board of Directors approval. 9.5 Commitments under operating leases – more complex in its implementation. Depending on the lease, either Lessors the ISTAT is applied at 75% (“locazione” regulated leases) or the full reference segment index is applied. The main clauses contained in the lessor’s lease agreement are In Portugal, the index used is the consumer price index (CPI), described below. excluding properties. Rental periods vary in different countries. The terms governing the In Greece, the consumer price index (CPI) is applied. fixing and indexing of rents are set out in the agreement. Indexation enables the review of the Minimum Guaranteed Rent. The The Eurostat IPCH Eurozone index used in Central Europe is based indices used vary from country to country. on consumer prices in the EMU countries. In Norway, leases are usually written for periods of five or ten years. Indexation specific to each country Unless agreed otherwise, either party may request an annual rent review based on the trend in the Norwegian consumer price index. France indexes its leases to the French commercial rents index (ILC) In Sweden, if a lease is signed for a period of more than three years, or cost of construction index (ICC). The ILC is a compound index an annual indexation based on the Swedish consumer price index is derived from the French consumer price index (IPC), retail trade sales usually included in the lease contract. value index (ICAV) and cost of construction index (ICC). Leases are modified in line with the index on January 1, each year. Most leases In Denmark, in most cases the rent is reviewed annually on the basis are indexed to the ILC for the second quarter, which is published in of the trend in the Danish consumer price index. Under the terms of October and applicable from 1st of January of the following year. commercial lease legislation, either party may request that the rent In Belgium, the index used is the Health index (the value of this index is adjusted to reflect the market rate every four years. This provision is determined by removing a number of products from the consumer applies unless the parties agree otherwise. price index product basket, in particular alcoholic beverages, tobacco In the Netherlands, in most cases the rent is reviewed annually on the products and motor fuels except for LPG). Leases are indexed every basis of the change in the monthly Dutch consumer price index (CPI). year on the effective date of the lease. Furthermore under the terms of Dutch lease legislation for commercial In Spain, the consumer price index (CPI) is recorded annually every spaces, either party may request the rent to be adjusted to reflect the January 1. market rate after the end of the first lease period, or in all other cases, every five years after a new rent has been determined by the parties. In Italy, the system is based on the consumer price indices (excluding tobacco) for working class and junior management (ISTAT), but is KLÉPIERRE 2017 REGISTRATION DOCUMENT 113