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Results of annual general meeting
NEPI ROCKCASTLE N.V.
Incorporated and registered in the Netherlands
Registration number: 87488329
Share code: NRP
ISIN: NL0015000RT3
("NEPI Rockcastle" or "the Company")
RESULTS OF ANNUAL GENERAL MEETING
Shareholders are advised that at the annual general meeting ("AGM") of NEPI Rockcastle held on Thursday,
15 May 2025 (in terms of the notice of AGM published on 3 April 2025) all the resolutions tabled thereat were passed
by the requisite majority of NEPI Rockcastle shareholders.
Details of the results of voting at the AGM are as follows:
- total number of NEPI Rockcastle shares in issue as at the last day to trade prior to the AGM: 712,357,309
- total number of NEPI Rockcastle shares that could have been voted at the AGM: 710,716,798, excluding
1,640,511 shares held in treasury
- total number of NEPI Rockcastle shares that were present/represented at the AGM: 531,912,019, being 74.842%
of the total number of NEPI Rockcastle shares that could have been voted at the AGM.
ORDINARY BUSINESS
Resolution 1 – Adoption of 2024 annual accounts
Shares voted* For Against Abstentions^
530,932,462, being 74.704% 530,916,142, being 99.997% 16,320, being 0.003% 979,362, being 0.138%
Resolution 2 – Release from liability
Shares voted* For Against Abstentions^
530,786,999, being 74.683% 508,231,438, being 95.751% 22,555,561, being 4.249% 1,124,825, being 0.158%
Resolution 3.1 – Re-election of Ana Maria Mihaescu (Independent Non-Executive Director)
Shares voted* For Against Abstentions^
531,024,542, being 74.717% 530,697,520, being 99.938% 327,022, being 0.062% 887,282, being 0.125%
Resolution 3.2 – Re-election of Jonathan Lurie (Independent Non-Executive Director)
Shares voted* For Against Abstentions^
531,024,542, being 74.717% 530,492,582, being 99.900% 531,960, being 0.100% 887,282, being 0.125%
Resolution 3.3 – Re-election of George Aase (Independent Non-Executive Director)
Shares voted* For Against Abstentions^
531,024,542, being 74.717% 482,991,618, being 90.955% 48,032,924, being 9.045% 887,282, being 0.125%
Resolution 3.4 – Re-election of Rudiger Dany (Chief Executive Officer)
Shares voted* For Against Abstentions^
531,013,833, being 74.715% 530,700,004, being 99.941% 313,829, being 0.059% 897,991, being 0.126%
Resolution 4 – Authorising Directors to determine Non-Executive Directors' remuneration
Shares voted* For Against Abstentions^
531,025,085, being 74.717% 527,611,537, being 99.357% 3,413,548, being 0.643% 886,739, being 0.125%
Resolution 5 - Re-appointment of EY Accountants B.V. (formerly Ernst & Young Accountants LLP) as the
Auditor
Shares voted* For Against Abstentions^
531,025,085, being 74.717% 530,795,919, being 99.957% 229,166, being 0.043% 886,739, being 0.125%
SPECIAL BUSINESS
Resolution 6 – General authority to issue shares for cash
Shares voted* For Against Abstentions^
531,025,830, being 74.717% 499,829,172, being 94.125% 31,196,658, being 5.875% 885,994, being 0.125%
Resolution 7 – General authority to repurchase shares
Shares voted* For Against Abstentions^
530,960,884, being 74.708% 526,464,986, being 99.153% 4,495,898, being 0.847% 950,940, being 0.134%
Resolution 8 – Authority to cancel repurchased shares
Shares voted* For Against Abstentions^
531,025,085, being 74.717% 530,497,910, being 99.901% 527,175, being 0.099% 886,739, being 0.125%
Non-binding resolution 9 – Approval of Remuneration Implementation Report
Shares voted* For Against Abstentions^
531,017,291, being 74.716% 500,976,153, being 94.343% 30,041,138, being 5.657% 894,533, being 0.126%
Non-binding resolution 10 – Approval of Remuneration Policy
Shares voted* For Against Abstentions^
531,006,582, being 74.714% 469,555,567, being 88.427% 61,451,015, being 11.573% 905,242, being 0.127%
Resolution 11(a) – Amendments to the Articles of Association in order to facilitate settlement of H1 2025
distribution by capital repayment
Shares voted* For Against Abstentions^
531,014,376, being 74.715% 530,850,978, being 99.969% 163,398, being 0.031% 897,448, being 0.126%
Resolution 11(b) – Amendments to the Articles of Association in order to facilitate settlement of H2 2025
distribution by capital repayment
Shares voted* For Against Abstentions^
531,025,085, being 74.717% 530,838,554, being 99.965% 186,531, being 0.035% 886,739, being 0.125%
Resolution 12 – Amendments to the Articles of Association in order to update the object clause
Shares voted* For Against Abstentions^
531,025,085, being 74.717% 531,024,144, being 99.999% 941, being 0.001% 886,739, being 0.125%
* shares voted (excluding abstentions) in relation to total shares in issue
^ in relation to total shares in issue
In accordance with Dutch law, draft minutes of the AGM are available on the Company's website at
https://nepirockcastle.com/wp-content/uploads/2025/05/NEPI-Rockcastle-AGM-minutes.pdf.
For further information please contact:
NEPI ROCKCASTLE N.V.
Rudiger Dany/Eliza Predoiu +31 20 237 4770
JSE sponsor
Java Capital +27 (0)78 456 9999
Euronext Listing Agent
ING Bank +31 20 563 6685
Media Relations mediarelations@nepirockcastle.com
15 May 2025
Date: 15-05-2025 05:30:00
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