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193

Risks and commitments related to associated shareholders

The Cofinea I partnership was entered into with the Orpea Group. Its goal is to bring assets operated by the Orpea Group under its structure.

Cofinimmo holds 51% of the shares of this structure. However, the partnership agreement stipulates that all decisions, particularly with regard

to investments and divestments, are to be taken by mutual consent, which implies a joint control of the company.

NOTE 44. PAYMENTS BASED ON SHARES

Stock option plan

In 2006, Cofinimmo launched a stock option plan whereby

8,000 stock options were granted to the Group’s management. This

plan was relaunched during each of the following years. In 2014, a

total of 3,000 stock options were granted.

When they are exercised, the beneficiaries will pay the exercise

price of €88.75 per share for the 2014 plan in exchange for the deliv-

ery of the securities. In the event of the voluntary or involuntary

departure (excluding premature termination for serious reasons)

of a beneficiary, the stock options accepted and vested can only

be exercised during the first exercise window following the date of

premature termination of the contract, except in case of retirement.

Options which have not been vested are cancelled. In the event of

the involuntary departure of a beneficiary for serious reasons, all

stock options accepted but not exercised, whether vested or not,

are cancelled. These conditions governing the acquisition and the

exercise periods in the event of a departure, whether voluntary or

involuntary, will apply without prejudice to the powers of the Board

of Directors for the members of the Executive Committee or the pow-

ers of the Executive Committee for the other participants to author-

ise waivers to these provisions in favour of the beneficiary, based on

objective and relevant criteria.

1

Situation between 01.01.2014 and 20.06.2014.

General information

Company

Cofinéa I

FPR Leuze

1

Segment

Healthcare real estate

PPP

Country

France

Belgium

% held by the Cofinimmo Group

51%

50%

Associated shareholders

Orpea Group OPCI (49%)

Cordeel Zetel Temse (49%)

Willemen General Contractor (1%)

Date of company creation

2012

2011

Accounting period

Ends on December 31

st

Ends on December 31

st

31.12.2014

20.06.2014

Net current result (at 100%)

1,124

2,198

Other elements of the global result

-538

-396

Global result

586

1,802

% held by the Cofinimmo Group

51%

50%

Share in the result of associated companies or joint ventures

299

901

Amount of the interest at Cofinimmo

Participations in associated companies and joint ventures

5,862

-

Fair value of the stock options at the date of granting and assumptions used - weighed average

2014

Price valuation model

Black & Scholes

Contractual duration of the options

10 years

Estimated duration

8 years

Strike price (in €)

88.75

Volatility (average last three years)

14.72%

Risk-free interest rate

Euro Swap Annual Rate

Fair value of the options at the date of granting, recognised over three years (x €1,000)

102.99