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VBARE IBERIAN PROPERTIES SOCIMI, S.A.

EXTRAORDINARY GENERAL SHAREHOLDERS' MEETING 2023

Attendance, proxy and remote voting card for VBARE IBERIAN PROPERTIES SOCIMI, S.A. Extraordinary General Shareholders' Meeting which will be held in calle General Castaños number 11, 1º floor left (28004), on 29th August 2023, at 12:00 CET, on first (1st) call at the registered office of the Company and, if applicable, at the same place and time on 30th August 2023 on second (2 nd) call (corporative website: www.vbarealestate.com).

Holders:

Number of shares:

Minimum number of shares to

1

attend:

Address:

ATTENDANCE IN PERSON AT THE MEETING

Shareholders wishing to attend the General Shareholders' Meeting in person must sign this card in the space provided below and present it at the venue on the day of the General Shareholders' Meeting. In order to exercise the right to attend, shareholders must have registered the shares in their name on the corresponding register five (5) days before the date on which the general shareholders' meeting is to be held.

Signature of shareholder attending in person

In

, on

2023

Shareholders may appoint a proxy or vote by remote means according to the rules set forth in the call notice of the Extraordinary General Shareholders' Meeting and according to the two sections below. In the event that both sections are signed, the remote vote shall prevail and the proxy shall be null and void.

PROXY

Shareholders who do not intend to attend the General Shareholders' Meeting may appoint a proxy. The person appointed will also have to sign this proxy. The shareholder who has been issued this card confers a proxy to: (Check one of the following boxes only and, where applicable, designate proxy. Shareholders appointing a proxy will have to sign in the space provided)

1.The Chairman of the Board of Directors. Mr. Fernando Acuña Ruiz and in failing that, to the Vice-Chairman of the Board of Directors, Mr. Juan Manuel Soldado Huertas.

2. ………………………………………………… DNI/NIE/Passport nº……………………

If no-one has been designated as proxy, the proxy will be deemed to be conferred on the Chairman of the Board of Directors.

For voting instructions, mark the appropriate box with an X in the following table:

If, in relation to any of the items on the agenda, none of the boxes provided for the purpose have been marked, the vote will be deemed to have been cast in favour of the proposal by the Board of Directors.

Item

1

2

3

4.1

4.2

4.3

4.4

4.5

5.1

5.2

6.1

6.2

7

8

9

In favour

Against

Abstention

Blank votes

The proxy extends, unless expressly stated otherwise below, to proposed resolutions not formulated by the Board of Directors or on items not included in the attached Agenda, in relation to which the proxy shall vote in the sense he/she considers most favourable to the interests of the shareholder represented, within the framework of the corporate interest. Mark the NO box below only if you oppose the extension of the proxy, in which case it shall be considered that the

shareholder instructs the proxy to abstain.

NO

It is placed in record that if the Board Chairman is subject to a conflict of interest and

no precise voting instructions are granted, it will be deemed that the shareholder

instructs, unless otherwise indicated, the Secretary of the general shareholders' meeting.

Mark the NO box below only if the substitution is not authorised (in which case the shareholder instructs the proxy to abstain):

NO

Signature of the Shareholder

Proxy's signature

In

, on

2023

In

, on

2023

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REMOTE VOTING

Shareholders who do NOT intend to attend the General Shareholders' Meeting nor appoint a proxy may cast their vote remotely. The shareholder holding this card exercises his right to vote in favour of all the proposed resolutions formulated by the Board of Directors in relation to the items on the attached Agenda published by the Company, unless a different voting direction is indicated below. If, in relation to any of the items on the Agenda published by the Company, you do not tick any of the boxes provided for this purpose, it shall be understood that you vote in favour of the proposal of the Board of Directors. In any case, in addition to the provision of the Law and the Company's By- laws, the rules included in the call notice must be complied with (tick the corresponding boxes):

Item

1

2

3

4.1

4.2

4.3

4.4

4.5

5.1

5.2

6.1

6.2

7

8

9

In favour

Against

Abstention

Blank votes

Unless expressly stated otherwise below, and in relation to the proposed resolutions not formulated by the Board of Directors or on items not included in the attached Agenda,

the Chairman of the Board shall be deemed to be the proxy holder, and the rules on voting and substitution in the event of conflict of interest contained in the Proxy section of

this card shall apply. Mark the NO box below only if you object to the proxy and the substitution (in

which case it shall be considered that the shareholder abstains with regards to said proposals.

NO

Signature of the Shareholder

In

, on

2023

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AGENDA

First.- Approval of the acquisition of 50% of the share capital of VBA REAL ESTATE ASSET MANAGEMENT 3000, S.L.

Second.- Approval of the resolution of the Management Agreement signed with VBA REAL ESTATE ASSET MANAGEMENT 3000, S.L., in accordance with its terms.

Third.-. Approval of the waiver of claims against VBA REAL ESTATE ASSET MANAGEMENT 3000, S.L., as well as its directors, executives, employees and partners.

Fourth.- Acknowledgement of the resignations tendered by the directors Mr. Ido Neuberger, Mr. Fernando Acuña, Mr. Juan Manuel Soldado, Mr. Juan José Nieto and Mr. Yeshayau Manne.

  1. Acknowledgement of the resignation of Mr. Ido Nouberger
  2. Acknowledgement of the resignation of Mr. Fernando Acuña
  3. Acknowledgement of the resignation of Mr. Juan Manuel Soldado
  4. Acknowledgement of the resignation of Mr. Juan José Nieto
  5. Acknowledgement of the resignation of Mr. Yeshayau Manne

Fifth.- Appointment of new members of the Board.

  1. Appointment of a new Board member.
  2. Appointment of a new Board member.

Sixth.- Remuneration of the members of the Board of Directors.

  1. Approval of the aggregate remuneration of the Board of Directors.
  2. Approval of an annual remuneration of 100,000 euros for the services of Mr. Yair Ephrati in his capacity as Chairman of the Board of Directors.

Seventh.- Granting of power of attorney to notarise and register, if appropriate, the foregoing resolutions. Eighth.- Requests and questions.

Ninth.- Drafting, reading and approval, if appropriate, of the minutes of the meeting.

Attachments

Disclaimer

VBARE Iberian Properties SOCIMI SA published this content on 28 July 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 July 2023 22:18:09 UTC.