Icade: changes in governance and information on the payment of an interim dividend

Governance

On the recommendation of the Appointments and Remuneration Committee, the Board of Directors stated that, at its meeting to be held after the General Meeting of April 24, 2019, it shall elect as Chairman of the Board of Directors:

• Mr Frédéric THOMAS, CEO of Crédit Agricole Assurances and CEO of Predica, to replace Mr André MARTINEZ, as his term of office as independent director will expire at the end of the General Meeting and he does not wish to be reappointed.

The Board of Directors would like to thank Mr André MARTINEZ for his commitment and professionalism since he took office on April 29, 2015 as Chairman of the Board of Directors.The Board of Directors has also decided to appoint a Vice-Chairman, who will also serve as Lead Independent Director, from among independent directors.
In addition, the Board of Directors stated that, at its meeting to be held after the General Meeting of April 24, 2019, it shall reappoint Mr Olivier WIGNIOLLE as CEO of Icade for a term of four years, i.e. until the General Meeting to be held in 2023.Mr Olivier WIGNIOLLE will be responsible for implementing the 2019-2022 strategic plan unveiled in July 2018 and unanimously approved by the Board.Lastly, on the recommendation of the Appointments and Remuneration Committee, the Board of Directors decided to propose the following for approval at the General Meeting:

• The appointment as director, for a term of four years, i.e. until the General Meeting to be held in 2023 to approve the financial statements for the year ended, of:
  • Mr Emmanuel CHABAS, Head of Real Estate Investments for Crédit Agricole Assurances;
  • Mr Waël RIZK, a senior civil servant, Deputy CFO of the Caisse des Dépôts Group, to replace Ms Céline SENMARTIN, Director of Banque des Territoires for the Normandie region;
  • Mr Gonzague de PIREY, Chairman of the Lapeyre Group, to replace Mr André MARTINEZ, as independent director.
• Reappointment as director of:
  • Caisse des Dépôts, for a term of four years, i.e. until the General Meeting to be held in 2023 to approve the financial statements for the year ended.

Following the General Meeting to be held on April 24, 2019, the number of members of the Board of Directors would thus increase from 14 to 15, including 5 independent directors.

Dividends

The Board of Directors has decided (i) to propose the payment of a gross dividend of €4.60 per share for approval at the General Meeting to be held on April 24, 2019 and (ii) to pay an interim dividend for the financial year 2018 of €171,432,204.30, equivalent to a gross dividend of €2.30 per share.The shares will go ex-dividend on March 19, 2019 and the dividend will become payable on March 21, 2019.For the balance payment, a gross final dividend of €2.30 will be paid on July 4, 2019 and shares will go ex-dividend on July 2, 2019.The Board of Directors’ explanatory notes to the resolutions, as well as the draft resolutions will be published on the Company’s website www.icade.fr on March 20, 2019.