Prodea Real Estate Investment Societe Anonyme : Invitation to the Ordinary General Meeting of the Shareholders

INVITATION

TO THE ORDINARY GENERAL MEETING OF THE SHAREHOLDERS OF THE SOCIÉTÉ ANONYME UNDER THE NAME "PRODEA REAL ESTATE INVESTMENT COMPANY" and distinctive title "Prodea Investments" with General Commercial Registry No. 3546201000 and HELLENIC CAPITAL MARKET COMMISSION'S Decision No. 6/458/13.12.2007 (hereinafter the "Company")

on Tuesday, June 11th, 2024 at 2:00 p.m.

Pursuant to Law 4548/2018 in relation to amendments to the legislation on sociétés anonymes and article 11 of the Company's Articles of Association and following the resolution of the Company's Board of Directors which was adopted during its meeting dated 21.05.2024, the Company's Shareholders are invited to participate in the Ordinary General Meeting on Tuesday, 11.06.2024 at 2:00 p.m., which will be held at the Company's offices, 9 Chrysospiliotissis Street, PC 10560, Athens, with the possibility, for those Shareholders who wish so, to participate remotely, by electronic means and without physical presence, in accordance with articles 120 par. 3 and 125 of L. 4548/2018, as well as article 11 par. 5 of the Company's Articles of Association, according to the details below, with the following items of the agenda:

ITEMS OF THE AGENDA

1. Amendment of the Company's Remuneration Policy
2. Submission for approval by the General Meeting of the Annual Financial Statements for the year 2023 along with the management report of the Board of Directors and the auditors' report. Distribution of profits.
3. Submission for informative purposes of the annual report of the Audit Committee, in accordance with article 44 par. 1 point (i) of Law 4449/2017, and presentation of the report to the shareholders by the Chairman of the Audit Committee.
4. Submission for informative purposes of the report of the independent non- executive members of the Board of Directors, in accordance with article 9 par. 5 of Law 4706/2020 and presentation of the report to the shareholders by the independent non-executive members of the Board of Directors.
5. Approval of the overall management exercised by the members of the Board of Directors of the Company for the financial year 2023. Release of the auditors from any liability for damages by their actions during financial year 2023.
6. Submission to discussion and advisory voting by the General Meeting of the Remuneration Report for year 2023, pursuant to article 112 of Law 4548/2018.

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1. Approval of remuneration of the members of the Board of Directors for the financial year 2023 and determination of their remuneration until the Ordinary General Meeting of 2025, pursuant to article 109 of Law 4548/2018.
2. Granting of permission to the members of the Board of Directors and other Directors of the Company pursuant to article 98 of Law 4548/2018.
3. Election of a chartered auditing-accounting firm for the audit of the financial statements of the Company for the financial year commencing on 01.01.2024 and ending on 31.12.2024.
4. Appointment of independent valuers for the financial year 2024, pursuant to art. 22 par. 7 of Law 2778/1999, as in force, and determination of their fee.
5. Election of new Board of Directors of the Company.
6. Determination of the type, the tenure and the composition (number and features of the members) of the Audit Committee and election of a third independent to the Company person, who is not a member of the Board of Directors, as a member of the Audit Committee .
7. Various Announcements.

In case that the quorum required by the Law and the Articles of Association of the Company is not achieved and therefore no resolution can be adopted on the items of the agenda, the Shareholders will reconvene to an Iterative General Meeting on Wednesday, 19.06.2024, at 2:00 p.m., which will be held at the Company's offices, 9 Chrysospiliotissis Street, PC 10560, Athens, with the possibility, for those Shareholders who wish so, to participate remotely, by electronic means and without physical presence, without a new invitation being published pursuant to article 130 of Law 4548/2018.

Pursuant to articles 120 par. 3 and 125 of Law 4548/2018, as well as article 11 par. 5 of the Company's Articles of Association, the Ordinary General Meeting of 11.06.2024, as well as any reiterative meeting thereof, will be held at the Company's offices, 9 Chrysospiliotissis Street, PC 10560, Athens, with the possibility, for those Shareholders who wish so, to participate remotely, by electronic means and without physical presenceas further described below.

Pursuant to Article 121, par. 3 & 4, Law 4548/2018, the Company notifies its shareholders of the following:

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I. Right to attend the General Meeting

Any person who has the capacity of shareholder at the beginning of the fifth (5th) day before the date of the original session of the General Meeting, i.e. at the beginning of 06.06.2024 ("Record Date") has the right to attend the Ordinary General Meeting (original and repetitive session). This Record Date also applies in the case of an adjourned meeting according to the above. The capacity of shareholder may be evidenced by any lawful means. Towards the Company, as shareholder entitled to participate and exercise voting right at the General Meeting is considered any person registered, on the Record Date, in the records of the Dematerialized Securities System ("DSS") of the Hellenic Central Securities Depository S.A. ("HCSD") or any person identified as such based on the relevant date through registered intermediaries or other intermediaries, in line with the legislative provisions (L. 4548/2018, L. 4569/2018, L. 4706/2020 and Regulation (ΕU) 2018/1212), as well as the Rulebook of the Hellenic Central Securities Depository (Government Gazette Β/1007/16.03.2021).

Status of shareholder is verified by any means provided by law and in any case by means of information obtained by the Company until prior to the beginning of the General Meeting by the HCSD or through the above intermediaries in line with the above provisions. A shareholder may participate in the General Meeting through confirmations or notices of Articles 5 and 6 of Regulation (EU) 2018/1212, which are provided by the intermediary, except if the General Meeting refuses said participation for good reason which justifies this refusal in line with the applicable provisions (art.19 par. 1 L. 4569/2018, art. 124 par. 5 L. 4548/2018).

The exercise of participation and voting rights does not presuppose that the shareholders' shares are blocked or any other similar procedure which limits the possibility to sell and transfer these during the period between the Date of Registration and the General Meeting.

Shareholders who are legal entities participate in the General Meeting through their representatives, pursuant to point III herein below. Legal entities must also submit their legalization documents within the period referred to under point III herein below according to applicable law, unless these have already been submitted to the Company and consequently it suffices to be mentioned in the representation document where they have been submitted.

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ΙΙ. Participation and voting in the General Meeting remotely, in real time, through teleconference

In order for shareholders to participate and vote at the Ordinary General Meeting on 11.06.2024 or at its reiterative meeting which will take place also remotely, in real-time by teleconference, without their physical presence, and if they so choose to participate remotely, they or their proxies must create and use an electronic shareholder account at the= electronic platform that has been developed by "Hellenic Exchanges - Athens Exchange" Group to provide remote General Meeting services, in real-time, by teleconference to listed companies - issuers on the website https://axia.athexgroup.gr/. The web platform is provided by the company "Hellenic Central Securities Depository S.A." (HELCSD), while for video conferencing the ZOOM Meetings service provided by Zoom Video Communications Inc is used in order to access the electronic platform the following are required: a personal computer, smart phone or tablet, an installed browser, and internet access. In order for a shareholder or his/her proxy to create an account in the electronic platform above, a valid electronic mail (email) account and a mobile telephone number are required by the shareholder or his/her proxy.

In case where, on accessing the Internet Platform, the above information entered by the shareholder does not match the data registered in the Dematerialized Securities System, provided to the Company by the Hellenic Central Securities Depository S.A. or through intermediaries, in the context of services to facilitate shareholder identification for remote General Meetings, which are provided to listed companies in accordance with part 3 of Resolution No 8 of the Board of Directors of the Hellenic Central Securities Depository S.A. "Technical terms and procedures for the provision of the Registry, Corporate and Other Related Actions Service", the shareholder shall proceed to notification, or/and update of their above information in order to create the account. In particular with respect to Shareholders' representatives, they are required to indicate their details to the Company (mobile phone number and email address) through submission of the proxies, in order to be provided with access to the online platform and the teleconference for the exercise of the rights of the shareholder(s) they represent.

In particular, shareholder representatives and their proxies must provide the Company with their contact details (mobile phone and e-mail) when submitting the representation/proxy forms in order to have access to the online platform and the videoconference to exercise the rights of the represented shareholders.

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To that end, shareholders are requested to contact without delay the Operator of their Account or any other intermediary acting as their custodian, providing them with custody services for the shares of the Company, in order to notify them or to update their valid email address and mobile telephone number for identification.

Further instructions for participation in the general meeting by teleconference are posted on the Company's website. Shareholders can contact the Company's Shareholder and Public Relations Department through email at [e-mail] by phone at 213 3334397, daily during business days and hours.

Also, from the publication of the present until the end of the meeting of the general meeting, information and support on matters relating to the conduct of the General Meeting will be provided to shareholders and their representatives at tel. [phone] or by e-mail at [e-mail].

At the date of the General Meeting, in order to participate in its works the Shareholders must log in on time on the online platform through the link they will receive via email, at least fifteen minutes (15΄) before the start time of the General Meeting announced in the Invitation and state the number of voting rights with which they will participate and vote in the General Meeting and, if they wish to amend it (to smaller number).

Shareholders that will participate at the General Meeting remotely by teleconference in real-time are taken into consideration for the formation of the quorum and majority and will be able to exercise their rights effectively during the General Meeting according to the applicable laws.

In particular, shareholders who will log in to the online platform will be able to participate in the general meeting via teleconference in real time through a link that will be sent to them via email. By activating the Zoom meetings application via the link at the beginning of the Annual General Meeting, shareholders will be able to:

1. follow the proceedings of the General Meeting,
2. take the floor and address the General Meeting verbally during the General Meeting, while at the same time through the internet platform they will be able to:
3. vote in real time during the GM on the matters of the daily agenda,
4. receive information on the recording of their vote.

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The submission of a vote by a Shareholder through the online platform is definitive and cannot be recalled, without prejudice to technical issues relating to the proper functioning of the platform.

Following the end of the voting process on the items of the agenda and the counting of the votes, the Chairman will announce to the shareholders the voting results.

ΙΙΙ. Exercising voting rights through representatives

Persons, entitled to participate in the General Meeting, may participate therein also by proxies. Every person entitled to participate, may appoint up to three (3) proxies. The limitation applies to each securities account, i.e. if a shareholder holds shares of the Company that appear on more than one securities account, this limitation does not prevent the shareholder from appointing up to three (3) proxies for the shares appearing in each securities account relating to the Ordinary General Meeting. A proxy acting for more persons, entitled to participate, may cast a different vote for each of them.

Specifically for shareholder participation by proxy at the Ordinary General Meeting on 11.06.2024, and if they so choose to participate remotely in real-time by teleconference without physical presence, the shareholder or the Operator of their Account or any other intermediary acting as their custodian, providing them with custody services, can appoint up to one (1) proxy, following the process described under IV. below. Representation authorization can be freely revoked.

A person, entitled to participate, may appoint a proxy for either a single general meeting or as many meetings as may take place within a certain time. The proxy shall vote in accordance with the instructions of the principal, if any, and shall archive the voting instructions for at least one (1) year from the date of the general meeting or, in the event of its adjournment, from the date of the last repetitive meeting where the proxy made use of the representation authorization. The proxy's failure to comply with the instructions he/she has received does not affect the validity of the decisions of the general meeting, even if the proxy's vote was decisive in taking them.

Prior to the commencement of the Ordinary General Meeting, the shareholder's proxy shall notify the Company of any specific event that may be useful to shareholders to assess the risk that the proxy is serving interests other than the interests of the specific

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shareholder. For the purposes of this paragraph, a conflict of interest may arise, in particular where the proxy is:

1. shareholder, exercising control over the Company or is another legal entity or entity controlled by that shareholder;
2. member of the Board of Directors or, in general, of the Company's management or shareholder, exercising control over the Company or any other legal entity, controlled by a shareholder, exercising control over the Company;
3. employee or auditor of the Company or shareholder, exercising control over the Company or any other legal entity, controlled by a shareholder exercising control over the Company;
4. spouse or first degree relative of any of the individuals mentioned in cases a. to c.

ΙV. Notification of representative - Appointment and revocation of proxy or representative

Notification of representative, appointment and revocation of a proxy or representative are performed only in writing and shall be communicated to the Company at least forty- eight (48) hours prior to the scheduled date of the Ordinary General Meeting by submitting the power-of-attorney duly signed by a shareholder or representative, with verification of the authenticity of the signature, either (a) at the Company's offices (9 Chryssospiliotissis Street, 10560 Athens) or (b) to the Corporate Governance Division- Shareholders' Registry of Piraeus Financial Holdings, 9 Mitropoleos Street, 10557, Athens, 1st floor (tel.: [phone] and Fax [phone]) or (c) in case of shareholders that are identified through intermediaries, via confirmations or notices of Articles 5 and 6 of Regulation (EU) 2018/1212, which are provided by the intermediary.

Upon receipt of the information above by the Company, and based on the email address and mobile telephone of the representative, as declared in the proxy document, the Company creates an account for the proxy on the electronic platform; the proxy will be informed by email in order to activate the account in order to exercise the rights of the shareholder in accordance with what is referred to the above.

In case that the shareholder entitled to participate in the General Meeting has not duly notified the Company of the appointment of a proxy or representative as per above and has not submitted the legalization documents referred to herein above, such

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shareholder may only participate in the General Meeting upon the General Meeting's consent.

A proxy authorization form and a proxy notification form that may be used by shareholders, as appropriate, will be made available on the Company's website, https://www.prodea.gr.

Alternatively, instead of submitting the form for the appointment of a representative or deputy, the shareholders may complete and publish an electronic authorization through the electronic authorization application of gov.gr (Authorise another person to act on your behalf - Gov.gr (www.gov.gr)) as provided therein. For this purpose, the Company will post on the website https://www.prodea.gr: (a) a standardized authorization text that can be used by the shareholders for the appointment of a representative or deputy in order to vote remotely in real-time through teleconference, and (b) a standardized power of attorney that can be used by shareholders in order to appoint a representative or deputy to vote on the topics of the general meeting to be held before the general meeting (by a voting letter). The electronic authorization must be sent to the Company, together with the legalization documents, if the shareholder is a legal entity or a corporation, as well as a two sided photocopy of the identity card or passport of the representative and the deputy, or by e-mail to [e-mail],with the subject "Appointment of a representative general meeting 11.06.2024", or by fax No 2262071932 for the attention of the shareholder service responsible, or by mail to the Company at the Company's registered seat (9 Chryssospiliotissis Street, 10560 Athens) to be received in any case at least 48 hours before the date of the general meeting.

The eligible participant is invited to take care of the confirmation of the successful postage of the representative appointment form (or the electronic authorization) and its receipt by the Company by calling the shareholder service and investor relations department at tel. no 213 3334397.

V. Shareholders' minority rights.

Pursuant to Article 141, par. 2, 3, 6 and 7 Law 4858/2018, shareholders have the following rights:

(a) Paragraph 2:

At the request of shareholders representing one twentieth (1/20) of the paid-up share capital, the Board of Directors shall include additional items on the agenda of a General Meeting, already convened, if the relevant request is received by the Board of Directors at least fifteen (15) days prior to the General Meeting, in this case by 27.05.2024. The

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additional items shall be published or disclosed under the responsibility of the Board of Directors in accordance with Article 122 Law 4548/2018 at least seven (7) days prior to the General Meeting. The request for inclusion of additional items on the agenda is accompanied by a justification or a draft decision, subject to adoption by the General Meeting and the revised agenda is published in the same way as the previous agenda thirteen (13) days prior to the date of the General Meeting, in this case by 29.05.2024 and shall also be made available to shareholders on the Company's website, along with the justification or draft decision, submitted by shareholders. The aforementioned documents shall also be available as described herein below under "Available documents and Information". If these items are not published, the requesting shareholders are entitled to request the adjournment of the General Meeting, pursuant to article 141 par. 2 and 5 of Law 4548/2018, setting the date for the continuation of the meeting, which cannot be later than twenty (20) days from the date of the adjournment, and to proceed with the publication themselves, as specified in the second subparagraph of this paragraph, at the expense of the Company.

(b) Paragraph 3:

Shareholders representing one twentieth (1/20) of the paid-up share capital, are entitled to submit draft decisions on items included either on the original or any revised agenda of the General Meeting. The relevant request has to be received by the Board of Directors at least seven (7) days prior to the date of general meeting, in this case by 04.06.2024, and the draft decisions will become available to shareholders as described below under "Available documents and Information", at least six (6) days prior to the date of General Meeting, in this case by 05.06.2024.

(c) Paragraph 6:

At the request of any shareholder, submitted to the Company at least five (5) full days prior to the Regular General Meeting, in this case by 05.06.2024 at 2:00 p.m., the Board of Directors shall provide the General Meeting with information on the course of specific corporate affairs of the Company, to the extent it is relevant to the agenda items. There is no obligation to provide information when the relevant information is already available on the Company's website, in particular in the form of questions and answers. Further to the above, at the request of shareholders representing one twentieth (1/20) of the paid-up share capital, the Board of Directors shall disclose to the Ordinary General Meeting the amounts that have been paid to each member of the Board of Directors or managers of the Company, and any benefit provided to such persons due to any cause or contract between the Company and them. In all the above cases, the Board of Directors may refuse to provide the information for sufficient due cause to be recorded in the Minutes. Such a cause may be, as applicable, the representation of the requesting

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shareholders on the Board of Directors, in accordance with Articles 79 or 80 of Law 4548/2018. In the aforementioned cases, the Board of Directors may give a single response to several requests of shareholders with the same content.

(d) Paragraph 7:

At the request of shareholders representing one tenth (1/10) of the paid-up share capital, submitted to the Company at least five (5) full days prior to the general meeting, in this case by 05.06.2024 at 2:00 p.m., the Board of Directors shall provide the General Meeting with information on the course of corporate affairs and the financial position of the Company. The Board of Directors may decline to provide the information for sufficient due cause to be recorded in the Minutes. Such a cause may be, as applicable, the representation of the requesting shareholders on the Board of Directors, in accordance with Articles 79 or 80 of Law 4548/2018. In the aforementioned cases, the Board of Directors may give a single response to several requests of shareholders with the same content.

In all the above cases, the requesting shareholders have to prove their shareholder capacity and, except for the first subparagraph of article 141 paragraph 6 of Law 4548/2018, the number of shares they hold at the time of exercise of the relevant right. The capacity of shareholder may be evidenced by any lawful means, and in any event based on information the Company receives from the "Hellenic Central Securities Depository S.A." (ATHEXCSD), which manages the Dematerialized Securities System (Central Securities Depository - CSD), on condition that it provides registry services to the Company or from intermediaries participating and registered with the Central Securities Depository in any other case.

More detailed information pertaining to the aforementioned minority rights and the conditions for their exercise are available on the Company's website (www.prodea.gr.).

VI. Available documents and Information

The information listed in article 123 par. 3 and 4 of Law 4548/2018, namely:

1. this Invitation;
2. the announcement with respect to the total number of voting rights incorporated in shares at the date of the present Invitation;
3. the templates required for exercising voting rights through a representative or proxy;
4. predetermined text for an e-authorization for the appointment of a representative or a proxy for the participation remotely, in real time through teleconference;

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