Supplementing of Convening notice of OGSM and EGSM convened for 26.04.2022

To: the Bucharest Stock Exchange the Romanian Financial Supervisory Authority

CURRENT REPORT NO. 26/2022

Pursuant to Law no. 24/2017 on issuers of financial instruments and market operations and to the Romanian Financial Supervisory Authority Regulation no. 5/2018 on issuers and operations with securities, as subsequently amended and supplemented and the provisions of Article 99 of the Bucharest Stock Exchange Code, Title II, Issuers and Financial Instruments.

Important events to report: Supplementation of the agenda of the Ordinary and Extraordinary General Meeting of the Company's Shareholders convened for 26/27 April 2022

The Company wishes to inform its shareholders and investors that, pursuant to (i) the request of Vinci Ver Holding S.R.L. and OA Liviu Holding Invest S.R.L. to add new points to the agenda of the Extraordinary General Meeting of the Shareholders, respectively (ii) the request of CC Trust Group AG to add new points to the agenda of the Ordinary General Meeting of the Shareholders and of the Extraordinary General Meeting of the Shareholders convened for 26/27 April 2022 (the "OGMS" and the "EGMS"), considering that such request complies with the requirements provided by the applicable law, the Board of Directors of the Company supplemented the agenda of the OGMS and of the EGMS.

The supplemented convening notice is attached to this current report and will be published in accordance with the applicable law.

Executive Member of the Board of Directors,

Victor Capitanu

ONE UNITED PROPERTIES S.A.

Bucharest, Sector 1, 20 Maxim Gorki Street

J40/21705/2007, Sole Registration Code 22767862, EUID: ROONRC.J40/21705/2007,

subscribed and fully paid-in share capital:

RON 514,828,058.80

(the "Company")

Supplemented convening notice for the General Ordinary and Extraordinary meetings of the shareholders of

ONE UNITED PROPERTIES S.A.

convened for 26/27 April 2022

Output no. 705 from 12 April 2022

The board of directors of ONE UNITED PROPERTIES S.A., having its headquarters in Bucharest, 20 Maxim Gorki Street, District 1, registered with the Bucharest Trade Registry under no. J40/21705/2007, having Sole Registration Code 22767862, (EUID): ROONRC.J40/21705/2007, having subscribed and fully paid-up share capital of RON 514,828,058.8 ("OUP" or the "Company")

WHEREAS:

A. on 25 March 2022 the convening notice for the General Ordinary and Extraordinary Meeting of the Shareholders of the Company was published in the Official Gazette, Part IV, no. 1246, meeting which was convened for the date of 26 April 2022 (first calling), respectively 27 April 2022 (second calling);

B. Vinci Ver Holding S.R.L., as shareholder holding 766,012,422 shares representing 29.7580% of the subscribed and paid share capital of the Company, and OA Liviu Holding Invest S.R.L., as shareholder holding 766,012,422 shares representing 29.7580% of the subscribed and paid share capital of the Company, requested the Board of Directors to supplement the agenda of the EGMS (as such term is defined below) with an alternative point;

C. CC Trust Group AG, as shareholder holding 160,541,694 shares representing 6.24% of the subscribed and paid share capital of the Company, requested the Board of Directors to supplement the agenda of the OGMS and of the EGMS (as such terms are defined below);

Pursuant to article 1171 of Law no. 31/1990 on companies, republished, as subsequently amended and supplemented ("Companies Law"), Law no. 24/2017 on issuers of financial instruments and market operations, as subsequently amended and supplemented ("Law no. 24/2017"), Regulation no. 5/2018 on issuers of financial instruments and market operations, as subsequently amended and supplemented ("Regulation no. 5/2018"), and the Company's articles of association (the "Articles of Association"),

Supplements the agenda of:

The Ordinary General Meeting of the Company's Shareholders (the "OGMS") for the date of 26 April 2022, 10:00 a.m. at One Tower, 17th floor, 165 Calea Floreasca, 1st District, Bucharest, Romania, to which all

shareholders of the Company registered in the shareholders' registry (held by Depozitarul Central S.A.) until the end of 15 April 2022, set as reference date (the "Reference Date"), will take part of; In case the necessary quorum will not be met at the first convocation, a second meeting of the OGMS will take place on 27 April 2022, at 10:00 a.m., at the same place and with the same agenda and having the same Reference Date; and of

The Extraordinary General Meeting of the Company's Shareholders ("EGMS") for the date of 26 April 2022, 11:00 a.m., at One Tower, 17th floor, 165 Calea Floreasca, 1st District, Bucharest, Romania, to which all shareholders of the Company registered in the shareholders' registry (held by Depozitarul Central S.A.) until the end of 15 April 2022, set as Reference Date, will take part of. In case the necessary quorum will not be met at the first convocation, a second meeting of the EGMS will take place on 27 April 2022, 11:00 a.m., at the same place and with the same agenda and having the same Reference Date.

The agenda of the Ordinary General Meeting of Shareholders - supplemented:

• 1. Approval of the annual individual and consolidated financial statements prepared for the financial year ended on 31 December 2021, together with the annual report prepared by the Board of Directors, and the independent auditor's report. In the financial year ended on 31 December 2021, the Company has registered net profit at individual level in value of RON 40,714,516.98, out of which RON 2,427,796.75 will be registered as legal reserves and RON 38,286,720.23 is distributable net profit.

• 2. Approval of the distribution of dividends in value of RON 42,473,314.85 (gross dividend amount), out of which RON 38,286,720.23 from the Company's net profit corresponding to the financial year 2021 and RON 4,186,594.62 representing undistributed profit registered for the previous years, resulting thus in a gross dividend per share of RON 0.0165.

• 3. Approval of the transfer of an amount of RON 4,307,781.61 from issuance premium (share premium) to the credit of the reserves account (other than legal reserves) and registration of this operation in the Company's accounting.

• 4. Approval of the discharge of liability of the Board of Directors for the financial year ended on 31 December 2021.

• 5. Approval of the income and expenses budget for the financial year 2022, in accordance with the materials presented.

• 6. Approval of the Company's remuneration policy, in accordance with the materials prepared for the OGMS.

• 7. Update of the stock options plans for the benefit of the executive members of the Board of Directors (the "SOP") approved by resolution of the Ordinary General Meeting of the Company's Shareholders no. 54 of 19 April 2021, which sets out the rules regarding the grant, accessing and exercising stock options by the eligible participants to the SOP, for adjusting it to the share split and, respectively, share capital increase operations which took place at the level of the Company during 2021.

• 8. Appointment of the members of the Board of Directors amongst the candidates proposed by the Company's Nomination and Remuneration Committee and shareholders, for a mandate of one (1) year, starting with the date of the OGMS resolution. The candidates which have been proposed by the Company's Nomination and Remuneration Committee are the following:

• • Victor Căpitanu

• • Andrei-Liviu Diaconescu

• • Claudio Cisullo

• • Dragoș-Horia Manda

• • Marius-Mihail Diaconu

• • Augusta Valeria Dragic

• • Magdalena Souĉková*

The current mandates of the members of the Board of Directors (which were set to expire on 31 May 2022) will be terminated on the same date, i.e., the date of the OGMS resolution appointing the members of the Board of Directors in accordance with this point.

* The clerical error within the name of Mrs. Magdalena Souĉková was corrected when supplementing the convening notice.

• 9. Approval of the remuneration for the non-executive members of the Board of Directors for mandates starting on the date of the OGMS, respectively EUR 1,500 per month (net amount) (payable in EUR to non-executive members of the Board of Directors who are non-residents in Romania, respectively payable in RON equivalent to non-executive members of the Board of Directors who are residents in Romania) payable to each non-executive member of the Board of Directors, plus, as the case may be, the amount of EUR 500 per month (net amount) (payable in EUR to non-executive members of the Board of Directors who are non-residents in Romania, respectively payable in RON equivalent to non-executive members of the Board of Directors who are residents in Romania), payable for holding the position of chairman of a committee set up at the level of the Board of Directors.

  For the year 2022, the payment will be made in one installment during the period between the last meeting of the Board of Directors for the year and 31 December 2022. The level of remuneration thus approved will take into account the participation of the respective members in at least five (5) meetings of the Board of Directors per year. In the event of unjustified absence below the minimum referred to above, the aggregate annual remuneration will be reduced by 20% per absence.

• 10. Setting the date of:

  • • 13 May 2022 as registration date, identifying the shareholders who will benefit from the effects of the resolutions adopted by the OGMS, in accordance with the provisions of art. 87 para. (1) of Law no. 24/2017; and

  • • 12 May 2022 as "ex-date", computed in accordance with the provisions of art. 2 (2) letter (l) of Regulation no. 5/2018; and

  • • 30 May 2022 as payment date, computed in accordance with the provisions of art. 178 (2) of Regulation no. 5/2018.

  As they are not applicable to this OGMS, the shareholders do not decide on the other aspects set out in art. 176 paragraph (1) of Regulation no. 5/2018 such as date of the guaranteed participation.

• 11. Approval of the authorisation of the executive members of the Board of Directors and/or the Company's Managers, acting independently or jointly, with the right to sub-delegate, in the name and on behalf of the Company, with full power and authority, to execute any documents, including, but without limitation, the Resolutions of the OGMS of

the Company, the Articles of Association, to file and to request the publication of the Resolutions in Part IV of the Official Gazette of Romania, to pick up any documents, as well as to fulfil any necessary formalities in front of the Trade Registry Office, as well as in front of any other authority, public institution, legal entities and individuals, as well as to carry out any acts for implementing and ensuring the opposability of the Resolutions which will be adopted by the OGMS.

• 12. Approval of the appointment of Deloitte Audit S.R.L. for a mandate comprising the review of the Company's individual and consolidated financial statements for the period ending on 30 June 2022 and approval of the authorization of the Board of Directors, in the name and on behalf of the Company, with full power and authority:

  • i. to negotiate the terms and conditions of Deloitte Audit S.R.L. mandate, as well as to negotiate and sign any document, as well as fulfil any necessary, useful or desirable acts and deeds in connection with the above; and

  • ii. to authorize representatives of the Company to sign any such documents, to complete any such formalities and to perform any such actions.

  The agenda of the Extraordinary General Meeting of Shareholders - supplemented:

• 1. Approval to empower the Board of Directors to issue any decision and to fulfil all the necessary, useful and / or opportune legal acts and deeds, respectively to update the provisions of article 12.3 of the Articles of Association, for the fulfilment of the decisions to be adopted by the OGMS in accordance with point 8 of the OGMS agenda.

• 2. Approval of the revocation of the resolutions adopted according to points 31, 41,51,61 and 71 on the agenda of the Extraordinary General Meeting of Shareholders of the Company which took place 10 September 2021, in their entirety, which approved the introduction of a new class of shares, conferring 5 voting rights per share to Vinci VER Holding S.R.L. and OA Liviu Holding Invest S.R.L., wholly owned by the two founding shareholders, respectively Victor Capitanu and Andrei-Liviu Diaconescu following the conversion of a total of 22.74% of the existing ordinary shares in the Company held by the respective entities, in equal proportions.

3.

Approval of the buyback by the Company of its own shares, on the stock exchange where the shares are listed or by conducting public purchase bids, in accordance with the applicable legal provisions, subject to the following conditions:

• • the buyback program will be done at the minimum price of RON 0.2 per share and a maximum price equal to RON 1.75 per share;

• • the aggregate value of the buyback program is up to RON 10,000,000;

• • the buyback program will target the buyback of a maximum number of 10,000,000 shares;

• • the buyback program will take place for a maximum period of 18 months from the date of publication of the decision adopted in this regard in the Official Gazette of Romania, part IV;

• • the buyback transactions will have as object only fully paid-up shares and will be made only from the Company's distributable profit or available reserves, recorded in the last approved annual financial statement, except for legal reserves;

• • the buyback program will have as its purpose the objectives referred to in article 5 para. (2) of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission

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