Reference Document

2016REFERENCE DOCUMENT Reference document including the Annual Financial Report and the Sustainable Development Report 2016 This reference document was filed with the French securities regulator (Autorité des marchés financiers, AMF) on 02/24/2017, in accordance with Article 212-13 of the AMF’s general regulations. It may be used in support of a financial transaction if supplemented with a transaction memorandum that has been approved by the AMF. This document has been drawn up by the issuer and is the responsibility of its signatories. GECINA – 1 Contents Chairman’s editorial �� 4 Chief Executive Officer’s editorial �� 6 Executive Committee members �� 8 01. Group profile �� 9 1�1. Key figures �� 10 1�2� Gecina in brief ��12 1�3� Key Gecina dates ��13 1�4� Group structure and organization chart ��15 1�5� Business and markets ��17 1�6� Definition and sensitivity of main indicators ��22 1�7. Risks ��23 02. Comments on the fiscal year ................................................53 2�1� Business review ��54 2�2� Financial resources �� 61 2�3� Appraisal of property holdings ��65 2�4� Business and earnings of main companies ��71 2�5� Triple Net Asset Value �� 74 2�6� Strategy and outlook �� 75 2�7� Post-balance sheet events �� 75 2�8� EPRA reporting as at December 31, 2016 �� 76 03. Consolidated financial statements ...................................... 79 3�1� Consolidated statement of financial position �� 80 3�2� Consolidated statement of comprehensive income ��82 3�3� Statement of changes in consolidated equity ��83 3�4� Statement of consolidated cash flows ��84 3�5� Notes to the consolidated financial statements ��85 04. Annual financial statements ............................................... 123 4�1� Balance sheet as at December 31, 2016 �� 124 4�2� Income statement as at December 31, 2016 ��126 4�3� Notes to the annual financial statements as at December 31, 2016 �� 127 2 – GECINA 05. Corporate Governance ........................................................145 5�1� Chairman’s report on Corporate Governance and internal control ��146 5�2� Compensation and benefits �� 177 5�3� Report of the Board of Directors on the compensation policy for corporate officers ��189 06. Distribution, share capital and shares ..............................193 6�1� Distribution ��194 6�2� Information on share capital ��196 6�3. Share capital transactions ��203 6�4� Options and performance shares ��209 6�5� Gecina’s stock ��213 07. CSR responsibility and performance ��217 7�1� A CSR policy in response to the expectations of stakeholders ��220 7�2� CSR performance ��228 7�3. Assets ��241 7�4� Planet ��264 7�5. Employees �� 278 7�6� Society ��296 08. List of property holdings ....................................................309 8�1. Offices �� 310 8�2� Residential ��314 8�3� Summary of surface areas ��319 09. Additional Information ........................................................321 9�1� Reference document containing an annual financial report ��322 9�2� Statutory Auditors ��326 9�3� Legal information�� 337 GECINA – 3 CHAIRMAN’S EDITORIAL We have also increased the exposure of our office portfolio in the most promising areas of the Paris region, areas where the market is driven by scarcity and centrality� At year-end 2016, more than half of our office property portfolio was situated in the heart of Paris, particularly in the Central Business District (CBD), with the rest mainly located in the best areas of the Western Crescent� AN UNRIVALED POTENTIAL OF GROWTH AND VALUE CREATION In line with the strategy validated by the Board of Directors, we are also preparing for the future, by increasing our development and redevelopment projects pipeline to more than €3�7 billion at the end of 2016� These projects are full of promise regarding both value creation and growth for the coming years� We launched seven new development projects during the year, five of them are from our own property portfolio, thanks to our ability to identify untapped sources of value within our office portfolio in particular� Consequently, our committed project pipeline consists of 15 operations that will be delivered within the next three years, with nearly €100 million in rent and a substantial value creation potential� CONFIDENCE FOR THE FUTURE GECINA HAS STRATEGICALLY ENABLES A DIVIDEND INCREASE REFOCUSED ON THE OFFICE MARKET AND ON THE MOST CENTRAL Gecina’s net recurring income (Group share) remained stable LOCATIONS in 2016 compared with 2015, in spite of the disposal of the healthcare portfolio completed on July 1, 2016� We will therefore submit a proposal, subject to the approval of the Shareholders’ 2016 will be remembered as a particularly active year in the General Meeting in April 2017, for the payment of a dividend of wake of an exceptional 2015, as Gecina continued to strengthen 5�2 euros per share for 2016, up by +4%, reflecting confidence its leadership on the office market in Paris by applying the in the Group’s future prospects� strategic roadmap announced in early 2015� This year, Gecina will once again pay its dividend in two Since early 2015, the Group has completed or secured nearly installments, the first in March and the balance in July, to €2�2 billion of new investments in the most central office allow shareholders to receive regular payments, as and when property areas in the Paris region, in Paris and at La Défense rents are collected during the year� and in the best areas of the Western Crescent� At the same time, in the course of the last two years,

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