GECINA: Approval of the Allocation of an Amount Equivalent to the Proceeds by the Holders of 9 Series and Second Convocation for General Meeting of the Holders of 6 Series

Regulatory News:

Gecina (GFC):

____

1. APPROVAL OF THE ALLOCATION OF AN AMOUNT EQUIVALENT TO THE
PROCEEDS BY THE HOLDERS OF THE NOTES WHICH COULD VALIDLY
DELIBERATE DURING THE GENERAL MEETINGS ON FIRST CONVOCATION HELD
ON MAY 6, 2021 (SEE LIST BELOW)

and

2. SECOND CONVOCATION FOR GENERAL MEETINGS
OF THE HOLDERS OF THE
NOTES WHICH COULD NOT VALIDLY DELIBERATE DURING THE GENERAL MEETINGS
ON FIRST CONVOCATION HELD ON MAY 6, 2021 (SEE LIST BELOW)

1. APPROVAL OF THE ALLOCATION OF AN AMOUNT EQUIVALENT TO THE
PROCEEDS BY THE HOLDERS OF THE NOTES WHICH COULD VALIDLY
DELIBERATE DURING THE GENERAL MEETINGS ON FIRST CONVOCATION HELD ON MAY 6, 2021

Issue of €300,000,000 (of which €200,200,000 are outstanding) 2.875% per annum
due May 30, 2023, issued by the Company on May 30, 2013
ISIN: FR0011502XXX Common Code: 93723040
(the "Notes FR0011502XXX

Issue of €500,000,000 1.625% per annum
due March 14, 2030, issued by the Company on March 14, 2018
ISIN: FR0013322XXX, Common Code: 179146894
(the "Notes FR0013322XXX

Issue of €500,000,000 Euribor 3 months 0.38% per annum
due June 30, 2022, issued by the Company on June 30, 2017
ISIN: FR0013266XXX Common Code: 164163377
(the "Notes FR0013266XXX

Issue of €500,000,000 (of which €377,800,000 are outstanding) 2.00% per annum
due June 17, 2024, issued by the Company on June 17, 2015
ISIN: FR0012790XXX- Common Code: 124687977
(the "Notes FR0012790XXX

Issue of €500,000,000 1.50% per annum
due January 20, 2025, issued by the Company on January 20, 2015
ISIN: FR0012448XXX- Common Code: 116970155
(the "Notes FR0012448XXX

Issue of €700,000,000 1.625% per annum
due May 29, 2034, issued by the Company on May 29, 2019 and on October 30, 2020
ISIN: FR0013422XXX, Common Code: 200437721
(the "Notes FR0013422XXX

Issue of €100,000,000 3.00% per annum
due November 6, 2023, initially issued by Foncière de Paris SIIC on November 6, 2015
and which issuance contract has been assigned to the Company
by a transfer agreement entered into between Foncière de Paris SIIC and the Company on May 22, 2018
ISIN Code: FR0013048XXX, Common Code: 131793391
(the "Notes FR0013048XXX

Issue of €500,000,000 2.75% per annum
due November 6, 2022, initially issued by Foncière de Paris SIIC on November 6, 2015
and which issuance contract has been assigned to the Company
by a transfer agreement entered into between Foncière de Paris SIIC and the Company on May 22, 2018
ISIN Code: FR0013048XXX, Common Code: 131793405
(the "Notes FR0013048XXX

Issue of €500,000,000 3.00% per annum
due July 13, 2021, initially issued by Foncière de Paris SIIC on July 10, 2014
and which issuance contract has been assigned to the Company
by a transfer agreement entered into between Foncière de Paris SIIC and the Company on May 22, 2018
ISIN Code: FR0012031XXX, Common Code: 108650583
(the "Notes FR0012031XXX

(Notes FR0011502XXX, Notes FR0013322XXX, Notes FR0013266XXX, Notes FR0012790XXX,
Notes FR0012448XXX, Notes FR0013422XXX, Notes FR0013048XXX,
Notes FR0013048XXX and Notes FR0012031XXX,
together the "Notes", and individually a "Series")

The Company hereby announces that the project of the allocation of an amount equivalent to the proceeds, by which the Company's objective is to requalify its existing bond debt as green bonds, by allocating, as from the date of adoption of the Resolutions by the General Meeting, an amount equivalent to the proceeds of the Notes to the financing or the refinancing of a portfolio of eligible green assets, as they meet the environmental criteria described in the Gecina's Green Bond Framework (the "Allocation of an Amount Equivalent to the Proceeds"), has been approved, in accordance with Articles L. 228-65, I of the French Code de commerce, by the general meetings of the holders of the Notes (individually a "Noteholder", and collectively the "Noteholders") of the Series listed above held on May 6, 2021 (on first convocation) in closed session (huis clos), at the registered office of the Company, without the physical presence of the Noteholders (together, the "General Meetings" and individually a "General Meeting"). The general meetings of the noteholders of the other series which could not validly deliberate on first convocation, as the required quorum was not reached, will be convened to general meetings on second convocation.

The result of the Noteholders' votes on the resolutions submitted to the General Meetings (the "Resolutions") is detailed in the table below, for the relevant Series:

Resolution	Series	Status (adopted/rejected)
Approval of the Allocation of an Amount Equivalent to the Proceeds (First Resolution)	Notes FR0011502XXX	Adopted
	Notes FR0013322XXX	Adopted
	Notes FR0013266XXX	Adopted
	Notes FR0012790XXX	Adopted
	Notes FR0012448XXX	Adopted
	Notes FR0013422XXX	Adopted
	Notes FR0013048XXX	Adopted
	Notes FR0013048XXX	Adopted
	Notes FR0012031XXX	Adopted
Deposit at the Company's registered office of the attendance sheet, the powers of the Noteholders voting by proxy, and the minutes of the General Meeting (Second Resolution)	Notes FR0011502XXX	Adopted
	Notes FR0013322XXX	Adopted
	Notes FR0013266XXX	Adopted
	Notes FR0012790XXX	Adopted
	Notes FR0012448XXX	Adopted
	Notes FR0013422XXX	Adopted
	Notes FR0013048XXX	Adopted
	Notes FR0013048XXX	Adopted
	Notes FR0012031XXX	Adopted
Powers for the completion of formalities (Third Resolution)	Notes FR0011502XXX	Adopted
	Notes FR0013322XXX	Adopted
	Notes FR0013266XXX	Adopted
	Notes FR0012790XXX	Adopted
	Notes FR0012448XXX	Adopted
	Notes FR0013422XXX	Adopted
	Notes FR0013048XXX	Adopted
	Notes FR0013048XXX	Adopted
	Notes FR0012031XXX	Adopted

For all additional information about this communication, in addition to Gecina, the following Centralizing Agent can be contacted:

GECINA
14-16, rue des Capucines
75002 PARIS
France
Tel: [phone]
Attention: Jérôme Engelbrecht
Email: [e-mail]

CENTRALIZING AGENT
Société Générale Securities Services
32 rue du Champ de Tir CS 30812
44308 Nantes Cedex 3, France
via Elisabeth Bulteau, [phone]
[e-mail]

GECINA
A French limited liability company (société anonyme) with a share capital of €573,949,530
Registered office: 14-16, Rue des Capucines 75002 PARIS, FRANCE
592 014 476 RCS PARIS
("Gecina" or the "Company

____

2. SECOND CONVOCATION FOR GENERAL MEETINGS OF THE HOLDERS OF THE
NOTES WHICH COULD NOT VALIDLY DELIBERATE DURING THE GENERAL MEETINGS
ON FIRST CONVOCATION HELD ON MAY 6, 2021

Issue of €700,000,000 1.375% per annum
due January 26, 2028, issued by the Company on September 26, 2017
ISIN: FR0013284XXX, Common Code: 168954522
(the "Notes FR0013284XXX

Issue of €500,000,000 2.00% per annum
due June 30, 2032, issued by the Company on June 30, 2017
ISIN: FR0013266XXX, Common Code: 164173518
(the "Notes FR0013266XXX

Issue of €700,000,000 1.375% per annum
due June 30, 2027, issued by the Company on June 30, 2017 and on October 30, 2020
ISIN: FR0013266XXX, Common Code: 164171965
(the "Notes FR0013266XXX

Issue of €500,000,000 1.00%
due January 30, 2029, issued by the Company on September 30, 2016
ISIN: FR0013205XXX, Common Code: 149760482
(the "Notes FR0013205XXX

Issue of €125,000,000 3.051% per annum
due January 16, 2023, initially issued by Eurosic on December 15, 2014
and which issuance contract has been assigned to the Company
by a transfer agreement entered into between Eurosic and the Company on May 22, 2018
ISIN Code: FR0012383XXX, Common Code: 115379399
(the "Notes FR0012383XXX

Issue of €100,000,000 3.00% per annum
due June 1^st, 2026, initially issued by Eurosic on December 1^st, 2015
and which issuance contract has been assigned to the Company
by a transfer agreement entered into between Eurosic and the Company on May 22, 2018
ISIN Code: FR0013064XXX, Common Code: 132791414
(the "Notes FR0013064XXX

(Notes FR0013284XXX, Notes FR0013266XXX,
Notes FR0013266XXX, Notes FR0013205XXX, Notes FR0012383XXX and Notes FR0013064XXX,
together the "Notes", and individually a "Series")

The Company hereby announces that the general meetings of the holders of the Notes (individually a "Noteholder" and collectively the "Noteholders") of the Series listed above, held on first convocation on May 6, 2021 in closed session (huis clos), at the registered office of the Company, without the physical presence of the Noteholders, convened to deliberate, in accordance with Articles L. 228-65, I of the French Code de commerce, on the project of the allocation of an amount equivalent to the proceeds, by which the Company's objective is to requalify all of its existing bond debt as green bonds, by allocating, as from the date of adoption of the Resolutions by the General Meeting, an amount equivalent to the proceeds of the Notes to the financing or the refinancing of a portfolio of eligible green assets, as they meet the environmental criteria described in the Gecina's Green Bond Framework (the "Allocation of an Amount Equivalent to the Proceeds"), could not validly deliberate, as the required quorum was not reached.

Consequently, the Noteholders of the Series listed above will be convened in general meetings, on second convocation, to be held on May 25, 2021, at the registered office of the Company (together, the "General Meetings" and individually a "General Meeting"), in accordance with the same terms and conditions as the general meetings held on first convocation, in order to submit the following agenda for their approval:

Approval of the Allocation of an Amount Equivalent to the Proceeds

Deposit at the Company's registered office of the attendance sheet, the powers of the Noteholders voting by proxy, and the minutes of the General Meeting;

Powers for the completion of formalities.

For all additional information about this communication, in addition to Gecina, the following Centralizing Agent can be contacted:

GECINA
14-16, rue des Capucines
75002 PARIS
France
Tel: [phone]
Attention: Jérôme Engelbrecht
Email: [e-mail]

CENTRALIZING AGENT
Société Générale Securities Services
32 rue du Champ de Tir CS 30812
44308 Nantes Cedex 3, France
via Elisabeth Bulteau, [phone]
[e-mail]

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Contacts:

GECINA