Application of article 7:97 of the Belgian Companies and Associations Code
Gent, 5 March 2026, 19:30 – Press Release
ABO-Group Environment NV (Euronext Brussels: ABO) (ABO-Group or the Company) announces the application of article 7:97 of the Belgian Companies and Associations Code (BCAC). The procedure of article 7:97 BCAC was applied in the context of the approval by the board of directors of the conclusion of a number of lease agreements and service center agreements between the Company and its subsidiaries ABO NV and Geosonda Environment NV on the one hand as tenant and Studie-en Expertisebureau De Palmenaer NV and Ideplus NV on the other hand as landlord and service provider.
Several premises and offices used by the Company and its subsidiaries ABO NV and Geosonda Environment NV are owned by Studie- en Expertisebureau De Palmenaer NV (SBDP) or Ideplus NV (ID+).
Between 1 January 2026 and early May 2026, certain agreements relating to these premises and offices are to be renewed. These lease agreements and service center agreements have a term varying between 1 and 9 years (with an early break option every three years). The total payable under these agreements by the Company and its relevant subsidiaries to SBDP and ID+ amounts to EUR 402,595.87 on an annual basis (without indexation).
As the Company, ABO NV, Geosonda Environment NV, SBDP and ID+ are under the (in)direct control of the same person, i.e. Mr Frank De Palmenaer, SBDP and ID+ qualify as related parties of the Company in the sense of article 7:97 BCAC. Consequently, the approval of such agreements required the prior application of the procedure set out in article 7:97 BCAC.
After advice from the committee of independent directors dated 5 March 2026, the board of directors approved the signing of the agreements.
This decision is in line with the conclusion of the committee of independent directors, which reads:
“It is the opinion of the Committee that the signing of the agreements is:
- not such as to cause the Company, nor its subsidiaries, a disadvantage which, in light of the strategy of the Company, would be manifestly illegitimate;
- in the interest of the Company; and
- does not cause a disadvantage to the Company (nor to its subsidiaries) which would not be outweighed by benefits for the Company.”
The statutory auditor has assessed the financial and accounting information mentioned in the related minutes of the board of directors and in the above-mentioned committee’s advice. The conclusion of the auditor reads:
“Based on our engagement, nothing has come to our attention that causes us to believe that the financial and accounting data as included the advice of the Committee of Independent Directors dated 5 March 2026 and the minutes of the board of directors dated 5 March 2026, which justifies the proposed Agreements, do not give, in all material respects, a true and fair view of, and are consistent with the information available to us in the context of our engagement as auditor of ABO-Group Environment.”
About ABO-Group Environment
Founded in 1995 as a consultancy for soil research, ABO-Group has grown into an international engineering firm specializing in all aspects of the environment and soil: quality, reuse and remediation, geotechnics and monitoring, ecology, and cultural heritage.
ABO-Group operates through its various semi-independent subsidiaries in Belgium, France and the Netherlands. With more than 850 experts, the group has the technology, expertise and scale to deliver comprehensive solutions for the most challenging projects. For customers
in construction, infrastructure, mining and raw materials, energy and water; from assessment and design to execution and maintenance of various assets.
ABO-Group Environment is listed on EURONEXT Brussels and EURONEXT Paris.
For a more detailed description of the activities of ABO-Group Environment, visit https://www.abo-group.eu/en/.
For more information:
Els De Keukelaere1
CFO ABO-Group Environment
els.dekeukelaere@abo-group.eu
T.: +32 (0) 475 327 766
This press release is available on our website: https://www.abo-group.eu/en/investors/
1 As a permanent representative of a management company.
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