Mr. Jean-Daniel Cohen reports

REALIA PROPERTIES INC. ANNOUNCES NEW DIRECTORS/OFFICERS

Realia Properties Inc. has provided the following corporate update.

New directors/officers

The company wishes to announce the resignation of Stephane Amine from its board of directors, as well as the resignation of Eric Fazileau as its chief executive officer and Larry Goldberg as its corporate secretary. (Mr. Goldberg, however, will remain as a director of the company.) The company wishes to thank each of Mr. Amine, Mr. Fazileau and Mr. Goldberg for their efforts throughout their respective tenures.

In their place, the company announces the appointment of Jean-Daniel Cohen, the company's current chair, as CEO, and Kyra Dorn, the company's current chief financial officer, as corporate secretary.

The company also announces the appointment of Dominique Lefevre and Iain Mair as new directors to its board. Each of Mr. Lefevre and Mr. Mair are independent directors, and Mr. Lefevre will also be appointed as chair of the company's audit committee.

Mr. Lefevre is a partner at Crescendo, a wealth management and financial services adviser in the Bahamas. He was previously the CEO of Societe Generale Private Banking Bahamas, the Bahamian division of the French bank and financial services company, and a former board member of various Societe Generale entities in Europe.

Mr. Mair is a multijurisdictional qualified lawyer (United Kingdom and Eastern Caribbean Supreme Court (BVI)), an international private banker, risk analysis adviser and adviser to private offshore funds, as well as an adviser on private wealth structuring and planning, with over 20 years of international experience.

The company welcomes Mr. Lefevre and Mr. Mair to its board.

Corporate updates

The company announces that it has entered into an agreement to sell its ownership interests in Realia Properties U.S., its wholly owned subsidiary, to Inovalis City Center Retail Fund Inc. for nominal consideration. Realia Properties U.S. has no assets or operations. The sale is intended to offload the company's administrative burden of maintaining Realia Properties U.S., as it serves no further use or purpose to the company.

As Inovalis is a related party to the company for reason of holding more than 10 per cent of the company's outstanding shares, completion of the sale is subject to the company receiving prior approval from the TSX Venture Exchange.

The company will provide further updates as they become available.

Regulatory update

The company has filed its audited consolidated annual financial statements for the year ended Dec. 31, 2024, and its unaudited interim consolidated and condensed financial statements for the first three quarters of fiscal 2025, along with all corresponding management's discussion and analysis. Each are available under the company's profile on SEDAR+.

As a result, the company has applied for and received an order revoking the prior cease trade order issued by the British Columbia Securities Commission and Ontario Securities Commission in May, 2023. The company has applied for a resumption of trading on the TSX Venture Exchange and will provide further updates as that progresses.

Insider share positions

The company wishes to clarify the shareholdings of its two control persons, Inovalis (holding through Inovalis S.A. and Inovalis City Center Retail Fund Inc. (collectively Inovalis), and Hoche Partners Private Equity Investors SARL.

At present, Inovalis holds 55,930,026 common shares of the company (20.72 per cent) and Hoche holds 166,282,835 common shares of the company (61.59 per cent). The company's management proxy information circular had misreported these amounts. The company apologizes for any confusion.

Separately, Hoche and Inovalis have entered into an agreement pursuant to which Inovalis has agreed to sell all of the shares held by it in the company to Hoche. Completion of the sale is subject to, among other things, determination of pricing under the terms and conditions of said agreement. The company is not party to said agreement. If and when such sale is completed, each of Inovalis and Hoche will file early warning reports pursuant to National Instrument 62-103, as needed.

We seek Safe Harbor.