Samty Residential Investment Corporation

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Structure

Organizational Diagram

仕組図

Operational role Name Description of operations
Investment Corporation Samty Residential Investment Corporation Samty Residential Investment Corporation will, in accordance with its articles of incorporation, use funds raised from unitholders and other sources to invest primarily in real estate assets with the goal of securing steady growth in assets and stable income streams over the medium to long term.
Asset Management Company Samty Asset Management Co., Ltd. An asset management agreement (including subsequent changes) was concluded with Samty Asset Management Co., Ltd. on March 16, 2015.

As an asset management company under the Act on Investment Trusts and Investment Corporations (Article 198-1), Samty Asset Management Co., Ltd. will carry out operations related to the management of Samty Residential Investment Corporation’s assets, operations related to the financing of Samty Residential Investment Corporation, reporting to Samty Residential Investment Corporation, and will carry out other operations agreed upon separately between Samty Residential Investment Corporation and Samty Asset Management Co., Ltd. in accordance with the asset management agreement and the following pertinent rules and regulations (including asset management guidelines).
General Administrative Agent for Institutional Operations
Asset Custodian
Mizuho Trust & Banking Co., Ltd. A general administrative agreement (institutional operations and administration) and asset custodian agreement (including subsequent changes) was concluded with Mizuho Trust & Banking Co., Ltd. on March 16, 2015.

As a general administrative agent under Act on Investment Trusts and Investment Corporations (Article 117-4), Mizuho Trust & Banking Co., Ltd. will carry out administrative operations related to the institutional management (Board of Directors’ Meeting, Unitholders’ Meeting) of Samty Residential Investment Corporation, in accordance with the general administrative agreement (institutional operations and administration).

As an asset custodian under the Act on Investment Trusts and Investment Corporations (Article 208-1), Mizuho Trust & Banking Co., Ltd. will carry out asset custody operations for Samty Residential Investment Corporation, in accordance with the asset custodian agreement.
Transfer Agent Mitsubishi UFJ Trust and Banking Corporation A transfer agent agreement (including subsequent changes) was concluded with Mitsubishi UFJ Trust and Banking Corporation on March 16, 2015.

As a general administrative agent under the Act on Investment Trusts and Investment Corporations (Article 117-2, 117-3 and 117-6; however, excluding operations related to the issuance of investment corporation bonds), Mitsubishi UFJ Trust and Banking Corporation will prepare the unitholder registry, investment corporation bond register and other related records and will carry out administration related to the unitholder registry and investment corporation bond register, administration related to the issuance of investment securities, administration related to the payment of proceeds for distributions to unitholders, and administration related to claims by shareholders for the exercising of their rights and receipt of other requests from unitholders for Samty Residential Investment Corporation, in accordance with the transfer agent agreement.
General Administrative Agent for accounting operations Heiseikaikeisha (“HSK”) Tax Corporation An accounting administration agreement was concluded with Heiseikaikeisha Tax Corporation on March 16, 2015.

As a general administrative agent under the Act on Investment Trusts and Investment Corporations (Article 117-5 and 117-6), Heiseikaikeisha will carry out (1) calculation work, (2) preparation of accounting records, and (3) tax-related administrative operations for Samty Residential Investment Corporation, in accordance with the accounting administration agreement.
Sponsor
Parent company of the asset management company
Samty Co., Ltd. (Note) A sponsor support agreement (including subsequent changes) was concluded between Samty Co., Ltd. and Samty Residential Investment Corporation and the asset management company on March 27, 2015.

This is the parent company of the asset management company.

Under the sponsor support agreement, Samty Co., Ltd. will provide exclusive information and negotiating rights, support redevelopment projects, provide a warehousing function, provide information on prospective buyers of properties, provide fixed lease rate master lease agreements (a lease agreement in which part or all of the rentable space in an individual property under management is leased at once), provide leasing support, provide property management services, provide support for property management and operations, provide same boat in investment corporation, approve the use of trademarks, provide opportunities for the joint ownership of real estate, provide human resources dispatch and expertise, and other operations and support work.

Samty Residential Investment Corporation, in accordance with the sponsor support agreement, receives the provision of real estate trust beneficiary rights on an ongoing basis from Samty Co., Ltd., and Samty Residential Investment Corporation has purchased a considerable amount of such real estate trust beneficiary rights.
(Note) Samty Co., Ltd. is considered a specified affiliated corporation of the asset management company as set forth in Article 12-3 of the Cabinet Office Ordinance on Disclosure of Information, etc., of Regulated Securities (Ministry of Finance Ministerial Ordinance No. 22, 1993; including subsequent revisions).
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