United Urban Investment : Notice Concerning Transactions with Related Parties (T&G Higashi-ikebukuro Mansion)

For Translation Purposes Only

February 26, 2021

For Immediate Release

United Urban Investment Corporation

Ikuo Yoshida

Executive Officer (Securities Code: 8960)

Asset Management Company:

Japan REIT Advisors Co., Ltd.

Norimasa Gaun

President and CEO

Inquiries:

Takehide Sasaki

Chief Financial Officer

TEL: [phone]

Notice Concerning Transactions with Related Parties (T&G Higashi-ikebukuro Mansion)

United Urban Investment Corporation ("United Urban") hereby announces that it entered into an agreement with its related party defined under the Act on Investment Trust Investment Corporations ("the Related Party") and also named as a sponsor related party under the self-imposed rules regarding conflict of interest within Japan REIT Advisors Co., Ltd. ("JRA"), the asset management company to which United Urban entrusts asset management services ("the Sponsor/Stakeholder"), as set forth below.

1. Details of the Transaction with Related Parties

United Urban will enter into a property management agreement for the following property listed below ("the Property") with Marubeni Real Estate Management Co., Ltd. ("the Property Manager"). Marubeni Real Estate Management Co., Ltd. is a proven property manager for residential properties with ample track records, and United Urban intends to increase the property value the profitability through their quality management.

Moreover, the current property management agreement with the existing property management company will end on February 28, 2021.

(1)	Property Names	:	T&G Higashi-ikebukuro Mansion
(2)	Property Manager	:	Marubeni Real Estate Management Co., Ltd.
(3)	Date of Agreement	:	February 26, 2021
(4)	Period of Agreement	:	From March 1, 2021 to May 31, 2022
(The agreement will be automatically renewed for one year on the same
terms and conditions unless either party submits a written notice to the other
party to terminate the agreement by no later than three months prior to the
expiration of the term and the same shall apply thereafter.)
(5)	Entrusted Service	:	Property management of the Property, Master leasing business
(6)	Fee	:	Undisclosed (Note)

(Note) Because the Property Manager has not given its consent to the disclosure, the fee is not disclosed.

2. Outline of Related Parties

Company Name	Marubeni Real Estate Management Co., Ltd.
Address	3・4F Shiba 520 Building, 5-20-6 Shiba, Minato-ku, Tokyo
Representative	Ryutaro Yoshida, Representative Director
Principal Business	1. Leasing, management, operation and administration of real estate (office building, retail property, dormitory, car parking, restaurant, warehouse, etc. and the trust beneficial interest). 2. Purchase and sale, exchange, brokerage, and mediation of real estate (land and building) etc., and agency and consultation of these. 3. Design, supervise and contract work for construction work.
Capital	¥100 million (As of March 31, 2020)
Date of Foundation	August, 1960
Relationship with United Urban or JRA
Capital Ties	As of today, Marubeni Real Estate Management Co., Ltd. is a wholly owned subsidiary of Marubeni Corporation, the parent company of JRA, and falls under its related party of both the Related Party and the Sponsor/Stakeholder. Therefore, JRA abides by the predetermined rules and procedures of JRA (Note).
Personal Relationship	There are no significant personal relationships.
Business Relationship	As of today, Marubeni Real Estate Management Co., Ltd. acted as a broker for acquisition and sales assets in the past. Marubeni Real Estate Management Co., Ltd. serves as master lessee and has been entrusted the property management and building management of the multiple properties held by United Urban. In addition, Marubeni Real Estate Management Co., Ltd. is one of the tenants of Shiba 520 Building, a property held by United Urban.
Standing to Related Party	As of today, Marubeni Real Estate Management Co., Ltd. corresponds to a related party and its parent company is the same as JRA's.

(Note)

In view of avoiding the conflicts of interest, JRA has established the restrictions and procedures for transactions, etc. between United Urban and Sponsor/Stakeholder in its internal rules on transactions (including a brokerage of a sale of the Asset to be Sold) with Sponsor/Stakeholder, which are called the "Investment Committee Rules on Transactions with Sponsor/Stakeholder."

The specific rules include the following: (i) When acquiring assets from Sponsor/Stakeholder, the acquisition price shall be the same as or less than the appraisal value; (ii) When selling assets to Sponsor/Stakeholder, the sale price shall be the same as or more than the appraisal value; and (iii) When Sponsor/Stakeholder is involved in the brokerage, etc. of acquisition or sale of assets with good reason, the commission for the acquisition or sale of assets shall be not more than 3% of the acquisition or sale price.

In addition, specific procedures set forth are that, when United Urban and Sponsor/Stakeholder engage in a transaction, etc., the deliberation and resolution of the Investment Committee (the JRA's autonomous body that enters into deliberations and makes decisions on asset management and performs asset management evaluations, etc.), which includes a chairman and an outside expert, shall be required, and that the resolution must be passed by the unanimous agreement of the members of Investment Committee who have voting rights (a member of the Investment Committee who has a special interest in the resolution may not participate in the vote). The agenda of the Investment Committee are to be deliberated at the Compliance Committee, the chairman of which is Chief Compliance Officer who is in charge of compliance duties, and which includes an outside expert, from the view point of the compliance with laws and regulations, guidelines, internal rules, etc.

3. Outlook of Operating Condition

United Urban does not make any changes to the business forecasts for the thirty-fifth fiscal period (period ending May 31, 2021) and the thirty-sixth fiscal period (period ending November 30, 2021) announced on January 15, 2021 as the effect of the transaction is not significant.