Investment corporation’s management structure
Samty Residential Investment Corporation’s asset management is entrusted to the Asset Management Company (Samty Asset Management Co., Ltd.). The Asset Management Company’s organizational structure is as follows:
Decision-making process for related-party transactions
The acquisition or disposition of assets at Samty Residential Investment Corporation is governed by a transparent decision-making process.
(Basic flow of decision-making for transactions with interested parties, etc.)
Management fee structure
The fees payable by Samty Residential Investment Corporation to the Asset Management Company consist of Management Fee I, Management Fee II, Acquisition Fee, Disposition Fee and Merger Fee.
(Note 1)
The amount shall be 0 if the amount of total assets as stated on the balance sheet as of the immediately preceding fiscal period end after deducting 50 billion yen is a negative value.
“Amount available for distribution” shall be the amount of net income before income taxes prior to deduction of Management Fee II for the business period that is calculated in accordance with business accounting standards and other business accounting practices generally accepted as fair and appropriate (excluding gain on bargain purchase), after compensating for loss carried forward,if any.
(Note 2)
If the acquired asset is trust beneficiary interest and is acquired from a party other than an interested party, Acquisition Fee shall be the sum of (i) The amount obtained when the amount of the maximum amount of remuneration provided in Article 46 of the Real Estate Brokerage Act (Act No. 176 of 1952, as amended) (excluding consumption tax and local consumption tax) after subtracting the brokerage fee for the trust beneficiary interest is multiplied by 0.5 (rounded down to the nearest yen), and (ii) 1.0% of the acquisition price of the trust beneficiary interest.
Accumulative investment system of investment units and investment unit ownership program
The system/program is intended for the officers and employees of Samty Co., Ltd. and Samty Asset Management Co., Ltd. to raise their awareness of the business performance of Samty Residential Investment Corporation and to enhance unitholder value over the medium to long term by aligning their interests with the unitholders of Samty Residential Investment Corporation through the system/program.
Same-boat investment by Samty Co., Ltd., the main sponsor
In order to align the interests of the unitholders and the sponsors, Samty Residential Investment Corporation has a support agreement with the main sponsor providing verification with Samty Residential Investment Corporation and the Asset Management Company of the main sponsor’s intent to sincerely consider acquiring part of the investment units to be newly issued by Samty Residential Investment Corporation in the event thereof and intent to continue holding the investment units it holds in Samty Residential Investment Corporation, if any, unless there are special circumstances.
Samty Co., Ltd., the main sponsor, holds 113,383 units (13.51%) of the investment units of Samty Residential Investment Corporation as of January 31, 2024.
Compliance and ESG training
Training for officers and employees is regularly conducted for the purpose of strengthening governance through observance of compliance and risk management. ESG training and awareness-raising activities are also conducted in an effort to raise awareness among officers and employees so as to ensure that the Sustainability Policy is put into practice.
