This English translation is provided for information purposes only. If any discrepancy is identified between thistranslation and the Japanese original, the Japanese original shall prevail.
June 7, 2021
REIT Issuer:
Japan Hotel REIT Investment Corporation (TSE code: 8985)
Kaname Masuda, Executive Director
Asset Management Company:
Japan Hotel REIT Advisors Co., Ltd.
Hisashi Furukawa, President & CEO
Contact:
Makoto Hanamura
Director of the Board, Managing Director,
Head of Planning Division and Head of Planning GroupTEL: +81-3-6422-0530

Notice Concerning Change of Major Shareholder, Parent Company and Specified Related Partyof the Asset Management Company
Japan Hotel REIT Advisors Co., Ltd. (hereinafter called the “JHRA”) to which Japan Hotel REIT Investment
Corporation (hereinafter called “JHR”) entrusts the management of its assets informs you that there will be a change tothe major shareholder, parent company and specified related party of JHRA as of June 30, 2021.

1.

Rationale of the change
Rockrise Sdn Bhd (hereinafter called “Rockrise”) is a parent company of JHRA and belong s to SC CAPITALPARTNERS Group (hereinafter called the “Sponsor Group”), which is the main sponsor of JHRA.
As of June 7, 2021, JHRA received a notification from Rockrise that, on June 30, 2021, they will transfer all
12,700 shares of JHRA which Rockrise owns (87.6% of the total number of outstanding shares) to SCJ One(S) Pte. Ltd. (hereinafter called “SCJ1”), which is a 100% subsidiary and newly established by SCJ-Holdings Pte. Ltd. (hereinafter called “SCJH”) that currently owns 100% of the issued shares of Rockrise(hereinafter called the “Share Transfer”). Along with the Share Transfer, Rockrise will no longer be the major
shareholder, parent company or specified related party of JHRA, and SCJ1 will become the new major
shareholder, parent company and specified related party of JHRA.
The Share Transfer will change the parent company of JHRA from a Malaysian corporation to a Singapore
corporation as part of measures aimed at stable and sustainable growth of the medium-to-long-term businessof the Sponsor Group.
We have received the report from the Sponsor Group that there will be no impact on the support for eachcompany of JHR and JHRA, and other relationships.

2.

Scheduled date of the change
June 30, 2021

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Summary of the major shareholder, parent company and specified related party after the change
Name
SCJ One (S) Pte. Ltd.
Address
2 Nassim Road, Singapore 258370
Title and name ofSuchad Chiaranussati (Director)
representative
Major business areas
Investment business
Capital
1 SGD
Date of establishment
October 21, 2020
Net asset and total asset
Nondisclosure (Note 1)of the latest business year
Major shareholder andSC J-Holdings Pte. Ltd. 100%
ratio of share
Relation with JHR and
CapitalA related company of SCJ1 owns 0.1% ofJHRA
relationshipoutstanding units of JHR.
SCJ1 will own 87.6% outstanding shares of JHRA.
HumanSuchad Chiaranussati, the director of SCJ1, is arelationshipchairman and part-time director of JHRA.
Business
Each company of HMJ Group (Hotel Management
relationshipJapan Co., Ltd. (hereinafter called “HMJ”) and its
subsidiaries are collectively called “HMJ Group”),
which will be a related company of SCJ1, is thelessee of the hotels owned by JHR (16 properties intotal) (Note 2). Moreover, HMJ is a specified related
party of JHR.
(Note 1) Undisclosed since the consent of disclosure was not obtained.
(Note 2) Among the properties owned by JHR, HOTEL ASCENT FUKUOKA and Hotel Keihan Universal
City are scheduled to be rebranded and changed their names on June 18, 2021 and July 1, 2021,
respectively, and the lessees will be changed to the HMJ subsidiaries. The above includes these
two hotels. The same shall apply hereinafter.

4.

Summary of the entity, which is no longer applicable to the major shareholder, parent company and specified
related party after the change
NameRockrise Sdn Bhd
Address
12th Floor, Menara Symphony, No. 5, Jalan Prof. Khoo Kay Kim,Seksyen 13, 46200 Petaling Jaya, Selangor Darul Ehsan, Malaysia
Title and name of
Suchad Chiaranussati （Director）
representative
Major business areas
Investment business
Capital100,000 MYR
Date of establishment
April 20, 2010
Net asset and total asset
Nondisclosure (Note)of the latest business year
Major shareholder andSC J-Holdings Pte. Ltd. 100%
ratio of share
Relation with JHR and
CapitalA related company of Rockrise Sdn Bhd owns 0.1%
JHRA
relationshipof outstanding JHR units.
Rockrise Sdn Bhd holds 87.6% outstanding sharesof JHRA.
HumanSuchad Chiaranussati, the director of Rockrise Sdn
relationship
Bhd, is a chairman and part-time director of JHRA.
2Business
relationship

HMJ group companies, related companies ofRockrise Sdn Bhd, are the lessees of the hotels
owned by JHR (16 properties in total). Moreover,

HMJ is a specified related party of JHR.
(Note)

5.

Undisclosed since the consent of disclosure was not obtained.

Number of shares (number of voting rights) owned by the parent companies of JHRA and ratio to the voting
rights of entire shareholders(1) SCJ1
Category

BeforeN/A

After

Parentcompany

Number of voting rights（Ownership ratio of voting rights）
Direct ownership Indirect ownership
Total
000
(0.0%)(0.0%)(0.0%)
12,700012,700(87.6%)(0.0%)(87.6%)

Ranking among
major
shareholders
N/A
1st(2) Rockrise
Category

Number of voting rights
Ranking amongmajor（Ownership ratio of voting rights）(Note)shareholders
Direct ownership
Indirect ownership
TotalBefore
Parent12,700012,700
1stcompany(87.6%)(0.0%)(87.6%)
AfterN/A
000
N/A(0.0%)(0.0%)(0.0%)(Note) Number of shares excluded from total number of outstanding shares:0because of no voting rights
Total number of outstanding shares as of June 7, 2021
: 14,500

6.

Future prospects(1) Changes to asset management contract concluded by JHR
No change(2) Changes to organizational structure of asset management company (JHRA)
No change(3) Changes to decision-making structure in asset management company (JHRA)
No change(4) Changes to rules related to compliance or parties with conflict of interestNo change(5) Changes to investment policy
No change(6) Changes to contracts etc. with sponsors, etc.
No change(7) Prospects on continuation of listing by JHR
JHR will remain listed.
(8) Future policy
There will be no change in the company’s policy to date.
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Notifications required for the changes above will be submitted pursuant to Financial Instruments and Exchange
Act and other applicable laws and regulations, etc.

* Website of Japan Hotel REIT Investment Corporation: https://www.jhrth.co.jp/en/

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