Nomura Real Estate Master Fund, Inc.
Result of the 4th General Meeting of Unitholders Resolution (Reference)(May 30, 2023)
1. Content of Resolution
Proposal No. 1 Partial Amendment to the Articles of Incorporation
Proposal No. 2 Appointment of One (1) Executive Director
Shuhei Yoshida is appointed as Executive Director.
Proposal No. 3 Appointment of Three (3) Supervisory Directors
Mineo Uchiyama, Mika Okada, and Toko Koyama are appointed as Supervisory
Directors.
2. Number of voting rights relating to the declaration in favor and opposition regarding the matters to beresolved and result of resolution
Number in favor

Number inopposition

Ratio in favor（％）

Result ofresolution

Proposal No. 1

4,711,886

3,010

99.93%

Approved

Proposal No. 2

4,574,190

140,71397.01%

Approved

Proposal No. 3 Mineo Uchiyama

4,710,896

3,981

99.91%

Approved

Proposal No. 3 Mika Okada

4,710,962

3,915

99.91%

Approved

Proposal No. 3 Toko Koyama

4,710,982

3,895

99.91%

Approved

Matters to be resolved（Note 1）Total number of voting rights that can be exercised at the General Meeting of Unitholders is
4,715,200.
The total number of voting rights which have been confirmed to be in favor for the respective
proposals among those exercised in advance up until the day before the General Meeting ofUnitholders and those exercised by unitholders in attendance, plus the number of voting rights
deemed to be in favor under the provisions concerning deemed affirmative votes (Note), isdivided by the total number of voting rights of unitholders were in attendance (including
attendance by deemed affirmative votes (Note)), which is 4,715,200, and rounded off to two
decimal places.
(Note 2) Proposal No. 1 should be supported by attending unitholders who hold a majority of the issued
units, and is approved with the support of at least two-thirds of the voting rights of attending
unitholders (including attendance by deemed affirmative votes).
(Note 3) Proposals No. 2 and No. 3 are approved with the majority support of the voting rights ofattending unitholders (including attendance by deemed affirmative votes).

3. Handling of the number of voting rights for attending unitholders who could not confirm their support
or opposition:
Resolution was made by totaling the prior exercise of support and opposition on the day before theGeneral Meeting of Unitholders and attending unitholders that could be confirmed with respect totheir support and opposition, and the voting rights regarded as compatible by the application of theprovisions regarding deemed affirmative vote (Note). Since the passage or denial of the matters become
clear, number of voting rights among the unitholders attending at the day of the General Meeting ofUnitholders does not confirm the approval, opposition or abstention and are not added to the numberof voting rights.
(Note) Based on the Act on Investment Trusts and Investment Corporations, Article 93 (1), deemedaffirmative vote is defined as below in the Articles of Incorporation, Article 14.

Article 14.

(Deemed Approval)

1.

Any unitholder who does not attend a general meeting of unitholders and does not exercise his/hervoting rights shall be deemed to be in favor of any proposal submitted to such general meeting ofunitholders (provided, however, that in cases where two or more proposals are submitted and any
such proposal is in conflict in its nature with another proposal, both of such proposals shall be
excluded from such deemed approval).

2.

Notwithstanding the provision of the preceding paragraph, the provision on Deemed Approvalshall not apply to proposals concerning the following items.

3.

(1)

Dismissal of Executive Directors, Supervisory Directors or Auditors(2)

Amendment to Articles of Incorporation (limited to establishment, revision or abolition ofprovisions related to Deemed Approval)(3)

Dissolution(4)

Approval of cancellation of the asset management agreement by the asset managementcompany(5)

Cancellation of the asset management agreement by the investment corporationThe number of voting rights owned by the unitholder deemed to be in favor of a proposal inaccordance with Paragraph 1 shall be included in the number of voting rights of the unitholders inattendance.