Make The World
More Sustainable[Provisional Translation Only]
This English translation of the original Japanese document is provided solely for information purposes.
Should there be any discrepancies between this translation and the Japanese original, the latter shall prevail.

June 19, 2023
IssuerIchigo Office REIT Investment Corporation (“Ichigo Office,” 8975)
1-1-1 Uchisaiwaicho, Chiyoda-ku, Tokyo
Representative: Keisuke Chiba, Executive Director
www.ichigo-office.co.jp/en
Asset Management Company
Ichigo Investment Advisors Co., Ltd.
Representative: Hiroshi Iwai, President
Inquiries: Yuji Kamo, Head of Ichigo OfficeTel: +81-3-3502-4891

Summary of Proxy Voting Recommendations by Proxy Advisory Firms
Ichigo Office has confirmed the proxy voting recommendations made by Glass, Lewis& Co. (“Glass Lewis”) and Institutional Shareholder Services Inc. (“ISS”) regarding theshareholder proposals on the agenda (Proposals 1~8 proposed by Ichigo Office &Proposals 9~14 proposed by Berkeley Global, LLC) for the Extraordinary Shareholder
Meeting (Fourteenth Shareholder Meeting, “EGM”) to be held on June 23, 2023. Below
is a summary of the recommendations.
Ichigo Office’s Board of Directors is comprised of independent directors who have norelationship with Ichigo Investment Advisors Co., Ltd., Ichigo Office’s asset
management company or the Ichigo group. Upon careful review of Berkeley Global’s
proposals under this independent governance system, Ichigo Office’s Board of Directors
has unanimously reached the conclusion that Berkeley Global’s proposals do notcontribute to Ichigo Office shareholder value, and opposes all of Berkeley Global’sproposals.
Ichigo Office relentlessly strives to maximize shareholder value, and its long-termreturns significantly outperform the TSE REIT Index.
Ichigo Office Total Returns & Outperformance vs. TSE REIT Index
1-year+9.73%+13.11%

Ichigo Office Total Returns
Outperformance vs. TSE REIT Index

3-year
+46.97%+17.16%10-year+129.23%+62.52%(As of March 17, 2023, the date of Berkeley Global’s EGM request – Bloomberg data)
Ichigo Office is asking its shareholders to cast their votes for the EGM by making
reference to the recommendations of Ichigo Office, Glass Lewis, and ISS; the Materials
for the Fourteenth Shareholder Meeting; and the related Supplementary Materials.
Ichigo Office is deeply grateful for our shareholders’ support and we will continue ourcommitment to maximize shareholder value.

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Recommendations of Ichigo Office, Glass Lewis, and ISS
Proposals

IchigoGlassOffice

Lewis

Ichigo Office Proposals (Proposed by Ichigo Office’s Board of Directors)
Amendment to the Articles of
Proposal 1
Incorporation (Reduce NOI &For
AbstainDividend Performance Fee)
Amendmentto the Articles of
Proposal 2
Incorporation (Amend Gains on SaleForFor
Performance Fee)
Amendment to the Articles of
Proposal 3
Incorporation (Amend Gains onForFor
Merger Performance Fee)
Amendment to the Articles of
Proposal 4
Incorporation (Amend Gains on REIT
ForForTOB Sale Performance Fee)
Appointment of Takafumi Kagiyama as
Proposal 5
ForForExecutive Director
Appointment of Yuji Maruo as
Proposal 6
ForForSupervisory Director
Amendment to the Articles of
Proposal 7
Incorporation (Reduce upper limit on
Director compensation and addForFor
Director compensation shareholder
approval requirement)
Amendment
to the Articles of
Proposal 8
Incorporation (Change upper limit onForFor
number of Directors)
Berkeley Global Proposals
Partial amendments to the Articles of
Proposal 9Incorporation (regarding change in theAgainst
Forrate of NOI & Dividend PerformanceFee)
Proposal 10 Partial amendments to the Articles ofIncorporation (regarding abolition ofGains on Sale Performance Fee, andAgainst
Againstadoption of Asset Acquisition Fee andAsset Sale Fee)
Partialamendments to the Articles of
Proposal 11
Incorporation (regarding abolition ofGains on Merger Performance Fee andAgainst
AgainstGains on REIT TOB Sale PerformanceFee, and adoption of Merger Fee)
Appointmentof Mr. Toru Sugihara as
Proposal 12
AgainstAgainstan executive director
Proposal 13 Appointment of Mr. Akihiko Fujinaga
AgainstAgainstas a supervisory director
Proposal 14 Partial amendments to the Articles ofIncorporation (regarding adoption of aAgainst
Againstcap on remuneration for Executive
Directors and Supervisory Directors)

ISSFor
For
For
For
AgainstAgainstFor

AgainstAbstainAbstain

AgainstAgainstFor
Against(Note 1) Ichigo Office received notifications from Berkeley Global that they arewithdrawing Proposals 9 and 10, contingent on Ichigo Office’s Board of Directors not2

withdrawing or revising Proposals 1 and 2, and Proposal 1 and 2 remaining on the EGM
agenda, and Ichigo Office has agreed to these withdrawals. Ichigo Office will propose
the withdrawals of Proposals 9 and 10 for shareholder approval at the EGM, and upon
approval, Proposals 9 and 10 will be withdrawn (Ichigo Office will not make anychanges to Proposal 1). If Proposals 9 and 10 are withdrawn, the exercise of voting
rights for Proposals 9 and 10 will be invalid because Proposal 9, a proposal conflictingwith Proposal 1, and Proposal 10 a proposal conflicting with Proposal 2, will no longer
be on the EGM agenda.
For details of Berkeley Global’s withdrawals of Proposals 9 and 10, please see Ichigo
Office’s June 9, 2023 release, “Ichigo Office’s Position on Berkeley Global’s
Shareholder Proposal Withdrawal” and June 13, 2023 release, “Ichigo Office’s Position
on Berkeley Global’s Second Shareholder Proposal Withdrawal,” respectively.
(Note 2) For matched pairs of conflicting proposals (if Proposals 9 and 10 arewithdrawn, Proposal 3 and/or 4 and Proposal 11; and Proposal 7 and Proposal 14), incases where For votes are cast on both proposals (including cases where For votes arecast on either Proposal 3 or 4 and Proposal 11), such votes will be deemed invalid.

(Reference) List of Disclosures Related to the June 23, 2023 Extraordinary Shareholder
Meeting
www.ichigooffice.co.jp/ir/news/news_file/file/IchigoOffice_20230619_List_of_EGM_Related_Disc
losures_ENG.pdf

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