Semi-Annual Reportfor the Period ended May 31, 2019(the 15th Period)
From December 1, 2018 to May 31, 2019

A-PLACE Gotanda

Activia Properties Inc. 1-1 Minami-Aoyama 1-chome, Minato-ku, Tokyo

https://www.activia-reit.co.jp/en/

Semi-Annual Report forthe 15th Period ended May 2019
From December 1, 2018 to May 31, 2019

Cash Distributions (Result)
The Period ended May 2019(the 15th Period)

Cash distributions per unit¥

10,017

Cash Distributions (Forecast)
The Period ending November 2019(the 16th Period)

Cash distributions per unit¥

10,018The Period ending May 2019(the 17th Period)

Cash distributions per unit¥

Basic Policy of Activia Properties Inc.

Focused investment in Urban Retailproperties and Tokyo Office properties
Activia Properties Inc. aims at proactive
management through selecting assets thatappeal to retail customers and officetenants as urban centers and hubs for business

Utilization of the comprehensive support
and capabilities of the Tokyu Fudosan
Holdings Group’s value chain

activity, in order to maximize unitholder value overthe medium- to long-term. API also takes initiatives
to improve its asset management.

Strong governance structure aimed at
maximizing unitholder value

9,700

Contents
4

Message53

IV Statements of Changes in Unitholders’ Equity

6

Topics

54

V

14

API’s Basic Policy

56

VI Statements of Cash Flows

15

Portfolio List

57

VII Notes to Financial Statements

16

Portfolio Map

69

VIII		Schedule of Financial Statements

19

Overview of API

79

Independent Auditor’s Report

20

I

Asset Management Report80

Overview of the Asset Manager

50

II

Balance Sheets81

Information on Unitholders

52

III Statements of Operations

Statements of Cash Distributions

Message

Pursuing Internal Growth Mainly
in Office and Other Achievements,
We Aim at Maximization of Our
Unitholder Value

external environment marked by a robust realestate market, long-term interest rates remaining
at low levels, etc. Financing activities throughpublicly offering and property acquisition have been
continuously and actively conducted, and this has
led to an ongoing expansion in J-REIT asset sizes.

(30% co-ownership interest), Q plaza HARAJUKU(60% co-ownership interest) and one office property
in “Activia Account properties”: EDGE Shinsaibashi.
API also disposed of 50% co-ownership interestin a property in “Urban Retail properties” which is
A-FLAG AKASAKA. Consequently, API’s portfolio hasenhanced to 45 properties with the total acquisition
price of ¥500.5 billion.
The overall occupancy rate of the portfolio at theend of the period under review was 99.5%, and wehave successfully maintained a high rate.
As a result of the above-mentioned management,
operating revenue, operating profit, and profit were
¥14,843 million, ¥8,599 million and ¥7,725 million,
respectively, for the period ended May 2019.
Distributions per investment unit resulted in ¥10,017,
exceeding the previous forecast of ¥9,878.

Under such circumstances, in internal growth
aspect, API has continuously achieved rent increaseat lease contract renewals, mainly in offices
particularly of Tokyo Office properties. Managementof retail properties such as Urban Retail properties
remains stable for long-term, taking advantage oflocation and quality of the properties.
In December 2018, API conducted a public
offering for a sixth consecutive year, and in connection
with the offering, the investment corporationacquired total three properties, including two in“Urban Retail properties”: Tokyu Plaza Ginza (Land)

Recently, there is increased demand forcorporations to incorporate and actively promote
ESG (Environment, Social, Governance) perspectives
into their long-term management strategy to realize asustainable society.
API has aimed to build a portfolio of properties
that can expect stable and sustainable customer
demand to maximize unitholder value in themedium- to long-term, and in addition to our
focus on factors including location, usage, size,and quality, we promote wide range of efforts to
reduce environmental load and to contribute to our

Kazuyuki Murayama
Executive Director
Activia Properties Inc.

Thank you very much for your continued support
for Activia Properties Inc.
Recently we have closed all accounts for the
15th period from December 1, 2018 to May 31, 2019.
We owe this achievement to your understanding andcontinuous support for which we wish to extend our
deep appreciation to you.
In the fiscal period under review, the Japanese
economy continued on a trend of gradual recovery
on the whole against an ongoing backdrop of robust
employment and income environments, but signs
of weakness in exports and capital investment also
emerged due to a slowing global economy.
The J-REIT market has been maintaining
an upward trend supported by a situation where
respective investment corporations have been
implementing initiatives with a focus on enhancementof unitholder value, which is in addition to a favorable

environment and local community.
Based on these efforts, our asset manager TLC
REIT Management Inc. identified core issues forthe medium- to long-term from social issues suchas consideration for environment and society andenhanced governance. We have adopted these as
our materiality and established our numerical targets
and management policy to address such issues.
We will more actively promote efforts to achievesustainable society with the target for each material
issue.
For the next 16th period ending November 2019and onwards, we will aim at a steady DPU growthby pursuing internal growth particularly in office, as
well as seek to maximize unitholder value as ourmost important task in management, through using
strategy for external growth which supports DPU
growth speed.
We would be most grateful for your continued
support and encouragement. Thank you.

Financial Highlights (Millions of yen)
Period ended November 30, 2018(the 14th Period)
Operating revenue

Operating profit

Ordinary profit

Profit¥13,815
¥

7,546

¥

6,697

¥

6,696

Period ended May 31, 2019(the 15th Period)¥

14,843
8,599
7,726
7,725
¥

¥

¥

Period ended November 30, 2018(the 14th Period)
Total assets

Net assets¥

445,464¥¥

223,842¥50.2%

Unitholders’ equity tototal assets (%)
Net assets per unit (yen) (Note)

Period ended May 31, 2019(the 15th Period)¥

320,368

514,359
256,08549.8
332,050%¥(Note) API implemented a 2-for-1 investment unit split effected as of October 1, 2015.

45

Topics
Management Highlights of the 15th Period
Ended May 2019
Achieved Unitholder Value IncreaseDPU

NAV per unit

10,017451,012¥(vs. Previous period ¥+433/+4.5%)¥

Trend in DPU and Growth Strategy
 ctual DPU on stabilized basis (stabilized DPU) for the period ended May 2019 were ¥9,637, which is a sign of steadyA
growth even after having reached ¥9,000 level (consecutive increases for 11th period).
 e aim at further growth of stabilized DPU, to have reached ¥10,000 level in coming 2 or 3 years, with internal growthW
to achieve particularly in office properties as the main driver.

New Result/New Forecasts

Results
Actual DPU(vs. Previous period ¥+13,710/+3.1%)

Within 2-3 years

DPU for the period ended May 2019 / New forecasts
Effect from disposition of A-FLAG AKASAKA(¥)

10,000Internal Growth
Strong Internal Growth in Offices

External Growth
Portfolio increasing stability
9,248

9,000

¥

Rent increase

Asset size (total acquisition price)+11,117thousands/month

500.5billion¥

0

Ave. rent increase+9.4%

Vision for Growth

10,018

380

358

9,637

9,660

Previous
forecast
9,878

Previous
forecast
9,905

9,584

9,462

9,346

Accelerate

10,017External

GrowthInternal Growth particularly

in office as a main driver

9,700

Countermeasure against property-related taxes to be
expensed from 18th period ending Nov. 2020

9,021
Property-related taxesetc. of three properties
acquired in Jan. 2019 : approx. ¥265/unit
2018.122019.5(beg. of 15th Period) (15th Period)

2019.11(16th Period)

2020.5(17th Period)

Lowered interest rate
Improvement in saleslinked rent at hotels
Change in AM fee structure

2016.11 2017.5 2017.11 2018.5 2018.11 2019.5 2019.11 2020.5(10th Period) (11th Period) (12th Period) (13th Period) (14th Period) (15th Period) (16th Period) (17th Period)

Ratio of top 10 tenants

24.2%(vs. IPO -27.0pt)

Change in Asset Management Fee Structure
The change is supposed to take effect from the 17th period ending May 2020 upon approval at the 5th Unitholders’ Meeting.

Financial Strategies
Solid bank formation

Ave. interest rate

0.57%

(vs. Previous period -0.06pt)

ESG
Promote new approach

Purpose of the change: Further improvement of unitholder value

Strengthen incentives related to maximization of unitholder value

BeforeType

4.8years(vs. Previous period +0.3year)

Established in April 2019

Sustainability Policy(Note 1) Based on results of the period ended May 2019, except for Financial Strategies of which figures are assumption-based as of July 18, 2019.
(Note 2) Figures related to Internal Growth are total of Tokyo Office properties and Activia Account properties, or average of the two categories.
(Note 3) Ratio of top 10 tenants is calculated based on contracted rents excluding lands (tenant: Sumitomo Mitsui Trust Bank, Limited).

6

After

Type I (Note 4)

Type II

Total assets at end of
the preceding period
0.3%(up to 0.4%)

DPU (Note 2) ×NOI ateach period
0.00020%(up to 0.00020%)

Actual amount¥773 million¥450 million

Ratio I : II

63.2%

Based onActual rate (Note 5)

Ave. years remaining to maturity

Management from unitholders’ perspective

Outline of the Change (Note 3)

Issued in July 2019

Green Bonds

Rebalance the type I (total asset-based) and type II (DPU (Note 2)/NOI-based) management fees

vs. Total assets

36.8%
0.48% (Note 6)(Note 1) T he change is supposed to take effect upon approval at the 5th unitholders’meeting on Aug. 9, 2019 and completion of other procedures(Note 2) D PU refer to distribution per unit before deduction of type II asset
management fee(Note 3) Calculated based on forecast for the 17th period ending Nov. 2020
(Note 4) Annual rate
(Note 5) Rate to be agreed between API and the Asset Manager(Note 6) N o change for the upper limit of total amount of type I and type II management
fees (total assets at the end of each period ×0.5%)

Type
Based onScheduled
rate (Note 5)
ScheduledamountRatio I : II

Type I (Note 4)

Type II

Total assets at the endof preceding period
0.25%(up to 0.3%)

DPU (Note 2) ×NOI ateach period
0.00021%(up to 0.00021%)¥645 million¥481 million

57.3%

vs. Total assets

42.7%
0.44% (Note 6)

approx. ¥-100 million/period

7

Management of retail properties

Internal Growth
Rent revision
Continuous uptrend continues and will continue in the period ending Nov. 2019 and onwards.
Increased amount of rent in the period ended May 2019 recorded highest ever, as the result of aggressive negotiation
backed by favorable market environment and rent gap.

87%
69%

6,000

65%

4,951
tsubo
3,262
tsubo

2,299
tsubo

2,000

3,477
tsubo

-47tsubo-17tsubo

+4.8%

+7.3%

+5.2%

+9.1%

¥+3,397k¥+4,815k¥+6,674k¥+3,826k¥+7,855k¥+9,661k¥+3,590k

2017.5(11th Period)

2017.11(12th Period)

2018.5(13th Period)

2018.11(14th Period)

2019.5(15th Period)

2019.11(16th Period)

2020.5(17th Period)(¥thousands/month)

Increased rent (incl. forecast)

Decreased rent

2021.5(19th Period)

2020.11(18th Period)

TO-10 A-PLACE Shinagawa (replacement with higher rent)

 enant replacement succeeded with a contracted rentTlargely exceeding rent gap as a result of a bid which is alimited case in leasing activities against backdrop offavorable market environment.
2019.11 (16th Period)¥4,066k+11.7%

245 tsubo

FR·DT

total 0 month

Rent gap-23%

Rent increase+40%+26.2%+17.1%

2017.11 (12th Period)¥2,037k¥1,529k¥393k

Ratio of fixed-rent lease
contracts (based on
number of contracts) 73%

Profitability

Realize rent raise per tsubo due to strong
leasing capability backed by excellent location.

Stability

Further promote diversification of tenants bylease zone diversification.

Renovation
completedon May 30

100

Charles & Keith(Opened in Mar. 2019)• Full line up of brand’s
products such as woman’s
shoes, bags, accessories.

¥-255k
40%

¥-48k

¥-21k

¥-487k
78%

100%

100%

100%

2017.52017.112018.52018.112019.52019.11(11th Period) (12th Period) (13th Period) (14th Period) (15th Period) (16th Period)(Note) Figure above bar indicates average increase rate.

Dec.

Jun.

260 tsubo

520 tsubo

Rent increased area

0 tsubo390 tsubo

Increase rate—

+12.2%(Shinagawa,
Gotanda area)(Note) As of June 30, 2019.

2018.11 (14th Period)

A case of newly opened shop

2019.5 (15th Period)• The store is its 5th in Japan.

Sales-linked rent at hotels
Large recovery from previous forecast considering impact of earthquake is expected for the period ending November 2019 (16th period).
(¥ mn)

Even period: Tokyu Plaza Akasaka, A-FLAG SAPPORO300

Odd period: Kobe Kyu Kyoryuchi 25Bankan

276.9

257.8

223.7
200

100

73.8

2017.11(12th Period)

2018.5(13th Period)

71.0

2018.11(14th Period)

2019.5(15th Period)

Previous
forecast
198.7
2019.11(16th Period)(forecast)

71.0

2020.5(17th Period)(forecast)

API’s Urban Retail properties including hotels are located in proximity to event’s venue.

2019.5 (15th Period)

Rent reviewed area

Areas underleasing• Established in Singapore,
now present in 37 countries.

Dec.

Large-scale international events to be held in Japan

TO-9 A-PLACE Gotanda (rent revision)¥1,879k ¥1,864k¥-123k

110

0

Area

(Note) FR and DT refer to free rent period and down time, respectively.

+7.4%
0

DECKS Tokyo Beachability to draw in customers due toMerchandising Increase
increasing number of cosmetic shops.

0

Examples of tenant replacement with higher
rent and rent revision (Shinagawa, Gotanda area)+13.3%

1,000

Tokyu Plaza Omotesando Harajuku

2018.5 (13th Period)

4,000

2,000

(%)

120

 7.5% rent increase was achieved in zones under+review owing to tenant replacement (13 shops)
with higher rents in spite of decrease generated inleased area due to zone division and integration.

90

3,206
tsubo

+7.1%

 eek proactively to conclude fixed-term lease contracts
S
in order to achieve large increase in rent income as well
as secure further upside potential at next contract
negotiations.

3,000 ales decreased to 95% Y-on-Y in Tokyu Plaza Omotesando
S
Harajuku partly due to the largest scale renovation held since
its completion.

4,696
tsubo

3,878

Tenant replacement

5,000

 fter lease termination of 20 zones in Jan.,A
renovation works of 15 shops were held fromFeb. to May 2019.

(Tokyu Plaza Omotesando Harajuku)

tsubo

0

8

34,709 tsubo

598
tsubo

Averageincrease rate
Increasedamount ales recorded 111% on Y-on-Y basis in DECKS TokyoS
Beach, recording increase in every month.

Total leasable area

6,008
tsubo

61%

4,977
tsubo

4,728
tsubo

4,000

Area (up) (incl. forecast)
Area subject to lease renewal
Area (down)
Ratio of area with increased rent

10,369tsubo

78%

Outline of renovation work

(Tokyu Plaza Omotesando Harajuku/DECKS Tokyo Beach)Management of Tokyo Office properties(tsubo)10,000Trend in sales

Income increase in properties following increased number of visitors during the event’s period as well as revitalizationof the area are expected.
Major events
Sep.-Nov. 2019

Rugby World Cup™ Japan 2019TO-10 A-PLACE Shinagawa

123 tsubo

TO-15 A-PLACE Gotanda Ekimae

323 tsubo

TO-16 A-PLACE Shinagawa Higashi 117 tsubo

Jul.-Sep. 2020

Olympic and Paralympic Games Tokyo 2020
May-Nov. 2025

Expo 2025 in Osaka

Properties nearby
Tokyu Plaza Akasaka/Kobe Kyu Kyoryuchi 25Bankan/
A-FLAG SAPPORO
Tokyu Plaza Akasaka/A-FLAG SAPPORO/DECKS Tokyo Beach
Kobe Kyu Kyoryuchi 25Bankan/
Q plaza SHINSAIBASHI
9

External Growth

Financial Management Status

Trends in asset size and investment ratio

Trend in LTV

 e continuously examine possibilities for acquisition of and replacement to new assets having internal growth potentialW
in order to achieve early realization of ¥10,000 stabilized DPU.

 ith LTV recently hovered around 45%, flexibility for property acquisition secured with capacity for acquisition ofW¥45.7bn at LTV 50%.

 iven increased stability of the portfolio and market environment, API will not define further target asset size or seekG
portfolio expansion.

(%)
50.0

LTV

Appraisal LTV
47.7%¥ 500.5bn¥502.0bn¥389.1bn¥282.6bn

43.4%¥231.7bn¥170.4bn

2015.1After 2nd PO

2016.1After 3rd PO

2017.1After 4th PO

End of 15th Period
2019.1
May 2019
After 6th PO

2018.1After 5th PO

API’s portfolio composition policy

Asset mix exerting synergetic effect igorously selected investment in retail properties andR
office properties is implemented since IPO.

 stablish a solid revenue base by composition ofE
remarkably stable retail properties and officeproperties with high growth potential in portfolio.

Major properties of combined asset categories

Tokyo Office properties

70 %Tokyu Plazaor more ofinvested
amountUR-2 Akasaka

Activia Account properties(Retail and office properties other than
UR and TO)

A-FLAG

UR-11 KOTTO DORI

A-PLACEEDGE

TO-17 Shinbashi Ekimae AA-13 Shinsaibashi

Rent change (after acquisition)Acquiredhigh-quality properties taking in advantage
of API as REIT having diversified assets.

Urban Retail properties

10.0

gro

wth

Avg. years remaining to Maturity
0.79%

0.77%

After
IPO

41%

45%

51%

50%

51%

51%

2014.1
2015.1
2016.12017.1
2018.1
2019.1
2019.5After 1st PO After 2nd PO After 3rd PO After 4th PO After 5th PO After 6th PO End of May 2019

(Note) Based on acquisition price.

38.0%

Creditrating
(JCR)

¥45.7
bn

(Stable)

38.7%

AA

*Purchased by
Bank of Japan(Note) At the end of the period
ended May 2019.

0.67% 0.67% 0.65% 0.66%
0.63%

0.75% 0.75%

0.75%

ent

stab

ility

ial

3.0

Retailproperties

3.3
years
2.0

2.0

4
years

6
years

Ave. remaining
period tomaturity

Fixedinterest
rate ratio

0.75

4.8yrs91%

Averageinterest
rate

Long-term
borrowing
ratio

0.57%

96%

0.59% 0.57%

3.5
years

2.9
years

3.1
years

3.3
years

2.9
years

3.0
years

2014.11(6th Period)

2015.5 2015.11(7th Period) (8th Period)

3.5
years

4.1
years

4.4
years

4.4
years

4.6
years

4.5
years

4.5
years

8
years

10
years

12
years

14
years

Retailproperties

11.6 years

Officeproperties

3.3 years

Rent increase

+4.9%

0.00
2012.11 2013.5(2nd Period) (3rd Period)

2013.11(4th Period)

2014.5(5th Period)

2016.52016.11 2017.5 2017.11
2018.5 2018.11 2019.5
As of(9th Period) (10th Period) (11th Period) (12th Period) (13th Period) (14th Period) (15th Period) Jul. 18, 2019
(Assumptionbased)(Note) Assumption-based as ofJuly 18, 2019.

List of Lenders (as of July 18, 2019)
8%

3%
8%

+9.9%

(Note 1) C alculated based on properties acquired in connection with from the 1st
to 5th PO.
(Note 2) A verage contract period is calculated based on lease contracts as of
May 31, 2019.
(Note 3) R ent increase (rate) is calculated based on rents (including commonfees) in lease agreements as of May 31, 2019.

4.8
years
0.25

4.0

0.0

(%)
1.00

0.77%

18%

Retail

30%

37.7%
38.3%

Avg. interest rate

0.76%

18 lenders¥234,350mn
27%

8%

28%

39.6%

0.50
pot

Average contract
period50

10(years)
5.0

Average lease period

750Officeproperties

6.0

 ealize to compose most appropriate portfolio by asset
R
acquisition in a timely manner.

25

40.1%

39.5%

Acquisition
capacity(LTV50%) rom the period ended May 2017, lowered average interest rate with maintaining average period remaining to maturity
F
at around 4.5 years.

4.0

8.0

Trend in ratio of retail to office properties

Office38.7%

2012.11 2013.5 2013.11 2014.5 2014.11 2015.5 2015.11 2016.5 2016.11 2017.5 2017.11 2018.5 2018.11 2019.5(2nd Period) (3rd Period) (4th Period) (5th Period) (6th Period) (7th Period) (8th Period) (9th Period) (10th Period) (11th Period) (12th Period) (13th Period) (14th Period) (15th Period)

0.80%

(%)
12.0

0
2
year years(Note) A bove pie charts show the ratio of retail tooffice based on rents.

(%)
100

41.6%

Trends in average period remaining to maturity and average interest rate

API’s Asset Mix Strategy

Target portfolio

40.1%

40%~50%

45.6%

41.5%
39.0%

2014.1After 1st PO

44.7% 44.8%

46.0%
43.3%

42.7%

41.3%

40.0

44.5%

43.7%

43.6%

42.8%

¥326.7bn

46.0%

45.9%

45.0%

¥431.5bn

2012.6After IPO

Assumed LTV

Sumitomo Mitsui Trust BankMUFG Bank

Mizuho Bank

Sumitomo Mitsui Banking Corporation

Development Bank of Japan

Mizuho Trust & Banking

Resona Bank

The Norinchukin Bank

The Bank of Fukuoka

Shinkin Central Bank

The 77 BankThe Gunma Bank

Nippon Life Insurance Company

Sumitomo Mitsui Insurance Company

Taiyo Life Insurance Company

THE NISHI-NIPPON CITY BANKTokyo Marine & Nichido Fire Insurance

The Bank of Kyoto

Investment Corporation Bonds
18%

11

Consistent Initiatives for ESG

ESG Initiatives

Establishment of Sustainability Policy

GRESB Real Estate Assessment

	TRM established a Sustainability Policy in Apr. 2019 with belief that efforts towards environment and society andreinforcement of corporate governance should lead to contribution to sustainable development of the society

Green Bond
Framework

Sustainability Policy	API’s Eligible Projects are limited tobuildings obtained two highest ranks
of green certifications (tightened
eligible criteria as first J-REIT)

Environmental Considerations

Information Disclosure

Consider energy efficiency, decarbonization, water efficiency, and waste reduction
as four major items in investment operation, and promote initiatives by reflecting
these items to the measures

Strive to disclose information on our sustainability efforts to investors and otherstakeholders

Efforts for Employees

Cooperation with External Stakeholders

RatingBenchmarkImprove employees’ sustainability knowledge and promote enlightenment
activities for that purpose, implement capacity building to allow personnel to act
professionally and become more proactive, provide training for human resource
development, and support acquisition of qualifications
Improve the way employees work in light of the policies and practices of the entire
group and by close internal sharing of information

As a member of the local community, enhance relationships with customers, suchas tenants and facility users, and the local community through improvements in
disaster prevention and BCP measures, contributing to safety and security
Promote programs and procurement with environmental and social considerations
through engagement with tenants and suppliers, incl. PM companies
Promote efforts to improve the way employees work in light of the policies andpractices of the entire group and by close internal sharing of information

5 Stars

for two consecutive years“Diversified–Office/Retail/
Asia”

Sector Leader(highest rank)

Below are investors who invested inAPI’s first green bonds in July andagreed to disclose their names

A(highest)Legal Compliance and Risk Management
Comply with environmental, social, and governance laws and regulations as well as
pay close attention to and appropriately respond to legislative changes
For risk assessment upon real estate acquisition, work on risk management in an
appropriate manner, with consideration for environmental and social impacts

About
GRESB

Sustainability Promotion Council
To implement the Sustainability Policy, the Sustainability Promotion Council which comprises of company-wide members including the President & CEO of the Asset Manager(chief executive) is periodically held

Investors declared intention
to invest

Public Disclosure

GRESB is an organization established in 2009 which is committed toassessing the environmental, social and governance (ESG) performance inreal estate investments with aim to enhance investors’ quality GRESB
assesses sustainability efforts exercised by real estate companies and funds

Other environmental certifications

Identification of Materiality(In alphabetical order)●

Daitokyo Shinyokumiai●

IZAWA METAL Co., Ltd.

Mitsubishi UFJ Trust and Banking
Corporation● Sumitomo Mitsui Trust AssetManagement● THE OITA BANK, LTD.
●●

The Miyazaki Taiyo Bank, Ltd.

●The Sugamo Shinkin Bank●

Wakayamaken Ishi Shinyokumiai
Green certificated assets(¥291.3 billion)	 Identified core issues (materiality) by extracting significant medium- to long-term social issues based on
Sustainability Policy set by the Asset Manager and prior environmental efforts exercised by API

Identification process
STEP1

STEP2

STEP3

STEP4

Awareness and organizationof social issues

Integration andconsolidation of issues

Reflection of opinions fromofficers and employees

Identification of materiality throughSustainability Promotion Council

Materiality
Materiality

Website renewal
Related SDGs

Renewed API’s website on the occasion of establishmentof Sustainability Policy and identification of Materiality

Green Eligible projects(¥253.6 billion)

CASBEE Property
Assessment Certification

DBJ Green Building
Certification

S class (5 stars): 11
properties
A class (4 stars): 12
properties

5 stars: 1 property

BELS Assessment
5 stars: 2 properties
3 stars: 2 properties
and 4 others

LTV45.6%
Funds
procurable(¥110.5 billion)
Already procured(¥5 billion)(End of period ended
May 2019)(Note) Amount calculated
based on book value at
end of period

Reducing environmental impact
Human capital development as agroup of professionals
Contribution to the local community
Health and well-being of tenants
Supplier engagement
Management framework corresponding
to multifaceted social demand towards
sustainable society

12API’s measurement examples
	 Environmental performance
improvement	Enhancement of conversion
to LEDs

Energyconsumption
per year

CO2 emissions
per year

Nb of Properties(office)

-1.0%

-1.5%

15 properties

In addition to common
areas where conversion
to LEDs is alreadyongoing, works inoffice areas will befollowed accordingly	Conclusion of green leaseagreement
Energy-saving equipment was
installed in some properties andconcluded with a tenant special
agreement stipulating payment ofgreen lease fee(Note) Rates are per each unit, based on FY2018 results (compared to FY2017 results)13

API’s Basic Policy

Portfolio List

Focused investments in Urban Retail and Tokyo Office properties

Category

UR-1

Portfolio Construction Policy

UR-2
UR-3

Urban Retail properties
Urban Retail properties are easily recognizable and are located near major
train stations or popular areas in Tokyo, government-designated major cities
within the three major metropolitan areas or other major cities in Japan.

Tokyo Office properties
Tokyo Office properties are located within the 23 wards of Tokyo in areas
with a high concentration of offices and near major train stations.

Activia Account properties

UR-5

Investment ratio(based on acquisition price)70%

To be disposed

UR-6
UR-7

or moreof the amount invested(Note) T he actual investment ratio could differ
from the ratio indicated above in the
short term depending on theacquisition or selling of properties.

UR-8
UR-9
UR-10
UR-11
UR-12
UR-13

Commercial facilities and office buildings other than Urban Retail and Tokyo Office properties that API rigorously
selected assessing the attributes and competitiveness of each property in anticipation that such properties will secureboth stability and profitability through portfolio diversification.

UR-14
UR-15

Property name
Tokyu Plaza Omotesando
Harajuku (Note 2)
Tokyu Plaza Akasaka (Note 2)
Q plaza EBISU
Kyoto Karasuma Parking
Building
A-FLAG AKASAKA(Note 2) (Note 3)
Kobe Kyu Kyoryuchi
25Bankan

Tokyu Fudosan Holdings Group’s redevelopment projects, etc. in Shibuya
FY2019FY2020(Tentative name) Urban Redevelopment
Step-up Project (Takeshiba District)

FY2021 onwards(Tentative name) Jingumae 6-chome
Urban area Redevelopment Project

Shibuya Station Sakuragaoka
Redevelopment Project

Shibuya Fukuras (Tokyu Plaza Shibuya)
2018

Usage:
office, retail
Total floor area: approx. 59 thousand m2
Opening:
Oct 2019 (scheduled)
Tokyu Plaza Shibuya in Dec 2019 (scheduled)

Shibuya
StreamShibuya
Hikarie

DECKS Tokyo Beach (Note 2)

Tokyu Plaza Ginza (Land)(Note 2)
UR-17 Q plaza HARAJUKU (Note 2)
Urban Retail properties
TO-1 TLC Ebisu Building
TO-2 A-PLACE Ebisu Minami
TO-3 A-PLACE Yoyogi
TO-4 A-PLACE Aoyama
TO-5

Luogo Shiodome

TO-6

TAMACHI SQUARE (Land)(Note 4)

TO-7

A-PLACE Ikebukuro

TO-8

A-PLACE Shinbashi

TO-9

A-PLACE Gotanda

TO-10
TO-11
TO-12
TO-13
TO-14

A-PLACE Shinagawa
OSAKI WIZTOWER
Shiodome Building (Note 2)
A-PLACE Ebisu Higashi
A-PLACE Shibuya Konnoh

TO-15

A-PLACE Gotanda Ekimae

2019

Shibuya Scramble
Square East Tower
2027

Central Tower
West Tower

Next Shibuya
Sakuragaoka Area

By Sponsor Group

Usage:
office, retail, observation deck, etc.
Total floor area: approx. 277 thousand m2
Opening:
East tower in Nov. 2019 (scheduled)Central / West tower in FY2027 (scheduled)

Scramble
Crossing

Shibuya Station Sakuragaoka Exit District

TO-17 A-PLACE Shinbashi Ekimae(Note 4)
Tokyo Office properties
AA-1 Amagasaki Q’s MALL (Land)
icot Nakamozu

AA-4

icot Mizonokuchi

AA-5

icot Tama Center

2019

AA-6

A-PLACE Kanayama

Shibuya
Solasta

AA-7

Osaka Nakanoshima Building

AA-8

icot Omori

AA-9

Market Square Sagamihara

Shibuya
FukurasBy Tokyu Corporation

Usage:
office, retail, residence
Total floor area: approx. 255 thousand m2
Opening:
FY2023 (scheduled)

Shibuya Scramble Square

A-PLACE Shinagawa Higashi

AA-2

2019

Legend

TO-16

2023

Shibuya Station –Sakuragaoka Area

(Tentative name) Jingumae 6-chome Urban Area Redevelopment Project

Usage:
retail, public institution
Total floor area: approx. 22 thousand m2
Opening:
FY2022 (scheduled)(Tentative name) Urban Redevelopment Step-up Project (Takeshiba District)

Usage:
office, retail, residence
Total floor area: approx. 201 thousand m2
Opening:
FY2020 (scheduled)

AA-10 Umeda Gate Tower
AA-11 A-PLACE Bashamichi
AA-12 Commercial Mall Hakata
AA-13 EDGE Shinsaibashi
Activia Account properties
Total

14

(As of May 31, 2019)
Location

Acquisition price Investment Total leasable(In millions of yen)ratio
area (m2)Completion(Note 1)

Occupancy
rate

Jingumae, Shibuya-ku, Tokyo

45,0009.0%

4,918.44

Mar. 2012

100.0%

Nagatacho, Chiyoda-ku, Tokyo
Ebisu, Shibuya-ku, Tokyo
Motohonenjicho, Nakagyo-ku,
Kyoto

11,450
8,430

2.3%
1.7%

16,609.75
4,024.88

Sep. 1969
Aug. 2008

100.0%
100.0%

8,860

1.8%

21,616.04

Jul. 2006

100.0%

Akasaka, Minato-ku, Tokyo

Kyomachi, Chuo-ku, Kobe City,
Hyogo
Minami-Yonjo-Nishi, Chuo-ku,
A-FLAG SAPPORO
Sapporo City, Hokkaido
A-FLAG SHIBUYA
Udagawacho, Shibuya-ku, Tokyo
Shinsaibashi-suji, Chuo-ku,
Q plaza SHINSAIBASHI
Osaka City, Osaka
Minami-Aoyama, Minato-ku,
A-FLAG KOTTO DORITokyo
Minami-Aoyama, Minato-ku,
A-FLAG BIJUTSUKAN DORITokyo
A-FLAG DAIKANYAMA WEST Sarugakucho, Shibuya-ku, Tokyo
Minami-Senba, Chuo-ku, Osaka
A-FLAG KITA SHINSAIBASHI
City, Osaka

UR-16

Sponsor’s Situation

Shibuya Fukuras(Tokyu Plaza Shibuya)

Property
number

1,500

0.3%

1,140.11

Feb. 2008

100.0%

21,3304.3%

19,653.90

Jan. 2010

100.0%

4,410

0.9%

21,229.16

May 1980

100.0%

6,370

1.3%

3,403.07

Jun. 1988

100.0%

13,3502.7%

2,820.23

Nov. 2007

100.0%

4,370

0.9%

2,656.53

Jan. 1992

100.0%

4,700

0.9%

1,994.65

Dec. 1998

100.0%

2,280

0.5%

2,579.08

Apr. 1992

100.0%

4,725

0.9%

2,536.75

Mar. 2008

100.0%

Jun. 1996
Nov. 2000(Extension)

100.0%

Daiba, Minato-ku, Tokyo

12,7402.5%

16,125.56

Ginza, Chuo-ku, Tokyo

37,5007.5%

1,130.04—

100.0%

Jingumae, Shibuya-ku, Tokyo

13,200200,215
7,400
9,640
4,070
8,790

2.6%
40.0%
1.5%
1.9%
0.8%
1.8%

3,378.49
125,816.68
7,342.60
7,950.49
3,106.17
7,303.69

Mar. 2015—
Mar. 1993
Jan. 1995
Feb. 2007
Sep. 1966

100.0%
100.0%
100.0%
100.0%
100.0%
100.0%

4,540

0.9%

4,476.35

Jul. 2004

100.0%

2,338

0.5%

1,287.96—

100.0%

3,990

0.8%

3,409.73

Oct. 2011

100.0%

5,650

1.1%

5,052.14

Mar. 1999

98.7%

5,730

1.1%

4,028.69

Feb. 2012

100.0%

3,800
10,69071,600
7,072
4,810

0.8%
2.1%
14.3%
1.4%
1.0%

2,986.36
7,193.28
28,136.05
4,010.69
2,995.72

Sep. 1991
Jan. 2014
Dec. 2007
Jan. 1992
Mar. 1992

100.0%
100.0%
100.0%
100.0%
100.0%

7,280

1.5%

4,316.89

Nov. 1993

100.0%

3.8%

Aug. 1985(Main building)
14,658.98
Sep. 1999(Annex)100.0%

Ebisu, Shibuya-ku, Tokyo
Ebisu-Minami, Shibuya-ku, Tokyo
Sendagaya, Shibuya-ku, Tokyo
Kita-Aoyama, Minato-ku, Tokyo
Higashi-Shinbashi, Minato-ku,
TokyoShiba, Minato-ku, Tokyo
Minami-Ikebukuro,
Toshima-ku, Tokyo
Shinbashi, Minato-ku, Tokyo
Nishi-Gotanda, Shinagawa-ku,
Tokyo
Konan, Minato-ku, Tokyo
Osaki, Shinagawa-ku, Tokyo
Kaigan, Minato-ku, Tokyo
Higashi, Shibuya-ku, Tokyo
Shibuya, Shibuya-ku, Tokyo
Nishi-Gotanda, Shinagawa-ku,
Tokyo
Konan, Minato-ku, Tokyo
Shinbashi, Minato-ku, Tokyo
Shioe, Amagasaki City, Hyogo
Nakamozucho, Kita-ku,
Sakai City, Osaka
Mizonokuchi, Takatsu-ku,
Kawasaki City, Kanagawa
Ochiai, Tama City, Tokyo
Kanayama, Naka-ku,
Nagoya City, Aichi
Nakanoshima, Kita-ku,
Osaka City, Osaka
Omorikita, Ota-ku, Tokyo
Shimokuzawa, Chuo-ku,
Sagamihara City, Kanagawa
Tsurunocho, Kita-ku, Osaka City,
Osaka
Honcho, Naka-ku, Yokohama
City, Kanagawa
Tokojimachi, Hakata-ku, Fukuoka
City, Fukuoka
Nishi-Shinsaibashi, Chuo-ku,
Osaka City, Osaka

18,80020,500

4.1%

6,484.57

Apr. 2008

100.0%

196,700
12,00039.3%
2.4%

114,740.36
27,465.44

—
—

99.9%
100.0%

8,500

1.7%

28,098.02

Jun. 2007

100.0%

2,710

0.5%

14,032.05

Jul. 1998

100.0%

2,840

0.6%

5,181.58

Mar. 2006

100.0%

6,980

1.4%

9,314.90

Feb. 2009100.0%

11,1002.2%

20,226.77

Mar. 1984

99.9%

5,790

1.2%

6,209.79

Mar. 2007

100.0%

4,820

1.0%

15,152.42

Jun. 2014

100.0%

19,0003.8%

13,624.49

Jan. 2010

100.0%

3,930

0.8%

9,775.50

May 1975

100.0%

6,100

1.2%

9,612.88

Nov. 2005

97.0%

19,8004.0%

15,916.34

Apr. 1986

90.7%

103,570
500,48520.7%
100.0%

174,610.18
415,167.22

—
—

99.0%
99.5%

(Note 1) 	The completion date represents the date of construction of the main building as described in the property registry. For properties with multiple main buildings, the construction date of the oldest
building is listed. However, for A-PLACE Shinbashi and A-FLAG SHIBUYA, the date of inspection that confirms the completion of construction written on the certificate of inspection is provided.
(Note 2) For Tokyu Plaza Omotesando Harajuku, Tokyu Plaza Akasaka, A-FLAG AKASAKA, DECKS Tokyo Beach, Tokyu Plaza Ginza (Land), Q plaza HARAJUKU and Shiodome Building, the acquisition
price and total leasable area are in proportion to our pro rata share of the co-ownership interests (75%, 50%, 50%. 49%, 30%, 60% and 35%, respectively).
(Note 3) We disposed of A-FLAG AKASAKA as of June 3, 2019 (the 16th period).
(Note 4) 	The acquisition price of TAMACHI SQUARE (Land) is the land acquisition price at the time of the initial acquisition (June 13, 2012).

15

Portfolio Map

Central Tokyo Area
Central Tokyo Area

UR-1
URBAN
RETAIL

Kita WardTOKYO
OFFICE

Toshima Ward

Tokyu
PlazaTokyu Plaza
UR-2
UR-2
OmotesandoAkasaka
Harajuku

Tokyu
PlazaQ plaza EBISU
UR-3
UR-3
Akasaka

A-FLAG

A-FLAGDORI

WEST

A-FLAG

UR-6EBISU
Q plaza
AKASAKA UR-6

A-FLAG
A-FLAGUR-9
AKASAKA SHIBUYA

A-FLAG

UR-9 SHIBUYA

Arakawa Ward

Ikebukuro

Nippori

A-FLAG

7
Bunkyo Ward

Tokyu PlazaDECKS Tokyo
Tokyu Plaza
UR-16 Ginza (land)
UR-15 Beach
UR-16 Ginza (land)

Asakusa

Chiyoda Ward

Shinjuku Ward

Shinjuku

ShibuyaWard

3

YotsuyaGaienmae 4

Akihabara

aya

Ebisu

2

6

2

3 1

6

MeguroWard

Meguro

9

Tokyo

16

16

Q plaza

A-PLACE
A-PLACETO-3 A-PLACE
A-PLACE Yoyogi
TO-3
TO-4 Yoyogi
Ebisu
MinamiAoyamaTO-4 Aoyama

TAMACHI
A-PLACE
A-PLACETAMACHI SQUARE
A-PLACE TO-7
A-PLACE
A-PLACE
Shiodome
TO-5 Luogo
TO-6 SQUARE
IkebukuroTO-5 Luogo Shiodome
TO-6 (Land)
TO-7 (Land)
TO-8 Shinbashi TO-8 Shinbashi
TO-9 Gotanda
IkebukuroTO-9 Gotanda

Q plaza

TLC Ebisu TO-1

UR-17 Harajuku UR-17 Harajuku
TO-1 Building

TLC Ebisu A-PLACE
TO-2
TO-2 Ebisu Minami
Building

A-PLACE

15 Osaki 10
11

16

A-PLACE

OSAKI

Shiodome

A-PLACE

A-PLACE

A-PLACE

A-PLACE

A-PLACE

A-PLACE

TO-11 WIZTOWERShiodome TO-12 Building A-PLACE TO-13 Ebisu Higashi
A-PLACE TO-10 Shinagawa OSAKI
A-PLACE TO-14
TO-10 Shinagawa
TO-11 WIZTOWER
TO-12 Building
TO-13 Ebisu Higashi
TO-14 Shibuya Konnoh Shibuya Konnoh

Tamachi

Gotanda Shinagawa

Shinagawa
Ward

SumidaWard

Akasaka
Mitsuke

1 Omotesando
8 17 Chuo
Ward
Shibuya 17 11 12
Shinbashi
Minato Ward
9
5
12
14
13
Tokyo Tower Hamamatsucho
13
HarajukuSu

Nakano
Ward

mi

da

Riv

er

Ueno

DECKS Tokyo

A-FLAG BIJUTSUKAN
A-FLAG DAIKANYAMA
A-FLAG
UR-11 KOTTO DORI
UR-12
UR-13
UR-15 Beach
UR-11 KOTTO
UR-12 BIJUTSUKAN
UR-13 DAIKANYAMA
DORI
DORI
WEST

Taito Ward

Takadanobaba

Tokyu Plaza
Omotesando
Harajuku UR-1

15
TO-17 Shinbashi Ekimae
A-PLACE TO-16 Shinagawa A-PLACE
HigashiA-PLACE TO-15 Gotanda Ekimae
TO-15 Gotanda Ekimae TO-16 Shinagawa
TO-17 Shinbashi
HigashiEkimaeOimachi17

Greater Tokyo Area

AA-4 icot Mizonokuchi

GreaterTokyo
Area
Greater Tokyo
Area

icotMizonokuchi
Mizonokuchi
AA-4
AA-4 icot

Sapporo UR-8 A-FLAG SAPPORO
SapporoSapporo UR-8
SAPPORO
A-FLAGSAPPORO
UR-8A-FLAG

Overview of API
Structure
The REITThe Sponsor

Tokyo

5
4 8
Tokyo
95
4 8
Shin-Yokohama
911
Shin-Yokohama

2

AA-5 icot Tama Center
CenterAA-5
icotTama
Tama
CenterAA-5 icot

3

Nagoya AA-6 A-PLACE
Kanayama
A-PLACE
Nagoya AA-6
Nagoya
AA-6A-PLACE

Sumitomo Mitsui
Trust Bank, Limited

Kanayama
Kanayama

11

4

CustodianTransfer Agent
General Administratorof InstitutionallyManaged Assets

6

General Meetingof Unitholders
Market Square

AA-8 icot Omori
AA-8 icot Omori
AA-8 icot Omori

AA-9 Sagamihara
Market Square
AA-9 Market
SquareSagamihara
AA-9 Sagamihara

The Asset Manager

A-PLACE

AA-11 Bashamichi
A-PLACE
AA-11 Bashamichi
A-PLACE
AA-11 Bashamichi

51

Hakata AA-12 Commercial Mall
HakataCommercialMall
Mall
HakataCommercial
HakataAA-12

Executive Director:
Kazuyuki Murayama
Supervisory Director:
Yonosuke Yamada

7Supervisory Director:
Yoshinori Ariga

Support Companies
URBAN ACTIVIAURBAN ACCOUNTACTIVIARETAILRETAILACCOUNTURBANACTIVIARETAIL ACCOUNT

Kyoto Karasuma

Q plaza

Kobe Kyu Kyoryuchi
UR-5 Kyoto
UR-7 Kobe
UR-10 QSHINSAIBASHI
Karasuma
Kyu Kyoryuchi
plaza
25Bankan
Parking
Building
UR-5 Parking
Kyoto Building
Karasuma UR-7 Kobe
plaza
Kyu Kyoryuchi UR-10 Q
25Bankan
SHINSAIBASHI
UR-5 Parking Building UR-7 25Bankan
UR-10 SHINSAIBASHI888MUFG Bank, Ltd.
Sumitomo Mitsui
Trust Bank, Limited

Board of Directors

AA-12 Hakata
HakataTokyu Livable Inc.
Tokyu Community Corp.

Independent Auditor

Tokyu Hands Inc.
Tokyu Sports Oasis, Inc.

Ernst & Young
ShinNihon LLC

1Asset management agreement

2

Asset custody agreement

3

Transfer agency agreement

4

General administration agreement

5

Fiscal agency agreement

6

Sponsor support agreement,
outsourcing agreement

7

Affiliate support agreements

Tokyu Stay Co., Ltd.

66
6

12
12
12

A-FLAG KITA

KITA
UR-14A-FLAG
SHINSAIBASHI
UR-14
SHINSAIBASHI
A-FLAG KITA
UR-14 SHINSAIBASHI

AA-2 icot Nakamozu
AA-2
AA-2 icot Nakamozu

icot Nakamozu

Kyoto

Shin-Kobe

7
7

Activia Properties Inc.

Executive Director Kazuyuki Murayama
Nagoya5
5

Kyoto

Shin-Kobe

History

ProfileName

関西
Hyogo/Osaka/Kyoto
Hyogo/Osaka/Kyoto
関西
Hyogo/Osaka/Kyoto

18

Amagasaki Q's

Q's
AA-1 Amagasaki
MALL (Land)
AA-1
MALL (Land) Q's
Amagasaki
AA-1 MALL (Land)

1 Shin-Osaka
1 Shin-Osaka
10
7
10 14
7
10
2
10 14
13
2
13

NagoyaOsaka

Nakanoshima
Nakanoshima
AA-7 Osaka
AA-7
Building
Osaka
Building
AA-7 Nakanoshima

Building

Umeda Gate

Gate
AA-10 Umeda
AA-10
Tower
Tower
Umeda Gate
AA-10 Tower

General Administrator
for Investment
Corporation Bonds

Address

Shin-Aoyama Building East 9F,
1-1 Minami-Aoyama 1-chome,
Minato-ku, Tokyo, Japan

Contact

TLC REIT Management Inc.
Tel. +81-3-6804-5671

Closing dates

May 31 and November 30

EDGE

AA-13 EDGE
AA-13
Shinsaibashi
Shinsaibashi
EDGE
AA-13 Shinsaibashi

Sep. 7, 2011

Registration of incorporation, and foundation
under Article 166 of the Act on Investment
Trusts and Investment Corporations

Implementation of registration by theprime minister under Article 189 of theSep. 20, 2011 Act on Investment Trusts and Investment
Corporations (registration number: Directorof Kanto Local Finance Bureau No. 73)
Jun. 13, 2012

Listed on the J-REIT section of the Tokyo
Stock Exchange (securities code: 3279)

19

I. Asset Management Report
1. Review of Asset Management
Asset Management Report for the 15th Fiscal Period(Semi-Annual Report)
From December 1, 2018 to May 31, 2019(1) Investment Performance of the Investment Corporation
Fiscal periodBusiness period
Operating revenue[Lease business revenue]
Operating expenses

15th period(In millions of yen)

12,107

12,72013,327

13,815

14,843(In millions of yen)

[11,370][11,861][12,409][12,673][13,472]

5,127

5,645

5,855

6,268

6,243

[4,509][4,706][5,076][4,973]Operating profit(In millions of yen)

6,980

7,074

7,471

7,546

8,599

Ordinary profit(In millions of yen)

6,152

6,218

6,611

6,697

7,726

Profit(In millions of yen)

6,151

6,217

6,610

6,696

7,725

Net assets(In millions of yen)

208,451

208,523

223,777

223,842

256,085[Change from the previous period](%)[17.8]

[0.0]

[7.3]

[0.0]

[14.4](In millions of yen)

425,977

426,838

445,941

445,464

514,359(%)[14.6]

[0.2]

[4.5]

[–0.1][15.5](In millions of yen)

202,233

202,233

217,091

217,091

248,370

Number of units issued and outstanding(Units)665,214665,214

698,704

698,704

771,224

Net assets per unit

(Yen)

313,359

313,467

320,275

320,368

332,050

Total distributions(In millions of yen)

6,151

6,217

6,611

6,696

7,725

(Yen)

9,252

9,346

9,493

9,584

10,118[Earnings distributions per unit][Distributions per unit in excess ofearnings](Yen)[9,248][9,346][9,462][9,584][10,003]

(Yen)

[—]

[—]

[—]

[—]

[14]

Ordinary profit to total assets (Note 2)

(%)

1.5

1.5

1.5

1.5

1.6

Return on unitholders’ equity (Note 2)

(%)

3.2

3.0

3.1

3.0

3.2

Unitholders’ equity to total
assets[Change from the previous
period](Note 2)

48.9

48.9

50.2

50.2

49.8

(%)

[1.3]

[—]

[1.3]

[―]

[－0.4]

Payout ratio(Note 2)

(%)

100.0

99.9

100.0

99.9

99.8

Unitholders’ capital

Schedule of Financial Statements
Independent Auditor’s Report

14th period[4,097]

Total assets

VIII.

13th period(In millions of yen)

[Change from the previous period]

Asset Management Report
Balance Sheets
Statements of Operations
Statements of Changes in Unitholders’ Equity
Statements of Cash Distributions
Statements of Cash Flows
Notes to Financial Statements

12th period(In millions of yen)

[Expenses related to rent business]

I.
II.
III.
IV.
V.
VI.
VII.

11th period

From December 1, 2016 From June 1, 2017 From December 1, 2017 From June 1, 2018 From December 1, 2018
to May 31, 2017
to November 30, 2017
to May 31, 2018
to November 30, 2018
to May 31, 2019

Basic earnings per unit

(Note 1)

Cash distributions per unit

Activia Properties Inc.
1-1 Minami-Aoyama 1-chome,
Minato-ku, Tokyo[Other reference]
Number of properties

39

39

42

42

45

2

(m )

370,194.77

370,296.85

395,994.33

395,967.44

415,167.22

(%)

99.8

100.0

99.8

99.9

99.5

Depreciation(In millions of yen)

1,175

1,189

1,234

1,267

1,294

Capital expenditure(In millions of yen)

147

303

1,077

352

413

(In millions of yen)

9,185

9,400

9,855

10,006

10,827

Total leasable area

(Properties)(Note 3)

Occupancy rate at end of period

NOI(Note 2)

(Note 1) Basic earnings per unit is calculated by dividing profit by the daily weighted average number of investment units issued and outstanding (664,866 units, 665,214 units , 696,324 units ,698,704 units and 763,508 units for the 11th, 12th ,13th ,14th and 15th fiscal periods, respectively).
(Note 2) The indicators are calculated as follows:
Ordinary profit to total assets: Ordinary profit ÷ Average total assets × 100; Average total assets = (Total assets at beginning of period + Total assets at end of period) ÷ 2
Return on unitholders’ equity: Profit ÷ Average net assets × 100; Average net assets = (Net assets at beginning of period + Net assets at end of period) ÷ 2
Unitholders’ equity to total assets: Net assets at end of period ÷ Total assets at end of period × 100
Payout ratio: Total distribution amount (excluding distributions in excess of earnings) ÷ Profit × 100 (rounded down to the first decimal place)
NOI: Rental operating income (Lease business revenue + Other lease business revenue – Expenses related to rental business) + Depreciation + Loss on retirement of non-current assets(Note 3) The total leasable area is equal to the gross floor area of leasable space in each property excluding properties for which we acquire land only, based on the lease agreements for building
or floor plans as of the end of each fiscal period. Total leasable area for properties for which only land is acquired is based on the lease agreement for land or land plans as of the end ofeach fiscal period. As for Tokyu Plaza Omotesando Harajuku, Tokyu Plaza Akasaka, A-FLAG AKASAKA, DECKS Tokyo Beach, Shiodome Building, Q plaza HARAJUKU and
Tokyu Plaza Ginza (Land), the figures are in proportion to a pro rata share of co-ownership interests of each property (75%, 50%, 50% (15th fiscal period), 49%, 35%, 60% and 30%,
respectively).

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(2) Asset Management during the Fiscal Period under Review
1) Transition of Investment Corporation
Activia Properties Inc. (hereinafter referred to as the “Investment Corporation”) was established on
September 7, 2011, with unitholders’ capital of ¥200 million (400 units) and TLC Township Inc. (on April 1,
2017, an absorption-type merger took place with current TLC REIT Management Inc. (hereinafter referred toas the “Asset Manager”) as a surviving company and TLC Activia Investment Management Inc. (its tradename was changed from TLC Township Inc. on April 1, 2012) as an absorbed company) as the organizer
under the Act on Investment Trusts and Investment Corporations (Act No. 198 of 1951, including subsequent
revisions; hereinafter referred to as the “Investment Trust Act”), and completed its registration in the Kanto
Local Finance Bureau on September 20, 2011 (Director-General of the Kanto Local Finance Bureau No. 73).
After that, the Investment Corporation was listed on the real estate investment trust securities market ofTokyo Stock Exchange, Inc. (Securities code 3279) on June 13, 2012. On December 19, 2018, theInvestment Corporation carried out a publicly offered capital increase for the sixth consecutive year, and on
January 7, 2019, it carried out a third-party allotment.
“Activia” of “Activia Properties,” the name of the Investment Corporation, has been coined from the words“activate” and “ia,” a suffix meaning “place.” By investing in and managing real estate appropriate to its
name, the Investment Corporation seeks to become an entity capable of broadly energizing society. The
Investment Corporation will also select real estate capable of sustaining customer demand as a location forboth corporate activities and urban recreation in popular areas, with the aim of maximizing the medium- andlong-term value of unitholders, supported by its proactive management (management to improve thecircumstances by taking initiatives and acting for the future).
In the fiscal period under review, which ended on May 31, 2019, the Investment Corporation took steps toreshuffle its asset portfolio which involved using proceeds from a publicly offered capital increase to acquire
three properties including Tokyu Plaza Ginza (land) (30% co-ownership interest), which belongs in thefocused investment properties category of “Urban Retail Properties,” and transferring A-FLAG AKASAKA(50% co-ownership interest). Consequently, the Investment Corporation held 45 properties (with the totalacquisition price of ¥500,485 million) at the end of the fiscal period under review.
2) Investment Environment and Investment Performance
In the fiscal period under review, the Japanese economy continued on a trend of gradual recovery on thewhole against an ongoing backdrop of robust employment and income environments, but signs of weakness
in exports and capital investment also emerged due to a slowing global economy.
With respect to the environment surrounding retail properties, personal consumption has been mounting amodest recovery yet consumer sentiment has been weak according to the Monthly Consumer Confidence
Survey released by the Economic and Social Research Institute, Cabinet Office, Government of Japan.
Moreover, according to the Consumption Trend Survey for Foreigners Visiting Japan released by the Japan
Tourism Agency, the Ministry of Land, Infrastructure, Transport and Tourism, the number of foreign overseas
visitors to Japan continued on an upward trajectory during the quarter spanning January to March 2019. As
such, demand related to inbound tourism has remained at high levels.
In the rental office market, a favorable environment of supply relative to demand has been persisting. In thatregard, according to data published by Miki Shoji Co., Ltd., the average vacancy rate of the five central wardsof Tokyo (Chiyoda-ku, Minato-ku, Chuo-ku, Shibuya-ku and Shinjuku-ku) has been hovering just above the
1% range since November 2018, and rent levels have been encountering their longest upward phase of gains
ever with the average rent having been increasing for 65 consecutive months. The market environment hasremained favorable also in major cities outside Tokyo as vacancy rates hold to their lowest ever levels alongwith a persisting moderate upward trend in rent levels.
The J-REIT market has been maintaining an upward trend supported by a situation where respective
investment corporations have been implementing initiatives with a focus on improving unitholder value,
which is in addition to a favorable external environment marked by a robust real estate market, long-term
interest rates remaining at low levels, etc. Financing activities through publicly offered capital increase andproperty acquisition have been continuously and actively conducted, and this has led to an ongoing expansionin J-REIT asset sizes.
The Investment Corporation acquired beneficiary interests of real estate in trust by publicly offered capitalincrease in a total of three properties, namely Tokyu Plaza Ginza (Land) (30% co-ownership interest) (withthe acquisition price of ¥37,500 million), Q plaza HARAJUKU (60% co-ownership interest) (with theacquisition price of ¥13,200 million) and EDGE Shinsaibashi (with the acquisition price of ¥19,800 million)

on January 10, 2019, as trust assets in accordance with the basic asset management policy set forth in the
Articles of Incorporation. On March 1, 2019, the Investment Corporation also transferred beneficiary interestsof real estate in trust of A-FLAG AKASAKA (50% co-ownership interest) (with the transfer price of ¥1,875
million) as trust assets.
Consequently, total assets held by the Investment Corporation at the end of the fiscal period under review
were 45 properties (with the total acquisition price of ¥500,485 million) with the total leasable area of
415,167 m2 (125,586 tsubo).In addition, the occupancy rate at the end of the 15 th period was 99.5%.
3) Initiatives Regarding Sustainability
In order to build a portfolio consisting of “real estate capable of sustaining customer demand” with the aimof maximizing medium- and long-term unitholder value, the Investment Corporation has been promoting
various initiatives with its sights set on lowering environmental loads and contributing to our nearby
surroundings and local communities, thereby extending beyond considerations such as location, use, size andqualities. Based on such initiatives, the Investment Corporation’s asset management company TLC REITManagement Inc. established the “Sustainability Policy” in April 2019, clearly stating our approach incontributing to sustainable development of society by addressing social issues such as concerns for theenvironment and society, and reinforcement of corporate governance. In July 2019, as material issues that theInvestment Corporation needs to address, we released quantitative targets encompassing a wider range ofperformance benchmarks from an environmental standpoint, and also clearly stated practical management
policy to such ends. This involves daily effort to achieve our basic objective of cutting unit energy
consumption, etc. by an annual average of 1% over the medium to long term. Initiatives carried out in thefiscal period under review include upgrading to LED lighting at some private areas at Umeda Gate Tower,
and some common areas of Kobe Kyu Kyoryuchi 25Bankan, A-FLAG KOTTO DORI, A-PLACE Shinbashi,
Shiodome Building and A-PLACE Bashamichi. At Umeda Gate Tower, the Investment Corporation hasentered into its first-ever green lease contract linked to energy consumption decreases under which tenants
are to assume a portion of the costs of achieving lower energy consumption by having upgraded to theaforementioned LED lighting.
Moreover, we continue to engage in annual initiatives geared to acquiring green building certifications.
During the fiscal period under review, we have acquired the CASBEE (Comprehensive Assessment System
for Built Environment Efficiency) for Real Estate certification for the seven properties Tokyu Plaza
Omotesando Harajuku (S class), Tokyu Plaza Akasaka (S class), OSAKI WIZTOWER (S class), A-PLACE
Yoyogi (S class), A-PLACE Ikebukuro (A class), A-PLACE Gotanda (A class), and A-PLACE Kanayama (Aclass). We have also acquired the BELS certifications for the two properties Tokyu Plaza Omotesando
Harajuku (five stars) and Commercial Mall Hakata (five stars), and re-acquired the DBJ Green Building
Certification for the one property Shiodome Building (five stars). As such, a total of 25 of our properties
have acquired green building certification, which amounted to 57.8% of our holdings calculated on the basisof gross floor area (as of May 31, 2019).
Furthermore, at Tokyu Plaza Omotesando Harajuku, we continued the “Yasai-no-mori (garden of vegetables)
Project,” which entails the property growing vegetables in cooperation with NPOs, sponsor companies, andneighboring nursery schools. We also cooperated in community activities to coexist with nearby businesses,
residents and cities as part of initiatives for local society, which included our participation in clean-up
campaigns and summer festivals in various areas where our properties are located.
The Investment Corporation will contribute to achieving a sustainable society by engaging in such initiatives
geared to the environment and society.
4) Overview of Financing
In the fiscal period under review, in order to cover a part of the acquisition costs for beneficiary interests ofreal estate in trust to the above three properties and related costs, the Investment Corporation additionallyissued investment units (67,320 units) through a public offering on December 19, 2018, issued newinvestment units (5,200 units) by a third-party allotment on January 7, 2019, and borrowed funds of ¥35,000
million on January 10, 2019. The Investment Corporation has refinanced borrowings amounting to a total of¥23,700 million largely in order to cover repayment of borrowings and investment corporation bonds that
had come due. Moreover, the Investment Corporation has been working to maintain a stable financial basethrough ongoing moves that have included reducing interest costs and diversifying repayment dates oninterest-bearing debt, which in part involves making use of interest rate swaps in some such cases whenarranging such borrowings and refinancing. As of the end of the fiscal period under review, the balance ofinterest-bearing debt was ¥234,350 million (borrowings of ¥220,350 million and investment corporation
bonds of ¥14,000 million). The ratio of interest-bearing debt to total assets (LTV = Balance of interestbearing debt / Total assets x 100) was 45.6% as of the end of the fiscal period under review. The long-term
4

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debt ratio and the ratio of fixed-interest debt to total interest-bearing debt were 94.0% and 89.0%,
respectively.
The credit rating the Investment Corporation has obtained as of the end of the fiscal period under review is asfollows. This investment unit does not have a credit rating provided or made available for inspection by acredit rating agency or one scheduled to be provided or made available for inspection by a credit rating
agency at the Investment Corporation’s request.
Credit Rating Agency

RatingOutlookJapan Credit Rating Agency (JCR)

Long-term issuer rating: AA

Stable5) Overview of Financial Results and Distributions
As a result of the above-mentioned investments, operating revenue, operating profit, and ordinary profit were
¥14,843 million, ¥8,599 million, and ¥7,726 million, respectively, for the fiscal period under review, andprofit was ¥7,725 million.
In accordance with the distribution policy set forth by the Investment Corporation (Article 35 of the Articles
of Incorporation), the decision was made with respect to paying distributions of profits of ¥7,714,553,672,
which is the entire amount of the net profit defined in Article 136, Paragraph 1 of the Investment Trust Act,with such amount excluding a fraction of less than ¥1 of distributions per investment unit, with the aim that as
greatest as possible distributions of profits would be included in tax deductible expenses under Article 67-15
of the Act on Special Measures Concerning Taxation (Act No. 26 of 1957, including subsequent revisions;
hereinafter referred to as the “Special Taxation Measures Act”). In addition, distributions in excess ofearnings shall be made in an amount decided by the Investment Corporation and equivalent to a deduction in
net assets (refers to stipulations of Article 2, Paragraph 2, Item 30 (b) of the Regulations on Accountings ofInvestment Corporations), taking into account effects of the deduction in net assets on distribution amounts.
During the fiscal period under review, the Investment Corporation has accordingly decided to distribute¥10,797,136 as distributions related to allowance for temporary difference adjustments, calculated to exclude
a fraction of less than ¥1 of distributions in excess of earnings per investment unit, with the amountequivalent to deferred losses on hedges of ¥11,474,393. Consequently, distributions per investment unit
resulted in ¥10,017.

(3) Capital Increase, etc.
A summary of capital increases until the fiscal period under review is as follows:
Date

Summary

Establishment through private
placement
Capital increase through public
June 12, 2012
offering
Capital increase through thirdJuly 10, 2012
party allotment
Capital increase through public
December 16, 2013
offering
Capital increase through thirdJanuary 15, 2014
party allotment
Capital increase through public
December 17, 2014
offering
Capital increase through thirdJanuary 8, 2015
party allotment
September 7, 2011

October 1, 2015
December 15, 2015
January 6, 2016
December 1, 2016
December 15, 2016
December 13, 2017
December 26, 2017
December 19, 2018
January 7, 2019

Investment unit split
Capital increase through public
offering
Capital increase through thirdparty allotment
Capital increase through public
offering
Capital increase through thirdparty allotment
Capital increase through public
offering
Capital increase through thirdparty allotment
Capital increase through public
offering
Capital increase through thirdparty allotment

Number of total
investment units issued

Total unitholders’ capital(In millions of yen)

Increase

Increase

Total

Remarks

Total

400

400

200

200

(Note 1)

204,100

204,500

90,83491,034(Note 2)

762

205,262

339

91,373(Note 3)

43,100248,362

32,636124,010(Note 4)2,700

251,0622,044

126,054(Note 5)24,050275,11222,800148,855(Note 6)2,020

277,132

1,915

150,770(Note 7)277,132554,264—

150,770(Note 8)41,870596,134

19,152

169,922(Note 9)3,520

599,654

1,610

171,532(Note 10)61,040660,694

28,583200,116(Note 11)4,520

665,2142,116

202,233(Note 12)31,090696,304

13,793

216,026(Note 13)2,400

698,704

1,064

217,091(Note 14)

67,320766,024

29,036

246,127(Note 15)5,200

771,2242,242

248,370(Note 16)

(Note 1) The Investment Corporation was established through an investment of Tokyu Land Corporation, which underwrote the investment units with an offer price perunit of ¥500,000.
(Note 2) API issued new investment units through a public offering at a price of ¥460,000 per unit (issue price of ¥445,050 per unit) to raise funds for the acquisition of
new properties, etc.
(Note 3) Following the public offering on June 12, 2012, API issued new investment units through a third-party allotment at a price of ¥445,050 per unit.
(Note 4) API issued new investment units through a public offering at a price of ¥782,925 per unit (issue price of ¥757,229 per unit) to raise funds for the acquisition of
new properties, etc.
(Note 5) Following the public offering on December 16, 2013, API issued new investment units through a third-party allotment at a price of ¥757,229 per unit.
(Note 6) API issued new investment units through a public offering at a price of ¥979,020 per unit (issue price of ¥948,051 per unit) to raise funds for the acquisition of
new properties.
(Note 7) Following the public offering on December 17, 2014, API issued new investment units through a third-party allotment at a price of ¥948,051 per unit.
(Note 8) A 2-for-1 investment unit split was implemented with September 30, 2015 as the record date and October 1, 2015 as the effective date.
(Note 9) API issued new investment units through a public offering at a price of ¥472,360 per unit (issue price of ¥457,418 per unit) to raise funds for the acquisition of
new properties, etc.
(Note 10) Following the public offering on December 15, 2015, API issued new investment units through a third-party allotment at a price of ¥457,418 per unit.
(Note 11) API issued new investment units through a public offering at a price of ¥483,326 per unit (issue price of ¥468,283 per unit) to raise funds for the acquisition of
new properties.
(Note 12) Following the public offering on December 1, 2016, API issued new investment units through a third-party allotment at a price of ¥468,283 per unit.
(Note 13) API issued new investment units through a public offering at a price of ¥458,150 per unit (issue price of ¥443,657 per unit) to raise funds for the acquisition of
new properties.
(Note 14) Following the public offering on December 13, 2017, API issued new investment units through a third-party allotment at a price of ¥443,657 per unit.
(Note 15) API issued new investment units through a public offering at a price of ¥445,410 per unit (issue price of ¥431,320 per unit) to raise funds for the acquisition of
new properties.
(Note 16) Following the public offering on December 19, 2018, API issued new investment units through a third-party allotment at a price of ¥431,320 per unit.

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Fluctuation in Market Price of the Investment Securities(5) Future Investment Policy and Issues to Address

Changes in prices of the Investment Corporation’s investment units listed on the Tokyo Stock Exchange
REIT Market are as follows.
Fiscal periodBusiness period

11th period

12th period

From December 1, 2016
From June 1, 2017
to May 31, 2017
to November 30, 2017

(Yen)

13th period

14th period

15th period

From December 1, 2017
to May 31, 2018

From June 1, 2018
to November 30, 2018

From December 1, 2018
to May 31, 2019

Highest price

560,000

518,000

499,500

518,000

492,500

Lowest price

490,000

437,500

448,000

466,000

432,000(4) Distributions, etc.

In accordance with the distribution policy set forth by the Investment Corporation (Article 35 of the Articles ofIncorporation), the decision was made with respect to paying distributions of profits of ¥7,714,553,672, which isthe entire amount of the net profit defined in Article 136, Paragraph 1 of the Investment Trust Act, with suchamount excluding a fraction of less than ¥1 of distributions per investment unit, with the aim that as greatest as
possible distributions of profits would be included in tax deductible expenses under Article 67-15 of the Act on
Special Measures Concerning Taxation (Act No. 26 of 1957, including subsequent revisions; hereinafter referred
to as the “Special Taxation Measures Act”). In addition, distributions in excess of earnings shall be made in an
amount decided by the Investment Corporation and equivalent to a deduction in net assets (refers to stipulationsof Article 2, Paragraph 2, Item 30 (b) of the Regulations on Accountings of Investment Corporations), taking into
account effects of the deduction in net assets on distribution amounts. During the fiscal period under review, theInvestment Corporation has accordingly decided to distribute ¥10,797,136 as distributions related to allowancefor temporary difference adjustments, calculated to exclude a fraction of less than ¥1 of distributions in excess ofearnings per investment unit, with the amount equivalent to deferred losses on hedges of ¥11,474,393.
Consequently, distributions per investment unit resulted in ¥10,017.
Fiscal periodBusiness period

Unappropriated retained earnings(undisposed loss)
Retained earnings

11th period

12th period

13th period

14th period¥6,217,532 thousand¥6,611,254 thousand¥6,696,690 thousand

In the rental office market, robust conditions are likely to persist amid a scenario of tightening of supply relative todemand coupled with strong demand particularly due to factors that include continuing office environment
improvements along with office expansion and relocation due to workforce increases. With respect to theenvironment surrounding retail properties, although there are concerns regarding effects of the consumption tax
hike, we anticipate robust performance amid hopes that the market will gain support from various economic
measures, as well as an ongoing situation of robust employment and income environments along with a still
increasing number of foreign overseas visitors to Japan. The J-REIT market is likely to remain firm amid a
scenario of consistent J-REIT performance and relatively high dividend yields, in addition ongoing favorable
conditions in the external environment, particularly with respect to a robust real estate market and long-term
interest rates remaining at low levels in Japan. Amid this environment, the Investment Corporation will continue topromote internal growth by leveraging the competitiveness of its assets under management, while also working toachieve external growth through careful investment decisions, with the aim of improving unitholder value.
1) Basic Policy
The Investment Corporation’s basic policies are to invest in assets, with targeted investments in Urban Retailand Tokyo Office properties; utilize the Tokyu Fudosan Holdings Group’s value chain based on thecomprehensive support system; and a governance structure that maximizes unitholder value.
2) External Growth Strategy

15th period

From December 1, 2016 From June 1, 2017 From December 1, 2017 From June 1, 2018 From December 1, 2018
to May 31, 2017
to November 30, 2017
to May 31, 2018
to November 30, 2018
to May 31, 2019
¥6,152,150 thousand

In the Japanese economy going forward, we expect the trend of modest recovery to hold, driven in part by robust
employment and income environments, and also by increasing expenditures particularly involving pubic-sector
investment, and despite concerns of weak exports and production for the time being amid global economic
slowdown. Meanwhile, we will need to closely monitor risks of global economic slowdown, particularly withrespect to developments involving the Sino-American trade war and monetary policy in Europe and the U.S., andthe direction being taken regarding the U.K.’s withdrawal from the European Union.

¥7,726,143 thousand¥251 thousand¥442 thousand¥117 thousand¥311 thousand¥11,589 thousand

Total distribution payments¥6,151,899 thousand[Distributions per unit][¥9,248]
Of which, total distributions of profits¥6,151,899 thousand
were[Distributions of profits per unit][¥9,248]
Of which, total return on unitholders’¥― thousand
capital was[Return on unitholders’ capital per
[¥―]
unit]
Of the total return on unitholders’capital, the total distribution payments¥― thousand
from the allowance for temporary
difference adjustment[Of the return on unitholders’ capitalper unit, the distribution payment[¥―]
from the allowance for temporary
difference adjustment per unit]
Of the total return on unitholders’capital, the total distribution payments¥― thousand
from investments and other decreased
distribution under tax laws
[Of the return on unitholders’ capitalper unit, the distribution payments[¥―]from investments and other decreased
distribution under tax laws]¥6,217,090 thousand[¥9,346]¥6,611,137 thousand[¥9,462]¥6,696,379 thousand[¥9,584]¥7,725,350 thousand[¥10,017]¥6,217,090 thousand¥6,611,137 thousand¥6,696,379 thousand¥7,714,553 thousand[¥9,346][¥9,462][¥9,584][¥10,003]¥― thousand¥― thousand¥― thousand¥10,797 thousand

[¥―]

[¥―]

[¥―]

[¥14]

¥― thousand¥― thousand¥― thousand¥10,797 thousand

[¥―]

[¥―]

[¥―]

[¥14]

¥― thousand¥― thousand¥― thousand¥― thousand

[¥―]

[¥―]

[¥―]

[¥―]

The Investment Corporation will invest in Urban Retail and Tokyo Office properties as a main target. It will
make its investment decisions carefully, concentrating on selecting properties in excellent locations, including
surrounding areas, and thoroughly considering individual factors such as use, size, specifications and otherqualities of properties, and credibility and name recognition of tenants, in order to construct a competitive
portfolio in the medium to long term.
To acquire these competitive assets on an ongoing basis, the Investment Corporation will work to maintainand improve the quality of its portfolio by carefully selecting investment assets based on the information it
receives under its sponsor support agreement with Tokyu Land Corporation regarding the Investment
Corporation and its support agreement with five group companies in the Tokyu Fudosan Holdings Group. It
will also acquire properties through the exclusive know-how and information-gathering network of the AssetManager.
3) Internal Growth Strategy
The Investment Corporation will operate, manage, and refurbish its portfolio to maintain and improve thecompetitiveness of its facilities through a comprehensive understanding of the features of its overall portfolio
and its individual assets under management, based on the unique expertise of its Asset Manager. The
Investment Corporation will also seek to manage its portfolio in a stable manner and strengthen its earnings
by establishing appropriate operational and management systems tailored to the specific characteristics of theassets it has invested in, and through regular and non-regular inspections by the property managementcompany that has considerable experience in the operation and management of real estate.
The Investment Corporation will also maintain and improve the value of its assets through its expertise ininternal growth through operating and managing properties. It will maximize the competitiveness of its assets
through the ongoing assistance of Tokyu Land Corporation and other support companies, which, through theirface-to-face business with consumers, have rich information regarding consumer needs and developments inindustries such as retail and services.
With respect to the property management business for the assets under management, leasing support has been
provided from Tokyu Land Corporation, Tokyu Land SC Management Corporation or Tokyu Community
Corp.
4) Financial Strategy
Having the sound financial strategy in an effort to conservatively control LTV as well as make stable longterm borrowings and diversify maturities (diversifying repayment dates), the Investment Corporation will
endeavor to build stable financial base with solid bank formation. In addition, with the aim of diversifying
means of raising funds, the Investment Corporation will issue investment corporation bonds while paying
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27

close attention to trends in financial markets. Concerning the issuance of new investment units, moreover, theInvestment Corporation will prudently and flexibly carry out such issuance while paying appropriate attention
to various environmental factors with the aim of achieving long-term and stable growth.

2. Overview of the Investment Corporation(1) Unitholders’ Capital
11th period
As of May 31,
2017

12th period
As of November
30, 2017

13th period
As of May 31,
2018

14th period
As of November
30, 2018

15th period
As of May 31,
2019(Units)4,000,000

4,000,000

4,000,000

4,000,000

4,000,000(Units)665,214665,214

698,704

698,704

771,224

Unitholders’ capital(In millionsof yen)¥202,233¥202,233¥217,091¥217,091¥248,370

Number of unitholders(Persons)

6,656

6,871

7,162

7,162

7,680

(6) Significant Matters after Book Closing
Issuance of Investment Corporation Bonds
Based on a comprehensive resolution on the issuance of investment corporation bonds at the board of directors
meeting held on May 28, 2019, the Investment Corporation issued investment corporation bonds on July 9, 2019as described below.
Name
Total issue amountInterest rate
Collateral
Redemption method and date

Credit rating
Use of proceeds

The Investment Corporation 10th unsecured investment corporation
bonds (green bonds) (with pari passu conditions among specified
investment corporation bonds) (“the Investment Corporation Bonds”)¥5.0 billion
0.220% per annum
Neither collateral nor guarantee is provided for the Investment
Corporation Bonds, and no asset has been particularly secured for theInvestment Corporation Bonds.
The total amount of the Investment Corporation Bonds will be
redeemed on July 9, 2024.
Redemption by purchase of the Investment Corporation Bonds by theInvestment Corporation will be available any time on and after thefollowing day of the payment date, unless otherwise determined by
the Japan Securities Depository Center, Incorporated.
AA (Japan Credit Rating Agency)
The proceeds have been allocated for all, or a portion of, funds forearly repayment of existing borrowings.

Total number ofauthorized investment
units
Total number ofinvestment units issued(2) Matters Relating to Investment Units
The top 10 unitholders as of the end of the fiscal period under review are as follows:
Number of units
owned

Percentage of total units issued (%)(Note)

Japan Trustee Services Bank, Ltd. (Trust accounts)

137,274

17.79

The Master Trust Bank of Japan, Ltd. (Trust accounts)

116,965

15.16

Tokyu Land Corporation

73,425

9.52

The Nomura Trust and Banking Co., Ltd.
(Investment accounts)

29,741

3.85

Trust & Custody Services Bank, Ltd.
(Securities investment trust accounts)

28,9293.75

Mitsubishi UFJ Morgan Stanley Securities Co., Ltd.

10,627

1.37

State Street Bank & Trust Company(Standing proxy: The Hongkong and Shanghai Banking
Corporation Limited. Tokyo office)10,611

1.37

STATE STREET BANK WEST CLIENT - TREATY 505234(Standing proxy: Mizuho Bank, Ltd.)

8,910

1.15

Rakuten General Insurance Co., Ltd.

6,600

0.85

Mizuho Trust & Banking Co.,LTD.

6,415

0.83

Total

429,497

55.69

Name

(Note) The percentage of total units issued is calculated by rounding down to the second decimal place.

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29

(3) Matters Relating to Officers, etc.

1) Executive Director, Supervisory Directors, and Independent Auditor during the Fiscal Period under Review
Title
Executive
Director(Note 1)Supervisory
Directors(Note 1)
Independent
AuditorName of officer, etc.

Major concurrent post, etc.

Kazuyuki Murayama

TLC REIT Management Inc.,
General Manager of Strategy Department,
Activia Management Division

Yonosuke Yamada

Yamada, Goya and Suzuki Law Office
Managing Partner

Yoshinori Ariga

Ariga Yoshinori Accounting Office
Managing Partner

Ernst & Young ShinNihon
LLC

Total amount of compensationfor each position during thebusiness period under review(In thousands of yen)

3. Assets of the Investment Corporation(1) Composition of Assets of the Investment Corporation
14th period
As of November 30, 2018

Type of assets

Total amount ofassets owned(In millions of yen)
(Note 1)

Ratio to total assets(%)

Total amount ofassets owned(In millions of yen)
(Note 1)

Ratio to total assets(%)

Urban Retail Properties

―

―

―

―

Tokyo Office Properties

―

―

―

―

Activia Account Properties

―

―

―

―

Subtotal
Urban Retail Properties

―

―

―

―

(Note 3)151,04433.9

200,52439.0(Note 3)

195,900

44.0

195,556

38.0

Activia Account Properties

83,03818.6

102,739

20.0

Subtotal

429,984

96.5

498,820

97.0

Total real estate, etc.

429,984

96.5

498,820

97.0

Deposits and other assets

15,4803.5

15,5383.0

445,464100.0

514,359100.0(429,984)(96.5)(498,820)(97.0)―

3,300

Real estate

30,800(Note 2)―

(Note 1) Executive Directors or Supervisory Directors do not hold any investment units of the Investment Corporation under their or another person’s name. Supervisory
Directors may serve as directors of companies other than those mentioned above, but there are no mutual business interests whatsoever between such companies andthe Investment Corporation.
(Note 2) Compensation for the Independent Auditor includes fees for preparing comfort letters related to the issuance of new investment units in December 2018.

Tokyo Office Properties
Real estate in trust2) Policy Regarding the Dismissal of or Refusal to Reappoint the Accounting Auditor

The Investment Corporation will dismiss the accounting auditor in conformity with the provisions of
the Investment Trust Act and determine not to reappoint the accounting auditor through a resolution ofa general meeting of unitholders while comprehensively considering various factors.

Total assets (Note 2)

Asset Manager, Custodian Company, and Administrative Agent
Consignment classification

Name

Asset manager

TLC REIT Management Inc.

Asset custodian

Sumitomo Mitsui Trust Bank, Limited

General administrator (administration of the unitholders’ registry, etc.)

Sumitomo Mitsui Trust Bank, Limited

General administrator (accounting data processing, etc.)

Sumitomo Mitsui Trust Bank, Limited

General administrator (administration related to the operation ofadministrative instruments)
General administrator (administration related to investment corporation
bonds)

Category(Note 1) The total amount of assets owned is based on the amounts on the balance sheets as of the end of each fiscal period (for real estate and real estate in trust, book valueless depreciation expenses), in accordance with the asset valuation method set forth in the Articles of Incorporation of the Investment Corporation.
(Note 2) Total assets represent the amounts recorded on the balance sheets as of the end of each fiscal period. The figures in parentheses represent portions that practicallycorrespond to real estate owned in the object assets.

(2) Major Assets Owned
Major assets owned by the Investment Corporation (the 10 largest properties by book value) as of the endof the fiscal period under review are as follows:

Sumitomo Mitsui Trust Bank, Limited
MUFG Bank, Ltd.
Sumitomo Mitsui Trust Bank, Limited

15th period
As of May 31, 2019

Property nameBook value at end of
period(In millions of yen)

Leasable area(m2)
(Note 1)

Leased area(m2)
(Note 2)

Occupancy rate(%)
(Note 3)

Ratio of rental
revenue to total
rental revenues(%)

Major use

71,01728,136.05

28,136.05

100.0

10.5

Office44,754

4,918.44

4,918.44

100.0

7.5

Retail

37,8951,130.04

1,130.04

100.0

3.1

RetailA-PLACE Shinbashi Ekimae

20,872

6,484.57

6,484.57

100.0

2.8

OfficeKobe Kyu Kyoryuchi 25Bankan

20,645

19,653.90

19,653.90

100.0

5.6

RetailEDGE Shinsaibashi

20,006

15,916.34

14,431.18

90.7

2.4

OfficeUmeda Gate Tower

19,368

13,624.49

13,624.49

100.0

3.2

OfficeA-PLACE Shinagawa Higashi

18,85814,658.98

14,658.98

100.0

3.6

OfficeQ plaza SHINSAIBASHI

13,4272,820.23

2,820.23

100.0

2.4

RetailQ plaza HARAJUKU (Note 4)

13,334

3,378.49

3,378.49

100.0

1.3

Retail280,181

110,721.53

109,236.37

98.7

42.3

Shiodome Building (Note 4)
Tokyu Plaza Omotesando
Harajuku (Note 4)
Tokyu Plaza Ginza (Land)(Note 4)

Total
(Note 1)

Total leasable area refers to leasable space for each property excluding properties for which we acquire only land, based on lease agreements for building or floor
plans as of May 31, 2019 and leasable space for properties for which we acquire only land, based on lease agreements for land or land plans as of May 31, 2019.
(Note 2) Leased area refers to the leased area of each property based on lease agreements as of May 31, 2019. For properties with master lease agreements, leased area refers
to leased areas of each property and is actually leased based on sublease agreements with end-tenants.
(Note 3) Occupancy rate refers to the percentage of total leased area for each property to total leasable area for each property as of May 31, 2019, rounding down to the firstdecimal place.
(Note 4) As for Shiodome Building, Tokyu Plaza Omotesando Harajuku and Tokyu Plaza Ginza (Land), the figures are in proportion to a pro rata share of our trust
beneficiary co-ownership interest of each property (35%, 75% , 30% and 60%, respectively).

12
30

31

(3) Details of Assets, such as Real Estate, Incorporated into the Portfolio

Amagasaki Q’s MALL (Land)

A summary of properties owned and under management by the Investment Corporation as of the end of the
fiscal period under review is as follows:
Location

Tokyu Plaza Omotesando
Harajuku (Note 4)30-3 Jingu-mae 4-chome, Shibuya-ku, Tokyo

Urban Retail Properties

Tokyu Plaza Akasaka (Note 4)

14-3 Nagatacho 2-chome, Chiyoda-ku,
Tokyo

Q plaza EBISU

8-12 Ebisu 1-chome, Shibuya-ku, Tokyo

Kyoto Karasuma Parking
Building
A-FLAG AKASAKA (Note 4)(Note 6)
Kobe Kyu Kyoryuchi
25Bankan

678 Motohonenjicho, Nakagyo-ku, Kyoto
City, Kyoto
3-6 Akasaka 4-chome, Minato-ku, Tokyo
25 Kyomachi, Chuo-ku, Kobe City, Hyogo

A-FLAG SAPPORO

1, Minami-Yonjo-Nishi 5-chome, Chuo-ku,
Sapporo City, Hokkaido

A-FLAG SHIBUYA

32-13, Udagawa-cho, Shibuya-ku, Tokyo

Q plaza SHINSAIBASHI
A-FLAG KOTTO DORI
A-FLAG BIJUTSUKAN DORI
A-FLAG DAIKANYAMA
WEST
A-FLAG KITASHINSAIBASHI

1-10 Shinsaibashi-suji 1-chome, Chuo-ku,
Osaka City, Osaka
4-40, Minami-Aoyama 5-chome, Minatoku, Tokyo
3-16, Minami-Aoyama 6-chome, Minatoku, Tokyo
11-6, Sarugakucho, Shibuya-ku, Tokyo
10-11, Minami Senba 3-chome, Chuo-ku,
Osaka city, Osaka

DECKS Tokyo Beach (Note 4)

6-1, Daiba 1-chome, Minato-ku, Tokyo

Tokyu Plaza Ginza (Land)(Note 4)2-1, Ginza 5-chome, Chuo-ku, Tokyo

Q plaza HARAJUKU (Note 4)

28-6, Jingu-mae 6-chome, Shibuya-ku,
Tokyo

Asset type
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests

Subtotal
TLC Ebisu Building
A-PLACE Ebisu Minami
A-PLACE Yoyogi
A-PLACE Aoyama

Tokyo Office Properties

Luogo Shiodome

18-18 Ebisu 1-chome, Shibuya-ku, Tokyo
15-1 Ebisu-minami 1-chome, Shibuya-ku,
Tokyo
23-15 Sendagaya 5-chome, Shibuya-ku,
Tokyo
11-3 Kita-Aoyama 2-chome, Minato-ku,Tokyo
3-3 Higashi-Shinbashi 2-chome, Minato-ku,
Tokyo

TAMACHI SQUARE (Land)

26-24 Shiba 5-chome, Minato-ku, Tokyo

A-PLACE Ikebukuro

16-22 Minami Ikebukuro 1-chome,
Toshima-ku, Tokyo

A-PLACE Shinbashi

11-1 Shinbashi 4-chome, Minato-ku, Tokyo

A-PLACE Gotanda

27-3, Nishigotanda 2-chome, Shinagawa-ku,
Tokyo

A-PLACE Shinagawa

8-40, Konan 1-chome, Minato-ku, TokyoOSAKI WIZTOWER

11-1 Osaki 2-chome, Shinagawa-ku, Tokyo

Shiodome Building (Note 4)

2-20 Kaigan 1-chome, Minato-ku, Tokyo

A-PLACE Ebisu Higashi(Note 5)
A-PLACE Shibuya Konnoh(Note 5)

13-11 Higashi 3-chome, Shibuya-ku, Tokyo
3-1 Shibuya 3-chome, Shibuya-ku, Tokyo

A-PLACE Gotanda Ekimae

5-1 Nishigotanda 1-chome, Shinagawa-ku,
Tokyo

A-PLACE Shinagawa Higashi

7-18 Konan 1-chome, Minato-ku, Tokyo

A-PLACE Shinbashi Ekimae

12-9 Shinbashi 1-chome, Minato-ku, Tokyo

Subtotal

Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests

Total leasable area(m2)
(Note 1)

Book value at endof period(In millions of yen)
(Note 3)

4,918.44

62,47544,754

16,609.75

15,50011,711

4,024.88

11,9008,233

21,616.04

11,0008,720

1,140.11

1,875

1,531

19,653.90

27,30020,645

21,229.16

7,150

4,735

3,403.07

8,120

6,351

2,820.23

14,70013,4272,656.53

4,890

4,397

1,994.65

4,920

4,716

2,579.08

2,350

2,343

2,536.75

4,780

4,842

16,125.56

12,887

12,884

1,130.04

39,00037,895

3,378.49

13,30013,334

125,816.68

242,147

200,524

7,342.60

11,4007,246

7,950.49

15,0009,382

3,106.17

4,860

3,892

7,303.69

10,1008,595

4,476.35

6,220

4,231

1,287.96

2,920

2,362

3,409.73

5,230

3,737

5,052.14

7,250

5,828

4,028.69

7,400

5,502

2,986.36

5,120

3,782

7,193.28

14,600

10,66428,136.05

77,70071,0174,010.69

7,700

7,088

2,995.72

5,350

4,958

4,316.89

7,710

7,534

14,658.98

20,00018,8586,484.57

20,20020,872

114,740.36

228,760

195,556

icot Mizonokuchi
Activia Account Properties

Property nameicot Nakamozu

Assessed value at
end of period(In millions ofyen)(Note 2)

icot Tama Center
A-PLACE Kanayama
Osaka Nakanoshima Building
icot Omori

3-1 Shioe 1-chome, Amagasaki City, Hyogo(main building)
2-3 Shioe 1-chome, Amagasaki City, Hyogo(sports club)428-2 Nakamozucho 3-cho, Kita-ku, Sakai
City, Osaka
11-1 Mizonokuchi 6-chome, Takatsu-ku,
Kawasaki City, Kanagawa
35 Ochiai 1-chome, Tama City, Tokyo
14-18 Kanayama 1-chome, Naka-ku,
Nagoya City, Aichi
2-2 Nakanoshima 2-chome, Kita-ku, Osaka
City, Osaka
8-2, Omorikita 1-chome, Ota-ku, Tokyo

Market Square Sagamihara
Umeda Gate Tower
A-PLACE Bashamichi
Commercial Mall Hakata
EDGE Shinsaibashi

777-2 Shimokuzawa, Chuo-ku, Sagamihara
City, Kanagawa
1-9, Tsurunocho, Kita-ku, Osaka City,Osaka
43 Honcho 4-chome, Naka-ku,Yokohama
City, Kanagawa
6-40, Tokojimachi 2-chome, Hakata-ku,
Fukuoka city, Fukuoka
2-3, Nishi Shinsaibashi 2-chome, Chuo-ku,
Osaka City, Osaka

Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests
Trust beneficiaryinterests

27,465.44

13,90012,11328,098.02

10,7008,103

14,032.05

3,190

2,621

5,181.58

3,950

2,627

9,314.90

8,820

6,327

20,226.77

15,00010,9106,209.79(Note 5)

6,870

5,656

15,152.42

5,020

4,685

13,624.49

21,40019,3689,775.50

4,520

3,995

9,612.88

6,290

6,324

15,916.34

20,00020,006

Subtotal

174,610.18

119,660

102,739

Total

415,167.22

590,567

498,820(Note 1)

Total leasable area refers to leasable space for each property excluding properties for which we acquire only land, based on lease agreements for building or floor
plans as of May 31, 2019 and leasable space for properties for which we acquire only land, based on lease agreements for land or land plans as of May 31, 2019.
(Note 2) The appraisal of each property is commissioned to the Japan Real Estate Institute, Daiwa Real Estate Appraisal Co., Ltd., The Tanizawa Sogo Appraisal Co., Ltd.,
Japan Valuers Co., Ltd. or JLL Morii Valuation & Advisory K.K.. Assessed value at end of period stands for the appraised value described in each real estateappraisal report, with May 31, 2019 taken as the point of evaluation.
(Note 3) Book value at end of period stands for the book value minus depreciation as of May 31, 2019, rounded down to the nearest ¥ million.
(Note 4) As for Tokyu Plaza Omotesando Harajuku, Tokyu Plaza Akasaka, A-FLAG AKASAKA, DECKS Tokyo Beach, Tokyu Plaza Ginza (Land), Q plaza HARAJUKUand Shiodome Building, the figures are in proportion to a pro rata share of our trust beneficiary co-ownership interest of each property (75%, 50%, 50%, 49%, 30%,
60% and 35%, respectively).
(Note 5) The calculation of total leasable area for icot Omori includes part of an external bicycle parking lot (approximately 21 m2) and part of a common area on the second
floor (approximately 28 m2).
(Note 6) Co-ownership interests of 50% in A-FLAG AKASAKA have been transferred as of March 1, 2019 (15th fiscal period), and again in June 3, 2019 (16th fiscal period );the same shall apply hereinafter.

14
32

33

Changes in key figures in the rental business (figures by property owned and under management by the Investment Corporation)
14th period
15th period(From June 1, 2018 to November 30, 2018)(From December 1, 2018 to May 31, 2019)
Occupancy
rate(%)(Note 2)

Revenues related torent business(In millions of yen)
(Note 3)

Ratio of rental
revenue to total
rental revenues(%)

Numberoftenants(Note 1)

Occupancy
rate(%)(Note 2)

Revenues related torent business(In millions of yen)
(Note 3)

Ratio of rental
revenue to total
rental revenues(%)

Tokyu Plaza
Omotesando Harajuku(Note 4)

30

100.0

1,101

8.0

35

100.0

1,081

7.5

Tokyu Plaza Akasaka(Note 4)

98

100.0

656

4.8

98

100.0

613

4.2

Q plaza EBISU

4

100.0

275

2.0

4

100.0

271

1.9

Kyoto Karasuma
Parking Building

2

100.0

(Note 5)(Note 5)2100.0(Note 5)(Note 5)

A-FLAG AKASAKA

8

100.0

107

0.8

8

100.0

79

Kobe Kyu Kyoryuchi
25Bankan

7

100.0

744

5.4

7

100.0

805

A-FLAG SAPPORO

17

100.0

677

4.9

17

100.0

448

3.1

A-FLAG SHIBUYA

2

100.0

212

1.5

2

100.0

217

1.5

Urban Retail Properties

Activia Account Properties

Numberoftenants(Note 1)

Property nameTokyo Office Properties

Amagasaki Q’s
MALL (Land)

1

100.0

356

2.6

1

100.0

356

2.5

icot Nakamozu

2

100.0

311

2.3

2

100.0

311

2.1

icot Mizonokuchi

1

100.0

(Note 5)(Note 5)1100.0(Note 5)(Note 5)

icot Tama Center

9

100.0

147

1.1

9

100.0

146

1.0

A-PLACE Kanayama

20

100.0

292

2.1

20

100.0

287

2.0

Osaka Nakanoshima
Building

41

100.0

535

3.9

40

99.9

535

3.7

icot Omori

8

100.0

239

1.7

8

100.0

233

1.6
(Note 5)Market Square
Sagamihara

3

100.0

(Note 5)(Note 5)3100.0(Note 5)

Umeda Gate Tower

14

100.0

444

3.2

15

100.0

464

3.2

A-PLACE Bashamichi

33

100.0

191

1.4

34

100.0

184

1.3

0.5

Commercial Mall
Hakata

8

97.0

222

1.6

18

97.0

210

1.5

5.6

EDGE Shinsaibashi

－

－

－

－

19

90.7

351

2.4

Subtotal

150

99.8

－

－

170

99.0

－

－

Total

577

99.9

13,815

100.0

619

99.5

14,502100.0

1(Note 1) The number of tenants refers to the total number of tenants for each property at the end of each fiscal period, based on each lease agreement. In the case where a masterQ plaza
SHINSAIBASHI

6

100.0

345

2.5

6

100.0

353

2.4

A-FLAG KOTTO
DORI

7

100.0

121

0.9

7

100.0

122

0.8

(Note 2) Occupancy rate refers to the percentage of leased area to leasable area for each property as of the end of each fiscal period, rounding down to the first decimal

A-FLAG
BIJUTSUKAN DORI

4

100.0

138

1.0

4

100.0

124

0.9

(Note 3) Rental revenue includes other rental revenue.

A-FLAGDAIKANYAMA
WEST

1

100.0

(Note 5)(Note 5)1100.0(Note 5)(Note 5)

A-FLAG KITASHINSAIBASHI

5

100.0

110

0.8

5

100.0

106

0.7

DECKS Tokyo Beach(Note 4)

85

99.7

634

4.6

85

100.0

583

4.0

Tokyu Plaza Ginza(Land) (Note 4)

－

－

－

－

1

100.0

448

3.1

Q plaza HARAJUKU(Note 4)

－

－

－

－

16

100.0

184

1.3

Subtotal

276

100.0

－

－

298

100.0

－

－

lease agreement is in place, the number of end tenants is counted. In the case of a property for which only land is acquired, the total number of tenants on the land iscounted.
place.
(Note 4) As for Tokyu Plaza Omotesando Harajuku, Tokyu Plaza Akasaka, DECKS Tokyo Beach, Tokyu plaza Ginza (Land), Q plaza HARAJUKU and Shiodome
Building, the figures are in proportion to a pro rata share of our trust beneficiary co-ownership interest of each property (75%, 50%, 49%, 30%, 60% and 35%,
respectively).
(Note 5) Rental revenue and the ratio of rental revenue to total rental revenues are not disclosed, as consent from tenants has not been obtained.

TLC Ebisu Building

12

100.0

324

2.4

12

100.0

343

2.4

A-PLACE Ebisu
Minami

11

100.0

373

2.7

11

100.0

374

2.6

A-PLACE Yoyogi

3

100.0

129

0.9

3

100.0

130

0.9

A-PLACE Aoyama

8

100.0

303

2.2

8

100.0

303

2.1

Luogo Shiodome

7

100.0

181

1.3

7

100.0

179

1.2

TAMACHI SQUARE(Land)

1

100.0

62

0.5

1

100.0

62

0.4

A-PLACE Ikebukuro

1

100.0

(Note 5)(Note 5)1100.0(Note 5)(Note 5)

A-PLACE Shinbashi

9

98.7

199

1.4

9

98.7

199

1.4

A-PLACE Gotanda

11

100.0

180

1.3

11

100.0

182

1.3

A-PLACE Shinagawa

7

100.0

116

0.8

7

100.0

116

0.8

OSAKI WIZTOWER

5

100.0

349

2.5

5

100.0

337

2.3

Shiodome Building(Note 4)

39

100.0

1,534

11.1

39

100.0

1,524

10.5

A-PLACE Ebisu
Higashi

8

100.0

175

1.3

8

100.0

175

1.2

A-PLACE Shibuya
Konnoh

4

100.0

115

0.8

4

100.0

115

0.8

A-PLACE Gotanda
Ekimae

10

100.0

179

1.3

10

100.0

185

1.3

A-PLACE Shinagawa
Higashi

9

100.0

509

3.7

9

100.0

518

3.6

A-PLACE Shinbashi
Ekimae

6

100.0

381

2.8

6

100.0

399

2.8

Subtotal

151

99.9

－

－

151

99.9

－

－

(4) Details of Specified Transaction
The outstanding contract amount and fair value of specified transactions as of the end of the fiscal
period under review are as follows:(In thousands of yen)Classification

Over-the-counter

Transaction

Notional contract amount (Note 1)

Interest rate swaps(Receive floating pay fixed)
Total

Over 1 year

Fair value(Note 2) (Note 3)

32,540,000

30,140,000△11,474

32,540,000

30,140,000△11,474(Note 1) The contract amount of interest rate swaps is presented based on its notional principal.
(Note 2) The statement of the fair value is omitted for those transactions that satisfy requirements for special treatment based on accounting standards for financial
instruments.
(Note 3) Fair value is based on prices, etc. indicated by partner financial institutions.

(5) Other Assets
There are no major incorporations of other specified assets that are the principal investment targetsof the Investment Corporation as of the end of the fiscal period under review.

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34

35

4. Capital Expenditure for Assets under Management(2) Capital Expenditure during the Period(1) Scheduled Capital Expenditure
The following table shows major capital expenditure for renovation works, etc., scheduled for theproperties owned by the Investment Corporation at the end of the fiscal period under review. The
estimated construction cost below includes the portion expensed for accounting purposes.

Name of real property(Location)

Estimated construction cost
(Millions of yen)
PurposeScheduled period

TotalamountPayment
for theperiodTotalamountpaid––

Osaka Nakanoshima
Building(Osaka, Osaka)Complete replacement ofelevator machinery andequipment

From June 2019
to October 2019

107

A-FLAG SAPPORO(Sapporo, Hokkaido)

Replacement of emergency
power generators

From April 2019
to September 201989

icot Omori(Ota, Tokyo)

Large-scale repair work

From June 2019
to November 2019

87

–

–

A-FLAG SAPPORO(Sapporo, Hokkaido)

Replacement of escalators

From October 2019
to October 2019

41

–

–

Osaka Nakanoshima
Building(Osaka, Osaka)

Repair of lavatory plumbing

From August 2019
to November 2019

34

–

–

A-FLAG SAPPORO(Sapporo, Hokkaido)

Renewal of power control board From August 2019
(Second period)to November 2019

30

–

–

A-FLAG SAPPORO(Sapporo, Hokkaido)

Replacement of air conditioning From October 2019
units of main building
to November 2019

27

–

–

Shiodome Building(Minato, Tokyo)

Through inspection andmaintenance of emergency
From September 2019
power generation equipment
to October 2019and replacement of its worn out
parts

23
(Note)––

Kobe Kyu Kyoryuchi
25Bankan(Kobe, Hyogo)

Renovation of multilevel car
park system (Computers for
system operations,etc.)

From October 2019
to November 2019

22

–

–

A-PLACE Gotanda
Ekimae(Shinagawa, Tokyo)

Installation of LED lighting

From July 2019
to November 2019

20

–

–

A-PLACE Ebisu Minami Replacement of humidifier(Shibuya, Tokyo)
drain extraction pipes

From August 2019
to October 2019

18

–

–

DECKS Tokyo Beach(Minato, Tokyo)

Replacement of package air
conditioning units

From October 2019
to November 201915
(Note)––DECKS Tokyo Beach(Minato, Tokyo)

Repair of pipeline system forcollecting waste

From October 2019
to November 201914
(Note)

–

–

12

–

–

12
(Note)––

Maintenance of air conditioning
A-PLACE Ebisu Minami units (replacement of sensors,
From September 2019
(Shibuya, Tokyo)
and motors for electronic
to November 2019
expansion valves) (First period)––

For assets held by the Investment Corporation in the 15th fiscal period, construction work conducted by
the Investment Corporation during the fiscal period ended May 31, 2019 that falls into capital expenditureis as follows. The capital expenditure for the fiscal period ended May 31, 2019 amounted to ¥413 million,
and repair and maintenance expenses that were accounted for as expense in the fiscal period ended May
31, 2019 came to ¥189 million. On aggregate, construction work of ¥603 million was carried out during
the fiscal period.
Name of real property(Location)

PurposeSign and environment-related
improvement work

From October 2019
to November 2019

A-FLAG SAPPORO(Sapporo, Hokkaido)

Repairs involving
waterproofing and top-coating
application work for structures
on rooftop

From May 2019
to August 2019

12

–

–

A-FLAG SAPPORO(Sapporo, Hokkaido)

Replacement of DC power
supply on new annex

From October 2019
to October 2019

11

–

–

Shiodome Building(Minato, Tokyo)

Replacement of humidifying
element

From July 2019
to November 201910(Note)––

Construction cost
(Millions of yen)
146

A-PLACE Shinbashi(Minato, Tokyo)

Large-scale renovation work

From July 2018
to April 2019

Tokyu Plaza Omotesando
Harajuku(Shibuya, Tokyo)

Renewal works

From February 2019
to March 2019

A-FLAG SAPPORO(Sapporo, Hokkaido)

Renewal of power control board

From June 2018
to April 2019

29

A-FLAG SAPPORO(Sapporo, Hokkaido)

Work to replace hotel hotel card
locks

From January 2019
to March 2019

22

A-FLAG SAPPORO(Sapporo, Hokkaido)

Renewal of hot water main pipe
From January 2019and horizontal rainwater pipe forto April 2019
upper floors (First period)

22

A-PLACE Shinagawa Higashi Renewal of air conditioning(Minato, Tokyo)
equipment

From December 2018
to January 2019

Shiodome Building(Minato, Tokyo)

From January 2019
to February 2019

Renewal of ITV camera
surveillance system

Other(Note)

39(Note)

12
10(Note)130

Total

DECKS Tokyo Beach(Minato, Tokyo)

Period413

The shown construction cost with regard to Tokyu Plaza Omotesando Harajuku and Shiodome Building is
the amount equivalent to the ratio of the Investment Corporation’s co-ownership interests of real estate trust
beneficiary (75% and 35%, respectively).

(3) Money Accumulated for Long-Term Repair Plan
Not applicable(Note) The shown estimated construction cost with regard to DECKS Tokyo Beach and Shiodome Building is the amount equivalent to the ratio of
the Investment Corporation’s co-ownership interests of real estate trust beneficiary (49% and 35%, respectively).

18
36

37

5. Expenses and Liabilities(2) Borrowings
The status of borrowings from financial institutions as of May 31, 2019 is as follows:(1) Details of Expenses Related to Asset Management, etc.
Item(a) Asset management fees (Note)(b) Asset custody fees

14th period(From June 1, 2018
to November 30, 2018)
1,077,918

1,127,058

12,63814,021(c) Administrative service fees

32,24835,168(d) Directors’ compensation

3,300

3,300

(e) Other operating expenses
Total

Category(In thousands of yen)
15th period(From December 1, 2018
to May 31, 2019)

66,40390,8301,192,509

1,270,378(Note) Asset management fees contain acquisition fees that were included in the book value of acquired properties (15th fiscal period: ¥352,500 thousand).

LenderDrawdown
date

Sumitomo Mitsui Trust Bank, Limited
MUFG Bank, Ltd.

January 9,
2018

Mizuho Bank, Ltd.

Shortterm
loans
payableJune 1,
2018

Mizuho Bank, Ltd.
Sumitomo Mitsui Trust Bank, Limited
Mizuho Bank, Ltd.

April 24,2019

Averageinterest rate
(Note 1)Endingbalance

1,025

－

2,050

－ 0.17679%
－

1,025

Sumitomo Mitsui Trust Bank, Limited
MUFG Bank, Ltd.

Beginningbalance

1,670

1,670

1,670

1,670 0.19216%

1,660

1,660

－

1,600

－

1,600 0.19162%

MUFG Bank, Ltd.

－

800

Sumitomo Mitsui Trust Bank, Limited

－

2,000

Mizuho Bank, Ltd.

January 10,
2019－2,000 0.18694%

MUFG Bank, Ltd.

－

1,000

Total

9,100

14,000(Unit: Millions of yen)

Maturity
date

Repayment method

Use offunds

January 9,
2019

Lump-sum(Note 4)
repayment

Unsecured,
non-guaranteed

June 1,2019

Lump-sum(Note 4)
repayment

Unsecured,
non-guaranteed

November
24,
2019

Lump-sum
repayment (Note 7)

Unsecured,
non-guaranteed

January 10, Lump-sum (Note 3)
2020
repayment

Unsecured,
non-guaranteed

Remarks

Sumitomo Mitsui Trust Bank, Limited

500－ 0.52304%

January 9,
2019(Note 3)

Unsecured,
non-guaranteed

MUFG Bank, Ltd. (Note 6)500－ 0.52304%

January 9,
2019(Note 3)

Unsecured,
non-guaranteed

500－ 0.52304%

January 9,
2019(Note 3)

Unsecured,
non-guaranteed

500－ 0.52304%

January 9,
2019(Note 3)

Unsecured,
non-guaranteed

Sumitomo Mitsui Banking Corporation

250－ 0.52304%

January 9,
2019(Note 3)

Unsecured,
non-guaranteed

Development Bank of Japan Inc.

250

－ 0.52304%

January 9,
2019(Note 3)

Unsecured,
non-guaranteed

Sumitomo Mitsui Trust Bank, Limited

800－ 0.91941%

April 19,2019

(Note 3)

Unsecured,
non-guaranteed

MUFG Bank, Ltd. (Note 6)800－ 0.91941%

April 19,2019

(Note 3)

Unsecured,
non-guaranteed

800－ 0.91941%

April 19,2019

(Note 3)

Unsecured,
non-guaranteed

800－ 0.91941%

April 19,2019

(Note 3)

Unsecured,
non-guaranteed

400－ 0.91941%

April 19,2019

(Note 3)

Unsecured,
non-guaranteed

400－ 0.91941%

April 19,2019

(Note 3)

Unsecured,
non-guaranteed

6,000

6,000 1.19051%

June 13,2019

Lump-sum (Note 3)
repayment

Unsecured,
non-guaranteed

1,200

1,200 0.02875%(Note 5)

1,200

1,200

June 28,
2019

Lump-sum (Note 4)
repayment

Unsecured,
non-guaranteed

Mizuho Bank, Ltd.
MUFG Bank, Ltd.

Mizuho Bank, Ltd.
MUFG Bank, Ltd.
Longterm
loans
Sumitomo Mitsui Banking Corporation
payable(Note 2)Development Bank of Japan Inc.
Development Bank of Japan Inc.
Mizuho Trust & Banking Co.,LTD.
The Norinchukin Bank

January 9,
2015

April 19,2013

June 13,2012
June 30,
2016

0.02875%(Note 5)Lump-sum
repayment

Lump-sum
repayment

Sumitomo Mitsui Trust Bank, Limited

340

340 0.54352%

July 9,2019(Note 3)

Unsecured,
non-guaranteed

MUFG Bank, Ltd. (Note 6)340

340 0.54352%

July 9,2019(Note 3)

Unsecured,
non-guaranteed

340

340 0.54352%

July 9,2019(Note 3)

Unsecured,
non-guaranteed

340

340 0.54352%

July 9,2019(Note 3)

Unsecured,
non-guaranteed

Sumitomo Mitsui Banking Corporation

170

170 0.54352%

July 9,2019(Note 3)

Unsecured,
non-guaranteed

Development Bank of Japan Inc.

170

170 0.54352%

July 9,2019(Note 3)

Unsecured,
non-guaranteed

Mizuho Bank, Ltd.
MUFG Bank, Ltd.

January 9,
2015

Lump-sum
repayment

20
38

39

(Unit: Millions of yen)

(Unit: Millions of yen)
Category
LenderMizuho Trust & Banking Co.,LTD.
Shinkin Central Bank

BeginningbalanceEndingbalanceAugust 29,
2014

1,500

1,500

1,500

1,500

Averageinterest rate
(Note 1)Maturity
date

Repayment method0.51000%

August 29,
2019

Lump-sum(Note 4)
repayment

Unsecured,
non-guaranteed

Use offunds

Category

Remarks

LenderDrawdown
date

BeginningbalanceEndingbalance

Averageinterest rate
(Note 1)

Sumitomo Mitsui Trust Bank, Limited

320

320

MUFG Bank, Ltd.

640

640

320

320 0.41931%

160

160

Mizuho Bank, Ltd.

January 5,
2018

Maturity
date

Repayment method

Use offunds

December 28, Lump-sum(Note 3)2021
repayment

Remarks

Unsecured,
non-guaranteed

Sumitomo Mitsui Trust Bank, Limited

160

160 0.93846%

January 10,2020(Note 3)

Unsecured,
non-guaranteed

MUFG Bank, Ltd. (Note 6)

160

160 0.93846%

January 10,2020(Note 3)

Unsecured,
non-guaranteed

Development Bank of Japan Inc.

160

160

January 10,(Note 3)2020
Lump-sum
January 10, repayment (Note 3)
2020

Unsecured,
non-guaranteed

Sumitomo Mitsui Trust Bank, Limited

840

840 0.73690%

January 9,2022(Note 3)

Unsecured,
non-guaranteed

Unsecured,
non-guaranteed

MUFG Bank, Ltd. (Note 6)

840

840 0.73690%

January 9,2022(Note 3)

Unsecured,
non-guaranteed

840

840 0.73690%

January 9,2022(Note 3)

Unsecured,
non-guaranteed

840

840 0.73690%

January 9,2022(Note 3)

Unsecured,
non-guaranteed

Mizuho Bank, Ltd.

Sumitomo Mitsui Banking Corporation160

160 0.93846%

160

160 0.93846%

Sumitomo Mitsui Banking Corporation

80

80 0.93846%

January 10,2020(Note 3)

Unsecured,
non-guaranteed

Mizuho Bank, Ltd.

Development Bank of Japan Inc.

80

80 0.93846%

January 10,2020(Note 3)

Unsecured,
non-guaranteed

MUFG Bank, Ltd.

Sumitomo Mitsui Trust Bank, Limited

600

600 0.72546%

January 10,2020(Note 4)

Unsecured,
non-guaranteed

Sumitomo Mitsui Banking Corporation

420

420 0.73690%

January 9,2022(Note 3)

Unsecured,
non-guaranteed

MUFG Bank, Ltd. (Note 6)600

600 0.72546%

January 10,2020(Note 4)

Unsecured,
non-guaranteed

Development Bank of Japan Inc.

420

420 0.73690%

January 9,2022(Note 3)

Unsecured,
non-guaranteed

600

600 0.72546%

Unsecured,
non-guaranteed

Mizuho Trust & Banking Co.,LTD.

0.68500%

March 31,2022

Lump-sum (Note 4)
repayment

Unsecured,
non-guaranteed

600

600 0.72546%

January 10,(Note 4)2020
Lump-sum
repayment
January 10,(Note 4)2020
(Note 4)

Unsecured,
non-guaranteed

0.30630%

March 31,2022

Lump-sum
repayment (Note 4)

Unsecured,
non-guaranteed(Note 4)

Unsecured,
non-guaranteed

1,500

1,500 0.94688%

June 15,2022(Note 4)

Unsecured,
non-guaranteed

1,500

1,500 0.94688%

June 15,2022(Note 4)

Unsecured,
non-guaranteed

1,500

1,500 0.94688%

June 15,2022(Note 4)

Unsecured,
non-guaranteed

1,500

1,500 0.94688%

June 15,2022(Note 4)

Unsecured,
non-guaranteed

MUFG Bank, Ltd. (Note 6)

Mizuho Bank, Ltd.
MUFG Bank, Ltd.

January 10,
2014

July 9,2014

Sumitomo Mitsui Banking Corporation

300

300 0.72546%

January 10,
2020

Development Bank of Japan Inc.

300

300 0.72546%

January 10,
2020

Resona Bank, Limited.

1,500

1,500

The Bank of Fukuoka, Ltd.

1,000

1,000

500

500

The Gunma Bank, Ltd.
Longtermloanspayable(Note 2)

Drawdown
date

March 31,2015

The Norinchukin Bank

500

Sumitomo Mitsui Trust Bank, Limited
MUFG Bank, Ltd. (Note 6)
Mizuho Bank, Ltd.
MUFG Bank, Ltd.

December 19,
2013

Sumitomo Mitsui Banking Corporation
Development Bank of Japan Inc.
Sumitomo Mitsui Trust Bank, Limited
MUFG Bank, Ltd. (Note 6)
Mizuho Bank, Ltd.
MUFG Bank, Ltd.

March 31,2020

Unsecured,
non-guaranteed

Sumitomo Mitsui Trust Bank, Limited

200

200 0.65691%

June 15,2022(Note 3)

Unsecured,
non-guaranteed

MUFG Bank, Ltd. (Note 6)200

200 0.65691%

June 15,2022(Note 3)

Unsecured,
non-guaranteed

200

200 0.65691%

June 15,2022(Note 3)

Unsecured,
non-guaranteed

200

200 0.65691%

June 15,2022(Note 3)

Unsecured,
non-guaranteed

MUFG Bank, Ltd.

(Note 3)1,060

1,060 1.07980% December 19,(Note 3)2020
Lump-sum
repayment
December
19,
1,060 1.07980%(Note 3)2020

Unsecured,
non-guaranteed

Mizuho Bank, Ltd.

Unsecured,
non-guaranteed

MUFG Bank, Ltd.

December 19,
2020(Note 3)

Unsecured,
non-guaranteed

Sumitomo Mitsui Banking Corporation

100

100 0.65691%

June 15,2022(Note 3)

Unsecured,
non-guaranteed(Note 3)

Unsecured,
non-guaranteed

Development Bank of Japan Inc.

100

100 0.65691%

June 15,2022(Note 3)

Unsecured,
non-guaranteed(Note 3)

Unsecured,
non-guaranteed(Note 3)

Unsecured,
non-guaranteed

0.44835%

June 15,2022

Lump-sum(Note 4)
repayment

Unsecured,
non-guaranteed

0.38236%January 10,2023

Lump-sum (Note 4)
repayment

Unsecured,
non-guaranteed

1,060
530

530 1.07980%

530

530 1.07980% December 19,
2020

1,340

1,340 1.07856%

January 10,2021

1,340 1.07856%

January 10,
2021

1,340

1,340 1.07856%

1,340

1,340 1.07856%

Lump-sum (Note 4)
repayment

Unsecured,
non-guaranteed

3,920
1,970

Sumitomo Mitsui Banking Corporation

160

160

Development Bank of Japan Inc.

160

160

－

620

－

620

－

620

Sumitomo Mitsui Banking Corporation－

320

Development Bank of Japan Inc.

－

320

Mizuho Bank, Ltd.

March 31,
2021

－

1,560

(Note 3)500 0.25000%

－

1,560

1,560

MUFG Bank, Ltd.

Sumitomo Mitsui Trust
Bank, Limited

500

3,920

1,560

1,560

Unsecured,
non-guaranteed
Unsecured,
non-guaranteed

－

1,560

Mizuho Bank, Ltd.

Unsecured,
non-guaranteed
Unsecured,
non-guaranteed

0.20194%

July 12,2021

Lump-sum(Note 3)
repayment

Unsecured,
non-guaranteed

－

1,970

－

1,970 0.36607%

July 12,2021

Lump-sum (Note 3)
repayment

Unsecured,
non-guaranteed

December 16,
2015

Sumitomo Mitsui Trust
Bank, Limited

January 10,(Note 3)2021
Lump-sum
repayment
January 10,(Note 3)2021

(Note 3)Development Bank of Japan Inc.

Mizuho Bank, Ltd.

1,060

January 10,
2021

January 10,
2019

Lump-sum
repayment

Unsecured,
non-guaranteed

670 1.07856%

Sumitomo Mitsui Banking Corporation

June 15,2015

400

1,060 1.07980% December 19,
2020

670

January 10,
2019

MUFG Bank, Ltd. (Note 6)400

Unsecured,
non-guaranteed

Development Bank of Japan Inc.

Mizuho Bank, Ltd.

Longtermloanspayable(Note 2)400
400

(Note 3)500

670 1.07856%

MUFG Bank, Ltd.

Sumitomo Mitsui Trust Bank, Limited

500

19,
1,060 1.07980% December
2020

670

Sumitomo Mitsui Trust Bank, Limited

March 31,
2017

2,000

500

Unsecured,
non-guaranteed

Sumitomo Mitsui Banking Corporation

March 31,2017

The 77 Bank, Ltd.

2,000

Lump-sum
repayment (Note 4)

January 10,
2021

Nippon Life Insurance Company

Tokio Marine & Nichido Fire
Insurance Co., Ltd.

March 31,2015

Lump-sum
repayment

1,060

1,340

January 10,2014

0.52500%

Shinkin Central Bank

January 9,
2015

MUFG Bank, Ltd.

June 13,2018

January 9,
2019

Lump-sum
repayment

22
40

41

(Unit: Millions of yen)

(Unit: Millions of yen)
Category

Maturity
date

1,250

1,250 0.61330%(Note 5)

March 30,
2023

1,250

1,250 0.61330%(Note 5)

March 30,
2023

1,250

1,250

0.61330%(Note 5)

March 30,
2023

1,250

1,250

0.61330%(Note 5)

March 30,
2023

Sumitomo Mitsui Trust Bank, Limited

750

750

Mizuho Bank, Ltd.

750

750

750

750 0.44804%

Sumitomo Mitsui Banking Corporation

375

375

Sumitomo Mitsui Trust Bank, Limited

Development Bank of Japan Inc.

375

375

MUFG Bank, Ltd.

800

800

Mizuho Bank, Ltd.

1,600

1,600

LenderSumitomo Mitsui Trust Bank, Limited
MUFG Bank, Ltd.
(Note 6) (Note7)
Mizuho Bank, Ltd.

September 30,
2015

MUFG Bank, Ltd. (Note 6)

MUFG Bank, Ltd.

March 30,
2018

Sumitomo Mitsui Trust Bank, Limited
MUFG Bank, Ltd.
Mizuho Bank, Ltd.

October 6,
2016

BeginningbalanceEndingbalance

800 0.38472%

Sumitomo Mitsui Banking Corporation

400

400

Development Bank of Japan Inc.

400

400

MUFG Bank, Ltd. (Note 6)
Mizuho Bank, Ltd.

1,500

June 15,2015

MUFG Bank, Ltd.
Sumitomo Mitsui Banking Corporation
Development Bank of Japan Inc.

December 16,
2015

Sumitomo Mitsui Trust Bank, Limited
MUFG Bank, Ltd.

June 13,2017

Mizuho Bank, Ltd.
Taiyo Life Insurance Company
Mitsui Sumitomo Insurance Company,
LimitedMarch 31,2017

March 30,2023

1,500 1.06316%

April 6,2023

1,200 0.85377%

June 17,2024(Note 3)

Unsecured,
non-guaranteed

1,200

1,200 0.85377%

June 17,2024(Note 3)

Unsecured,
non-guaranteed

Sumitomo Mitsui Banking Corporation

600

600 0.85377%

June 17,2024(Note 3)

Unsecured,
non-guaranteed

Development Bank of Japan Inc.

600

600 0.85377%

June 17,2024(Note 3)

Unsecured,
non-guaranteed

June 17,2024

Lump-sum (Note 4)
repayment

Unsecured,
non-guaranteed

0.36900% December 13, Lump-sum(Note 4)(Note 5)2024
repayment

Unsecured,
non-guaranteed

Mizuho Bank, Ltd.

(Note 4)

Unsecured,
non-guaranteed

MUFG Bank, Ltd.

(Note 4)

Unsecured,
non-guaranteed(Note 4)

Unsecured,
non-guaranteed(Note 3)

Unsecured,
non-guaranteed(Note 3)

Unsecured,
non-guaranteed

1,500 1.06316%

June 15,
2023

1,500

1,500 1.06316%

June 15,2023

625

625 0.75387%

June 15,2023

625

625 0.75387%

June 15,
2023

1,250

1,250

2,500

2,500 0.46400%

1,250

1,250
500

Unsecured,
non-guaranteed

June 15,2023

Lump-sum
repayment

Lump-sum
repayment

Lump-sum(Note 4)
repayment

Unsecured,
non-guaranteed

0.35998%

September
29,
2023

Lump-sum (Note 4)
repayment

Unsecured,
non-guaranteed

January 12,2024(Note 4)

Unsecured,
non-guaranteed

MUFG Bank, Ltd. (Note 6)

1,400

1,400 0.78362%

January 12,2024(Note 4)

Unsecured,
non-guaranteed

1,400 0.78362%

January 12,(Note 4)2024
Lump-sum
January 12, repayment(Note 4)2024

Unsecured,
non-guaranteed

1,500

1,500

3,000 0.33150%(Note 5)
1,500

1,500

1,500

3,000

3,000

Mizuho Bank, Ltd.

1,500

1,500

Sumitomo Mitsui Trust Bank, Limited

1,200

1,200

MUFG Bank, Ltd.

2,400

2,400

1,200

1,200 0.54094%

Unsecured,
non-guaranteed

Mizuho Bank, Ltd.

Mizuho Bank, Ltd.

March 19,2026

Lump-sum (Note 3)
repayment

Unsecured,
non-guaranteed

June 12,2026

Lump-sum (Note 4)
repayment

Unsecured,
non-guaranteed

440

THE NISHI-NIPPON CITY BANK,
LTD.

500

500

The Bank of Kyoto,Ltd.

300

300

Sumitomo Mitsui Trust Bank, Limited

500

500

Mizuho Bank, Ltd.

500

500

500

500 0.58630%

250

250

MUFG Bank, Ltd.

MUFG Bank, Ltd.

500

Unsecured,
non-guaranteed

440

440

The Norinchukin Bank

2,000

500

Lump-sum (Note 4)
repayment

440

440

Mizuho Trust & Banking Co.,LTD.

500

September
16,
2025

440

Unsecured,
non-guaranteed

500

Unsecured,
non-guaranteed

440

The Bank of Fukuoka, Ltd.

(Note 4)The Norinchukin Bank

Lump-sum
repayment (Note 4)

440

440

January 12,
2024

Shinkin Central Bank

September
16,
2025

1,800 0.70169%

Resona Bank, Limited.

700 0.78362%

March 16,2018

March 30,
2018

Sumitomo Mitsui Banking Corporation

250

250

2,100

2,100

4,200

4,200

2,100

2,100 0.61942%

Sumitomo Mitsui Banking Corporation

1,050

1,050

Development Bank of Japan Inc.

1,050

1,050

13,
Sumitomo Mitsui Banking Corporation December
2016

6,000

6,000 0.69796%

Sumitomo Mitsui Trust Bank, Limited

Mizuho Bank, Ltd.

Unsecured,
non-guaranteed

0.46453%

3,600

1,800

900

700

Lump-sum (Note 4)
repayment

Unsecured,
non-guaranteed

3,600

440

Development Bank of Japan Inc.

March 29,2024

Lump-sum (Note 3)
repayment

600
1,800

900

Development Bank of Japan Inc.

0.41380%

September
16,
2025

600
1,800

Mizuho Trust & Banking Co.,LTD.

Unsecured,
non-guaranteed

1,000

Unsecured,
non-guaranteed

Development Bank of Japan Inc.

(Note 4)

1,500

Lump-sum
repayment (Note 3)

900

Shinkin Central Bank

September 21,
2016

Lump-sum
repayment

March 21,
2025

900

January 12,
2024

1,000

March 16,
2017

Repayment method600

Sumitomo Mitsui Banking Corporation

700 0.78362%

1,500

600

MUFG Bank, Ltd.

700

March 31,2017

September 21,
2016

Sumitomo Mitsui Trust Bank, Limited

Sumitomo Mitsui Banking Corporation

2,000

June 13,
2016

Development Bank of Japan Inc.

1,400 0.78362%

The Bank of Fukuoka, Ltd.

June 13,
2016

Sumitomo Mitsui Banking Corporation

Longtermloanspayable(Note 2)Endingbalance

3,000

1,400

Resona Bank, Limited.

December 16,
2015

Beginningbalance

1,500

MUFG Bank, Ltd.

Unsecured,
non-guaranteed

1,400 0.78362%

MUFG Bank, Ltd.

1,200

Unsecured,
non-guaranteed

Unsecured,
non-guaranteed

1,500

1,400

Unsecured,
non-guaranteed(Note 4)1,400

January 12,2016(Note 3)

MUFG Bank, Ltd. (Note 6)

Sumitomo Mitsui Trust Bank, Limited

Mizuho Bank, Ltd.

June 17,2024

Unsecured,
non-guaranteed(Note 4)

June 15,2023

500

1,200 0.85377%(Note 4)Lump-sum
repayment (Note 3)

1,200

Unsecured,
non-guaranteed

Sumitomo Mitsui Trust Bank, Limited

LenderUnsecured,
non-guaranteed

1,200 0.85377%(Note 3)

Unsecured,
non-guaranteed

Lump-sum(Note 4)
repayment

1,200

June 17,2024(Note 4)(Note 4)1,500 1.06316%

500

Lump-sum
repayment

MaturitydateRemarks

Remarks

Drawdown
date

Averageinterest rate
(Note 1)

Use offunds

Use offunds

June 15,
2023

1,500

500

Repayment method

Sumitomo Mitsui Trust Bank, Limited

800

Sumitomo Mitsui Trust Bank, Limited

Longtermloanspayable(Note 2)Category

Averageinterest rate
(Note 1)

Drawdown
date

24
42

43

(Unit: Millions of yen)
Category
LenderDrawdown
date

Mizuho Trust & Banking Co.,LTD.

BeginningbalanceEndingbalance

Averageinterest rate
(Note 1)

－

1,100

－

1,100

－

1,100 0.35765%

The Norinchukin Bank

－

1,100

The 77 Bank, Ltd.

－

600

1,750

1,750

3,500

3,500 0.71015%

1,750

1,750

780

780

1,560

1,560

Resona Bank, Limited.
The Bank of Fukuoka, Ltd.

March 7,2019

Sumitomo Mitsui Trust Bank, Limited
MUFG Bank, Ltd.

June 13,2017

Mizuho Bank, Ltd.
Sumitomo Mitsui Trust Bank, Limited
MUFG Bank, Ltd.
Mizuho Bank, Ltd.

January 9,
2018

780

780 0.70698%

Sumitomo Mitsui Banking Corporation

390

390

Development Bank of Japan Inc.

390

390

2,200

2,200

2,200

2,200

2,200

2,200 0.73360%

Sumitomo Mitsui Trust
Bank, Limited
Mizuho Bank, Ltd.
MUFG Bank, Ltd.

June 13,2018

Sumitomo Mitsui Banking Corporation

200

200

Development Bank of Japan Inc.

200

200

Sumitomo Mitsui Trust Bank, Limited

320

320

640

640

320

320 0.74869%

LongMUFG Bank, Ltd.
term
loans
payable Mizuho Bank, Ltd.
(Note 2)
Sumitomo Mitsui Banking Corporation

January 5,
2018

160

160

Development Bank of Japan Inc.

160

160

Sumitomo Mitsui Trust
Bank, Limited

－

1,000

－

1,000 0.54375%(Note 5)
1,000

Mizuho Bank, Ltd.
MUFG Bank, Ltd.

April 19,2019

Sumitomo Mitsui Banking Corporation
Development Bank of Japan Inc.

April 19,2019

Sumitomo Mitsui Trust
Bank, Limited
Mizuho Bank, Ltd.
MUFG Bank, Ltd.

January 10,
2019

Sumitomo Mitsui Banking Corporation
Development Bank of Japan Inc.

January 10,
2019

Sumitomo Mitsui Trust
Bank, Limited
Mizuho Bank, Ltd.

May 31,
2019

－
－

500

－

500 0.58821%

－

3,210

－
－

3,210 0.55800%(Note 5)
1,610

－

1,610

－

1,610 0.65264%

－

1,165

－

1,165

－

590 0.56127%

Sumitomo Mitsui Banking Corporation－

590

Development Bank of Japan Inc.

－

590

172,250

206,350

MUFG Bank, Ltd.

Total

Maturity
date

Repayment
methodUse offunds

Remarks

September 7, Lump-sum
2026
repayment(Note 4)

Unsecured,
non-uaranteed

December
14,
2026

January 9,
2027

June 13,2027

July 5,2027

Lump-sum
repayment

Lump-sum
repayment

Lump-sum
repayment

Lump-sum
repayment(Note 4)(Note 4)(Note 4)(Note 3)

Unsecured,
non-uaranteed

Unsecured,
non-uaranteed

Unsecured,
non-uaranteed

Unsecured,
non-uaranteed

Investment Corporation Bonds
Balance as of
May 31,
2018(In millionsof yen)Balance as ofNovember30, 2018(In millionsof yen)Interest
rate(%)

Maturity
date

Repayment
methodApril 25,
2014

4,000

－

0.370

April 25,
2019

Lump sum(Note)The 2nd Unsecured
Investment Corporation Bond

April 21,
2015

2,000

2,000

0.297

April 21,2020

Lump sum(Note)The 3rd Unsecured
Investment Corporation Bond

April 21,
2015

2,000

2,000

0.726

April 21,2025

Lump sum(Note)The 4th Unsecured Investment
Corporation Bond

February 3,
2016

2,000

2,000

0.770

February 3,
2026

Lump sum(Note)The 5th Unsecured Investment
Corporation Bond

February 2,
2017

4,000

4,000

0.001

January 31,
2020

Lump sum(Note)The 6th Unsecured Investment
Corporation Bond

February 2,
2017

1,000

1,000

0.480

February 2,
2027

Lump sum(Note)The 7th Unsecured Investment
Corporation Bond

February 2,
2017

1,000

1,000

0.810

February 2,
2032

Lump sum(Note)The 8th Unsecured Investment
Corporation Bond

February 13,
2018

1,000

1,000

0.160

August 12,
2022

Lump sum(Note)The 9th Unsecured Investment
Corporation Bond

February 13,
2018

1,000

1,000

1.050

February 12,
2038

Lump sum(Note)

18,00014,000Name of bonds

Issuance date

The 1st Unsecured Investment
Corporation Bond

Total

Use of proceeds

Remarks

Repayment ofoutstandingloans payable
Repayment ofoutstandingloans payable
Repayment ofoutstandingloans payable
Repayment ofoutstandingloans payable
Repayment ofoutstandingloans payable
Repayment ofoutstandingloans payable
Repayment ofoutstandingloans payable
Repayment ofoutstandingloans payable
Repayment ofoutstandingloans payable

Unsecured
andunguaranteed
Unsecured
andunguaranteed
Unsecured
andunguaranteed
Unsecured
andunguaranteed
Unsecured
andunguaranteed
Unsecured
andunguaranteed
Unsecured
andunguaranteed
Unsecured
andunguaranteed
Unsecured
andunguaranteed(Note) The Investment Corporation may repurchase and cancel bonds at any time after the date of payment unless otherwise specified by the Japan Securities Depository Center, Inc.

(3) Short-Term Investment Corporation Bonds
Not applicable
July 5,2027

Lump-sum
repayment(Note 4)

Unsecured,
non-uaranteed

July 5,2027

Lump-sum
repayment(Note 4)

Unsecured,
non-uaranteed

January 11, Lump-sum
2028
repayment(Note 3)

Unsecured,
non-uaranteed

January 11, Lump-sum
2028
repayment(Note 3)

Unsecured,
non-uaranteed

May 31,2028

Lump-sum
repayment(Note 4)(Note 1) Weighted average rate, rounding to the sixth decimal place.
(Note 2) Long-term loans payable include current portion.
(Note 3) Use of the borrowings is acquisition of the real estate trust beneficiary interests.
(Note 4) Use of the borrowings is appropriated to repayment of outstanding loans payable.
(Note 5) This long-term loans payable is hedged by interest rate swap contract. The average interest rate reflects the effectivenessof this hedging instrument.
(Note 6) The role of Mitsubishi UFJ Trust and Banking Corporation as a lender has been taken over by MUFG Bank, Ltd. on April
16, 2018.
(Note 7) Use of the borrowings is appropriated to repayment of investment corporation bonds.

Unsecured,
non-uaranteed(4) Subscription Rights for New Investment Units
Not applicable

6. Buying and Selling during the Period(1) Buying and Selling, etc., of Real Estate and Asset-Backed Securities, etc., Infrastructure Assets, etc.
and Infrastructure-Related Assets
Acquisition
Category

Asset type

Property nameUrban Retail
Properties

Trust
beneficiaryinterests

Urban Retail
Properties

Trust
beneficiaryinterests

Activia
Account

Trust
beneficiaryinterests

Urban Retail
Properties

Trust
beneficiaryinterests

Disposalamount(In millions ofyen)Book value(In millions ofyen)

Gain (loss) on
disposal(In millions of
yen)

－

－

－

－

13,200－－－－19,800－－－－March 1,
2019

1,875

1,532

341

1,875

1,532

341

Acquisitiondate

Acquisition price(In millions of yen)
(Note1)Tokyu Plaza Ginza(Land) (Note 2)

January 10,
201937,500

Q plaza
HARAJUKU(Note 2)January 10,
2019

EDGE Shinsaibashi

January 10,
2019

A-FLAGAKASAKA(Note 2) (Note 3)

－

Total
(Note1)

Disposal－

Disposal
date(Note1)70,500

The acquisition price and the disposal amount represent the trading value of trust beneficiary rights stipulated in each beneficiary right purchase and sale agreement for
the assets (excluding consumption tax, local consumption tax, and expenses such as trading commissions).

(Note2)

The acquisition price or disposal amount for Tokyu Plaza Ginza (Land), Q plaza HARAJUKU and A-FLAG AKASAKA represent figures equivalent to the percentageof the Investment Corporation’s co-ownership interest (30%, 60% and 50%, respectively).

(Note3)

Regarding the disposal of A-FLAG AKASAKA, in addition to the above, there were “Other disposal expenses” of ¥1 million and the gain (loss) on disposal reflects
such expenses.

26
44

45

(2) Buying and Selling, etc. of Other Assets
Not applicable. In addition, the Investment Corporation’s assets other than the above-mentioned realestate and asset-backed securities are mostly comprised of direct bank deposits and bank deposits intrust.
(3) Survey of Prices, etc. of Specified Assets

Acquisition

Date ofacquisition /disposalAppraisal value at
end of period(In millions of yen)

Tokyu Plaza Ginza(Land) (Note 2)

January 10,
201937,50039,000

JLL Morii Valuation &Advisory K.K.

November 1,
2018

Q plaza HARAJUKUJanuary 10,
2019
January 10,
201913,20013,300Japan Valuers Co., Ltd.

October 1,
2018

19,80020,000Japan Valuers Co., Ltd.

October 1,
2018

70,50072,300(Note 2)EDGE Shinsaibashi

Disposal

Total amount (A)(In thousands of yen)

Building management fee
Acquisition price ordisposal amount(In millions of yen)
(Note 1)

Property nameCategory

Property management fee1) Real Estate
Acquisition /DisposalCommissions Paid

Total

－

A-FLAGAKASAKA (Note 2)

March 1,
2019

1,875

Total

－

1,875

Name of appraiser

Date ofappraisal

－

－

1,875

Japan Real Estate Institute

October 1,
2018

1,875

－

－

(Note 1) The acquisition price and disposal amount represent the trading value of trust beneficiary rights stipulated in each beneficiary right purchase and sale agreement for theassets (excluding consumption tax, local consumption tax, and expenses such as trading commissions).
(Note 2) The acquisition price or disposal amount for Tokyu Plaza Ginza (Land), Q plaza HARAJUKU and A-FLAG AKASAKA represent figures equivalent to the percentageof the Investment Corporation’s co-ownership interest (30%, 60% and 50%, respectively).
(Note 3) The appraisals of the above-mentioned real estate were conducted by applying “Real Estate Appraisal Standard Section 3: Appraisals Regarding Prices of Real Estatefor Securitization.”2) Others

Of the transaction that the Investment Corporation made during the target period from December
1, 2018 to May 31, 2019, those deemed to require a survey of prices pursuant to provisions ofArticle 201 of the Act on Investment Trusts and Investment Corporations consisted of two interest
rate swap transactions. We requested Tokyo Kyodo Accounting Office to carry out the survey forthe transactions and have received the survey reports.
We commissioned the survey on the name of the counterpart, the issue, the type of financial
instrument or financial indicator, transaction period, and other details of the interest rate swap.

417,733
752,028

Construction management fee

6,527

Breakdown of transactions with interested parties
Paid toTokyu Community Corp.
Tokyu Land SC Management
Corporation
Tokyu Land Corporation
Tokyu Community Corp.
Tokyu Community Corp.
Tokyu Land SC Management
Corporation
Tokyu Land Corporation

Amount (B)(In thousands of yen)
168,817(B) / (A)(%)
40.4

129,88531.1

80,131
635,537
2,972

19.2
84.5
45.5

2,206

33.8

826

12.7

Other management operation
expenses

59,546

Tokyu Community Corp.

7,102

11.9

50,241
1,348

16.7
0.4

Other lease business expenses

300,981Tokyu Community Corp.
Tokyu Land Corporation
Tokyu Land SC Management
Corporation
HANDS LAB INC.
Tokyu Re・design Corporation
Ishikatsu Exterior Inc.

1,305

0.4

1,237
658
650

0.4
0.2
0.2

(Note 1) The term “Interested parties” refers to interested parties of Asset Management Companies as stipulated by Article 201, Paragraph 1 of theInvestment Trust Act, Article 123 of the Enforcement Ordinances of the Act on Investment Trust and Investment Corporation of Japan and Article
26, Paragraph 1, Item 27 of the Regulations Concerning Investment Reports of Investment Trusts and Investment Corporations, issued by The
Investment Trusts Association, Japan.
(Note 2) Other than commission paid as referred to above, construction works ordered to interested parties are as follows:
Tokyu Community Corp.

¥62,596 thousand

Tokyu Re・design Corporation¥23,244 thousand

Tokyu Land SC Management Corporation¥5,499 thousand

Tokyu Land Corporation¥2,096 thousand(5) Transactions between the Asset Manager in Other Businesses of the Asset Manager
No relevant matter exists under this subject as the asset manager (TLC REIT Management Inc.) does notengage in any other business such as the first- or second-type financial instruments businesses under the
Financial Instruments and Exchange Act (or the securities business under the former Securities andExchange Act), the building lots and buildings transaction business, or the real estate joint enterprise.

(4) Transactions between Interested Parties
Category

Purchase and sales amounts
Purchase amounts

Sales amounts¥70,500 million¥1,875 million

SPADE HOUSE Limited Liability Company¥37,500 million （53.2％）¥－ million （－％）

JACK.Y.K.

¥19,800 million （28.1％）¥－ million （－％）

Tokyu Land Corporation¥13,200 million （18.7％）¥－ million （－％）

Total amount
Details of transactions between interested parties

ORB Limited Liability Company
Total－ million（－％）¥1,875 million（100.0％）¥70,500 million （100.0％）¥1,875 million（100.0％）

28
46

47

7. Accounting Status

8. Other(1) Assets, Liabilities, Principal, and Profit and Loss

(1) Beneficiary Certificates of Investment Trusts, etc. Set Up by the Company

Please refer to “II. Balance Sheets,” “III. Statements of Operations,” “IV. Statements of Changes inUnitholders’ Equity,” “V. Statements of Cash Distributions” and “VII. Notes to Financial Statements.”(2) Changes in the Calculation Method of Depreciation Expenses
Not applicableNot applicable(2) Announcements
Here is an outline of major agreements that the Board of Directors of the Investment Corporation
approved to conclude and modify for the fiscal period under review.
Date of approval

Item

Summary

Comprehensive approval ofissuance of investment
corporation bonds andappointment of administrators

The Board of Directors of the Investment Corporation made acomprehensive resolution regarding the issuance of investment
corporation bonds (total amount: ¥50 billion or less; issuance
period: June 1, 2019 to May 31, 2020); approved theappointment of candidate companies for the entrustment ofaffairs and administrative works, such as issuing agent,financial agent, and paying agent regarding the placing ofinvestment corporation bonds; and entrusted the decision ofother necessary matters to the Executive Director.

(3) Changes in the Evaluation Method of Real Estate, etc. and Infrastructure Assets, etc.
Not applicableMay 28, 2019(3) Status of Companies Owing Real Estate Overseas
Not applicable(4) Status of Real Estate Owned by Companies Owning Real Estate Overseas
Not applicable(5) Other
For the purpose of this report, the numbers for amounts below unit and percentages are rounded to units,
unless otherwise mentioned specifically.

30
48

49

Financial Statements(Unit: Thousands of yen)

II. Balance Sheets

As of November 30, 2018
(Unit: Thousands of yen)
As of November 30, 2018

As of May 31, 2019

Liabilities
Current liabilities

As of May 31, 2019

AssetsCurrent assets

Operating accounts payable

913,616

614,988

Short-term loans payable

9,100,000

14,000,000

Current portion of investment corporation bonds

4,000,000

6,000,000

Cash and deposits

10,023,157

9,257,380

Current portion of long-term loans payable

19,600,000

20,400,000

Cash and deposits in trust

3,067,204

3,542,901

Accounts payable - other73,949375,773

Operating accounts receivable

848,825

866,251

Accrued expenses

902,125

929,635

Prepaid expenses

294,817507,244

Income taxes payable

3,066

7,987

14,237,072

14,181,766

Other
Total current assets
Non-current assets
Property, plant and equipment
Buildings in trust

976

1,099

Accrued consumption taxes

457,386

165,430

Advances received

428,888574,299

Deposits received

566

11,019

Other

－

0

35,477,509

43,072,245

Total current liabilities

83,354,620

84,710,063

Accumulated depreciation(10,879,394)(12,065,901)

Buildings in trust, net

72,475,226

72,644,162

Investment corporation bond

14,000,000

8,000,000

696,585

698,826

Long-term loans payable

152,650,000

185,950,000(168,417)(185,296)

Tenant leasehold and security deposits in trust

19,494,916

21,239,977

513,529

Derivatives Liabilities－

11,474

Other

2

－

186,144,918

215,201,452

221,622,427

258,273,697

217,091,520

248,370,846

6,696,690

7,726,143

Structures in trust
Accumulated depreciation
Structures in trust, net
Machinery and equipment in trust

528,167
1,390,538

1,406,968

Accumulated depreciation(330,343)(359,497)

Machinery and equipment in trust, net

1,060,195

1,047,471

Tools, furniture and fixtures in trust

193,307222,204

Accumulated depreciation(98,107)(113,714)

Tools, furniture and fixtures in trust, net

95,200108,489

346,689,270

415,408,426

6,708

5,928

420,854,767

489,728,007

Land in trust
Construction in progress in trust
Total property, plant and equipment
Intangible assets
Leasehold rights in trust
Other
Total intangible assets

9,130,097

9,092,591

2,118

1,695

9,132,216

9,094,287

Investments and other assets
Long-term prepaid expenses
Derivatives
Deferred tax assets

1,080,595

1,258,702

54,245－18

24

38,32238,322

1,173,181

1,297,049

431,160,166

500,119,344

Investment corporation bond issuance costs

67,645

58,103

Total deferred assets

67,645

58,103445,464,883

514,359,213

Other
Total investments and other assets
Total non-current assets

Non-current liabilities

Total non-current liabilities
Total liabilities
Net assets
Unitholders’ equity
Unitholders’ capital
Surplus
Unappropriated retained earnings(undisposed loss)
Total surplus

6,696,690

7,726,143

223,788,210

256,096,990

Deferred gains or losses on hedges

54,245(11,474)

Total valuation and translation adjustments

54,245

Total unitholders’ equity
Valuation and translation adjustments

Total net assets
Total liabilities and net assets*2

223,842,455
445,464,883(11,474)*2

256,085,515
514,359,213

Deferred assets

Total assets

1
50

51

III. Statements of Operations

Ⅳ. Statements of Changes in Unitholders’ Equity(Unit: Thousands of yen)Previous fiscal period

Current fiscal period(From June 1, 2018

(From December 1, 2018

to November 30, 2018)

Previous fiscal period (From June 1, 2018 to November 30, 2018)

to May 31, 2019)

SurplusOperating revenue
Lease business revenue*1

12,673,479*1

13,472,375

Other lease business revenue*1

1,141,921*1

1,030,063－*2341,051

Gain on sales of real estate properties
Total operating revenue

13,815,400

14,843,490

Asset management fee

Unitholders’capitalBalance at beginningof current period*15,076,357*1

4,973,578

Dividends of

1,127,058

Asset custody fee

12,63814,021

ProfitAdministrative service fees

32,24835,168Net changes of

Directors’ compensations

3,300

3,300

items other than

Other operating expenses

66,40390,830Total operating expenses

6,268,867

6,243,957

7,546,533

8,599,533

Interest income

55

73

Reversal of distribution payable

830

913

Interest on tax refund

409－

Total non-operating income

surplus

Total changes of
items during period
Balance at end

149

－

1,443

986

Interest expenses on investment corporation bonds

37,92836,262

Amortization of investment corporation bond issuance costs

9,938

9,542

of current period

Investment unit issuance expenses

54,54525,013

Changes of items

Borrowing related expenses

151,997

167,716500

500

850,432

873,583

Ordinary Profit

6,697,544

7,726,936

surplusProfit before income taxes

6,697,544

7,726,936

ProfitIncome taxes - current

984

1,110

Income taxes - deferred

(12)

(6)

Total income taxes

971

1,104

6,696,573

7,725,832

117

311

6,696,690

7,726,143

Unappropriated retained earnings (undisposed loss)

352

6,611,254

223,702,774(6,611,137)(6,611,137)(6,611,137)(6,611,137)

6,696,573

6,696,573

6,696,573

6,696,573

223,777,679(20,659)(20,659)(20,659)*1
217,091,520

85,43585,43585,435(20,659)(20,659)

64,776

6,696,690

6,696,690

223,788,210

54,24554,245

223,842,455

Surplus634,549

Retained earnings brought forward－

Unitholders’capital595,522

Profit

6,611,254(Unit: Thousands of yen)
Valuation and translation
adjustments

Unitholders’ equity

Interest expenses

Total non-operating expenses

74,904

Total surplus

Current fiscal period (From December 1, 2018 to May 31, 2019)

Non-operating expenses

Other

74,904

Total net
assetsUnappropriatedretained earnings(undisposed loss)

unitholders’ equityof current period

Non-operating income

Insurance claim income

Totalvaluationandtranslation
adjustments

during period

1,077,918

Operating profit

217,091,520

Deferred
gains orlosses onhedgesTotalunitholders’equityChanges of items

Operating expenses
Expenses related to rent business(Unit: Thousands of yen)
Valuation and translation
adjustments

Unitholders’ equity

Balance at beginning

217,091,520

Unappropriatedretained earnings(undisposed loss)

Total surplus

Totalunitholders’equity6,696,690

6,696,690

223,788,210

Deferred
gains orlosses onhedgesTotalvaluationandtranslation
adjustments

54,24554,245

Total net
assets

223,842,455

during period
Issuance of new
investment units

31,279,326

Dividends of

31,279,326

31,279,326(6,696,379)(6,696,379)(6,696,379)(6,696,379)

7,725,832

7,725,832

7,725,832

7,725,832

Net changes of
items other than(65,719)(65,719)(65,719)

unitholders’ equity
Total changes of
items during period
Balance at endof current period

31,279,326*1
248,370,846

1,029,453

1,029,453

32,308,779(65,719)(65,719)

32,243,059

7,726,143

7,726,143

256,096,990(11,474)(11,474)

256,085,515

453

V. Statements of Cash Distributions

Calculation method for
distributions

Fiscal periods
Previous fiscal period(From June 1, 2018
to November 30, 2018)

Current fiscal period(From December 1, 2018
to May 31, 2019)

AmountAmount¥6,696,690,398¥7,726,143,417

I

Unappropriated retained
earnings

II

Additional amount of cash
distributions in excess ofearnings–¥10,797,136

Of which, allowance fortemporary difference
adjustments–¥10,797,136¥6,696,379,136¥7,725,350,808

III Distributions[Cash distributions per unit]¥ [9,584]¥ [10,017]

Of which, distributions ofearnings¥6,696,379,136¥7,714,553,672[Of which, distributions ofearnings per unit]¥ [9,584]¥ [10,003]

Of which, allowance fortemporary difference
adjustments–¥10,797,136[Of which, cash
distributions in excess ofearnings per unit
(Related to allowance fortemporary difference
adjustments)]¥ [–]¥ [14]IV Earnings carried forward¥311,262¥11,589,745

554

Based on the distribution policy
Based on the distribution policy
set forth in Article 35, Paragraph set forth in Article 35, Paragraph
1 of the Articles of Incorporation 1 of the Articles of Incorporationof the Investment Corporation,of the Investment Corporation,
distributions shall be limited to
distributions shall be limited tothe amount of net profit in excess the amount of net profit in excess
of an amount equivalent to ninety of an amount equivalent to ninety
hundredths (90/100) of
hundredths (90/100) of
distributable profits, as stipulated distributable profits, as stipulated
in Article 67-15, Paragraph 1 ofin Article 67-15, Paragraph 1 of
the Act on Special Measures
the Act on Special Measures
Concerning Taxation. In
Concerning Taxation. In
consideration of this policy, we
consideration of this policy, we
will pay distributions at the total will pay distributions of profits ofamount of ¥6,696,379,136, which ¥7,714,553,672, which is almost
the entire amount of the net profit
is the amount that does notdefined in Article 136, Paragraphexceed the unappropriated
1 of the Act on Investment Trusts
retained earnings and is theand Investment Corporations,
greatest value among integral
multiples of 698,704, which is the except for fractional distribution
total number of investment units per unit less than one yen.
issued; provided, however, that
Based on the policy on
we will not pay the portion of
distribution of cash exceeding net
amount that exceeds the net profit profit set forth in Article 35,
defined in Article 35, Paragraph 2 Paragraph 2 of the Articles ofof the Articles of Incorporation of Incorporation of the Investment
the Investment Corporation.
Corporation, distributions inexcess of earnings shall be madein an amount decided by theInvestment Corporation andequivalent to a deduction in net
assets (refers to stipulations ofArticle 2, Paragraph 2, Item 30(b) of the Regulations on
Accountings of Investment
Corporations), taking into accounteffects of the deduction in net
assets on distribution amounts.
During the fiscal period underreview, the Investment
Corporation has accordingly
decided to distribute ¥10,797,136
as distributions related toallowance for temporary
difference adjustments (refers to
stipulations of Article 2,
Paragraph 2, Item 30 of theRegulations on Accountings ofInvestment Corporations),
calculated to exclude a fraction ofless than ¥1 of distributions inexcess of earnings per investment
unit, with the amount equivalent
to deferred losses on hedges of¥11,474,393. As a result,distributions are to amount to¥7,725,350,808 for the fiscal
period under review.

655

VI. Statements of Cash Flows

VII. Notes to Financial Statements(Unit: Thousands of yen)

Cash flows from operating activities
Profit before income taxes
Depreciation
Loss on retirement of non-current assets
Amortization of investment corporation bond issuance costs
Interest income and interest on securities
Interest expenses
Investment unit issuance expenses
Borrowing related expenses
Decrease (increase) in operating accounts receivable
Decrease (increase) in consumption taxes refund receivable
Increase (decrease) in accrued consumption taxes
Decrease (increase) in prepaid expenses
Decrease in property, plant and equipment in trust due to sale
Decrease in intangible assets in trust due to sale
Increase (decrease) in operating accounts payable
Increase (decrease) in accounts payable - other
Increase (decrease) in accrued expenses
Increase (decrease) in advances received
Decrease (increase) in long-term prepaid expenses
Other, net
SubtotalInterest income received
Interest expenses paid
Income taxes paid
Net cash provided by (used in) operating activities
Cash flows from investing activities
Purchase of property, plant and equipment in trust
Repayments of tenant leasehold and security deposits in trust
Proceeds from tenant leasehold and security deposits in trust
Other, net
Net cash provided by (used in) investing activities
Cash flows from financing activities
Increase in short-term loans payable
Decrease in short-term loans payable
Proceeds from long-term loans payable
Repayments of long-term loans payable
Redemption of investment corporation bonds
Proceeds from issuance of investment units
Dividends paid
Other, net
Net cash provided by (used in) financing activities
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period

Previous fiscal period

Current fiscal period(From June 1, 2018

(From December 1, 2018

to November 30, 2018)

to May 31, 2019)*1

6,697,544
1,267,428
－
9,938
(55)
633,450
54,545
151,997(202,992)
47,699457,386
166,083－－
11,232(78,334)
9,346
114,615(12,281)(18,142)
9,309,462
55(600,021)(717)
8,708,779

7,726,936
1,295,168
3,793
9,542
(73)
670,81125,013
167,716(17,425)－(291,956)(172,582)
1,495,081
37,505(75,397)－
72,335
145,410
9,113(5,940)11,095,053
73(668,083)(987)
10,426,056(354,286)(1,879,200)
786,882(24,459)(1,471,063)(71,588,974)(326,192)
2,082,892－(69,832,274)

4,997,750(5,000,000)
11,878,013(12,000,000)－－(6,609,955)(28,233)(6,762,426)
475,289
12,615,072
13,090,361

18,095,107(13,200,000)
40,234,648(6,500,000)(4,000,000)
31,199,767(6,695,537)(17,847)
59,116,138(290,079)
13,090,361
12,800,282

*1

7
56

Notes on Assumption of Going Concern
Not applicable
Notes on Important Accounting Policies
1. Method ofdepreciation of noncurrent assets(1) Property, plant and equipment (including trust assets)
The straight-line method is used.
The useful lives of major property, plant and equipment are listed below.
Buildings
2 to 70 years
Structures
2 to 66 years
Machinery and equipment
2 to 33 years
Tools, furniture and fixtures
2 to 15 years(2) Intangible assets
Internal use software is amortized by the straight-line method over the expected
useful life (5 years).
(3) Long-term prepaid expenses
The straight-line method is used.

2. Accounting methodfor deferred assets(1) Investment unit issuance expenses
The full amount is recorded as expenses at the time of expenditure.
(2) Investment corporation bond issuance costs
Amortized by the straight-line method over the period until maturity.

3. Accounting forincome and expenses

Property-related taxes
For property tax, city planning tax, depreciable asset tax for real properties held,
the amount of tax levied corresponding to the calculation period is recorded as
expenses related to rent business.
The settlement money for property tax that is paid to the transferor for
acquisition of real properties (so-called “amount equivalent to property tax”) is
not recorded as expenses related to rent business but included in the acquisition
costs for the related properties. The amount equivalent to property tax includedin acquisition cost for properties for the current fiscal period is ¥366,528
thousand.

4. Method of hedge
accounting(1) Method of hedge accounting
Deferred hedge accounting is applied. For interest rate swaps that satisfy therequirements for special treatment, special treatment is applied.
(2) Hedging instruments and hedged items
Hedging instruments: Interest rate swaps transactions
Hedged items: Long-term loans payable(3) Hedging policy
Based on the management policy of financial market risks, the Investment
Corporation makes interest rate swaps for the purpose to hedge risks set forth in
the Articles of Incorporation of the Investment Corporation.
(4) Method of assessing hedge effectiveness
The Investment Corporation assesses hedge effectiveness by comparing the
cumulative total changes in the cash flows of the hedged items with those of thehedging instruments, and then verifying the ratio of the changes in bothamounts. However, hedge effectiveness is deemed to have been ensured withrespect to interest rate swaps that satisfy the requirements for special treatment.

5. Scope of cash (cashand cash equivalents)
in the statements ofcash flows

Cash and cash equivalents include cash on hand, cash in trust, demand deposits,
deposits in trust, and highly liquid short-term investments that are readily
convertible, bear little risk in price fluctuations, and mature within three months ofthe date of acquisition.

857

6. Other importantmatters related to the
preparation offinancial statements

Notes to Statements of Operations*1. Breakdown of Income from Real Estate Leasing Business(1) Accounting method for trust beneficiary right with real estate, etc. as trust asset
With regard to trust beneficiary right with real estate, etc. in holding as trust
asset, all assets and liabilities as well as all revenue and expense items
associated with all trust assets are accounted for under the respective accountitems of the balance sheets and statements of operations.
Of the trust assets accounted for under the respective account items, thefollowing items with significance are separately indicated on the balance sheets.
i) Cash and deposits in trustii) Buildings in trust; structures in trust; machinery and equipment in trust;
tools, furniture and fixtures in trust; land in trust; construction in progressin trust; and leasehold rights in trustiii) Tenant leasehold and security deposits in trust(2) Accounting method for consumption tax and local consumption tax
Consumption tax and local consumption tax are accounted for by the taxexclusion method. Consumption taxes unqualified for deduction for tax
purposes for non-current assets, etc. are included in acquisition cost for each
asset.

(Unit: Thousands of yen)A.

B.

Current fiscal period (From December 1, 2018 to May 31, 2019)
Reason for Provision, Related Assets, etc. and Amount of Provision

2.

Deferred gains or losses on hedges

12,235,271

810,382

836,999

Parking lot fees

285,449

291,993

Other rent revenue

114,361

12,673,479

108,110

13,472,375

Other lease business revenue

1,141,921

1,030,063

Total real estate leasing businessrevenues

13,815,400

14,502,439

Real estate leasing business
expenses
Management operation expenses

1,236,276

1,235,835

Utilities expenses

1,001,848

940,529

Tax and public dues

988,148

998,158

8,875

9,402

281,326

189,963

1,267,174

1,294,914

－

3,793

Depreciation
Loss on retirement of noncurrent assets

10,797

Specific Method of Reversal

Other expenses related to rent
business

Deferred gains or losses on hedges
The reversal is to accord with changes in fair value of derivative transactions that are the hedging instruments.
C.

Notes to Balance Sheets
1. Commitment Line Contracts
The Investment Corporation has the commitment line contracts with three of the banks with which it does business.

Total amount specified in thecommitment line contracts

to May 31, 2019)11,463,285

Repair and maintenanceexpenses

Allowance for temporary
difference adjustments

292,7075,076,357

300,981

4,973,578

Total real estate leasing business
expenses

5,076,357

4,973,578

Income from real estate leasing
business (A – B)

8,739,043

9,528,861*2. Breakdown of Gain on sales of real estate properties
Previous fiscal period (From June 1, 2018 to November 30, 2018)

As of May 31, 2019

As of November 30, 2018

to November 30, 2018)

Common service fees

Insurance(Unit: Thousands of yen)

Recognition of loss on valuation ofinterest rate swaps(From December 1, 2018

Expenses related to rent businessNot applicable.

Reason for provision(From June 1, 2018

Real estate leasing businessrevenues
Rent

Notes on Provision and Reversal of Allowance for Temporary Difference Adjustments
Previous fiscal period (From June 1, 2018 to November 30, 2018)

Related assets, etc.

Current fiscal period

Lease business revenue

Additional information

1.

Previous fiscal period

Not applicable.

¥21,000,000 thousand¥21,000,000 thousand

Loan balance––

Net balance¥21,000,000 thousand¥21,000,000 thousand

Current fiscal period (From December 1, 2018 to May 31, 2019)(Unit: Thousands of yen)
A-FLAG AKASAKA (50% co-ownership interest)*2. Minimum Net Assets Stipulated in Article 67, Paragraph 4 of the Act on Investment Trusts and Investment
Corporations
As of November 30, 2018
¥50,000 thousand

As of May 31, 2019

1,875,000

Costs of sales of real estate properties

1,532,587

Other costs of sales
Gain on sales of real estate properties¥50,000 thousand

958

Income from sales of real estate properties

1,361
341,0511059

Notes on Financial Instruments
1. Matters Regarding Financial Instruments

Notes to Statements of Changes in Unitholders’ Equity*1. Total number of authorized investment units and total number of investment units issued are as follows:

Total number of authorized investment units
Total number of investment units issued

Previous fiscal period

Current fiscal period(From June 1, 2018

(From December 1, 2018

to November 30, 2018)

to May 31, 2019)

4,000,000 units

4,000,000 units

698,704 units

771,224 units(1) Policy for Financial Instruments
The Investment Corporation raises funds by borrowing, issuing investment corporation bonds, or issuinginvestment units for the purpose of acquiring real estate-related assets and repaying interest-bearing debt.
When raising funds, the Investment Corporation aims to sustain stable financing capability for a long time at low
cost by enhancing its capital adequacy and maintaining conservative interest-bearing debt, looking for attributes
such as extended borrowing periods for interest-bearing debt, fixed interest rates, and diversified due dates toensure financial stability and avoid the risk of interest-rate hikes.
The Investment Corporation also invests temporary excess funds in deposits in general, taking safety andliquidity, etc. into account and considering the interest-rate environment and its cash management.

Notes to Statements of Cash Flows*1. Reconciliation between Cash and Cash Equivalents at End of Period and the Amount on the Balance Sheets
Previous fiscal period(From June 1, 2018
to November 30, 2018)

The Investment Corporation may carry out derivatives transactions for the purpose of hedging the interest-raterisk of borrowings and other risks, but does not engage in speculative transactions.

Current fiscal period(2) Content and Risks of Financial Instruments and Risk Management System(From December 1, 2018
to May 31, 2019)

Cash and deposits¥10,023,157 thousand¥9,257,380 thousand

Cash and deposits in trust¥3,067,204 thousand¥3,542,901 thousand

Cash and cash equivalents¥13,090,361 thousand¥12,800,282 thousand

As the excess funds of the Investment Corporation are invested in deposits, they are exposed to credit risks suchas the insolvency of the financial institutions in which the excess funds are deposited. However, the Investment
Corporation deposits excess funds carefully by limiting the period of deposits to the short term, taking safety andliquidity, etc. into account and considering the financial environment and its cash management.
Borrowings and investment corporation bond are received mainly for the purpose of acquiring real estate andrefinancing of existing borrowings. Tenant leasehold and security deposits are deposits provided by tenants.
Borrowings, investment corporation bond, tenant leasehold and security deposits are exposed to liquidity risks at
the time of repayments. However, these risks are managed through management of liquidity in hand by preparing
a monthly funding plan, efforts to reduce liquidity risk on loans payable and investment corporation bond by
diversifying repayment periods, etc., and other means.

Notes to Lease Rental Revenues
The Investment Corporation leases properties on which rental revenues are earned. As of November 30, 2018 and
May 31, 2019, future lease revenues under non-cancelable operating leases are summarized as follows:
As of November 30, 2018

Floating-rate loans payable are also exposed to the risk of fluctuations in interest-rates. However, these risks aremanaged through derivative transactions (interest rate swaps) as hedging instruments in certain floating-rateloans payable.

As of May 31, 2019

Due within one year

¥12,844,688 thousand¥14,945,574 thousand

Due after one year

¥51,061,025 thousand¥128,246,729 thousand

Total¥63,905,714 thousand¥143,192,304 thousand(3) Supplemental Remarks on the Fair Value of Financial Instruments
The fair value of financial instruments is based on market prices or reasonably calculated value if it has nomarket price. As certain assumptions are made in calculating these values, if different assumptions, etc. are used,
these values could vary.
2.

Matters Regarding Fair Values of Financial Instruments
Carrying amounts, fair values, and the differences between the two values as of November 30, 2018, are as shown
below. Financial instruments whose fair value is considered to be extremely difficult to determine are not includedin this table (please refer to (Note 2)).
(Unit: Thousands of yen)
Carrying amount

10,023,157－(2) Cash and deposits in trust

3,067,204

3,067,204－

Total assets

13,090,361

13,090,361－(1) Short-term loans payable

9,100,000

9,100,000－(2) Current portion of investment corporation
bonds

4,000,000

4,006,417

6,417(3) Current portion of long-term loans payable

19,600,000

19,663,090

63,090(4) Investment corporation bonds

14,000,000

14,199,701

199,701(5) Long-term loans payable

152,650,000

154,031,795

1,381,795

199,350,000

201,001,005

1,651,005

54,24554,245－Derivative transactions

60

Difference

10,023,157

Total liabilities

11

Fair value(1) Cash and deposits

1261

Carrying amounts, fair values, and the differences between the two values as of May 31, 2019, are as shown below.
Financial instruments whose fair value is considered to be extremely difficult to determine are not included in thistable (please refer to (Note 2)).
(Unit: Thousands of yen)
Carrying amount

Fair value

Difference(1) Cash and deposits

9,257,380

9,257,380－(2) Cash and deposits in trust

3,542,901

3,542,901－

Total assets

12,800,282

12,800,282－(1) Short-term loans payable

14,000,000

14,000,000－(2) Current portion of investment corporation
bonds

6,000,000

6,003,546

3,546(3) Current portion of long-term loans payable

20,400,000

20,446,855

46,855(4) Investment corporation bonds

8,000,000

8,327,254

327,254

185,950,000

188,220,631

2,270,631

234,350,000

236,998,287

2,648,287(11,474)(11,474)－(5) Long-term loans payable
Total liabilities
Derivative transactions(Note 3) Expected Amounts of Repayment of Monetary Claims after the Account Closing Date (November 30, 2018)(Unit: Thousands of yen)
Within 1 year

1–2 years

2–3 years

3–4 years

4–5 years

Over 5 years

Deposits

10,023,157

－

－

－

－

－

Deposits in trust

3,067,204

－

－

－

－

－

Total

13,090,361

－

－

－

－

－

Expected Amounts of Repayment of Monetary Claims after the Account Closing Date (May 31, 2019)(Unit: Thousands of yen)
Within 1 year

1–2 years

2–3 years

3–4 years

4–5 years

Over 5 years

Deposits

9,257,380

－

－

－

－

－

Deposits in trust

3,542,901

－

－

－

－

－

Total

12,800,282

－

－

－

－

－

(Note 4) Expected Amounts of Repayment of Loans Payable and Investment Corporation Bonds after the Account Closing Date
(November 30, 2018)(Note 1) Measurement Methods for Fair Values of Financial Instruments
Assets(Unit: Thousands of yen)

(1) Cash and deposits, (2) Cash and deposits in trust
The book value is used as the fair value of these assets, given that the fair value is almost the same as the book value, as it issettled in a short time.

Within 1 year

1–2 years

2–3 years

3–4 years

4–5 years

Over 5 years

Short-term loans payable

9,100,000

－

－

－

－

－

Investment corporation bonds

4,000,000

6,000,000－

1,000,000－

7,000,000

Long-term loans payable

19,600,000

7,300,000

12,500,000

21,100,000

25,250,000

86,500,000

32,700,000

13,300,000

12,500,000

22,100,000

25,250,000

93,500,000

Liabilities(1) Short-term loans payable
The book value is used as the fair value of these liabilities, given that the fair value is almost the same as the book value, as
it is settled in a short time.
(2) Current portion of investment corporation bonds, (4) Investment corporation bonds
The fair value is determined by discounting the total of principal and interest at a rate taking into account the remaining
period and credit risk of the said investment corporation bonds.
(3) Current portion of long-term loans payable, (5) Long-term loans payable
These fair values are determined by discounting the total of principal and interest at the rate assumed when a new loan ismade corresponding to the remaining period. The book value is used as the fair value of those loans payable with floatinginterest rates, given that the fair value is almost the same as the book value, as their interest rates are reviewed on a shortterm interval to reflect market interest rates (however, for long-term loans payable with floating interest rates to which
special treatment for interest rate swaps is applied, the fair value is the value calculated by discounting the sum of principal
and interest, which are treated in combination with the said interest rate swap, at a reasonable rate estimated for a similar
new loan).
Derivative transactions
Please refer to “Notes on Derivative Transactions.”(Note 2) Carrying Amounts of Financial Instruments Where Fair Value Is Considered to Be Extremely Difficult to Determine(Unit: Thousands of yen)
Category
Tenant leasehold and security deposits in trust *1

As of November 30, 201819,494,916

As of May 31, 201921,239,977

Total

Expected Amounts of Repayment of Loans Payable and Investment Corporation Bonds after the Account Closing Date
(May 31, 2019)(Unit: Thousands of yen)
Within 1 year

1–2 years

2–3 years

3–4 years

4–5 years

Over 5 years

Short-term loans payable

14,000,000

－

－

－

－

－

Investment corporation bonds

6,000,000－－

1,000,000－

7,000,000

Long-term loans payable

20,400,000

12,500,000

22,850,000

26,500,000

25,750,000

98,350,000

40,400,000

12,500,000

22,850,000

27,500,000

25,750,000

105,350,000

Total*1 As there are no market prices for tenant leasehold and security deposits in trust from tenants for leasehold properties andthe actual period of deposit from move-in of the tenant to move-out is difficult to determine, it is extremely difficult toreasonably estimate the cash flow. Therefore, the fair value for tenant leasehold and security deposits in trust is not
subject to the disclosure of fair value.

13
62

14
63

Notes on Derivative Transactions
1.

Notes on Deferred Tax Accounting

1.

Derivative transaction to which hedge accounting is not applied

Components of Deferred Tax Assets and Deferred Tax Liabilities
As of November 30, 2018

(As of November 30, 2018)
Not applicable

Deferred tax assets(As of May 31, 2019)Non-deductible amount for tax purposesof enterprise tax payable¥18 thousand¥24 thousand

Not applicable

Total deferred tax assets¥18 thousand¥24 thousand¥18 thousand¥24 thousand

Net deferred tax assets
2.

As of May 31, 2019

Derivative transaction to which hedge accounting is applied(As of November 30, 2018)2.

The following table shows contract amount or principal amount, etc. set forth in the contract as of the accountclosing date by method of hedge accounting.

Hedge accounting

Type of derivativetransactions

Major hedged
items

Amount of contract

Reconciliation of Significant Difference between Effective Statutory Tax Rate and Effective Income Tax

Rate after Application of Deferred Tax Accounting

As of November 30, 2018

(Unit: Thousands of yen)Calculation method
Fair value
for fair value

Effective statutory tax rate

31.51%

31.51%(31.50)%(31.50)%

0.00%

0.00%

0.01%

0.01%

(Adjustments)

Portion due after
one year

Based on prices, etc.
Interest rate swaps
Long-term
14,400,000
12,000,000
54,245indicated by partner
Receive floatingloans payable
Pay fixed
financial institutions
Special treatment
Interest rate swaps
Long-term
5,000,000
5,000,000*
for interest rate
Receive floating–loans payableswaps
Pay fixed* Interest rate swap transactions to which special treatment is applied are accounted for as an integral part of long-termloans payable, a hedged item. Thus, their fair values are included in the fair value of long-term loans payable. (Pleaserefer to “(Note 1) Liabilities (5), 2. Matters Regarding Fair Values of Financial Instruments, Notes on Financial
Instruments.”)

As of May 31, 2019

Distributions paid included in deductibles

Deferred hedge
accounting

Other
Effective income tax rate after application oftax effect accounting
Notes on Transactions with Related Parties
1. Parent Company and Major Corporate Unitholders
Previous fiscal period (From June 1, 2018 to November 30, 2018)(As of May 31, 2019)

Not applicable

The following table shows contract amount or principal amount, etc. set forth in the contract as of the accountclosing date by method of hedge accounting.

Hedge accounting

Type of derivativetransactions

Major hedged
items

Amount of contract

Current fiscal period (From December 1, 2018 to May 31, 2019)(Unit: Thousands of yen)Calculation method
Fair value
for fair value

Portion due after
one year

Not applicable2.

Based on prices, etc.
Interest rate swaps
Long-term
14,400,000
12,000,000(11,474)
indicated by partner
Receive floatingloans payable
Pay fixed
financial institutions
Special treatment
Interest rate swaps
Long-term
for interest rate
Receive floating
18,140,000
18,140,000*–
loans payableswaps
Pay fixed* Interest rate swap transactions to which special treatment is applied are accounted for as an integral part of long-termloans payable, a hedged item. Thus, their fair values are included in the fair value of long-term loans payable. (Pleaserefer to “(Note 1) Liabilities (5), 2. Matters Regarding Fair Values of Financial Instruments, Notes on Financial
Instruments.”)

Affiliates, etc.
Previous fiscal period (From June 1, 2018 to November 30, 2018)

Deferred hedge
accounting

Not applicable
Current fiscal period (From December 1, 2018 to May 31, 2019)
Not applicable3.

Sister companies, etc.
Previous fiscal period (From June 1, 2018 to November 30, 2018)
Not applicable
Current fiscal period (From December 1, 2018 to May 31, 2019)
Not applicable

15
64

16
65

4.

Segment Information
Segment Information for the fiscal periods ended November 30, 2018 and May 31, 2019 is as follows:

Directors and major individual unitholders
Previous fiscal period (From June 1, 2018 to November 30, 2018)1.

Not applicable

Operating Segment Information
Disclosure is omitted as the Investment Corporation is comprised of a single reportable segment engaged in theproperty rental business.

Current fiscal period (From December 1, 2018 to May 31, 2019)
Not applicable2.

Enterprise-wide Disclosures(1) Information about Products and Services

Notes on Investment and Rental Properties
The Investment Corporation holds Urban Retail and Tokyo Office properties, etc. in Tokyo and other regions
for rental revenue. The carrying amounts on the balance sheet, changes during the fiscal period, and fair valuesof investment and rental properties are as follows.

Disclosure is not required as revenues from external customers for the single segment is in excess of 90% of total
revenues.
(2) Information about Geographic Areas
Revenues from Overseas Customers:(Unit: Thousands of yen)
Use

Previous fiscal period

Current fiscal period(From June 1, 2018

(From December 1, 2018

to November 30, 2018)

to May 31, 2019)

Disclosure is not required as revenues from external customers attributed to Japan are in excess of 90% of total
revenues.
Property, plant and equipment:
Disclosure is not required as Property, plant and equipment located in Japan are in excess of 90% of total
Property, plant and equipment.

Carrying amount on the balance sheets
Urban
RetailProperties

Balance at beginning of period

172,148,067

151,044,711

Changes during period(21,103,355)

49,479,865

Balance at end of period

151,044,711

200,524,577

Fair value at end of period

189,637,000

242,147,000

Balance at beginning of period

175,402,564

195,900,898

Changes during period

20,498,333(344,767)

Balance at end of period

195,900,898

195,556,130

Fair value at end of period

223,770,000

228,760,000

3.

(Unit: Thousands of yen)
Name of Customer

Carrying amount on the balance sheets
Tokyo
OfficeProperties

Activia
Account
Properties

Revenues

Related Segment

Tokyu Community Corp.

5,476,634

Property rental businessTokyu Land SC Management Corporation

4,429,746

Property rental businessTokyu Land Corporation

2,176,562

Property rental businessCurrent fiscal period (From December 1, 2018 to May 31, 2019)(Unit: Thousands of yen)

Carrying amount on the balance sheets

83,348,268

83,038,644

Changes during period(309,624)

19,701,246

Balance at end of period

83,038,644

102,739,890

Fair value at end of period

98,280,000

119,660,000

430,898,900

429,984,254

Changes during period(914,646)

68,836,344

Balance at end of period

429,984,254

498,820,598

Fair value at end of period

511,687,000

590,567,000

Balance at beginning of period

Information about Major Customers
Previous fiscal period (From June 1, 2018 to November 30, 2018)

Name of Customer

Revenues

Related Segment

Tokyu Community Corp.

5,513,357

Property rental businessTokyu Land SC Management Corporation

4,353,049

Property rental businessTokyu Land Corporation

2,114,424

Property rental business

Carrying amount on the balance sheets
Balance at beginning of period
Total(Note 1) The carrying amount on the balance sheets is the acquisition cost less accumulated depreciation.
(Note 2) The main reason for the increase in the current fiscal period is the acquisition of three properties (Tokyu Plaza Ginza(Land), Q plaza HARAJUKU, and EDGE Shinsaibashi) worth ¥ 71,254,331 thousand. The decrease is mainly due to thetransfer of A-FLAG AKASAKA worth ¥ 1,532,587 thousand and the provision of depreciation worth ¥1,294,914
thousand.
(Note 3) The fair value at end of period is the appraisal value provided by an outside real estate appraiser.
The profit/loss concerning investment and rental properties for the current fiscal period is indicated under “Notes toStatements of Operations.”

17
66

18
67

VIII. Schedule of Financial Statements

Per Unit Information
Previous fiscal period

Current fiscal period(From June 1, 2018 to November 30, 2018)(From December 1, 2018 to May 31, 2019)

Net assets per unit
Basic earnings per unit

¥320,368¥332,050¥9,584¥10,118

Securities
1. Shares
Not applicable(Note 1) Basic earnings per unit is calculated by dividing profit by the day-weighted average number of investment units for theperiod (previous fiscal period 698,704 units; current fiscal period 763,508 units). Diluted earnings per unit is not stated,as there is no potential investment unit.
(Note 2) The basis for calculating basic earnings per unit is as follows:

Profit (Thousands of yen)Previous fiscal period

Current fiscal period(From June 1, 2018

(From December 1, 2018

to November 30, 2018)

to May 31, 2019)2.

Securities Other Than Shares
Not applicable

Derivative Transactions(Unit: Thousands of yen)Amount of contract (Note 1)

6,696,573

7,725,832

Amount not attributable to common
unitholders (Thousands of yen)－－

Profit attributable to common
investment units (Thousands of yen)

6,696,573

7,725,832

Average number of investment units
for the period (Units)698,704

763,508

Fair value(Note 2) (Note 3)Classification

Type of derivative transactions

Over-the-counter

Interest rate swaps
Receive floating Pay fixed

32,540,000

30,140,000△11,474

Total

32,540,000

30,140,000△11,474

Portion due
after one year

(Note 1) The amounts of contract do not represent the market risk exposure associated with the derivative instruments.
(Note 2) The interest rate swaps which qualify for hedge accounting and meet specific criteria are not measured at fair value inthe balance sheets and the interest received or paid under the interest rate swap contracts is recognized on an accrualbasis.
(Note 3) Fair value is based on prices, etc. indicated by partner financial institutions.

Significant Subsequent Events
Not applicable.

Property and Equipment
The following tables show the summary of movement in property and equipment.

Omission of Disclosure(Unit: Thousands of yen)

As the need for disclosing notes on securities, retirement benefits, equity in earnings of affiliates, and asset retirement

Beginningbalanceobligations in this financial report is not material or applicable, the disclosure of these items is omitted.

Tangible
AssetsEndingBalance

Decrease

Accumulated
depreciation

Depreciation
for the period

Net property,
plant andequipment

Buildings in trust

83,354,620

1,659,323

303,880

84,710,063

12,065,901

1,229,507

72,644,162

Structures in trust

696,585

6,216

3,975

698,826

185,296

18,043

513,529

Machinery andequipment in
trust

1,390,538

17,9001,471

1,406,968

359,497

29,453

1,047,471

Tools, furnitureand fixtures intrust

193,30731,472

2,576

222,204

113,714

17,740108,489

Land in trust(Note1)

346,689,270

69,952,726

1,233,570

415,408,426－－

415,408,426

6,708

－

780

5,928

－

－

5,928

Subtotal

432,331,030

71,667,639

1,546,253

502,452,417

12,724,410

1,294,745

489,728,007

Leasehold rights
in trust

9,130,097－

37,505

9,092,591－－

9,092,591

Construction inprogress in trust

Intangible
AssetsIncrease

Other (Note2)
Subtotal
Total

7,153

－

－

7,153

5,458

423

1,695

9,137,251－

37,505

9,099,745

5,458

423

9,094,287

441,468,281

71,667,639

1,583,758

511,552,162

12,729,868

1,295,168

498,822,294(Note1)The main reason for the increase in the fiscal period ended May 31, 2019 is the acquisition of 3properties (Tokyu Plaza
Ginza (Land), Q plaza HARAJUKU, EDGE Shinsaibashi ). The decrease is mainly due to the transfer of A-FLAG
AKASAKA.
(Note2)“Other” is software (non-real estate asset).

19
68

20
69

Loans Payable
The following tables show the details of loans payable.

Other Specified Assets
Not applicable(Unit: Thousands of yen)
Category

Investment Corporation Bonds

Lender(Unit: Thousands of yen)
Issue

Issue
Date

1st unsecured bonds(with pari passu conditions
April 25,
among specified
2014
investment corporation
bonds)
2nd unsecured bonds(with pari passu conditions
April 21,
among specified
2015
investment corporation
bonds)
3rd unsecured bonds(with pari passu conditions
April 21,
among specified
2015
investment corporation
bonds)
4th unsecured bonds(with pari passu conditions
February
among specified
3, 2016
investment corporation
bonds)
5th unsecured bonds(with pari passu conditions
February
among specified
2, 2017
investment corporation
bonds)
6th unsecured bonds(with pari passu conditions
February
among specified
2, 2017
investment corporation
bonds)
7th unsecured bonds(with pari passu conditions
February
among specified
2, 2017
investment corporation
bonds)

Beginningbalance

4,000,000

2,000,000

2,000,000

2,000,000

4,000,000

1,000,000

1,000,000

8th unsecured bonds(with pari passu conditions
February
among specified
13, 2018
investment corporation
bonds)

1,000,000

9th unsecured bonds(with pari passu conditions
February
among specified
13, 2018
investment corporation
bonds)

1,000,000

Total(Note)–

18,000,000

Decrease

Endingbalance

4,000,000

－

－

－

－

－

－

－

－

－

2,000,000

2,000,000

2,000,000

4,000,000

1,000,000

1,000,000

1,000,000

1,000,000

4,000,000 14,000,000

Interest
Rate

Redemption
Date

Use offunds

Remarks

0.370%

April 25,
2019

Partialrepaymentof thelong-term
borrowings

Unsecured,
non-guaranteed

0.297%

0.726%

0.770%

0.001%

0.480%

0.810%

0.160%

1.050%–

April 21,
2020

Partialrepaymentof thelong-term
borrowings

April 21,2025

Partialrepaymentof thelong-term
borrowings

February 3,
2026

Unsecured,
non-guaranteed

Unsecured,
non-guaranteed

Partialrepaymentof thelong-term
borrowings

Unsecured,
non-guaranteed

Partialrepaymentof thelong-term
borrowings

Unsecured,
non-guaranteed

February 2,
2027

Partialrepaymentof thelong-term
borrowings

Unsecured,
non-guaranteed

February 2,
2032

Partialrepaymentof thelong-term
borrowings

Unsecured,
non-guaranteed

Partialrepaymentof thelong-term
borrowings

Unsecured,
non-guaranteed

Partialrepaymentof thelong-term
borrowings

Unsecured,
non-guaranteed––

January 31,
2020

August 12,
2022

February 12,
2038–

Shortterm
loans
payable(Unit: Thousands of yen)

Within 1 year
Unsecured bonds(with pari passu conditions among
specified investment corporation
bonds)

6,000,000

1–2 years

2–3 years－

3–4 years－

1,000,000

4–5 years－

21
70

Decrease

1,025,000–

1,025,000–

MUFG Bank, Ltd.

2,050,000–

2,050,000–

Mizuho Bank, Ltd.

1,025,000–

1,025,000–

Sumitomo Mitsui Trust
Bank, Limited–

1,370,000

1,370,000–

Mizuho Bank, Ltd.

–1,370,000

1,370,000–

MUFG Bank, Ltd.

–

1,360,000

1,360,000–

Sumitomo Mitsui Trust
Bank, Limited–

1,995,000

1,995,000–

Mizuho Bank, Ltd.

–1,995,000

1,995,000–

MUFG Bank, Ltd.

–

1,010,000

1,010,000–

Sumitomo Mitsui Trust
Bank, Limited

1,670,000––

1,670,000

Mizuho Bank, Ltd.

1,670,000––

1,670,000

MUFG Bank, Ltd.

1,660,000––

1,660,000

Sumitomo Mitsui Trust
Bank, Limited–

1,600,000–

1,600,000

Mizuho Bank, Ltd.

–

1,600,000–

1,600,000

MUFG Bank, Ltd.

–

800,000–

800,000

Sumitomo Mitsui Trust
Bank, Limited–

2,000,000–

2,000,000

Mizuho Bank, Ltd.

–2,000,000–

2,000,000

Averageinterest rate
(Note 1)Maturitydate

Use offunds

Remarks0.17679%

January 9,
2019(Note 4)

Unsecured,
non-guaranteed

0.18720%

May 31,
2019(Note 4)

Unsecured,
non-guaranteed

0.17998%

May 31,
2019(Note 3)

Unsecured,
non-guaranteed

0.19216%

June 1,
2019(Note 4)

Unsecured,
non-guaranteed

0.19162%

November 24,
2019(Note 7)

Unsecured,
non-guaranteed

0.18694%

January 10,2020(Note 3)

Unsecured,
non-guaranteed–

1,000,000–

1,000,000

9,100,000

18,100,000

13,200,000

14,000,000

Sumitomo Mitsui Trust
Bank, Limited

500,000–

500,000–

0.52304%

January 9,
2019(Note 3)

Unsecured,
non-guaranteed

MUFG Bank, Ltd. (Note 6)

500,000–

500,000–

0.52304%

January 9,
2019(Note 3)

Unsecured,
non-guaranteed

Mizuho Bank, Ltd.

500,000–

500,000–

0.52304%

January 9,
2019(Note 3)

Unsecured,
non-guaranteed

MUFG Bank, Ltd.

500,000–

500,000–

0.52304%

January 9,
2019(Note 3)

Unsecured,
non-guaranteed

Sumitomo Mitsui Banking
Corporation

250,000–

250,000–

0.52304%

January 9,
2019(Note 3)

Unsecured,
non-guaranteed

Development Bank ofJapan Inc.

250,000–

250,000–

0.52304%

January 9,
2019(Note 3)

Unsecured,
non-guaranteed

Sumitomo Mitsui Trust
Bank, Limited

800,000–

800,000–

0.91941%

April 19,2019

(Note 3)

Unsecured,
non-guaranteed

MUFG Bank, Ltd. (Note 6)

800,000–

800,000–

0.91941%

April 19,2019

(Note 3)

Unsecured,
non-guaranteed

Mizuho Bank, Ltd.

800,000–

800,000–

0.91941%

April 19,2019

(Note 3)

Unsecured,
non-guaranteed

MUFG Bank, Ltd.

800,000–

800,000–

0.91941%

April 19,2019

(Note 3)

Unsecured,
non-guaranteed

Sumitomo Mitsui Banking
Corporation

400,000–

400,000–

0.91941%

April 19,2019

(Note 3)

Unsecured,
non-guaranteed

Development Bank ofJapan Inc.

400,000–

400,000–

0.91941%

April 19,2019

(Note 3)

Unsecured,
non-guaranteed

Development Bank ofJapan Inc.

6,000,000––

6,000,000

1.19051%

June 13,2019(Note 3)

Unsecured,
non-guaranteed

Mizuho Trust & Banking
Co.,LTD.

1,200,000––

1,200,000

0.02875%(Note 5)1,200,000––

1,200,000

0.02875%(Note 5)June 28,2019(Note 4)The Norinchukin Bank

Unsecured,
non-guaranteed

Total

Annual redemptions of investment corporation bonds scheduled for next five years after each balance sheet date were as
follows:

Increase

Endingbalance

Sumitomo Mitsui Trust
Bank, Limited

MUFG Bank, Ltd.

Longtermloanspayable(Note 2)Beginningbalance22
71

(Unit: Thousands of yen)
Category
LenderIncrease

Endingbalance

Decrease

Averageinterest rate
(Note 1)Maturitydate

Use offunds

Remarks

Category
Lender

1.07856%

Mizuho Bank, Ltd.

1,340,000––

1,340,000

1.07856%

MUFG Bank, Ltd.

1,340,000––

1,340,000

1.07856%––

340,000

0.54352%

July 9,2019(Note 3)

Unsecured,
non-guaranteed

0.54352%

July 9,2019(Note 3)

Unsecured,
non-guaranteed(Note 3)

Unsecured,
non-guaranteed

Sumitomo Mitsui Banking
Corporation

340,000

0.54352%

Sumitomo Mitsui Banking
Corporation

170,000––

170,000

0.54352%

July 9,2019(Note 3)

Unsecured,
non-guaranteed

Development Bank ofJapan Inc.

170,000––

170,000

0.54352%

July 9,2019(Note 3)

Unsecured,
non-guaranteed

Mizuho Trust & Banking
Co.,LTD.

1,500,000––

1,500,000

0.51000%(Note 4)

Shinkin Central Bank

1,500,000––

1,500,000

August 29,
2019

Unsecured,
non-guaranteed

Sumitomo Mitsui Trust
Bank, Limited

160,000––

160,000

0.93846%

January 10,
2020

Unsecured,
non-guaranteed

1,340,000

340,000–(Note 3)–

MUFG Bank, Ltd. (Note 6)–

January 10,
2021–

Unsecured,
non-guaranteed

340,000

Remarks

1,340,000(Note 3)

MUFG Bank, Ltd.

Use offunds

MUFG Bank, Ltd. (Note 6)

July 9,2019

July 9,2019

Maturitydate

1.07856%

0.54352%

340,000

Averageinterest rate
(Note 1)

1,340,000

340,000

Development Bank ofJapan Inc.
Nippon Life Insurance
Company
Sumitomo Mitsui Trust
Bank, Limited(Note 3)

Unsecured,
non-guaranteed

0.41931%

December 28,
2021(Note 3)

Unsecured,
non-guaranteed

670,000

1.07856%

500,000––

500,000

0.25000%

3,920,000

MUFG Bank, Ltd.

–1,970,000–

1,970,000–

1,970,000–

1,970,000–

1,970,000–

1,970,000(Note 3)

July 12,2021–

3,920,000

Unsecured,
non-guaranteed

0.36607%––

Sumitomo Mitsui Banking
Corporation
Development Bank ofJapan Inc.

Unsecured,
non-guaranteed

670,000–

Unsecured,
non-guaranteed(Note 3)

1.07856%

3,920,000

MUFG Bank, Ltd. (Note 6)

160,000––

160,000

0.93846%

January 10,2020

Mizuho Bank, Ltd.

160,000––

160,000

0.93846%

January 10,2020(Note 3)

Unsecured,
non-guaranteed

Sumitomo Mitsui Trust
Bank, Limited

320,000––

320,000

MUFG Bank, Ltd.

160,000––

160,000

0.93846%

January 10,2020(Note 3)

Unsecured,
non-guaranteed

MUFG Bank, Ltd.

640,000––

640,000

Mizuho Bank, Ltd.

320,000––

320,000

160,000––

160,000

160,000––

160,000

840,000––

840,000

0.73690%

MUFG Bank, Ltd. (Note 6)

840,000––

840,000

0.73690%

Mizuho Bank, Ltd.

840,000––

840,000

0.73690%

MUFG Bank, Ltd.

840,000––

840,000

0.73690%420,000––

420,000

0.73690%420,000––

420,000

0.73690%2,000,000––

2,000,000

Shinkin Central Bank

500,000––

500,000

Tokio Marine & Nichido
Fire Insurance Co., Ltd.

400,000––

400,000

The 77 Bank, Ltd.

400,000––

400,000

Sumitomo Mitsui Trust
Bank, Limited

1,500,000––

1,500,000

0.94688%

MUFG Bank, Ltd. (Note 6)

1,500,000––

1,500,000

0.94688%

Mizuho Bank, Ltd.

1,500,000––

1,500,000

0.94688%

MUFG Bank, Ltd.

Sumitomo Mitsui Banking
Corporation

80,000––80,0000.93846%

January 10,2020(Note 3)

Unsecured,
non-guaranteed

Development Bank ofJapan Inc.

80,000––80,0000.93846%

January 10,2020(Note 3)

Unsecured,
non-guaranteed(Note 4)

Unsecured,
non-guaranteed

Sumitomo Mitsui Trust
Bank, Limited

600,000––

600,000

0.72546%

January 10,
2020

MUFG Bank, Ltd. (Note 6)

600,000––

600,000

0.72546%

January 10,2020(Note 4)

Unsecured,
non-guaranteed

Mizuho Bank, Ltd.

600,000––

600,000

0.72546%

January 10,2020(Note 4)

Unsecured,
non-guaranteed

MUFG Bank, Ltd.

600,000––

600,000

0.72546%

January 10,2020(Note 4)

Unsecured,
non-guaranteed(Note 4)

Unsecured,
non-guaranteed(Note 4)

Unsecured,
non-guaranteed

Sumitomo Mitsui Banking
Corporation

300,000––

300,000

0.72546%

January 10,
2020

Development Bank ofJapan Inc.

300,000––

300,000

0.72546%

January 10,
2020

Resona Bank, Limited.

1,500,000––

1,500,000

The Bank of Fukuoka, Ltd.

1,000,000––

1,000,000

The Gunma Bank, Ltd.

500,000––

500,000

The Norinchukin Bank

500,000––

500,000

Sumitomo Mitsui Trust
Bank, Limited

1,060,000––

1,060,000

MUFG Bank, Ltd. (Note 6)

1,060,000––

1,060,000

Mizuho Bank, Ltd.

1,060,000––

1,060,000

March 31,2020

(Note 4)1.07980%

December 19,
2020(Note 3)

Unsecured,
non-guaranteed

1.07980%

December 19,
2020(Note 3)

Unsecured,
non-guaranteed

1.07980%

December 19,
2020(Note 3)

Unsecured,
non-guaranteed(Note 3)

Unsecured,
non-guaranteed

0.52500%

Unsecured,
non-guaranteed

1,060,000––

1,060,000

1.07980%

December 19,
2020

Sumitomo Mitsui Banking
Corporation

530,000––

530,000

1.07980%

December 19,
2020(Note 3)

Unsecured,
non-guaranteed

Development Bank ofJapan Inc.

530,000––

530,000

1.07980%

December 19,
2020(Note 3)

Unsecured,
non-guaranteed

MUFG Bank, Ltd.

Longtermloanspayable(Note 2)

Sumitomo Mitsui Banking
Corporation
Development Bank ofJapan Inc.
Sumitomo Mitsui Trust
Bank, Limited

Sumitomo Mitsui Banking
Corporation
Development Bank ofJapan Inc.
Mizuho Trust & Banking
Co.,LTD.

January 9,
2022
January 9,
2022
January 9,
2022
January 9,
2022
January 9,
2022
January 9,2022(Note 3)(Note 4)(Note 3)(Note 3)(Note 3)(Note 3)(Note 3)(Note 3)

Unsecured,
non-guaranteed
Unsecured,
non-guaranteed
Unsecured,
non-guaranteed

Unsecured,
non-guaranteed
Unsecured,
non-guaranteed
Unsecured,
non-guaranteed
Unsecured,
non-guaranteed
Unsecured,
non-guaranteed
Unsecured,
non-guaranteed

0.68500%

March 31,2022

(Note 4)

Unsecured,
non-guaranteed

0.30630%

March 31,2022

(Note 4)

Unsecured,
non-guaranteed

1,500,000––

1,500,000

0.94688%

Sumitomo Mitsui Trust
Bank, Limited

200,000––

200,000

0.65691%

MUFG Bank, Ltd. (Note 6)

200,000––

200,000

0.65691%

Mizuho Bank, Ltd.

200,000––

200,000

0.65691%

MUFG Bank, Ltd.

200,000––

200,000

0.65691%

100,000––

100,000

0.65691%

100,000––

100,000

0.65691%

Sumitomo Mitsui Banking
Corporation
Development Bank ofJapan Inc.

(Note 3)

July 12,2021

670,000

3,920,000(Note 3)

Unsecured,
non-guaranteed
Unsecured,
non-guaranteed
Unsecured,
non-guaranteed

0.20194%––(Note 3)(Note 3)––January 10,
2021
January 10,
2021
January 10,
2021
January 10,
2021
January 10,
2021
March 31,2021

670,000

Mizuho Bank, Ltd.

(Note 3)

(Unit: Thousands of yen)Endingbalance–––

Decrease–––

Increase

1,340,000

340,000

340,000

Beginningbalance

Sumitomo Mitsui Trust
Bank, Limited

Sumitomo Mitsui Trust
Bank, Limited

Mizuho Bank, Ltd.

Longtermloanspayable(Note 2)Beginningbalance

June 15,2022
June 15,2022
June 15,2022
June 15,2022
June 15,2022
June 15,2022
June 15,2022
June 15,2022
June 15,2022
June 15,2022(Note 4)(Note 4)(Note 4)(Note 4)(Note 3)(Note 3)(Note 3)(Note 3)(Note 3)(Note 3)

Unsecured,
non-guaranteed
Unsecured,
non-guaranteed
Unsecured,
non-guaranteed
Unsecured,
non-guaranteed
Unsecured,
non-guaranteed
Unsecured,
non-guaranteed
Unsecured,
non-guaranteed
Unsecured,
non-guaranteed
Unsecured,
non-guaranteed
Unsecured,
non-guaranteed

23
72

73

(Unit: Thousands of yen)
Category
LenderLongtermloanspayable(Note 2)Beginningbalance

Increase

Endingbalance

Decrease

Sumitomo Mitsui Trust
Bank, Limited

1,560,000––

1,560,000

Mizuho Bank, Ltd.

1,560,000––

1,560,000

MUFG Bank, Ltd.

1,560,000––

1,560,000

Sumitomo Mitsui Banking
Corporation

160,000––

160,000

Development Bank ofJapan Inc.

160,000––

160,000

Sumitomo Mitsui Trust
Bank, Limited–

620,000–

620,000

Mizuho Bank, Ltd.

–620,000–

620,000

MUFG Bank, Ltd.

–620,000–

620,000

Sumitomo Mitsui Banking
Corporation–

320,000–

320,000

Averageinterest rate
(Note 1)0.44835%

0.38236%

MaturitydateJune 15,2022

January 10,2023

Development Bank ofJapan Inc.

–

320,000–

320,000

Sumitomo Mitsui Trust
Bank, Limited

1,250,000––

1,250,000

0.61330%(Note 5)

March 30,
2023

Use offunds(Note 4)(Note 4)

Remarks

LenderUnsecured,
non-guaranteed

Unsecured,
non-guaranteed

Beginningbalance

Increase

Decrease

Endingbalance

Averageinterest rate
(Note 1)Maturitydate

Use offunds

Remarks

Sumitomo Mitsui Trust
Bank, Limited

1,400,000––

1,400,000

0.78362%January 12,2024(Note 4)

Unsecured,
non-guaranteed

MUFG Bank, Ltd. (Note 6)

1,400,000––

1,400,000

0.78362%January 12,2024(Note 4)

Unsecured,
non-guaranteed

Mizuho Bank, Ltd.

1,400,000––

1,400,000

0.78362%January 12,2024(Note 4)

Unsecured,
non-guaranteed

MUFG Bank, Ltd.

1,400,000––

1,400,000

0.78362%January 12,2024(Note 4)

Unsecured,
non-guaranteed

Sumitomo Mitsui Banking
Corporation

700,000––

700,000

0.78362%January 12,2024(Note 4)

Unsecured,
non-guaranteed

Development Bank ofJapan Inc.

700,000––

700,000

0.78362%January 12,2024(Note 4)

Unsecured,
non-guaranteed

Mizuho Trust & Banking
Co.,LTD.

2,000,000––

2,000,000

Resona Bank, Limited.

1,500,000––

1,500,000

The Bank of Fukuoka, Ltd.

1,000,000––

1,000,000

0.41380%

March 29,2024

(Note 4)

Unsecured,
non-guaranteed

Shinkin Central Bank

500,000––

500,000

The Norinchukin Bank

500,000––

500,000(Note 4)

Unsecured,
non-guaranteed

March 30,2023

(Note 4)

Unsecured,
non-guaranteed

Sumitomo Mitsui Trust
Bank, Limited

1,200,000––

1,200,000

0.85377%

June 17,2024(Note 3)

Unsecured,
non-guaranteed

MUFG Bank, Ltd.
(Note 6)

1,250,000––

1,250,000

0.61330%(Note 5)

Mizuho Bank, Ltd.

1,250,000––

1,250,000

0.61330%(Note 5)

March 30,2023

(Note 4)

Unsecured,
non-guaranteed

MUFG Bank, Ltd. (Note 6)

1,200,000––

1,200,000

0.85377%

June 17,2024(Note 3)

Unsecured,
non-guaranteed

MUFG Bank, Ltd. (Note 6)

1,250,000––

1,250,000

0.61330%(Note 5)

March 30,2023

(Note 4)

Unsecured,
non-guaranteed

Mizuho Bank, Ltd.

1,200,000––

1,200,000

0.85377%

June 17,2024(Note 3)

Unsecured,
non-guaranteed

Sumitomo Mitsui Trust
Bank, Limited

750,000––

750,000

MUFG Bank, Ltd.

1,200,000––

1,200,000

0.85377%

June 17,2024(Note 3)

Unsecured,
non-guaranteed

Mizuho Bank, Ltd.

750,000––

750,000––

600,000

0.85377%––

750,000

June 17,2024(Note 3)750,000

Sumitomo Mitsui Banking
Corporation

600,000

MUFG Bank, Ltd.

Unsecured,
non-guaranteed

Sumitomo Mitsui Banking
Corporation

375,000––

375,000

Development Bank ofJapan Inc.

600,000––

600,000

0.85377%

June 17,2024(Note 3)

Unsecured,
non-guaranteed

Development Bank ofJapan Inc.

375,000––

375,000

Sumitomo Mitsui Trust
Bank, Limited

1,500,000––

1,500,000

MUFG Bank, Ltd.

3,000,000––

3,000,000

0.33150%(Note 5)June 17,2024(Note 4)

Sumitomo Mitsui Trust
Bank, Limited

Unsecured,
non-guaranteed

800,000––

800,000

Mizuho Bank, Ltd.

1,500,000––

1,500,000

MUFG Bank, Ltd.

1,600,000––

1,600,000

1,500,000––

1,500,000

Mizuho Bank, Ltd.

800,000––

800,000

Sumitomo Mitsui Trust
Bank, Limited
MUFG Bank, Ltd.

3,000,000––

3,000,000

0.36900%(Note 5)

December 13,
2024(Note 4)

Sumitomo Mitsui Banking
Corporation

Unsecured,
non-guaranteed

400,000––

400,000

Mizuho Bank, Ltd.

1,500,000––

1,500,000

Sumitomo Mitsui Trust
Bank, Limited

1,200,000––

1,200,000

MUFG Bank, Ltd.

2,400,000––

2,400,000

Mizuho Bank, Ltd.

1,200,000––

1,200,000

0.54094%

March 21,2025

(Note 3)

Sumitomo Mitsui Banking
Corporation

Unsecured,
non-guaranteed

600,000––

600,000

Development Bank ofJapan Inc.

600,000––

600,000

Sumitomo Mitsui Trust
Bank, Limited

1,800,000––

1,800,000

MUFG Bank, Ltd.

3,600,000––

3,600,000

Mizuho Bank, Ltd.

1,800,000––

1,800,000

0.70169%

September 16,
2025(Note 3)

Sumitomo Mitsui Banking
Corporation

Unsecured,
non-guaranteed

900,000––

900,000

Development Bank ofJapan Inc.

900,000––

900,000

Development Bank ofJapan Inc.

400,000––

1,500,000

MUFG Bank, Ltd. (Note 6)

1,500,000––

1,500,000

Mizuho Bank, Ltd.

1,500,000––

1,500,000

Sumitomo Mitsui Banking
Corporation
Development Bank ofJapan Inc.

1,500,000
625,000
625,000

–

–
–
–

–

–
–
–

1,500,000

1,500,000
625,000
625,000

Sumitomo Mitsui Trust
Bank, Limited

1,250,000––

1,250,000

MUFG Bank, Ltd.

2,500,000––

2,500,000

Mizuho Bank, Ltd.

1,250,000––

1,250,000

Taiyo Life Insurance
Company

500,000––

500,000

Mitsui Sumitomo Insurance
Company, Limited

500,000––

0.44804%

0.38472%

March 30,
2023

April 6,2023

(Note 4)(Note 3)

Unsecured,
non-guaranteed

Unsecured,
non-guaranteed

400,000

Sumitomo Mitsui Trust
Bank, Limited

MUFG Bank, Ltd.

500,000

June 15,2023(Note 4)1.06316%

June 15,2023(Note 4)

Unsecured,
non-guaranteed

1.06316%

June 15,2023(Note 4)

Unsecured,
non-guaranteed

1.06316%

June 15,2023(Note 4)

Unsecured,
non-guaranteed

0.75387%

June 15,2023(Note 3)

Unsecured,
non-guaranteed

0.75387%

June 15,2023(Note 3)

Unsecured,
non-guaranteed

1.06316%

Unsecured,
non-guaranteed

0.46400%

June 15,2023(Note 4)

Unsecured,
non-guaranteed

0.35998%

September 29,
2023(Note 4)

Unsecured,
non-guaranteed

25
74(Unit: Thousands of yen)
Category

Longtermloanspayable(Note 2)26
75

(Unit: Thousands of yen)
Category
LenderLongtermloanspayable(Note 2)Beginningbalance

Increase

Endingbalance

Decrease

Mizuho Trust & Banking
Co.,LTD.

440,000––

440,000

Resona Bank, Limited.

440,000––

440,000

The Bank of Fukuoka, Ltd.

440,000––

440,000

Shinkin Central Bank

440,000––

440,000

The Norinchukin Bank

440,000––

440,000

THE NISHI-NIPPONCITY BANK, LTD.

500,000––

500,000

The Bank of Kyoto,Ltd.

300,000––

300,000

Sumitomo Mitsui Trust
Bank, Limited

500,000––

500,000

Mizuho Bank, Ltd.

500,000––

500,000

Averageinterest rate
(Note 1)0.46453%

Maturity
date

September
16,
2025

September
16,
2025

Use offunds(Note 4)

LenderRemarks

Unsecured,
non-guaranteed

Beginningbalance

Increase

Endingbalance

Decrease

Sumitomo Mitsui Trust
Bank, Limited

320,000––

320,000

MUFG Bank, Ltd.

640,000––

640,000

Mizuho Bank, Ltd.

320,000––

320,000

Sumitomo Mitsui Banking
Corporation

160,000––

160,000

Development Bank ofJapan Inc.

160,000––

160,000

Sumitomo Mitsui Trust
Bank, Limited–

1,000,000–

1,000,000

Mizuho Bank, Ltd.

–

1,000,000–

1,000,000

MUFG Bank, Ltd.

–

1,000,000–

1,000,000

Sumitomo Mitsui Banking
Corporation–

500,000–

500,000

Development Bank ofJapan Inc.

–

500,000–

500,000

Sumitomo Mitsui Trust
Bank, Limited–

3,210,000–

3,210,000

MUFG Bank, Ltd.

500,000––

500,000

Sumitomo Mitsui Banking
Corporation

250,000––

250,000

Development Bank ofJapan Inc.

250,000––

250,000

Sumitomo Mitsui Trust
Bank, Limited

Mizuho Bank, Ltd.

–3,210,000–

3,210,000

2,100,000––

2,100,000

MUFG Bank, Ltd.

–

1,610,000–

1,610,000

MUFG Bank, Ltd.

4,200,000––

4,200,000–

1,610,000–

1,610,000

Mizuho Bank, Ltd.

2,100,000––

2,100,000

Sumitomo Mitsui Banking
Corporation

Sumitomo Mitsui Banking
Corporation

1,050,000––

1,050,000

Development Bank ofJapan Inc.

–

1,610,000–

1,610,000

Development Bank ofJapan Inc.

1,050,000––

1,050,000

Sumitomo Mitsui Trust
Bank, Limited–

1,165,000–

1,165,000

Sumitomo Mitsui Banking
Corporation

Mizuho Bank, Ltd.

–

1,165,000–

1,165,000

6,000,000––

6,000,000

MUFG Bank, Ltd.

–590,000–

590,000

Sumitomo Mitsui Banking
Corporation–

590,000–

590,000

Development Bank ofJapan Inc.

–

590,000–

590,000

172,250,000

40,600,000

6,500,000

206,350,000

Mizuho Trust & Banking
Co.,LTD.

–

1,100,000–

1,100,000

Resona Bank, Limited.

–

1,100,000–

1,100,000

The Bank of Fukuoka, Ltd.

–

1,100,000–

1,100,000

The Norinchukin Bank–

1,100,000–

1,100,000

The 77 Bank, Ltd.

–

600,000–

600,000

Sumitomo Mitsui Trust
Bank, Limited

1,750,000––

1,750,000

MUFG Bank, Ltd.

3,500,000––

3,500,000

Mizuho Bank, Ltd.

1,750,000––

1,750,000

780,000––

780,000

MUFG Bank, Ltd.

1,560,000––

1,560,000

Mizuho Bank, Ltd.

780,000––

780,000

Sumitomo Mitsui Trust
Bank, Limited

Sumitomo Mitsui Banking
Corporation

390,000––

390,000

Development Bank ofJapan Inc.

390,000––

390,000

Sumitomo Mitsui Trust
Bank, Limited

2,200,000––

2,200,000

Mizuho Bank, Ltd.

2,200,000––

2,200,000

MUFG Bank, Ltd.

2,200,000––

2,200,000

Sumitomo Mitsui Banking
Corporation

200,000––

200,000

Development Bank ofJapan Inc.

200,000––

200,000

0.58630%

0.61942%0.69796%0.35765%

March 19,2026

June 12,2026

September 7,
2026(Note 4)(Note 3)(Note 4)(Note 4)

Unsecured,
non-guaranteed

Unsecured,
non-guaranteed

Unsecured,
non-guaranteed

Unsecured,
non-guaranteed

0.71015%

December
14,
2026(Note 4)

Unsecured,
non-guaranteed

0.70698%

January 9,2027(Note 4)

Unsecured,
non-guaranteed

Total

June 13,2027(Note 4)

Maturitydate

Use offunds

Remarks

0.74869%

July 5,2027(Note 3)

Unsecured,
non-guaranteed

0.54375%(Note 5)

July 5,2027(Note 4)

Unsecured,
non-guaranteed

0.58821%

July 5,2027(Note 4)

Unsecured,
non-guaranteed

0.55800%(Note 5)January 11,2028(Note 3)

Unsecured,
non-guaranteed

0.65264%January 11,2028(Note 3)

Unsecured,
non-guaranteed

0.56127%

May 31,
2028(Note 4)

Unsecured,
non-guaranteed(Unit: Thousands of yen)
Within 1 year
Long-term loans payable

0.73360%

Averageinterest rate
(Note 1)

(Note 1) Weighted average rate, rounding to the sixth decimal place.
(Note 2) Long-term loans payable include current portion.
(Note 3) Use of the borrowings is acquisition of the real estate trust beneficiary interests.
(Note 4) Use of the borrowings is appropriated to repayment of outstanding loans payable.
(Note 5) This long-term loans payable is hedged by interest rate swap contract. The average interest rate reflects the effectivenessof this hedging instrument.
(Note 6) The role of Mitsubishi UFJ Trust and Banking Corporation as a lender has been taken over by MUFG Bank, Ltd. on April
16, 2018.
(Note 7) Use of the borrowings is appropriated to repayment of investment corporation bonds.
(Note 8) Annual repayments of long-term loans payable scheduled for next five years after each balance sheet date were as follows:

20,400,000

1–2 years
12,500,000

2–3 years
22,850,000

3–4 years
26,500,000

4–5 years
25,750,000

Unsecured,
non-guaranteed

27
76

Category

28
77

Independent Auditor’s Report78

79Overview of the Asset Manager

Information on Unitholders

Overview of the Asset Manager

Trends in Unit Prices

Corporate
name

TLC REIT Management Inc.

Established

October 6, 2009

CapitalRegistration &License¥200 million

Financial Instruments Business Firm, granted by the Director of the Kanto
Regional Finance Bureau (Financial Instruments) Registration No. 2370
Discretionary Transaction Agent granted by the Minister of Land,
Infrastructure, Transport and Tourism, Registration No. 65
Building Lots and Building Transactions Business License, granted by theGovernor of Tokyo (2) No. 91139

TSE REIT index (left axis)

API (left axis)(¥)

Market Cap. (right axis)
May 31, 2019
API: ¥469,500
TSE REIT index: 1,917pt
Market Cap.: ¥362.1bn

600,000
550,000

Tokyu Land Corporation 100%

President andCEO

Hiroyuki Tohmata

DNA of Tokyu Land Corporation

3,000

400,000

2,500

350,000

2,000
1,500
June 13, 2012
API: ¥221,750
TSE REIT index: 906pt
Market Cap.: ¥90.7bn

250,000
200,000

As an asset manager, API’s staff is required to work proactively (take initiative, foresee and make improvements). API aims
at stable asset management over the medium to long term, through not only management and good care of individual
properties, but also by closely observing and responding early to the changing market environment (real estate transaction,leasing and finance markets).

500
0Jun. 13, End of
End of
End of
End of
End of
End of
End of
End of
End of
End of
End of
End of
End of
End of2012 Nov. 2012 May 2013 Nov. 2013 May 2014 Nov. 2014 May 2015 Nov. 2015 May 2016 Nov. 2016 May 2017 Nov. 2017 May 2018 Nov. 2018 May 2019
(Note 1) Performance of TSE REIT index is indexed to API unit price as of June 13, 2012 being 100.
(Note 2) As API implemented a 2-for-1 investment unit split effected as of October 1, 2015, the closing prices on and after the listing date are indicated as half as adjusted for the unit split.

Other domestic
companies

Foreignunitholders

164 (2.1%)

Number ofunitholders
by holder type

7,680
Shareholders’ Meeting
Corporate Auditor
Board of Directors

Securities
companies

258 (3.4%)

Organizational Chart
Financial
institutions

26,163 (3.4%)
Foreignunitholders

Securities
companies

18 (0.2%)

30,192 (3.9%)
Number ofinvestment units
by holder type

177,665(23.0%)

Individuals,other

208 (2.7%)

Individuals,
other771,224
Financial
institutions

Other domestic
companies

7,032 (91.6%)

456,335 (59.2%)

80,869 (10.5%)(Note) API implemented a 2-for-1 investment unit split effected as of October 1, 2015.

Compliance Committee

Investment Committee
President & CEO

Acquisition Priority
Review Meeting
Internal Audit Dept.

Annual Schedule
Closing monthfor the fiscal
period endingin MayAnnouncementof financial
results

Commencementof payment ofdividends

Release of theSemi-Annual
ReportClosing monthfor the fiscal
period ending inNovemberAnnouncementof financial
results

Commencement of
payment of dividends

Release of theSemi-Annual
ReportMay

July

AugustSeptember

NovemberJanuary

February

March

Compliance Dept.

Activia
Management Div.

Finance &Accounting
Dept.

1,000

Distribution of Unitholders

Proactive Behavior

Corporate Planning& Administration
Dept.

4,500

3,500

300,000

The Tokyu Fudosan Holdings Group generally carries on the frontier spirit and development capabilities of Tokyu Land
Corporation in undertaking development mainly in the Tokyo metropolitan area and major cities nationwide. The Group has
built up a strong track record as a pioneer in creating businesses ahead of the times in anticipation of customer demands, forexample by opening Tokyu Plaza as the forefront of a building complex near the station and Tokyu Hands as a specialty store
for daily-life materials.
API’s staff, with abundant experience in many fields of the Tokyu Fudosan Holdings Group, engage in J-REIT operations tomeet the needs of unitholders.

5,000

4,000

500,000
450,000

Shareholder(¥ 100 millions)

Asset
Investment
Dept.

Environmental
Engineering
Dept.

Strategy
Dept.

Asset
Management
Dept.

Comforia
Management Div.

Strategy
Dept.

Asset
Management
Dept.

Broadia
Management Div.

Strategy
Dept.

Asset
Management
Dept.

API Website
We provide all appropriate information on our website in a timely
and reliable manner.

URL

https://www.activia-reit.co.jp/en/
Accessible from smartphone as well.

80

81

Information on Unitholders

Unitholder Memo

Withholding tax rate on dividends of listed investment corporations

Account closing dates

May 31 and November 30

Unitholders’ meeting

To be held at least once every two years

Record date forunitholders’ meeting

A record date based on Article 15, Section 1 of the Articles of Incorporation

Dates for determining cash
distribution payments

May 31 and November 30

Administrator ofunitholders’ registryCommencement
date of thedividend payment

Dividend tax rate oflisted investment
corporations

From January 1, 2014 through December 31, 2037

From January 1, 2038

20.315%20%
Income tax
15%

Income tax 15% + Reconstruction special income tax 0.315% (Note)
Breakdown

Breakdown

Residence tax 5%

Sumitomo Mitsui Trust Bank, Limited
4-1 Marunouchi 1-chome, Chiyoda-ku, Tokyo, Japan

Residence tax
5%(Note) 15% × reconstruction special income tax rate 2.1% = 0.315%.

Place of business of administratorof unitholders’ registry

Stock exchange

Stock Transfer Agency Business Planning Department of
Sumitomo Mitsui Trust Bank, Limited
Mailing address: 8-4 Izumi 2-chome, Suginami-ku, Tokyo 168-0063, Japan
Tel: 0120-782-031 (toll-free, available within Japan only)
URL: https://www.smtb.jp/personal/agency/ (Japanese page)
J-REIT section of the Tokyo Stock Exchange (securities code: 3279)

Newspaper to provide public notice

During the period from January 1, 2013 through December 31, 2037 (25 years), the Act on Special Measures for
Securing Financial Resources Necessary to Implement Measures for Reconstruction following the Great East
Japan Earthquake (2011 Law No. 117) is in force. As a result, there is a reconstruction special income taxof 2.1%.

Nihon Keizai Shimbun

This reconstruction special income tax will be imposed together when income tax is withheld at the source on■■ Change of registered address, name or seal, etc., or designation or change ofaccount for receipt of dividends:

dividends paid by listed investment corporations.
Additional issues to be aware of are as follows.

Please contact the securities company.

■■ Matters to be noted regarding the withholding tax on dividends of listed■■ Dividends
You can receive dividends by presenting a dividend receipt to the nearest head office/branch/office ofinvestment corporations

Japan Post Bank (bank agency). If the period for receipt has already expired, please specify how you wish

• In the case of an individual unitholder who holds 3% or more of the outstanding investment, the income tax

to receive dividends on the back of the dividend receipt, and then mail it to the Stock Transfer Agency

rate is 20.42% (income tax 20% + reconstruction special income tax 0.42% (Note)).

Department, Sumitomo Mitsui Trust Bank, or receive dividends directly at the service counter of the head

However, with regard to residence tax, a separate procedure is required.

office/branch of the bank.

• If a corporate unitholder receives dividends, no residence tax will be imposed.

In addition, with respect to future dividends, if you wish to receive dividends through transfer to a bank

(Note) 20% × reconstruction special income tax rate 2.1% = 0.42%.

account, etc., please take the necessary procedures at your securities company.
Telephone inquiries

Stock Transfer Agency Business Planning Department of Sumitomo Mitsui Trust Bank, LimitedTel:0120-782-031 (toll-free, available within Japan only)■■ Matters to be noted regarding the Reconstruction Special Income Tax• In cases where income tax is non-taxable or exempt, or where the income tax rate is less than the rate
provided by domestic laws due to the application of a tax treaty, the reconstruction special income tax will■■ Dividend statement
Pursuant to the provisions of the Act on Special Measures concerning Taxation, with regard to dividends
paid by API, API will send to each unitholder a payment notification describing the amount of the dividend,

not be imposed.
• With regard to taxes in the case where you have selected the method of allocation in proportion to thenumber of shares held, please ask your securities company.

withholding tax and so forth. However, the dividend statement sent along with the dividend payment alsofunctions as the payment notification.

For more details, please ask the tax office with jurisdiction over the place of tax payment.

Please note that each unitholder may use the payment notification as an attachment for a tax return. (Ifyou select the method of allocation in proportion to the number of shares held, please ask your securities
company for further information.)

82

83