Disclaimers
This document has been prepared solely for the purpose of providing U.K. and Dutch
investors with certain information under Article 23 of the European Union’s Alternative
Investment Fund Managers Directive (European Directive 2011/61/EU) (the “AIFMD”) as
implemented in their respective jurisdictions. Accordingly, you should not use thisdocument for any other purpose.
Prohibition of Sales to EEA and United Kingdom Retail Investors
In addition to the restrictions under the AIFMD, the units of Mitsubishi Estate Logistics REIT
Investment Corporation (“MEL” or the “AIF”) are not intended to be offered, sold orotherwise made available to and should not be offered, sold or otherwise made available toany retail investor in the European Economic Area (the “EEA”) or the United Kingdom. For
these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as
defined in point (11) of Article 4(1) of Directive 2014/65/EU, as amended, known as MiFID II;or (ii) a customer within the meaning of Directive 2016/97/EU , as amended, known as the
Insurance Distribution Directive 2016/97/EU, where that customer would not qualify as aprofessional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified
investor as defined in Regulation 2017/1129/EU, as amended, known as the Prospectus
Regulation. Consequently no key information document required by Regulation
1286/2014/EU, known as the PRIIPs Regulation, for offering or selling the units of MEL orotherwise making them available to retail investors in the EEA or the United Kingdom has
been prepared and therefore offering or selling the units of MEL, or otherwise making themavailable, to any retail investor in the EEA may be unlawful under the PRIIPs
Regulation.
United Kingdom
The units of MEL are being marketed in the United Kingdom pursuant to Article 59 of theUnited Kingdom Alternative Investment Fund Managers Regulations 2013. In accordancewith this provision, Mitsubishi Jisho Investment Advisors, Inc. (the “AIFM”) has notified the
Financial Conduct Authority (the “FCA”) of its intention to offer these units in the United
Kingdom. For the purposes of the United Kingdom Financial Services and Markets Act 2000(“FSMA”), MEL is an unregulated collective investment scheme which has not beenauthorized by the FCA. Accordingly, any communications of an invitation or inducement toinvest in MEL may be made to: (i) investment professionals falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended, or
the Order; (ii) high net worth companies and other entities, falling within Articles 49(2) of
the Order; or (iii) persons to whom it may otherwise lawfully be communicated (all such
persons together being referred to as “Relevant Persons”). In the United Kingdom, thisdocument and its contents are directed only at Relevant Persons and must not be acted onor relied on by persons who are not Relevant Persons. Any person who is not a Relevant
Person may not act or rely on this document or any of its contents.

European Economic Area and United Kingdom Investors
The units of MEL may not be marketed (within the meaning given to the term “marketing”
by the relevant State in its national implementation of the AIFMD), and this document may
not be communicated, to prospective investors domiciled or with a registered office in any
Member State of the EEA or in the U.K. unless: (i) the units of MEL may be marketed under
any national private placement regime (including under the AIFMD) or other exemption inthat Member State or in the U.K.; or (ii) the units of MEL can otherwise be lawfully marketedor sold in that Member State or in the U.K. in circumstances in which the AIFMD does not
apply, provided that any such offer or sale is not made to a retail investor as describedabove. We have made a notification to each of the Netherlands Authority for the Financial
Markets and the United Kingdom Financial Conduct Authority pursuant to Article 42 of the
AIFMD in order to market the units of MEL in the Netherlands and the United Kingdom,
respectively.
This document has been prepared on the basis that any offer of units in MEL in any Member
State of the EEA or in the U.K. will be made pursuant to an exemption under Regulation
2017/1129/EU, known as the Prospectus Regulation, from the requirement to publish aprospectus for offers of units in MEL. This document is not a prospectus for the purposes of
the Prospectus Regulation.
Netherlands
The interests in MEL are being marketed in the Netherlands pursuant to Section 1:13b
paragraph 1 of the Dutch Act on financial supervision (Wet op het financieel toezicht, the“AFS”). The interests are and may not be offered, sold, transferred or delivered, directly or
indirectly, in the Netherlands, except to qualified investors (gekwalificeerde beleggers)
within the meaning of Section 1:1 of the AFS. No approved prospectus is required to be
published in the Netherlands pursuant to Article 3 of Regulation 2017/1129/EU as amended.

2

Article 23(1)(a)Objectives of the
AIF

Investment
strategy

Types of assets the
AIF may invest inTechniques it may
employ and all
associated risks

MEL is a J-REIT focusing on investing in logistics facilities primarily located in theTokyo Metropolitan Area through the support of Mitsubishi Estate Co., Ltd. (the“Sponsor”), one of the largest comprehensive developers in Japan, andMitsubishi Jisho Investment Advisors, Inc. (the “Asset Manager”), our asset
manager with an extensive track record of real estate fund management since
its establishment in 2001. By leveraging the Sponsor and Asset Manager’s
support, MEL seeks to selectively invest in highly competitive logistics
properties, with a focus on location, building specifications and stability and to
maximize unitholder value by building a high-quality portfolio and conducting
steady and stable asset management.
MEL aims to pursue its investment objective of building a high-quality portfolioof logistics facilities primarily located in the Tokyo Metropolitan Area through a
combination of external and internal growth strategies. More specifically, MEL
seeks to achieve external growth by leveraging the pipeline support from theSponsor and the Asset Manager’s sourcing capabilities to selectively assess
attractive properties. MEL aims to achieve internal growth by leveraging theSponsor’s operational know-how that they acquired as a comprehensive
developer and the Asset Manager’s operational know-how that they acquired
through their extensive track record of fund management.
Real estate including trust beneficiary interests in real estate, real estate
securities, specified assets and other assets.
See above for a discussion regarding the techniques MEL plans to employ in its
business.
The principal risks with respect to investment in MEL are as follows:
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any adverse conditions in the Japanese economy could adversely affect
MEL;
MEL’s strategy of investing in logistics facilities may entail risks
uncommon to other J-REITs that invest in a broader range of real estateor real estate-related assets;
MEL may not be able to acquire properties to execute its growth andinvestment strategy;
illiquidity in the real estate market;
MEL’s reliance on the Mitsubishi Estate Group, including the Sponsor
and the Asset Manager could have a material adverse effect on its
business;
potential conflicts of interest between MEL and the Sponsor as well as
the Asset Manager;
MEL has a limited operating history;
the past experience of the Sponsor in the Japanese real estate market is
not an indicator or guarantee of MEL’s future results;
increases in prevailing market interest rates;
some of MEL’s logistics facilities are generally expected to cater to asingle tenant or a small number of tenants and are typically designed
for a specific use, which may make it difficult to find substitute tenants;
MEL’s portfolio contains several large properties comprising a large
portion of the portfolio by acquisition price, which could have an
adverse effect on its business, financial condition and results ofoperation;

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MEL may suffer large losses if any of the properties incurs damage ornegative consequences resulting from a natural disaster, climatechange or a man-made disaster;
the spread of COVID-19 may have a significant, long-term adverse
impact on economic activities, including through self-isolation
measures, which may adversely affect the performance of the portfolio
and market price units;
many of the properties in the portfolio are concentrated in the Tokyo
Metropolitan Area;
any inability to obtain financing for future acquisitions could adversely
affect the growth of the portfolio;
ownership rights in some of MEL’s properties may be declared invalid
or limited; andMEL’s failure to satisfy a complex series of requirements pursuant toJapanese tax regulations would disqualify MEL from certain taxation
benefits and significantly reduce the cash distributions to theunitholders.

In addition, MEL is subject to potential risks related to:
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increasing operating costs;
MEL’s dependence on the efforts of the AIFM’s key personnel;
the restrictive covenants under debt financing arrangement;a high LTV ratio;
a downgrading of MEL’s credit rating;entering into forward commitment contracts;
MEL’s success depending on the performance of service providers towhich MEL is require to assign various key functions;
MEL’s leasehold or subleasehold rights being terminated or not being
asserted against a third party in some cases;
holding the property in the form of stratified ownership interests(kubun shoyū) or co-ownership interests (kyōyū- mochibun);holding the property through trust beneficiary interests;
properties not in operation (including properties under development);
the defective title, design, construction or other defects or problems in
the properties;
properties located on reclaimed land;
impairment losses relating to the properties;
tenant leasehold deposits and/or security deposits;
tenant’s default as a result of financial difficulty or insolvency;
the insolvency of master lessors;
the insolvency of a property seller following MEL’s purchase of aproperty;
relying on expert appraisals and engineering, environmental andseismic reports as well as industry and market data;
the presence of hazardous or toxic substances in the properties, or the
failure to properly remediate such substances;strict environmental liabilities for the properties;
the amendment of applicable administrative laws and local ordinances;holding Japanese anonymous association (tokumei kumiai) interests;

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Any applicable
investment
restrictions

investments in trust beneficiary interests;
holding preferred shares of TMKs (tokutei mokuteki kaisha), a Japanese
special purpose company;
 investments in properties with rooftop solar panels;
 insider trading regulations;
 the tight supervision by regulatory authorities and compliance withapplicable rules and regulations; tax authority disagreement with the Asset Manager’s interpretations of
the Japanese tax laws and regulations;
 being unable to benefit from reductions in certain real estate taxes
enjoyed by qualified J-REITs;
 changes in Japanese tax laws;
 investment in real estate outside Japan; and the AIFMD may negatively affect MEL’s ability to market its units within
the European Economic Area (“EEA”) and increase compliance costs
associated with the marketing of MEL’s units in the EEA.
MEL is subject to investment restrictions under Japanese laws and regulations(e.g., the Act on Investment Trusts and Investment Corporations (the “ITA”), theFinancial Instruments and Exchange Act (the “FIEA”) as well as its articles ofincorporation.)
MEL must invest primarily in specified assets as defined in the ITA. Specified
assets include, but are not limited to, securities, real estate, leaseholds of realestate, surface rights (chijō-ken) (i.e., right to use land for the purpose of having
a structure on it) or trust beneficiary interests for securities or real estate,leaseholds of real estate or surface rights.
Furthermore, a listed J-REIT must invest substantially all of its assets in realestate, real estate-related assets, and liquid assets as provided by the listing
requirements. Real estate in this context includes, but is not limited to, realestate, leaseholds of real estate, surface rights, and trust beneficiary interests
for these assets, and real estate-related assets in this context include, but are
not limited to, anonymous association (tokumei kumiai) interests forinvestment in real estate. A J-REIT that lists its units on the Tokyo Stock
Exchange must also comply with the Investment Trusts Association, Japan rules,
which require the J-REIT to invest more than 50% of its assets in real estate andasset backed securities investing primarily in real estate, which include, but are
not limited to, real estate, leaseholds of real estate, surface rights or trust
beneficiary interests for real estate, surface rights or leaseholds of land.
Pursuant to the ITA, investment corporations may not independently develop
land for housing or to construct buildings, but may outsource such activities incertain circumstances.

Circumstances inwhich the AIF may
use leverage

The basic investment policy of MEL is set out in MEL’s articles of incorporation.
Moreover, the Asset Manager has established investment guidelines to provide
a more detailed framework based on this basic policy.
MEL may take out loans or issue long- or short-term investment corporation
bonds for the purpose of investing in properties, conducting repairs, paying
cash distributions, repaying obligations (including repayment of tenantleasehold or security deposits, and obligations related to loans or investment
corporation bonds) and other activities.

5

The types andsources of leverage
permitted andassociated risks

Any restrictions onleverage
Any restrictions on
collateral and asset
reusearrangements
Maximum level ofleverage which the
AIFM is entitled to
employ on behalfof the AIF
Article 23(1)(b)Procedure bywhich the AIF maychange its
investment
strategy /investment policy

Article 23(1)(c)Description of themain legal
implications of thecontractual
relationshipentered into forthe purpose ofinvestment,
includingjurisdiction,
applicable law, andthe existence or

MEL currently has outstanding loans, all of which are unsecured and not subject
to guarantees. MEL may violate restrictive covenants contained in the loan
agreements MEL executes, such as the maintenance of debt service coverage orloan-to-value ratios, which may entitle the lenders to require MEL tocollateralize the properties or demand that the entire outstanding balance be
paid. MEL may also become subject to additional restrictive covenants inconnection with any future indebtedness that may restrict the operations andlimit the ability to make cash distributions to unitholders, to dispose of theproperties or to acquire additional properties. Further, in the event of anincrease in interest rates, to the extent that MEL has any debt with unhedged
floating rates of interest or MEL incurs new debt, interest payments may
increase, which in turn could reduce the amount of cash available for
distributions to unitholders. Higher interest rates may also limit the capacity forshort- and long-term borrowings, which would in turn limit the ability to acquire
properties, and could cause the market price of the units to decline.
The maximum amount of each loan and investment corporation bond issuance
will be one trillion yen, and the aggregate amount of all such debt will not
exceed one trillion yen.
No applicable arrangements.

MEL seeks to maintain an LTV ratio within a range of approximately 40% - 50%.
MEL may, however, temporarily exceed any such levels as a result of property
acquisitions, changes in asset valuation or other events.

Amendment of the articles of incorporation requires a quorum of a majority ofthe total issued units and at least a two-thirds vote of the voting rights
represented at a general unitholders meeting. Unitholders should note,however, that under the ITA and MEL’s articles of incorporation, unitholders
who do not attend and exercise their voting rights at a general meeting ofunitholders are deemed to be in agreement with proposals submitted at themeeting, except in cases where contrary proposals are also being submitted.
Additionally, the guidelines of the Asset Manager, which provide more detailed
policies within MEL’s overall investment strategy, can be modified without suchformal amendment of the articles of incorporation.
MEL has entered into the following asset management agreement, sponsor
support agreement and trademark license agreements with the Asset Manager
and the Sponsor, each of which is governed by Japanese law:

Asset Management Agreement, dated July 21, 2016 between MEL andAsset Manager;
Sponsor Support Agreement, dated September 29, 2016 between MEL,
Asset Manager and Sponsor;
Trademark License Agreement, dated June 15, 2017 between MEL,
Asset Manager and Sponsor; andTrademark License Agreement, dated July 5, 2017 between MEL, AssetManager and Sponsor.

6not of any legal
instruments
providing for therecognition andenforcement of
judgments in the
territory where the
AIF is established

MEL is not involved in or threatened by any legal arbitration, administrative orother proceedings, the results of which might, individually or in the aggregate,
be material.
MEL is a corporate‐type investment trust in the form of investment corporation(tōshi hōjin) provided for under the ITA. Therefore, the relationship between
MEL and its unitholders is governed by MEL’s articles of incorporation (asopposed to individual agreements), which can be amended from time to timeupon resolution of a general unitholders’ meeting. MEL’s articles ofincorporation stipulate rules relating to general unitholders meetings, including
the convocation, setting of record date, exercise of voting rights, resolutions
and election of MEL’s directors.
The relationship between MEL and its unitholders is also governed by, and issubject to the provisions of, Japanese law, including the ITA.
The courts in Japan would recognize as a valid and final judgment any final andconclusive civil judgment for monetary claims (which, for this purpose, arelimited to those of a purely civil nature and do not include monetary claims ofthe nature of criminal or administrative sanction, such as punitive damages,
even though they take the form of civil claims) against MEL obtained in aforeign court provided that (i) the jurisdiction of such foreign court is admitted
under the laws of Japan, (ii) MEL has received service of process for thecommencement of the relevant proceedings, otherwise than by a public noticeor any method comparable thereto, or has appeared without any reservation
before such foreign court, (iii) neither such judgment nor the relevant
proceeding is repugnant to public policy as applied in Japan, (iv) there exists
reciprocity as to the recognition by such foreign court of a final judgment
obtained in a Japanese court and (v) there is no conflicting judgment on thesubject matter by any Japanese court.

Article 23(1)(d)The identity of the
AIFM, AIF’s
depository, auditor
and any otherservice providers
and a descriptionof their duties andthe investors’rights thereto

AIFM (Asset Manager): Mitsubishi Jisho Investment Advisors, Inc.
Auditor: Ernst & Young ShinNihon LLC
Custodian, Transfer Agent and General Administrator: Mitsubishi UFJ
Trust and Banking Corporation.

Service providers owe contractual obligations under their respective
agreements with the AIF or AIFM, as the case may be. In addition, the FIEA
provides that the Asset Manager owes the AIF a fiduciary duty and must
conduct its activities as the asset manager in good faith.
The FIEA also prohibits the Asset Manager from engaging in certain specified
conduct, including entering into transactions outside the ordinary course ofbusiness or with related parties of the Asset Manager that are contrary to or
violate the AIF’s interests.
Pursuant to the ITA, the unitholders have the right to approve the execution or
termination of the asset management agreement at a general meeting ofunitholders.

Article 23(1)(e)7

Description of how
the AIFM complies
with therequirements tocover professional
liability risks (ownfunds /
professional
indemnity
insurance)
Article 23(1)(f)Description of any
delegatedmanagement
function such as
portfolio
management orrisk management
and of any
safekeeping
function delegatedby the depositary,
the identificationof the delegate andany conflicts ofinterest that may
arise from suchdelegations
Article 23(1)(g)
Description of the
AIF’s valuation
procedure andpricing
methodology,
including themethods used in
valuing hard-tovalue assets
Article 23(1)(h)Description of the
AIF’s liquidity risk
management,
includingredemption rights
in normal andexceptional
circumstances andexisting
redemption
arrangements withinvestors

Not applicable.

Not applicable.
There is no delegation of such functions beyond the AIFM, which is responsible
for portfolio and risk management, and the Custodian, which is responsible forsafekeeping activities.

MEL makes investment decisions based on the valuation of properties, upon
consideration of the property appraisal value.
MEL shall evaluate assets in accordance with its article of incorporation. The
methods and standards that MEL uses for the evaluation of assets shall bebased on ITA and other regulations stipulated by ITA as well as Japanese GAAP.
J-REITs may only use the valuation methods prescribed in the rules of theInvestment Trusts Association, Japan, which emphasize market price valuation.

The AIFM stipulates basic provisions of risk management in its risk management
rules.
Additionally, the AIF uses various financing methods, including investment
corporation bonds and long-term or short-term loans, to finance acquisitions
and repayment obligations. MEL controls related risk by seeking to maintain its
LTV ratio under a certain percentage, diversifying repayment maturities, andretaining a certain amount of highly liquid cash and deposits.
For floating rate borrowings exposed to the risk of interest rate fluctuations,
MEL closely monitors the movement of interest rates, and intends to increase8the proportion of its obligations subject to fixed rate loans and similar
instruments.
Risks related to deposits are managed through the use of liquid deposits.
As MEL is a closed-end investment corporation, unitholders are not entitled torequest the redemption of their investment.
Article 23(1)(i)Description of allfees, charges andexpenses and amaximum amountwhich is directly /indirectly borne by
the investors

Compensation: The articles of incorporation provide that MEL may pay its
executive officer up to 800 thousand yen per month and each of its supervisory
officers up to 300 thousand yen per month. The board of officers is responsiblefor determining a reasonable compensation amount for the executive officer
and each of the supervisory officers.
Asset Manager: MEL pays the Asset Manager asset management, acquisitionand disposition fees as follows:

Asset Management Fee. The Asset Manager receives asset
management fees, which comprises a type 1 asset management fee,type 2 asset management fee and a type 3 asset management fee as
described below.
o Type 1 asset management fee. MEL pays to the Asset Managera type 1 asset management fee for each fiscal period. This type1 asset management fee of up to 0.2% per fiscal period of
MEL’s total assets (as stated in MEL’s balance sheet at the endof the immediately preceding fiscal period prepared inaccordance with Japanese GAAP) is payable by MEL within
three months of the settlement day for the relevant fiscal
period.
o Type 2 asset management fee. MEL pays to the Asset Managera type 2 asset management fee for each fiscal period. This type2 asset management fee of up to 5.0% per fiscal period of
MEL’s adjusted net operating income is payable within threemonths of the settlement day for the relevant fiscal period.
Adjusted net operating income is calculated by subtracting
property-related expenses (excluding depreciation, custodian
fees and loss on retirement of fixed assets) from propertyrelated revenues.
o Type 3 asset management fee. MEL pays to the Asset Managera type 3 asset management fee for each fiscal period. This type3 asset management fee is payable within three months of thesettlement day for the relevant fiscal period. The type 3 asset
management fee comprises A and B, calculated as follows:
A: (i) adjusted net income before tax multiplied by (ii) adjusted
net income before tax per unit multiplied by (iii) up to 0.001%.
Adjusted net income before tax per unit is equal to the net
income before taxes for the relevant fiscal period prior todeducting type 1 asset management fees, type 2 asset
management fees and type 3 asset management fees and thenon-deductible consumption taxes applicable thereto (including

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any loss carried forward, if applicable) divided by the number ofunits outstanding as of the end of the relevant fiscal period.
B: (i) investment unit performance against TSE REIT Index
multiplied by (ii) market capitalization multiplied by (iii) up to
0.1%. Investment unit performance against TSE REIT Index
equals (a) minus (b), where (a) is equivalent to (the closing priceof MEL’s investment unit on the last business day of the firstmonth of the relevant fiscal period minus the closing price of
MEL’s investment unit on the last business day of the firstmonth of the fiscal period immediately preceding the relevant
fiscal period plus distributions per unit for the fiscal period
immediately preceding the relevant fiscal period) divided by theclosing price of MEL’s investment unit on the last business dayof the first month of the fiscal period immediately preceding
the relevant fiscal period multiplied by 100 (%), and (b) is
equivalent to (the closing TSE REIT Index (including dividends)
on the last business day of the first month of the relevant fiscal
period divided by the closing TSE REIT Index (including
dividends) on the last business day of the first month of the
fiscal period immediately preceding the relevant fiscal period,
minus one) multiplied by 100 (%).
Market capitalization for purposes calculating type 3 asset
management fees is equal to the closing price of MEL’s
investment unit on the last business day of the first month of
the relevant fiscal period multiplied by number of units
outstanding as of the last business day of the first month of therelevant fiscal period.
Acquisition/Disposition Fee. For each new property that MEL acquires
or disposes, the Asset Manager receives an acquisition fee or
disposition fee equal to up to 1.0% or 0.5% of the acquisition price ordisposition price, respectively (excluding national and local
consumption taxes and expenses), payable within a month of theacquisition or disposition.
Merger Fee. The Asset Manager receives a merger fee for services
related to each of MEL’s consolidation-type/absorption-type merger,
including for investigating and evaluating the assets of the counterparty, of up to 1.0% of the aggregated appraisal amount as of theeffective date of the merger. The merger fee is payable by MEL within
three months of the effective date of merger.

Custodian: MEL pays the Custodian a fee per fiscal period calculated as follows.
Amount of total assets¥10 billion or less....................................................
Over ¥10 billion and not more than ¥50 billion......
Over ¥50 billion and not more than ¥100 billion....
Over ¥100 billion and not more than ¥200 billion..
Over ¥200 billion and not more than ¥300 billion..
Over ¥300 billion and not more than ¥500 billion..
Over ¥500 billion ....................................................

Calculation method (annual)¥4,200,000¥4,200,000 + (Total Assets - ¥10 billion) x 0.030%¥16,200,000 + (Total Assets - ¥50 billion) x 0.024%¥28,200,000 + (Total Assets - ¥100 billion) x 0.021%¥49,200,000 + (Total Assets - ¥200 billion) x 0.018%¥67,200,000 + (Total Assets - ¥300 billion) x 0.015%¥97,200,000 + (Total Assets - ¥500 billion) x 0.012%

General Administrator: MEL pays the General Administrator a fee per fiscal
period calculated as follows.

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Amount of total assets¥10 billion or less..................................................
Over ¥10 billion and not more than ¥50 billion....
Over ¥50 billion and not more than ¥100 billion..
Over ¥100 billion and not more than ¥200 billion
Over ¥200 billion and not more than ¥300 billion
Over ¥300 billion and not more than ¥500 billion
Over ¥500 billion ..................................................

Calculation method (annual)¥11,000,000¥11,000,000 + (Total Assets - ¥10 billion) x 0.080%¥43,000,000 + (Total Assets - ¥50 billion) x 0.060%¥73,000,000 + (Total Assets - ¥100 billion) x 0.055%¥128,000,000 + (Total Assets - ¥200 billion) x 0.040%¥168,000,000 + (Total Assets - ¥300 billion) x 0.035%¥238,000,000 + (Total Assets - ¥500 billion) x 0.030%

Transfer Agent Fee: MEL pays the transfer agent fees pursuant to the transfer
agency agreement.
Monthly standard fee:
MEL pays the transfer agent monthly standard fees equal to one sixthof the total amount of fees calculated below. There is a minimum
monthly fee of ¥220,000.
Number of unitholders
The first 5,000 unitholders...............................
Over 5,000 to 10,000 .......................................
Over 10,000 to 30,000 .....................................
Over 30,000 to 50,000 .....................................
Over 50,000 to 100,000 ...................................
Over 100,000 ...................................................

Fees per unitholder
¥390
¥330
¥280
¥230
¥180
¥150

The rate for removal of a unitholder from the registry is 55 yen perperson.


Other fees:
MEL pays the transfer agent fees for various other services, including
fees for services in connection with the payment of distributions,notices, unitholder meetings, postal items, unitholder information and
expense reimbursements.

Auditor Fee: MEL may pay the independent auditor up to ¥20 million per fiscal
period as a fixed fee. The board of officers is responsible for determining theactual compensation amount
Article 23(1)(j)Description of the
AIFM’s procedure
to ensure fairtreatment ofinvestors anddetails of any
preferential
treatment received
by investors,
including detailingthe type ofinvestors and theirlegal or economic
links with the AIF
or AIFM
Article 23(1)(k)Under Article 77 paragraph 4 of the ITA, which applies the requirements ofArticle 109 paragraph 1 of the Companies Act of Japan to investment
corporations, investment corporations are required to treat unitholders equallydepending on the number and content of units held. In addition, uponliquidation, the allotment of residual assets to unitholders is required to bemade equally depending on the number of units held under Article 77
paragraph 2 item 2 and Article 158 of the ITA.

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The latest annual
report referred toin Article 22(1)Article 23(1)(l)The procedure andconditions for theissue and sale ofthe units

Article 23(1)(m)Latest net asset
value of the AIF or
latest market priceof the unit or shareof the AIF
Article 23(1)(n)Details of thehistoricalperformance of theAIF, whereavailable

Additional information may be found in MEL’s most recent semi-annual report
prepared in accordance with Article 22 of the AIFMD, which is available at the
AIFM’s office located at Marunouchi Kitaguchi Building, 19th Floor, 6-5
Marunouchi 1-chome, Chiyoda-ku, Tokyo, Japan.
MEL is authorized under its articles of incorporation to issue up to 10,000,000
units. Its units have been listed on the Tokyo Stock Exchange since September
14, 2017. Secondary market sales and transfers of units will be conducted inaccordance with the rules of the Tokyo Stock Exchange. Unit prices on theTokyo Stock Exchange are determined on a real-time basis by the equilibrium
between bids and offers. The Tokyo Stock Exchange sets daily price limits,which limit the maximum range of fluctuation within a single trading day. Daily
price limits are set according to the previous day’s closing price or special
quote.
MEL’s unit’s latest market price is publicly available at the Tokyo Stock
Exchange or from financial information venders (including Reuters, which canbe viewed at https://www.reuters.com/finance/stocks/overview/3481.T).

The units of MEL were listed on the Tokyo Stock Exchange on February 14,
2017. The most recent five fiscal periods’ performance of MEL is as follows.
Fiscal period

Total Assets(JPY millions)

3rd Fiscal Period(September 1,
2017 to February
28, 2018)
4th Fiscal Period(March 1, 2018 toAugust 31, 2018)
5th Fiscal Period(September 1,
2018 to February
28, 2019)
6th Fiscal Period(March 1, 2019 toAugust 31, 2019)
7th Fiscal Period(September 1,
2019 to February
29, 2020)

Total Net Assets(JPY millions)

Net Assets per unit
(JPY)

78,11254,758

255,882

75,45354,567

254,986

88,461

62,182

252,965

88,45762,044

252,403

121,425

81,800267,484(Note) MEL conducted a 0.4 for 1 unit split with June 15, 2017 as the effective
date.
Article 23(1)(o)Identity of theprime broker, anymaterial
arrangements of
the AIF with its

Not applicable.

12prime brokers, howconflicts of interest
are managed withthe prime broker
and the provisionin the contract withthe depositary on
the possibility oftransfer and reuseof AIF assets, andinformation about
any transfer of
liability to theprime broker that
may exist
Article 23(1)(p)Description of how The AIFM will disclose the matters described in Articles 23(4) and 23(5)and when periodic periodically through MEL’s website and semi-annual report.
disclosures will bemade in relation toleverage, liquidity
and risk profile of
the assets,pursuant to
Articles 23(4) and23(5)Article 23(2)The AIFM shallNot applicable.
inform theinvestors before
they invest in the
AIF of any
arrangement madeby the depository
to contractuallydischarge itself ofliability inaccordance with
Article 21(13)The AIFM shall also Not applicable.
inform investors of
any changes withrespect todepositary liability
without delay
Article 23(4)(a)Percentage of the AIF’s assets
There are no assets that are subject to special arrangements arisingwhich are subject to special
from their illiquid nature.
arrangements arising fromtheir illiquid nature. The
percentage shall be calculated13

as the net value of those assets
subject to special
arrangements divided by the
net asset value of the AIF
concerned
Overview of any special
arrangements, including
whether they relate to side
pockets, gates or otherarrangements
Valuation methodology applied
to assets which are subject tosuch arrangements
How management andperformance fees apply to such
assets
Article 23(4)(b)Any new arrangements for
managing the liquidity of the
AIF
For each AIF that the AIFM
manages that is not an
unleveraged closed-end AIF,
notify to investors wheneverthey make changes to its
liquidity management systems(which enable an AIFM tomonitor the liquidity risk of the
AIF and to ensure the liquidity
profile of the investments of
the AIF complies with its
underlying obligations) that arematerial in accordance with
Article 106(1) of Regulation(EU) No 231/2013 (ie. there is a
substantial likelihood that areasonable investor, becoming
aware of such information,
would reconsider its
investment in the AIF, including
because such information
could impact an investor’sability to exercise its rights inrelation to its investment, orotherwise prejudice theinterests of one or moreinvestors in the AIF).
Immediately notify investors
where they activate gates, side
pockets or similar special

There are no such special arrangements.

There are no such special arrangements.
There are no such special arrangements.

Any new arrangements or change in applicable arrangements will
be disclosed at an appropriate time.
Any new arrangements or change in applicable arrangements will
be disclosed at an appropriate time.

Any new arrangements or change in applicable arrangements will
be disclosed at an appropriate time.

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arrangements or where theydecide to suspend redemptions
Overview of changes toliquidity arrangements, even if
not special arrangements
Terms of redemption andcircumstances wheremanagement discretion
applies, where relevant
Also any voting or otherrestrictions exercisable, thelength of any lock-up or any
provision concerning ‘first inline’ or ‘pro-rating’ on gatesand suspensions shall be
included
Article 23(4)(c)
The current risk profile of the
AIF and the risk management
systems employed by the AIFM
to manage those risks

Any new arrangements or change in applicable arrangements will
be disclosed at an appropriate time.
MEL is a closed-end investment corporation and unitholders are notentitled to request the redemption of their investment.
There are no voting or other restrictions on the rights attaching tounits.

The AIFM stipulates basic provisions of risk management in theirrisk management rules.
Investment corporation bonds and long-term or short-term loans
are used to finance acquisition of real estate, redemption of
investment corporation bonds and repayment of loans. These
financial instruments are exposed to liquidity risk. MEL controls
such risk by seeking to maintain its LTV ratio under a certain
percentage, diversifying repayment maturities, and retaining acertain amount of highly liquid cash and deposits.
For floating rate borrowings exposed to the risk of interest rate
fluctuations, MEL, in order to reduce the impact caused by risinginterest rates, closely monitors the movement of interest rates.

Measures to assess thesensitivity of the AIF’s portfolio
to the most relevant risks towhich the AIF is or could be
exposedIf risk limits set by the AIFM
have been or are likely to be
exceeded and where these risk
limits have been exceeded a
description of thecircumstances and theremedial measures taken
Article 23(5)(a)Any changes to the maximum
amount of leverage which the
AIFM may employ on behalf of

Deposits are exposed to credit risks, including collapse of thefinancial institutions where deposits are made, and, thus, aremanaged through the use of liquid deposits.
No such measures have been implemented.

No such situation has occurred.

Any new arrangements or change in applicable arrangements will
be disclosed at an appropriate time.

15the AIF, calculated inaccordance with the gross andcommitment methods. This
shall include the original andrevised maximum level ofleverage calculated inaccordance with Articles 7 and
8 of Regulation (EU) No
231/2013, whereby the level ofleverage shall be calculated as
the relevant exposure divided
by the net asset value of the
AIF
Any right of the reuse ofcollateral or any guarantee
granted under the leveraging
agreement, including thenature of the rights granted forthe reuse of collateral and thenature of the guarantees
granted
Details of any change in service
providers relating to the above
Article 23(5)(b)Information on the total
amount of leverage employedby the AIF calculated inaccordance with the gross andcommitment methods

No such right or guarantee exists.

Any new arrangements or change in applicable arrangements will
be disclosed at an appropriate time.
The aggregate amount of MEL’s interest-bearing debt (including
investment corporation bonds) was JPY 36,474 million as ofFebruary 29, 2020.

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