August 13, 2021
To All Concerned Parties
Name of REIT Issuer:
CRE Logistics REIT, Inc.
2-10-1, Toranomon, Minato-ku, Tokyo, Japan
Tsuyoshi Ito, Executive Director(TSE Code: 3487)
Asset Management Company
CRE REIT Advisers, Inc.
Tsuyoshi Ito, President
Person of Contact:
Hirohisa Toda, Head of Corporate Planning
Tel: +81-3-5575-3600

Notice Concerning Changes to Articles of Incorporation (Changes to AssetManagement Fees, etc.) and Appointment of Directors
CRE Logistics REIT, Inc. (hereinafter “CRE REIT”) announces that it has decided to discusschanges to its Articles of Incorporation and the appointment of directors at its 5th General
Meeting of Unitholders (hereinafter “General Meeting of Unitholders”) scheduled to be held on
September 29, 2021. Details are as follows.
The following matters will take effect upon approval at the General Meeting of Unitholders.

1. Main Contents and Reasons for Changes to Articles of Incorporation(1) Article 11, Paragraph 2
Regarding the dismissal of directors and approval and cancellation of an asset managementagreement, they are important in light of an investment corporation’s system, under which it
entrusts a specific asset management company with all asset management operations, its boardof directors oversees the execution of said operations, unitholders conduct investments on thepremise of that governance structure, and it is considered that these things should be done
based on the agreement of a majority of unitholders. Accordingly, requirements for therelevant resolutions shall be changed.

(2) Article 15, Paragraph 3 and 4
Pursuant to Article 93, Paragraph 1 of the Act on Investment Trusts, CRE REIT had
established provisions, in the current Article 5, to the effect that if a unitholder does not attend
a unitholders’ meeting and does not exercise their voting right, that unitholder is deemed tovote in favor of proposals submitted at the unitholders’ meeting (excluding a case of conflicting
proposals, which is when more than one proposal is submitted and these proposals are in
conflict with each other, both proposals are excluded) (so-called deemed votes in favor system).

However, due to the difficult nature of submitting conflicting proposals and the possibility

that if the deemed votes in favor system is applied, without modification, to a proposalcausing significant impact on unitholders’ interests or the Investment Corporation’sgovernance structure, etc. or a proposal having a high potential of causing a material
conflict of interest between the unitholders and directors of the Investment Corporationor the Asset Managing Company, it may result in a conclusion that does not necessarily
conform to the intent of a majority of unitholders. Also, considering recent discussions onunitholder proposals submitted by minority unitholders, changes shall be made to enablenon-application of the deemed votes in favor system when unitholders who satisfy specificeligibility requirements or when CRE REIT issues a prior contrary intention to suchproposal (“Subject Proposals”) based on a prescribed procedure.
Subject Proposals shall be (i) appointment or dismissal of Executive Directors or Supervisory
Directors, (ii) conclusion or cancellation of an asset management agreement with an asset
management company, (iii) dissolution, (iv) consolidation of investment units, (v) exemption
from liability for Executive Directors, Supervisory Directors or accounting auditor, and (vi)proposals regarding approval of absorption-type merger agreement or consolidation-typemerger agreement.
In consideration of fairness and impartiality, the subject entities that may be able to issue priorcontrary intention shall be CRE REIT or unitholders who continuously hold for six months or
longer no less than one-hundredth of total investment units issued.
Requirements for the procedure for issuing contrary intention shall be (i) for a unitholder who
satisfies specific eligibility requirements, notification to CRE REIT (both CRE REIT and theconvener if the convener is a person other than Executive Director or Supervisory Director)
within a specific period of time and (ii) for CRE REIT, the inclusion of the relevant provisions
in the convocation notice or an announcement on its webpage.

Partial exemptions to the application of the deemed votes in favor system shall beestablished based on the above, and the necessary changes shall be made to provide forsuch exemptions in the deemed votes in favor system.
(3) Article 28
As our asset scale expands, it is expected that auditing operations of, and the remuneration
paid to, the accounting auditor will increase. Accordingly, changes shall be made to theupper limit of the remuneration for audit services. Moreover, changes shall be made toclearly establish that the remuneration for audit services shall be paid at an appropriate
time following the completion of audit services.
(4) Article 31, Paragraph 1
Regarding land for investment, changes shall be made to clearly establish that not only the landon which logistics facilities or facilities other than logistics facilities are located but other landthat can be used for logistics facilities shall be subject to investment.

(5) Article 36, Paragraph 1, Item 7 and 8
With the application of the Accounting Standard for Financial Instruments (AccountingStandards Board of Japan Statement No.10) revised on July 4, 2019 (including related
accounting standards and application guidelines which were newly established or revised),necessary changes shall be made to asset evaluation methods.
(6) Chapter 11, Supplementary Provisions, Article 42

The new method of calculating asset management fees described in (7) below will be
introduced by CRE REIT on January 1, 2022, the beginning of the fiscal period ending
June 30, 2022. Accordingly, the necessary provisions regarding effective date of changesto the Articles of Incorporation shall be established in the supplementary provisions
relating to (7) below.
(7) Annex: Asset management fees for the Asset Management Company(i) For the purpose of increasing the link between amounts of asset management fees for theAsset Management Company and the unitholder’s profit, the rate of Management Fee 1
linked to the total assets of CRE REIT shall be reduced from up to 0.325% to 0.30%.
Moreover, Management Fee 2 linked to the net income of CRE REIT shall be consolidatedto Management Fee 3, which is linked with the net income per unit of CRE REIT, and thecalculation formula for Management Fee 2 shall be changed.
(ii) In association with the consolidation of Management Fee 2 and Management Fee 3, theexisting provisions regarding the time of payment of Management Fee 3 shall be deleted.

2. Appointment of Directors
The terms of office of Executive Director Tsuyoshi Ito and Supervisory Directors Kensuke
Isobe and Kenichi Nakamura will expire respectively on September 30, 2021. Accordingly, aproposal will be submitted regarding the appointment of one executive director (candidate:Tsuyoshi Ito (Note 1)) and two supervisory directors (candidates: Kensuke Isobe and Kenichi
Nakamura).
In addition, a proposal for the appointment of one substitute executive director (candidate:Hirohisa Toda (Note 2)) will be submitted in case the executive director position becomes vacantor the number of executive directors falls below that stipulated by law.
Moreover, a proposal for the appointment of one substitute supervisory director (candidate:Ayako Nakao) will be submitted in case the supervisory director position becomes vacant or thenumber of supervisory directors falls below that stipulated by law.
(Note 1). Executive Director candidate Tsuyoshi Ito is President of Asset Management Company(Note 2). Substitute Executive Director candidate Hirohisa Toda is Head of Corporate Planning of Asset Management
Company

3. Schedule of the General Meeting of Unitholders, etc.
August 13, 2021:
Resolve at the Board of Directors to submit proposals to the General Meeting of Unitholders
September 13, 2021:
Send Notice Concerning Convocation of the General Meeting of Unitholders (planned)
September 29, 2021:
Hold the General Meeting of Unitholders (planned)* CRE Logistic REIT, Inc. website: https://cre-reit.co.jp/en/