Compliance and Risk Management

Decision-making process

In the course of making a decision regarding our investment policy and standards, operation and management policy and standards, budget and financing, as well as the acquisition, disposal, or operation and management of assets, a proposal will be submitted to the Asset Manager's Board of Directors for approval in accordance with rules of the Board of Directors. Proposals relating to stakeholder transactions of the Asset Manager, must first be approved by the Compliance Committee before they are submitted to the Investment Committee (excluding “Minor Transactions” which is stipulated in the Regulations for Transactions with Stakeholders) . In addition, subsequent to approval by the Board of Directors of the Asset Manager, approval from our board of directors is required prior to a transaction involving the acquisition, disposal or lending of securities or real estate between us and a related party (as defined in Article 201-1 of the Investment Trust Act) of the Asset Manager, except certain of such transactions determined not to have a significant impact on us under the Ordinance for Enforcement of the Investment Trust Act.

The chart below outlines the decision-making process of the Asset Manager

Decision-making body for Investment Management

(※1)
With regard to matters relating to the acquisition, disposition, operation and management of assets, the approval of the Investment Committee will be obtained based on the Guidelines for the Investment Committee.
(※2)
With regard to the investment policy and standards, operation and management policy and standards, budget and financing, etc. for each Investment Corporation, the approval of the Investment Committee and the Board of Directors will be obtained in accordance with the Guidelines for the Investment Committee and the Rules for the Board of Directors.
(※3)
With regard to matters relating to transactions with stakeholders stipulated in the Regulations for Transactions with Stakeholders, the approval of the Compliance Committee, the Investment Committee and the Board of Directors (supermajority voting) will be obtained in accordance with the Regulations for Transactions with Stakeholders, the Guidelines for the Compliance Committee, the Guidelines for the Investment Committee and the Rules for the Board of Directors. In the case of Minor Transactions, the approval at the Compliance Committee and the Board of Directors (supermajority voting) is not required.
(※4)
With regard to matters relating to transactions with a related party as defined in Article 201-2 of the ITA, the approval of the Board of Directors of each Investment Corporation and the consent of Investment Corporation will be obtained. In the case of transactions determined not to have a significant impact on asset of the investment corporation under the Ordinance for Enforcement of the Investment Trust Act, consent of each investment corporation based on the approval by its board of directors is not required.
(※5)
The Retail Division, Industrial Division, or Office Division is referred to as the Front Division.