BOARD OF DIRECTORS AND

TOPIC

Does the Board approve investments?

What is the time frame for Portfolio construction?

What is the Company’s valuation policy?

What is the investment term?

What are the key terms of the Investment Management Agreement?

SUMMARY

Board approval is not required for investments undertaken by the Investment Manager in Equity Assets that are listed and in compliance with the Investment Strategy.

Board approval is required for investments undertaken by the Investment Manager in: a any unlisted Australian equities that are proposed to be listed on the ASX within 12 months in relation to the Equity Portfolio; a any Direct Property Asset; a investments that are not within the Investment Strategy; a an Equity Asset that would account for more than 15% of the Investment

Portfolio’s net asset value at the time of acquisition; or a corporate bonds which would result in the value of all corporate bonds held by the company accounting for more than 1% of the Investment Portfolio.

The Investment Manager estimates it may take approximately 1-4 months to fully construct the Equity Portfolio. It is likely that, due to the fact that Direct Property Assets are by nature less liquid than Equity Assets, a longer period is required to complete the construction of the Property Portfolio.

Equity Portfolio The Investment Manager will arrange for the calculation of the Equity Portfolio value at least monthly and provide such calculations to the Board of the Company as soon as practicable after such calculations are made. IRESS, Bloomberg, FactSet or other similar financial information services will be used as the price source for listed Equity Assets. Unlisted Equity Assets will be re-valued on a monthly basis using methods that, in the opinion of the Investment Manager, best approximates fair value.

Property Portfolio The fair value of the Property Portfolio will be reviewed by the Board at each reporting date. To assist in the assessment of fair value, the Board will periodically engage an independent valuer to provide a valuation of each Direct Property Asset, at least once every two years. Valuations may occur more frequently if there is reason to believe that the fair value of a Direct Property Asset has materially changed from its book value (for example, as a result of changes in market conditions, leasing activity in relation to the Direct Property Asset or increased capital expenditure).

As noted above, the Company’s primary objective is to create long-term value for Securityholders.

In line with this, investors are strongly advised to regard any investment in the Company as a long term proposition (7 years or more).

The Investment Management Agreement will commence on the date of Listing and will have a 10-year initial term unless otherwise terminated earlier in accordance with the terms of the Investment Management Agreement. At the end of the initial 10-year term, the agreement will be automatically extended until terminated by either party on the delivery of 3 months’ notice. Under the Investment Management Agreement, Contact will be responsible for managing the Investment Portfolio in accordance with the Investment Strategy set out in Section 3.4.

REFER TO

Section 3.5

Section 3.11

Section 3.9

Section 3.3

Section 9.1

TOPIC

What fees are payable to the Investment Manager?

Key highlights of the Investment Manager

What is the Co-Investment Agreement?

SUMMARY

Base Fee The Investment Manager will be entitled to a monthly Base Fee equal to one-twelfth of 0.50% of the Total Assets of URB (exclusive of GST), to be paid at the end of the preceding month.

Performance Fee In addition to the Base Fee, the Investment Manager will be entitled to a Performance Fee equal to 15% of the out-performance above a 12 month pre-Tax net tangible asset per Share return of 8.0%.

For the purposes of determining whether the return performance hurdle has been satisfied, the calculation of the pre-tax net tangible asset per Share: (a) must exclude any accrued Performance Fee; and (b) unless otherwise agreed by the Investment Manager, will be adjusted for the impact of payment of any Special Dividend, issuance of Shares, capital reduction or Share buy-back.

Payment of ordinary dividends to Securityholders will not be adjusted for when calculating the Performance Fee. Please see sections 9.1(k) and 9.1(l) for a full explanation of the calculation of these fees and worked examples of both the Base Fee and the Performance Fee.

The Contact Management Team is experienced in managing Listed Investment Companies (LICs) for the benefit of shareholders. Key highlights of the Investment Manager include: a Contact is fully owned by Tom Millner (40%), Will Culbert (40%) and Soul

Pattinson (20%); a Tom Millner and Will Culbert have an average of 16 years of experience in investment markets; a The Contact Management Team has a proven track record managing BKI during which time, BKI has demonstrated FUM growth and significant

Total Shareholder Returns over the long term; a URB considers that the Investment Manager’s fees are low when compared with the broader market, with performance incentives in place to drive alignment between the Investment Manager and Securityholders; a The Investment Managers’ Performance Fee return hurdle will not adjust for the payment of ordinary dividends by the Company; and a Contact’s shareholders (being Tom Millner, Will Culbert and Soul

Pattinson) intend to hold Securities in URB and as a result their interests will be aligned with all Securityholders.

Contact, URB, Soul Pattinson and PSRE have entered into a Co-Investment Agreement under which URB will have the right to invest on an equal basis with Soul Pattinson in Direct Property Assets originated by PSRE and presented to Soul Pattinson as an investment opportunity. URB’s interest in a Direct Property Asset sourced by PSRE under the Co-Investment Agreement will usually be held via a trust that owns the relevant Direct Property Asset. URB, Soul Pattinson and any other third party investors in the Direct Property Asset will hold units in that trust in proportion to their interest.

REFER TO

Section 9.1

Sections 4.1 and 4.2

Section 9.3