Sumitomo Realty & Development Co., Ltd.TSE: 8830

Announcement Regarding Introduction of a Scheme for Sale of Listed Securities through a Trust (223.9 KB)

· Issued by Sumitomo Realty & Development Co., Ltd.


December 15, 2025

To whom it may concern:

Company:

Sumitomo Realty & Development Co., Ltd.

Representative:

Kojun Nishima,

Representative Director and President

Securities code:

8830 (TSE Prime Market)

Contact:

Takafumi Horikiri,

General Manager of Corporate Planning Department

Announcement Regarding Introduction of a Scheme for Sale of Listed Securities through a Trust

Sumitomo Realty & Development Co., Ltd. (the "Company") hereby announces that, at the meeting of the Board of Directors held today, it has resolved to introduce a new scheme (the "Scheme") - the first of its kind in Japan -under which the Company will, through a trust, sell the listed securities it holds in a reliable and systematic manner, as outlined below.

  1. Purpose of Introducing the Scheme

    As announced in "The Policy on Utilizing Fixed Assets and Leveraging Strategic Shareholdings" dated August 7, 2025, the Company determined to sell 400 billion yen of listed securities (strategic shareholdings and pure investments) over the next ten years, including the period covered by the current 10th Medium-term Management Plan, to support its continued sustainable growth.

    The Company has decided to create a scheme under which it will establish a trust for the shares to be sold and carry out the share sales in a systematic manner by delegating the execution of such sales to the trustee. Through this delegation, the Company will be able to realize capital gains in a reliable and systematic manner while ensuring compliance with insider trading regulations and other applicable rules.

    The capital gains and dividends from the planned sales will be used to offset the burden of rising interest expenses, thereby allowing year-by-year growth in operating income to directly translate into growth in net profit. By the time the share sales are completed, the Roppongi 5-chome West Redevelopment Project and the large-scale development project in Worli in Mumbai, India, are expected to contribute to profits, which should lead to further profit growth.

  2. Outline of the Scheme

    1. Shares to be entrusted will be limited to those for which the issuers have agreed to the sale as a result of earnest and committed negotiations.

    2. After the trust is established, the Company shall not be entitled to terminate the trust agreement or to reclaim the shares in trust.

    3. Voting rights attached to the shares in trust will be exercised at the discretion of the trustee.

    4. During the trust period, the shares in trust will be sold at the discretion of the trustee, within the scope of the Company's instructions regarding sales policy.

    5. The trust will terminate when all of the shares in trust have been sold.

    6. Since the shares in trust meet the requirements for pure investment shares, the Company will reclassify such shares from "strategic shareholdings" to "pure investment shares" at the end of the current fiscal year.



  3. Outline of the Trust and Schedule

    1. Settlor and Beneficiary

    2. Trustee

    3. Scale of Trust

    4. Subject Shares

    5. Trust Period

    6. Purpose of Trust

    7. Schedule

Sumitomo Realty & Development Co., Ltd. Mizuho Trust & Banking Co., Ltd.

To be determined at the time of execution of the trust agreement and promptly announced upon determination

To be determined at the time of execution of the trust agreement and promptly announced upon determination

From the commencement date of the trust to March 31, 2036 Administration and disposal of the trust securities

February 2026 (scheduled): Execution of trust agreement

March 2026 (scheduled): Commencement of the trust; reclassification to pure investment shares

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