Services and Fees

Responsible entity and administrative services

US Masters Responsible Entity Limited (ACN 672 783 345 | AFSL 553 794) (RE or Responsible Entity) is the responsible entity of the stapled group, comprising the Fund and US Masters Residential property Fund II (ARSN 676 798 468) (URFII) (together the Group).

The Responsible Entity’s duties include establishing the Fund’s compliance plan and procedures and monitoring against regulatory and legislative requirements, the issuance of disclosure documents, the appointment and monitoring of external service providers to the Fund and overall administration and governance of the Fund. The costs of administering the Group are recoverable from the Group.

The Responsible Entity has entered into a Novation and Amending Deed to the Administrative Services Agreement (ASA) with K2 Asset Management Limited (ACN 085 445 094) (K2) whereby K2 will continue to provide support and administration services in areas including investor relations, reporting, and administration. Under the amended ASA, K2 will also continue to provide fund accounting services. The Group will pay K2 for the support and administration services, being 0.05% of the Gross Asset Value (GAV) of the Fund, subject to a minimum per annum of $250,000 (excluding GST). This amount is included in the estimate of the cost-recovery management fee in the table below.

Reimbursement of expenses

The Responsible Entity is entitled to recover certain direct expenses incurred in the governance and administration of the stapled group’s activities, or have the Group pay those costs directly. These include Director and Company Secretary fees, Custody fees, Registry fees and K2’s Administration and fund accounting fees, Compliance costs. The estimated ongoing annual fees and costs for the Group are set out below:

Type of Fee or Cost	Amount	How and when paid
*Management fees and costs* The fees and costs for managing your investment	Management fees and costs include the following: Payable by the Fund to the Responsible Entity A cost recovery-based management fee estimated to be 0.49% of GAV (0.57% of NAV) (inclusive of GST) Payable by the US REIT to Brooksville: An asset management fee to Brooksville of US$1.0m per annum (estimated to be 0.37% of GAV, 0.42% of NAV), subject to annual CPI adjustments.	Payable to the Responsible Entity from the income or assets of the Stapled Group from time to time upon demand. Asset management fee payable to Brooksville Company LLC monthly in arrears.
*Transaction costs* The costs incurred by the scheme when buying or selling assets	Selling costs estimated at 3.49% per annum of NAV (3.01% of GAV) based on forecast sales projections and average selling costs incurred in FY23.	Paid as incurred to sellers and buyers’ agents.
*Performance fees* Amounts deducted from your investment in relation to the performance of the product	Performance fees payable on returns delivered in excess of an 8% compound annual return calculated with reference to the valuation at the time of Brooksville’s appointment in January 2023.	Payable as and when the US REIT receives distributions that exceed the required return hurdle of 8% compound annual return. Payable 75% to the US REIT and 25% to Brooksville as joint venture members.

Type of Fee or Cost

Amount

How and when paid

Management fees and costs

The fees and costs for managing your investment

Management fees and costs include the following:

Payable by the Fund to the Responsible Entity
- A cost recovery-based management fee estimated to be 0.49% of GAV (0.57% of NAV) (inclusive of GST)
Payable by the US REIT to Brooksville:
- An asset management fee to Brooksville of US$1.0m per annum
  (estimated to be 0.37% of GAV, 0.42% of NAV), subject to annual CPI adjustments.

Payable to the Responsible Entity from the income or assets of the Stapled Group from time to time upon demand.

Asset management fee payable to Brooksville Company LLC monthly in arrears.

Transaction costs

The costs incurred by the scheme when buying or selling assets

Selling costs estimated at 3.49% per annum of NAV (3.01% of GAV) based on forecast sales projections and average selling costs incurred in FY23.

Paid as incurred to sellers and buyers’ agents.

Performance fees

Amounts deducted from your investment in relation to the performance of the product

Performance fees payable on returns delivered in excess of an 8% compound annual return calculated with reference to the valuation at the time of Brooksville’s appointment in January 2023.

Payable as and when the US REIT receives distributions that exceed the required return hurdle of 8% compound annual return. Payable 75% to the US REIT and 25% to Brooksville as joint venture members.