Cornerstone Core Properties

The Corporation expressly waives any interest in investment opportunities known to the Advisor or its Affiliates unless the Advisor recommends them to the Corporation. This means the Advisor may pursue real estate opportunities for its own account or other clients without offering them to the Corporation, creating a potential conflict of interest.

“For so long as the Corporation is externally advised by the Advisor, the Corporation has no interest in any opportunity known to the Advisor or an Affiliate thereof unless it has been recommended to the Corporation by the Advisor. The preceding sentence shall be of no consequence except in connection with the application of the corporate opportunity doctrine.”

While the Corporation is externally advised, the Advisor nominates the non-independent board seats, giving the Advisor direct influence over board composition and effectively over its own oversight.

“[For so long as the Corporation is externally advised by the Advisor, the remaining board seats shall be filled by individuals who have been nominated for election by the Advisor.]”