Guidelines

The management of Synvestor® Real Estate (Holding) B.V. hereafter also mentioned as Synvestor®, has adopted Corporate Governance Guidelines to promote the effective conditions of the functioning of Synvestor®?s performance, business conduct, marketing strategics and management behavior in order to establish a common set of expectations on how Synvestor® should achieve its financial and commercial purposes. These Guidelines can provide a framework for the Corporate Governance of Synvestor®.


Qualification
The composition of the management should include a broad range of skills, expertise, industry knowledge, diversity of opinion and contacts relevant to Synvestor®?s real estate and investment business.
The management is responsible for selecting nominees for the election as partners and other management of the company.
In choosing partners and management, it seeks individuals and companies who have a high commitment to ethical standards of behaviour, a solid reputation in real estate business or another relevant industry and a genuine interest in the company, its network and strategic aims.
Synvestor® prefers to elect partners and individuals who are independent in accordance with the criterions therefor.

Responsibility
The management is responsible for the financial and business dealings of the company under its own direction in accordance with the law and other regulations.
Its fundamental responsibility is to exercise its business judgement to act, in what it reasonably believes to be in the best interest of Synvestor® and its partners, and to conduct the business in accordance with its duties of care and loyalty.
The management acts as the final decision-making unit of the company, except on those matters reserved to or shared with the partners under the law or other regulations.
Meetings of the management and business partners are confidential. Each partner shall maintain the confidentiality of information received in connection with his service as a strategic partner.
Each business partner should be sufficiently familiar with the core business of the company to facilitate active and effective participation in the considerations of the management.
The management and it?s business partners recognize the importance of speaking with a single-voice with respect to communications and other information.
Synvestor® may purchase management?s and partners? liability insurance for the benefit of its continuity. In addition, partners and management shall be entitled to indemnification to the fullest extent permitted by law and the company?s statutes.

Size and Committees
Currently, the management has one member, i.e. the founder of the company and so far no other independent directors for its subsidiairies.
Under the statutes of the company, the management has the possibility to change its size, and will periodically review its size as necessary.
Until now it has no committees but as soon as the new Residential Care Fund is founded, the necessary committees will possibly be established too.

Access
The management may have access to the company?s structured partners as needed.
In performing its functions, the management is entitled to rely on the advice, reports and opinions of partners, counsel, auditors, accountants and other expert consultants.
The management has the authority to hire such independent legal, financial or other advisors as it deems necessary.

Orientation and Continuing Education
Management and partners are expected to maintain the necessary level of expertise to perform their responsibilities.
The company does not maintain any formal orientation or continuing education programs. However, partners will be supported in their efforts to receive ongoing education in areas relevant to their responsibilities as a network-partner and to the business of the company.

Performance and Succession
The management is responsible for developing a succession plan, with appropriate input and guidance from others for use in the event of the founder?s disability or death.
The succession plan includes, among other things, an assessment of the experience, performance and skills of possible successors to the founder of the company.

Disclosure
Synvestor® posts on its website(s) www.synvestor.nl and www.synvestor.eu (as per the end of May 2006 for the EU-domain) the Company?s Corporate Governance Guidelines, the Corporate Core Values and the Corporate Code of Ethics and Business Conduct.