Industrial Multi Property Trust : 2017-01-05 Recommendation of the Independent Directors

Industrial Multi Property Trust PLC

YOUR VOTE MATTERS

Unanimous Recommendation of the Independent Directors to VOTE AGAINST THE REQUISITIONED RESOLUTIONS

Latest time and date for receipt of completed Forms of 11.00 a.m. on 17 January 2017 Proxy for use at the Extraordinary General Meeting

Extraordinary General Meeting 11.00 a.m. on 19 January 2017 Announcement of results of the Extraordinary General Meeting 19 January 2017

Each of the times and dates in the expected timetable of principal events may be extended or brought forward without notice. If any of the above times and/or dates change, the revised time(s) and/or date(s) will be notified to Shareholders by an announcement through an RIS. All references are to London time unless otherwise stated.

FURTHER INFORMATION

If you require assistance or have any questions about procedures for voting, please contact Boudicca Proxy Consultants, the Proxy Adviser to Industrial Multi Property Trust, on:

• UK Freephone: 0330 8080 696

• Rest of the world: [phone]

The helpline is open between 9.00 a.m. and 5.30 p.m. (London time) Monday to Friday. Alternatively, you may e-mail your enquiries to [e-mail]. Please note that the helpline cannot provide any financial, legal or tax advice or advice on the merits of the proposed resolutions.

Boudicca Proxy Consultants ("Boudicca") is the official Proxy Adviser to Industrial Multi Property Trust. Should you receive any calls or correspondence in relation to voting at the forthcoming Extraordinary General Meeting from anyone other than Boudicca or a Company Director, please contact the Shareholder helpline on the numbers above immediately.

Terms used and not defined in this document bear the same meaning given to them in the Circular dated 1 December 2016.

Industrial Multi Property Trust PLC

(A closed-ended investment company incorporated in the Isle of Man with registered number 106038C)

Directors: Registered Office:

Jonathan Clague (Chairman) Industrial Multi Property Trust PLC,

Geoffrey Black IOMA House, Hope Street, Douglas,

Donald Lake Isle of Man IM1 1AP

Philip Scales Mark Rattigan

Dear Shareholder

5 January 2017

Unanimous Recommendation of the Independent Directors to VOTE AGAINST THE REQUISITIONED RESOLUTIONS

VOTE FOR THE INDEPENDENT DIRECTORS' RESOLUTION

I wrote to you on 1 December 2016 following receipt of a notice from Alpha Real Trust requisitioning an extraordinary general meeting of the Company. The EGM is being held at the offices of FIM Capital Limited, IOMA House, Hope Street, Douglas, Isle of Man, IM1 1AP on 19 January 2017 at 11.00 a.m.

I am writing to you again to remind you that YOUR VOTE IS IMPORTANT.

The Independent Directors believe that the proposals put forward by Alpha Real Trust are not in the best interests of the Company and Shareholders as a whole and unanimously recommend that you vote AGAINST the Requisitioned Resolutions (Resolutions 1 & 2).

The Independent Directors believe that having the flexibility to sell the portfolio is in the best interests of the Company and Shareholders as a whole and unanimously recommend that you vote FOR the Independent Directors' Resolution (Resolution 3).

Whether or not you intend to be present at the EGM, the Independent Directors would like to see as many Shareholders as possible voting at the EGM since:

l if the Requisitioned Resolutions (Resolutions 1 & 2) are passed this would result in half the Independent Board being removed; and

l the consequences of this event are uncertain since it is likely to result in undue influence being wielded by a dominant Shareholder against the interests of Shareholders as a whole.

If you have not already done so, please complete and return the Form of Proxy in the reply paid envelope as soon as possible.

Yours faithfully

Jonathan Clague

Chairman

YOUR VOTE MATTERS

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As set out in the Circular dated 1 December 2016, Alpha Real Trust has requisitioned an EGM to consider the following two resolutions (the "Requisitioned Resolutions"):

l That Jonathan Clague is removed as a Director of Industrial Multi Property Trust PLC

l That Donald Lake is removed as a Director of Industrial Multi Property Trust PLC

THE INDEPENDENT DIRECTORS UNANIMOUSLY RECOMMEND THAT YOU VOTE AGAINST THE REQUISITIONED RESOLUTIONS SINCE:

THESE RESOLUTIONS GO TO THE HEART OF WHO RUNS YOUR COMPANY

• Listed investment funds typically have an independent board for very good reasons. Such a Board appoints all service providers and takes key decisions free from any conflicts of interest.

• Alpha Real Capital is the investment manager of Industrial Multi Property Trust and the investment manager of Alpha Real Trust - the Company's largest Shareholder and provider of mezzanine finance to the Company.

• Alpha Real Trust should not be dictating the removal of half of the Independent Directors in light of such material conflicts of interests.

  ALPHA REAL TRUST HAS STATED IT WISHES ANY REFINANCING TO MAINTAIN VERY HIGH LEVELS OF DEBT

• Alpha Real Capital proposed an all debt refinancing comprising both senior and mezzanine debt, which would have led to the Company's total debt being higher than it is at present.

• The terms sheets from Alpha Real Trust's proposed providers of finance required more onerous covenant provisions than exist at present and risk being breached as a result of relatively small changes in the portfolio valuation.

  ONLY THE INDEPENDENT DIRECTORS CAN ACT IN THE INTERESTS OF SHAREHOLDERS AS A WHOLE

• Since the overwhelming majority of Shareholders are private individuals, the Independent Directors are well aware of the importance of dividend income together with the ability of the Company to deliver Shareholder value, not only in net asset value terms but also in price terms.

• It is important that any refinancing lowers the Company's financing costs materially, yet is also stable enough to withstand a range of sensitivities which may occur over the medium-term.

• The Independent Directors also recognize that there are alternative ways to deliver shareholder value - they can assess these objectively and free from conflicts of interest.

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