CNSREIT-AR-2024 Final - Flipbook - Page 83
We may be subject to potential conflicts of interest as a consequence of family relationships that Cohen & Steers
employees have with other real estate professionals.
Certain personnel and other professionals of Cohen & Steers have family members or relatives that are actively
involved in industries and sectors in which we invest or have business, personal, financial or other relationships with
companies in such industries and sectors (including the advisors and service providers described above) or other industries,
which gives rise to potential or actual conflicts of interest. For example, such family members or relatives might be
officers, directors, personnel or owners of companies or assets which are actual or potential investments of us or our other
counterparties and portfolio properties. Moreover, in certain instances, we can be expected to purchase or sell companies or
assets from or to, or otherwise transact with, companies that are owned by such family members or relatives or in respect of
which such family members or relatives have other involvement. In most such circumstances, we will not be precluded
from undertaking any of these investment activities or transactions. To the extent Cohen & Steers determines appropriate,
conflict mitigation strategies may be put in place with respect to a particular circumstance, such as internal information
barriers or recusal, disclosure or other steps determined appropriate by the Advisor.
We are subject to conflicts of interest related to tenants.
Certain properties owned by us or an Other Cohen & Steers Account will, in certain circumstances, be leased out to
tenants that are affiliates of Cohen & Steers, including Other Cohen & Steers Accounts or their respective portfolio
companies, which would give rise to a conflict of interest. In such events, the Advisor will endeavor to ensure that such
conflicts are resolved in a fair and equitable manner, subject to applicable oversight of the Board.
The personnel of the Dealer Manager and the Advisor may trade in securities for their own accounts, subject to
restrictions applicable to Cohen & Steers personnel.
The officers, directors, members, managers and employees of the Dealer Manager and the Advisor can be expected to
trade in securities and make personal investments for their own accounts, subject to restrictions and reporting requirements
as may be required by law and Cohen & Steers policies, or otherwise determined from time to time by the Dealer Manager
or the Advisor. Such personal securities transactions and investments will, in certain circumstances, result in conflicts of
interest, including to the extent they relate to (i) an entity in which we hold or acquire an interest (either directly through a
privately negotiated investment or indirectly through the purchase of securities or other traded instruments related thereto)
and (ii) entities that have interests which are adverse to ours or pursue similar investment opportunities as us.
We have a diverse stockholder group and the interests of our stockholders may conflict with one another and may
conflict with the interests of investors in other vehicles that we co-invest with.
Our stockholders may have conflicting investment, tax and other interests with respect to their investments in us and
with respect to the interests of investors in other investment vehicles managed or advised by the Advisor or its affiliates
that participate in the same investments as us. The conflicting interests of individual stockholders with respect to other
stockholders and relative to investors in other investment vehicles and investors relate to, among other things, the nature,
structuring, financing, tax profile and timing of disposition of investments. In certain circumstances, we may provide
financing, guarantees, enter into currency or derivative transactions or other similar arrangements for access funds
primarily created to hold shares of our common stock, including in order to support currency hedging programs at such
access funds. These arrangements may cause us to use our funds for such arrangements as opposed to alternative uses and
could expose us to certain risks. The Advisor may as a result have conflicts in making these decisions, which may be more
beneficial for one or more (but not all) stockholders than for other stockholders. In addition, we may make investments that
may have a negative impact on related investments made by the stockholders in separate transactions. In selecting and
structuring investments appropriate for us, the Advisor considers the investment, tax and other objectives of us (including
our qualification as a REIT) and our stockholders (and those of investors in other investment vehicles managed or advised
by the Advisor or its affiliates) that participate in the same investments as us, not the investment, tax or other objectives of
any stockholder individually. In addition, certain investors may also be limited partners in Other Cohen & Steers Accounts,
including supplemental capital vehicles and co-investment vehicles that invest alongside us in one or more investments,
which could create conflicts for the Advisor in the treatment of different investors.
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