PROGRAMA DE RECREACION “EN BUSCA DEL BIENESTAR SOCIAL”

From time to time, we may enter into transactions with parties that have relationships with our shareholder and its beneficial owner, BXR Group Limited. Although we do not have a formal related party transaction policy, we believe that transactions with our affiliates are on terms obtainable from third parties for similar products and services. See note 10 to the audited financial statements as at and for the year ended 2011 and note 9 to the audited financial statements as at and for the years ended 31 December 2012 and 2013 included in this Prospectus.

In the ordinary course of business we enter into service agreements, financial agreements, rental agreements for non-residential properties and agreements regarding residential properties. Below is a summary of the agreements with related parties that we believe are material.

Service Agreement with RPG Sluˇzby

On 1 January 2012, RPG Byty entered into the RPG Sluˇzby Service Agreement. Under the RPG Sluˇzby Service Agreement, as amended, RPG Sluˇzby (or any subcontractors engaged by RPG Sluˇzby) provides us with certain facility management services in connection with our properties, including repairs, renovation of vacant units, maintenance services and technical supervision. The compensation paid by RPG Byty to RPG Sluˇzby is cost plus a margin. The margin for 2013 was 2 per cent., and it will remain at 2 per cent. for 2014. The agreement is for an indefinite period of time. The agreement may be terminated subject to 24 months’ advance notice. The arrangements between RPG Byty and RPG Sluˇzby are conducted at arms’ length. In particular, RPG Byty does not use the services of RPG Sluˇzby on an exclusive basis and uses other contractors when those contractors provide services on a more cost effective basis.

In the future, we intend to acquire RPG Sluˇzby from the Selling Shareholder in order to internalise the facility management services currently provided by it. There can, however, be no assurance that we will be successful in doing so.

Cooperation Agreement with Advanced World Transport a.s.

On 30 December 2011, RPG Byty entered into a cooperation agreement with Advanced World Transport a.s. (‘‘AWT’’) to establish a group within the meaning of Section 5a of Czech Act No. 235/2004, on Valued Added Tax (as amended, the ‘‘AWT Cooperation Agreement’’). Pursuant to the AWT Cooperation Agreement, AWT acts as a representative of the group and undertakes certain obligations to the Czech financial authorities in respect of Valued Added Tax as well as for the payment of fines, penalties or default interests regarding Value Added Tax. RPG Byty and AWT are jointly and severally liable for the fulfilment of the group’s obligations arising under Czech tax law. In the event any member violates its obligations under the AWT Cooperation Agreement, the other member is entitled to claim a contractual penalty of CZK 20,000 for each violation. In the event that RPG Byty is required to meet all tax obligations of the group or obligations on behalf of AWT there are recourse provisions that allow RPG Byty to reclaim from AWT a part of the Value Added Tax settled which is related to the activities of AWT. RPG Byty is obliged to pay AWT compensation corresponding to the total amount of the services actually rendered. The AWT Cooperation Agreement will remain in force for as long as RPG Byty and AWT are members of the same group of connected entities, however, the deregistration of the group can only be made up to 31 October of each year with effect from 1 January of the following year.

Cash Pooling Agreements

RPG Byty has a two-way cash pooling agreement with RPG Sluˇzby under which each Company makes available to each other up to CZK 20,000,000. Pursuant to the cash pooling agreement, the parties may provide advances to each other for a period of one day. In the event that the overall balance of RPG Sluˇzby’s bank account is not zero at the end of the business day, RPG Sluˇzby must provide RPG Byty with a one-day loan in the amount corresponding to such positive balance. Interest on the loans is determined in case of a positive balance or a negative balance as the aggregate amount of a reference rate plus a margin. The cash pooling agreement may be terminated upon any party’s withdrawal from the cash pool agreement with ˇCesk´a spoˇritelna, a.s.

Cooperation Agreement with OKD a.s.

On 29 May 2009, RPG Byty entered into a cooperation agreement with OKD a.s. (‘‘OKD’’), which was subsequently amended on 5 August 2009, 17 February 2010 and 31 May 2012 (as amended, the ‘‘OKD Cooperation Agreement’’). Under the OKD Cooperation Agreement, we must first offer vacant apartments to certain OKD employees selected by OKD before offering the apartments on the public market. The lease agreements may be concluded only with employees qualifying under certain non-discriminatory criteria, such as a requirement that the employee is not already a tenant of one our other apartments with state-regulated rent or is not subject to any criminal or other proceeding that could affect a tenant’s obligations under its lease. OKD employees are offered a one-year lease with rent set at a 15 per cent. discount to the relevant market price. We offer similar terms to certain large outside corporations. These arrangements provide us with large and relatively consistent groups of renters, and the rental payments are deducted directly from the employees’ payrolls to avoid delinquencies. The OKD Cooperation Agreement may be rescinded by either party in the case of a material breach. The agreement will expire according to its terms on 31 May 2015.

Non-Residential Lease Agreements with RPG RE Commercial

RPG Byty, as tenant, has entered into several non-residential lease agreements with RPG RE Commercial to rent certain non-residential premises in Ostrava, Ostrava Poruba and Hav´ıˇrov (the ‘‘Lease Agreements’’). The rental payments under the Lease Agreements include rent for the non-residential premises, rent for certain movable assets and services fees. The overall rent under the Lease Agreements is approximately CZK 14 million per year exclusive of Valued Added Tax. The Lease Agreements may be terminated (i) by either party upon three months’ notice, (ii) upon one month’s notice following RPG Byty’s failure to pay the rent within 10 days after the due date or (iii) by mutual agreement of the parties. Spin-off of Property to RPG RE Land

With effect from 31 December 2012, RPG Byty transferred certain plots of land located near its investment properties to RPG RE Land. The transfer was effected as a corporate de-merger action conducted in accordance with Czech law. RPG Byty and RPG RE Land have entered into arrangements relating to access rights to our buildings that pass over the land transferred to RPG RE Land.

Cross Guarantee

Former OKD was a government-controlled enterprise, and as a result it owned and operated a large range of businesses (including mining businesses, businesses ancillary to mining and real estate businesses). In connection with the restructuring of Former OKD carried out in 2006, and pursuant to Czech law, RPG Byty, OKD, a.s. (including OKK Koksovny, a.s. which inherited certain assets and liabilities of Former OKD as a result of its subsequent demerger from Former OKD), Green Gas DPB, a.s., Advanced World Transport, a.s., RPG Trading s.r.o. (defunct since January 2010), RPG RE Land, RPG RE Commercial and other successor entities of Former OKD are subject to a statutory cross guarantee. The statutory cross guarantee is deemed to be given by each successor entity in relation to the liabilities of the demerged entity (Former OKD) that were assumed by each other successor entity on the date of the demerger (i.e. 31 May 2006). The aggregate liability under the cross guarantee of each successor entity is limited to the value of the net assets of the guarantor as at the effective accounting date of the demerger, which was CZK 4,989 million with respect to RPG Byty.

The statutory cross guarantee can only be called if the principal debtor fails to pay its own debt. Furthermore, the guarantee applies only to liabilities existing on the date of the demerger and does not apply to any liabilities that existed before, or have arisen after, such date. As no claim has been made in respect of the cross guarantee in the nearly eight years since the demerger occurred, we would expect the likelihood of any claim being made will further diminish with the passage of time.

Settlement of Mining Damages Agreement

RPG Byty is a party to a settlement of mining damages agreement with OKD dated 18 April 2006. The agreement was entered into in order to set forth basic guidelines for the settlement of damages to our 259 houses (a total of 450 units) incurred in connection with the mining activities of OKD. Under the agreement, (i) RPG Byty undertakes to assert a claim for damages only on the basis of, and within the terms and conditions stipulated in, the agreement and (ii) OKD undertakes to reimburse the damages in the stipulated forms as follows: demolition and reimbursement of all the expenses connected with it,

monetary compensation and reimbursement of expenses for providing housing replacement to affected tenants should the demolition take place.

Resolution of Conflict of Interest Agreement

RPG Byty is a party to a resolution of conflict of interest agreement with OKD dated 18 April 2006. The agreement was entered into in order to secure usage of the exclusive mining-seam by OKD and protect our buildings and interests. Under the agreement, RPG Byty, among other things, (i) approves the mining activities of OKD, (ii) undertakes to make the best effort to provide suitable land plots to third parties as needed in connection with settlement between OKD and such third parties related to OKD’s mining activities (on an individual basis with each such third party), (iii) undertakes to ask OKD for its opinion prior to any transfer of our property to a third party, (iv) undertakes to consult with and ask OKD for a binding opinion prior to any construction, reconstruction or improvement of our real property situated within a mining area. OKD undertakes to reimburse us for damages that we incurred in connection with the mining activities of OKD.

Service Agreements with Real Estate Companies

RPG Byty is a party to service agreements with RPG RE Land, s.r.o., RPG Sluˇzby, and RPG RE Commercial, its affiliates involved in real estate businesses. Pursuant to those agreements, we provide certain back office services, including IT support and human resources management. The scope of services provided differs between counterparties. Prior to the reorganisation described under ‘‘Business—History—

Personnel Reorganisation’’, RPG Byty provided full property and asset management services to the other

related companies. The agreements are for an indefinite period and either party may terminate the agreement upon providing notice for a minimum period of between one and six months. Payments to us are on arms’ length terms.

Agreement on Cooperation with RPGI

On 11 April 2014, the Company entered into a cooperation agreement with RPGI regarding compliance with the terms of the Privatisation Agreement, which replaced the cooperation agreement between the Selling Shareholder and RPGI. As noted under ‘‘Business—Overview—History’’, with regards to our business, only one provision under the Privatisation Agreement remains binding on RPGI as the successor in interest to Karbon Invest. Such provision provides that, upon any proposed sale of an individual residential unit, RPGI is required to offer the residential unit pre-emptively to the current tenant at a price determined in accordance with a price formula prescribed by the Privatisation Agreement, which may be lower than the amount that may be realised if the relevant residential units were sold in the market. Under the cooperation agreement with RPGI, the Company undertakes to support RPGI by procuring compliance with the relevant provision of the Privatisation Agreement by RPG Byty, as the owning entity of the residential portfolio. The Company also undertakes to inform RPGI in the event of a breach or alleged breach of the relevant provision, as well as to co-operate with RPGI in respect of any disputes arising in relation to the relevant provision. The Company further undertakes not to dispose of its interest in RPG Byty, nor otherwise allow any third party to acquire control of RPG Byty, and not to dispose of the portfolio or any part of it, or allow the portfolio or any part of it to be owned by a person other than RPG Byty, unless the person that would control the majority of the shares or voting rights in the company that owns the residential portfolio (or part thereof) enters into an agreement identical to the cooperation agreement.

THE OFFERING