Important notices:

Status of document: Statements contained herein include statements of circumstances which may exist on the date upon which the final version of this document is circulated, but may not exist at the date set out herein. In particular, certain required regulatory consents may not have yet been obtained, and this draft document is not final, has not been approved by any regulatory authority and is not sufficient to allow you to make an investment decision. Any investment in the fund will be solely on the basis of the final version of the fund's private placement memorandum and the final form limited partnership agreement, commitment undertaking and any related side letter or other (the Fund Documents).

This document and this communication is being made to selected parties who meet the specific definition of “relevant persons” below and who might be interested in having initial discussions concerning the potential set-up of, and investment in, London Strategic Land Fund II (the Potential Transaction and the Fund). The information contained in this communication is for illustrative purposes only and should not be regarded as anything but preliminary information and any party interested in pursuing this opportunity would be expected to enter into direct  discussions with the general partner of the Fund (the General Partner) and to make its own enquiries.  Relevant persons may also direct certain queries to London Strategic Land Ltd, the proposed advisor of the Fund (the Fund Advisor).  

Distribution restrictions: This communication is being distributed only to persons who have represented in writing that they are classified as a professional client or eligible counterparty in the UK, or their equivalent in other jurisdictions; not US persons as defined under the United States Securities Act of 1933, as amended; persons who have professional experience in matters relating to similar investments; persons who are high net worth companies, unincorporated associations or partnerships who may similarly be expected to have sufficient expertise or may lawfully receive any financial promotion by virtue of their status as an "Exempt Investor" under Financial  Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended or their equivalent status under an equivalent legislation regarding financial promotion and/or marketing rules in the relevant jurisdiction; and/ or those persons to whom it may otherwise lawfully be distributed in each jurisdiction.

Any recipients of this document, and in particular those who are in any jurisdiction other than those mentioned below, should inform themselves about and observe any applicable legal requirements. The distribution of this document in other jurisdictions may be restricted by law. Any failure by recipients to comply with these restrictions may constitute a violation of the securities law of such jurisdictions.

UNITED KINGDOM

This document is not an approved prospectus for the purposes of section 85(7) of the Financial Services and Markets Act 2000, as amended (the FSMA) in the United Kingdom and no application has been or will be made to request the admission of the potential Fund  in connection with the Potential Transaction to trading on a regulated market situated or operating in the United Kingdom. This document has not been approved as a financial promotion for the purposes of section 21 of the FSMA and, accordingly, this document may in any event only be communicated, distributed or issued or passed on in the United Kingdom to a person who is of a kind described in article 19 (investment professionals) or article 50 (certified sophisticated investors) of the  Financial  Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended, or to any other Exempt Person as defined therein or to an person to whom this document may otherwise lawfully be communicated, distributed or issued or passed on in the United Kingdom. Any other person to whom this document has been passed must return it immediately.  This document is being supplied to you solely for your information and may not be reproduced, further distributed or published, in whole or in part, by any other person.   

This document has not been authorised or otherwise approved by the Jersey Financial Services Commission (JFSC).  

This communication is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this communication relates is available only to relevant persons and will be engaged in only with relevant persons. You are reminded that this communication has been delivered to you on the basis that you are a person into whose possession this communication and the information contained herein may be lawfully delivered in accordance with the laws of the jurisdiction in which you are located and you may not, nor are you authorised to, deliver this communication, electronically or otherwise, to any other person. If you receive this communication by e-mail, you should not reply by e-mail to this communication. Any reply email communications, including those you generate by using the “Reply” function on your e-mail software, will be ignored or rejected. If you receive this document by e-mail, your use of this e-mail is at your own risk and it is your responsibility to take precautions to ensure that it is free from viruses and other items of a destructive nature.

This communication does not constitute an offer or solicitation of anyone in any jurisdiction to purchase or acquire any interests in the Fund or otherwise, nor shall it form the basis of any contract. No part of this communication constitutes financial, tax or legal advice to any prospective investor. Each prospective investor should consult his, her or its own financial adviser, legal counsel and accountant as to financial, tax, legal and related matters concerning his, her or its interest in the Potential Transaction.

The information contained herein has been prepared to assist interested parties in deciding whether to investigate the investment opportunity further and does not purport to contain all of the information that the recipient may desire or require to make a decision. Interested parties should conduct their own investigation and analysis of the information set out in this communication. Neither the Fund Advisor nor the General Partner has independently verified any of the information, including the projections, reflected herein; no representation or warranty (express or implied) as to the truth, accuracy or completeness of the information in this document is or will be made by the Fund Advisor or the General Partner and, except in the case of their own fraudulent misrepresentation, neither the Fund Advisor, nor the General Partner  nor any of their respective directors, officers, representatives, employees or agents shall have any liability for any other representations (express or implied) contained in, or for any omissions from, this communication or any other communication, whether written or oral or in a visual or an electronic form transmitted to the recipient in the course of the recipient's evaluation of the opportunity.

Neither the Fund Advisor nor the General Partner has any obligation to provide the recipient with access to any additional information or to update any such information or to correct any inaccuracies therein or omissions therefrom which may become apparent, even where such persons are aware that the contents of this document are inaccurate or incomplete. No other person has been authorised to give any information (other than the information included in this document) or to make any representation relating to this investment opportunity on behalf of the General Partner or the Fund Advisor and, if given or made, such information or representations must not be relied upon as having been authorised by the  General Partner or Fund Advisor. No investment literature other than this document (and revisions thereto), any investor presentation and the Fund Documents given by the General Partner  may be used in connection with the Potential Transaction.

The delivery of this communication does not imply that the information contained herein is correct subsequent to the date of this communication. This communication may contain certain "forward-looking" statements and information relating to the proposed investment opportunity which is based on the beliefs of the Fund Advisor, as well as assumptions made by and information currently available to the Fund Advisor.

When used in this communication, the words "anticipate", "believe", "estimate", "expect", "intend" and words or phrases of similar import, as they relate to the proposed investment opportunity, are intended to identify forward-looking statements. Such statements reflect the current risks, uncertainties, and assumptions related to certain factors including, without limitation, competitive factors, general economic conditions, market conditions, and other factors described herein, based upon changing conditions; should any one or more of these risks or uncertainties materialise or should any underlying assumptions prove incorrect, actual results may vary materially from those described herein as anticipated, believed, estimated, expected, or intended. Neither the General Partner nor the Fund Advisor  intends nor shall it be obliged to update these forward-looking statements.

Investments in the Fund will involve significant risks, some of which are summarised in the subsequent page. Relevant persons interested in exploring this investment opportunity further are advised to consider all risks relating to such investments. Investments do not guarantee a return, and the value and the income from them can fall as well as rise, so that you may not realise the amount originally invested and may lose a significant part of such amount. Where an investment is denominated in a currency other than sterling, changes in exchange rates between currencies may cause the value of investments to go up or down. Past performance should not be seen as an indication of future results. Investors are reminded that investments in real estate funds and land products are illiquid and the Fund should not be relied upon to provide short or medium term liquidity. There is no warranty the Fund will be profitable. There is no secondary market for an investor's interest in the fund and none should be expected to develop. An investment in such a fund should be viewed as a long term commitment and may not be suitable to some investors. Any returns generated by the Fund will be reduced by expenses incurred by and fees earned by the General Partner.