EFTA Document EFTA01375667

QOZ Definitions and Requirements Qualified Opportunity Zone Fund • Investors roll over capital gains from any asset sale into QOZ Fund within 180 days (only the gain portion is eligible for tax benefits) • QOZ Fund chooses date of formation and self-certifies on Form 8896 at end of tax year • 90% of QOZ Fund assets must be invested in QOZ property (QOZ stock, QOZ partnership interest or directly in QOZ Business Property) • Compliance is tested on the 6th month and on the last day of the taxable year - on average, 90% of assets must be 'good QOZ assets' on these two dates, implying a 6-12 month period to commit available fund capital to deals QOZ Business ■ Asset test — 70% of the tangible property owned or leased by the QOZ Business must be in QOZB Property ■ Income test - at least 50% of gross income derived from QOZ Property ■ Active conduct of business - land leases, NNN likely do not qualify ■ No 'sin businesses' — gambling, parlors, liquor stores etc. ■ Working capital safe harbor — less than 5% of assets in cash or financial property, except for working capital held for up to 31 months for acquisition, construction, or substantial improvement (as evidenced by a written schedule) QOZ Business Property ■ Any tangible property located in a QOZ acquired after 2017 and held through the Fund's holding period ■ Acquired through unaffiliated purchase (affiliate share max 20%) • Either 'original use' of the QOZ property commences with the QOZ Fund or • Property is substantially improved — QOZ Fund must invest more than the original basis of the property (excluding land) within 30 months 31 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0071223 CONFIDENTIAL SDNY_GM_00217407 EFTA01375667