Executive Summary

INVESTMENT MEMORANDUM & ESG IMPACT PROPOSAL Turnkey Student Residential Infrastructure Project – Kara, Togo Managed by: SARL U (Single-Member Limited Liability Company under OHADA Corporate Law) Industrial Pre-fabricated Supplier: Zamil Steel The "Kara Modular Housing" Solution The development and operation of 1,000 modern co-living student studios (private rooms and en-suite bathrooms, with shared premium community spaces). This project leverages cutting-edge Pre-Engineered Building (PEB) light steel structures combined with high-performance insulated sandwich panels. This ensures rapid deployment, structural durability, and optimal thermal comfort. Key Financial Metrics • Total Initial Investment (CAPEX): 2,000,000,000 FCFA (~$3.33 Million USD) • Target Annual Gross Revenue: 240,000,000 FCFA (~$400,000 USD) • Annual Net Cash Flow: 204,000,000 FCFA (~$340,000 USD) • Target Gross Yield: 12% to 14% per annum • Payback Period (ROI): 9.8 years fully loaded (includes all local taxes, customs, and a 5% contingency buffer) 2. THE INDUSTRIAL ADVANTAGE: ZAMIL STEEL PARTNERSHIP The economic viability of this project is anchored in our industrial partnership with Zamil Steel, the leading provider of PEB steel structures across the African continent. • Unmatched Cost-Efficiency & Rapid Deployment: Off-site industrial fabrication followed by swift on-site assembly in Kara in just 3 to 4 weeks per block. This completely eliminates the multi-month delay risks typical of concrete builds. • Foundation Savings: The lightweight nature of steel frames reduces ground load. This cuts down concrete foundation and local civil engineering costs by 40%. 3. ENVIRONMENTAL ENGINEERING & LOCAL ADAPTATION (ESG) The project incorporates strict sustainable design features to ensure operational viability under Kara’s hot climate and to attract international impact funds: [ Double Ventilated Metal Roofing System ] │ (Deflects 60% of solar radiation) ▼ [ Polyurethane Insulated Sandwich Panels (60-80mm) ] │ (Blocks external thermal heat transfer) ▼ [ Comfortable Indoor Climate without AC Expenses ] • Water Resilience: Each site features its own off-grid solar-powered borehole and water tower system to completely bypass municipal supply cuts. • Energy Autonomy: Rooftop solar photovoltaic panels power the co-working spaces, shared refrigerators, and outdoor security lighting, driving operational costs down. • Social Impact: Monthly rent is capped at an ultra-affordable 20,000 FCFA (~$33 USD), providing decent, safe, and dignified housing for middle-to-low-income Togolese students. 4. ARCHITECTURE & AGILE LAND STRATEGY To bypass the scarcity of large, single-owner land plots in Kara, the project deploys a decentralized yet highly standardized land acquisition model: • The Standard Module ("Module Kara-40"): A 2-story (R+1) building featuring 40 private 11.5 m² studios (bed, desk, wardrobe, and a pre-engineered waterproof en-suite shower/WC cabin) and 2 large community co-living zones (45 m² shared kitchens and study lounges). • Land Management: Acquisition of 8 to 9 strategic clusters secured via indefeasible, clean Land Titles (Titres Fonciers), with each ~1,500 m² site hosting 2 to 3 fenced modules. • Geographic Mix: 50% of modules located in the Premium Zone (Kozah/Abouda, adjacent to North Campus) and 50% in the Expansion Zone (Lama-Tchannadè) to optimize average land acquisition costs. 5. DETAILED FINANCIAL MODELING (CAPEX & OPEX) Capital Expenditure Breakdown (CAPEX) Operating Expenses (OPEX) and Annual Income • Gross Rental Revenue: 1,000 studios × 20,000 FCFA × 12 months = 240,000,000 FCFA / year • Operating Expenses (15%): 36,000,000 FCFA / year (Includes 24/7 site security, property management, daily common area janitorial services, and preventative maintenance). • Net Operating Income (EBITDA): 204,000,000 FCFA / year 6. LEGAL FRAMEWORK & CAPITAL REPATRIATION GUARANTEES Operating as a Togolese SARL U under OHADA Corporate Law provides absolute legal security for foreign international capital: • BCEAO Capital Repatriation Guarantee: Togo is part of the West African Economic and Monetary Union (WAEMU). The Local currency (CFA Franc) has a fixed peg to the Euro (1 EUR = 655.957 FCFA), entirely eliminating Euro/CFA currency volatility. Under regional banking laws, 100% of dividends, profits, and invested capital can be freely repatriated to foreign accounts after standard local bank registration. • Political Risk Insurance: The project is fully eligible for MIGA coverage (Multilateral Investment Guarantee Agency - World Bank Group), shielding foreign investors against non-commercial risks. • Tax Incentives: The company will apply for Togolese Investment Code benefits, seeking a 100% VAT exemption on imported industrial steel components and a multi-year corporate tax holiday during early operation. 7. EXECUTION ROADMAP: THE PILOT PHASE To derisk the project, execution will be rolled out via a logical, phased approach: [ PHASE 1: PILOTE ] ➔ Timeline: 4 Months ➔ Budget: 150,000,000 FCFA (~$250K USD) Acquisition of the first plot near North Campus. Deployment of 2 modules (80 beds). Goal: Prove technical thermal performance and capture immediate rental demand. │ ▼ [ PHASE 2: SCALABILITY ] ➔ Simultaneous manufacturing and deployment of the remaining 23 modules.