LIMITED POWER OF ATTORNEY
For Filings under Section 16 of the Securities Exchange Act of 1934
(Highlands REIT, Inc.)
The undersigned hereby constitutes and appoints Joseph Giannini, Principal
Accounting Officer and Treasurer of Highlands REIT, Inc. (the"Company"), in his
capacity as such, and his successors in such offices, the undersigned's true and
lawful attorney-in-fact and agent, with full power of substitution in the
premises, for the undersigned and in the undersigned's name, place and stead, in
any and all capacities, to:
(1) execute for and on behalf of the undersigned, in the undersigned's
capacity as an officer and/or director of Company, Forms 3, 4 and 5 in
accordance with Section 16(a) of the Securities Exchange Act of 1934,
as amended (the "Exchange Act"), and the rules thereunder;
(2) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5 and timely file such form with the United States
Securities and Exchange Commission and any stock exchange or similar
authority; and
(3) take any other action solely in connection with the foregoing which,
in the opinion of the attorney-in-fact, may be of benefit to, in the
best interest of, or legally required by or on behalf of, the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Limited
Power of Attorney shall be in such form and shall contain such terms
and conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to the attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution and revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Limited Power of Attorney and the rights and powers
herein granted. The undersigned acknowledges that the attorney-in-fact, in
serving in such capacity at the request of the undersigned, is not assuming, nor
is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Exchange Act.
This Limited Power of Attorney shall remain in full force and effect until
the undersigned is no longer required to file Forms 3, 4 and 5 with respect to
the undersigned's holdings of, and transactions in, securities issued by the
Company, unless earlier revoked by the undersigned in a signed writing delivered
to the attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has executed this Limited Power of
Attorney this 14th day of April, 2016.
/s/ Richard Vance
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Richard Vance