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TESCO LOTUS RETAIL GROWTH FREEHOLD AND LEASEHOLD PROPERTY FUND STATUTORY FINANCIAL STATEMENTS 28 FEBRUARY 2015

TESCO LOTUS RETAIL GROWTH FREEHOLD AND … lotus retail growth freehold and leasehold property fund statutory financial statements 28 february 2015

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TESCO LOTUS RETAIL GROWTH FREEHOLD AND LEASEHOLD PROPERTY FUND STATUTORY FINANCIAL STATEMENTS 28 FEBRUARY 2015

AUDITOR’S REPORT To the Unitholders of Tesco Lotus Retail Growth Freehold and Leasehold Property Fund I have audited the accompanying financial statements of Tesco Lotus Retail Growth Freehold and Leasehold Property, which comprise the statements of assets and liabilities and the details of investments as at 28 February 2015, and the related statements of operations, changes in net assets, cash flows and significant financial information and ratios for the year ended 28 February 2015 and a summary of significant accounting policies and other notes. Management’s Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with Thai Financial Reporting Standards and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor’s Responsibility My responsibility is to express an opinion on these financial statements based on my audit. I conducted my audit in accordance with Thai Standards on Auditing. Those standards require that I comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. I believe that the audit evidence I have obtained is sufficient and appropriate to provide a basis for my audit opinion.

Opinion In my opinion, the financial statements referred to above present fairly, in all material respects, the assets and liabilities and the details of investments of Tesco Lotus Retail Growth Freehold and Leasehold Property Fund as at 28 February 2014, and the results of operations, changes in net assets, cash flows and significant financial information and ratios for the year ended 28 February 2015 in accordance with Thai Financial Reporting Standards. Unakorn Phruithithada Certified Public Accountant (Thailand) No. 3257 PricewaterhouseCoopers ABAS Ltd. Bangkok 29 April 2015

2015 2014Notes Baht Baht

Assets

Investments at fair value (at cost, 2015: Baht 28,230 million

2014: Baht 27,794 million) 7 28,513,190,447 27,937,086,023Cash and cash equivalents 8 599,128,276 559,943,482Rental receivables, net 9 377,786,987 263,218,152Deferred expenses 10 93,705,077 322,994,060Other assets 1,951,218 7,262,952

Total assets 29,585,762,005 29,090,504,669

Liabilities

Other accounts payable 121,681,053 56,892,734Rental income received in advance 61,442,525 62,151,774Deposits received from customers 266,109,720 229,482,242Accrued expenses 15 268,701,826 158,952,605Withholding tax payable 1,067,168 1,532,122Borrowing 11 2,591,256,415 2,283,574,070

Total liabilities 3,310,258,707 2,792,585,547

Net assets 26,275,503,298 26,297,919,122

Net assets represented by

Capital received from unitholders 12 25,571,038,731 25,722,962,117Retained earnings 12 704,464,567 574,957,005

Net assets 26,275,503,298 26,297,919,122

Net assets value per unit (Baht) 11.2419 11.2514Number of units outstanding at

the end of the year (units) 12 2,337,282,928 2,337,282,928

The notes on pages 21 to 40 form an integral part of these interim financial information.

Date ______________ Date _______________

Tesco Lotus Retail Growth Freehold and Leasehold Property FundStatement of Assets and LiabilitiesAs at 28 February 2015

______________________________ ______________________________(Piraj Migasena) (Sunee Naewphanich)

Executive Vice President Vice President

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Tesco Lotus Retail Growth Freehold and Leasehold Property FundDetails of Investments

Cost Fair value % of Cost Fair value % ofBaht’000 Baht’000 fair value Baht’000 Baht’000 fair value

Type of investmentsInvestments in properties

Owenership on lands and buildings

1. Srinakarin ProjectLocation No.9 Moo 6, Bangmuangmai Sub-district

Muang District, Samutprakarn- Ownership on land of 48-1-74 rai 817,369 817,369- Ownership of shopping mall buildings, component buildings

and utility system 2,180,223 2,180,223- Ownership of furniture and fixtures, and equipments used in operation 14,742 14,742- Related cost on acquisition 3,347 3,347- Renovation cost 95,080 12,152

3,110,761 3,680,912 13 3,027,833 3,583,024 13

2. Krabi ProjectLocation No.191 Moo 12, Krabi Noi Sub-district

Muang District, Krabi- Ownership on land of 30-1-52 rai 185,030 185,030- Ownership of shopping mall buildings, component buildings

and utility system 1,324,960 1,324,960- Ownership of furniture and fixtures, and equipments used in operation 7,491 7,491- Related cost on acquisition 2,307 2,307- Renovation cost 6,975 3,176

1,526,763 1,624,546 6 1,522,964 1,617,149 6

The notes on pages 21 to 40 form an integral part of these interim financial information.

4

As at 28 February 2015

28 February 2015 28 February 2014

Tesco Lotus Retail Growth Freehold and Leasehold Property FundDetails of Investments (Cont’d)

Cost Fair value % of Cost Fair value % ofBaht’000 Baht’000 fair value Baht’000 Baht’000 fair value

Type of investments (Cont’d)Investments in properties (Cont’d)

Owenership on lands and buildings (Cont’d)

3. Prachachuen ProjectLocation No.829, Pracharat 2 Road

Bangsue District, Bangkok- Ownership on land of 15-0-1 rai 513,680 513,680- Ownership of shopping mall buildings, component buildings

and utility system 991,934 991,934- Ownership of furniture and fixtures, and equipments used in operation 4,995 4,995- Related cost on acquisition 2,643 2,643- Renovation cost 11,833 10,053

1,525,085 1,448,813 5 1,523,305 1,418,254 5

4. Rangsit Klong 7 ProjectLocation No. 41/2, Lumpakkood Sub-district

Thanyaburi District, Pathumthani- Ownership on land of 144-1-71 rai 394,554 394,554- Ownership of shopping mall buildings, component buildings

and utility system 657,856 657,856- Ownership of furniture and fixtures, and equipments used in operation 4,429 4,429- Related cost on acquisition 1,769 1,769- Renovation cost 5,996 3,160

1,064,604 941,459 3 1,061,768 930,000 3

The notes on pages 21 to 40 form an integral part of these interim financial information.

5

28 February 2015 28 February 2014

As at 28 February 2015

Tesco Lotus Retail Growth Freehold and Leasehold Property FundDetails of Investments (Cont’d)

Cost Fair value % of Cost Fair value % ofBaht’000 Baht’000 fair value Baht’000 Baht’000 fair value

Type of investments (Cont’d)Investments in properties (Cont’d)

Owenership on lands and buildings (Cont’d)

5. Tung Song ProjectLocation No.144 Moo 2, Nonghong Sub-district

Tung Song District, Nakorn Srithammarat- Ownership on land of 30-2-86 rai 177,201 177,201- Ownership of shopping mall buildings, component buildings

and utility system 708,582 708,582- Ownership of furniture and fixtures, and equipments used in operation 4,565 4,565- Related cost on acquisition 1,250 1,250- Renovation cost 3,097 1,064

894,695 849,520 3 892,662 844,000 3

6. Singburi ProjectLocation No.189 Moo 7, Bangnga Sub-district

Thawung District, Singburi- Ownership on land of 24-2-9 rai 123,964 123,964- Ownership of shopping mall buildings, component buildings

and utility system 605,034 605,034- Ownership of furniture and fixtures, and equipments used in operation 5,168 5,168- Related cost on acquisition 1,416 1,416- Renovation cost 3,907 2,502

739,489 709,506 2 738,084 694,112 2

The notes on pages 21 to 40 form an integral part of these interim financial information.

6

28 February 2015 28 February 2014

As at 28 February 2015

Tesco Lotus Retail Growth Freehold and Leasehold Property FundDetails of Investments (Cont’d)

Cost Fair value % of Cost Fair value % ofBaht’000 Baht’000 fair value Baht’000 Baht’000 fair value

Type of investments (Cont’d)Investments in properties (Cont’d)

Owenership on lands and buildings (Cont’d)

7. Pranburi projectLocation No.706 Moo 7, Kao-noi Sub-district

Pranburi District, Prajuabkirikun- Ownership on land of 22-3-59 rai 96,401 96,401- Ownership of shopping mall buildings, component buildings

and utility system 619,247 619,247- Ownership of furniture and fixtures, and equipments used in operation 4,057 4,057- Related cost on acquisition 1,051 1,051- Renovation cost 1,956 1,054

722,712 690,371 2 721,810 690,428 2

8. Mahachai ProjectLocation No.119 Moo7, Tasai Sub-district

Muang District, Samutsakorn- Ownership on land of 20-3-71 rai 159,585 159,585- Ownership of shopping mall buildings, component buildings

and utility system 433,740 433,740- Ownership of furniture and fixtures, and equipments used in operation 6,276 6,276- Related cost on acquisition 1,712 1,712- Renovation cost 6,578 5,542

607,891 625,411 2 606,855 620,120 2

The notes on pages 21 to 40 form an integral part of these interim financial information.

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As at 28 February 2015

28 February 2015 28 February 2014

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund

Cost Fair value % of Cost Fair value % ofBaht’000 Baht’000 fair value Baht’000 Baht’000 fair value

Type of investments (Cont’d)Investments in properties (Cont’d)

Owenership on lands and buildings (Cont’d)

9. Maesai ProjectLocation No.156 Moo 6, Weangpang Kham Sub-district

Maesai District, Chiangrai- Ownership on land of 32-3-0 rai 184,653 184,653- Ownership of shopping mall buildings, component buildings

and utility system 391,330 391,330- Ownership of furniture and fixtures, and equipments used in operation 3,937 3,937- Related cost on acquisition 1,448 1,448- Renovation cost 10,421 703

591,789 679,416 2 582,071 663,289 2

10. Ranong ProjectLocation No.25/15 Moo 1, Petchkasem Road

Bangruen Sub-district, Muang District, Ranong- Ownership on land of 26-0-51 rai 99,992 99,992- Ownership of shopping mall buildings, component buildings

and utility system 454,400 454,400- Ownership of furniture and fixtures, and equipments used in operation 5,045 5,045- Related cost on acquisition 973 973- Renovation cost 2,679 1,198

563,089 576,586 2 561,608 573,332 2

The notes on pages 21 to 40 form an integral part of these interim financial information.

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Details of Investments (Cont’d) As at 28 February 2015

28 February 2015 28 February 2014

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund

Cost Fair value % of Cost Fair value % ofBaht’000 Baht’000 fair value Baht’000 Baht’000 fair value

Type of investments (Cont’d)Investments in properties (Cont’d)

Owenership on lands and buildings (Cont’d)

11. Phuket ProjectLocation No.104 Moo 5, Chaloem Phrakiat Ratchakarn Thi 9 Road

Ratsada Sub-district, Muang Phuket Distric, Phuket- Ownership on land of 44-2-0 rai 314,379 314,379- Ownership of shopping mall buildings, component buildings

and utility system 2,550,910 2,550,910- Ownership of furniture and fixtures, and equipments used in operation 9,642 9,642- Related cost on acquisition 4,322 4,322- Renovation cost 95,666 27,289

2,974,919 2,944,266 10 2,906,542 2,874,286 10

12. Salaya ProjectLocation No.99/14 Moo 1, Bangtoey Sub-district

Sam Phran District, Nakornpathom- Ownership on land of 38-3-99 rai 345,883 345,883- Ownership of shopping mall buildings, component buildings

and utility system 1,402,608 1,402,608- Ownership of furniture and fixtures, and equipments used in operation 8,580 8,580- Related cost on acquisition 22,734 22,734- Renovation cost 40,295 1,246

1,820,100 2,028,010 7 1,781,051 1,791,391 7

The notes on pages 21 to 40 form an integral part of these interim financial information.

9

Details of Investments (Cont’d) As at 28 February 2015

28 February 2015 28 February 2014

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund

Cost Fair value % of Cost Fair value % of Baht’000 Baht’000 fair value Baht’000 Baht’000 fair value

Type of investments (Cont’d)Investments in properties (Cont’d)

Owenership on lands and buildings (Cont’d)

13. Nakornsrithammarat ProjectLocation No.15, Pattanakarn-Khukhwang Road

Naimueng Sub-district, Mueng District,Nakornsrithammarat

- Ownership on land of 26-0-34 rai 195,037 195,037- Ownership of shopping mall buildings, component buildings

and utility system 971,550 971,550- Ownership of furniture and fixtures, and equipments used in operation 9,964 9,964- Related cost on acquisition 2,900 2,900- Renovation cost 70,225 4,041

1,249,676 1,100,775 4 1,183,492 1,162,984 4

14. Navanakorn ProjectLocation Navanakorn Industrial Promotion Zone

at 98/103 Moo13, Klong 1 Sub-District,Klong Luang District, Pathumthani Province, Thailand

- Ownership on land of 31-0-5 rai 701,484 701,484- Ownership of shopping mall buildings, component buildings

and utility system 1,522,719 1,522,719- Ownership of furniture and fixtures, and equipments used in operation 23,322 23,322- Related cost on acquisition 39,201 39,201- Renovation cost 4,738 -

2,291,464 2,232,652 8 2,286,726 2,286,726 8

The notes on pages 21 to 40 form an integral part of these interim financial information.

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Details of Investments (Cont’d) As at 28 February 2015

28 February 2015 28 February 2014

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund

Cost Fair value % of Cost Fair value % ofBaht’000 Baht’000 fair value Baht’000 Baht’000 fair value

Type of investments (Cont’d)Investments in properties (Cont’d)

Ownership on partial lands, ownership on buildings, and leasehold right on partial land

1. Samui ProjectLocation No.1/7 Moo 6, Bo Phut Sub-district

Koh Samui District, Surat Thani- Rental period from 14 March 2012 - 29 August 2035- Ownership on land of 22-1-52 rai 95,356 95,356- Leasehold right on land of 24-3-78 rai 66,991 66,991- Ownership of shopping mall buildings, component buildings

and utility system 1,048,229 1,048,229- Ownership of furniture and fixtures, and equipments used in operation 6,338 6,338- Related cost on acquisition 5,221 5,221- Renovation cost 14,404 8,895

1,236,539 1,201,431 4 1,231,030 1,231,633 5

2. Pitsanulok ProjectLocation No.909 Moo 3, Aranyik Sub-district

Mueng Pitsanulok- Rental period from 14 March 2012 - 29 August 2035- Ownership on land of 30-0-71 rai 260,211 260,211- Leasehold right on land of 0-2-60 rai 2025 2,025- Ownership of shopping mall buildings, component buildings

and utility system 837,028 837,028- Ownership of furniture and fixtures, and equipments used in operation 8,327 8,327- Related cost on acquisition 2,286 2,286- Renovation cost 83,701 1,893

1,193,578 1,000,673 4 1,111,770 892,660 3

The notes on pages 21 to 40 form an integral part of these interim financial information.

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Details of Investments (Cont’d) As at 28 February 2015

28 February 2015 28 February 2014

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund

Cost Fair value % of Cost Fair value % ofBaht’000 Baht’000 fair value Baht’000 Baht’000 fair value

Type of investments (Cont’d)Investments in properties (Cont’d)

Leasehold right on lands and ownership on buildings

1. Amatanakorn ProjectLocation No.700/75 Moo 5, Klongtamru Sub-district

Muang District, Chonburi- Rental period from 14 March 2012 - 20 October 2039- Leasehold right on land of 45-1-36 rai 117,598 117,598- Ownership of shopping mall buildings, component buildings

and utility system 1,401,301 1,401,301- Ownership of furniture and fixtures, and equipments used in operation 2,721 2,721- Related cost on acquisition 4,687 4,687- Renovation cost 6,209 3,946

1,532,516 1,751,385 6 1,530,253 1,690,844 6

2. Petchaboon ProjectLocation No.929 Moo 2, Sa-Deang Sub-district

Muang Petchaboon- Rental period from 14 March 2012 - 8 February 2038- Leasehold right on land of 43-2-5 rai 52,219 52,219- Ownership of shopping mall buildings, component buildings

and utility system 645,149 645,149- Ownership of furniture and fixtures, and equipments used in operation 5,389 5,389- Related cost on acquisition 3,294 3,294- Renovation cost 4,730 864

710,781 746,296 3 706,915 762,000 3

The notes on pages 21 to 40 form an integral part of these interim financial information.

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Details of Investments (Cont’d) As at 28 February 2015

28 February 2015 28 February 2014

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund

Cost Fair value % of Cost Fair value % ofBaht’000 Baht’000 fair value Baht’000 Baht’000 fair value

Type of investments (Cont’d)Investments in properties (Cont’d)

Leasehold right on lands and ownership on buildings (Cont’d)

3. Lumlukka Klong 6 ProjectLocation No.75 Moo 5, Bungkumploy Sub-district

Lumlukka District, Pathumthani- Rental period from 14 March 2012 - 14 May 2037- Leasehold right on land of 33-1-0 rai 57,443 57,443- Ownership of shopping mall buildings, component buildings

and utility system 453,030 453,030- Ownership of furniture and fixtures, and equipments used in operation 5,818 5,818- Related cost on acquisition 3,354 3,354- Renovation cost 3,682 2,092

523,327 531,301 2 521,737 545,235 2

4. Sena ProjectLocation No.49 Moo 1, Highway No.3263

Bangnomko Sub-district, Sena DistrictAyutthaya

- Rental period from 14 March 2012 - 3 April 2038- Leasehold right on land of 24-2-96 rai 29,665 29,665- Ownership of shopping mall buildings, component buildings

and utility system 359,073 359,073- Ownership of furniture and fixtures, and equipments used in operation 3,487 3,487- Related cost on acquisition 1,450 1,450- Renovation cost 2,028 1,242

395,703 390,510 1 394,917 388,000 1

The notes on pages 21 to 40 form an integral part of these interim financial information.

13

Details of Investments (Cont’d) As at 28 February 2015

28 February 2015 28 February 2014

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund

Cost Fair value % of Cost Fair value % ofBaht’000 Baht’000 fair value Baht’000 Baht’000 fair value

Type of investments (Cont’d)Investments in properties (Cont’d)

Leasehold right on lands and ownership on buildings (Cont’d)

5. Bangpoo ProjectLocation No.2502 Moo 3, Sukhumvit Road,

Bangpoo-mai Sub-district, Mueng Samutprakarn District,Samutprakarn

- Rental period from 4 December 2012 - 4 October 2038- Leasehold right on land of 55-0-80 rai 69,270 69,270- Ownership of shopping mall buildings, component buildings and utility sys 569,726 569,726- Ownership of furniture and fixtures, and equipments used in operation 4,820 4,820- Related cost on acquisition 6,509 6,509- Renovation cost 2,020 1,155

652,345 720,516 3 651,480 660,070 3

6. Rangsit-Nakornnayok ProjectLocation No.90 Moo 2, Rangsit-Nakornnayok Road,

Buen Yitoe Sub-district, Thanyaburi District, Phathumthani- Rental period from 4 December 2012 - 6 September 2036- Leasehold right on land of 33-2-0 rai 120,251 120,251- Ownership of shopping mall buildings, component buildings

and utility system 524,487 524,487- Ownership of furniture and fixtures, and equipments used in operation 8,091 8,091- Related cost on acquisition 10,059 10,059- Renovation cost 3,973 2,226

666,861 680,865 3 665,114 675,226 3

The notes on pages 21 to 40 form an integral part of these interim financial information.

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Details of Investments (Cont’d) As at 28 February 2015

28 February 2015 28 February 2014

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund

Cost Fair value % of Cost Fair value % ofBaht’000 Baht’000 fair value Baht’000 Baht’000 fair value

Type of investments (Cont’d)Investments in properties (Cont’d)

Leasehold right on land and buildings

1. Rama I ProjectLocation No.831 Rama I Road, Wangmai Sub-district

Pathumwan District, Bangkok- Rental period from 15 March 2012 - 11 December 2034- Leasehold right on land of 12-2-57 rai and shopping mall buildings,

component buildings and utility system 1,026,213 1,026,213- Ownership of furniture and fixtures, and equipments used in operation 68,969 68,969- Related cost on acquisition 10,784 10,784- Renovation cost 60,647 10,123

1,166,613 887,284 3 1,116,089 873,517 3

Total investments in properties 27,761,300 28,042,504 98 27,326,076 27,468,280 98

The notes on pages 21 to 40 form an integral part of these interim financial information.

15

Details of Investments (Cont’d) As at 28 February 2015

Audited Audited28 February 2015 28 February 2014

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund

Cost Fair value % of Cost Fair value % of

Baht’000 Baht’000 fair value Maturity Baht’000 Baht’000 fair value Maturity

Type of investments (Cont’d)

Investments in securities

Government bonds

Bank of Thailand: BOT 42/182/56D 354,765 355,833 1 24 April 2014

Bank of Thailand: TB 19/28/57D 112,808 112,973 1 3 March 2014

Bank of Thailand: BOT 48/91/57D 355,381 356,923 1 5 March 2015

Bank of Thailand: BOT 2/364/57D 113,576 113,763 1 9 April 2015

Total investments in securities 468,957 470,686 2 467,573 468,806 2

Total investments 28,230,257 28,513,190 100 27,793,649 27,937,086 100

The notes on pages 21 to 40 form an integral part of these interim financial information.

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Details of Investments (Cont’d)

As at 28 February 2015

28 February 2015 28 February 2014

(Reclassified)2015 2014

Notes Baht Baht

Investment income

Rental and service income 4 2,736,259,036 2,430,565,143Interest income 16,792,209 22,322,405Other income 4 1,405,618 85,693

Total income 2,754,456,863 2,452,973,241

Expenses

Management fee 14, 15 15,650,414 15,652,670Trustee fee 14 2,810,414 2,812,670Registrar fee 14, 15 4,215,621 4,219,005Property management fees 14, 15 243,348,624 150,422,278Professional fee 1,302,500 1,100,000Operating expenses 4, 14 373,539,100 356,861,905Amortisation of deferred-setup fund expenses 10 230,061,213 230,407,533Ground lease payment 46,783,786 46,783,787Other expenses 4, 14 14,319,225 7,892,818

Total expenses 932,030,897 816,152,666

Net investment income before financial expenses 1,822,425,966 1,636,820,575

Financial expenses

Interest expenses 84,825,641 8,797,236

Net investment income 1,737,600,325 1,628,023,339

Net gain from investmentsNet unrealised gain from investments valuation 7 139,493,692 133,652,681

Total net gain from investments 139,493,692 133,652,681

Increase in net assets from operations 1,877,094,017 1,761,676,020

The notes on pages 21 to 40 form an integral part of these interim financial information.

Tesco Lotus Retail Growth Freehold and Leasehold Property FundStatement of OperationsFor the year ended 28 February 2015

17

2015 2014Notes Baht Baht

Increase in net assets from operationduring the year

Net investment income 1,737,600,325 1,628,023,339Net unrealised gain from investments valuation 139,493,692 133,652,681

Net increase in net assets from operations 1,877,094,017 1,761,676,020Dividend payment 12, 13 (1,747,586,454) (1,616,698,707)Increase (decrease) in capital received from

(paid to) unitholdersReduction of capital 2,337,282,928 units at Baht 0.0700 each 12 - (166,180,825) 2,337,282,928 units at Baht 0.0650 each 12 (151,923,387) -

Increase in net assets during the year (22,415,824) (21,203,512)Net assets at the beginning of the year 26,297,919,122 26,319,122,634

Net assets at the end of the year 26,275,503,298 26,297,919,122

The notes on pages 21 to 40 form an integral part of these interim financial information.

Tesco Lotus Retail Growth Freehold and Leasehold Property FundStatement of Changes in Net AssetsFor the year ended 28 February 2015

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2015 2014Notes Baht Baht

Cash flows from operating activitiesIncrease in net assets from operations 1,877,094,017 1,761,676,020Adjustments to reconcile net increase in net assets from operations to net cash provided by (used in) operating activities:

Purchase of investments in properties (435,226,706) (2,371,518,689) Purchases of investments in securities (2,780,400,713) (5,740,665,665) Disposal of investments in securities 2,788,000,000 5,753,000,000 Increase in rental receivables (118,422,276) (93,478,022) Decrease in deferred expenses 229,288,983 225,559,235 Decrease in other assets 5,112,437 11,444 Increase (decrease) in other accounts payable 64,788,319 (5,235,802) Increase (decrease) in rental income received in advance (709,249) 237,498 Increase in deposits received from customers 36,627,478 43,720,320 Increase in accrued expenses 109,809,680 28,881,818 Increase (decrease) in withholding tax payable (464,954) 651,605 Bad debt expense 3,853,441 763,140 Interest expenses 84,825,641 8,797,236 Interest income from investment in securities and bank (16,792,209) (22,322,405) Cash received from interest income 8,008,193 11,449,394 Net unrealised gain from investment valuation (139,493,692) (133,652,681)

Net cash provided by (used in) operating activities 1,715,898,390 (532,125,554)

Cash flows from financing activitiesReduction of the capital 12 (151,923,387) (166,180,825)Dividend payment 12, 13 (1,747,586,454) (1,616,698,707)Cash received from borrowing 11 307,682,345 2,283,574,070Cash paid for borrowing fee (84,886,100) (11,292,364)

Net cash provided by financing activities (1,676,713,596) 489,402,174

Net increase (decrease) in cash and cash equivalents 39,184,794 (42,723,380)Cash and cash equivalents at the beginning of the year 559,943,482 602,666,862

Cash and cash equivalents at the end of the year 599,128,276 559,943,482

The notes on pages 21 to 40 form an integral part of these interim financial information.

Tesco Lotus Retail Growth Freehold and Leasehold Property FundStatement of Cash FlowsFor the year ended 28 February 2015

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Tesco Lotus Retail Growth Freehold and Leasehold Property Fund

For the year ended 28 February 2015

2015 2014 Baht Baht

Information on operating results (per unit)Net asset value at the beginning of the year 11.2514 11.2605

Income from investing activities:Net investment income 0.7434 0.6965Net unrealised gain from investments valuation 0.0597 0.0572

Total income from investing activities 0.8031 0.7537

Less Reduction of the capital (0.0650) (0.0711)Dividend payment (0.7476) (0.6917)

Net asset value at the end of year 11.2419 11.2514

Ratio of net profit to average net asset valueduring the year (%) 7.15 6.70

significant informationNet asset value at the end of the year (Baht’000) 26,275,503 26,297,919Ratio of total expenses to average net

assets during the year (%) 3.55 3.11Ratio of investment income to average net

asset value during the year (%) 10.49 9.33Ratio of weighted average investment purchases

and sales during the year to average net asset value during the year (%)* 21.20 9.63

Average net asset value during the year (Baht’000) 26,263,661 26,284,745

Additional information

*

Significant Financial Information and Ratios

Significant financial ratios and additional

The value of investment purchases and sales during the year does not include cash at bank, investment inpromissory note and investments bought/sold under a resale/repurchase agreement, and is calculated by aweighted average basis over the accounting year.

The notes on pages 21 to 40 form an integral part of these interim financial information.

20

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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1. Business nature of Tesco Lotus Retail Growth Freehold and Leasehold Property Fund

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund (“the Fund”) is a closed-end retail growth freehold and leasehold property fund, and was set up for a specific purpose. The Fund was established and registered as a fund on 13 March 2012 with no project life stipulated. The Fund’s objective is being to seek funds from investors, invest mostly in property or property leasehold rights and generate benefit from such property. On 15 March 2012 the Stock Exchange of Thailand has approved the listing of the Fund’s units and permitted their trading on 19 March 2012. As at 28 February 2015, the major unitholder is Ek-Chai Distribution System Company Limited which holds 25 % of the Fund’s units. The Fund is managed by Krung Thai Asset Management Public Company Limited (“the Management Company”). Hong Kong and Shanghai Banking Corporation Limited has been appointed to be the Trustee and Ek-Chai Distribution System Company Limited acts as the Property Manager. These financial statements have been approved by the management of the Management Company on 29 April 2015.

2. Accounting policies The principal accounting policies adopted in the preparation of these financial statements are set out below: 2.1 Basis of preparation

These financial statements have been prepared in accordance with Thai generally accepted accounting principles under the Accounting Act B.E. 2543, being those Thai Accounting Standards (“TAS”) and Thai Financial Reporting Standards (“TFRS”) issued under the Accounting Professions Act B.E. 2547, and the financial reporting requirements of the Securities and Exchange Commission. In addition, the financial statements have been prepared under the basis and format as required by the Thai Accounting Standard No.106 “Accounting for Investment Companies. The primary financial statements (i.e. statement of assets and liabilities, details of investment, statements of operations, changes in net assets, cash flows and significant financial information and ratios) are prepared in the full format as required by the Securities and Exchange Commission. The financial statements have been prepared under the historical cost convention except as disclosed in the accounting policies below.

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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2. Accounting policies (Cont’d) 2.1 Basis of preparation (Cont’d)

The preparation of financial statements in conformity with Thai generally accepted accounting principles requires use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Fund’s accounting policies. The area involving a higher degree of judgment or complexity, or area where assumption and estimates are significant to the financial statements are disclosed in Note 5. An English version of the financial statements has been prepared from the statutory financial statements that are in the Thai language. In the event of a conflict or a difference in interpretation between the two languages, the Thai language statutory financial statements shall prevail.

2.2 New financial reporting standards and revised financial reporting standards 1) Revised accounting standards which are effective on 1 January 2014 and are

relevant to the Fund:

TAS 1 (revised 2012) TAS 7 (revised 2012)

Presentation of financial statements Statement of cash flows

TAS 17 (revised 2012) TAS 18 (revised 2012)

Leases Revenue

TAS 24 (revised 2012) Related Party Disclosures TAS 34 (revised 2012) Interim financial reporting TSIC 15 Operating leases - incentives TSIC 27 Evaluating the substance of transactions in the

legal form of a lease

TAS 1 (revised 2012) clarifies that conversion features that are at the holder’s discretion do not impact the classification of the liability component of the convertible instrument. TAS 1 also explains that, for each component of equity, an entity may present the breakdown of other comprehensive income either in the statement of changes in equity or in the notes to the financial statements. This standard has no impact to the Fund. TAS 7 (revised 2012) clarifies that only expenditures that result in a recognized asset in the statement of financial position are eligible for classification as investing activities. This standard has no impact to the Fund.

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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2. Accounting policies (Cont’d)

2.2 New financial reporting standards and revised financial reporting standards (Cont’d)

1) Revised accounting standards which are effective on 1 January 2014 and are

relevant to the Fund: (Cont’d)

TAS 17 (revised 2012) deletes the guidance for a lease of land with an indefinite useful life to be classified as an operating lease. The standard has been amended to clarify that when a lease includes both land and buildings, classification as a finance or operating lease is performed separately in accordance with TAS 17’s general principles. This standard has no impact to the Fund. TAS 18 (revised 2012) removes the appendix to TAS 18. This standard has no impact to the Fund.

TAS 24 (revised 2012) removes the requirement for government-related entities to disclose details of all transactions with the government and other government-related entities. It also clarifies and simplifies the definition of related parties. This standard has no impact to the Fund.

TAS 34 (revised 2012) emphasises the existing disclosure principles for significant event and transactions. Additional requirements cover disclosure of changes in fair value measurements (if significant), and the need to update relevant information from the most recent annual report. This standard has no impact to the Fund.

TSIC 15 sets out the accounting for the recognition of incentive that a lessor provides to a lessee in an operating lease. This interpretation has no impact to the Fund.

TSIC 27 provides guidance on evaluating the substance of transactions in the legal form of a lease between the entity and the investor whether a series of transactions is linked and should be accounted for as one transaction and whether the arrangement meets the definition of a lease under TAS 17 “Leases”. This guidance explains examples that individually demonstrate that an arrangement may not, in substance, involve a lease under TAS 17. The accounting shall reflect the substance of the arrangement. This interpretation has no impact to the Fund.

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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2. Accounting policies (Cont’d)

2.2 New financial reporting standards and revised financial reporting standards (Cont’d) 2) New financial reporting standards and revised accounting standards, revised

financial reporting standards are effective on 1 January 2015. These standards are relevant to the Fund and are not early adopted:

a) Financial reporting standards, which are expected to have no a

significant impact to the fund

TAS 1 (revised 2014) Presentation of financial statements TAS 27 (revised 2014) Separate financial statements TAS 34 (revised 2014) Interim financial reporting TFRS 13 Fair value measurement

TAS 1 (revised 2014), the main change is that a requirement for entities to fund items presented in ‘other comprehensive income’ (OCI) on the basis of whether they are potentially reclassifiable to profit or loss subsequently (reclassification adjustments). The amendments do not address which items are presented in OCI. TAS 27 (revised 2014) provide the requirements relating to separate financial statements. TAS 34 (revised 2014), the key change is the disclosure requirements for operating segment. An entity shall disclose information of a measure of total assets and liabilities for a particular reportable segment if such amounts are regularly provided to the chief operating decision maker and if there has been a material change from the amount disclosed in the last annual financial statements for that reportable segment. TFRS 13 aims to improve consistency and reduce complexity by providing a precise definition of fair value and a single source of fair value measurement and disclosure requirements for use across TFRSs. This standard has no impact to the Fund (The Fund is yet to assess the full impact of the amendments).

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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2. Accounting policies (Cont’d)

2.2 New financial reporting standards and revised financial reporting standards (Cont’d)

2) New financial reporting standards and revised accounting standards, revised

financial reporting standards are effective on 1 January 2015. These standards are relevant to the Fund and are not early adopted: (Cont’d)

b) Financial reporting standards with minor changes and do not have

impact to the Fund are as follows:

TAS 7 (revised 2014) Statement of cash flows TAS 8 (revised 2014) Accounting policies, changes in

accounting estimates and errors TAS 10 (revised 2014) Events after the reporting period TAS 17 (revised 2014) Leases TAS 18 (revised 2014) Revenue TAS 24 (revised 2014) Related party disclosures TAS 37 (revised 2014) Provisions, contingent liabilities and

contingent assets TAS 40 (revised 2014) Investment property TSIC 27 (revised 2014) Evaluating the substance of transactions

involving the legal form of a lease

3) New financial reporting standard which is effective on 1 January 2016.

TFRS 4 (revised 2014) Insurance contracts

TFRS 4 applies to all insurance contracts (including reinsurance contracts) that an entity issues and to reinsurance contracts that it holds. TFRS 4 is not relevant to the Fund’s operations.

2.3 Cash and cash equivalents

Cash and cash equivalents include savings and current account deposits with banks. The Fund defines cash equivalents as deposits with financial institutions with an original maturity of three months or less from the date of acquisition.

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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2. Accounting policies (Cont’d)

2.4 Investments Property investments Investments in properties, comprised of investment in freehold and leasehold properties include lands, buildings and infrastructures related to shopping mall, are stated at fair value with no depreciation charge. The initial costs of properties have been stated at their assumed acquisition price plus associated costs. The fair value is based on the appraisal value determined by the independent professional appraisers licensed by the Securities and Exchange Commission Thailand (“the Thai SEC”). The Fund will conduct an appraisal of the properties every two years from the date of the appraisal for the purchase or lease of the properties or when there are changes that materially affect the value of such investment properties and will update appraisals with a review every year after the date of the latest appraisal as required by the Thai SEC. A change in the fair value of investment property will be recognised in the statement of operations as an unrealised gain or loss as of measurement date. Investments in securities The fair value of bonds with the maturity dates less than 90 days are calculated from the yield-rate quoted on The Thai Bonds Market Association for the securities that have 90 days maturity leftover or the yield-rate from the acquisition of securities that have a maturity within 90 days from the date of investment if financial position of issuer or market condition do not change significantly. Unrealised gains or losses from investment valuation are recognised in the statement of operations as of measurement date. On disposal of an investment, the difference between the net disposal proceeds and the carrying amount is charged or credited to the statement of operations. When disposing of part of is a particular investment in debt securities in the same category that the fund holds, the carrying amount of the disposed part is determined by the weight average carrying amount of the total holding of the investment.

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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2. Accounting policies (Cont’d)

2.5 Rental receivables Rental receivables are initially recognised at the fair value of the consideration received or receivable and subsequently measured at the remaining amount less any allowance for doubtful receivables based on a review of all outstanding amounts at the year end. The amount of the allowance is the difference between the carrying amount of the receivable and the amount expected to be collectible. Bad debts are written off during the year in which they are identified and recognised in the statement of operations.

2.6 Deferred expenses Deferred expenses comprise the capital unit issuance costs, costs related to borrowings, registration fees and other directly related expenses as incurred. Deferred expenses are amortised as an expense over a period of 3-4 years on a straight line basis.

2.7 Borrowings Borrowings are recognised initially at the fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost using the effective yield method.

2.8 Revenue recognition Rental and service income and interest income are recognised on an accrual basis.

2.9 Expenses Expenses are recognised on an accrual basis.

2.10 Income taxes The Fund is exempted from corporate income taxes in Thailand.

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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3. Dividend payment policy Dividend payment The Management Company will consider to pay dividends to unitholder no more than 4 times annually, provided that: 1) If the Fund has net profits in each year, the Management Company shall pay not less

than 90% (or any other percentage as may be permitted by the Securities Law from time to time) of the net profit of the year as dividends to unitholder.

2) If the Fund has accumulated profits, the Management Company may pay dividend

to unitholder out of the accumulated profits. Such net profit and accumulated profits shall be as actually derived and shall not include the following: 1) Unrealised gain from the appraisal or review of properties, leasehold rights,

investments in securities and/or assets of the Fund in the given accounting period. 2) The payment of dividends under 1) shall not increase the Fund’s accumulated losses for

the accounting period in which the dividends are paid. In considering the payment of dividends, if the value of interim dividends per investment unit to be paid is lower than or equal to Baht 0.10, the Management Company reserves the right not to pay dividends at that time and to bring such dividends forward for payment together with the payment of annual dividend. Conditions and criteria for paying dividends to unitholder can be summarised as follows: 1) In the event that any one person or a group of persons holds more than one-third of

the Fund total investment units sold, the Management Company shall not pay dividend to the said person or the group of persons for the portion exceeding one-third of the total investment units sold, or for the portion exceeding 50 percent of total number of investment units sold if such person or the group of persons are those whom specified by the Thai SEC except where the Thai SEC or any related agency will specify, order or exempt otherwise. In this case, the Management Company shall use the unpaid dividend for the Fund’s benefit or in accordance with the notification of the Thai SEC.

2) In considering paying dividend to a group of persons holds more than one-third of the Fund total investment units sold, the number of investment units for which each investor in the said group is entitled to receive dividend shall be calculated on a pro rata basis of their unitholding, except where the Thai SEC or any related agency will specify, order or exempt otherwise.

On 13 May 2011, the Thai SEC approved the Fund to amend “procedure for handling dividends unpayable to unitholder” as follows:

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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3. Dividend payment policy (Cont’d) Dividend payment (Cont’d) The Management Company shall bequeath dividends unpaid to unitholder, if any, to the state as public revenue, and this shall be deemed to have been acknowledged and approved by all unitholders. Pending such process, the Management Company shall keep record of such dividends separated from the other assets of the Fund and not include such amount in the calculation of the Fund’s net asset value. Capital reduction 1) Where the Fund has excess liquidity resulting from one or more of the following:

a) The disposal of the real estate or the leasehold rights and/or b) The value of the real estate or the leasehold rights decreases from the appraised

value or from the reviewed appraisal value, and/or c) From gradually amortised deferred charge. The Management Company may pay the excess liquidity to the unitholder by reducing the registered capital of the Fund after adding back the excess liquidity due to amortisation of issuance cost and ground lease and deducting rental and service income which has not been received in cash.

2) The Management Company reserves the right to reduce the registered capital of the Fund at its discretion.

4. Reclassifications

The comparative figures in Statement of Comprehensive Income for year ended 28 February 2014 are reclassified and presented to conform to the current year financial statement for disclosure purpose. The reclassification transactions are (1) media income amounting to Baht 17.03 million which is reclassified from other income to rental and service income and (2) property tax expense amounting to Baht 0.35 million which is reclassified from other expense to operating expense.

5. Critical accounting estimates and judgements Estimate and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Fair value of investments in properties The fair value of investments in properties that are not traded in an active market is determined by using discounted expected future cash flows received from investments in properties by the appropriate discount rate which reflect related risks. The Fund engages independence appraiser to assess the fair value of properties.

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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6. Capital risk management The Fund’s objectives when managing capital are to safeguard the Fund’s ability to continue as a going concern in order to provide returns for unitholder and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Fund may adjust the amount of dividends paid to unitholder, return capital to unitholder, issue new shares of sell assets to reduce debt, if any.

7. Investment at fair value Movement in investments at fair value account for the year ending 28 February are summarised as follow: Investments in Investments in properties securities Total Baht’000 Baht’000 Baht’000

As at 28 February 2013 24,963,583 469,793 25,433,376 Add Purchase of investments 2,286,726 5,740,666 8,027,392

Renovations 84,793 - 84,793 Less Maturity - (5,742,128) (5,742,128) Unrealised gain from valuation 133,178 475 133,653

As at 28 February 2014 27,468,280 468,806 27,937,086 Add Purchase of investments - 2,780,400 2,780,400

Renovations 435,227 - 435,227 Less Maturity - (2,779,017) (2,779,017) Unrealised gain from valuation 138,997 497 139,494

As at 28 February 2015 28,042,504 470,686 28,513,190 Investments in properties For the year ended 28 February 2015 On 1 August 2014, the Fund engaged an independent valuer to assess the fair value of the investments in properties for 6 projects which are 1) Phuket Project, 2) Salaya Project, 3) Nakornsrithammarat Project, 4) Bangpoo Project, 5) Rangsit Nakornnayok Project and 6) Navanakorn projectใ The Fund acquired first five projects on 3 December 2012 and Navanakorn project on 24 January 2014.

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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7. Investment at fair value (Cont’d) For the year ended 28 February 2015 (Cont’d) The independent valuer applied the Income Approach. The result revealed that the fair value of the investments in properties for those 6 projects which had carrying value at Baht 9,538 million was Baht 9,613 million. The unrealised gain from the assessment amounting to Baht 75 million was recorded in the statement of operations on 1 August 2014. The Fund’s management has assessed that the fair value as at 28 February 2015 is not significantly different from the fair value on appraisal date. Subsequently, on 7 December 2014, the Fund engaged an independent valuer to assess the fair value of the investments in properties for 17 projects which are 1) Srinakarin Project, 2) Krabi Project, 3) Prachachuen Project, 4) Rangsit Klong 7 Project, 5) Tung Song Project, 6) Singburi Project, 7) Pranburi Project, 8) Mahachai Project, 9) Maesai Project, 10) Ranong Project, 11) Samui Project, 12) Pitsanulok Project, 13) Amatanakorn Project, 14) Petchaboon Project, 15) Lumlukka Klong 6 Project, 16) Sena Project, and 17) Rama I Project. The Fund acquired such projects on 14 March 2012. The independent valuer applied the Income Approach. The result revealed that the fair value of the investments in properties for those 17 projects which had carrying value at Baht 18,260 million was Baht 18,324 million. The unrealised gain from the assessment amounting to Baht 64 million was recorded in the statement of operations on 7 December 2014. The Fund’s management has assessed that the fair value as at 28 February 2015 is not significantly different from the fair value on appraisal date. For the year ended 28 February 2014 On 30 August 2013, the Fund engaged an independent valuer to assess the fair value of the investments in properties for 5 projects which are 1) Phuket Project, 2) Salaya Project, 3) Nakornsrithammarat Project, 4) Bangpoo Project, and 5) Rangsit Nakornnayok Project. The Fund acquired such projects on 3 December 2012. Subsequently, on 7 December 2013, the Fund engaged an independent valuer to assess the fair value of the investments in properties for 17 projects which are 1) Srinakarin Project, 2) Krabi Project, 3) Prachachuen Project, 4) Rangsit Klong 7 Project, 5) Tung Song Project, 6) Singburi Project, 7) Pranburi Project, 8) Mahachai Project, 9) Maesai Project, 10) Ranong Project, 11) Samui Project, 12) Pitsanulok Project, 13) Amatanakorn Project, 14) Petchaboon Project, 15) Lumlukka Klong 6 Project, 16) Sena Project, and 17) Rama I Project. The Fund acquired such projects on 14 March 2012. The independent valuer applied the Income Approach. The result revealed that the fair value of the investments in properties which had carrying value at Baht 25,048 million was Baht 25,181 million. The unrealised gain from the assessment amounting to Baht 133 million recorded in the statement of operations. The Fund’s management has assessed that the fair value as at 28 February 2014 is not significant different from the fair value on appraisal date.

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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8. Cash and cash equivalents

As at 28 February 2015, the Fund has the details of cash and cash equivalents as follows: 2015 2014 Interest rate Interest rate Principal per annum Principal per annum Cash on hand and cash at bank (Baht’000) (%) (Baht’000) (%)

Cash on hand 7,975 - 6,090 - Hong Kong and Shanghai Banking Corporation Limited Saving account 91,826 1.05 106,348 1.30 Citibank N.A. Bangkok Branch Saving account 442,497 1.25 400,906 1.70

Kasikorn Bank Public Company Limited Current account 4,834 - 2,324 - Siam Commercial Bank Public Company Limited Current account 51,587 - 43,870 - Krung Thai Bank Public Company Limited Saving account 408 0.5 405 0.50 CIMB Thai Bank Public

Company Limited Saving account 1 0.75 -

599,128 559,943 9. Rental receivables, net

2015 2014 Baht’000 Baht’000

Rental receivables 385,597 267,175 Less Allowance for doubtful debt (7,810) (3,957)

Rental receivables, net 377,787 263,218

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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10. Deferred expenses

Deferred expenses comprised of expenses as follows: 2015 2014 Baht’000 Baht’000

Deferred-setup fund expenses 59,249 289,310 Deferred-land rental expenses 25,712 22,708 Prepaid fee 8,447 10,690 Other prepayments 297 286

Deferred expenses, net 93,705 322,994 Deferred-setup fund expenses are amortised as expense over a period of 3 years on a straight-line basis. Details movements are as follows: 2015 2014 Baht’000 Baht’000

Beginning of the year 289,310 515,408 Addition during the year - 4,310 Amortisation during the year (230,061) (230,408)

Ending of the year 59,249 289,310 11. Borrowing

On 24 January 2014, the Fund’s entered into a borrowing agreement with a financial institution for the purpose of additional investment in freehold right of land and building of Navanakorn Project. The borrowing details are as follow: 2015 2014 Book value Fair value Book value Fair value Baht’000 Baht’000 Baht’000 Baht’000

Borrowing 2,591,256 2,589,259 2,283,574 2,282,402 Maturity of borrowing: 2015 2014 Baht’000 Baht’000

Within 1 year - - More than 1 year to 5 years 2,591,256 2,283,574

2,591,256 2,283,574

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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11. Borrowing (Cont’d) The movements in the borrowings can be analysed as follows: 2015 2014 Baht’000 Baht’000

Beginning balance of the year 2,283,574 - Borrowing 307,682 2,283,574

Ending balance of the year 2,591,256 2,283,574 The borrowing has effective interest rate at the statement of assets and liabilities of 3.45% and maturity date on 31 December 2017. Borrowing facilities: The Fund has the following undrawn committed borrowing facilities 2015 2014 Baht’000 Baht’000

Floating rate 8,744 316,426

12. Unitholder’ equity Movements in capital account are as follows: Value Number per unit of units Baht Baht’000

Units registered, issued and paid-up 2,337,282,928 25,889,143 Reduction of capital as of 21 May 2013 - 0.0209 (48,849) Reduction of capital as of 16 August 2013 - 0.0167 (39,033) Reduction of capital as of 22 November 2013 - 0.0170 (39,734) Reduction of capital as of 18 February 2014 - 0.0165 (38,565)

Ending balance as at 28 February 2014 Reduction of capital as of 20 May 2014 Reduction of capital as of 15 Aug 2014 Reduction of capital as of 18 Nov 2014 Reduction of capital as of 17 Feb 2015

2,337,282,928 - - - -

0.0160 0.0164 0.0164 0.0162

25,722,962 (37,397) (38,331) (38,331) (37,864)

Ending balance as at 28 February 2015 2,337,282,928 25,571,039

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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12. Unitholder’ equity (Cont’d) Movements in retained earnings are as follows: 2015 2014 Baht’000 Baht’000

Beginning balance 574,957 429,980 Add Net investment income 1,737,600 1,628,023 Net unrealised gain from investments valuation (Note 7) 139,494 133,653 Less Dividend paid to unitholder (Note 13) (1,747,586) (1,616,699)

Ending balance 704,465 574,957

13. Dividend The investment committee approved dividend for the year ended 28 February 2015 and 2014 as follows: The details of dividends for the year ended 28 February 2015 are as followed:

Unitholder register’s Per unit Total No. The operation for the year Approved date book closed date Payment date Baht Million Baht

1 1 December 2013 to 28 February 2014 11 April 2014 30 April 2014 19 May 2014 0.1851 433 2 1 March 2014 to 31 May 2014 14 July 2014 29 July 2014 14 August 2014 0.1856 434 3 1 June 2014 to 31 August 2014 13 October 2014 31 October 2013 17 November 2014 0.1900 444 4 1 September 2014 to 30 November 2014 15 January 2015 30 January 2015 16 February 2015 0.1870 437

1,748

The details of dividends for the year ended 28 February 2014 are as followed:

Unitholder register’s Per unit Total No. The operation for the year Approved date book closed date Payment date Baht Million Baht

1 1 December 2012 to 28 February 2013 12 April 2013 30 April 2013 20 May 2013 0.1801 421 2 1 March 2013 to 31 May 2013 12 July 2013 31 July 2013 15 August 2013 0.1778 416 3 1 June 2013 to 31 August 2013 22 October 2013 6 November 2013 21 November 2013 0.1708 399 4 1 September 2013 to 30 November 2013 31 January 2014 31 January 2014 17 February 2014 0.1630 381

1,617

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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14. Expenses

The management fee, trustee fee, registrar fee and property management fee are calculated by the Management Company as follows: Management fee For the year ended 28 February 2015 and 2014, the Management Company is entitled to receive a monthly management fee from the Fund at a rate not exceeding 0.16% per annum (exclusive of value added tax, specific business tax or any other similar tax) of the net asset value of the Fund as calculated by the Management Company and verified by the Trustee. Trustee fee The Trustee is entitled to receive a monthly remuneration at a rate not exceeding 0.01% per annum (exclusive of value added tax, specific business tax or any other similar tax) of the net asset value of the Fund as calculated by the Management Company and verified by the Trustee. The foregoing does not include other expenses as actually incurred such as the expenses for the inspection of assets of the Fund. Registrar fee The fee for the Investment Unit Registrar shall be at a rate not exceeding 0.02% per annum (exclusive of value added tax, specific business tax or any other similar tax) of the net asset value of the Fund as calculated by the Management Company and verified by the Trustee. Property management fees Fees and expenses of the Property Manager shall be payable to the Property Manager on a monthly basis according to the Property Management Agreement between the Fund and the Property Manager. The details can be summarised as follows: 1) Fee for rental collection on behalf of the Fund at the rate not exceeding 3% of net

rental and service income. 2) Leasing commission for procuring tenants and management of all tenants of the

Fund upon entering into new lease agreements with new tenants or renewal of lease agreements is calculated at the rate of 0.5 - 1.5 times of the monthly rental fees depending on the type and year (terms) of lease agreements.

3) Property management fee is calculated at the rate not exceeding 0.3% per annum of

the net asset value of the Fund calculated as at the last day of previous month. 4) Incentive fee for the Property Manager is calculated at the rate of not exceeding

2.35% of net property income. Net property income means net revenue from property deducted by property costs and expenses from procuring benefits from the properties.

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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14. Expenses (Cont’d) Operating expenses Operating expense comprised of: 2015 2014 Baht’000 Baht’000

Cleaning, security & store used/supplies expense 100,235 91,179 Insurance expense 39,100 57,258 Repair and maintenance expense 28,958 30,106 Utilities expense 168,103 152,449 Sales promotion 18,901 21,336 Asset appraisal expense 3,456 1,391 Property tax 11,413 347 Annual inspection fee 3,373 2,796

Total 373,539 356,862 Other expenses Other expenses comprised of: 2015 2014 Baht’000 Baht’000

Printing 62 - Listing expense 107 107 Bank charge 66 75 Provision of doubtful accounts 3,853 763 Unitholder’s meeting expense - 1,420 Other expense 10,231 5,528

Total 14,319 7,893

15. Related party transactions Enterprises and individuals that, directly or indirectly through one or more intermediaries, control, or are controlled by, or are under common control with, the Fund, including holding entities, subsidiaries and fellow subsidiaries are related parties of the Fund. Associates and individuals owning, directly or indirectly, an interest in the voting power of the Fund that gives them significant influence over the enterprise, key management personnel, including directors and officers of the Fund and close members of the family of these individuals and entities associated with these individuals also constitute related parties.

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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15. Related party transactions (Cont’d) In considering each possible related party relationship, attention is directed to the substance of the relationship, and not merely the legal form. The relationship among major related parties can be summarised as follows:

• Ek-Chai Distribution System Company Limited is the Property Manager of the Fund.

• Krung Thai Asset Management Public Company Limited is the Management Company of the Fund.

The following significant transactions were carried out with related parties: a) Income and expenses

2015 2014 Baht’000 Baht’000

The Property Manager: Rental income 802,473 779,899 Property management fees 243,349 150,422

The Management Company: Management fee 15,650 15,653 Registrar fee 4,216 4,219

b) Outstanding balances arising from sales/purchases of services 2015 2014 Baht’000 Baht’000

The Property Manager: Rental receivable 309,621 158,064 Other asset 380 5,099 Other accounts payable 5,361 5,073 Accrued expenses 63,332 25,731

The Management Company:

Accrued expenses 1,524 1,525

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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16. Financial risk management

As at 28 February 2015, the principal financial risks faced by the Fund are interest rate risk, credit risk and liquidity risk. The Fund has no currency risk because there is no transaction in foreign currency. Interest rate risk Interest rate risk is the risks associated with the effects of fluctuations in the prevailing levels of market interest rates on its financial instruments. The financial assets of the Fund that potentially subject to the interest rate risk is bonds and deposit with banks. Credit risk Credit risk is the risk that counterparties might not discharge their obligation causing the Fund to incur a financial loss. Credit risk arises from risk in the collectability of lease rental from counterparties. The Fund has no significant concentrations of credit risk due to the Fund has a large number of tenants in various businesses. Additionally, the Fund has a policy to collect in advance rental deposits from customers as a collateral in case of default. The Management Company is of opinion that the Fund does not have credit risk other than that provided in the allowance for doubtful accounts as presented in the financial statements. The estimate for allowance for doubtful accounts encompasses consideration of past collection experiences, customers’ deposits and other factors such as the local economic conditions. Liquidity risk To maintain liquidity of the Fund, the Fund has maintained sufficient cash and marketable securities. Fair value The carrying amounts of the Fund’s financial assets and liabilities as at 28 February 2015 as presented in the financial statements approximate to their fair values.

17. Information regarding disposal and purchase of investments During year ended 28 February 2015, the Fund has purchased and disposed investments amounting to Baht 5,568 million representing 21.20% of the weighted average net asset value during the year. (During year ended 28 February 2014, the Fund has purchased and disposed investments amounting to Baht 13,865 million representing 52.75% of the weighted average net asset value during the year.).

Tesco Lotus Retail Growth Freehold and Leasehold Property Fund Notes to the Financial Statements For the year ended 28 February 2015

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18. Segment information

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as that makes strategic decisions. The Fund operates in business which is the investment in property and the business is only operated in Thailand. Income and expenses from this segment are the same amount with the statement of income. Therefore, the presentation of segment information is not necessary.

19. Commitments

Capital commitments As at 28 February 2015, capital expenditure which is renovation of Rama I and Nakorn Sri Thammarat branches contracted for at the statement of financial position date but not recognised in the financial statements is Baht 74.76 million. Operation lease commitments As at 28 February 2015 and 2014, the Fund has long-term commitments in the respect of land and parking area rent. The future minimum lease payment commitments are as follows: 2015 2014 Baht’000 Baht’000

Up to 1 year 36,967 36,019 2 - 5 years 156,209 150,961 Over 5 years 826,743 868,958

1,019,919 1,055,938 20. Post statement of assets and liabilities

On 10 April 2015, the Board of Investment Committee of the Management Company passed the resolution to pay the 12th dividend from the operation between 1 December 2014 to 28 February 2015 and retained earnings at the rate of Baht 0.1811 per unit totalling approximately at Baht 423 million. The payment date will be on 18 May 2015. Moreover, the Board of Investment Committee of the Management Company approved 11th reduction of par value at the rate of 0.0172 per unit totalling approximately Baht 40 million. The Management Company will pay the reduction of registered capital to unitholder on 19 May 2015. The objective of this reduction of registered capital is to pay the exceeding liquidity from non-cash item from the Fund set-up expense and costs related to borrowings.