Annual Report 2005 - Ascendas REIT
Annual Report 2005 - Ascendas REIT
Annual Report 2005 - Ascendas REIT
Create successful ePaper yourself
Turn your PDF publications into a flip-book with our unique Google optimized e-Paper software.
ASCENDAS REAL ESTATE INVESTMENT TRUSTANNUAL REPORT <strong>2005</strong>OPTIMISING ASSETS
<strong>Ascendas</strong> Real Estate Investment Trust(“A-<strong>REIT</strong>”) is the first business space andindustrial property <strong>REIT</strong> listed on SingaporeExchange Securities Trading Limited.A-<strong>REIT</strong> owns a diversified portfolio of businessspace properties in Singapore in the followingasset classes:• Business and science parks: suburban office,R&D space, business HQ buildings• Hi-tech Industrial: high office contentcombined with higher end industrial space• Light Industrial: low office contentcombined with manufacturing space• Logistics and distribution centres:warehousing and distribution centres<strong>Ascendas</strong>-MGM Funds Management Limitedis the manager of A-<strong>REIT</strong> (the “Manager”).The Manager aims to deliver stable totalreturns to Unitholders via a three-prongedstrategy of:• Yield-accretive acquisitions of suitableproperties• Organic portfolio growth through proactiveasset management• Optimisation of capital structure These properties house a tenant base of morethan 470 international and local companiesfrom a wide range of industries. A-<strong>REIT</strong>’s MissionTo deliver predictable distributions andachieve long term capital stability for unitholders.ContentsFinancial Highlights 02Board of Directors 04Chairman’s Message 06Manager’s <strong>Report</strong> 09Significant Events 18The A-<strong>REIT</strong> Team 20Property Portfolio 22Independent Industrial Property Market <strong>Report</strong> 32Corporate Governance 34Investor Relations 40Financial Statements 41Unitholder Statistics 66Glossary 71This <strong>Annual</strong> <strong>Report</strong> for the year ended 31 March <strong>2005</strong> has been prepared by <strong>Ascendas</strong>-MGM Funds ManagementLimited (200201987K) as the manager of A-<strong>REIT</strong>. Whilst every care has been taken in relation to its accuracy, nowarranty is given or implied. The information provided is not investment advice and recipients should considerobtaining independent advice before making any decision that relies on this information. All values are expressedin Singapore currency unless otherwise stated. This <strong>Annual</strong> <strong>Report</strong> is issued in May <strong>2005</strong>.
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 1Optimising AssetsDriven by our mission to deliver predictable distributions andachieve long-term stability, A-<strong>REIT</strong> has successfully achievedattractive total returns through the continual diversification oftenant mix and growth of the portfolio. A-<strong>REIT</strong>’s portfolio hasquadrupled since its listing to 36 properties and has constantlyexceeded expectations even under challenging market conditions.In this FY05 annual report, we give an insight into the waysin which we have optimised and managed our tangible andintangible assets in order to deliver our excellent results. Wealso share how we will continue to deliver reasonable returns toUnitholders in the years to come.
2 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Financial HighlightsActual Actual Actual (1)1 Apr 04 1 Apr 03 19 Nov 02to 31 Mar 05 to 31 Mar 04 to 31 Mar 03Net investment income ($m) 75.2 40.6 14.3Net investment income available for distributable ($m) 84.2 45.5 15.2Earnings per Unit (cents) 8.66 7.27 7.19 (2)Distribution per Unit (cents) 9.56 8.16 7.63 (2)As at 31 Mar 05 As at 31 Mar 04 As at 31 Mar 03Total assets ($m) 2,114.4 1,020.7 636.4Total borrowings ($m) 556.0 263.8 125.0Total Unitholders’ funds ($m) 1,425.5 691.7 498.2Market capitalisation ($m) (3) 2,181.8 898.2 444.2Total borrowings to total assets (%) 26.3% 25.8% 19.6%Net asset value per Unit ($) (4) 1.23 0.98 0.91Unit price ($) 1.88 1.27 0.815Number of Units in issue (m) 1,160.6 707.2 545.0Number of Unitholders (30 Apr) 7,032 7,691 6,545Notes:(1)Although A-<strong>REIT</strong> was established on 9 Oct 02, the acquisition of the properties was completed on 19 Nov 02. Consequently, the first financial period was from 19 Nov 02 to31 Mar 03, a period of 133 days.(2)<strong>Annual</strong>ised based on actual EPU of 2.62 cents and DPU of 2.78 cents for the 133 days ended 31 Mar 03.(3)Based on respective closing prices on 31 Mar.(4)Before adjustment for distributable income not yet distributed.TradingUnit Price Performance:ChartA-<strong>REIT</strong> versus the STITrading Performance from 1 April 2004 to 31 March <strong>2005</strong> Source: Thomson Financials (April <strong>2005</strong>)
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 3Comparable returns Notes:(1)Based on A-<strong>REIT</strong>’s IPO price of $0.88 per unit anddistribution of 9.56 cents per unit for the year ended31 Mar 05.(2)Based on A-<strong>REIT</strong>’s closing price of $1.88 per unit anddistribution of 9.56 cents per unt for the year ended31 Mar 05.(3)As at 31 Mar 05. Source: Singapore GovernmentSecurities (“SGS”) website(4)Based on Bloomberg data as at 7 Apr 05.(5)Based on interest paid on Central Provident Fund(“CPF”) ordinary account from Jan to Mar 05.Source: CPF website(6)Interbank overnight interest rate as at 31 Mar 05.Source: MAS website(7)Bank fixed deposit rate (12 months) as at Mar 05.Source: MAS websiteRegular and predictable distributions Notes:(1)2003 actual DPU is annualised. The actual DPU was2.78 cents for the 133 days ended 31 Mar 03.(2)The projected DPU is based on projections statedin the circular dated 18 Nov 2004, which excludesacquisitions completed in year <strong>2005</strong>.Unit Price for the Year Ended 31 March <strong>2005</strong>S$Closing Price 1.88High (28 Feb <strong>2005</strong>) 1.98Low ( 7 April 2004) 1.28Volume Weighted Average Price 1.89Volume Traded (million units) 381.9 (1)Note: (1) 24% of Singapore <strong>REIT</strong>s’ total traded volume
4 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Board of Directors12341 Mr Lew Syn Pau, ChairmanMr Lew has extensive corporate and banking experience inthe public and private sectors. He is the Managing Directorof international executive search consultancy, StanbridgeInternational Pte Ltd, and Director of financial consulting andcorporate search firm, Capital Connections Pte Ltd. He is alsothe President of the Singapore Manufacturers’ Federation, andsits on the boards of numerous listed companies. Previously,Mr Lew was a Member of Parliament (1988-2001) and theChairman of the Government Parliamentary Committee forNational Development (1997-2000).2 Mr David Stuart Clarke, Deputy Chairman(retired on 14 April <strong>2005</strong>)Mr Clarke is the Executive Chairman of Macquarie BankLimited. He is also the Chairman of Macquarie OfficeManagement Limited, Macquarie CountryWide ManagementLimited, Macquarie Goodman Group, McGuigan SimeonWines Limited and the Sydney Advisory Board of the SalvationArmy. Additionally, he is the Chairman of the Opera AustraliaCapital Fund and a member of the Harvard Business SchoolAsia Advisory Committee. Previously, Mr Clarke has chairedMacquarie’s predecessor organisation, Hill Samuel AustraliaLimited, and the Australian Rugby Union.3 Mr Gregory Goodman, Deputy Chairman(with effect from 15 April <strong>2005</strong>)Mr Goodman is the Chief Executive Officer of ASX-listedMacquarie Goodman Group and has over 20 years of experiencein the property industry with significant expertise in the industrialproperty arena. His expertise included spearheading the listingof A-<strong>REIT</strong> in Singapore and co-founding Macquarie GoodmanIndustrial Trust, which recently merged with Macquarie GoodmanManagement Limited to form Macquarie Goodman Group.4 Mr David Wong Cheong Fook, Independent Director &Chairman Of Audit CommitteeMr Wong is a director on the Boards of Oversea-Chinese BankingCorporation Ltd, Pacific Internet Ltd, Pan-United Marine Ltd,Banking Computer Services Pte Ltd and Bank of Singapore Ltd,and is the Chairman of EM Services Pte Ltd. He is also on theBoards of the Housing & Development Board and the Civil ServiceCollege, and is a member of the Public Transport Council.5 Ms Chong Siak Ching, DirectorMs Chong is the President and Chief Executive Officer of <strong>Ascendas</strong>Pte Ltd. She sits on the boards of <strong>Ascendas</strong> Pte Ltd and itssubsidiaries, and is a member on the board of the Building andConstruction Authority of Singapore. Ms Chong is one of threeSingapore’s representative to the APEC Business Advisory Council(ABAC). Previously JTC’s Deputy Chief Executive Officer, she hasextensive experience in business space management.
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 55 6 7 8 96 Mr Thai Chee Ken, Independent DirectorMr Thai was the Senior Partner of PriceWaterhouse, Singapore,when he retired from the firm. He is a director of Keppel LandLimited, United Engineers Limited, Prudential Assurance CompanySingapore (Pte) Ltd and Schroder Investment Management(Singapore) Ltd. Mr Thai is a member of The Presidential Councilfor Religious Harmony.7 Mr Benedict Kwek Gim Song, Independent DirectorMr Kwek is the Chairman of listed education provider, AustonInternational Group Ltd, Chairman of Korvacs Payment Services(S) Pte Ltd, and the Chairman of the Finance and InvestmentCommittee. He is also a director of Chemical Industries Far EastLtd and Evans & Peck, Page (Singapore) Ltd. He chairs the AuditCommittees of NTUC ChoiceHomes and Jurong Port Pte Ltd, andhas over 31 years of banking experience. Mr Kwek was formerlythe Chief Executive Officer of Keppel Tat Lee Bank Singapore.8 Mr James Hodgkinson, Director(with effect from 15 April <strong>2005</strong>)Mr Hodgkinson is an Executive Director of Macquarie BankLimited. He has responsibility for the management teams ofMacquarie Countrywide Trust, Macquarie DDR Trust, MacquarieProLogisTrust and Macquarie Bank Limited’s investment inMacquarie Goodman Group. He has over 18 years experience inproperty fund management, investment banking and charteredaccounting. Prior to his current appointment, he was the alternatedirector for David Clarke.9 Mr Swee Kee Siong, DirectorMr Swee is the Senior Adviser to <strong>Ascendas</strong> Pte Ltd. He is a Fellowof the Royal Institution of Chartered Surveyors and Fellow ofthe Singapore Institute of Surveyors and Valuers. He has over26 years of experience in planning, developing, marketingand managing industrial estates, business and science parksin Singapore. Mr Swee was formerly a Master Plan Committeemember (1995 – 1998), the Chief Executive Officer of <strong>Ascendas</strong>Singapore operations and the Singapore Science Park, and theDeputy Chief Executive Officer of JTC.
6 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Chairman’s MessageDear UnitholderOn behalf of the Board, I am very pleased to provide the keyhighlights of A-<strong>REIT</strong>’s performance in the financial year ended31 March <strong>2005</strong>.Excellent resultsThe past year has been a significant one for A-<strong>REIT</strong>. On the financialfront, A-<strong>REIT</strong>’s net investment income available for distributionregistered a substantial 85% increase to $84.2 million compared to$45.5 million in the prior corresponding period. It was also 5% higherthan the forecast stated in the circular dated 18 November 2004, (the“Circular”). Distributable income per unit of 9.56 cents was up by 17%compared to 8.16 cents in the prior corresponding period, and was3% higher than the forecast of 9.30 cents stated in the Circular.Stable and regular returnsA-<strong>REIT</strong> was the first Singapore <strong>REIT</strong> to commence payment ofdistributions on a quarterly basis, with effect from its third fiscalquarter distribution payment on 24 February <strong>2005</strong>. This decision wasto enable unitholders to have the benefit of receiving income returnson a timely and regular basis.These stable and regular returns for A-<strong>REIT</strong> unitholders were madepossible by the performance of A-<strong>REIT</strong>’s existing portfolio and itsrecord number of 20 properties totalling $1.0 billion acquired in thelast financial year. As at 31 March <strong>2005</strong>, A-<strong>REIT</strong>’s total assets stood at$2.1 billion with 36 properties, an increase of more than 100% overthe previous year. A-<strong>REIT</strong> has already marked the new financialyear 2006 with the acquisition of another five properties totalling$95.7 million in April/May <strong>2005</strong>, and will continue to boost itsportfolio in the future with acquisitions of more quality properties.A-<strong>REIT</strong> raised a total of $720 million in new equity during the yearthrough two private placements and one secondary offer. The firstprivate placement was issued at $1.40 per unit to raise $115 million,while the secondary offer was issued at $1.55 per unit to raise $400million and the recent private placement in February/March <strong>2005</strong> wasissued at $1.865 to raise $205 million.Global recognitionSince it’s listing on 19 November 2002, A-<strong>REIT</strong> has been included ina number of leading indices. This is an affirmation of the markets’confidence in A-<strong>REIT</strong>, as it grows its market capitalisation andincreases its trading liquidity. A-<strong>REIT</strong> has been included in the StraitsTimes Index (STI) from 18 March <strong>2005</strong> with a weightage of 0.6 basedon market free float, and the Morgan Stanley Capital International(MSCI) index from May 2004. A-<strong>REIT</strong> continues to be included in theFTSE EPRA/NA<strong>REIT</strong> series of indices.During the year, the following accolades were received by A-<strong>REIT</strong> inrecognition of its excellence in corporate governance:1 Ranked no. 9 in BT Corporate Transparency Index 2004 (theonly <strong>REIT</strong> amongst the top 10)2 Most Transparent Company under the <strong>REIT</strong> category in SIASInvestors’ Choice Award3 Best Investor Relations by Institutional Investor Research GroupReduction in taxA-<strong>REIT</strong> was the first <strong>REIT</strong> to enjoy the benefits of the waiver of stampduty on property purchases (effective from 18 February <strong>2005</strong> to17 February 2010) for all listed <strong>REIT</strong>s on the SGX-ST announced in theSingapore Budget <strong>2005</strong>. The reduction in the withholding tax rate to10% from 20% for distributions to foreign non-individual investorseffective for the same period of time is also expected to provide moreinvestor demand for A-<strong>REIT</strong>.Looking ahead<strong>REIT</strong>s are yield-based investment products in mature markets suchas Australia, which offer total returns typically in the range of 10%to 15%. In comparison, Singapore <strong>REIT</strong>s, including A-<strong>REIT</strong>, have beenoffering weighted total returns which are even more attractive. Thisis largely due to the nascent stage of Singapore <strong>REIT</strong>s which sawthe first listing in 2002. Other reasons for the high returns includefirstly, the desire of the sponsors of the earlier listed <strong>REIT</strong>s to offerattractive yields during the initial public offering, partly due to therelative lack of understanding of the product; secondly, growth was
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 7demonstrated by A-<strong>REIT</strong> and other listed <strong>REIT</strong>s through either yieldaccretive acquisitions and / or asset enhancements and thirdly, thedemand for defensive stocks made <strong>REIT</strong>s a popular investment. Morerecently, there has been a compression of yields to the 4.5% – 5.5%range for most <strong>REIT</strong>s in Singapore. This is nevertheless, still a healthyspread above the 10-year government bond benchmark rate of about3% – 3.5%.A-<strong>REIT</strong> aims to continue to offer stable and predictable distributionsthrough its portfolio of diversified tenants from a broad mix ofindustries, and to continuously enhance the lease expiry profile.Unitholders can be confident of A-<strong>REIT</strong>’s continuing efforts to achievelong term capital stability through proactive and professional assetmanagement of the portfolio.I would like to thank my fellow Board members for their invaluableadvice and support through the last year. In particular, I thankMr David Clarke who has retired from the Board on 14 April <strong>2005</strong>,for his strategic counsel and wisdom in the past three years. I ampleased to inform you that Mr Gregory Goodman has accepted theappointment as our new Deputy Chairman and am also pleased towelcome Mr James Hodgkinson who was appointed as a Director on15 April <strong>2005</strong>.On behalf of the Board, I extend my sincere appreciation to themanagement and staff of <strong>Ascendas</strong>-MGM for their commitment andunwavering efforts in delivering growth to A-<strong>REIT</strong>. Finally, I thank allUnitholders, tenants and business partners for their steadfast supportand look forward to an even more successful year ahead.Lew Syn PauChairman6 May <strong>2005</strong>
8 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>
Manager’s <strong>Report</strong><strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 9A-<strong>REIT</strong> delivered impressive results in the financial year ended31 March <strong>2005</strong> (“FY05”) as the Manager continued to pursue itsthree-pronged strategy of delivering yield, stability and growth.A-<strong>REIT</strong> ScoresThe highlights of the past financial year include:• Delivered total returns of 55.6% in FY05;• Paid out distribution per unit (“DPU”) of9.56 cents in FY05 – 17% higher comparedto 8.16 cents in the prior correspondingperiod (“PCP”) and 3% higher than forecast (1)of 9.30 cents;• Acquired 20 properties worth $1.0 billion;• Increased total assets to $2.1 billion from$1.0 billion in PCP;• Boost in portfolio occupancy – 94.1% in FY05,up from 88.8% in PCP;• Ranked 29th by market capitalisation amongstall listed companies and 5th amongst listedreal estate companies on the SingaporeExchange Securities Trading Limited(“SGX-ST” ) on 31 March <strong>2005</strong>;(1)As stated in the Circular dated 18 Nov 04Tan Ser PingChief Executive Officer
10 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Distribution per unit (cents)* 2003 DPU is annualised. The actual DPU was 2.78 cents for the 133 days ended 31 March 2003ExceedNet property income up from $50.3m to $96.1m
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 11A-<strong>REIT</strong> ExceedsThe excellent financial results accomplished in FY05 are attributableto the strategies undertaken by the Manager to grow, diversify andenhance the portfolio. These were achieved through yield accretiveacquisitions, proactive asset management of the existing portfolioand active capital management.Chart 1: Net Investment Income available for distributionIn the financial year ended 31 March <strong>2005</strong>, A-<strong>REIT</strong>’s total netinvestment income available for distribution was $84.2 million,up 85% compared to $45.5 million (refer to Chart 1) in the priorcorresponding period and 5% above the forecast (1) of $80.3 million.This equates to a DPU of 9.56 cents for FY05.Assuming a Unitholder held A-<strong>REIT</strong> units from 1 April 2004, theUnitholder would have received total returns of 55.6%. This includesa capital gain of 48% from the increase in unit price and the DPU paidout in respect of FY05.(1)As stated in the Circular dated 18 Nov 04We have consistently outperformedmarket expectations and forecaststo deliver distribution and capitalgrowth for our Unitholders. Thishas been achieved through acombination of acquiring yieldaccretiveproperties, raisingoccupancy rates and achievingoptimal rental and expensebenchmarks for the propertiesin the portfolio.
12 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Total assetsExpandPortfolio grew from 16 properties to 36 properties
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 13A-<strong>REIT</strong> ExpandsA-<strong>REIT</strong> continued its acquisition growth strategy in FY05, expandingits portfolio in Singapore to 36, with the addition of a record 20properties for $1.0 billion in the past financial year. These acquisitionsincluded several sale and leaseback properties from companieslisted on the SGX-ST such as Singapore Telecommunications Limited(SingTel), Royal Sporting House Limited (RSH), Autron SingaporePte Ltd and Freight Links Group.A-<strong>REIT</strong> purchased its first freehold property, Wisma Gulab, as well astwo properties from the <strong>Ascendas</strong> Group in December 2004. The twoproperties acquired from the <strong>Ascendas</strong> Group were: Infineon Building,a pre-commit facility with a long-term lease to Infineon TechnologiesAsia Pacific Pte Ltd; and Techpoint, a multi-tenanted property.As at 31 March <strong>2005</strong>, A-<strong>REIT</strong> has over 470 tenants, with SingTeltaking top place in A-<strong>REIT</strong>’s tenant ranking in terms of total grossrental income.In April / May <strong>2005</strong>, A-<strong>REIT</strong> announced the completion of a further Chart 2: Top 10 Tenants in A-<strong>REIT</strong> PortfolioNote: 1Calculated on the basis of each tenant’s percentage contribution to total GrossRental Income for the month ended 31 March <strong>2005</strong>Accretive acquisitions andspecialised expertise in the businessspace sector has enabled A-<strong>REIT</strong>'sportfolio to grow from 16 to 36properties. While we have grownaggressively, we have also focusedon building a more resilient anddiversified portfolio to enhance thestability of earnings. Our prudentmix of debt and equity financingplaces A-<strong>REIT</strong> at an advantage forfuture acquisitions.five properties, namely, AEM-EvertechBuilding, Da Vinci Building, Hyflux Building,MSL Building and 7 Changi South Street 2Building for an aggregate purchase price of$95.7 million, bringing the total number ofA-<strong>REIT</strong> properties to 41 as at 5 May <strong>2005</strong>.A-<strong>REIT</strong> has also announced four otheracquisitions which have yet to be completed.They include a pre-commit project bythe <strong>Ascendas</strong> Group with a lease to USmultinational corporation, Hewlett Packard,expected to be acquired in April 2006;Ness Building expected to be acquired byOctober <strong>2005</strong>; Weltech Building targetedto be completed by June <strong>2005</strong>; and PacificTech Centre scheduled to be completed bySeptember <strong>2005</strong>.Chart 3: Asset class diversification byportfolio value
14 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Portfolio Occupancy EnhanceMulti-tenanted properties occupancy increased from 85.1% to 89.0%
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 15A-<strong>REIT</strong> EnhancesWith the successful implementation of its proactive assetmanagement strategy, a total of 102,570 sqm of space (includingexpansions) was newly leased and renewed in FY05. A-<strong>REIT</strong>’sportfolio occupancy increased to 94.1% as at 31 March <strong>2005</strong>, upfrom 88.8% as at 31 March 2004. The occupancy of multi-tenantedbuildings was 89.0% as at end FY05 compared to 85.1% in theprevious financial year.The Manager completed a $5 million asset enhancement at TrivecBuilding, adding 5,000 sqm of space which was already committedprior to its completion. The Manager also extracted savings fromthe existing portfolio by achieving economies of scale for propertymanagement with the geographical concentration of a number ofproperties, particularly in the east of Singapore.The Manager has significantly demonstrated its ability to improveoccupancy in a number of the multi-tenanted properties as shownin Table 1.Table 1: Proactive asset management leads to increase in occupancy Acquisitions with long term leases generally provide growth forthe portfolio. This is due to contractual stepped rental increasesincorporated into the long term leases, which will underpin futuregrowth in earnings. Long term leases make up about 43% of A-<strong>REIT</strong>’sportfolio value. However, no single tenant accounts for more than12.1% of A-<strong>REIT</strong>’s gross rental income.Given our commitment to optimisingvalue for our unitholders, wehave enhanced the rental earningcapacity of our properties in twoways: first, by providing a proactiveand professional asset managementteam dedicated to each asset classand second, by maximising thereturns from each property.The remaining 57% of the portfolio isrepresented by short term leases prevalent inthe multi-tenanted properties. These multitenantedbuildings could provide furthergrowth opportunities with potential positiverental reversion when existing leases becomedue for renewal and when the remainingvacant space is leased up.The weighted average lease to expiry(“WALE”) of A-<strong>REIT</strong>’s portfolio has increasedto 7.4 years as at 31 March <strong>2005</strong>, up from4.6 years in April 2004 (refer to Chart 5).This significant extension of WALE providesfurther predictability and stability tounderlying portfolio revenue.Chart 4: Mix of multi-tenanted vs singletenanted properties by portfolio value
16 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>A-<strong>REIT</strong> SustainsCapital ManagementThe Manager pursues an active capital management strategy tocomplement A-<strong>REIT</strong>’s acquisition and organic growth. In FY05, A-<strong>REIT</strong> raised about $720 million in new equity, through two privateplacements (in June 2004 and February <strong>2005</strong>) and one secondaryoffering (in November 2004), to partially fund the acquisitions of20 properties. Demand from institutional and retail investors wasparticularly pleasing with existing Unitholders strongly supportingthe secondary offering.Commercial Mortgage Backed Securities (CMBS)In August 2004, A-<strong>REIT</strong> established a $1 billion medium term noteprogramme which will give A-<strong>REIT</strong> greater flexibility and certainty infunding its future debt requirements and tapping a wider investorbase for funds. An initial issuance of $300 million equivalent in Eurosof AAA-rated CMBS was launched in August 2004 and priced at 32.5basis points above Singapore Swap Offer Rate (‘SOR”). The proceedshave been used to refinance A-<strong>REIT</strong>’s bank loans.A second issuance of $350 million equivalent in Euros, priced at 26.5basis point above SOR was completed on 12 May <strong>2005</strong>. This issue isthe first 7-year Euro CMBS from Singapore.Gearing<strong>REIT</strong>s in Singapore are subjected to a gearing limit of 35% of totalassets. A-<strong>REIT</strong> has a gearing of 26.3% as at 31 March <strong>2005</strong> whichincreased to about 29.2% after the acquisitions of five propertiesin April/May <strong>2005</strong>. Interest cover ratio is at a healthy 9.8 times as at31 March <strong>2005</strong>. Further acquisitions could be made using the availabledebt facilities without exceeding the borrowing limit.Hedging policyIn addition to the gearing limit which minimises A-<strong>REIT</strong>’s exposureto interest rate fluctuations, the Manager has established a policy tofix interest rates for at least 50% to 75% of A-<strong>REIT</strong>’s outstanding debtby undertaking interest rate swaps of more than 2 years duration.As at 31 March <strong>2005</strong>, A-<strong>REIT</strong> has hedged 75% of its total loans of$556 million for a remaining weighted average term of 3.2 years. Theweighted average all up funding cost is 2.77%.A-<strong>REIT</strong> AssuresA-<strong>REIT</strong> strives to improve Unitholders’ value through innovativesolutions. In FY05, the Manager has initiated three such value-addingsolutions.Rounding up of units under rights issueIn the November 2004 equity fund raising, where a Singaporeregistered Unitholder’s provisional allocation of new units underthe preferential offering was other than a integral multiple of 1,000units, it was increased to such number which, when added to theUnitholder’s existing unitholdings, resulted in an integral numberof 1,000 units. This pioneering effort was favourably received as itremoved the issue of odd lots for retail Unitholders.Change in management fee structureAt A-<strong>REIT</strong>’s Extraordinary General Meeting held on 2 November2004, Unitholders approved an extraordinary resolution whereby theManager may, in relation to each new property acquired by A-<strong>REIT</strong>,irrevocably elect at any time to receive its base fee (“Base Fee”) andperformance fee (“Performance Fee”) payable under A-<strong>REIT</strong>’s trustdeed either in the form of cash and/or Units.In respect of the 17 properties acquired by A-<strong>REIT</strong> in December 2004and the nine properties purchased in <strong>2005</strong>, the Manager has electedto receive its Base Fee entirely in cash and its Performance Fee entirelyin Units. The change to the payment method of the Base Fee inrelation to these 26 properties was effective from 1 April <strong>2005</strong>.For the other 19 properties owned by A-<strong>REIT</strong> since the initial publicoffering, the Manager will continue to receive its Base Fee in equalproportions of cash and Units. The Performance Fee will continue tobe paid entirely in Units.By electing to receive some of its Base Fee in cash, the Managerwill reduce any significant fluctuations to DPU when the 60-monthperiod for the Base Fee to be paid equally in cash and units expires inNovember 2007. After this period, all management fees will be paidentirely in the form of cash.Quarterly distributionsIn line with the Manager’s objective to deliver regular and consistentreturns to Unitholders, A-<strong>REIT</strong> commenced distribution payments ona quarterly basis with effect from its third fiscal quarter distribution inFY05. This allows Unitholders to receive distributions more regularly.A-<strong>REIT</strong> Manages Business RiskInvestment RiskOne of the main sources for growth of A-<strong>REIT</strong> is the acquisition ofproperties. The risk involved in such investment activity is managedas follows:Chart 5: Weighted Lease Expiry Profile By Income
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 17• Evaluation CriteriaAll investment proposals must satisfy a stringent set of investmentcriteria including location, building design, specifications,usability and competitiveness of building, quality of rent roll, yieldand internal rate of return considerations, etc.• Stringent approval processThe investment proposals are reviewed by a ManagementInvestment Committee. Upon its endorsement, the investmentproposals are submitted to the Board or Executive Committeefor approval to recommend the investment to the Trustee for itsconsideration. The Trustee is the final approving authority for allinvestment decisions.Tenancy Risk – ConcentrationConcentration risk is a common business phenomenon in manyindustries. A-<strong>REIT</strong>’s concentration risk is mainly in the sale and leasetransactions (however, these transactions have also increased theweighted average lease expiry terms, adding more stability andsecurity to the income stream) and this risk is mitigated in thefollowing ways:• Quality of underlying assetsEnsuring that the properties acquired are in strategic locations,with suitable building specifications that are generic foralternative uses by other tenants if the existing one vacates.• Credit standing of vendorsGenerally a security deposit is required to be paid by the tenant,either in the form of cash or banker’s guarantee in the range ofmultiple months’ rent, and the regular monitoring of vendors’credit standing will ensure that in the event of tenant default,there would be sufficient buffer time to re-lease the vacatedspace.Interest Rate RiskWith a global trend of rising interest rates, it could be a matter oftime before Singapore sees a similar trend. Therefore, there is someconcern over the potential impact of rising interest rate risk on the<strong>REIT</strong> sector. This risk is mitigated by the following:• The estimated 0.5 – 0.6 historical correlation between US dollarinterest rates and Singapore dollar interest rates.• Reduced exposure of <strong>REIT</strong>s in Singapore as they are lowly gearedwith a 35% maximum gearing limit restriction .• Trend of hedging interest rate exposure among <strong>REIT</strong>s. Forexample, A-<strong>REIT</strong> hedges 75% of its interest exposure with abalance 3.2 years to expiry as at 31 March <strong>2005</strong>.• Real estate investments that have proven to be a good hedgeagainst inflation. Rental income is expected to rise in tandem withinflation, albeit with a time lag. This is especially so in the casewhen the property cycle is on an upswing.A-<strong>REIT</strong> CaresWhen the tsunami struck Asia in December 2004, the Manager,together with the <strong>Ascendas</strong> Group worked to raise relief funds to aidthe victims. In Singapore, collection tins from the Singapore Red CrossSociety were placed at various <strong>Ascendas</strong> and A-<strong>REIT</strong> properties.The <strong>Ascendas</strong> Group and the Manager matched the total donationsdollar-for-dollar, and through the coordinated fundraising andgenerous donations collected, approximately $56,000 was raised tohelp the tsunami victims.The Manager recognises the importance of bonding within a growingA-<strong>REIT</strong> team and its translation into enhanced working dynamicswithin the team. A staff retreat was organised on 25 February <strong>2005</strong>at Sentosa where staff got to know each other better outside of theusual working environment and in a relaxed setting.A-<strong>REIT</strong> looks aheadA-<strong>REIT</strong>’s forecast DPU for the financial year ending 31 March 2006 is9.94 cents. This forecast does not include the financial impact of thenine properties acquired or to be acquired in <strong>2005</strong> which will providefurther accretion.Moving ahead, we will continue to focus on further improving theportfolio occupancy rate as well as rental rates in the longer term.At the same time, we will continue on our established acquisition trail.According to the Urban Redevelopment Authority, the existing stockof industrial space in Singapore is about 26.7 million sqm. We estimatethat approximately 25% of the total supply is investment grade whichtranslates to about 6 – 7 million sqm. In addition, in the logistics anddistribution centres sector, there is a stock of 5.7 million sqm (referto Chart 5), and we see potential opportunities in about 45 – 50% ofthis stock. A-<strong>REIT</strong>’s current portfolio of 41 properties has a total netlettable area of about 0.9 million sqm as at 5 May <strong>2005</strong>. Thus, we stillsee significant growth opportunities in Singapore.With sustained growth in the Singapore economy and our proactivemanagement of the existing portfolio as well as new acquisitions,Unitholders can expect a year of stable and regular returns ahead.Chart 6: Acquisition opportunitiesAll the above factors point to the conclusion that rising interest ratesmay not necessarily lead to an absolute adverse impact on <strong>REIT</strong>s inSingapore. In fact, it could be argued that given its current nascentstage of development, the positive impact may provide a balancingeffect to the negative impact of increasing interest rates for those<strong>REIT</strong>s that could demonstrate and provide growth.
18 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Significant Events05 Apr 04 >15 Apr 04 >28 May 04 >31 May 04 >Government announces taxchanges in Singapore BudgetStatement 2004 – tax exemptionof Singapore-sourced investmentincome derived by individualsfrom financial instruments onor after 1 January 2004 andreduction in corporate taxrate to 20% from Year ofAssessment <strong>2005</strong>Financial year ended 31 March2004 Distributable incomeexceeds forecast by 13%Manager of A-<strong>REIT</strong> welcomesnew CEO, Mr Tan Ser PingIncluded in Morgan StanleyCapital International, Inc(MSCI) indexAcquires Nan Wah Buildingfor $23.3 million15 Jun 04 >Jul 04 >15 Jul 04 >Launches placement of 82million new units to raise $115million to fund acquisitions(issue price determined at $1.40on 16 June 2004)Voted as best investor relationsin Singapore by 227 sell-sideanalysts from 23 sell-side firmsin a survey by InstitutionalInvestor Research Group1Q FY04/05 : Distributable incomeexceeds forecast by 2%21 Jul 04 >29 Jul 04 >Acquires C&P Logistics Hubfor $142.1 million (comprisingtwo buildings)Acquires Progen Buildingfor $24.8 millionAug 04 >30 Sep 04 >14 Oct 04 >Initial issuance of commercialmortgage backed securitiesof $300 million equivalent inEuros priced at 33 basis pointsabove EURIBORAnnounces Unitholders toreceive quarterly distributionwith effect from third quarterdistribution2Q FY05 : Distributable incomeexceeds prior correspondingperiod by 10%Seeks unitholders’ approvalfor the proposed issue of258.1 million new units tofund acquisitions02 Nov 04 >18 Nov 04 >19 Nov 04 >Second Extraordinary GeneralMeeting held – Unitholdersapproved all nine resolutionsPrivate placement closes about 12times subscribed at issue price of$1.55 per new unitATM offering fully subscribedwithin 25 minutes
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 1926 Nov 04 >Acquires SB Building for$17.8 million01 Dec 04 >Acquires Infineon Buildingfor $50.9 million; Techpointfor $75.0 million; Wisma Gulabfor $55.7 million; ExklusivCentre for $44.8 million; SteelIndustries Building for $15.3million and Volex Building for$9.4 million02 Dec 04 >Acquires CG AerospaceBuilding for $31.1 million andMacDermid Building for$5.5 million09 Dec 04 >Acquires FedEx Buildingfor $33.5 million27 Dec 04 >Acquires Autron Buildingfor $14.0 million28 Dec 04 >Acquires Freight Links (Changi)Building for $32.0 millionand Freight Links (Toh Guan)Building for $36.4 million17 Jan 05 >3Q FY04/05 : Distributableincome exceeds priorcorresponding period by 13%03 Jan 05 >Acquires C&P Logistics HubPhase Two (third building)for $82.9 million21 Feb 05 >Launches placement of 109.9million new units to raise$205 million to partly fund theacquisition of four propertiesfrom SingTel (issue pricedetermined at $1.865 on21 Feb 05)02 Mar 05 >Acquires Telepark for$186 million; Kim ChuanTelecommunications Complexfor $100 million; KA Centre for$19.2 million and KA Place for$11.1 million from SingTelPost FY05 >Financial year ended 31March <strong>2005</strong> Distributableincome per unit exceeds priorcorresponding period by 17%Apr/May 05 >Properties Acquired– AEM-Evertech Building– Da Vinci Building– Hyflux Building– MSL Building– 7 Changi South St 2 BuildingAnnounces second CMBSissuance of $350 millionequivalent in Euros in May.
20 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>The A-<strong>REIT</strong> TeamChief Executive OfficerTan Ser PingSer Ping works with the Manager’s Executive Committee to determinethe business strategies and plans for the future strategic developmentof A-<strong>REIT</strong>. He works closely with the members of the A-<strong>REIT</strong> teamto ensure that A-<strong>REIT</strong> is operated in accordance with the statedbusiness strategy. Prior to this, he was the Executive Vice Presidentof Real Estate Development & Investment (REDI) of <strong>Ascendas</strong> Pte Ltd.Before joining <strong>Ascendas</strong>, Ser Ping was the Senior General Managerfor the Residential & Commercial Business Group of SingaporeSuzhou Industrial Park Development Company Ltd. He also heldsenior positions in various banks. Ser Ping has a Masters in BusinessAdministration from the University of Leicester, UK, and is an Honoursgraduate with a Bachelor of Accountancy degree from the NationalUniversity of Singapore.Portfolio ManagerPhilip PearcePhilip is responsible for the investment and asset managementfunction of the A-<strong>REIT</strong> portfolio. He is directly responsible foridentifying and evaluating potential acquisitions or divestmentswith a view to enhancing value to Unitholders. He analyses andrecommends potential asset enhancement initiatives, developsfinancial models for evaluating potential acquisitions and benchmarksA-<strong>REIT</strong> against comparative indices and products. Prior to joining theManager, Philip was working for AMP Hendersons Global Investors,where he was responsible for the AMP Industrial Trust. In this role,he was involved in evaluating acquisition opportunities, investorrelationships management and trust forecasting. Philip is a memberof the Australian Securities Institute and the Australian PropertyInstitute. He holds a Bachelor of Commerce from the Universityof Western Sydney, Australia, and has completed various otherpostgraduate courses in valuation and finance.Chief Financial OfficerShane HaganShane is responsible for the finance function of the Managerincluding financial reporting, treasury, taxation, compliance, andmatters relating to A-<strong>REIT</strong>’s debt and equity. He has over fifteenyears of finance experience, including ten years of property fundsmanagement experience. Prior to joining the Manager, he wasresponsible for the financial, legal and company secretarial functionsof two New Zealand Stock Exchange listed property companies.Shane also held various management roles for Fletcher Challenge,formerly New Zealand’s largest company involved in Forestry,Building and Oil & Gas exploration, and has prior working experiencein the Asia Pacific region. Shane is a member of the Institute ofChartered Accountants in New Zealand and holds a Bachelor ofCommerce and Administration degree from Victoria Universityin New Zealand.Front row: Carolyn Shek (Finance Manager), Tan Shu Lin (Assistant Fund Manager), Tan Ser Ping (Chief Executive Officer), Shane Hagan (Chief Financial Officer), Soon Kah Hwee (Legal Counsel)Back row: Teo Ai Leen (Trust Analyst), Janica Tan (Finance Manager), Tay Hsiu Chieh (Company Secretary), Jeremy Chai (Investment and Research Analyst), Goh Mei Lan (Corporate Secretariat), Ho Mei Peng(Investor Relations and Communications Manager)
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 21Assistant Fund ManagerTan Shu LinShu Lin’s responsibilities include working with the CEO to formulatestrategic plans for A-<strong>REIT</strong>, and the implementation of short andmedium term business plans. Prior to joining the Manager, Shu Linwas Assistant Vice President of Real Estate Fund Management at<strong>Ascendas</strong> Pte Ltd. She was responsible for developing propertyfund management activities in the region, particularly in India, Koreaand China. She was also responsible for sourcing and evaluatingpotential investment opportunities in the region. Shu Lin graduatedwith a First Class Honours in Bachelor of Arts (Economics) fromUniversity of Portsmouth, United Kingdom and is also a CharteredFinancial Analyst.Investor Relations and Communications ManagerHo Mei PengMei Peng is responsible for the communication and liaison withUnitholders. Her role is to provide exceptional investor service andmaintain continuous disclosure and transparent communicationwith Unitholders and the market. Together with the CEO and theManager, she markets A-<strong>REIT</strong> to existing and prospective investorsand the media through regular interaction, roadshows, events anda comprehensive A-<strong>REIT</strong> website. Mei Peng was formerly with theCorporate and Marketing Communications Department of <strong>Ascendas</strong>Pte Ltd and graduated with Honours in Japanese Studies from theNational University of Singapore.Legal CounselSoon Kah HweeKah Hwee’s responsibilities include providing legal advice in all areaswithin A-<strong>REIT</strong>. She negotiates the legal contracts together with theInvestment Managers for acquisitions with the respective vendors’legal firms. She was a practicing lawyer with previous experience asan in-house legal counsel in various organisations, particularly in theareas of litigation, corporate secretarial work and corporate work. KahHwee was called to the Singapore Bar and English bar after graduatingwith an LL.B (Hons) from the National University of Singapore and aMaster of Letters of Law from University College London.Front row: Christine Ong (Business Development Executive), Lim Kin Song (Investment Manager), Philip Pearce (Portfolio Manager), Kevin Lee (Investment Manager), Faith Soh (Asset Manager)Back row: Arthur Koo (Investment Analyst), Foo Pei Teng (Investment Manager), Jacky Chan (Investment Manager), See Ying Hwee (Investment Analyst), Alison Wong (Asset Manager),Roy Teo (Asset Manager)
22 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Property PortfolioThe Manager’s objectives for A-<strong>REIT</strong>properties are to enhance their marketpositioning as the choice space intheir respective areas in Singapore, tostrengthen partnerships with tenantsthrough proactive customer relationshipmanagement and to deliver stable returnsto A-<strong>REIT</strong>.<strong>Ascendas</strong> Services Pte Ltd (“<strong>Ascendas</strong>Services”), a wholly-owned subsidiary of<strong>Ascendas</strong> Land (Singapore) Pte Ltd, is theappointed lease and property manager ofmost of A-<strong>REIT</strong>’s properties. Headed by MrTan Yew Chin, Chief Executive Officer of<strong>Ascendas</strong> Services, the team is committed todeliver proactive and professional services.Front row: Daniel Tan (Assistant Vice President), Tan Yew Chin (Chief Executive Officer),Evelyn Toh (Assistant Manager), Tan Siew Cheng (Vice President)Back row: Steven Leow (Manager), Connie Ng (Senior Property Executive), Dennis Wong (Senior Manager),Ng Kian Tiong (Assistant Manager), Chee Han Hock (Assistant Vice President)Tenants’ Industry Sectors by Net Lettable Area
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 23 Tenants’ Country of Origin by Net Lettable Area
24 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Business and Science Park PropertiesThe seven business and science park propertiesmake up 25% of the portfolio by value.Telepark, the latest addition to this asset classis largely occupied by SingTel, Asia’s leadingcommunications group. The Honeywell Buildinghouses most of Honeywell’s electronics businessincluding its regional headquarters. UltroTechnologies, an electronics services providerleases all of the Ultro Building. The Alpha, TheAries, The Capricorn and The Gemini at SciencePark II provide space for businesses involved inthe research and development activities andinformation technology related business.Our service partner, <strong>Ascendas</strong>Services, is responsiblefor the lease and propertymanagement of our properties.From Left to Right:Johnny Choo (Technician), Tay Mui Chin (Manager),Wong Tong Hock (Executive), Roy Koh (Senior Officer),Caroline Low (Leasing Officer), Freddie Thaiw (Senior Officer),Ong Li Li (Lease Executive)
Logistics Properties<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 25The eleven logistics and distribution centre properties constitute31% of the portfolio by value. They are C&P Logistics Hub, ChangiLogistics Centre, CG Aerospace Building, FedEx Building, FreightLinks (Changi) Building, Freight Links (Toh Guan) Building, IDSLogistics Corporate HQ, MacDermid Building, Nan Wah Building,Trivec Building and TT International Tradepark. These properties arelocated either near to the sea port in Jurong or close to the airportin Changi. They feature a good mix of multi-national and localtenants mainly in the logistics and distribution, pharmaceuticaland electronics sectors.From Left to Right:Rickson Wong (Technician), Daniel Loh (Executive),Loh Kar Yen (Executive), Regine Foo (Executive), Aidil Bin Maon (Technician)
26 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Hi-Tech Industrial PropertiesThe eight hi-tech industrial properties makeup 23% of the portfolio by value. Three ofthe properties, namely, Infineon Building,Kim Chuan Telecommunications Complexand Wisma Gulab are 100% leased to qualitytenants, Infineon Technologies, SingTel andRoyal Sporting House, respectively. Siemensoccupies the majority of the Siemens Centerthat is currently enjoying 100% occupancy.Techlink, Techpoint, KA Centre and KA Placeare multi-tenanted properties with tenantsfrom the electronics, electrical machineryand telecommunications industry sectors.Our service partner, <strong>Ascendas</strong>Services, is responsiblefor the lease and propertymanagement of our properties.From Left to Right:Ng Yeow Tong (Officer), Irene Seah (Officer),Balan K V (Executive), Azlin Bin Mohd Noor(Senior Property Executive), Yeong Siew Seng (Technician),Low Yoon Chuen (Senior Property Executive), Marcus See (Executive)
Light Industrial Properties<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 27The ten light industrial properties contribute21% of the portfolio by value. Six of theproperties, Autron Building, OSIM HQ Building,Ghim Li Building, Exklusiv Centre, SB Buildingand Volex Building are leased to the respectivetenants. The other four properties, namelyTechplace I and II, Progen Building and SteelIndustries Building are multi-tenanted buildingsideal for various types of light industrialactivities. Tenants in these properties arelargely from the electronics, machinery andinformation technology industry sectors.From Left to Right:Toh Lay Gan (Manager),Chua Teck Huat (AssistantManager), Adam Wu (Officer),Fiona Mah (MarketingOfficer), Frankie Lo (Officer),Snain B. Johan (Technician),Dora Goh (Senior LeasingAssistant), Agnes Ong(Executive), Eunice Ow(Executive), Chua Hwee Ling(Assistant Manager)
28 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Portfolio at a GlanceBusiness and Science ParksPurchaseAcquisitionPriceDate (S$ mil) Vendor01 0201 The Alpha 19 Nov 02 52.3 <strong>Ascendas</strong> Land (S) Pte Ltd02 The Aries 19 Nov 02 39.4 <strong>Ascendas</strong> Land (S) Pte Ltd03 0403 The Capricorn 19 Nov 02 71.8 <strong>Ascendas</strong> Land (S) Pte Ltd05 0604 The Gemini 19 Nov 02 72.9 <strong>Ascendas</strong> Land (S) Pte Ltd0705 Honeywell Building 19 Nov 02 32.8 <strong>Ascendas</strong> Land (S) Pte Ltd06 Telepark 02 Mar 05 186.0 SingaporeTelecommunications Ltd07 Ultro Building 30 Oct 03 18.0 Ultro Technologies LtdSub total 473.2Logistics and Distribution CentresPurchaseAcquisitionPriceDate (S$ mil) Vendor08 0908 C&P Logistics Hub 21 Jul 04 225.0 C&P Holdings Pte Ltd09 CG Aerospace Building 02 Dec 04 31.1 CG AerospaceWarehouse (S) Pte Ltd10 1110 Changi Logistics Centre 09 Mar 04 45.6 Changi InternationalLogistics Centre Ltd11 Fedex Building 09 Dec 04 33.5 Cargo Distribution Pte Ltd12 1312 Freight Links 28 Dec 04 32.0 Freight Links Express(Changi) BuildingDistricentre Pte Ltd13 Freight Links 28 Dec 04 36.4 Freight Links Express(Toh Guan) BuildingDistricentre Pte Ltd14 1514 IDS Logistics Corporate HQ 19 Feb 04 50.0 IDS Logistics Services Pte Ltd15 MacDermid Building 02 Dec 04 5.5 Cargo Distribution Pte Ltd16 Nan Wah Building 31 May 04 23.3 Nan Wah Marketing Pte Ltd16 1717 Trivec Building 04 Mar 04 32.0 Trivec (Singapore) Pte Ltd18 TT International Tradepark 05 Mar 04 92.0 TT InternationalTradepark Pte Ltd18Sub total 606.4
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 29Book Value/ Gross Rental Income (1) OccupancyValuation for the year ended NLA (%) as at Major(S$ mil) Address 31 Mar 05 (S$ mil) (sqm) 31 Mar 05 Tenants53.5 10 Science Park Road, 3.3 16,829 66.3 National Starch & ChemicalSingapore Science Park II(Singapore) Pte Ltd;Avecia Asia Pacific Pte Ltd;Innomedia Pte Ltd42.0 51 Science Park Road, 3.5 11,580 92.7 Teradyne Singapore;Singapore Science Park IIMCI Worldcom Asia;Denso International Asia82.9 1 Science Park Road, 7.9 20,361 90.3 Institute of HighSingapore Science Park IIPerformance Computing;Lilly Systems Biology;Merlion Pharmaceutical74.0 41 Science Park Road, 4.9 22,761 62.7 A-Bio Pharma;Singapore Science Park IIInternational Flavours& Fragrances45.0 17 Changi Business Park Central I 5.5 14,635 100.0 Honeywell Pte Ltd;Pall Filtration Pte Ltd189.5 5 Tampines Central 6 1.2 24,252 98.8 SingTel21.0 1 Changi Business Park Avenue 1 1.8 10,127 100.0 Ultro Technologies Limited507.9 28.1 120,545Book Value/ Gross Rental Income (1) OccupancyValuation for the year ended NLA (%) as at Major(S$ mil) Address 31 Mar 05 (S$ mil) (sqm) 31 Mar 05 Tenants234.2 46 Penjuru Lane 11.3 128,019 100.0 C&P Holdings Pte Ltd32.6 3 Changi South St 2 1.2 20,788 90.2 “K” Line Air Service (S) Pte Ltd;National Library Board;Tradeport Singapore Pte Ltd57.0 19 Loyang Way 6.1 39,371 94.2 Zuellig Pharma Pte Ltd;Daikin Asia35.2 6 Changi South St 2 1.1 14,358 100.0 Federal Express(Singapore) Pte Ltd;Cargo Distribution Pte Ltd33.6 9 Changi South St 3 0.6 20,724 100.0 Freight Links ExpressDistricentre Pte Ltd38.2 5 Toh Guan Rd East 0.7 23,723 100.0 Freight Links ExpressDistripark Pte Ltd52.0 279 Jalan Ahmad Ibrahim 4.2 21,883 100.0 IDS Logistics Services Pte Ltd5.8 20 Tuas Ave 6 0.2 4,321 100.0 MacDermid Singapore Pte Ltd24.5 4 Changi South Lane 2.3 16,246 100.0 Nan Wah Marketing Pte Ltd40.0 3 Changi North Street 2 4.9 27,674 100.0 Trivec Singapore Pte Ltd;3Com Asia Pacific Rim Pte Ltd96.0 10 Toh Guan Road 6.6 42,765 100.0 TT International TradeparkPte Ltd649.1 39.2 359,872(1)Represents income from the date of completion for properties acquired in FY05
30 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Portfolio at a GlanceHi-Tech IndustrialPurchaseAcquisitionPriceDate (S$ mil) Vendor19 2021 2223 2419 Infineon Building 01 Dec 04 50.9 <strong>Ascendas</strong> Land (S) Pte Ltd20 KA Centre 02 Mar 05 19.2 SingaporeTelecommunications Ltd21 KA Place 02 Mar 05 11.1 SingaporeTelecommunications Ltd22 Kim Chuan 02 Mar 05 100.0 SingaporeTelecommunicationsTelecommunications LtdComplex23 Siemens Center 12 Mar 04 65.8 Cobalt Asset Management Ltd24 Techlink 19 Nov 02 69.8 <strong>Ascendas</strong> Land (S) Pte Ltd25 2625 Techpoint 01 Dec 04 75.0 <strong>Ascendas</strong> Land (S) Pte Ltd26 Wisma Gulab 01 Dec 04 55.7 RSH Holdings Pte LtdSub total 447.5Light IndustrialPurchaseAcquisitionPriceDate (S$ mil) Vendor27 2827 Autron Building 27 Dec 04 14.0 Autron Corporation28 Exklusiv Centre 01 Dec 04 44.8 Group Exklusiv Pte Ltd29 Ghim Li Building 13 Oct 03 13.5 Ghim Li Holdings Co Pte Ltd29 3030 OSIM HQ Building 20 Jun 03 35.0 OSIM International Pte Ltd31 Progen Building 29 Jul 04 24.8 Progen Holdings Ltd31 3233 3432 SB Building 26 Nov 04 17.8 Soilbuild Group Holdings Pte Ltd33 Steel Industries 01 Dec 04 15.3 Steel Industries Pte LtdBuilding34 Techplace I 19 Nov 02 105.3 <strong>Ascendas</strong> Land (S) Pte Ltd35 Techplace II 19 Nov 02 128.9 <strong>Ascendas</strong> Land (S) Pte Ltd35 3636 Volex Building 01 Dec 04 9.4 Volex (Asia) Pte LtdSub total 408.8TOTAL/ AVERAGE 1,935.9
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 31Book Value/ Gross Rental Income (1) OccupancyValuation for the year ended NLA as at Major(S$ mil) Address 31 Mar 05 (S$ mil) (sqm) 31 Mar 05 (%) Tenants53.2 8 Kallang Sector 1.7 27,278 100.0 Infineon TechnologiesAsia Pacific Pte Ltd19.8 150 Kampong Ampat 0.1 12,806 57.2 Speedline Technologies AsiaPte Ltd11.5 159 Kampong Ampat 0.1 6,946 36.2 Groz-BeckertSingapore Pte Ltd102.3 38 Kim Chuan Road 0.7 25,129 100.0 SingTel74.0 60 MacPherson Road 6.9 27,781 100.0 Siemens Pte Ltd76.7 31 Kaki Bukit Road 3 6.8 31,536 89.1 Federal Express Pacific Inc;Areva T&D78.4 10 Ang Mo Kio St 65 3.1 40,505 94.2 Motorola Electronics Pte LtdMediacorp Publishing Pte Ltd;Schneider Electric South EastAsia (HQ) Pte Ltd58.2 190 MacPherson Road 1.2 11,821 100.0 RSH Limited474.1 20.6 183,802Book Value/ Gross Rental Income (1) OccupancyValuation for the year ended NLA as at Major(S$ mil) Address 31 Mar 05 (S$ mil) (sqm) 31 Mar 05 (%) Tenants14.7 53 Serangoon North Ave 4 0.5 8,329 100.0 Autron Singapore Pte Ltd46.8 247 Alexandra Road 0.9 10,513 100.0 Group Exklusiv Pte Ltd15.3 41 Changi South Avenue 2 1.5 7,230 100.0 Ghim Li Global Pte Ltd37.5 65 Ubi Avenue 1 3.0 15,068 100.0 OSIM International Ltd26.5 12 Woodlands Loop 2.1 17,267 100.0 Venture Corporation;Connor Manufacturing Asia;Target-Rota Malaysia18.7 25 Changi South Street 1 0.7 11,895 100.0 Soilbuild GroupHoldings Pte Ltd16.0 5 Tai Seng Drive 0.6 11,254 100.0 Steel Industries Pte Ltd115.2 Ang Mo Kio Avenue 10 8.8 59,024 84.6 Univac Precision Engineering;Ang Mo Kio Industrial Park IMappin Singapore;Proway Engineering Plastics145.3 Ang Mo Kio Avenue 5 11.2 68,499 91.2 Venture Corporation;Ang Mo Kio Industrial Park IIKinergy Pte Ltd;NEC Semiconductors Singapore;Zen Voce Manufacturing Pte Ltd9.9 35 Tampines St 92 0.4 8,000 100.0 Volex (Asia) Pte Ltd445.9 29.7 217,0792,077.0 117.6 881,298 94.1(1)Represents income from the date of completion for properties acquired in FY05
32 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Independent Industrial PropertyMarket <strong>Report</strong>Light Industrial & Hi-Tech Space (1)Occupancy for private factory space improved during 2004 withsingle-user factory and multiple-user factory’s occupancy increasingslightly to 92% and 81% respectively.Rental values for private factory space bottomed out in 2003 andimproved in 2004. Average monthly gross rents of private lightindustrial space grow by 6% – 9% in 2004, to $1.20 psf for firststorey and $0.85 psf for upper storey space. Rent for hi-tech spacecontinued to fall after the recovery in 2000, although at a muchslower rate in 2004. Average monthly gross rent fell by 5% in 2004to $1.75 psf, compared to the 25% fall in 2003.Going forward, the outlook for the light industrial and hi-techindustrial properties remains cautiously positive on the back ofimproving manufacturing performance.A two-tier market is likely to evolve. While demand is expectedto increase for hi-tech industrial space, in line with growth in themanufacturing sector, demand for conventional light industrialspace is expected to be more price-driven.Business & Science ParkOccupancy for private business and science park space fell from74% to 73% from 2003 to 2004. New supply from the completionof Biopolis has contributed to the fall in occupancy in Science Park.Rental values have fallen for private business and science park space.Compared to the average $2.80 psf in 2000, rental values have fallenby 29% – 46% to $1.50 psf to $2.00 psf in 2004. The current asking rentat business and science park ranges from $2.00 psf to $2.80 psf.Outlook for the business and science park sector is generally positive.With office rental, especially prime rents, expected to rise by as muchas 10% – 15% in <strong>2005</strong> due to a shortage of quality accommodation,some demand for office space may spill over to business and scienceparks. The rise in office rental will further increase the gap betweenoffice rents and industrial rents and encourage companies to reviewtheir accommodation strategy in favour of more cost-effective butquality space such as that in business parks.The development of ‘one-north’ will add value to business and scienceparks market. The clustering of R&D activities in Singapore will helpgrow the R&D pie and benefit not just one-north but other businesspark and science park facilities as well. As the occupancy for Biopolis isaround 90%, the pressure on Science Park will be much alleviated.Average Rental Value for Private Factory Space Occupancy of Business Park and Science Park Space (2)Source: DTZ Consulting and Research,April <strong>2005</strong>Source: URA, DTZ Consulting and Research,April <strong>2005</strong>(1)As there is no information available on light industrial and hi-tech space, factorysupply is taken as a proxy for light industrial and hi-tech space. Majority of factoryspaces is expected to be light industrial and hi-tech space.(2)Occupancy rates for business and science parks were only available since 2002.For the purpose of reporting, URA classifies both business parks and science parksas “ Business Park”.
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 33Logistics WarehousesThe total supply of warehouse space in 2004 is 61.6 mil sf. We estimatethat some 33% (20.4 mil sf) of this is logistics warehouse space. Trendsfor rental and capital values for logistics warehouses mirror that ofconventional warehouses. Both rental and capital values for privatelogistics warehouses have been falling since 2000. In 2004, rentalvalues turned around and improved by 10%, from $1.10 psf to $1.20psf in 2004. Average asking rent for logistics warehouse is estimatedto range from $0.70 psf – $1.50 psf for first storey and $0.55 psf – $1.50psf for upper storey.Demand for logistics space is expected to continue to expand, inthe light of Singapore’s increasing role as a regional distributionhub in the supply chain management and government incentivesto enhance and strengthen Singapore as a logistics hub. In tandemwith the economic focus, demand is likely to emanate from thestorage of high value added and specialised goods, e.g. chemicals andpharmaceutical products.Trends and Prospects for Industrial Real EstateSingapore is emphasising on the knowledge-based industrysupported by the gradual transformation of industrial propertiesfrom conventional to hi-tech, flexible and high quality spaces, tocater to the needs of these companies. Although some companieschoose to relocate to countries with lower startup costs, e.g. Chinaand Indonesia, others will continue to establish in Singapore. Its stablegovernment, connectivity, high quality and reliable infrastructure,respect for intellectual property rights and highly educated workforce, etc offer Singapore a competitive edge that will continue toattract MNCs to use it as a base for its R&D, outsourcing and otheractivities. Well-specified properties with conducive environmente.g. hi-tech space and business and science parks will be neededfor these activities.Industrial rental and capital values bottomed out in 2003 witnessedan improvement in 2004, signalling the beginning of market recovery.Compared to the total potential industrial supply of 8.2 mil sfthat was completed in 2004, the annual average potential supplyof 6.3 mil sf for <strong>2005</strong> – 2007 is 27% lower. With moderate potentialsupply within the next three years, the prior phenomenon of anoversupply in industrial space is expected to lessen.Average Rental Value for Conventional Warehouse Spaces Source: DTZ Consulting and Research,April <strong>2005</strong>MNCs are increasingly adopting an asset light approach. Manyprefer leasing to owning properties. Some may choose to build-tosuit-to-leasefrom developers or rent ready-built industrial spaces.While they prefer not to own accommodation, many are open topaying premium rents to secure suitable accommodation and tosign on to a longer than typical lease term. This opens up the marketfor yield-driven investors, creating a win-win situation for both theoccupier and investor.Mrs Ong Choon FahExecutive DirectorApril <strong>2005</strong>
34 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Corporate Governance“<strong>Ascendas</strong>-MGM Funds Management Limited, inits capacity as the Manager of A-<strong>REIT</strong> recognisesthat an effective corporate governance cultureis critical to the performance of the Manager andconsequently, the success of A-<strong>REIT</strong>, which itmanages. As a result, the Manager has adopted acomprehensive corporate governance frameworkthat meets best practice principles. In particular,the Manager has an obligation to act honestly, withdue care and diligence, and in the best interests ofUnitholders.”The following sections describe the Manager’s main corporategovernance policies and practices. They encompass proactive measuresfor avoiding situations of conflict and potential conflicts of interest,including prioritising the interests of Unitholders over the Manager’s.They also ensure that applicable laws and regulations within the listingrules of the Singapore Exchange Securities Trading Limited, the Codeof Collective Investment Schemes (CIS) (including the Property FundsGuidelines) issued by the Monetary Authority of Singapore (“MAS”)and the Securities and Futures Act (SFA), are complied with, and thatthe Manager’s obligations under A-<strong>REIT</strong>’s Trust Deed are properly andefficiently carried out.THE MANAGER OF A-<strong>REIT</strong>The Manager has general power of management over the assets ofA-<strong>REIT</strong>. The Manager’s main responsibility is to manage A-<strong>REIT</strong>’s assetsand liabilities for the benefit of Unitholders.The primary role of the Manager is to set the strategic business directionof A-<strong>REIT</strong> and make recommendations to the Trustee on acquisitions,divestments and enhancement of the assets of A-<strong>REIT</strong> in accordancewith its stated business strategy. The Manager is also responsible for therisk management of A-<strong>REIT</strong>. Other main functions and responsibilitiesof the Manager are as follows:(1) Using its best endeavours to carry on and conduct its business in aproper and efficient manner and to conduct all transactions with oron behalf of A-<strong>REIT</strong> at arm’s length.(2) Preparing property plans on an annual basis for review by theDirectors of the Manager, which may contain proposals andforecasts on net income, capital expenditure, sales and valuations,explanations of major variances to previous forecasts, writtencommentary on key issues and underlying assumptions on rentalrates, occupancy costs and any other relevant assumptions.The purpose of these plans is to explain the performance ofA-<strong>REIT</strong>’s assets.(3) Ensuring compliance with the applicable provisions of the SFA andall other relevant legislation, the listing rules of the SGX-ST, the CISCode, the Trust Deed, the tax ruling issued by the Inland RevenueAuthority of Singapore and all relevant contracts.(4) Attending to all regular communications with Unitholders.(5) Supervising the Property Manager, which performs the propertymanagement, lease management, marketing and co-ordinationand project management services, pursuant to the propertymanagement agreement.A-<strong>REIT</strong> is externally managed by the Manager and accordingly, it hasno personnel. The Manager appoints experienced and well-qualifiedmanagement to handle its day-to-day operations. All directors andemployees of the Manager are remunerated by the Manager, andnot A-<strong>REIT</strong>.<strong>Ascendas</strong>-MGM Funds Management Limited is appointed as managerof A-<strong>REIT</strong> in accordance with the terms of the Trust Deed dated 9October 2002, First Supplemental Deed dated 16 January 2004, SecondSupplemental Deed dated 23 February 2004, Third Supplemental Deeddated 30 September 2004 and Fourth Supplemental deed dated 17November 2004. The Trust Deed outlines certain circumstances underwhich the Manager can be retired in favour of a corporation approvedby the Trustee or be removed by notice given in writing from theTrustee upon the occurrence of certain events, including by a resolutionproposed and passed by a majority consisting of 75.0% or more of thetotal number of votes validly cast at a meeting of Unitholders dulyconvened in accordance with the provisions of the Trust Deed.BOARD OF DIRECTORSThe Board of Directors of the Manager (the “Board’’) oversees themanagement and the corporate governance of the Manager includingestablishing goals for management and monitoring the achievementof these goals. All Board members participate in matters relatingto corporate governance, business operations and risks, financialperformance and the nomination and review of directors. The Boardhas established a framework for the management of the Managerand A-<strong>REIT</strong>, including a system of internal control and a business riskmanagement process.The Board meets regularly, at least once every quarter, to discussand review the strategies and policies of A-<strong>REIT</strong>, including anysignificant acquisitions and disposals, the annual budget, the financialperformance of the Manager and A-<strong>REIT</strong> against a previously approvedbudget and to approve the release of the quarterly, half-yearly andannual results. The Board also reviews the risks to the assets of A-<strong>REIT</strong>,examines liability management and acts upon any comments fromthe auditors of A-<strong>REIT</strong>. Where necessary, additional Board meetings areheld to address significant transactions or issues.
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 35The Board has adopted a set of internal controls which sets outapproval limits for capital expenditure, investments and divestments,bank borrowings and cheque signatories, amongst others. Appropriatedelegations of authority have been provided to the management tofacilitate operational efficiency.Changes to regulations, policies and accounting standards aremonitored closely. Where the changes have significant impact onA-<strong>REIT</strong> and its disclosure obligations, the directors are briefed eitherduring Board meetings, at specially-convened sessions or via circulationof Board papers.Board CompositionThe Board presently consists of eight members, three of whom areindependent directors as at 31 March <strong>2005</strong>. The Chairman and DeputyChairman of the Board are Mr Lew Syn Pau and Mr David Clarkerespectively. Mr David Clarke retired from the Board on 14 April <strong>2005</strong>,following which Mr Gregory Goodman was appointed as DeputyChairman. The composition of the Board is determined using thefollowing principles:(1) the Chairman of the Board should be a non-executive director;(2) the Board should comprise directors with a broad range ofcommercial experience including expertise in funds managementand the property industry; and(3) the Board should comprise at least two independent directors.The composition will be reviewed regularly to ensure that the Boardhas the appropriate mix of expertise and experience.The Manager held five board meetings during the financial year. Themost recent Board Meeting was held on 14 April <strong>2005</strong>. The attendanceat the Board meetings is set out on page 38.Chairman and Chief Executive OfficerThe positions of Chairman and Chief Executive Officer are heldby two separate persons in order to maintain an effective segregationof duties.The Chairman ensures that the members of the Board work togetherwith management in a constructive manner to address strategy,business operations and enterprise issues.At least one-third of the Board are independent directors. This enablesmanagement to benefit from their external and objective perspectiveof issues that are brought before the Board. A healthy exchange ofideas and views between the Board and management through regularmeetings and updates will enhance the management of A-<strong>REIT</strong>. This,together with a clear separation of roles between the Chairman andChief Executive Officer, provides a healthy and professional relationshipbetween the Board and management.Each director of the Manager has the right to seek independentprofessional advice on matters relating to A-<strong>REIT</strong> at the Manager’sexpense. However, prior approval of the Chairman is required, whichmay not be unreasonably withheld.Board RenumerationThe renumeration of Directors is paid by the Manager, and notfrom A-<strong>REIT</strong>.The renumeration of directors for the year ended 31 March <strong>2005</strong> isshown in the table below:DirectorDirector Fees for FY05Fees forFY04 Basic Chairmanship Additional (1) TotalS$’000 S$’000 S$’000 S$’000 S$’000Mr Lew Syn Pau 40.0 15.0 5.0 60.0(Chairman of Board)Mr David Clarke 40.0 2.0 42.0Mr James Hodgkinson 3.0 3.0(Alternate toDavid Clarke)Mr Gregory Goodman 40.0 5.0 45.0Mr David Wong 45.0 40.0 5.0 3.0 48.0(Chairman ofAudit Committee)Ms Chong Siak Ching 40.0 5.0 5.0 50.0(Chairperson ofExecutive Committee)Mr Thai Chee Ken 40.0 40.0 3.0 43.0Mr Benedict Kwek 40.0 40.0 4.0 44.0Mr Swee Kee Siong 40.0 5.0 45.0Total 125.0 320.0 25.0 35.0 380.0(1)Additional fees is $1,000/- per meeting attendanceThe Chief Executive Officer has full executive responsibilities over thebusiness direction and operational decisions of managing A-<strong>REIT</strong>.
36 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>The Board has established various committees to assist it in dischargingits responsibilities. These committees are listed below.• Executive Committee-– Compliance Sub-Committee• Audit Committee• Nomination, HR & Compensation CommitteeExecutive CommitteeThe Executive Committee operates under delegated authority fromthe Board and is represented by non-executive directors and seniorexecutives of the Manager. The members of the Executive Committeeare Ms Chong Siak Ching, Mr Gregory Goodman, Mr Tan Ser Ping (witheffect from 1 May 2004), Mr Mr Goh Kok Kok Huat (up (up to to 30 30 April April 2004) 2004) and and MrMr Stephen Hawkins (up (up to 30 to 30 November 2004). 2004).This committee oversees the day-to-day activities of the Manager onbehalf of the Board including to:The Audit Committee’s responsibilities also include:(1) reviewing external audit reports to ensure that where deficienciesin internal controls have been identified, appropriate and promptremedial action is taken by management;(2) monitoring the procedures in place to ensure compliance withapplicable legislation, the Listing Manual and the Property FundsGuidelines;(3) reviewing and approving the financial statements and the auditreport; and(4) monitoring the procedures established to regulate Related PartyTransactions including ensuring compliance with the provisions ofthe Listing Manual.The Audit Committee has also conducted a review of all non-auditservices provided by the external auditors and is satisfied that thenature and extent of such services will not prejudice the independenceand objectivity of the external auditors.(1) approve or make recommendations to the Board on investments,divestments, financing offers and banking facilities;(2) recommend changes to the financial limits for investment, etc,and(3) report to the Board on decisions made by the ExecutiveCommittee.Three formal Executive Committee meetings were held during theyear. In addition, a large number of informal discussions were held withthe Executive Committee members, with decisions made by circularresolution. Under the Executive Committee, there is a compliance subcommitteethat reviews and monitors regulatory compliance mattersin respect of the Manager’s day-to-day operations.The current members of the Compliance Sub-Committee comprisethe Executive Committee and the Manager’s Compliance Officer,Mr Shane Hagan.Audit CommitteeThe Audit Committee is appointed by the Board from among thedirectors of the Manager and currently composes of four members, amajority of whom (including the Chairman of the Audit Committee)are independent non-executive directors. The members of the AuditCommittee are Mr David Wong Cheong Fook (Chairman), Mr Thai CheeKen, Mr Benedict Kwek Gim Song and Mr Gregory Goodman.The role of the Audit Committee is to monitor and evaluate theeffectiveness of the Manager’s internal controls. The Audit Committeealso reviews the quality and reliability of information prepared forinclusion in financial reports. The Audit Committee is responsible forthe nomination of external auditors and reviewing the adequacy ofexisting audits in respect of cost, scope and performance.Audit Committee meetings are generally held after the end of everyquarter of every financial year.The Audit Committee meets with the external auditors, without thepresence of management, at least once a year.Internal AuditIn order to ensure corporate governance of the highest standard, theAudit Committee has appointed Pricewaterhouse Coopers (“PwC”) toprovide internal audit services.PwC’s scope is to provide risk assessment services and complianceaudits in order to ensure internal controls are align to businessobjectives and related risks.TRADING OF A-<strong>REIT</strong>’S UNITSIn general, company policy encourages the directors and employeesof the Manager to hold Units but prohibits them from dealing in theUnits:(1) during the period commencing two weeks before the publicannouncement of A-<strong>REIT</strong>’s financial statements for each of the firstand third quarter of its financial year, or one month before the halfyear or full year results, as the case may be, and ending on the dateof announcement of the relevant results; This is in line with thelatest SGX-ST Best Practice Guide;(2) at any time whilst in possession of price sensitive information.
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 37The Directors and officers are advised not to deal in the Units on shorttermconsiderations.In addition, the Manager has given an undertaking to the MAS that itwill announce to the SGX-ST the particulars of its holdings in the Unitsand any changes thereto within two days after the date on which itacquires or disposes of any Units, as the case may be. The Managerhas also undertaken that it will not deal in the Units during the periodcommencing two weeks before the public announcement of A-<strong>REIT</strong>’squarterly results or one month before the half year or full year results,(where applicable) property valuation, and ending on the date ofannouncement of the relevant results.RISK ASSESSMENT AND MANAGEMENT OF BUSINESS RISKEffective risk management is a fundamental part of A-<strong>REIT</strong>’s businessstrategy. Recognising and managing risk is central to the businessand to protecting Unitholders’ interests and value. A-<strong>REIT</strong> operateswithin overall guidelines and specific parameters set by the Board.Each transaction is comprehensively analysed to understand the riskinvolved. Responsibility for managing risk lies initially with the businessunit concerned, working within the overall strategy outlined bythe Board.The Manager has determined that significant risk for A-<strong>REIT</strong> will mostlikely arise when making property investment decisions. Accordingly,the Manager has set out procedures to be followed when makingsuch decisions. In accordance with this policy, the Manager ensurescomprehensive due diligence is carried out in relation to the proposedinvestment and a suitable determination is made as to whether theanticipated return on investment is appropriate having regard to thelevel of risk.The Board generally meets quarterly or more often if necessary andreviews the financial performance of the Manager and A-<strong>REIT</strong> againsta previously approved budget. The Board also reviews the risks to theassets of A-<strong>REIT</strong>, examines liability management and acts upon anycomments of the auditors of A-<strong>REIT</strong>. In assessing business risk, theBoard considers the economic environment and the property industryrisk. The Board and its Executive committee reviews and approvesall investment decisions. Management meets regularly to reviewthe operations of the Manager and A-<strong>REIT</strong> and discuss continuousdisclosure issues.DEALINGS WITH CONFLICTS OF INTERESTThe Manager has established the following procedures to deal withpotential conflicts of interest issues which it (including its directors,executive officers and employees) may encounter in managingA-<strong>REIT</strong>:(1) The Manager will be a dedicated manager to A-<strong>REIT</strong> and will notmanage any other real estate investment trust or be involved inany other real property business.(2) All Executive Officers will be employed by the Manager.(3) The entry into any Related Party Transaction must be approved bya majority vote of the directors, including the votes of at least twoindependent directors.(4) The Board shall include at least two independent directors.(5) In respect of matters in which JTC and/or its subsidiaries (whichincludes the <strong>Ascendas</strong> Group) has a direct or indirect interest,any nominees appointed by JTC or any of its subsidiaries to theBoard will abstain from voting. In such matters, the quorum mustcomprise a majority of the independent directors of the Managerand must exclude the representatives or nominees of JTC and/orits subsidiaries.The directors of the Manager are under a fiduciary duty to A-<strong>REIT</strong> toact in its best interests in relation to decisions affecting A-<strong>REIT</strong> whenthey are voting as a member of the Board. In addition, the directors andexecutive officers of the Manager are expected to act with integrity andhonesty at all times.It is also provided in the Trust Deed that if the Manager is required todecide whether or not to take any action against any person in relationto any breach of any agreement entered into by the Trustee for and onbehalf of A-<strong>REIT</strong> with an affiliate of the Manager, the Manager shall beobliged to consult with a reputable law firm (acceptable to the Trustee)who shall provide legal advice on the matter. If the said law firm isof the opinion that the Trustee, on behalf of A-<strong>REIT</strong>, has a prima faciecase against the party allegedly in breach under such agreements, theManager shall be obliged to take appropriate action in relation to suchagreements. The directors of the Manager will have a duty to ensurethat the Manager so complies.Notwithstanding the foregoing, the Manager shall inform the Trusteeas soon as it becomes aware of any breach of any agreement enteredinto by the Trustee for and on behalf of A-<strong>REIT</strong> with an affiliate of theManager. The Trustee may then take such action as it deems necessaryto protect the rights of Unitholders and/or which is in the interests ofUnitholders. Any decision by the Manager not to take action againstan affiliate of the Manager shall not constitute a waiver of the Trustee’sright to take such action as it deems fit against such affiliate.
38 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Additionally, the Trustee, as trustee for A-<strong>REIT</strong>, has been granted a rightof first refusal by <strong>Ascendas</strong> Land (Singapore) Pte Ltd (“<strong>Ascendas</strong>”) overall properties with certain specified characteristics which are either:(i) owned and intended to be sold on an en bloc basis by <strong>Ascendas</strong>or any of its wholly owned subsidiaries (if <strong>Ascendas</strong> determines thatsuch property is suitable as an asset of A-<strong>REIT</strong>); or (ii) offered for saleto <strong>Ascendas</strong> or any of its wholly owned subsidiaries (if <strong>Ascendas</strong>determines that such property is suitable as an asset of A-<strong>REIT</strong>) for thefirst five years with effect from 19 November 2002.Under the Trust Deed, the Manager and its Associates (as defined inthe Trust Deed) are prohibited from voting their Units at, or being partof a quorum for, any meeting of Unitholders convened to approve anymatter in which the Manager or any of its Associates has a materialinterest in the business to be conducted.DEALING WITH RELATED PARTY TRANSACTIONSReview Procedures for Related Party TransactionIn general, the Manager has established internal control proceduresto ensure that all future transactions involving the Trustee, as thetrustee for A-<strong>REIT</strong>, and a related party of the Manager (“Related PartyTransactions’’) are undertaken on an arm’s length basis and on normalcommercial terms, which are generally no more favourable than thoseextended to unrelated third parties. In respect of such transactions, theManager would have to demonstrate to the Audit Committee that thetransactions would be undertaken on normal commercial terms, whichmay include obtaining (where practicable) quotations from partiesunrelated to the Manager, or obtaining a valuation from an independentvaluer (in accordance with the Property Funds Guidelines).In addition, the following procedures have been undertaken:(1) transactions (either individually or as part of a series or if aggregatedwith other transactions involving the same interested party duringthe same financial year) equal to or exceeding $100,000 in value butbelow 3.0 per cent. of A-<strong>REIT</strong>’s net tangible assets will be subject toreview by the Audit Committee at regular intervals;(2) transactions (either individually or as part of a series or ifaggregated with other transactions involving the same interestedparty during the same financial year) equal to or exceeding 3.0 percent. but below 5.0 per cent. of A-<strong>REIT</strong>’s net tangible assets will besubject to the review and approval of the Audit Committee. Suchapproval shall only be given if the transactions are on arm’s lengthcommercial terms and consistent with similar types of transactionsmade by the Trustee, as trustee for A-<strong>REIT</strong>, with third parties whichare unrelated to the Manager; and(3) transactions (either individually or as part of a series or ifaggregated with other transactions involving the same interestedparty during the same financial year) equal to or exceeding 5.0 percent. of A-<strong>REIT</strong>’s net tangible assets will be reviewed and approvedby the Audit Committee which may, as it deems fit, requestadvice on the transaction from independent sources or advisers,including obtaining valuations from professional valuers. Further,under the Listing Manual and the Property Funds Guidelines, suchtransactions would have to be approved by the Unitholders of A-<strong>REIT</strong> at a meeting of Unitholders.Where matters concerning A-<strong>REIT</strong> relate to transactions entered intoor to be entered into by the Trustee for and on behalf of A-<strong>REIT</strong> witha related party of the Manager, the Trustee is required to ensure thatsuch transactions are conducted at arm’s length in accordance withall applicable requirements of the Property Funds Guidelines and/orthe Listing Manual relating to the transaction in question. Further, theTrustee, as trustee for A-<strong>REIT</strong>, has the ultimate discretion under the TrustDeed to decide whether or not to enter into a transaction involving arelated party of the Manager. If the Trustee is to sign any contract witha related party of the Trustee or the Manager, the Trustee will reviewthe contract to ensure that it complies with the requirements relatingto interested party transactions in the Property Funds Guidelines (asmay be amended from time to time) and the provisions of the ListingManual relating to interested person transactions (as may be amendedfrom time to time) as well as such other guidelines as may from time totime be prescribed by the MAS and the SGX-ST to apply to real estateinvestment trusts.Role of the Audit Committee for Related Party Transactions and InternalControl ProceduresAll Related Party Transactions will be subject to regular periodic reviewsby the Audit Committee.The Manager’s internal control procedures are intended to ensurethat Related Party Transactions are conducted at arm’s length and onnormal commercial terms and are not prejudicial to Unitholders. TheManager maintains a register to record all Related Party Transactions(and the basis, including, where practicable, the quotations obtainedto support such basis, on which they are entered into) which areentered into by A-<strong>REIT</strong>. The Manager incorporates into its internal auditplan a review of all Related Party Transactions entered into by A-<strong>REIT</strong>.The Audit Committee reviews the internal audit reports to ascertainthat the guidelines and procedures established to monitor RelatedParty Transactions have been complied with. In addition, the Trusteewill also review such audit reports to ascertain that the Property FundsGuidelines have been complied with.The Audit Committee periodically reviews all Related Party Transactionsto ensure compliance with the internal control procedures and withthe relevant provisions of the Listing Manual and the Property FundsGuidelines. The review includes the examination of the nature of thetransaction and its supporting documents or such other data deemednecessary to the Audit Committee. If a member of the Audit Committeehas an interest in a transaction, he is to abstain from participating in thereview and approval process in relation to that transaction.The Manager discloses in A-<strong>REIT</strong>’s annual report the aggregatevalue of Related Party Transactions conducted during the relevantfinancial year.Confirmations were obtained from Singapore Exchange Limited (SGX)that Rule 905 and 906 are not applicable to A-<strong>REIT</strong> if related partytransactions are made on the basis of, and in accordance with, the termsand conditions set out in the A-<strong>REIT</strong> prospectus dated 5 November2002 and therefore do not require Audit Committee review/approval.
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 39COMMUNICATION WITH UNITHOLDERSThe listing rules of the SGX-ST require that a listed entity discloses to themarket matters that could or might be expected to have a material effecton the price of the entity’s securities. The Manager upholds a strongculture of continuous disclosure and transparent communication withUnitholders and the investing community. The Manager’s disclosurepolicy requires timely and full disclosure of all material informationrelating to A-<strong>REIT</strong> by way of public releases or announcements throughthe SGX-ST via SGXNET at first instance and then including the releaseon A-<strong>REIT</strong>’s website at www.a-reit.com.The Manager also conducts regular briefings for analysts and mediarepresentatives, which will generally coincide with the release ofA-<strong>REIT</strong>’s results. During these briefings, the Manager will reviewA-<strong>REIT</strong>’s most recent performance as well as discuss the businessoutlook for A-<strong>REIT</strong>. In line with the Manager’s objective of transparentcommunication, briefing materials are released to the SGX-ST and alsomade available on A-<strong>REIT</strong>’s website.During the period under review, the Manager also met or teleconferencedwith institutional investors in Singapore, Hong Kong, Europe, USA andAustralia. In addition, the Manager pursues opportunities to educateand keep retail investors informed of the <strong>REIT</strong> industry throughseminars organised by the SGX-ST or other public associations.Members of the respective committeesNomination, HR andBoard Audit Executive compensationmembers committee committee (1) committeeMr Lew Syn PauCMr David Stuart Clarke(Retired on 14 Apr 05)Mr Gregory Goodman M M M(Appointed Deputy Chairmaneffective from 15 Apr 05)Mr David Wong Cheong Fook CMs Chong Siak Ching C MMr Thai Chee KenMMr Benedict Kwek Gim Song MMr James Hodgkinson,Alternate Director to David Stuart Clarke(Appointed as a Director effective from15 Apr 05)Mr Swee Kee SiongDenotes C – Chairman; M – Member(1)The other member of the Executive Committee is Mr Tan Ser Ping.Meeting attendanceBoardAuditCommitteeNo. of meetings No. of meetingsheld : 5 held : 3AttendedAttendedMr Lew Syn Pau 5 N.A.Mr David Stuart Clarke 2 N.A.Mr James Hodgkinson (as alternate to Mr Clarke) 3 N.A.Mr Gregory Goodman 5 3Mr David Wong Cheong Fook 3 2Ms Chong Siak Ching 5 N.A.Mr Thai Chee Ken 3 2Mr Benedict Kwek Gim Song 4 3Mr Swee Kee Siong 5 N.A.
40 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Investor RelationsThe past year has been an exciting one forA-<strong>REIT</strong>. We continue to provide Unitholderswith open and transparent communicationsthrough telephone, website, webcast of resultsbriefings, email alerts, publications, investormeetings and extraordinary general meetings.The Manager has been and will continue tobe, proactive in generating awareness andpromoting interest in A-<strong>REIT</strong>, particularly atseminars and roadshows locally and overseasto retail and institutional investors.Common Questions(1) When are A-<strong>REIT</strong>’s distributions usually paid?Quarterly. However, when A-<strong>REIT</strong> issues new equity, it is sometimesnecessary to pay out distributions for different time periods to ensurethat existing Unitholders are not disadvantaged.(2) What were the distributions A-<strong>REIT</strong> paid out in the financialyear ended 31 March <strong>2005</strong>?A-<strong>REIT</strong> has paid out a total DPU of 9.56 cents for the year ended 31March <strong>2005</strong>. From the third distribution for the period from 1 Octoberto 31 December 2004, A-<strong>REIT</strong> started to pay distribution on a quarterlybasis. The breakdown of distributions paid out for the respectiveperiod is listed in the table below.Distribution per unitPeriod (cent) Payment Date01 Jan 05 to 31 Mar 05 2.70 31 May 0501 Oct 05 to 31 Dec 05 2.40 24 Feb 0501 Apr 04 to 30 Sep 04 4.46 23 Nov 04Ms Ho Mei PengInvestor Relations and Communications Manager3) What is the total number of A-<strong>REIT</strong> units on issue currently?A total of 1,162,742,368 Units are on issue as at 30 April <strong>2005</strong>.HOW TO CONTACT USTo find out more about A-<strong>REIT</strong>,please talk to your financialadviser or contact us at:THE MANAGERContact: Ho Mei PengInvestor Relations ManagerPhone: (65) 6774 9152Fax: (65) 6775 2813Email:a-reit@ascendas-mgm.comWebsite: www.a-reit.comTHE UNIT REGISTRARLim Associates (Pte) LtdPhone: (65) 6536 5355Fax: (65) 6536 1360For depository related matters,please contact:The Central Depository (Pte) LtdCDP Customer: (65) 6535 7511Service phoneEmail:cdp@sgx.comWebsite: www.cdp.com.sgPROPOSED A-<strong>REIT</strong> <strong>2005</strong>/2006 CALENDARJuly <strong>2005</strong>• FY 2006 1st quarter results released• Books closure date to determine entitlement to first quarterdistributionAugust <strong>2005</strong>• First quarter distributionOctober <strong>2005</strong>• FY 2006 2nd quarter and half-year results released• Books closure date to determine entitlement to second quarterdistributionNovember <strong>2005</strong>• Second quarter distribution• FY 2006 interim report issuedJanuary 2006• FY 2006 3rd quarter results released• Books closure date to determine entitlement to third quarterdistributionFebruary 2006• Third quarter distributionApril 2006• Full year results released• Books closure date to determine entitlement to fourth quarterdistribution
Financial Statements<strong>Report</strong> of the Trustee 42Statement by the Manager 43Auditors’ <strong>Report</strong> 44Balance Sheet 45Statement of Total Return 46Statement of Movements in Unitholders’ Funds 47Investment Properties Portfolio Statement 48Statement of Cash Flows 50Statement of Financial Highlights 52Notes to the Financial Statements 53
42 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong><strong>Report</strong> of the TrusteeHSBC Institutional Trust Services (Singapore) Limited (the “Trustee”) is under a duty to take into custody and hold the assets of A-<strong>REIT</strong> in trust for theUnitholders. In accordance with the Securities and Futures Act (Cap. 289), its subsidiary legislation and the Code on Collective Investment Schemes(collectively referred to as the “laws and regulations”), the Trustee shall monitor the activities of <strong>Ascendas</strong>-MGM Funds Management Limited (the“Manager”) for compliance with the limitations imposed on the investment and borrowing powers as set out in the trust deed dated 9 October2002 (as amended) between the Trustee and the Manager (the “Trust Deed”) in each annual accounting period and report thereon to Unitholdersin an annual report which shall contain the matters prescribed by the laws and regulations as well as the recommendations of Statement ofRecommended Accounting Practice 7 “<strong>Report</strong>ing Framework for Unit Trusts” issued by the Institute of Certified Public Accountants of Singaporeand the provisions of the Trust Deed.To the best knowledge of the Trustee, the Manager has, in all material respects, managed A-<strong>REIT</strong> during the period covered by these financialstatements in accordance with the limitations imposed on the investment and borrowing powers set out in the Trust Deed, laws and regulationsand otherwise in accordance with the provisions of the Trust Deed.For and on behalf of the Trustee,HSBC Institutional Trust Services (Singapore) LimitedArjun BambawaleDirectorSingapore6 May <strong>2005</strong>
Statement by the Manager<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 43In the opinion of the directors of <strong>Ascendas</strong>-MGM Funds Management Limited, the accompanying financial statements set out on pages 45 to65 comprising the Balance Sheet, Statement of Total Return, Statement of Movements in Unitholders’ Funds, Investment Properties PortfolioStatement, Statement of Cash Flows, Statement of Financial Highlights and Notes to the Financial Statements are drawn up so as to present fairly,in all material respects, the financial position of A-<strong>REIT</strong> as at 31 March <strong>2005</strong>, the total return, distributable income, movements in Unitholders’ fundsand cash flows for the year then ended in accordance with the recommendations of Statement of Recommended Accounting Practice 7 “<strong>Report</strong>ingFramework for Unit Trusts” issued by the Institute of Certified Public Accountants of Singapore and the provisions of the Trust Deed. At the date ofthis statement, there are reasonable grounds to believe that A-<strong>REIT</strong> will be able to meet its financial obligations as and when they materialise.For and on behalf of the Manager,<strong>Ascendas</strong>-MGM Funds Management LimitedChong Siak ChingDirectorSingapore6 May <strong>2005</strong>
44 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Auditor’s <strong>Report</strong> to the UnitholdersWe have audited the financial statements of <strong>Ascendas</strong> Real Estate Investment Trust (“A-<strong>REIT</strong>”) for the year ended 31 March <strong>2005</strong> as set out on pages45 to 65. These financial statements are the responsibility of the Manager and the Trustee of A-<strong>REIT</strong>. Our responsibility is to express an opinion onthese financial statements based on our audit.We conducted our audit in accordance with Singapore Standards on Auditing. Those Standards require that we plan and perform the audit toobtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a testbasis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principlesused and significant estimates made by the Manager, as well as evaluating the overall financial statement presentation. We believe that our auditprovides a reasonable basis for our opinion.In our opinion, the financial statements present fairly, in all material respects, the financial position of A-<strong>REIT</strong> as at 31 March <strong>2005</strong>, the total return,distributable income, movements in Unitholders’ funds and cash flows for the year then ended in accordance with the recommendations ofStatement of Recommended Accounting Practice 7 “<strong>Report</strong>ing Framework for Unit Trusts” issued by the Institute of Certified Public Accountants ofSingapore and the provisions of the Trust Deed.KPMGCertified Public AccountantsSingapore6 May <strong>2005</strong>
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 45Balance Sheet as at 31 March <strong>2005</strong>Note <strong>2005</strong> 2004$’000 $’000Non-current assetsInvestment properties 3 2,076,893 996,431Current assetsTrade and other receivables 4 32,335 20,343Cash and cash equivalents 5 5,164 3,93837,499 24,281Current liabilitiesTrade and other payables 6 (65,602) (39,212)Net current liabilities (28,103) (14,931)Non-current liabilitiesOther payables 7 (67,330) (26,050)Interest-bearing borrowings 8 (556,000) (263,800)(623,330) (289,850)Net assets 1,425,460 691,650Represented by:Unitholders’ funds 1,425,460 691,650Units on issue (’000) 9 1,160,557 707,207Net asset value per unit ($) 1.23 0.98The accompanying notes form an integral part of these financial statements.
46 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Statement of Total Returnfor the year ended 31 March <strong>2005</strong>Note <strong>2005</strong> 2004$’000 $’000Gross revenue 10 128,987 65,914Property operating expenses 11 (32,873) (15,604)Net property income 96,114 50,310Interest income 73 20Manager’s fees 12 (11,249) (5,588)Trust expenses 13 (1,215) (809)Borrowing costs (8,506) (3,342)Net investment income before tax 75,217 40,591Income tax expense 14 – –Net investment income after tax 75,217 40,591Non-tax deductible expenses 8,948 4,945Net investment income available for distribution 84,165 45,536Non-tax deductible expenses (8,948) (4,945)Net appreciation on revaluation of investment properties credited directly toasset revaluation reserve 21,823 7,871Total return for the year 97,040 48,462Earnings per unit (cents) 15 8.66 7.27Distribution per unit (cents) 15 9.56 8.16The accompanying notes form an integral part of these financial statements.
Statement of Movements inUnitholders’ Fundsfor the year ended 31 March <strong>2005</strong><strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 47AssetAccumulated netIssued equity Issue costs revaluation reserve investment income Total$’000 $’000 $’000 $’000 $’000Net assets at 1 April 2003 478,896 (17,343) 22,317 14,290 498,160Operations for the year ended31 March 2004Net investment income – – – 40,591 40,591Net appreciation on revaluation ofinvestment properties – – 7,871 – 7,871Increase in net assets resulting fromoperations – – 7,871 40,591 48,462Unitholders’ transactionsCreation of Units:Equity raising 186,180 – – – 186,180Fund manager’s fees paid in Units 1,615 – – – 1,615Distribution to Unitholders (note 16) – – – (37,260) (37,260)Issue expenses – (5,507) – – (5,507)Increase in net assets resulting fromUnitholders’ transactions 187,795 (5,507) – (37,260) 145,028Net assets at 31 March 2004 666,691 (22,850) 30,188 17,621 691,650Operations for the year ended31 March <strong>2005</strong>Net investment income – – – 75,217 75,217Net appreciation on revaluationof investment properties – – 21,823 – 21,823Increase in net assets resulting fromoperations – – 21,823 75,217 97,040Unitholders’ transactionsCreation of Units:Equity raising 720,000 – – – 720,000Fund manager’s fees paid in Units 4,647 – – – 4,647Distribution to Unitholders (note 16) – – – (78,285) (78,285)Issue expenses – (9,592) – – (9,592)Increase in net assets resulting fromUnitholders’ transactions 724,647 (9,592) – (78,285) 636,770Net Assets at 31 March <strong>2005</strong> 1,391,338 (32,442) 52,011 14,553 1,425,460The accompanying notes form an integral part of these financial statements.
48 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Investment Properties PortfolioStatementAs at 31 March <strong>2005</strong>CostIncludingPercentage of TotalRemaining Latest Acquisition At Valuation/ Cost Net AssetsDescription of Acquisition Term of Term of Valuation (a) Costs (b) <strong>2005</strong> 2004 (c) <strong>2005</strong> 2004Property Date Tenure Lease Lease Location $‘000 $‘000 $‘000 $‘000 % %Science & Business Park Properties* The Alpha 19/11/2002 Leasehold 60 years 58 years 10 Science Park Road 53,500 – 53,500 54,500 3.75 7.88* The Aries 19/11/2002 Leasehold 60 years 58 years 51 Science Park Road 42,000 – 42,000 41,700 2.95 6.03* The Capricorn 19/11/2002 Leasehold 60 years 58 years 1 Science Park Road 82,900 – 82,900 80,000 5.82 11.57* The Gemini 19/11/2002 Leasehold 60 years 58 years 41 Science Park Road 74,000 – 74,000 76,500 5.19 11.06* Honeywell 19/11/2002 Leasehold 60 years (d) 54 years (d) 17 Changi Business 45,000 – 45,000 42,000 3.16 6.07Building Park Central 1* Ultro Building 30/10/2003 Leasehold 60 years (d) 56 years (d) 1 Changi Business 21,000 – 21,000 18,800 1.47 2.72Park Avenue 1# Telepark 01/03/<strong>2005</strong> Leasehold 99 years 86 years 5 Tampines Central 6 – 189,495 189,495 – 13.29 –Hi-Tech Industrial Properties# Infineon Building (h) 01/12/2004 Leasehold 47 years (f) 45 years (f) 8 Kallang Sector – 53,170 53,170 – 3.73 –* Siemens Center 12/03/2004 Leasehold 60 years (d) 57 years (d) 60 MacPherson Road 74,000 – 74,000 68,700 5.19 9.93* Techlink 19/11/2002 Leasehold 60 years 49 years 31 Kaki Bukit Road 3 76,700 – 76,700 74,000 5.38 10.70# Techpoint (h) 01/12/2004 Leasehold 65 years 47 years 10 Ang Mo Kio Street 65 – 78,375 78,375 – 5.50 –# Wisma Gulab 01/12/2004 Freehold Freehold – 190 Macpherson Road – 58,207 58,207 – 4.08 –# KA Centre 01/03/<strong>2005</strong> Leasehold 99 years 53 years 150 Kampong Ampat – 19,793 19,793 – 1.39 –# KA Place 01/03/<strong>2005</strong> Leasehold 99 years 53 years 159 Kampong Ampat – 11,472 11,472 – 0.80 –# Kim Chuan Tele- 01/03/<strong>2005</strong> Leasehold 99 years 86 years 38 Kim Chuan Road – 102,305 102,305 – 7.18 –communicationsComplexLight Industrial Properties# Autron Building 27/12/2004 Leasehold 60 years (d) 51 years (d) 53 Serangoon – 14,700 14,700 – 1.03 –North Ave 4# Exklusiv Centre 01/12/2004 Leasehold 99 years 46 years 247 Alexandra Road – 46,833 46,833 – 3.29 –* Ghim Li Building 13/10/2003 Leasehold 60 years (d) 50 years (d) 41 Changi South Ave 2 15,300 – 15,300 14,200 1.07 2.05* OSIM 20/06/2003 Leasehold 60 years 52 years 65 Ubi Avenue 1 37,500 – 37,500 36,700 2.63 5.31HeadquartersBuilding# Progen Building 29/07/2004 Leasehold 60 years (d) 51 years (d) 12 Woodlands Loop 26,500 26,500 – 1.86 –# SB Building 27/11/2004 Leasehold 60 years (d) 52 years (d) 25 Changi South – 18,690 18,690 – 1.31 –Street 1# Steel Industries 01/12/2004 Leasehold 60 years 45 years 5 Tai Seng Drive – 16,013 16,013 – 1.12 –Building* Techplace I 19/11/2002 Leasehold 65 years 47 years Blk 4008-4012 115,200 – 115,200 115,000 8.08 16.63Ang Mo Kio Ave 10* Techplace II 19/11/2002 Leasehold 65 years 47 years Blk 5000-5012 145,300 – 145,300 145,000 10.19 20.96# Volex Building 01/12/2004 Leasehold 60 years (d) 47 years (d) 35 Tampines Street 92 – 9,870 9,870 – 0.69 –Distribution & Logistics Centre# C & P Logistics Hub 21/07/2004 Leasehold 48 years (g) 45 years (g) 19 Loyang Way 234,200 – 234,200 – 16.43 –# CG Aerospace 02/12/2004 Leasehold 60 years (d) 49 years (d) 3 Changi South – 32,600 32,600 – 2.29 –Building Street 2* Changi Logistics 09/03/2004 Leasehold 60 years (d) 46 years (d) 19 Loyang Way 57,000 – 57,000 47,875 4.00 6.92Centre* IDS Logistics 19/02/2004 Leasehold 58 years (e) 51 years (e) 279 Jalan Ahmad 52,000 – 52,000 51,875 3.65 7.50CorporateIbrahimHeadquarters# Fedex Building 09/12/2004 Leasehold 60 years (d) 51 years (d) 6 Changi South Street 3 – 35,175 35,175 – 2.47 –# Freight Links 28/12/2004 Leasehold 60 years (d) 50 years (d) 9 Changi South Street 3 – 33,600 33,600 – 2.36 –(Changi) Building# Freight Links 28/12/2004 Leasehold 60 years (d) 45 years (d) 5 Toh Guan Road East – 38,220 38,220 – 2.68 –(Toh Guan)Building# McDermid Building 09/12/2004 Leasehold 60 years (d) 45 years (d) 20 Tuas Avenue 6 – 5,775 5,775 – 0.41 –* Nan Wah Building 31/05/2004 Leasehold 60 years (d) 53 years (d) 4 Changi South Lane 24,500 – 24,500 – 1.72 –* Trivec Building 04/03/2004 Leasehold 60 years 52 years 3 Changi North Street 2 40,000 – 40,000 33,611 2.81 4.86* TT International 05/03/2004 Leasehold 60 years (d) 51 years (d) 10 Toh Guan Road 96,000 – 96,000 95,970 6.73 13.88TradeparkInvestment properties 1,312,600 764,293 2,076,893 996,431 145.70 144.07Net liabilities (651,433) (304,781) (45.70) (44.07)Net assets 1,425,460 691,650 100.00 100.00The accompanying notes form an integral part of these financial statements.
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 49Investment properties comprise a diverse portfolio of industrial properties that are leased to external customers. Most of the leases for the multitenantedbuildings contain an initial non-cancellable period ranging from 1 to 3 years. Subsequent renewals are negotiated with the lessee.(a)In February <strong>2005</strong>, independent valuations for the nineteen properties owned at that time were undertaken by Jones Lang LaSalle PropertyConsultants, Colliers International Consultancy and Valuation (Singapore) Pte Ltd and DTZ Debenham Tie Leung (SEA) Pte Ltd. These firmsare independent valuers having appropriate professional qualifications and recent experience in the location and category of the propertiesbeing valued. The valuation for the nineteen properties were based on Income Method, Direct Comparison Method, Replacement CostMethod and Discounted Cash Flow Analysis. The valuations adopted amounted to $1,312.6 million. The net increase in valuation has beentaken to the asset revaluation reserve.(b) In respect of properties acquired after July 2004.(c)The carrying amounts of the eleven properties owned as at 31 March 2004 were based on an independent valuation undertaken by JonesLang LaSalle Property Consultants, on 31 December 2003. The valuation was based on the Income Method, Direct Comparison Method,Replacement Cost Method and Discounted Cash Flow Analysis.(d)Includes an option for A-<strong>REIT</strong> to renew the land lease for a further term of 30 years upon expiry.(e)Includes an option for A-<strong>REIT</strong> to renew the land lease for a further term of 28 years upon expiry.(f ) Includes an option for A-<strong>REIT</strong> to renew the land lease for a further term of 17 years upon expiry.(g)Includes an option for A-<strong>REIT</strong> to renew the land lease for a further term of 24.4 years upon expiry.(h)Infineon Building and Techpoint were acquired from <strong>Ascendas</strong> Land (Singapore) Pte Ltd, a related party of the Manager, on 1 December2004.* Portfolio 1 – properties pledged as a security for the credit facilities granted from Emerald Assets Limited (“Emerald Assets”) in relation to theterm loan of $300 million from August 2004.# Portfolio 2 – properties to be pledged as security for the credit facilities granted from Emerald Assets in relation to the term loan of $350million from May <strong>2005</strong>. ( See Note 22(e)).The accompanying notes form an integral part of these financial statements.
50 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Statement of Cash Flowsfor the year ended 31 March <strong>2005</strong>Note <strong>2005</strong> 2004$’000 $’000Operating activitiesNet investment income 75,217 40,591Adjustment for:Interest income (73) (20)Provision for doubtful receivables 37 133Borrowing costs 8,506 3,342Fund manager’s fees paid/payable in Units 7,739 3,815Operating income before working capital changes 91,426 47,861Changes in working capital:Trade and other receivables (8,163) (18,532)Trade and other payables 2,248 5,510Cash generated from operating activities 85,511 34,839Investing activitiesPurchase of investment properties (including acquisition charges) A (848,140) (309,968)Payment for capital improvement projects (15,284) (29,272)Payment for deferred settlement (5,000) –Deposits paid for purchase of investment properties (8,223) (679)Cash flows from investing activities (876,647) (339,919)Financing activitiesEquity issue costs paid (10,597) (4,101)Proceeds from issue of Units 597,904 186,180Distributions to Unitholders paid (78,285) (37,260)Borrowing costs paid (8,933) (2,185)Interest received 73 26Proceeds from borrowings 934,400 172,500Repayment of borrowings (642,200) (33,700)Cash flows from financing activities 792,362 281,460Net increase/(decrease) in cash and cash equivalents 1,226 (23,620)Cash and cash equivalents at beginning of year 3,938 27,558Cash and cash equivalents at end of year 5,164 3,938The accompanying notes form an integral part of these financial statements.
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 51Notes:(A) Net Cash Outflow on Purchase of Investment Properties (including acquisition charges)Net cash outflow on purchase of investment properties (including acquisition charges) is set out below:<strong>2005</strong> 2004$’000 $’000Investment properties (including acquisition charges) 1,048,988 367,421Cash 12,573 8,240Trade and other payables (73,409) (50,699)Security deposits (5,343) (6,754)Net identifiable assets acquired 982,809 318,208Purchase consideration paid in Units (122,096) –Cash consideration paid 860,713 318,208Cash acquired (12,573) (8,240)Net cash outflow 848,140 309,968(B) Significant Non-Cash TransactionsDuring the financial year, there were the following significant non-cash transactions:(i)(ii)On 19 April 2004, A-<strong>REIT</strong> issued 1,572,381 new Units at the issue price of $1.2983 per unit as payment of performance fee for the yearended 31 March 2004. On 8 June 2004 and 6 December 2004, A-<strong>REIT</strong> issued 746,077 and 904,373 new Units at the issue price of $1.4347and $1.6981 per unit as payment of the 50% of the manager’s base fee, respectively. The issue price was determined based on the volumeweighted average traded price for all trades done on SGX-ST in the ordinary course of trading for 10 business days immediately precedingthe respective date of issue of the Units.On 1 December 2004, A-<strong>REIT</strong> issued 78,771,613 new Units at an issue price of $1.55 per unit as partial consideration for the acquisition ofTechpoint and Infineon Building.The accompanying notes form an integral part of these financial statements.
52 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Statement of Financial Highlightsfor the year ended 31 March <strong>2005</strong><strong>2005</strong> 2004$ $Per Unit data (1)Net asset value at beginning of year 0.98 0.91Effect of creation of new Units, net of expenses 0.24 0.05Income from investment operations:– Net investment income 0.07 0.07– Net appreciation on revaluation of investment properties 0.01 0.02Total from investment operations 0.08 0.09Less: Distributions to Unitholders (0.07) (0.07)Net asset value at end of year 1.23 0.98Total income return to the Unitholder for the year (cents) 9.56 8.16(1) Per unit data is based on the applicable number of Units on issue during the financial year.<strong>2005</strong> 2004Supplemental data and ratiosNet asset value at end of year ($’000) 1,425,460 691,650Ratio of expenses to weighted average net assets (1) 0.86% 0.84%Ratio of net investment income to weighted average net assets (1) 7.89% 7.87%Portfolio turnover rate (2) – –(1) The annualised ratios are computed in accordance with guidelines of Investment Management Association of Singapore. The expenses used inthe computation relate to expenses at the Trust level only and exclude property related expenses, borrowing costs and performance componentof manager’s fees.(2) The annualised ratio is computed based on the lesser of purchases or sales of underlying investment properties of A-<strong>REIT</strong> expressed as apercentage of weighted average net asset value.
Notes to the Financial Statements<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 53These notes form an integral part of the financial statements.The financial statements were authorised for issue by the Manager and the Trustee on 6 May <strong>2005</strong>.1 General<strong>Ascendas</strong> Real Estate Investment Trust (“A-<strong>REIT</strong>”) is a Singapore-domiciled unit trust constituted pursuant to the trust deed dated 9 October2002 between <strong>Ascendas</strong>-MGM Funds Management Limited and HSBC Institutional Trust Services (Singapore) Limited, as amended by the FirstSupplemental Deed dated 16 January 2004, the Second Supplemental Deed dated 23 February 2004, the Third Supplemental Deed dated30 September 2004 and a Fourth Supplemental Deed dated 17 November 2004. The trust deed dated 9 October 2002 and the subsequentsupplemental deeds (collectively, the “Trust Deed”) is governed by the laws of the Republic of Singapore. On 9 October 2002, A-<strong>REIT</strong> wasdeclared an authorised unit trust scheme under the Trustees Act, Chapter 337. The Manager and Trustee of A-<strong>REIT</strong> are <strong>Ascendas</strong>-MGM FundsManagement Limited and HSBC Institutional Trust Services (Singapore) Limited, respectively.A-<strong>REIT</strong> was formally admitted to the Official List of the Singapore Exchange Securities Trading Limited (“SGX-ST”) on 19 November 2002 andwas included under the Central Provident Fund (“CPF”) Investment Scheme on 15 October 2002.The principal activity of A-<strong>REIT</strong> is to invest in a diverse portfolio of properties with the primary objective of achieving an attractive level ofreturn from rental income and for long-term capital growth.A-<strong>REIT</strong> has entered into several service agreements in relation to the management of A-<strong>REIT</strong> and its property operations. The fee structure ofthese services is as follows:1(a) Trustee’s FeesTrustee’s fees shall not exceed 0.25% per annum of the value of all the gross assets of A-<strong>REIT</strong> (“Deposited Property”) (subject to aminimum of $10,000 per month) or such higher percentage as may be fixed by an Extraordinary Resolution of a meeting of Unitholders.The Trustee’s fees are payable out of the investment properties (being all the assets of A-<strong>REIT</strong>, as stipulated in the Trust Deed) of A-<strong>REIT</strong>monthly in arrears. The Trustee is also entitled to reimbursement of expenses incurred in the performance of its duties under the TrustDeed.1(b) Management FeesThe Manager is entitled to receive the following remuneration:(i)(ii)a base fee of 0.5% per annum of the Deposited Property or such higher percentage as may be approved by an ExtraordinaryResolution of a meeting of Unitholders; andan annual performance fee of:• 0.1% per annum of the Deposited Property, provided that the annual growth in distributions per Unit in a given financialyear (calculated before accounting for the performance fee in that financial year) exceeds 2.5%; and• an additional 0.1% per annum of the Deposited Property, provided that the growth in distributions per Unit in a givenfinancial year (calculated before accounting for the performance fee in that financial year) exceeds 5.0%.In relation to the 19 properties acquired before 17 November 2004, 50.0% of the base fee payable to the Manager will be paid in Unitsissued at the prevailing market price (as defined in the Trust Deed) at the time of issue of the Units, and 50% will be paid in cash. Forproperties acquired after 17 November 2004, the Manager may elect at any time after the acquisition of the relevant property to receivethe base fee in cash and/or Units, in such proportion as may be determined by the Manager. Until such election is made, the base feeshall be paid to the Manager in equal proportions of cash and Units in respect of such property for the 60-month period after A-<strong>REIT</strong> islisted on SGX-ST, after which payment of the base fee shall be in cash.On 21 February <strong>2005</strong>, the Manager made an election in relation to the 17 properties acquired between 17 November 2004 and31 March <strong>2005</strong> that, with effect from 1 April <strong>2005</strong>, the base fee in relation to these 17 properties will be payable to the Manager whollyin cash.
54 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Notes to the Financial Statements1 General (cont’d)1(b) Management Fees (cont’d)The performance fee is paid in Units issued at the prevailing market price (as defined in the Trust Deed) at the time of issue of the Units.For properties acquired after 17 November 2004, the Manager may elect at any time after the acquisition of the relevant property toreceive performance fees in cash and/or Units, in such proportion as may be determined by the Manager. No such election has beenmade by the Manager to-date in relation to the payment of performance fees.The cash component of the fees will be paid monthly in arrears and the Units component will be paid on a six-monthly basis in arrears.The performance fee will be paid within 60 days of the last day of every financial year. This arrangement for the Manager to receivepayment of its management fees partly in cash and partly in Units will be maintained for a period of 60 months from the date thatA-<strong>REIT</strong> is listed on the SGX-ST, after which payment of the Manager’s fees will be entirely in cash.1(c) Fees Under The Property Management Agreement(i) Property Management ServicesFor the property management services, the Trustee will pay <strong>Ascendas</strong> Services Pte Ltd (the “Property Manager”), for each FiscalYear (as defined in the Property Management Agreement), a fee of 2.0% per annum of the gross revenue of each property.(ii)Lease Management ServicesFor lease management services, the Trustee will pay the Property Manager, for each Fiscal Year, a fee of 1.0% per annum of thegross revenue of each property.In addition, in relation to the services provided by the Property Manager in respect of property tax objections submitted to thetax authorities on any proposed annual value of a property, the Property Manager is entitled to the following fees if as a result ofsuch objections, the proposed annual value is reduced resulting in property tax savings for the property:• where the proposed annual value is $1.0 million or less, a fee of 7.5% of the property tax savings;• where the proposed annual value is more than $1.0 million but does not exceed $5.0 million, a fee of 5.5% of the propertytax savings; and• where the proposed annual value is more than $5.0 million, a fee of 5.0% of the property tax savings.The above mentioned fee is a lump sum fixed fee based on the property tax savings calculated on a 12-month period.(iii)Marketing ServicesFor the marketing services, the Trustee will pay the Property Manager, the following commissions:• one month’s gross rent inclusive of service charge for securing a tenancy of three years or less;• two months’ gross rent inclusive of service charge for securing a tenancy of more than three years;• if a third party agent secures a tenancy, the Property Manager will be responsible for all commissions payable to such thirdparty agent and the Property Manager will be entitled to a commission of:– 1.2 months’ gross rent inclusive of service charge for securing a tenancy of three years or less; and– 2.4 months’ gross rent inclusive of service charge for securing a tenancy of more than three years;• one-half month’s gross rent inclusive of service charge for securing a renewal of tenancy of three years or less; and• one month’s gross rent inclusive of service charge for securing a renewal of tenancy of more than three years.
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 551 General (cont’d)1(c) Fees Under The Property Management Agreement (cont’d)(iv) Project Management ServicesFor the project management services, the Trustee will pay the Property Manager the following fees for the development orredevelopment (if not prohibited by the Property Funds Guidelines or if otherwise permitted by the Monetary Authority ofSingapore (“MAS”)) the refurbishment, retrofitting and renovation works on a property:• where the construction costs are $2.0 million or less, a fee of 3.0% of the construction costs;• where the construction costs exceed $2.0 million but do not exceed $12.0 million, a fee of 2.15% of the construction costs;• where the construction costs exceed $12.0 million but do not exceed $40.0 million, a fee of 1.45% of the constructioncosts;• where the construction costs exceed $40.0 million but do not exceed $70.0 million, a fee of 1.40% of the constructioncosts;• where the construction costs exceed $70.0 million but do not exceed $100.0 million, a fee of 1.35% of the construction costs;and• where the construction costs exceed $100.0 million, a fee to be mutually agreed by the parties.2 Significant Accounting Policies2(a) Basis of PreparationThe financial statements are prepared in accordance with the Statement of Recommended Accounting Practice 7 “<strong>Report</strong>ing Frameworkfor Unit Trusts” issued by the Institute of Certified Public Accountants of Singapore and the applicable requirements of the Code onCollective Investment Schemes issued by the Monetary Authority of Singapore (“MAS”) and the provisions of the Trust Deed.The financial statements, which are expressed in Singapore Dollars and rounded to the nearest thousand, have been prepared on thehistorical cost basis, except as modified by the revaluation of investment properties.The measurement currency of A-<strong>REIT</strong> is Singapore dollars. All revenue, expenses, receipts and payments are denominated primarily inSingapore dollars.2(b) Investment PropertiesInvestment properties are accounted for as long term investments and are stated at initial cost on acquisition, and at valuationthereafter. Valuations are determined in accordance with the Trust Deed, which requires the investment properties to be valued byindependent registered valuers in the following events:(i)(ii)in such manner and frequency required under the Property Funds Guidelines; andat least once in each period of 12 months following the acquisition of the investment properties.Revaluation increments are credited to an asset revaluation reserve. Revaluation decrements are taken to the asset revaluation reserveto the extent that such decrements are reversing amounts previously credited to that reserve that are still available in that reserve.Revaluation decrements in excess of amounts available in the reserve are charged directly to net investment income in the Statementof Total Return. Subsequent revaluation increments that recover amounts previously charged directly to net investment income are, tothat extent, credited directly to net investment income in the Statement of Total Return.The gain or loss on disposal of previously revalued properties is calculated as the difference between the net disposal proceeds and thecarrying amount of the property at the time of disposal, and is included in net investment income in the Statement of Total Return inthe year of disposal. Any amount in the asset revaluation reserve that relates to the property is transferred to net investment income inthe Statement of Total Return in calculating the gain or loss.
56 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Notes to the Financial Statements2 Significant Accounting Policies (cont’d)2(c) DepreciationInvestment properties are not depreciated. The properties are subject to continuing maintenance and are regularly revalued on thebasis set out in note 2(b). For taxation purposes, A-<strong>REIT</strong> may claim capital allowances on assets that qualify as plant and machineryunder the Income Tax Act.2(d) Cash and Cash EquivalentsCash and cash equivalents comprise of cash at bank and in hand.2(e) ImpairmentThe carrying amounts of A-<strong>REIT</strong>’s assets are reviewed at each balance sheet date to determine whether there is any indication ofimpairment. If any such indication exists, the asset’s recoverable amount is estimated.An impairment loss is recognised whenever the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount.An impairment loss in respect of investment property carried at revalued amount is recognised in the same way as a revaluationdecrement on the basis set out in note 2(b). All other impairment losses are recognised directly in net investment income in theStatement of Total Return.2(f)TaxationTaxation on the returns for the year comprises current and deferred tax. Income tax is recognised in the Statement of Total Returnexcept to the extent that it relates to items directly related to Unitholders’ funds, in which case it is recognised in Unitholders’ Funds.Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at thebalance sheet date.Deferred tax is provided using the balance sheet liability method, providing for temporary differences between the carrying amountsof assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The temporary differences oninitial recognition of assets or liabilities that affect neither accounting nor taxable profit are not provided for. The amount of deferredtax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using taxrates enacted or substantively enacted at the balance sheet date.A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which theunused tax losses and credits can be utilised. Deferred tax assets are reduced to the extent that it is no longer probable that the relatedtax benefit will be realised.The Inland Revenue Authority of Singapore (“IRAS”) has issued a tax ruling on the taxation of A-<strong>REIT</strong> for income earned and expenditureincurred after its public listing. Subject to meeting the terms and conditions of the tax ruling, the Trustee will not be taxed on thetaxable income of A-<strong>REIT</strong>. Instead, the Trustee and the Manager will deduct income tax (if required) at the prevailing corporate tax rate(currently 20%) from distributions to Unitholders that are made out of the taxable income of A-<strong>REIT</strong>.However, the Trustee and the Manager will not deduct tax from distributions made out of A-<strong>REIT</strong>’s taxable income from and including1 January 2004 that is not taxed at A-<strong>REIT</strong>’s level to the extent that the beneficial Unitholders are:(i)(ii)(iii)Individuals (whether resident or non-resident) who receive such distribution as investment income (excluding income receivedthrough a partnership);Companies incorporated and tax resident in Singapore;Singapore branches of foreign companies which have presented a letter of approval from the IRAS granting waiver from taxdeducted at source in respect of distribution from A-<strong>REIT</strong>;(iv) Non-corporate Singapore constituted or registered entities (e.g. town councils, statutory boards, charitable organisations,management corporations, clubs and trade and industry associations constituted, incorporated, registered or organised inSingapore);
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 572 Significant Accounting Policies (cont’d)2(f) Taxation (cont’d)(v) Central Provident Fund (“CPF”) members who use their CPF funds under the CPF Investment Scheme (“CPFIS”) and where thedistribution received is returned to the CPF accounts; and(vi)Individuals who use their Supplementary Retirement Scheme (“SRS”) funds and where the distribution received is returned to theSRS accounts.Based on the <strong>2005</strong> Budget announcement, the Trustee and the Manager will deduct tax at the rate of 10% from distributions madeout of A-<strong>REIT</strong>’s taxable income that is not taxed at the A-<strong>REIT</strong>’s level to beneficial Unitholders who are qualifying foreign non-individualinvestors. A qualifying foreign non-individual investor is one who is not a resident of Singapore for income tax purposes and:(i)(ii)Who does not have a permanent establishment in Singapore; orWho carries on any operation in Singapore through a permanent establishment in Singapore, where the funds used to acquirethe Units in A-<strong>REIT</strong> are not obtained from that operation.2(g) Issue ExpensesIssue expenses represent expenses incurred in the issuance and placement of additional Units in A-<strong>REIT</strong>. The expenses are deducteddirectly against Unitholders’ funds, as stipulated in the Trust Deed.2(h) Revenue Recognition(i) Rental income from operating leasesRental income receivable under operating leases is recognised on a straight-line basis over the term of the lease, except where analternative basis is more representative of the pattern of benefits to be derived from the leased assets. Lease incentives grantedare recognised on a straight-line basis over the term of the lease.(ii)Interest incomeInterest income is recognised on an accrual basis.2(i)Expenses(i) Property operating expensesProperty operating expenses are recognised on an accrual basis. Included in property operating expenses are fees incurred underthe Property Management Agreement which are based on the applicable formula stipulated in note 1(c).(ii)(iii)(iv)Manager’s feesManager’s fees are recognised on an accrual basis using the applicable formula stipulated in note 1(b).Trust expensesTrust expenses are recognised on an accrual basis. Included in trust expenses is the trustee’s fees which are based on the applicableformula stipulated in note 1(a).Borrowing costsBorrowing costs include interest expense and amortisation of ancillary costs incurred in connection with the arrangement ofbank facilities and issues from time to time, of securities under the Medium Term Note programme.Interest expense is recognised in the Statement of Total Return in the period in which it is incurred. Expenses incurred in connectionwith the arrangement of bank facilities are recognised in the Statement of Total Return on a straight-line basis over the period forwhich the facilities are granted.2(j)Derivatives and HedgingInterest rate swaps are used to manage exposure to interest rate risk arising from financing activities. Interest differentials under swaparrangements are accrued and recorded as adjustments to the interest expense relating to the hedged loans.
58 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Notes to the Financial Statements3 Investment Properties<strong>2005</strong> 2004$’000 $’000At beginning of year 996,431 607,540Acquisition of investment properties 1,048,988 367,421Capital expenditure incurred 9,651 13,5992,055,070 988,560Net appreciation on revaluation credited directly to asset revaluation reserve during the year 21,823 7,871At end of year 2,076,893 996,4314 Trade and Other Receivables<strong>2005</strong> 2004$’000 $’000Trade receivables 4,033 1,123Allowance for doubtful receivables (121) (124)Net trade receivables 3,912 999Amount owing by related company (non-trade) 98 –Deposits 1,149 –Prepayments 623 784GST receivable 18,983 15,095Other receivables 7,570 3,46532,335 20,3435 Cash and Cash Equivalents<strong>2005</strong> 2004$’000 $’000Cash at bank and in hand 5,164 3,9386 Trade and Other Payables<strong>2005</strong> 2004$’000 $’000Trade payables and accrued operating expenses 23,460 16,514Trade amounts due to:– the Manager 7,137 3,160– the Property Manager 1,863 2,220– the Trustee 95 33– related parties 828 857Interest payable 1,171 1,827Deferred payments 15,000 5,000Security deposits 16,048 9,60165,602 39,212Deferred payments at 31 March <strong>2005</strong> relates to an amount of $5 million payable in June <strong>2005</strong> for the purchase of OSIM Headquarters Buildingand an amount of $10 million payable before March 2006 for the purchase of Kim Chuan Telecommunications Complex.
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 597 Other Payables<strong>2005</strong> 2004$’000 $’000Deferred payments in (of greater than 12 months) in respect of the purchase of the following properties:– OSIM Headquarters Building payable in June <strong>2005</strong> – 5,000– TT International Tradepark payable in March 2007 8,800 8,800– Siemens Center payable between March 2007 to March 2009 12,250 12,250– SB Building payable in November 2009 3,800 –– Exklusiv Centre payable in November 2007 900 –– Wisma Gulab payable in December 2009 12,200 –– CG Aerospace Building payable in December 2006 8,100 –– Freight Links (Changi) Building payable between December 2007 to December 2010 6,400 –– Freight Links (Toh Guan) Building payable between December 2007 to December 2010 7,280 –– Telepark payable in March 2008 7,600 –67,330 26,0508 Interest-bearing Borrowings<strong>2005</strong> 2004$’000 $’000Term loans 300,000 198,800Revolving credit facilities 256,000 65,000556,000 263,800The term loan of $300 million at 31 March <strong>2005</strong> was granted by a special purpose company, Emerald Assets Limited (“Emerald Assets”). Theterm loan bears a floating interest rate of 0.325% per annum above the three-month Singapore Swap Offer Rate and is fully repayable inAugust 2009.As security for the credit facilities granted by Emerald Assets, the Trustee of A-<strong>REIT</strong> has granted in favour of Emerald Assets the following:(i) a mortgage over the properties making up “Portfolio 1” (Portfolio 1 includes the 17 properties acquired before July 2004);(ii)(iii)(iv)an assignment and charge of the rental proceeds and tenancy agreements in the Portfolio 1 properties;an assignment of the insurance policies relating to the Portfolio 1 properties;a charge creating a fixed and floating charge over certain assets of A-<strong>REIT</strong> relating to the Portfolio 1 properties.Emerald Assets has entered into an arrangement for a $1 billion Medium Term Note Programme (“MTN Programme”). Under the MTNProgramme, Emerald Assets may, subject to compliance with all relevant laws, regulations and directives, from time to time issue fixed orfloating interest rate notes (the “Notes”). The maximum aggregate principal amount of the Notes to be issued shall be $1 billion. The Noteswill be secured by the Notes Debenture. To fund the $300 million floating rate term loan to A-<strong>REIT</strong>, Emerald Assets has issued Euro 144 millionof Medium Term Notes for a period of five years to 4 August 2009.In addition, A-<strong>REIT</strong> has the following revolving credit facilities in place:(i)(ii)(iii)(iv)(v)$150 million revolving credit facility granted by Oversea-Chinese Corporation Limited (2004 : $450 million in term loan and revolvingcredit facility);$150 million revolving credit facility granted by BNP Paribas (2004 : Nil);$100 million revolving credit facility granted by DBS Bank Limited (2004 : Nil);$300 million revolving credit facility granted by United Overseas Bank Limited (2004 : Nil);$45 million letter of guarantee granted by Oversea-Chinese Banking Corporation Limited (2004 : $5 million).
60 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Notes to the Financial Statements8 Interest-bearing Borrowings (cont’d)As at 31 March <strong>2005</strong>, $256 million has been drawn down under these revolving credit facilities. This amount would be refinanced from a newloan from Emerald Assets in May <strong>2005</strong> (See Note 22(e)).As at 31 March 2004, the outstanding term loans of $198.8 million and revolving credit facilities of $65 million were granted by OCBC Ltdunder unsecured facilities totalling $450 million, made up of $280 million in term loans, $165 million in revolving credit facilities and a $5million bank guarantee. Except for the bank guarantee, all of these facilities were cancelled in July/August 2004.During the financial year, A-<strong>REIT</strong> restructured existing interest rate swaps with a total notional amount of $190 million (31/3/2004: $190million) and entered into additional interest rate swaps with total notional amount of $232.5 million so as to hedge part of A-<strong>REIT</strong>’s variablerate borrowings. Total swaps of $422.5 million have terms of two to five years with a weighted average term of 3.22 years and a weightedaverage interest rate of 2.43%. As at 31 March <strong>2005</strong>, the fair value of these swaps, calculated as the present value of the estimated future cashflows and which does not consider the offsetting change in the value of the items being hedged, is $1,252,000 (31/3/2004: ($1,567,000)). Theweighted average funding cost (including floating rate debt) as at 31 March <strong>2005</strong> is 2.77% (31/3/2004: 2.16%).Effective interest rates and repricing analysisFixed interest rateEffective interest Floating interest maturing 1 to 5 years Total% $’000 $’000 $’000<strong>2005</strong>Interest-bearing borrowings:– term loan 2.1736 300,000 – 300,000– revolving credit facility 2.3525 256,000 – 256,000Effect of interest rate swaps (2.7641) (422,500) 422,500 –133,500 422,500 556,0002004Interest-bearing borrowings:– term loan 1.5583 198,800 – 198,800– revolving credit facility 1.5585 65,000 – 65,000Effect of interest rate swaps (2.6734) (190,000) 190,000 –73,800 190,000 263,8009 Units on issueNo. of Units<strong>2005</strong> 2004’000 ’000Balance at beginning of year 707,207 545,000Issue of new Units:– As payment of manager’s fees 1,651 1,707– As payment of performance fees 1,572 –– New Units issued 450,127 160,500Balance at end of year 1,160,557 707,207On 19 April 2004, A-<strong>REIT</strong> issued 1,572,381 new Units at the issue price of $1.2983 per unit as payment of the performance fee for the yearended 31 March 2004. On 8 June 2004 and 6 December 2004, A-<strong>REIT</strong> issued 746,077 and 904,373 new Units at the issue price of $1.4347and $1.6981 per unit respectively as payment of 50% of the manager’s base fee. The issue price was determined based on the volumeweighted average traded price for all trades done on SGX-ST in the ordinary course of trading for 10 business days immediately precedingthe respective date of issue of the units.On 23 June 2004, A-<strong>REIT</strong> issued 82,142,857 new Units at an issue price of $1.40 per unit for cash to partly finance the acquisition of ProgenBuilding and C & P Logistics Hub.On 1 December 2004, A-<strong>REIT</strong> issued 179,292,903 new Units at an issue price of $1.55 per unit for cash to partly finance the acquisition ofAutron Building, CG Aerospace Building, Exklusiv Centre, Fedex Building, Freight Links (Changi) Building, Freight Links (Toh Guan) Building,McDermid Building, SB Building, Steel Industries Building, Volex Building and Wisma Gulab.
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 619 Units on issue (cont’d)Also on 1 December 2004, A-<strong>REIT</strong> issued 78,771,613 new Units at an issue price of $1.55 per unit as partial consideration for the acquisitionof Techpoint and Infineon Building.On 2 March <strong>2005</strong>, A-<strong>REIT</strong> issued 109,919,571 new Units at an issue price of $1.865 per unit for cash to partly finance the acquisition ofTelepark, Kim Chuan Telecommunications Complex, KA Centre and KA Place. These Units are not eligible for distributions in respect of theperiod from 1 January <strong>2005</strong> to 1 March <strong>2005</strong>.Each Unit in A-<strong>REIT</strong> represents an undivided interest in A-<strong>REIT</strong>. The rights and interests of Unitholders are contained in the Trust Deed andinclude the right to:• Receive income and other distributions attributable to the Units held;• Participate in the termination of A-<strong>REIT</strong> by receiving a share of all net cash proceeds derived from the realisation of the assets of A-<strong>REIT</strong>less any liabilities, in accordance with their proportionate interests in A-<strong>REIT</strong>. However, a Unitholder has no equitable or proprietaryinterest in the underlying assets of A-<strong>REIT</strong> and is not entitled to the transfer to it of any assets (or any part thereof) or of any estate orinterest in any asset (or any part thereof) of A-<strong>REIT</strong>; and• Attend all Unitholder’s meetings. The Trustee or the Manager may (and the Manager shall at the request in writing of not less than 50Unitholders or one-tenth in number of the Unitholders, whichever is lesser) at any time convene a meeting of Unitholders in accordancewith the provisions of the Trust Deed.The restrictions of a Unitholder include the following:• A Unitholder’s right is limited to the right to require due administration of A-<strong>REIT</strong> in accordance with the provisions of the Trust Deed;and• A Unitholder has no right to request for redemption of their Units while the Units are listed on SGX-ST.A Unitholder’s liability is limited to the amount paid or payable for any Units in A-<strong>REIT</strong>. The provisions of the Trust Deed provide that noUnitholders will be personally liable to indemnify the Trustee or any creditor of the Trustee in the event that liabilities of A-<strong>REIT</strong> exceed itsassets.10 Gross Revenue<strong>2005</strong> 2004$’000 $’000Property rental income 117,597 57,731Other income 11,390 8,183128,987 65,91411 Property Operating Expenses<strong>2005</strong> 2004$’000 $’000Land rent 3,743 274Maintenance & conservancy 8,359 5,275Property service fees 3,758 2,259Property tax 7,449 3,230Utilities 9,095 3,791Other operating expenses 469 77532,873 15,60412 Manager’s FeesManager’s fees include base management fees of $7,020,000 (2004: $3,547,000) and a performance fee of $4,229,000 (2004: $2,041,000). 50%of the base fee and 100% of the performance fee is payable in the form of Units at the prevailing market price (as defined in the Trust Deed)at the time of issue of units.
62 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Notes to the Financial Statements13 Trust Expenses<strong>2005</strong> 2004$’000 $’000Auditors’ remuneration– audit fees 93 89– non-audit fees 33 7Professional fees 246 370Trustee’s fees 421 213Other expenses 422 1301,215 80914 Income Tax Expense<strong>2005</strong> 2004$’000 $’000Reconciliation of effective tax rateNet investment income before taxation 75,217 40,591Income tax using Singapore tax rate of 20% (2004: 22%) 15,043 8,930Non-tax deductible items 1,790 1,088Tax transparency (16,833) (10,018)Tax payable – –15 Earnings and Distribution Per UnitThe calculation of basic earnings and distribution per unit for the financial year are based on:<strong>2005</strong> 2004$’000 $’000Net investment income 75,217 40,591Net investment income available for distribution 84,165 45,536Applicable number of Units on issue during the year (’000) 880,438 558,242There were no dilutive instruments on issue during the financial year.16 Distributions to UnitholdersDistributions to Unitholders during the financial year comprise of:<strong>2005</strong> 2004$’000 $’000Distribution of 3.47 cents per unit for the period 01/10/03 to 03/03/04 18,971 –Distribution of 5.09 cents per unit for the period 04/03/04 to 30/09/04 38,176 –Distribution of 2.40 cents per unit for the period 01/10/04 to 31/12/04 21,138 –Distribution of 2.78 cents per unit for the period 19/11/02 to 31/03/03 – 15,151Distribution of 4.05 cents per unit for the period 01/04/03 to 30/09/03 – 22,10978,285 37,260A-<strong>REIT</strong>’s policy is to distribute its distributable income to Unitholders on a semi-annual basis up to 30 September 2004 and on a quarterlybasis from 1 October 2004.17 Issue ExpensesThe issue costs of $9,592,000 (2004: $5,507,000) have been deducted directly against Unitholders’ funds. Included in issue costs are amountspaid/payable to the auditors of A-<strong>REIT</strong> of $148,000 (2004: $185,000) for acting as independent reporting accountants in connection with theissue of 258,064,516 new units (2004: 160,500,000 new units) in A-<strong>REIT</strong> during the financial year.
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 6318 Commitments(a) A-<strong>REIT</strong> is required to pay JTC Corporation and Housing Development Board for annual land rent in respect of certain of its properties.The annual land rent is based on market rent in the relevant year of the current lease term and the lease provides that any increase inannual land rent from year to year shall not exceed 4% – 5.5% of the annual land rent for the immediate preceding year. The land rentamounted to approximately $6,364,000 in relation to 21 properties (2004: $575,000 in relation to 8 properties) for the financial yearended 31 March <strong>2005</strong> (includes amounts paid on behalf of tenants that have been directly re-charged).(b)A-<strong>REIT</strong> leases out its investment properties. Non-cancellable operating lease rentals are receivable as follows:<strong>2005</strong> 2004$’000 $’000Within 1 year 168,326 81,528After 1 year but within 5 years 615,242 177,666After 5 years 753,613 180,8551,537,181 440,049(c)As at 31 March <strong>2005</strong>, A-<strong>REIT</strong> had signed six put and call option agreements for the acquisition of the following properties, which hadyet to be completed:(1) AEM-Evertech Building for $14.0 million with a 10-year lease to AEM-Evertech Holdings Limited completed in April <strong>2005</strong>.(2) Da Vinci Building for $19.5 million with a 5-year lease to Da Vinci Collection Pte Ltd completed in April <strong>2005</strong>.(3) Hyflux Building for $19.0 million with a 15-year lease to Hydrochem (S) Pte Ltd completed in April <strong>2005</strong>.(4) MSL Building for $12.6 million with a 6-year lease to SGC Ventures Pte Ltd completed in April <strong>2005</strong>.(5) NESS Building for $21.0 million with a 15-year lease to Ness Display Singapore Limited expected to complete in June <strong>2005</strong>.(6) A building along Depot Road for up to $41.3 million being developed for lease to Hewlett-Packard, expected to complete in April2006.The results for the year ended 31 March <strong>2005</strong> do not include income from any of these properties.(d)A-<strong>REIT</strong> had the following other capital commitments:<strong>2005</strong> 2004$’000 $’000Contracted but not provided for – –Authorised but not contracted for 2,000 –2,000 –
64 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Notes to the Financial Statements19 Significant Related Party TransactionsFor the purposes of these financial statements, parties are considered to be related to A-<strong>REIT</strong> if the Manager (as manager of A-<strong>REIT</strong>) has theability, directly or indirectly, to control the party or exercise significant influence over the party in making financial and operating decisions,or vice versa, or where the Manager and the party are subject to common significant influence. Related parties may be individuals or otherentities. The Manager is an indirect wholly-owned subsidiary of a significant Unitholder of A-<strong>REIT</strong>.In addition to the related party information shown elsewhere in the financial statements, there were the following significant related partytransactions, which were carried out in the normal course of business on terms agreed between the parties:<strong>2005</strong> 2004$’000 $’000Property service fees paid/payable to Property Manager 4,721 3,112Service charge/reimbursables paid/payable to related companies of the Manager 1,315 897Management fees paid/payable to the Manager 21,356 9,107Acquisition of properties from a related company of the Manager (approved by Unitholders atan EGM on 2 November 2004) 125,900 –20 Financial InstrumentsFinancial risk management objectives and policiesExposure to credit, interest rate and liquidity risks arises in the normal course of A-<strong>REIT</strong>’s business. A-<strong>REIT</strong> has written policies and guidelines,which set out its overall business strategies and its general risk management philosophy.Credit riskCredit risk is the potential financial loss resulting from the failure of a customer or a counterparty to settle its financial and contractualobligations to A-<strong>REIT</strong>, as and when they fall due.The Manager has established credit limits for customers and monitors their balances on an ongoing basis. Credit evaluations are performedby the Property Manager on behalf of the Manager before lease agreements are entered into with customers. Cash and fixed deposits areplaced with financial institutions which are regulated.At the balance sheet date, there was no significant concentration of credit risk. The maximum exposure to credit risk is represented by thecarrying value of each financial asset in the balance sheet.Interest rate riskA-<strong>REIT</strong>’s exposure to changes in interest rates relates primarily to interest-earning financial assets and interest-bearing financial liabilities.Interest rate risk is managed by the Manager on an ongoing basis with the primary objective of limiting the extent to which net interestexpense could be affected by adverse movements in interest rates.A-<strong>REIT</strong> has in place a hedging policy to minimise interest rate exposure. This involves fixing certain portion of the interest payable on itsunderlying debt liabilities via financial derivatives or other suitable financial products.Liquidity riskThe Manager monitors A-<strong>REIT</strong>’s liquidity risk and maintains a level of cash and cash equivalents deemed adequate to finance A-<strong>REIT</strong>’soperations. In addition, the Manager also monitors and observes the Code on Collective Investment Schemes issued by the MAS concerninglimits on total borrowings.Fair valueThe carrying values of recognised financial assets and liabilities at the balance sheet date approximate their fair values.21 Segment <strong>Report</strong>ingA-<strong>REIT</strong>’s business is investing in industrial properties (including science & business park, light industrial, hi-tech industrial and logistics &distribution centre properties) and all the existing properties are located in Singapore.
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 6522 Subsequent Events(a) Since 31 March <strong>2005</strong>, A-<strong>REIT</strong> has signed the following put and call option agreements for the acquisition of the following properties,which have not been completed:(1) Weltech Building for $9 million with a 8-year lease to Sunningdale Precision Industries Ltd expected to complete in May <strong>2005</strong>.(2) BBR Building for $6.8 million with a 10-year lease to Singapore Piling & Civil Engineering Pte Ltd expected to complete inJune <strong>2005</strong>.(3) Pacific Tech Centre for $62 million expected to complete before September <strong>2005</strong>.(b)(c)(d)(e)In April <strong>2005</strong>, A-<strong>REIT</strong> completed the acquisitions of AEM-Evertech Building, Da Vinci Building, MSL Building and Hyflux Building. Theseproperties are to be pledged as security for the term loan of $350 million to be granted by Emerald Assets and accordingly form part ofPortfolio 2 (see Note 22(e) below).In April <strong>2005</strong>, A-<strong>REIT</strong> issued 2,185,418 new Units at a issue price of $1.935 per unit as payment of the performance fee for the year ended31 March <strong>2005</strong>.In May <strong>2005</strong>, A-<strong>REIT</strong> acquired 7 Changi South St 2 Building for $30.6 million with a 5-year lease to Avenue Distribution Pte Ltd.In May <strong>2005</strong>, Emerald Assets agreed to grant to A-<strong>REIT</strong> a 7-year term loan of $350 million. Interest on this loan will be payable at afloating interest rate of 0.265% above the three-month Singapore Swap Offer Rate.As security for the loan to be granted by Emerald Assets, the Trustee agreed to to grant in favour of Emerald Assets the following:(1) a mortgage over the properties making up “Portfolio 2” (see Investment Properties Portfolio Statement on page 48 for details ofthese properties);(2) an assignment and charge of the rental proceeds and tenancy agreements in the Portfolio 2 properties;(3) an assignment of the insurance policies relating to Portfolio 2 properties; and(4) a charge creating a fixed and floating charge over certain assets of A-<strong>REIT</strong> relating to the Portfolio 2 properties.
66 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Unitholder StatisticsIssued and fully paid-up units1,162,742,368 Units (voting rights: one vote per Unit)Market Capitalisation $2,302,229,889 (based on closing price of $1.98 per Unit on 29 April <strong>2005</strong>)Top 20 Unitholders as at 30 April <strong>2005</strong>As listed in the Register of UnitholdersRanking Unitholder No. of units % of total issued units1 Raffles Nominees Pte Ltd 245,493,452 21.11%2 <strong>Ascendas</strong> Land (Singapore) Pte Ltd 231,559,613 19.91%3 Citibank Nominees S’pore Pte Ltd 195,267,540 16.79%4 DBS Nominees Pte Ltd 149,260,761 12.84%5 MGM Singapore Pte Ltd 75,895,696 6.53%6 HSBC (Singapore) Noms Pte Ltd 54,518,021 4.69%7 United Overseas Bank Nominees 37,037,640 3.19%8 Morgan Stanley Asia (Singapore) Securities Pte Ltd 10,803,550 0.93%9 DB Nominees (S) Pte Ltd 10,497,000 0.90%10 DBS Vickers Secs (S) Pte Ltd 8,453,000 0.73%11 <strong>Ascendas</strong>-MGM Funds Management Limited 7,799,791 0.67%12 Oscar Oliveiro Joseph, Ridzwan; B Haji Dzafir & Goh Chee Wee 5,750,000 0.49%13 Merrill Lynch (Singapore) Pte Ltd 4,734,254 0.41%14 E M Services Pte Ltd 3,628,000 0.31%15 Yong Wei-Woo Nee; Cheang Wei-Woo 2,530,000 0.22%16 BNP Paribas Noms Singapore Pte Ltd 2,480,000 0.21%17 Oversea-Chinese Bank Nominees Pte Ltd 2,173,000 0.19%18 Yong Loo Lin Holdings Private Limited 2,000,000 0.17%19 Yong Ying-I 1,870,000 0.16%20 Economic Development Board 1,450,000 0.12%Total 1,053,201,318 90.58%Unitholders’ distribution as at 30 April <strong>2005</strong>Number of% ofSize of holdings Unitholders Unitholders Number of Units % of Units1 – 999 31 0.44 12,462 0.001,000 – 10,000 5,261 74.82 21,463,529 1.8510,001 – 1,000,000 1,717 24.42 84,188,059 7.241,000,001 and above 23 0.33 1,057,078,318 90.91Grand Total 7,032 100.00 1,162,742,368 100.00
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 67Under Rule 723 of the Listing Manual of the SGX-ST, a listed issuer must ensure that at least 10% of its listed securities is at all times held by thepublic. Based on the information made available to the Manager as at 30 April <strong>2005</strong>, about 66% of A-<strong>REIT</strong>’s Units are held in public hands.Substantial Unitholders as at 30 April <strong>2005</strong>Substantial Unitholders Direct Interest Deemed Interest Percentage1. <strong>Ascendas</strong> Land (Singapore) Pte Ltd 231,559,613 – 19.91%2. <strong>Ascendas</strong> Pte Ltd – 239,359,404 20.59%3. MGM (Singapore) Pte. Ltd. 75,895,696 – 6.53%4. The Capital Group Companies, Inc. – 75,668,100* 6.51%* Includes units placed to the company during the March <strong>2005</strong> private placementUnitholdings of the Directors of the ManagerDirector Direct Interest Deemed Interest Total Unitholdings Percentage1. Lew Syn Pau – 6,000 6,000 0.00%2. David Stuart Clarke – 100,000 100,000 0.01%3. Gregory Leith Goodman – 220,000 220,000 0.01%4. David Wong Cheong Fook 105,000 – 105,000 0.01%5. Chong Siak Ching 165,000 152,000 317,000 0.03%6. Benedict Kwek Gim Song 152,000 – 152,000 0.01%7. Swee Kee Siong 79,000 – 79,000 0.01%Mr James Hodgkinson and Mr Thai Chee Ken have declared nil unitholdings as at 30 April <strong>2005</strong>.
68 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Additional InformationRelated Party TransactionsThe transactions entered into with related parties during the financial year failing within the Listing Manual of the SGX-ST and the Code onCollective Investment Schemes are:Aggrate value of all related partyTransactions during the financial periodUnder review (excluding transactionsLess than $100,000)Name of related party $’000JTC Corporation– Land rent 6,304<strong>Ascendas</strong> Pte Ltd and its subsidiaries– Property service fees 4,721– Service charge and reimbursables 1,315– Manager’s fees 21,356 (1)– Acquisition of properties 125,900HSBC Institutional Trust Services (Singapore) Ltd– Trustee fees421Total 160,017(1) The Manager’s fees comprise :(i)a base fee of which 50% is paid in cash and the other 50% will be paid in Units. The cash component is paid monthly in arrears whilstthe Units component will be paid on a six-monthly basis in arrears.(ii)an annual performance fee of 0.2% per annum of the Deposited Property payable in Units within 60 days of the last day of everyfinancial year.(iii)an acquisition fee of 1% of purchase price of the Investment Property acquired by the Trustee on behalf of the Trust.Please also see Significant Related Party Transactions in Note 19 to the financial statements.A-<strong>REIT</strong> has signed a put and call option agreements with <strong>Ascendas</strong> (Tuas) Pte Ltd for the acquisition of a building along Depot Road beingdeveloped for lease to Hewlett-Packard (expected to complete in April 2006) for up to $41.3 million.Except as disclosed above, there were no additional related party transactions (excluding transactions of less than $100,000 each) entered into upto and including 31 March <strong>2005</strong>.Confirmation in writing was obtained from Singapore Exchange Limited (SGX) that Rule 905 and 906 are not applicable if such related partytransactions are made on the basis of, and in accordance with, the terms and conditions set out in the A-<strong>REIT</strong> prospectus dated 5 November 2002and therefore would not be subjected to Audit Committee review/approval.Listing of A-<strong>REIT</strong> new unitsAn aggregate of 453.3 million new Units were issued during the year bringing the total number of A-<strong>REIT</strong> units on issue to 1,160.6 million as at 31March <strong>2005</strong>.
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 69Historical Balance Sheet<strong>2005</strong> 2004 2003$’000 $’000 $’000Non-current assetsInvestment properties 2,076,893 996,431 607,540Current assetsTrade and other receivables 32,335 20,343 1,271Cash and cash equivalents 5,164 3,938 27,55837,499 24,281 28,829Current liabilitiesTrade and other payables (65,602) (39,212) (13,209)Net current liabilities (28,103) (14,931) 15,620Non-current liabilitiesOther payables (67,330) (26,050) –Interest-bearing borrowings (556,000) (263,800) (125,000)(623,330) (289,850) (125,000)Net assets 1,425,460 691,650 498,160Represented by:Unitholders’ funds 1,425,460 691,650 498,160Units on issue (‘000) 1,160,557 707,207 545,000Net asset value per unit ($) 1.23 0.98 0.91
70 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Additional InformationHistorical Income StatementPeriod from<strong>2005</strong> 2004 9/10/02 to 31/3/03$’000 $’000 $’000Gross revenue 128,987 65,914 22,836Property operating expenses (32,873) (15,604) (6,325)Net property income 96,114 50,310 16,511Interest income 73 20 9Manager’s fees (11,249) (5,588) (1,145)Trust expenses (1,215) (809) (291)Borrowing costs (8,506) (3,342) (794)Net investment income 75,217 40,591 14,290Non-tax deductible expenses 8,948 4,945 892Net investment income available for distribution 84,165 45,536 15,182Earnings per unit (cents) 8.66 7.27 2.62Distribution per unit (cents) 9.56 8.16 2.78
<strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong> 71GlossaryA-<strong>REIT</strong>CDPCIS CodeCPFEPRAExecutive OfficersFTSEGross Floor AreaGross Rental IncomeGross RevenueJTCListing ManualMASManagerNA<strong>REIT</strong>Net Lettable AreaProperty Funds GuidelinesProperty ManagementAgreementProperty ManagerRelated Party TransactionsSfSFASGX-STSqmTrust DeedTrusteeUnitUnitholder(s)<strong>Ascendas</strong> Real Estate Investment TrustThe Central Depository (Pte) LimitedThe Code of Collective Investment Schemes issued by the MASCentral Provident FundEuropean Public Real Estate AssociationThe executive officers of the ManagerFinancial Times Security ExchangeNet lettable area and common areas, such as common corridorsRental income (after rent rebates) and service chargesGross rental income and other income earned from the properties includinglicence fees, car park income, utilities and miscellaneous incomeJTC CorporationThe Listing Manual of the SGX-STMonetary Authority of Singapore<strong>Ascendas</strong>-MGM Funds Management Limited, as manager of A-<strong>REIT</strong>National Association of Real Estate Investment TrustConsists of the total gross floor area less the common areas, such as corridors,amenities’ area and management officesThe investment guidelines and borrowing limits for real estate investment trustsissued by MAS as Appendix 2 to the CIS CodeThe agreement dated 10 October 2002 made between the Manager, the Trustee and theProperty Manager pursuant to which the Property Manager will provide certain propertymanagement, lease management, marketing and project management services to A-<strong>REIT</strong>.<strong>Ascendas</strong> Services Pte LtdTransactions between the Trustee (as the Trustee of A-<strong>REIT</strong>) and an ”interestedperson”, under the Listing Manual and transactions between the Trustee (as the Trustee ofA-<strong>REIT</strong>) and an “interested party” under the Property Funds Guidelines (both such types oftransactions constituting Related Party Transactions)Square feetSecurities and Futures Act, Chapter 289 of SingaporeSingapore Exchange Securities Trading LimitedSquare metresThe Trust Deed dated 9 October 2002 (as amended) made between Bermuda Trust (Singapore)Limited (as trustee of A-<strong>REIT</strong>) and the Manager constituting A-<strong>REIT</strong>HSBC Institutional Trust Services (Singapore) Limited, as trustee of A-<strong>REIT</strong>An undivided interest in A-<strong>REIT</strong> as provided for in the Trust DeedThe registered holder for the time being of a Unit including persons soregistered as joint holders, except that where the registered holder is CDP, theterm “Unitholder” shall, in relation to the Units registered in the name of CDP,mean, where the context requires, the depositor whose Securities Account withCDP is credited with Units
72 <strong>Ascendas</strong> Real Estate Investment Trust <strong>Annual</strong> <strong>Report</strong> <strong>2005</strong>Corporate Directory<strong>Ascendas</strong> Real Estate Investment TrustThe Manager<strong>Ascendas</strong>-MGM Funds Management LimitedCompany registration number: 200201987KRegistered Office75 Science Park Drive, #01-03 CINTECH IISingapore Science Park ISingapore 118255Phone: (65) 6774 1033Fax: (65) 6775 2813Email: a-reit@ascendas-mgm.comWebsite: www.a-reit.comBoard of DirectorsMr Lew Syn Pau, ChairmanMr David Clarke, Deputy Chairman (retired on 14 April <strong>2005</strong>)Mr Gregory Goodman, Director (Deputy Chairman,effective from 15 April <strong>2005</strong>)Mr David Wong Cheong Fook, Independent DirectorMs Chong Siak Ching, DirectorMr Thai Chee Ken, Independent DirectorMr Benedict Kwek Gim Song, Independent DirectorMr James Hodgkinson, Director (effective from 15 April <strong>2005</strong>)Mr Swee Kee Siong, DirectorMs Tay Hsiu Chieh, Company SecretaryCompliance Sub-CommitteeMs Chong Siak ChingMr Gregory GoodmanMr Tan Ser PingMr Shane HaganManagementMr Tan Ser Ping, Chief Executive OfficerMr Philip Pearce, Portfolio ManagerMr Shane Hagan, Chief Financial OfficerMs Tan Shu Lin, Assistant Fund ManagerAudit CommitteeMr David Wong Cheong FookMr Gregory GoodmanMr Thai Chee KenMr Benedict Kwek Gim SongExecutive CommitteeMs Chong Siak ChingMr Gregory GoodmanMr Tan Ser PingUnit RegistrarLim Associates (Pte) Ltd10 Collyer Quay, #19-08 Ocean Building,Singapore 049315Phone: (65) 6536 5355Fax: (65) 6536 1360TrusteeHSBC Institutional Trust Services (Singapore) Limited21 Collyer Quay, #10-00, Singapore 049320Phone: (65) 6534 1900Fax: (65) 6533 1077AuditorsKPMG16 Raffles Quay #22-00, Hong Leong Building,Singapore 048581Phone: (65) 6213 3388Fax: (65) 6225 6157Partner-in-charge: Ms Eng Chin Chin(since financial period ended 31 March 2003)SGX Code<strong>Ascendas</strong>reitStock SymbolA17.SG
CONCEPT AND DESIGN BY EQUUSWWW.EQUUS-DESIGN.COM
75 Science Park Drive, #01-03 CINTECH IISingapore Science Park I, Singapore 118255www.a-reit.com