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CONTENTS 01 About Mercatus Co-operative Limited 02 Historical Milestones 03 Business Strategy 04 Chairman’s Message 06 Highlights of the Year 08 Financial Highlights 09 Operational Review 10 Social Impact 12 Board of Directors 14 Key Management 15 Property Profile 21 Financial Statements
ABOUT MERCATUS CO-OPERATIVE LIMITED Mercatus Co-operative Limited Mercatus’ portfolio consists of: (Mercatus) is the real estate subsidiary of • AMK Hub, a conveniently located NTUC Enterprise Co-operative Limited. shopping mall in the heart of Ang Mo Mercatus’ vision is to own and manage Kio town centre; a portfolio of commercial properties to • Jurong Point, the largest suburban provide NTUC social enterprises with mall in Singapore; access to commercial space and generate • NEX, the biggest mall in the sustainable, long-term returns for the north-east region of Singapore; Labour Movement. • Thomson Plaza, a retail mall located in Upper Thomson with a rich Mercatus was registered under the community heritage; Co-operative Societies Act on 31 May 2011. Mercatus’ portfolio comprises • 37 strata-titled assets in HDB estates and shopping malls island-wide; and 5 strategically located retail and office properties and 37 strata-titled assets • One Marina Boulevard, a premium in Housing Development Board (HDB) Grade A office building located in Singapore’s Central Business District. estates and shopping malls with a combined valuation of $5.2 billion as at 31 December 2017. MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017 1
HISTORICAL MILESTONES January 2018: Completed acquisition of 69.6% of NTUC Choice Homes from NTUC Enterprise and NTUC FairPrice 2018 December 2017: Acquired a strata lot at Thomson Plaza June 2017: Completed acquisition of Jurong Point 2017 January 2017: Acquired strata properties in HDB estates and shopping malls July 2016 : Acquired One Marina Boulevard 2016 July 2016: Acquired strata ownership in Thomson Plaza July 2012: Acquired 50% interest in NEX – a joint venture 2012 company holding November 2011: Acquired first property – AMK Hub 2011 May 2011: Registered in Singapore under the Co-operative Societies Act 2 MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017
BUSINESS STRATEGY Mercatus will continue to seek to invest in, develop and manage a diversified, well-located portfolio of commercial real estate in Singapore. As part of its growth and diversification strategy, Mercatus will explore overseas opportunities and various platforms to raise capital. STRATEGIES Strategically Located Quality Assets 01 • Quality shopping malls in suburban areas and office building in the downtown core of Singapore. • Strategically located in areas with a good catchment of high-density residential population. • Good connectivity via convenient access to major transport infrastructure. 02 Proactive and Prudent Capital Management • Adopt and maintain optimal capital structure with appropriate gearing levels. • Maintain flexibility in respect of funding for future capital expenditures and acquisitions. COMPETITIVE STRENGTHS Active Asset Management • Value creation through asset enhancement initiatives to improve the relevance and attractiveness 03 of malls to tenants and shoppers. • Proactive approach to leasing and tenant management to maximise occupancy and achieving stable rental returns. • Optimise and constantly refresh tenant mix for both retail and office portfolio. Strong Parentage • A subsidiary of NTUC Enterprise, which is a diversified holding co-operative with businesses that 04 include retail, food, education services for children and adults, healthcare, senior care, and the insurance. • Opportunities to leverage on the expertise, scale of operations and robust network of relationships of its related entities. MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017 3
CHAIRMAN'S MESSAGE Dear Members On behalf of the Board of Directors, I am pleased to present Mercatus’ Annual Report for the year ended 31 December 2017. Growth of Mercatus 2017 was a difficult year for the retail industry given the slower growth in household income in Singapore, increasing competition from e-commerce as well as the growing trend of residents traveling overseas to shop. In spite of these challenges, Mercatus performed commendably and continued to grow with sound financial management and operational excellence. In terms of growth of its portfolio, 2017 was a significant milestone in Mercatus brief history. In addition to consolidating the property assets of NTUC FairPrice (FP) across various locations in Singapore, Mercatus completed its largest acquisition to date with the purchase of Jurong Point. By the end of 2017, Mercatus’ assets had grown to $5.0 billion, up from $1.8 billion in 2016. Mercatus also completed a share swap with its shareholders, NTUC Enterprise (NE) and FP, for their shares in NTUC Choice Homes (NCH) on 2 January 2018. With the completion of the share swap, Mercatus became a majority shareholder of NCH with 69.6% shareholdings. The consolidation of assets from the NTUC group of social enterprises under Mercatus highlights the importance of Mercatus’ role as the real estate arm of the Group, and positions Mercatus as an important financial resource for the Group, and for preservation of the Group’s capital through real estate. As a result of the expansion of Mercatus’ portfolio of assets in 2017, Mercatus’ total revenue increased to $205.9 million, up from $82.1 million in 2016, with a net surplus of $82.1 million before contributions, up from $7.9 million in 2016. In respect of the financial year ended 31 December 2017, the Board of Directors has proposed the issuance of 33 bonus shares for every 1000 shares held, amounting to a total of $50.8 million, in lieu of dividends. This is subject to approval by members at the Annual General Meeting. Building capabilities 2017 also saw Mercatus strengthening its capabilities in capital management and asset management. In the area of capital management, Mercatus successfully established a $1.0 billion multi-currency Medium Term Note (MTN) programme with SGX on 9 June 2017. This MTN programme will provide Mercatus access to the debt capital markets beyond the traditional borrowings from banks. On 26 July 2017, Mercatus successfully launched its maiden bond issuance of $200.0 million 7-year notes at 2.8% per annum to tap a wider investor-base. Investors’ response was positive, with the issue heavily over-subscribed, demonstrating investors’ confidence in Mercatus’ credit standing. Investors’ confidence in Mercatus’ performance and credibility was further underscored with a successful launch of its second bond issuance on 19 January 2018 of $150.0 million 10-year notes at 3.1% per annum. 4 MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017
CHAIRMAN'S MESSAGE In the area of asset and property management, Mercatus Through the use of Internet-of-Things (IoT) technology, demonstrated its commitment to excellence, innovation and Mercatus will also convert our shopping malls into smart productivity. buildings progressively from 2018 onwards. The vast amount of data made available will then improve manpower A case in point is One Marina Boulevard (OMB). By enhancing productivity, reduce equipment downtime and achieve the lobby areas, optimising prime spaces to accommodate energy savings. a wider range of retailers, and improving accessibility, Mercatus has enabled OMB to compete more effectively in To ensure that our malls remain relevant, we have started the Grade A office market in the Marina Bay area. incorporating the use of design thinking, a human-centered approach to business, to bring forth new concepts, services Overall, the occupancy rate at Mercatus’ properties is and spatial design that will better engage our shoppers and healthy at above 99%, with steady shopper traffic per month. make their time with us a far more enjoyable one. Mercatus will continue to partner tenants to boost their sales as well as create greater customer value. Mercatus is committed to constantly innovate to improve its business offerings, as well as enhance its operational excellence to stay competitive. I am heartened to note that Looking Ahead the management and team are moving in the right direction. The economic climate in 2018 looks more stable, with the Ministry of Trade and Industry projecting that the economy would expand slightly in the mid-range of 1.5% to 3.5%. Appreciation Stronger economic fundamentals could better support the On behalf of the Board, I wish to extend my gratitude to retail sector, although structural mismatch in the labour members for your support. I would also like to express our market would continue to mean more cautious spending by deep appreciation to the management and staff for their hard consumers. work and dedication. I am also grateful to my fellow directors for their counsel and guidance in steering Mercatus forward. While e-commerce continues to change the way we shop, we firmly believe that brick-and-mortar retail is well and Together, we can expect Mercatus to continue to grow alive. Traditional store formats may be on the decline, but steadily. innovative stores that offer greater shopping experiences will continue to attract shoppers. Shoppers’ expectation of a mall has also shifted today. They increasingly view it as a destination for entertainment and new experiences. The future is bright for shopping malls which find innovative MS MAY NG ways to meet the needs of their shoppers. Data will provide a CHAIRMAN rich source of insights to help us determine the best course of action. Evolution of the retail landscape will take many forms, be it in terms of a new retail format, new service experience or new in-store technologies. However, the winning formula will be one that is based on customer-centricity and creating a more personalised in-mall experience. In response to these trends, Mercatus will innovate, digitise and adapt our business to better engage with our shoppers and tenants, and to reap productivity gains. In 2018, Mercatus will be introducing a new digital loyalty programme. Shoppers can spend their time at our malls more meaningfully by accessing other digital services in the mall through their smartphones, such as for e-vouchers, promotional gifts redemption, in-mall wayfinding and automatic enrolment in lucky draws. MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017 5
HIGHLIGHTS OF THE YEAR One Marina Boulevard EXPANDING ASSETS UNDER MANAGEMENT CONSOLIDATION OF RETAIL STRATA ASSETS FROM FP ON 1 JANUARY 2017 • The acquisition comprises 37 strata-titled assets within shopping malls and HDB sites located in major housing estates across Singapore. • An aggregate net lettable area of approximately 370,000sf was acquired with the strata spaces leased mainly to FP to support their retail operations. ACTIVE CAPITAL MANAGEMENT ACQUISITION OF JURONG POINT IN JUNE 2017 ESTABLISHMENT OF $1.0 BILLION MTN PROGRAMME • Jurong Point is Singapore’s largest suburban mall. • Successfully established and listed its $1.0 billion Strategically located within one of the largest residential multi-currency MTN programme with SGX on 9 June areas in Singapore, the acquisition expanded Mercatus’ 2017. shopping mall footprint to the western part of Singapore. The acquisition further enhanced the tenant and income • The MTN programme diversifies Mercatus’ sources of diversification of Mercatus arising from an enlarged funding and allows Mercatus to secure borrowings of portfolio and tenant base. longer tenures. SUCCESSFUL ISSUANCE OF BONDS ACQUISITION OF MAJORITY STAKE IN NCH FROM • Launched its maiden bond issuance on 26 July 2017, SHAREHOLDERS raising $200.0 million, 7-year notes at 2.8% per annum. • Completed share swaps with its shareholders NE and FP for their shares in NCH in January 2018. • The issue received an order of almost $530.0 million from 37 accounts (2.6 times subscribed), demonstrating • The move supports NE’s plan to consolidate its real the investors’ confidence in Mercatus’ performance and estate business in Mercatus. Mercatus is now a majority credit standing. shareholder of NCH with a 69.6% shareholding. • A second bond issuance of $150.0 million 10-year • NCH is a co-operative established with the objective notes at 3.1% per annum was successfully launched on of building and delivering affordable quality homes in 19 January 2018. Singapore. The last development was completed in 2014. 6 MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017
HIGHLIGHTS OF THE YEAR Self-Collect @ JP Jurong Point INITIATIVES TO BETTER SERVE CUSTOMERS ‘Swing By’ at Thomson Plaza AND TENANTS ASSET ENHANCEMENT INITIATIVES AT OMB PROVIDING E-TAILERS A SPACE IN THE MALL • Completed rejuvenation works which improves • Introduced ‘Swing By’ at Thomson Plaza, a accessibility, enhances lobby areas and optimises prime co-retailing space to provide e-tailers a shot at retailing space for a wider range of retailers. in an offline environment. Mercatus’ sales ambassadors oversee retail operations and shoppers may meet brand PARTNERSHIP WITH “LAST MILE DELIVERY” LOGISTICS owners in person, engage in DIY handicrafts and attend PLAYERS TO ENHANCE CUSTOMERS EXPERIENCE product customisation workshops. • Jurong Point introduced a multi-brand parcel • The co-retail space leverages technologies such as smart self-collection facility ‘Self-Collect @ JP’ in collaboration POS system integrated with data analytics, Wi-Fi analytics with Ninja Van, Singapore Post’s POPStation and for shopper profiling and store heat-mapping enabled by Ta-Q-Bin. video analytics. • One of the first in Singapore, the initiative enables shoppers to collect their online purchases at automated parcel lockers anytime at a location that is well connected to main transportation nodes. • Jurong Point also introduced parcel collection over the counter with Ezbuy joining the service provider list in January 2018. This service has been well received by shoppers. MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017 7
FINANCIAL HIGHLIGHTS AMK Hub 56.0% 1 $205.9 M $82.1 M NET SURPLUS BEFORE LEVERAGE RATIO GROSS REVENUE CONTRIBUTIONS 5.1x INTEREST COVERAGE RATIO 15% 18% 3.1 years 41% 17% 41% 19% AVERAGE TERM TO MATURITY 13% 10% 4% 9% 9% 4% 2.0% p.a. AVERAGE COST OF DEBT Contribution by valuation2 Contribution by gross revenue2 (as at 31 December 2017) (for the month of December 2017) Jurong Point AMK Hub NEX Thomson Retail Strata One Marina Plaza Assets Boulevard Notes: (1) Includes Mercatus’ proportionate share of its joint venture borrowings. (2) Reflects 50% share of NEX’s valuation and gross revenue. NEX’s financial results are accounted for as “share of results of joint venture” in the Group’s financial statements. 8 MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017
OPERATIONAL REVIEW TOP 10 TENANTS CONTRIBUTION: (For the month of December 2017) 99.7% OCCUPANCY 26.1% OF GROSS RENT 42.2% OF GROUP NLA 156.4M SHOPPER TRAFFIC TOP 10 TENANTS: • NTUC Fairprice Co-operative Ltd • Isetan (Singapore) Limited • Microsoft Operations Pte Ltd • Cold Storage Singapore (1983) Pte Ltd • Allen & Gledhill LLP • NTUC Club • R E & S Enterprises Pte Ltd • NTUC Foodfare Co-operative Ltd • Workforce Singapore Agency • BHG (Singapore) Pte. Ltd. LEASE EXPIRY PROFILE TRADE CATEGORIES Food & Beverage 25.9% 16.9% 34.6% 15.3% Beauty & Health 10.9% Fashion & Accessories / Kid’s 12.5% Apparel / Shoes & Bags 7.6% 10.6% Supermarket / Hypermarket 20.4% 24.5% 23.7% 10.4% Sundry & Services 9.3% Electricals including 7.7% 8.1% Information Technology and Telecommunication 15.6% Gifts & Souvenirs / 4.1% Toys & Hobbies / 3.7% Books & Stationery / Sporting Goods 2.8% Jewellery & Watches 0.8% Others 2.6% 9.7% 1.6% 2.5% Department Store 4.2% 2.3% 2018 2019 2020 2021 2022 Leisure & Entertainment 4.5% and 1.7% after Houseware and Furnishing 1.3% 1.6% Jurong Point AMK Hub NEX Education 2.6% Thomson Retail Strata One Marina Plaza Assets Boulevard Gross Revenue (%) NLA (%) MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017 9
SOCIAL IMPACT Mercatus’ retail malls, with healthy shopper traffic, are good platforms to support social, health and environmental causes. During the year, Mercatus supported numerous events for non-profit, community and charitable organisations. Mercatus continues to be committed to creating a positive social impact through our support of the NTUC-U Care Fund. Donation to NTUC-U Care Fund (established to better the welfare of low-income union members and their families). ‘Jolly Jamobree’ Christmas carnival @ AMK Hub • 500 low-income families were treated to free carnival rides. • Raised over $10,000 for NTUC-U Care Fund. ‘Mall Watch’ crime prevention road show ‘Play for Care Charity @ AMK Hub Ball Pit’ @ Jurong Point • Funds raised for NTUC-U Care Fund. 10 MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017
SOCIAL IMPACT People Association’s ‘Adopt a Minions ‘Embracing Parenthood Plush’ @ NEX • Funds raised donated Celebrations’ programme to Make-A-Wish @ Jurong Point Foundation. Health Promotion Board’s (HPB) weekly piloxing session @ AMK Hub ‘NEX Donation Drive’ in partnership with The Salvation Army MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017 11
BOARD OF DIRECTORS MS MAY NG CHAIRMAN Ms Ng is the CEO of Pan-United Corporation Ltd. She is also a Director of NTUC Enterprise Co-operative Limited. Ms Ng was conferred the Meritorious Service award in 2014 by the NTUC for her continuous support, dedication and significant contribution to the Labour Movement. MR WONG HENG TEW DIRECTOR Mr Wong is currently an Advisory Director in Temasek Holdings. He is also a board member in Heliconia Capital Management and Azalea Asset Management. Mr Wong was conferred the Friend of Labour Award in 2014 by the NTUC for his continuous support, dedication and significant contribution to the Labour Movement. MR WILLY SHEE DIRECTOR Mr Shee is the Senior Adviser of CBRE Pte Ltd. He is also a Director of Bund Center Investments Ltd, Keppel Land Ltd and Ascendas Hospitality Trust. MR SOONG HEE SANG DIRECTOR Mr Soong is currently an Independent Non-Executive Director of Keppel-KBS US REIT Management Pte Ltd. Prior to this, Mr Soong was with GIC Real Estate for 9 years and his last appointment was Managing Director, GIC Real Estate, London. Prior to that, he was with CapitaLand for 9 years where he held appointments as Country Director and Managing Director, London; Deputy CEO of CapitaLand Commercial, CEO of CapitaLand and CEO (New Markets) of CapitaLand Residential. MR NG ENG KIONG DIRECTOR Mr Ng is the Senior Director of Squire Mech Pte Ltd. He is also the Honorary Advisor of the Singapore Green Building Council. He has been recognized as a BCA Certified Construction Productivity Professional (Honorary). 12 MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017
BOARD OF DIRECTORS MR YEO CHUN FING DIRECTOR Mr Yeo is the Assistant Secretary for Financial Affairs in the National Trades Union Congress (NTUC), General Secretary of the Amalgamated Union of Public Employees (AUPE), Chairman of AUPE Credit Co-operative Limited and Second Deputy Chairman of Singapore National Co-operative Federation (SNCF). Mr Yeo was conferred the Friends of MCCY Award in 2017 by the Ministry for Culture, Community and Youth (MCCY) in recognition and appreciation of his contributions to the development of the co-operative movement. MR TAN KIAN HUAY DIRECTOR Mr Tan has over 40 years of experience in the building and construction industry, including serving as the Managing Director of Obayashi Singapore Pte. Ltd. from 1989 to 2004. He is currently a fellow and was a former 2nd Vice President of the Society of Project Managers. MR LIM KOK GUAN DIRECTOR Mr Lim is the Managing Director/Head of Integrated Infrastructure and Support of NTUC Fairprice Co-operative Limited. He is also a Director of NTUC Choice Homes Co-operative Limited and a number of Mercatus subsidiaries. MS ADELINE SUM DIRECTOR Ms Sum is the Deputy CEO of NTUC Enterprise Co-operative Limited and the Managing Director of NTUC Fairprice Co-operative Limited. She also holds directorships in ComfortDelgro Corporation Limited and NTUC Health Co-operative Limited. AUDIT & RISK INVESTMENT ESTABLISHMENT CUSTOMERS COMMITTEE COMMITTEE COMMITTEE EXPERIENCE Mr Wong Heng Tew (Chairman) Ms May Ng (Chairman) Ms May Ng (Chairman) COMMITTEE Mr Ng Eng Kiong Mr Lim Kok Guan Mr Willy Shee (set up on 7 November 2017) Mr Yeo Chun Fing Mr Soong Hee Sang Ms Adeline Sum Mr Willy Shee (Chairman) (with effect from 1 June 2017) Mr Lim Kok Guan Ms Adeline Sum MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017 13
KEY MANAGEMENT MR DAVID POH CHIEF EXECUTIVE OFFICER Mr Poh was appointed as CEO of Mercatus in 2017. Prior to the appointment, Mr Poh served on the Mercatus Board and played a key role in the setup of Mercatus in 2011. Under his leadership, Mercatus acquired 50% ownership in NEX in 2012, consolidated FP retail properties and OMB in 2016, and made the landmark acquisition of Jurong Point in 2017. Mr Poh also holds the appointment as the Deputy CEO and CFO in Singapore Labour Foundation. MS LOKE HUEY TENG CHIEF FINANCIAL OFFICER Ms Loke has over 18 years of experience in business development, investment, capital markets, corporate finance and accounting. Before Mercatus, Ms Loke was the CFO of Mapletree Commercial Trust Management. She had served in different roles within the Mapletree Group since she joined in May 2004 and was responsible for the public listing of 2 other Mapletree REITs. Prior to Mapletree, Ms Loke was with the PSA Corporation and was involved in international business development. MR RAYMOND TAN CHIEF OPERATING OFFICER Prior to joining Mercatus, Mr Tan was Director, Asset Management in ARA Asset Management Limited, where he was responsible for the retail portfolio of ARA in the region. He was the Executive Director and Co-founder of Synergistic Real Estate Management & Network Pte Ltd, a retail development consulting firm for 10 years before he joined ARA. 14 MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017
PROPERTY PROFILE AMK HUB $793.0M 100 % 320,000 SF $61.9M APPRAISED VALUE OWNERSHIP NET LETTABLE AREA FY2017 TOTAL REVENUE (APPROXIMATE) 99 YEARS COMMENCING FROM 100 % 520,000 SF OCCUPANCY RATE GROSS FLOOR AREA 24 AUGUST 2004 (APPROXIMATE) LEASE TENURE AMK Hub is a conveniently located shopping mall in the heart and pledged $2 with every purchase of the carnival passes. of the Ang Mo Kio housing estate. Located at the intersection Over $10,000 was raised for the NTUC-U Care Fund. AMK Hub of Ang Mo Kio Avenue 3 and Ang Mo Kio Avenue 8, the mall also provided a platform for events including: enjoys prominent frontage, offering high visibility to passing • Thye Hua Kwan Moral Society (THK) – Claw game machines traffic and shoppers. for shoppers to win stuffed toys. Money raised from the AMK Hub celebrated its 10th Anniversary in 2017 and gave machines will go towards services such as THK’s free meal away exciting gifts to shoppers in return for their support centres and free clinics. of the mall. For example, 10 lucky shoppers walked away • Singapore Heritage Festival 2017 by National Heritage Board with $35,000 worth of gold bars during the Chinese New – ‘Tales from Our Shores’ interactive exhibition. Year promotion programme. As part of the 10th anniversary • Info-communications Media Development Authority of celebration, AMK Hub also organised a live auction event Singapore (IMDA) – A mobile digital truck awareness to where shoppers walked away with prizes such as massage educate shoppers on the transition to digital TV before chairs and television sets. analog TV signals are turned-off at end 2017. AMK Hub continues to actively support numerous charity • Ang Mo Kio Police South – ‘Mall Watch’ crime prevention drives and meaningful events for non-profit, community and roadshow. charitable organisations. During the Christmas season, AMK • SAFRA – ‘We Salute Our NSmen’, interactive digital campaign Hub presented ‘A Jolly Jamboree’ for the second time running for shoppers to post salute images on Facebook & Instagram. MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017 15
PROPERTY PROFILE JURONG POINT $2,149.5M 100 % 720,000 SF $69.3M APPRAISED VALUE OWNERSHIP NET LETTABLE AREA TOTAL REVENUE (OF STRATA SPACE (APPROXIMATE) (FROM DATE OF OWNED) ACQUISITION 30 JUNE 2017) 99 YEARS FROM 30 NOVEMBER 1993 (JP1) 99.6 % 1,100,000 SF OCCUPANCY RATE GROSS FLOOR AREA AND 20 JUNE 2006 (JP2) (APPROXIMATE) LEASE TENURE Jurong Point is strategically located within one of the largest In 2017, several new concepts and retailers were introduced in residential areas in Singapore, serving more than 270,000 Jurong Point. These include Ilahui, a fast fashion leisure retail households in HDB flats and private properties. It is directly chain which offers consumers the concept of Korean inspired connected to Boon Lay MRT station as well as a bus interchange living – delivering a wide variety of good quality products for within the mall. value prices. Jurong Point is well positioned to attract shopper traffic from Jurong Point revamped its Japanese Street – ‘Shokutsu Ten’, the nearby Jurong Lakeside District, as well as the student and carving out a new alley offering Ginzushi (for sashimi and education population from Nanyang Technological University chirashi don), Tenfuku Tendon Specialty (for Japanese tendon), and other schools in the catchment. Idaten Udon (for udon dishes), Ichiban Bento (for bento sets) and Wadori (for yakitori). In 2017, several new initiatives were introduced in Jurong Point to enhance shoppers’ experience. The first of its kind Malaysia Boleh, a food outlet selling Malaysia street food, was in Singapore, Jurong Point unveiled ‘Self-Collect @ JP’, a also rejuvenated, doubling its previous space to 14,000sf. It multi-brand parcel self-collection facility. Shoppers now enjoy seats 600 diners, offering everything from Penang-style fried the flexibility of collecting their online purchases from more carrot cake to kway teow kia from Johor Bahru. than one (last-mile) delivery service providers at a single location and in close proximity to Boon Lay MRT and Bus Jurong Point was re-certified Green Mark Gold in recognition Interchange. of its efforts in environmental sustainability. 16 MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017
PROPERTY PROFILE NEX $893.5M 50 % 630,000 SF $62.2M (50%) OWNERSHIP NET LETTABLE AREA (50%) APPRAISED VALUE (APPROXIMATE) FY2017 TOTAL REVENUE 99 YEARS 99.8 % 940,000 SF COMMENCING FROM OCCUPANCY RATE (100%) 26 JUNE 2008 GROSS FLOOR AREA LEASE TENURE (APPROXIMATE) NEX, one of the largest mall in the north-east region of such as pitting their web-slinging skills at the game zone. Singapore, is situated at the junction of Serangoon Central Adult-sized Spider-Man mascots made special appearances and Serangoon Road, and is surrounded by public and private from 23 June 2017 to 26 June 2017, where families snapped housing estates. It is approximately 10 km from the city centre up limited passes per session to get up close with their and is connected to the Bus interchange and underground favourite Marvel web-slinging crusader. Families also picked Serangoon MRT. up memorabilia and merchandises at the retail area. NEX continues to bring in large scale and attractive activities Currently, NEX boasts renowned international tenants such as to provide shoppers with interesting experiences. During Pedro and Bake Cheese Tart, with new brands Martgo Tokio, the June school holiday, NEX launched the Spider-Man: Bike31 and Grand Castella Cake that came on board in 2017. Homecoming campaign with an in-mall experience from 1 June 2017 to 9 July 2017. Children dressed up in Spider-Man Like Jurong Point, NEX was re-certified Green Mark Gold in costumes and participated in Spider-Man themed games, recognition of its efforts in environmental sustainability. MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017 17
PROPERTY PROFILE THOMSON PLAZA $207.0M 100 % 110,000 SF $11.7M APPRAISED VALUE OWNERSHIP NET LETTABLE AREA FY2017 TOTAL REVENUE (OF STRATA SPACE (APPROXIMATE) OWNED) 99 YEARS COMMENCING FROM 97.8 % OCCUPANCY RATE 140,000 GROSS FLOOR AREA SF 15 OCTOBER 1976 (APPROXIMATE) LEASE TENURE Thomson Plaza is a strata-titled suburban mall with a rich In January 2018, Thomson Plaza launched ‘Swing By’, a community heritage located along Upper Thomson Road. It will co-retailing space which allows e-tailers to showcase their be connected to Upper Thomson MRT station when Thomson- products and interact with shoppers. East Coast Line becomes operational in 2020. Mercatus owns 45% of the total retails space in the mall and actively manages On 11 December 2017, Mercatus acquired a strata lot located the tenant mix within its area. at Thomson Plaza, bringing Peach Garden Restaurant and Home-Fix The D.I.Y store into its portfolio. This is in line Thomson Plaza had noteworthy additions to its tenant mix with our strategy to continue investing in, developing and during the year. Tenants such as Wine Connection, W Tea managing a diversified portfolio of commercial real estate in House, Song Kee Fishball Noodles House, Rickson’s Kitchen and Singapore. Li Ho! enhanced the food and beverage selection in the mall. 18 MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017
PROPERTY PROFILE RETAIL STRATA ASSETS $499.9M 100 % 99.4 % APPRAISED VALUE OWNERSHIP OCCUPANCY RATE (OF STRATA SPACE OWNED) CORONATION PLAZA: FREEHOLD; OTHERS: 390,000 SF $32.0M GROSS FLOOR AREA FY2017 TOTAL REVENUE 30-99 LEASE TENURE YEARS (APPROXIMATE) The portfolio of strata assets comprise a mixture of strata-titled The acquisition of strata assets in January 2017 is in tandem units within shopping malls and HDB sites in various locations with NE’s aim to create a greater social impact to do good by across Singapore. There is a total of 37 strata-titled units providing access to the social enterprises to meet pressing with net lettable area ranging from approximately 1,000sf to social needs in areas like cost of living, health and ageing, and 38,000sf. These strata spaces are leased mainly to FP for their ensuring a good start for every child. retail operations. MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017 19
PROPERTY PROFILE ONE MARINA BOULEVARD $650.0M 100 % OWNERSHIP 430,000 SF $30.8M APPRAISED VALUE NET LETTABLE AREA FY2017 TOTAL REVENUE (APPROXIMATE) 99 YEARS COMMENCING 100 % 520,000 GROSS FLOOR AREA SF OCCUPANCY RATE FROM 7 JANUARY 2002 (APPROXIMATE) LEASE TENURE One Marina Boulevard (OMB), a premium Grade A office, is renovation of the main lobby, basement area, toilets, and located at the intersection of Marina Boulevard and Collyer improvement to the traffic flow at the drop-off area. The Quay, and it is within the Central Business District (CBD) of initiatives were completed in late 2017. As part of the asset Singapore. enhancement initiative, OMB introduced self-help kiosks for visitors to register themselves when they visit offices in OMB. OMB embarked on asset enhancement initiatives in 2016 An alfresco dining concept was also introduced at its main which involved the upgrading of the lift lobbies, lift interiors, lobby for people to unwind after a hectic day at work. 20 MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017
FINANCIAL STATEMENTS 22 Directors’ Statement 24 Independent Auditors’ Report 29 Statement of Financial Position 30 Consolidated Statement of Comprehensive Income 31 Statement of Changes in Equity 33 Consolidated Statement of Cash Flows 34 Notes to the Financial Statements MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017 21
DIRECTORS’ STATEMENT YEAR ENDED 31 DECEMBER 2017 The Directors present this annual report to the members together with the audited financial statements of the Co-operative for the financial year ended 31 December 2017. (a) the financial statements set out on pages 29 to 72 are drawn up in accordance with the provisions of the Co-operative Societies Act, Chapter 62 (the “Act”) and Singapore Financial Reporting Standards, so as to give a true and fair view of the financial position of the Group and of the Co-operative as at 31 December 2017, and of the financial performance, changes in equity and cash flows of the Group and of the results and changes in equity of the Co-operative for the year ended 31 December 2017; (b) at the date of this statement, there are reasonable grounds to believe that the Co-operative will be able to pay its debts as and when they fall due; and (c) the receipt, expenditure and investment of monies, acquisition and disposal of assets made by the Co-operative during the year ended 31 December 2017 have been made in accordance with the By-Laws of the Co-operative and the provisions of the Act. The Board of Directors has, on the date of this statement, authorised these financial statements for issue. (a) Directors The Directors of the Co-operative in office at the date of this statement are as follows: May Ng Bee Bee Chairman Wong Heng Tew Director Willy Shee Ping Yah Director Ng Eng Kiong Director Soong Hee Sang Director Tan Kian Huay Director Yeo Chun Fing Director Lim Kok Guan Director Adeline Sum Wai Fun Director (b) Arrangements to enable Directors to acquire shares or debentures Neither at the end of nor at any time during the financial year was the Co-operative a party to any arrangement whose object is to enable the Directors of the Co-operative to acquire benefits by means of the acquisition of shares in or debentures of the Co-operative or any other body corporate. (c) Directors’ interests in shares or debentures According to the register of shareholdings kept by the Co-operative, no Director who held office at the end of the financial year had interests in shares of the Co-operative, or of related corporations, either at the beginning of the financial year or at the end of the financial year. (d) Share options There were no share options granted by the Co-operative during the financial year. There were no shares issued during the financial year by virtue of the exercise of options to take up unissued shares of the Co-operative. There were no unissued shares of the Co-operative under options as at the end of the financial year. 22 MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017
DIRECTORS’ STATEMENT YEAR ENDED 31 DECEMBER 2017 (e) Auditors The auditors, KPMG LLP, have indicated their willingness to accept re-appointment. On behalf of the Board of Directors May Ng Bee Bee Director Wong Heng Tew Director Singapore 3 April 2018 MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017 23
INDEPENDENT AUDITORS’ REPORT MEMBERS OF THE CO-OPERATIVE MERCATUS CO-OPERATIVE LIMITED Report on the financial statements Opinion We have audited the financial statements of Mercatus Co-operative Limited (‘the Co-operative’) and its subsidiaries (‘the Group’), which comprise the consolidated statement of financial position of the Group and the statement of financial position of the Co-operative as at 31 December 2017, the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows of the Group and statement of comprehensive income and statement of changes in equity of the Co-operative for the year then ended, and notes to the financial statements, including a summary of significant accounting policies, as set out on pages 29 to 72. In our opinion, the accompanying consolidated financial statements of the Group and the statement of financial position, statement of comprehensive income and statement of changes in equity of the Co-operative are properly drawn up in accordance with the provisions of the Co-operative Societies Act, Chapter 62 (‘the Act’) and Financial Reporting Standards in Singapore (‘FRSs’) so as to give a true and fair view of the state of affairs of the Group and the Co-operative as at 31 December 2017 and of the results, changes in equity and cash flows of the Group and of the results and changes in equity of the Co-operative for the year ended on that date. Basis for opinion We conducted our audit in accordance with Singapore Standards on Auditing (‘SSAs’). Our responsibilities under those standards are further described in the ‘Auditors’ responsibilities for the audit of the financial statements’ section of our report. We are independent of the Group in accordance with the Accounting and Corporate Regulatory Authority Code of Professional Conduct and Ethics for Public Accountants and Accounting Entities (‘ACRA Code’) together with the ethical requirements that are relevant to our audit of the financial statements in Singapore, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ACRA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. 24 MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017
INDEPENDENT AUDITORS’ REPORT MEMBERS OF THE CO-OPERATIVE MERCATUS CO-OPERATIVE LIMITED Impairment assessment of investment properties ($3,970 million as at 31 December 2017) (Refer to Note 5 to the financial statements) The key audit matter How the matter was addressed in our audit The Group owns a portfolio of investment properties Where independent professional valuers are engaged to comprising retail and office units, constituting 80% of the appraise the valuations of the Group’s properties, we have total assets as at 31 December 2017. These properties are assessed the appropriateness of the valuation methodologies carried at cost and are subject to an annual review to assess and accompanying assumptions used by the valuers, taking whether or not they may be impaired. into consideration available industry data and prevailing market conditions. The Group engages external valuers to appraise the valuations of these properties, and uses such valuation reports to For properties with indicators of impairment noted, we determine whether the properties are at risk of being impaired evaluated the methodologies and assumptions applied i.e. an indication of impairment is noted when the external in the estimation of the properties’ recoverable amount. valuation of the property is lower than the property’s carrying These include comparing the key assumptions supporting amount. management’s value-in-use calculations, particularly the forecasted cash flows, discount rates, terminal growth rates, The properties at risk of being impaired are then subject and average revenue growth to available market data. to a detailed impairment review whereby their recoverable amounts are estimated. Findings: The Group uses a combination of internal and external We found that the methodologies used by the external valuers valuations in estimating the recoverable amount of its were consistent with market practices and the assumptions properties, which is determined to be the higher of the fair applied were comparable to market data. The key assumptions value less costs to sell and value-in-use of these properties. supporting management’s value-in-use calculations were also The fair values of the properties are determined based on the in line with the historical trends achieved on the properties, independent professional valuations undertaken, whereas the Group’s plans for the properties and available market data. the value-in-use estimate of the properties are derived from discounted cash flow forecasts prepared by management. The estimation of the recoverable amount of the properties involves the determination of valuation methodologies, and the use of estimates and assumptions. Changes to the estimates and assumptions may have a significant impact to the recoverable amounts. Other information Management is responsible for the other information contained in the annual report. Other information is defined as all information in the annual report other than the financial statements and our auditors’ report thereon. We have obtained all other information prior to the date of this auditors’ report. Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017 25
INDEPENDENT AUDITORS’ REPORT MEMBERS OF THE CO-OPERATIVE MERCATUS CO-OPERATIVE LIMITED Responsibilities of management and directors for the financial statements Management is responsible for the preparation of financial statements that give a true and fair view in accordance with the provisions of the Act and FRSs, and for such internal controls as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so. The directors’ responsibilities include overseeing the Group’s financial reporting process. Auditors’ responsibilities for the audit of the financial statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SSAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. As part of an audit in accordance with SSAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also: • Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. • Obtain an understanding of internal controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal controls. • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management. • Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern. • Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion. 26 MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017
INDEPENDENT AUDITORS’ REPORT MEMBERS OF THE CO-OPERATIVE MERCATUS CO-OPERATIVE LIMITED Auditors’ responsibilities for the audit of the financial statements (Continued) We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal controls that we identify during our audit. We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. From the matters communicated with the directors, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless the law or regulations preclude public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. Report on other legal and regulatory requirements Opinion In our opinion: (a) the accounting and other records of those subsidiary corporations incorporated in Singapore of which we are the auditors have been properly kept in accordance with the Singapore Companies Act, Chapter 50; (b) the receipt, expenditure and investment of moneys and the acquisition and disposal of assets by the Co-operative during the year are, in all material respects, in accordance with the By-laws of the Co-operative and the provisions of the Act; and (c) proper accounting and other records have been kept by the Co-operative. Basis for opinion We conducted our audit in accordance with SSAs. Our responsibilities under those standards are further described in the ‘Auditors’ responsibilities for the compliance audit’ section of our report. We are independent of the Group in accordance with the ACRA Code together with the ethical requirements that are relevant to our audit of the financial statements in Singapore, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ACRA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on management’s compliance. Management’s responsibility for compliance with legal and regulatory requirements Management is responsible for ensuring that the receipt, expenditure, investment of moneys and the acquisition and disposal of assets, are in accordance with the By-laws of the Co-operative and the provisions of the Act. This responsibility includes implementing accounting and internal controls as management determines are necessary to enable compliance with the By-laws of the Co-operative and the provisions of the Act. MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017 27
INDEPENDENT AUDITORS’ REPORT MEMBERS OF THE CO-OPERATIVE MERCATUS CO-OPERATIVE LIMITED Auditors’ responsibility for the compliance audit Our responsibility is to express an opinion on management’s compliance based on our audit of the financial statements. We planned and performed the compliance audit to obtain reasonable assurance about whether the receipt, expenditure, investment of moneys and the acquisition and disposal of assets, are in accordance with the By-laws of the Co-operative and the provisions of the Act. Our compliance audit includes obtaining an understanding of the internal control relevant to the receipt, expenditure, investment of moneys and the acquisition and disposal of assets; and assessing the risks of material misstatement of the financial statements from non-compliance, if any, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal controls. Because of the inherent limitations in any accounting and internal control system, non-compliances may nevertheless occur and not be detected. The engagement partner on the audit resulting in this independent auditors’ report is Yeo Lik Khim. KPMG LLP Public Accountants and Chartered Accountants Singapore 3 April 2018 28 MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017
STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2017 Note Group Co-operative 2017 2016 2017 2016 $’000 $’000 $’000 $’000 Non-current assets Property, plant and equipment 4 3,543 7,079 419 2,155 Investment properties 5 3,970,316 1,321,498 – 563,951 Investment in subsidiaries 6 – – 692,933 111,643 Investment in an associate 7 2,234 – – – Investment in a joint venture 8 362,912 376,186 – – Other investments 9 260,000 – – – 4,599,005 1,704,763 693,352 677,749 Current assets Other investments 9 195,000 – – – Trade and other receivables 10 16,925 3,364 3,919,268 1,020,971 Prepayments 285 46 10 32 Cash and cash equivalents 11 156,941 95,799 68,747 61,337 369,151 99,209 3,988,025 1,082,340 Total assets 4,968,156 1,803,972 4,681,377 1,760,089 Non-current liabilities Rental deposits 31,107 14,174 – 8,471 Loans and borrowings 13 2,333,000 350,000 2,158,000 350,000 Trade and other payables, including derivatives 14 1,287 639 38 436 2,365,394 364,813 2,158,038 358,907 Current liabilities Rental deposits 19,573 3,043 – 2,214 Shareholders’ loans 12 – 448,313 – 448,313 Loans and borrowings 13 175,000 113,875 – 113,875 Trade and other payables 14 50,000 43,372 390,993 40,332 244,573 608,603 390,993 604,734 Total liabilities 2,609,967 973,416 2,549,031 963,641 Net assets 2,358,189 830,556 2,132,346 796,448 Equity Membership shares 15 1,713,857 640,393 1,713,857 640,393 Accumulated profits/(losses) 52,429 4,978 53,388 (21,918) Other reserves 16 390,218 185,185 365,101 177,973 Equity attributable to members of the Co-operative 2,156,504 830,556 2,132,346 796,448 Non-controlling interest 201,685 – – – Total equity 2,358,189 830,556 2,132,346 796,448 The accompanying notes form an integral part of these financial statements. MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017 29
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME YEAR ENDED 31 DECEMBER 2017 Note Group Co-operative 2017 2016 2017 2016 $’000 $’000 $’000 $’000 Revenue 17 193,473 77,146 222 56,739 Other income 18 12,415 4,909 16,848 4,012 Depreciation expenses (48,282) (16,666) (229) (9,223) Property tax (16,699) (6,758) (33) (6,064) Other expenses 19 (46,374) (26,375) (9,813) (19,584) Finance income 20 420 185 107,784 16,535 Finance costs 20 (32,063) (44,055) (22,665) (44,055) Share of results of joint venture 8 19,226 19,568 – – Profit/(loss) before tax and contributions 82,116 7,954 92,114 (1,640) Income tax expense 21 (2) (6) – – Profit/(loss) before contributions 82,114 7,948 92,114 (1,640) Contributions to: – Central Co-operative Fund 22 (50) – (25) – – Singapore Labour Foundation 22 (19,648) – (18,323) – Profit/(loss) for the year 62,416 7,948 73,766 (1,640) Profit/(loss) attributable to: Members of the Co-operative 62,416 7,948 73,766 (1,640) Non-controlling interests – – – – 62,416 7,948 73,766 (1,640) Profit/(loss) for the year 62,416 7,948 73,766 (1,640) Other comprehensive income Item that is or may be reclassified subsequently to profit or loss: Effective portion of changes in fair value of cashflow hedge (38) – (38) – Total comprehensive income for the year 62,378 7,948 73,728 (1,640) Total comprehensive income attributable to: Members of the Co-operative 62,378 7,948 73,728 (1,640) Non-controlling interests – – – – Total comprehensive income for the year 62,378 7,948 73,728 (1,640) The accompanying notes form an integral part of these financial statements. 30 MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017
Accumulated Asset Non- Membership profits/ Capital replacement Hedging controlling Note shares (losses) reserve reserve reserve interest Total $’000 $’000 $’000 $’000 $’000 $’000 $’000 Group At 1 January 2016 49,813 5,782 – – – – 55,595 Total comprehensive income for the year Profit for the year – 7,948 – – – – 7,948 Transactions with members, recognised directly in equity Contributions by and distributions to members Issuance of shares 15 590,580 – – – – – 590,580 Changes in shareholdings 16 – – 176,433 – – – 176,433 Transfers 16 – (8,752) – 8,752 – – – Total transactions with members 590,580 (8,752) 176,433 8,752 – – 767,013 At 31 December 2016 640,393 4,978 176,433 8,752 – – 830,556 At 1 January 2017 640,393 4,978 176,433 8,752 – – 830,556 Total comprehensive income for the year Profit for the year – 62,416 – – – – 62,416 Other comprehensive income Effective portion of changes in fair value of cashflow hedge – – – – (38) – (38) Total other comprehensive income – – – – (38) – (38) Total comprehensive income for the year – 62,416 – – (38) – 62,378 Transactions with members, recognised directly in equity Contributions by and distributions to members Issuance of shares 15 1,073,464 – – – – – 1,073,464 Changes in shareholdings 16 – – 190,106 – – 201,685 391,791 Transfers 16 – (14,965) – 14,965 – – – Total transactions with members 1,073,464 (14,965) 190,106 14,965 – 201,685 1,465,255 At 31 December 2017 1,713,857 52,429 366,539 23,717 (38) 201,685 2,358,189 The accompanying notes form an integral part of these financial statements. YEAR ENDED 31 DECEMBER 2017 CHANGES IN EQUITY STATEMENT OF MERCATUS CO-OPERATIVE LIMITED ANNUAL REPORT 2017 31
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