NOTES TO CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2016

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36 MPICO Group Annual Report 2016 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2016 In

Borrowings (continued) Borrowings summary 2016 2015 Balance at 1 January 12,462,435 10,438,822 Additions during the

Repayments during the year (6,129,691) (443,889) Balance at 31 December 12,429,809 12,462,435 Amounts due after 1 year

5 billion was borrowed from National Bank of Malawi. The amount is subject to interest charges at 1.

pay final invoices of the main contractor and also to carry out fittings at the Gateway Mall. 18.3 K1.

The amount is subject to interest charges at 1% above the National Bank of Malawi base lending rate.

4 Included in the borrowings figure is an amount of K1.

The amount is subject to interest at the bank s base lending rate.

3 36 MPICO Group Annual Report 2016 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2016 In thousands of Malawi Kwacha 18. Borrowings (continued) Borrowings summary Balance at 1 January 12,462,435 10,438,822 Additions during the year 2,387, ,000 Exchange loss/gain on foreign loans 1,099, ,189 Accrued interest 2,610,154 1,632,313 Repayments during the year (6,129,691) (443,889) Balance at 31 December 12,429,809 12,462,435 Amounts due after 1 year 11,208,943 11,774,326 Amounts due within 1 year 1,220, ,109 Total borrowings 12,429,809 12,462, K1.5 billion was borrowed from National Bank of Malawi. The amount is subject to interest charges at 1.5% below the bank s base lending rate and is repayable over a period of 10 years with a moratorium of 2 years. The loan has since been repaid K986 million was borrowed from National Bank of Malawi and in turn advanced to MPICO Malls Limited for the latter to pay final invoices of the main contractor and also to carry out fittings at the Gateway Mall K1.583 billion was borrowed from Old Mutual Malawi (related party). The amount is subject to interest charges at 1% above the National Bank of Malawi base lending rate. The transaction is at arm s length. The facility was entered to finance the construction of the Gateway Mall Included in the borrowings figure is an amount of K1.4 million obtained from National Bank of Malawi to finance the purchase of the Managing Director s car. The amount is subject to interest at the bank s base lending rate. The last instalment is due for repayment in January K1.4 billion from Old Mutual Malawi (related party). The amount is subject to interest charges at 1% above National Bank of Malawi base lending rate. The transaction is at arm s length ZAR66.2 million and ZAR50 million from International Finance Corporation (IFC) and Shelter Afrique respectively. The facilities are subject to interest charges at 3 months JIBAR plus 5.5% per annum Securities for these borrowings have been outlined under note 7 to the consolidated financial statements.

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15 MPICO LIMITED SEPARATE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016 MPICO A member of * QLDMUTUAL Group

MPICO Limited Annual Report 2016 DIRECTORS REPORT For the year ended 31 December 2016 The

Limted and for the year ended 31 December 2016 Incorporation and registered office M PICO

Act, 2013 of Malawi. It is listed on the Malawi Stock Exchange.

d Mutual House Robert Mugabe Crescent P.O.

properties in the country mainly in Lilongwe, Mzuzu and Blantyre, which it lets out to the

Share capital The authorized share capital of the company is K150 million (2015: K60

ordinary shares of 5 tambala each). The issued share capital is K114.

451 million) divided into 2,298,047,460 ordinary shares of 5 tambala each (2015:

The shareholders and their respective shareholding as at year-end were: 2016 2015 % % Old

00 100.00 Profits and dividends The directors report a net profit for the year of K1.

16 MPICO Limited Annual Report 2016 DIRECTORS REPORT For the year ended 31 December 2016 The directors have pleasure in submitting the separate audited financial statements of MPICO Limted and for the year ended 31 December 2016 Incorporation and registered office M PICO Limited, i s a c o m p a n y i n c o r p o r a t e d i n M a l a w i under the Companies Act, 2013 of Malawi. It is listed on the Malawi Stock Exchange. The address of its registered office is: Old Mutual House Robert Mugabe Crescent P.O. Box LILONGWE 3 Areas of operation The company has 15 (2015: 15) investment properties in the country mainly in Lilongwe, Mzuzu and Blantyre, which it lets out to the Government and the Private Sector. Share capital The authorized share capital of the company is K150 million (2015: K60 million) divided into 3,000,000,000 ordinary Shares of 5 tambala each (2015: 1,200,000,000 ordinary shares of 5 tambala each). The issued share capital is K million (2015: K million) divided into 2,298,047,460 ordinary shares of 5 tambala each (2015: 1,149,023,730 ordinary shares of 5 tambala each), fully paid. The shareholders and their respective shareholding as at year-end were: % % Old Mutual Limited General Public Lincoln Investments Limited Profits and dividends The directors report a net profit for the year of K1.160 billion (2015: K1.254 billion). No dividend was declared in respect of 2016 profits for the company. Financial performance The results and state of affairs of the company are set out in the acompanying consolidated statement of financial position, profit or loss and other comprehensive income, changes in equity and cash flows and other explanatory information and do not in our opinion, require any further comment.

17 MPICO Limited Annual Report 2016 ;,..._ DIRECTORS' EPORT (continued) For the year ended 31 December 2016 Directors The following directors, appointed in terms of the company's Articles of Association, served office during the year: Mrs. E. Jiya Mr. D. Mawindo Mr. C. Kapanga Mr. A. Barron Mr. M. Mikwamba Mrs. V. Masikini Mr. P. du Plessis Ms. E. Salamba Mr. D. Kafoteka Ms. Faieda Jacobs Ms. Chifundo Kalaile Mr. S. Malata Mr. C. Katulukira Chairperson Company Secretary All year 01 January to 20 May January to 20 May 2016 All year All year All year 01 January to 19 August May to 31 December August to 31 December August to 31 December August to 31 December January to 30 June 2016 All year Directors' interests The directors noted below hold the following ordinary shares in the company at the year-end. Mr. D. Mawindo Mr. S. Malata Mr. C. Kapanga Mrs. E. Jiya 43,471 shares 85,689 shares 252,773 shares 31,649 shares (2015: 43,471 shares) (2015: 85,689 shares) (2015: 252,773 shares) (2015: shares) Activities MPICO Limited is in the business of development, rental and management of property. It has subsidiary companies as follows: subsidiaries of MPICO Limited 1 Capital Developments Limited New Capital Properties Limited Capital Investments Limited Frontline Investments Limited MPICO Malls Limited 100% 100% 50.75% 69.50% 65.8% Nature of operations Development and rental of property Development and rental of property Development and rental of property Development and rental of property Development and rental of property Auditors The Company's independent auditors, Messrs KPMG, Chartered Accountants and Business Advisors, have indicated their willingness to continue in office as auditors in respect of Company's 31 December 2017 financial statements. BY ORDER OF THE BOARD CHAIRPERSON MANAGING DIRECTOR Date 1_6_F_e_b_ru_a _2017 I

50 MPICO Limited Annual Report 2016 STATEMENT OF DIRECTORS RESPONSIBILITIES For the year ended 31 December 2016 The

Limited, comprising the statements of financial position at 31 December 2016 and the statements of separate profit or

the notes to the separate financial statements, which include a summary of significant accounting policies and other

required by the Companies Act, 2013 of Malawi.

The Act also requires the directors to ensure that the Company keeps proper accounting records which disclose with

Companies Act, 2013 of Malawi In preparing the consolidated financial statements, the directors accept responsibility for

consistently; Making judgements and estimates that are reasonable and prudent; Compliance with applicable accounting

explained in the financial statements; and Preparation of separate financial statements on a going concern basis unless

The directors are also responsible for maintaining adequate accounting records and an effective system of risk management.

preparation and fair presentation of these separate financial statements that are free from material misstatement,

that are reasonable in the circumstances.

these businesses will not be going concerns in the year ahead from the date of this statement.

18 50 MPICO Limited Annual Report 2016 STATEMENT OF DIRECTORS RESPONSIBILITIES For the year ended 31 December 2016 The Directors are responsible for the preparation and fair presentation of the separate financial statements of MPICO Limited, comprising the statements of financial position at 31 December 2016 and the statements of separate profit or loss and other comprehensive income, separate changes in equity and consolidated cash flows for the year then ended, and the notes to the separate financial statements, which include a summary of significant accounting policies and other explanatory information, in accordance with International Financial Reporting Standards Standards, and in the manner required by the Companies Act, 2013 of Malawi. In addition, the directors are responsible for preparing the directors report. The Act also requires the directors to ensure that the Company keeps proper accounting records which disclose with reasonable accuracy at any time the financial position of the Company and ensure the separate financial statements of the Companies Act, 2013 of Malawi In preparing the consolidated financial statements, the directors accept responsibility for the following:- Maintenance of proper accounting records; Selection of suitable accounting policies and applying them consistently; Making judgements and estimates that are reasonable and prudent; Compliance with applicable accounting standards, when preparing the separate financial statements, subject to any material departures being disclosed and explained in the financial statements; and Preparation of separate financial statements on a going concern basis unless it is inappropriate to presume the company will continue in business. The directors are also responsible for maintaining adequate accounting records and an effective system of risk management. The Directors responsibility includes designing, implementing and maintaining internal controls relevant to the preparation and fair presentation of these separate financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. The Directors have made an assessment of the company to cont inue as a going concern and have no reason to believe that these businesses will not be going concerns in the year ahead from the date of this statement. The auditor is responsible for reporting on whether the separate financial statements are fairly presented in accordance with the International Financial Reporting Standards and in the manner required by Malawi Companies Act, Approval of the separate financial statements The consolidated financial statements as indicated above, were approved by the Board of Directors on 16 February 2017 and are signed on its behalf by: CHAIRPERSON: DIRECTOR:

51 MPICO Limited Annual Report 2016 KPMG Chartened Accountants and Business Advisors Nurses Counsil

Box 30463 Lilongwe 3, Malawi Telephone:(265) 01 773 855/ 01 773 371 Fax: (265) 01 771 070 Email:

pages to 8 which comprise the separate statement of financial position as at 31 December 2016, and the

the year then ended, and the notes to the separate financial statements, including a summary of significant

In our opinion, the separate financial statements give a true and fair view of the separate financial

separate cash flows for the year then ended in accordance with International Financial Reporting Standards

Basis for opinion We conducted our audit in accordance with International Standards on Auditing (ISAs).

audit of the separate financial statements section of our report.

Accountants Code for Ethics for Professional Accountants (IESBA Code), and we have fulfilled our ethical

We believe the audit evidence we have obtained is sufficient and appropriate to provide a basis for our

19 51 MPICO Limited Annual Report 2016 KPMG Chartened Accountants and Business Advisors Nurses Counsil Building New Capital City Centre P.O.Box Lilongwe 3, Malawi Telephone:(265) / Fax: (265) Website: Opinion We have audited the separate financial statements of MPICO Limited (the Company) set out on pages to 8 which comprise the separate statement of financial position as at 31 December 2016, and the separate statements of profit or loss and other comprehensive income, changes in equity and cash flows for the year then ended, and the notes to the separate financial statements, including a summary of significant accounting policies. In our opinion, the separate financial statements give a true and fair view of the separate financial position of MPICO Limited as at 31 December 2016, and of its separate financial performance and its separate cash flows for the year then ended in accordance with International Financial Reporting Standards and in the manner required by the Companies Act, 2013 of Malawi. Basis for opinion We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditors responsibilities for the audit of the separate financial statements section of our report. We are independent of the Company in accordance with the International Ethics Standard Board for Accountants Code for Ethics for Professional Accountants (IESBA Code), and we have fulfilled our ethical responsibilities in accordance with the IESBA code. We believe 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 separate financial statements of the current period. These matters were addressed in the context of our audit of the separate financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Resident Partners: L.M. Gama, B.J Mwenelupembe, J.C Gondwe, G. Tembo KPMG Malawi, a member firm of the KPMG network of independent member firms affilliated with KPMG international Cooperative (KPMG international), a swiss entity

MPICO Limited Annual Report 2016 Key audit matter Valuation of Investment properties See Notes 4.

The investment properties are measured at fair value, which amounted to MK 11.7 billion at year end.

The Company uses an independent valuer to determine the fair values for all of the properties annually.

How our audit addressed the key audit matter investment properties had been valued, our audit included: Obtaining a schedule of the investment properties held by the

ensure that they are in the name of the Company, as well as checking if there were any encumbrances over the properties and whether these have been properly disclosed.

determined to be a matter of the most significance in the audit of the separate financial statements in the current year.

The significant assumptions made in the valuation.

details, and square meter details, The directors are responsible for the other information.

20 MPICO Limited Annual Report 2016 Key audit matter Valuation of Investment properties See Notes 4.3, 6 and 7 to the financial statements various developed properties for office and residential tenancy. The investment properties are measured at fair value, which amounted to MK 11.7 billion at year end. The fair value adjustment recorded in net profit for the year in respect of investment properties was MK1.8 billion. The Company uses an independent valuer to determine the fair values for all of the properties annually. Significant judgement is required by the valuer in determining the fair value of investment properties. How our audit addressed the key audit matter investment properties had been valued, our audit included: Obtaining a schedule of the investment properties held by the Company and selecting some items for testing, taking into consideration newly acquired assets, and Inspecting title deeds to the properties included on the schedule to ensure that they are in the name of the Company, as well as checking if there were any encumbrances over the properties and whether these have been properly disclosed. Due to the significance of the balance to the financial statements as a whole, combined with the judgement associated with determining the fair value, this matter was determined to be a matter of the most significance in the audit of the separate financial statements in the current year. Other information In terms of the valuation of these properties, we assessed the competence, capabilities and objectivity of the independent valuer, and verified their qualifications. In addition, we reviewed the scope of their work and their terms of engagement to determine that there were no matters that affected their independence and objectivity or imposed scope limitations upon them. We made use of our experience and knowledge of the market to evaluate the independent valuer s judgements, in particular: The models used and their respective inputs; and The significant assumptions made in the valuation. Furthermore, we tested a selection of data inputs underpinning the investment property valuations, including rental income, tenancy schedules, capital expenditure details, and square meter details, The directors are responsible for the other information. The other information comprises the Directors Report and the Statement of Directors responsibilities, which we obtained prior to the date of this auditors report, and the Annual Report, which is to be made available to us after that date. The other information does not include the separate financial statements and our auditors report thereon. Our opinion on the separate financial statements does not cover the other information and we do not express an audit opinion or any form of assurance conclusion thereon. In connection with our audit of the separate financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the separate financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed on the other information that we obtained prior to the date of this auditors report, 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. 52

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