CONSOLIDATED REPORT AND ACCOUNTS

Transcription

1 2017 CONSOLIDATED REPORT AND ACCOUNTS THE PARTNER OF CHOICE

2 2017 Conolidated Report and Account Content 1 Conolidated tatement of financial poition a of 31 December 2017 and Conolidated tatement of profit or lo for the period ended 31 December 2017 and Conolidated tatement of comprehenive income for the period ended 31 December 2017 and Conolidated tatement of change in equity for the period ended 31 December 2017 and Conolidated tatement of cah flow for the period ended 31 December 2017 and Note to the conolidated financial tatement a of 31 December Statement of financial poition a of 31 December 2017 and Statement of profit or lo for the year ended 31 December 2017 and Statement of comprehenive income for the year ended 31 December 2017 and Statement of change in equity for the year ended 31 December 2017 and Statement of cah flow for the year ended 31 December 2017 and Note to the financial tatement a of 31 December Statutory Audit Report Navigational button Pleae ue the button below to browe the document III Back to the content Previou page / Next page CASCAISHOPPING Libon, Portugal

3 2017 Conolidated Report and Account 1 Sonae Sierra, SGPS, SA and ubidiarie Conolidated tatement of financial poition a of 31 December 2017 and 2016 (Tranlation of the tatement of financial poition originally iued in Portuguee Note 47) (Amount tated in thouand of Euro) 31 december 31 December ASSETS Note non-current aet: Invetment propertie 8 740, ,387 Invetment propertie under development 8 41,455 41,346 Property, plant and equipment 9 1,885 2,009 Goodwill 10 4,274 4,274 Intangible aet 11 1,456 2,001 Invetment in joint venture and aociate 4 and 5 1,222,965 1,169,528 Shareholder ,604 86,639 Deferred tax aet 23 2,406 2,879 Derivative financial intrument 18 1,319 1,491 Other non current aet 12 3,288 3,644 Total non-current aet 2,150,076 2,078,198 CurrenT aet: Trade receivable 13 22,354 21,156 Shareholder 20 5,680 32,532 Other receivable 14 53,756 12,164 State and other public entitie 26 5,771 6,445 Other current aet 15 16,302 14,992 Cah and cah equivalent 16 68, ,628 Total current aet 172, ,917 Total aet 2,322,084 2,315,115 EQUITY, NON-CONTROLLING INTERESTS AND LIABILITIES equity: Share capital , ,245 Reerve 17 57,329 57,329 Currency tranlation reerve (149,168) (104,488) Hedging reerve (514) (1,145) Retained earning 970, ,275 Conolidated net profit for the period attributable to the equity holder of Sonae Sierra 109, ,198 Equity attributable to the equity holder of Sonae Sierra 1,150,534 1,159,414 Non-controlling interet 7 578, ,485 Total equity 1,729,040 1,667,899 liabilitie: non Current liabilitie: Bank loan net of current portion , ,580 Debenture loan net of current portion 18 74,575 Derivative financial intrument ,319 Shareholder 20 3,757 3,717 Account payable to upplier Other non current liabilitie 22 6,193 8,671 Proviion Deferred tax liabilitie , ,101 Total non current liabilitie 342, ,295 Current liabilitie: Current portion of long term bank loan 18 71,763 28,146 Current portion of long term debenture loan 18 74,850 Short term bank loan and other borrowing 19 25,000 24,850 Shareholder 20 3,764 3,764 Account payable to upplier 25 5,868 9,688 State and other public entitie 26 9,496 7,574 Other payable 27 8,808 9,111 Other current liabilitie 28 48,828 56,435 Proviion 29 1,959 1,353 Total current liabilitie 250, ,921 Total equity, non-controlling interet and liabilitie 2,322,084 2,315,115 The accompanying note form an integral part of thee conolidated tatement of financial poition. The Board of director

4 2017 Conolidated Report and Account 2 Sonae Sierra, SGPS, SA and ubidiarie Conolidated tatement of profit or lo for the period ended 31 December 2017 and 2016 (Tranlation of the tatement of profit or lo originally iued in Portuguee Note 47) (Amount tated in thouand of Euro) Note Service rendered , ,460 Variation in fair value of the invetment propertie 31 60,831 65,343 Other operating revenue 32 3,659 3, , ,485 External upplie and ervice (78,210) (93,955) Peronnel expene (48,218) (45,738) Depreciation and amortiation 9 and 11 (1,036) (1,042) Proviion and impairment 29 (1,794) (2,267) Impairment loe and write-off 33 (1,676) (7,285) Other operating expene 34 (6,947) (2,013) (137,881) (152,300) 99,965 96,185 Finance income 35 6,876 6,256 Finance expene 35 (14,820) (17,178) Share of reult of joint venture and aociate , ,625 Gain and loe on invetment 36 11,111 35,711 Profit before income tax 224, ,599 Income tax 24 (26,095) (24,400) Profit after income tax 197, ,199 Conolidated net profit for the period 197, ,199 Attributable to: Equity holder of Sonae Sierra 109, ,198 Non-controlling interet 7 88, , , ,199 Conolidated net profit per hare: Baic Diluted The accompanying note form an integral part of thee conolidated tatement of profit and lo. The Board of director

5 2017 Conolidated Report and Account 3 Sonae Sierra, SGPS, SA and ubidiarie Conolidated tatement of comprehenive income for the period ended 31 December 2017 and 2016 (Tranlation of the tatement of comprehenive income originally iued in Portuguee Note 47) (Amount tated in thouand of Euro) Conolidated net profit for the period 197, ,199 Change in the currency tranlation difference (44,680) 62,900 Change in the fair value of hedging intrument 695 2,824 Deferred tax related to component of other comprehenive income (88) (660) Other comprehenive income for the period (44,073) 65,064 Total comprehenive income for the period 153, ,263 attributable to: Equity holder of Sonae Sierra 65, ,883 Non-controlling interet 88, , , ,263 The accompanying note form an integral part of thee conolidated tatement of comprehenive income. The Board of director

6 2017 Conolidated Report and Account 4 Sonae Sierra, SGPS, SA and ubidiarie Conolidated tatement of change in equity for the period ended 31 December 2017 and 2016 (Tranlation of the tatement of change in equity originally iued in Portuguee Note 47) (Amount tated in thouand of Euro) Equity attributable to the equity holder of Sonae Sierra Reerve Net profit attributable to the Non-controlling Share Legal Tranlation Hedging Retained equity holder of interet Note capital reerve reerve reerve earning Sonae Sierra Total (Note 8) Total Balance a of 1 January ,245 57,329 (169,785) (3,321) 750, , , ,322 1,457,564 Appropriation of conolidated net profit for 2015: Tranfer to legal reerve and retained earning 141,746 (141,746) Dividend ditributed (24,711) (24,711) (11,121) (35,832) 117,035 (141,746) (24,711) (11,121) (35,832) Currency tranlation difference 62, ,900 62,900 Fair value of hedging intrument 18 2,312 2, ,824 Deferred tax in fair value of hedging intrument 23 (527) (527) (133) (660) Capital increae/decreae (124,101) (124,101) Acquiition/ale of ubidiarie effect 2, (2,788) 5 5 Conolidated net profit for the period ended 31 December , , , ,199 Balance a of 31 december ,245 57,329 (104,488) (1,145) 864, ,198 1,159, ,485 1,667,899 Balance a of 1 January ,245 57,329 (104,488) (1,145) 864, ,198 1,159, ,485 1,667,899 Appropriation of conolidated net profit for 2016: Tranfer to legal reerve and retained earning 181,198 (181,198) Dividend ditributed (74,782) (74,782) (12,475) (87,257) 106,416 (181,198) (74,782) (12,475) (87,257) Currency tranlation difference (44,680) (44,680) (44,680) Fair value of hedging intrument (35) 695 Deferred tax in fair value of hedging intrument 23 (99) (99) 11 (88) Capital increae/ decreae (5,543) (5,543) Acquiition/ale of ubidiarie effect Conolidated net profit for the period ended 31 December , ,951 88, ,978 Balance a of 31 december ,245 57,329 (149,168) (514) 970, ,951 1,150, ,506 1,729,040 The accompanying note form an integral part of thee conolidated tatement of change in equity. The Board of director

7 2017 Conolidated Report and Account 5 Sonae Sierra, SGPS, SA and ubidiarie Conolidated tatement of cah flow for the period ended 31 December 2017 and 2016 (Tranlation of the tatement of cah flow originally iued in Portuguee Note 47) (Amount tated in thouand of Euro) Note operating activitie: Received from client 168, ,420 Paid to upplier (83,300) (95,436) Paid to peronnel (47,431) (45,979) flow from operation 37,464 44,005 (Payment)/receipt of income tax (6,360) (5,579) Other (payment)/receipt relating to operating activitie (2,796) (2,425) flow from operating activitie [1] 28,308 36,001 inveting activitie: receipt relating to: Invetment 5, ,365 Tangible fixed aet 5, Interet income 2,788 3,268 Dividend 49,383 30,863 Other 63, ,478 Payment relating to: Invetment (14,550) (41,527) Tangible fixed aet (10,389) (9,180) Intangible fixed aet (153) (101) Other (25,092) (50,808) Variation in loan granted (19,715) (8,243) flow from inveting activitie [2] 18, ,427 financing activitie: receipt relating to: Bank loan 21 63, ,300 Other 63, ,300 Payment relating to: Interet expene (13,628) (24,767) Dividend (90,185) (58,079) Decreae of hare capital nominal value and dicount and premium (5,544) (126,239) Bank loan 21 (79,684) (251,923) Other (189,041) (461,008) Variation in loan obtained other (10,996) flow from financing activitie [3] (125,964) (238,704) Variation in cah and cah equivalent [4]=[1]+[2]+[3] (79,053) 84,724 effect of exchange difference (295) (35) effect of the acquiition and ale of companie: Project Guia 6 (9) 3hopping (conolidated) 6 (2,135) Cah and cah equivalent at the beginning of the year ,628 64,948 Cah and cah equivalent at the end of the year 16 68, ,628 The accompanying note form an integral part of thee conolidated tatement of cah flow. The Board of director

8 2017 Conolidated Report and Account 6 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 1 introduction, S.G.P.S., S.A. ( the Company or Sonae Sierra ), which ha it head office in Lugar do Epido, Via Norte, Apartado 1197, Maia Portugal, i the parent company of a group of companie, a explained in Note 3, 4 and 5 ( the Group ). The Group operation conit of invetment, management and development of hopping centre. The Group operate mainly in Portugal, Brazil, Spain, Greece, Germany, Italy, Romania, Colombia, Morocco, Algeria, Turkey and Netherland. Thee financial tatement are preented in Euro becaue that i the currency of the primary economic environment in which the group operate. Foreign operation are included in accordance with the policy et out in Note 2.2.e). 2 PrinCiPal accounting PoliCie The principal accounting policie adopted in preparing the accompanying conolidated financial tatement are a follow: 2.1. Bai of preparation The accompanying conolidated financial tatement have been prepared according to the International Financial Report Standard ( IFRS ) a approved by the European Union, applicable to economic year beginning on 1 January Thee correpond to the International Financial Reporting Standard ( IFRS ) iued by the International Accounting Standard Board ( IASB ) and interpretation iued by the International Financial Reporting Interpretation Committee ( IFRIC ) or by the previou Standing Interpretation Committee ( SIC ) and approved by the European Union. The accompanying conolidated financial tatement have been prepared on a going concern bai and in accordance with the accrual bai of accounting from the accounting record of the companie included in the conolidation, maintained according to the generally accepted accounting principle in the countrie of each company, adjuted in the conolidation proce to International Financial Reporting Standard ( IFRS ), a approved by the European Union. New accounting tandard and their impact in thee conolidated financial tatement Up to the date of approval of thee conolidated financial tatement, the European Union endored the following tandard, interpretation, amendment, and reviion with mandatory application to the economic year beginning on 1 January 2017: Applicable for financial year beginning on/after Amendment to IAS 12: Recognition of deferred tax aet for unrealied loe Amendment to IAS 7: Dicloure initiative 01-Jan Jan-17 The Group ha applied thee amendment for the firt time in 2017 and there i no ignificant impact on the account reulting from their application. The amendment to IAS 7 require dicloure of change in liabilitie ariing from financing activitie (ee Note 21). Up to the date of approval of thee financial tatement, the following tandard and interpretation, with mandatory application in future reporting date, have been endored by the European Union: Applicable for financial year beginning on/after IFRS 9 Financial intrument IFRS 15 Revenue from contract with cutomer IFRS 16 Leae Clarification to IFRS 15 Revenue from contract with cutomer Amendment to IFRS 4: Applying IFRS 9 Financial intrument with IFRS 4 Inurance contract 01-Jan Jan Jan Jan Jan-18 Thee tandard and amendment, depite being endored by the European Union, have not been adopted by the Group in 2017 becaue their application i not yet mandatory. Neverthele, no ignificant impact are expected from it future adoption.

9 2017 Conolidated Report and Account 7 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) 2.1. Bai of preparation (continued) The following tandard and interpretation were iued by the IASB but have not yet been endored by the European Union: Applicable for financial year beginning on/after IFRS 17 Inurance Contract Amendment to IFRS 2: Claification and meaurement of hare-baed payment tranaction Amendment to IAS 40: Tranfer of invetment property Annual improvement to IFRS ( cycle) Annual improvement to IFRS ( cycle) Amendment to IFRS 9: Prepayment feature with negative compenation Amendment to IAS 28: Long-term invetment in aociate and joint venture IFRIC 22 Foreign currency tranaction and advance conideration IFRIC 23 Uncertainty over income tax treatment 01-Jan Jan Jan Jan Jan Jan Jan Jan Jan-19 None of thee tandard have been adopted by the Group a they are not yet endored by the European Union. Neverthele, no ignificant impact i expected from their future adoption Bai of Conolidation and invetment in joint venture and aociate The financial tatement of the parent company and it ubidiarie, joint venture and aociate, included for the purpoe of thee conolidated financial tatement, have been prepared up to 31 December 2017 and have been adjuted, where applicable, to enure conitency with the Group accounting principle, decribed below. a) Bai of conolidation The conolidated financial tatement incorporate the financial tatement of the parent company (Sonae Sierra) and the entitie controlled by Sonae Sierra (ubidiarie). Control i achieved when the Company, ha all of the following: > power over the invetee; > i expoed, or ha right, to variable return from it involvement with the invetee; and > the ability to ue it power to affect it return. The Group reaee whether it control an entity if fact and circumtance indicate that there are change to one or more of the three element of control lited above. When the Company ha le than the majority of the voting right of an entity, it ha power over the entity when the voting right are ufficient to give it the practical ability to direct the relevant activitie of the entity unilaterally. The Company conider all relevant fact and circumtance in aeing whether the Company voting right in an entity are ufficient to give it power, including: > the ize of the Company holding of voting right relative to the ize and diperion of holding of the other vote holder; > potential voting right held by the Company, other vote holder or other partie; > right ariing from other contractual arrangement; and > any additional fact and circumtance that indicate that the Company ha, or doe not have, the current ability to direct the relevant activitie at the time that deciion need to be made, including voting pattern at previou hareholder meeting.

10 2017 Conolidated Report and Account 8 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) 2.2. Bai of Conolidation and invetment in joint venture and aociate (continued) a) Bai of conolidation (continued) A of 31 December 2017 and 2016, there were no entitie to which thee condition applied. Conolidation of a ubidiary begin when the Group obtain control over the ubidiary and ceae when the Group loe control of the ubidiary, by uing the full conolidation method. The purchae method of accounting i ued when recording the acquiition of ubidiarie (Note 2.2.d)). The interet in the net aet of ubidiarie that do not belong to the Group (non-controlling interet) are preented within equity, eparately from equity attributable to equity holder of the parent company, under the caption Non-controlling interet. Non-controlling interet conit of the amount of thoe interet at acquiition date (Note 2.2.d)) and of the proportion in change in equity of ubidiarie acquired after the purchae date. The net reult and each component of comprehenive income are allocated to the Group and to the non-controlling interet in proportion to their holding (ownerhip interet), even if thi reult in a negative balance of non-controlling interet. All intercompany tranaction (including gain/loe obtained in ale within the Group), balance and dividend ditributed within the Group are eliminated in the conolidation proce. When the Group loe control of a ubidiary, a gain or lo i recognied in the tatement of profit or lo and i calculated a the difference between (i) the aggregate of the fair value of the conideration received and the fair value of any retained interet in the former ubidiary and (ii) the previou carrying amount of the aet (including goodwill), and liabilitie of the ubidiary and any non-controlling interet. The fair value of any invetment retained in the former ubidiary at the date when control i lot i regarded a the fair value on initial recognition for ubequent accounting under IAS 39, or, when applicable, the cot on initial recognition of an invetment in an aociate or a joint venture. The change in ownerhip interet in the Group' ubidiarie that do not reult in lo of control are recorded a equity tranaction. The ubidiarie included in the conolidated financial tatement by the full conolidation method are lited in Note 3. b) Joint venture and aociate A joint venture i a joint arrangement whereby the partie that have joint control of the arrangement have right to the net aet of the joint arrangement intead of right to the aet and obligation for the liabilitie of the joint arrangement. Joint control i the contractually agreed haring of control of an arrangement, which exit only when deciion about the relevant activitie require unanimou conent of the partie haring control. Aociate are entitie where the Group exercie ignificant influence. Significant influence (preumed when the contribution i above 20%) i the power to participate in the financial and operating deciion of the entity, but do not hold the control on joint control over thoe deciion. Invetment in joint venture and aociate are meaured under the equity method, after initial recognition. Under the equity method, invetment in joint venture and aociate are recognied at cot on acquiition, adjuted after the date of acquiition, by the amount correponding to the Group' proportion in net profit or lo and other comprehenive income of joint venture and aociate after that date. By applying the equity method, the Group' hare in net profit or lo and other comprehenive income of joint venture and aociate i recorded againt the tatement of profit or lo or other comprehenive income, repectively, and the dividend received are deducted from the value of the invetment. The exce of cot of acquiition over the fair value of identifiable aet and liabilitie of each joint venture and aociate at the acquiition date i recognied a goodwill (Note 2.2.d)) and i kept under the caption of the invetment in joint venture and aociate. If the difference between the acquiition cot and fair value of aet and liabilitie acquired i negative, it i recognied a a gain for the year in the tatement of profit or lo. The invetment in joint venture and aociate including, when applicable, any goodwill (Note 2.2.d)), included a part of the invetment in joint venture and aociate, are aeed for impairment purpoe when there are indicator that the aet may be impaired. Any exiting impairment lo i recorded a a lo in the tatement of profit or lo. When the Group' hare of accumulated loe of the joint venture or aociate exceed the amount at which the invetment i recorded, the invetment i reported at nil value and the recognition of loe i dicontinued, except in the extent of the Group commitment toward the joint venture or aociate. Unrealied gain and loe ariing from tranaction with joint venture and aociate are eliminated to the extent of the Group interet in the joint venture or aociate againt the invetment in that joint venture or aociate.

11 2017 Conolidated Report and Account 9 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) 2.2. Bai of Conolidation and invetment in joint venture and aociate (continued) b) Joint venture and aociate (continued) The Group dicontinue the ue of the equity method from the date when the invetment ceae to be a joint venture or an aociate or when the invetment i claified a held for ale. When the Group retain an interet in the former joint venture or aociate and the retained interet i a financial aet, the Group meaure the retained interet at fair value at that date and the fair value i regarded a it fair value on initial recognition in accordance with IAS 39. The difference between: (i) the carrying amount of the joint venture or aociate at the date the equity method wa dicontinued, and (ii) the fair value of any retained interet and any proceed from dipoing of a part interet in the joint venture or aociate, i included in the determination of the gain or lo on dipoal of the joint venture or aociate. If the invetment become a ubidiary, the Group applie IFRS 3 Buine Combination and IFRS 10 Conolidated financial tatement (Note 2.2.a) and 2.2.d)). The Group continue to ue the equity method when an invetment in an aociate become an invetment a joint venture or an invetment in a joint venture become an invetment in an aociate. There i no remeaurement to fair value upon uch change in ownerhip interet. Invetment in joint venture are lited in Note 4. Invetment in aociate are lited in Note 5. c) Joint operation A joint operation i a joint arrangement whereby the partie that have joint control of the arrangement have right to the aet, and obligation for the liabilitie, relating to the arrangement. A of 31 December 2017 and 2016 there are no joint operation within the Group. d) Goodwill In the acquiition of ubidiarie after 1 January 2010, the poitive difference between the tranferred price (uually acquiition cot) increaed by the amount of non-controlling interet at acquiition date and the fair value of identifiable net aet acquired and the aumed liabilitie of uch companie at the acquiition date, are recorded under caption Goodwill. If the difference i negative, it i recognied a a gain of the year. The non-controlling interet at acquiition date are meaured at fair value or by their hare of the fair value of identifiable net aet at the acquiition date. The poitive difference between the acquiition cot of invetment in ubidiarie acquired until 31 December 2009, joint venture and aociate and the fair value of identifiable aet and liabilitie attributable to the Group of thoe companie at the acquiition date, are recorded under the caption Goodwill (in the cae of invetment in ubidiarie) or in invetment in joint venture and aociate (in the cae of invetment in joint venture and aociate). If the difference i negative, it i recognied a a gain of the year. Non-controlling interet include, in the cae of acquiition of ubidiarie, their proportion in the fair value of identifiable aet and liabilitie at the acquiition date. The goodwill i not depreciated and i teted for impairment at each reporting date. Any impairment lo on goodwill i immediately recognied in the tatement of profit or lo of the year under the caption Write-off and impairment loe and not ubequently revered. The impairment tet of goodwill are baed on the Net Aet Value ( NAV ) of the hare held, at each reporting date. The NAV correpond to the fair value, at each reporting date, of the net aet of the ubidiary excluding deferred tax liabilitie relating to unrealied gain on invetment propertie.

12 2017 Conolidated Report and Account 10 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) 2.2. Bai of Conolidation and invetment in joint venture and aociate (continued) e) Tranlation of financial tatement of foreign entitie The entitie that operate abroad and are financially, economically, and organiationally autonomou are conidered a foreign entitie. The aet and liabilitie of the financial tatement of foreign entitie are tranlated to Euro at the exchange rate a of the reporting date and the income and expene and alo the cah-flow tatement are tranlated to Euro uing the average exchange rate. The amount related to the exchange rate difference i recorded in the equity under the caption Tranlation reerve. Goodwill and fair value adjutment reulting from the acquiition of thoe foreign entitie are conidered a aet and liabilitie of that foreign entity, being tranlated to Euro at the exchange rate exiting a of each reporting date. Whenever a foreign entity i old, the accumulated exchange difference are recognied a a gain or lo in the conolidated tatement of profit or lo. The exchange rate ued for the converion into Euro of the account of foreign ubidiarie, joint venture and aociate were the following: average Average Brazilian Real New Romanian Leu Colombian Peo Algerian Dinar Hong Kong Dollar Turkih Lira Chinee Yuan Renmimbi Moroccan Dirham Ruian Rouble invetment Propertie Invetment propertie conit of invetment in building and other contruction in hopping centre to earn rental or capital appreciation or both, rather than for ue in the production or upply of good or ervice or for adminitration purpoe or for ale in the ordinary coure of buine. Invetment propertie are recorded at their fair value baed on appraial made by independent pecialied entitie (fair value model). Change in fair value of invetment propertie are accounted for in the period in which they occur, under the tatement of profit or lo caption Variation in fair value of invetment propertie. The Group aet which qualify a invetment propertie are recognied a uch when they tart being ued or, in the cae of the invetment propertie under development, when their development i conidered irreverible. By the time the aet qualifie a invetment property, it i booked at it hitorical or production cot under Invetment propertie under development a a tangible fixed aet Property, Plant and Equipment (Note 2.4). Thereafter, uch aet are accounted at their fair value. The difference between fair value and cot (of purchae or production), at that date, i recorded directly in the tatement of profit or lo, under caption Variation in fair value of invetment propertie. Cot incurred related to invetment propertie in ue, namely maintenance, repair, inurance, and property taxe are recognied a an expene in the tatement of profit or lo for the year to which they relate. The improvement etimated to generate additional economic benefit are capitalied under the caption Invetment propertie. If an invetment property become owner-occupied, it i reclaified to the caption Property, plant and equipment. Fit out contract are contract under which the Group upport part of the expene incurred with the fit-out expene and the tenant aume the reponibility to reimbure the Group by the amount inveted over the term of the contract, in term and condition pecific to each contract. The amount paid by the Group on each fit out contract are initially recorded at cot under the caption Invetment propertie, being ubequently adjuted to the correponding fair value, at each reporting date, a determined by pecialied independent entitie. The methodology ued to determine the fair value of the fit-out contract i like the one ued in determining the fair value of the invetment property to which thee contract relate. Variation in fair value of the fit-out contract are recorded in the conolidated tatement of profit or lo under the caption Variation in fair value of the invetment propertie.

13 2017 Conolidated Report and Account 11 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) 2.4. Property, Plant and equipment Tangible fixed aet (Property, Plant and Equipment) are tated at cot le accumulated depreciation and any accumulated impairment loe. Depreciation i provided on a traight-line bai, a from the date the aet tart being ued, over the etimated period of ueful life of each group of aet. The depreciation rate ued correpond to the following period of etimated ueful life: Building and other contruction 50 Machinery and equipment 10 Tranport equipment 5 Tool and utenil 4 Adminitrative equipment 10 Other property, plant and equipment 5 Year Tangible fixed aet in progre and invetment propertie under development are recorded at cot of acquiition or production, deducted from eventual impairment loe. A fixed aet in progre relate mainly to tangible fixed aet, that will qualify in the future a invetment propertie, thoe are claified eparately in the tatement of financial poition, under the caption Invetment propertie under development. Gain and loe ariing from the ale or dipoal (write-off) of tangible fixed aet are determined a being the difference between the ale price and the correponding carrying amount a of the ale/dipoal date, being recorded in the tatement of profit or lo, under the caption Other operating income or Other operating expene intangible aet Intangible aet are tated at cot le accumulated depreciation and any impairment loe. Intangible aet are only recognied if it i likely to produce future economic benefit to the Group, are controlled by the Group and the cot of the aet can be reliably meaured. Expenditure on reearch activitie are recorded a expene in the period they are incurred. Intangible aet a of 31 December 2017 conit mainly of: > right of facilitie management, which are depreciated on a traight-line bai over the etimated period of the management right (period ranging from 10 to 15 year); > Software, which i depreciated over the etimated period of ue (period ranging from 3 to 5 year). Depreciation of intangible aet are recorded in the tatement of profit or lo under caption Depreciation and amortiation non-current aet held for ale Non-current aet (and all related aet and liabilitie to dipoe) are claified a held for ale if it i expected that it book value will be recovered through ale rather than through continuing ue. Thi condition i conidered fulfilled only when the ale i highly probable and the aet (and all other related aet and liabilitie to dipoe) i available for immediate ale under current condition. Additionally, there mut be in place meaure that make likely the ale will be held within 12 month after the date of the claification under thi caption. When the Group i committed to a ale plan involving lo of control of a ubidiary, all of the aet and liabilitie of that ubidiary are claified a held for ale when the criteria decribe above are met, regardle of whether the Group will retain a non-controlling interet in it former ubidiary after ale. Non-current aet (and all related aet and liabilitie to dipoe) claified a held for ale are meaured at the lower of book value or fair value, le cot related to the ale. In return, thee aet are not amortied.

14 2017 Conolidated Report and Account 12 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) 2.7. financial aet and liabilitie Aet and liabilitie are recognied in the tatement of financial poition when the Group become party to the contract. Financial aet are initially recorded at their acquiition value, which i the fair value, including tranaction cot, except for financial aet meaured at fair value through profit or lo, where the tranaction cot are immediately recorded in the tatement of profit or lo. The Group derecognie financial aet when: (i) the contractual right to cah flow expire; (ii) it tranfer to another entity the ignificant rik and benefit aociated with ownerhip of the property, or; (iii) depite having retained ome, but not ubtantially all the ignificant rik and benefit, ha tranferred the control over them. The Group derecognie financial liabilitie only when the correponding obligation i ettled, cancelled, or expire. Financial aet are claified into the following categorie: > Financial aet meaured at fair value through profit or lo > Financial aet held to maturity > Loan and receivable > Financial aet available for ale Financial aet meaured at fair value include mainly derivative financial intrument. The ubequent meaurement of thee financial aet i carried at fair value and recorded in the tatement of change in equity, if they qualify for hedge accounting purpoe (Note 2.8). If they do not qualify for hedge accounting purpoe, the fair value of thee financial aet i recorded in the tatement of profit or lo. Financial aet held to maturity are financial aet with fixed maturity and for which the Group ha the intention and ability to hold to that date. In the Group, there are currently no financial aet claified in thi category. Loan and receivable are generated during normal operation of the Group, for which there i no intention to negotiate. Claified in thi category are the account receivable and other receivable, loan to third partie and bank depoit. The ubequent meaurement of thee financial aet i carried at amortied cot in accordance with the effective interet method. Financial aet available for ale are financial aet that are not claified in any of the above-mentioned categorie. In thi cae, the Group hould claify in thi category financial invetment which were not likely to be claified a ubidiarie, aociate, or jointly controlled entitie. However, a of the date of thee financial tatement, no financial aet are claified in thi category. Financial liabilitie are claified into the following categorie: > Financial liabilitie meaured at fair value through profit or lo > Other financial liabilitie Financial liabilitie meaured at fair value include mainly derivative financial intrument. The ubequent meaurement of thee financial liabilitie i carried at fair value and recorded in the tatement of change in equity if they qualify for hedge accounting purpoe. If they do not qualify for hedge accounting purpoe, the fair value of thee financial liabilitie i recorded in the tatement of profit or lo. Other financial liabilitie correpond to other financial liabilitie which are not claified in the former category. In thi category are claified bank loan and loan from other entitie, including hareholder and account payable and other payable. The ubequent meaurement of thee financial liabilitie i carried at amortied cot, in accordance with the effective interet method. a) Trade and Other Receivable Account receivable and other receivable are recorded at amortied cot le any eventual impairment loe. Uually, the amortied cot of thee financial aet doe not differ from it nominal value. b) Borrowing Loan are tated a liabilitie and meaured at amortied cot. Any expene incurred in obtaining uch financing, uually paid in advance on iue, namely the bank fee and tamp duty a well a interet and imilar expene, are recognied uing the effective interet method in the reult of the year, over the lifetime of uch financing. Thee prepaid expene are deducted from the caption Bank loan. Financial expene including interet expene and imilar expene (namely tamp duty), are recorded in the tatement of profit or lo on an accrual bai of accounting. The amount due and not paid at the reporting date are recorded under the caption Other current liabilitie.

15 2017 Conolidated Report and Account 13 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) 2.7. financial aet and liabilitie (continued) c) Trade and Other Payable Account payable and other payable are tated at amortied cot. Uually, the amortied cot of thee liabilitie doe not differ from it nominal value. d) Cah and cah equivalent The amount under caption Cah and cah equivalent include cah on hand, bank depoit on demand and other treaury application which mature in le than three month that are ubject to inignificant rik of change in value. Thee aet are meaured at amortied cot. Uually, the amortied cot of thee financial aet doe not differ from it nominal value. For purpoe of the tatement of cah flow, Cah and cah equivalent alo include bank overdraft, which are included in the tatement of financial poition under caption Other loan. e) Derivative financial intrument The Group ue derivative financial intrument in managing their financial rik aociated with fluctuating interet rate, only a a way to hedge thoe rik. Derivative are not ued for trading purpoe (peculation). Derivative financial intrument ued by the Group relate mainly to intrument for hedging interet rate on bank loan obtained, uually correponding to wap or zero cot collar of interet rate. Derivative financial intrument are initially recorded at fair value on the date of their contract. At each reporting date, they are remeaured at fair value, with the correponding gain or lo on the remeaurement recorded immediately in the tatement of profit or lo, unle uch intrument are deignated a hedging intrument. When they are deignated a a hedging intrument (Note 2.8), the correponding gain or lo in the remeaurement i recorded againt the caption Hedging reerve in equity and tranferred to reult when the covered poition affect the tatement of profit or lo. A derivative with a poitive fair value i recognied under caption Derivative financial intrument a a financial aet. A derivative financial intrument with a negative fair value i recognied under the ame caption but a a financial liability. A derivative i preented a non-current if the remaining maturity exceed 12 month and i not expected that it will be executed or ettled within that period. In ituation where there are derivative embedded in other financial intrument or other hot contract, they are treated a eparate derivative in ituation where the rik and characteritic are not cloely related to the hot contract and in ituation where the hot contract are not preented at fair value with unrealied gain or loe recorded in the tatement of profit or lo hedge accounting A mentioned above, the Group ue derivative financial intrument (uually wap and zero cot collar) to cover the rik of changing interet rate on Group bank loan (cah flow hedge). The amount of loan, maturitie, interet rate and reimburement plan of loan underlying uch financial intrument to hedge interet rate are uually identical in all condition etablihed for the correpondent contracted loan, which uually et the perfect relationhip coverage. The criteria for claifying financial derivative for hedging interet rate a cah flow hedge are a follow: > The hedge tranaction i expected to be highly effective in achieving offetting change in fair value or cah flow attributable to the hedged rik; > the effectivene of the hedge can be reliably meaured; > there i adequate documentation of the hedging relationhip at the inception of the hedge; > the forecat tranaction that i hedged i highly probable. Derivative financial intrument ued by the Group to hedge the expoure to change in the interet rate of it loan are initially recorded at cot, if any, and ubequently adjuted to the correponding fair value. Change in fair value of thee hedging intrument are recorded in equity under the caption Hedging reerve, and then recognied in the tatement of profit or lo over the period the hedged intrument affect reult, when thoe meet the condition to hedge accounting, otherwie the change in fair value are recognied through the tatement of profit or lo. Hedge accounting of derivative intrument i dicontinued when the intrument mature or i old. Whenever a derivative intrument can no longer be qualified a a hedging intrument, the fair value difference recorded in equity under the caption Hedging reerve are tranferred to profit or lo of the year or to the book value of the hedged aet; ubequent variation in fair value are recorded in the tatement of profit or lo.

16 2017 Conolidated Report and Account 14 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) 2.9. accounting for leae A leae i claified a (i) finance leae whenever the term of the leae tranfer ubtantially all the rik and reward of ownerhip to the leee and a (ii) an operating leae if the rik and reward of ownerhip are not tranferred to the leee. Claifying a leae a finance or an operating leae depend upon the ubtance of tranaction rather than the form of the contract. Accounting for leae where the Group i the leee The aet acquired through finance leae contract, a well a the correponding reponibilitie, are recognied by the financial method, including in the tatement of financial poition the acquired aet and the pending debt in accordance with the contractual term. In addition, the interet included in the leae payment and the change in the fair value of the invetment property or the depreciation of the tangible aet, are poted in the tatement of profit or lo of the year. The exiting ituation where the Group i the leee are operating leae and a uch the leae payment are recognied a an expene on a traight-line bai over the leae term. Accounting for leae where the Group i the leor The exiting ituation where the Group i the leor relate to the contract with the tenant of the hopping centre. Thee contract are uually for a period of ix year and etablih the payment by the tenant of a monthly fixed rent (invoiced in advance), a turnover rent (invoiced if the monthly ale of the tenant are higher than the limit etablihed in the contract) and the payment of tenant hare in the hopping centre operating expene (common charge). The contract with the tenant may alo etablih the payment of an entrance fee in the hopping centre (key money income) and ome dicount (uually in the firt three year of the contract) to the fixed rent. Thee contract can be renewed or cancelled by any of the partie involved (the company or the tenant). If the cancellation i propoed by the leor it mut pay a cancellation fee (buy-out cot) to the tenant. In accordance to the condition of thee contract, they are claified a operating leae, being the rent (fixed and turnover rent) and the common charge recorded a revenue in the tatement of profit or lo in the year to which they relate. The expene (namely dicount on fixed income and buy-out cot) a well a the key income and the cancellation fee related with the operating leae are recorded a expene or income in the tatement of profit or lo in the year to which they incurred or are received. Thi procedure i conitent with the one followed by the independent pecialied entity which determine the fair value of the invetment property to which the leae contract are related (Note 2.3) Borrowing cot Financial cot related to borrowing are generally recognied a expene a incurred. Borrowing cot related directly to the acquiition, contruction, or production of tangible aet (uually invetment propertie under development) are capitalied a part of the cot of the qualified aet. Borrowing cot are capitalied from the time of preparation of the activitie to contruct or develop the aet to the time the production or contruction i completed or when the development i upended. Any eventual financial income derived from a loan obtained earlier and allocable to a qualifying account, i deducted from the financial expene that qualify for capitaliation Proviion Proviion are recognied when, and only when, the Group ha an obligation (legal or implicit) reulting from a pat event and it i probable that an outflow of reource will be required to ettle the obligation, and a reliable etimate can be made of the amount of the obligation. Proviion are reviewed and adjuted at the reporting date to reflect the bet etimate a of that date. The Group recognie proviion for retructuring expene when there i a formal and detailed retructuring plan and that uch plan ha been communicated to the partie involved.

17 2017 Conolidated Report and Account 15 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) income tax The income tax for the period comprie current and deferred tax. The current income tax i determined baed on the taxable reult of the companie included in the conolidation in accordance with the tax law enacted or ubtantively enacted at the reporting date in the countrie where their head office are located. Deferred taxe are calculated uing the financial poition liability method, reflecting the net tax effect of temporary difference between the carrying amount of aet and liabilitie for financial reporting purpoe and the amount ued for income tax purpoe. Deferred tax aet and liabilitie are not recognied when the correponding temporary difference arie from goodwill or from the initial recognition of aet and liabilitie other than in a buine combination. Deferred tax aet and liabilitie are calculated and evaluated annually at the tax rate expected to apply to the period when the aet i realized or the liability i ettled, baed on tax rate (and tax law) that have been enacted or ubtantially iued at the reporting date. Deferred tax aet are recognied only when it i probable that ufficient taxable profit will be available againt which the deferred tax aet can be utilied. At the reporting date, a review i made of the deferred tax aet and they are reduced whenever their future ue i no longer probable. Deferred tax aet and liabilitie are recorded in the tatement of profit or lo, except if they relate to item directly recorded in equity caption. In thee ituation, the correponding deferred tax i alo recorded under the ame caption revenue The Group' revenue i baically due to income from invetment propertie via the operating leae contract and ervice related to common charge management of hopping centre, car parking operation, management fee in hopping centre held by third partie and development fee invoiced to third partie. The revenue related to income from invetment propertie via the operating leae contract with the tenant (Note 2.9) i recognied in the year to which it relate, a follow: > Fixed rent: Thi income i invoiced in the previou month to which it relate and i recognied in the tatement of profit or lo in the period to which it relate. > Turnover rent: Thi income i contingent and payable when the ale exceed the limit pecified in the leae contract. A uch, thi income i recorded on an accrual bai. > Other income and expene: Revenue ariing from key money i recognied when received from the tenant and the revenue ariing from contract tranfer fee i recognied when charged to tenant, in the tatement of profit or lo under caption Other operating revenue and Service rendered, repectively. The dicount on fixed rent and the buy-out cot are recognied in the tatement of profit or lo when granted to tenant, under caption Service rendered (a a deduction) and Other operating expene, repectively. Thi procedure i conitent with the methodology ued by the independent pecialied entity that determine the fair value of the invetment property to which the leae contract are related. Extra-contractual dicount granted to tenant are recorded on the tatement of profit or lo, under the caption Service rendered (a a deduction). Revenue ariing from the ervice rendered related to common charge of the hopping centre, car parking operation, management and development fee are recognied in the tatement of profit or lo in the year to which they relate on an accrual bai of accounting and oberving the tage of completion of ervice at the reporting date, if all the following condition are met: > The amount of the revenue can be reliably meaured; > It i likely that future economic benefit aociated with the tranaction will flow into the Group; > The expene incurred or to be incurred with the tranaction can be reliably meaured; > The tage of completion of the tranaction/ervice, at the reporting date, can be reliably meaured. The dividend are recognied a gain in the year they are aigned to the hareholder.

18 2017 Conolidated Report and Account 16 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) accrual bai of accounting The income and expene are recognied in the year to which they relate, regardle of the date of payment or receipt (accrual bai of accounting). The income and expene for which actual amount are not known are etimated. Under the caption Other current aet and Other current liabilitie are recorded income and expene attributable to the current year, which ettlement or receipt will only occur in future year, a well a amount paid and received that have occurred on the reporting date, but which relate to future period, and that will be charged to the tatement of profit or lo of the correponding year impairment of aet a) Non-financial aet, excluding goodwill With the exception of invetment propertie (Note 2.3) and deferred tax aet (Note 2.12), non-financial aet are aeed for impairment at each reporting date and whenever event or change in circumtance indicate that the amount by which the aet i regitered may not be recovered. Whenever the carrying amount of an aet exceed it recoverable amount, an impairment lo i recognied under the tatement of profit or lo caption Impairment loe and write-off. The recoverable amount i the higher of an aet net elling price and value in ue. The net elling price i the amount obtainable from the ale of an aet in an arm length tranaction le the cot of dipoal. Value in ue i the preent value of etimated future cah flow expected to arie from the continuing ue of an aet and from it dipoal at the end of it ueful life. Recoverable amount are etimated for individual aet or, if thi i not poible, for the cah-generating unit to which the aet belong. Reveral of impairment loe recognied in prior year i recorded when there i an indication that the impairment loe recognied for the aet no longer exit or ha decreaed. The reveral i recorded in the tatement of profit or lo a operating reult. However, the increaed carrying amount of an aet due to a reveral of an impairment lo i recognied to the extent it doe not exceed the carrying amount that would have been determined (net of depreciation) in cae no impairment lo had been recognied for that aet in prior year. b) Financial aet (uually account receivable, in the cae of Group) Whenever there are objective indicator that the Group will not receive the amount it i entitled to, in accordance with the arrangement agreed between the partie, an impairment lo i recorded in the tatement of profit or lo. The indicator ued by the Group to identify the ign of impairment are: > Failure on the maturity and/or other term agreed between the partie; > Financial contraint of the debtor; > Probability of inolvency of the debtor. Whenever there i uch evidence, the exitence of impairment loe i aeed, which i determined by the difference between the aet' carrying amount and it correponding recoverable amount. Impairment loe are recorded in the tatement of profit or lo under the caption Write-off and impairment loe in the period they are determined. Subequently, if the amount of the impairment lo reduce, it i revered by reult and recorded under the caption Other operating revenue Balance and tranaction expreed in foreign currency Tranaction in currencie other than Euro are recorded at the exchange rate prevailing on the tranaction date. At each reporting date, all monetary aet and liabilitie expreed in foreign currencie are tranlated to Euro uing the cloing exchange rate a of that date (Note 2.2.e)). Exchange gain or loe, ariing from difference between exchange rate effective at the date of tranaction and thoe prevailing at the date of collection, payment or at the reporting date, are recorded a income or expene in the tatement of profit or lo.

19 2017 Conolidated Report and Account 17 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) Current/non-current claification on the tatement of financial poition Aet and liabilitie due in more than one year from the reporting date are claified a non-current aet and liabilitie, repectively Contingent aet and liabilitie Contingent liabilitie are not recognied in the conolidated financial tatement. They are dicloed in the note unle the poibility of an outflow of reource incorporating economic benefit i remote. A contingent aet i not recognied in the conolidated financial tatement but dicloed in the note when an inflow of economic benefit i probable rik management policie The Group activitie are expoed to a variety of financial rik: market rik (including currency rik, interet rate rik and price rik), credit rik and liquidity rik. The Group overall rik management programme focue on the unpredictability of financial market and eek to minimie potential advere effect on the Group financial performance. Rik management i carried out by a central treaury department of the Group Sonae Sierra, under policie approved by the Board of Director. The Board provide written principle for overall rik management, a well a written policie covering pecific area, uch a foreign exchange rik, interet rate rik, and credit rik. a) Foreign exchange rik The main operating activity of each company i developed inide it country and conequently much of the company tranaction are maintained in the ame currency of it country. The policy to cover thi pecific rik i to avoid, whenever poible, the contracting of ervice in foreign currency. A the operational activity of the Company i maintained in Euro, the Company policy i to obtain it borrowing alo in Euro, in order to eliminate the foreign currency rik. b) Credit rik The group credit rik reult eentially from the credit rik of the tenant of the hopping centre managed by the Group. The control of thi rik i made by an evaluation of the credit of the tenant before their acceptance in the hopping centre a well a a control over the credit limit attributed to each tenant. c) Liquidity rik The need of treaury are managed by the financial department of the Sonae Sierra Group, which monitor the urplu and deficit of liquidity of each one of the companie included in the conolidation. The occaional need for liquidity are covered by an adequate control of the account receivable and by the maintenance of adequate limit of credit arranged by the Group with it bank.

20 2017 Conolidated Report and Account 18 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) rik management policie (continued) d) Interet rate rik The Group income and operating cah-flow are influenced by change in market interet rate, ince it cah and cah equivalent and intragroup financing granted are dependent on the evolution of the interet rate in Euro which, hitorically, have had little volatility. On long-term financing, and a a way to mitigate the change in the long-term interet rate, the Group contract cah flow hedge intrument ( wap, zero cot collar or cap ). Additionally, the Group alo choe to fix the interet rate of ome financing. Interet rate enitivity analyi: The enitivity analyi below ha been determined baed on the expoure to interet rate for both derivative and non-derivative intrument in place during the reporting period. For floating rate aet and liabilitie, the analyi i prepared baed on the following aumption: > Change in market interet rate affect the interet income or expene of floating rate interet financial intrument and, in the cae of fixed rate that were contracted during the period of analyi, change in the interet rate alo affect thi component; > Change in market interet rate only affect interet income or expene in relation to financial intrument with fixed interet rate if thee are recognied at their fair value. A uch, all financial intrument with fixed interet rate that are carried at amortied cot are not ubject to interet rate rik, a defined in IFRS 7; > In the cae of fair value hedge deigned for hedging interet rate rik, when the change in the fair value of the hedged item and the hedging intrument attributable to interet rate movement are offet almot completely in the income tatement in the ame period, thee financial intrument are alo not expoed to interet rate rik; > Change in market interet rate affect the fair value of derivative deignated a hedging intrument; > The fair value of derivative financial intrument ( wap, zero cot collar or cap ) and other financial aet and liabilitie i etimated by dicounting the future cah flow to their net preent value, uing appropriate market rate prevailing at year-end and auming a parallel hift in yield curve; > For the purpoe of thi enitivity analyi, uch analyi i performed baed on all financial intrument outtanding at the end of the relevant year. Senitivity analye are performed by changing one variable while holding all other variable contant. Nonethele, thi i a retrictive and highly unlikely aumption, ince variable tend to be correlated. If interet rate had been 75 bai point higher and all other variable were held contant, aumption unlikely to occur due to interet rate correlation with other variable, the impact in the Group net profit and equity would be the following: b.p. +75 b.p. Net Profit (1) (781) (798) Reerve (2) (1) Thi i mainly attributable to the Group expoure to interet rate on it variable rate borrowing; (2) Thi i mainly a reult of the change in the fair value of derivative entered a cah flow hedge that are efficient. A of 31 December 2017 and 2016 the interet rate enitive analyi if the interet rate had been 25 bai point lower wa not done becaue Euribor in 2017 and 2016 wa cloe to 0.25%. In management opinion the enitivity analyi i repreentative of the inherent interet rate rik of the year and expene may not reflect the expoure during the year, due to any repayment made.

21 2017 Conolidated Report and Account 19 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) financial intrument by category The financial intrument according to the policie decribed in Note 2.7. were claified a follow: Financial Aet Derivative Loan and ued for cah account flow hedging receivable (Note 18) Total a of 31 december 2017 non current aet Derivative financial intrument 1,319 1,319 Shareholder 130, ,604 Other non-current aet 3,288 3, ,892 1, ,211 Current aet Trade receivable 22,354 22,354 Shareholder 5,680 5,680 Other receivable 53,756 53,756 Cah and cah equivalent 68,145 68, , , ,827 1, ,146 a of 31 december 2016 Non current aet Derivative financial intrument 1,491 1,491 Shareholder 86,639 86,639 Other non-current aet 3,644 3,644 90,283 1,491 91,774 Current aet Trade receivable 21,156 21,156 Shareholder 32,532 32,532 Other receivable 12,164 12,164 Cah and cah equivalent 149, , , , ,763 1, ,254

22 2017 Conolidated Report and Account 20 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) financial intrument by category (continued) Financial Liabilitie Carrying amount Fair value Derivative ued for cah Financial flow hedging liabilitie at (Note 18) amortied cot Total Level 2 a of 31 december 2017 non current liabilitie: Bank loan 198, , ,692 Derivative financial intrument Shareholder 3,757 3,757 Trade payable Other non-current liabilitie 6,193 6, , ,361 Current liabilitie: Current portion of long term bank loan 71,763 71,763 76,659 hort term bank loan 25,000 25,000 Debenture loan 74,850 74,850 75,148 Shareholder 3,764 3,764 Account payable to upplier 5,868 5,868 Other payable 8,808 8, , , , ,414 a of 31 december 2016 non current liabilitie: Bank loan 292, , ,019 Debenture loan 74,575 74,575 79,124 Derivative financial intrument 1,319 1,319 Shareholder 3,717 3,717 Trade payable Other non-current liabilitie 8,671 8,671 1, , ,934 Current liabilitie: Current portion of long term bank loan 27,996 27,996 29,342 Short term bank loan 25,000 25,000 Shareholder 3,764 3,764 Account payable to upplier 9,688 9,688 Other payable 9,111 9,111 75,559 75,559 1, , ,493

23 2017 Conolidated Report and Account 21 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) Judgment and etimate In the preparation of the accompanying conolidated financial tatement etimate were ued which affected the aet and liabilitie and the amount recognied a income and expene during the reporting period. The etimate were calculated uing the bet information available, at the date of approval of the financial tatement, of the event and tranaction in coure and of the experience from current and/or pat event. However, event may occur in ubequent period that were unanticipated a of the date of thee tatement and, conequently were not included in thoe etimate. Change in the etimate after the cloing of the conolidated financial tatement will be booked in the ubequent year, a required in IAS 8. The principal etimate of the Group relate to fair value, namely the fair value of the invetment propertie, the goodwill, the derivative and deferred tax aet, a follow: a) Invetment propertie The invetment propertie in operation are recorded at their fair value baed on annual appraial by independent pecialied entitie. Thoe valuation aume everal aumption, including the etimate of future income and expene of each property and the ue of an appropriate dicount rate. The invetment propertie under development meaured at cot, the Group follow the procedure of, on an annual bai, evaluating their performance through aement carried out by independent pecialized agencie and/or teting carried out internally, in which the net cah flow expected of thoe propertie are conidered. b) Derivative financial intrument The derivative financial intrument are uually ued by the Group to hedge the cah flow in the form of wap ( interet rate wap ) or zero cot collar. The fair value of thoe derivative i, at each reporting date, calculated by external entitie (uually the financial intitution with which the derivative wa contracted). The fair value calculated by them i internally teted in order to validate the calculation performed by the third partie. c) Goodwill The impairment tet on Goodwill are baed on the Net Aet Value ( NAV ) at the reporting date of the financial invetment. d) Deferred tax aet The deferred tax aet are recognied only if it i expected that future fical profit will be enough to ue the deferred tax aet. At each reporting date, the deferred tax aet are aeed and they are reduced if future recoverability i not anticipated. Thi reviion i baed on projection of the future activity of each company where it i applicable. e) Other aet and liabilitie Concerning the other aet and liabilitie, uch a VAT to be reimbured by tax authoritie and the legal and fical procee that are reflected in the financial tatement of the companie, the Legal and Fical department are conulted by the Board to ae the probability of receiving and/or paying uch amount. With that information, the Board will etimate which adjutment will be made in the financial tatement. The main aumption ued in the Group etimate are dicloed in each related note operating egment Operating egment are reported in accordance with the information ued internally by the management of the Group ubequent event Event occurred after the reporting date that provide additional information about condition that exited at the reporting date (adjuting event) are reflected in the financial tatement. Event occurred after the reporting date that provide information on condition that occur after the reporting date (non-adjuting event) are dicloed in the conolidated financial tatement, if materially ignificant.

24 2017 Conolidated Report and Account 22 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 3 ubidiarie The ubidiarie of the Group, their head office, and the percentage of interet held by the Group a of 31 December 2017 and 2016, are a follow: Ownerhip interet and voting right held Company Head office Parent company Sonae Sierra, SGPS, S.A. Maia (Portugal) ubidiarie Corporate ervice Sierra Service Holland B.V. Amterdam (Netherland) % % invetment 1) 3hopping Holding, SGPS, S.A. Maia (Portugal) 20.00% 50.10% ALEXA Holding GmbH Dueldorf (Germany) % % ALEXA Shopping Centre GmbH Dueldorf (Germany) % % 2) Axnae Spain Holding, S.L. Madrid (Spain) % Cacaihopping-Centro Comercial, S.A. Maia (Portugal) 57.24% 57.24% 3) Cacaihopping Holding I, SGPS, S.A. Maia (Portugal) 57.24% Coimbrahopping- Centro Comercial, S.A. Maia (Portugal) 50.10% 50.10% Do Mare Shopping Centre B.V. Amterdam (Netherland) 50.10% 50.10% Do Mare-Shopping Centre, S.A. Madrid (Spain) 50.10% 50.10% Gli Ori Shopping Centre 1 Srl Milan (Italy) % % 1) Guimarãehopping- Centro Comercial, S.A. Maia (Portugal) 20.00% 50.10% Iberian Holding Spain, S.L. Madrid (Spain) % % Land Retail B.V. Amterdam (Netherland) 64.37% 64.37% Luz del Tajo B.V. Amterdam (Netherland) 50.10% 50.10% 1) Maiahopping- Centro Comercial, S.A. Maia (Portugal) 20.00% 50.10% Paracentro Getão de Galeria Comerciai, S.A. Maia (Portugal) % % Plaza Eboli Centro Comercial S.A. Madrid (Spain) % % Plaza Mayor Parque de Ócio B.V. Amterdam (Netherland) 50.10% 50.10% Plaza Mayor Parque de Ocio, S.A. Madrid (Spain) 50.10% 50.10% Plaza Mayor Shopping B.V. Amterdam (Netherland) 50.10% 50.10% Plaza Mayor Shopping, S.A. Madrid (Spain) 50.10% 50.10% River Plaza B.V. Amterdam (Netherland) % % River Plaza Mall, Srl Bucharet (Romania) % % Shopping Centre Parque Principado B.V. Amterdam (Netherland) 50.10% 50.10% Sierra Berlin Holding B.V. Amterdam (Netherland) % % Sierra Core Aet Holding, B.V. Amterdam (Netherland) 50.10% 50.10% Sierra European Retail Real Etate Aet Holding B.V. Amterdam (Netherland) 50.10% 50.10% Sierra GP Limited Guerney % % Sierra Invetment (Holland) 1 B.V. Amterdam (Netherland) % % Sierra Invetment (Holland) 2 B.V. Amterdam (Netherland) % % Sierra Invetment Holding B.V. Amterdam (Netherland) % % Sierra Invetment SGPS, S.A. Maia (Portugal) % % 2) Sierra Parma Project BV Amterdam (Netherland) % Sierra Retail Venture BV Amterdam (Netherland) % % Sierra Solingen Holding GmbH Dueldorf (Germany) % % Sierra Spain Malaga Holding, S.L. Madrid (Spain) % % SPF Sierra Portugal Luxembourg % %

25 2017 Conolidated Report and Account 23 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 3 ubidiarie (continued) Ownerhip interet and voting right held Company Head office ervice Sierra Germany GmbH Dueldorf (Germany) % % Sierra Italy Srl Milan (Italy) % % Sierra Management, SGPS, S.A. Maia (Portugal) % % Sierra Maroc Service SARL Caablanca (Morocco) % % Sierra Portugal, S.A. Libon (Portugal) % % Sierra Romania Shopping Center Service, SRL Bucharet (Romania) % % Sierra Spain, Shopping Center Service, S.A. Madrid (Spain) % % Sierra Turkey Gayrimenkul Yönetim Pazarlama ve Danı manlık A.. Itanbul (Turkey) % % development ARP Alverca Retail Park, S.A. Maia (Portugal) % % CCCB Calda da Rainha Centro Comercial, S.A. Maia (Portugal) % % 4) Dortmund Tower GmbH Dueldorf (Germany) % Ioannina Development of Shopping Centre, S.A. Athen (Greece) % % Parque de Famalicão Empreendimento Imobiliário, S.A. Maia (Portugal) % % Project Sierra 2 B.V. Amterdam (Netherland) % % Project Sierra 10 B.V. Amterdam (Netherland) % % Project Sierra 11 B.V. Amterdam (Netherland) % % Project Sierra 12 B.V. Amterdam (Netherland) % % Project Sierra Four, SA Bucharet (Romania) % % 4) Project Sierra Germany 2 (two) Shopping Centre, GmbH Dueldorf (Alemanha) % Project Sierra Germany 4 (four) Shopping Centre, GmbH Dueldorf (Alemanha) % % Project Sierra Spain 1 B.V. Amterdam (Netherland) % % Project Sierra Spain 2- Centro Comercial S.A. Madrid (Spain) % % Project Sierra Cúcuta B.V. Amterdam (Netherland) % % 4) Project Sierra Two, Srl Bucharet (Romania) % Microcom Doi, Srl Bucharet (Romania) % % Sierra Greece, S.A. Athen (Greece) % % Sierra Development Holding B.V. Amterdam (Netherland) % % Sierra Development, SGPS, S.A. Maia (Portugal) % % Sierra Maroc, SARL Caablanca (Morocco) % % Sierra Project Nürnberg B.V. Amterdam (Netherland) % % Sierra Real Etate Greece B.V. Amterdam (Netherland) % % Sierra Zenata Project B.V. Amterdam (Netherland) % % Weitertadt Shopping B.V. Amterdam (Netherland) % % 1) In December 2017, the Group old 30.1% of the Company retaining a minority interet of 20%. 2) Companie incorporated in ) Company merged into Cacaihopping-Centro Comercial, S.A with effect ince 1 January ) Companie liquidated in Thee ubidiarie were included in the conolidation by the full conolidation method, a explained in Note 2.2.a)

26 2017 Conolidated Report and Account 24 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 4 JoinT VenTure The joint venture of the Group, their head office, and the percentage of interet held by the Group a of 31 December 2017 and 2016, are a follow: Ownerhip interet and voting right held Company Head office invetment Companie owned by ierra BV Arrábidahopping- Centro Comercial, S.A. Maia (Portugal) 25.05% 25.05% Centro Colombo- Centro Comercial, S.A. Maia (Portugal) 25.05% 25.05% Centro Vaco da Gama Centro Comercial, S.A. Maia (Portugal) 25.05% 25.05% DOC Malaga Holding S.L. Madrid (Spain) 25.05% 25.05% DOC Malaga SITECO, S.L.U. Madrid (Spain) 25.05% 25.05% Gaiahopping I- Centro Comercial, S.A. Maia (Portugal) 25.05% 25.05% Gaiahopping II- Centro Comercial, S.A. Maia (Portugal) 25.05% 25.05% Harvey Do Iberica, S.L. Madrid (Spain) 25.05% 25.05% 1) Iberian Aet, S.A. Madrid (Spain) 25.05% 24.95% Madeirahopping- Centro Comercial, S.A. Funchal (Portugal) 25.05% 25.05% Norte Shopping Retail and Leiure Centre B.V. Amterdam (Netherland) 25.05% 25.05% Nortehopping- Centro Comercial, S.A. Maia (Portugal) 25.05% 25.05% Parque Atlântico Shopping Centro Comercial, S.A. Ponta Delgada (Portugal) 25.05% 25.05% Shopping Centre Colombo Holding B.V. Amterdam (Netherland) 25.05% 25.05% VdG Holding BV Amterdam (Netherland) 25.05% 25.05% Via Catarina- Centro Comercial, S.A. Maia (Portugal) 25.05% 25.05% other invetment companie 2) Colombo Tower Holding, B.V. The Hague (Netherland) 50.00% Freccia Roa- Shopping Centre Srl Milan (Italy) 50.00% 50.00% Laria Development of Shopping Centre, S.A. Athen (Greece) 50.00% 50.00% Pantheon Plaza B.V. Amterdam (Netherland) 50.00% 50.00% Parklake Shopping S.A. Bucharet (Romania) 50.00% 50.00% Plenerg SRL Bucharet (Romania) 50.00% 50.00% Solingen Shopping Centre GmbH Dueldorf (Germany) 50.00% 50.00% development Aegean Park Contruction Real Etate and Development, S.A. Athen (Greece) 50.00% 50.00% Park Avenue Developement of Shopping Center S.A. Athen (Greece) 50.00% 50.00% Proyecto Cúcuta S.A.S. Santiago de Cali (Colombia) 50.00% 50.00% SC Aegean B.V. Amterdam (Netherland) 50.00% 50.00% Sierra Central S.A.S. Santiago de Cali (Colombia) 50.00% 50.00% Brazil Fundo Invetimento Imobiliário Parque Dom Pedro Shopping Center Rio de Janeiro (Brazil) 20.68% 20.68% Fundo Invetimento Imobiliário Shop. Parque Dom Pedro Rio de Janeiro (Brazil) 31.56% 31.56% Parque D. Pedro 1 B.V. Sarl Luxembourg 50.00% 50.00% Pátio Boavita Shopping, Ltda. São Paulo (Brazil) 33.32% 33.32% Pátio Goiânia Shopping, Ltda. São Paulo (Brazil) 33.32% 33.32% Pátio Londrina Empreendimento e Participaçõe, Ltda. São Paulo (Brazil) 33.32% 33.32% Pátio São Bernardo Shopping Ltda São Paulo (Brazil) 33.32% 33.32% Pátio Sertório Shopping Ltda Manau (Brazil) 33.32% 33.32% Pátio Uberlândia Shopping Ltda São Paulo (Brazil) 33.32% 33.32% Sierra Brazil 1 B.V. Amterdam (Netherland) 50.00% 50.00% Sierra Invetimento Brail Ltda São Paulo (Brazil) 33.32% 33.32% Sonae Sierra Brail, S.A. São Paulo (Brazil) 33.32% 33.32% Sonae Sierra Brazil B.V. Sarl Luxembourg 50.00% 50.00% Unihopping Conultoria Imobiliária Lda São Paulo (Brazil) 33.32% 33.32% 1) The company acquired the total of the non-controlling interet. 2) Company liquidated during 2017.

27 2017 Conolidated Report and Account 25 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 4 JoinT VenTure (continued) The detail of joint venture of the Group a of 31 December 2017 and 2016 i a follow: 31 december 2017 net % own Carrying Proportion adjuted net dividend equity profit (*) amount in P/l profit (**) received invetment Companie owned by ierra BV Arrábidahopping- Centro Comercial, S.A. 59,478 13, % 29,739 6,963 2,609 3,500 1) Gaiahopping I- Centro Comercial, S.A. 69,374 16, % 34,687 8,141 2,566 3,766 Harvey Do Iberica, S.L. 8, % 4, Iberian Aet, S.A 272,527 28, % 136,264 14,184 7,183 Goodwill Iberian 6,471 Madeirahopping- Centro Comercial, S.A. 38,193 8, % 19,097 4,331 1,287 1,910 2) Norte Shopping Retail and Leiure Centre B.V. 291,988 37, % 145,994 18,505 7,318 9,300 Parque Atlântico Shopping Centro Comercial, S.A. 39,588 6, % 19,794 3,226 1,264 1,500 3) Shopping Centre Colombo Holding B.V. 497,991 82, % 248,993 41,468 15,757 10,000 4) VdG Holding BV 209,130 27, % 104,565 13,889 6,514 5,750 Via Catarina- Centro Comercial, S.A. 14,145 6, % 7,073 3, ) DOC Malaga Holding S.L 7,230 (248) 50.00% 3,615 (124) (124) other invetment companie 9) Colombo Tower Holding, B.V. (19) 50.00% (9) (9) 1,175 Freccia Roa- Shopping Centre Srl (36,650) (40,269) 50.00% (18,325) (20,134) 1,760 6) Pantheon Plaza B.V. 417 (707) 50.00% 208 (354) (354) Parklake Shopping Srl 60,284 (6,595) 50.00% 30,142 (3,297) 922 Plenerg SRL % Solingen Shopping Centre GmbH (3,951) (2,296) 50.00% (1,975) (1,148) 804 development Park Avenue Development of Shopping Centre S.A. (816) (80) 50.00% (408) (40) (40) 7) SC Aegean B.V. 9,993 (146) 50.00% 4,996 (73) (73) Proyecto Cúcuta S.A.S. 17,975 (954) 50.00% 8,987 (477) (195) Goodwill Cúcuta (229) Sierra Central S.A.S. 74 (564) 50.00% 37 (282) (282) Goodwill Sierra Central (280) Brazil 8) Sonae Sierra Brazil B.V. Sarl 559,375 39, % 279,687 19,820 22,383 7,153 1,063, ,232 70,032 44,054 (*) The ownerhip interet are identical to voting right. (**) Thi adjuted net profit i calculated by deducting to the net profit the variation of the fair value of the invetment propertie net of the repective deferred taxe.

28 2017 Conolidated Report and Account 26 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 4 JoinT VenTure (continued) 31 December 2016 Net % own Carrying Proportion Adjuted net Dividend Equity profit (*) amount in P/L profit (**) received invetment Companie owned by ierra BV Arrábidahopping- Centro Comercial, S.A. 52,519 14, % 26,260 7,468 2,263 1) Gaiahopping I- Centro Comercial, S.A. 63,075 14, % 31,537 7,120 2,696 Harvey Do Iberica, S.L. 8, % 4, Iberian Aet, S.A 244,656 49, % 121,851 24,715 7,383 Goodwill Iberian 6,471 Madeirahopping- Centro Comercial, S.A. 33,353 7, % 16,676 3,936 1,142 2) Norte Shopping Retail and Leiure Centre B.V. 273,577 47, % 136,789 23,789 6,573 Parque Atlântico Shopping Centro Comercial, S.A. 36,137 7, % 18,068 3,879 1,020 3) Shopping Centre Colombo Holding B.V. 435, , % 217,927 59,328 20,607 17,250 4) Centro Vaco da Gama Centro Comercial, S.A. 192,853 51, % 96,426 25,845 6,512 2,500 Via Catarina- Centro Comercial, S.A. 8,105 2, % 4,053 1, ) DOC Malaga Holding S.L 1,099 (98) 50.00% 549 (49) (49) other invetment companie 9) Adland B.V. (93) 50.00% (47) (47) Colombo Tower Holding, B.V. 2,538 (27) 50.00% 1,269 (13) (14) Freccia Roa- Shopping Centre Srl (5,425) % (2,712) 139 2,070 Goodwill Freccia (175) 6) Pantheon Plaza B.V. 1, % Parklake Shopping Srl 66,879 47, % 33,440 23,906 (1,027) Plenerg SRL (39) (39) 50.00% (20) (20) (20) Solingen Shopping Centre GmbH (1,655) (2,053) 50.00% (828) (1,026) 739 development Park Avenue Development of Shopping Centre S.A. (4,335) % (2,168) 4 5 7) SC Aegean B.V. 9,896 (305) 50.00% 4,948 (152) (153) Proyecto Cúcuta S.A.S. 20,088 (9) 50.00% 10,044 (5) (5) Goodwill Cúcuta (1,042) Sierra Central S.A.S. 110 (564) 50.00% 55 (282) (282) Goodwill Sierra Central (274) Brazil 8) Sonae Sierra Brazil B.V. Sarl 621,324 34, % 310,662 17,021 17,176 6,075 1,036, ,826 67,393 25,825 (*) The ownerhip interet are identical to voting right. (**) Thi adjuted net profit i calculated by deducting to the net profit the variation of the fair value of the invetment propertie net of the repective deferred taxe. 1) Amount related to the conolidated account of Gaiahopping I- Centro Comercial, S.A. that own 100% of Gaiahopping II- Centro Comercial, S.A.. 2) mount related to the conolidated account of Norte Shopping Retail and Leiure Centre B.V. that own 100% of Nortehopping- Centro Comercial, S.A.. 3) Amount related to the conolidated account of Shopping Centre Colombo Holding B.V. that own 100% of Centro Colombo- Centro Comercial, S.A.. 4) Amount related to the conolidated account of Sierra VdG Holding B.V. that own 100% of Centro Vaco da Gama Centro Comercial, S.A.. 5) Amount related to the conolidated account of DOC Malaga Holding S.L. that own 100% of DOC Malaga SITECO, S.L.U.. 6) Amount related to the conolidated account of Pantheon Plaza B.V. that own 100% of Laria Development of Shopping Centre, S.A.. 7) Amount related to the conolidated account of SC Aeean BV that own 100% of Aegean Park Contruction Real Etate and Development, S.A..

29 2017 Conolidated Report and Account 27 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 4 JoinT VenTure (continued) 8) Amount related to the conolidated account of Sonae Sierra Brail B.V. Sarl. Thi company own the following invetment: Percentage of interet and voting right held Fundo Invetimento Imobiliário Parque Dom Pedro Shopping Center 41.36% 41.36% Fundo Invetimento Imobiliário Shop. Parque Dom Pedro 63.12% 63.12% Parque D. Pedro 1 B.V. Sarl % % Pátio Boavita Shopping, Ltda % 66.65% Pátio Goiânia Shopping, Ltda % 66.65% Pátio Londrina Empreendimento e Participaçõe, Ltda % 66.65% Pátio São Bernardo Shopping Ltda 66.65% 66.65% Pátio Sertório Shopping Ltda 66.65% 66.65% Pátio Uberlândia Shopping Ltda 66.65% 66.65% Sierra Brazil 1 B.V % % Sierra Invetimento Brail Ltda 66.65% 66.65% Sonae Sierra Brail, S.A % 66.65% Unihopping Conultoria Imobiliária Lda 66.63% 66.63% 9) Company liquidated during A mentioned in Note 2.2.b), joint venture are meaured by uing the equity method. During the year ended 31 December 2017 and 2016, the movement of invetment in joint venture wa a follow: invetment Invetment Companie other Companie Other owned by invetment owned by invetment ierra BV companie development Brazil Total Sierra BV companie Development Brazil Total Opening balance 680,790 31,686 12, ,662 1,036, ,243 45,285 9, , ,099 Loop5: ale of 41% (37,877) (37,877) tranfer to aociate of the remaining 9% (Note 5) (8,314) (8,314) Tranfer between buine 644 (644) VdG Holding BV tranfer to joint venture 7,624 7,624 Iberian- percentage change effect (acquiition of non-controlling interet) Capital decreae (1,225) (40) (1,265) (47,363) (47,363) Capital increae 3,190 4,546 3,390 11,127 9,018 4,539 13,557 Liquidation effect (45) (45) (6) (6) Effect of the application of the equity method: Hedging reerve (hedge accounting) (227) (227) Tranlation reerve (1,276) (43,642) (44,918) ,024 62,880 Net profit (Note 37) 113,693 (24,900) (1,381) 19, , ,620 22,936 (1,751) 17, ,826 Dividend (35,726) (1,175) (7,153) (44,054) (19,750) (6,075) (25,825) 760,566 10,073 13, ,687 1,063, ,790 31,686 12, ,662 1,036,017

30 2017 Conolidated Report and Account 28 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 4 JoinT VenTure (continued) The main acquiition and ale of companie occurred during the year ended 31 December 2016 were a follow: Tranaction in 2016: In February 2016, Sierra Invetimento Brail, S.A. old the entire hare capital held in the company Pátio Campina Shopping, Ltda for keuro 18,409. Thi tranaction generated a gain of keuro 1,687. In January 2016, Weitertadt Shopping B.V. old 41% of the hare capital of the joint venture Loop 5 Shopping Centre, GmbH ( Loop5 ) for keuro 38,215. Thi tranaction generated a lo of keuro 295 (net of expene in the amount of keuro 633 (Note 35. Since 1 January 2016, Loop5 i preented under the lit of aociated companie (Note 5). A of 31 December 2017 and 2016 the ummaried financial information (adjuted when applicable to comply with the Group accounting policie mentioned in Note 2) of the Group joint venture, i a follow: invetment 31 december 2017 Companie other owned by invetment ierra BV companie development Brazil Total Invetment propertie 2,582, ,346 31,865 1,180,028 4,213,878 Other non-current aet 453,092 3, , ,426 Total non-current aet 3,035, ,297 31,900 1,215,376 4,706,304 Other current aet 24,298 17, ,082 74,310 Cah and cah equivalent 121,771 20, , ,316 Total current aet 146,069 37, , ,626 Non current bank loan and other facilitie 878, , ,066 1,218,226 Other non-current liabilitie 703, ,371 1, ,682 1,089,887 Total non-current liabilitie 1,582, ,794 1, ,748 2,308,113 Current bank loan and other facilitie 42,072 82,340 17, ,342 Other current liabilitie 49,336 48,686 3,861 26, ,406 Total current liabilitie 91, ,026 3,861 44, ,748 Equity 1,508,192 20,146 27, ,505 2,458,069 Non-controlling interet 343, ,130 Equity attributable to the equity holder of the parent company 1,508,192 20,146 27, ,375 2,114,939

31 2017 Conolidated Report and Account 29 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 4 JoinT VenTure (continued) Invetment 31 December 2016 Companie Other owned by invetment Sierra BV companie Development Brazil Total Invetment propertie 2,805, ,809 27,964 1,322,348 4,631,005 Other non-current aet 4,972 2, ,555 43,311 Total non-current aet 2,810, ,540 28,017 1,357,903 4,674,316 Other current aet 19,836 22,342 2,791 36,282 81,251 Cah and cah equivalent 59,285 25, , ,398 Total current aet 79,121 48,137 3, , ,649 Non current bank loan and other facilitie 469, , , ,878 Other non-current liabilitie 632,700 88,026 4, , ,140 Total non-current liabilitie 1,102, ,238 4, ,998 1,840,018 Current bank loan and other facilitie 399,618 16,499 17, ,260 Other current liabilitie 38, , , ,095 Total current liabilitie 437, , , ,355 Equity 1,349,597 63,372 25,759 1,001,864 2,440,592 Non-controlling interet 380, ,540 Equity attributable to the equity holder of the parent company 1,349,597 63,372 25, ,324 2,060,052 invetment 2017 Companie other owned by invetment ierra BV companie development Brazil Total Service rendered 198,861 39, , ,043 Variation in fair value of the invetment propertie 190,628 (55,833) 37, ,015 Other revenue 1,976 1, ,364 Depreciation and amortiation (15) (3) (13) (639) (670) Other expene (65,074) (24,050) (882) (45,727) (135,733) Interet income and imilar ,813 10,481 Interet expene and imilar (21,916) (10,716) (150) (26,183) (58,965) Share of reult of aociate 1,510 1,510 Income tax (77,566) (620) (894) (19,637) (98,717) Net profit / (lo) 227,497 (49,801) (1,744) 67, ,328 Attributable to: Equity holder of parent company 227,497 (49,801) (1,744) 39, ,593 Non-controlling interet 27,735 27, ,497 (49,801) (1,744) 67, ,328 Other comprehenive income for the period (453) (71) (12) (140,845) (141,381) Total comprehenive income for the period 227,044 (49,872) (1,756) (73,469) 101,947 Attributable to: Equity holder of parent company 227,044 (49,872) (1,756) (47,645) 127,771 Non-controlling interet (25,824) (25,824) 227,044 (49,872) (1,756) (73,469) 101,947

32 2017 Conolidated Report and Account 30 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 4 JoinT VenTure (continued) Invetment 2016 Companie Other owned by invetment Sierra BV companie Development Brazil Total Service rendered 169,254 29,638 99, ,126 Variation in fair value of the invetment propertie 296,679 52,638 39, ,452 Other revenue 16,256 2,228 1,979 20,463 Depreciation and amortiation (1) (12) (682) (695) Other expene (40,411) (20,754) (826) (42,845) (104,836) Interet income and imilar ,468 11,965 Interet expene and imilar (19,000) (7,562) (75) (26,841) (53,478) Share of reult of aociate 1,303 1,303 Income tax (107,368) (10,392) (21,797) (139,557) Net profit / (lo) 315,436 46,222 (869) 60, ,743 Attributable to: Equity holder of parent company 315,436 46,222 (869) 34, ,831 Non-controlling interet 26,912 26, ,436 46,222 (869) 60, ,743 Other comprehenive income for the period , ,958 Total comprehenive income for the period 316,226 46,370 (858) 187, ,701 Attributable to: Equity holder of parent company 316,226 46,370 (858) 158, ,825 Non-controlling interet 29,876 29, ,226 46,370 (858) 187, ,701

33 2017 Conolidated Report and Account 31 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 5 aociate The detail of aociate of the Group a of 31 December 2017 and 2016 i a follow: 31 december 2017 head net profit/ % own Carrying Proportion adjuted net dividend office equity (lo) (*) amount in P/l profit (**) received invetment 1) 5) 3hopping Holding, SGPS, S.A. Maia (Portugal) 42, % 8,463 ALEXA Aet GmbH & Co, KG dueldorf (germany) 453,550 34, % 40,820 3,113 1,618 1,320 Goodwill Alexa 519 6) Area Sur Shopping, S.L. Madrid (pain) 51, % 7, Le Terrazze Shopping Centre 1 Srl Milan (italy) 89,258 10, % 8,926 1, Goodwill Le Terrazze 544 Loop5 Shopping Centre GmbH & Co KG dueldorf (germany) 134,155 (10,968) 9.00% 12,074 (987) ) Iberia Shop.C. Venture Coöperatief U.A. ( Iberia Coop ) amterdam (netherland) 232,818 25, % 23,283 2,563 1,276 Goodwill Iberia Coop 403 3) Sierra Portugal Real Etate ( SPF ) luxembourg 190,144 34, % 42,783 7,756 3,536 3,375 Goodwill SPF 3,852 4) Olimpo Real Etate SOCIMI, S.A. Madrid (pain) 195,956 1, % 7, Sonaeget Soc. Getora de Fundo de Invetimento, S.A. Maia (Portugal) 1, % ervice Sierra Cevital Shopping Center, Spa algeria % development Zenata Commercial Project Morocco 17, % 1, ,027 13,709 8,019 5,749 (*) The ownerhip interet are identical to voting right. (**) Thi adjuted net profit i calculated by deducting to the net profit the variation of the fair value of the invetment propertie net of the repective deferred taxe.

34 2017 Conolidated Report and Account 32 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 5 aociate (continued) 31 December 2016 Head Net profit/ % own Carrying Proportion Adjuted Dividend Office Equity (lo) (*) amount in P/L net profit (**) received invetment ALEXA Aet GmbH & Co, KG Dueldorf (Germany) 433,633 31, % 39,027 2,795 1,816 1,018 Goodwill Alexa 519 Le Terrazze Shopping Centre 1 Srl Milan (Italy) 79,746 10, % 7,975 1, Goodwill Le Terrazze 544 Loop5 Shopping Centre GmbH & Co KG Dueldorf (Germany) 155,123 10, % 13, ) Iberia Shop.C. Venture Coöperatief U.A. ( Iberia Coop ) Amterdam (Netherland) 212,759 17, % 21,276 1, Goodwill Iberia Coop 403 3) Sierra Portugal Real Etate ( SPF ) Luxembourg 170,657 28, % 38,398 6,411 3,477 Goodwill SPF 3,852 Olimpo Real Etate SOCIMI, S.A. ( ORES ) Madrid (Spain) 194,745 (1,951) 3.75% 7,303 (73) (73) Sonaeget Soc. Getora de Fundo de Invetimento, S.A. Maia (Portugal) 1, % ervice Sierra Cevital Shopping Center, Spa Algeria 39 (60) 49.00% 19 (29) (37) expanion Zenata Commercial Project Morocco (569) (437) 11.00% (62) (48) (48) 133,511 12,799 6,467 1,075 (*) The ownerhip interet are identical to voting right. (**) Thi adjuted net profit i calculated by deducting to the net profit the variation of the fair value of the invetment propertie net of the repective deferred taxe. 1) Amount related to the conolidated account of 3hopping-Holding, SGPS, S.A. that own 100% of Guimarãehopping-Centro Comercial, S.A. and Maiahopping-Centro Comercial, S.A..

35 2017 Conolidated Report and Account 33 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 5 aociate (continued) 2) Amount related to the conolidated account of Iberia Coop. Thi company own the following invetment: Percentage of interet and voting right held Head office 6) Albufeira RP (Luxembourg) 1, Sarl Luxembourg 100% 6) Albufeira RP (Luxembourg) 2, Sarl Luxembourg 100% 6) ALBRP Albufeira Retail Park, Lda Maia (Portugal) 100% Algarvehopping- Centro Comercial, SA Maia (Portugal) 100% 100% Candotal Spain S.L.U Madrid (Spain) 100% 100% Etação Viana Centro Comercial, SA Viana do Catelo (Portugal) 100% 100% Funtobar Spain, S.L Madrid (Spain) 100% 100% Imoconti Sociedade Imobiliária, SA Maia (Portugal) 100% 100% Luz del Tajo Centro Comercial, SA Madrid (Spain) 100% 100% Project Guia, S.A. Maia (Portugal) 100% 100% Project Sierra 8 BV Amterdam (Netherland) 100% 100% 3) Amount related to the conolidated account of SPF. Thi company own the following invetment: Percentage of interet and voting right held Head office 8ª Avenida Centro Comercial, S..A. Maia (Portugal) 100% 100% ALBCC Albufeirahopping C.Comercial S.A. Maia (Portugal) 100% 100% Arrábidahopping- Centro Comercial, S.A. Maia (Portugal) 50% 50% Gaiahopping I- Centro Comercial, S.A. Maia (Portugal) 50% 50% Gaiahopping II- Centro Comercial, S.A. Maia (Portugal) 50% 50% LCC LeiriaShopping Centro Comercial S.A. Maia (Portugal) 100% 100% Lourehopping- Centro Comercial, S.A. Maia (Portugal) 50% 50% PORTCC Portimaohopping C.Comercial S.A. Maia (Portugal) 100% 100% Rio Sul- Centro Comercial, S.A. Libon (Portugal) 50% 50% Serra Shopping- Centro Comercial, S.A. Libon (Portugal) 50% 50% 4) Amount related to the conolidated account of ORES. Thi company own the following invetment: Percentage of interet and voting right held Head office 7) Olimpo Aet 1, S.A. Maia (Portugal) 100% 6) Olimpo Aet 2, S.A. Maia (Portugal) 100% 6) Portitail Invetimento Imobiliário, SA Maia (Portugal) 100% 6) Haciarriba Projeto, Negócio e Promoçõe, S.A. Maia (Portugal) 100% 5) In December % of the hare capital of thee companie were old (Note 3). 6) Companie acquired in ) Companie incorporated in A mentioned in Note 2.2.b), aociate are meaured by uing the equity method.

36 2017 Conolidated Report and Account 34 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 5 aociate (continued) During the year ended 31 December 2017 and 2016, the movement of invetment in aociate wa a follow: 2017 alexa area le iberia ierra 3hopping aet ur Terrazze loop 5 coop Pf ore onaeget Cevital Zenata Total Opening balance 39,546 8,519 13,961 21,679 42,250 7, (62) 133,511 Iberia Coop acquiition (adjutment): Equity held hopping (conolidated) tranfer from ubidiarie (Note 3) 8,463 8,463 Capital decreae (893) (893) Capital increae 7,648 2,017 9,665 Effect of the application of the equity method: Hedging reerve (hedge accounting) (18) 4 (14) Tranlation reerve (5) 3 (2) Net profit (Note 37) 3, ,049 (987) 2,563 7, ,709 Dividend (1,320) (98) (900) (3,375) (56) (5,749) 8,463 41,339 7,718 9,470 12,074 23,686 46,635 7, , , Alexa Le Iberia Sierra Aet Terrazze Loop 5 coop SPF ORES Sonaeget Cevital Zenata Total Opening balance 37,769 7,487 78, (13) 123,713 Iberia Coop acquiition: Equity held 5,845 5,845 Goodwill SPF ale of 25%: Equity held (36,842) (36,842) Goodwill (4,279) (4,279) Loop5 tranfer from joint venture (Note 4) 8,314 8,314 Capital decreae (1,181) 7,376 6,195 Capital increae 4,704 13,647 18,351 Effect of the application of the equity method: Hedging reerve (hedge accounting) Tranlation reerve (1) (1) (2) Net profit (Note 37) 2,795 1, ,706 6,411 (73) 62 (29) (48) 12,799 Dividend (1,018) (57) (1,075) 39,546 8,519 13,961 21,679 42,250 7, (62) 133,511

37 2017 Conolidated Report and Account 35 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 5 aociate (continued) The main acquiition and ale of companie occurred during 2017 and 2016 were a follow: Tranaction in 2017 In February 2017 the Group, through it aociate Iberia Coop, acquired 100% of the hare capital of ALBRP Albufeira Retail Park Lda for keuro 4,887. Thi acquiition generated a goodwill of keuro 1,371. In May 2017 the Group, through it aociate ORES, acquired 100% of the hare capital of Portitail- Invetimento Imobiliáriio, S.A. for keuro 6,505. In June 2017 the Group, through it ubidiary AXNAE-Spain Holding, S.L., acquired 15% of the hare capital of Area Sur Shopping, S.L. for keuro 450. In Augut 2017 the Group, through it aociate ORES, acquired 100% of the hare capital of Olimpo Aet 2, S.A. for keuro 5,939. In October 2017 the Group, through it aociate ORES, acquired 100% of the hare capital of Haciarriba Projecto, Negócio e Promoçõe, S.A. for keuro 10,110. In December 2017 the Group old 80% of the hare of 3hopping Holding, SGPS, S.A. ( 3hopping ), which own 100% of Guimarãehopping- Centro Comercial, S.A. ( Guimarãehopping ) and Maiahopping- Centro Comercial, S.A. ( Maiahopping ). After thi date, thee companie are meaured uing the equity method. Tranaction in 2016 In March 2016, the Group reduced it participation held in Sierra Portugal Fund in 25% for keuro 41,000. Thi tranaction generated a lo of keuro 842 (net of expene in the amount of keuro 722) (Note 36). In March 2016, the Group acquired 10% of the aociated Iberia Shopping Centre Venture Cooperatief UA ( Iberia Coop ) for keuro 11,120. Thi acquiition generated a goodwill of keuro 110 which wa recorded a cot in the conolidated tatement of profit or lo in the item of Share of reult of joint venture and aociate. After thi date the ubidiarie mentioned in note 7 were old to Iberia Coop. A of 31 December 2017 and 2016 the ummaried financial information (adjuted when applicable to comply with the Group accounting policie mentioned in Note 2) of the Group aociate, i a follow: 31 december 2017 alexa area le iberia ierra 3hopping aet ur Terrazze loop 5 coop Pf ore onaeget Cevital Zenata Total non-current aet 88, , , , , , , , ,866 Total current aet 3,347 27,841 4,192 25,506 11,302 12,772 24,018 24,050 1, ,897 Total non-current liabilitie 11,760 66,574 70, , ,904 74,177 2,443 5,066 Total current liabilitie 37,780 8,117 2,112 2,046 11,662 7,088 6,206 2, ,701 Equity 42, ,550 51,457 89, , , , ,956 1, , December 2016 Alexa Le Iberia Sierra Aet Terrazze Loop 5 coop SPF ORES Sonaeget Cevital Zenata Total non-current aet 413, , , , , ,861 Total current aet 23,316 26,267 21,579 59,742 8, ,987 1, ,343 Total non-current liabilitie , , ,181 92, ,476 Total current liabilitie 2,770 1,980 17,558 31,316 6, ,297 Equity 433,633 79, , , , ,745 1, (569)

38 2017 Conolidated Report and Account 36 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 5 aociate (continued) 2017 alexa area le iberia ierra 3hopping aet ur Terrazze loop 5 coop Pf ore onaeget Cevital Zenata Variation in fair value of the invetment propertie (5,248) 16,614 (669) 5,823 (21,002) 18,573 14,546 (1,520) Other revenue 11,177 29,162 5,041 11,247 22,073 34,468 16,945 4,386 1, ,693 Expene (6,148) (11,185) (3,783) (6,581) (12,039) (27,414) 2,979 (1,654) (821) (169) (2,492) Net profit / (lo) (219) 34, ,489 (10,968) 25,627 34,470 1, Other comprehenive income for the period (122) 18 (10) 23 Total comprehenive income for the period (219) 34, ,489 (10,968) 25,627 34,488 1, Alexa Le Iberia Sierra Aet Terrazze Loop 5 coop SPF ORES Sonaeget Cevital Zenata Variation in fair value of the invetment propertie 10,882 9,079 11,460 15,346 6,007 Other revenue 29,734 11,508 15,553 28,500 14,393 1, ,415 Expene (9,559) (10,272) (16,537) (26,791) 8,092 (1,951) (702) (548) (2,852) Net profit / (lo) 31,057 10,315 10,476 17,055 28,492 (1,951) 310 (60) (437) Other comprehenive income for the period (11) (10) Total comprehenive income for the period 31,057 10,315 10,476 17,832 28,542 1, (71) (447) 6 acquiition and ale of CoMPanie The main ale of companie occurring during the year 2017 and 2016 were a follow: ale of ubidiarie in 2017 In December 2017 the Group old 80% of the hare of 3hopping Holding, SGPS, S.A. ( 3hopping ), which own 100% of Guimarãehopping- Centro Comercial, S.A. ( Guimarãehopping ) and Maiahopping- Centro Comercial, S.A. ( Maiahopping ) for keuro 42,674. Thi tranaction generated a net gain of keuro 8,821 (Note 36). After thi date thee companie are meaured uing the equity method. ale of ubidiarie in 2016 During 2016 Luz del Lajo B.V. old 100% of the hare of Luz del Tajo Centro Comercial S.A. ( Luz del Tajo ) and Sierra B.V. old 100% of the hare of Etação Viana- Centro Comecial, S.A. ( Etação Viana ) and Project Sierra 8 B.V. which own 100% of Algarvehopping- Centro Comercial, S.A. ( Algarvehopping ) to Iberia Shopping Centre Venture Cooperatief UA ( Iberia Coop ) for keuro 184,601. Thee tranaction generated a net gain of keuro 37,164 (net of expene incurred in thee tranaction of keuro 3,869) (Note 36). Thee companie were claified a held for ale in In December 2016, Sierra Invetment Holding B.V. old 100% of the hare of Project Guia, S.A. ( Project Guia ) to Iberia Shopping Centre Venture Cooperatief UA ( Iberia Coop ) for keuro 951. Thi tranaction generated a lo of keuro 63 (Note 36). A the Group own 10% of Iberia Coop, thee companie old are meaured uing the equity method.

39 2017 Conolidated Report and Account 37 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 6 acquiition and ale of CoMPanie (continued) effect of the acquiition and ale The effect of the ale of the companie old during the period ended in 31 December 2017 wa a follow: 2017 ale 3hopping (conolidated) Cah and cah equivalent (I) 2,135 Invetment propertie (Note 8) 88,500 Deferred tax aet (Note 23) 4 Trade receivable 456 Other current aet 756 Deferred tax liabilitie (Note 23) (11,329) Account payable and other liabilitie non-current (10) Other non current liabilitie (420) Account payable and other liabilitie current (37,780) Identifiable aet and liabilitie at ale date 42,312 Tranaction Reult: Profit / (lo) on ale (Note 36) 8,821 Sale amount (II) 51,133 Net cah flow (II-I) 48,998 The effect of the ale of the companie old during the period ended in 31 December 2016 claified a held for ale at the end of 2015 wa a follow: 2016 Sale Claified a held for ale in 2015 Aet claified a held for ale 289,273 Intercompany elimination 8,139 Capital decreae after 31 December 2015 (4,714) Dividend ditributed after 31 December 2015 (6,463) Liabilitie directly aociated with aet claified a held for ale (147,226) Identifiable aet and liabilitie at ale date 139,009 Carrying amount of the invetment in ubidiarie at elling date 4,559 Tranaction reult: Profit / (lo) on ale (Note 36) 41,033 Sale amount (I) 184,601 Expene incurred with the ale (II) 3,869 Net cah flow (I-II) 180,732

40 2017 Conolidated Report and Account 38 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 6 acquiition and ale of CoMPanie (continued) The effect of the other ale occurring during 2016 wa a follow: 2016 Sale Project Guia Cah and cah equivalent (I) 9 Invetment propertie under contruction (Note 8) 1,015 Account payable and other liabilitie current (3) Identifiable aet and liabilitie at ale date 1,021 Carrying amount of the invetment in ubidiarie at elling date (7) Tranaction Reult: Profit / (lo) on ale (Note 36) (63) Sale amount (II) 951 Net cah flow (II-I) non-controlling interet A of 31 December 2017 and 2016, the detail are a follow: 31 december 2017 head net profit/ Carrying Proportion office equity (lo) % (*) amount in P/l invetment Sierra BV amterdam (netherland) 1,094, , % 545,947 81,524 Land Retail BV amterdam (netherland) 182,948 36, % 32,583 6,513 Sierra Core Aet Holding BV amterdam (netherland) (48) (20) 49.90% (24) (10) 578,506 88, December 2016 Head Net profit/ Carrying Proportion Office Equity (lo) % (*) amount in P/L invetment Sierra BV Amterdam (Netherland) 962, , % 480, ,028 Land Retail BV Amterdam (Netherland) 158,380 33, % 28,207 5,987 Sierra Core Aet Holding BV Amterdam (Netherland) (29) (28) 49.90% (14) (14) 508, ,001 (*) The ownerhip interet are identical to voting right.

41 2017 Conolidated Report and Account 39 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 7 non-controlling interet (continued) During the year ended 31 December 2017 and 2016 the movement in non-controlling interet wa a follow: ierra Sierra land Core aet Land Core Aet ierra BV retail BV holding BV Total Sierra BV Retail BV Holding BV Total Opening balance 480,292 28,207 (14) 508, ,981 24, ,322 Land BV percentage change effect: Equity held Effect acquiition minority interet in Iberian Aet (16) (16) Capital decreae (3,406) (2,137) (5,543) (124,101) (124,101) Hedging reerve (hedge accounting) (23) (23) Net profit 81,524 6,513 (10) 88, ,028 5,987 (14) 124,001 Dividend (12,475) (12,475) (8,983) (2,138) (11,121) 545,947 32,583 (24) 578, ,292 28,207 (14) 508,485 A of 31 December 2017 and 2016 the ummaried financial information of the ubidiarie with Non-controlling interet, before the elimination of intragroup balance and tranaction, i a follow: 31 december December 2016 ierra ierra land Core aet Land Core Aet ierra BV retail BV holding BV Sierra BV Retail BV Holding BV Total non-current aet 1,108, ,019 1,075, ,292 Total current aet 90,773 8, ,579 14,346 5 Total non-current liabilitie 63, , , ,106 Total current liabilitie 42,521 12, ,938 7, Equity 1,094, ,948 (48) 962, ,380 (29) ierra ierra land Core aet Land Core Aet ierra BV retail BV holding BV Sierra BV Retail BV Holding BV Variation in fair value of the invetment propertie 27,597 34,123 28,373 32,257 Service rendered and other revenue 42,686 28,307 70,223 27,340 Other revenue/(expene) 93,090 (25,861) (20) 137,931 (25,981) (20) Net profit / (lo) 163,373 36,569 (20) 236,527 33,616 (28) Other comprehenive income for the period (47) 760 Total comprehenive income for the period 163,326 36,569 (20) 237,287 33,616 (20)

42 2017 Conolidated Report and Account 40 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 8 invetment ProPerTie The movement in invetment propertie, during the year ended 31 December 2017 and 2016 wa a follow: 2017 invetment propertie under in operation fit out development at cot advance Total Opening balance 762,805 1,582 39,621 1, ,733 Increae 3, ,802 5,774 Reveral of impairment Impairment and write-off (Note 33) (1,676) (1,676) Fit-out receivable (266) (266) Tranfer (37) (37) Variation in fair value of the invetment propertie between year (Note 31): Gain 68, ,601 Loe (7,727) (43) (7,770) Sale of companie (Note 6) (88,487) (13) (88,500) Cloing balance 738,936 1,488 39,730 1, , Invetment propertie under In operation Fit Out development at cot Advance Total Opening balance 691,785 2,139 44,746 1, ,395 Increae 6,079 (125) 2,559 8,513 Impairment and write-off (Note 33) (7,285) (7,285) Sale (427) (427) Fit-out receivable (834) (834) Variation in fair value of the invetment propertie between year (Note 31): Gain 69, ,692 Loe (4,349) (4,349) Currency tranlation difference Cloing balance 762,805 1,582 39,621 1, ,733 Increae in invetment propertie under development at cot, in the amount of keuro 1,802 and keuro 2,559 in the year ended 31 December 2017 and 2016, repectively, relate to a project in Germany with an etimated opening in 2019.

43 2017 Conolidated Report and Account 41 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 8 invetment ProPerTie (continued) At 31 December 2017 and 2016 invetment propertie in operation and the information about the fair value aement are a follow: other Other european European Portugal/pain Countrie Portugal/Spain Countrie 10 yr dicount rate Floor 7.25% 8.50% 7.50% 8.50% Weighted average 6.49% 8.85% 8.29% 8.84% Cap 10.75% 10.55% 10.85% 10.30% 10 yr cap rate Floor 5.50% 6.75% 5.75% 6.75% Weighted average 4.89% 7.09% 6.41% 7.08% Cap 9.00% 8.75% 9.10% 8.50% Annual rent per qm ( ) Floor Weighted average Cap Fair Value (Level 3) 627, , , ,545 The fair value of each invetment property wa determined by mean of a valuation a of the reporting date made by independent pecialied entitie (Cuhman & Wakefield and Jone Lang LaSalle). The valuation of thee invetment propertie wa made in accordance with the Practice Statement of the RICS Appraial and Valuation Manual publihed by The Royal Intitution of Chartered Surveyor ( Red Book ), located in England. The methodology ued to compute the market value of the invetment propertie conit in preparing 10 year projection of income and expene of each hopping centre added to the reidual value, correponding to a projected net income at year 11 and a return market rate ( Exit yield or cap rate ). Thee projection are then dicounted to the valuation date uing a dicount market rate. Projection are intended to reflect the actual bet etimate of the valuer regarding future revenue and cot of each hopping centre. Both the return rate and dicount rate are defined in accordance to the local real etate and intitutional market condition, being the reaonablene of the market value obtained in accordance to the methodology referred above, teted alo in term of initial return uing the etimated net income for the firt year of projection. In the valuation of invetment propertie, ome aumption, that in accordance with the Red Book are conidered to be pecial, were in addition conidered, namely in the cae of recently inaugurated hopping centre, in which the poible cot till to be incurred were not conidered, a the accompanying financial tatement already include a proviion for them. IFRS 13 (Fair value meaurement) require dicloure of fair value meaurement by level of the following fair value meaurement hierarchy: > Level 1: Quoted price (unadjuted) in active market for identical aet or liabilitie. > Level 2: Input other than quoted price included within level 1 that are obervable. > Level 3: Input that are not baed on obervable market data (that i, unobervable input). Conidering the above hierarchy invetment propertie of the Group are all within Level 3. The relationhip of unobervable input to fair value can be decribed a follow: > A decreae in the etimated annual rent will decreae the fair value; > An increae in the dicount rate and the capitalization rate will decreae the fair value.

44 2017 Conolidated Report and Account 42 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 8 invetment ProPerTie (continued) A mentioned in the valuation report of the invetment propertie prepared by independent pecialied entitie, the aement of their fair value conidered the definition of fair value in IFRS 13, which i conitent with the definition of market value defined by the invetment propertie valuation international tandard. A of 31 December 2017 and 2016, the fair value of the fit out contract exiting in each invetment property wa a follow: 10 yr dicount rate 10 yr cap rate 10 yr dicount rate 10 yr cap rate Weighted Weighted Weighted Weighted floor average Cap floor average Cap amount Floor average Cap Floor average Cap Amount Portugal/ Spain 7.25% 7.92% 10.75% 5.50% 5.97% 9.00% 1, % 9.83% 10.85% 6.55% 7.90% 9.10% 1,582 1,488 1,582 The fair value of the fit-out contract wa determined by mean of a valuation a of the reporting date made by an independent pecialied entity (Cuhman & Wakefield and Jone Lang LaSalle). The methodology ued to compute the fair value of the fit-out contract conited in determining the dicounted etimated cah flow of each one of the fit-out contract, uing a dicounted market rate like the one ued in determining the fair value of the invetment property to which each fit out contract relate. During the year ended on 31 December 2017 and 2016, the income (fixed rent net of dicount, turnover rent, mall income, key income, and tranfer fee) and the correponding direct operating expene (property tax, inurance expene, maintenance expene, management fee and aet management fee and other direct operating expene), relating to the invetment propertie of the Group, wa a follow: Rent Direct operating expene Portugal / Spain 45,542 43,622 3,655 3,531 Other European Countrie 8,728 8,604 1,150 1,016 54,270 52,226 4,805 4,547 At 31 December 2017 and 2016 the following invetment propertie had been given in guarantee of bank loan: > Alverca > Gli Ori > Plaza Mayor Shopping > Cacaihopping > Plaza Mayor Parque de Ócio > River Plaza Mall > Do Mare At 31 December 2017 and 2016 there were no material contractual obligation to purchae, contruct or develop invetment propertie or for repair or maintenance, other than thoe referred to above, except for the obligation mentioned in note 40 and 41. Invetment propertie under development at 31 December 2017 and 2016 are made up a follow: invetment propertie at cot: Portugal / Spain 15,086 15,113 Other european countrie 92,096 90,284 impairment for aet at rik 107, ,397 (65,727) (64,051) 41,455 41,346 The amount of keuro 65,727 and keuro 64,051 at 31 December 2017 and 2016, repectively, recorded under caption Impairment for aet at rik, relate to the proviion made to anticipate loe due to the delay on the development pipeline due to market uncertainty. In the year ended in 31 December 2017, the Group increaed the impairment for aet at rik in the amount of keuro 1,676, in order to illutrate the development expectation of the propertie a well the economic environment of the country where they are located.

45 2017 Conolidated Report and Account 43 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 9 ProPerTY, PlanT and equipment The movement in property, plant and equipment and correponding accumulated depreciation during the year ended 31 December 2017 and 2016 wa a follow: Building Machinery other Tangible and other and Tranport adminitrative Tool and tangible fixed aet contruction equipment equipment equipment utenil fixed aet in progre Total Total aet: Opening balance 2,115 1, , , ,959 7,380 Increae ,157 Sale (134) (27) (141) (42) (101) (17) (462) (216) Tranfer and write-off (55) (153) (257) 79 (236) (622) (357) Currency tranlation difference (3) (7) (10) (7) Change in conolidation perimeter (6) (3) (9) Cloing balance 2,253 1, , ,243 7,957 accumulated depreciation and impairment loe: Opening balance , ,950 6,040 Depreciation for the year Sale (119) (27) (125) (41) (98) (410) (164) Tranfer and write-off (49) (154) (192) 23 (236) (608) (302) Currency tranlation difference (2) (6) (8) (5) Change in conolidation perimeter (3) (2) (5) Cloing balance , ,358 5,948 net aet 1, ,885 2, goodwill At 31 December 2017 and 2016 goodwill wa made up a follow: Year of Carrying Carrying acquiition amount Amount Do Mare ,298 1,298 River Plaza Mall ,334 1,334 Gli Ori ,642 1,642 4,274 4,274 The impairment tet made to the goodwill are baed on the Net Aet Value ( NAV ) at the reporting date of the participation held.

46 2017 Conolidated Report and Account 44 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 11 intangible aet The movement in intangible aet and correponding accumulated depreciation during the year ended 31 December 2017 and 2016 wa a follow: other intangible oftware aet Total Total aet: Opening balance 4,854 11,756 16,610 16,652 Increae Sale, dipoal and regulariation (1) (1) (43) Cloing balance 4,899 11,762 16,661 16,610 accumulated depreciation and impairment loe: Opening balance 2,881 11,728 14,609 13,946 Depreciation for the year Sale, dipoal and regulariation (1) (1) (1) Cloing balance 3,456 11,749 15,205 14,609 net aet 1, ,456 2, other non CurrenT aet At 31 December 2017 and 2016 other non-current aet were made up a follow: Malaga City Council Rent depoit from tenant 2,574 2,432 Bank and other guarantee Other non current aet ,288 3,644 The amount of keuro 2,574 relate to the depoit in official entitie of rent received from tenant of hopping centre located in Spain (Do Mare and Plaza Mayor). The rent depoit received from tenant are claified under Other non-current liabilitie (Note 22) and Other payable (Note 27). The amount of keuro 156 due by the Municipal Council of Malaga ( MCM ) relate to work developed by Plaza Mayor Parque de Ocio, S.A. (keuro 149) and Plaza Mayor Shopping, S.A. (keuro 7) on behalf of the Municipal Council of Malaga at the urrounding of the Plaza Mayor Shopping centre.

47 2017 Conolidated Report and Account 45 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 13 Trade receivable At 31 December 2017 and 2016 trade receivable were made up a follow: account receivable from cutomer: Portugal 16,935 20,042 Spain 5,775 4,121 Italy 1, Germany 3,291 2,572 Romania 7,228 8,494 Morocco Turkey Greece Other cutomer ,639 36,623 accumulated impairment loe on account receivable from cutomer (note 29) (13,285) (15,467) 22,354 21,156 The Group expoure to credit rik i attributed to account receivable relating to the operating activity of the Group. The amount hown in the tatement of financial poition are net of the correponding impairment loe on account receivable, which were etimated by the Group, baed on the experience of the Group and aement of the economic environment. The Board of Director believe that the carrying amount of it trade receivable i imilar to the correponding fair value. The Group doe not have a ignificant concentration of credit rik, a that rik i diluted over a variety of different tenant. Per the information included in the tatement of financial poition, the ageing of the trade receivable i a follow: Not due 1,218 3,046 Due but not impaired: 0-30 day 7,024 3, day 2,083 2, day 12,029 11,641 Due and impaired: 0-90 day day day day 12,689 14,209 35,639 36,623

48 2017 Conolidated Report and Account 46 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 14 other receivable At 31 December 2017 and 2016 other receivable were made up a follow: Sale of hare of 3hopping 42,674 Sale of hare of Project Guia 951 Tax notification paid 4,247 4,247 Ecrow account 2,224 2,224 Amount to be received from Contimobe 1,421 Advance to upplier 916 3,327 Dividend to be received from Alexa KG 420 Other 3,510 3,023 55,412 13,772 Accumulated impairment loe on other receivable (Note 29) (1,656) (1,608) 53,756 12,164 The amount of keuro 4,247 include: > the amount of keuro 3,707 regarding the payment made in 2013 by Sonae Sierra SGPS, S.A. within the Special Tax Debt Payment Regime (RERD) etablihed by the Portuguee government in the law approved in October 2013 (Law 151-A/2013) by which the entitie that pay the tax notification will be exempt of the payment of interet and penaltie; thi amount relate to correction of the 2005 CIT due to: (i) nondeductible interet expene amounting to keuro 378; and (ii) correction concerning the price adjutment related with the ale of hare of Cacaihopping in 1996 amounting to keuro 3,329. The company conteted the tax notification received and did not record any impairment lo to face eventual loe on thoe amount, a the Board of Director believe that the reult will be favourable to the company. > the amount of keuro 518 related to tax notification on the income tax tatement relating to year 1991 to 1997 paid by Cacaihopping Centro Comercial, S.A. ( Cacaihopping ) to tax authoritie. The correction propoed by tax authoritie relate baically to the depreciation policy of improvement made in third partie property that, for tax purpoe, were being depreciated over five year and that the Tax Authoritie believe hould be depreciated over 50 year. Cacaihopping conteted the tax notification received and did not record any impairment to cover eventual loe on thoe amount, a the Board of Director believe that the reult will be favourable to Cacaihopping. The amount of keuro 2,224 under Ecrow Account i related to an ecrow account from 2005 relating to a lawuit from a tenant, on which the court requeted that the Group made a depoit of keuro 2,224, in the event of the cae being won by the tenant. Although the cae ha been won by the Group, the amount wa incorrectly paid to the tenant. Therefore, a full refund of the amount paid i expected a the court' deciion ha been favourable to the Group. The Group expoure to credit rik i attributed to account receivable relating the operating activity of the Group. The amount hown in the tatement of financial poition are net of the correponding impairment loe on account receivable, which were etimated by the Group, baed on the experience of the Group and aement of the economic environment. The Board of Director believe that the carrying amount of it trade receivable i imilar to the correponding fair value. The Group ha not a ignificant concentration of credit rik, a that rik i diluted over a variety of different tenant. 15 other CurrenT aet At 31 December 2017 and 2016 other current aet were made up a follow: Interet income receivable 6,713 6,323 Variable rent receivable 1,750 3,255 Recovered cot receivable 1,821 1,247 Inurance Deferred cot with financing Key Money Management and adminitrative ervice receivable 3,409 2,440 Other 1, ,302 14,992 The amount in Interet income receivable include the interet on the advance for future hare capital increae made by the Group on behalf of the JV partner of Parklake (keuro 5,427 and keuro 2,189 for 2017 and 2016, repectively).

49 2017 Conolidated Report and Account 47 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 16 Cah and Cah equivalent At 31 December 2017 and 2016 cah and cah equivalent were made up a follow: Cah Bank depoit 63, ,057 Bank depoit-tenant retention 4,327 7,389 68, ,628 The amount of keuro 4,327 and keuro 7,389 at 31 December 2017 and 2016, repectively, relate to the guarantee made by the tenant. Thee amount received from tenant are claified under Other non-current liabilitie (Note 22) and Other payable (Note 27). The bank depoit include depoit made by everal companie included in the conolidation, repayable in le than three month of inception and that bear interet at market interet rate. 17 hare CaPiTal and legal reerve At 31 December 2017 the hare capital wa made up of 32,514,000 fully ubcribed and paid up ordinary hare of Euro 4.99 each. The following entitie own the hare capital at 31 December 2017 and 2016: Entity Sonae SGPS. S.A % 50.00% Grovenor Invetment (Portugal), Sarl 50.00% 50.00% At 31 December 2017 and 2016 the legal reerve were a follow: Legal reerve 32,449 32,449 Special reerve 24,880 24,880 57,329 57,329 Legal reerve: According to the company law, at leat 5% of the annual net profit, if poitive, hould be ued in the reinforcement of the legal reerve until it repreent 20% of the capital. Thi reerve can only be ditributed in cae of liquidation of the company but can be ued to cover loe after the other reerve have been ued or can be incorporated in the hare capital. A mentioned in the Portuguee commercial code, and in conequence of the capital reduction in 2003, Sonae Sierra recorded a pecial reerve, to which the rule of the legal reerve apply, by an amount equivalent to the nominal amount of the hare extinguihed (keuro 24,880).

50 2017 Conolidated Report and Account 48 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 18 BanK loan At 31 December 2017 and 2016 bank loan obtained were made up a follow: ued amount Ued amount non Non limit Current current Limit Current current Bond loan: Sonae Sierra SGPS 75,000 75,000 75,000 75,000 Total bond loan 75,000 75,000 75,000 75,000 Bank loan: Portugal/pain a),b) 153,475 17, , ,921 16, ,852 a) 40,076 17,321 22,755 46,820 6,744 40,076 n.a. 20,000 20,000 20,000 20, ,551 54, , ,741 22, ,928 other european Countrie a),b) 58,441 17,141 41,300 59,503 5,963 53,540 Total bank loan 271,992 72, , ,244 28, ,468 Deferred bank expene incurred on the iuance of bank debt (524) (1,669) (780) (2,313) 346, , , ,244 27, ,155 Fair value of the financial hedging intrument liability 203 1, , ,389 27, ,474 (a) To guarantee the repayment of thee loan, the Group pledged the real etate propertie owned by thee companie. (b) To guarantee the repayment of thi loan, the Group pledged the hare of the ubidiary. Bank loan bear interet at market interet rate and were all contracted in Euro. At 31 December 2017 and 2016 the covenant in force can be detailed a follow: ued amount Ued amount non Non limit Current current Limit Current current Covenant : Loan to Value, Debt Service Cover Ratio (1),(2) 38,450 15,695 22,755 83,931 18,104 65,827 Loan to Value, Interet Cover Ratio (1),(3) 58,441 17,141 41,300 59,503 5,963 53,540 Loan to Value, Debt Service Cover Ratio, Annual EBITDA (1),(2),(5) 140,000 4, , , ,000 Debt to equity cover ratio (4) 1,999 1,999 4,665 2,666 1,999 (1) Loan to Value : Financial liabilitie / Fair value of the invetment property (2) Debt Service Cover Ratio : Cah flow / (Paid interet plu capital amortization) (3) Interet Cover Ratio : Cah flow / Paid interet (4) Debt to equity cover ratio : Equity / Financial liabilitie (5) Annual EBITDA

51 2017 Conolidated Report and Account 49 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 18 BanK loan (continued) Bank loan with covenant were analyed by the Group at the reporting date and, whenever breache to thee covenant occurred the claification of the current portion wa made accordingly. Thi ituation ha occurred in cae of the loan obtained by River Plaza. Negotiation are on-going to obtain a debt recheduling with the correpondent bank. At 31 December 2017 and 2016, loan and the repective interet are repayable a follow: repayment interet Repayment Interet Year N+1 147,137 7,027 28,776 9,913 Year N+2 26,955 3, ,679 7,188 Year N+3 4,200 3,643 64,889 4,018 Year N+4 45,499 3,168 4,199 3,643 Year N+5 4,200 2,713 45,500 3,170 Year N+6 and following year 119, ,201 3, ,992 21, ,244 31,392 At 31 December 2017 and 2016, the Group financial intrument related to interet rate wap, cap and zero cot collar were a follow: fair value of the Fair value of the financial hedging financial hedging intrument intrument loan aet liability Loan Aet Liability Financial hedging intrument: Swap : Plaza Mayor Shopping / Novo Banco 27, River Plaza / Société Générale 17, ,102 1, ,319 Option : Cacaihopping / Santander (*) 45, , Cacaihopping / ING (*) 25, , Gli Ori / ING (*) 41, , Land Retail / Santander (*) 35, , Land Retail / ING (*) 35, , ,319 1,491 1, ,491 1,319 (*) Thee hedging intrument are Cap.

52 2017 Conolidated Report and Account 50 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 18 BanK loan (continued) The fair value of the effective financial hedging intrument wa recorded under hedging reerve of the Group (keuro 181 and keuro -1,120 in 31 December 2017 and 2016, repectively) and hedging reerve of the non-controlling interet (keuro 30 and keuro -119 in 31 December 2017 and 2016, repectively). The interet rate wap, cap and zero cot collar are tated at their fair value at the reporting date, determined by the valuation made by the bank entitie, with which the derivative were contracted. The computation of the fair value of thee financial intrument wa made taking into conideration the reporting date, the update of the future cah-flow relating to the difference between the interet rate to be paid by the company to the bank entity, with which the wap or collar wa negotiated, and the variable interet rate to be received by the company from the bank entity that granted the loan. In addition, tet to the fair value of thoe derivative financial intrument were made by the treaury department of the Group, to validate the fair value determined by thoe entitie. The main hedging principle ued by the Group when negotiating thee hedging financial intrument are a follow: > Matching between the cah-flow paid and received: the date of interet payment of the loan obtained and their date of the derivative flow with the bank are the ame; > Matching in the index interet rate ued: the reference index interet rate ued in the derivative and in the loan are the ame; > In a cenario of increae or decreae in interet rate, the maximum amount of interet payable i perfectly calculated. 19 other BanK loan At 31 December 2017 and 2016 other bank loan were made up a follow: limit Current Limit Current Short term facilitie: SPF Sierra Portugal 6,500 6,500 Sierra B.V. 8,000 8,000 Sierra Portugal, S.A Sonae Sierra, SGPS, S.A. 55,000 25,000 55,000 25,000 69,749 25,000 69,749 25,000 Bank overdraft 44,720 44, ,469 25, ,469 25,000

53 2017 Conolidated Report and Account 51 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 20 hareholder loan At 31 December 2017 and 2016 hareholder loan were made up a follow: aet Current non-current Current Non-Current loan receivable: Axnae Spain Holding, S.L.: Area Sur Shopping, S.L. 1,950 1,950 Iberian Holding Spain S.L.: Iberian Aet, S.A 9,594 9,594 Project Sierra 10 BV: Parklake Shopping, S.A. 20,290 15,216 PLP S.a.r.l. 20,390 15, Plenerg Srl ,780 30, Project Sierra Cúcuta BV: Proyecto Cúcuta, S.A.S. 1,820 1,820 Plaza Mayor Parque d'ócio BV: Doc Malaga Holding, S.L. 5, , Sierra Development Holding BV Parklake Shopping, S.A. 22,276 22,275 Park Avenue Development of Shopping Centre S.A ,191 22,718 24,466 Sierra BV: Arrábidahopping Centro Comercial, S.A. 7,072 Iberian Aet, S.A. 8,330 Shopping Centre Colombo Holding BV 9,000 9,000 9,000 24,402 Sierra Invetment Holding BV: Freccia Roa Shopping Centre, Srl 18,718 22,433 18,718 22,433 Sierra Maroc Sarl: Zenata Commercial Project Sierra Retail Venture BV: Arrábidahopping Centro Comercial, S.A. 7,072 7,072 Sierra Solingen Holding GmbH: Solingen Shopping Center GmbH 3,723 14,937 14,937 3,723 14,937 14,937 Sierra Zenata Project BV: Zenata Commercial Project 2,096 2,096 5, ,604 32,532 86,639

54 2017 Conolidated Report and Account 52 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 20 hareholder loan (continued) The amount of keuro 20,390 relate to advance made by Project Sierra 10 B.V. to PLP S.a.r.l. for the increae of hare capital in Parklake. Thee advance are ubject to interet (Note 15). liability Current non-current Current Non-Current loan payable to: SIERRA Invetment (Luxembourg) 1 S.A. ( Luxco 1 ): Plaza Mayor Shopping B.V. 2,065 2,065 SIERRA Invetment (Luxembourg) 2 S.A. ( Luxco 2 ): Plaza Mayor Shopping B.V. 1,652 1,652 Sierra European Retail Real Etate Aet Fund LP Inc. ( Sierra LP ): Plaza Mayor Shopping B.V. 3,757 3,757 Shopping Centre Parque Principado B.V. Harvey Do Iberica, S.L. 3,764 3,764 3,764 3,764 3,764 3,757 3,764 3,717 Due to the liquidation of the companie Luxco 1 and Luxco 2, the amount payable to thoe companie were tranferred to their parent company, Sierra LP; thee amount relate to hareholder loan payable by the ubidiarie of Sierra BV to the other hareholder of Sierra BV. Thee loan bear interet at market interet rate and were contracted in Euro. 21 reconciliation of liabilitie ariing from financing activitie The table below detail the change in the Group liabilitie ariing from financing activitie, including both cah and non-cah change. Liabilitie ariing from financing activitie are thoe for which cah flow were or, future cah flow will be, claified in the Group conolidated tatement of cah flow a cah flow from financing activitie. non-cah change financing dipoal of interet fair value cah flow ubidiarie capitalized adjutment Debenture loan 75,000 75,000 Bank loan 323,244 (16,607) (34,645) 271,992 Other borrowing 25,000 25,000 Loan from related partie 7, ,520 Derivative financial intrument 1,319 (1,116) ,043 (16,607) (34,645) 40 (1,116) 379,715

55 2017 Conolidated Report and Account 53 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 22 other non CurrenT liabilitie At 31 December 2017 and 2016 other non-current liabilitie were made up a follow: Rent depoit from tenant (Note 12 and 16) 5,928 8,399 Other non current account payable ,193 8, deferred TaXe Deferred income tax aet and liabilitie at 31 December 2017 and 2016, in accordance with the temporary difference that generate them, are made up a follow: Deferred tax aet Deferred tax liabilitie Difference between the fair value and tax cot of tangible fixed aet and intangible aet 134, ,845 Difference between the fair value and tax cot of the fit-out contract and the correpondent tax bai (121) 86 Write-off of deferred income relating entrance fee (key money) and expene relating the opening of hopping centre (730) (852) Fair value of hedging financial intrument Tax loe carried forward 2,027 2,262 Impairment loe on account receivable from cutomer Impairment loe on other aet and write-off of deferred cot ,406 2, , ,101 Deferred income tax aet relating to the fair value of the financial hedging intrument were recorded under hedging reerve of the Group (keuro 24 and keuro 181 at 31 December 2017 and 2016, repectively) and under hedging reerve of the non-controlling interet (keuro 0 and keuro 30 at 31 December 2017 and 2016, repectively).

56 2017 Conolidated Report and Account 54 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 23 deferred TaXe (continued) The movement in deferred income tax aet and liabilitie during the year ended 31 December 2017 and 2016 wa a follow: aet liability Aet Liability Opening balance 2, ,101 4, ,209 Effect in net reult: Difference between fair value and tax cot of tangible fixed aet and intangible aet 2 20,168 (10) 19,316 Difference between fair value and tax cot of the fit-out contract (78) 95 Write-off of movement occurred in the year in deferred income relating key money and expene related to the opening of hopping center (5) (109) (224) Increae / (Decreae) of impairment loe not accepted for tax purpoe (46) (132) Increae / (Decreae) of tax loe carried forward (235) (450) Sub-total (Note 24) (284) 19,981 (592) 19,187 Effect in equity: Valuation of hedging financial intrument (199) (11) (484) 22 Tax rate change effect related to the hedging (3) Currency tranlation difference (5) Change in perimeter: Sale (Note 6) (4) (11,329) Other (314) (312) Cloing balance 2, ,753 2, ,101 The deferred income tax aet related to tax loe carried forward a of 31 December 2017 and 2016 are made up a follow: Tax deferred Tax Deftered lo tax aet lo tax aet pain: Without limit of ue 8,000 2,000 8,252 2,063 italy: Without limit of ue germany: Without limit of ue , ,152 2,028 9,489 2,262 At the end of 2017 a reviion of the tax loe likely to be recovered in the future wa carried out and only deferred tax aet related to tax loe which future recovery i probable to occur, were recognied.

57 2017 Conolidated Report and Account 55 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 23 deferred TaXe (continued) At the reporting date the tax loe carried forward for which no deferred taxe were recognied are a follow: Tax deferred limit Tax Deftered Limit lo tax credit expire date lo tax credit expire date Portugal: Generated in , , Generated in , , Generated in ,580 1, ,580 1, Generated in Generated in ,775 1, ,794 1, Generated in ,623 2, ,673 6,651 21,389 4,492 pain: Without limit of ue 45,750 11,437 49,122 12,280 italy: Without limit of ue 2, ,124 1,230 germany: Without limit of ue 35,578 11,069 39,646 12,294 greece: Generated in Generated in Generated in Generated in Generated in Generated in Generated in , , netherland: Generated in , ,198 1, Generated in Generated in ,259 3, ,259 3, Generated in Generated in Generated in ,067 2, ,067 2, Generated in ,571 1, ,571 1, Generated in ,218 4, ,218 4, Generated in , , Generated in , ,446 13,375 64,322 14,472 romania: Generated in ,173 1, Generated in , , Generated in , , Generated in , , Generated in , , Generated in , Generated in , Generated in , Generated in , ,517 2,003 20,694 3,311 other: Generated in Without limit of ue ,406 45, ,972 48,563

58 2017 Conolidated Report and Account 56 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 24 income TaX Income tax for the year ended 31 December 2017 and 2016 i made up a follow: Current tax 5,830 4,621 Deferred tax (Note 23) 20,265 19,779 26,095 24,400 The numerical reconciliation between tax expene and the accounting profit multiplied by the applicable tax rate, during the year ended 31 December 2017 and 2016 i a follow: Profit before income tax 224, ,599 Gain/loe related to the ale of companie (Note 36) (11,111) (35,711) Net reult of joint venture and aociate (Note 37) (120,941) (208,625) Impairment loe in the invetment under development 1,676 7,285 Other permanent difference and tax loe for which the recoverability i not probable 8,639 4,967 Taxable profit 102,336 97,515 Effect of different income tax rate in other countrie 21,927 18, , ,192 Income tax rate in Portugal 21.0% 21.0% 26,095 24,400 The amount of keuro 8,639 under Other permanent difference and tax loe for which the recoverability i not probable (keuro 4,967 in 2016) include the effect of the non-recognition of the deferred tax aet related to the tax loe carried forward of the companie for which the Group wa not certain about it future recovery (Sonae Sierra, Sierra BV, Sierra Greece, Sierra Turkey, Sierra Romania and River Plaza in 2017) (Sonae Sierra, Sierra BV, Sierra Greece, Sierra Italy, Sierra Turkey and River Plaza in 2016).

59 2017 Conolidated Report and Account 57 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 25 account PaYaBle To upplier At 31 December 2017 and 2016 account payable to upplier were made up a follow: Current non-current Current Non-current Trade payable 5,085 7,958 Fixed aet upplier , , , A of 31 December 2017 and 2016, thi caption relate to amount payable reulting from purchae made in the normal coure of the Group activitie. A of 31 December 2017, the Board of Director believe that the carrying amount of thee account payable i imilar to it correponding fair value. The amount reported above have the following period for payment: Current: 0-90 day 4,156 9, day 1, day ,868 9,688 Non-current: n n+3 6 n TaTe and other PuBliC entitie At 31 December 2017 and 2016 tate and other public entitie were made up a follow: aet liability Aet Liability Current Current Current Current Income tax 3,509 2,800 3,968 2,508 VAT 1,338 5,423 1,657 4,125 Social ecurity contribution Other taxe ,771 9,496 6,445 7,574 According to the current tax legilation, the tax return of Portuguee companie included in the conolidation are ubject to reviion and correction by the fical authoritie within a period of four year; the exception are when fical loe have occurred, fical incentive have been granted or auditing or claim are in coure, in which cae, depending on circumtance, the final date can be extended or upended. So, the tax return of the Portuguee companie of the year 2014 until 2017 are till ubject to review and poible adjutment. The Board of Director believe that any poible adjutment that may be made by the tax authoritie a a reult of their review will not have a ignificant effect on the financial tatement a of 31 December A of 31 December 2017, the Board of Director believe that the carrying amount of thee account receivable and payable i imilar to it fair value. A of 31 December 2017 and 2016, there are no overdue debt to tate and other public entitie.

60 2017 Conolidated Report and Account 58 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 27 other PaYaBle At 31 December 2017 and 2016 other payable were made up a follow: Gift card 3,493 3,291 Advance from cutomer 3,375 2,775 Rent depoit from tenant (Note 12 e 16) 806 1,297 Guimarãe City Council 250 Other payable 1,134 1,498 8,808 9,111 The amount of keuro 3,493 of gift card relate to depoit received until 31 December 2017 on the ale of thoe gift card, net of gift card expired or ettled until that date. The Group recognie in an account payable all gift card old, being thi account ettled when the gift card are compenated by the tenant (in thi cae the fee charged i recognied on the tatement of profit or lo) or when the gift card expire (in thi cae the income correpond to the amount of the expired gift card). A of 31 December 2017 and 2016, thi caption relate to amount payable reulting from acquiition made in the normal coure of the Group activitie. A of 31 December 2017, the Board of Director believe that the carrying amount of thee account payable i imilar to it fair value. The above balance for other creditor how an average payment period below 90 day. 28 other CurrenT liabilitie At 31 December 2017 and 2016 other current liabilitie were made up a follow: Accrued ervice payable 10,152 18,984 Accrual for vacation and vacation bonu and other bonu 13,952 12,039 Accrued fixed aet payable 13,997 11,163 Accrued interet expene 3,054 3,273 Deferred rental income 2,785 3,269 Condominium margin 1,185 4,866 Accrued property tax Accrued other taxe 320 Key money invoiced in advance Other 2,653 1,323 48,828 56,435 The accrual for vacation and vacation bonu and other bonu a of 31 December 2017 and 2016, include the amount of keuro 2,564 and keuro 2,130, repectively, related to the remuneration bonu attributed to ome employee of the Group, which will be paid in the future, a long a the employee involved are till employee of the Group a of the payment date. Thee remuneration bonu will be adjuted, in each of the following period, until the correponding payment date, by the annual variation of the Net Aet Value (NAV) of the Group and for the remuneration bonu attributed after 2011, incluive, will be alo adjuted according to the direct reult of the Group and the poible ale of aet during the deferred period. Thee remuneration bonu are expened linearly over the deferred period and recorded a expene, on the bai of the gro amount that wa attributed to thoe employee, and any ubequent adjutment, derived from the variation of the Group NAV or other, recorded in the tatement of profit or lo of the year in which the variation occur. A of 31 December 2017 and 2016, the amount of keuro 13,997 and keuro 11,163, repectively, relate to the etimate, made by the Board of Director for liabilitie aociated with the invetment made in the invetment propertie, for which the correponding invoice have not yet been received.

61 2017 Conolidated Report and Account 59 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 29 VariaTion on ProViion and impairment loe The movement in proviion and impairment loe, current and non-current, during the year ended 31 December 2017 and 2016 i made up a follow: 2017 Balance a of Balance a of increae utilization impairment loe on account receivable: Trade receivable (Note 13) 15, (2,961) 13,285 Other receivable (Note 14) 1, (21) 1,656 17, (2,982) 14,941 Proviion for rik and expene: Other rik and expene 1, (6) 2,553 18,688 1,794 (2,988) 17, Balance a of Balance a of Increae Utilization impairment loe on account receivable: Trade receivable (Note 13) 16,255 1,294 (2,082) 15,467 Other receivable (Note 14) 1, (3) 1,608 17,842 1,318 (2,085) 17,075 Proviion for rik and expene: Other rik and expene 1, (1,221) 1,613 19,727 2,267 (3,306) 18,688 Impairment loe on account receivable are deducted from the amount of the correponding aet. 30 ervice rendered Service rendered for the year ended 31 December 2017 and 2016 are made up a follow: ervice rendered: Fixed rent 51,556 48,995 Turnover rent 1,714 1,812 Mall income 3,712 3,634 Common charge 49,336 67,404 Service fee 64,300 55,504 Parking income 1,433 1,314 Other 1, , ,460 The caption Fixed rent i net of the dicount (contractual and extra-contractual) granted to the tenant in the amount of keuro 5,067 and keuro 5,773, repectively for 2017 and 2016.

62 2017 Conolidated Report and Account 60 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 31 VariaTion in fair Value of invetment ProPerTie The variation in fair value of the invetment propertie in 2017 and 2016 i made up a follow: Variation in fair value between year (Note 8): Gain 68,561 69,289 Loe (7,727) (4,348) Variation in fair value on fit-out contract (Note 8) (3) ,831 65, other operating revenue Other operating revenue for the year ended 31 December 2017 and 2016 i made up a follow: Co-generation Development cot 1, Reveral of impairment loe 1,479 1,338 Reveral of proviion Gain on ale of aet: Plot of land of Parque de Famalicão 173 Other 7 1 Other ,659 3, impairment loe and WriTe-off The impairment loe and write-off for the year ended 31 December 2017 and 2016 are the following: Write-off and Impairment loe in the invetment propertie under development (Note 8) 1,676 7,285 1,676 7,285 The Write-off and Impairment loe in the invetment propertie under development relate to the proviion made to anticipate loe due to the delay on the development pipeline due to market uncertainty. 34 other operating expene Other operating expene for the year ended 31 December 2017 and 2016 are made up a follow: Property tax 1,411 1,453 Ditribution of reult related to the building right (Shopping Colombo) 2,927 Tax on the increae of the value of Plaza Mayor' land plot 600 Exchange rate loe Goodwill Cucuta 229 Other 1, ,947 2,013

63 2017 Conolidated Report and Account 61 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 35 net financial reult Net financial reult are made up a follow: Expene: Interet expene 11,947 13,350 Stamp duty related to financing Foreign currency exchange loe 73 (11) Lo on fair value of ineffective hedging derivative 127 1,115 Other 2,516 2,476 Net financial expene 14,820 17,178 (7,944) (10,922) 6,876 6,256 Income: Interet income 6,179 5,380 Foreign currency exchange gain (58) 60 Other ,876 6, gain and loe on invetment Gain and loe on invetment are made up a follow: Price adjutment of Le Terrazze 1,832 Price adjutment of Loop Price adjutment of Zubiarte (54) Gain on ale of 3 Shopping (Note 6) 8,821 Gain on ale of Algarve (Note 6) 23,262 Gain on ale of Etação Viana (Note 6) 5,330 Gain on ale of Luz del Tajo (Note 6) 8,572 Lo on ale of Loop5 (Note 5) (295) Lo on ale of SPF (Note 5) (842) Lo on ale of Project Guia (Note 6) (63) Price adjutment of Valecenter (199) 11,111 35, hare of ProfiT of JoinT VenTure and aociate Share of profit of joint venture and aociate during the year ended 31 December 2017 and 2016, i detailed a follow: Share of profit of joint venture (Note 4) 107, ,826 Share of profit of aociate (Note 5) 13,709 12, , ,625

64 2017 Conolidated Report and Account 62 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 38 operating leae In the operating leae where the Group i the leor, the minimal leae payment (fixed rent) recorded during the year ended 31 December 2017 and 2016 amounted to keuro 56,323 and keuro 60,273 repectively (Note 30). In addition, a of 31 December 2017 and 2016, the Group had, a leor, operating leae contract for which the minimal leae payment (fixed rent) are due a follow: Due in N+1 52,416 51,024 Due in N+2 46,026 47,561 Due in N+3 40,872 41,457 Due in N+4 32,568 36,289 Due in N+5 22,647 27,638 Due after N+5 64,721 73,828 Contract automatically renewed , ,561 In the Operational Leae where the Group i the leee, the minimum leae payment recognied a expene during the year ended 31 December 2017 and 2016 reached the amount of keuro 2,175 and keuro 2,325 repectively. In addition, a of 31 December 2017 and 2016, the Group had, a leee, operating leae contract for which the minimum leae payment are due a follow: Due in N+1 1,905 2,222 Due in N+2 1,491 1,497 Due in N+3 1,204 1,192 Due in N+4 1, Due in N Due after N Contract automatically renewed 344 6,349 7,006

65 2017 Conolidated Report and Account 63 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 39 related ParTie Balance and tranaction with related partie, during the year ended 31 December 2017 and 2016, in addition to the loan obtained from and payable to the hareholder mentioned in Note 20, are detailed a follow: Balance Account receivable Account payable Other liabilitie BB Food Service, S.A. 11 (60) 6 3 Contimobe Imobil. Catelo Paiva, S.A. 1,423 1, (189) (358) Digitmarket Sitema de Informação, S.A (144) (147) Infofield Informática, S.A Integrum Colombo Energia, S.A. 46 (26) MCCARE Serviço de Saúde, S.A MDS Corretor de Seguro, S.A (389) (9) Modalfa Comércio e Serviço, S.A Modalloop Vetuário e Calçado, S.A Modelo Continente Hipermercado, S.A Modelo Dit.e materiai de Contrução, S.A Pharmacontinente Saúde e Higiene, S.A Predicomercial Promoção Imobiliária, S.A. (6) Rao- Viagen e Turimo, S.A (47) (1) Sala Conolidated Sitavac, S.A SDSR Sport Diviion SR, S.A Solinca Health & Fitne, S.A Sonae Center Serviço II, S.A Torre Ocidente Imobiliária, S.A Troiareort-Invetimento Turítico, S.A Viajen y Turimo de Geotur Epaña, S.L We Do Conulting-Sit. de Informação, S.A We Do Technologie BV 5 3 Worten Equipamento para o Lar, S.A Worten Epaña Ditribución, SL Zippy Comércio e Ditribuição, S.A Joint venture and aociate of Sonae Sierra 13,231 14,270 5,473 7,842 (2,507) (2,925) Sonae SGPS, S.A Sierra European Retail Real Etate Aet Fund LP Inc. 30 Sierra Invetment (Luxembourg) 1 Sarl ( Luxco 1 ) 20 Sierra Invetment (Luxembourg) 2 Sarl ( Luxco 2 ) 15 15,013 16,737 6,432 8,578 (1,601) (1,380)

66 2017 Conolidated Report and Account 64 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 39 related ParTie (continued) Tranaction Sale and Purchae and ervice rendered ervice obtained Interet income Interet expene BB Food Service, S.A (1) Contimobe Imobil. Catelo Paiva, S.A (478) (144) Continente Hipermercado, S.A Digitmarket Sitema de Informação, S.A Infofield Informática, S.A Integrum Colombo Energia, S.A. (183) (618) ITRUST Cyber Security and Intellig.,SA 28 MCCARE Serviço de Saúde, SA 210 (2) MDS Corretor de Seguro, S.A Modalfa Comércio e Serviço, S.A Modalloop Vetuário e Calçado, S.A Modelo Dit.e materiai de Contrução, S.A Modelo Continente Hipermercado, S.A. 8,130 8, Pharmacontinente Saúde e Higiene, S.A (1) Predicomercial Promoção Imobiliária,SA 1 Público Comunicação Social, SA Rao- Viagen e Turimo, S.A Sala Conolidated Saphety Level Truted Service, SA Seaget Proj.Getão Imobiliária, S.A. (2) SDSR Sport Diviion SR, S.A. 2,330 4,456 (3) (53) Sitavac, S.A Solinca Health & Fitne, S.A ,122 (20) (78) Solinfitne Club Malaga, S.L Sonae Center Serviço II, S.A Sonaerp Retail Propertie, SA (38) Sonae Ind., Prod. e Com.Deriv.Madeira,SA 23 Stichting Depoitary APG Strategic Real Etate Pool 2,927 Tlantic Portugal Sit.de Informação,SA Torre Ocidente Imobiliária, S.A Troiareort-Invetimento Turítico, S.A Viajen y Turimo de Geotur Epaña, S.L We Do Conulting-Sit. de Informação, S.A ,200 We Do Technologie BV 4 1 Worten Equipamento para o Lar, S.A. 2,170 2,870 (71) (89) Worten Epaña Ditribución, SL Zippy Comércio e Ditribuição, S.A ,220 (1) (15) Joint venture and aociate of Sonae Sierra 44,140 39,148 2,279 4,757 2,758 3, Sonae SGPS, S.A Sierra European Retail Real Etate Aet Fund LP Inc. 2 Sierra Invetment (Luxembourg) 1 Sarl ( Luxco 1 ) (3) Sierra Invetment (Luxembourg) 2 Sarl ( Luxco 2 ) (3) ,078 60,318 8,820 8,192 2,846 3,

67 2017 Conolidated Report and Account 65 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 39 related ParTie (continued) The remuneration of the Board of Director, during the year ended 31 December 2017 and 2016, wa a follow: Fixed remuneration 1,625 1,661 Variable remuneration 1,203 1,054 2,828 2,715 The total fee invoiced by the tatutory auditor, amounted to keuro 668, which include the amount of keuro 277 relating to review of account and the amount of keuro 236, keuro 152 and keuro 3, relating to reliability aurance ervice, tax conulting and other ervice, repectively. 40 ConTingenT liabilitie and BanK guarantee A of 31 December 2017 and 2016, the main contingent liabilitie relate to the following ituation: > In 2014 the Group ha agreed to pay up to the amount of keuro 4,000 in cae of breach of the obligation undertaken under the pre-ale and purchae agreement between Parklake Shopping SA and Carrefour Romania SA. > In 2015 the Group ha agreed with the bank that granted the loan to Parklake Shopping SA for the contruction of the hopping centre Parklake the payment of the debt ervice in the maximum amount keuro 9,250, in cae the company i not able to comply with it obligation. > In December 2013 Gli Ori received a tax notification, whereby it i aked to pay the amount of keuro 19,463, related with real etate tranfer tax in the amount of keuro 9,485 and keuro 9,978 related with penaltie and interet, plu court agent fee amounting to keuro 905. Baed on the opinion of the tax expert there are valid reaon to conider the claim without foundation, and o the Group ha appealed to the Supreme Court. In the pecific cae of the penaltie requeted by the tax authoritie, the tax expert undertand that no penalty i due. To provide for thi contingency, the Group ha expened in 2013 an amount of keuro 10,390 (correponding to real etate tranfer tax (keuro 9,485) plu count agent fee (keuro 905). In 2016, the Group aumed the commitment to the bank ING Bank N. V. (Milan), that finance the company Gli Ori Shopping Centre 1, Srl, to pay future tax liabilitie which may arie in relation to thee tax litigation up to the maximum amount of keuro , in cae the company i not able to ettle it. > During , Sonae Sierra ha received tax notification regarding the tax deductibility of interet expene on loan obtained, concerning the year 2005, 2008, 2009, 2010, 2011 and 2013, in the total amount of keuro 9,260. All thee tax notification were claimed by Sonae Sierra and guarantee in the ame amount were granted by the ubidiary Sierra Invetment, SGPS, S.A. to the Portuguee tax authoritie. No proviion wa recorded becaue the Board of Director undertand that the rik of thee tax contingencie i unlikely. The fact that Sonae Sierra received a econd favourable court deciion and a firt court deciion, repectively on 2015 and 2017 regarding the deductibility of interet incurred in 2004 and 2009, corroborate the Group aement of thee contingencie. At 31 December 2017 and 2016 the bank guarantee granted to third partie were a following: Bank guarantee: relating to tax procee in coure 1,927 2,775 relating to legal procee in coure 74 to complete the contruction of everal project 1,271 1,180 to ecure the reimburement of the intalment of the preliminary ale and purchae agreement with Carrefour Romania 15,978 15,978 Other ,574 20,416 No proviion ha been made for any liability ariing from the tax and legal procee mentioned above, a the Board of Director believe that the correponding rik i not probable.

68 2017 Conolidated Report and Account 66 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 41 CoMMiTMenT not reflected on The financial TaTeMenT Following the ale of 49.9% of Sierra European Retail Real Etate Aet Holding BV ( Sierra BV ) hare capital to a group of Invetor, in 2003, Sonae Sierra ha agreed to revie the ale price of uch hare in the event of a ale, to third partie, of ome of the hopping centre owned by ubidiarie of Sierra BV (ubject to ome condition). The price reviion can occur both with a ale of the aet (invetment property in the cae) or with a ale of the hare of the company that i, directly or indirectly, the owner of uch aet. The price reviion will be made by Sonae Sierra to the Invetor in Sierra Fund or to Sierra BV if, in a relevant ale, dicount related to deferred taxe on capital gain have been made. The price reviion will be dependent on the percentage ownerhip in the company that own the aet, the Invetor ownerhip percentage in Sierra BV (and in cae of a ale of hare adjuted by a 50% dicount) and i limited to: (i) in the cae of the aet ale, a maximum amount of keuro 105,757; (ii) in the cae of a ale of hare of the company that directly or indirectly own the aet, a maximum amount of keuro 52,879; (iii) in the cae of a ale of hare of the company that directly or indirectly own the aet, the price reviion plu the elling price, cannot reult in a revied price that i greater than the proportion of the Net Aet Value. Similar commitment were granted by Sonae Sierra in relation to the companie tranferred to Sierra BV after 2003 and to CBRE companie regarding the ale of 50% of Vaco da Gama. Thee commitment are valid while the current agreement with the other tockholder of Sierra BV are maintained. Furthermore, Sonae Sierra ha the right to make a propoal for the acquiition of the aet or the hare at take before they are offered for ale to a third party. In accordance with the agreement made between the hareholder of Sierra BV at the time of it incorporation in 2003, it wa agreed that Sierra BV hould exit for an initial period of 10 year (that ended in October 2013), that could be extended by two additional period of one year tarting in On September 2013 all the hareholder of Sierra BV approved an amendment agreement relating to the continuation of the operation of the Fund with a long-top date until October In 2018 the hareholder of Sierra BV agreed to chedule a number of workhop to be carried out at each of the Core Aet Colombo, Nortehopping, Vaco da Gama, Cacaihopping and Plaza Mayor to acertain in more depth the longterm trategy of each cheme, in view of agreeing the bai for a propective long-term extenion of the venture. The Group alo continue to tudy everal alternative to dipoe of the other propertie held by Sierra BV, but there are no intention to proceed with forced aet ale. In accordance with the agreement made between the hareholder of SPF at the time of it incorporation in 2008, it wa agreed that SPF hould exit for a period of 10 year (that would end in 2018), with the hareholder having the option to redeem it hare after 2014, provided that ome condition are met. Upon a propective redemption notice received from hareholder, the Manager (Sonae Sierra) hall carry out it bet endeavour to redeem the repective interet, in a period of 12 month. Additionally, in 2015 hareholder agreed to extend the term of the fund until The Group believe that the direct ale of the aet i a le attractive olution a it i ubject to certain liabilitie that are not crytalized in the event of a ale of the hare. 42 dividend Regarding the net profit of 2017, the Board of Director propoe to tranfer the amount to retained earning. The Board of Director alo propoe the ditribution of free reerve in the amount of keuro 49,746. The repective payment will be deferred to a date to be decided by the hareholder and after the recommendation of the Board of Director. 43 earning Per hare A of 31 December 2017 and 2016, baic earning per hare correpond to the net profit divided by the weighted average number of ordinary hare of Sonae Sierra during the year, and wa computed a follow: Profit conidered to compute the baic earning per hare (net profit of the year) 109, ,198 Number of hare 32,514,000 32,514,000 Earning per hare (Euro) Sonae Sierra ha no potential diluted hare and, for that reaon, the diluted earning per hare i imilar to the baic earning per hare.

69 2017 Conolidated Report and Account 67 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 44 egment information In accordance to the Management Report, the egment ued by the Management of the Group are a follow: > Invetment Management > Development > Service > Sonae Sierra Brazil The Sonae Sierra reportable egment information for the year ended 31 December 2017 and 2016, regarding the tatement of profit or lo, can be detailed a follow: net operating reult Invetment Management 75,192 74,533 Development (8,749) (8,499) Service 17,018 11,852 Sonae Sierra Brazil 21,293 18,643 Reclaification and adjutment 1 (2) Conolidated (1) 104,755 96,527 net financial cot Invetment Management 18,856 19,816 Development 426 1,922 Service 93 (830) Sonae Sierra Brazil 5,521 5,194 Conolidated 24,896 26,102 direct profit before taxe Invetment Management 56,336 54,717 Development (9,174) (10,422) Service 16,925 12,682 Sonae Sierra Brazil 15,772 13,449 Reclaification and adjutment 1 Conolidated 79,859 70,427 indirect income before taxe Invetment Management 66, ,594 Development (1,676) 19,665 Sonae Sierra Brazil 11,759 12,040 Conolidated 76, ,299 Corporate tax + deferred tax Invetment Management (36,380) (43,626) Development 869 (3,070) Service (3,962) (3,140) Sonae Sierra Brazil (6,856) (7,693) Conolidated (1) (46,329) (57,529) net profit Invetment Management 86, ,685 Development (9,981) 6,173 Service 12,964 9,542 Sonae Sierra Brazil 20,675 17,797 Reclaification and adjutment (3) 1 Conolidated 109, ,198 (1) The reconciliation with the tatutory account i preented on the following table.

70 2017 Conolidated Report and Account 68 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 47) (Amount tated in thouand of Euro keuro) 44 egment information (continued) The Sonae Sierra reportable egment information for the year ended 31 December 2017 and 2016, regarding the tatement of financial poition, can be analyed a follow: invetment propertie Invetment Management 1,678,079 1,613,792 Sonae Sierra Brazil 380, ,372 Invetment Propertie under development and other (Sierra Invetment and Brazil) (12,310) (7,137) Conolidated (1) 2,046,066 2,033,027 Bank loan Invetment Management 586, ,079 Development 1,999 4,665 Sonae Sierra Brazil 71,327 62,350 Bank loan at Sonae Sierra SGPS 120, ,000 Other Conolidated (1) 779, ,242 deferred taxe liabilitie Invetment Management 266, ,678 Development Sonae Sierra Brazil 68,551 74,738 Other (1,814) (2,078) Conolidated 334, ,625 (1) The reconciliation with the tatutory account i preented on the following table. The reportable egment information can be reconciled with the encloed financial tatement a follow: tatement of profit or lo net operating Margin egment 104,755 96,527 Equity method adjutment (1) (70,637) (68,055) Proportional method adjutment (2) 10,158 4,725 Indirect Income: Variation in fair value of the invetment propertie 60,831 65,343 Other indirect income / cot (3,526) 4,777 Depreciation, write-off and impairment loe (1,676) (7,285) Withholding taxe related to Interet and dividend (5) (7) Negative goodwill recognied in Share of reult of joint venture and aociate Other (444) (114) net Profit before interet and reult from aociated undertaking, a per financial tatement 99,965 96,185 Corporate tax + deferred Tax egment (46,329) (57,529) Equity method adjutment (1) 28,317 40,761 Proportional method adjutment (2) (8,083) (7,632) income tax a per financial tatement (26,095) (24,400) (1) Joint venture and aociate are included in the tatutory conolidated account by the equity method and in the management account by the proportionate method. (2) The companie owned by the group by le than 100% and more that 50% are included in the management account by the proportionate method and in the tatutory conolidated account are included by the full conolidation method.

71 2017 Conolidated Report and Account 69 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 44 egment information (continued) tatement of financial poition invetment propertie egment 2,046,066 2,033,027 Equity method adjutment (1) (1,469,948) (1,488,913) Proportional method adjutment (2) 176, ,706 Goodwill (3) (12,629) (12,433) invetment propertie a per financial tatement 740, ,387 Bank loan egment 779, ,242 Equity method adjutment (1) (459,933) (444,094) Proportional method adjutment (2) 52,362 86,096 Financing cot (2,193) (3,094) debt current and non-current a per financial tatement 369, ,150 (1) Joint venture and aociate are included in the tatutory conolidated account by the equity method and in the management account by the proportionate method. (2) The companie owned by the group by le than 100% and more that 50% are included in the management account by the proportionate method and in the tatutory conolidated account are included by the full conolidation method. (3) The Invetment Management egment conider the Goodwill under the caption Invetment Propertie. The average number of employee in 2017 and 2016, by buine egment i detailed a follow: Invetment Management Development Service Non allocated

72 2017 Conolidated Report and Account 70 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 45 ubequent event On the 25th of January 2018, the Company iue three bond loan in a total of keuro 100,000 and, on the ame date, the previou bond loan on the amount of keuro 75,000 wa liquidated. The principal condition aociated to thee bond loan are a follow: onae ierra > 500 bond: Nominal value: Euro 100,000, > Maximum term: 7 (even) year, > Annual interet rate: the interet rate, which i variable, i indexed to the EURIBOR 6 month rate on the econd working day proceeding the interet period (floor 0%), with a pread of 2.35% p.a., > Interet Payment: half yearly in arrear, on 25 January and 25 July of each year, > Reimburement: Five annual reimburement, after 25 January 2021 (incluive) until 25 January 2025, > Tax regime: in accordance with the legilation in force in Portugal. onae ierra > 250 bond: Nominal value: Euro 100,000; > Maximum term: 5 (five) year; > Annual interet rate: the interet rate, which i variable, i indexed to the EURIBOR 6 month rate on the econd working day proceeding the interet period (floor 0%), with a pread of 2.00% p.a.; > Interet Payment: half yearly in arrear, on 25 January and 25 July of each year; > Reimburement: at par, in one payment on 25 January 2025 the payment date of the lat coupon; > Tax regime: in accordance with the legilation in force in Portugal. 25,000,000 onae ierra Janeiro 2023 > 250 bond: Nominal value: Euro 100,000; > Maximum term: 5 (five) year; > Annual interet rate: the interet rate, which i variable, i indexed to the EURIBOR 6 month rate on the econd working day proceeding the interet period (floor 0%), with a pread of 2.00% p.a.; > Interet Payment: half yearly in arrear, on 25 January and 25 July of each year; > Reimburement: at par, in one payment on 25 January 2025 the payment date of the lat coupon; > Tax regime: in accordance with the legilation in force in Portugal. In January, the Group and Armorica Portugal, SGPS, Unipeoal Lda ( Armorica ) have formed a partnerhip to acquire the Serra Shopping to Sierra Portugal Fund. A part of thi acquiition, Armorica will hold a majority take in the aet, while the Group will have a minority take. The Group will continue to be reponible for the management of the hopping centre. In January, the Group, through it aociate Olimpo Real Etate SOCIMI, S.A. ( Ore SOCIMI ), acquired 2 hypermarket, 2 upermarket and 2 tore rented to Modelo Continente, Worten and Sport Zone, repectively, for keuro 86,000. In February, the Group, through it aociate Olimpo Real Etate SOCIMI, S.A. ( Ore SOCIMI ), acquired two ite that are rented to Mercadona by the amount of keuro 6,600.

73 2017 Conolidated Report and Account 71 Sonae Sierra, SGPS, SA and ubidiarie Note to the conolidated financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 46 approval of The financial TaTeMenT The accompanying financial tatement were approved by the Board of Director and authoried for iuance on the 7 March of However, thee financial tatement are till depending on the approval by the Shareholder General Meeting, in accordance with buine legilation prevailing in Portugal. 47 note added for TranlaTion Thi i a tranlation of financial tatement originally iued in Portuguee in accordance with Portuguee Statutory requirement, ome of which may not conform to or be required in other countrie. In the event of dicrepancie, the Portuguee language verion prevail. The Board of director

74 2017 Conolidated Report and Account 72 Sonae Sierra, SGPS, SA Statement of financial poition a of 31 December 2017 and 2016 (Tranlation of the tatement of financial poition originally iued in Portuguee Note 27) (Amount tated in thouand of Euro) 31 december 31 December ASSETS Note non CurrenT aet: Invetment in group companie and aociated companie 3 1,148,979 1,148,979 Supplementary capital granted 4 49,434 49,434 Total non current aet 1,198,413 1,198,413 CurrenT aet: Loan to Group companie 5 41,040 14,038 Other receivable 6 7,010 5,212 State and other public entitie Other current aet Cah and Cah Equivalent 9 10, Total current aet 60,455 21,241 Total aet 1,258,868 1,219,654 EQUITY AND LIABILITIES equity: Share capital , ,245 Legal Reerve 57,329 57,329 Other reerve 217, ,554 Retained earning 524, ,469 Net Profit for the period (7,221) (5,462) Total equity 954,132 1,036,135 liabilitie: non CurrenT liabilitie: Long term debt net of current portion 12 19,947 Bond Loan net of current portion 11 74,908 Total non current liabilitie 94,855 CurrenT liabilitie: Bank Loan hort term 12 44,947 24,949 Bond Loan net of current portion 11 74,908 (173) Loan from Group companie ,202 59,535 Other Payable State and other public entitie Other current liabilitie 16 6,214 4,004 Total current liabilitie 304,736 88,664 Total equity and liabilitie 1,258,868 1,219,654 The accompanying note form an integral part of thee tatement of financial poition a of 31 December The Board of director

75 2017 Conolidated Report and Account 73 Sonae Sierra, SGPS, SA Statement of profit or lo for the year ended 31 December 2017 and 2016 (Tranlation of tatement of profit and lo originally iued in Portuguee Note 27) (Amount tated in thouand of Euro) Note other operating revenue External upplie and ervice (215) (239) Other operating expene 18 (21) (28) (236) (267) net operating profit (235) (234) Financial income 19 1,692 1,002 Financial expene 19 (12,108) (9,425) Gain and loe on invetment 19 1,718 2,078 Profit before income tax (8,933) (6,579) income tax 20 1,712 1,117 Profit after income tax net profit for the period (7,221) (5,462) (7,221) (5,462) The accompanying note form an integral part of thee tatement of profit and lo for the year ended 31 December The Board of director

76 2017 Conolidated Report and Account 74 Sonae Sierra, SGPS, SA Statement of comprehenive income for the year ended 31 December 2017 and 2016 (Tranlation of the tatement of comprehenive income originally iued in Portuguee Note 27) (Amount tated in thouand of Euro) net profit for the period other (7,221) (5,462) other comprehenive income of the period Total comprehenive income for the period (7,221) (5,462) The accompanying note form an integral part of thee tatement of comprehenive income for the year ended 31 December The Board of director

77 2017 Conolidated Report and Account 75 Sonae Sierra, SGPS, SA Statement of change in equity for the year ended 31 December 2017 and 2016 (Tranlation of tatement of change in equity originally iued in Portuguee Note 27) (Amount tated in thouand of Euro) Attributable to Equity Holder of Sonae Sierra Reerve Share Legal Other Retained Note capital reerve reerve earning Net profit Total Balance a of 1 January ,245 57, , ,056 (4,587) 1,066,308 Appropriation of net profit for 2015: Appropriation of net profit for 2015 (4,587) 4,587 Dividend to ditribute (24,711) (24,711) Net lo for period ended 31 December 2016 (5,462) (5,462) Balance a of 31 December ,245 57, , ,469 (5,462) 1,036,135 Balance a of 1 January ,245 57, , ,469 (5,462) 1,036,134 Appropriation of net profit for 2016: Appropriation of net profit for (5,462) 5,462 Dividend to ditribute (74,782) (74,782) Net lo for period ended 31 December 2017 (7,221) (7,221) Balance a of 31 december ,245 57, , ,007 (7,221) 954,132 The accompanying note form an integral part of thee tatement of change in equity for the year ended 31 December The Board of director

78 2017 Conolidated Report and Account 76 Sonae Sierra, SGPS, SA Statement of cah flow for the year ended 31 December 2017 and 2016 (Tranlation of tatement of cah flow originally iued in Portuguee Note 27) (Amount tated in thouand of Euro) Note operating activitie: Paid to upplier (252) (270) Paid to peronnel (129) (301) flow from operation (381) (571) (Payment)/receipt of income tax 641 1,031 Other (payment)/receipt relating to operating activitie (496) (249) flow from operating activitie [1] (236) 212 inveting activitie: receipt relating to: Invetment 51,000 Interet income 1,144 1,416 Dividend 19 1,718 2,078 Loan granted 2,862 14,306 68,800 Payment relating to: Loan granted 5 27,002 27,002 flow from inveting activitie [2] (24,140) 68,800 financing activitie: receipt relating to: Bank loan 12 25,000 Loan obtained other , ,667 20,416 20,416 Payment relating to: Interet expene (9,307) (11,216) Dividend 10 (74,782) (49,096) Bank loan 12 (25,000) (28,844) Loan obtained other (109,090) (89,156) flow from financing activitie [3] 34,577 (68,740) Variation in cah and cah equivalent [4]=[1]+[2]+[3] 10, Cah and cah equivalent at the beginning of the year Cah and cah equivalent at the end of the year 9 10, The accompanying note form an integral part of thee tatement of cah flow for the year ended 31 December The Board of director

79 2017 Conolidated Report and Account 77 Sonae Sierra, SGPS, SA Note to the financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 1. introduction, S.G.P.S., S.A. ( the Company or Sonae Sierra ), ha it head office in Lugar do Epido, Via Norte, Apartado 1197, Maia Portugal, and it activity i holding and finance, group of companie operating in the management, development and invetment of hopping centre buine. The financial tatement are preented in Euro, the functional currency of the Company, a thi i the currency of the primary economic environment in which the Company operate. The Company ha alo prepared conolidated financial tatement, which are eparately preented and properly how the financial poition, the reult and comprehenive income of it operation, change in equity and cah flow of the Sonae Sierra Group. 2 PrinCiPal accounting PoliCie The principal accounting policie adopted in preparing the accompanying financial tatement are a follow: 2.1. Bai of preparation The accompanying financial tatement have been prepared according to the International Financial Report Standard ( IFRS ) and approved by the European Union, applicable to economic year beginning on 1 January Thee correpond to the International Financial Reporting Standard ( IFRS ) iued by the International Accounting Standard Board ( IASB ) and interpretation iued by the International Financial Reporting Interpretation Committee ( IFRIC ) or by the previou Standing Interpretation Committee ( SIC ) and approved by the European Union. The accompanying financial tatement have been prepared on a going concern bai and in accordance with the accrual bai of accounting, maintained according to International Financial Reporting Standard, a approved by the European Union. New accounting tandard and their impact in thee financial tatement Until the date of approval of thee financial tatement, the European Union endored the following tandard, interpretation, amendment and reviion with mandatory application to the economic year beginning on 1 January 2017: Applicable for financial year beginning on/after Amendment to IAS 12: Recognition of deferred tax aet for unrealied loe Amendment to IAS 7: Dicloure initiative 01-Jan Jan-17 All thee tandard were firt applied by the Company in 2017 and had no impact in the financial tatement. The amendment to IAS 7 require dicloure of change in liabilitie ariing from the financing activitie (ee note 14). The following tandard and interpretation, with mandatory application in future financial year, were, until the date of approval of thee financial tatement, endored by the European Union: Applicable for financial year beginning on/after IFRS 9 Financial intrument IFRS 15 Revenue from contract with cutomer IFRS 16 Leae Clarification to IFRS 15 Revenue from contract with cutomer Amendment to IFRS 4: Applying IFRS 9 Financial intrument with IFRS 4 Inurance contract 01-Jan Jan Jan Jan Jan-18 Depite thee tandard were endored by the European Union, they were not yet adopted by the Company in 2017 a it application i not yet mandatory. Anyway the Company doe not anticipate any material effect derived from it adoption.

80 2017 Conolidated Report and Account 78 Sonae Sierra, SGPS, SA Note to the financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) 2.1. Bai of preparation (continued) The following tandard and interpretation were iued by the IASB and they are not yet endored by the European Union: Applicable for financial year beginning on/after IFRS 17 Inurance Contract Amendment to IFRS 2: Claification and meaurement of hare-baed payment tranaction Amendment to IAS 40: Tranfer of invetment property Annual improvement to IFRS ( cycle) Annual improvement to IFRS ( cycle) Amendment to IFRS 9: Prepayment feature with negative compenation Amendment to IAS 28: Long-term invetment in aociate and joint venture IFRIC 22 Foreign currency tranaction and advance conideration IFRIC 23 Uncertainty over income tax treatment 01-Jan Jan Jan Jan Jan Jan Jan Jan Jan-19 None of thee tandard were adopted by the Company a they were not yet endored by the European Union. Anyway, it i not anticipated any ignificant impact on the accompanying financial tatement derived from the future adoption of thee tandard financial invetment Financial invetment in ubidiarie are recorded at acquiition cot le impairment loe. Impairment i aeed by comparing the cot of the invetment with the correponding Net Aet Value of the ubidiary company financial aet and liabilitie Aet and liabilitie are recognied in the tatement of financial poition when the Company become part of the correponding contract. Financial aet are initially recorded at their acquiition value, which i the fair value, including tranaction cot, except for financial aet meaured at fair value through profit and lo, where the tranaction cot are immediately recorded in the profit and lo tatement. The Company derecognie financial aet when: (i) the contractual right to cah flow expire; (ii) it tranfer to another entity the ignificant rik and benefit aociated with ownerhip of the property or; (iii) depite having retained ome, but not ubtantially the ignificant rik and benefit, ha tranferred the control over them. The Company derecognie financial liabilitie only when the correponding obligation i ettled, cancelled or expire. Financial aet are claified into the following categorie: > Financial aet meaured at fair value through profit and lo; > Financial aet held to maturity; > Loan and receivable; > Financial aet available for ale. Financial aet meaured at fair value include mainly derivative financial intrument. The ubequent meaurement of thee financial aet are carried at fair value and recorded in the tatement of change in equity if they qualify for hedge accounting purpoe (Note 2.4). If they do not qualify for hedge accounting purpoe, the fair value of thee financial aet i recorded in the tatement of profit and lo. Financial aet held to maturity are financial aet with fixed maturity and for which the Company ha the intention and ability to hold to that date. In the particular cae of the Company, there are no financial aet claified in thi category. Loan and receivable are generated during normal operation of the Company, for which there i no intention to negotiate. Claified in thi category are the account receivable and other receivable, loan to third partie and bank depoit. The ubequent meaurement of thee financial aet i carried at amortied cot in accordance with the effective interet method. Financial aet available for ale are financial aet that are not claified in any of the above mentioned categorie. In thi particular cae, the Company hould claify in thi category financial invetment which were not likely to be claified a ubidiarie, aociate or jointly controlled entitie. However, by the date of thee financial tatement, no financial aet are claified in thi category.

81 2017 Conolidated Report and Account 79 Sonae Sierra, SGPS, SA Note to the financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) 2.3. financial aet and liabilitie (continued) Financial liabilitie are claified into the following categorie: > Financial liabilitie meaured at fair value through profit and lo; > Other financial liabilitie. Financial liabilitie meaured at fair value include mainly derivative financial intrument. The ubequent meaurement of thee financial liabilitie are carried at fair value and recorded in the tatement of change in equity if they qualify for hedge accounting purpoe (Note 2.4). If they do not qualify for hedge accounting purpoe, the fair value of thee financial liabilitie i recorded in the tatement of profit and lo. Other financial liabilitie correpond to other financial liabilitie which are not claified in the former category. In thi category are claified bank loan and other current liabilitie, including hareholder and account payable and other payable. The ubequent meaurement of thee financial liabilitie i carried at amortied cot, in accordance with the effective interet method. a) Loan granted to Group companie Loan granted to Group companie are recorded a aet at amortied cot which uually do not differ from the nominal value. Financial income with interet received i recorded in the profit and lo tatement on an accrual bai. The amount due and not received at the tatement of financial poition date are recorded under the caption Other current aet. b) Trade and other receivable Account receivable and other receivable are recorded at amortied cot le any eventual impairment loe. Uually, the amortied cot of thee financial aet doe not uually differ from it nominal value. c) Loan Loan are tated a liabilitie at amortied cot. Any expene incurred in obtaining uch financing, uually paid in advance on iue, namely the bank fee and tamp duty a well a interet expene and imilar expene, are recognied uing the effective interet method in the reult of the year, over lifetime of uch financing. Thee expene incurred are deducted from the caption Bank loan. Financial expene with interet expene and imilar expene (namely tamp tax), are recorded in the tatement of profit and lo on an accrual bai of accounting. The amount due and not paid at the tatement of financial poition date are recorded under the caption Other current liabilitie. d) Trade and other payable Account payable and other payable are tated at amortied cot. Uually, the amortied cot of thee liabilitie doe not differ from it nominal value. e) Cah and cah equivalent The amount under caption Cah and cah equivalent include cah on hand, cah at bank on demand and other treaury application which mature in le than three month that are ubject to inignificant rik of change in value. Thee aet are meaured at amortied cot. Uually, the amortied cot of thee financial aet doe not differ from it nominal value. For purpoe of the tatement of cah flow, Cah and cah equivalent alo include bank overdraft, which are included in the tatement of financial poition under caption Other loan.

82 2017 Conolidated Report and Account 80 Sonae Sierra, SGPS, SA Note to the financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) 2.4. Proviion Proviion are recognied when, and only when, the Company ha an obligation (legal or implicit) reulting from a pat event and it i probable that an outflow of reource will be required to ettle the obligation, and a reliable etimate can be made of the amount of the obligation. Proviion are reviewed and adjuted at the reporting date in order to reflect the bet etimate a of that date. Proviion for retructuring expene are recognied by the Company when there i a formal and detailed retructuring plan and that uch plan ha been communicated to the involved partie Contingent aet and liabilitie Contingent liabilitie are not recognized in the financial tatement. They are dicloed in the note (Note 23), unle the poibility of an outflow of reource affecting economic benefit i remote. A contingent aet i not recognized in the financial tatement, but dicloed in the note when an inflow of economic benefit i probable income tax Income tax repreent the um of the tax baed on the taxable reult of the Company and the deferred taxe. Current income tax i determined baed on the taxable reult of the Company (which are different from accounting reult), in accordance with the tax rule in force where it head office i located. Deferred taxe are calculated uing the financial poition liability method, reflecting the net tax effect of temporary difference between the carrying amount of aet and liabilitie for financial reporting purpoe and the amount ued for income tax purpoe. Deferred tax aet and liabilitie are not recognied when the correponding temporary difference arie from goodwill or from the initial recognition of aet and liabilitie other than in a buine combination. Deferred tax aet and liabilitie are calculated and evaluated annually at the tax rate expected to apply to the period when the aet i realized or the liability i ettled, baed on tax rate (and tax law) that have been enacted or ubtantially iued at the tatement of financial poition date. Deferred tax aet are recognied only when it i probable that ufficient taxable profit will be available againt which the deferred tax aet can be utilied. At the tatement of financial poition date, a review i made of the deferred tax aet and they are reduced whenever their future ue i no longer probable. Deferred tax aet and liabilitie are recorded in the tatement of profit and lo, except if they relate to item directly recorded in equity caption. In thee ituation the correponding deferred tax i alo recorded under the ame caption tatement of financial poition claification Aet and liabilitie due in more than one year from the date of the tatement of financial poition are claified a non-current aet and liabilitie, repectively revenue recognition and accrual bai The dividend are recognied a gain in the year they are aigned by the hareholder. The income and expene are recognied in the year to which they relate, regardle of the date of payment or receipt (accrual bai of accounting). The income and expene for which actual amount are not known are etimated. Under the caption Other current aet and Other current liabilitie are recorded income and expene attributable to the current year, which ettlement or receipt will only occur in future year, a well a amount paid and received that have occurred on the date of the tatement of financial poition, but which relate to future period, and that will be charged to the profit and lo of the correponding year Balance and tranaction expreed in foreign currency Tranaction in currencie other than Euro are recorded at the exchange rate prevailing on the tranaction date. At each reporting date, all monetary aet and liabilitie expreed in foreign currencie are tranlated to Euro uing the cloing exchange rate a of that date. Exchange gain or loe, ariing from difference between exchange rate effective at the date of tranaction and thoe prevailing at the date of collection, payment or at the reporting date, are recorded a income or expene in the tatement of profit and lo.

83 2017 Conolidated Report and Account 81 Sonae Sierra, SGPS, SA Note to the financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) rik management policie The Group activitie expoe it to a variety of financial rik: market rik (including currency rik, interet rate rik and price rik), credit rik and liquidity rik. The Group overall rik management programme focue on the unpredictability of financial market and eek to minimie potential advere effect on the Group financial performance. Rik management i carried out by a central treaury department of the Group Sonae Sierra, under policie approved by the Board of Director. The Board provide written principle for overall rik management, a well a written policie covering pecific area, uch a foreign exchange rik, interet rate rik, and credit rik. a) Foreign exchange rik The activity of the Company i developed inide Portugal and conequently the majority of the company' tranaction are maintained in the ame currency of the country. The policy to cover thi pecific rik i to avoid if poible the contracting of ervice in foreign currency. b) Liquidity rik The need of treaury are managed by the financial department of Sonae Sierra which with an opportune and adequate form manage the urplu and deficit of liquidity of each company of the Group. The occaional need of liquidity are covered by an adequate control of the account receivable and by the maintenance of adequate limit of credit ettled by the Company with banking entitie. c) Interet rate rik The Company income and operating cah-flow are influenced by change in market interet rate, ince it cah and cah equivalent and intragroup financing granted are dependent on the evolution of the interet rate in Euro which, hitorically, have little volatility. On long-term financing, and a a way to mitigate the change in the long-term interet rate, the Company contract, in ome cae, hedge intrument ( wap, zero cot collar or cap ). Interet rate enitivity analyi: The enitivity analyi below ha been determined baed on the expoure to interet rate for both derivative and non-derivative intrument in place during the reporting period. For floating rate aet and liabilitie, the analyi i prepared baed on the following aumption: > Change in market interet rate affect the interet income or expene of floating rate interet financial intrument and, in the cae of fixed rate that were contracted during the period of analyi, change in the interet rate alo affect the latter; > Change in market interet rate only affect interet income or expene in relation to financial intrument with fixed interet rate if thee are recognize at their fair value. A uch, all financial intrument with fixed interet rate that are carried at amortied cot are not ubject to interet rate rik, a defined in IFRS 7; > In the cae of fair value hedge deigned for hedging interet rate rik, when the change in the fair value of the hedged item and the hedging intrument attributable to interet rate movement are offet almot completely in the income tatement in the ame period, thee financial intrument are alo not expoed to interet rate rik; > Change in market interet rate affect the fair value of derivative deignated a hedging intrument; > The fair value of derivative financial intrument ( wap, zero cot collar or cap ) and other financial aet and liabilitie i etimated by dicounting the future cah flow to their net preent value, uing appropriate market rate prevailing at year-end and auming a parallel hift in yield curve; > For the purpoe of thi enitivity analyi, uch analyi i performed baed on all financial intrument outtanding during the relevant year.

84 2017 Conolidated Report and Account 82 Sonae Sierra, SGPS, SA Note to the financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 2 PrinCiPal accounting PoliCie (continued) rik management policie (continued) c) Interet rate rik (continued) Senitivity analye are performed by changing one variable while maintaining all other variable unchanged. Nonethele, thi i a retrictive and highly unlikely aumption, ince variable tend to be correlated. If interet rate had been 75 bai point higher and all other variable were held contant, aumption unlikely occur due to interet rate correlation with other variable, the impact in the Company net profit and equity would be the following: b.p. +75 b.p. Net Profit (1) (1,103) (750) (1) Thi i mainly attributable to the Company expoure to interet rate on it variable rate borrowing. A of 31 December 2017, and 2016 the interet rate enitive analyi wa not prepared conidering a decreae of 25 bai point, becaue Euribor in 2017 and 2016 i lower than 0.25%. In management opinion, the enitivity analyi i unrepreentative of the inherent interet rate rik and the year-end expoure may not reflect the expoure during the year, due to the repayment made Judgment and etimate In the preparation of the accompanying financial tatement etimate were ued which affecting the aet and liabilitie and alo the amount booked a income and expene during the reporting period. The etimate were calculated uing the bet information available, at the date of approval of the financial tatement, of the event and tranaction in coure and of the experience from current and/or pat event. However, event may occur in ubequent period that were not anticipated a of the date of thee tatement and, conequently were not included in thoe etimate. Change in the etimate after the cloing of the conolidated financial tatement will be booked on the ubequent year, a defined in IAS 8. The main aumption ued by the Company on it etimate are dicloed on the correponding note ubequent event Event occurred after the reporting date that provide additional information about condition that exited at thee tatement of financial poition date (adjuting event) are reflected in financial tatement. Event occurred after the reporting date that provide information on condition that occur after the reporting date (non-adjuting event) are dicloed in the financial tatement, if materially ignificant. 3 invetment in group CoMPanie A of 31 December 2017 and 2016 the Company held the following participation in group companie: Percentage of hare Company capital held equity net Profit Book value Book value Sierra Development, SGPS, S.A % 1,153, ,142,429 1,142,429 Sierra Management, SGPS, S.A % 11,317 3,890 6,550 6,550 1,148,979 1,148,979

85 2017 Conolidated Report and Account 83 Sonae Sierra, SGPS, SA Note to the financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 4 upplementary CaPiTal granted A of 31 December 2017 and 2016 upplementary capital granted wa made up a follow: Sierra Development, SGPS, S.A. 49,434 49,434 49,434 49,434 5 loan To group CoMPanie A of 31 December 2017 and 2016 loan to group companie wa made up a follow: Sierra Development, SGPS, S.A. 41,040 14,038 41,040 14,038 6 other receivable At 31 December 2017 and 2016 other receivable wa made up a follow: Tax conolidation regime (note7): Sierra Portugal, S.A. 1, Sierra Invetment, SGPS, S.A Sierra Management, SGPS, S.A Paracentro Getão de Galeria Comerciai S.A Sierra Development, SGPS, S.A. 36 other debtor: Parklake Shopping, S.A Other Tax to be recovered (amount paid under tax debt exceptional payment regime rerd ) 3,707 3,707 other claimed taxe ,010 5,212 The amount of keuro 3,707 relate to the payment made in 2013 by the Company within the Special Tax Debt Payment Regime ( RERD ) etablihed by the Portuguee government in the law approved in October 2013 (Law 151-A/2013) by which the entitie that pay the tax notification will be exempt of the payment of interet and penaltie; thi amount relate to correction of the 2005 CIT due to: (i) non-deductible interet expene amounting keuro 378; and (ii) correction concerning the price adjutment related with the ale of hare of Cacaihopping in 1996 amounting to keuro 3,329. The Company conteted the tax notification received and did not record any impairment lo to face eventual loe on thoe amount, a the Board of Director believe that the reult will be favourable to the Company (Note 23). The ageing of the other receivable i a follow: Not due 2,388 1, day day 3,707 3,707 7,010 5,102

86 2017 Conolidated Report and Account 84 Sonae Sierra, SGPS, SA Note to the financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 7 TaTe and other PuBliC entitie According to current legilation, the fical declaration of Portuguee companie are ubject to a reviion and correction by the tax authoritie within the period of four year, exception made when fical loe have occurred, fical incentive have been conceded or tax auditing or claim are in coure. In thoe cae, depending on circumtance, the due date can be extended or upended. Becaue of that the fical declaration of the Portuguee companie of the year 2014 until 2017 can be changed. The Board of Director conider that any eventual modification to the fical declaration will not have a ignificant impact on the financial tatement a of 31 December Under the term of Article 88 of the Corporate Income Tax Code, the companie are ubject to autonomou taxe on a erie of charge of the rate etablihed in thi article. The Company i taxed for income tax purpoe under the tax conolidation regime ( Regime Epecial de Tributação do Grupo de Sociedade RETGS), being the conolidated taxable income of the companie included in it, calculated at the level of Sonae Sierra a mother company of the group. Anyway, each company included in RETGS compute and record at it individual level it eparate etimate of current income tax by credit or debit of an account receivable from or payable to Sonae Sierra. The companie included in the RETGS are the following: > ARP Alverca Retail Park, S.A., > CCCB Calda da Rainha Centro Comercial, S.A., > Paracentro Getão de Galeria Comerciai, S.A., > Parque de Famalicão, Empreendimento Imobiliário, S.A., > Sierra Development SGPS, S.A., > Sierra Invetment SGPS, S.A., > Sierra Management SGPS, S.A. and > Sierra Portugal, S.A.. A of 31 December 2017 and 2016 tate and other public entitie wa made up a follow: aet liability Aet Liability income tax Tax recoverable from previou year Income tax Income tax a of 31 December 2017 i detailed a follow: Etimate of current income tax Company (Note 20) (1,898) Etimate of current income tax RETGS (Note 6 and 15) 2,098 Withholding taxe / Payment on account (85)

87 2017 Conolidated Report and Account 85 Sonae Sierra, SGPS, SA Note to the financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 8 other CurrenT aet A of 31 December 2017and 2016 other current aet wa made up a follow: Interet on loan granted to group companie: Sierra Development, SGPS, S.A. (Note 21) Inurance prepayment Bank commiion prepayment 208 Other The amount of keuro 752, relate to interet receivable on hort term loan granted to Sierra Development, SGPS, S.A.. 9 Cah and Cah equivalent At 31 December 2017 and 2016 cah and cah equivalent wa made up a follow: Bank depoit payable on demand 10, , CaPiTal At 31 December 2017 the hare capital wa made up of 32,514,000 fully ubcribed and paid up ordinary hare of Euro 4.99 each. The following entitie own the hare capital at 31 December 2017 and 2016 Entity Sonae, SGPS, S.A. 50% 50% Grovenor Invetment, (Portugal), Sarl 50% 50% Following the Shareholder General Meeting deliberation, dated 18 April 2017, the net reult of 2016 had the following application: Retained earning (5,462) (5,462) In the ame meeting, the hareholder decided to ditribute dividend out of free reerve, amounting to keuro 74,782. Thee dividend were paid on 9 June 2017.

88 2017 Conolidated Report and Account 86 Sonae Sierra, SGPS, SA Note to the financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 11 Bond loan A of 31 December 2017 and 2016, bond loan wa made up a follow: ued amount Ued amount Reimburement limit Current non-current Limit Current Non-current plan Bond loan 75,000 75,000 75,000 75,000 January 2018 Total Bond Loan 75,000 75,000 Deferred financing cot incurred on the iuance of the bond loan (92) (173) (92) 74,908 (173) 74,908 The principal condition aociated to the bond loan iued on 25 January 2013 were a follow: > 1,500 bond: Nominal value: 50,000 Euro > Maximum term: 5 (five) year > Annual interet rate: the interet rate, which i variable, i indexed to the EURIBOR 6 month rate on the econd working day proceeding the interet period, with a pread of 5.80% p.a. > Interet Payment: half yearly in arrear, on 25 January and 25 July of each year. > Reimburement: at par, in one payment on 25 January 2018 the payment date of the lat coupon > Tax regime: in accordance with the legilation in force At 31 December 2017, loan and the repective interet are repayable a follow: repayment interet Repayment Interet N+1 75,000 2,731 5,430 N+2 75,000 2,763 75,000 2,731 75,000 8,193

89 2017 Conolidated Report and Account 87 Sonae Sierra, SGPS, SA Note to the financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 12 BanK loan At 31 December 2017 and 2016 bank loan wa made up a follow: ued amount Ued amount financing entity limit Current non-current Limit Current Non-current Bank loan: Caixa de Crédito Agricola 20,000 20,000 20,000 20,000 Short term facilitie: Santander Totta 35,000 25,000 35,000 25,000 BPI 12,470 12,470 Montepio Geral 26,750 26,750 Montepio Geral 20,000 20,000 Novo Banco 5,500 5,500 Total Bank loan 45,000 25,000 20,000 Deferred financing expene incurred on the iuance of the bank loan (53) (51) (53) 44,947 24,949 19,947 Bank loan bear interet at market interet rate and were contracted in Euro. 13 loan from group CoMPanie At 31 December 2017 and 2016 loan from group companie wa made up a follow: loan obtained: Sierra Invetment, SGPS, SA 142,662 43,405 Sierra Management SGPS, SA 11,032 8,880 Sierra Spain Shopping Center Service, S.L. 10,000 7,250 Sierra Portugal, S.A. 14,258 Paracentro Getão Galeria Comercial S.A ,202 59,535 The amount payable refer to loan obtained from group companie for le than one-year period and bear interet at market interet rate. 14 reconciliation of liabilitie ariing from financing activitie The table below detail change in Company liabilitie ariing from financing activitie, including both cah and non-cah change. Liabilitie ariing from financing activitie are thoe for which cah flow were, or future cah flow will be, claified in the Company tatement of cah flow a cah flow from financing activitie Financing cah flow Debenture loan 75,000 75,000 Bank loan 45,000 45,000 Loan from related partie 59, , , , , ,202

90 2017 Conolidated Report and Account 88 Sonae Sierra, SGPS, SA Note to the financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 15 other PaYaBle At 31 December 2017 and 2016 other payable wa made up a follow: Tax conolidation regime: Sierra Portugal, S.A CCCB Calda da Rainha Centro Comercial, S.A. 6 6 Paracentro Getão Galeria Comercial S.A. 9 9 Sierra Development, SGPS, S.A Parque de Famalicão, Empreendimento Imobiliário, S.A Sierra Invetment, SGPS, S.A. 2 3 ARP Alverca Retail Park, S.A ervice rendered: Sierra Portugal, S.A Other The amount reported above have the following repayment plan: hort term: 0-90 day day other CurrenT liabilitie At 31 December 2017 and 2016 other current liabilitie wa made up a follow: Accrual for vacation and vacation bonue and bonu Interet payable: Sierra Invetment, SGPS, S.A. 3,339 1,171 Sierra Portugal, S.A. 76 Sierra Spain Shopping Center Service, S.L Sierra Management. SGPS, S.A Paracentro Getão Galeria Comercial S.A. 8 Interet bond loan 1,843 1,871 Interet bank loan Financing cot payable Service rendered by third partie Committee of guarantee ,214 4,004 The caption of Accrual for vacation and vacation bonue and bonu a of 31 December 2017 and 2016, include the amount of keuro 58 and keuro 187, repectively, related to remuneration bonu attributed to ome employee of the Group, which will be paid in the future, a long a the employee involved are till employee of the Group a of the payment date. Thi remuneration bonu will be adjuted, in each of the following period, until the correponding payment date, by the annual variation of the Net Aet Value (NAV) of the Group and for the remuneration bonue attributed in 2011, incluive, will be alo adjuted according to the direct reult of the Group and poible ale of aet during the deferred period. Thee remuneration bonue are amortied on a traight line bai over the deferred period and recorded a expene, on the bai of the gro amount that wa attributed to thoe employee, and any ubequent adjutment derived from the variation of the Group NAV or other i recorded in the tatement of profit and lo of the year in which the variation occur.

91 2017 Conolidated Report and Account 89 Sonae Sierra, SGPS, SA Note to the financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 17 other operating revenue Other operating income for the year ended 31 December 2017 and 2016 i made up a follow: Recovery of cot other operating expene Other operating expene for the year ended 31 December 2017 and 2016 are made up a follow: VAT Stamp duty 8 Other net financial reult and net income from invetment Net financial reult are made up a follow: expene: Interet on loan obtained from group companie (Note 21) 5,077 2,394 Interet on bond loan 4,220 4,338 Interet on overdraft Interet on bank loan 608 1,217 Loe on fair value of financial derivative 16 Stamp duty related to financing Bank charge 1,401 1,124 Guarantee Net financial expene 12,108 9,425 (10,416) (8,423) 1,692 1,002 income: Interet income (Note 21) 1, Other ,692 1,002 Gain and loe on invetment are made up a follow: Dividend 1,718 2,078 1,718 2,078 The amount recorded under the caption Dividend refer to dividend attributed and received from it ubidiary Sierra Management, SGPS, S.A..

92 2017 Conolidated Report and Account 90 Sonae Sierra, SGPS, SA Note to the financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 20 income TaX Income tax for the year ended 31 December 2017 and 2016 i made up a follow: Current income tax (Note 7) (1,898) (881) Correction of current income tax etimate of previou year 186 (236) (1,712) (1,117) The reconciliation between tax expene and the accounting profit multiplied by the applicable tax rate i a follow: Profit before income tax (8,933) (6,579) Dividend (Note 17) (1,718) (2,078) Correction related to financial hedging intrument 16 Other Taxable profit (10,623) (8,606) Income tax rate in Portugal 21.0% 21.0% (2,231) (1,807) Deferred income tax not recognized 2,231 1,807 Regularization of the conolidated tax etimate (1,898) (881) Inufficiency of tax etimate 186 (236) (1,712) (1,117) 21 related ParTie Balance and tranaction that exited with related partie, during the year ended 31 December 2017 and 2016, in addition to the loan conceded to and obtained from the hareholder mentioned in Note 5 and 13, are detailed a follow: Balance Other receivable Other payable Other current aet/liabilitie (Note 6) (Note 15) (Note 8 and 16) Sierra Portugal, S.A. 1, (76) Sierra Management, SGPS, S.A (112) (82) Sierra Invetment, SGPS, S.A (3,339) (1,171) Paracentro Getão de Galeria Comerciai S.A (8) Parklake Shopping, S.A Sierra Development, SGPS, S.A Parque de Famalicão, Empreendimento Imobiliário, S.A CCCB Calda da Rainha Centro Comercial, S.A. 6 6 ARP Alverca Retail Park, S.A Sonae SGPS, S.A. 36 Sierra Spain Shopping Center Service, S.L. (215) (147) 2,383 1, (2,998) (1,196)

93 2017 Conolidated Report and Account 91 Sonae Sierra, SGPS, SA Note to the financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 21 related ParTie (continued) Tranaction Interet income (Note 19) Interet expene (Note 19) Sierra Development, SGPS, S.A. 1, Sierra Invetment, SGPS, S.A ,167 1,479 Sierra Portugal, S.A Sierra Management. SGPS, S.A Sierra Spain Shopping Centre Service, S.L Sierra Italy Srl 6 Paracentro-Getão de Galeria Comerciai S.A , ,244 2, earning/loe Per hare A of 31 December 2017 and 2016, baic earning per hare correpond to the net profit divided by the weighted average number of ordinary hare of Sonae Sierra during the year, and wa computed a follow: Profit/Loe conidered to compute the baic earning per hare (net profit of the year) (7,221) (5,462) Number of hare 32,514,000 32,514,000 Earning/Loe per hare (Euro) (0.22) (0.17) 23 ConTingenT liabilitie and BanK guarantee During the year ended 31 December 2015, the Company wa notified by the tax authoritie regarding to the deductibility of the interet incurred with the loan obtained in the year of 2011, in the amount of keuro 437. The ubidiary Sierra Invetment SGPS, SA provided a guarantee in the amount of keuro 1,253, to the Portuguee tax adminitration on behalf of Sonae Sierra SGPS, SA, in order to upend the effect of thi proce. However, a of 31 December 2012, the Company had been notified by the tax authoritie regarding to the deductibility of the interet incurred with loan obtained in the year 2005, 2007, 2008 and 2009 and 2010 a Mother Company of the RETGS in the amount of KEuro 9,260. Thi notification wa claimed by the Company. No proviion wa recorded becaue the Board of Director undertand that the rik of thi contingency i unlikely. In what concern the year 2005, the Company applied to the Tax Debt Exceptional Payment Regime (RERD) and paid the correponding tax, which i expected to be reimbured a the Company expect a favourable deciion from the court regarding the related judicial claim (Note 6). In 20 January 2015 the Company ha been notified by the court on the econd favourable deciion. Additionally, a of 31 December 2017 and 2016 the following bank guarantee were granted: Bank guarantee: Tax procee in coure 1,517 1,517 To ecure the reimburement of the firt intalment of the preliminary ale and purchae agreement with Carrefour Romania 2,108 2,108 To ecure the reimburement of the econd intalment of the preliminary ale and purchae agreement with Carrefour Romania 8,500 8,500 To ecure the reimburement of the third intalment of the preliminary ale and purchae agreement with Carrefour Romania 5,370 5,370 To ecure the remedy of any flaw of the contruction work related to the Carrefour Romania that might occur within one year a of the igning of the Acceptance and Handing Over Certificate ,495 17,910

94 2017 Conolidated Report and Account 92 Sonae Sierra, SGPS, SA Note to the financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 23 ConTingenT liabilitie and BanK guarantee (continued) A of 31 December 2017 the amount recorded under the caption Tax procee in coure, refer to guarantee iued in favour of Direcção Geral do Impoto, related to the upenion of income tax notification for the year 1996 (keuro 1,493) and of 2013 (keuro 24). During the year ended December 31, 2014, the Company granted a guarantee in favour of Carrefour Romania in the amount of keuro 2,108 on behalf of it ubidiary Parklake Shopping S.A., to ecure the reimburement of the firt intalment of the purchae price related to the acquiition by Carrefour of the hypermarket unit. During the year ended December 31, 2013, the Company had granted a guarantee to the Portuguee tax adminitration in the amount of keuro 230 on behalf of it ubidiary Sierra Invetment, SGPS, SA, to upending the tamp tax notification for the year 2010 related to hort-term loan granted to the hareholder. In April 2017, and a a reult of a favourable deciion in the court at firt intance, the withdraw of thi guarantee wa ordered. During the year ended December 31, 2012, the ubidiary Sierra Invetment SGPS, SA provided a guarantee in the amount of keuro 8,316, to the Portuguee tax adminitration on behalf of Sonae Sierra SGPS, SA, in order to upend the effect of IRC proce for the year 2008, in the Fical Unit, under the Special Taxation Regime for group of Society RETGS. During the year ended December 31, 2013, the ubidiary Sierra Invetment SGPS, SA provided three guarantee in the amount of keuro 3,192, keuro 943 and keuro 163, to the Portuguee tax adminitration on behalf of Sonae Sierra SGPS, SA, in order to upend the effect of IRC procee for the year 2009, 2010 and 2012, in the Fical Unit, under the Special Taxation Regime for group of Society RETGS. During the year ended December 31, 2014, the ubidiary Sierra Invetment SGPS, SA provided a guarantee in the amount of keuro 182, to the Portuguee tax adminitration on behalf of Sonae Sierra SGPS, SA, in order to upend the effect of IRC proce for the year 2013, in the Fical Unit, under the Special Taxation Regime for group of Society RETGS. During the year ended December 31, 2015, the ubidiary Sierra Invetment SGPS, SA provided a guarantee in the amount of keuro 201, to the Portuguee tax adminitration on behalf of Sonae Sierra SGPS, SA, in order to upend the effect of IRC proce for the year 2014, in the Fical Unit, under the Special Taxation Regime for group of Society RETGS. 24 dicloure required BY legilation The information on fee charged by the tatutory auditor i included in the information dicloed on the conolidated financial tatement. 25 ubequent event On the 25th of January, the Company iued three bond loan in a total of keuro 100,000 and, on the ame date, the previou bond loan on the amount of keuro 75,000 wa liquidated. The principal condition aociated to thee bond loan are a follow: onae ierra > 500 bond: Nominal value: Euro 100,000; > Maximum term: 7 (even) year; > Annual interet rate: the interet rate, which i variable, i indexed to the EURIBOR 6 month rate on the econd working day proceeding the interet period (floor 0%), with a pread of 2.35% p.a.; > Interet Payment: half yearly in arrear, on 25 January and 25 July of each year; > Reimburement: five annual reimburement, after 25 January 2021 (incluive) until 25 January 2025 > Tax regime: in accordance with the legilation in force in Portugal.

95 2017 Conolidated Report and Account 93 Sonae Sierra, SGPS, SA Note to the financial tatement a of 31 December 2017 (Tranlation of note originally iued in Portuguee Note 27) (Amount tated in thouand of Euro keuro) 25 ubequent event (continued) onae ierra > 250 bond: Nominal value: Euro 100,000; > Maximum term: 5 (five) year; > Annual interet rate: the interet rate, which i variable, i indexed to the EURIBOR 6 month rate on the econd working day proceeding the interet period (floor 0%), with a pread of 2.00% p.a.; > Interet Payment: half yearly in arrear, on 25 January and 25 July of each year; > Reimburement: at par, in one payment on 25 January 2025 the payment date of the lat coupon; > Tax regime: in accordance with the legilation in force in Portugal. 25,000,000 onae ierra Janeiro 2023 > 250 bond: Nominal value: Euro 100,000; > Maximum term: 5 (five) year; > Annual interet rate: the interet rate, which i variable, i indexed to the EURIBOR 6 month rate on the econd working day proceeding the interet period (floor 0%), with a pread of 2.00% p.a.; > Interet Payment: half yearly in arrear, on 25 January and 25 July of each year; > Reimburement: at par, in one payment on 25 January 2025 the payment date of the lat coupon; > Tax regime: in accordance with the legilation in force in Portugal. 26 approval of The financial TaTeMenT The accompanying financial tatement were approved by the Board of Director and authoried for iuance on the 7 of March However, thee financial tatement are till depending on the approval by the Shareholder General Meeting, in accordance with buine legilation prevailing in Portugal. 27 note added for TranlaTion Thi i a tranlation of financial tatement originally iued in Portuguee in accordance with Portuguee Statutory requirement, ome of which may not conform to or be required in other countrie. In the event of dicrepancie, the Portuguee language verion prevail.

96 2017 Conolidated Report and Account 94 Sonae Sierra, SGPS, SA and ubidiarie STATUTORY AUDIT REPORT (Tranlation of a report originally iued in Portuguee) report on The audit of ConolidaTed and eparate financial TaTeMenT opinion WE HAVE AUDITED THE ACCOMPANYING CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS OF, S.G.P.S., S.A. ( THE GROUP ), WHICH COMPRISE THE CONSOLIDATED AND SEPARATE STATEMENT OF FINANCIAL POSITION AS OF 31 DECEMBER 2017 (THAT PRESENTS A TOTAL OF 2,322,084 THOUSAND EUROS AND 1,258,868 THOUSAND EUROS, RESPECTIVELY, AND CONSOLIDATED AND SEPARATE TOTAL EQUITY OF 1,729,040 THOUSAND EUROS AND 954,132 THOUSAND EUROS, RESPECTIVELY, INCLUDING A CONSOLIDATE NET PROFIT ATTRIBUTABLE TO THE SHAREHOLDERS OF THE MOTHER-COMPANY OF 109,951 THOUSAND EUROS AND A SEPARATE NET LOSS OF 7,221 THOUSAND EUROS), THE CONSOLIDATED AND SEPARATE STATEMENTS OF PROFIT AND LOSS BY NATURE, COMPREHENSIVE INCOME, CHANGES IN EQUITY AND CASH FLOWS FOR THE YEAR THEN ENDED, AND THE ACCOMPANYING NOTES TO THE CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS THAT INCLUDE A RESUME OF THE SIGNIFICANT ACCOUNTING PRINCIPLES. In our opinion, the accompanying conolidated and eparate financial tatement preent a true and fair view, in all material repect, the conolidated and eparate financial poition of Sonae Sierra, S.G.P.S., S.A. a of 31 December 2017 and of it conolidated and eparate financial performance and cah flow for the year then ended in accordance with the International Financial Reporting Standard (IFRS) a adopted by the European Union. Bai for opinion We conducted our audit in accordance with International Standard on Auditing (ISA) and the tandard and technical and ethical directive of the Portuguee Intitute of Statutory Auditor. Our reponibilitie under thoe tandard are further decribed in the Auditor Reponibilitie for the Audit of the Conolidated and Separate Financial Statement ection below. We are independent from the entitie that are part of the Group in the term of the law and we comply with the ethical requirement in the term of the ethical code of the Portuguee Intitute of Statutory Auditor. We believe that the audit evidence we have obtained i ufficient and appropriate to provide a bai for our opinion. reponibilitie of Management for the conolidated and eparate financial tatement Management i reponible for: > the preparation of conolidated and eparate financial tatement that preent a true and fair view of the financial poition, the financial performance and the cah flow of the Group in accordance with the International Financial Reporting Standard (IFRS) a adopted by the European Union; > the preparation of a management report under the applicable legal and regulatory term; > the implementation and maintenance of an appropriate internal control ytem that allow the preparation of conolidated and eparate financial tatement that are free from material mitatement due to fraud or error; > the adoption of accounting principle and accounting criteria appropriate in the circumtance; and > the evaluation of the Group ability to maintain the going concern, dicloing, whenever applicable, the matter that may cat ignificant doubt relating the continuity of the Group operation. auditor reponibility for the audit of the conolidated and eparate financial tatement Our reponibility conit in obtaining a reaonable aurance on whether the conolidated and eparate financial tatement a a whole are free from material mitatement, whether due to fraud or error, and iue a report that include our opinion. Reaonable aurance i a high level of aurance, but i not a guarantee that an audit conducted in accordance with ISA will alway detect a material mitatement when it exit. Mitatement can arie from fraud or error and are conidered material if, individually or in the aggregate, they could reaonably be expected to influence the economic deciion of uer taken on the bai of thee financial tatement. A part of an audit in accordance with ISA, we exercie profeional judgment and maintain profeional kepticim throughout the audit. We alo: > identify and ae the rik of material mitatement of the conolidated and eparate financial tatement, whether due to fraud or error, deign and perform audit procedure reponive to thoe rik, and obtain audit evidence that i ufficient and appropriate to provide a bai for our opinion. The rik of not detecting a material mitatement reulting from fraud i higher than for one reulting from error, a fraud may involve colluion, forgery, intentional omiion, mirepreentation, or the override of internal control; > obtain an undertanding of internal control relevant to the audit in order to deign audit procedure that are appropriate in the circumtance, but not for the purpoe of expreing an opinion on the effectivene of the Group internal control; > evaluate the appropriatene of accounting policie ued and the reaonablene of accounting etimate and related dicloure made by management; > conclude on the appropriatene of management ue of the going concern bai of accounting and, baed on the audit evidence obtained, whether a material uncertainty exit related to event or condition that may cat ignificant doubt on the Group ability to continue a a going concern. If we conclude that a material uncertainty exit, we are required to draw attention in our report to the related dicloure in the financial tatement or, if uch dicloure are inadequate, to modify our opinion. Our concluion are baed on the audit evidence obtained up to the date of our report. However, future event or condition may caue the Group to ceae to continue a a going concern;

97 2017 Conolidated Report and Account 95 Sonae Sierra, SGPS, SA and ubidiarie STATUTORY AUDIT REPORT (Tranlation of a report originally iued in Portuguee) auditor reponibility for the audit of the conolidated and eparate financial tatement (continued) > evaluate the overall preentation, tructure and content of the conolidated and eparate financial tatement, including the dicloure, and whether the financial tatement repreent the underlying tranaction and event in a manner that achieve fair preentation; > obtain ufficient appropriate audit evidence regarding the financial information of the entitie or buine activitie within the Group to expre an opinion on the conolidated and eparate financial tatement. We are reponible for the direction, uperviion and performance of the group audit. We remain olely reponible for our audit opinion; > we communicate with thoe charged with governance regarding, among other matter, the planned cope and timing of the audit and ignificant audit finding, including any ignificant deficiencie in internal control that we identify during our audit. Our reponibility include alo the verification of the agreement between the information included in the Management report and in the conolidated and eparate financial tatement. report on other legal and regulatory requirement about the management report In compliance with article 451, number 3.e) of the Portuguee Commercial Code ( Código da Sociedade Comerciai ), in our opinion, the management report wa prepared in accordance with the applicable law and regulation and the information included therein i coherent with the audited conolidated and eparate financial tatement, and conidering our knowledge and appreciation of the Group, we did not identify material mitatement. Libon, 7 March 2018 deloitte & aociado, roc.a. Repreented by Terea Alexandra Martin Tavare, ROC

98 PORTUGAL LISBOA PORTO BRAZIL SÃO PAULO COLOMBIA CALI GERMANY DÜSSELDORF GREECE ATHENS ITALY MILAN LUXEMBOURG LUXEMBOURG MOROCCO CASABLANCA ROMANIA BUCHAREST SPAIN MADRID THE NETHERLANDS AMSTERDAM TURKEY ISTANBUL