Annual Report (ESEF) • Mar 29, 2024
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Download Source FileFINANCIAL INFORMATION2023Including theConsolidated financial statementsandReport of the Réviseur d’Entreprisesfor the financial year ended as at 31 December 2023CPI FIM SA * Société Anonyme * 40 rue de la Vallée, L2661 LuxembourgR. C. S. Luxembourg – B 44.996 MANAGEMENT REPORT | 2SUMMARYPart I.Management reportPart II.Declaraon leerPart III.Consolidated financial statements of the GroupPart IV.Auditors’ ReportPart V.Statutory financial statementsCPI FIM SA | Société Anonyme | 40 Rue de la Vallée, L-2661 Luxembourg RCS Luxembourg B 44996 MANAGEMENT REPORT | 3Management Report as at 31 December 2023MESSAGE FROM THE MANAGEMENT 6YEAR 2023 AND POST-CLOSING KEY EVENTS 7Annual general meeng of shareholders 7Change of Managing Director 7Intragroup Transacons 7Reconstrucon of Hrad Office, Brno 7Disposal of Mayhouse, Prague 7New bank financing 7Intergroup financing 8MARKET ENVIRONMENT 9OPERATIONS OF THE GROUP IN 2023 11Financing of CPIPG Group 11PROPERTY PORTFOLIO 12Total Property Porolio 12Property Valuaon 13Office… 17Land bank 20Residenal 22Hotels… 24Retail…. 25Development 26FINANCING 27Cash and cash equivalents 27Financial liabilies 27RESULTS AND NET ASSETS 28Income statement 28Balance sheet 29CORPORATE GOVERNANCE 31Principles 31Board of Directors 32Commiees of the Board of Directors 34Descripon of internal controls relave to financial informaon processing 35Remuneraon and benefits 35Corporate Governance rules and regulaons 35 MANAGEMENT REPORT | 4Addional informaon 38SHAREHOLDING 41Share capital and vong rights 41Shareholder holding structure 41Authorized capital not issued 41POTENTIAL RISKS AND OTHER REPORTING REQUIREMENTS 42Subsequent closing events 42Other reporng requirements 42Financial risks exposure 42Certain subsidiaries may be in breach of loan covenants 42The Group’s financing arrangements could give rise to addional risk 42Market risk 43Credit risk 43Liquidity risk 44Capital management 44Risks associated with real estate and financial markets 44CORPORATE RESPONSIBILITY 46Environmental, social and ethical maers 46Environmental maers 46Social maers 46Ethical maers 46EU TAXONOMY 47GLOSSARY & DEFINITIONS 52 MANAGEMENT REPORT | 5CPI FIM SA, société anonyme (the “Company”) and its subsidiaries (together the “Group” or “CPI FIM”), is anowner of income-generang real estate and land bank primarily in Poland and in the Czech Republic. TheCompany is a subsidiary of CPI Property Group (also “CPIPG” and together with its subsidiaries as the “CPIPGGroup”), which holds 97.31% of the Company shares. The Company is also involved in providing equity loans toother enes within the CPIPG Group.The Company is a joint stock company incorporated for an unlimited term and registered in Luxembourg. The address of itsregistered office is 40, rue de la Vallée, L-2661 Luxembourg, Grand Duchy of Luxembourg. The trade registry number of theCompany is B 44 996.The Company’s shares registered under ISIN code LU0122624777 are listed on the regulated markets of the LuxembourgStock Exchange and the Warsaw Stock Exchange. MANAGEMENT REPORT | 6MESSAGE FROM THE MANAGEMENTDuring 2023, the European economy remained under pressure due to high cost of living and monetary ghteningas a reacon to high inflaon, which also led to a weakening of external demand. However, the Groupdemonstrated resilient performance during that period. This was largely due to the Group’s high exposure tooffice properes and landbank, the resilience of our tenants and careful cost management.Total assets increased by €323.5 million (5%) to €7,191.1 million as at 31 December 2023. The EPRA NetReinstatement Value (former EPRA NAV) per share as at 31 December 2023 was €1.23 compared to €1.19 as at31 December 2022. At the end of 2023, the EPRA Net Disposal Value (former EPRA NNNAV) amounted to €1.11per share compared to €1.07 at the end of 2022.The Group achieved an operang profit of €7.1 million in 2023 compared to €93.1 million in 2022. Total net profitwas €46.4 million in 2023 compared to €180.6 million in 2022.Resulng from the Company’s integraon into CPIPG in 2016, one of its roles is to serve as an intergroup financingvehicle to the enes within the CPIPG Group. As at 31 December 2023, the outstanding balance of the loansprovided to the CPIPG Group amounted to approximately €5,038.3 million.During the first half of 2023, the Group completed two new bank loans, a €288 million bank loan encompassingthree office properes in Warsaw, and a €58 million facility related to Czech residenal assets.In August 2023, the Group finished the reconstrucon of Hrad Office building in Brno, Czech Republic andimmediately started to lease the office space to various tenants. The Group also sold the Mayhouse property inPrague to S IMMO AG. As a result of these transacons, the Group´s office gross leasable area decreased by6,000 sqm.The Group will connue to focus on efficient operaonal performance and the well-being of our tenants andemployees.David Greenbaum,Managing Director MANAGEMENT REPORT | 7YEAR 2023 AND POST-CLOSING KEY EVENTSAnnual general meeng of shareholdersThe annual general meeng of shareholders of the Company was held on 31 May 2023 in Luxembourg (the“AMG”), with approximately 97.41% of the vong rights present or represented.The AGM approved the statutory annual accounts and consolidated annual accounts for the financial year ending31 December 2022, as well as the allocaon of financial results for the financial year ending 31 December 2022.The AGM further granted a discharge to the members of the Company's Board of Directors as well as to theapproved auditor of the Company for the performance of their dues during the financial year ending 31December 2022.The AGM also resolved to re-appoint the following persons as members of the Company's Board of Directorsunl the annual general meeng to be held in 2024: Anita Dubost, David Greenbaum, Edward Hughes, and ScotWardlaw. The AGM also re-appointed Ernst & Young S.A., Luxembourg as the approved auditor of the Companyunl the annual general meeng to be held in 2024.The AGM re-elected David Greenbaum and Marn Němeček to serve as Managing Directors (administrateursdélégués) of the Company. Marn Němeček resigned from this funcon in November 2023.Change of Managing DirectorOn 22 November 2023, the Company’s Board of Directors accepted the resignaon of Marn Němeček asManaging Director (administrateur délégué) and appointed Pavel Měchura as a new Managing Director(administrateur délégué) of the Company.Intragroup TransaconsIn September 2023, the Company became a 100% shareholder of five Czech companies (Bubny Development,s.r.o., MQM Czech, a.s., Polygon BC, a.s., STRM Alfa, s.r.o. and Vysočany Office, a.s.), which primarily holdlandbank in the Czech Republic. Prior to the transacon, the Company held 20% stakes in each of the Czechcompanies and already consolidated them. Both CPI FIM SA and the seller, GSG Europa Beteiligungs GmbH, arefully consolidated by CPIPG. The disposal price for this intragroup transacon was based on the IFRS NAV valueof the Czech companies.Reconstrucon of Hrad Office, BrnoIn August 2023, a reconstrucon of the historic building located in the Zbrojovka brownfield site in Brno wascompleted. The property offers over 2,000 sqm of leable space on four floors, a large roof terrace and outdoorparking in front of the property.Disposal of Mayhouse, PragueIn April 2023, the Group sold the Mayhouse office building in Prague 4 – Nusle to S IMMO AG. The property wasbuilt in May 2019 and it is located close to the Pankrác office district, with a gross leasable area of approximately8,000 sqm and a rental income of €1.3 million per year. The modern building is easily accessible through publictransport.New bank financingDuring the first half of 2023, CPI FIM completed two bank loans. In Poland, the Group signed a €288 million bankloan encompassing three office properes in Warsaw: Warsaw Financial Center, Eurocentrum and Equator IV.The loan has a 5-year term and was provided by Aareal Bank. In the Czech Republic, a subsidiary of the Companyalso signed a €58 million 4-year facility with Raiffeisen related to residenal assets. MANAGEMENT REPORT | 8Intergroup financingResulng from the Company’s integraon into the CPIPG Group in 2016, one of its roles is to funcon as anintergroup financing vehicle to the enes within the CPIPG Group. In 2023, the Group connued to provideequity loans to other enes within the CPIPG Group. At the end of 2023, loans provided increased because ofnew drawings on exisng loans between the Company and CPI PG SA. As at 31 December 2023, the outstandingbalance of the provided loans to CPIPG Group amounted to €5,038.3 million (31 Dec 2022: €4,713.0 million). MANAGEMENT REPORT | 9MARKET ENVIRONMENTGlobal macro-economic conditionsCzech Republic1In the Q4 2023, the GDP in the Czech Republic declined by 2.0% y-o-y. This was mainly due to a decrease inhousehold consumpon, changes in inventories, accommodaon, and food service acvies. However, foreigndemand had a posive impact.Unemployment connued to slightly decline from already low levels, with the unemployment rate falling by -0.2% to 3.7%. This resilience of labour markets is even more remarkable as the Czech Republic integrated asignificant number of Ukrainian refugees into its labour market. Unemployment rates below 4% are typicallyconsidered full employment.Inflaon accelerated sharply in 2022, reaching levels not seen since the 1990s and peaking at around 18% inSeptember 2022. In December 2023, the year-on-year inflaon rate stood at 6.9%. The Czech central bank startedto cut its key interest rate several mes from 7.0% at the end of 2023 to rate 5.75% in March 2024. The CzechKoruna has slightly depreciated compared to the Euro since the end of 2022. The Czech Republic connue tobenefit from low public debt-to-GDP raos.Poland2In recent years, CEE countries have benefited from solid fundamentals. Between 2013 and 2023, all CEE countriesachieved GDP growth rates above the EU27 average, with Poland among the top ten fastest-growing economiesin the EU27 bloc.The Polish economy returned to growth in the second quarter of 2021, with healthy growth throughout 2022. In2023, the picture for GDP growth was more mixed. Poland recorded a slight decline in GDP of -0.2%.Unemployment connues to decline in the first six months of 2023 from already low levels, with theunemployment rate falling by -0.5% to 5.0%. The decline in unemployment is even more remarkable whenconsidering the migraon of refugees fleeing the war in Ukraine into neighbouring countries.Inflaon has been considerably higher in the CEE region over the last 12 to 24 months. As a result, the Polishcentral bank has raised interest rates several mes, which has been reflected in declining inflaon rates sincethe end of last year. In Poland, inflaon fell to 11.5%.Selected market focusWarsaw office market3At the end of 2023, Warsaw’s modern office stock amounted to 6.2 million m². The new supply delivered to theWarsaw office market in 2023 was modest, with 60,870 m² across six projects, the lowest total since 2010.Currently, there is only 238,000 m² of office space under construcon between 2024 and 2026, which is arounda third of previous years. The supply is relavely evenly split, with around 100,000 m² to be delivered in 2024.1Sources: Czech Statistical Office, Trading Economics, Eurostat2Sources: Central Statistical Office of Poland, Trading Economics, Eurostat3Source: PINK, CBRE, BNP Paripas Real Estate MANAGEMENT REPORT | 10Leasing acvity was high, with over 748,800 m² with the most acve tenants from Manufacturing & Energy (22%),Business Services (21%) and IT (12%). Companies are also taking a more conservave approach to leasing,renegoang exisng leases rather than moving to new locaons.Since the start of the year, Warsaw’s vacancy rate has declined by 1.2% p.p. to 10.4%, with lower rates insidecentral zones at 8.5%.Prime office property rents increased by 3.8% YoY to €27.00/m²/month in the city centre. Average rentsincreased by 4.2% YoY to €20.64/m²/month.Poland’s commercial real estate investment market recorded €2.1 billion in transacons, with office properesaccounng for €429 million. MANAGEMENT REPORT | 11OPERATIONS OF THE GROUP IN 2023The Group is engaged in financing of enes within the CPIPG Group and also holds and operates a significantproperty porolio.Financing of CPIPG GroupThe Group acts as an internal financing enty within the CPIPG Group and shall finance the real estate companies(SPVs) by intra-group loans. In order to fund the intra-group loans, CPIPG raises external financing and providesthese funds to CPI FIM. Subsequently, CPI FIM provides the funds in a form of loans to the respecve SPVs.In 2023, the Group connued to provide the equity loans to other enes within the CPIPG Group.The Group generated interest income of €267.8 million in 2023, which represents an increase by €51.8 million,compared to 2022.As at 31 December 2023, the Group provided loans to related pares in the amount of €5,038.3 million, whichrepresents an increase by €325.3 million compared to 31 December 2022. As at 31 December 2023, the loansprovided in the amount of €719.3 million and €4,319.0 million were classified as current and non-current,respecvely. MANAGEMENT REPORT | 12PROPERTY PORTFOLIOTotal Property PorolioThe Group concentrates on long-term investments and real-estate leases, primarily in the Central Europeanregion. The Group owns rental income-generang properes mainly in the office segment but is also focused onan extensive porolio of land plots in the Czech Republic. Addionally, the Group has some developmentprojects.The property porolio of the Group is reported on the balance sheet under the following posions:•Investment property•Property, plant and equipment•Inventories•Assets held for sale“Investment property” consists of rental properes, investment property under development and land bank.Investment property under development represents projects currently in progress, which will be reclassifiedby the Group as rental properes aer compleon. Land bank represents properes held for developmentand/or capital appreciaon.Czech RepublicProperty portfolio value:€1,020millionLand bank area:18,252,000sqmGross leasable area:3,000sqmPotential GSA/GLA:28,000 sqmPolandProperty portfolio value:€542millionLand bank area:14,000sqmGross leasable area:158,000 sqmItalyProperty portfolio value:€50millionNo. of residential units:5No. of hotel rooms:97FranceProperty portfolio value:€26millionNo. of residential units2 MANAGEMENT REPORT | 13“Property, plant and equipment” comprises hotel properes or advances paid for construcon works on theprojects.“Inventories” comprise properes that are under development or have been finished and are intended fora future sale in the ordinary course of business.“Assets held for sale” consist of properes presented in accordance with IFRS 5 “Non-current Assets Held forSale and Disconnued Operaons” which are to be sold due to the intenon of the management.The property porolio report covers all properes held by the Group, independent of the balance sheetclassificaon. These properes are reported as income-generang properes (generang rental income orincome from operaons), development projects (investment property projects under development andinventories) or landbank.The following chart reconciles the property assets of the Group as reported on the balance sheetas at 31 December 2023 with the presentaon in our porolio report:Balance sheet classificaon of the Group property porolioClassificaonin the GroupportfolioreportNon-current assetsInvestment Property €1,590millionStanding property; €625 millionIncomegenerangrentalproperes;€625 millionUnder development; €13 millionLand Bank; €952 millionIncomegenerangoperaonalproperes; €-- millionProperty Plant andequipment; €2 millionPPE; €-- millionDevelopment;€61 millionOther PPE; €2 millionCurrent assetsAsset held for sale; €--millionAsset held for sale; €-- millionLand Bank;€952 millionInventories; €50 millionUnder development; €48 millionOutside thePropertyportfolio; €4millionOther inventories; €2 millionProperty ValuaonThe consolidated financial statements of the Group as at 31 December 2023 were prepared in compliance withInternaonal Financial Reporng Standards (IFRS) as adopted by the European Union, which include theapplicaon of the fair value method. Since the Investment properes owned by the Group must be stated at fairvalue, the annual valuaon of these properes by independent experts is recommended.The property porolio valuaon as at 31 December 2023 is based on reports issued by: MANAGEMENT REPORT | 14-iO partner (further “iO”). iO is a JLL Preferred Partner with over 30 years of experience in the CEE markets.Backed by JLL, iO serves corporate clients and investors in the areas of Leasing soluons, real estateinvestment and advisory services.-CBRE is a commercial real estate services and investment firm. It is the largest company of its kind in theworld. It is based in Dallas, Texas and operates in over 500 offices worldwide and serves clients in more than100 countries, employing more than 115,000 global professionals.-Colliers is a leading diversified professional services and investment management company. Colliersoperates in 66 countries and draws on the experse of over 19,000 professionals working collaboravely toprovide expert real estate and investment advice to clients.-Savills. Savills provides in-depth knowledge and expert advice across all property sectors, so they can helpwith everything from asset management to valuaon. Savills operates in 70 countries around the world(across the Americas, Europe, Asia Pacific, Africa and the Middle East) and draws on the experse of over40,000 professionals.-Jones Lang LaSalle (further “JLL”). JLL is a financial and professional services company specializing in realestate services and investment management. JLL has more than 102,000 employees in 42 countries andserve the local, regional and global real estate needs of their clients.-Cushman&Wakefield (also “C&W”). C&W is one of the leading commercial real estate services companies,providing a full range of services to real estate tenats, developers and investors on a local and internaonalbasis. C&W has about 400 offices in 60 countries, employing more than 52,000 professionals.-RSM in CZ&SK (also “RSM”). RSM is part of the sixth largest network of professional firms RSM Internaonal.RSM Internaonal operates in 120 countries, has 830 offices and more than 57,000 professionals. RMSprovides clients with services in the field of mergers & acquisions, valuaons, tax, trustee services,accounng and payroll.Cushman&Wakefield, RMS CZ&SK, internal MANAGEMENT REPORT | 15The following table shows the carrying value of the Group’s property porolio as at 31 December 2023and 31 December 2022:PROPERTYPORTFOLIO asatNo ofproperesNo.ofunitsGLA Office ResidenalDevelop. Hotel RetailLandbankPPvaluePPvalue31 December2023No. ofhotelroomsthousandsqm€million€ million€ million€million€million€million€million%Czech Republic3----35--61--2952 1,020 62%Poland4----158542--------0.4542 33%Italy1597----25--25----503%France--2------26--------262%The GROUP87971615475161252952 1,638 100%PROPERTYPORTFOLIO asatNo ofproperesNo.ofunitsGLA Office ResidenalDevelop. Hotel RetailLandbankPPvaluePPvalue31 December2022No. ofhotelroomsthousandsqm€million€ million€ million€million€million€million€million%Czech Republic3----925--13--2930970 59%Poland4----157592--------0.4592 36%Italy1597----25--26----513%France--2------27--------272%The GROUP87971666175213262930 1,640 100%The Group’s property value totals €1,638 million as at 31 December 2023 (31 Dec 2022: €1,640 million), of which58% is represented by land bank and 33% is represented by office The majority of the Group’s property poroliois located in the Czech Republic with 62%, Poland with 33%, followed by Italy with 3% and France with 2%. MANAGEMENT REPORT | 16The total net change of €2 million in the porolio value in 2023 was mainly aributable to the following:•Acquision of €13 million relang to the land bank in the Czech Republic;•Disposals of €25 million, comprising primarily the sale of an office property in Prague to S IMMO AG;•Addions of €50 million, mainly spent on Investment Property within the whole Group;•Change in fair value of €40 million, driven primarily by negave revaluaon of the Warsaw officeporolio, parally offset by posive revaluaon of Czech land plots. MANAGEMENT REPORT | 17OfficeKey Figures – December 202396.7%5OccupancyNumber of properties547 million€160,000sqmProperty valueGross leasable areaOffice porolio represents an important segment of investment acvies of the Group. As at 31 December 2023,the Group owns buildings in Poland and in the Czech Republic.In April 2023, the Group sold the Mayhouse property in Prague to S IMMO AG, and in August 2023, the Groupfinished the reconstrucon of the Hrad Office property in Brno.OFFICE31 December 2023NoofproperesPP value PP valueGLAOccupancyRent per sqm Outstanding financing€ million% thds. sqm%€€ millionPoland454299%15896.7%18.5286Czech Republic151%2100.0%8.3--The GROUP5547100%16096.7%18.3286OFFICE31 December 2022NoofproperesPP value PP valueGLAOccupancyRent per sqm Outstanding financing€ million% thds. sqm%€€ millionPoland459296%15793.1%18.0--Czech Republic1254%876.4%14.2--The GROUP5617100%16592.3%17.8--•Eurocentrum Office, WarsawEurocentrum Office has the highest LEED cerficaon level,i.e.PLATINUM and offers over 85,000 sqm of leable space.Eurocentrum Office is a modern office building with manyenvironmentally friendly soluons, for example: rainwater is usedfor flushing toilets and watering greenery in the atrium - savings indrinking water consumpon; savings in electricity consumpon forgeneral building systems; reducing the heat island effect by usinga highly light-reflecng roof membrane, etc.Furthermore, Eurocentrum has 1,500 sqm atrium with natural vegetaon, a wide range of shops and restaurants,excellent access to daylight as a result of large glazing areas, fresh air exchange process well above average,office space is not overheated in the summer and amenies dedicated to persons using alternave means oftransportaon: parking spaces for bicycles (over 200 parking places), changing rooms and showers and 22charging staons for electric cars. In 2016, a sky apiary was created on the roof of the Eurocentrum officebuilding. MANAGEMENT REPORT | 18•Warsaw Financial Center, WarsawWarsaw Financial Center, one of Warsaw’s most presgiousskyscrapers (LEED Gold), was completed in 1998 and offers almost50,000 sqm of grade A office space across 32 floors. It was designed bythe American architects Kohn Pedersen Fox Associates in cooperaonwith A. Epstein & Sons Internaonal. Warsaw Financial Center has avery good locaon. WFC is only 0.6 km from Warsaw Central RailwayStaon, 8.3 km from Warsaw Chopin Internaonal Airport and 39.3 kmfrom Warsaw Modlin Airport.Warsaw Financial Center is a 32-story high skyscraper with sixteen elevators, open space offices with colorfulwalls, huge Marylin Monroe prints, and comfortable sofas for creave brainstorming, and classic melessinteriors in understated hues that support the uniqueness of the building. The first six floors of the buildingprovide 350 parking spaces for cars and bicycles at all mes of the day.Currently, WFC ranks among the most presgious high-rise buildings in Poland. Top Polish and internaonalcorporaons have been aracted by its outstanding quality (Google, BEC Financial Technologies, Bloomberg andKompania Piwowarska).•Equator IV Offices, WarsawEquator IV Offices was constructed in 2018 and has a modern A-classspecificaon (BREEAM Very Good). It has 16 above-ground and 4underground levels with 226 car parking spaces. The property consists ofa freestanding office building with over 21,000 sqm of leable space ona plot of land with a total area of 2,900 sqm.Property is located in Warsaw within the Ochota district, in a distance ofca. 3 km to the Palace of Culture and Science, considered as a centralpoint of Warsaw. The office building is situated at the main east-westarterial road in Warsaw – Al. Jerozolimskie within a third largest office district in Warsaw– “Jerozolimskiecorridor”. The area is a recognized office locaon providing direct access and reasonable distance to the citycentre as well as convenient access to the Warsaw ring road.•Diana Office, WarsawThe property was constructed in 2004 and comprises about 1,500 sqm ofrentable area. The Property is located in Warsaw city centre, alongChmielna Street, which forms one of the best recognizable retail streets ofthe city. The building is of a reinforced concrete structure with hip roof.The property is fully let to one tenant - Goethe Instut. MANAGEMENT REPORT | 19•Hrad Office, BrnoThe historic property was rebuilt in 2023. It is almost 100 years since thefirst opening in 1928. The reconstrucon of the Hrad administraonbuilding was designed by the architect Bohumír Čermák. It has remainedalmost unchanged from the outside – an L-shaped building with flat roofs.The interior has been renovated and the property now offers a mul-purpose use - it serves three floors of office, service and retail premises.Moreover the parking area is placed in front of the property. The propertyhas over 2,000 sqm of leable space and is located in Brno, Zábrdovice onthe corner of Lazaretní Street. The property is fully let to tenants such as EURO ACCESSORIES, s.r.o., AeroVodochody, BJP Strore (official merchandise of the UFC champion Jiřího Procházky), CEVRE, etc. MANAGEMENT REPORT | 20Land bankKey Figures – December 2023952 million€18,266,000sqmProperty valueTotal areaLand bank is comprised of an extensive porolio of land plots primarily in the Czech Republic. Plots are oen inaracve locaons, either separate or adjacent to exisng commercial buildings or in the city centre and theirvalue connues to increase with the growth of surrounding infrastructure. Out of the total plots area,approximately 12.6% are with zoning.LAND BANK31 December 2023Total areaArea withzoningArea withoutzoningPP valuePP valueOutstandingfinancingthds. sqm thds. Sqmthds. Sqm€ million%€ millionCzech Republic18,2522,29415,95895299.9%29Poland1414--0.40.1%--THE GROUP18,2662,30815,958952100%29LAND BANK31 December 2022Total areaArea withzoningArea withoutzoningPP valuePP valueOutstandingfinancingthds. sqm thds. Sqmthds. Sqm€ million%€ millionCzech Republic17,9772,01915,95893099.9%--Poland1414--0.40.1%--THE GROUP17,9912,03315,958930100%--The landbank portfolio includes:•Former brownfield:(1)Pragain Prague amounng to circa 64,200 sqm, which are zoned, are prepared for residenaldevelopment;(2)Nová Zbrojovkain Brno with over 230,300 sqm that will be used for mixed development(Commercial & Residenal).•Bubnylocated close to the city centre. Bubny remains the last brownfield plot in the centre of Pragueand the Group intends to develop mixed-use area consisng of residenal and commercial units, officesand shops as well as educaonal, medical, and cultural facilies. In addion, a modern train terminal atVltavská metro staon and large green spaces will be incorporated. The main goal for the mid-termperiod is to connue the process of changing the Bubny masterplan. The plot of Bubny amounng toover 200,000 sqm of land in Prague 7 is at the core of the commercial development pipeline in CentralEurope.On 26 June 2018, the Group disposed of an 80% stake of Bubny Development, s.r.o. In accordancewith IFRS 10, through its remaining 20% stake the Group retained control over this subsidiary which iswhy it is consolidated by the Company.•Land plot Holešovice(at the metro line C, staon Nádraží Holešovice) of 10,000 sqm is strategicallylocated nearby the Group’s exisng landbank in Bubny. The land plot was leased back to the seller andwill connue to operate as a bus terminal. MANAGEMENT REPORT | 21•Žižkov land plotis located to the north of Hargova Street in the Žižkov district, Prague 3. The land ofover 15,000 sqm can be used for the development of mul-funconal buildings with a mix of residenaland commercial use. A building permit has been already issued for the residenal development.During 2023, the Group extended its land plots area in the Czech Republic by 290,000 sqm. On the other hand,the Group sold 6,000 sqm of the Czech land plots in the Czech Republic. MANAGEMENT REPORT | 22ResidenalKey Figures – December 202351 million€7Property valueNumber of unitsThe Group currently owns 7 residenal units. Two of them are located in the district of Saint-Anne and MontBoron in France. A building with five residenal units is located on Piazza della Pigna in Rome, Italy.RESIDENTIAL31 December 2023PP valuePP valueOccupancyNo. of unitsNo. of rentedunitsOutstandingfinancing€ million%%€ millionFrance2651%0.0%2--21Italy2549%0.0%5----The GROUP51100%0.0%7--21 Occupancy based on rented unitsRESIDENTIAL31 December 2022PP valuePP valueOccupancyNo. of unitsNo. of rentedunitsOutstandingfinancing€ million%%€ millionFrance2753%0.0%2--21Italy2547%0.0%5----The GROUP52100%0.0%7--21 Occupancy based on rented units•Villa Lou ParadouNeo provençal style villa dang from the 1970’s is exposed to theSouthWest side and it is used as residenal accommodaon. It consists ofwalkup basement, a ground floor with an adjoining service house (studio)below the main house and a swimming pool. There is also a horse stable atthe entrance of the property.•Villa Mas Du FiguerThe property consists of a private villa used as residenal accommodaon,arranged over a basement, a ground floor and first upper floor. There isalso a guest house (comprised of 4 bedrooms and a guard house), a gymand a garage. The outside facilites include two swimming-pools and atennis court. MANAGEMENT REPORT | 23•Residenal property Piazza della PignaThe sixteenth-century building has five above-ground floors, a warehouseand car parking on the underground level, and a winter garden on theground floor. The rooms are arranged around a staircase that connects thefive floors, all decorated with high quality finishes and exquisite marble andwood inlays. MANAGEMENT REPORT | 24HotelsKey Figures – December 202325 million€1Property valueNumber of properties97Number of roomsIn 2021, the Group acquired the Acaya resort in Puglia, Italy.HOTELS31 December 2023No. of properesNo. of roomsPP valuePP valueOutstanding financing€ million%€ millionItaly19725100%--The GROUP19725100%--HOTELS31 December 2022No. of properesNo. of roomsPP valuePP valueOutstanding financing€ million%€ millionItaly19726100%--The GROUP19726100%--•Hotel AcayaThe Acaya resort is surrounded by the natural oasis of Le Cesine,with its extraordinary biodiversity, and is located less than fivekilometres from the Adriac Sea. It offers 97 rooms and suites,an 18-hole golf course, a football pitch, an extraordinary 1,200sqm spa, indoor and outdoor pools. MANAGEMENT REPORT | 25RetailKey Figures – December 20232 million€1Property valueNumber of properties500sqmGross leasable areaThe Group currently owns about 500 sqm of a rentable space suitable for a fast food operator. In October 2021,the space was provided to McDonald's, which also offers a drive-thru service. The lease agreement withMcDonald's was signed unl September 2041. The property is located in the Vysočany district, Prague.RETAIL 31December 2023NoofproperesPP valuePP valueGLAOccupancyRent persqmOutstanding financing€ million%thds. sqm%€€ millionCzech Republic12100%0.5100%19.7--The GROUP12100%0.5100%19.7--RETAIL 31December 2022NoofproperesPP valuePP valueGLAOccupancyRent persqmOutstanding financing€ million%thds. sqm%€€ millionCzech Republic12100%0.5100%17.6--The GROUP12100%0.5100%17.6-- MANAGEMENT REPORT | 26DevelopmentKey Figures – December 202328,000sqm61 million€Potenal gross saleable/ leasableareaDevelopmentDuring the second half of 2022, the Group started the development project Kolbenova in Prague 9 - Vysočany.The project is divided into four phases. Phase 1 was started in May 2022 and is expected to be completed in Q22024. In total, the project will comprise seven residenal buildings with approximately 1,000 modernapartments, ranging from small studio apartments to large 3-bedroom apartments. Most apartments will havea balcony, terrace or green terrace, a reserved parking space and basement storage.DEVELOPMENT31 December 2023Noof properesPotenalGSA/GLADevelopmentDevelopmentOutstandingfinancingthds. sqm€ million%€ millionCzech Republic12861100%--THE GROUP12861100%--DEVELOPMENT31 December 2022Noof properesPotenalGSA/GLADevelopmentDevelopmentOutstandingfinancingthds. sqm€ million%€ millionCzech Republic11213100%--THE GROUP11213100%-- MANAGEMENT REPORT | 27FINANCINGCash and cash equivalentsAs at 31 December 2023, cash and cash equivalents consist of cash at bank of €83.6 million(2022: €104.1 million) and cash on hand of €2 thousand (2022: €2 thousand).Financial liabiliesFinancial debts amount to €5,156.9 million, including mainly loans from CPIPG (€4,146.8 million).Compared to 31 December 2022, financial debts increased by €257.1 million in 2023, mainly due to new bankfinancing in Poland. The balance of the loans received from the Group’s parent company CPI PG decreased from€4,298.1 million as at 31 December 2022 to €4,146.8 million as at 31 December 2023. The loans bear interestrate between 0.65% - 6.12% p.a. MANAGEMENT REPORT | 28RESULTS AND NET ASSETSIncome statementIncome statement for the year ended 31 December 2023 is as follows:12 month period ended31 December 202331 December 2022Gross rental income35,94834,685Service charge and other income14,30711,150Cost of service and other charges(13,463)(10,449)Property operang expenses(3,951)(3,485)Net service and rental income32,84131,901Hotel revenue841597Hotel operang expenses(744)(480)Net service and rental income97117Revenue from other business operaons4,142-Related operang expenses(4,246)-Net income from other business operaons(104)-Total revenues55,23846,432Total direct business operang expenses(22,404)(14,414)Net business income32,83432,018Net valuaon gain/(loss) on investment property(18,487)62,674Net gain on the disposal of investment property and subsidiaries1,2617,839Amorzaon, depreciaon and impairments(1,067)(2,726)Administrave expenses(7,638)(6,679)Other operang income330513Other operang expenses(165)(554)Operang result7,06893,085Interest income267,760215,972Interest expense(148,952)(125,827)Other net financial result(29,709)35,826Net finance income89,099125,971Share of profit of equity-accounted investees (net of tax)2151,481Profit before income tax96,382220,537Income tax expense(49,949)(39,892)Net profit from connuing operaons46,433180,645Service charge and other incomeService charge and other income increased to €14.3 million in 2023 (2022: €11.2 million). The increase is due tothe increase in income charged by Poland offices of EUR 3.0 million.Net valuaon gainThe net valuaon loss amounts to €18.5 million (valuaon gain €62.7 million in 2022) and comprised of valuaongain of €44.8 million and valuaon loss of €63.3 million. The valuaon gain was mainly aributable to the Czechproperty porolio (€43.8 million). The gain was driven primarily by the zoning approvals, for more details pleaserefer to note 7.5 of the Consolidated Financial Statements as at 31 December 2023. Valuaon loss was mainlyrealized on Poland property porolio (€58.7 million).Administrave expensesAdministrave expenses increased to €7.6 million in 2023 compared to €6.7 million in 2022. In 2023,administrave expenses increase due to management services provided to CPI FIM by related pares.Net finance incomeTotal net finance income has decreased from €126.0 million in 2022 to €89.1 million in 2023. The interest incomeincreased from €216.0 million in 2022 to €267.8 million in 2023. The increase in interest income reflects theincrease of interest rates in loans provided by the Company to enes within the CPIPG Group and other relatedpares. The interest expense increased from €125.8 million in 2022 to €149.0 million in 2023. The increase ininterest expense reflects the increase in loans received by the Company from enes within the CPIPG Groupand other related pares. MANAGEMENT REPORT | 29The other net financial result has decreased from a gain of €35.8 million in 2022 to a loss of €29.7 millionin 2023. The net foreign exchange gain was driven by retranslaon of loans provided to related pares in foreigncurrencies.Balance sheetBalance sheet as at 31 December 2023 corresponds to consolidated financial statements.31 December 202331 December 2022NON-CURRENT ASSETSIntangible assets918842Investment property1,589,6101,640,110Property, plant and equipment2,4942,752Equity accounted investees16,9399,724Other investments54,57161,655Loans provided4,319,0004,568,394Trade and other receivables7276Deferred tax asset92,933120,370Total non-current assets6,076,5376,403,923CURRENT ASSETSInventories50,344402Current tax receivables1,466522Derivave instruments1,81013,730Trade receivables7,9426,074Loans provided719,276144,579Cash and cash equivalents83,602104,082Other receivables238,917188,058Other non-financial assets11,2316,254Total current assets1,114,588463,701TOTAL ASSETS7,191,1256,867,624EQUITYEquity aributable to owners of the Company1,457,1471,408,219Non-controlling interests467310,726Total equity1,457,6141,718,945NON-CURRENT LIABILITIESFinancial debts4,965,2334,653,862Deferred tax liability164,808149,139Other financial liabilies14,0335,383Total non-current liabilies5,144,0744,808,384CURRENT LIABILITIESFinancial debts191,718246,013Trade payables22,51412,623Income tax liabilies43710,063Other financial liabilies373,55370,307Other non-financial liabilies1,2151,289Total current liabilies589,437340,295TOTAL EQUITY AND LIABILITIES7,191,1256,867,624Total assets and total liabiliesTotal assets increased by €323.5 million (5%) to €7,191.1 million as at 31 December 2023. The main reason is theincrease of short-term loans provided to enes within the CPIPG Group.Non-current and current liabilies total €5,733.5 million as at 31 December 2023 which represents an increaseof €584.8 million (11.3%) compared to 31 December 2022. The main driver was an increase of loans provided toCPIPG SA. MANAGEMENT REPORT | 30EPRA NRV (former EPRA NAV) and EPRA NDV (former EPRA NNNAV)In October 2019, the European Public Real Estate Associaon (EPRA) published new Best PracceRecommendaons (BPR). EPRA Net Asset Value (NAV) and EPRA Triple Net Asset Value (NNNAV) are replaced bythree new Net Asset Valuaon metrics: EPRA Net Reinstatement Value (NRV), EPRA Net Tangible Assets andEPRA Net Disposal Value (NDV). The Company provides below the calculaon of EPRA NRV as an equivalent offormer EPRA NAV and the calculaon of EPRA NDV as an equivalent of former EPRA NNNAV.As at 31 December 2023, the consolidated equity increased by €48.9 million. The main driver of this increase isthe profit for the period amounng to €46.4 million and an increase of translaon reserve by €17.5 million. Onthe other hand, revaluaon reserve decreased by €7.1 million and hedging reserve decreased by €6.5 million andthere is an effect of purchase of NCI by €1.4 million.The EPRA Net Reinstatement Value per share as at 31 December 2023 is €1.23 compared to €1.19 as at 31December 2022.31 December202331 December2022Consolidated equity1,457,1471,408,219Deferred taxes on revaluaons162,212150,758EPRA Net reinstatement value1,619,3601,558,977Exisng shares (in thousands)1,314,5081,314,508Net reinstatement value in € per share1.231.19EPRA Net reinstatement value1,619,3601,558,977Deferred taxes on revaluaons(162,212)(150,758)EPRA Net disposal value1,457,1471,408,219Fully diluted shares1,314,5081,314,508Net disposal value in € per share1.111.07The EPRA Net Disposal Value amounts to €1.11 per share as at 31 December 2023 compared to €1.07 at the endof 2022. MANAGEMENT REPORT | 31CORPORATE GOVERNANCEPrinciplesGood corporate governance improves transparency and the quality of reporng, enables effecve managementcontrol, safeguards shareholder interests and serves as an important tool to build corporate culture. TheCompany is dedicated to acng in the best interests of its shareholders and stakeholders. Toward these ends, itis recognized that sound corporate governance is crical. The Company is commied to connually andprogressively implemenng industry best pracces with respect to corporate governance and has been adjusngand improving its internal pracces in order to meet evolving standards. The Company aims to communicateregularly to its shareholders and stakeholders regarding corporate governance and to provide regular updateson its website.Since the Company was founded in 1991, its accounts have been audited regularly each year. KPMG served asauditor of the Company since 2013. In 2019, the Company tendered for a new auditor. The Company´s AuditCommiee recommended an appointment of Ernst & Young S.A., Luxembourg as the Group’s new auditor forthe financial year commencing on 1 January 2019, which was approved by the shareholders’ general meeng.The AGM resolved unanimously to appoint Ernst & Young S.A., Luxembourg, as the approved auditor (réviseurd’entreprises agréé) of the Company unl the annual general meeng of shareholders of the Company to be heldin 2024.In addion, the Company’s porolio of assets is regularly evaluated by independent experts.In 2007, the Company’s Board of Directors adopted the Director’s Corporate Governance Guide and connuesto communicate throughout the Group based on the values arculated by this guide. As a company incorporatedin Luxembourg, the Company’s primary regulator is the Commission de Surveillance du Secteur Financier (the“CSSF”). The Company’s procedures are designed to comply with applicable regulaons, in parcular thosedealing with market abuse. The Company also has a risk assessment procedure designed to idenfy and limitrisk. In addion, the Company aims to implement corporate governance best pracces inspired by therecommendaons applicable in Luxembourg and Poland.On 23 May 2012, the Board of Directors elected the Ten Principles and their Recommendaons of theLuxembourg Stock Exchange as a reference for its Corporate Governance Rules(hps://www.bourse.lu/corporate-governance).The Company’s parent company CPIPG has implemented industry best pracces with respect to corporategovernance policies and external reporng. In 2019, the CPIPG Group approved the “Code of Business Ethics andConduct of CPI Property Group” and also newly updated policies governing procurement, supplier and tenants’conduct, an-bribery and corrupon, an-money laundering, sancons and export controls, whistleblowing,human capital and employment and ESG. In 2022, the Group adopted a new group policy governing an-trustcompliance.In 2023, the CPIPG Group began a comprehensive periodical review of its policies to ensure a connuous updateand improvement in the area of regulatory and corporate compliance. The CPIPG Group is also revising its whistleblowing direcves at local levels in alignment with the delayed transposions of the EU Whistleblower Direcveinto local laws, ensuring robust mechanisms for reporng and addressing concerns of the CPIPG Group’sstakeholders. Addionally, the CPIPG Group updated its Code of Conduct for Suppliers to reinforce the CPIPGGroup’s commitment to ascertain responsible business pracces throughout its supply chain. Furthermore, theCPIPG Group iniated a programme to implement the new EU NIS2 Direcve requirements. These effortsunderscore the CPIPG Group’s dedicaon to fostering a culture of integrity, accountability, and complianceacross all facets of its operaons. MANAGEMENT REPORT | 32Board of DirectorsThe Company is administered and supervised by a Board of Directors made up of at least three members .Appointment of DirectorsThe Directors are appointed by the general meeng of shareholders for a period of office not exceeding six years.They are eligible for re-elecon and may be removed at any me by decision of the general meeng ofshareholders by simple majority vote. In the event of a vacancy in the office of a Director, the remaining Directorsmay provisionally fill such vacancy, in which case the general meeng of shareholders will hold a final elecon atthe me of its next meeng.Current Board of DirectorsAs at 31 December 2023 the Board of Directors consisted of: 2 members represenng the management of CPIPGGroup, Mr. David Greenbaum and Mrs. Anita Dubost, and 2 independent members, Mr. Edward Hughes and Mr.Scot Wardlaw.Anita Dubost, 1979 , Tax Manager, execuve member.Anita Dubost was appointed to the Board of Directors in May 2019. Before joining CPIPG, she worked at TristanCapital Partners as Senior Tax Manager within the Luxembourg Operaons team. In her role she was in chargeof overseeing the tax structuring of the Tristan-managed funds. She was also a member of the InvestmentCommiee. Anita began her career at Atoz (member of the internaonal Tax and network) where she was SeniorAssociate advising mul-naonal clients. Anita holds a Master’s Degree in Law and in Business Administraonspecialized in finance and tax.David Greenbaum, 1977, Chief Execuve Officer of CPI Property Group, execuve member.David Greenbaum was appointed to the Board of Directors in May 2019. Before joining CPIPG, he worked fornearly 16 years at Deutsche Bank, where he was most recently co-head of debt capital markets for the CEEMEAregion. David began his career at Alliance Capital Management in 1999. In 2000 he joined Credit Suisse FirstBoston before moving to Deutsche Bank in 2002. David graduated magna cum laude from Cornell University witha degree in English language and literature.Edward Hughes, 1966, independent, non-execuve member.Edward Hughes has been a member of the Board of Directors since March 2014. He has been engaged in realestate investment, consultancy and brokerage acvies in Central Europe for more than 20 years. Edward is anexperienced real estate and finance professional having engaged in many significant asset acquision, anddevelopment projects in the region. Edward is a Chartered Accountant, aer starng his career with ArthurAndersen (London – 1988), in September 1991 he transferred to the Prague office. Since this me, he has beenalmost exclusively focused on Central Europe including during his employment as an Associate Director of GECapital Europe. Edward is a graduate of Trinity College, Dublin where he majored in Business and Economics withHonours (1988).Scot Wardlaw, 1967, independent, non-execuve member.Scot Wardlaw was appointed to the Board of Directors in May 2020. Scot has over two decades experience inproject and process management in the fields of IT, soware and product development in an internaonalenvironment. He currently serves as Managing Director for various real estate investment plaorms based inLuxembourg and is part of Central Business Development at SIMRES Real Estate where he manages the group’sstrategic development. Scot graduated magna cum laude from Savannah College of Art & Design with a degreein Computer Art and Art History. MANAGEMENT REPORT | 33The current members of the Board of Directors are appointed unl the annual general meeng of 2024concerning the approval of the annual accounts of the Company for the financial year ending 31 December 2023.The independent directors are not involved in management, are not employees or advisors with a regular salaryand do not provide professional services such as external audit services or legal advice. Furthermore, they arenot related persons or close relaves of any management member or majority shareholder of the Company.The Board of Directors meengs are held as oen as deemed necessary or appropriate. All members, and inparcular the independent and non-execuve members, are guided by the interests of the Company and itsbusiness, such interests including but not limited to the interests of the Company’s shareholders and employees.Powers of the Board of DirectorsThe Board of Directors represents the shareholders and acts in the best interests of the Company. Each member,whatever his/her designaon, represents the Company’s shareholders.The Board of Directors is empowered to carry out all and any acts deemed necessary or useful in view of therealizaon of the corporate purpose; all maers that are not reserved for the general meeng by law or by thepresent Arcles of Associaon shall be within its competence. In its relaonship with third pares, the Companyshall even be bound by acts exceeding the Company’s corporate purpose, unless it can prove that the third partyknew such act exceeded the Company’s corporate purpose or could not ignore this taking account ofcircumstances.DeliberationsThe Board of Directors may only deliberate if a majority of its members are present or represented by proxy,which may be given in wring, by telegram, telex or fax. In cases of emergency, the Directors may vote in wring,by telegram, telex, fax, electronic signature or by any other secured means.The decisions of the Board of Directors must be made by majority vote; in case of a e, the Chairman of themeeng shall have the deciding vote.Resoluons signed unanimously by the members of the Board of Directors are as valid and enforceable as thosetaken at the me of a duly convened and held meeng of the Board.The Board will regularly evaluate its performance and its relaonship with the management. During 2023, theBoard held 10 meengs, with all members being present or represented.Delegations of powers to Managing DirectorsThe Board of Directors may delegate all or part of its powers regarding the daily management as well as therepresentaon of the Company with regard to such daily management to one or more persons (administrateurdélégué), who need not be Directors (a "Managing Director"). The realizaon and the pursuit of all transaconsand operaons basically approved by the Board of Directors are likewise included in the daily management ofthe Company. Within this scope, acts of daily management may include parcularly all management andprovisional operaons, including the realizaon and the pursuit of acquisions of real estate and securies, theestablishment of financings, the taking of parcipang interests and the placing at disposal of loans, warranesand guarantees to group companies, without such list being limited.As at 31 December 2023, David Greenbaum and Pavel Měchura are elected as Managing Directors(administrateurs délégués) of the Company.Signatory powers within the Board of DirectorsThe Company may be legally bound either by the joint signatures of any two Directors or by the single signatureof a Managing Director. MANAGEMENT REPORT | 34Special commitments in relation to the election of the members of the Board of DirectorsThe Company is not aware of commitments that are in effect as of the date of this report by any pares relangto the elecon of members of the Board of Directors.Management of the CompanyThe management is entrusted with the day-to-day running of the Company and among other things to:•be responsible for preparing complete, mely, reliable and accurate financial reports in accordance withthe accounng standards and policies of the Company;•submit an objecve and comprehensible assessment of the company’s financial situaon to the Boardof Directors;•regularly submit proposals to the Board of Directors concerning strategy definion;•parcipate in the preparaon of decisions to be taken by the Board of Directors;•supply the Board of Directors with all informaon necessary for the discharge of its obligaons in amely fashion;•set up internal controls (systems for the idenficaon, assessment, management and monitoring offinancial and other risks ), without prejudice to the Board’s monitoring role in this maer; and•regularly account to the Board for the discharge of its responsibilies.The members of the management meet on a regular basis to review the operang performance of the businesslines and the containment of operang expenses.As at 31 December 2023, the Company’s management consisted of the following members:David Greenbaum, Managing Director,Pavel Měchura, Managing Director,Erik Morgenstern, Chief Financial Officer,Anita Dubost, Tax Manager.Commiees of the Board of DirectorsAs at 31 December 2023 the Board of Directors has the following commiees:•Audit Commiee; and•Remuneraon, Appointment and Related Party Transacon Commiee.The implementaon of decisions taken by these commiees enhances the Company’s transparency andcorporate governance.Independent and non-execuve directors are always in the majority of the members of these commiees.Audit CommitteeThe Audit Commiee is now comprised of Mr. Edward Hughes, Mr. Scot Wardlaw, and Mrs. Anita Dubost. Mr.Edward Hughes is the president of the Audit Commiee.The Audit Commiee reviews the Company’s accounng policies and the communicaon of financialinformaon. In parcular, the Audit Commiee follows the auding process, reviews and enhances the MANAGEMENT REPORT | 35Company’s reporng procedures by business lines, reviews risk factors and risk control procedures, analyzes theCompany’s group structure, assesses the work of external auditors, examines consolidated accounts, verifies thevaluaons of real estate assets, and audits reports. The Audit Commiee has therefore invited persons whosecollaboraon is deemed to be advantageous to assist it in its work and to aend its meengs.During 2023, the Audit Commiee held 4 meengs (with 100% aendance).Remuneration, Appointment and Related Party Transaction CommitteeFollowing the changes in the Board of Directors composion in 2020 the Remuneraon, Appointment andRelated Party Transacon Commiee (the “Remuneraon Commiee”) is now comprised of Mr. Edward Hughes,Mr. Scot Wardlaw, and Mr. David Greenbaum. Mr. Edward Hughes is the president of the RemunerationCommiee.The Remuneraon Commiee presents proposals to the Board of Directors about remuneraon and incenveprograms to be offered to the management and the Directors of the Company. The Remuneraon Commieealso deals with related party transacons.The role of the Remuneraon Commiee is, among other things, to submit proposals to the Board regarding theremuneraon of execuve managers, to define objecve performance criteria respecng the policy fixed by theCompany regarding the variable part of the remuneraon of top management (including bonus and shareallocaons, share opons or any other right to acquire shares) and that the remuneraon of non-execuveDirectors remains proporonal to their responsibilies and the me devoted to their funcons.During 2023, the role of the Remuneraon Commiee has been assumed directly by the Board of Directors.Descripon of internal controls relave to financial informaon processing.The Company has organized the management of internal control by defining control environment, idenfyingthe main risks to which it is exposed together with the level of control of these risks, and strengthening thereliability of the financial reporng and communicaon process.Control EnvironmentFor the annual closure, the Company’s management completes an individual quesonnaire so that anytransacons they have carried out with the Company as “Related pares” can be idenfied.The Audit Commiee has a specific duty in terms of internal control; the role and acvies of the AuditCommiee are described in this Management Report.Remuneraon and benefitsBoard of DirectorsSee note 1 of the Consolidated financial statements as at 31 December 2023.Corporate Governance rules and regulaonsIn reference to the informaon required by paragraphs (a) to (k) of Arcle 11(1) of the Law of 19 May 2006transposing Direcve 2004/25/EC of the European Parliament and of the Council of 21 April 2004 on takeoverbids, the Board of Directors states the following elements:(a) The structure of the capital, including securies which are not admied to trading on a regulated market in aMember State, where appropriate with an indicaon of the different classes of shares and, for each class ofshares, the rights and obligaons aaching to it and the percentage of total share capital that it represents:The share capital of the Company is represented by only one class of shares carrying the same rights. MANAGEMENT REPORT | 36Out of 1,314,507,629 Company shares outstanding, the 314,507,629 Company shares (registered under ISINLU0122624777, represenng app. 23.9% of the total share capital) have been admied to trading on theregulated markets of the Luxembourg Stock Exchange and the Warsaw Stock Exchange.(b) Any restricons on the transfer of securies, such as limitaons on the holding of securies or the need toobtain the approval of the company or other holders of securies, without prejudice to Arcle 46 of Direcve2001/34/EC:There is no restricon on the transfer of securies of the Company as at 31 December 2023.(c) Significant direct and indirect shareholdings (including indirect shareholdings through pyramid structures andcross-shareholdings) within the meaning of Arcle 85 of Direcve 2001/34/EC:To the best of the Company’s knowledge, the following table sets out informaon regarding the ownership ofthe Company’s shares as at 31 December 2023. The informaon collected is based on the noficaons receivedby the Company from any shareholder crossing the thresholds of 5%, 10%, 15%, 20%, 33 1/3%, 50% and 66 2/3%of the aggregate vong rights in the Company.ShareholderNumber of shares% of capital / vong rightsCPI PROPERTY GROUP (directly)1,279,198,97697.31%Others35,308,6532.69%Total1,314,507,629100.0%(d) The holders of any securies with special control rights and a descripon of those rights:None of the Company’s shareholders has vong rights different from any other holders of the Company’s shares.On 8 June 2016 CPI Property Group’s fully owned subsidiary Nukasso Holdings Limited directly and indirectlyacquired approximately 97.31% of shares in the Company. As a consequence, Nukasso Holdings Limited from theCPI Property Group became obliged to launch a mandatory takeover bid to purchase any and all of the ordinaryshares of the Company (the “Mandatory Takeover Offer”). On 22 August 2016, the Czech Office for the Proteconof Compeon granted the merger clearance for the acquision of the Company by CPI Property Group, whereasits decision became final and binding on 23 August 2016.On 8 December 2017 the CSSF published press releases in which it stated, inter alia, that it has decided not toapprove the offer document in the Mandatory Takeover Offer as a consequence of the existence of anundisclosed concern acon with respect to the Company. On 15 March 2018 the CSSF published a press releaseinforming that the decisions detailed in the above-menoned CSSF press releases of 8 December 2017 have beenchallenged before the Luxembourg administrave courts.As of the date of this report, the Company has not received any formal decision in relaon to the MandatoryTakeover Offer.(e) The system of control of any employee share scheme where the control rights are not exercised directly bythe employees:This is not applicable. The Company has no employee share scheme.(f) Any restricons on vong rights, such as limitaon on the vong rights of holders of a given percentage ornumber of votes, deadlines for exercising vong rights, or systems whereby, with the Company's cooperaon,the financial rights aaching to securies are separated from the holding of securies:There is no restricon on vong rights. MANAGEMENT REPORT | 37(g) Any agreements between shareholders which are known to the company and may result in restricons onthe transfer of securies and/or vong rights within the meaning of Direcve 2001/34/EC:To the knowledge of the Company, no shareholder agreements have been entered by and between shareholdersthat are in effect as of the date of this report. 97.31% of shares in the Company are held directly by CPI PROPERTYGROUP.(h) the rules governing the appointment and replacement of board members and the amendment of the arclesof associaon:See secon Appointment of Directors of this report.(i) the powers of board members, and in parcular the power to issue or buy back shares:The Company has no authorized but unissued and unsubscribed share capital in addion to the issued andsubscribed corporate capital of €13,145,076.29.On 30 May 2022, the AGM of shareholders of the Company approved the terms and condions of the share buy-back programme of the Company. The Company itself, or through a company in which the Company holdsdirectly the majority of the vong rights, or through a person acng in their own name but for the account of theCompany may repurchase, in one or several steps, a maximum of 35,308,653 shares of the Company, for apurchase price in the range between €0.01 per share to €5 per share.The shares may be repurchased on the Luxembourg Stock Exchange or the Warsaw Stock Exchange or directlyfrom exisng and/or future shareholders by consensual or private sale. The duraon of the share buy-backprogramme is 5 years from the AGM of shareholders of the Company which was held on 30 May 2022.(j) any significant agreements to which the company is a party and which take effect, alter or terminate upon achange of control of the company following a takeover bid, and the effects thereof, except where their nature issuch that their disclosure would be seriously prejudicial to the company; this excepon shall not apply where thecompany is specifically obliged to disclose such informaon on the basis of other legal requirements:Under the Securies Note and Summary dated 22 March 2007, with respect to the issue of the 2014 Warrants,the occurrence of a Change of Control (as described in Condion 4.1.8.1.2.1 of the Securies Note and Summarydated 22 March 2007) could result in a potenal liability for the Company due to “Change of ControlCompensaon Amount”.On 10 June 2016 the Company received a major shareholder noficaon stang that NUKASSO (CYP) and CPIPROPERTY GROUP, which are ulmately held by Mr. Radovan Vitek, hold directly and indirectly 1,279,198,976 ofthe Company’s shares corresponding to 97.31% of vong rights as at 8 June 2016. Accordingly, the Companyissued a Change of Control Noce nofying the holders of the 2014 Warrants that the Change of Control, asdefined in the Securies Note and the Summary for the 2014 Warrants, occurred on 8 June 2016.In accordance with the judgement of the Paris Commercial Court (the “Court”) pronounced on 26 October 2015concerning the terminaon of the Company’s Safeguard Plan, liabilies that were admied to the Safeguard, butare condional or uncalled (such as uncalled bank guarantees, condional claims of the holders of 2014 Warrantsregistered under ISIN code XS0290764728, provided that they were admied to the Safeguard plan), will be paidaccording to their contractual terms. Pre-Safeguard liabilies that were not admied to the Company’sSafeguard will be unenforceable. As such, only claims of holders of the 2014 Warrants, whose potenal claimswere admied to the Company’s Safeguard Plan, could be considered in respect of the present Change ofControl. Claims of holders of the 2014 Warrants that were not admied to the Company’s Safeguard will beunenforceable against the Company. MANAGEMENT REPORT | 38On 9 March 2023 the Luxembourg Court issued a judgment, rejecng the claims of the holders of the 2014Warrants. The Luxembourg Court confirmed that any claim in relaon to the change of control provision had tobe made, in accordance with the provisions of the French Commercial Code, within 2 months as from the dateof publicaon of the judgement opening the Safeguard Procedure in the French Official Gazee. Since theclaimants did not comply with this obligaon, their claim for payment under the change of control provision isnot well-founded and has to be rejected. The claimants did not appeal, and the case is closed now.Certain financing documentaon entered into between the Group and financing banks could contain standardchange of control clauses.To the knowledge of the Company, no other agreements have been entered into by the Company.(k) any agreements between the company and its board members or employees providing for compensaon ifthey resign or are made redundant without valid reason or if their employment ceases because of a takeoverbid:As at 31 December 2023, there are no potenal terminaon indemnity payments in place payable to themembers of the Company's management in the event of terminaon of their contracts in excess of thecompensaon as required by the respecve labour codes.Addional informaonLegal form and share capitalCPI FIM is a public limited company (“société anonyme”) incorporated and exisng under Luxembourg law. Itscorporate capital, subscribed and fully paid-up capital of €13,145,076.29 is represented by 1,314,507,629 shareswithout nominal value. The accounng par value price is €0.01 per share.Date of incorporation and terminationThe Company was incorporated by deed drawn on 9 September 1993 by Maître Frank Baden, for anindeterminate period of me.Jurisdiction and applicable lawsThe Company exists under the Luxembourg Act of 10 August 1915 on commercial companies, as amended.Object of businessAs described in arcle 4 of the updated Arcles of Associaon of the Company, its corporate purpose is the directacquision of real estate, the holding of ownership interests and the making of loans to companies that formpart of its group. Its acvity may consist in carrying out investments in real estate, such as the purchase, sale,construcon, valorizaon, management and rental of buildings, as well as in the promoon of real estate,whether on its own or through its branches.It has as a further corporate purpose the holding of ownership interests, in any form whatsoever, in anycommercial, industrial, financial or other Luxembourg or foreign companies, whether they are part of the groupor not, the acquision of all and any securies and rights by way of ownership, contribuon, subscripon,underwring or purchase opons, or negoaon, and in any other way, and in parcular the acquision ofpatents and licenses, their management and development, the granng to undertakings in which it holds a director indirect stake of all kinds of assistance, loans, advances or guarantees and finally all and any acvies directlyor indirectly relang to its corporate purpose. It may thus play a financial role or carry out a management acvityin enterprises or companies it holds or owns.The Company may likewise carry out all and any commercial, property, real estate and financial operaons likelyto relate directly or indirectly to the acvies defined above and suscepble to promong their fulfillment. MANAGEMENT REPORT | 39Trade registerRCS Luxembourg B 44 996.Financial yearThe Company’s financial year begins on the first day of January and ends on the thirty-first day of December.Distribution of profits and payment of dividendsEach year, at least five per cent of the net corporate profits are set aside and allocated to a reserve. Suchdeducon ceases being mandatory when such reserve reaches ten per cent of the corporate capital, but willresume whenever such reserve falls below ten per cent. The general meeng of shareholders determines theallocaon and distribuon of the net corporate profits.Payment of dividends:The Board of Directors is entled to pay advances on dividends when the legal condions listed below arefulfilled:•an accounng statement must be established which indicates that the available funds for thedistribuon are sufficient;•the amount to be distributed may not exceed the amount of revenues since the end of the lastaccounng year for which the accounts have been approved, increased by the reported profits and bythe deducon made on the available reserves for this purpose and decreased by the reported lossesand by the sums allocated to reserves in accordance with any legal and statutory provision;•the Board of Directors’ decision to distribute interim dividends can only be taken within two monthsaer the date of the accounng statement described above;•the distribuon may not be determined less than six months aer the closing date of the previousaccounng year and before the approval of the annual accounts related to this accounng year;•whenever a first interim dividend has been distributed, the decision to distribute a second one may onlybe taken at least three months aer the decision to distribute the first one; and•the statutory and independent auditor(s) in its (their) report to the Board of Directors confirm(s)•the condions listed above are fulfilled.Under general Luxembourg law, the condions for making advances on dividends are less stringent than thecondions listed above, however, the more restricve provisions of the Company’s Arcles of Associaon willprevail as the recent changes under Luxembourg law have not yet been reflected in the Arcles of Associaon ofthe Company.When an advance distribuon exceeds the amount of dividend subsequently approved by the general meetingof shareholders, such advance payment is considered an advance on future dividends.Exceeding a thresholdAny shareholder who crosses a threshold limit of 5%, 10%, 15%, 33 1/3%, 50% or 66 2/3% of the total of thevong rights must inform the Company, which is then obliged to inform the relevant controlling authories. Anyshareholder not complying with this obligaon will lose his vong rights at the next general meeng ofshareholders, and unl proper majority shareholding noficaon is made.Documents on displayCopies of the following documents may be inspected at the registered office of the Company (tel: +352 26 47 671), 40 rue de la Vallée, L-2661 Luxembourg, on any weekday (excluding public holidays) during normal businesshours:1. Arcles of Associaon of the Company; MANAGEMENT REPORT | 402. Audited consolidated financial statements of the Company as of and for the years ended 31 December 2023,2022, and 2021, prepared in accordance with IFRS adopted by the European Union;The registraon document(s) and most of the informaon menoned are available on the Company’s website:www.cpifimsa.comThe registraon document(s) is available on the website of Luxembourg Stock Exchange: www.bourse.lu.External AuditorsErnst & Young S.A., Luxembourg was elected as the Group’s new approved auditor (réviseur d’entreprises agréé)for the financial year commencing on 1 January 2019. The AGM resolved to approve Ernst & Young S.A.,Luxembourg as auditors for the financial year ending 31 December 2023.ReporngThe consolidated management report and the stand-alone management report are presented under the form ofa sole report. MANAGEMENT REPORT | 41SHAREHOLDINGShare capital and vong rightsThe subscribed and fully paid-up capital of the Company of €13,145,076.29 is represented by 1,314,507,629shares without nominal value. The accounng par value is €0.01 per share.The Company has no authorized but unissued and unsubscribed share capital in addion to the issued andsubscribed corporate capital of €13,145,076.29.All the shares issued by the Company are fully paid up and have the same value. The shares will be either in theform of registered shares or in the form of bearer shares, as decided by the shareholder, except to the extentotherwise provided by law.The shareholder can freely sell or transfer the shares. The shares are indivisible and the Company only recognizesone holder per share. If there are several owners per share, the Company is entled to suspend the exercise ofall rights aached to such shares unl the appointment of a single person as owner of the shares. The sameapplies in the case of usufruct and bare ownership or security granted on the shares.Joint owners of shares must be represented within the Company by one of them considered as sole owner or bya proxy, who in case of conflict may be legally designated by a court at the request of one of the owners.Shareholder holding structureTo the best of the Company’s knowledge, the following table sets out informaon regarding the ownership ofthe Company’s shares as at 31 December 2023. The informaon collected is based on the noficaons receivedby the Company from any shareholder crossing the thresholds of 5%, 10%, 15%, 20%, 33 1/3%, 50% and 66 2/3%of the aggregate vong rights in the Company.ShareholderNumber of shares% of capital / vong rightsCPI PROPERTY GROUP (directly)1,279,198,97697.31%Others35,308,6532.69%Total1,314,507,629100.0%Authorized capital not issuedThe Company has no authorized but unissued and unsubscribed share capital in addion to the issued andsubscribed corporate capital of €13,145,076.29. MANAGEMENT REPORT | 42POTENTIAL RISKS AND OTHER REPORTING REQUIREMENTSThe Group’s acvies expose it to a variety of financial risks: market risk (including foreign exchange risk, pricerisk, cash flow interest rate risk and other risks), credit risk and liquidity risk. This note presents informaon aboutthe Group’s exposure to each of the above risks, the Group’s objecves, policies and processes for measuringand managing risk, and the Group’s management of capital.The primary objecves of the financial risk management funcon are to establish risk limits, and then ensurethat exposure to risks stays within these limits.Supervision of the Group’s risk is accomplished through discussions held by execuve management inappropriate frameworks together with reporng and discussions with the Board of Directors.Subsequent closing eventsPlease refer to note 11 of the Consolidated financial statements as at 31 December 2023.Other reporng requirements•The Company does not have any acvies in research and development.•The Company does not have any branches.Financial risks exposureFor a thorough descripon of the principal risks and uncertaines, please refer to note 7 of the Consolidatedfinancial statements as at 31 December 2023.The primary objecves of the financial risk management funcon are to establish risk limits, and then ensurethat exposure to risks stays within these limits.Supervision of the Group’s risk is accomplished through discussions held by execuve management inappropriate frameworks together with reporng and discussions with the Board of Directors.Certain subsidiaries may be in breach of loan covenantsAs of the date of this report, none of the Company’s subsidiaries are in breach of financial raos specified in theirrespecve loan agreements and administrave covenants.The Group’s financing arrangements could give rise to addional riskWhen the Group acquires a property using external financing, the Group usually provides a mortgage overthe acquired property and pledges the shares of the specific subsidiary acquiring the property. There can be noassurance that the registraon of mortgages and pledges has been concluded in accordance with applicable locallaw, and a successful challenge against such mortgages or pledges may entle the lender to demand earlyrepayment of its loan to the Group. The Group’s financing agreements contain financial covenants that could,among other things, require the Group to maintain certain financial raos. In addion, some of the financingagreements require the prior wrien consent of the lender to any merger, consolidaon or corporate changesof the borrower and the other obligors. Should the Group breach any representaons, warranes or covenantscontained in any such loan or other financing agreement, or otherwise be unable to service interest paymentsor principal repayments, the Group may be required immediately to repay such borrowings in whole or in part,together with any related costs. If the Group does not have sufficient cash resources or other credit faciliesavailable to make such repayments, it may be forced to sell some or all of the properes comprising the Group’sinvestment porolio, or refinance those borrowings with the risk that borrowings may not be able to berefinanced or that the terms of such refinancing may be less favorable than the exisng terms of borrowing. MANAGEMENT REPORT | 43Market riskForeign currency riskCurrency risk is applicable generally to those business acvies and development projects where differentcurrencies are used for repayment of liabilies under the relevant financing to that of the revenues generatedby the relevant property or project. Foreign currency risk is the risk that the fair value or future cash flowsof a financial instrument will fluctuate because of changes in foreign exchange rates. The Group is exposedto currency risk mainly on sales, purchases and borrowings that are denominated in a currency other thanthe respecve funconal currencies of Group enes, primarily the CZK, but also others (see note 7.3 Marketrisk of the Consolidated financial statements as at 31 December 2023). The funconal currency of most Groupcompanies is the Czech koruna and a significant poron of revenues and costs are realised primarily in the Czechkoruna.For more detail, please refer to note 7.3 Foreign currency risk of the Consolidated financial statements as at 31December 2023.Price riskTo manage its price risk arising from investments in equity securies and such embedded derivaves, the Groupdiversifies its porolio or only enters these operaons if they are linked to operaonal investments.For more detail, please refer to note 7.3 Price risk of the Consolidated financial statements as at 31 December2023.Interest rate riskThe Group uses fixed rate debt financing to finance the purchase, development, construcon and maintenanceof its properes. When floang rate financing is used, the Group’s costs increase if prevailing interest rate levelsrise. While the Group generally seeks to control its exposure to interest rate risks by entering into interest rateswaps, not all financing arrangements are covered by such swaps and a significant increase in interest expenseswould have an unfavorable effect on the Group’s financial results and may have a material adverse effecton the Group’s business, financial condion, results of operaons and prospects. Rising interest rates could alsoaffect the Group’s ability to make new investments and could reduce the value of the properes. Conversely,hedged interests do not allow the Company to benefit from falling interest rates.For more detail, please refer to note 7.3 Interest rate risk of the Consolidated financial statements as at 31December 2023.Other risksThe Group is also exposed to property price and property rentals risk but it does not pursue any speculavepolicy. Even though the Group’s acvies are focused on one geographical area (Central Europe) such acviesare spread over several business lines (residences, offices) and different countries.Credit riskThe Group has no significant concentraons of commercial credit risk. Rental contracts are made with customerswith an appropriate credit history. Credit risk is managed by local management and by Group management.For more detail, please refer to note 7.1 Credit risk of the Consolidated financial statements as at 31 December2023. MANAGEMENT REPORT | 44Liquidity riskFor more detail, please refer to note 7.2 Liquidity risk of the Consolidated financial statements as at 31 December2023.Capital managementFor more detail, please refer to note 7.4 Capital management of the Consolidated financial statements as at 31December 2023.Risks associated with real estate and financial marketsChanges in the general economic and cyclical parameters may negavely influence the Group’s business acvity.The Group’s core business acvity is mainly based on the leng and sale of real estate property. The revenuesfrom rents and revenues from sales of real estate property investments are key figures for the Group’s valueand profitability. Rents and sales prices depend on economic and cyclical parameters, which the Group cannotcontrol.The Group’s property valuaons may not reflect the real value of its porolio, and the valuaon of its assets mayfluctuate from one period to the next.The Group’s investment property porolio is valued at least once a year by an independent appraiser. TheGroup’s property assets were valued as at 31 December 2023. The change in the appraised value of investmentproperes, in each period, determined on the basis of expert valuaons and adjusted to account for anyacquisions and sales of buildings and capital expenditures, is recorded in the Group’s income statements. Foreach Euro of change in the fair value of the investment properes, the net income of the Group changes by oneEuro. Changes in the fair value of the buildings could also affect gains from sales recorded on the incomestatement (which are determined by reference to the value of the buildings) and the rental yield from thebuildings (which is equal to the rao of rental revenues to the fair value of the buildings). Furthermore, adversechanges in the fair value of the buildings could affect the Group’s cost of debt financing, its compliance withfinancial covenants and its borrowing capacity.The values determined by independent appraisers are based on numerous assumpons that may not provecorrect, and also depend on trends in the relevant property markets. An example is the assumpon that theCompany is a “going concern”, i.e., that it is not a “distressed seller” whose valuaon of the property assets maynot reflect potenal selling prices. In addion, the figures may vary substanally between valuaons. A declinein valuaon may have a significant adverse impact on the Group’s financial condion and results, parcularlybecause changes in property values are reflected in the Group’s consolidated net profit. Conversely, valuaonsmay be lagging soaring market condions, inadequately reflecng the fair property values at a later me.The Group is also exposed to valuaon risk regarding the receivables from its asset sales. Management valuesthese receivables by assessing the credit risk aached to the counterpares for the receivables. Any change inthe credit worthiness of a counterparty or in the Group’s ability to collect on the receivable could have asignificant adverse impact on the Group’s financial posion and results.Changing residenal trends or tax policies may adversely affect sales of developments.The Group is involved in residenal, commercial and retail development projects. Changing residenal trendsare likely to emerge within the markets in Central and Eastern Europe as they mature and, in some regions,relaxed planning policies may give rise to over-development, thereby affecng the sales potenal of the Group’sresidenal developments. Changing real estate taxes or VAT taxes may also have a notable impact on sales (suchas for example a hike in sales before implementaon of a tax increase followed by structurally lower sales). Thesefactors will be considered within the investment strategy implemented by the Group but may not always MANAGEMENT REPORT | 45be ancipated and may have a material adverse effect on the Group’s business, financial condion, resultsof operaons and prospects. MANAGEMENT REPORT | 46CORPORATE RESPONSIBILITYCorporate responsibility and sustainable development is at the core of the strategy of the Company. The Group’stop management acvely foster best pracces as an opportunity to improve the cost efficiency of internalprocesses and the value creaon of our main acvity - development of properes, provision of equity loans andmanagement services to other enes within the CPIPG Group.4Environmental, social and ethical maersThe Group is commied to high standards in environmental, social and ethical maers. Our staff receive trainingon our policies in these areas, and are informed when changes are made to the policy. Our environmental policyis to comply with all applicable local regulaons, while pursuing energy-efficient soluons and green / LEEDcerficaon wherever possible. Ethical pracce is a core component of our corporate philosophy; we haveachieved top-quality standards in reporng and communicaons, and have invested in the best professionals.From a social perspecve, we care deeply about all our stakeholders. Our corporate culture is centered aroundrespect and professionalism, and we believe in giving back to our community.Environmental maersThe Group follows a pragmac approach to environmental aspects of its business. Environmental criteria are oneof the main aspects of the Group’s development and construcon projects.Before each potenal asset investment, the Group examines the environmental risks. Project ming, progressand budgets are carefully monitored, mostly with the support of external project monitoring advisors. Health,safety and environmental risks are monitored before and during construcon.Health and safety, as well as the technical and security installaons are periodically inspected for checking oftheir status and the conformity with applicable legislaon and local regulaon.As a priority item for apartment building renovaons, the Group replaces older heang systems with natural gassystems, and seeks to improve the overall level of thermal insulaon in its buildings.Social maersThe Group follows the Environmental, Social and Governance (ESG) framework of its parent company CPIPG.The Group aims to promote personal development of its employees. The Group provides a work environmentthat is movang, compeve and reflects the needs of the employees. The Group promotes diversity and equalopportunity in the workplace.Employees of the Group conduct annual reviews with their managers, covering also the relaonships of theemployees with their work and working place, as well as the Group in general.Ethical maersThe Group has policies addressing conduct, including conflicts of interest, confidenality, abuse of companyproperty and business gis.4For the ESG related statements, also applicable to the Company, please refer to the management report of CPI PROPERTY GROUP. MANAGEMENT REPORT | 47EU TAXONOMYThe EU Taxonomy is a green classificaon system that translates the EU’s climate and environmental objecvesinto criteria for specific economic acvies for investment purposes. It recognises as ’environmentallysustainable’ economic acvies that make a substanal contribuon to at least one of the EU’s climate andenvironmental objecves, while at the same me not significantly harming any of the other objecves andmeeng minimum social safeguards.In accordance with the EU Taxonomy Regulaon and based on Annex I and Annex II of the supplementarydelegated act on the climate targets of the EU Taxonomy and by using the EU Taxonomy Compass, the Grouphas idenfied all acvies that are deemed eligible for EU Taxonomy based on their descripons:7.7 - Acquision and ownership of buildings.With regard to the technical screening criteria relevant to the economic acvity 7.7 - Acquision and ownershipof buildings under the environmental goal Climate change migaon, the buildings of the Group were checkedindividually for the date of the applicaon for a construcon permit and the existence of a valid Class A energyperformance cerficate, if possible based on the primary energy efficiency. Czech buildings were analysed on thebasis of a corresponding study to determine whether they belong to the top 15% of the naonal building stockin terms of energy efficiency in operaon. If so, this replaced the requirement for a class A energy performancecerficate, with the remaining criteria also having to be met.If a class A energy performance cerficate is available and the building is a non-residenal building, the nominalcapacity of the HVAC systems (heang, venlaon, air condioning, refrigeraon) was recorded and, if thethreshold value of 290 kW was exceeded, the efficient operaon within the meaning of the EU Taxonomy wasverified. The properes in the Czech Republic are covered by cerfied Energy management system according toISO 50 001.In addion, a comprehensive Climate risk assessment of the Group's porolio was conducted in early 2024 usingRepresentave Concentraon Pathways (RCP) including RCP2.6, RCP4.5, RCP6.0, and RCP8.5 to prevent anysignificant negave impacts.The Group fundamentally ensures the minimum safeguards required by the EU Taxonomy. The topics of humanrights, an-corrupon, taxes and fair compeon are covered by organisaonal policies, processes and grievancemechanisms and employees´ training on an annual basis. CPI FIM is not involved in the manufacture or sale ofcontroversial weapons.In total for the year 2023, the Group has idenfied 1 building that currently meet the criteria according to theeconomic acvity 7.7 - Acquision and ownership of buildings. Turnover, CapEx and OpEx are always consideredtaxonomy-aligned if the taxonomy-eligible proporons of turnover, CapEx and OpEx are aributable to thebuildings classified as taxonomy-aligned.Turnover:In accordance with the Delegated Act on Art. 8 of the EU Taxonomy, the turnover KPI is based on the consolidatedturnover of the Group and relates primarily to gross rental income and service charge income.The numerator of the revenue KPI is based on the taxonomy-aligned proporon of the relevant economic acvitywith reference to making a substanal contribuon to the environmental objecves. MANAGEMENT REPORT | 48CapEx:The key performance indicator capital expenditure (CapEx) is defined as the proporon of taxonomy-alignedcapital expenditures (numerator) divided by the Group’s total capital expenditures (denominator).The denominator comprises the Group´s addions (CapEx, development costs) to investment property, property,plant and equipment, inventories and other parts of the Group´s property porolio.The numerator includes capital expenditures related to assets that are associated with taxonomy-alignedproporons of economic acvity. The Group considered capital expenditures that are material to maintainingand performing the economic acvity. The principle of allocaon here is the generaon of external revenuesthrough the relevant economic acvies.OpEx:The key performance indicator operang expenditure (OpEx) is defined as the proporon of taxonomy-alignedoperang expenditures (numerator) divided by total operang expenditures (denominator). The classificaon ofthe operang expenditures can be derived analogously from the categories of capital expenditures.Total operang expenditures consist of non-capitalised costs associated with operang the property porolio.These include building maintenance and repairs, real estate tax, ulies, insurance, facility management andother property related services.The calculaons were performed in accordance with IFRS in line with the consolidated financial statement.The Group provides the EU Taxonomy disclosure on a voluntary basis. TurnoverFinancial year 2023Substantial contribution criteriaDNSH criteriaEconomic activitiesCode(s)TurnoverProportion of Turnoveryear 2023Climate ChangeMitigation (CCM)Climate ChangeAdaptation (CCA)WaterPollutionCircular economyBiodiversityClimate ChangeMitigation (CCM)Climate ChangeAdaptation (CCA)WaterPollutionCircular economyBiodiversityMinimum SafeguardsProportionofTaxonomy-aligned(A.1.) oreligible(A.2.)turnover,year 2022Category enabling activityCategory transitionalactivity€m%Y; N;N/ELY; N;N/ELY; N;N/ELY; N;N/ELY; N;N/ELY; N;N/ELY/N Y/N Y/N Y/N Y/N Y/N Y/N%E TA. TAXONOMY-ELIGIBLE ACTIVITIESA.1. Environmentally sustainable activities (Taxonomy-aligned)Acquisition and ownership of buildingsCCM7.7/CCA7.70.2 0.4%YN N/EL N/EL N/EL N/EL YYYYYYY1.3%Hotels, holiday, campinggrounds and similar accommodationCCM7.7/CCA7.7/BIO2.1 0.0 0.0%YN N/EL N/EL N/ELYYYYYYYYTurnover of environmentally sustainableactivities (Taxonomy-aligned) (A.1)0.2 0.4% 0.4% 0.0% 0.0% 0.0% 0.0% 0.0% YYYYYYY1.3%Of which Enabling0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% YYYYYYYEOf which Transitional0.0% 0.0% 0.0%YTA.2. Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned)Y; N;N/ELY; N;N/ELY; N;N/ELY; N;N/ELY; N;N/ELY; N;N/ELAcquisition and ownership of buildingsCCM7.7/CCA7.753.9 97.6%ELEL N/EL N/EL N/EL N/EL95.4%Hotels, holiday, campinggrounds and similar accommodationCCM7.7/CCA7.7/BIO2.1 0.0 0.0%ELEL N/EL N/EL N/EL ELElectricity generation using solar photovoltaictechnologyCCM 4.10.0 0.0%ELN/EL N/EL N/EL N/EL N/EL0.0%Electricity generation from bioenergyCCM 4.80.0 0.0%ELN/EL N/EL N/EL N/EL N/EL0.0%Turnover of Taxonomy-eligible but notenvironmentally sustainable activities (notTaxonomy-aligned activities) (A.2)53.9 97.6%97.6% 0.0% 0.0% 0.0% 0.0% 0.0%95.4%Turnover of Taxonomyeligible activities (A.1 + A.2)54.1 98.0% 98.0% 0.0% 0.0% 0.0% 0.0% 0.0%96.7%B. TAXONOMY-NON-ELIGIBLE ACTIVITIESTurnover of Taxonomy-non-eligible activities(B)1.12.0%Total55.2 100%Taxonomy-aligned per objectiveTaxonomy-eligible per objectiveCCM0.4%98.0%CCA0%0%WTR0%0%CE0%0%PPC0%0%BIO0%0%Proportion of turnover/Total turnover MANAGEMENT REPORT | 50CapExFinancial year 2023Substantial contribution criteriaDNSH criteriaEconomic activitiesCode(s)CapExProportion of CapEx year2023Climate ChangeMitigation (CCM)Climate ChangeAdaptation (CCA)WaterPollutionCircular economyBiodiversityClimate ChangeMitigation (CCM)Climate ChangeAdaptation (CCA)WaterPollutionCircular economyBiodiversityMinimum SafeguardsProportionofTaxonomy-aligned(A.1.) oreligible(A.2.)CapEx,year 2022Category enabling activityCategory transitionalactivity€m%Y; N;N/ELY; N;N/ELY; N;N/ELY; N;N/ELY; N;N/ELY; N;N/ELY/N Y/N Y/N Y/N Y/N Y/N Y/N%E TA. TAXONOMY-ELIGIBLE ACTIVITIESA.1. Environmentally sustainable activities (Taxonomy-aligned)Acquisition and ownership of buildingsCCM7.7/CCA7.70.40.8%YNN/EL N/EL N/EL N/EL YYYYYYY16.2%Hotels, holiday, campinggrounds and similar accommodationCCM7.7/CCA7.7/BIO2.1 0.00.0%YNN/EL N/EL N/ELNYYYYYYYCapEx of environmentally sustainableactivities (Taxonomy-aligned) (A.1)0.40.8%0.8% 0.0% 0.0% 0.0% 0.0% 0.0% YYYYYYY16.2%Of which Enabling0.0% 0.0%0.0% 0.0% 0.0% 0.0% 0.0% 0.0% YYYYYYYEOf which Transitional0.0% 0.0%0.0%YTA.2. Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned)Y; N;N/ELY; N;N/ELY; N;N/ELY; N;N/ELY; N;N/ELY; N;N/ELAcquisition and ownership of buildingsCCM7.7/CCA7.746.0 91.8%ELELN/EL N/EL N/EL N/EL20.4%Hotels, holiday, campinggrounds and similar accommodationCCM7.7/CCA7.7/BIO2.1 0.00.0%ELELN/EL N/EL N/ELELElectricity generation using solarphotovoltaic technologyCCM 4.10.00.0%ELN/EL N/EL N/EL N/EL N/EL0.0%Electricity generation from bioenergyCCM 4.80.00.0%ELN/EL N/EL N/EL N/EL N/EL0.0%CapEx of Taxonomy-eligible but notenvironmentally sustainable activities(not Taxonomy-aligned activities) (A.2)46.0 91.8%91.8% 0.0% 0.0% 0.0% 0.0% 0.0%20.4%CapEx of Taxonomyeligible activities (A.1 + A.2)46.4 92.7% 92.7% 0.0% 0.0% 0.0% 0.0% 0.0%36.6%B. TAXONOMY-NON-ELIGIBLEACTIVITIESCapEx of Taxonomy-non-eligibleactivities (B)3.77.3%Total50.1100.0%Taxonomy-aligned per objectiveTaxonomy-eligible per objectiveCCM0.8%92.7%CCA0%0%WTR0%0%CE0%0%PPC0%0%BIO0%0%Proportion of CapEx/Total CapEx MANAGEMENT REPORT | 51OpExFinancial year 2023Substantial contribution criteriaDNSH criteriaEconomic activitiesCode(s)OpExProportion of OpEx year2023Climate ChangeMitigation (CCM)Climate ChangeAdaptation (CCA)WaterPollutionCircular economyBiodiversityClimate ChangeMitigation (CCM)Climate ChangeAdaptation (CCA)WaterPollutionCircular economyBiodiversityMinimum SafeguardsProportionofTaxonomy-aligned(A.1.) oreligible(A.2.)OpEx,year 2022Category enabling activityCategory transitionalactivity€m%Y; N;N/ELY; N;N/ELY; N;N/ELY; N;N/ELY; N;N/ELY; N;N/ELY/N Y/N Y/N Y/N Y/N Y/N Y/N%E TA. TAXONOMY-ELIGIBLE ACTIVITIESA.1. Environmentally sustainable activities (Taxonomy-aligned)Acquisition and ownership of buildingsCCM7.7/CCA7.70.36.4%YN N/EL N/EL N/EL N/EL YYYYYYY13.4%Hotels, holiday, campinggrounds and similar accommodationCCM7.7/CCA7.7/BIO2.1 0.00.0%YN N/EL N/EL N/EL NYYYYYYYOpEx of environmentally sustainableactivities (Taxonomy-aligned) (A.1)0.36.4% 6.4% 0.0% 0.0% 0.0% 0.0% 0.0% YYYYYYY13.4%Of which Enabling0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% YYYYYYYEOf which Transitional0.0% 0.0% 0.0%YTA.2. Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned)Y; N;N/ELY; N;N/ELY; N;N/ELY; N;N/ELY; N;N/ELY; N;N/ELAcquisition and ownership of buildingsCCM7.7/CCA7.73.883.2%ELEL N/EL N/EL N/EL N/EL73.2%Hotels, holiday, campinggrounds and similar accommodationCCM7.7/CCA7.7/BIO2.1 0.00.0%ELEL N/EL N/EL N/EL ELElectricity generation using solarphotovoltaic technologyCCM 4.10.00.0%ELN/EL N/EL N/EL N/EL N/EL0.0%Electricity generation from bioenergyCCM 4.80.00.0%ELN/EL N/EL N/EL N/EL N/EL0.0%OpEx of Taxonomy-eligible but notenvironmentally sustainable activities(not Taxonomy-aligned activities) (A.2)3.883.2%83.2% 0.0% 0.0% 0.0% 0.0% 0.0%73.2%OpEx of Taxonomyeligible activities (A.1 + A.2)4.1 89.6% 89.6% 0.0% 0.0% 0.0% 0.0% 0.0%86.6%B. TAXONOMY-NON-ELIGIBLEACTIVITIESOpEx of Taxonomy-non-eligible activities(B)0.5 10.4%Total4.6 100.0%Taxonomy-aligned per objectiveTaxonomy-eligible per objectiveCCM6.4%89.6%CCA0%0%WTR0%0%CE0%0%PPC0%0%BIO0%0%Proportion of OpEx/Total OpEx GLOSSARY & DEFINITIONSAlternave Performance MeasuresThe Company presents alternave performance measures (APMs). The APMs used in our report are commonlyreferred to and analysed amongst professionals parcipang in the Real Estate Sector to reflect the underlyingbusiness performance and to enhance comparability both between different companies in the sector andbetween different financial periods. APMs should not be considered as a substute for measures of performancein accordance with the IFRS. The presentaon of APMs in the Real Estate Sector is considered advantageous byvarious parcipants, including banks, analysts, bondholders and other users of financial informaon:•APMs provide addional helpful and useful informaon in a concise and praccal manner.•APMs are commonly used by senior management and Board of Directors for their decisions and sengof mid and long-term strategy of the Group and assist in discussion with outside pares.•APMs in some cases might beer reflect key trends in the Group’s performance which are specific tothat sector, i.e. APMs are a way for the management to highlight the key value drivers within thebusiness that may not be obvious in the consolidated financial statements.For new definions of measures or reasons for their change, see below.EPRA NRV (former EPRA NAV)EPRA NRV assumes that enes never sell assets and aims to represent the value required to rebuild the enty.The objecve of the EPRA Net Reinstatement Value measure is to highlight the value of net assets on a long-termbasis. Assets and liabilies that are not expected to crystallise in normal circumstances such as the fair valuemovements on financial derivaves and deferred taxes on property valuaon surpluses are therefore excluded.Since the aim of the metric is to also reflect what would be needed to recreate the company through theinvestment markets based on its current capital and financing structure, related costs such as real estate transfertaxes should be included.The performance indicator has been prepared in accordance with best pracces as defined by EPRA (EuropeanPublic Real Estate Associaon) in its Best Pracces Recommendaons guide, available on EPRA’s website(www.epra.com).EPRA NRV per shareEPRA NRV divided by the diluted number of shares at the period end.EPRA NDV (former EPRA NNNAV)EPRA NDV represents the shareholders’ value under a disposal scenario, where deferred tax, financialinstruments and certain other adjustments are calculated to the full extent of their liability, net of any resulngtax. The objecve of the EPRA NDV measure is to report net asset value including fair value adjustments inrespect of all material balance sheet items which are not reported at their fair value as part of the EPRA NRV.The performance indicator has been prepared in accordance with best pracces as defined by EPRA (EuropeanPublic Real Estate Associaon) in its Best Pracces Recommendaons guide, available on EPRA’s website(www.epra.com). MANAGEMENT REPORT | 53EPRA NDV per shareEPRA NDV divided by the diluted number of shares at the period end.Equity raoEquity rao is a measure that provides a general assessment of financial risk undertaken and is calculated as totalequity as reported divided by total assets as reported.Project Loan-to-ValueWith respect to a structure of financing, the Group no longer provides the calculaon of this measure, since itmight be confusing for the reader.EPRA NAV and EPRA NAV per shareThe Group no longer provides the calculaon of these measures, since they were replaced by the calculaon ofEPRA NRV and EPRA NRV per share.EPRA NNNAV and EPRA NNNAV per shareThe Group no longer provides the calculaon of these measures, since they were replaced by the calculaon ofEPRA NDV and EPRA NDV per share.Other definionsEPRAEuropean Public Real Estate Associaon.Development for rentalDevelopment for Rental represents carrying value of developed assets – ie. under development or finished assets– being held by the Group with the intenon to rent the assets in the foreseeable future.Development for saleDevelopment for Sale represents carrying value of developed assets – ie. under development or finished assets– being held by the Group with the intenon to sell the assets in the foreseeable future.Gross Asset Value (GAV) or Fair value of Property porolio or Property porolio valueThe sum of fair value of all real estate assets held by the Group on the basis of the consolidaon scope and realestate financial investments (being shares in real estate funds, loans to third pares acve in real estate or sharesin non-consolidated real estate companies).Gross Leasable Area (GLA)GLA is the amount of floor space available to be rented. GLA is the area for which tenants pay rent, and thus thearea that produces income for the property owner.Gross Saleable Area (GSA)GSA is the amount of floor space held by the Group with the intenon to be sold. GSA is the area of property tobe sold with a capital gain. MANAGEMENT REPORT | 54Market valueThe esmated amount determined by the Group’s external valuer in accordance with the RICS ValuaonStandards, for which a property should exchange on the date of valuaon between a willing buyer and a willingseller in an arm’s-length transacon aer proper markeng.Occupancy rateThe rao of leased premises to leasable premises.Potenal gross leasable areaPotenal Gross Leasable Area is the total amount of floor space and land area being developed which the Groupis planning to rent aer the development is complete.Potenal gross saleable areaPotenal Gross Saleable Area is the total amount of floor space and land area being developed which the Groupis planning to sell aer the development is complete. CPI FIMSociété anonyme40, rue de la Vallée, L-2661 LuxembourgRCS Luxembourg B 44.996tél : 00 352 26 47 67 1 fax : 00 352 26 47 67 67www.cpifimsa.comCPI FIM S.A.40 rue de la ValléeL-2661 LuxembourgR.C.S. Luxembourg B 44996(the “Company”)DECLARATION LETTERFINANCIAL REPORTSAS AT 31 DECEMBER 20231.1. Person responsible for the Annual Financial Report-Mr. David Greenbaum, acng as Managing Director of the Company, with professional address at 40 rue de laVallee, L-2661 Luxembourg, Grand-Duchy of Luxembourg, email: [email protected]. Declaraon by the person responsible for the Annual Financial ReportThe undersigned hereby declares that, to the best of his knowledge:-the consolidated financial statements of the Company as at 31 December 2023, prepared in accordancewith the Internaonal Financial Reporng Standards (“IFRS”) as adopted by the European Union, give a trueand fair view of the assets, liabilies, financial posion and results of the Company and its subsidiariesincluded in the consolidaon taken as a whole; and-that the Management Report as at 31 December 2023 provides a fair view of the development andperformance of the business and the posion of the Company and its subsidiaries included in theconsolidaon taken as a whole, together with a descripon of the principal risks and uncertaines they face.Approved by the Board of Directors and signed on its behalf by Mr. David Greenbaum.Luxembourg, on 28 March 2024Mr. David GreenbaumManaging Director CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 1 CPI FIM SA CONSOLIDATED FINANCIAL STATEMENTS AS AT 31 DECEMBER 2023 AND FOR THE YEAR THEN ENDED CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 2 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME The accompanying notes form an integral part of these consolidated financial statements. Year-ended Note 31 December 2023 31 December 2022 Gross rental income 5.1 35,948 34,685 Service charges and other income 5.2 14,307 11,150 Cost of service and other charges 5.2 ( 13,463 ) ( 10,449 ) Property operating expenses 5.3 ( 3,951 ) ( 3,485 ) Net service and rental income 32,841 31,901 Hotel revenue 841 597 Hotel operating expenses ( 744 ) ( 480 ) Net hotel income 97 117 Revenue from other business operations 4,142 - Related operating expenses ( 4,246 ) - Net income from other business operations ( 104 ) - Total revenues 55,238 46,432 Total direct business operating expenses ( 22,404 ) ( 14,414 ) Net business income 32,834 32,018 Net valuation gain/(loss) 5.4 ( 18,487 ) 62,674 Net gain on the disposal of investment property and subsidiaries 5.5 1,261 7,839 Amortization, depreciation and impairments 5.6 ( 1,067 ) ( 2,726 ) Administrative expenses 5.7 ( 7,638 ) ( 6,679 ) Other operating income 330 513 Other operating expenses ( 165 ) ( 554 ) Operating result 7,068 93,085 Interest income 5.9 267,760 215,972 Interest expense 5.9 ( 148,952 ) ( 125,827 ) Other net financial result 5.8 ( 29,709 ) 35,826 Net finance income 89,099 125,971 Share of profit of equity-accounted investees (net of tax) 6.3 215 1,481 Profit before income tax 96,382 220,537 Income tax expense 5.10 ( 49,949 ) ( 39,892 ) Net profit from continuing operations 46,433 180,645 Items that may or are reclassified subsequently to profit or loss Translation difference 17,533 14,888 Items that will not be reclassified subsequently to profit or loss Fair value changes of financial assets ( 7,084 ) 8,665 Cashflow hedges ( 7,827 ) - Revaluation of property, plant and equipment - ( 1,609 ) Income tax on other comprehensive income items 1,249 386 Other comprehensive income for the period, net of tax 3,871 22,330 Total comprehensive income for the year 50,304 202,975 Profit attributable to: Owners of the Company 46,433 147,240 Non-controlling interests - 33,405 Profit for the year 46,433 180,645 Total comprehensive income attributable to: Owners of the Company 50,304 169,570 Non-controlling interests - 33,405 Total comprehensive income for the year 50,304 202,975 Earnings per share Basic earnings in EUR per share 6.10 0.04 0.11 Diluted earnings in EUR per share 6.10 0.04 0.11 CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 3 CONSOLIDATED STATEMENT OF FINANCIAL POSITION The accompanying notes form an integral part of these consolidated financial statements. Note 31 December 2023 31 December 2022 Non-current assets Intangible assets 918 842 Investment property 6.1 1,589,610 1,640,110 Property, plant and equipment 6.2 2,494 2,752 Equity accounted investees 6.3 16,939 9,724 Other investments 6.4 54,571 61,655 Loans provided 6.5 4,319,000 4,568,394 Other receivables 72 76 Deferred tax asset 5.10 92,933 120,370 6,076,537 6,403,923 Current assets Inventories 6.6 50,344 402 Income tax receivables 1,466 522 Derivative instruments 1,810 13,730 Trade receivables 6.7 7,942 6,074 Loans provided 6.5 719,276 144,579 Cash and cash equivalents 6.8 83,602 104,082 Other receivables 6.9 238,917 188,058 Other non-financial assets 11,231 6,254 1,114,588 463,701 Total assets 7,191,125 6,867,624 Equity Equity attributable to owners of the Company 6.10 1,457,147 1,408,219 Share capital 13,145 13,145 Share premium 784,670 784,670 Other reserves 144,445 140,574 Retained earnings 514,887 469,830 Non-controlling interests 6.10 467 310,726 1,457,614 1,718,945 Non-current liabilities Financial debts 6.11 4,965,233 4,653,862 Deferred tax liability 5.10 164,808 149,139 Other financial liabilities 6.12 14,033 5,383 5,144,074 4,808,384 Current liabilities Financial debts 6.11 191,718 246,013 Trade payables 6.13 22,514 12,623 Income tax liabilities 437 10,063 Other financial liabilities 6.14 373,553 70,307 Other non-financial liabilities 6.15 1,215 1,289 589,437 340,295 Total equity and liabilities 7,191,125 6,867,624 CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 4 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY The accompanying notes form an integral part of these consolidated financial statements. Note Share capital Share premium Translation reserve Other reserves Retained earnings Equity attributable to owners of the Company Non- controlling interests Total equity As at 1 January 2023 6.10 13,145 784,670 31,884 108,690 469,830 1,408,219 310,726 1,718,945 Profit for the year - - - - 46,433 46,433 - 46,433 Total comprehensive income - - 17,533 ( 13,662 ) - 3,871 - 3,871 Total comprehensive income for the period - - 17,533 ( 13,662 ) 46,433 50,304 - 50,304 Acquisition of NCI 6.10 - - - - ( 1,376 ) ( 1,376 ) ( 310,259 ) ( 311,635 ) Balance as at 31 December 2023 13,145 784,670 49,417 95,028 514,887 1,457,147 467 1,457,614 Note Share capital Share premium Translation reserve Other reserves Retained earnings Equity attributable to owners of the Company Non-controlling interests Total equity As at 1 January 2022 6.10 13,145 784,670 16,996 101,248 322,590 1,238,649 277,321 1,515,970 Profit for the year - - - - 147,240 147,240 33,405 180,645 Other comprehensive income - - 14,888 7,442 - 22,330 - 22,330 Total comprehensive income for the period - - 14,888 7,442 147,240 169,570 33,405 202,975 Balance as at 31 December 2022 13,145 784,670 31,884 108,690 469,830 1,408,219 310,726 1,718,945 CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 5 CONSOLIDATED STATEMENT OF CASH FLOWS The accompanying notes form an integral part of these consolidated financial statements. Year-ended Note 31 December 2023 31 December 2022 Profit before income tax 96,382 220,537 Adjusted by: Net valuation gain 5.4, 6.1 18,487 ( 62,674 ) Net gain on the disposal of investment property 5.5 ( 60 ) ( 7,613 ) Depreciation and amortisation 5.6 1 245 Impairment/ (reversal of impairment) 5.6 1,066 2,481 Gain on the disposal of subsidiaries and investees 5.5 ( 1,201 ) ( 226 ) Net interest income ( 118,808 ) ( 90,145 ) Other net finance (income)/costs - 534 Share of profit of equity accounted investees 6.3 ( 215 ) ( 1,481 ) Unrealized exchange rate differences and other non-cash transactions 33,659 ( 35,548 ) Profit before changes in working capital and provisions 29,311 26,110 Increase in inventories ( 20,468 ) ( 47 ) Decrease/(increase) in trade and other receivables ( 57,702 ) 48,718 Increase/(decrease) in trade and other payables 11,453 24,609 Income tax paid ( 2,754 ) ( 1,242 ) Net cash from operating activities ( 40,160 ) 98,148 Acquisition of joint-ventures, net of cash acquired ( 7,000 ) ( 55 ) Purchase and expenditures on property, plant and equipment and intangible assets ( 330 ) ( 2,246 ) Purchase and expenditures on investment property 6.1 ( 43,317 ) ( 34,796 ) Proceeds from sale of investment property 5.5 346 66,050 Proceeds from disposals of subsidiaries, net of cash disposed 5.5 17,511 2,245 Loans provided 6.5 ( 755,982 ) ( 1,413,850 ) Loans repaid 6.5 533,243 205,192 Interest received 166,503 240,659 Net cash used in investing activities ( 89,026 ) ( 936,801 ) Drawdowns of loans and borrowings 6.11 504,175 1,013,055 Repayments of loans and borrowings 6.11 ( 291,606 ) ( 112,917 ) Interest paid 6.11 ( 112,728 ) ( 167,479 ) Gain from financial derivates 8,865 - Net cash from financing activities 108,706 732,659 Net decrease in cash ( 20,480 ) ( 105,994 ) Cash and cash equivalents at the beginning of the year 6.8 104,082 210,076 Cash and cash equivalents at the end of the year 83,602 104,082 CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 6 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 1 General information CPI FIM SA , société anonyme (the “Company”) and its subsidiaries (together the “Group” or “CPI FIM”), is an owner of income-generating real estate primarily in Poland and in the Czech Republic as well as of land bank and development projects intended for future rent . The Company is a subsidiary of CPI Property Group (also “CPI PG” and together with its subsidiaries as the “CPI PG Group”), which holds 97.31% of the Company shares. The Company is also involved in providing of loans and management services to other entities within the CPI PG Group. The Company is a joint stock company incorporated for an unlimited term and registered in Luxembourg. The address of its registered office is 40, rue de la Vallée, L-2661 Luxembourg, Grand Duchy of Luxembourg . The trade registry number of the Company is B 44 996. The Company´s shares registered under ISIN code LU0122624777 are listed on the regulated markets of the Luxembourg Stock Exchange and the Warsaw Stock Exchange. Description of the ownership structure As at 31 December 2023, CPI PG directly owns 97.31% of the Company shares. CPI PG is a Luxembourg joint stock company ( société anonyme), whose shares registered under ISIN code LU0251710041 are listed on the regulated market of the Frankfurt Stock Exchange in the General Standard segment. As at 31 December 2023, Radovan Vítek, the ultimate beneficial owner of the Group, indirectly owns 88.41% of CPI PG outstanding shares (89.35% voting rights). For the list of shareholders as at 31 December 2023 refer to note 6.10. Board of Directors As at 31 December 2023, the Board of Directors consists of the following directors: Mr. David Greenbaum Mr. Edward Hughes Mrs. Anita Dubost Mr. Scot Wardlaw CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 7 2Basis of preparation and significant accounting policies 2.1 Basis of preparation of consolidated financial statements (a) Basis of preparation The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union. All the figures are presented in thousands of Euros, except if explicitly indicated otherwise. The consolidated financial statements have been prepared on a going concern basis. The consolidated financial statements were authorized for issue by the Board of Directors on 28 March 2024. (b) New and amended standards and interpretations For the preparation of these consolidated financial statements, the following amended standards and interpretations are mandatory for the first time for the financial year beginning 1 January 2023. The amendments and interpretations apply for the first time in 2023, but do not have an impact on the consolidated financial statements of the Group. The Group has not early adopted any standards, interpretations or amendments that have been issued but are not yet effective. Disclosure of Accounting Policies - Amendments to IAS 1 The amendments to IAS 1 and IFRS Practice Statement 2 Making Materiality Judgements provide guidance and examples to help entities apply materiality judgements to accounting policy disclosures. The amendments aim to help entities provide accounting policy disclosures that are more useful by replacing the requirement for entities to disclose their ‘significant’ accounting policies with a requirement to disclose their ‘material’ accounting policies and adding guidance on how entities apply the concept of materiality in making decisions about accounting policy disclosures. International Tax Reform—Pillar Two Model Rules – Amendments to IAS 12 The amendments to IAS 12 have been introduced in response to the OECD’s BEPS Pillar Two rules and include: - A mandatory temporary exception to the recognition and disclosure of deferred taxes arising from the jurisdictional implementation of the Pillar Two model rules; and - Disclosure requirements for affected entities to help users of the financial statements better understand an entity’s exposure to Pillar Two income taxes arising from that legislation, particularly before its effective date. The mandatory temporary exception – the use of which is required to be disclosed – applies immediately. The remaining disclosure requirements apply for annual reporting periods beginning on or after 1 January 2023, but not for any interim periods ending on or before 31 December 2023. The amendments had no impact on the Group’s consolidated financial statements as the Group is not in scope of the Pillar Two model rules as its revenue is less that EUR 750 million/year. Definition of Accounting Estimates - Amendments to IAS 8 The amendments to IAS 8 clarify the distinction between changes in accounting estimates, changes in accounting policies and the correction of errors. They also clarify how entities use measurement techniques and inputs to develop accounting estimates. These amendments had no impact on the consolidated financial statements of the Group but may impact future periods. Deferred Tax related to Assets and Liabilities arising from a Single Transaction – Amendments to IAS 12 The amendments to IAS 12 Income Tax narrow the scope of the initial recognition exception, so that it no longer applies to transactions that give rise to equal taxable and deductible temporary differences such as leases and decommissioning liabilities. These amendments had no impact on the consolidated financial statements of the Group but may impact future periods. Standards issued but not yet effective Amendments to IFRS 16: Lease Liability in a Sale and Leaseback In September 2022, the IASB issued amendments to IFRS 16 to specify the requirements that a seller-lessee uses in measuring the lease liability arising in a sale and leaseback transaction, to ensure the seller-lessee does not recognise any amount of the gain or loss that relates to the right of use it retains. The amendments are effective for annual reporting periods beginning on or after 1 January 2024 and must applied retrospectively to sale and leaseback transactions entered into after the date of initial application of IFRS 16. Earlier application is permitted and that fact must be disclosed. The amendments are not expected to have a material impact on the Group’s financial statements. Amendments to IAS 1: Classification of Liabilities as Current or Non-current In January 2020 and October 2022, the IASB issued amendments to paragraphs 69 to 76 of IAS 1 to specify the requirements for classifying liabilities as current or non-current. The amendments clarify: - What is meant by a right to defer settlement - That a right to defer must exist at the end of the reporting period - That classification is unaffected by the likelihood that an entity will exercise its deferral right CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 8 - That only if an embedded derivative in a convertible liability is itself an equity instrument would the terms of a liability not impact its classification In addition, a requirement has been introduced to require disclosure when a liability arising from a loan agreement is classified as non- current and the entity’s right to defer settlement is contingent on compliance with future covenants within twelve months. The amendments are effective for annual reporting periods beginning on or after 1 January 2024 and must be applied retrospectively. The Group is currently assessing the impact the amendments will have on current practice and whether existing loan agreements may require renegotiation. Supplier Finance Arrangements - Amendments to IAS 7 and IFRS 7 In May 2023, the IASB issued amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures to clarify the characteristics of supplier finance arrangements and require additional disclosure of such arrangements. The disclosure requirements in the amendments are intended to assist users of financial statements in understanding the effects of supplier finance arrangements on an entity’s liabilities, cash flows and exposure to liquidity risk. The amendments will be effective for annual reporting periods beginning on or after 1 January 2024. The amendments are not expected to have a material impact on the Group’s financial statements. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 9 Basis of measurement The consolidated financial statements have been prepared on a historical cost basis except for the following material items in the consolidated statement of financial position, which are measured as indicated below at each reporting date: • Investment property – measured at fair value; • Property, plant and equipment, asset type Hotels – measured at fair value; • Biological assets – measured at fair value less cost to sell; • Derivative financial instruments – measured at fair value. (c) Basis of measurement The consolidated financial statements have been prepared on a historical cost basis except for the following material items in the consolidated statement of financial position, which are measured as indicated below at each reporting date: • Inventories at lower of cost or net realisable value; • Investment property is measured at fair value; • Derivative instruments are measured at fair value; • Non-derivative financial instruments at fair value through profit or loss are measured at fair value; (d) Functional and presentation currency These consolidated financial statements are presented in Euro (EUR), which is the Company’s functional currency. All financial information presented in EUR has been rounded to the nearest thousand, except when otherwise indicated. The functional currencies of other entities within the Group are listed in note 2.2(b). (e) Use of estimates and judgements The preparation of the consolidated financial statements in conformity with IFRS as adopted by the European Union requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses. The estimates and assumptions are based on historical experience, internal calculations and various other factors that the management believes to be reasonable under the circumstances. The actual result might differ from the estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected. Information about critical judgements in applying accounting policies that have the most significant effect on the amounts recognised in the financial statements is included in the following notes: - Note 2.2(c) – Classification of investment property - Note 2.2(l) – Service charges: Gross versus net revenue recognition. Information about assumptions and estimation uncertainties that have a significant risk of a material adjustment within the next financial year are included in the following notes: - Note 2.2(i) - Impairment test; - Note 2.3 – Determination of fair value; - Note 5.11 – Income tax expenses; - Note 7 – Financial risk management. 2.2 Significant accounting policies Except for the changes described above in note 2.1(b). New standards, the accounting policies used in preparing the consolidated financial statements are set out below. These accounting policies have been consistently applied in all material respects to all periods presented. (a) Basis of consolidation (i) Business combinations The Group uses the direct method of consolidation, under which the financial statements are translated directly into the presentation currency of the Group, EUR. Subsidiaries are fully consolidated from the date of the acquisition, being the date on which the Group obtains control, and continue to be consolidated until the date when such control ceases. All intra-group balances, transactions, unrealised gains and losses resulting from intra-group transactions and dividends are eliminated in full on consolidation. Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognised for non-controlling interests, and any previous interest held, over the net identifiable assets acquired and liabilities assumed. When the excess is negative, a bargain purchase gain is recognised immediately in profit or loss. The consideration transferred does not include amounts related to the settlement of pre-existing relationships. Such amounts generally are recognised in profit or loss. Transaction costs, other than those associated with the issue of debt or equity securities, that the Group incurs in connection with a business combination are expensed as incurred. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 10 Any contingent consideration payable is measured at fair value at the acquisition date. If the contingent consideration is classified as equity, then it is not re-measured and settlement is accounted for within the equity. Otherwise, subsequent changes in the fair value of the contingent consideration are recognised in profit or loss. The interest of non-controlling shareholders at the date of the business combination is generally recorded at the non-controlling interest’s proportionate share of the acquiree’s identifiable net assets, which are generally at fair value, unless Group management has any other indicators about the non-controlling interest fair value. Changes in the Group’s interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. (ii) Business combinations involving entities under common control Business combinations arising from transfers of interests in entities that are under the control of the shareholder that controls the Group are not in scope of IFRS 3. The assets and liabilities acquired are recognised at the carrying amounts recognised previously in the financial statements of the acquire or at deemed costs if the local standards are different from IFRS adopted by EU. Components of equity of the acquired entities are added to the corresponding equity components of the Group and any gain or loss arising is recognised in equity. (iii) Loss of control On the loss of control, the Group derecognises the assets and liabilities of the subsidiary, any non-controlling interests and the other components of equity related to the subsidiary. Any surplus or deficit arising on the loss of control is recognised in profit or loss. If the Group retains any interest in the previous subsidiary, then such interest is measured at fair value at the date that control is lost. Subsequently it is accounted for as equity accounted investee or as a debt investment at fair value through OCI depending on the level of influence retained. (iv) Equity accounted investees Associates are those entities in which the Group has significant influence, but not control or joint control, over the financial and operating policies. Significant influence is presumed to exist when the Group holds between 20 and 50 percent of the voting power of another entity. Interests in associates and joint ventures are accounted for using the equity method (equity accounted investees) and are recognised initially at cost. The cost of the investment includes transaction costs. The consolidated financial statements include the Group’s share of the profit or loss and other comprehensive income of equity accounted investees, after adjustments to align the accounting policies with those of the Group, from the date that significant influence is obtained until the date that significant influence ceases. When the Group’s share of losses exceeds its interest in an equity accounted investee, the carrying amount of the investment, including any long-term interests that form part thereof, is reduced to zero, and the recognition of further losses is discontinued except to the extent that the Group has an obligation or has made payments on behalf of the investee. Unrealised gains arising from transactions with equity accounted investees are eliminated against the investment to the extent of the Group’s interest in the investee. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment. (v) Property asset acquisition Transaction that does not represent a business combination, because the acquired entity does not constitute a business in accordance with the IFRS 3, are accounted for as an asset acquisition. (b) Foreign currency (i) Functional currencies Functional currencies of the companies in the Group are the currencies of the primary economic environment in which the entities operate, and the majority of its transactions are carried out in this currency. The Group’s consolidated financial statements are presented in EUR. The table below presents functional currencies of all Group’s subsidiaries having non EUR functional currency. Each Group’s subsidiary determines its own functional currency, and items included in the financial statements of each entity are measured using that functional currency. For the purposes of inclusion in the consolidated financial statements, the statement of financial position of entities with non-EUR functional currencies are translated to EUR at the exchange rates prevailing at the balance sheet date and the income statements are translated at the average exchange rate for each month of the relevant year. The resulting net translation difference is recorded in OCI. When a foreign operation is disposed of, the cumulative amount in the translation reserve related to that foreign operation is reclassified to profit or loss as a part of gain or loss on the disposal. Group’s entities in different countries that have non-EUR functional currency: Country Functional currency Czech Republic CZK Poland PLN CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 11 (ii)Foreign currency transactions Transactions in foreign currencies are translated to the respective functional currencies of the Group’s entities at exchange rates valid at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are retranslated to the functional currency at the exchange rate at that date. The foreign currency gain or loss on monetary items is the difference between amortised cost in the functional currency at the beginning of the period, adjusted for effective interest and payments during the period, and the amortised cost in foreign currency translated at the exchange rate at the end of the period. Non-monetary assets and liabilities denominated in foreign currencies that are measured at fair value are retranslated to the functional currency at the exchange rate at the date that the fair value was determined. Non-monetary items in a foreign currency that are measured based on historical cost are translated using the exchange rate at the date of the transaction. Foreign currency differences arising on retranslation are recognised in profit or loss, except for the differences arising on the retranslation of qualifying cash flow hedges to the extent the hedge is effective, which are recognised in OCI. The Group translates the foreign currency operations and transactions using the foreign exchange rates declared by relevant central banks. (c) Investment property and investment property under development Investment property is property held either to earn rental income or for capital appreciation or for both. Investment property is measured at cost on initial recognition and subsequently at fair value with any change therein recognised in profit or loss. Cost of investment property includes expenditure that is directly attributable to the acquisition of the investment property. The cost of self-constructed investment property includes the cost of material and direct labour, any other costs directly attributable to bringing the investment property to a working condition for their intended use and capitalised borrowing costs. External independent valuation companies, having appropriate recognised professional qualifications and recent experience in the location and category of property being valued, valued the portfolio of investment property at the year end of 2023 and 2022 respectively. Any gain or loss on disposal of an investment property (calculated as the difference between the net proceeds from disposal and the carrying amount of the item) is recognised in profit or loss. Property that is being constructed or developed for future use is measured at fair value until construction or development is completed. Any gain or loss arising on the measurement is recognised in profit or loss. The Group capitalises external borrowing costs on qualifying investment properties under development. (d) Leased assets Leases in terms of which the Group assumes substantially all the risks and rewards of ownership are classified as finance leases. On initial recognition, the leased asset is measured at an amount equal to the lower of its fair value and the present value of the minimum lease payments. Subsequent to initial recognition, the asset is accounted for in accordance with the accounting policy applicable to that asset. Lease payments are accounted for as described in accounting policy 2.2 (m). The Group recognises right-of-use assets at the commencement date of the lease. Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Unless the Group is reasonably certain to obtain ownership of the leased asset at the end of the lease term, the recognised right-of-use assets are depreciated on a straight-line basis over the shorter of its estimated useful life and the lease term. Right-of-use assets are subject to impairment. Short-term leases and leases of low-value assets: The Group applies the short-term lease recognition exemption to its short-term leases. Short term leases have a lease term of 12 months or less from the commencement date and do not contain a purchase option. It also applies the lease of low-value assets recognition exemption to leases of office equipment that are considered of low value. Lease payments on short- term leases and leases of low-value assets are recognised as expense on a straight-line basis over the lease term. The Group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. (e) Property, plant and equipment (i) Recognition and measurement Items of property, plant and equipment are measured at cost less accumulated depreciation (see below) and impairment losses (see accounting policy 2.2 (i). Other items of property, plant and equipment are measured at the lower of cost less accumulated depreciation and impairment losses. Cost includes expenditure that is directly attributable to the acquisition of the asset. The cost of self-constructed assets includes the cost of materials, direct labour and any other costs directly attributable to bringing the assets to a working condition for their intended use, capitalised borrowing costs and an appropriate proportion of production overheads. Where components of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment. Any gain or loss on disposal of an item of property, plant and equipment (calculated as the difference between the net proceeds from disposal and the carrying amount of the item) is recognised in profit or loss. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 12 (ii)Reclassification to investment property When the use of a property changes from owner-occupied to investment property, the property is reclassified to investment property and remeasured to fair value. Any gain arising on remeasurement is recognised in profit or loss to the extent that it reverses the previous impairment loss on the specific property, with any remaining gain recognised in OCI and presented in the revaluation reserve in equity. Any loss is recognised immediately in profit or loss. (iii) Subsequent costs Subsequent expenditure is capitalised only when it is probable that the future economic benefits associated with the expenditure will flow to the Group. Ongoing repairs and maintenance is expensed as incurred. (iv) Depreciation Items of property, plant and equipment are depreciated on a straight-line basis in profit or loss over the estimated useful lives of each component. Leased assets are depreciated over the shorter of the lease term and their useful lives unless it is reasonably certain that the Group will obtain ownership by the end of the lease term. Land is not depreciated. Items of property, plant and equipment are depreciated from the date that they are ready for use. The estimated useful lives for the current and comparative period are as follows: Assets 2023 2022 Property 50 - 80 years 50 - 80 years Equipment 5 - 10 years 5 - 10 years Fittings 3 - 20 years 3 - 20 years Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate. (f) Intangible assets (i) Other intangible assets Other intangible assets that are acquired by the Group and have finite useful lives, are measured at cost less accumulated amortization (see (iii) below) and accumulated impairment losses (see accounting policy 2.2 (i)). (ii) Subsequent expenditure Subsequent expenditure on intangible assets is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure is recognised in profit or loss as incurred. (iii) Amortization Except for goodwill and intangible assets with indefinite useful life, intangible assets are amortised on a straight-line basis in profit or loss over their estimated useful lives, from the date that they are available for use. Amortization methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate. (g) Inventories Inventories represent trading property and are measured at the lower of cost and net realisable value. Cost includes expenditure that is directly attributable to the acquisition of the trading property. The cost of self-constructed trading property includes the cost of material and direct labour, any other costs directly attributable to bringing the trading property to a condition for their intended use and capitalised borrowing costs. Deemed costs of trading property reclassified from existing investment property is the fair value of such property. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and selling expenses. (h) Financial instruments Initial recognition and measurement Financial assets are classified, at initial recognition: as subsequently measured at amortised cost, fair value through other comprehensive income (OCI), and fair value through profit or loss. The Group measures financial assets at amortised cost if both of the following conditions are met: - The financial asset is held within a business model with the objective to hold financial assets in order to collect contractual cash flows; and - The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 13 A debt investment is classified and measured at fair value through OCI if it meets both of the following conditions: - The financial asset is held within a business model with the objective of both holding to collect contractual cash flows and selling; and - The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. All financial assets not classified as measured at amortised cost or fair value through OCI as described above are measured at fair value through profit or loss. On initial recognition, the Group may irrevocably designate a financial asset, that otherwise meets the requirements to be classified and measured at amortised cost or at fair value through OCI, to be classified and measured at fair value through profit or loss if it eliminates or reduces an accounting mismatch that would otherwise arise. Subsequent measurement For purposes of subsequent measurement, financial assets are classified in four categories: - Financial assets at amortised cost (debt instruments) This category is the most relevant to the Group. The Group’s financial assets at amortised cost include trade receivables, and loans provided. Financial assets at amortised cost are subsequently measured using the effective interest (EIR) method and are subject to impairment. Gains and losses are recognised in profit or loss when the asset is derecognised, modified or impaired. - Financial assets at fair value through OCI (debt instruments) For debt instruments at fair value through OCI, interest income, foreign exchange revaluation and impairment losses or reversals are recognised in the statement of profit or loss and computed in the same manner as for financial assets measured at amortised cost. The remaining fair value changes are recognised in OCI. Upon derecognition, the cumulative fair value change recognised in OCI is recycled to profit or loss. - Financial assets designated at fair value through OCI (equity instruments) Gains and losses on these financial assets are never recycled to profit or loss. Dividends are recognised as other income in the statement of profit or loss when the right of payment has been established, except when the Group benefits from such proceeds as a recovery of part of the cost of the financial asset, in which case, such gains are recorded in OCI. Equity instruments designated at fair value through OCI are not subject to impairment assessment. The Group elected to classify irrevocably its non-listed equity investments under this category. Investment in an equity instrument that does not have a quoted market price in an active market and for which other methods of reasonably estimating fair value are inappropriate are carried at cost. - Financial assets at fair value through profit or loss Financial assets are classified as held for trading if they are acquired for the purpose of selling or repurchasing in the near term. Derivatives, including separated embedded derivatives, are also classified as held for trading unless they are designated as effective hedging instruments. Financial assets with cash flows that are not solely payments of principal and interest are classified and measured at fair value through profit or loss, irrespective of the business model. Financial assets at fair value through profit or loss are carried in the statement of financial position at fair value with net changes in fair value recognised in the statement of profit or loss. Derecognition A financial asset is primarily derecognised when the rights to receive cash flows from the asset have expired. A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the statement of profit or loss. (i) Non-derivative financial assets The Group initially recognises loans and receivables on the date that they are originated. All other financial assets are recognised initially on the trade date, which is the date that the Group becomes a party to the contractual provisions of the instrument. The Group derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all the risks and rewards of ownership of the financial asset are transferred. Any interest in such transferred financial assets that is created or retained by the Group is recognised as a separate asset or liability. Financial assets and liabilities are offset, and the net amount presented in the consolidated statement of financial position when, and only when, the Group has a legal right to offset the amounts and intends either to settle on a net basis or to realise the asset and settle the liability simultaneously. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 14 Loans provided Loans are financial assets with fixed or determinable payments that are not quoted in an active market. Such assets are recognised initially at fair value plus any directly attributable transaction costs. Subsequent to initial recognition, provided loans are measured at amortised cost using the effective interest method, less any impairment losses (see accounting policy 2.2(i)). Finance charges, including premiums receivable on settlement or redemption and direct issue costs, are recognised in profit or loss on an accrual basis using the effective interest method and are added to the carrying amount of the instrument to the extent that they are not settled in the period in which they arise. The Group classifies any part of long-term loans, that is due within one year from the reporting date, as current. Trade and other receivables Trade and other receivables are financial assets with fixed or determinable payments that are not quoted in an active market. Such assets are recognised initially at fair value plus any directly attributable transaction costs. Subsequent to initial recognition, receivables are measured at amortised cost using the effective interest method, less any impairment losses (see accounting policy 2.2(i)). Cash and cash equivalents Cash and cash equivalents comprise cash balances and call deposits with maturities of three months or less from the acquisition date that are subject to an insignificant risk of changes in their fair value and are used by the Group in the management of its short-term cash commitments. Bank accounts and call deposits that are repayable on demand and form an integral part of the Group’s cash management are included as a component of cash and cash equivalents for the purpose of the cash-flow statement. The Company treats cash deposited as a security in accordance with bank loan covenants as cash and cash equivalents for cash flow purposes. The cash flow statement of the Group is prepared based on the indirect method from the consolidated statement of financial position and consolidated statement of profit and loss. In 2020, the Company agreed a cash-pool contracts with related subsidiaries of CPI PG Group. The Company clasifies the provided and received cash pool balances including interests as other current receivables and other financial current liabilities, respectively. (ii) Non-derivative financial liabilities Non-derivative financial liabilities comprise loans and borrowings, bonds issued, bank overdrafts, and trade and other payables. The Group initially recognises debt securities issued and subordinated liabilities on the date that they are originated. All other financial liabilities (including financial liabilities designated as at fair value through profit or loss) are recognised initially on the trade date, which is the date that the Group becomes a party to the contractual provisions of the instrument. The Group derecognises a financial liability when its contractual obligations are discharged, cancelled or expire. The Group classifies non-derivative financial liabilities as the other financial liabilities category. Such financial liabilities are recognised initially at fair value less any directly attributable transaction costs. Subsequent to initial recognition, these financial liabilities are measured at amortised cost using the effective interest method. The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the contractual cash flows of the financial liability. Financial debts and bonds are recognised initially at fair value less any directly attributable transaction costs. Subsequent to initial recognition, financial debts and bonds are measured at amortised cost using the effective interest method. Finance charges, including premiums payable on settlement or redemption and direct issue costs, are recognised in profit or loss on an accrual basis using the effective interest method and are added to the carrying amount of the instrument to the extent that they are not settled in the period in which it arises. The Group classifies any part of long-term loans or bonds, that is due within one year from the date of the consolidated statement of financial position, as current liabilities. Bond transaction costs Bonds payable are initially recognized at the amount of the proceeds from issued bonds less any attributable transaction costs. Bond transaction costs include fees and commissions paid to agents, advisers, brokers and dealers, levies by regulatory agencies and securities exchanges. Lease liabilities At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Group and payments of penalties for terminating a lease, if the lease term reflects the Group exercising the option to terminate. In calculating the present value of lease payments, the Group uses the incremental borrowing rate at the lease commencement date if the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the in-substance fixed lease payments or a change in the assessment to purchase the underlying asset. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 15 (iii)Share capital Ordinary shares Incremental costs directly attributable to the issue of new shares and shares options, other than upon a business combination, are recognised as a deduction from equity, net of any tax effects. (i) Impairment (i) Impairment of non-derivative financial assets The Group recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the discounted cash flows that the Group expects to receive, discounted at an approximation of the original effective interest rate. ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL). For trade receivables, the Group applies a simplified approach in calculating ECLs. Therefore, the Group does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Group has established a provision matrix that is based on its historical credit loss experience. The Group considers a non-derivative financial asset in default when contractual payments are 90 days past due. However, in certain cases, the Group may also consider a financial asset to be in default when internal or external information indicates that the Group is unlikely to receive the outstanding amounts in full. A non-derivative financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows. Determination of ECLs for loans provided to related parties is based on Group’s risk assessment and estimated rating of the borrower. (ii) Impairment of non-financial assets The carrying amounts of the Group’s non-financial assets, other than investment property (see accounting policy 2.2(c)), property plant and equipment (only partially, see accounting policy 2.2(e)), inventories (see accounting policy 2.2(g)), and deferred tax assets (see accounting policy 2.2(p)), are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. An asset’s recoverable amount is the higher of an asset’s or CGU’s fair value less costs of disposal and its value in use. For the purpose of impairment testing, assets are grouped together into cash generating units (CGU’s) - the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. The Group bases its impairment calculation on detailed budgets and forecast calculations, which are prepared separately for each of the Group’s CGUs to which the individual assets are allocated. Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of CGUs are allocated first to reduce the carrying amount of any goodwill allocated to CGU (group of CGUs), and then to reduce the carrying amounts of the other assets in the CGU (group of CGUs) on a pro-rata basis. (j) Provisions Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. If the effect is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. The unwinding of the discount is recognised as finance cost. (k) Assets held for sale and disposal groups Non-current assets held for sale and disposal groups comprising assets and liabilities, are classified as held-for-sale when it is highly probable that they will be recovered primarily through sale rather than through continuing use. The following criteria must be met for an asset or disposal group to be classified as held for sale: the Group is committed to selling the asset or disposal group, the asset is available for immediate sale, an active plan of sale has commenced, the sale is expected to be completed within 12 months and the asset is being actively marketed for sale at a sales price reasonable in relation to its fair value. Such assets, or disposal groups, are measured at the lower of carrying amount and fair value less costs to sell. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 16 (l) Revenue (i) Rental revenue Rental income arising from operating leases on investment property is accounted for on a straight-line basis over the lease terms. Initial direct costs incurred in negotiating and arranging an operating lease are recognised as an expense over the lease term on the same basis as the lease income. Tenant lease incentives are recognised as a reduction of rental revenue on a straight-line basis over the term of the lease. The term of the lease is the non-cancellable period of the lease. Any further term for which the tenant has the option to continue the lease is not considered by the Group. (ii) Services rendered Revenue from services rendered is recognised in profit or loss in proportion to the stage of completion of the transaction at the reporting date. The stage of completion is assessed by reference to surveys of work performed. (iii) Service charges and other income Income arising from expenses recharged to tenants is recognized in the period in which the compensation becomes receivable. Service and management charges and other such receipts are included in net rental income gross of the related costs. T he Group determined that it does control the services before they are transferred to tenants and therefore that the Group acts rather as a principal in these arrangements. (iv) Sale of investment property and trading property, investment in subsidiaries and equity-accounted investees Revenue from the sale of investment and trading property, investments in subsidiaries and equity-accounted investees is recognised in profit or loss by the Group at point of time when the control over the property is transferred to a customer, usually on the date on which the application is submitted to the Land Registry for transfer of legal ownership title. The property must be completed, and the apartments are ready for sale, including the necessary regulatory permissions. The timing of the transfer of risks and rewards varies depending on the individual terms of the sale arrangement. (m) Expenses Operating expenses are expensed as incurred. Expenditures that relate to multiple accounting periods are deferred and recognised over those accounting periods irrespective of the timing of the consideration given or liability incurred. (n) Interest income, interest expense and other net financial result Interest income comprises interest income on funds invested, such as bank interest, interest on provided loans, interest on bonds purchased and interest on non-current receivables. Interest expense comprises interest expense on loans and borrowings, on leases, on bonds issued and interest charges related to leases. Interest income and expense is recognised as it accrues in profit or loss, using the effective interest method. Other net financial result comprises dividend income, gains on disposal of debt investments at fair value through OCI, gains on derivative instruments that are recognised in profit or loss and reclassifications of amounts (losses) previously recognised in OCI, bank charges, losses on disposal of debt investments at fair value through OCI, losses on derivative instruments that are recognised in profit or loss and reclassifications of amounts (gains) previously recognised in OCI and foreign currency gains and losses that are reported on a net basis as either finance income or finance costs depending on whether foreign currency movements result in a net gain or net loss position. Borrowing costs that are not directly attributable to the acquisition or construction of a qualifying asset are recognised in profit or loss using the effective interest method. Dividend income is recognised in profit or loss on the date that the Group’s right to receive payment is established. (o) Current income tax Current income tax assets and liabilities recognised are the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted at the reporting date in the country where the Group operates and generates taxable income. The estimated current income tax expense is calculated using the accounting profit for the period and an estimate of non-deductible expenses of each entity of the Group and the corresponding income tax rate applicable to the given country and accounting period. Current and deferred income tax is recognised in profit or loss except to the extent that it relates to a business combination, or items recognised directly in equity or in OCI. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 17 (p) Deferred tax Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognised for: - temporary differences on the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss (asset acquisition); - temporary differences related to investments in subsidiaries and jointly controlled entities to the extent that the Group is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future; and - taxable temporary differences arising on the initial recognition of goodwill. Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, using tax rates enacted or substantially enacted at the reporting date. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised simultaneously. A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised. (q) Earnings per share The Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive potential ordinary shares. (r) Entity wide disclosures The Group has applied the criteria of IFRS 8, ‘Operating Segments’ to determine the number and type of operating segments. From second half of 2018, the Group reports as a single operating segment entity. Previously, the Group reported the three operating segments: Income generating rental properties, Land bank and Development. The entity wide disclosures are determined based on the nature of the business and how the business is managed by the Board of Directors, the Group’s chief operating decision maker and reflect the internal reporting structure. Reasons supporting the change of operating segments in 2018 are: - The chief operating decision maker no longer focuses on the differentiation based on the asset types but reviews and manages the business as a whole. - Income generating rental properties, land bank and development, previously reported as individual operating segments, became less significant business considering the Group’s financing function. As required by IFRS 8, the Group provides information on the business activities in which, the Group engages including split of revenue and investment property per asset portfolio. (s) Key management personnel The Group discloses the total remuneration of key management personnel as required by IAS 24 – Related party disclosures. The Group includes within key management personnel all individuals (and their family members, if applicable) who have authority and responsibility for planning, directing and controlling the activities of the Group. Key management personnel include all members of the Management Board and the senior executives of the Group. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 18 2.3 Determination of fair value Investment properties are stated at fair value as at 31 December 2023 and 2022 based on external valuations performed by professionally qualified valuers. The Group’s property portfolio in the Czech Republic is valued by Jones Lang LaSalle, CBRE and RSM, in Poland by Knight Frank. The residential portfolio in France is valued by Savills and two Italian properties are valued by Colliers. One asset in Poland was valued internally. Independent valuations are reviewed by the Group’s management and represent a basis for the management’s estimate of the investment properties’ fair value. Those estimates considered the results of current and prior external valuations, information from comparable selling and purchase transactions, the deferred tax impact and current market conditions. Valuations reflect, where appropriate, the type of tenants in occupation or responsible for meeting the lease commitments and the market’s general perception of their creditworthiness ; the allocation of maintenance and insurance responsibilities between lessor and lessee; and the remaining economic life of the property. The following valuation methods of investment property were used: The real estate market in Central and Eastern Europe is considered small and transactions with real estate portfolios of the size similar to that of the Group’s portfolio are rare. Global volatility of the financial system is reflected also in local residential and commercial real estate markets. Therefore, in arriving at the estimates of market values of investment property as at 31 December 2022 and 31 December 2021, the reliance placed on comparable historical transactions was limited. Due to the need to use the market knowledge and professional judgements of the valuers to a greater extent, there was higher degree of uncertainty than which would exist in a more developed and active market. (i) Office, Industry and Logistics Office, logistics and industry properties have been valued using predominantly income capitalization and discounted cash flow valuation techniques. Income capitalization method is based on the capitalization of the net annual income the property generates or is potentially able to generate. On lease expiry, future income flows have been capitalized into perpetuity at the estimated rental value, taking into account expiry voids and rent free periods. The net income is the total rental income reduced by the costs the landlord cannot cover from the tenants. The capitalisation yield (equivalent yield) is determined by the market transactions achieved at the sale of the property or similar properties in the market between the willing buyer and the willing seller in the arm´s length transaction. A yield reflects the risks inherent in the net cash flows applicable to the net annual rentals to arrive at the property valuation. The sales comparison valuation technique has been used for smaller special retail assets in Czech Republic. (ii) Land and vacant buildings Land and vacant buildings have been valued using the direct comparison method to arrive at the value of the property in its existing state. Comparison was performed with other similarly located and zoned plots of land/buildings that are currently on the market. This valuation method is most useful when several similar properties have recently been sold or are currently for sale in the subject property market. Using this approach a value indication by comparing the subject property to prices of similar properties is produced. The sale prices of the properties that are judged to be most comparable tend to indicate a range in which the value indication for the subject property will fall. The valuer estimated the degree of similarity or difference between the subject property and the comparable sales by considering various elements of comparison. Percentage adjustments were then applied to the sale prices of the comparables because the prices of these properties are known, while the value of the subject property is not. (iii) Investment property under development / developments The valuer used the Residual Value Approach for the valuation of the investment property under development. In order to assess the market value of the sites, the valuer undertook a development appraisal to assess the potential value (Gross Development Value) of the fully completed and leased development as currently proposed, and deducted hard costs, soft costs, financing costs and a developer’s expected required profit (which reflects the required level of return to a developer and the risk of undertaking the project). In assessing the Gross Development Value, the valuator adopted a market approach by estimating the market rental values for the accommodation being developed, and the appropriate capitalisation rate which a potential investor would require, to arrive at the Market Value of the completed and leased building. For sensitivity analysis on changes in assumptions of Investment property valuation refer to note 7.5. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 19 3 The Group structure CPI FIM SA is the Group’s ultimate parent company. As at 31 December 2023, the Group comprises its parent company and 44 subsidiaries (42 subsidiaries as at 31 December 2022) controlled by the parent company and two joint ventures. For list of subsidiaries refer to Appendix I. 3.1 Changes in the Group structure In 202 3 , the Group acquired or founded the following subsidiaries: Entity Change Group’s share Date CPI FIM WHITE, a.s. Acquisition 100.00% 21 March 2023 CPI FIM GOLD, a.s. Acquisition 100.00% 21 March 2023 BD Malostranská, a.s. Demerger 100.00% 1 July 2023 In 2023, the Group disposed or liquidated the following subsidiaries: Entity Change Group’s share Date CD Property, s.r.o. Disposal 100.00% 21 April 2023 In 2023, the Group sold its subsidiary CD Property to S IMMO for EUR 11.7 million. In 202 2 , the Group acquired or founded the following subsidiaries Entity Change Group’s share Date Rezidence Kunratice, s.r.o. Demerger 100.00% 1 July 2022 CPI Park Plzeň, s.r.o. Demerger 100.00% 1 October 2022 CPI Park Chabařovice, s.r.o. Demerger 100.00% 1 December 2022 CPI Podhorský Park, s.r.o. Demerger 100.00% 1 December 2022 In 2022, the Group disposed or liquidated the following subsidiaries: Entity Change Group’s share Date SCP Reflets Disposal 99.90% 10 March 2022 PAC Italy 130 SPV S.r.l. Disposal 100.00% 30 June 2022 In 2022, the Group sold its subsidiary SCP Reflets for EUR 1 to its parent company CPI Property Group and PAC Italy 130 SPV for EUR 2.2 million to third party. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 20 4Entity-wide disclosures The management of the Group reviews financial information that is principally the same as that based on the accounting policies described in note 2.2. For all asset types, discrete financial information is provided to the Board of Directors, which is the chief operating decision maker, on an individual entity basis. The group is engaged primarily in financing of CPI PG group; the Group’s other business activities consist of: - rendering of advisory and other services to CPI PG group; - investing in land bank and development portfolio in the Czech Republic; - managing of office portfolio in Poland; - operating of hotel resort in Italy; and - managing of residential portfolio in France. 4.1 Financing Interest income by countries 2023 2022 Amount In % Amount In % Poland 626 - 1 - Luxembourg 264,430 99% 212,469 98% Czech Republic 260 - 2 - Italy 2,444 1% 3,500 2% Total 267,760 100% 215,972 100% Loans provided by country of the creditor 31 December 2023 31 December 2022 Amount In % Amount In % Luxembourg 4,319,000 86% 4,568,394 97% Non-current loans provided 4,319,000 86% 4,568,394 97% Luxembourg 719,276 14% 144,579 3% Current loans provided 719,276 14% 144,579 3% Total 5,038,276 100% 4,712,973 100% 4.2 Other business activities Revenues by countries 2023 2022 Amount In % Amount In % Czech Republic 2,574 5% 2,983 6% - Land bank 1,879 4% 1,356 3% - Office 575 1% 1,433 3% - Retail 120 - 194 - Luxembourg - R endering of services 5,378 10% 946 2% Poland - Office 46,420 84% 41,846 91% France - Residential - - 20 - Italy – Hospitality 866 1% 598 1% Monaco – Residential - - 39 - Total 55,238 100% 46,432 100% Investment property by countries 31 December 2023 31 December 2022 Amount In % Amount In % Czech Republic 970,897 61% 970,070 59% - Land bank 951,971 60% 930,083 57% - Office 4,700 - 25,145 1% - Development 12,134 1% 12,565 1% - Retail 2,092 - 2,277 - Poland 543,163 34% 591,990 36% - Office 542,780 34% 591,635 36% - Land bank 383 - 355 - Other – residential 50,600 3% 52,100 3% Other – hospitality 24,950 2% 25,950 2% Total 1,589,610 100% 1,640,110 100% CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 21 5 Consolidated statement of comprehensive income 5.1 Gross rental income 2023 2022 Gross rental income 35,948 34,685 5.2 Net service charge and other income 2023 2022 Service revenue 1,176 1,006 Service charge income 13,131 10,135 Revenues from sales of utilities - 9 Service charges and other income 14,307 11,150 Cost of service charges (13,463) (10,449) Cost of utilities - - Cost of service and other charges (13,463) (10,449) Total net service charge income 844 701 In 2023, the service charges increased mainly due to increase of net service charges generated mainly by Polish offices. 5.3 Property operating expenses 2023 2022 Building maintenance (2,604) (1,926) Real estate tax (540) (457) Letting fee, other fees paid to real estate agents (332) (245) Facility management and other property related services (475) (857) Total (3,951) (3,48 5 ) The operating expenses arising from investment property that generate rental income in 2023 amounted to EUR 3.6 million (EUR 3.4 million in 2022). The operating expenses arising from investment property that did not generate rental income in 2023 amounted to EUR 0.4 million (EUR 0.1 million in 2022). 5.4 Net valuation gain/(loss) 2023 2022 Valuation gain 44,834 107,267 Valuation loss (63,321) (44,593) Total (18,487) 62,674 In 2023 and 2022, the valuation gain primarily relates to the Group’s portfolio located in the Czech Republic (EUR 43.8 million and EUR 106.6 million, respectively). Valuation loss incurred in 2023 primarily relates to Polish office portfolio (EUR 58.7 million). For the assumptions, the independent valuers used in the property valuations as at 31 December 2023 and 2022, refer to note 7.5. 5.5 Net gain on the disposal of investment property and subsidiaries 2023 2022 Proceeds from the disposal of investment property 346 66,567 Carrying value of investment property disposed of and related cost (286) (58,954) Net gain on the disposal of investment property 60 7,613 Proceeds from the disposal of subsidiaries 17,511 2,245 Carrying value of subsidiaries disposed of (16,310) (2,019) Net gain on the disposal of subsidiaries 1,201 226 Total 1,261 7,839 In 2023, the proceeds from disposal of investment property and subsidiaries and the related carrying value was primarily related to one land bank in Prague of EUR 0.3 million. In 2023, the Group disposed its subsidiary CD Property with carrying value of EUR 16.3 million to SIMMO. In 2022, the proceeds from disposal of investment property and subsidiaries and the related carrying value was primarily related to one land bank in Prague of EUR 63.0 million and sale of subsidiary PAC Italy 130 SPV of EUR 2.2 million. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 22 The following table summarizes disposal effects of subsidiaries sold: 2023 Investment property 24,545 Intangible fixed assets 13 Deferred tax assets 213 Trade receivables 560 Other non-financial current assets 261 Cash and cash equivalents 190 Total disposed assets 25,782 Financial debts non-current (9,217) Financial debts current (215) Trade payables (308) Other financial current liabilities (223) Other non-financial current liabilities ( 9 ) Total disposed liabilities (9,972) Carrying value of subsidiaries disposed of 15,810 5.6 Amortization, depreciation and impairments 2023 2022 Depreciation and amortization (389) (2,481) (Impairment)/reversal of impairment of assets (678) (245) Total (1,067) (2,726) 5.7 Administrative expenses 2023 2022 Advisory and tax services (5,383) (4,053) Audit services (154) (211) Personnel expenses (751) (805) Legal services (356) (419) Other administrative expenses (994) (1,191) Total (7,638) (6,679) In 2023 and 2022, the advisory expenses also include the management services received from related parties in amount of EUR 0.1 million and EUR 0.8 million, respectively. In 2023 and 2022, the audit, tax and advisory expenses also include the cost of services provided by the Group’s auditor of EUR 0.2 million and 0.2 million in 2022, respectively. Personnel administrative expenses As at 31 December 2023 and 2022, the Group had 7 and 14 employees, respectively. 5.8 Other net financial result 2023 2022 Net foreign exchange gain/(loss) on investment property (37,771) 4,269 Other net foreign exchange gain (7,100) 4,500 Other net financial result 16,094 27,877 Bank charges (932) (820) Total (29,709) 35,826 In 2023 the other net financial result mainly represents loss on foreign exchange on investment property related to Polish offices of EUR 44.1 million, partly eliminated by EUR 6.3 million of the foreign exchange gain on investment property related to Czech Republic land banks. The other net foreign exchange gains and losses in 2023 and 2022 were driven by retranslation of loans provided to related parties in foreign currencies. 5.9 Interest income and expense Interest income on loans and receivables relates primarily to loans provided to related parties (see note 6.5 and 10). Interest expense relates primarily to loans received from related parties, (see note 6.11 and 10). 2023 2022 Wages and salaries (628) (666) Social and health security contributions (116) (132) Other social expenses (7) (7) Total (751) (805) CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 23 5.10Income tax expense Tax recognized in profit or loss 2023 2022 Current income tax expense (718) (10,574) Adjustment for prior year 28 36 Income tax expense (690) (10,538) Temporary differences (22,605) (14,642) Utilization of tax losses carried forward (26,654) (14,712) Deferred income tax expense (49,259) (29,354) Total (49,949) (39,892) In 20 23 and 2022, based on the assessment of its recoverability, the Group partially released deferred tax asset of EUR 26.7 million and EUR 14.7 million, respectively. Reconciliation of effective tax rate 2023 2022 Profit for the period 46,433 180,645 Total income tax recognised in profit or loss 49,949 39,892 Profit before tax 96,382 220,537 Current income tax rate 24.94% 24.94% Income tax expense using the domestic corporate income tax rate (24,038) (55,002) Change in income tax rates (18,377) - Effect of tax rates in foreign jurisdictions 3,500 5,063 Non-deductible expense (12,460) (18,108) Tax exempt income 1,426 9,570 Change in unrecognized deferred tax asset from tax losses carried forward - 18,905 Other effects - (320) Income tax expense (49,949) (39,892) The main tax rules imposed on the Group companies Luxembourg: The effective tax rate is 24.94% considering the combined corporate income tax rate, solidarity surtax of 7% on the corporate income tax rate and municipal business tax rate of 6.75%. Tax losses incurred until 2017 may be carried forward indefinitely, while losses incurred as from 2017 should be limited to 17 years. Czech Republic: The corporate income tax rate is 19%, from 2024 increasing to 21%. Tax losses can be carried forward for 5 years. Losses may not be carried forward on a substantial (approximately 25%) change in the ownership of a company unless certain conditions are met. Poland: The corporate income tax rate is 19%. Tax losses 2017-2018 may be carried forward for 5 years but the loss utilization in each year is capped at the 50% of the tax loss. The losses incurred during 2019-2022 can be utilized: a) in the next five consecutive tax years, provided that the amount of the utilization in any of these years may not exceed 50% of the amount of this loss, or b) in one of the next five subsequent tax years by an amount not exceeding PLN 5,000,000, the undetermined amount is subject to settlement in the remaining years of this five- year period, provided that the amount of reduction in any of these years may not exceed 50% of the amount of this loss. Italy: The corporate income tax (“IRES”) rate is 24% plus the regional tax on productive activities (“IRAP”) of 4.82% is applicable in Rome where the business of the Group is situated. (The standard IRAP rate is 3.9% but Italian regions may increase or decrease the standard rate by up to 0.92%.) For IRES purposes, tax losses may be carried forward indefinitely. However, tax losses may be offset only up to 80% of taxable income in each year (the “minimum tax” rule). Tax losses incurred during the first 3 years of new activity may be used to fully offset corporate taxable income. Utilization of the tax losses carried forward is limited upon business reorganizations and a change of control. For IRAP purposes, tax losses may not be carried forward. France: Corporate income tax rate is 25% on taxable income. Tax losses may be carried forward indefinitely but may be utilized against profit up to EUR 1 million and 50% on the excess. Recognized deferred tax asset and liability Asset Liability Net 31 December 2023 31 December 2022 31 December 2023 31 December 2022 31 December 2023 31 December 2022 Investment property 32 84 (158,947) (150,856) (158,915) (150,772) Property, plant and equipment - - (43) (4) (43) (4) Tax losses carried-forward 88,627 116,838 - - 88,627 116,838 Other 4,017 5,314 (5,561) (145) (1,544) 5,169 Gross deferred tax asset/(liability) 92,676 122,236 (164,551) (151,005) (71,875) (28,769) Deferred tax offset by subsidiaries 257 (1,866) (257) 1,866 - - Net deferred tax asset/(liability) 92,933 120,370 (164,808) (149,139) (71,875) (28,769) As at 31 December 2023 and 2022, the Group recognized the deferred tax asset from tax losses carried forward in total amount of EUR 88.6 million and EUR 116.8 million, respectively. As these tax losses relate primarily to the Luxembourg entities (EUR 88.3 million and EUR 115.0 million as at 31 December 2023 and 2022, respectively) and were generated before 2017, they can be carried forward indefinitely. Recognition of the deferred tax asset is based on the future taxable profits that are expected to be generated in next 10 years. The expected profits reflect a strategy of CPI PG in which, the Group renders the financial services to CPI PG’s subsidiaries. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 24 Unrecognised deferred tax asset 31 December 2023 31 December 2022 Tax losses carried-forward 4,479 4,370 * Unrecognized deferred tax asset from tax losses carried-forward due to uncertainty of its realization. Expiry of unrecognized tax losses Less than 1 year 1 to 3 years 3 to 5 years More than 5 years Total As at 31 December 2023 2,220 9,781 8,635 3,678 24,314 As at 31 December 2022 2,025 9,525 10,650 8,091 30,291 Movement in deferred tax 2023 2022 As at 1 January (28,769) 3,055 Recognized in profit or loss (49,259) (29,354) Recognized in other comprehensive income 1,249 386 Disposal of subsidiaries 1,190 - Translation reserve 3,714 (2,856) As at 31 December (71,875) (28,769) CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 25 6 Consolidated statement of financial position 6.1 Investment property Office Land bank Development Retail Hospitality Residential Industry and logistics Total As at 1 January 2022 640,465 811,648 - 1,617 - 60,700 - 1,514,430 Development costs and other additions 3,463 21,805 30 - 5,733 3,765 - 34,796 Transfers within investment property - (11,462) 11,462 - - - - - Transfers from property, plant and equipment - - - - 19,518 - - 19,518 Disposals - (3,713) - - - (8,600) - (12,313) Valuation gain/loss (27,858) 92,284 705 609 699 (3,765) - 62,674 Net foreign exchange loss 10,974 (6,705) - - - - - 4,269 Translation differences (10,264) 26,581 368 51 - - - 16,736 As at 31 December 2022 616,780 930,438 12,565 2,277 25,950 52,100 - 1,640,110 Development costs and other additions 15,396 27,082 3 - 78 758 - 43,317 Transfers to inventories - (29,474) - - - - - (29,474) Disposals (24,547) (296) - - - - - (24,843) Valuation gain/loss (57,625) 42,689 (128) (87) (1,078) (2,258) - (18,487) Net foreign exchange loss (44,062) 6,283 - - - - - (37,779) Translation differences 41,538 (24,368) (306) (98) - - - 16,766 As at 31 December 2023 547,480 952,354 12,134 2,092 24,950 50,600 - 1,589,610 Development costs and other additions In 20 23 , the development costs primarily related to land bank in Brno and Poland offices of EUR 14.7 million and EUR 10.7 million, respectively. In 20 22 , the development costs primarily related Czech investment property portfolio of EUR 22.4 million and Italian portfolio in total amount of EUR 9.5 million. Transfers to inventories In 2023, the Group transferred land bank in Prague of EUR 29.5 million from investment property to inventories due to change in its use. Transfers from property, plant and equipment In 2022, the Group transferred one hotel resort in Italy of EUR 19.5 million (see note 6.2) from property, plant and equipment to investment property. Disposals In 2023, the Group disposed one office property of EUR 24 .6 million . Net valuation gain/ loss In 2023, the valuation loss related primaritly to Polish portfolio (EUR 57.6 million), the loss was partly offset by valuation gains recognized by the Group’s Czech land bank portfolio (EUR 43.9 million, primarily related to development projects Bubny Development of EUR 14.9 million, Nová Zbrojovka of EUR 8.6 million and CPI Podhorsk ý Park of EUR 5.2 million). In 2022, the valuation gain related primarily to the Group’s Czech land bank portfolio in total amount of EUR 105.8 million, primarily related to future development projects Bubny Development of EUR 26.8 million, Nová Zbrojovka of EUR 14.7 million, MQM Czech of EUR 13.4 million and CPI – Land Development EUR 10.7 million. On the other hand, the Group recognized valuation loss mainly from Polish portfolio of EUR 25.1 million and one Czech land bank of EUR 12.8 million. Translation differences Translation differences related to investment property arise in connection with translation of amounts of subsidiaries with different functional currency than EUR. Reconciliation between the values obtained from the external valuers and the reported values 31 December 2023 21 December 2022 Market value as estimated by the external valuer (refer to note 7.5) 1,574,675 1,637,333 Add: leased assets and other 14,935 2,777 As at 31 December 1,589,610 1,640,110 CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 26 6.2Property, plant and equipment 2023 2022 Other Total Owner occupied buildings Other Total Cost As at 1 January 3,033 3,033 20,773 2,079 22,852 Transfer to investment property - - (19,164) (977) (20,141) Development costs and other additions 145 145 - 1,926 1,926 Translation differences (7) (7) - 5 5 Valuation gain/(loss) through OCI - - (1,609) - (1,609) As at 31 December 3,171 3,171 - 3,033 3,033 Accumulated depreciation and impairment losses As at 1 January (281) (281) (623) (36) (659) Depreciation (396) (396) - (245) (245) Transfer to investment property - - 623 - 623 As at 31 December (677) (677) - (281) (281) Carrying amounts As at 1 January 2,752 2,752 20,150 2,043 22,193 At 31 December 2,494 2,494 - 2,752 2,752 Transfer to investment property In 2022, one hotel building in Italy was reclassified to investment property in the amount of EUR 19.2 million. 6.3 Equity accounted investees As at 31 December 2023, the equity accounted investment in the amount of EUR 16.9 million (EUR 9.7 million as at 31 December 2022) represents investment in Uniborc S.A. Uniborc S.A. is a joint venture constituted in 2013 with Rodamco with aim to develop a shopping center in the Bubny area in Prague, the Czech Republic. The Group’s shareholding is 35%. 2023 2022 As at 1 January 9,724 8,190 Share of profit 215 1,481 Capital increase 7,000 - Other - 53 As at 31 December 16,939 9 ,724 Condensed statement of comprehensive income of Uniborc S.A. 2023 2022 Net valuation gain on investment property 3,846 8,436 Administrative expenses 170 (105) Operating result 4,016 8,331 Interest expenses (2,499) (2,477) Profit before taxes 1,517 5,854 Income taxes (913) (1,620) Profit for the period 604 4,234 Condensed statement of financial position of Uniborc S.A. 31 December 2023 31 December 2022 Investment property 87,738 83,347 Cash and cash equivalents 294 136 Total assets 88,032 83,483 Non-current financial liabilities (24,710) (41,454) Deferred tax liabilities (14,701) (13,817) Curent financial liabilities (167) (393) Other current liabilities (57) (36) Total liabilities (39,635) (55,700) Net assets 48,397 27,783 CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 27 6.4Other investments As at 31 December 2023 the Group holds 67,000,000 shares in CPI PG, which represents 0.75% of the CPI PG’s shareholding and is valued at EUR 54.6 million (EUR 61.7 million as at 31 December 2022). The valuation of CPI PG shares held by the Group as at 31 December 2023 and 2022 is based on an alternative valuation model because of not an active market. The management determined the use of EPRA NAV per share (net asset value per share determined based on the methodology of European Public Real Estate Association) of CPI PG as the most representative valuation model primarily due to: - EPRA NAV is a globally recognized measure of fair value; - EPRA NAV takes into consideration the fair value of the net assets of a company, applying known aspects of the company’s business model. For the valuation of the CPI PG shares held as at 31 December 2023 and 2022, EPRA NAV per CPI PG share as at 31 December 2023 and 2022 was used. CPI PG’s EPRA NAV per share EUR 0.81 as at 31 December 2023 (EUR 0.92 as at 31 December 2022) differs from the price at the stock-exchange EUR 0.93 as at 31 December 2023 (EUR 0.91 as at 31 December 2022). The change in the value of CPI PG shares is recognized in other comprehensive income by the Group. The detailed calculation of CPI PG’s EPRA NAV per share is presented in the CPI PG’s annual report. The Group adjusted the number of shares used in the calculation for the amount of shares owned by the Group as at 31 December 2023 and 2022. As at 31 December 2023, the EPRA NAV per share of EUR 0.83 (EUR 0.93 as at 31 December 2022) disclosed by CPI PG therefore differs from value used by the Group to value the CPI PG‘s shares owned. 6.5 Loans provided 31 December 2023 31 December 2022 Loans provided - related parties and joint ventures 4,333,679 4,583,073 Impairment to non-current loans provided to related parties (14,679) (14,679) Total non-current loans provided 4,319,000 4,568,394 Loans provided - related parties and joint ventures 719,276 144,579 Total current loans provided 719,276 144,579 Loans provided increased in 2023 due to new drawing of existing loans provided to related parties. These loans bear interest rate between 0.48% - 15.14% p.a. (determined based on the Group ’ s risk assessment) and mature from 2024 to 2030. See note 10 for more information. Loans provided to joint venture include loan principal and the interest granted to Uniborc S.A. (see note 6.3) in the amount of EUR 8.7 million and EUR 14.6 million as at 31 December 2023 and 2022. The joint venture is primarily financed through a loan by both partners in the same proportion as their respective shareholdings. The loan is repayable in 2023. In 2023, the Group received repayment of loans provided of EUR 533.2 million (EUR 205.2 million in 2022) and provided loans of EUR 756.0 million (EUR 1,413.9 million 2022). 6.6 Inventories As of 31 December 2023, inventories increased due to Polygon of EUR 48.7 million. 6.7 Trade receivables 31 December 2023 31 December 2022 Trade receivables due from related parties 3,984 1,053 Trade receivables due from third parties 5,538 5,847 Impairment - trade receivables due from other parties (1,580) (826) Total 7,942 6,074 6.8 Cash and cash equivalents 31 December 2023 31 December 2022 Bank balances 83,600 10 4 ,080 Cash on hand 2 2 Total 83,602 104,082 6.9 Other current receivables 31 December 2023 31 December 2022 Cash pool receivables due from related parties 50 , 9 30 56,982 Other receivables due from related parties 153,444 98,026 Other receivables due from third parties 34,561 34,952 Impairment – other receivables due from other parties (18) (1,902) Total 238,917 188,058 The Company has agreed a cash-pool contracts with related subsidiaries of CPI PG Group (refer to note 2.2). As at 31 December 2023, other current receivables related to cash pool amounted to EUR 50.9 million (EUR 57.0 million as at 31 December 2022). The company has receivables from assignment in total amount of EUR 67.7 million as at 31 December 2023. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 28 6.10 Equity As of 31 December 2023, the share capital of the Company amounts to EUR 13,145 thousand and is represented by 1,314,507,629 ordinary fully paid shares with a nominal value of EUR 0.01 each. The following table sets out information regarding the ownership of the Company ’ s shares as at 31 December 2023 and 2022, respectivelly: Shareholder Number of shares Share held CPI PROPERTY GROUP S.A. 1,279,198,976 97.31% Others 35,308,653 2.69% As at 31 December 2023 and 2022 1,314,507,629 100.00% Mandatory takeover bid over Company shares On 8 June 2016 the Company’s fully owned subsidiary Nukasso Holdings Limited directly and indirectly acquired approximately 97.31% of shares in CPI FIM. As a consequence, Nukasso Holdings Limited became obliged to launch a mandatory takeover bid to purchase any and all of the ordinary shares of CPI FIM (the “Mandatory Takeover Offer”). On 22 August 2016, the Czech Office for the Protection of Competition granted the merger clearance for the acquisition of CPI FIM by the Group, whereas its decision became final and binding on 23 August 2016. On 8 December 2017 the CSSF published press releases in which it stated, inter alia, that it has decided not to approve the offer document in the Mandatory Takeover Offer as a consequence of the existence of an undisclosed concert action with respect to CPI FIM. On 15 March 2018 the CSSF published a press release informing that the decisions detailed in the above-mentioned CSSF press releases of 8 December 2017 have been challenged before the Luxembourg administrative courts. As of the date of this report, the Company has not received any formal decision in relation to the Mandatory Takeover Offer. Earnings per share 31 December 2023 31 December 2022 Weighted average outstanding shares for the purpose of calculating the basic EPS 1,314,507,629 1,314,507,629 Weighted average outstanding shares for the purpose of calculating the diluted EPS 1,314,507,629 1,314,507,629 Net profit attributable to owners of the parent 46,433 147,240 Net profit attributable to owners of the parent after assumed conversions/exercises 46,433 147,240 Total Basic earnings in EUR per share 0.04 0.11 Diluted earnings in EUR per share 0.04 0.11 Basic earnings per share (EPS) are calculated by dividing the profit attributable to the Group by the weighted average number of ordinary shares in issue during the period, excluding ordinary shares purchased by the Group and held as treasury shares. Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. The warrants issued by the Company were not taken into account in the diluted EPS calculation. Non-controlling interests (NCI) In 2023, the Group acquired non-controlling 80% interest in its Czech subsidiaries Bubny Development, STRM Alfa, MQM Czech, Polygon BC (all with registered office at Vladislavova 1390/17, Prague 1, 110 00) and Vysočany Office (registered office at Pohořelec 112/24, Prague 1, 118 00) from the related company GSG Europa for EUR 311.6 million of which EUR 1.3 million (representing a difference between carrying value of related non-controlling interest and the purchase price) was recognized against retained earnings. Non controlling interests as at 31 December 2022 Bubny Development STRM Alfa MQM Czech Polygon BC Vysočany Office Total Land bank Land bank Land bank Land bank Land bank Group’s interest 20% 20% 20% 20% 20% - NCI – at the beginning of the year 143,789 48,088 16,321 63,038 6,085 277,321 NCI – profit for the period 11,435 7,339 8,631 5,559 441 33,405 Consensed financial information Non-current assets 276,902 23,131 38,480 111,842 12,565 462,920 Current assets 26 63,399 407 96 6 63,934 Total assets 276,928 86,530 38,887 111,938 12,571 526,854 Equity attributable to owners 194,028 69,285 31,189 85,748 8,157 388,407 Non-current liabilities and other 82,900 17,245 7,69 8 26,190 4,414 138,447 Total equity and liabilities 276,928 86,530 38,887 111,938 12,571 526,854 Profit for the year 14,294 9,174 10,788 6,949 551 41,756 Net increase/(decrease) in cash and cash equivalents - (13) - - - (13) CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 29 6.11Financial debts 31 December 2023 31 December 2022 Loans from related parties 4,633,435 4,628,903 Bank loans 327,027 20,525 Lease liabilities 4,771 4,434 Total non-current financial debts 4,965,233 4,653,862 Loans from related parties 183,368 245,749 Bank loans 8,098 30 Lease liabilities 252 234 Total current financial debts 191,718 246,013 As at 31 December 2023 and 20 22 , the balance of the loans received from the Group ’s parent company CPI PG was EUR 4,018.2 million and EUR 4,068.1 million, respectively. The loans from CPI PG bear interest rates between 0.65% - 6.12% p.a (0.65% - 5.90% in 2022). Maturity of financial debts As at 31 December 2023 Less than one year 1 to 5 years More than 5 years Total Loans from related parties 183,368 1,970,568 2,662,867 4,816,803 Bank loans 8,098 306,494 20,533 335,125 Lease liabilities 252 4,771 - 5,023 Total 191,718 2,281,833 2,683,400 5,156,951 As at 31 December 2022 Less than one year 1 to 5 years More than 5 years Total Loans from related parties 245,749 2,004,383 2,624,520 4,874,652 Bank loans 30 - 20,525 20,555 Lease liabilities 234 827 3,607 4,668 Total 246,013 2,005,210 2,648,652 4,899,875 For details on the loans received from related parties, refer to note 10. Reconciliation of movements of liabilities to cash flows arising from financing activities Loans and borrowings Lease liabilities Total As at 1 January 2023 4,895,207 4,668 4,899,875 Interest paid (112,728) - (112,728) Drawings of loans and borrowings 504,175 - 504,175 Repayments of loans and borrowings (291,605) - (291,605) Lease liabilities - - - Total changes from financing cash flows 99,842 - 99,842 The effect of changes in foreign exchange rates 7,928 355 8,283 Interest expense 148,951 - 148,951 As at 31 December 2023 5,151,928 5,023 5,156,951 Loans and borrowings Lease liabilities Total As at 1 January 2022 5,656,988 4,761 5,661,749 Interest paid (167,479) - (167,479) Drawings of loans and borrowings 1,013,055 - 1,013,055 Repayments of loans and borrowings (112,917) - (112,917) Lease liabilities - - - Total changes from financing cash flows 732,659 - 732,659 Changes arising from offset with loans provided (1,612,727) - (1,612,727) The effect of changes in foreign exchange rates (10,286) (93) (10,379) Interest expense 128,573 - 128,573 As at 31 December 2022 4,895,207 4,668 4,899,875 6.12 Other financial non-current liabilities 31 December 2023 31 December 2022 Tenant deposits 4,010 3,896 Payables from retentions 1,515 1,069 Other payables due to third parties 20 418 Interest rate swaps used for hedging 8,488 - Total 14,033 5,383 6.13 Trade payables 31 December 2023 31 December 2022 Trade payables due to related parties 11,565 5,050 Trade payables due to third parties 10,949 7,573 Total 22,514 12,623 CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 30 6.14Other financial current liabilities 31 December 2023 31 December 2022 Cash pool payables due to related parties 47 , 44 7 46,150 Other payables due to related parties 311,693 14,558 Other financial current liabilities due to third parties 14,413 9,599 Total 373,553 70,307 The Company has agreed a cash-pool contracts with selected subsidiaries of CPI PG Group. As at 31 December 2023 other payables increased due to acquisition of 80 % of NCI, mainly Bubny of EUR 155.0 million and STRM Alfa of EUR 55.2 million. As at 31 December 2023, the other financial current liabilities related to cash pool amounted to EUR 47.4 million (EUR 46.2 million as at 31 December 2022 ) . 6.15 Other non-financial current liabilities 31 December 2023 31 December 2022 Value added tax payables 114 287 Provisions 1,062 968 Other 39 34 Total 1,215 1,289 6.16 Leases where the Group acts as a lessor The commercial property leases typically have lease terms of between 5 and 10 years and include clauses to enable periodic upward revision of the rental charge according to market conditions. Some contracts contain options to terminate before the end of the lease term. The following table shows the future rental income from lease agreements where the terms are non-cancellable. 31 December 2023 31 December 2022 Less than one year 36,073 37,291 Between one and five years 59,093 64,560 More than five years 7,642 6,783 Total 102,808 108,634 7 Financial risk management Exposure to various risks arises in the normal course of the Group’s business. Financial risk comprises: • credit risk (refer to note 7.1); • liquidity risk (refer to note 7.2); • market risk including currency risk, interest rate risk and price risk (refer to note 7.3). This note presents information about the Group’s exposure to each of the above risks, the Group’s objectives, policies and processes for measuring and managing risk, and the Group’s management of capital. The primary objectives of the financial risk management function are to establish risk limits, and then ensure that exposure to risks stays within these limits. Supervision of the Group’s risk is accomplished through discussions held by executive management in appropriate frameworks together with reporting and discussions with the Board of Directors. 7.1 Credit risk Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk mainly from its rental activities (primarily for trade receivables) and from its financing activities, including provided loans, purchased bonds, deposits with banks and financial institutions and other financial instruments. The Group evaluates the concentration of risk with respect to loans provided as low, as the debtors are primarily entities controlled by the ultimate shareholder of the Company. Aging structure of financial assets as at 31 December 2023 and 2022 31 December 2023 Total neither past due nor impaired Total past due but not impaired Impaired Total Other investments 54,571 - - 54,571 Loans provided 5,052,955 - (14,679) 5 , 052 ,9 55 - to related parties 5 , 051 ,3 7 4 - (14,679) 5 , 051 ,3 7 4 - to third parties (7,126) - - (7,126) - to joint venture 8 , 707 - - 8,707 - bills of Exchange - - - - Trade and other receivables 178,813 69,717 (1,598) 248,530 Cash and cash equivalents 83 , 60 2 - - 83 , 6 02 Total 5,369,942 69,717 (16,277) 5,439,659 CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 31 31 December 2022 Total neither past due nor impaired Total past due but not impaired Impaired Total Other investments 60,529 - - 60,529 Loans provided 4,712,973 - (14,679) 4,712,973 - to related parties 4,698,329 - (14,679) 4,698,329 - to third parties - - - - - to joint venture 14,644 - - 14,644 - bills of Exchange - - - - Trade and other receivables 168,777 25,431 (2,728) 194,208 Cash and cash equivalents 104,082 - - 104,082 Total 5,046,361 25,431 (17,407) 5,071,792 As at 31 December 2023, the Group recognized an impairment of EUR 14.7 million (EUR 14.7 million as at 31 December 2022) against loans provided to related parties. Breakdown of overdue financial assets which are not impaired: 31 December 2023 Past due 1-30 days Past due 31-90 days Past due 91- 180 days Past due 181-360 days Past due more than 360 days Total Trade and other receivables 68,627 - 480 - 610 69,717 Total 68,627 - 480 - 610 69,717 31 December 2022 Past due 1-30 days Past due 31-90 days Past due 91- 180 days Past due 181-360 days Past due more than 360 days Total Trade and other receivables 5,448 5,720 4,139 10,053 71 25,431 Total 5,448 5,720 4,139 10,053 71 25,431 As at 31 December 2023, receivables overdue for more than 360 and 180 days primarily related to intented acquisition of certain land banks in Italy and therefore were not assessed as doubtful. Cash and cash equivalents Cash and cash equivalents, neither past due nor impaired (Moody ˈ s ratings of respective counterparties): 31 December 2023 31 December 2022 A1 67,800 89,908 A2 9,267 1 A3 26 52 Aa3 125 246 Baa1 6,192 10,967 Baa2 8 2,776 Not rated 184 132 Total 83,602 104,082 7.2 Liquidity risk The main objective of liquidity risk management is to reduce the risk that the Group does not have available resources to meet its financial obligations, working capital and committed capital expenditure requirements. The Group maintains liquidity management to ensure that funds are available to meet all cash flow needs. Concentration of risk is limited thanks to diversified maturity of the Group’s liabilities and diversified portfolio of the Group’s financing. The Group manages liquidity risk by constantly monitoring forecasts and actual cash flows and by various long-term financing. The Group’s liquidity position is monitored on a weekly basis by division managers and is reviewed quarterly by the Board of Directors. A summary table with maturity of liabilities is used by key management personnel to manage liquidity risks. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 32 Liquidity risk analysis The following table summarizes the maturity profile of the Group’s financial liabilities based on contractual undiscounted payments including accrued interest. The table reflects the earliest settlement of Group’s liabilities based on contractual maturity and includes non- derivative as well as derivative financial liabilities. At 31 December 2023 Carrying value < 3 month 3-12 months 1-2 years 2-5 years > 5 year Total Financial debts 5,156,951 193, 178 54,895 64, 0 12 2,162,536 3,086,696 5,561,317 - loans from related parties 4,816,803 1 9 1 ,822 51,616 59,416 2,148,816 2,746,116 5,197,786 - bank loans 335 , 1 25 1,1 04 3,279 4,356 13,069 336 , 700 358 , 5 08 - lease liabilities 5 , 023 2 52 - 2 40 6 51 3, 880 5 , 023 Other non-current liabilities 14,034 - - 2,636 6,478 4,919 14,033 Other current liabilities 396,067 370,236 25,831 - - - 396,067 Total 5,567,052 563,414 80,726 66,629 2,169,015 3,091,615 5,971,417 Other current liabilities include current trade payables and other financial current liabilities. At 31 December 2022 Carrying value < 3 month 3-12 months 1-2 years 2-5 years > 5 year Total Financial debts 4,899,875 121,577 251,291 184,526 2,304,352 2,835,829 5,697,575 - loans from related parties 4,874,652 121,246 251,091 184,037 2,302,948 2,810,096 5,669,418 - bank loans 20,555 97 200 267 800 22,126 23,490 - lease liabilities 4,668 234 - 222 604 3,607 4,668 Other non-current liabilities 5,383 - - 1,849 2,730 804 5,383 Other current liabilities 82,930 63,221 19,709 - - - 82,930 Total 4,988,188 184,798 271,000 186,375 2,307,082 2,836,633 5,785,888 Other current liabilities include current trade payables and other financial current liabilities. The Group maintains strong cash reserves and maintains flexibility with regard to potential uses of liquidity such as capital expenditures and development spending, shareholder distributions etc. As of the date of these financial statements, the Group does not face a significant liquidity risk. 7.3 Market risk Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and prices will affect the Group’s income or the value of its holdings of financial instruments or could cause future cash flows related to financial instruments to fluctuate. The objective of market risk management is to manage and control market risk exposures within acceptable parameters while optimizing the return. The Group’s market risk mainly arises from open positions in a) foreign currencies and b) loans provided and financial debts, to the extent that these are exposed to general and specific market movements. Market risk exposures are measured using sensitivity analysis. Sensitivities to market risks included below are based on a change in one factor while holding all other factors constant. Foreign currency risk Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates (see note 2.2(b)). The Group is exposed to currency risk mainly on sales, purchases and borrowings that are denominated in a currency other than the respective functional currencies of Group entities, primarily the CZK, but also others (see note 2.2(b)). Sensitivity analysis – exposure to currency risk The table below shows the material balances held in foreign currencies that are deemed subject to currency risk and presents sensitivities of profit or loss to reasonably possible changes in foreign currency rates with all other variables held constant. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 33 A 10% change in the foreign currency rate of foreign currencies would have the below effect to profit/(loss) or equity of the Group providing all other variables remaining constant: 31 December 2023 Original currency In TEUR Change in TEUR (functional currency depreciated by 10%) Change in TEUR (functional currency appreciated by 10%) Cash and cash equivalents 83,602 TEUR 41,954 - - TCZK 22,232 2,223 (2,223) TUSD 941 94 (94) THUF 4,825 483 (483) TCHF 1 - - TPLN 13,598 1,360 (1,360) TGBP 51 5 (5) Loans provided 5,038,276 TEUR 3,745,997 - - TCZK 873,934 87,393 (87,393) THUF 181,295 18,129 (18,129) TRON 13,900 1,390 (1,390) TGBP 222,319 22,232 (22,232) TUSD 831 83 (83) Financial debts (5,156,951) TEUR (5,102,280) - - TCZK (49,648) (4,965) 4,965 TCHF - - - TPLN (5,023) (502) 502 TGBP - - - Net exposure to currency risk TCZK 846,518 84,652 (84,652) TGBP 222,370 22,237 (22,237) TPLN 8,575 857 (857) TRON 13,900 1,390 (1,390) TUSD 1,772 177 (177) THUF 186,120 18,612 (18,612) TCHF 1 - - 31 December 2018 Original currency In TEUR Change in TEUR (functional currency depreciated by 10%) Change in TEUR (functional currency appreciated by 10%) Cash and cash equivalents 129,447 TEUR 108,669 - - TCZK 11,271 1,127 (1,127) 31 December 2022 Original currency In TEUR Change in TEUR (functional currency depreciated by 10%) Change in TEUR (functional currency appreciated by 10%) Cash and cash equivalents 104,082 TEUR 75,032 - - TCZK 12,950 1,295 (1,295) TUSD 10 1 (1) THUF 4,143 414 (414) TCHF 353 35 (35) TPLN 4,062 406 (406) TGBP 7,531 753 (753) THRK 1 - - Loans provided 4,712,973 TEUR 2,872,099 - - TCZK 1,401,460 140,146 (140,146) THUF 197,213 19,721 (19,721) TRON 15,289 1,529 (1,529) TGBP 226,912 22,691 (22,691) Financial debts (4,899,875) TEUR (4,555,362) - - TCZK (46,415) (4,641) 4,641 TCHF (65,083) (6,508) 6,508 TPLN (4,668) (467) 467 TGBP (228,347) (22,835) 22,835 Net exposure to currency risk TCZK 1,367,995 136,799 (136,799) TGBP 6,096 610 (610) TPLN (606) (61) 61 TRON 15,289 1,529 (1,529) TUSD 10 1 (1) THUF 201,356 20,136 (20,136) THRK 1 - - TCHF (64,730) (6,473) 6,473 31 December 2018 Original currency In TEUR Change in TEUR (functional currency depreciated by 10%) Change in TEUR (functional currency appreciated by 10%) Cash and cash equivalents 129,447 TEUR 108,669 - - TCZK 11,271 1,127 (1,127) CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 34 Interest rate risk At the reporting date the interest rate profile of the Group’s interest-bearing financial instruments are described under notes 6.5 for financial assets and under notes 6.11 financial liabilities respectively. Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Group’s interest rate risk is monitored by the Group’s management on a monthly basis. The interest rate risk policy is approved quarterly by the Board of Directors. Management analyses the Group’s interest rate exposure on a dynamic basis. Various scenarios are simulated, taking into consideration refinancing, renewal of existing positions and alternative financing sources. Loans provided by the Group require instalments to be paid by the borrower according to a payment schedule, based on a fixed interest rate. The interest rates charged by the Group are usually based on Group‘s borrowing interest rates. As the loans provided (including those to related parties) are based on fixed rates, and no financial debt is measured at fair value through profit and loss the Group’s exposure to the risk of changes in market interest rates relates primarily to the Group’s long-term debt obligations with floating interest rates. These obligations primarily include bank loans. Trade receivables and payables are interest-free and have settlement dates within one year. Price risk The Group is exposed to price risks related to investments in shares of CPI PG, which are classified as other investments. Other components of equity would increase or decrease by EUR 2.8 million as at 31 December 2023 (EUR 3.1 million as at 31 December 2022) as a result of 5% increase or decrease of EPRA NAV per share of CPI PG. Other risks The Group is exposed to price risk other than in respect of financial instruments, such as property price risk including property rental risk. For sensitivity analysis on changes in assumptions of investment property valuation refer to note 7.5. 7.4 Capital management The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders; and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt. There is no real seasonality impact on its financial position but rather a volatility of financial markets might positively or negatively influence Group’s consolidated financial position. No changes were made in the objectives, policies or processes during the year ended 31 December 2023. The Group monitors capital on the basis of the gearing ratio. Gearing ratio This ratio is calculated as total debt divided by total equity. Debt is defined as all non-current and current liabilities. Equity includes all capital and reserves as shown in the consolidated statement of financial position. 31 December 2023 31 December 2022 Debt 5,733,511 5,148,679 Equity 1,457,614 1,718,945 Gearing ratio in % 393.35% 299.53% 7.5 Fair value measurement Fair value of financial instruments Fair value measurements of financial instruments reported at fair value are classified by level of the following measurement hierarchy: - Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities. - Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices); - Level 3: Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs). There were no changes in the Group’s valuation processes, valuation techniques, and types of inputs used in the fair value measurements during the period. There were no transfers between Level 1 and Level 2 fair value measurements during the period, and no transfers into or out of Level 3 fair value measurements during the period 2023. The following tables show the carrying amounts at fair value of financial assets and liabilities, including their level in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 35 Accounting classification and fair values The following tables show the carrying amounts and fair value of financial assets and liabilities, including their level in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value. 31 December 2023 31 December 2022 Financial assets measured at fair value Carrying amount Fair value Carrying amount Fair value CPI Property Group shares 54,562 54,562 61,646 61,646 Other investments 9 9 9 9 Financial assets not measured at fair value Loans provided 5,029,569 5,832,001 4,698,329 5,065,198 Loans provided to joint venture 8,707 8,707 14,644 14 ,644 Financial liabilities not measured at fair value Financial debt – other 4,821,826 4,737,634 4,879,320 4,702,563 Financial debt – bank loans (floating rate) 314,592 314,592 22 22 Financial debt – bank loans (fixed rate) 20,533 19,008 20,533 18,551 * For the valuation as at 31 December 2023, the shares are valued using EPRA NAV per share of CPI PG as at 31 December 2022 (refer to note 6.4). ** The fair values of the financial assets and financial liabilities included in the level 3 category have been determined in accordance with generally accepted pricing models based on the discounted cash flow analysis, with the most significant inputs being the discount rate that reflects the credit risk of counterparties, with exception of loans provided to/ received from entities controlled by the majority shareholder of the Company, which bear limited credit risk from the Group’s perspective. The Group classifies all its financial assets and liabilities as Level 3 in the fair value hierarchy. Fair value measurement of investment property The Group’s investment properties were valued at 31 December 2023 and 2022 in accordance with the Group’s accounting policies. The Group utilizes independent professionally qualified valuers, who hold a recognised relevant professional qualification and have recent experience in the locations and segments of the investment properties valued. For all these properties, their current use equates to the highest and best use. The Group’s finance department includes a team that reviews the valuations performed by the independent valuers for financial reporting purposes. Main observable and unobservable inputs The table below presents the valuation method, the key observable and unobservable inputs for each class of property owned by the Group, used by the valuers as at the end of 31 December 2023 and 2022 respectively. The fair value hierarchy of the valuations is Level 3 . Fair value amounts are stated in EUR millions. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 36 Investment property Retail Fair Value 2023 Fair Value 2022 Valuation technique Significant unobservable inputs Range (weighted avg) 2023 Range (weighted avg) 2022 Czech Republic 2 2 DCF ERV per sqm €204 €190 NRI per sqm €194 €194 Discount Rate 6.0% 5.5% Exit Yield 6.0% 5.5% Vacancy rate 0% 0% Office Fair Value 2023 Fair Value 2022 Valuation technique Significant unobservable inputs Range (weighted avg) 2023 Range (weighted avg) 2022 Czech Republic - 25 Income ERV per sqm - €174 capitalisation NRI per sqm - €127 Equivalent Yield - 5.41% Vacancy rate - 23.59% Czech Republic * 5 - DCF ERV per sqm €148 - NRI per sqm €188 - Discount rate 7.4% - Equivalent Yield 7.0% - Vacancy rate 0% - Poland ** 542 - Investment ERV per sqm €203-€313(€260 ) - method NRI per sqm € 170- € 325( € 262) - Equivalent Yield 5.8%-8.6%(6 . 7 % ) - Vacancy rate 0% -17.7%(3.0%) - Poland ** - 591 DCF ERV per sqm - €198-€313(€258) DCF NRI per sqm - €118-€276(€217) Level 3 DCF Discount Rate - 5.3%-7.7% (5.9%) Level 3 DCF Exit Yield - 0.0%-28.8% (6.4%) Hotels rented Fair Value 2023 Fair Value 2022 Valuation technique Significant unobservable inputs Range (weighted avg) 2023 Range (weighted avg) 2022 Complementary 2 5 26 DCF Rate per key €2 57,216 €267,526 Exit Yield 6.8% 6.8% Discount Rate 10. 8 % 10.5% Residential Fair Value 2023 Fair Value 2022 Valuation technique Significant unobservable Inputs Range (weighted avg) 2023 Range (weighted avg) 2022 Complementary 2 6 28 Comparable Fair value per sqm €19,524- €2 8,041 (€2 6,236 ) €19,524- €29,962(€27,750) Italy 25 25 Comparable Fair value per sqm €13,938 €13,938 Landbank Fair Value 2023 Fair Value 2022 Valuation technique Significant unobservable Inputs Range (weighted avg) 2023 Range (weighted avg) 2022 Czech Republic 19 9 192 Comparable Fair value per sqm €2-€2 ,350 (€1 3 ) €2-€2,452(€12) Prague 3 11 336 Comparable Fair value per sqm € 8 -€ 3 , 988 (€3 02 ) €11-€4,175(€326) Czech Republic 9 9 Residual Gross development value € 3,042 €3,111 Development margin 25.0% 25.0% Landbank and Development Fair Value 2023 Fair Value 2022 Valuation technique Significant unobservable Inputs Range (weighted avg) 2023 Range (weighted avg) 2022 Land bank Bubny 2 60 246 Comparable Fair value per sqm (€1 , 294) (€1,223) Land bank Zbrojovka 1 58 144 Comparable Fair value per sqm (€6 88 ) (€622) Development Vysočany 12 13 Development Appraisal - Fair value per sqm (€2,013) (€2,084) Comparable Total 1,574 1,637 * Valuation method changed from Income Capitalization as at 31 December 2022 to DCF as at 31 December 2023. ** Valuation method changed from DFC as at 31 December 2022 to Investment method as at 31 December 2023. The tables above are net of properties classified as assets held for sale, recent acquisitions and selected leased properties. The amounts of classes of property as at 31 December 2023 in the table above is not fully comparable to the amounts as at 31 December 2022, primarily due to changes of valuation methods and changes in classification of assets due to their change of use. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 37 Appraisal for Bubny as at 31 December 2023 Bubny is a land bank with a size over 202 thousand square meters and is located near the Prague’s city center. The majority of the site is currently not used. As of 31 December 2022, a valuation of the land bank was conducted by external valuation expert Jones Lang La Salle (“JLL”) using the comparable method. As of 30 June 2023, JLL transferred its existing businesses to iO Partners and created a Preferred Partnership in the Czech Republic, Hungary, Romania and Slovakia. IO Partners have performed the valuation of the land bank as of 31 December 2023, also using the comparable method. This method was based on 6 recently executed land site transactions in Prague, included in below table: 2023 Comparative method 1 2 3 4 5 6 Zoning plan Mixed use Mixed use Mixed use Mixed use Industrial -> Residential Mixed use Size (sqm) – approx. 44,000 67,000 10,000 9,000 53,000 20,000 Transacted price per sqm (EUR) 500 900 2,900 2,200 800 2,100 2022 Comparative method 1 2 3 4 5 6 Zoning plan Mixed use Mixed use Mixed use Mixed use Industrial -> Residential Mixed use Size (sqm) – approx. 44,000 67,000 10,000 9,000 80,000 20,000 Transacted price per sqm (EUR) 500 900 3,000 2,200 400 2,100 The fair value was determined by estimating the fair value per 1 square meter based on comparative land site transaction prices, adjusted for differences between comparative land sites and Bubny site. The adjustments provided for the following characteristics: Adjustment Range used by iO Average multiple used Description Microlocation Multiple 0.90 – 1.35 1.12 Vicinity to the city center, attractiveness of the area, public amenities. Access Multiple 0.95 - 1.05 1.02 Vehicular and pedestrian access to the property Public transportation Multiple 0.90 - 1.15 1.00 Metro, tram and bus stops in the vicinity Size Multiple 0.80 – 0.90 0.86 Size of land plots Existence of Structures Multiple 1 - 1.05 1.01 Old structures being present on the site, with potential historical protection. Market improvement Multiple 1 - 1.40 1.16 Improvement of the market since the transaction, adjustment used for optimizing dates of transactions to the date of valuation Flooding area Multiple 1 - 1.05 1.01 Risk of floods based on flood map issued by the Association of Insurance Companies Liquidity of apartments Multiple 0.95 - 1.10 1.02 Demand for flats in the location Individual characteristics of the land, planning & permits Multiple 0.75 – 1.30 0.92 Status of development (construction feasibility, land usability, construction ban, zoning / building permits etc.) Adjustment Factor due to too high price Multiple 0.75 – 1.00 0.96 Adjustment in case the realized price was above market level Sensitivity analysis of Bubny site As the Bubny site was valued using comparable method, the sensitivity analysis was prepared for two key adjustments: individual characteristics of the land & permits and size. For individual characteristics iO used the largest range of multiples, indicating high level of judgement included in the adjustment estimate. Size adjustment is selected for sensitivity analysis because of the significance of differences in size between Bubny and comparative land sites. Multiple Individual characteristics MEUR 0.95 1.00 1.05 0.95 230 246 262 1.00 246 262 277 Multiple size 1.05 262 277 293 Triggering and expected events for further development of the Bubny land bank In December 2020, there was a new land study Holesovice-Bubny-Zatory approved. The study represents a basis for a change in the zoning plan which is expected to focus on the future growth of real estate in Prague through development inside the city rather than by growth outside the city’s existing borders. The study divides the Bubny area in several sectors with different use and potential for future development. The land bank owned by the Group was split to several blocks planned for residential and for commercial development, the northern part which is close to the railway line is planned for a public park. Total potential gross floor area attributable to the Group’s land bank in the study is approx. 530,000 sqm. Once the change in the zoning plan becomes legally binding, the construction ban is expected to be removed. These plans contribute to increasing public pressure on the authorities to allow development in Prague, particularly in the brownfield development areas. Appraisal for Zbrojovka as at 31 December 2023 Zbrojovka is a Brown field/land bank with a size over 230 thousand square meters and is located in Brno, the Czech Republic. The majority of the site is currently not used (except for newly developed office buildings ZET office and D1). As of 31 December 2023 and 2022, a CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 38 valuation of the land bank was prepared by iO/JLL using the comparable method. This method was lastly based on 6 recently executed land site transactions in Brno, included in below table: Comparative method 2023 1 2 3 4 5 6 Zoning plan Industrial -> Residential Mixed use Mixed use Industrial -> Residential Residential Mixed Use Size (sqm) – approx. 17,000 23,000 4,000 8,000 6,000 46,000 Transacted price per sqm (EUR) 600 500 400 700 500 400 2022 Comparative method 1 2 3 4 5 6 7 Zoning plan Mixed use Mixed use Mixed use Industrial -> Residential Residential Commercial Mixed Use Size (sqm) – approx. 9,000 23,000 5,000 8,000 6,000 46,000 4,000 Transacted price per sqm (EUR) 300 500 700 700 500 400 400 The fair value was determined by estimating the fair value per 1 square meter based on comparative land site transaction prices, adjusted for differences between comparative land sites and Zbrojovka site. The adjustments provided for the following characteristics: Adjustment Range used by iO Average multiple used Description Microlocation Multiple 0.90 - 1.30 1.08 Vicinity to the city center, attractiveness of the area, public amenities. Access Multiple 0.95 - 1.05 1.00 Vehicular and pedestrian access to the property Public transportation Multiple 0.90 - 1.20 1.02 Tram, trolleybus and bus stops in the vicinity Size Multiple 0.75 - 0.85 0.78 Size of land plots Existence of structures Multiple 0.95 - 1.10 1.02 Old structures being present on the site, with potential historical protection. Market improvement Multiple 1.00 - 1.25 1.09 Improvement of the market since the transaction, adjustment used for optimizing dates of transactions to the date of valuation Flooding area Multiple 0.95 - 1.05 0.97 Risk of floods based on flood map issued by the Association of Insurance Companies Liquidity of apartments Multiple 0.95 - 1.05 1.01 Demand for flats in the location Individual characteristics of the land & Permits Multiple 0.85 – 1.35 1.25 Status of development (construction feasibility, zoning / building permits etc.) Planning (land usability) Multiple 1.05 – 1.25 1.16 Usage of the land allowed by valid Master Plan Sensitivity analysis of Zbrojovka As the Zbrojovka site was valued by comparable method, the sensitivity analysis was prepared for two key adjustments: Individual characteristics of the land & Permits and size. For Permits iO used the largest range of multiples, indicating high level of judgement included in the adjustment estimate. Size adjustment is selected for sensitivity analysis because of the significance of differences in size between Zbrojovka and comparative land sites. Multiple permits MEUR 0.95 1.00 1.05 0.95 146 153 158 1.00 153 158 164 Multiple size 1.05 158 164 171 Triggering and expected events for further development of Zbrojovka land bank Zbrojovka (formerly armory factory) is classified as development for over the last 4 years. In December 2020, there were final changes to master plan approved. The master plan defines all the main urbanistic, technical and infrastructure links of the area. Development expects residential, office and public amenities with expected gross floor area of over 500 000 sqm. The budgeted timeline for the development of the whole area is between 10 and 15 years. As of the valuation date, vast of the former structures were removed. The development of the area is divided into 8 phases in separate areas. The first phase started in 2022 in the southern part of the landbank. Other land banks The other land banks which were valued by the comparable method have a total fair value of EUR 510.0 million and EUR 528.0 million as at 31 December 2023 and 2022 and a size of 18 million sqm. As these land banks differ significantly in various parameters (such as current zoning, location & micro-location, existence of structures, access etc.) no further disaggregation was performed. Smaller part of landbanks was valued by residual method with total fair value of EUR 9.0 million as at 31 December 2023 (EUR 9.0 million as at 31 December 2022) and a size of 15 thousands sqm as at 31 December 2023 (15 thousands sqm as at 31 December 2022). The sensitivity analysis for assets where the fair value was determined by comparative method was not prepared, as the potential change in inputs (such as change of multiples etc.) would result in equal or direct change in outputs. Sensitivity analysis on changes in assumptions of property valuations The Group has performed a sensitivity analysis on changes in assumptions of property valuation. The significant unobservable inputs used in fair value measurement categorized within level 3 of the fair value hierarchy of the Group CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 39 portfolio are: - equivalent yield or discount rate; - estimated rental value (ERV) for rental asset; - development margin/profit for development. Change of the valuation rates would result in the following fair values – analysis of the portfolio of assets valued by discounted cash flow, income capitalization method and development appraisal: As at 31 December 2023 Czech Republic – Retail - DCF Czech Republic – Office - DCF MEUR Discount rate MEUR Discount rate (0.25%) - 0.25% (0.25%) - 0.25% (5.00%) 1.77 1.69 1.62 (5.00%) 4.60 4.50 4.30 ERV - 1.86 1.78 1.70 ERV - 4.90 4.70 4.50 5.00% 1.95 1.87 1.79 5.00% 5.10 4.90 4.80 Czech Republic Landbank as a development MEUR Developer‘s Profit (5.00%) 10.38 Developer‘s Profit (2.50%) 9.74 Developer‘s Profit - 9.14 Developer‘s Profit 2.50% 8.55 Developer‘s Profit 5.00% 7.99 Poland - Office – Income capitalisation Complementary – Hotels - DCF MEUR Yield MEUR Discount rate (0.25%) - 0.25% (0.25%) - 0.25% (5.00%) 538.1 516.4 496.5 (5.00%) 25.60 24.95 24.35 ERV - 564.5 541.7 520.7 ERV - 25.60 24.95 24.35 5.00% 590.8 566.9 544.9 5.00% 25.60 24.95 24.35 As at 31 December 2022 Czech Republic – Retail - DCF Czech Republic – Office - Income Capitalisation MEUR Yield MEUR Yield (0.25%) - 0.25% (0.25%) - 0.25% (5.00%) 1.91 1.82 1.73 (5.00%) 25.21 23.98 22.89 ERV - 2.01 1.91 1.82 ERV - 26.42 25.14 23.98 5.00% 2.11 2.01 1.91 5.00% 27.64 26.29 25.07 Czech Republic Landbank as a development MEUR Developer‘s Profit (5.00%) 10.30 Developer‘s Profit (2.50%) 9.67 Developer‘s Profit - 9.06 Developer‘s Profit 2.50% 8.48 Developer‘s Profit 5.00% 7.92 Poland - Office – DCF Complementary – Hotels - DCF MEUR Yield MEUR Yield (0.25%) - 0.25% (0.25%) - 0.25% (5.00%) 585.9 559.7 535.5 (5.00%) 26.65 25.95 25.25 ERV - 618.6 590.8 565.4 ERV - 26.65 25.95 25.25 5.00% 651.2 622.0 595.3 5.00% 26.65 25.95 25.25 CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 40 8Litigations Kingstown dispute in Luxembourg On 20 January 2015, the Company was served with a summons containing petition of the three companies namely Kingstown Partners Master Ltd. of the Cayman Islands, Kingstown Partners II, LP of Delaware and Ktown LP of Delaware (together referred to as „Kingstown“), claiming to be the shareholders of CPI FIM SA, filed with the Tribunal d´Arrondissement de et a Luxembourg (the “Luxembourg Court”). The petition seeks condemnation of the Company together with CPI FIM SA and certain members of CPI FIM SA’s board of directors as jointly and severally liable to pay damages in the amount of EUR 14.5 million and compensation for moral damage in the amount of EUR 5 million. According to Kingstown’s allegation the claimed damage has arisen as a consequence of inter alia alleged violation of CPI FIM SA’s minority shareholders rights. To the best of Company´s knowledge, Kingstown was not at the relevant time a shareholder of the Company. Therefore, and without any assumption regarding the possible violation, the Company believes that it cannot be held liable for the violation of the rights of the shareholders of another entity. The Management of the Company has been taking all available legal actions to oppose these allegations in order to protect the corporate interest as well as the interest of its shareholders. Accordingly, the parties sued by Kingstown raised the exceptio judicatum solvi plea, which consists in requiring the entity who initiated the proceedings and who does not reside in the European Union or in a State which is not a Member State of the Council of Europe to pay a legal deposit to cover the legal costs and compensation procedure. On 19 February 2016 the Luxembourg Court rendered a judgement, whereby each claimant has to place a legal deposit in the total amount of EUR 90 thousand with the “Caisse de Consignation” in Luxembourg in order to continue the proceedings. Kingstown paid the deposit in January 2017, and the litigation, currently being in a procedural stage, is pending. In October 2018, Kingstown's legal advisers filed additional submission to increase the amount of alleged damages claimed to EUR 157.0 million. The Company continues to believe the claim is without merit. On 21 June 2019 the Company received a first instance judgment, which declared that a claim originally filed by Kingstown in 2015 was null and void against CPIPG. The Court dismissed the claim against CPIPG because the claim was not clearly pleaded (“libellé obscur”). Specifically, Kingstown did not substantiate or explain the basis of their claim against CPIPG and failed to demonstrate how CPIPG committed any fault. In December 2020, the Luxembourg Court declared that the inadmissibility of the claim against CPIPG and certain other defendants has not resulted in the inadmissibility of the litigation against the Company and the remaining defendants. Some defendants have decided to appeal against this judgment of which declared the claim admissible against the Company. On 28 March 2023 the court of appeal has rejected the appeal and therefore the will be ongoing on other issues of inadmissibility and the merits before the first instance Luxembourg Court during 2024. Disputes related to warrants issued by the Company The Company was sued by holders of the warrants holders of 2014 Warrants registered under ISIN code XS0290764728 (the “2014 Warrants“). The first group of the holders of the Warrants sued the Company for approximately EUR 1.2 million in relation to the Change of Control Notice published by the Company, notifying the holders of the 2014 Warrants that the Change of Control, as defined in the Securities Note and the Summary for the 2014 Warrants, occurred on 8 June 2016. The second holder of the 2014 Warrants sued the Company for approximately EUR 1 million in relation to the alleged change of control which allegedly occurred in 2013. These litigations are pending. The Company is defending itself against these lawsuits. It is reminded that in accordance with the judgement of the Paris Commercial Court pronounced on 26 October 2015 concerning the termination of the CPI FIM SA’s Safeguard Plan, liabilities that were admitted to the Safeguard, but are conditional or uncalled (such as uncalled bank guarantees, conditional claims of the holders of 2014 Warrants registered under ISIN code XS0290764728, provided that they were admitted to the Safeguard plan), will be paid according to their contractual terms. Pre-Safeguard liabilities that were not admitted to the CPI FIM SA’s Safeguard will be unenforceable. As such, only claims of holders of the 2014 Warrants, whose potential claims were admitted to the CPI FIM SA’s Safeguard Plan, could be considered in respect of the present Change of Control. Claims of holders of the 2014 Warrants that were not admitted to the CPI FIM SA’s Safeguard will be unenforceable against CPI FIM SA. To the best of Company’s knowledge, none of the holders of the 2014 Warrants who sued CPI FIM SA filed their claims 2014 Warrants related claims in the CPI FIM SA’s Safeguard Plan. On 9 March 2023 the Luxembourg Court issued a judgment, rejecting the claims of the holders of the 2014 Warrants. The Luxembourg Court confirmed that any claim in relation to the change of control provision had to be made, in accordance with the provisions of the Paris Commercial Code, within 2 months as from the date of publication of the judgement opening the Safeguard Procedure in the French Official Gazette. Since the claimants did not comply with this obligation, their claim for payment under the change of control provision is not well-founded and has to be rejected. The claimants did not appeal, and the case is closed now. 9 Capital and other commitments The Group has capital commitments of EUR 16.7 million and EUR 35.8 million in respect of capital expenditures contracted as at 31 December 2023 and 2022, respectively. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 41 10 Related party transactions Transactions with key management personnel Total compensation given as short-term employee benefits to the top managers was EUR 0.4 million and EUR 0. 3 million in 2023 and 2022, respectively. The Board and Committees attendance compensation was EUR 36 thousand and EUR 36 thousand in 2023 and 2022. The remuneration of the key management personnel and members of Board of Directors 31 December 2023 31 December 2022 Remuneration paid to the key management personnel and members of Board of Directors 405 316 Breakdown of balances and transactions with related of the Group Majority shareholder of the Group 31 December 2023 31 December 2022 Trade receivables 2,778 116 Management 31 December 2023 31 December 2022 Other current payables 12 12 Advances received 131 435 Transactions Other operating expenses (36 ) (36) Entities over which the majority shareholder has control 31 December 2023 31 December 2022 Trade receivables 22 19 Transactions Rental income 20 20 Other operating income 30 30 Interest income (refer below for the detail) 158 - Entities controlled by members of Board of Directors 31 December 2023 31 December 2022 Trade payables 1 67 Transactions Interest income (refer below for the detail) 8 - CPI PG Group 31 December 2023 31 December 2022 Loans provided non-current (refer below for the detail) 4,325,062 4, 568 ,638 Loans provided current (refer below for the detail) 719,187 144,370 Trade receivables 1,184 1,018 Other current receivables 204,374 155,008 Loans received non-current (refer below for the detail) 4,633,435 4,628,903 Loans received current (refer below for the detail) 183,368 245,749 Trade payables 11,564 4,983 Other current liabilities 359,140 60 ,708 Transactions Service revenue 1,022 1,031 Advisory services (4,115) (3,868) Interest income (refer below for the detail) 261,040 209,677 Interest expense (refer below for the detail) (1 39 ,241) (128,231) Joint venture 31 December 2023 31 December 2022 Loans provided non-current (refer below for the detail) 8,617 14,435 Loans provided current (refer below for the detail) 89 209 Transactions Interest income (refer below for the detail) 1,062 1,001 CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 42 Non -current loans provided to related parties CPI PG Group 31 December 2023 31 December 2022 1 Bishops Avenue Limited 129 , 973 153,371 Andrássy Hotel Zrt. 3 , 845 3,620 Andrássy Real Kft. - 11,857 Balvinder, a.s. 3 , 038 3,141 Baudry Beta, a.s. 10 , 326 10,475 BAYTON Alfa, a.s. 16 , 090 12,966 Best Properties South, a.s. 67 , 354 68,144 BPT Development, a.s. 12 - Březiněves, a.s. 1 , 083 2,274 CAMPONA Shopping Center Kft. 51 , 016 48,053 Carpenter Invest, a.s. 2 , 574 2,558 Conradian, a.s. 5 , 163 5,001 CPI – Bor, a.s. - 24,508 CPI - Horoměřice, a.s. 58 52 CPI - Orlová, a.s. 1 , 045 1,354 CPI - Real Estate, a.s. 2 , 573 3,057 CPI - Zbraslav, a.s. 192 - CPI Beet, a.s. 322 263 CPI Blatiny, s.r.o. (formerly CPI Tercie, s.r.o.) 3 , 211 3,026 CPI BYTY, a.s. 72 , 088 88,037 CPI Development Services, s.r.o. (formerly Brno Development Services, s.r.o.) 13 , 243 7,662 CPI East, s.r.o. - 80,457 CPI Energo, a.s. 866 225 CPI Facility Slovakia, a.s. 3 , 077 5,682 CPI Green, a.s. 2 , 554 - CPI Hotels, a.s. 18 , 024 22,211 CPI Hotels Properties, a.s. 15 , 818 18,067 CPI IMMO, S.a.r.l. - 3,797 CPI Kappa, s.r.o. 1 , 056 858 CPI Management, s.r.o. 1 , 148 - CPI Národní, s.r.o. 82 , 734 93,983 CPI Office Business Center, s.r.o. (formerly CPI Meteor Centre, s.r.o.) - 95,470 CPI Office Prague, s.r.o. - 3,414 CPI Park Jablonné v Podještědí, s.r.o. 271 - CPI PROPERTY GROUP S.A. 2 , 455 , 017 2,159,961 CPI Reality, a.s. 37 , 414 53,246 CPI Retail One Kft. 4 , 261 3,770 CPI Retail Portfolio Holding Kft. 14 , 273 24,788 CPI Retail Portfolio I, a.s. - 12,869 CPI Retail Portfolio VIII s.r.o. - 7,629 CPI Sekunda, s.r.o. 1 , 509 1,529 CPI Shopping MB, a.s. - 36,717 CPI Shopping Teplice, a.s. 42 , 969 48,982 CPI Smart Power, a.s. 405 - CPI Théta, a.s. - 4,470 CPI Žabotova, a.s. 4 , 188 4,108 CPIPG Management S.à r.l. 165 , 948 173,084 Czech Property Investments, a.s. 439 , 462 421,981 Eclair Aviation s.r.o. 815 - EMH South, s.r.o. 5 , 321 6,515 ENDURANCE HOSPITALITY FINANCE S.á.r.l. 8 , 043 8,043 Europeum Kft. 21 , 087 21,759 Farhan, a.s. 53 , 266 50,580 FL Property Development, a.s. 195 200 Futurum HK Shopping, s.r.o. - 88,803 FVE roofs & grounds, s.r.o. 4 , 105 - HD Investment s.r.o. 2 1 Hightech Park Kft. 3 , 756 3,236 Hraničář, a.s. 13 , 557 14,033 Chuchle Arena Praha, s.r.o. 136 - IS Nyír Ingatlanhasznosítóés Vagyonkezelo Kft. 2 , 832 2,650 IS Zala Ingatlanhasznosítóés Vagyonkezelo Kft. 7 , 446 7,250 Janáčkovo nábřeží 15, s.r.o. 7 , 615 6,686 Kerina, a.s. - 7,093 KOENIG Shopping, s.r.o. 44 , 701 47,402 Kunratická farma, s.r.o. 1 , 901 - LD Praha, a.s. 4 , 363 4,813 Lockhart, a.s. 22 , 066 23,054 Lucemburská 46, a.s. - 5,837 Marcano, a.s. 24 , 493 - CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 43 CPI PG Group 31 December 2023 31 December 2022 Marissa Omikrón, a.s. - 15,886 Marissa Tau, a.s. 15 , 851 16,562 Marissa Théta, a.s. - 388 Marissa West, a.s. 42 , 535 73,263 MARRETIM s.r.o. 414 484 MUXUM, a.s. 7 , 161 7,234 Na Poříčí, a.s. 28 , 735 27,124 New Age Kft. 1 , 360 911 Notosoaria, s.r.o. 23 , 702 - Nymburk Property Development, a.s. 435 1,701 Olomouc Building, a.s. 19 , 996 20,928 Orchard Hotel a.s. 5 , 821 6,023 OZ Trmice, a.s. 1 , 530 423 Ozrics Kft. 2 , 976 2,567 Platnéřská 10 s.r.o. 86 75 Pólus Shopping Center Zrt. 60 , 990 58,639 Projekt Nisa, s.r.o. 72 , 698 81,102 Projekt Zlatý Anděl, s.r.o. - 80,897 Prostějov Investments, a.s. 2 , 608 1,906 Real Estate Energy Kft. 26 26 Residence Belgická, s.r.o. - 1,590 Residence Izabella, Zrt. 3 , 502 3,528 Rezidence Jančova, s.r.o. 1 , 486 1,207 Rezidence Malkovského, s.r.o. 4 , 632 1,849 Savile Row 1 Limited 77 , 965 70,365 SCP Reflets 8 , 823 8,653 Seattle, s.r.o. 8 , 008 - Spojené elektrárny, s.r.o. - 207 Spojené farmy a.s. 2 , 645 - Statek Kravaře, a.s. 723 - Statenice Property Development, a.s. 2 , 937 2,825 Tachov Investments, s.r.o. 45 - Třinec Property Development, a.s. - 3,617 Tyršova 6, a.s. - 3,419 U svatého Michala, a.s. - 3,465 Uchaux Limited 14 , 381 3,176 V Team Prague, s.r.o. - 158 Vigano, a.s. 13 , 091 12,247 ZET.office, a.s. - 31,521 Total loans provided non-current - related parties 4,325,062 4,568,638 Joint venture Uniborc S.A. 8,617 14,435 Total 4,333,679 4,583,073 Current loans provided to related parties CPI PG Group 31 December 2023 31 December 2022 Andrássy Hotel Zrt. 72 69 Andrássy Real Kft. - 229 Balvinder, a.s. 35 36 Baudry Beta, a.s. 373 600 BAYTON Alfa, a.s. 253 189 Best Properties South, a.s. 1,189 1,210 Březiněves, a.s. 22 42 CAMPONA Shopping Center Kft. 1,172 1,093 Carpenter Invest, a.s. 40 39 Conradian, a.s. 83 79 CPI – Bor, a.s. - 524 CPI - Horoměřice, a.s. 1 1 CPI - Orlová, a.s. 28 34 CPI – Real Estate, a.s. 31 37 CPI - Zbraslav, a.s. 8 - CPI Beet, a.s. 5 4 CPI Blatiny, s.r.o. (formerly CPI Tercie, s.r.o.) 87 131 CPI BYTY, a.s. 772 873 CPI Development Services, s.r.o. (formerly Brno Development Services, s.r.o.) 186 181 CPI East, s.r.o. - 1,068 CPI Energo, a.s. 40 1 CPI Facility Slovakia, a.s. 153 61 CPI Green, a.s. 46 - CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 44 CPI PG Group 31 December 2023 31 December 2022 CPI Hotels, a.s. 258 300 CPI Hotels Properties, a.s. 323 327 CPI IMMO, S.a.r.l. 3,782 29 CPI Kappa, s.r.o. 17 13 CPI Management, s.r.o. 32 - CPI Národní, s.r.o. 1,806 2,085 CPI Office Business Center, s.r.o. (formerly CPI Meteor Centre, s.r.o.) - 1,685 CPI Office Prague, s.r.o. - 59 CPI Park Jablonné v Podještědí, s.r.o. 18 - CPI PROPERTY GROUP S.A. 668,489 107,345 CPI Reality, a.s. 1,485 896 CPI Retail One Kft. 64 54 CPI Retail Portfolio I, a.s. - 202 CPI Retail Portfolio VIII s.r.o. - 131 CPI RETAIL PORTFOLIO HOLDING Kft. 450 1,033 CPI Sekunda, s.r.o. 29 27 CPI Shopping MB, a.s. - 504 CPI Shopping Teplice, a.s. 754 806 CPI Smart Power, a.s. 8 - CPI Théta, a.s. - 141 CPI Žabotova, a.s. 85 104 CPIPG Management S.à r.l. 8,653 4,287 Czech Property Investments, a.s. 6,727 5,215 Eclair Aviation s.r.o. 17 - EMH South, s.r.o. 93 116 Europeum Kft. 417 430 Farhan, a.s. 956 915 FL Property Development, a.s. 3 3 Futurum HK Shopping, s.r.o. - 1,435 FVE roofs & grounds, s.r.o. 63 - Hightech Park Kft. 63 54 Hospitality Invest S.a r.l. 191 84 Hraničář, a.s. 188 193 Chuchle Arena Praha, s.r.o. 1 - IS Nyír Kft. 59 56 IS Zala Kft. 165 160 Janáčkovo nábřeží 15, s.r.o. 95 79 Kerina, a.s. 6,205 79 KOENIG Shopping s.r.o. 807 793 Kunratická farma, s.r.o. 128 - LD Praha, a.s. 41 45 Lockhart, a.s. 308 318 Lucemburská 46, a.s. - 43 Marcano, a.s. 158 - Marissa Omikrón, a.s. - 247 Marissa Tau, a.s. 260 266 Marissa Théta, a.s. 261 3 Marissa West, a.s. 749 1,325 MARRETIM s.r.o. 6 8 MUXUM, a.s. 84 83 Na Poříčí, a.s. 511 488 New Age Kft. 31 14 Notosoaria, s.r.o. 851 Nymburk Property Development, a.s. 32 23 Olomouc Building, a.s. 371 384 Orchard Hotel a.s. 105 107 OZ Trmice, a.s. 65 9 Ozrics, Kft. 51 44 Platnéřská 10 s.r.o. 1 1 Pólus Shopping Center Zrt. 1,331 1,273 Projekt Nisa, s.r.o. 1,267 1,292 Projekt Zlatý Anděl, s.r.o. - 1,059 Prostějov Investments, a.s. 104 24 Real Estate Energy Kft. 1 - Residence Belgická, s.r.o. 1,519 19 Residence Izabella, Zrt. 76 75 Rezidence Jančova, s.r.o. 42 34 Rezidence Malkovského, s.r.o. 138 39 SCP Reflets 56 56 Seattle, s.r.o. 65 - Spojené elektrárny, s.r.o. 15 - Spojené farmy a.s. 47 - CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 45 CPI PG Group 31 December 2023 31 December 2022 Statek Kravaře, a.s. 17 - Statenice Property Development, a.s. 51 40 Tachov Investments, s.r.o. 1 - Třinec Property Development, a.s. - 92 Tyršova 6, a.s. 3,340 25 U svatého Michala, a.s. - 44 V Team Prague, s.r.o. - 3 Vigano, a.s. 205 184 ZET.office, a.s. - 562 Total loans provided current - related parties 719,187 144,370 Joint venture Uniborc S.A. 89 209 Total 719,276 144,579 Other current receivables (Cash pool) CPI PG Group 31 December 2023 31 December 2022 Andrassy Hotel Zrt. 74 70 Balvinder, a.s. 2 - Baudry Beta, a.s. 211 193 BAYTON Alfa, a.s. 605 446 Best Properties South, a.s. 168 5,635 BRNO INN, a.s. 2 7 Březiněves, a.s. 24 6 CAMPONA Shopping Center Kft. - 129 CPI - Bor, a.s. 109 1,466 CPI - Real Estate, a.s. 6 - CPI - Zbraslav, a.s. 14 - CPI Beet, a.s. 15 32 CPI BYTY, a.s. 61 18 CPI Development Services, s.r.o. (formerly Brno Development Services, s.r.o.) 223 1,707 CPI East, s.r.o. - 192 CPI Energo, a.s. 812 - CPI Facility Management Kft. 256 6 CPI Hotels Properties, a.s. 39 38 CPI Hungary Kft. 2,376 202 CPI Kappa, s.r.o. 17 67 CPI Management, s.r.o. 132 2,839 CPI Národní, s.r.o. 515 - CPI Office Business Center, s.r.o. (formerly CPI Meteor Centre, s.r.o.) - 211 CPI Office Prague, s.r.o. - 633 CPI Poland Property Management sp. z o.o. 1,219 439 CPI Poland Sp. z o.o. 6,668 1,963 CPI PROPERTY GROUP S.A. 4,085 991 CPI Property, s.r.o. 13 - CPI Retail Portfolio I, a.s. - 17 CPI Retails ONE, a.s. - 68 CPI Services, a.s. 17,163 12,644 CPI Shopping Teplice, a.s. 622 - CPI Žabotova, a.s. - 162 CPIPG Management S.à r.l. 570 246 Czech Property Investments, a.s. 13 878 Diana Development sp. z o.o. 428 13 EMH South, s.r.o. 26 636 ENDURANCE HOSPITALITY ASSET S.à r.l. - 6 ENDURANCE HOSPITALITY FINANCE S.à r.l. - 6 Equator II Development sp. z o.o. 807 - Equator Real sp. z o.o. 477 321 Europeum Kft. 157 242 Farhan, a.s. 1,078 6,932 FL Property Development, a.s. - 6 Futurum HK Shopping, s.r.o. - 5 Gadwall, Sp. z o.o. - 2 GCA Property Development sp. z o.o. 2,574 4 Hospitality invest S.à r.l. 1 13 HOTEL U PARKU, s.r.o. 2 6 Hraničář, a.s. 21 5 IS Nyír Kft. 86 1 IS Zala Kft. 99 135 Janáčkovo nábřeží 15, s.r.o. 35 402 Kerina, a.s. 8 - CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 46 CPI PG Group 31 December 2023 31 December 2022 KOENIG Shopping, s.r.o. 65 3 LD Praha, a.s. 2 - Le Regina Warsaw Sp. z o.o. 1 2 Lockhart, a.s. 6 - Marissa West, a.s. 295 5,625 MARRETIM s.r.o. 2 - MMR RUSSIA S.à r.l. - 15 Moniuszki Office sp. z o.o. 785 23 MUXUM, a.s. 2 30 Na Poříčí, a.s. - 3,265 New Age Kft. 17 69 Nymburk Property Development, a.s. 11 - Olomouc Building, a.s. 150 8 Orchard Hotel a.s. 2 - Oxford Tower sp. z o.o. 4,174 4,347 OZ Trmice, a.s. 39 - Ozrics Kft. 35 80 Platnéřská 10 s.r.o. 4 3 Projekt Nisa, s.r.o. 1,479 160 Projekt Zlatý Anděl, s.r.o. - 233 Prosta 69 Sp. z o.o. 244 467 Real Estate Energy Kft. 1,617 - Residence Belgická, s.r.o. 2 - Residence Izabella Zrt. 66 83 ST Project Limited - Tepelné hospodářství Litvínov s.r.o. 117 273 Třinec Property Development, a.s. - 3 Tyršova 6, a.s. 2 3 U svatého Michala, a.s. - 27 V Team Prague, s.r.o. - 1,594 ZET.office, a.s. - 629 Total 50,930 56,982 Non-current financial debts received from related parties CPI PG Group 31 December 2023 31 December 2022 BPT Development, a.s. - 80 BRNO INN, a.s. 288 - Brno Property Development, a.s. 17,49 2 23,989 Byty Lehovec, s.r.o. - 1,319 CPI - Bor, a.s. 26,860 - CPI - Zbraslav, a.s. - 546 CPI Facility Management Kft. 529 - CPI Finance CEE, a.s. 72 73 CPI Green, a.s. - 83 CPI Group Services, a.s. 76 - CPI PROPERTY GROUP S.A. 4,018,197 4,068,068 Czech Property Investments, a.s. - 9,577 Gebauer Höfe Liegenschaften GmbH 24,118 23,898 Gewerbesiedlungs-Gessellschaft mbH - 75,433 GSG ARMO Verwaltungsgesellschaft mbH 39,500 - GSG Asset GmbH & Co. Verwaltungs KG 4,134 4,073 GSG Berlin GmbH (formerly Gewerbesiedlungs-Gessellschaft mbH) 76,128 - GSG Berlin Invest GmbH 34,733 34,416 GSG Gewerbehöfe Berlin 1. GmbH & Co. KG 22,468 22,169 GSG Gewerbehöfe Berlin 2. GmbH & Co. KG 23,310 22,981 GSG Gewerbehöfe Berlin 3. GmbH & Co. KG 76,726 75,815 GSG Gewerbehöfe Berlin 4. GmbH & Co. KG 31,831 31,416 GSG Gewerbehöfe Berlin 5. GmbH & Co. KG 60,648 59,862 HOTEL U PARKU, s.r.o. - 507 Jetřichovice Property, a.s. 219 239 PROJECT FIRST a.s. 3,287 5,080 Real Estate Energy Kft. 5,741 - Rizeros, a.s. 73 - ST Project Limited 166,284 169,110 Tachov Investments, s.r.o. - 169 Tepelné hospodářství Litvínov s.r.o. 721 - Total 4,633,435 4,628,903 Current financial debts received from related parties CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 47 CPI PG Group 31 December 2023 31 December 2022 BAYTON Gama, a.s. - 3 BPT Development, a.s. - 1 BRNO INN, a.s. 4 2,913 Brno Property Development, a.s. 13 1 181 Byty Lehovec, s.r.o. 1,217 14 CPI - Bor, a.s. 193 - CPI - Zbraslav, a.s. 1 14 CPI Facility Management Kft. 7 461 CPI Finance CEE, a.s. 1 1 CPI Flats, a.s. - 10 CPI Green, a.s. - 3 CPI Group Services, a.s. 1 - CPI Hungary Investments Kft. 5,598 5,749 CPI Hungary Kft. - 717 CPI PROPERTY GROUP S.A. 128,649 230,035 Czech Property Investments, a.s. 25,777 1,079 Gebauer Höfe Liegenschaften GmbH 1,423 220 Gewerbesiedlungs-Gessellschaft mbH - 695 GSG ARMO Verwaltungsgesellschaft mbH 562 - GSG Asset GmbH & Co. Verwaltungs KG 244 61 GSG Berlin GmbH (formerly Gewerbesiedlungs-Gessellschaft mbH) 4,491 - GSG Berlin Invest GmbH 2,049 317 GSG Gewerbehöfe Berlin 1. GmbH & Co. KG 1,326 299 GSG Gewerbehöfe Berlin 2. GmbH & Co. KG 1,375 329 GSG Gewerbehöfe Berlin 3. GmbH & Co. KG 4,52 6 910 GSG Gewerbehöfe Berlin 4. GmbH & Co. KG 1,878 415 GSG Gewerbehöfe Berlin 5. GmbH & Co. KG 3,578 786 HOTEL U PARKU, s.r.o. 247 4 Jetřichovice Property, a.s. 2 2 PROJECT FIRST, a.s. 28 38 Real Estate Energy Kft. 47 - Tachov Investments, s.r.o. - 5 Telč Property Development, a.s. - 47 Tepelné hospodářství Litvínov s.r.o. 13 440 Total 183,368 245,749 Other current liabilities (Cash pool) CPI PG Group 31 December 2023 31 December 2022 Andrassy Hotel Zrt. 265 242 Atrium Complex sp. z o.o. 801 251 Balvinder, a.s. 4 34 Baudry Beta, a.s. 478 150 Best Properties South, a.s. 835 - BRNO INN, a.s. 238 204 Březiněves, a.s. - 566 CAMPONA Shopping Center Kft. 1,026 81 Central Tower 81 sp. z o.o. 458 160 City Gardens Sp. z o.o. 2,234 492 CPI - Bor, a.s. 730 419 CPI - Real Estate, a.s. 166 108 CPI - Zbraslav, a.s. 4 7 58 CPI BYTY, a.s. 3,664 3,159 CPI Development Services, s.r.o. (formerly Brno Development Services, s.r.o.) 1 - CPI East, s.r.o. - 2,769 CPI Energo, a.s. 2,867 434 CPI Facility Management Kft. - 38 CPI Facility Slovakia, a.s. 272 165 CPI Hotels Properties, a.s. 1 1 CPI Hungary Investments Kft. 1,595 820 CPI Hungary Kft. - 215 CPI Management, s.r.o. 507 888 CPI Národní, s.r.o. 1,646 2,165 CPI Office Business Center, s.r.o. (formerly CPI Meteor Centre, s.r.o.) - 704 CPI Office Prague, s.r.o. - 257 CPI Poland Property Management sp. z o.o. 1,461 775 CPI Poland Sp. z o.o. 7,186 2,860 CPI Property Group S.A. 1,693 853 CPI Reality, a.s. 1,365 1,460 CPI Retail One Kft. 1,104 - CPI Retail Portfolio I, a.s. - 329 CPI Retail Portfolio VIII s.r.o. - 212 CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 48 CPI PG Group 31 December 2023 31 December 2022 CPI Services, a.s. 3,492 - CPI Shopping MB, a.s. - 803 CPI Shopping Teplice, a.s. 904 1,058 CPI Žabotova, a.s. 108 - CT Development sp. z o.o. 218 94 Czech Property Investments, a.s. 2,075 2,162 EMH South, s.r.o. 209 - Equator Real sp. z o.o. - 56 Europeum Kft. 1,153 1,210 Farhan, a.s. 1,108 2,192 Futurum HK Shopping, s.r.o. - 1,795 Gadwall, Sp. z o.o. 309 74 GCA Property Development sp. z o.o. - 353 Hightech Park Kft. 321 32 HOTEL U PARKU, s.r.o. 9 3 - Hraničář, a.s. 106 60 IS Nyír Kft. 122 217 IS Zala Kft. 351 323 Kerina, a.s. - 164 KOENIG Shopping, s.r.o. 444 1,022 LD Praha, a.s. 157 118 Le Regina Warsaw Sp. z o.o. 184 167 Lockhart, a.s. 180 21 Lucemburská 46, a.s. - 303 Marissa Omikrón, a.s. - 313 Marissa Tau, a.s. 453 423 Marissa Théta, a.s. 35 30 Marissa West, a.s. 8 174 MARRETIM s.r.o. 19 16 Michalovce Property Development, a.s. - - Moniuszki Office sp. z o.o. 189 72 MUXUM, a.s. 16 8 - Na Poříčí, a.s. 368 238 New Age Kft. 81 Nymburk Property Development, a.s. 402 426 Olomouc Building, a.s. - 38 Orchard Hotel a.s. 85 15 OZ Trmice, a.s. 355 9 Ozrics Kft. - 4 Pelhřimov Property Development, a.s. - - Považská Bystrica Property Development, a.s. - - Pólus Shopping Center Zrt. 1,511 951 Prievidza Property Development, a.s. - - Projekt Nisa, s.r.o. 1,256 1,446 Projekt Zlatý Anděl, s.r.o. - 1,610 Prosta 69 Sp. z o.o. 29 100 Real Estate Energy Kft. 122 6,057 Residence Belgická, s.r.o. 33 16 Residence Izabella Zrt. 69 228 Svitavy Property Alfa, a.s. - - Tepelné hospodářství Litvínov s.r.o. 1 - Trebišov Property Development, s. r. o. - - Třinec Investments, s.r.o. - - Třinec Property Development, a.s. - 134 Tyršova 6, a.s. 85 159 U svatého Michala, a.s. - - V Team Prague, s.r.o. - 19 ZET.office, a.s. - 579 Total 47,447 46,150 Interest income from related parties CPI PG Group 2023 2022 1 Bishops Avenue Limited 4 , 802 5,867 AIRPORT CITY Kft. - 64 Airport City Phase B Kft. - 10 ALIZÉ PROPERTY a.s. - 3 Andrássy Hotel Zrt. 296 288 Andrássy Real Kft. 146 931 Arena Corner Kft. - 2,019 Atrium Complex sp. z o.o. 1 - Balvinder, a.s. 143 159 CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 49 CPI PG Group 2023 2022 Baudry Beta, a.s. 784 810 BAYTON Alfa, a.s. 950 745 BC 99 Office Park Kft. - 1,720 Beroun Property Development, a.s. - 533 Best Properties South, a.s. 5 , 030 4,823 Brandýs Logistic, a.s. - 326 Brno Development Services, s.r.o. - 275 BRNO INN, a.s. 1 1 Březiněves, a.s. 114 161 Bubenská 1, a.s. merged with CPI Office Business Center, s.r.o. - - CAMPONA Shopping Center Kft. 4 , 665 4,826 Carpenter Invest, a.s. 162 147 CB Property Development, a.s. - 48 CD Property s.r.o. 239 - Ceratopsia, a.s. 437 - City Gardens Sp. z o.o. - 1 City Market Dunakeszi Kft. (formerly Buy-Way Dunakeszi Kft.) - 220 City Market Soroksár Kft. (formerly Buy-Way Soroksár Kft.) - 178 Conradian, a.s. 332 304 CPI – Bor, a.s. 1 , 131 1,545 CPI - Horoměřice, a.s. 4 3 CPI - Orlová, a.s. 124 109 CPI - Real Estate, a.s. 134 145 CPI - Zbraslav, a.s. 10 - CPI Beet, a.s. 20 15 CPI Blatiny, s.r.o. (formerly CPI Tercie, s.r.o.) 344 229 CPI BYTY, a.s. 3 , 937 4,076 CPI Delta, a.s. - 56 CPI Development Services, s.r.o. (formerly Brno Development Services, s.r.o.) 572 - CPI East, s.r.o. 2 , 984 4,304 CPI Energo, a.s. 170 1 CPI Facility Management Kft. 24 7 CPI Facility Slovakia, a.s. 131 159 CPI Green, a.s. 69 - CPI Hotels, a.s. 1 , 126 1,241 CPI Hotels Properties, a.s. 1 , 322 1,274 CPI Hungary Investments Kft. 45 4 CPI Hungary Kft. 167 25 CPI IMMO, S.a.r.l. 56 57 CPI Kappa, s.r.o. 69 53 CPI Management, s.r.o. 51 170 CPI Národní, s.r.o. 7 , 783 2,870 CPI Office Business Center, s.r.o. (formerly CPI Meteor Centre, s.r.o.) 5 , 946 6,606 CPI Office Prague, s.r.o. 123 246 CPI Park Jablonné v Podještědí, s.r.o. 18 - CPI Poland Property Management sp. z o.o. 80 3 CPI Poland Sp. z o.o. 377 11 CPI PROPERTY GROUP S.A. 120 , 309 62,739 CPI Reality, a.s. 3 , 291 3,513 CPI Retail One Kft. 249 276 CPI Retail Portfolio Holding Kft. 452 704 CPI Retail Portfolio I, a.s. 796 524 CPI Retail Portfolio II, a.s. - 170 CPI Retail Portfolio IV, s.r.o. - 63 CPI Retail Portfolio V, s.r.o. (merged with CPI Retail Portfolio I, a.s.) - 171 CPI Retail Portfolio VI, s.r.o. (merged with CPI Retail Portfolio I, a.s.) - 97 CPI Retail Portfolio VIII s.r.o. 46 7 416 CPI Retails ONE, a.s. - 455 CPI Retails ROSA s.r.o. - 185 CPI Retails THREE, a.s. - 1,197 CPI Retails TWO, a.s. - 378 CPI Sekunda, s.r.o. 112 64 CPI Services, a.s. 886 202 CPI Shopping MB, a.s. 1 , 931 2,044 CPI Shopping Teplice, a.s. 3 , 24 6 3,265 CPI Théta, a.s. 255 239 CPI Žabotova, a.s. 339 336 CPIPG Management S.à r.l. 5 , 054 4,400 CT Development sp. z o.o. 15 Czech Property Investments, a.s. 22 , 019 20,965 Čadca Property Development, s.r.o. - 83 Čáslav Investments, a.s. (merged with CPI Retails TWO) - 107 CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 50 CPI PG Group 2023 2022 David Leo Greenbaum 3 - Diana Development sp. z o.o. 9 1 Eclair Aviation s.r.o. 73 - EMH South, s.r.o. 460 478 Equator II Development sp. z o.o. 20 - Equator Real sp. z o.o. 19 26 Europeum Kft. 1 , 738 1,765 Farhan, a.s. 3 , 986 3,759 FL Property Development, a.s. 12 12 Futurum HK Shopping, s.r.o. 5 , 467 5,851 FVE CHZ s.r.o. - 6 FVE roofs & grounds, s.r.o. 64 - Gateway Office Park Kft. - 383 GCA Property Development sp. z o.o. 49 - HD Investment s.r.o. - 3 HECF Vestec 2 s.r.o. (formerly CPI Vestec, s.r.o.) - 66 Hightech Park Kft. 250 223 Hospitality Invest S. a r.l. 5 1 HOTEL U PARKU, s.r.o. 1 1 Hraničář, a.s. 772 761 Chuchle Arena Praha, s.r.o. 1 - IGY2 CB, a.s. - 29 IS Nyír Ingatlanhasznosítóés Vagyonkezelo Kft. 242 212 IS Zala Ingatlanhasznosítóés Vagyonkezelo Kft. 682 661 Janáčkovo nábřeží 15, s.r.o. 387 469 Jeseník Investments, a.s. (merged with CPI Retails TWO) - 122 Karnosota, a.s. 365 - Kerina, a.s. 295 309 KOENIG Shopping, s.r.o. 3 , 326 3,222 Komárno Property Development, a.s. - 51 Kunratická farma, s.r.o. 13 0 39 LD Praha, a.s. 172 180 Le Regina Warsaw Sp. z o.o. - 1 Levice Property Development, a.s. - 149 Lockhart, a.s. 1, 271 1,313 Lucemburská 46, a.s. 50 172 Marissa Gama, a.s. - - Marissa Omikrón, a.s. 902 980 Marissa Tau, a.s. 1 , 073 1,059 Marissa Théta, a.s. 12 17 Marissa West, a.s. 2 , 983 5,437 Marissa Yellow, a.s. - - Marissa Ypsilon, a.s. - 1,423 MARRETIM s.r.o. 28 49 MB Property Development, a.s. (merged with Nymburk Property Development, a.s.) - - Michalovce Property Development, a.s. - 84 Moniuszki Office sp. z o.o. 5 - MUXUM, a.s. 341 327 Na Poříčí, a.s. 2 , 123 1,987 New Age Kft. 126 57 Notosoaria, s.r.o. 1 , 898 - Nymburk Property Development, a.s. 82 106 OC Nová Zdaboř a.s. (merged with CPI Retails ONE) - 422 OC Spektrum, s.r.o. - 778 OFFICE CENTER HRADČANSKÁ, a.s. merged with CPI Office Business Center, s.r.o. - - Olomouc Building, a.s. 1 , 533 1,510 Orchard Hotel a.s. 430 417 Oxford Tower sp. z o.o. 152 107 OZ Trmice, a.s. 637 17 Ozrics, Kft. 202 177 Pelhřimov Property Development, a.s. - 134 Platnéřská 10 s.r.o. 5 5 Pólus Shopping Center Zrt. 5 , 331 5,131 Považská Bystrica Property Development, a.s. - 20 Prievidza Property Development, a.s. - 78 Projekt Nisa, s.r.o. 5 , 392 5,301 Projekt Zlatý Anděl, s.r.o. 4 , 008 4,271 Prosta 69 Sp. z o.o. 4 20 Prostějov Investments, a.s. 179 86 Příbor Property Development, s.r.o. (merged with CPI Retail Portfolio VIII s.r.o.) - 18 Real Estate Energy Kft. 735 4 Residence Belgická, s.r.o. 74 78 CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 51 CPI PG Group 2023 2022 Residence Izabella, Zrt. 318 300 Rezidence Jančova, s.r.o. 151 128 Rezidence Malkovského, s.r.o. 394 58 Savile Row 1 Limited 3 , 932 3,746 SCP Reflets 220 165 Seattle, s.r.o. 68 - Spojené elektrárny, s.r.o. 22 1 Spojené farmy a.s. 88 - Statek Kravaře, a.s. 52 - Statenice Property Development, a.s. 197 144 Svitavy Property Alfa, a.s. (merged with CPI Retails TWO) - 434 Tachov Investments, s.r.o. 4 - Tepelné hospodářství Litvínov, s.r.o. 4 8 Trebišov Property Development, s.r.o. - 85 Třinec Investments, s.r.o. (merged with CPI Retails TWO) - 99 Třinec Property Development, a.s. 327 292 Tyršova 6, a.s. 94 100 U svatého Michala, a.s. 179 178 Uchaux Limited 1 , 020 75 V Team Prague, s.r.o. 1 242 Vigano, a.s. 793 694 ZET.office, a.s. 732 2,281 Ždírec Property Development, a.s. - 21 Total interest income - related parties 261,040 209,677 Joint venture Uniborc S.A. 1,062 1,001 Entites over which the majority shareholder has control Marcano, a.s. 158 - Entities controlled by members of Board of Directors CPI Smart Power, a.s. 8 - Total 262,268 210,678 Interest expense from related parties CPI PG Group 2023 2022 Andrassy Hotel Zrt. 6 1 Andrássy Real Kft. - 2 Arena Corner Kft. - 4 Atrium Complex sp. z o.o. 31 40 Balvinder, a.s. 2 1 Baudry Beta, a.s. 9 6 BAYTON Alfa, a.s. 1 5 BC 99 Office Park Kft. - 5 Beroun Property Development, a.s. - 8 Best Properties South, a.s. 48 24 BPT Development, a.s. 1 3 Brandýs Logistic, a.s. - 1 Brno Development Services, s.r.o. - 23 BRNO INN, a.s. 65 102 Brno Property Development, a.s. 550 708 Březiněves, a.s. 9 8 Byty Lehovec, s.r.o. 23 81 CAMPONA Shopping Center Kft. 71 3 Central Tower 81 sp. z o.o. 26 17 City Gardens Sp. z o.o. 75 60 City Market Dunakeszi Kft. (formerly Buy-Way Dunakeszi Kft.) - 2 City Market Soroksár Kft. (formerly Buy-Way Soroksár Kft.) - 1 CPI - Bor, a.s. 394 8 CPI - Real Estate, a.s. 10 3 CPI - Zbraslav, a.s. 12 16 CPI Beet, a.s. 1 - CPI BYTY, a.s. 768 617 CPI Delta, a.s. (merged with CPI Retail Portfolio VIII s.r.o.) - 2 CPI Development Services, s.r.o. (formerly Brno Development Services, s.r.o.) 154 - CPI East, s.r.o. 64 58 CPI Energo, a.s. 172 25 CPI Facility Management Kft. 16 7 CPI Facility Slovakia, a.s. 8 1 CPI Finance CEE, a.s. 3 3 CPI Flats, a.s. - 18 CPI Green, a.s. 2 2 CPI Group Services, a.s. 1 - CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 52 CPI PG Group 2023 2022 CPI Hotels Properties, a.s. 10 2 CPI Hungary Kft. 13 40 CPI Hungary Investments Kft. 311 55 CPI Management, s.r.o. 36 15 CPI Národní, s.r.o. 77 713 CPI Office Business Center, s.r.o. 49 29 CPI Office Prague, s.r.o. 1 19 CPI Poland Property Management sp. z o.o. 86 23 CPI Poland Sp. z o.o. 432 90 CPI PROPERTY GROUP S.A. 113,217 117,608 CPI Reality, a.s. 80 56 CPI Retail One Kft. 9 - CPI Retail Portfolio I, a.s. 21 16 CPI Retail Portfolio II, a.s. - 5 CPI Retail Portfolio IV, a.s. - 3 CPI Retail Portfolio V, a.s. - 1 CPI Retail Portfolio VI, a.s. - 5 CPI Retail Portfolio VIII, a.s. 11 9 CPI Retails ONE, a.s. - 6 CPI Retails Rosa s.r.o. - 1 CPI Retails TWO, a.s. - 8 CPI Retails THREE, a.s. - 7 CPI Services, a.s. 43 19 CPI Shopping MB, a.s. 19 19 CPI Shopping Teplice, a.s. 25 22 CPI Théta, a.s. - 1 CPI Žabotova, a.s. 4 1 CPIPG Management S.à r.l. 6 6 CT Development sp. z o.o. 5 5 Czech Property Investments, a.s. 377 2,630 Čadca Property Development, s.r.o. - 2 Čáslav Investments, a.s. - 2 Diana Development sp. z o.o. 1 4 EMH South, s.r.o. 26 26 Equator II Development sp. z o.o. 15 20 Equator Real sp. z o.o. 11 2 Europeum Kft. 33 7 Farhan, a.s. 27 15 Futurum HK Shopping, s.r.o. 52 113 Gadwall, Sp. z o.o. 12 13 Gateway Office Park Kft. - 6 GCA Property Development sp. z o.o. 19 30 Gebauer Höfe Liegenschaften GmbH 1,423 220 Gewerbesiedlungs-Gessellschaft mbH - 695 GSG ARMO Verwaltungsgesellschaft mbH 562 - GSG Asset GmbH & Co. Verwaltungs KG 244 61 GSG Berlin GmbH (formerly Gewerbesiedlungs-Gessellschaft mbH) 4,491 - GSG Berlin Invest GmbH 2,049 317 GSG Gewerbehöfe Berlin 1. GmbH & Co. KG 1,326 299 GSG Gewerbehöfe Berlin 2. GmbH & Co. KG 1,375 329 GSG Gewerbehöfe Berlin 3. GmbH & Co. KG 4,527 910 GSG Gewerbehöfe Berlin 4. GmbH & Co. KG 1,878 415 GSG Gewerbehöfe Berlin 5. GmbH & Co. KG 3,578 786 Hightech Park Kft. 3 1 HOTEL U PARKU, s.r.o. 11 16 Hraničář, a.s. 12 6 IS Nyír Kft. 4 3 IS Zala Kft. 11 2 Janáčkovo nábřeží 15, s.r.o. 1 2 Jeseník Investments, a.s. - 2 Jetřichovice Property, a.s. 7 8 Kerina, a.s. 14 5 KOENIG Shopping, s.r.o. 76 68 Komárno Property Development, a.s. - 1 LD Praha, a.s. 9 5 Le Regina Warsaw Sp. z o.o. 8 3 Levice Property Development, a.s. - 1 Lockhart, a.s. 21 8 Lucemburská 46, a.s. 3 12 Marissa Omikrón, a.s. 11 13 Marissa Tau, a.s. 21 10 Marissa Théta, a.s. 2 - CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 53 CPI PG Group 2023 2022 Marissa West, a.s. 42 63 Marissa Ypsilon, a.s. - 11 MARRETIM s.r.o. 1 1 Michalovce Property Development, a.s. - 1 Moniuszki Office sp. z o.o. 13 14 MUXUM, a.s. 4 1 Na Poříčí, a.s. 30 35 New Age Kft. 1 - Nymburk Property Development, a.s. 27 27 OC Nová Zdaboř a.s. (merged with CPI Retails ONE) - 11 OC Spektrum, s.r.o. - 6 Olomouc Building, a.s. 17 13 Orchard Hotel a.s. 8 2 Oxford Tower sp. z o.o. 22 15 OZ Trmice, a.s. 45 - Pelhřimov Property Development, a.s. - 2 Pólus Shopping Center Zrt. 71 6 PROJECT FIRST a.s. 13 7 150 Projekt Nisa, s.r.o. 27 18 Projekt Zlatý Anděl, s.r.o. 24 20 Prosta 69 Sp. z o.o. 7 4 Příbor Property Development, s. r.o. (merged with CPI Retail Portfolio VIII s.r.o.) - 1 Radom Property Development sp. z o.o. - 1 Real Estate Energy Kft. 421 15 Rembertów Property Development sp. z o.o. - 2 Residence Belgická, s.r.o. 2 1 Residence Izabella Zrt. 4 1 Rezidence Malkovského, s.r.o. - 5 Svitavy Property Alfa, a.s. - 8 Tachov Investments, s.r.o. 1 5 Telč Property Development, a.s. - 1 Tepelné hospodářství Litvínov s.r.o. 35 32 Trebišov Property Development, s. r. o. - 2 Třinec Investments, s.r.o. (merged with CPI Retails TWO) - 3 Třinec Property Development, a.s. 6 2 Tyršova 6, a.s. 7 8 U svatého Michala, a.s. 1 1 V Team Prague, s.r.o. - 5 Zamość Property Development sp. z o.o. - 3 Zamość Sadowa Property Development sp. z o.o. - 4 ZET.office, a.s. (formerly CPI Orange, a.s.) 3 13 Zgorzelec Property Development sp. z o.o. - 1 Total 140,173 128,231 Sale of CD Property On 10 March 2023, the Group sold i ts subsidiary CD Property to the related party SIMMO for EUR 11.7 million. 11 Events after the reporting period There were no material events after reporting period. CPI FIM SA 2023 CONSOLIDATED FINANCIAL STATEMENTS | 54 Appendix I – List of group entities Entities fully consolidated Company Country 31 December 2023 31 December 2022 BD Malostransk á, a.s. Czech Republic 100.00% - Brno Property Invest XV., a.s. ( Svitavy Property Development, a.s) Czech Republic 100.00% 100.00% Bubny Development, s.r.o. Czech Republic 100.00% 20.00% BYTY PODKOVA, a.s. Czech Republic 100.00% 100.00% Camuzzi, a.s. Czech Republic 100.00% 100.00% Castor Investments sp. z o.o. Poland 100.00% 100.00% Castor Investments sp. z o.o. S.K.A. Poland 100.00% 100.00% CD Property s.r.o. Czech Republic - 100.00% CPI - Krásné Březno, a.s. Czech Republic 100.00% 100.00% CPI - Land Development, a.s. Czech Republic 100.00% 100.00% CPI ACAYA S.r.l. Italy 100.00% 100.00% CPI FIM GOLD, a.s. Czech Republic 100.00% - CPI FIM WHITE, a.s. Czech Republic 100.00% - CPI Italy 130 SPV S.r.l. Italy 100.00% 100.00% CPI Park Chabařovice, s.r.o. Czech Republic 100.00% 100.00% CPI Park Plzeň, s.r.o. Czech Republic 100.00% 100.00% CPI Park Žďárek, a.s. Czech Republic 100.00% 100.00% CPI Pigna S.r.l. Italy 100.00% 100.00% CPI Podhorský Park, s.r.o. Czech Republic 100.00% 100.00% CPI REV Italy II S.r.l. Italy 100.00% 100.00% CPI South, s.r.o. Czech Republic 90.00% 90.00% Darilia, a.s. Czech Republic 20.00% 20.00% Development Doupovská, s.r.o. Czech Republic 75.00% 75.00% Diana Property Sp. z o.o. Poland 100.00% 100.00% Equator IV Offices sp. z o.o. Poland 100.00% 100.00% Estate Grand, s.r.o. Czech Republic 100.00% 100.00% Eurocentrum Offices sp. z o.o. Poland 100.00% 100.00% Industrial Park Stříbro, s.r.o. Czech Republic 100.00% 100.00% JIHOVÝCHODNÍ MĚSTO, a.s. Czech Republic 100.00% 100.00% Land Properties, a.s. Czech Republic 100.00% 100.00% LES MAS DU FIGUER France 100.00% 100.00% Marki Real Estate Sp. z o.o. Poland 100.00% 100.00% MQM Czech, a.s. Czech Republic 100.00% 20.00% NOVÁ ZBROJOVKA, s.r.o. Czech Republic 100.00% 100.00% Nupaky a.s. Czech Republic 100.00% 100.00% Pietroni, s.r.o. Czech Republic 100.00% 100.00% Polygon BC, a.s. Czech Republic 100.00% 20.00% Rezidence Kunratice, s.r.o. Czech Republic 100.00% 100.00% Rezidence Pragovka, s.r.o. Czech Republic 100.00% 100.00% Strakonice Property Development, a.s. Czech Republic 100.00% 100.00% STRM Alfa, a.s. Czech Republic 100.00% 20.00% STRM Beta, a.s. Czech Republic 100.00% 100.00% STRM Gama, a.s. Czech Republic 100.00% 100.00% Vysočany Office, a.s. Czech Republic 100.00% 20.00% WFC Investments sp. z o.o. Poland 100.00% 100.00% Equity method investments Company Country 31 December 2023 31 December 2022 Beta Development, s.r.o. Czech Republic 35.00% 35.00% Uniborc S.A. Luxembourg 35.00% 35.00% 222100KIDRQ6NNVYUH612022-12-31222100KIDRQ6NNVYUH612023-12-31222100KIDRQ6NNVYUH612022-01-012022-12-31222100KIDRQ6NNVYUH612023-01-012023-12-31222100KIDRQ6NNVYUH612021-12-31222100KIDRQ6NNVYUH612023-12-31ifrs-full:NoncontrollingInterestsMember222100KIDRQ6NNVYUH612023-12-31ifrs-full:EquityAttributableToOwnersOfParentMember222100KIDRQ6NNVYUH612023-12-31ifrs-full:RetainedEarningsMember222100KIDRQ6NNVYUH612023-12-31ifrs-full:OtherReservesMember222100KIDRQ6NNVYUH612023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember222100KIDRQ6NNVYUH612023-12-31ifrs-full:SharePremiumMember222100KIDRQ6NNVYUH612023-12-31ifrs-full:IssuedCapitalMember222100KIDRQ6NNVYUH612023-01-012023-12-31ifrs-full:NoncontrollingInterestsMember222100KIDRQ6NNVYUH612023-01-012023-12-31ifrs-full:EquityAttributableToOwnersOfParentMember222100KIDRQ6NNVYUH612023-01-012023-12-31ifrs-full:RetainedEarningsMember222100KIDRQ6NNVYUH612023-01-012023-12-31ifrs-full:OtherReservesMember222100KIDRQ6NNVYUH612023-01-012023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember222100KIDRQ6NNVYUH612022-12-31ifrs-full:NoncontrollingInterestsMember222100KIDRQ6NNVYUH612022-12-31ifrs-full:EquityAttributableToOwnersOfParentMember222100KIDRQ6NNVYUH612022-12-31ifrs-full:RetainedEarningsMember222100KIDRQ6NNVYUH612022-12-31ifrs-full:OtherReservesMember222100KIDRQ6NNVYUH612022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember222100KIDRQ6NNVYUH612022-12-31ifrs-full:SharePremiumMember222100KIDRQ6NNVYUH612022-12-31ifrs-full:IssuedCapitalMember222100KIDRQ6NNVYUH612022-01-012022-12-31ifrs-full:NoncontrollingInterestsMember222100KIDRQ6NNVYUH612022-01-012022-12-31ifrs-full:EquityAttributableToOwnersOfParentMember222100KIDRQ6NNVYUH612022-01-012022-12-31ifrs-full:RetainedEarningsMember222100KIDRQ6NNVYUH612022-01-012022-12-31ifrs-full:OtherReservesMember222100KIDRQ6NNVYUH612022-01-012022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember222100KIDRQ6NNVYUH612021-12-31ifrs-full:NoncontrollingInterestsMember222100KIDRQ6NNVYUH612021-12-31ifrs-full:EquityAttributableToOwnersOfParentMember222100KIDRQ6NNVYUH612021-12-31ifrs-full:RetainedEarningsMember222100KIDRQ6NNVYUH612021-12-31ifrs-full:OtherReservesMember222100KIDRQ6NNVYUH612021-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember222100KIDRQ6NNVYUH612021-12-31ifrs-full:SharePremiumMember222100KIDRQ6NNVYUH612021-12-31ifrs-full:IssuedCapitalMemberiso4217:EURiso4217:EURxbrli:shares aaCA member firm of Ernst & YoungGlobalLimitedIndependent auditor’s reportTo the Shareholders ofCPI FIM SA40, rue de la ValléeL-2661 LuxembourgReport on the audit of the consolidated financial statementsOpinionWe have audited the consolidated financial statements of CPI FIM SA (the “Company”) and its subsidiaries(together, the “Group”), which comprise the consolidated statement of financial position as at31 December 2023, and the consolidated statement of comprehensive income, the consolidated statementof changes in equity and the consolidated statement of cash flows for the year then ended, and the notes tothe consolidated financial statements, including material accounting policy information.In our opinion, the accompanying consolidated financial statements give a true and fair view of theconsolidated financial position of the Group as at 31 December 2023 and of its consolidated financialperformance and consolidated cash flows for the year then ended in accordance with International FinancialReporting Standards (“IFRS”) as adopted by the European Union.Basis for opinionWe conducted our audit in accordance with EU Regulation N° 537/2014, the Law of 23 July 2016 on theaudit profession (“Law of 23 July 2016”) and with International Standards on Auditing (“ISAs”) as adopted forLuxembourg by the “Commission de Surveillance du Secteur Financier” (“CSSF”). Our responsibilities underthe EU Regulation Nº 537/2014, the Law of 23 July 2016 and ISAs as adopted for Luxembourg by the CSSFare further described in the “Responsibilities of the “réviseur d’entreprises agréé” for the audit of theconsolidated financial statements” section of our report. We are also independent of the Group inaccordance with the International Code of Ethics for Professional Accountants, including InternationalIndependence Standards, issued by the International Ethics Standards Board for Accountants (“IESBACode”) as adopted for Luxembourg by the CSSF together with the ethical requirements that are relevant toour audit of the consolidated financial statements, and have fulfilled our other ethical responsibilities underthose ethical requirements. We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our opinion.Key audit mattersKey audit matters are those matters that, in our professional judgment, were of most significance in our auditof the consolidated financial statements of the current period. These matters were addressed in the contextof the audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and wedo not provide a separate opinion on these matters. cA member firm of Ernst & YoungGlobalLimiteda) Impairment of loans providedDescriptionLoans provided represent 70% of the total Group’s consolidated assets. The majority of the loans providedhave been granted to related parties as detailed in Note 6.5 in the consolidated financial statements. Theprocess for estimating impairment provision on loans provided is a significant and complex area.Management performs an impairment assessment of loans provided and recognizes an allowance forexpected credit losses in accordance with IFRS 9.Due to the complexity, significance of judgements applied and the Group’s exposure to loans providedforming a major portion of the Group’s assets, the audit of impairment of loans provided is a key area offocus.Auditors responseOur audit procedures over the impairment on loans provided included, but were not limited to, the following:- Obtained an understanding of the key contractual terms of the loans provided.- Evaluated the application of requirements of IFRS 9 and appropriateness of the accounting policiesapplied by the management of the Group.- Understood management’s model used to determine impairment.- Reviewed the data and information used in developing the model and involved EY specialist toreview and challenge significant assumptions and parameters used.- Tested the accuracy and completeness of the financial data used in the model.- Tested the arithmetical accuracy of the model applied.- Reviewed and ensured the completeness of the consolidated financial statements disclosures interms of IFRS 9.b) Valuation of investment propertyDescriptionThe Group owns a portfolio of investment properties comprising office, land, properties under development,retail and residential type of properties located in Europe. Investment property represents 22% of the totalGroup’s assets as at 31 December 2023. Investment properties are valued at fair value in accordance withthe Group accounting policies.Valuation of investment property is a significant judgemental area and is underpinned by a number of factualinputs and assumptions. The valuation is inherently subjective due to, among other factors, the individualnature of each property, the location and the expected cash flows generated by future rentals. Themanagement engaged independent external valuers (hereafter the “Valuers”) to externally value 99% of theGroup’s investment properties.In determining a property’s valuation, the Valuers take into account property specific characteristics andinformation such as the correct tenancy agreements and rental income. They apply assumptions for yieldsand estimated market rent, which are influenced by prevailing market yields and comparable markettransactions, to come up with their assessment of the fair value. cA member firm of Ernst & YoungGlobalLimitedDue to the above mentioned matters, we consider valuation of investment property as a key audit matter.Auditors responseOur audit procedures over the valuation of investment property included, but were not limited to, thefollowing:- We evaluated the competence, capabilities and objectivity of the valuers and read the terms ofengagement of the Valuers to determine whether there were any matters that might have affectedtheir objectivity or limited the scope of their work.- For a sample of the valuations across all asset classes of investment properties, geographicallocations and external valuers, we traced the inputs used in the valuation process including rentsand occupancy rates.- In particular, we assessed whether the applied valuation methods are appropriate for the purpose ofthe valuation of the underlying investment property.- For a sample of properties we performed site visits to ensure existence and physical condition ofproperties.- We also involved our own real estate specialist to assist us in evaluating the reasonableness of theassumptions used in valuation models including yields and estimated market rent, for the sample ofinvestment properties.- We evaluated any caveats or limitations, if any, included in the Valuers’ reports.- We assessed the adequacy of the disclosures in the consolidated financial statements.Other informationThe Board of Directors is responsible for the other information. The other information comprises theinformation included in the consolidated management report and the corporate governance statement butdoes not include the consolidated financial statements and our report of “réviseur d’entreprises agréé”thereon.Our opinion on the consolidated financial statements does not cover the other information and we do notexpress any form of assurance conclusion thereon.In connection with our audit of the consolidated financial statements, our responsibility is to read the otherinformation and, in doing so, consider whether the other information is materially inconsistent with theconsolidated financial statements or our knowledge obtained in the audit or otherwise appears to bematerially misstated. If, based on the work we have performed, we conclude that there is a materialmisstatement of this other information, we are required to report this fact. We have nothing to report in thisregard. cA member firm of Ernst & YoungGlobalLimitedResponsibilities of the Board of Directors and of those charged with governance for theconsolidated financial statementsThe Board of Directors is responsible for the preparation and fair presentation of the consolidated financialstatements in accordance with IFRS as adopted by the European Union, and for such internal control as theBoard of Directors determines is necessary to enable the preparation of consolidated financial statementsthat are free from material misstatement, whether due to fraud or error.The Board of Directors is also responsible for presenting and marking up the consolidated financialstatements in compliance with the requirements set out in the Delegated Regulation 2019/815 on EuropeanSingle Electronic Format, as amended (“ESEF Regulation”).In preparing the consolidated financial statements, the Board of Directors is responsible for assessing theGroup’s ability to continue as a going concern, disclosing, as applicable, matters related to going concernand using the going concern basis of accounting unless the Board of Directors either intends to liquidate theGroup or to cease operations, or has no realistic alternative but to do so.Those charged with governance are responsible for overseeing the Group’s financial reporting process.Responsibilities of the “réviseur d’entreprises agréé” for the audit of the consolidated financialstatementsThe objectives of our audit are to obtain reasonable assurance about whether the consolidated financialstatements as a whole are free from material misstatement, whether due to fraud or error, and to issue areport of the “réviseur d’entreprises agréé” that includes our opinion. Reasonable assurance is a high levelof assurance, but is not a guarantee that an audit conducted in accordance with EU Regulation N°537/2014, the Law of 23 July 2016 and with the ISAs as adopted for Luxembourg by the CSSF will alwaysdetect a material misstatement when it exists. Misstatements can arise from fraud or error and areconsidered material if, individually or in the aggregate, they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these consolidated financial statements.As part of an audit in accordance with EU Regulation N° 537/2014, the Law of 23 July 2016 and with ISAsas adopted for Luxembourg by the CSSF, we exercise professional judgment and maintain professionalskepticism throughout the audit. We also:• Identify and assess the risks of material misstatement of the consolidated financial statements, whetherdue to fraud or error, design and perform audit procedures responsive to those risks, and obtain auditevidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting amaterial misstatement resulting from fraud is higher than for one resulting from error, as fraud mayinvolve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.• Obtain an understanding of internal control relevant to the audit in order to design audit procedures thatare appropriate in the circumstances, but not for the purpose of expressing an opinion on theeffectiveness of the Group’s internal control.• Evaluate the appropriateness of accounting policies used and the reasonableness of accountingestimates and related disclosures made by the Board of Directors. cA member firm of Ernst & YoungGlobalLimited• Conclude on the appropriateness of Board of Directors’ use of the going concern basis of accountingand, based on the audit evidence obtained, whether a material uncertainty exists related to events orconditions that may cast significant doubt on the Group’s ability to continue as a going concern. If weconclude that a material uncertainty exists, we are required to draw attention in our report of the “réviseurd’entreprises agréé” to the related disclosures in the consolidated financial statements or, if suchdisclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidenceobtained up to the date of our report of the “réviseur d’entreprises agréé”. However, future events orconditions may cause the Group to cease to continue as a going concern.• Evaluate the overall presentation, structure and content of the consolidated financial statements,including the disclosures, and whether the consolidated financial statements represent the underlyingtransactions and events in a manner that achieves fair presentation.• Assess whether the consolidated financial statements have been prepared, in all material respects, incompliance with the requirements laid down in the ESEF Regulation.• Obtain sufficient appropriate audit evidence regarding the financial information of the entities andbusiness activities within the Group to express an opinion on the consolidated financial statements. Weare responsible for the direction, supervision and performance of the Group audit. We remain solelyresponsible for our audit opinion.We communicate with those charged with governance regarding, among other matters, the planned scopeand timing of the audit and significant audit findings, including any significant deficiencies in internal controlthat we identify during our audit.We also provide those charged with governance with a statement that we have complied with relevantethical requirements regarding independence, and communicate to them all relationships and other mattersthat may reasonably be thought to bear on our independence, and where applicable, related safeguards.From the matters communicated with those charged with governance, we determine those matters that wereof most significance in the audit of the consolidated financial statements of the current period and aretherefore the key audit matters. We describe these matters in our report unless law or regulation precludespublic disclosure about the matter.Report on other legal and regulatory requirementsWe have been appointed as “réviseur d’entreprises agréé” by the General Meeting of the Shareholders on3 Ocotober 2019 and the duration of our uninterrupted engagement, including previous renewals andreappointments, is 1 year.The consolidated management report is consistent with the consolidated financial statements and has beenprepared in accordance with applicable legal requirements.The corporate governance statement, included in the consolidated management report, is the responsibilityof the Board of Directors. The information required by article 68ter paragraph (1) letters c) and d) of the lawof 19 December 2002 on the commercial and companies register and on the accounting records and annualaccounts of undertakings, as amended, is consistent with the consolidated financial statements and hasbeen prepared in accordance with applicable legal requirements. cA member firm of Ernst & YoungGlobalLimitedWe have checked the compliance of the consolidated financial statements of the Group as at31 December 2023 with relevant statutory requirements set out in the ESEF Regulation that are applicableto the financial statements. For the Group, it relates to:•Financial statements prepared in valid xHTML format;•The XBRL markup of the consolidated financial statements using the core taxonomy and the commonrules on markups specified in the ESEF Regulation.In our opinion, the consolidated financial statements of the Group as at 31 December 2023 identified asCPI_FIM_S.A._20240328.zip, have been prepared, in all material respects, in compliance with therequirements laid down in the ESEF Regulation.We confirm that the audit opinion is consistent with the additional report to the audit committee or equivalent.We confirm that the prohibited non-audit services referred to in EU Regulation No 537/2014 were notprovided and that we remained independent of the Group in conducting the audit.Ernst & YoungSociété anonymeCabinet de révision agrééJesus OrozcoLuxembourg, 28 March 2024 CPI FIM SASociété AnonymeR.C.S. Luxembourg B 44.996ANNUAL ACCOUNTS AND REPORTOF THE REVISEUR D’ENTREPRISES AGREE31 DECEMBER 202340, rue de la ValléeL-2661 LuxembourgShare capital: EUR 13,145,076R.C.S. Luxembourg B 44.996 TABLE OF CONTENTSREPORT OF THE REVISEUR D’ENTREPRISES AGREEANNUAL ACCOUNTSNotes to the annual accounts aaCA member firm of Ernst & YoungGlobalLimitedIndependent auditor’s reportTo the Shareholders ofCPI FIM SA40, rue de la ValléeL-2661 LuxembourgReport on the audit of the financial statementsOpinionWe have audited the financial statements of CPI FIM SA (the “Company”), which comprise the balancesheet as at 31 December 2023, and the profit and loss account for the year then ended, and the notes to thefinancial statements, including a summary of significant accounting policies.In our opinion, the accompanying financial statements give a true and fair view of the financial position of theCompany as at 31 December 2023, and of the results of its operations for the year then ended inaccordance with Luxembourg legal and regulatory requirements relating to the preparation and presentationof the financial statements.Basis for opinionWe conducted our audit in accordance with EU Regulation N° 537/2014, the Law of 23 July 2016 on theaudit profession (“Law of 23 July 2016”) and with International Standards on Auditing (“ISAs”) as adopted forLuxembourg by the “Commission de Surveillance du Secteur Financier” (“CSSF”). Our responsibilities underthe EU Regulation Nº 537/2014, the Law of 23 July 2016 and ISAs as adopted for Luxembourg by the CSSFare further described in the “Responsibilities of the “réviseur d’entreprises agréé” for the audit of the financialstatements” section of our report. We are also independent of the Company in accordance with theInternational Code of Ethics for Professional Accountants, including International Independence Standards,issued by the International Ethics Standards Board for Accountants (“IESBA Code”) as adopted forLuxembourg by the CSSF together with the ethical requirements that are relevant to our audit of the financialstatements, and have fulfilled our other ethical responsibilities under those ethical requirements. We believethat the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.Key audit mattersKey audit matters are those matters that, in our professional judgment, were of most significance in our auditof the financial statements of the current period. These matters were addressed in the context of the audit ofthe financial statements as a whole, and in forming our opinion thereon, and we do not provide a separateopinion on these matters. cA member firm of Ernst & YoungGlobalLimiteda) Valuation of financial assets (shares in affiliated undertakings and loans to affiliatedundertakings)DescriptionFinancial assets represent 85% of the total assets of the Company as at 31 December 2023.The assessment of the valuation of financial assets requires significant judgement applied by themanagement in assessing the recovery value of the financial assets and the permanent nature of a potentialimpairment.This matter was considered to be a key matter in our audit, since the aforementioned estimates are complexand require significant judgements by management of the Company.Auditors responseOur audit procedures over the valuation of financial assets included, but were not limited to, the following:- Ensured existence, initial cost of investment and ownership of the investments through inspection ofacquisition agreements and commercial registers of the underlying investees.- Understood the process of financial assets valuation and management’s impairment assessmentand evaluated the appropriateness of the application of the Luxembourg legal and regulatoryrequirements relating to the preparation and presentation of the financial statements.- Tested the arithmetical accuracy of the management’s impairment test based on comparison withthe net equity of the underlying investees and assessed the conclusions reached by themanagement in respect of recognized impairment and/or reversal of historical impairment.- Tested the accuracy and completeness of the provided loan database, on a representative samplebasis, by tracing the loan terms to the underlying loan agreements, the repayments of principal andinterest to the bank statements and the outstanding loan and accrued interest balances to thecounterparties.- Performed recalculation of the interest on loans to affiliated undertaking based on known data.- Reviewed and ensured the completeness of the financial statements’ disclosures.Other informationThe Board of Directors is responsible for the other information. The other information comprises theinformation included in the annual report and the corporate governance statement but does not include thefinancial statements and our report of “réviseur d’entreprises agréé” thereon.Our opinion on the financial statements does not cover the other information and we do not express anyform of assurance conclusion thereon.In connection with our audit of the financial statements, our responsibility is to read the other informationand, in doing so, consider whether the other information is materially inconsistent with the financialstatements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, basedon the work we have performed, we conclude that there is a material misstatement of this other information,we are required to report this fact. We have nothing to report in this regard. cA member firm of Ernst & YoungGlobalLimitedResponsibilities of the Board of Directors and of those charged with governance for the financialstatementsThe Board of Directors is responsible for the preparation and fair presentation of the financial statements inaccordance with Luxembourg legal and regulatory requirements relating to the preparation and presentationof the financial statements, and for such internal control as the Board of Directors determines is necessary toenable the preparation of financial statements that are free from material misstatement, whether due to fraudor error.The Board of Directors is also responsible for presenting the financial statements in compliance with therequirements set out in the Delegated Regulation 2019/815 on European Single Electronic Format, asamended (“ESEF Regulation”).In preparing the financial statements, the Board of Directors is responsible for assessing the Company’sability to continue as a going concern, disclosing, as applicable, matters related to going concern and usingthe going concern basis of accounting unless the Board of Directors either intends to liquidate the Companyor to cease operations, or has no realistic alternative but to do so.Those charged with governance are responsible for overseeing the Company’s financial reporting process.Responsibilities of the “réviseur d’entreprises agréé” for the audit of the financial statementsThe objectives of our audit are to obtain reasonable assurance about whether the financial statements as awhole are free from material misstatement, whether due to fraud or error, and to issue a report of the“réviseur d’entreprises agréé” that includes our opinion. Reasonable assurance is a high level of assurance,but is not a guarantee that an audit conducted in accordance with EU Regulation N° 537/2014, the Law of23 July 2016 and with the ISAs as adopted for Luxembourg by the CSSF will always detect a materialmisstatement when it exists. Misstatements can arise from fraud or error and are considered material if,individually or in the aggregate, they could reasonably be expected to influence the economic decisions ofusers taken on the basis of these financial statements.As part of an audit in accordance with EU Regulation N° 537/2014, the Law of 23 July 2016 and with ISAsas adopted for Luxembourg by the CSSF, we exercise professional judgment and maintain professionalskepticism throughout the audit. We also:• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud orerror, design and perform audit procedures responsive to those risks, and obtain audit evidence that issufficient and appropriate to provide a basis for our opinion. The risk of not detecting a materialmisstatement resulting from fraud is higher than for one resulting from error, as fraud may involvecollusion, forgery, intentional omissions, misrepresentations, or the override of internal control.• Obtain an understanding of internal control relevant to the audit in order to design audit procedures thatare appropriate in the circumstances, but not for the purpose of expressing an opinion on theeffectiveness of the Company’s internal control.• Evaluate the appropriateness of accounting policies used and the reasonableness of accountingestimates and related disclosures made by the Board of Directors. cA member firm of Ernst & YoungGlobalLimited• Conclude on the appropriateness of Board of Directors’ use of the going concern basis of accountingand, based on the audit evidence obtained, whether a material uncertainty exists related to events orconditions that may cast significant doubt on the Company’s ability to continue as a going concern. If weconclude that a material uncertainty exists, we are required to draw attention in our report of the “réviseurd’entreprises agréé” to the related disclosures in the financial statements or, if such disclosures areinadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to thedate of our report of the “réviseur d’entreprises agréé”. However, future events or conditions may causethe Company to cease to continue as a going concern.• Evaluate the overall presentation, structure and content of the financial statements, including thedisclosures, and whether the financial statements represent the underlying transactions and events in amanner that achieves fair presentation.• Assess whether the financial statements have been prepared, in all material respects, in compliancewith the requirements laid down in the ESEF Regulation.We communicate with those charged with governance regarding, among other matters, the planned scopeand timing of the audit and significant audit findings, including any significant deficiencies in internal controlthat we identify during our audit.We also provide those charged with governance with a statement that we have complied with relevantethical requirements regarding independence, and communicate to them all relationships and other mattersthat may reasonably be thought to bear on our independence, and where applicable, related safeguards.From the matters communicated with those charged with governance, we determine those matters that wereof most significance in the audit of the financial statements of the current period and are therefore the keyaudit matters. We describe these matters in our report unless law or regulation precludes public disclosureabout the matter.Report on other legal and regulatory requirementsWe have been appointed as “réviseur d’entreprises agréé” by the General Meeting of the Shareholders on 3October 2019 and the duration of our uninterrupted engagement, including previous renewals andreappointments, is 5 years.The management report is consistent with the financial statements and has been prepared in accordancewith applicable legal requirements.The corporate governance statement, included in the management report, is the responsibility of the Boardof Directors. The information required by article 68ter paragraph (1) letters c) and d) of the law of19 December 2002 on the commercial and companies register and on the accounting records and annualaccounts of undertakings, as amended, is consistent with the financial statements and has been prepared inaccordance with applicable legal requirements. cA member firm of Ernst & YoungGlobalLimitedWe have checked the compliance of the financial statements of the Company as at 31 December 2023 withrelevant statutory requirements set out in the ESEF Regulation that are applicable to the financialstatements. For the Company, it relates to:•Financial statements prepared in valid xHTML format;In our opinion, the financial statements of the Company as at 31 December 2023, identified asCPIFIM_31_12_2023_AFR, have been prepared, in all material respects, in compliance with therequirements laid down in the ESEF Regulation.We confirm that the audit opinion is consistent with the additional report to the audit committee or equivalent.We confirm that the prohibited non-audit services referred to in EU Regulation No 537/2014 were notprovided and that we remained independent of the Company in conducting the audit.Ernst & YoungSociété anonymeCabinet de révision agrééJesus OrozcoLuxembourg, 28 March 2024 Page 1/5The notes in the annex form an integral part of the annual accountsFSGVERP20240311T13090801_002Annual Accounts Helpdesk :Tel. : (+352) 247 88 494Email : [email protected] Nr. :Matricule :B449961993 2209 554eCDF entry date :BALANCE SHEETFinancial year fromto(in)01/0101/202331/12/202302EUR03CPI FIM SA40, rue de la ValléeL-2661 LuxembourgASSETSReference(s)Current yearPreviousyearA. Subscribed capital unpaid1101101102I. Subscribed capital not called1103103104II. Subscribed capital called butunpaid1105105106B. Formation expenses1107107108C. Fixed assetsNote 311095.436.408.133,001095.456.462.246,00110I. Intangible assets11111111121. Costs of development11131131142. Concessions, patents, licences,trade marks and similar rightsand assets, if they were1115115116a) acquired for valuableconsideration and need not beshown under C.I.31117117118b) created by the undertakingitself11191191203. Goodwill, to the extent that itwas acquired for valuableconsideration11211211224. Payments on account andintangible assets underdevelopment1123123124II. Tangible assets11251251261. Land and buildings11271271282. Plant and machinery1129129130 Page 2/5The notes in the annex form an integral part of the annual accountsFSGVERP20240311T13090801_002RCSL Nr. :Matricule :B449961993 2209 554Reference(s)Current yearPreviousyear3. Other fixtures and fittings, toolsand equipment11311311324. Payments on account andtangible assets in the courseof construction1133133134III. Financial assetsNote 311355.436.408.133,001355.456.462.246,001361. Shares in affiliated undertakingsNote 3.11137919.369.414,00137621.967.142,001382. Loans to affiliated undertakingsNote 3.211394.365.823.522,001394.670.985.968,001403. Participating interestsNote 3.311410,001410,001424. Loans to undertakings withwhich the undertaking is linkedby virtue of participatinginterestsNote 3.411437.013.165,001439.694.945,001445. Investments held as fixedassetsNote 3.51145120.902.521,00145153.668.446,001466. Other loansNote 3.6114723.299.511,00147145.745,00148D. Current assetsNote 41151930.963.294,00151354.741.920,00152I. Stocks11531531541. Raw materials and consumables11551551562. Work in progress11571571583. Finished goods and goodsfor resale11591591604. Payments on account1161161162II. Debtors1163868.890.170,00163252.903.287,001641. Trade debtors11653.023.400,00165378.441,00166a) becoming due and payablewithin one yearNote 4.111673.023.400,00167378.441,00168b) becoming due and payableafter more than one year11691691702. Amounts owed by affiliatedundertakings1171864.598.946,00171246.329.610,00172a) becoming due and payablewithin one yearNote 4.21173833.798.266,00173225.513.599,00174b) becoming due and payableafter more than one yearNote 4.3117530.800.680,0017520.816.011,001763. Amounts owed by undertakingswith which the undertaking islinked by virtue of participatinginterests117789.475,00177208.948,00178a) becoming due and payablewithin one yearNote 4.4117989.475,00179208.948,00180b) becoming due and payableafter more than one year11811811824. Other debtors11831.178.349,001835.986.288,00184a) becoming due and payablewithin one yearNote 4.511851.178.349,001855.986.288,00186b) becoming due and payableafter more than one year1187187188 Page 3/5The notes in the annex form an integral part of the annual accountsFSGVERP20240311T13090801_002RCSL Nr. :Matricule :B449961993 2209 554Reference(s)Current yearPreviousyearIII. Investments11891891901. Shares in affiliated undertakings11911911922. Own shares12092092103. Other investments1195195196IV. Cash at bank and in hand119762.073.124,00197101.838.633,00198E. Prepayments119961.964,0019961.987,00200TOTAL (ASSETS)6.367.433.391,002015.811.266.153,00202 Page 4/5The notes in the annex form an integral part of the annual accountsFSGVERP20240311T13090801_002RCSL Nr. :Matricule :B449961993 2209 554CAPITAL, RESERVES AND LIABILITIESReference(s)Current yearPreviousyearA. Capital and reservesNote 51301953.449.163,00301780.806.338,00302I. Subscribed capital130313.145.076,0030313.145.076,00304II. Share premium account1305784.669.809,00305784.669.809,00306III. Revaluation reserve1307307308IV. Reserves1309448.131.945,00309448.131.945,003101. Legal reserve1311448.131.945,00311448.131.945,003122. Reserve for own shares13133133143. Reserves provided for by thearticles of association13153153164. Other reserves, including thefair value reserve1429429430a) other available reserves1431431432b) other non available reserves1433433434V. Profit or loss brought forward1319-465.140.493,00319-551.030.101,00320VI. Profit or loss for the financial year1321172.642.826,0032185.889.609,00322VII. Interim dividends1323323324VIII. Capital investment subsidies1325325326B. Provisions13313313321. Provisions for pensions andsimilar obligations13333333342. Provisions for taxation13353353363. Other provisions1337337338C. Creditors14355.413.984.228,004355.030.459.815,004361. Debenture loans1437437438a) Convertible loans1439439440i) becoming due and payablewithin one year1441441442ii) becoming due and payableafter more than one year1443443444b) Non convertible loans1445445446i) becoming due and payablewithin one year1447447448ii) becoming due and payableafter more than one year14494494502. Amounts owed to creditinstitutions135517.798,0035522.334,00356a) becoming due and payablewithin one yearNote 6135717.798,0035722.334,00358b) becoming due and payableafter more than one year1359359360 Page 5/5The notes in the annex form an integral part of the annual accountsFSGVERP20240311T13090801_002RCSL Nr. :Matricule :B449961993 2209 554Reference(s)Current yearPreviousyear3. Payments received on accountof orders in so far as they arenot shown separately asdeductions from stocks1361361362a) becoming due and payablewithin one year1363363364b) becoming due and payableafter more than one year13653653664. Trade creditors1367606.444,00367806.859,00368a) becoming due and payablewithin one year1369606.444,00369806.859,00370b) becoming due and payableafter more than one year13713713725. Bills of exchange payable1373373374a) becoming due and payablewithin one year1375375376b) becoming due and payableafter more than one year13773773786. Amounts owed to affiliatedundertakingsNote 713795.413.313.455,003795.025.515.243,00380a) becoming due and payablewithin one yearNote 7.11381551.834.455,00381314.750.963,00382b) becoming due and payableafter more than one yearNote 7.213834.861.479.000,003834.710.764.280,003847. Amounts owed to undertakingswith which the undertaking islinked by virtue of participatinginterests1385385386a) becoming due and payablewithin one year1387387388b) becoming due and payableafter more than one year13893893908. Other creditorsNote 8145146.531,004514.115.379,00452a) Tax authorities13930,003932.481,00394b) Social security authorities139532.867,0039526.450,00396c) Other creditors139713.664,003974.086.448,00398i) becoming due andpayable within one year139913.664,003994.086.448,00400ii) becoming due andpayable after more thanone year1401401402D. Deferred income1403403404TOTAL (CAPITAL, RESERVES AND LIABILITIES)6.367.433.391,004055.811.266.153,00406 Page 1/2The notes in the annex form an integral part of the annual accountsFSGVERP20240311T13090801_003Annual Accounts Helpdesk :Tel. : (+352) 247 88 494Email : [email protected] Nr. :Matricule :B449961993 2209 554eCDF entry date :PROFIT AND LOSS ACCOUNTFinancial year fromto(in)01/0101/202331/12/202302EUR03CPI FIM SA40, rue de la ValléeL-2661 LuxembourgReference(s)Current yearPreviousyear1. Net turnover17017017022. Variation in stocksof finishedgoods and in work in progress17037037043. Work performed by the undertakingfor its own purposes and capitalised17057057064. Other operating incomeNote 917136.025.192,007134.200.535,007145. Raw materials and consumables andother external expenses1671-1.266.436,00671-1.428.429,00672a) Raw materials and consumables1601-9.166,00601-14.061,00602b) Other external expensesNote 101603-1.257.270,00603-1.414.368,006046. Staff costsNote 111605-755.290,00605-801.298,00606a) Wages and salaries1607-628.260,00607-665.620,00608b) Social security costs1609-119.799,00609-128.505,00610i) relating to pensions1653653654ii) other social security costs1655-119.799,00655-128.505,00656c) Other staff costs1613-7.231,00613-7.173,006147. Value adjustmentsNote 121657-3.628.191,00657547.051,00658a) in respect of formation expensesand of tangible and intangiblefixed assets1659659660b) in respect of current assets1661-3.628.191,00661547.051,006628. Other operating expensesNote 131621-4.823.137,00621-2.970.701,00622 Page 2/2The notes in the annex form an integral part of the annual accountsFSGVERP20240311T13090801_003RCSL Nr. :Matricule :B449961993 2209 554Reference(s)Current yearPreviousyear9. Income from participating interests17155.481.242,0071511.982.066,00716a) derived from affiliated undertakingsNote 1417175.481.242,0071711.982.066,00718b) other income from participatinginterests171971972010.Income from other investmentsandloansforming part of the fixed assetsNote 151721255.840.050,00721218.394.993,00722a) derived from affiliated undertakingsNote 15.11723254.411.506,00723217.265.844,00724b) other income not included under a)Note 15.217251.428.544,007251.129.149,0072611.Other interest receivable and similarincomeNote 16172761.951.171,0072743.996.631,00728a) derived from affiliated undertakingsNote 16.1172957.906.145,0072934.812.865,00730b) other interest and similar incomeNote 16.217314.045.026,007319.183.766,0073212.Share of profit or lossofundertakingsaccounted for underthe equity method166366366413.Value adjustmentsin respect offinancial assets and of investmentsheld as current assetsNote 1716653.776.756,00665-2.855.487,0066614.Interest payable and similar expensesNote 181627-149.970.089,00627-185.166.890,00628a) concerning affiliated undertakingsNote 18.11629-148.231.208,00629-175.879.531,00630b) other interest and similar expensesNote 18.21631-1.738.881,00631-9.287.359,0063215.Tax on profit or loss1635635-194,0063616.Profit or lossafter taxation1667172.631.268,0066785.898.277,0066817.Other taxesnot shown under items1 to 16Note 19163711.558,00637-8.668,0063818.Profit or lossfor the financial year1669172.642.826,0066985.889.609,00670 CPI FIM SA Société AnonymeR.C.S. Luxembourg B 44.996NOTE 1 - GENERAL INFORMATIONCPI FIM SA, Société Anonyme (“the Company” and “CPI FIM”), RCS number B 44.996, was incorporated under the LuxembourgCompany Law on 9 September 1993 as a limited liability company (Société Anonyme) for an unlimited period of me.The Company has for object the taking of parcipating interests, in whatsoever form in either Luxembourg or foreigncountries, especially in real estate companies in the Czech Republic, Poland and other countries of Eastern Europe and themanagement, control and development of such parcipang interests. The Company, through its subsidiaries (together “theGroup”), is principally involved in providing financing and management services, and the development of properes for itsown porolio or intended to be sold in the ordinary course of business.The registered office of the Company is established at 40, rue de la Vallée, L-2661 Luxembourg.As at 31 December 2023 the Company’s shares were listed on the regulated markets of the Warsaw Stock Exchange and ofthe Luxembourg Stock Exchange.The financial year is from 1 January 2023 to 31 December 2023.As at 31 December 2023, the Company is directly controlled by CPI Property Group S.A. by 97.31 % (2022: 97.31 %), aLuxembourg entity of which Mr. Radovan Vítek is the ulmate beneficial owner with 89.99 % of vong rights (2022: 89.35 %).Other shares of CPI FIM SA grant 2.69% voting rights.Total 1,314,507,629 shares grant 100.00% vong rights.Board of DirectorsAs at 31 December 2023, the Board of Directors consists of the following directors:Mr. David GreenbaumMr. Edward HughesMrs. Anita DubostMr. Scot WardlawThe consolidated financial statements and separate annual accounts of the Company can be obtained at its registered office,40, rue de la Vallée, L-2661 Luxembourg and at the following website:www.cpifimsa.com. CPI FIM SA Société AnonymeR.C.S. Luxembourg B 44.996NOTE 2 - ACCOUNTING PRINCIPLES, RULES AND METHODSBasis of preparation and going concernThe annual accounts have been prepared in accordance with Luxembourg legal and regulatory requirements. Accounngpolicies and valuaon rules are, besides the ones laid down by the law of 10 August 1915, as subsequently amended (“theCommercial Company Law”), determined and applied by the Board of Directors.The Company maintains its accounting records in Euro (EUR). The financial statements are presented in EUR. All figures intables are presented rounded to the nearest thousand, except when otherwise indicated.The financial statements were authorized for issue by the Board of Directors on 28 March 2024.Significant accounng policiesFinancial assetsFinancial assets include shares in affiliated undertakings, loans to affiliated undertakings, participang interests, loans toundertakings with which the undertaking is linked by virtue of parcipang interests and investments held as fixed assets.Financial assets are valued individually at the lower of their acquision price less permanent impairment or recoverable value.Amounts owed by affiliated undertakings, amounts owed by undertakings with which the Company is linked by virtue ofparcipating interest and other loans shown under “Financial assets” are recorded at their nominal value. A value adjustmentis recorded when the recovery value is parally or fully compromised on permanent basis.The value adjustments are not connued if the reasons for which the value adjustments were made have ceased to apply.Provided and received cash pool transactionsThe Company classifies the provided and received cash pool transactions on behalf agreed cash-pool contracts, includinginterests, as other current receivables and other current liabilities, respectively.DebtorsTrade debtors, amounts owed by affiliated undertakings, amounts owed by undertakings with which the undertaking is linkedby virtue of parcipating interest and other debtors are valued at their nominal value. They are subject to value adjustmentswhere their recovery value is parally of fully compromised. These value adjustments are not continued if the reasons forwhich the value adjustments were made have ceased to apply.ProvisionsProvisions are intended to cover losses or debts the nature of which is clearly defined and which at the balance sheet dateare either likely or certain to be incurred but uncertain as to their amount or as to the date on which they will arise.Provisions may also be created in order to cover charges which have their origin in the financial year under review or in aprevious financial year, the nature of which is clearly defined and which at the date of the balance sheet are either likely tobe incurred or certain to be incurred but uncertain as to their amount or as to the date on which they will ariseCreditorsCreditors include amounts owed to affiliated undertakings and trade and other creditors. Creditors are valued at theirnominal value.Conversion of foreign currenciesDuring the financial year, the acquisitions and sales of financial assets as well as income and charges in currencies other thanEUR are converted into EUR at the exchange rate prevailing at the transaction dates.At the balance sheet date, the acquision price of the financial assets – shares in affiliated, parcipang interests and otherinvestments expressed in currency other than the EUR remains converted at the historical exchange rate. All other assets andliabilies expressed in a currency other than EUR are valued at the closing rate or historical rate under the prudence concept.The unrealised and realised losses, as well as the realised gains are recorded in the profit and loss account.Cross-currency swaps – hedgeCross-currency swap interest is recorded at its nominal value. The interest is reported in balance sheet as other debtors,respectively other creditors. The interest is reported separately in profit and loss account. The Company records the fixedamounts on off-balance accounts. The same approach is used for fair value of a cross-currency swap.Derivave instrument - investmentsThe Company records the fixed amounts on off-balance accounts. The fair value of a derivave instrument is reported asother receivable, respecvely payable, and in profit and loss account as similar income to interest, respectively expense.Net turnoverNet turnover includes income from invoicing of operang costs. CPI FIM SA Société AnonymeR.C.S. Luxembourg B 44.996Value adjustmentsValue adjustments are deducted directly from the related asset.Other operating incomeOther operating income includes income from invoicing of operating costs and providing management services.NOTE 3 - FINANCIAL ASSETS2023Shares in affiliated undertakingsLoans to affiliated undertakingsGross book valueBalance at 1 January 2023691,6344,738,123Addions for the year317,6141,100,836Disposals for the year(8,867)(1,425,725)Balance at 31 December 20231,000,3814,413,234Accumulated value adjustmentsBalance at 1 January 2023(69,667)(67,137)Allocaons for the year(12,590)(8,459)Reversals for the year1,24528,186Balance at 31 December 2023(81,012)(47,410)Net book value as at 1 January 2023621,9674,670,986Net book value as at 31 December 2023919,3694,365,8243.1 - Shares in affiliated undertakingsIn the context of the impairment analysis, the Company compares acquisition cost with Net Equity of undertaking and appliesvalue adjustment, when the Net equity is lower than acquisition cost. The Company uses the Net Equity method for thevaluaon of non-tradable shares. Results of value adjustments are reported in Note 17.Undertakings in which the Company holds parcipaon in their share capital are detailed in the following table on the nextpage. CPI FIM SA Société AnonymeR.C.S. Luxembourg B 44.996Name of theundertakingCountryCcy% heldCostCost changeCostAccumulatedimpairmentReversal ofimpairment /(impairment)AccumulatedimpairmentCarryingvalueCarryingvalueNet equity()Result of202331.12.2331.12.2022in 202331.12.202331.12.2022in 202331.12.202331.12.202231.12.2023BD Malostranská,a.s.CzechRepublicCZK100.00%--5,4745,474--(677)(677)--4,7974,7971,990Brno Property InvestXV., a.s.CzechRepublicCZK100.00%1,062--1,062------1,0621,0622,5051,131Bubny Development,s.r.o.CzechRepublicCZK100.00%15,847155,007170,854------15,847170,854211,99410,889BYTY PODKOVA, a.s.CzechRepublicCZK100.00%67--67------67671,58948Camuzzi, a.s.CzechRepublicCZK100.00%3,646--3,646(760)(470)(1,230)2,8862,4162,416(411)CD Propertys.r.o.*CzechRepublicCZK0.00%7,407(7,407)--------7,407------CPI - Krásné Březno,a.s.CzechRepublicCZK100.00%3,049--3,049(370)(2)(372)2,6792,6772,67767CPI - LandDevelopment, a.s.CzechRepublicCZK100.00%37,399(759)36,641------37,39936,64137,7611,720CPI FIM GOLD,a.s.CzechRepublicCZK100.00%--8585--(5)(5)--8080--CPI FIM WHITE,a.s.CzechRepublicCZK100.00%--8585--(5)(5)--8080--CPI ParkChabařovice, s.r.o.CzechRepublicCZK100.00%3,485--3,485------3,4853,4855,004(125)CPI Park Plzeň, s.r.o.CzechRepublicCZK100.00%6,019--6,019------6,0196,01918,898(315)CPI Pigna S.r.l.ItalyEUR100.00%2,0211,6003,621------2,0213,6213,981(1,400)CPI Podhorský park,s.r.o.CzechRepublicCZK0.00%11,277--11,277------11,27711,27727,7363,575CPI REV Italy II S.r.l.ItalyEUR100.00%1,4374,2005,637(1,437)(3,682)(5,119)--518518(4,082)CPI South, s.r.o.CzechRepublicCZK90.00%1,603--1,603------1,6031,6032,315(104)DevelopmentDoupovská, s.r.o.CzechRepublicCZK75.00%3,046--3,046(2,846)50(2,796)20025033477Diana Property Sp. zo.o.PolandPLN100.00%777--777------7777772,022(154)Equator IV Officessp. z o.o.PolandPLN100.00%30,419--30,419------30,41930,41930,509(3,857)Estate Grand, s.r.o.CzechRepublicCZK100.00%8--8------886,621(238) CPI FIM SA Société AnonymeR.C.S. Luxembourg B 44.996Name of theundertakingCountryCcy% heldCostCost changeCostAccumulatedimpairmentReversal ofimpairment /(impairment)AccumulatedimpairmentCarryingvalueCarryingvalueNet equity()Result of202331.12.2331.12.2022in 202331.12.202331.12.2022in 202331.12.202331.12.202231.12.2023Eurocentrum Officessp. z o.o.PolandPLN100.00%132,752--132,752--(6,196)(6,196)132,752126,556126,556(28,440)FAMIACOENTERPRISESCOMPANY LIMITEDCyprusEUR100.00%1--1(1)--(1)--------Industrial ParkStříbro, s.r.o.CzechRepublicCZK100.00%8--8------88833JIHOVÝCHODNÍMĚSTO, a.s.CzechRepublicCZK100.00%41,287--41,287(30,401)(480)(30,881)10,88610,40610,406(218)Land Properes,a.s.CzechRepublicCZK100.00%32,033(5,474)26,558(8,507)(986)(9,492)23,52617,06617,066(3,100)Marki Real Estate sp.z o.o. w likwidacjiPolandPLN100.00%22,282--22,282(19,018)494(18,524)3,2643,7583,758229MQM Czech, a.s.CzechRepublicCZK100.00%3,23725,14628,383------3,23728,38329,093(3,603)NOVÁ ZBROJOVKA,s.r.o.CzechRepublicCZK100.00%22,465--22,465------22,46522,465105,9973,236Nupaky a.s.CzechRepublicCZK100.00%7,338--7,338(2,572)(86)(2,658)4,7664,6804,68033ORCO Blumentálskaa.s.SlovakiaEUR100.00%2,980--2,980(2,980)--(2,980)--------Orco BucharestCyprusEUR100.00%3--3(3)--(3)--------Orco Project Sp. zo.o.*PolandPLN100.00%701(701)--(701)701----------Pietroni, s.r.o.CzechRepublicCZK100.00%----------------(8,627)(2,106)Polygon BC, a.s.CzechRepublicCZK100.00%8,73368,59177,324------8,73377,32480,984(8,264)Rezidence Kunrace,s.r.o.CzechRepublicCZK100.00%13--13------13133,425(160)Rezidence Pragovka,s.r.o.CzechRepublicCZK100.00%17,079--17,079------17,07917,07984,184(64)Strakonice PropertyDevelopment, a.s.CzechRepublicCZK100.00%221--221(69)(3)(72)1521491491STRM Alfa, a.s.CzechRepublicCZK100.00%5,11055,15060,260------5,11060,26073,4221,583STRM Beta, a.s.CzechRepublicCZK100.00%5,224--5,224------5,2245,2248,845946STRM Gama, a.s.CzechRepublicCZK100.00%8,016--8,016------8,0168,01620,9452,283Vysočany Office,a.s.CzechRepublicCZK100.00%197,7517,770------197,7709,722(334) CPI FIM SA Société AnonymeR.C.S. Luxembourg B 44.996Name of theundertakingCountryCcy% heldCostCost changeCostAccumulatedimpairmentReversal ofimpairment /(impairment)AccumulatedimpairmentCarryingvalueCarryingvalueNet equity()Result of202331.12.2331.12.2022in 202331.12.202331.12.2022in 202331.12.202331.12.202231.12.2023WFC Investments sp.z o.o.PolandPLN100.00%253,565--253,565------253,565253,565254,754(28,098)Difference due to rounding to thousand EUR and linking Total toother tables(2)(1)(3)(2)2(1)(4)(4)Total691,634308,7471,000,381(69,667)(11,345)(81,012)621,967919,369() Land Properties, a.s. spun off to new enty BD Malostranská, a.s.() Net equity calculation is based on unaudited Financial Statements in accordance with IFRS as adopted by EU() The Company acquired/increased stake in undertakings() The Company did not impaired Pietroni s.r.o., because the Net equity doesn’t reflect value of 67,000,000 shares of CPI Property Group S.A., that Pietroni s.r.o. owned as at 31 December 2023(*) The undertaking was liquidated/sold CPI FIM SA Société AnonymeR.C.S. Luxembourg B 44.9963.2 - Loans to affiliated undertakings20232022Amount due4,413,2344,738,123Value adjustments(47,410)(67,137)Net value4,365,8244,670,986The Company provides loans to affiliated undertakings with the interest rate range of 0.48%-15.14% p.a. (2022: 0.48%-13.01%p.a.) and maturity dates until December 2030. The Company provided non-interest bearing loan to ENDURANCE HOSPITALITYFINANCE S.à r.l., for which the maturity date is not specified, in the amount of EUR 8,043 thousand (2022: EUR 8,043thousand).Results of value adjustments are reported in Note 17 and Note 22.3.3 - Participating interestsName oftheundertaking% heldCostCostchangeCostAccumulatedimpairmentReversal ofimpairment /(impairment)AccumulatedimpairmentCarryingvalueCarryingvalue31.12.2023 31.12.2022in 2023 31.12.202331.12.2022in 202331.12.2023 31.12.2022 31.12.2023Uniborc S.A.35.00%7257,0007,725(725)(7,000)(7,725)----Total7257,0007,725(725)(7,000)(7,725)----The Net Equity of the undertaking is negave in the amount of EUR 1,604 thousand (2022: EUR -4,741 thousand), thereforethe Company applied value adjustment. Results of value adjustments are reported in Note 17 and Note 22.3.4 - Loans to undertakings with which the undertaking is linked by virtue of participating interests20232022Amount due8,61714,435Value adjustments(1,604)(4,740)Net value7,0139,695As at 31 December 2023, the Company provided loans to Uniborc S.A. with an interest rate of 3M EURIBOR + 2.28 % p.a.(2022: 3M EURIBOR + 7.00% p.a.), change in interest rate from 27 July 2023 and maturity date in May 2028. Results of valueadjustments are reported in Note 17 and Note 22.3.5 - Investments held as fixed assetsNameStateCcy%heldCostCostchangeCostAccumulatedimpairmentReversal ofimpairment(impairment)Accum.ImpairmentCarryingvalueCarryingvalueas at31.12.2331.12.22in 2023 31.12.2331.12.22in 202331.12.23 31.12.22 31.12.23OtherundertakingsMCOEUR 0.10%9--9(4)--(4)55IT000545313ITAEUR--153,663 (32,765)120,898------153,663120,898Total153,668120,903The Company uses the Net Equity method for the valuation of non-tradable shares.IT000545313 Asset-Backed Variable Return Notes of CPI Italy 130 SPV S.r.l.The Company subscribed notes of Partly Paid Asset Backed Variable Return Notes issued by investments vehicle CPI Italy 130SPV S.r.l. in total nominal value EUR 300 million in September 2021 with inial investment of EUR 120,234 thousand. In 2023the Company paid no addional investment (2022: EUR 12,125 thousand) and received partly repayment in the amount ofEUR 32,765 thousand (2022: EUR 412 thousand). The notes are repayable on 30 September 2031. Inial maturity date couldbe extended until 30 September 2036.3.6 - Other loansAs at 31 December 2023, the Company recognises deposit in the amount of EUR 146 thousand (2022: EUR 146 thousand). CPI FIM SA Société AnonymeR.C.S. Luxembourg B 44.996NOTE 4 - CURRENT ASSETS4.1 - Trade debtors becoming due and payable within one year20232022Amount due3,260615Value adjustments(236)(237)Net value3,0243784.2 - Amounts owed by affiliated undertakings becoming due and payable within one yearThe amounts owed by affiliated undertakings becoming due and payable within one year contain principals, accrued interest,other receivables and trade receivables on amounts owed by affiliated undertakings.As the cash-pool leader, the Company recognised the provided cash pool principal and interest balance within “Other” items.As at 31 December 2023, the cash-pool provided principal is EUR 53,245 thousand (2022: EUR 63,431 thousand) with theinterest of EUR 327 thousand (2022: EUR 286 thousand).The Company concluded FX forward/swap contracts with several enties within CPIPG Group. The fair value of contracts isreported within “Other” item in the total amount of EUR 1,810 thousand (2022: EUR 11,975 thousand).20232022PrincipalInterestOtherTotal PrincipalInterestOtherTotalAmount due577,710132,317 129,645 839,67383 147,52179,416 227,020Value adjustments(928)(4,947)--(5,875)(83)(1,358)(65)(1,506)Net value576,782 127,370 129,645 833,798-- 146,16379,351 225,514Provided loans bear interest within range from 1.47% p.a. to 5.42% p.a. (2022: 1.6% p.a.).4.3 - Amounts owed by affiliated undertakings becoming due and payable aer more than one yearThe amounts owed by affiliated undertakings becoming due and payable aer more than one year contain accrued interestthat is payable together with principal.20232022PrincipalInterestOtherTotalPrincipalInterestOtherTotalAmount due--30,801--30,801--20,816--20,816Value adjustments----------------Net value--30,801--30,801--20,816--20,8164.4 - Amounts owed by undertakings with which the undertaking is linked becoming due and payable within one yearThe amounts owed by undertakings with which the undertaking is linked becoming due and payable within one year havebeen considered as follows:20232022PrincipalInterestOtherTotalPrincipalInterestOtherTotalAmount due--89--89--209--209Value adjustments----------------Net value--89--89--209--209 CPI FIM SA Société AnonymeR.C.S. Luxembourg B 44.9964.5 - Other debtors becoming due and payable within one yearThe amounts owed by other debtors becoming due and payable within one year have been considered as follows:20232022Principal Interest OtherTaxauthoritiesTotal Principal Interest OtherTaxauthoritiesTotalAmount due--8528283171,997--5,8278281506,805Value adjustments---- (819)--(819)---- (819)--(819)Net value--85293171,178--5,82791505,986NOTE 5 - CAPITAL AND RESERVESSubscribed capital and share premium accountAs at 31 December 2023 and 2022, the subscribed capital of the Company of EUR 13,145,076.29 is represented by1,314,507,629 ordinary shares. The shares of the Company have a par value of EUR 0.01 per share and are fully paid. Eachshare is entled to a prorate poron of the profits and share capital of the Company, as well as to a vong right andrepresentation at the me of a general meeting, all in accordance with statutory and legal provisions.Legal reserveIn accordance with the Commercial Company Law, the Company must appropriate to the legal reserve a minimum of 5% ofthe annual net profit unl such reserve equals 10% of the subscribed capital. Distribution in form of dividends of the legalreserve is prohibited.Movements in capital and reservesSubscribedcapitalSharepremiumaccountLegal reserveProfit / lossbroughtforwardProfit / lossfor thefinancial yearTOTALAs at 31 December 202213,145784,670448,132(551,030)85,890780,807AGM on 31 May 2023 –allocation of 2022 result------85,890(85,890)--Profit for the financial year--------172,643172,643As at 31 December 202313,145784,670448,132(465,141)172,643953,449NOTE 6 - AMOUNTS OWED TO CREDIT INSTITUTIONSThe Company concluded credit facility agreements in the total credit frame of EUR 16,053 thousand(2022: EUR 17,191 thousand) to grant funds for financing cash requirements of the CPIPG Group, with banks within SociétéGénérale Group and OTP Banky Nyrt. As at 31 December 2023, unpaid arrangement and commitment fees are in the totalamount of EUR 18 thousand (2022: EUR 22 thousand). CPI FIM SA Société AnonymeR.C.S. Luxembourg B 44.996NOTE 7 - AMOUNTS OWED TO AFFILIATED UNDERTAKINGS7.1 - Amounts owed to affiliated undertakings, becoming due and payable within one yearThe Company, as a cash-pool leader, recognised cash-pool open balance as at 31 December 2023 as the other amounts owedto affiliated undertakings. The Company increased stakes in several Czech undertakings from German undertaking in theamount of EUR 311,645 thousand, reported as “Other” (see Note 3 and Note 22). The following amounts owed to affiliatedundertakings are considered:20232022Principal88,300163,389Interest103,82584,385Other359,70966,977Cash-pool principal47,69052,275Cash-pool interest235173Trade13927Other311,64514,502Total551,834314,7517.2 - Amounts owed to affiliated undertakings, becoming due and payable aer more than one year20232022Principal4,861,4794,710,764Other----Total4,861,4794,710,764The Company received loans with interest rate range of 0.00% - 7.86% p.a. (2022: 0.00% - 6.00%p.a.) and maturity dates upto 27 January 2031.NOTE 8 - OTHER CREDITORS8.1 - Other creditors becoming due and payable within one yearThe Company concluded Four-way Novaon Agreement with Nomura Internaonal plc, SMBC Bank EU AG and CPI PG andCross-currency interest rate swap was transferred from Nomura Internaonal plc to SMBC Bank EU AG and from the Companyto CPI PG.20232022Interest--4,073Other1414Total144,087NOTE 9 - OTHER OPERATING INCOMEOther operang income includes mainly administrative service fees provided across the Group. The Company also receivedreimbursement of flights rendered to Mr. Radovan Vítek through the flight service agreement entered in 2018 (see Note 23).20232022Administrave services1,2221,219Flight services4,7342,905Others6977Total6,0254,201 CPI FIM SA Société AnonymeR.C.S. Luxembourg B 44.996NOTE 10 - OTHER EXTERNAL EXPENSES20232022Rental, maintenance and repairs247272Financial services470481Bank fees36237Professional fees - management fee2626Professional fees:418343legal fee12269audit fee94129advisory fee6844other fee134101Insurance fee23Adversing, publications, public relations1617Travelling costs1915Other various fees2320Total1,2571,414NOTE 11 - STAFF COSTSThe Company had 7 employees in 2023 (2022: 8).20232022Wages and salaries635672Social security costs120129Total755801NOTE 12 - VALUE ADJUSTMENTS IN RESPECT OF CURRENT ASSETS20232022Affiliated undertakings(3,628)357Other--190Total(3,628)547NOTE 13 - OTHER OPERATING EXPENSES20232022Flight services4,7392,905Directors fee6161Other234Total4,8232,970NOTE 14 - INCOME FROM PARTICIPATING INTERESTS DERIVED FROM AFFILIATED UNDERTAKINGSIncome from parcipang interests derived from affiliated undertakings is as follows:20232022Dividend54211,982Gain from disposal of undertakings/disposed undertakings4,939--Total5,48111,982 CPI FIM SA Société AnonymeR.C.S. Luxembourg B 44.996NOTE 15 - INCOME FROM OTHER INVESTMENTS AND LOANS FORMING PART OF THE FIXED ASSETS15.1 - Derived from affiliated undertakingsThe loans forming part of the fixed assets generated interest income of EUR 252,831 thousand in the year 2023(2022: EUR 217,266 thousand) and gain from disposal of loans in the amount of EUR 1,581 thousand.15.2 - Other income not from affiliated undertakingsThe loans forming part of the fixed assets provided to interest parcipang and other pares generated interest income ofEUR 1,063 thousand (2022: EUR 1,001 thousand).The Company received variable income from notes of Partly Paid Asset Backed Variable Return Notes issued by investmentsvehicle CPI Italy 130 SPV S.r.l. (see Note 3.5) in the amount of EUR 365 thousand (2022: 128 thousand).NOTE 16 - OTHER INTEREST RECEIVABLE AND SIMILAR INCOME16.1 - Derived from affiliated undertakings20232022Interest5,2002,837Foreign currency exchange gains49,88821,820Fair value of FX forward contract2,73210,156Other86--Total57,90634,81316.2 - Other interest and similar income20232022Interest2,5897,924Foreign currency exchange gains1,3401,137Other116123Total4,0459,184NOTE 17 - VALUE ADJUSTMENTS IN RESPECT OF FINANCIAL ASSETS AND OF INVESTMENTS HELD AS CURRENT ASSETSValue adjustments of financial assets are as follows:20232022Shares(18,347)(9,005)Loans22,1246,150Affiliated undertakings19,9876,946Other3,137(796)Total3,777(2,855)The posive value is decrease of value adjustments, the negave value is increase of value adjustments.NOTE 18 - INTEREST PAYABLE AND SIMILAR EXPENSES18.1 - Concerning affiliated undertakings20232022Interest146,957129,699Foreign currency exchange losses47641,836Loss on disposal of shares in affiliated701--Loss on disposal amounts owed by affiliated due to liquidaon974,324Other--21Total148,231175,880 CPI FIM SA Société AnonymeR.C.S. Luxembourg B 44.99618.2 - Other interest and similar expenses20232022Interest1334,335Foreign currency exchange losses1,1664,496Loss on SPOT transacons340168Loss on disposal of financial fixed assets--215Other10073Total1,7399,287NOTE 19 - TAX ON PROFIT OR LOSSThe Company is subject to Luxembourg income tax and Net wealth tax. Income tax was nil in 2023 and 2022.20232022Net wealth tax(12)9Total129NOTE 20 - OFF BALANCE SHEET COMMITMENTSIn relaon to the strategy of developing its financing activity, the Company signed several credit facility agreements.The Company has provided credit facility to following enes:Type of entityDrawdown Limit 2023Drawdown Limit 2022Affiliated undertakings3,351,440,000 CZK2,872,440,000 CZK74,000,000 EUR219,005,462 EURAffiliated undertakings – entities in CPI Group39,623,660,348 CZK52,485,860,348 CZK5,719,798,540 EUR7,492,398,540 EUR206,950,000 GBP225,782,159 GBP87,418,469,600 HUF92,202,469,600 HUF150,000,000 RON150,000,000 RON2,900,000 USD-- --Others (parcipang interests, related)314,416,824 EUR314,644,443 EUR601,508,056 CZK-- --The Company has been provided credit facility agreements from following enties:Type of entityDrawdown Limit 2023Drawdown Limit 2022Affiliated undertakings89,000,000 CZK150,000,000 CZK297,500,000 EUR95,000,000 EUR-- PLN86,000,000 PLNAffiliated undertakings – entities in CPI Group4,125,800,000 CZK4,066,800,000 CZK5,411,883,485 EUR4,931,383,485 EUR-- GBP196,600,000 GBP-- CHF75,000,000 CHF CPI FIM SA Société AnonymeR.C.S. Luxembourg B 44.996NOTE 21 - REMUNERATION OF THE MEMBERS OF THE BOARD OF DIRECTORSThe Board aendance compensaon for the year 2023 amounts to EUR 61,000 (2022: EUR 61,000). The Annual GeneralMeeting held on 28 May 2014 resolved to approve, with the effect as of 1 January 2014, the payment of aendance fees toall independent, non-executive Directors of the Company in the amount of EUR 3,000 per calendar month as a base fee andempowered the Board of Directors to decide at its sole discreon about the payment of addional fees up to EUR 3,000 percalendar month to independent, non-execuve Directors of the Company.NOTE 22 - RELATED PARTY TRANSACTIONSThe Company considers enes reported as affiliated undertakings:- enty, that are owned by the Company (directly or indirectly),- related party owned directly or indirectly by CPI Property Group S.A.The Company considers related party reported as other:- Mr. Radovan Vítek and related party owned by Mr. Radovan Vítek, the ulmate beneficial owner of the Company.Enty owned by the Company (directly or indirectly) in 2023Transacons with these partners are part of Notes 3.1, 3.2, 3.3, 3.4, 4.2, 4.3, 4.4, 7.1, 7.2, 12, 14, 15.1, 15.2, 16.1, 17 and 18.1.BD Malostranská, a.s.Brno Property Invest XV., a.s.Bubny Development, s.r.o.BYTY PODKOVA, a.s.Camuzzi, a.s.CD Property s.r.o.CPI - Krásné Březno, a.s.CPI - Land Development, a.s.CPI FIM GOLD, a.s.CPI FIM WHITE, a.s.CPI Park Chabařovice, s.r.o.CPI Park Plzeň, s.r.o.CPI Park Žďárek, a.s.CPI Pigna S.r.l.CPI Podhorský Park, s.r.o.CPI REV Italy II S.r.l.CPI South, s.r.o.Darilia, a.s.Development Doupovská, s.r.o.Diana Property Sp. z o.o.Equator IV Offices sp. z o.o.Estate Grand, s.r.o.Eurocentrum Offices sp. z o.o.FAMIACO ENTERPRISES COMPANYLIMITEDIndustrial Park Stříbro, s.r.o.JIHOVÝCHODNÍ MĚSTO, a.s.Land Properes, a.s.Les Mas du FiguierMarki Real Estate sp. z o.o. wlikwidacjiMQM Czech, a.s.NOVÁ ZBROJOVKA, s.r.o.Nupaky a.s.ORCO PROJECT sp. z o.o.Pietroni, s.r.o.Polygon BC, a.s.Rezidence Kunrace, s.r.o.Rezidence Pragovka, s.r.o.SCP RefletsStrakonice Property Development,a.s.STRM Alfa, a.s.STRM Beta , a.s.STRM Gama, a.s.Uniborc S.A.Vysočany Office, a.s.WFC Investments sp. z o.o.Related party owned directly or indirectly by CPI Property Group S.A., with them the Company recognised transacons in2023 and 2022Transacons with these partners are part of Notes 3.2, 4.2, 4.3, 7.1, 7.2, 9, 10, 12, 13, 14, 15.1, 15.2, 16.1, 17 and 18.1.1 Bishops Avenue LimitedAgrome s.r.o.AIRPORT CITYINGATLANBEFEKTETÉSI K.Airport City Phase B K.ALIZÉ PROPERTY a.s.Andrassy Hotel Zrt.Andrássy Real K.Angusland s.r.o.Arena Corner K.Atrium Complex sp. z o.o.Balvinder, a.s.Baudry Beta, a.s.BAYTON Alfa, a.s.BAYTON Gama, a.s.BC 99 Office Park K.Beroun Property Development, a.s.Best Properties South, a.s.Biochov s.r.o.Biopotraviny s.r.o.BPT Development, a.s.Brandýs Logisc, a.s.Březiněves, a.s.BRNO INN, a.s.Brno Property Development, a.s.Byty Lehovec, s.r.o.Čadca Property Development,s.r.o.CAMPONA Shopping Center K.Carpenter Invest, a.s.Čáslav Investments, a.s.CB Property Development, a.s.CEE PROPERTY-INVEST ImmobilienGmbHCentral Tower 81 sp. z o.o.Ceratopsia, a.s.Českolipská farma s.r.o.Českolipská zemědělská a.s.Chuchle Arena Praha, s.r.o.City Gardens Sp. z o.o.City Market Dunakeszi K.City Market Soroksár K.Conradian, a.s.CPI - Bor, a.s.CPI - Horoměřice, a.s.CPI - Orlová, a.s.CPI - Real Estate, a.s.CPI - Zbraslav, a.s.CPI Beet, a.s.CPI Blany, s.r.o.CPI BYTY, a.s.CPI Delta, a.s. (merged with CPIRetail Porolio VIII s.r.o.)CPI Development Services, s.r.o.(formerly Brno DevelopmentServices, s.r.o.)CPI East,s.r.o.CPI Energo, a.s.CPI Facility Management K.CPI Facility Slovakia, a.s.CPI Finance CEE, a.s.CPI Flats, a.s.CPI Green, a.s.CPI Group Services, a.s.CPI Hotels Poland sp. z o.o.CPI Hotels Properes, a.s. CPI FIM SA Société AnonymeR.C.S. Luxembourg B 44.996CPI Hotels Slovakia, s. r. o.CPI Hotels, a.s.CPI Hungary Investments K.CPI Hungary K.CPI IMMOCPI Kappa, s.r.o.CPI Kvinta, s.r.o.CPI Management, s.r.o.CPI Národní, s.r.o.CPI Office Business Center, s.r.o.CPI Office Prague, s.r.o.CPI Park Jablonné v Podještědí,s.r.o.CPI Poland Property Managementsp. z o.o.CPI Poland Sp. z o.o.CPI Property Group S.A.CPI Property, s.r.o.CPI Reality, a.s.CPI Retail One K.CPI RETAIL PORTFOLIO HOLDINGK.CPI Retail Porolio I, a.s.CPI Retail Porolio II, a.s.CPI Retail Porolio IV, s.r.o.CPI Retail Porolio V, s.r.o.(merged with CPI Retail Porolio I,a.s.)CPI Retail Porolio VI, s.r.o.(merged with CPI Retail Porolio I,a.s.)CPI Retail Porolio VIII s.r.o.CPI Retails ONE, a.s.CPI Retails Rosa s.r.o.CPI Retails THREE, a.s.CPI Retails TWO, a.s.CPI Sekunda, s.r.o.CPI Services, a.s.CPI Shopping MB, a.s.CPI Shopping Teplice, a.s.CPI Smart Power, a.s.CPI Théta, a.s.CPI Žabotova, a.s.CPIPG Management S.à r.l.CT Development sp. z o.o.Czech Property Investments, a.s.Děčínská zemědělská a.s.Diana Development sp. z o.o.Eclair Aviaon s.r.o.EMH South, s.r.o.ENDURANCE HOSPITALITY ASSETS.à r.l.ENDURANCE HOSPITALITYFINANCE S.à r.l.Equator II Development sp. z o.o.Equator Real sp. z o.o.Europeum K.Farhan, a.s.Farma Ploučnice a.s.Farma Svitavka s.r.o.Farmy Frýdlant a.s.FL Property Development, a.s.Futurum HK Shopping, s.r.o.FVE CHZ s.r.o.FVE roofs & grounds, s.r.o.Gadwall, Sp. z o.o.Gateway Office Park K.GCA Property Development sp. zo.o.Gebauer Höfe LiegenschaenGmbHGSG ARMOVerwaltungsgesellscha mbHGSG Asset GmbH & Co.Verwaltungs KGGSG Berlin GmbH (formerlyGewerbesiedlungs-GessellschambH)GSG Berlin Invest GmbHGSG Europa Beteiligungs GmbHGSG Gewerbehöfe Berlin 1. GmbH& Co. KGGSG Gewerbehöfe Berlin 2. GmbH& Co. KGGSG Gewerbehöfe Berlin 3. GmbH& Co. KGGSG Gewerbehöfe Berlin 4. GmbH& Co. KGGSG Gewerbehöfe Berlin 5. GmbH& Co. KGHD Investment s.r.o.HECF Vestec 2 s.r.o.Hightech Park K.Hospitality invest S.à r.l.HOTEL U PARKU, s.r.o.Hraničář, a.s.IGY2 CB, a.s.IS Nyír K.IS Zala K.JAGRA spol. s r.o.Janáčkovo nábřeží 15, s.r.o.Jeseník Investments, a.s.Jetřichovice Property, a.s.Karnosota, a.s.Kerina, a.s.KOENIG Shopping, s.r.o.Komárno Property Development,a.s.Kunracká farma, s.r.o.LD Praha, a.s.Le Regina Warsaw Sp. z o.o.Levice Property Development, a.s.Lockhart, a.s.Lucemburská 46, a.s.Marcano, a.s.Marissa Omikrón, a.s.Marissa Tau, a.s.Marissa Théta, a.s.Marissa West, a.s.Marissa Ypsilon, a.s.MARRETIM s.r.o.Michalovce PropertyDevelopment, a.s.MMR RUSSIA S.à r.l.Moniuszki Office sp. z o.o.MUXUM, a.s.Na Poříčí, a.s.New Age K.Nymburk Property Development,a.s.OC Nová Zdaboř a.s.OC Spektrum, s.r.o.Olomouc Building, a.s.Orchard Hotel a.s.Oxford Tower sp. z o.o.OZ Trmice, a.s.Ozrics K.Pelhřimov Property Development,a.s.Platnéřská 10 s.r.o.Pólus Shopping Center Zrt.Považská Bystrica PropertyDevelopment, a.s.Příbor Property Development, s.r.o. (merged with CPI RetailPorolio VIII s.r.o.)Prievidza Property Development,a.s.PROJECT FIRST a.s.Projekt Nisa, s.r.o.Projekt Zlatý Anděl, s.r.o.Prosta 69 Sp. z o.o.Prostějov Investments, a.s.PV - Cvikov s.r.o.Radom Property Development sp.z o.o.Real Estate Energy K.Rembertów PropertyDevelopment sp. z o.o.Residence Belgická, s.r.o.Residence Izabella Zrt.Rezidence Jančova, s.r.o.Rezidence Malkovského, s.r.o.Rizeros, a.s.RSBC Kvarta s.r.o. (formerly CPIKvarta s.r.o.)Savile Row 1 LimitedSeale, s.r.o.Spojené elektrárny, s.r.o.Spojené farmy a.s.ST Project LimitedStatek Kravaře, a.s.Statenice Property Development,a.s.Svitavy Property Alfa, a.s.Tachov Investments, s.r.o.TARNÓW PROPERTYDEVELOPMENT sp. z o.o.Telč Property Development, a.s.Tepelné hospodářství Litvínovs.r.o.Trebišov Property Development, s.r. o.Třinec Investments, s.r.o.Třinec Property Development, a.s.Tyršova 6, a.s.U svatého Michala, a.s.Uchaux LimitedV Team Prague, s.r.o. CPI FIM SA Société AnonymeR.C.S. Luxembourg B 44.996Verneřický Angus a.s.Vigano, a.s.WXZ1 a.s.Zamość Property Development sp.z o.o.Zamość Sadowa PropertyDevelopment sp. z o.o.Ždírec Property Development, a.s.(merged with CPI Retail PorolioVIII s.r.o.)Zelená farma s.r.o.Zelená louka s.r.o.ZEMSPOL s.r.o.ZET.office, a.s.Zgorzelec Property Developmentsp. z o.o.Related party owned by Mr. Radovan Vítek reported as otherTransacons with these partners are part of Notes 4.1, 12, 16.2, 18.2.Aspermont S. à r.l.Boville S. à r.l.CPIPG Holding S.à r.l.Efimacor S.à r.l.Larnoya Invest S.à r.l.Logan Estates S.à r.l. – Ed HughesRavento S.à r.l.Senales Invest S.à r.l.Rizalit, a.s.Vítek RadovanWHIPLASH EQUITIES S.à r.l.Other related party reported as Other linked by management of the Company – investments vehicleTransacons with these partners are part of Notes 3.5, 9, 15.2, 16.2.CPI Italy 130 SPV S.r.l.PAC Italy 130 SPV S.r.l.NOTE 23 - GUARANTEES AND OTHER CONTINGENCIESEclair Aviation commitmentOn March 2, 2018, the Company entered a contract with Eclair Aviaon under the terms of which the Company commit to aminimum usage of flight services represenng an amount of TUSD 4,200 per year.As at the date of the publication of the financial statements, the Company has no litigaon that would lead to any materialconngent liability except as disclosed in Note 24.NOTE 24 - LITIGATIONSKingstown dispute in LuxembourgOn 20 January 2015, CPIPG was served with a summons containing petion of the three companies namely KingstownPartners Master Ltd. of the Cayman Islands, Kingstown Partners II, LP of Delaware and Ktown LP of Delaware (togetherreferred to as „Kingstown“), claiming to be the shareholders of the Company, filed with the Tribunal d´Arrondissement de eta Luxembourg (the “Luxembourg Court”). The peon seeks condemnaon of CPIPG together with the Company and certainmembers of the Company’s board of directors as jointly and severally liable to pay damages in the amount of EUR 14.5 millionand compensaon for moral damage in the amount of EUR 5 million. According to Kingstown’s allegaon the claimed damagehas arisen as a consequence of inter alia alleged violaon of the Company’s minority shareholders rights.To the best of the Company´s knowledge, Kingstown was not at the relevant me a shareholder of the Company. Therefore,and without any assumpon regarding the possible violation, the Company believes that it cannot be held liable for theviolaon of the rights of the shareholders of another enty. CPI FIM SA Société AnonymeR.C.S. Luxembourg B 44.996The Management of the Company has been taking all available legal actions to oppose these allegaons in order to protectthe corporate interest as well as the interest of its shareholders. Accordingly, the parties sued by Kingstown raised theexceptio judicatum solvi plea, which consists in requiring the entity who iniated the proceedings and who does not residein the European Union or in a State which is not a Member State of the Council of Europe to pay a legal deposit to cover thelegal costs and compensaon procedure. On 19 February 2016 the Luxembourg Court rendered a judgement, whereby eachclaimant has to place a legal deposit in the total amount of EUR 90 thousand with the “Caisse de Consignaon” in Luxembourgin order to connue the proceedings. Kingstown paid the deposit in January 2017, and the ligaon, currently being in aprocedural stage, is pending. In October 2018, Kingstown's legal advisers filed addional submission to increase the amountof alleged damages claimed to EUR 157.0 million. The Company connues to believe the claim is without merit.On 21 June 2019 the CPIPG received a first instance judgment, which declared that a claim originally filed by Kingstown in2015 was null and void against CPIPG. The Court dismissed the claim against CPIPG because the claim was not clearly pleaded(“libellé obscur”). Specifically, Kingstown did not substanate or explain the basis of their claim against CPIPG and failed todemonstrate how CPIPG committed any fault.In December 2020, the Luxembourg Court declared that the inadmissibility of the claim against CPIPG and certain otherdefendants has not resulted in the inadmissibility of the litigaon against the Company and the remaining defendants. Somedefendants have decided to appeal against this judgment of which declared the claim admissible against the Company.On 28 March 2023 the court of appeal has rejected the appeal and therefore the will be ongoing on other issues ofinadmissibility and the merits before the first instance Luxembourg Court during 2024.Disputes related to warrants issued by the CompanyThe Company was sued by holders of the warrants holders of 2014 Warrants registered under ISIN code XS0290764728 (the“2014 Warrants“). The first group of the holders of the Warrants sued the Company for approximately EUR 1.2 million inrelaon to the Change of Control Notice published by the Company, notifying the holders of the 2014 Warrants that theChange of Control, as defined in the Securities Note and the Summary for the 2014 Warrants, occurred on 8 June 2016. Thesecond holder of the 2014 Warrants sued the Company for approximately EUR 1 million in relaon to the alleged change ofcontrol which allegedly occurred in 2013. These litigaons are pending. The Company is defending itself against theselawsuits.It is reminded that in accordance with the judgement of the Paris Commercial Court pronounced on 26 October 2015concerning the terminaon of the Company’s Safeguard Plan, liabilities that were admied to the Safeguard, but arecondional or uncalled (such as uncalled bank guarantees, condional claims of the holders of 2014 Warrants registeredunder ISIN code XS0290764728, provided that they were admitted to the Safeguard plan), will be paid according to theircontractual terms. Pre-Safeguard liabilities that were not admied to the Company’s Safeguard will be unenforceable. Assuch, only claims of holders of the 2014 Warrants, whose potential claims were admied to the Company’s Safeguard Plan,could be considered in respect of the present Change of Control. Claims of holders of the 2014 Warrants that were notadmied to the Company’s Safeguard will be unenforceable against the Company. To the best of Company’s knowledge, noneof the holders of the 2014 Warrants who sued the Company filed their claims 2014 Warrants related claims in the company’sSafeguard Plan.On 9 March 2023 the Luxembourg Court issued a judgment, rejecting the claims of the holders of the 2014 Warrants. TheLuxembourg Court confirmed that any claim in relaon to the change of control provision had to be made, in accordance withthe provisions of the Paris Commercial Code, within 2 months as from the date of publication of the judgement opening theSafeguard Procedure in the French Official Gazee. Since the claimants did not comply with this obligaon, their claim forpayment under the change of control provision is not well-founded and has to be rejected. The claimants did not appeal, andthe case is closed now.NOTE 25 - POST BALANCE SHEET EVENTSThere have been other material post balance sheet events that would require disclosure or adjustment to these annualaccounts.
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