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DEXUS — Annual Report 2005
Sep 27, 2005
64807_rns_2005-09-27_1fd42964-c503-4f78-a225-60ad1f8332cf.pdf
Annual Report
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DR RRFFF
Managed in partnership with Deutsche Bank $\boxtimes$
DB RREEF Funds Management Limited ABN 24 060 920 783 Australian Financial Services Licence Holder
Level 21 83 Clarence Street Sydney NSW 2000
PO Box R1822 Royal Exchange NSW 1225
Telephone 61 2 9249 9500 Direct 61 2 9249 9040 Facsimile 61 2 9279 3090
Email: [email protected]
28 September 2005
The Manager Australian Stock Exchange Limited 20 Bridge Street Sydney NSW 2000
Dear Sir/Madam
DB RREEF Trust (ASX: DRT) - 2005 ANNUAL REPORT
DB RREEF Funds Management Limited, as responsible entity for DB RREEF Trust (DRT), wishes to provide the 2005 Annual Report for DB RREEF Trust.
For further information, please contact
| $\bullet$ | Institutional Investors: | Tony Dixon | $(02)$ 9249 9040 |
|---|---|---|---|
| ٠ | Retail Investors: | Karol O'Reilly | $(03)$ 9270 4419 |
| • Media inquiries: | Megan Owen | $(02)$ 9249 9904 |
Yours sincerely
Tanya Cox Company Secretary
DB RREEF Trust annual report 2005


Managed in partnership with Deutsche Bank $\boldsymbol{\mathbb{Z}}$
contents
- highlights $1\,$
- $\vec{\mathcal{L}}$ key financial data and results summary
- 6 letter from the chair
- 8 chief executive officer's report
- DB RREEF Trust overview $\langle\mathcal{L}\rangle$
- $37$ DRT portfolio review
- 20 commercial portfolio - australasia
- $2\bar{2}$ industrial portfolio - australia
- 24 industrial portfolio - united states
-
25 retail portfolio - australia
-
third party funds under management 26
- $28°$ summary of properties
-
- directors
-
- sustainability report
- 51 corporate governance statement
- 70 directors' report
-
- directors' and executive remuneration report
- 87 financial statements
- 146 registry information.
- 147 investor information directory

PICTURED FRONT COVER: One Margaret Street, Sydney NSW; ABOVE: Bent Street, Sydney NSW
DB RREEF Trust (ASX: DRT) comprising DB RREEF Diversified Trust ARSN 089-324-541 ("DDF"), DB RREEF Industrial Trust ARSN 090 879 137 ("DIT"), DB RREEF Office Trust ARSN 090 768 531 ("DOT") and DB RREEF Operations Trust ARSN 110 521 223 ("DRO"). Also referred to in this annual report as "DRT", "the Trust", "DR RREEF Trust" or "the Trusts". "DAL" means Deutsche
Archivalla United All concepts on the Automatic of Tennes in Tennes in the Trusts of "the Trusts Australia Limited. All amounts are in Australian dollars unless otherwise stated. The Responsible Entity of each of the Trusts is DB RREEF Funds Management Limiled ABN 24 060 920 783 ("Responsible Entity"). EM or Explanatory Memorandum means Explanatory Memorandum and Product Disclosure Statement dated 30 August 2004.
highlights
naw
- Stapled DB RREEF diversified trust, DB RREEF industrial trust, DB RREEF office trust and DB RREEF operations trust to form the DB RRFFF trust
- Exercially internalised management
- acquired \$1.0 billion of industrial assets in the United States
- $\bullet$ created $\$1.6$ billion retail property joint venture with the Westfield Group
- achieved EM forecast earnings of 10.5 cps
- a distributions of 10.5cps
- DOSITIVE revaluations increased NTA by seven cents to \$1.29
- 8 gearing at 39 percent

highlights (continued)
TIMELINE OF KEY DATES, 2004/2005


December 04 Secured BECAME MILLION debt private placement

February 05 Underwote 544 M 111 101 Dap

April 05 WESTAKES redevelopment competed
May 05 Completed creation of relai with the Westfield Group

June 05 Secured Coles Myer Limited pre-commitment for development
June 05 Issued 5204 NHLION of RENTS securities
key financial data and results summary
any parameter of the contract of the contract of the contract of the contract of the contract of the contract o
| 30 June 2005 | |
|---|---|
| Security price | |
| tighest | 3146 |
| Łœ | 123 |
| Glosing price | \$13/ |
| Number of securities on issue | $2/22$ allen |
| Number of security holders. | 26,230 |
| Net tangible assets per security ("NTA"). | 91.29 |
| Total assets | \$7.0 ballen |
| Market capitalisation | 13/110 |
| Distributions cents per security | |
| December 2004 | Suchenis |
| June 2005 | |
| Total | 105 cents |
| lax deterred percentage | 41 ob percent |
| Net income before capital terms (grouped): | \$230 8 million |
| Distributions | $2.81 \pm 0.001$ |
| Borrowings | $$28$ biller |
| Gearing as percent of fotal assets (net of cash). | 39 percent |
| Management expense ratio | 0.17 percent |
| Average duration of hedges. | 2.9 years |
| Number of property investments | 169 |
| Portfolio occupancy rate | 93 ne reed |
| Portfolio average lease duration | 5 3 years |
| Third party funds under management | $63.5$ Sillion |
results and em comparison
| Statutory accounts | $EM$ forecasts 1 | ||
|---|---|---|---|
| $30 \text{ June } 2005^{\text{T}}$ . |
. . |
. | 30 June 2005 1 . |
| . . |
Net profit before capital items (\$m)? . |
. | |
| . . |
Earnings per security (cps) | 10.5 | 10 h . |
| 10.5 . |
Distributions per security (cps) . . |
10.5. | -0.5 . |
| \$219.5 A 11 |
Net profit attributable to security holders (\$m) 3 . . . |
. | |
| Earnings per security (cps) |
- The "actual ~ grouped" figures reflect the aggregation of the four Trusts for the period to 30 June 2005. This accounting treatment is consistent with the disclosures outlined in the EM and represents the summation of the results for the four Trusts comprising the stapled entity. It should be noted that investors in DRT have been entitled to the relams of the underlying Trusts from 1 July 2004.
For statulory reporting purposes, DB RREEF Diversified Trust ("DDF") was deemed to be the acquiring entity. Accordingly, the other three entities, being DB RREEF Office Trust ("DOT"), DB RREEF Industrial Trust ("DIT") and DB RREEF Operations Yrust ("DRO"), are consolidated as subsidiary entities for accounting purposes. The Rnancial statements reflect 12 months of DDF results and nine months of DOT, DIT and DRO results. The earnings per stapled security per the 30 June 2006 accounts are 10.1 cents (based on the weighted number of units on issue for DDF from 1 July 2004 to 30 June 2005). This is calculated based on the reported net profit after capital items.
-
Capital items comprise net profit from asset sales and costs associated with the restructure.
-
Net profit attributable to security holders reflects the writing-off of transaction costs and includes capital profits.

Pound Road West, Dandenong VIC
letter from the chair

(for form)
and for form THE MODEL OF THE TIME OF THE TIME OF THE TIME OF THE TIME OF THE TIME OF THE TIME OF THE TIME OF THE TIME OF T
I am pleased to present the first Annual Report for DB RREEF Trust for the year ending 30 June 2005.
This year has been a year of significant change in the operation of your Trust. On 27 September 2004, unitholders met to consider, and subsequently approved, a proposal:
- @ to staple DB RREEF Diversified Trust, DB RREEF Industrial Trust, DB RREEF Office Trust and DB RREEF Operations Trust units to create DB RREEF Trust:
- a to acquire a portfolio of A\$1.0 billion of US industrial property; and
- * to partially internatise the management of your Trust.
Since that day a significant amount of work has been undertaken to implement the proposal, restructure the Trust's debt and implement the management structure necessary to drive the business into the future.
While a number of implementation activities will be completed over the next few months, I am very pleased to report that the key building blocks for the future growth of DB RREEF Trust are now in place.
The final distribution for the six months to 30 June 2005 is 5.3 cents per stapled security which brings the total distribution for the year to 10.5 cents per stapled. security. This is in line with our forecast outlined in the Explanatory Memorandum issued as part of the stapling process in August 2004. Total assets of the Trust as at 30 June 2005 were \$7.0 billion, with security holders equity of \$3.5 billion. The resultant net tangible assets per security is \$1.29, which is seven cents above December 2004. The Trust's gearing as at 30 June 2005 was 39 percent. which is below the forecast gearing level outlined in the EM debt forecast.
Our Chief Executive Officer, Victor Hoog Antink, will in his report provide details of the activities and achievements that improved the quality and value of your Trust.
Over the past year we have made significant changes to your Board and the overall corporate governance of your Trust. Your Board now comprises seven members, the majority of whom are independent.
Along with the usual duties of a board, the Board has established a numberof key committees that oversee various aspects of the operations of your Trust. These and other governance aspects are reviewed in the Corporate Governance Statement contained in this Annual Report.

14 Moore Street, Canberra ACT
On behalf of the Board, I wish to thank you for your continued support during this period of significant change. The Board is committed to the continuing growth and development of DB RREEF Trust and is optimistic about the Trust's future prospects. We look forward to your continued support in the years ahead.
Yours sincerely
Chit Ben
Christopher T Beare Chair
25 August 2005
chief executive officer's report
TOTAL ASSETS OF DRT AS AT 30 JUNE 2005 ARE \$7.0 BILLION. WITH SECURITY HOLDERS EQUITY OF \$3.5 BILLION.
After a year of significant change for the Trust, I am particularly pleased to advise the distribution for DRT for the period to 30 June 2005 is \$281.3 million. This represents 10.50 cents per stapled security, approximately 42 percent tax advantaged, which is in line with the Explanatory Memorandum.
Earnings on a grouped accounting basis for the four listed entities, consistent with the EM disclosure, is \$280.8 million. before capital items. Earnings, as reported in the statutory accounts for the Trust, which adopts DB RREEF Diversified Trust as the parent entity, are \$241.0 million before capital items. Consolidated pre acquisition earnings form part of the Trustdistributions for the interim reporting period as security holders. are entitled to the earnings of the Trust from 1 July 2004.
The key financial results for DRT are summarised in the table below:
operating results
Total assets of DRT as at 30 June 2005 are \$7.0 billion. with security holders equity of \$3.5 billion. The resultant NTA per security is \$1.29, which is an increase of seven cents per security (six percent) since December 2004. Gearing, net of cash, at 30 June 2005 is 39 percent, an improvement on the EM forecast.
We have achieved the EM forecast while improving key metrics such as gearing and NTA. The result supports ourrestructure initiatives undertaken last year, and positions. us to continue to deliver the broader strategies as outlined. for DRT. The Board and management also remain focused. on continuing to build our global real estate platform as envisaged in last year's restructure.
| Statutory accounts 30 June 2005 . |
. . $\cdots$ . |
EM forecasts . . |
30 June 2005 |
|---|---|---|---|
| . $\cdots$ |
Net profit before capital items (\$m) . . . |
. | . |
| $\cdots$ | Earnings per security (cps) . . |
. . |
. |
| 10.5 $\cdots$ |
Distribution per security (cps) . . . |
n, . $\cdots$ |
|
| ፍጋገር ቫ . |
Net profit attributable to security holders (\$m) ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, |
. | . |
| Earnings per security (cps) |
THE BOARD AND MANAGEMENT REMAIN FOCUSED ON DELIVERING OUR STATED TARGETS AND CONTINUING TO BUILD OUR GLOBAL REAL ESTATE PLATFORM AS ENVISAGED IN LAST YEAR'S MERGER.
completion of restructure
The twelve months to June 2005 include the first nine months of operations as DRT, following the successful restructure to reposition and expand the listed property. platform in Australia to include:
- a the stapling of the listed property trusts, DB RREEF Office Trust, DB RREEF Industrial Trust and DB RREEF Diversified Trust together with DB RREEF Operations Trust;
- a the partial internalisation of the management platform, through the acquisition of a 50 percent stake in DB RREEF Funds Management Limited ("DRFM") from Deutsche Australia Limited ("DAL"); and
- a the delivery of a platform to access global real estate opportunities, expertise and partners, as demonstrated through the acquisition of an 80 percent interest in a \$US1 billion industrial pertfolio, lecated across 18 major US markets.
DRT operational results - strong property performance
All asset classes have performed well as evidenced by the table below:
commercial portfolio (office and car parks)
In the twelve months to June 2005, net income from the commercial portfolio increased by five percent to \$215.3 million. from \$205.3 million over the corresponding period to June 2004. Comparable rental growth reflected the continued challenges in major office markets, and was lower by two percent.
New leases, lease renewals and heads of agreement, accounting for more than 86,600 square metres. (16 percent of portfolio area) were secured.
Including current heads of agreement occupancy has increased to 93.6 percent compared to 91.4 percent as at 30 June 2004. As a result the portfolio's average lease term (by income) to expiry now stands at 5.9 years, in line with the previous year.
Construction of the Lumley Centre, a fully leased office project in Auckland, New Zealand, continues with completionexpected in September 2005.
| 30 June 2005 | 30 June 2004 | |||
|---|---|---|---|---|
| Average lease 2 | ||||
| $\sim$ $\cdots$ |
. | . | . | |
| Commercial | $\ldots \ldots \ldots \ldots \ldots \ldots \ldots \ldots \ldots \ldots \ldots \ldots \ldots \ld$ | . | . | . |
| $\cdots$ | $\cdots$ | . . |
. - 4 |
|
| ר! ו $\ldots \qquad \qquad \ldots \qquad \qquad \ldots \qquad \qquad \ldots \qquad \qquad \ldots \qquad \qquad \ldots \qquad \qquad \ldots \qquad \qquad \ldots \qquad \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \qquad \ldots \$ |
. | |||
- Statistics based on net rentable area.
2 Statistics based on income.

chief executive officer's report (continued)
industrial portfolio
The industrial portfolio contributed \$105.4 million in net income, an increase of eight percent over the corresponding twelve month period to June 2004.
Leasing activity in the industrial portfolio has remained robust with new leases, lease renewals and heads of agreement accounting for more than 175,000 square metres (15 percent of portfolio area).
As a result, portfolio occupancy remains in excellent condition at 98.4 percent (compared to 95.0 percent as at 30 June 2004), while average lease term to expiry (by income) is 5.1 years, compared to 4.3 years previously.
During the period, over 60,000 square metres of development projects were completed, with a further 50,000 square metres under development.
retail portfolio
During the year DRT completed the creation of a six centre, \$1.6 billion geographically diverse regional retail portfolio jointly ewned with, and managed by, the Westfield Group. This portfolio contributed \$44.2 million in net income, an increase. of 21 percent over the corresponding period to June 2004.
The \$64 million Westfakes development was completed, achieving a yield of approximately 8.8 percent on capital expenditure. The first stage of the \$60 million development. at Mt Druitt is now complete with the balance of the development due for completion early in 2006.
Total centre sales in the retail portfolio increased by 9.4 percent during the fast 12 months with total specialty sales. growth of 12.0 percent. These sales are reflective of generally good retail conditions and include the impact of recent developments at Whitford City, Westlakes and Westfield Northlakes, whose annual sales increased by over 19 percent, 13 percent and 29 percent respectively.

Flinders Gate Complex, Melbourne VIC
US industrial portfolio
The US industrial portfolio contributed \$88.0 million in net income in the period to June 2005, which represents nine months ewnership. This amount is in line with the EM forecast, with allocated income support for the period, slightly below forecast levels.
The broad based recovery in US industrial markets continues, and DRT's US industrial portfolio is benefiting from this improvement. In the period to June 2005, new leases and lease renewals accounted for more than 1.4 million square. feet (seven percent of portfolio area), increasing the portfoliooccupancy to 88.5 percent. The average term to expiry of the portfolio is currently 3.4 years by income.
sales and acquisitions
The sales and acquisitions involving DRT outlined in the EM have been completed, including the retail joint venture referred to previously. Further sales completed during the period have included Axxess Corporate Park, Seven Hills. NSW; I Chifley Square, Sydney NSW; 33 McDowell Street, Weishpool WA; 144 Edward Street, Brisbane QLD; part of Redwood Gardens, Dingley VIC; and part of Rothschild Avenue, Rosebery NSW.
In addition, DRT acquired 343 George Street, Sydney NSW for a consideration of \$44.5 million. As well as providing DRT with a value adding opportunity it is proposed that DRFM occupies three floors of the building, following completion of refurbishment in November 2005.
treasury, debt capital management and hedging
Gearing as at 30 June 2005 is 39 percent, as measured by interest bearing debt (net of cash) to total assets (net of cash). Capital management initiatives undertaken during the period include:
E Issue of RENTS
In June 2005, DRFM raised \$204 million through the issue of 2.04 million RENTS, or Real-estate perpetual ExchaNgeable s'ĭep-up Securities at an issue price of \$100 each. RENTS offers investors a quarterly distribution. expected to be 90 percent tax deferred at a margin of 1.3 percent above the 90 day bank bill rate. RENTS commenced trading on 16 June 2005 under the ASX code DRRPA.
B Debt facilities
The underwritten \$900 million syndicated bank debt and bridging facilities referred to in the EM have been established and the proceeds used to refinance existing unsecured debt and to fund the acquisition. of new assets.
During the period DRT agreed to issue a private. placement of notes totalling US\$200 million to US. Investors. US\$160 million of the notes settled in December 2004, with the balance settling in March 2005.
Duration and interest rate hedging ¥ö
As a result of these initiatives, the weighted average duration of debt facilities stands at 3.0 years. For the year to June 2006, the hedging profile for US debt is approximately 78 percent of debt which is hedged at a blended cost, inclusive of fees and margins, of 4.53 percent. Approximately 89 percent of Australian debt is hedged at a blended cost, inclusive of fees and margins, of 6.22 percent.

chief executive officer's report (continued)
OUR FOCUS GOING FORWARD IS TO MANAGE, AT AN OPERATIONAL AND STRATEGIC LEVEL, OUR EXISTING ASSETS TO EXTRACT GREATER RETURNS WHILE SEEKING NEW INVESTMENT OPPORTUNITIES.
Foreign income hedging 錣
For the year ending 30 June 2005, over 90 percent of forecast US earnings have been hedged.
B Distribution reinvestment plan (DRP)
Take-up of the June 2005 Distribution Reinvestment Plan was 31 percent, or \$45 million, resulting in the issue of approximately 33.7 million securities at \$1.3477 each.
funds management business
At 30 June 2005, DRFM managed over \$10.5 billion of assets, of which \$3.5 billion are managed on behalf of thirdparty funds.
senior management platform
The management platform has been restructured to better reflect a client orientated approach to the total funds management business, comprising both listed and unlisted funds. The platform adopts a client account management approach whereby a range of service functions, including property, capital management, financial, legal and operational services are delivered to each fund. A number of senior appointments have also been made to strengthen the revised management structure, with further appointments continuing. to be made.
future direction and strategy
Our focus going forward is to manage at an operational and strategic level our existing assets to extract greater returns while seeking new investment opportunities. These opportunities will be sourced for both our third party managed funds and DRT in both Australia and overseas. Barring unforeseen circumstances, we believe DRT is on track to achieve the previously stated forecast distribution of 11.0 cents per stapled security for the full year to June 2006.
Victor P Hoog Antink Chief Executive Officer 25 August 2005

DRFM IS AUSTRALIAN BASED, WITH ACCESS TO GLOBAL REAL ESTATE INVESTMENT OPPORTUNITIES AND EXPERTISE THROUGH ITS STRATEGIC RELATIONSHIP WITH DEUTSCHE BANK.

DB RREEF Trust overview

overview
DB RREEF Trust is a major diversified listed property trust. with investments in Australia, New Zealand and the United States. DB RREEF Trust is currently the sixth largest Listed. Property Trust ("LPT") and a top 60 listed corporate on ASX. with a total market capitalisation of approximately \$3.7 billion. as at 30 June 2005.
DB RREEF Trust is an integrated real estate platform with two core operating activities:
- a fisted direct property portfolio of approximately \$7.0 billion as at 30 June 2005; and
- a 50 percent share in DRFM, a property funds management business, with the remaining 50 percent. ewned by a wholly owned Deutsche Bank subsidiary. DRFM is responsible for managing DB RREEF Trust's entire direct property portfolio, as well as approximately \$3.5 billion of funds under management through three property syndicates, two direct property mandates and a wholesale property fund (under delegation).
These combine to give DRFM total funds under management of approximately \$10.5 billion, making it one of Australia's larger property fund managers. DRFM is Australian based, with access to global real estate investment opportunities and expertise through its strategic relationship with Deutsche Bank.
والمنابع المتعارف والمراجع والمتعارف والمتعارف والمتعارف والمتعارف والمتعارف والمتعارف والمتعارف المواطنة والمستحدث والمستحدث والمستحدث والمستحقق والمستحدث والمستحدث والمستحدث
strategic objectives
The primary objective of DB RREEF Trust is to maximise total returns to investors through active management, within appropriate risk parameters, and to provide a combination. of income and capital growth over the medium to long term.
Otter key strategic mitatives included.
- » expanding the Trust's direct property portfolio;
- reducing operating and funding costs,
- « extracting synergies through the integration of property investment, development and management functions; and
- acquiring and developing new real estate Q. related businesses.
DRT will also seek to capitalise on the strengths of Deutsche Bank's giobal real estate business, scurong real estate. investment opportunities and expertise through its plobal piatform and integrated business model. Deutsche Bank's real estate ousiness platform focuses on the office and industrial markets globally, and retail assets where strong. partnerships present the opportunity to add value.

DB RREEF Trust overview (continued)
operating strategy
DB RREEF Trust regularly considers investments in other property related asset classes and countries, subject to stringent risk and return criteria. DRT's strategy is to enhance value by:
- acquiring new property related assets in Australia and globally, with international assets comprising 35 to 50. percent of the Trust's total direct property portfolio over the long term;
- redeveloping properties or undertaking new developments where value adding opportunities exist;
-
poptimising tenancy terms and reducing vacancies, by maintaining and developing relationships with tenants to meet their current and future needs:
-
improving the profitability of its funds management business through the active management of its cost. structure;
- is retaining financial flexibility and capacity for active capital management;
- exploring opportunities to undertake other value adding 繇 property related businesses; and
- the disposal of selected non-core assets.
DRT will achieve this operating strategy by, among other things, evaluating its existing portfolio on a continuing basis whilst at the same time considering and pursuing international and domestic investment opportunities where appropriate.

DB RREEF Trust's structure
DRT portfolio review
As at 30 June 2005, the Australian and New Zealand assets accounted for approximately 81 percent of the value of the Trust's property portfolio, with the remaining 19 percent accounted for by US assets. The Trust's investments are
direct property portfolio value by geography as at 30 June 2005

1 New Zealand will represent approximately \$100 million upon completion of Lumley Centre, Auckland in September 2005.
direct property portfolio as at 30 June 2005
undertaken on both a wholly owned basis and through joint. ventures with co-owners. The Trust's overall portfolio leases have an average of 5.3 years (by income) to maturity with an average occupancy of 93 percent by area.
direct property portfolio value by sector as at 30 June 2005

| $\sim$ | . . |
Aiea occu | rage . . |
|---|---|---|---|
| Commercial |
. | . . |
|
| -mdustriai $\cdots$ $\cdots$ |
. | . . |
$\cdots \cdots \cdots \cdots \cdots \cdots \cdots$ |
| US Industrial . CONTRACTOR |
. | . |
|
| ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, | . | . . |
|
DB RREEF Trust Annual Report 2005 17
DRT portfolio review (continued)
property portfolio value by sector as at 30 June 2005
| Sector | Location | Number of property assets |
Book value (\$million) |
Net income 12 months to 30 June 2005 (\$million) 2 |
Area leased (% ) |
|---|---|---|---|---|---|
| Office | . NSW |
$17\,$ | 2,113.1 | 135.3 | 91 |
| VIC | 3 | 468.3 | 36.9 | 98 | |
| WA | 1 | 270.0 | 17.8 | 98 | |
| ACT | 2 | 81.1 | 7.1 | 100 | |
| $QED^+$ | 1.2 | ||||
| $NZ^3$ | 0.4 | 100 | |||
| Sub-total | $\cdots$ | 23 | 2,932.5 | 198.6 | 94 |
| Car parks | NSW | $\mathbf 1$ | 39.4 | 3.0 | |
| VIC | З | 111.4 | 10.0 | ||
| QLD | ľ | 32.0 | 3.8 | ||
| Sub-total | $\mathbb{S}$ | 182.8 | 16.7 | ||
| Industrial | NSW | 28 | 892.5 | 72.2 | 94 |
| VIC | $\mathbb S$ | 350.2 | 26.8 | 97 | |
| WA | $1\,$ | 8.4 | 0.9 | 100 | |
| QLD | 3 | 51.1 | 4.6 | 97 | |
| SA | $\mathbf 1$ | 21.3 | 1.9 | 93 | |
| Sub-total | 42 | 1,323.5 | 105.4 | 98 | |
| US industrial® | $\bar{\psi}$ | 93 | 1,203.3 | 61.8 | 89 |
| Retail | NSW | $\bar{2}$ | 387.7 | 12.1 | 100 |
| VIC | $1\,$ | 20.6 | 0.8 | 100 | |
| WA | 1 | 194.6 | 14.6 | -99 | |
| QLD | 1 | 65.0 | 3.3 | 100 | |
| SA | 1 | 122.9 | 13.4 | 100 | |
| Sub-total | 6 | 790.8 | 44.2 | 100 | |
| Total | 169 | 6,432.9 | 426.7 | 93 |
$\bar{1}/144$ Edward Street was sold during 2004/05.
- Net income includes sold properties.
3 New Zealand will represent approximately \$100 million book value upon completion of Lumley Centre, Auckland in September 2005.
4 Data based on DRT ownership of 80 percent. Net income excludes rent adjustment and income support.

45 Clarence Street, Sydney NSW
DRT lease expiry profile as at 30 June 2005 53 Available FY-06 FY-07 FY-08 FY-09 FY-10 FY-11 FY-12 FY-13 FY-14 FY-15 18 Area 1 Income
commercial portfolio - australasia
AT 30 JUNE 2005, THE AUSTRALIAN PORTFOLIO COMPRISED OVER 527,500 SQUARE METRES OF LETTABLE AREA (ADJUSTED FOR OWNERSHIP) IN 24 PROPERTIES WITH OVER 580 TENANTS
The portfolio, comprising both office and car parks, contributed \$215.3 million in net income to the Trust, an increase of five percent over the year to 30 June 2004. including comparable growth of minus two percent whencompared to the same period to 30 June 2004. This contribution represents 47 percent of total Trust income in the year to 30 June 2005.
portfolio attributes
At 30 June 2005, the Australian commercial portfolio comprised over 527,500 square metres of lettable area (adjusted for ownership) in 24 properties with over 580. tenants. Premium grade accommodation comprised 21 percent of the commercial portfolio by area with 66 percent. being A grade and the remainder being B grade and associated retail.
In terms of geographical spread, 63 percent of properties by area were located in New South Wales, 21 percent in Victoria, and the remainder in Australian Capital Territory and Western Australia.
disposals
The Trust sold 144 Edward Street, Brisbane QLD for \$44.7 million in November 2004 and completed the safe of 1 Chifley. Square, Sydney NSW in April 2005. These sales represented an overall gain of \$3.4 million for the Trust.
developments and refurbishments
During the year, the Trust agreed to purchase for approximately NZ\$110 million the Lumley Centre in Auckland, New Zealand, a premium commercial tower due to be completed in September 2005. The property will include 14 office levels, 12 car parking levels and will provide 18,800 square metres of premium accommodation which is fully let.
The \$15 million refurbishment of 321 Kent Street, Sydney NSW is scheduled for completion by 31 December 2005. Sparke Helmore have committed to lease approximately 10,500 square metres with the lease to commence in January 2006.
The refurbishment of 32,000 square metres at 45 Clarence. Street, was completed in January 2005. This refurbishment has since attracted substantial new tenants including Hudson. Global Resources, Citco Fund Services and Halifax Bank of Scotland (HBOS).
During the period the \$20 million refurbishment of 130 George Street, Parramatta commenced and is due for completion by January 2006. We anticipate this building will be fully leased on completion of the refurbishment.
leasing
In the year to 30 June 2005, new leases, lease renewals and heads of agreement accounting for more than 90,500 square. metres, or 17.3 percent of the total commercial portfolio area were secured.
As a result, portfolio occupancy has increased to 94 percent. at 30 June 2005, up from 91 percent the previous vear, with an average lease term to expiry (by income) of 5.9 year's.

The commercial portfolio lease expiry profile is now well diversified and our strategy to extend duration without concentration of expiries in any given year is being successfully implemented.
rent reviews
In the year to 30 June 2005, leases covering 89 percent of the portfolio's property income were subject to rent reviews, achieving an average rental increase of four percent. In the coming year to 30 June 2006, approximately 80 percent of
the portfolio's income will be reviewed, with two-thirds of those reviews being either fixed or CPI, incorporating minimum percentage increases.
revaluations
In the year to 30 June 2005, 15 commercial properties were revalued, increasing in value by \$91 million or 4.6 percent when compared to their book value. The weighted average capitalisation rate of the Australian commercial portfolionow stands at 7.25 percent.

30 The Bond, Sydney NSW
industrial portfolio - australia
AT 30 JUNE 2005, THE AUSTRALIAN INDUSTRIAL PORTFOLIO COVERED OVER 1.1 MILLION SQUARE METRES OF LETTABLE AREA ACROSS 42 PROPERTIES, WITH A FURTHER 50,000 SQUARE METRES UNDER CONSTRUCTION.
The industrial portfolio contributed \$105.4 million in net income to the Trust, an increase of eight percent over the year to 30 June 2005 including comparable growth of five percent when compared to the same period to 30 June 2004. This contribution represents 23 percent of total Trustincome in the year to 30 June 2005.
portfolio attributes
At 30 June 2005, the Australian industrial portfolio covered over 1.1 million square metres of lettable area across 42 properties, with a further 50,000 square metres under construction. The portfolio is diversified across business parks, industrial estates, distribution centres and office parks, with 47 percent of properties by area in New South Wales, 42 percent in Victoria and the remainder in Queensland, South-Australia and Western Australia. Average office content is 23 percent, with income coming from over 320 tenants.
disposats
The Trust sold the following industrial properties during the period:
- 8 Axxess Corporate Park, Seven Hills NSW;
- 8 33 McDowell Street, Welshpool WA;
- Part Rothschild Avenue, Rosebery NSW; and
- 10 of 24 units in Redwood Gardens Industrial Estate. Dingley VIC.
Total consideration on these sales was \$51.0 million and represented an overall gain of \$1.6 million for the Trust.
developments and pre-commitments
Development projects creating additional lettable area of over 60,000 square metres were completed during the year, including facilities for Draeger at Axxess Corporate Park, Mount Waverley VIC; Westgate Logistics and Aluminium Specialties Group at Pound Road, Dandenong VIC; Visy Steel Products at DB RREEF Industrial Estate, Laverton North VIC; and Controlled Climate Logistics at 2 Alspec Place, Eastern. Creek NSW.
An additional 52,000 square metres is currently under construction at Axxess Corporate Park, Mount Waverley VIC; DB RREEF Industrial Estate, Laverton North VIC and Kings Park Industrial Estate, Marayong NSW.
In June 2005, the Trust secured a 15 year lease from Coles. Myer Limited that will see the construction of a 42,000. square metre distribution centre at DB RREEF Industrial Estate, Boundary Road, Laverton North in Victoria. The facility is expected to be completed by early 2007.
706 Mowbray Road, Lane Cove NSW

IN THE YEAR TO 30 JUNE 2005, 15 INDUSTRIAL ASSETS WERE REVALUED, INCREASING IN VALUE BY \$108 MILLION OR 9.3 PERCENT WHEN COMPARED TO THEIR BOOK VALUE.
leasing
In the year to 30 June 2005, new leases, lease renewals and heads of agreement, accounting for more than 175,000. square metres or 15 percent of the industrial portfolio area, were secured.
As a result, portfolio occupancy has increased to 98 percent. as at 30 June 2005 compared to 95 percent in the previous. year, with an average lease term to expiry as at 30 June 2005. of 5.1 years. The lease expiry profile below further indicates the excellent condition of the lease tenure across the industrial portfolio.
industrial (australia) lease expiry profile as at 30 June 2005

rent reviews
This year, income equivalent to 83 percent of the portfolio's industrial property income was subject to a rent review, achieving an average rental increase of 3.3 percent. In the coming year, approximately 72 percent of the portfolio's income will be reviewed, with two thirds of those reviews. being either fixed or CPI, incorporating minimum percentage. increases.
revaluations
In the year to 30 June 2005, 15 industrial assets were revalued, increasing in value by \$108 million or 9.3 percent. when compared to their book value. The portfolio's weighted average capitalisation rate now stands at 8.7 percent.

1 Foundation Place, Greystanes NSW
industrial portfolio - united states
The United States industrial portfolio has contributed \$88 million in net income to the Trust since acquisition in September 2004. This represents 19 percent of total Trust income for the year to 30 June 2005. The portfolio is a joint venture owned 80 percent by DRT and 20 percent by CalWest Industrial Properties, LLC, a subsidiary of CalPERS, the largest pension fund in the United States.
portfolio attributes
At 30 June 2005, the portfolio covered over 19.8 million. square feet of lettable area in 93 properties throughout 18. metropolitan areas across the United States. The portfolio consists of approximately 58 percent warehouse/distribution and 42 percent "flex" type properties, by market value. Average office content is 15.6 percent, with income generated from approximately 470 tenants.
acquisitions and disposals
In June 2005 the joint venture simultaneously disposed of one property, 1855 Dornoch Court in San Diego, California, and acquired three buildings within the Fort Holabird Industrial Park in Baltimore, Maryland, Domoch Court, a 220,000 square feet warehouse facility was sold for US\$11.6 million, representing a gain of US\$2.3 million.
The Fort Holabird Industrial properties, purchased for US\$10.1 million, consist of approximately 173,000 square feet of lettable area across the three buildings, and are 94 percent occupied.

leasing
Since the portfolio was acquired in September 2004, the portfolio's occupancy increased from 85.5 percent to 88.5 percent, including 34 new leases totalling 1.2 million square feet and 20 renewal leases totalling 434,203 square feet. The average lease term to expiry is now 3.4 years.
revaluations
As at 30 June 2005, the entire portfolio was revalued, resulting in an increase of US\$92 million or eight percent. when compared to book value. The weighted average capitalisation rate of the US industrial portfolio now stands at 7.9 percent.
industrial (united states) lease expiry profile as at 30 June 2005

2055 Diplomat Drive, Dallas Texas, USA
retail portfolio – australia
The retail portfolio contributed \$44.2 million in net income to the Trust, an increase of 22 percent over the year to 30 June 2005. This represents 10 percent of total Trust income for the year to 30 June 2004.
portfolio attributes
At 30 June 2005, the Australian retail portfolio covered approximately 300,000 square metres of lettable area in six properties. The portfolio is diversified across Australia with properties located in New South Wales, Victoria, Queensland, South Australia and Western Australia. The retail property portfolio provides a balance of secure income streams and development potential.
acquisitions and disposals
During the year to 30 June 2005, the Trust sold a half interest in shopping centres at Whitford WA, Westlakes SA and Plenty Valley Town Centre VIC, to Westfield resulting in a realised gain on sale of \$18.1 million in the year to 30 June. 2005. In addition the Trust purchased a 50 percent interest in Westfield North Lakes QLD, Westfield Mt Druitt NSW and Westfield Hurstville NSW. All the centres are now managed by the Westfield Group.
developments
During the year to 30 June 2005, the expansion of Westfield Westlakes and Westfield Whitford, and stage one of Westfield Mount Druitt were completed. Further development stages at Westfield Mt Druitt will open in September 2005 and March 2006.
The Trust is currently evaluating the further development of both Pienty Valley Town Centre and Westfield North Lakes. Pienty Valley Town Centre in VIC has 47.25 hectares available for future development and Westfield North Lakes in QLD has 23 hectares available.
leasing, turnover and visitations
In the year to 30 June 2005, new leases, lease renewals and heads of agreement totalling 207 leases and accounting for 60,000 square metres, were contracted. As at 30 June 2005, total occupancy for the retail portfolio stood at 99.5 percent.
Moving Annual Turnover (MAT) for all the centres in the retail portfolio was \$1.4 billion and total visitation was over 47 million people for the year.
revaluations
There were no revaluations in the year to 30 June 2005 and each centre is carried at Directors' valuation.

third party funds under management
DRFM manages \$3.5 billion of third party funds and other assets in addition to the \$7.0 billion of assets in the Trust's portfolio.
deutsche wholesale property fund
The Deutsche Wholesale Property Fund ("DWPF") is an unlisted, open-ended property fund with total assets of approximately \$1.5 billion as at 30 June 2005. DWPF is managed by DRFM under delegated authority from DB Real Estate Australia Limited.
The Fund is designed to provide wholesale investors. (predominantly superannuation funds, master trusts and non-profit groups) with a balanced return of capital growth and income over the medium to long term, derived from a diversified portfolio of "core" style assets.
DWPF's portfolio comprises interests in 11 properties. (including 50 percent interests in six properties). On a sectoral basis the portfolio is split: 54 percent office, 39 per cent retail and seven percent industrial. The portfoliois heavily weighted towards New South Wales (79 percent). with smaller exposures to Victoria and Queensland.
In January 2005 DWPF completed its first industrial acquisition, a 50 percent interest in the Regents Park Industrial Estate, Sydney NSW, for a total consideration of approximately \$99 million (including acquisition costs).
There are over 120 investors in DWPF, with the top 10 unitholders representing 74.5 percent of the register. For the year to 30 June 2005 DWPF produced a total gross return. of 13.7 percent. Over a three, five and 10 year period. annualised gross returns were 12.4 percent, 11.6 percent and 11.1 percent respectively.


1 Analysis based on book values as at 30 June 2005.
syndicates
DRFM's syndicate business consists of three unlisted trusts, representing assets valued at approximately \$175 million as at 30 June 2005. There are over 988 unitholders.
Gordon Property Syndicate
This syndicate owns two retail assets, the Gordon Centreand the Gordon Village Arcade located in Gordon, Sydney NSW. At 30 June 2005 total assets of the syndicate were approximately \$76 million.
Northgate Property Syndicate
This syndicate owns the Northgate Shopping Centre at Glenorchy in Hobart TAS. At 30 June 2005 total assets of the syndicate were approximately \$82 million.
Abbotsford Property Syndicate
This syndicate owns a commercial building at Abbotsford in Melbourne VIC. At 30 June 2005 total assets of the syndicate were approximately \$17 million.
The syndicates are closed ended, fixed term products.
direct mandates
DRFM's direct mandates comprise \$1.8 billion of direct property as at 30 June 2005, and include the SAS Trustee Corporation ("STC") and the AXA Group ("AXA"). As at 30 June 2005, STC owned a portfolio of direct property. comprising 13 properties. The market value of the STC. direct property portfolio is approximately \$1.4 billion.
DREM manages a portfolio of direct property for AXA's Australian and New Zealand Statutory Funds and the AXA Wholesale Australian Property Fund. The AXA mandates are in respect of 15 properties that have, as at 30 June 2005, a market value of approximately \$0.4 billion.

11 Talavera Road, Macquarie Park NSW
summary of properties
| Property | Location | Building type | Ownership at 30 June 2005 (% ) |
Net lettable area adjusted for ownership $(000 \text{ sqm})$ |
|
|---|---|---|---|---|---|
| Australian Office | |||||
| Garema Court, 140-180 City Walk, Civic Canberra | ACT. | A Grade - office | 300 | 11.419 | |
| 14 Moore Street, Civic | ACT. | B Grade – office | 300 | 10.894 | |
| The Zenith, 821 Pacific Highway, Chatswood | NSW | A Grade – office | 100 | 44.467. | |
| Victoría Cross, 60 Miller Street, North Sydney | NSW | A Grade - office | 100 | 14.747 | |
| Ferguson Centre, 130 George Street, Parramatta | NSW | B Grade - office | 100 | 19.320 | |
| O'Corinell House, 15-19 Bent Street, Sydney | NSW | B Grade - office | 100 | 9.871 | |
| 1 Bligh Street, Sydney 3 | NSW | B Grade - office | 50 | 2.205 | |
| 9-13 Bligh Street, Sydney 3 | NSW | B Grade - office | 50 | 1.555 | |
| 1 Chifley Square, Sydney (sold Apr-2005) * | NSW | 0 | |||
| 45 Clarence Street, Sydney | NSW | A Grade - office | 300 | 32.000 | |
| 201 Elizabeth Street, Sydney | NSW | A Grade - office | 50 | 19.413 | |
| Governor Phillip and Macquarie Tower Complex, 1 Farrer Place, Sydney | NSW | Premium Grade -- office | 50 | 43.296 | |
| Australia Square Complex, 264 George Street, Sydney | NSW | A Grade – office | 50 | 26.259 | |
| 30 The Bond, 30-34 Hickson Road, Sydney | NSW | A Grade – office | 100 | 19.797 | |
| 309-321 Kent Street, Sydney | NSW | A Grade – office | 50 | 23.561 | |
| 383-395 Kent Street, Sydney | NSW | A Grade - office | 300 | 18.051 | |
| One Margaret Street, Sydney | NSW | A Grade - office | 300 | 20.915 | |
| 44 Market Street, Sydney | NSW | A Grade - office | 100 | 29.991 | |
| 2 O'Connell Street, Sydney 3 | NSW | B Grade - office | 50 | 1.973 | |
| 4 O'Connell Street, Sydney 3 | NSW | B Grade – office | 50 | 3.164 | |
| 144 Edward Street, Brisbane (sold Nov--2004) 3 | QLD | 0 | |||
| Flinders Gate Complex, 172 and 179 Flinders Street, Melbourne | VIC | B Grade - office | 100 | 8.764 | |
| 8 Nicholson Street, Melbourne | VIC | A Grade – officel | 300 | 23.528 | |
| Southgate Complex, 3 Southgate Avenue, Southbank | VIC | A Grade - office | 100 | 76.314 | |
| Woodside Plaza, 240 Street Georges Terrace, Perth | WA. | Premium Grade - office | 100 | 47.152 | |
| New Zealand Office | |||||
| Lumiey Centre, 88 Shortland Street, Auckland ® | NZ. | Premium Grade - office | 100 | 18.821 | |
| Car Parks | |||||
| 383-395 Kent Street, Sydney (Car Park). | NSW | Carpark | 100 | ||
| Albert and Charlotte Streets, Brisbane | QLD | Carpark | 100 | ||
| 32-44 Fänders Street, Melbourne | VIC | Carpark | 300 | ||
| Flinders Gate Complex, 172 Flinders Street, Melbourne | VIC | Carpark | 100 | ||
| 34-60 Little Collins Street, Melbourne | VIC | Carpark | 100 | ||
| Australian Industrial | |||||
| 52 Holbeche Road, Arndell Park | NSW | Distribution Centre | 300 | 9.814 | |
| 79 St Hilliers Road, Auburn | NSW | Business Park | 100 | 25.701 | |
| 1 Garigal Read, Belrose | NSW | Business Park | 100 | 12.583 | |
| 2 Minna Close, Belrose | NSW | Business Park | 100 | 13.626 |
| 100% US assets lettable area (000st) |
Acquisition date |
Book value at 30 June 2005 (A\$m) |
Independent valuation date |
Independent valuation (A\$m) |
Market cap rate (%) |
Leased by area (% ) |
Weighted lease term (years) |
Net income 12 months to by income 30 June 2005 (A\$m) |
|---|---|---|---|---|---|---|---|---|
| Aug-00 | 44.9 | $Oct-03$ | 44.6 | 8.50 | 100 | 5.7 | 4.0 | |
| May-02 | 36.3 | Apr-05 | 36.3 | 8.75 | 100 | 2.4 | 3.1 | |
| Dec-98 | 223.3 | Jun-04 | 216.0 | 7.75 | 97 | 3.4 | 17.8 | |
| Dec-98 | 86.3 | Mar-05 | 86.0 | 7.50 | 91 | 4.0 | $6.2\,$ | |
| May-97 | 49.6 | $J0$ aal | 43.8 | 9.25 | 43 | 1.4 | 4.0 | |
| Aug-00 | 56.3 | Sep-04 | 55.5 | 8.00 | 100 | $2.2\,$ | 3.9 | |
| Dec-03 | 11.0 | Sep-04 | 10.5 | 7.25 | 100 | 2.0 | 0.9 | |
| $Sep-01$ | $5.6\,$ | Sep-04 | 5.5 | 8.00 | 71 | $1.5\,$ | 0.3 | |
| 2.4 | $3.2\,$ | |||||||
| Dec-98 | 195.0 | $Jan-05$ | 195.0 | 7.00 | 84 | 5.7 | $3.8\,$ | |
| Aug-00 | 117.2 | Dec-04 | 117.0 | 7.25 | 94 | 3.8 | 7.9 | |
| Dec-98 | 515.1 | Dec-04 | 512.5 | 6.60 | 99 | 7.7 | 30.7 | |
| Aug-00 | 184.0 | Jun-05 | 184.0 | 7.13 | 80 | 4.6 | 11.0 | |
| May-02 | 123.4 | Mar-04 | 122.0 | 7.25 | 100 | 8.3 | 8.8 | |
| Dec-98 | 131.4 | Dec-03 | 128.8 | 7.75 | 98 | 3.7 | 10.9 | |
| Sep-87 | 104.9 | Sep-03 | 104.0 | 7.50 | 95 | 5.2 | 6.3 | |
| Dec-98 | 139.0 | $Jan-05$ | 139.0 | 7.00 | 100 | 8.0 | $8.8\,$ | |
| Sep-87 | 148.4 | $J0$ nal | 144.0 | 7.75 | 95 | 3.1 | $9.8\,$ | |
| Sep-01 | 8.0 | Sep-04 | 7.8 | 8.00 | 91 | 1.7 | 0.6 | |
| Sep-01 | 12.2 | Sep-04 | 12.0 | 8.00 | 72 | 1.3 | $0.5\,$ | |
| $1.2\,$ | ||||||||
| Mar-99 | 15.5 | Sep-03 | 15.5 | 8.25 | 87 | 0.8 | $1.2\,$ | |
| Nov-93 | 91.8 | $J_{\rm HI}$ -05 | 91.8 | 7.25 | 100 | 8.0 | $7.2\,$ | |
| Aug-00 | 361.0 | Jun-05 | 361.0 | 7.00 | 99 | 4.5 | 28.5 | |
| Jan-01 | 270.0 | $JU1 + 05$ | 270.0 | 7.00 | 98 | 11.7 | 17.8 | |
| Aug-04 | 100 | 10.8 | $0.4\,$ | |||||
| Sep-87 | 39.4 | Sep-03 | 40.0 | 8.75 | 100 | $\sqrt[3]{2}$ | $3.0\,$ | |
| Oct-84 | 32.0 | Sep-03 | 32.0 | 9.00 | 100 | 30 | $3.8\,$ | |
| 3un-98 | 24.6 | Sep-03 | 24.6 | 8.00 | 100 | 30 | 3.9 | |
| Mar-99 | 45.3 | Sep-03 | 45.3 | 8.25 | 100 | 10 | 4.1 | |
| Nov-84 | 41.5 | Sep-03 | 41.5 | 8.50 | 100 | $10\,$ | $2.0\,$ | |
| Jul-98 | $11.1\,$ | Sep-03 | 11.1 | 8.50 | 100 | 3.1 | $\sqrt{3}$ . O |
|
| Sep-97 | 41.0 | $J50 + 05$ | 41.0 | 8.00 | 100 | 2.9 | $3.3\,$ | |
| Dec-98 | 27.4 | Dec-04 | 27.4 | 8.50 | 100 | 4.9 | 2.3 | |
| Dec-98 | 33.1 | Dec-04 | 32.4 | 8.50 | 100 | 3.7 | 2.8 | |
| Property | Location | Building type | Ownership at 30 June 2005 (% ) |
Net lettable area adjusted for ownership $(000 \text{ sqm})$ |
|
|---|---|---|---|---|---|
| Australian Industrial | |||||
| 3-7 Bessemer Street, Blackfown | NSW | Distribution Centre | 100 | 8.033 | |
| 30-32 Bessemer Street, Blacktown | NSW | Distribution Centre | 100 | 14.652 | |
| 114-120 Old Pittwater Road, Brookvale | NSW | Business Park | 100 | 30.780 | |
| 2 Alspec Place, Eastern Creek | NSW | Distribution Centre | 100. | 16.875 | |
| 145-151 Arthur Street, Flemington | NSW | Business Park | 100 | 19.276 | |
| 436-484 Victoria Road, Gladesville | NSW | Business Park | 100 | 19.892 | |
| 1 Foundation Place, Greystanes | NSW | Industrial Estate | 100. | 30.746 | |
| 27-29 Liberty Road, Hentingwood | NSW | Distribution Centre | 100 | 6.829 | |
| 706 Mowbray Road, Lane Cove | NSW | Business Park | 100 | 17.364 | |
| 11 Talavera Road, Macquarie Park | NSW | Office Park | 300 | 36.257 | |
| 40 Talavera Road, Macquarie Park | NSW | Business Park | 100 | 12.772 | |
| Kings Park Industrial Estate, Vardys Road, Marayong | NSW | Industrial Estate | 100 | 58.265 | |
| 154 O'Riordan Street, Mascot | NSW | Industrial Estate | 100 | 8.156 | |
| 3 Brookhollow Avenue, Norwest | NSW | Business Park | 100 | 13.422 | |
| Rosebery and Rothschild Avenues, Rosebery | NSW | Business Park | 300 | 44.374 | |
| 10-16 South Street, Rydalmere | NSW | Industrial Estate | 100 | 34.650 | |
| Axxess Corporate Park, Station Road, Seven Hills (sold Jut-Nov-04)* | NSW | 0 | |||
| 75 Camarvon Street, Silverwater (sold Aug-2004) 3 | NSW | 0 | |||
| DB RREEF Industrial Estate, Silverwater | NSW | Business Park | 100 | 29.335 | |
| 19 Chifley Street, Smithfield | NSW | Industrial Estate | 100 | 18.469 | |
| 239-251 Woodpark Road, Smithfield | NSW | Distribution Centre | 100 | 5.187 | |
| 12 Frederick Street, St Leonards | NSW | Business Park | 100 | 19.245 | |
| 2a Birmingham Street, Villawood | NSW | Distribution Centre | 300 | 11.401 | |
| 40 Biloela Street, Villawood | NSW | Distribution Centre | 100 | 7.264 | |
| 27-33 Frank Street, Wetherit Park | NSW | Distribution Centre | 100 | 13.828 | |
| 30 Belirick Street, Acacia Ridge | QLD | Distribution Centre | 100 | 17.801 | |
| 121 Evans Road, Salisbury | QLD | Distribution Centre | 100 | 24.774 | |
| 25 Donkin Street, West End Brisbane | QLD | Business Park | 100 | 11.163 | |
| 15-23 Whicker Road, Gillman | SΑ | Distribution Centre | 100 | 72.115 | |
| Target Distribution Centre, Tarras Road, Altona North | VIC | Distribution Centre | 100 | 41.447 | |
| 114 Fairbank Road, Clayton | VIC | Distribution Centre | 100 | 18.200 | |
| Pound Road West, Dandenong | VIC | Industrial Estate | 100 | 74.281 | |
| Redwood Gardens Industrial Estate, Boundary Road, Dingley® | VIC | Industrial Estate | 100 | 34.537 | |
| 352 Macaulay Road, Kensington | VIC | Industrial Estate | 100 | 6.357 | |
| Knoxfield Industrial Estate, Henderson Road, Knoxfield | VIC | Distribution Centre | 100 | 48.548 | |
| 250 Forest Road South, Lara | VIC | Distribution Centre | 100 | 117.294 | |
| DB RREEF Industrial Estate, Laverton North | VIC | Industrial Estate | 100 | 63.939 | |
| Axxess Corporate Park, Car Ferntree Gully and Gilby Roads, Mount Waverley | VIC. | Industrial Estate | 100. | 75.519 | |
| 68 Hasier Road, Herdsman | WA. | Business Park | 100 | 4.703 | |
| 33 McDowell Street, Welshpoot (sold Nov-2004) 3 | WA | O |
| 100% US assets lettable area ('000 sf) |
Acquisition date |
Book value at 30 June 2005 (A5m) |
******** Independent valuation date |
Independent valuation (A\$m) |
Market cap rate (%) |
Leased by area (% ) |
Weighted lease term by income (years) |
Net income 12 months to 30 June 2005 (A\$m) |
|---|---|---|---|---|---|---|---|---|
| $Jun-97$ | 30.2 | Sep-03 | 10.1 | 8.75 | 100 | 4.4 | 1.0 | |
| May-97 | 14.5 | Sep-03 | 14.5 | 9.00 | 100 | 5.2 | $1.2\,$ | |
| Sep-97 | 42.6 | Sep-03 | 42.0 | 9.00 | 96 | 3.0 | $3.8\,$ | |
| Mar-04 | 23.5 | Jan-04 | 100 | $9.8\,$ | 3.3 | |||
| Sep-97 | 31.0 | Jun-06 | 31.0 | 8.00 | 100 | 2.4 | 2.6 | |
| Sep-97 | 43.2 | Dec-04 | 43.0 | 8.50 | 100 | 4.7 | 3.9 | |
| Dec-02 | 41.9 | Dec-04 | 41.7 | 8.00 | 100 | 7.4 | 2.6 | |
| $J_6$ -98 | 7.3 | Sep-03 | 7.3 | 9.00 | 100 | 1.0 | 0.7 | |
| Sep-97 | 25.8 | Sep-03 | 25.3 | 9.25 | 76 | 6.3 | $1.6\,$ | |
| 75% 25% |
Apr-02 Jun-02 |
134.0 | Jun-03 | 130.0 | 8.25 | 89 | 4.3 | 10.0 |
| Oct-02 | 29.4 | Apr-05 | 28.5 | 8.25 | 100 | 4.3 | 3.7 | |
| May-90 | 78.5 | Jun-05 | 78.5 | 8.00 | 100 | 5.1 | $6.2\,$ | |
| $Jun-97$ | 13.7 | Jun-04 | 13.7 | 7.75 | 100 | 1.6 | 1.1 | |
| Dec-02 | 41.8 | Dec-03 | 36.6 | 10.75 | 100 | 3.6 | $3.2\,$ | |
| Арг-98 $Oct - 01$ |
81.1 | Jun-03 | 78.7 | 8.00 /8.75 |
100 | 3.6 | 7.5 | |
| Sep-97 | 42.6 | Jun-04 | 42.0 | 8.75 | 93 | 2.6 | 4.0 | |
| 0.5 | ||||||||
| 0.3 | ||||||||
| May-97 | 39.5 | Sep-03 | 39.4 | 9.00 | 100 | 4.O | 3.4 | |
| Dec-98 | 13.5 | Jun-03 | 13.4 | 9.75 | 100 | 1.5 | 2.3 | |
| May-97 | 5.8 | Sep-03 | $5.8\,$ | 8.75 | 100 | 4.6 | $0.5\,$ | |
| $Ju = 00$ | 31.5 | Jun-05 | 31.5 | 8.50 | 92 | 2.0 | $2.5\,$ | |
| $Jun-97$ | 8.8 | Sep-03 | 8.6 | 9.25 | 100 | 1.0 | 0.8 | |
| Jul-97 | 7.0 | Sep-03 | 7.0 | 8.75 | 100 | 2.9 | 0.6 | |
| Jul-98 | 12.7 | Dec-03 | 12.7 | 9.75 | 100 | 1.5 | 3.4 | |
| $Jun-97$ | 11.9 | Sep-03 | 11.9 | 9.50 | 100 | 2.2 | 1.3 | |
| $Ju - 97$ | 18.5 | Dec-04 | 18.5 | 8.75 | 100 | $5.0\,$ | $1.6\,$ | |
| Dec-98 | 20.7 | Jun-06 | 20.7 | 8.25 | 96 | 2.1 | 3.7 | |
| Dec-02 | 21.3 | Jun-06 | 21.3 | 9.75 | 100 | 7.0 | $1.9\,$ | |
| Oct-95 | 35.0 | Jun-05 | 35.0 | 8.00 | 100 | 6.8 | 3.1 | |
| Jul-97 | 10.9 | Sep-03 | 10.8 | 9.75 | 100 | 0.4 | $1.2\,$ | |
| Jan-04 | 56.3 | Jun-06 | 56.3 | 8.20 | 100 | 5.0 | $3.8\,$ | |
| Dec-94 | 23.0 | Sep-03 | 29.0 | 9.25 | 92 | 3.6 | $2.7\,$ | |
| Oct-98 | 7.3 | Jun-03 | 7.3 | 8.72 | 100 | 2.9 | 0.6 | |
| Aug-96 | 31.9 | Sep-03 | 31.3 | 8.75 | 100 | 1.5 | $3.1\,$ | |
| Dec-02 | 34.6 | Jun-06 | 34.6 | 9.75 | 100 | 7.0 | 3.4 | |
| $Ju$ -02 | 42.0 | Jun-04 | 23.7 | 7.75 | 100 | 15.8 | 0.6 | |
| Oct-96 | 109.3 | Jun-03 | 89.0 | 10.00 | 98 | 4.4 | 8.1 | |
| Jul-98 | 8.4 | Jun-04 | 8.0 | 8.50 | 100 | 4.3 | 0.7 | |
| $0.2\,$ |
| Property | Location | Building type | Ownership at 30 June 2005 (% ) |
Net lettable area adjusted for ownership $(000 \text{ sqm})$ |
|
|---|---|---|---|---|---|
| US Industrial | |||||
| 3765 Atlanta Industrial Drive, Atlanta | US | Distribution Centre | 80 | 12.038 | |
| 7100 Highlands Parkway, Atlanta | US | Business Park | 80 | 11.148 | |
| Stone Mountain, Atlanta | US. | Industrial Estate | 80 | 9.971 | |
| Town Park Drive, Atlanta | US. | Business Park | 80 | 9.022 | |
| Williams Drive, Atlanta | US. | Distribution Centre | 80 | 15.483 | |
| Bristol Court, Baltimore | US. | Distribution Centre | 80 | 9.890 | |
| Cabot Techs, Baltimore | US. | Business Park | 80 | 9.711 | |
| Fort Helabird Industrial, Baitimere | US | Distribution Centre | 80 | 12.812 | |
| 9112 Gullford Road, Baltimore | US. | Business Park | 80 | 4.090 | |
| MD Food Park, Baltimore | US | Distribution Centre | 80 | 33.735 | |
| NE Baltimore, Baltimore | US. | Industrial Estate | 80 | 8.083 | |
| Patuxent Range Road, Baltimore | US | Business Park | 80 | 11.287 | |
| 8155 Stayton Drive, Baltimore | US. | Industrial Estate | 80 | 9.340 | |
| West Nursery, Baltimore | US | Industrial Estate | 80 | 6.551 | |
| 10 Kenwood Circle, Boston | US. | Distribution Centre | 80 | 11.399 | |
| 9900 Brookford Street, Charlotte | US | Distribution Centre | 80 | 9.067 | |
| Commerce Park, Charlotte | US. | Distribution Centre | 80 | 14.317 | |
| Westinghouse, Charlotte | US | Distribution Centre | 80 | 42.255 | |
| Airport Exchange, Cincinnati | US. | Distribution Centre | 80 | 5.035 | |
| 124 Commerce, Cincinnati | US. | Distribution Centre | 80 | 2.572 | |
| Empire Drive, Cincinnati | US. | Distribution Centre | 80 | 14.636 | |
| International Way, Cincinnati | US. | Industrial Estate | 80 | 22.297 | |
| Kentucky Drive, Cincinnati | US | Industrial Estate | 80 | 25.818 | |
| Kenwood Road, Cincinnati | US | Distribution Centre | 80 | 57.232 | |
| Lake Forest Drive, Cincinnati | US | Distribution Centre | 80 | 30.993 | |
| Spirat Drive, Cincinnati | US | Business Park | 80 | 4.575 | |
| Turfway Road, Cincinnati | US | Industrial Estate | 80 | 8.320 | |
| World Park, Cincinnati | US | Distribution Centre | 80 | 29.491 | |
| Equity/Westbell/Dividend, Columbus | US | Industrial Estate | 80 | 68.354 | |
| 2700 International Street, Columbus | US | Industrial Estate | 80 | 11.356 | |
| SE Columbus, Columbus | US | Distribution Centre | 80 | 26.838 | |
| 3800 Twin Creeks Drive, Columbus | US | Industrial Estate | 80 | 13.081 | |
| 10th Street, Dalias | US. | Industrial Estate | 80 | 15.380 | |
| 455 Airline Drive, Dallas | US | Industrial Estate | 80 | 5.574 | |
| 555 Airline Drive, Dallas | US. | Industrial Estate | 80 | 4.202 | |
| Arlington, Dallas | US | Business Park | 80 | 9.708 | |
| 820-860 Avenue F, Dallas | US | Business Park | 80 | 5.432 | |
| 1413 Bradley Lane, Dailas | US | Business Park | 80 | 4.202 | |
| Capital Ave, Dallas | US | Industrial Estate | 80 | 7.472 |
| 100% US assets lettable area $(000 \text{ sf})$ |
Acquisition date |
Book value at 30 June 2005 (A\$m) |
Independent valuation date |
Independent valuation (A\$m) |
Market cap rate (%) |
Leased by area (%) |
Weighted lease term by income (years) |
Net income 12 months to 30 June 2005 (A\$m) |
|---|---|---|---|---|---|---|---|---|
| 161.965 | Sep-04 | 5.4 | Jan-05 | 5.4 | 8.25 | 100 | 1.6 | 0.2 |
| 150.000 | Sep-04 | 13.8 | Jun-05 | 13.8 | 8.00 | 100 | 2.0 | $0.8\,$ |
| 134.163 | Sep-04 | 5.4 | Jun-05 | 5.4 | 9.00 | 74 | 3.2 | 0.3 |
| 121.384 | Sep-04 | 7.0 | Jun-05 | 7.0 | 8.00 | 95 | 3.1 | 0.3 |
| 208.320 | Sep-04 | 8.7 | Jan-05 | 8.7 | 8.25 | 71 | 1.4 | $0.5\,$ |
| 133.071 | Sep-04 | 10.8 25.1 |
Jan-05 | 10.8 | 8.00 | 49 | 1.1 | 0.6 |
| 130.656 172.382 |
Sep-04 | 10.8 | Jan-05 | 25.1 10.5 |
8.00 8.15 |
100 97 |
3.7 1.9 |
1.3 0.0 |
| 55.032 | 3un-05 Sep-04 |
9.8 | Apr-05 Jun-05 |
9.8 | 7.50 | 100 | 9.6 | 0.5 |
| 453.895 | Sep-04 | 23.7 | Jun-05 | 23.7 | 8.00 | 100 | 2.3 | $\underline{3}$ , $\underline{4}$ |
| 108.754 | $Sep-04$ | 8.4 | Jun-05 | 8.4 | 8.25 | -81 | 2.4 | 0.3 |
| 151.863 | Sep-04 | 12.5 | Jan-05 | 12.5 | 8.00 | 100 | 2.2 | 0.4 |
| 125.666 | Sep-04 | 7.8 | Jan-05 | 7.8 | 8.00 | 73 | 3.3 | 0.3 |
| 88.141 | Sep-04 | 6.8 | Jan-05 | 6.8 | 8.50 | 77 | 1.2 | 0.3 |
| 153.369 | Sep-04 | 10.8 | Jan-05 | 10.8 | 8.00 | 100. | 2.7 | 0.7 |
| 122.000 | Sep-04 | 3.9 | Jan-05 | 3.9 | 9.00 | 100 | 2.1 | $0.2\,$ |
| 192.640 | Sep-04 | 6.9 | Jan-05 | 6.9 | 8.75 | 89 | 1.6 | $0.5\,$ |
| 568.536 | Sep-04 | 18.0 | Jan-05 | 18.0 | 8.75 | 77. | 2.6 | 0.9 |
| 67.749 | Sep-04 | 3.8 | Jan-05 | 3.8 | 8.75 | 80 | 2.3 | 0.2 |
| 34.600 | Sep-04 | 2.1 | Jun-05 | 2.1 | 8.50 | 100 | 5.6 | 0.5 |
| 196.932 | $Sep-04$ | 6.4 | Jun-05 | 6.4 | 9.50 | 46 | 1.7 | 0.2 |
| 300.000 | Sep-04 | 10.5 | Jan-05 | 10.5 | 8.75 | 100. | 9.3. | 0.6 |
| 347.377 | Sep-04 | 11.3 | Jan-05 | 11.3 | 8.75 | 100 | 0.9 | 0.8 |
| 770.055 | Sep-04 | 17.9 | Jan-05 | 17.9 | 9.25 | 95 | 1.8 | $1.3\,$ |
| 417.009 | Sep-04 | 11.8 | Jun-05 | 11.8 | 9.00 | 88 | 3.3 | 0.6 |
| 61.555 | Sep-04 | 5.2 | $Jan-05$ | 5.2 | 9.00 | 94 | 1.0 | 0.3 |
| 111.946 | $Sep-04$ | 5.0 | $Jan-05$ | 5.0 | 9.25 | 93 | 1.5 | 0.2 |
| 396.800 | $Sep-04$ | 10.4 | Jan-05 | 10.4 | 8.50 | 52 | 1.8 | 0.4 |
| 919.690 | Sep-04 | 39.9 | Jun-05 | 39.9 | 8.00 | 95 | 4.7 | 2.3 |
| 152,800 | Sep-04 | 4.2 | $Jan-05$ | 4.2 | 8.00 | 62 | 2.7 | 0.1 |
| 361.109 | Sep-04 | 11.7 | Jun-05 | 11.7 | 8.00 | 49 | 0.3 | $\underline{3}$ , $\underline{3}$ |
| 176.000 | Sep-04 | 5.0 | Jun-05 | 5.0 | 8.00 | 100 | 3.7 | 0.3 |
| 206.939 | Sep-04 | 9.2 | $Jan-05$ | 9.2 | 8.00 | 76 | 2.9 | 0.4 |
| 75.000 | Sep-04 | 3.7 | Jun-05 | 3.7 | 7.50 | 100 | 1.3 | $0.2\,$ |
| 56.531 | Sep-04 | 6.5 | Jan-05 | 6.5 | 7.50 | 100 | 2.5 | 0.2 |
| 130.623 | Sep-04 | 8.7 | Jun-05 | 8.7 | 8.00 | 100 | 5.8 | 0.3 |
| 73.086 | Sep-04 | 7.4 | Jun-05 | 7.4 | 8.00 | 93 | 2.6 | 0.5 |
| 56.531 | Sep-04 | 2.8 | Jun-05 | 2.8 | 8.25 | 100 | $3.2^{\circ}$ | 0.2 |
| 100.540 | Sep-04 | 5.4 | $Jur - 05$ | 5.4 | 8.00 | 100 | $3.2^{\circ}$ | 0.2 |
****
| Property | Location | Building type | Ownership at 30 June 2005 (% ) |
Net lettable area adjusted for ownership $(000 \text{ sqm})$ |
|
|---|---|---|---|---|---|
| US Industrial | |||||
| 1900 Diplomat Drive, Dallas | US | Business Park | 80 | 6.151 | |
| 2055 Diplomat Drive, Dallas | US | Business Park | 80 | 3.967 | |
| East Collins, Dallas | US | Business Park | 80 | 4.196 | |
| 3601 East Plano/1000 Shiltch, Dallas | US | Industrial Estate | 80 | 21.322 | |
| East Plane /2700 Summit, Dallas | US | Industrial Estate | 80 | 22.788 | |
| Hillguard, Dallas | US | Industrial Estate | 80 | 18.421 | |
| North Lake, Dallas | US | Distribution Centre | 80 | 17.124 | |
| 11011 Regency Crest Drive, Dallas | US | Distribution Centre | 80 | 13.128 | |
| CTC at Valwood, Dallas | US | Business Park | 80 | 3.470 | |
| Brackbill, Harrisburg | US | Distribution Centre | 80 | 36.745 | |
| 181 Fulling Mill Road, Harrisburg | US | Distribution Centre | 80 | 13.824 | |
| Mechanicsburg, Harrisburg | US | Distribution Centre | 80 | 28.079 | |
| 14555 Atondra/6530 Altura, Los Angetes | US | Distribution Centre | 80 | 22.627 | |
| Glendale, Los Angeles | US | Industrial Estate | 80 | 33.519 | |
| 14489 Industry Circle, Los Angeles | US | Distribution Centre | 80 | 8.394 | |
| San Fernando Valley, Los Angeles | US | Industrial Estate | 80 | 13.500 | |
| Memphis Industrial, Memphis | US | Distribution Centre | 80 | 24.978 | |
| 7401 Cahill Road, Minneapolis | US | Industrial Estate | 80 | 3.404 | |
| 2950 Lexington Avenue S, Minneapolis | US | Distribution Centre | 80 | 13.707 | |
| 8575 Monticello Lane, Minneapolis | US | Distribution Centre | 80 | 3.005 | |
| Mounds View, Minneapolis | US | Distribution Centre | 80 | 23.864 | |
| 6105 Trenton Lane, Minneapolis | US | Distribution Centre | 80 | 9.070 | |
| Alexandria, Northern Virginia | US | Industrial Estate | 80 | 28.875 | |
| Beaumeade Telecom, Northern Virginia | US | Business Park | 80 | 12.223 | |
| Calvert/Murry's, Northern Virginia | US | Industrial Estate | 80 | 6.140 | |
| CTC at Dulles. Northern Virginia | US | Business Park | 80 | 7.693 | |
| Guilford, Northern Virginia | US | Business Park | 80 | 13.175 | |
| Nokes Boulevard, Northern Virginia | US | Business Park | 80 | 12.424 | |
| 7500 Exchange Drive, Orlando | US | Industrial Estate | 80 | 8.601 | |
| Orlando Central Park, Orlando | US | Industrial Estate | 80 | 94.746 | |
| 844 44th Avenue, Phoenix | US | Distribution Centre | 80 | 10.746 | |
| 1858 East Encanto Drive, Phoenix | US | Distribution Centre | 80 | 6.081 | |
| 3802-3922 East University Drive, Phoenix | US | Business Park | 80 | 8.152 | |
| 431 North 47th Avenue, Phoenix | US | Distribution Centre | 80 | 12.129 | |
| 220 South 9th Street, Phoenix | US US. |
Distribution Centre | 80 | 6.646 | |
| 1429-1439 South 40th Avenue, Phoenix 105-107 South 41st Avenue, Phoenix |
US | Distribution Centre Distribution Centre |
80 80 |
18.833 28.627 |
|
| 601 South 55th Avenue, Phoenix | US | Distribution Centre | 80 | 7.432 | |
| 1000 South Priest Drive, Phoenix | US | Business Park | 80 | 4.080 | |
| 100% US assets lettable area $(000 \text{ sf})$ |
Acquisition date |
Book value at 30 June 2005 (A\$m) |
******** Independent valuation date |
Independent valuation (A\$m) |
********* Market cap rate (% ) |
Leased by area (% ) |
****** Weighted lease term (years) |
Net income 12 months to by income 30 June 2005 (A\$m) |
|---|---|---|---|---|---|---|---|---|
| 82.756 | $Sep-04$ | 4.5 | Jun-05 | 4.5 | 8.00 | 100 $\circ$ |
2.0 | 0.3 |
| 53,375 | $Sep-04$ | 3.5 | Jan-05 | 3.5 | 8.50 | 0.0 | $0.0\,$ | |
| 56.460 286.880 |
Sep-04 | 4.1 | Jan-05 | 4.1 | 8.00 | 75 44 |
3.5 2.8 |
0.1 |
| 306.616 | $Sep-04$ Sep-04 |
14.5 21.6 |
Jan-05 $Jan-05$ |
14.5 21.6 |
8.25 8.25 |
96 | 2.6 | 0.0 1.5 |
| 247.852 | $Sep-04$ | 8.4 | Jan-05 | 8.4 | 8.25 | 66 | 2.1 | 0.3 |
| 230.400 | Sep-04 | 10.9 | Jun-05 | 10.9 | 8.00 | 100 | 4.0 | 0.7 |
| 176.635 | Sep-04 | 6.4 | Jan-05 | 6.4 | 8.25 | 62 | 3.5 | $0.2\,$ |
| 46.683 | $Sep-04$ | 3.8 | Jun-05 | 3.8 | 8.00 | 100 | 5.0 | 0.1 |
| 494,400 | Sep-04 | 24.1 | Jun-05 | 24.1 | 8.00 | 100 | 2.4 | 3.6 |
| 186.000 | Sep-04 | 9.5 | Jan-05 | 9.5 | 8.00 | 62 | 2.2 | $0.4\,$ |
| 377.800 | Sep-04 | 19.1 | Jan-05 | 19.1 | 8.00 | 100 | 2.1 | $\frac{3}{2}$ . |
| 304.439 | Sep-04 | 21.8 | Jan-05 | 21.8 | 7.00 | 100 | 2.9 | $\ensuremath{\textsc{1}}.2$ |
| 450.991 | Sep-04 | 58.8 | Jan-05 | 58.8 | 8.00 | 69 | 2.5 | 2.4 |
| 112.946 | Sep-04 | 8.7 | Jan-05 | 8.7 | 7.00 | 100 | 2.5 | 0.4 |
| 181.635 | Sep-04 | 18.5 | Jun-05 | 18.5 | 7.00 | 100 | 3.5 | $1.0\,$ |
| 336.080 | $Sep-04$ | 9.9 | Jun-05 | 9.9 | 9.25 | 100 | 2.8 | 0.7 |
| 45,803 | Sep-04 | 2.3 | Jan-05 | 2.3 | 8.25 | $\circ$ | 0.0 | 0.1 |
| 184.432 | $Sep-04$ | 8.9 | $Jqq$ -05 | 8.9 | 8.25 | 100 | 2.4 | 0.6 |
| 40.437 | $Sep-04$ | 2.0 | Jan-05 | 2.0 | 8.25 | -74 | 3.7 | 0.1 |
| 321.092 | $Sep-04$ | 19.8 | Jan-05 | 19.8 | 8.25 | 94 | 4.1 | $\mathbf{\underline{3}}$ , $\mathbf{\underline{1}}$ |
| 122.032 | $Sep-04$ | 7.6 | Jan-05 | -7.6 | 8.25 | 100 | 3.9 | $0.5\,$ |
| 388.511 | Sep-04 | 55.4 | Jun-05 | 55.4 | 8.00 | 88 | 3.4 | 3.3 |
| 164.453 | Sep-04 | 35.6 | $Jan-05$ | 35.6 | 7.50 | 100 | 10.5 | $1.8\,$ |
| 82.617 | Sep-04 | 5.4 | $Jan-05$ | 5.4 | 8.00 | 92 | 3.3 | 0.3 |
| 103.502 | Sep-04 | 27.2 | $J0$ an-05 | 27.2 | 7.25 | 100 | 8.4 | $\ensuremath{\textsc{3}}.8$ |
| 177.264 | Sep-04 | 21.8 | $Jan-05$ | 21.8 | 7.50 | 96 | 3.4 | $\underline{3}$ . $\underline{3}$ |
| 167.160 | Sep-04 | 28.8 | $Jan-05$ | 28.8 | 7.00 | 100 | 3.8 | $\underline{3}$ , $\underline{4}$ |
| 115.728 | Sep-04 | $5.8\,$ | $Jan-05$ | 5.8 | 8.50 | 66 | 2.2 | 0.3 |
| 1,274.800 | Sep-04 | 61.0 | $Jan-05$ | 61.0 | 7.50 | $97\,$ | 2.7 | 3.3 |
| 144.592 | Sep-04 | $7.5\,$ | $J5f1$ -05 | 7.5 | 7.25 | 100 | 6.4 | 0.4 |
| 81.817 | Sep-04 | 4.3 | $Jan-05$ | 4.3 | 8.50 | 100 | 4.6 | $0.2\,$ |
| 109.684 | Sep-04 | 10.0 | $Jan-05$ | 10.0 | 8.75 | 89 | 1.7 | $0.5\,$ |
| 163,200 | Sep-04 | 7.2 | $Jan-05$ | 7.2 | 7.50 | 100 | 1.4 | 0.4 |
| 89.423 | Sep-04 | 7.0 | Jun-05 | 7.0 | 7.50 | 100 | 3.2 | 0.3 |
| 253,402 | Sep-04 | 10.9 | $Jan-05$ | 10.9 | 7.25 | 100 | 2.1 | 0.6 |
| 385.174 | Sep-04 | 15.7 | $J_{110} - 05$ | 15.7 | 7.50 | 100 | 1.6 | 0.6 |
| 100,000 | Sep-04 | 4.9 | $J0$ n-05 | 4.9 | 7.50 | 100 | 3.9 | 0.3 |
| 54.900 | Sep-04 | 5.2 | $J381 - 05$ | 5.2 | 8.50 | 100 | 2.9 | 0.4 |
| Property | Location | Building type | Ownership at 30 June 2005 (% ) |
Net lettable area adjusted for ownership ('000 sqm) |
|
|---|---|---|---|---|---|
| US Industrial | |||||
| 1120--1150 W. Alameda Drive, Phoenix | US. | Business Park | 80 | 9.099 | |
| 10397 West Van Buren Street, Phoenix | US. | Distribution Centre | 80 | 20.672 | |
| Chino, Riverside | US | Distribution Centre | 80 | 7.774 | |
| 4190 East Santa Ana Street, Riverside | US | Industrial Estate | 80 | 7.342 | |
| 12000 Jersey Court, Riverside | US | Distribution Centre | 80 | 6.550 | |
| Mira Loma, Riverside | US | Distribution Centre | 80 | 18.624 | |
| Ontario, Riverside | US | Industrial Estate | 80 | 42.495 | |
| Rancho Cucamonga, Riverside | US | Industrial Estate | 80 | 31.922 | |
| Airway Road, San Diego | US | Industrial Estate | 80 | 9.152 | |
| 1855 Democh Court, San Diego (sold June-05)* | US. | Distribution Centre | 0 | ||
| 5823 Newton Drive, San Diego | US | Business Park | 80 | 13.357 | |
| 2210 Oak Ridge Way, San Diego | US. | Business Park | 80 | 3.959 | |
| 26507 79th Avenue South, Seattle | US. | Business Park | 80 | 2.666 | |
| Kent West, Sealtle | US | Industrial Estate | 80 | 29.934 | |
| 8005 S. 266th Street, Sealtle | US. | Distribution Centre | 80 | 6.867 | |
| West Palm Beach, South Florida | US. | Distribution Centre | 80 | 10.957 | |
| Retail | |||||
| Westfield Hurstville, Hurstville | NSW | Maior Regional shopping centre |
50. | 31.338 | |
| Westfield Mount Druitt 2 , Mount Druitt | NSW | Regional shopping centre |
50. | 29.671 | |
| Westfield North Lakes, Mango Hill | QLD | Regional shopping centre |
50 | 12.708 | |
| Westfield West Lakes Shopping Centre, West Lakes | SA | Regional shopping centre |
50. | 30.791 | |
| Plenty Valley Town Centre, South Morang | VIC | Neighbourhood shopping centre |
50 | 3.107 | |
| Westfield Whitford City Shopping Centre, Hillarys | WA | Regional shopping centre/Bulky goods |
50 | 38.674 | |
| Total/average | 3,289.2 |
1 All data is based on 30 June 2005 values including future committed acquisitions and is represented in Australian dollars.
Book value and valuation conversion rates as at 30 June 2006: AUD/USD 0.764. Net income conversion rate: AUD/USD 0.7285.
2 Properties are equity accounted.
3 Asset sold prior to 30 June 2005.
4 1 Chilley Square, Sydney NSW sold. Remaining book value represents heritage floor space rights retained.
- Future committed acquisition of 100 percent interest in the asset. DRT's interest in the NZ property is held as an interest
bearing asset in current assets until full settlement area is subject to survey. 6 Redwood Gardens disposal of vacant units between August 2004 and June 2005.
$\gamma$ All public car parks are assumed to have an income expiry of 10 years. $\alpha/\beta = \alpha$ ch available.
| 100% US assets lettable area $(000 \text{ sf})$ |
Acquisition date |
Book value at 30 June 2005 (A\$m) |
Independent valuation date |
Independent valuation (A\$m) |
Market cap rate (% ) |
Leased by area (% ) |
Weighted lease term by income (years) |
Net income 12 months to 30 June 2005 (A\$m) |
|---|---|---|---|---|---|---|---|---|
| 122.424 | Sep-04 | 7.9 | Jan-05 | 7.9 | 8.50 | 58 | $1.1\,$ | 0.3 |
| 278.142 | Sep-04 | 10.9 | Jun-05 | 10.9 | 7.25 | 100 | $1.5\,$ | 0.5 |
| 104.6 | Sep-04 | $6.8\,$ | Jun-05 | 6.8 | 7.00 | 100 | 2.7 | 0.3 |
| 98.782 | Sep-04 | 6.2 | Jun-05 | 6.2 | 7.00 | 100 | 1.6 | 0.3 |
| 88,134 | Sep-04 | $5.8\,$ | Jun-05 | 5.8 | 7.00 | 81 | $3.0\,$ | $-0.1$ |
| 250.584 | Sep-04 | 14.3 | Jun-05 | 14.3 | 7.00 | 100 | $1.9\,$ | 0.7 |
| 571.765 | Sep-04 | 37.3 | Jun-05 | 37.3 | 7.00 | 97 | 2.4 | $1.9\,$ |
| 429.51 | Sep-04 | 28.5 | Jan-05 | 28.5 | 7.00 | 93 | 2.3 | $\underline{3}$ , $\underline{3}$ |
| 123.136 | Sep-04 | 11.8 | Jun-05 | 11.8 | 8.00 | 93 | 4.0 | $0.5\,$ |
| Sep-04 | ||||||||
| 179.721 | Sep-04 | 20.1 | Jan-05 | 20.1 | 7.75 | 100 | 4.0 | $\underline{3}$ , $\underline{3}$ |
| 53.269 | Sep-04 | 6.3 | Jun-05 | 6.3 | 7.75 | 100 | 3.7 | 0.4 |
| 35.872 | Sep-04 | $2.8\,$ | Jun-05 | 2.8 | 7.50 | 100 | 2.6 | 0.2 |
| 402.76 | Sep-04 | 28.4 | $Ju$ a-05 | 28.4 | 7.75 | 61 | $1.0\,$ | 1.6 |
| 92.4 | Sep-04 | 7.8 | $Ju$ n-05 | 7.8 | 7.50 | 87 | 3.6 | 0.4 |
| 147.431 | Sep-04 | 21.5 | $Jur-05$ | 21.5 | 7.50 | 100 | 5.1 | 1.3 |
| May-05 | 232.7 | Feb-05 | 232.5 | 6.75 | 100 | $6.2\,$ | 2.4 | |
| Aug-04 | 155.0 | Jaí-04 | 132.6 | 7.25 | 100 | 6.3 | 9.7 | |
| Aug-04 | 65.0 | Jun-04 | 60.0 | 7.50 | 100 | 7.3 | 3.3 | |
| Nov-98 | 122.9 | Jun-03 | 86.0 | 7.50 | 100 | 5.7 | 13.4 | |
| Nov-99 | 20.6 | Jun-03 | 16.0 | 8.50 | 100 | 6.1 | 0.8 | |
| Oct $-84i$ Dec-92 |
194.6 | Jun-03 | 161.3 | 7.50 | 99. | 5.6 | 14.6 | |
| 19,725.2 | 6,432.9 | 93 | 5.3 | 426.7 |
AUSTRALIA AND NEW ZEALAND PROPERTY PORTFOLIO

Note: Office figures include car parks

-
Represents car park fiolding no lettable office area.
- * Estimated completion value is \$110 million.
US PROPERTY PORTFOLIO

Note: All figures in US dollars

directors

Maria Alemania (m. 1989)


BSc, BE (Hons), MBA, PhD, FAICD Chair and Independent Director Age 54
Chris Beare possesses a wealth of experience in technology, finance and investment. He joined investment bank Hambros Australia in 1991, becoming head of corporate finance in 1994 and joint Chief Executive in 1995, serving until Hambros was acquired by Société Générale in 1998. During that period Hambros was active in infrastructure. telecoms, media and in China, Chrisremained a director of SG Australia until 2002. From 1998, he helped form Radiata (a technology start-up spanning Sydney and Silicon Valley). As Chair and Chief Executive Officer, he then steered it to a successful sale to Cisco Systems in 2001. For four years prior to joining Hambros, Chris was Executive Director of the Melbourne-based Advent Management venture capital firm. Chrishas been a director of a number of companies in the finance, infrastructure and fechnology sectors.
Chris is both the Chair and an Independent, Non-Executive Director of DB RREEF Funds Management Limited. He is also a member of the Board Nomination and Remuneration Committee and the Board Treasury Policy Committee.
8Comm, FCA, FAICD, CPA Independent Director Age 62
Elizabeth Alexander was formerly a partner with PricewaterhouseCoopers. and is currently a Director of Amcor Limited, Boral Limited and CSL Limited, deputy chair of the Financial Reporting Council, and a member of the Takeovers Panel. Elizabeth's previous appointments include National Chair of the Australian Institute of Company. Directors, National President of the Australian Society of Certified Practicing Accountants and a member of the Australian Accounting Standards Board. Elizabeth is also chair of a number of board audit committees.
Elizabeth is an Independent, Non-Executive Director of DB RREEF Funds Management Limited and Chair of the Board Audit Committee.
BComm Independent Director Age 54
a sa mga mga mga mga mga mga mga mga mga mg
Barry Brownichn is a senior consultant with Pacific Read Corporate Finance. where he focuses on advising companies on strategic acquisitions and divestments in the financial services and related technology sectors.
He was formerly the Australian Managing Director for the Bank of America. While with the Bank of America he also held a range of senior management roles in various overseas. locations. He is currently a Director of South Australia Financing Authority and Bakers' Delight Holdings Limited. Barry's previous appointments include. chair of the International Banks and Securities Association and the Asia Pacific Managed Futures Association.
Barry is an Independent, Non-Executive Director of DB RREEF Funds Management Limited and is the Chair of the Board Treasury Policy. Committee and a member of the Board Audit Committee.



System Chief
Mant Walls
FILE
Independent Director Age 56
Stewart Ewen has extensive property experience, commencing with the Hooker Corporation in 1966 where he worked throughout Australia and South-East Asia. In 1983 he established Byvan Limited which, by 2000, managed \$8 billion in shopping centre. assets in Australia, Asia and North-America. In 1999, he sold his interest in Byvan to the Savills Group in London, remaining as Chair until 2001. As the major partner of NavyB Pty Ltd he has completed numerous residential and commercial property projects. He has also held the position of Managing Director of Enacon Ltd, and was instrumental in the establishment of Converting Technology Pty Etd. Stewart has also served as President of the Property Council of NSW and is a Director of the Cure Cancer Australia Foundation and Cell Bank Australia. Stewart is also a Director of CapitaCommercial Trust Management Limited, Singapore.
Stewart is an Independent, Non-Executive Director of DB RREEF Funds. Management Limited and a member of the Board Audit Committee and the Board Nomination and Remuneration Committee.
8Ec
Non-Executive Director Age 54
Following a career in government and politics in Canberra, Brian Scullin was appointed the inaugural Executive Director of the Association of Superannuation Funds of Australia (ASFA) in 1987. He joined Bankers Trust in Australia in 1993 and held a number of senior positions, becoming President of Japan Bankers Trust in 1997. In 1999 he was appointed Chief Executive Officer ~ Asia/Pacific for Deutsche Asset Management and retired from this position in 2002. Brianis a part-time member of the Federal Government's Financial Reporting Council, a panel member of Financial Industry Complaints Service Limited and a Director of State Super Financial Services Limited.
Brian is a Non-Executive Director of DB RREEF Funds Management Limited, Chair of the Board Risk and Compliance Committee and is a member of the Board Nomination and Remuneration Committee, Brian is a Deutsche Bank nominated Director.
BComm, MBA, FCA, FAPI, MAICD Executive Director Age 51
Water O Meets Associate
Victor Hoog Antink joined Deutsche Bank after almost nine years at Westfield Holdings where he was the Director of Funds Management, responsible for both the Westfield Trust and the Westfield America Trust. Victor has a commerce degree from the University of Queensland, an MBA from the Harvard Business School, is a fellow of the Australian Property. Institute, a fellow of the Institute of Chartered Accountants in Australia. and a member of the Institute of Company Directors. Victor has over-20 years experience in property and finance and is the National President. of the Property Council of Australia.
Victor is CEO and an Executive Director of DB RREEF Funds Management Limited. Victor is a Deutsche Bank nominated Director.
directors (continued)


EN ANGELIA NG PANGANGAN.
KATALOG PANGANGAN
$\overline{\mathsf{RA}}$ Executive Director Age 46
Charles Leitner is the Global Head of RREEF/DB Real Estate, Deutsche Bank's real estate investment platform with over US\$56 billion under management. worldwide. With 23 years experience in real estate investment, he joined RREEF in 1988 and became a partner in the firm in 1996. In 2001 he assumed overall responsibility for RREEF's US. property acquisition business. RREEF was acquired by Deutsche Bank in 2002. and Charles was appointed Global Head of DB Real Estate in 2004. DB Real Estate is the real estate investment management arm of Deutsche Asset-Management. Based in New York, Charles graduated from the University of Pennsylvania with a BA in Urban. Studies/Regional Science. He is a member of The Urban Land Institute, The Real Estate Roundtable and The National Association of Office and Industrial Parks.
Charles is an Executive Director of DB RREEF Funds Management Limited and is a Deutsche Bank nominated Director.
BSc (Hons), MSc, M8A (Alternate Oirector to Charles B Leitner III) Age 49
Shaun Mays was appointed the Global Head of RREEF Infrastructure Investments in May 2005 and is based in New York. Prior to this appointment Shaun joined Deutsche Asset Management (Australia) Limited as Australian Chief Executive Officer.
Previously Shaun was Managing Director of Westpac Financial Services. He was also Chief Investment Officer of Commonwealth Financial Services and Managing Director and Chief Investment Officer of Mercury Asset Management. He has more than 18 years experience in the funds management industry, in both executive management and investment positions, gained in Australia, the United Kingdom and the USA. In addition to his traditional asset. management expertise, Shaun has experience in the property and private equity sectors.
Shaun was Deutsche Bank's nominated Director of DB RREEF Funds Management Limited until March 2004 and is now a nominated alternate Director for Charles Leitner.
sustainability report
environment and community
What is sustainability?
Sustainable development is defined by the Property Council of Australia as 'development which meets the needs of the present without compromising the ability of future generations to meet their own needs. It calls for a triple-bottom-line approach to business, balancing environmental, social and economic accountability.'
To the Green Building Council of Australia, sustainability 'is the evaluation of the environmental and social performance of buildings, particularly with respect to their strategies for:
- Energy efficiency 緵
- Greenhouse gas emission abatement 缆
- Water conservation 鑁
-
Waste avoidance, re-use and recycling 55
-
Pollution prevention 娑
- Enhanced biodiversity Ø
- ø Productive and healthy environments
- Ø Transparent corporate reporting
- Social amenity.' ø
DRFM's sustainability platform.
DRFM's sustainability strategy is based on its ability to identify risks and develop individual management. programs which satisfy the social, environmental and economic requirements of each of its properties throughout every stage of their life cycle - development, operation and refurbishment.
DRFM's commitment to sustainability is reflected in all development and refurbishment activities undertaken. to successfully manage its property portfolio.
30 The Bond, DB RREEF Trust's latest example of sustainability, which has received over 30 awards, including the prestigious Property Council of Australia Rider Hunt National Award

Sustainability report (continued)
environmental
existing properties
DRFM constantly strives to improve the environmental performance of each of its properties. Since 1999, it has led the market in the application of comprehensive environmental audit, assessment and action plans for the properties in its portfolio.
DRFM's environmental management program - modelled on the international standard for Environmental Management. Systems ISO 14001 - was developed and implemented in accordance with NSW Environmental Management System Guidelines. The program ensures the identification, management and monitoring of all environmental issues. associated with the physical property and any activities. conducted at the property. Its objective is to minimise, reduceor eliminate any environmental harm being caused by the property or DRFM's associated management activities.
Each year, as part of its environmental management. program, DRFM commissions an independent audit of the environmental criteria relating to each property, including:
- waste and stormwater management;
- 88 dangerous goods;
- emissions including air quality management and Legionella control;
- documentation control and environmental records;
- 娑 emergency preparedness and response;
- 鐜 storage tanks (above and underground); and
- 銐 hazardous materials (asbestos, synthetic mineral fibres, lead, PCB's etc.)
Each property's environmental performance is rated against the benchmark score set each year for the entire portfolio. Every rating is accompanied by an action plan which identifies and prioritises any improvements required for the property. This process enables DRFM to progressively enhance the environmental performance of each of its properties.
Key achievements during 2004/2005 for existing properties:
- a each property within its portfolio was independently audited:
- each property's environmental performance rating significantly improved on that for the previous year;
- ® by 30 June, DRFM had successfully completed a hazardous materials audit for each property in the portfolio without identifying any significant issues; and
- ® DRFM introduced a program designed to facilitate resource efficiency improvements (energy, water and waste-to-landfill) across the portfolio. This programwill identify each property's current resource. consumption pattern, then implement energy efficiency, water conservation and waste-to-landfill improvements to ensure that specific resource efficiency targets are achieved.
developments and refurbished properties.
DRFM pursues best practice, environmentally sustainable development policies in all its activities.
"30 The Bond", at 30 Hickson Road, Sydney NSW demonstrates DRFM's strong commitment to delivering industry best practice. in environmentally sustainable development. 30 The Bondhas won over 30 property and construction awards to date, many of them in recognition of its innovative environmentally sustainable development features.
DRFM aspires to incorporate environmentally sustainable. development principles in all of its development and refurbishment projects. A thorough review of the social, environmental and economic impacts of each development. is conducted in bursuit of sustainable development best practice.
key achievements during 2004 and 2005 for new developments and refurbishments
30 The Bond, 30 Hickson Road, Sydney NSW
A state of the art commercial office property opened in March-2005, 30 The Bond is the first office building to be awarded. a five-star energy rating under the Australian Building Greenhouse Rating Scheme.
Built to an environmentally sustainable design developed within strict commercial parameters, the building emits 30 percent less Carbon Dioxide ("CO2") than a typical office. building due to the use of natural ventilation, passive chilled beam coofing and fully operable shading on the façades.
30 The Bond has set a new benchmark for greenhouse. performance for an office building. As a result, it is delivering enormous benefits to DB RREEF Trust, to the building's tenants and to the environment.
30 The Bond is also the winner of the prestigious 2005 Property Council of Australia Rider Hunt National Award. The award recognises excellence in the efficient use of capital in property development, the provision of maximum benefits to property investors, and the delivery of maximum community benefits by a public building.
30 The Bond is also the winner of over 30 industry awards, including:
- Australian Property Institute NSW Award 2004 for Environmental Development;
- Master Builders Association 2004 Awards Australia for Environmental and Energy Efficiency; and
- Royal Australian Institute of Architects 2005 award for Sustainability and Interior Architecture.
30 The Bond is currently being accredited by the Green-Building Council and is expected to be the first commercial building in Australia to receive a five-star Green Building Council rating.

30 The Bond roof top garden demonstrating DB RREEF Trust's green credentials.
SUStainability report (continued)
1 Foundation Place, Greystanes NSW
1 Foundation Place, Greystanes NSW, is an industrial estate that has achieved a four-star energy rating under the Australian Building Greenhouse Rating Scheme.
It is an excellent example of DRFM's ability to deliver buildings which meet their social and environmental responsibilities as well as their commercial objectives. The building was awarded its four-star rating on the basis of:
- its efficient air conditioning plant and the incorporation of natural ventilation into the car park system;
- the inclusion of automatic thermal control systems into 鐜 the warehouse space;
- the extensive utilisation of insulation throughout the building, including partitioning between office and warehouse, office and warehouse roof and external walls;
- 慾 the use of high efficiency glazing with a fow "e" rating;
- the replacement of a high proportion of artificial lighting in 鐜 the warehouse with natural light; and
- the integration of selar design throughout. Ø
As part of its commitment to sustainable developments, DRFM has commenced a program to regenerate the adjoining bushland and riparian zone.
DRFM's participation in industry environmental sustainability activities
- ® Resource NSW ~ participated in waste minimisation programs with Resource NSW, including waste audits and management plans for office properties.
- ® Australian Building Greenhouse Rating Parramatta Project - participated in the identification of energy. efficiency projects which reduced CO® emissions.
- ® DRFM is a member of the Green Building Council and has contributed towards the development of its Green. Star Rating Tools. Properties within the Trust's portfoliowere used to market test these tools.
- 88 DRFM is a member of Sydney Water's "Every Drop-Counts" business program, the aim of which is to promote and drive sustainable improvements in the use of water.

DB RREEF Trust re-establishing and maintaining bushland regeneration following a development at 1 Foundation Place, Greystanes NSW
social - occupational health safety and liability
DRFM's Occupational Health Safety and Liability ("OHS&L") Management Program has been developed and implemented to ensure the identification, management and monitoring of all OHS&L issues relating to each property. The program's objective is to minimise, reduce or remove. the potential harm caused by the property and/or the activities undertaken therein.
Each year, as part of its management program, DRFM commissions an independent audit of its OHS&L activities. with respect to each property, including:
- 纞 building design and management;
- the systems;
- plant and equipment management; 缕
- elaims and incident management;
- first aid; and
- emergency evacuation procedures. 纞
Each property's OHS&L performance is reviewed against a benchmark set each year for the entire portfolio.
key achievements during 2004/2005
- the OHS&L performance of each property significantly improved over the previous year.
- 8 DRFM introduced a security and terrorism threat risk management program to assess and, where necessary, improve the security arrangements in place at each of its properties. Its first initiative involved the development and rollout of a risk assessment toolkit for DRFM's property management teams. The toolkit facilitated an annual security risk rating and risk management assessment » plus the development of individual security risk reduction. plans - for each property.
- 8 DRFM introduced a pre-occupancy risk report to ensure that all construction work is delivered "fit to occupy" and free of OHS&L issues. Instigated at the completion of construction work, the report identifies any property. hazards which need to be rectified by the contractor or the developer prior to occupation by tenants.
- BETA: DRFM is working with the Property Council of Australia and Building Services Contractors Association to improve the level of security screening within the cleaning industry.

corporate governance statement
DB RREEF Trust was formed in September 2004, following a resolution of the unitholders of DB RREEF Diversified Trust. DB RREEF Industrial Trust and DB RREEF Office Trust to staple their units together, with units in the DB RREEF Operations Trust. The stapled security trades on ASX as DB RREEF Trust, with an ASX ticker code of DRT.
At the same time DB RREEF Operations Trust acquired a 50 percent interest in DB RREEF Holdings Pty Limited ("DRH"), the company that owns DB RREEF Funds Management Limited ("DRFM").
DRFM is the Responsible Entity of each of the Stapled Trusts mentioned above. DRFM is also the Responsible Entity of three property syndicates and DB RREEF RENTS Trust, and is the fund manager for two private client property mandates. DRFM also manages the Deutsche Wholesale Property Fund ("DWPF") on behalf of DB Real Estate Australia Limited, the Responsible Entity of DWPF. The above trusts, syndicates and client mandates are collectively referred to in this statement as the Trusts.
The Board of Directors of DRFM is responsible for the governance environment in which each of these Trusts operate, in addition to the governance environment of DRFM itself.
This corporate governance statement outlines the design of DRFM's corporate governance activities, across each of the Trusts, and for DRFM. Although the Board is responsible to DRFM shareholders for the successful performance of the company, and to effectively represent, and promote the interests of those shareholders, with a view to adding longterm value, this statement has been purposely drafted from a unitholder or mandated client's perspective, referred to here as investors.
the governance framework
The corporate governance framework of DRFM, and accordingly of each DRFM entity, is designed to support the strategic objectives of each of its Trusts by defining accountability and creating control systems appropriate to mitigate the risks inherent in the day-to-day operations of the Trusts.
To achieve this objective, DRFM has implemented a corporate governance framework that embraces ASX Principles of Good Corporate Governance and Best Practice Recommendations ("ASX Principles"), In any circumstance where DRFM has diverged from ASX principles, the Boardof DRFM has considered the specific circumstance to satisfy. itself that its governance objectives have not been compromised, and an explanation of the circumstance has been incorporated in this statement.
To maintain and promote investor confidence, DRFM will continue to review its corporate governance framework to ensure it is at the forefront of best practice.
A summary of DRFM compliance with ASX Principles is outlined in Section 11 of this statement.
DRFM objectives
The objective of DRFM is to maximise returns to investors. through active management of each Trust's existing property. portfolio and the acquisition of new property assets, where appropriate. The capital and resources of DRFM are allocated to those activities that enable it to achieve the specific objectives of each Trust, in a manner consistent with its statutory and fiduciary obligations.
corporate governance statement (continued)
website
In recent years the world-wide web has become an increasingly important platform for information. You can access DB RREEF's website at www.dbrreef.com.
You will find in this Corporate Governance Statement many references to information and documents available on www.dbrreef.com including various Terms of References. Policies and Codes of Conduct which are available on DB RREEF's corporate governance web page.
You can access DB RREEF's corporate governance web page en www.dbrreef.com/governance or by following the links from the DB RREEF home page.
principle 1, a solid foundation for oversight and management
The Board of DRFM is committed to maintaining, through both executive management and the Board, a balance of skills, experience and independence appropriate to the nature and extent of its operations.
DRFM's governance framework enables the Board to provide. strategic guidance, while exercising effective oversight of management. The framework also defines the roles and responsibilities of the Board and management in order to facilitate board and management accountability and ensure a balance of authority. DRFM's Board, management committees and committee structure are detailed on www.dbrreef.com.
DRFM is a wholly owned subsidiary of DRH and DRH is 50 percent owned by DB RREEF Operations Trust and 50 percent owned by First Australian Property Group Holdings. Pty Limited, a subsidiary of Deutsche Bank AG ("DB"). (a corporate structure chart is available on www.dbrreef.com). DRFM and DRH share a common Board of Directors.
The shareholders of DRH entered into a Shareholders' Deed on 1 October 2004. The Deed was created to protect the rights of the shareholders and to facilitate the implementation of
Deutsche Bank's successfol governance model within DRFM. The Deed also prescribes the composition of the Boards of DRFM and DRH (see Principle 2) and requires the agreement of shareholders regarding the management of personnel in the Human Resource, Internal Audit, Legal and Compliance functions. Further, the Deed prescribes a number of matters. that require an ordinary resolution of shareholders, rather than a resolution of the Board, DRFM's Board has considered the provisions of the Shareholders' Deed and concluded that the Deed does not compromise the ability of the Board to act independently and in the best interests of investors.
1.1 role of the board
The DRFM Board is responsible for ensuring that the fiduciary and statutory obligations of each Trust to its investors are met, and that such duties have priority over all other duties including the interests of DRFM's shareholders.
Having regard to these responsibilities, the Board ensures that:
- e compliance with its fiduciary and statutory obligations are met:
- a appropriate conflict identification and management practices are in place;
- a each Trust's goals are clearly established, and that strategies are in place for their achievement;
- 8 business plans and budgets are approved, and monitoring of performance against those plans and budgets is conducted;
- each Trust's financial statements are true and fair and otherwise conform with law;
- ® appropriate risk management, internal control and regulatory compliance policies are in place; and
- management adheres to high standards of ethics and corporate governance.
In addition, the Board is responsible for appointing and removing the Chief Executive Officer ("CEO"), ratifying the appointment of the Chief Financial Officer ("CFO"), Chief Operating Officer ("COO") and Company Secretary, and monitoring the performance of the senior management team. The Board also carries ultimate responsibility for the approval of property acquisitions, divestments and major developments. A copy of DRFM's Board Terms of Reference is available on www.dbrreef.com.
1.2 role of management.
The day-to-day management of each of the Trusts rests in the hands of the management team. To assist this teamin the direction, implementation and monitoring of its plans. and strategies a number of committees have been established and responsibilities delegated.
Management - Executive Committee
Reporting to the Board, the Executive Committee has responsibility for ensuring that the financial and humanresources of DRFM are effectively employed in the achievement of each Trust's operational and strategic. objectives. The Executive Committee comprises DRFM's senior management team and its primary responsibilities. are set out in its Terms of Reference.
Management - Portfolio Review Committee
Reporting to the Executive Committee, each Trust has a Portfolio Review Committee whose responsibility is to assist management in the implementation and effective monitoring. of the Trust's investment strategy, including asset acquisition. and disposal plans, developments planned and in progress, funding covenants and strategies, forecast performance, distributions and property budgets. The responsibilities of the Committee are set out in its Terms of Reference.
Management -- Investment Committee
Reporting to the Executive Committee, the objective of the Investment Committee is to consider and make recommendations regarding all investment proposals. The responsibilities of the Committee are set out in its Terms of Reference.
Management -- Capital Markets Committee
Reporting to the Executive Committee and the Board-Treasury Policy Committee, the objective of the Capital Markets Committee is to develop and recommend approval. of financial risk management and funding strategies, monitor implementation of strategies and approve Treasury. transactions. The responsibilities of the Committee are set out in its Terms of Reference.
new products and business initiatives.
All new business initiatives are considered and approved by the Executive Committee, both at the point of initiation and again prior to the commencement of the new activity.
corporate governance statement (continued)
principle 2. structuring the board enlay bbs of
2.1 structure of the board
The composition of the Board reflects the duties and responsibilities it discharges as the representative of investors, and in setting each Trust's strategy and overseeing its implementation.
Generally, the qualifications for board membership are the ability and competence to make appropriate business recommendations and decisions, an entrepreneurial talent for contributing to the creation of investor value, relevant experience in the industry sector, high ethical standards, sound practical sense and a total commitment to the fiduciary and statutory obligations to further the interests of investors and achieve each Trust's objectives.
The DRFM Board currently comprises seven members, four of whom are independent and three of whom are appointed by Deutsche Bank ("DB"), including the Chief Executive Officer ("CEO"). Under the Shareholders' Deed dated 1 October 2004 the Boards of DRFM and DRH may comprise up to nine members in total, five of whom would be independent and four of whom would be DB appointed Directors.
The members of the Board as at the date of this Annual Report are as follows:
| Members of the Board | Status |
|---|---|
| Directors | |
| Christopher T Beare (Chair) - Independent Director | |
| Flizabeth A Alexander | Independent Director |
| Barry R Brownjohn | Independent Director |
| Stewart F Fwen | Independent Director |
| Victor P Hoog Antink | Executive Director and Chief Executive Officer |
| Charles B Leitner BL | Execative Director. DB appointed Director |
| Brian F. Scullin | Non-Executive Director. DB appointed Director |
| Alternate Director | |
| Shaun A Mays | DB appointed Alternate Director for Charles B Leitner III |
Details of the Directors, as at the date of this Report are set out on pages 42 to 44 of this Report. Details of the Directors who have resigned during the year are set out in the Directors' Report.
2.2 director independence.
Independent Directors are independent of management and free of any business or other relationship that could materially interfere with the exercise of their unfettered and independent judgement. Independent Directors are active in areas which enable them to relate to the strategies of the company and to make a meaningful contribution to the Board's deliberations. The Board of DRFM regularly assesses the independence of its Independent Directors, in light of interests disclosed to it.
Directors identified as independent:
- are not substantial shareholders of the company, or an officer of, or otherwise associated directly with a substantial shareholder of the company;
- the law that been, within the last three years, employed in an executive capacity by the company, DB or any other group member, or been a Director after ceasing to hold. such employment;
- have not been, within the last three years, a principal of a material professional adviser or a material consultant to the company, DB or any other group member, or an employee associated with a service provider;
- have not been a material supplier or customer of the company, DB or any other group member, or an officerof or otherwise associated directly or indirectly with a material supplier or customer;
- the with the material contractual relationship with the company, DB or any other group member, other than as a Director of the company;
-
the have not served on the Board for a period which could, or could reasonably be perceived to, materially interferewith the Director's ability to act in the best interests of the company;
-
are free from any interest and any business or other relationship which could, or could reasonably be perceived to, interfere with the Director's ability to act in the bestinterests of the company; and
- are free from family ties or cross-directorships that may compromise director independence.
For the purpose of assessing independence, the Board has determined that affiliation with a business which accounts for greater than 2.5 percent of DB RREEF's, or the supplier's revenue would be, as a category, material.
Independent Directors hold office for three years, following their first appointment (or, if appointed by the Boardbetween annual meetings, from the date of the Annual General Meeting immediately succeeding the appointment). It is not generally expected that an Independent Director. would hold office for more than ten years, or be nominated for more than three consecutive terms, whichever is the longer. For a description of the procedure for the selectionand appointment of new Directors to the Board please refer to www.dbrreef.com.
Although the Board is advised by internal Legal Counsel. and the Company Secretary, Independent Directors are encouraged to take independent professional advice, at DRFM's expense, as required. Independent Directors also confer regularly, outside board meetings, without the involvement of management and Executive Directors.
corporate governance statement (continued)
principle 2. structuring the board to add vatue (continued)
2.3 role of the chair
The DRFM Chair is an Independent Director, and is responsible for the leadership of the Board, for the efficient erganisation and conduct of the Board's functions, and for the briefing of Directors in relation to issues arising pertinent. to the Board.
The Board has also clearly defined, and the Chair monitors, the responsibilities of the CEO.
2.4 board nomination and remuneration committee
A Board Nomination and Remuneration Committee has been established by the Board to assist in the fulfilment of its responsibilities, by overseeing all aspects of Director and Executive remuneration, performance evaluation and Board nominations. It comprises two Independent Directors and two DB appointed members, one of whom will be the Chair.
The members of the Board Nomination and Remuneration Committee are as follows:
| Committee member | Status |
|---|---|
| Shaun A Mays (Chair) | Fxecutive Member |
| Christopher T Beare | Independent Director |
| Stewart F Fwen | Independent Director |
| Brian F Scullin | DB appointed Director |
The Committee's nomination and remuneration responsibilities are set out in its Terms of Reference which is available on www.dbrreef.com.
The Board Nomination and Remuneration Committee composition of two Independent Directors and two DB appointed members, differs from ASX guidelines that the Committee be comprised of a majority of Independent Directors, one of whom is the Chair. This departure from the guidelines reflects the unique shareholding of DRFM, being 50 percent DRT and 50 percent Deutsche Bank, and enables DB to bring to deliberations its experience as a global financial institution, as well as recognising the materiality of its shareholding. The Board has considered this departure from ASX guidelines and has determined that the departure does not compromise the objectives of the Committee.
Management - Compensation Committee
Reporting to the Executive Committee and the Board. Nomination and Remuneration Committee, the Compensation Committee oversees the development and implementation of all human resource management systems, including compensation and recruitment, and advises the Board Nomination and Remuneration Committee. The Committee comprises three members, being one DB appointed Director, one DB appointed HR Executive and one DB RREEF Executive, and its primary responsibilities are set out in its Terms of Reference.
principle 3. promoting ethical and responsible decision-making
3.1 code of conduct
To ensure the satisfaction of DRFM's statutory and fiduciary obligations to each of its investor groups and to maintain. confidence in DRFM's integrity, the Board has implemented a series of clearly articulated compliance policies and procedures by which it requires all employees to abide. Policies relating to employee conduct are summarised in the DRFM Employee Code of Conduct, and assist employees in ensuring that their conduct meets the highest ethical and professional standards.
The Code of Conduct includes:
- dealing with potential conflicts of interest, including gifts, benefits and entertainment; personal investment and staff trading; external business activities; personal property interests: gambling:
- dealing with information and property, including confidential information; inside information; informationbarriers; privacy; property belonging to DRFM; information retention;
- communications with investors and the public, including all communications; anti-money laundering; know your client; client adoption; false and misleading statements. and conduct; anti-competitive conduct; complaints; media; powers of attorney; use of email;
- market conduct;
- dealing with legal and regulatory matters, including regulators; breaches of law; suspect transactions; other irregularities; bankruptcy or court proceedings; and
- general conduct, including authority limits; employee references; drugs and alcohol; equal opportunity; noharassment.
All employees receive regular Code of Conduct training, other compulsory training, including anti-money laundering and routine refresher training.
The Employee Code of Conduct is available on www.dbrreef.com.
3.2 insider trading and trading in DRT securities
DRFM has implemented a trading policy that sets out the requirements applying to Directors and employees of DRFM. who wish to trade or invest in any DRFM financial product. for their personal account or on behalf of an associate.
The principle objectives of the trading policy are to:
- avoid insider trading;
- avoid conflicts of interest with the Trusts, DRFM or its investors:
- the consure that the interests of the Trusts and investors take priority over those of DRFM and its employees;
- mergen impose limitations on short-term trading and on highly speculative deals:
- discourage staff members from engaging in periodic trading on a scale that would distract them from their responsibilities to the Trusts, DRFM and investors; and
- a raise awareness and minimise any potential breach of the prohibitions on insider trading in the Corporations Act.
The policy specifies any Director or employee who wishes to trade in any Trust must obtain written approval before. entering into any trade.
Approval will not be given during the defined blackout. periods. These periods commence at the end of the Trusts' half-year or full-year reporting periods and end on the day the Trusts' results are announced.
In addition, if Compliance or the Chief Executive Officerconsider that there is the potential that inside information. may be held or the potential that a significant conflict of interest could arise, additional blackout periods may be imposed on Directors and employees at any time.
A summary of the Employee Trading policy is available on www.dbrreef.com.
corporate governance statement (continued)
principle 4. safeguarding the integrity of financial reporting
4.1 review and authorisation
DRFM has put in place a structure of review and authorisation designed to ensure the truthful and factual presentation of each Trust's financial position.
This structure includes:
- the establishment of a Board Audit Committee to review the financial statements of each entity and review the independence and competence of the external auditor; and
- semi-annual management representations to the Board Audit Committee, affirming the veracity of each entity's financial statements.
4.2 board audit committee.
A Board Audit Committee has been established by the Board, including only Directors who are financially literate and have an understanding of the industry in which DRFM operates, and one or more of whom have financial expertise. The Board Audit Committee currently comprises three Independent Directors. The Board Audit Committee operates under formal Terms of Reference, has access to management, and internal and external auditors without management present, and has the right and opportunity to seek explanations and additional information. In addition, the external auditor is invited to attend all Board Audit Committee meetings. The Committee may also obtain independent professional advice in the satisfaction of its duties at the cost of DRFM. The Committee meets as frequently as required to undertake its role effectively and not less than four times per annum.
The membership of the Board Audit Committee is as follows:
| Committee member |
Status |
|---|---|
| Elizabeth A Alexander (Chair) | Independent Director |
| Barry R Brownichn | Independent Director |
| Stewart F Ewen | Independent Director |
The Board Audit Committee also has responsibility for approval of the engagement of the external auditor to perform any non-audit service for a fee greater than \$100,000. The external auditor will not provide services. that have the potential to impair the independence of their audit role. Generally such services include those where the external auditor:
- 8 participates in activities that are normally undertaken by management;
- is remunerated on a "success fee" basis; 發
- may be required to review or audit their own work, gg. including:
- the preparation of accounting records;
- the design and implementation of technology systems; 貉
- conducting valuation, actuarial or legal services; 慾
- 慾 promoting, dealing in or underwriting securities; or
- le providing internal audit services.
The Board Audit Committee's Term of Reference, the Committee's procedure for the selection and appointment. of the external auditor and for the rotation of external audit engagement partners are available on www.dbrreef.com.
principle 5, timely and balanced disclosure
5.1 continuous disclosure
To promote the timely and balanced disclosure of all material matters that impact the Trusts, the Board has put in place mechanisms designed to ensure compliance with ASX Listing Rules and ASIC's disclosure requirements such that:
- all investors have equal and timely access to material $252$ information, including the financial situation, performance, ownership and governance of the Trusts; and
- all announcements are factual and presented in a clear and balanced way.
To achieve this objective DRFM has the following policies. in place:
- 68 Continuous Disclesure & Analyst Briefing Policy, which includes consideration of:
- the type of information that requires disclosure;
-
internal notification and decision-making concerning its disclosure obligations;
- the delegation of responsibility to ensure that DRFM complies with its disclosure obligations and to identify the employee responsible for determining what will be disclosed;
- measures designed to avoid the emergence of a false market in any Trust's units; and
-
* external communications such as analysts briefings and responses to investor queries.
-
8 The Employee Code of Conduct which includes consideration of:
- media contact and comment: and
- safeguarding the confidentiality of corporate information to avoid premature disclosure.
DRFM has also established a segregated Compliance function to assist management in the promotion of aneffective compliance culture. Compliance responsibilities include the provision of compliance advice, the drafting and updating of relevant compliance policies and procedures, conducting compliance training and monitoring adherence. to key compliance policies and procedures.
For a description of these Policies please refer to the Employee Code of Conduct and Continuous Disclosure. & Analyst Briefings - which are both available on www.dbrreef.com.
principle 6, respecting the rights of unitholders
6.1 annual general meeting
DRFM respects the rights of investors and to facilitate the effective exercise of those rights the Board has committed to the conduct of an annual general meeting for DB RREEF Trust.
Each annual general meeting will seek to:
- supplement effective communication with investors;
- provide investors ready access to balanced and understandable information about their fund; and
- increase the opportunities for investor participation.
Investors of DB RREEF Trust will also have the opportunity to elect a majority of Directors to the DRFM Board.
corporate governance statement (continued)
6.2 communications with investors
In addition to the conduct of an AGM, DRFM has designed a communication strategy to promote effective communication. and encourage effective participation with each Trust's investors. This strategy includes:
- the placement of all relevant announcements made to investors and the market, and related information, onthe website:
- the practice of teleconferencing listed analyst and medial briefings and general meetings, and posting a transcript or presentation material on the website;
- placing the full text of notices of meetings and explanatory material on the website;
- providing information about historic press refeases/announcements and historic financial data on the website; and
- a using email to provide information updates to investors, as appropriate.
6.3 audit attendance at AGM
Further, DRFM will request the external auditor of the Trust to attend each annual general meeting and be available to answer investor questions about the conduct of the audits of both the Trust's financial records and its Compliance Plan, and the preparation and content of the auditor's report.
principle 7, recognising and managing risk
7.1 risk management.
DRFM has designed a system of risk oversight, management and internal control to identify, assess, monitor and manage risk, and enable DRFM to keep investors informed of material changes in each Trust's risk profile. This system includes the establishment of a Board Risk and Compliance Committee, supported by a management Compliance and Internal Audit Committee and a Risk Management Committee.
7.2 board risk and compliance committee.
Although not required by ASIC, due to the appointment of a majority independent board, the Board has established a Board Risk and Compliance Committee to review risk and compliance matters and monitor DRFM's conformance with the requirements of the Managed Investments Act, as specified in Section 601JC of the Corporations Act. The Committee includes only members who are familiar with the requirements. of the Managed Investments Act and have extensive risk and compliance experience. The Committee is also encouraged to obtain independent professional advice in the satisfaction of its duties at the cost of DRFM.
The Committee currently comprises five members, three of whom are external members (ie, members that satisfy the requirements of Section 601JB(2) of the Corporations Act). and two of whom are executives of DRFM. The scope of the Committee includes all Trusts, including DRFM's investment mandates. The Committee reports to the Responsible Entity any breach of the Corporations Act or breach of the provisions contained in any Trust's Constitution, and further reports to ASIC if the Committee is of the view that the Responsible Entity has not taken appropriate action to deal. with a matter reported to it.
The membership of the Board Risk and Compliance Committee is as follows:
| Committee member | Status |
|---|---|
| Brian Scullin (Chair). | Independent Member |
| Peter Carrigy-Ryan | Independent Member |
| Andy Esteban | Independent Member |
| Tanya Cox | Executive Member and Chair of the Risk Management Committee |
| John Easy | Executive Member and Chair of the Compliance and Internal Audit Committee |
In addition to its responsibilities under the Act, the Board Risk and Compliance Committee is responsible for oversight of the DRFM risk management system, including its internal compliance and control environment. The Committee's Terms of Reference is available on www.dbrreef.com.
To enable the Board Risk and Compliance Committee to effectively fulfil its obligations, two management committees have been established to monitor the effectiveness of DRFM's risk management, internal compliance and control systems.
Management - Compliance and Internal Audit Committee
Reporting to the Executive Committee and the Board Risk. and Compliance Committee, the objective of the Compliance. and Internal Audit Committee is to review the effectiveness of DRFM's internal compliance and control systems. The Committee has the authority to request reports from and/or the attendance at its meetings of relevant management to explain any issues which are brought to its attention. The responsibilities of the Compliance and Internal Audit Compliance Committee are set out in its Terms of Reference.
Management - Risk Management Committee
Reporting to the Executive Committee and the Board Risk. and Compliance Committee, the objective of the Risk Management Committee is to analyse the effectiveness of DRFM's risk management systems, and to oversee the establishment and implementation of policies, procedures and systems that ensure the appropriate identification, assessment, management and monitoring of risk. The responsibilities of the Risk Management Committee are set out in its Terms of Reference.
7.3 management representations.
In addition to the operation of the above management committees, the Chief Executive Officer makes the following representations in relation to risk management:
- at least quarterly to the Head of Compliance, regarding conformance with compliance policies and procedures. Any exceptions are reported by Compliance to the Board Risk and Compliance Committee quarterly; and
- ® on a semi-annual basis to the Board Audit Committee regarding the veracity of the company's financial statements.
Please refer to www.dbrreef.com for a description of DRFM's Risk Management Policy.
7.4 board treasury policy committee
The Board has established a Board Treasury Policy Committee to review and recommend for approval financial. risk management policies and hedging and funding strategies, and to monitor overall financial risk management. exposures. The Board Treasury Policy Committee includes only members who are familiar with financial risk management concepts. The scope of the Committee includes ail Trusis. As the Committee was only established in June-2005, no meetings were conducted in the 2004/05 year.

corporate governance statement (continued)
principle 7, recognising and managing risk (continued)
The membership of the Board Treasury Policy Committee. is as follows:
| Committee member | Statue |
|---|---|
| Barry R Brownjohn (Chair) | Independent Director |
| Christopher T Beare | Independent Director |
| Consultant | Independent Member |
| Victor P Hoog Antink | Fxecutive Director |
| Tan D Robins | Fxecutive Member and Chair of the Capital Markets Committee |
The Committee's Terms of Reference is available on www.dbrreef.com.
Management Capital Markets Committee
To enable the Treasury Policy Committee to effectively fulfil its obligations, the Capital Markets Committee is charged with the development of financial risk management and funding strategies, monitoring implementation of strategies and approving Treasury transactions.
The Capital Markets Committee's responsibilities are set out in its Terms of Reference.
principle 8, encouraging enhanced performance
The Board is committed to enhancing its, and management's, effectiveness. To achieve this objective DRFM has implemented a training regime, to facilitate performance by education, for Directors and employees. DRFM has also implemented a comprehensive performance evaluation program for its employees, to ensure the effectiveness of its education and training programs, and the Beard Nomination and Remuneration Committee has implemented an annual performance evaluation program for the Board.
8.1 board education and performance evaluation.
DRFM is subject to various regulatory and legal obligations, arising from:
- the Corporations Act (including specifically the provisions of the Managed Investments Act);
- ® the Australian Stock Exchange listing rules and governance requirements:
- the requirements of an Australian Financial Services Licence holder; and
- ® DB RREEF's governance and compliance framework, created to enable DRFM, its Board and employees to comply with those obligations.
To ensure that Directors have the most current information to meet the above obligations, to discharge their responsibilities effectively and to allow new Directors to participate fully and actively in board decision-making at the earliest opportunity, Board members receive:
- 88 a Director's Information Pack, including corporate governance framework, committee structures, membershipand terms of reference, governing documents, Directors and Officers insurance details, current annual reports and Trust constitutions:
- a Director's induction briefing, including explanation of each Trust's financial, strategic, operational and risk management position; and
- a director training, where required, including Corporations Act (general duties of a Director, Managed Investment Act duties of a director), Australian Stock Exchange (governance and listing rules), Australian Financial Services Licence (authorisations, financial and general requirements) and Governance and Compliance Framework (compliance plan, compliance policies and procedures, monitoring program).
Directors are also encouraged to:
- take independent professional advice, at the company's expense:
- seek additional information from management: and
- directly access the Company Secretary, Head of Legal and Head of Compliance.
The Board Nomination and Remuneration Committee is also responsible for ensuring the effectiveness of the induction. process and overseeing the annual performance evaluation of the Board, its committees and individual Directors.
As the first year of operation, which ended 30 June 2005, included the appointment of a majority of new Directors and was a period of significant change following the restructure. of the DB Real Estate business, the Directors considered it appropriate that an evaluation of the Board only would be conducted in 2005. Evaluations of the Board committees, individual Directors and the Board as a whole will be conducted in the third calendar quarter of 2006 and eachsubsequent year of operation.
A description of the process for the performance evaluation. of the Board is available on www.dbrreef.com.
8.2 employee education and performance evaluation.
The Code of Conduct requires all employees to undertake. and maintain a specific type and/or amount of training, determined by their job function (eg, to meet DRFM's license requirements, to meet the requirements of ASIC. Policy Statement PS146 and PS164 or to meet specific industry or professional body accreditation requirements). Managers and supervisors also have a responsibility to ensure that employees reporting to them have undertaken. the required training.
In addition, employees deemed "advisers" are required to have in place an annual training plan and to undertake a specified number of hours training per annum. Employees who provide financial advice to retail investors are also required to become accredited pursuant to ASIC Policy. Statement PS146.
Specific minimum compulsory compliance training is provided or co-ordinated by Compliance to all employees.
Adherence to the above training regime is monitored by the Executive Committee.
To fester continuous improvement and to ensure the effectiveness of its education and training programs, DRFM conducts an annual performance evaluation of all employees.
8.3 employee performance evaluation
Each year the Board ensures that the goals of DRFM are clearly established and that strategies are in place for the achievement of those goals. Goals are reviewed periodically to ensure they remain consistent with DRFM's priorities and the changing nature of the business. These goals become the performance targets for the CEO and Executive Committee. Performance against these goals is reviewed. annually by the Board Nomination and Remuneration. Committee and is taken into account in the remuneration. review of Executive Committee members.
Cascading goals and objectives are established for all other employees and their performance is reviewed annually by the Executive Committee. Remuneration and incentive payments are considered by the Compensation Committee. and recommended to the Board Nomination and Remuneration Committee, based on the achievement of approved performance objectives and market comparatives.
corporate governance statement (continued)
principle 9, remunerating fairly and responsibly
9.1 remuneration framework
The objective of DRFM's remuneration reward framework is to ensure reward for performance is competitive and appropriate for the results delivered. The framework aligns employee reward with achievement of strategic objectives and the creation of value for investors, and conforms with market best practice for delivery of reward.
The Board Nomination and Remuneration Committee oversees the remuneration of executives to ensure that executive reward satisfies the following key criteria for good reward governance practices:
- @ competitiveness and reasonableness;
- performance linkage/alignment; ø
- transparency; and gg.
- financial and non-financial resource management. gg.
In consultation with external remuneration consultants, DRFM has structured a remuneration framework that is market competitive and complementary to its reward strategy. Alignment to investors' interests is achieved through increased focus on trust performance being a core component of plan design, as well as the plan rewarding:
- delivery of a target return on assets; and
- achievement of key non-financial value drivers. 慾
Alignment of employees' interests is achieved through the plan rewarding capability and performance. For participants, the plan:
-
provides a clear structure for earning reward;
- delivers competitive reward for contribution to the creation of value; and
- 88 provides recognition for contribution.
The plan is designed to attract and retain talented and motivated employees, and to encourage enhanced performance.
The remuneration framework provides a mix of fixed and variable pay, being base pay and short-term performance. incentive. As an employee gains seniority within DRFM, the balance of this mix shifts to a higher proportion of "at risk" rewards. DRFM further intends to introduce a long-term performance incentive scheme during the year ending 30 June 2006.
To ensure that base pay is competitive, external remuneration consultants provide analysis and advice regarding market. remuneration for comparable roles. Base pay for employees is reviewed annually. There are no guaranteed base pay. increases for employees.
Should DRFM achieve predetermined performance targets, a short-term incentive pool, approved by the Board Nomination and Remuneration Committee, is available for allocation to employees annually. Cash incentives are payable in September each year. Performance targets are utilised to ensure that variable reward is only available when value has been created for investors, and when performance is consistent with each relevant Trust's forecast. The incentive pool may be leveraged for performance above targets to provide incentive for employee out-performance.
Key performance indicators are linked to short-term. incentives based on both business and personal objectives. Performance indicators require achievement of specific targets in relation to Trust performance, as well as other key non-financial measures linked to drivers of performance in future reporting periods. Short-term incentive payments may be adjusted up or down in line with under or overachievement against target performance levels, at the discretion of the Board Nomination and Remuneration. Committee.
Termination provisions for the Chief Executive Officer ("CEO") are set out in the CEO's contract of employment. In the event of early termination. DRFM may be required to give twelve months notice and may elect to payout all or part of this notice period.
There are no termination provisions extended to any other DRFM Executive.
9.2 non-executive directors' remuneration framework
Fees and payments to Non-Executive Directors reflect the demands which are made on, and the responsibilities of Directors, Non-Executive Directors' fees and payments. are reviewed annually by the Board Nomination and Remuneration Committee. The Committee also obtains advice from independent remuneration consultants to ensure Non-Executive Directors' fees and payments are appropriate and in line with market. The Chair's fee is determined independently of the fees of Non-Executive Directors, based on comparative roles in the external market. The Chair is not present at any discussions relating to the determination of his/her own remuneration. Non-Executive Directors do not receive share options.
Non-Executive Directors who accept positions on boardcommittees receive an additional annual fee for each committee membership. Non-Executive Directors' fees are also recommended for approval by DB RREEF Trust investors.
principle 10, recognising the legitimate interests of stakeholders
10.1 stakeholder interests
DRFM is aware that the creation of value through the better management of natural, human, social and other capital is essential to the development of its reputation, and acknowledges the interests of its stakeholders including investors, employees, tenants, bankers/financiers and the broader community, in the further pursuit of this objective.
To address these objectives DRFM has in place:
A directors' code of conduct, which addresses:
- directors duties and responsibilities;
- conflicts of interest: gg.
- s. use and confidentiality of information; and
- director independence. s.
An employee code of conduct which addresses:
- B Overriding principles, and specific issues, including:
- a conflicts of interest;
- information and property:
- elient and public communication;
- market conduct: ¥≶i
- legal and regulatory matters; and 鑁
- @ general conduct.
A description of the Directors' Code of Conduct and the Employee Code of Conduct is available on www.dbrreef.com.
corporate governance statement (continued)
principle 11. ASX corporate governance recommendations
ASX Listing Rules require listed entities to include in their annual report a statement disclosing the extent to which they have followed the 28 ASX corporate governance recommendations during the year and to identify the recommendations that have not been followed and explain why they have not been followed.
Note: Reference in the table is a cross reference to the relevant sections of this Corporate Governance Statement, and where applicable the Directors Report ("DR") or the Remuneration Report ("RR").
| Principle | What | Reference | Comply Yes/No |
|---|---|---|---|
| Principle 1: Lay solid foundations for management and oversight | |||
| 1.1 | Formalise and disclose the functions reserved to the Board and those delegated to management. |
1.1 | Yes: |
| Principle 2: Structure the Board to add value | |||
| 2.1 | A majority of the Board should be Independent Directors. | 2.1 | Yes. |
| 2.2 | The Chairperson should be an Independent Director. | 2.3 | Yes: |
| 2.3 | The roles of Chairperson and Chief Executive Officer should not be exercised by the same individual. |
2.1 | Yes |
| 2.4 | The Board should establish a Nomination Committee. | 2.4 | Yes: |
| 2.5 | Provide the information indicated in guide to reporting on Principle 2. |
1.1 website |
Yes. |
| Principle 3: Promote ethical and responsible decision making | |||
| 3.1 | Establish a code of conduct to guide the Directors, the Chief Executive Officer (or equivalent), the Chief Financial Officer (or equivalent) and any other key executives as to: |
3.1 10.1 |
Yes. |
| 3.1.1 the practices necessary to maintain confidence in the company's integrity; and |
|||
| 3.1.2 the responsibility and accountability of individuals for reporting and investigating reports of unethical practices. |
|||
| 3.2 | Disclose the policy concerning trading in company securities by directors, officers and employees. |
3.2 | Yes |
| Principle | What | Reference | Comply Yes/No |
|---|---|---|---|
| Principle 4: Safeguard integrity in financial reporting | |||
| 4.1 | Require the Chief Executive Officer (or equivalent) and the Chief Financial Officer (or equivalent) to state in writing to the Board that the company's financial reports present a true and fair view, in all material respects, of the company's financial condition and operational results and are in accordance with relevant accounting standards. |
DR. 4.1 |
Yes. |
| 4.2 | The Board should establish an Audit Committee. | 4.2 | Yes. |
| 4.3 4.4 4.5 |
Structure the Audit Committee so that it consists of: ® only Non-Executive Directors; ® a majority of Independent Directors; a an independent chairperson, who is not chairperson of the Board, and at least three members. The Audit Committee should have a formal charter. Provide the information indicated in guide to reporting |
4.2 4.2 4.2 |
Yes: Yes. Yes. |
| on Principle 4. | Annual Report DR, 4.2, website |
||
| Principle 5: Make timely and balanced disclosure | |||
| 5.1 | Establish written policies and procedures to ensure compliance with ASX Listing Rule disclosure requirements and to ensure accountability at a senior management level for that compliance. |
5.1 | Yes: |
| 5.2 | Provide the information indicated in guide to reporting on Principle 5. |
5.14 website |
Yes. |
corporate governance statement (continued)
| Principle | What | Reference | Comply Yes/No |
|
|---|---|---|---|---|
| Principle 6: Respect the rights of shareholders | ||||
| 6.1 | Design and disclose a communications strategy to promote effective communication with shareholders and encourage effective participation at general meetings. |
6.1 6.2 |
Yes | |
| 6.2 | Request the external auditor to attend the annual general meeting and be available to answer shareholder questions. about the conduct of the audit and the preparation and content of the auditor's report. |
6.3 | Yes | |
| Principle 7: Recognise and manage risk | ||||
| 7.1 | The Board or appropriate committee should establish policies on risk oversight and management. |
Yes | ||
| 7.2 | The Chief Executive Officer (or equivalent) and the Chief Financial Officer (or equivalent) should state to the Board in writing that: |
DR. 7.3 |
Yes | |
| 7.2.1 the statement given in accordance with best practice recommendation 4.1 (the integrity of financial statements). is founded on a sound system of risk management and internal compliance and control which implements the policies adopted by the Board; and |
||||
| 7.2.2 the company's risk management and internal compliance and control system is operating efficiently and effectively in all material respects. |
||||
| 7.3 | Principle 7. | Provide the information indicated to guide to reporting on | 7.1 to 7.4 website |
Yes |
principle 11. ASX corporate governance recommendations (continued)
| Principle | What | Reference | Comply Yes/No |
|---|---|---|---|
| Principle 8: Encourage enhanced performance | |||
| 8.1 | Disclose the process for performance evaluation of the Board, its committees and individual Directors, and key executives. |
81 8.2 |
Yes. |
| Principle 9: Remunerate fairly and responsibly | |||
| 9.1 | Provide disclosure in relation to the company's remuneration. policies to enable investors to understand (i) the costs and benefits of those policies and (ii) in the link between remuneration paid to Directors and key executives and corporate performance. |
9.1 RR |
Yes |
| 9.2 | The Board should establish a Remuneration Committee. | 24 | Yes: |
| 9.3 | Clearly distinguish the structure of Non-Executive Directors' remuneration from that of Executives. |
9.2 RR |
Yes. |
| 9.4 | Ensure that payment of equity-based executive remuneration is made in accordance with thresholds set in plans approved by shareholders. |
RR | Yes. |
| 9.5. | Provide the information indicated in guide to reporting on Principle 9. |
RR, DR 2.4, website |
Yes. |
| Principle 10: Recognise the legitimate interests of stakeholders | |||
| 10.1 | Establish and disclose a code of conduct to guide compliance with legal and other obligations to legitimate stakeholders. |
10.1 | Yes. |
directors' report
The Directors of DB RREEF Funds Management Limited ("DRFM") as Responsible Entity of DB RREEF Diversified Trust (formerly Deutsche Diversified Trust) ("the Trust" or "DDF") and its consolidated entities ("the Stapled Entity") present their Directors' Report ("Report") together with the consolidated financial report of the Trust for the year ended 30 June 2005.
1. directors and secretaries
On 29 September 2004, DRFM replaced DB Real Estate Australia Limited as Responsible Entity of the Trust.
1.1 DB RREEF Funds Management Limited
The following persons were Directors or alternate Directors of DRFM at any time during the period 29 September 2004 to the date of this Report:
| Name | Appointed | Resigned |
|---|---|---|
| Directors | ||
| Christopher T Beare | 4 August 2004 | Continuing |
| Elizabeth A Alexander AM | 1 January 2005 | Continuing |
| Barry R Brownjohn | 1 January 2005 | Continuing |
| Stewart F Fwen | 4 August 2004 | Continuing |
| Victor P Hoog Antink | 1 October 2004 | Continuing |
| Charles B Leitner III | 10 March 2005 | Continuing |
| Shaun A Mays | 13 May 2004 | 10 March 2005 |
| Brian E Scullin | 1 January 2005 | Continuing |
| Daniel S Weaver | 1 October 2004 | 17 December 2004 |
| Alternate Director | ||
| Shaun A Mays (alternate for Charles B Leitner III) | 10 March 2005 | Continuing |
Particulars of the qualifications, experience and special responsibilities of current Directors or alternate Directors of DRFM at the date of this Report are set out in the section titled "Directors" and form part of this Report.
Particulars of the qualifications, experience and special responsibilities of Daniel S Weaver, a director of DRFM during the period 29 September 2004 to 30 June 2005 are as follows:
Daniel S Weaver BArch, MBA, AFIRE (Executive Director)
With over 18 years of real estate experience, primarily with firms specialising in retail property, Daniel Weaver joined RREEF's acquisition group in 1996. Daniel's responsibilities entail overseeing RREEF's retail property acquisitions, including expanding its target markets and serving as the retail specialist on RREEF's Investment Committee. Prior to his current role, Daniel was most recently a portfolio manager for one of RREEF's separate account pension fund clients. Prior to joining RREEF, Daniel was a vice president with Homart Development Co. Daniel is a member of the International Council of Shopping Centres (ICSC) and the Association of Foreign Investors in Real Estate (AFIRE). He holds an undergraduate degree in architecture and an MBA from Miami University.
1.2 DB Real Estate Australia Limited
The following persons were Directors of DB Real Estate Australia Limited at any time during the period I July 2004 to 29 September 2004:
| Name | Appointed | Resigned |
|---|---|---|
| Directors | ||
| Christopher T Beare, Chair ) | 25 March 2003 | Continuing |
| Stewart F Ewen s a | -25 March-2003. | Continuing |
| Shaun A Mays | 13 May 2004 | Continuing |
| William B Robinson 1, 2,3 | -25 March 2003 | 20 October 2004 |
| Brian £ Scullin s | -20 June 2001 | Continuing |
| David C Shields | -25 March 2003 | 20 October 2004 |
| 1. Independent Director. |
2 Audit Committee Member.
3 Compliance Committee Member.
The particulars of the qualifications, experience of the current Directors and the alternate Director of DB Real Estate Australia Limited are set out in the DRT Annual Report 2005 in the section titled "Directors".
Particulars of the qualifications, experience and special responsibilities of William B Robinson and David C Shields, Directors of DB Real Estate Australia Limited for the period 1 July 2004 to 29 September 2004 are as follows:
William B Robinson ABIA, AASA (Independent Director)
Bill Robinson was with the Reserve Bank of Australia from 1955 until 1975. Following senior appointments at the Asian Development Bank and the Rome-based International Fund for Agricultural Development, he was Financial Adviser to His Highness The Aga Khan from 1980 to 1999. In this latter role he was also a director of numerous listed and unlisted companies in Europe, Asia, Africa and the US.
David C Shields BE (Hens), MBA (Executive Director)
David Shields joined Deutsche Asset Management in 1993 and is currently the Head of DB Capital Partners, the private equity investment business within Deutsche Asset Management. He has 20 years' experience in funds management and private equity, having previously worked for AIDC Limited, Advent Management Group and Australian Pacific Technology Limited.
directors' report (continued)
1.3 company secretaries
The names and details of the Company Secretaries of DRFM as at 30 June 2005 are as follows:
Tanya L Cox MBA MAICD (Company Secretary)
Appointed: 1 October 2004
Tanya Cox joined DB Real Estate in July 2003 as Chief Operating Officer, responsible for the efficient management of the overall real estate business in Australia. Tanya has held various general management positions over the past 15 years, including Director and Chief Operating Officer of NM Rothschild & Sons (Australia) Ltd and General Manager - Finance, Operations and IT of Bank of New Zealand (Australia).
Tanya is Chief Operating Officer and Company Secretary of DRFM and DB RREEF Holdings Pty Limited.
lan Thompson BEc (Company Secretary)
Appointed: 12 July 2000 Resigned: 1 July 2005
lan Thompson has worked in a range of roles including: Research and Policy Officer, Senior Administration Officer and Assistant Company Secretary in the State Superannuation Board, Local Government Superannuation Board, Public Authorities Superannuation Board, State Superannuation Investment and Management Corporation and Axiom Funds Management Limited, prior to being appointed as Company Secretary to various Group companies of Deutsche Bank in 2000.
John C Easy B Comm LLB (Company Secretary)
Appointed: 1 July 2005
John Easy joined Deutsche Asset Management as a senior lawyer in 1997 and is now the Head of Legal for DB RREEF. John has been involved in the listing of Deutsche Office Trust and major acquisition, disposal and leasing transactions for the group, along with responsibility for legal issues affecting the property portfolio. John was formerly a senior associate with major law firms Allens Arthur Robinson and Gilbert & Tobin. John is currently undertaking the Graduate Diploma in Applied Corporate Governance with Chartered Secretaries Australia.
John is Head of Legal, and Company Secretary for DRFM and DB RREEF Holdings Pty Limited.
1.4 Deutsche Asset Management (Australia) Limited
For the purpose of reporting on DB RREEF Industrial Trust ("DIT") and DB RREEF Office Trust ("DOT") the following information is provided about the Board of Deutsche Asset Management (Australia) Limited ("DeAM"), the Responsible Entity of DIT and DOT, for the period 1 July 2004 to 29 September 2004, when the Responsible Entity of each trust became DRFM, is as follows:
| Name | Appointed | Resigned | |
|---|---|---|---|
| Directors | |||
| Christopher T Beare, Chair 5 | -25 March 2003 | -20 October 2004 | |
| Stewart F Ewen s a | -25 March-2003. | -20 October 2004 | |
| Shaun A Mays | 13 May 2004 | 4 May 2005 | |
| William B Robinson 1, 2,3 | 25 May 2000 | -20 October 2004 | |
| Brian £ Scullin 2 | 20 December 1999. | Continuing | |
| David C Shields | -25 March 2003 | Continuing |
- Independent Director.
2 Audit Committee Member.
3 Compliance Committee Member.
For the purpose of reporting on DB RREEF Operations Trust, the Board of its Responsible Entity, DRFM is as outlined in Section 1.1 of this Report.
Particulars of the qualifications and experience of each of the Directors mentioned in this sub-section are set out in either Section 1.1 of this Report or in the DRT Annual Report 2005 in the section titled "Directors".
directors' report (continued)
2. attendance of directors at board meetings and board committee meetings
2.1 DB RREEF Funds Management Limited
The Responsible Entity of the Trust changed from DB Real Estate Australia Limited to DRFM on 29 September 2004. Set out below are the details of Director attendance at Board and Board committee meetings:
DB RREEF Funds Management Limited for the period to 30 June 2005
| Board | Board Audit Committee |
Board Nomination and Remuneration |
Board Risk and Compliance |
||||
|---|---|---|---|---|---|---|---|
| Meetings held |
Meetings attended |
Meetings held |
Meetings attended |
Meetings held ) |
Meetings attended |
Meetings held 1 |
Meetings attended |
| 9 | 9 | ||||||
| Elizabeth A Alexander AM 8 |
5 | 5 | |||||
| 8 | 6 | 5 | 3 | ||||
| G) | G | 5 | 5 | ||||
| ĥ | |||||||
| ٩ | |||||||
| 8 | 8 | ||||||
| Ω | |||||||
| Shaun A Mays (alternate | |||||||
| 5 | |||||||
1 Number of meetings held while a Director.
2 Shaun A Mays resigned as a Director on 10 March 2005.
Since 30 June 2005 the DRFM Board has established the Board Treasury Policy Committee.
| Board | Board Audit Committee |
Board Risk and Compliance Committee |
||||
|---|---|---|---|---|---|---|
| Meetings held 3 |
Meetings attended |
Meetings held : |
Meetings attended |
Meetings held : |
Meetings attended |
|
| Christopher T Beare | 4. | 4 | ||||
| Stewart F Ewen | 4 | |||||
| Shaun A Mays | 4. | 4 | ||||
| William B Robinson | 4 | |||||
| Brian E Scullin | Δ. | 3 | ||||
| David C Shields |
Deutsche Real Estate Australia Limited for the period to 29 September 2004
1 Number of meetings held while a Director.
2.2 Deutsche Asset Management (Australia) Limited
The following table outlines details of Director attendance at Board and Board committee meetings for the period to 29 September 2004 for Deutsche Asset Management (Australia) Limited, the then Responsible Entity of DIT and DOT.
Deutsche Asset Management (Australia) Limited for the period to 29 September 2005
| Board | Board Audit | Board Risk and | ||||
|---|---|---|---|---|---|---|
| Committee | Compliance Committee | |||||
| Meetings held 1 |
Meetings attended |
Meetings held 1 |
Meetings attended |
Meetings held . |
Meetings attended |
|
| Christopher T Beare | ||||||
| Stewart F Ewen | 4 | |||||
| Shaun A Mays | ||||||
| William B Robinson | ||||||
| Brian £ Scullin | ||||||
| David C Shields |
1 Number of meetings held while a Director.
For the purposes of reporting on DB RREEF Operations Trust, details of Director attendance at Board meetings and Board committee meetings of its Responsible Entity, DRFM, is as outlined in Section 2.1.
directors' report (continued)
3. directors' and executive remuneration report
DRFM's Directors' and Executive Remuneration is set out in the section titled "Directors' and Executive Remuneration Report" that follows this Report.
4. directors' interests
4.1 interest in securities
As at the date of this Report, the interests of each Director in the securities of the Stapled Entity are:
| Personally | ||
|---|---|---|
| Christopher T Beare | Nii | N# |
| Elizabeth A Alexander AM | Nii | Nil |
| Barry R Brownjohn | Ni! | Nii |
| Stewart F Ewen | Ni! | Ni |
| Victor P Hoog Antink | Nii | Nii |
| Charles B Leitner III | Ni | NЛ |
| Shaun A Mays (alternate to Charles B Leitner III) | Nii | Nil |
| Brian E Scullin | Nii | NH |
As at the date of this Report, no Director held options over securities in the Stapled Entity.
4.2 other interests
As at the date of this Report, no Director held any interest in any other fund or scheme managed by the Responsible Entity or another entity that forms part of the Stapled Entity.
5. directors' directorships in other listed companies
The following table sets out directorships that the Directors of the Responsible Entity held as at 30 June 2005 and during the three years preceding 30 June 2005 and up to the date of this Report including the period for which each directorship was held:
| Directors | Company | Date appointed | ********* Date resigned |
|---|---|---|---|
| Christopher T Beare | DB RREEF Holdings Limited® | 21 Sep 2004 | Continuing |
| DB RREEF Funds Management Limited ® | 4 Aug 2004 | Continuing | |
| Elizabeth A Alexander AM | DB RREEF Holdings Limited? | 1 Jan 2005 | Continuing |
| DB RREEF Funds Management Limited® | 1 Jan 2005 | Continuing | |
| Amcor Limited | Apr 1994 | Continuing | |
| Boral Limited | Sep 1994 | Continuing | |
| CSL Limited | Jul 1991 | Continuing | |
| Barry R Brownjohn | DB RREEF Holdings Limited 9 | 1 Jan 2005 | Continding |
| DB RREEF Funds Management Limited ® | 1 Jan 2005 | Continuing | |
| Stewart F Ewen | DB RREEF Holdings Limited? | 21 Sep 2004 | Continding |
| DB RREEF Funds Management Limited ® | 4 Aug 2004 | Continuing | |
| Victor P Hoog Antink | DB RREEF Holdings Limited? | 1 Oct 2004 | Continuing |
| DB RREEF Funds Management Limited ® | 1 Oct 2004 | Continuing | |
| Charles B Leitner III | DB RREEF Holdings Limited? | 10 Mar 2005 | Continuing |
| DB RREEF Funds Management Limited 2 | 10 Mar 2005 | Continuing | |
| Brian E Scullin | DB RREEF Holdings Limited® | 1 Jan 2005 | Continging |
| DB RREEF Funds Management Limited ® | 1 Jan 2005 | Continuing | |
| IYS Instalment Receipt Limited ® | 24 Oct 2000 | Continuing | |
| Deutsche Asset Management (Australia) Limited 3 | 20 Dec 1999 | Continuing | |
| Alternate Director | |||
| Shaun A Mays | DB RREEF Holdings Limited? | 10 Mar 2005 | Continuing |
| (alternate to Charles B Leitner III). | DB RREEF Funds Management Limited ® | 1 Jan 2005 | Continuing |
| IYS Instalment Receipt Limited ® | 13 May 2004 | 4 May 2005 | |
| Deutsche Asset Management (Australia) Limited ® | 13 May 2004 | 4 May 2005 |
-
DB RREEF Holdings Ply Limited is the holding company of DRFM.
-
DRFM is Responsible Entily for (a) the Trust, a managed investment scheme whose units are stapled to the units of DB RREEF Diversified Trust, DB RREEF Industrial Trust, DB RREEF Office Trust and DB RREEF Operations Trust and trade on ASX as DB RREEF Trust and (b) DB RREEF RENTS Trust, whose Real-estate perpetual ExchaNgeable sTep-up Securities called RENTS are listed on ASX.
3 IYS Instalment Receipt Limited has issued ASX fisted instalment receipts over units in the Deutsche Relail Infrastructure Trust, a managed investment scheme that is listed but not quoted on ASX and whose Responsible Entity is Deutsche Asset Management (Australia) Limited.
directors' report (continued)
6. principal activities
During the year the principal activity of the Stapled Entity consisted of investment in a diversified portfolio of real estate assets within Australia. New Zealand and the United States and from September 2004 the activities of the Stapled Entity also included real estate funds management.
The number of employees of the Stapled Entity during the reporting period was 123 as at 30 June 2005 (2004; nil).
7. total value of trust assets
The total value of the assets of the Trust as at 30 June 2005. was \$6.997 million (2004: \$1.707 million). A schedule detailing the basis of this valuation is outlined in note 1 of the financial statements.
8. review and results of operations
A review of the results and operations, including the expected results of operations of the Trust, is set out in the "Chief Executive Officers' Report" in the DRT Annual Report 2005.
9. likely developments and expected results of operations
In the opinion of the Directors, disclosure of any further information of the future developments or results of the Trust, other than that information already outlined in this Report or the financial statements accompanying this report, would be unreasonably prejudicial to the Trust.
10. significant changes in the state of affairs
On 27 September 2004, unitholders of the Trust, DB RREEF Industrial Trust (formerly Deutsche Industrial Trust) ("DIT") and DB RREEF Office Trust (formerly Deutsche Office Trust) ("DOT") voted to replace their respective
constitutions, replace their respective Responsible Entities. and staple their units together with a newly formed trading trust DB RREEF Operations Trust ("DRO") to create a stapled security known as DB RREEF Trust ("DRT"). (ASX Code: DRT). Details on the proposal were outlined in the Information Memorandum and Product Disclosure Statement dated 30 August 2004. The result of these resolutions became effective on 30 September 2004.
The consolidation of the Trust and DIT. DOT and DRO, the acquisition of the US REIT, and the associated debt arranging and interest rate hedging, are referred to as "the Transaction".
For the purposes of statutory reporting, the stapled entity must be accounted for as a consolidated group. The parent entity and deemed acquirer of DIT, DOT and DRO is the Trust.
DB RREEF Funds Management is a wholly owned subsidiary of DB RREEF Holdings Pty Limited ("DRH"). DRH is 50 percent owned by DRFM as Responsible Entity for DRO and 50 percent owned by First Australian Property Group Holdings. Pty Limited, a subsidiary of the Deutsche Bank Group.
As part of the stapling process, the Trust, DIT and DOT each paid a special distribution by way of a capital return that was applied on behalf of each unitholder to subscribe for new issued units in each of the other Trusts, including DRO. The number of units issued by each Trust changed so that each Trust had the same number of issued units. The number of stapled securities owned by an investor in DRT equals the same number of units in the Trust, DIT, DOT and DRO.
Other than the matters disclosed above, the Directors of the Responsible Entity are not aware of any matter or circumstance. not otherwise dealt with in the Report or the financial statements that has significantly or may significantly affect the operations of the Trust, the results of those operations, or state of the Trust's affairs in future financial years.
11, matters subsequent to the end of the financial year
On 7 July 2005, amendments were made to the Trust's constitution that enabled the Trust to satisfy the Australian International Financial Reporting Standards criteria for unitholders' funds to be classified as equity. The Directors of the Responsible Entity were of the view that such amendments were not materially adverse to unitholders' rights or interests nor did they change the nature of the Trust.
On 27 July 2005, the Responsible Entity lodged an appeal with the Supreme Court of New South Wales in relation to the interest payable on the settlement sum in respect of the sale of part of 1~55 Rothschild Avenue, Rosebery NSW.
Since the end of the year, other than the matters discussed above, the directors of the Responsible Entity are not aware of any matter or circumstance not otherwise dealt with in their report or the financial statements that has significantly or may significantly affect the operations of the Stapled Entity, the results of those operations, or state of the Stapled Entity's affairs in future financial periods.
12. distributions
Distributions paid or payable by the Trust for the year ended 30 June 2005 are outlined in the following tables:
| Parent Entity | |||||
|---|---|---|---|---|---|
| 2005 \$000 |
2004 \$000 |
2005 \$'000 |
2004 \$000 |
||
| Timing of distributions | |||||
| 30 September | 22.261 | -22.261 | |||
| 31 December (paid 28 February 2005) | 136,503 | 22.261 | 59.357 | 22.261 | |
| 31 March | $\cdots$ | 22.710 | 22.710 | ||
| 30 June (payable 29 August 2005) | 144.800 | 23.171 | -67.756 | 23.171 | |
| Total distributions | 281,303 | 90,403 | 127,1134 | 90,403 | |
| Consolidated | Parent Entity | ||||
| 2005 | 2004 | 2005 | 2004 | ||
| cents per security |
cents per security |
cents per security |
cents per security |
||
| Timelum ak dindulkeelinum |
| Total distributions | 10.500 | 9.300 | 4.740 | 9.300 |
|---|---|---|---|---|
| 30 June - stapled security | 5.300 | 2.325 | 2.480. | 2.325. |
| 31 March – ordinary units | 1111 | 2.325 | 1.1111 | 2.325. |
| 31 December - stapled security | 5.200 | 2.325 | 2.260. | 2.325 |
| 30 September - ordinary units | AND | 2.325 | $1.5 - 1.5$ | 2.325 |
| типне от свытивноть |
- As outlined in the Section 10 - Significant changes in the state of affairs, the Trust became part of the Stapled Entity known as DB RREEF Trust on 30 September 2004. Consequently the financial statements of the Trust for the financial period ending 30 June 2005 have been prepared on a consolidated basis, where as for the comparative period the financial statements were prepared on a stand alone basis.

directors' report (continued)
13, responsible entity and associate interests
Fees totalling \$21.1 million (2004: \$8.7 million) were paid or are payable by the Trust to the Responsible Entity for the year ended 30 June 2005. Details of these fees are outlined in note 33 of the financial statements and formpart of this Report.
The number of interests in the Trust held by the Responsible Entity or its associates as at the end of the financial year are disclosed in note 33 to the financial statements and form part. of this Report.
14, interests in the trust
The movement in securities on issue in the Trust is detailed in note 25 of the financial statements and forms part of this Report.
The Trust did not issue any options during the year.
15. environmental regulation
The Directors of the Responsible Entity are satisfied that adequate systems are in place for the management of its environmental responsibility and compliance with the various. licence requirements and regulations. Further, the Directorsare not aware of any breaches of these requirements and to the best of their knowledge, all activities have been undertaken in compliance with environmental requirements.
16, indemnification and insurance
The insurance premium for a policy of insurance indemnifying directors, officers and others (as defined in the relevant policy of insurance) is paid by the Responsible Entity.
17. audit
17.1 auditor
PricewaterhouseCoopers ("PwC" or "Auditor") continues in office in accordance with section 327 of the Corporations Act 2001.
17.2 non-audit services.
Details of the amounts paid to the Auditor, which include amounts paid for nen-audit services totalling \$1,955,428, are set out in note 5 in the Notes to the Financial Statements.
The Directors are satisfied that the provision of non-audit services provided during the year by the Auditor (or by another person or firm on the Auditor's behalf), is compatible with the general standard of independence for auditors. imposed by the Corporations Act 2001.
Reasons for the Directors being satisfied that the provision of those non-audit services, during the year, by the Auditor didnot compromise the Auditor's independence are as follows:
- Board Audit Committee has determined that the external auditor will not provide services that have the potential to impair the independence of their audit role, including:
- participating in activities that are normally undertaken 慾 by management;
- being remunerated on a "success fee" basis;
-
经 providing services where the Auditor may be required. to review or audit their own work, including:
- the preparation of accounting records;
- the design and implementation of information. technology systems;
- conducting valuation, actuarial or legal services;
- promoting, dealing in or underwriting securities; or
- providing internal audit services;
-
Board Audit Committee regularly reviews the performance and independence of the external Auditor and whether the independence of this function has been maintained. having regard to the provision of non-audit services; and
- the external Auditor must provide a written declaration to the Board regarding their independence each reporting period.
Since 30 June 2005, Board Audit Committee approval is required before the engagement of the external Auditor to perform any non-audit service for a fee greater than \$100,000.
17.3 audit independence statement.
A copy of the Auditors' Independence Declaration as required under section 307C of the Corporations Act 2001 is set out on page 88 and forms part of this Report.
18, corporate governance
The Responsible Entity's Corporate Governance Statement is set out in this Report.
19, rounding of amounts and currency
The Trust is a registered scheme of a kind referred to in-Class Order 98/0100, issued by the Australian Securities & Investments Commission, relating to the "rounding off" of amounts in the Directors' Report and financial report.
Amounts in the Directors' Report and financial report have been rounded off in accordance with that Class Order to the nearest thousand dollars, unless otherwise indicated.
All figures in this Report and the financial report, except where otherwise stated, are expressed in Australian dollars.
20, management representation
The Chief Executive Officer and the Chief Operating Officer have reviewed the Stapled Entity's financial reporting processes, policies and procedures together with the Trust's risk management and internal control and compliance. policies and procedures. Following that review it is their opinion that the Trust's financial records for the financial year have been properly maintained in accordance with the Corporations Act 2001 and the financial statements and their notes comply with the accounting standards and give a trueand fair view.
21. directors' authorisation
This Report is made in accordance with a resolution of the Directors.
Chix Sem
Christopher T Beare Chair Sydney
25 August 2005
Victor P Hoog Antink Chief Executive Officer Sydney
25 August 2005
directors' and executive remuneration report
The Directors of DB RREEF Funds Management Limited ("DRFM") as Responsible Entity of DB RREEF Diversified Trust (formerly Deutsche Diversified Trust) ("the Trust" or "DDF") and its consolidated entities ("the group") present their Remuneration Report for the year ended 30 June 2005.
1. general remuneration framework
The objective of DRFM's remuneration reward framework is to ensure reward for performance is competitive and appropriate for the results defivered. The framework aligns employee reward with achievement of strategic objectives. and the creation of value for investors, and conforms with market best practice for delivery of reward.
The Board Nomination and Remuneration Committee oversee. the remuneration of executives to ensure that executive reward satisfies the following key criteria for good reward. governance practices:
- @ competitiveness and reasonableness;
- q performance linkage/alignment;
- transparency; and Ŷ.
- financial and non-financial resource management. 鐜
In consultation with external remuneration consultants DRFM has structured a remuneration framework that is market. competitive and complementary to its reward strategy. Alignment to investors' interests is achieved through. increased focus on group performance being a corecomponent of plan design, as well as the plan rewarding:
- 鐜 delivery of forecast returns; and
- achievement of key non-financial value drivers. gg.
Alignment of employees' interests is achieved through the plan rewarding capability and performance. For participants the plan:
-
provides a clear structure for earning reward;
- 娑 delivers competitive reward for contribution to the creation of value; and
- 88 provides recognition for contribution.
The plan is designed to attract and retain talented and motivated employees, and to encourage enhanced performance.
The remuneration framework provides a mix of fixed and variable pay, being base pay and short-term performance. incentive. As an employee gains seniority within the group, the balance of this mix shifts to a higher proportion of "atrisk" rewards. DRFM is further developing a long-term performance incentive scheme for implementation during the year ending 30 June 2006.
To ensure that base pay is competitive, external remuneration consultants provide analysis and advice regarding market. remuneration for comparable roles. Base pay for employees is reviewed annually. There are no guaranteed base pay. increases for employees.
Should DRFM achieve predetermined performance targets, a short-term incentive pool, approved by the Board Nomination and Remuneration Committee, is available for allocation to employees during the annual review. Cash incentives are payable in September each year. Performance targets are utilised to ensure that variable. reward is only available when value has been created for investors, and when performance is consistent with forecasts. The incentive pool may be leveraged for performance above targets to provide incentive for employee out-performance.

Governor Phillip Tower, Sydney NSW
Key performance indicators are linked to short-term. incentives based on DRFM's, individual business and personal objectives. Performance indicators requireachievement of specific targets in relation to trust performance, as well as other key non-financial measures. linked to drivers of performance in future reporting periods. Short-term incentive payments may be adjusted up or down. in line with under or over achievement against target performance levels, at the discretion of the Board Nomination and Remuneration Committee.
Termination provisions for the Chief Executive Officer ("CEO") are set out in the CEO's contract of employment. In the event of early termination, DRFM may be required to give twelve. months notice and may elect to payout all or part of this notice period.
There are no termination provisions extended to any other DRFM Executive.
2. non-executive directors' remuneration framework and structure
Fees and payments to Non-Executive Directors reflect the demands which are made on, and the responsibilities of directors. Non-Executive Directors' fees and payments are reviewed annually by the Board Nomination and Remuneration Committee. The Committee also obtains advicefrom independent remuneration consultants to ensure Non-Executive Directors' fees and payments are appropriate and in fine with the market. The Chair's fee is determined independently of the fees of Non-Executive Directors, based on comparative roles in the external market. The Chair is not present at any discussions relating to the determination of his/her own remuneration. Non-Executive Directors do not receive share options.
Non-Executive Directors who accept positions on Boardcommittees receive an additional annual fee for each committee membership. Non-Executive Directors' fees are also recommended for approval by DB RREEF Trust investors.

directors' and executive remuneration report (continued)
3. details of remuneration of directors
3.1 DB RREEF Funds Management Limited
Details of the nature and amount of each element of remuneration for each Director of the Responsible Entity for the year ending 30 June 2005 are set out in the following tables.
Year ending 30 June 2005
| Note(s) | Salary and fees |
benefits | Bonus Non-monetary Superannuation | Total | |
|---|---|---|---|---|---|
| S | £ | ||||
| Non-Executive Directors | |||||
| Christopher T Beare | 193.125 | 193.125 | |||
| Elizabeth A Alexander | 65,000 | 65,000 | |||
| Barry R Brownjohn | 60,000 | 60,000 | |||
| Stewart F Ewen | 95.625 | 95,625 | |||
| Brian E Scullin | 68,750 | 68,750 | |||
| Executive Directors | |||||
| Victor P Hoog Antink | 682.139 | 68.800 | 750,939 | ||
| Charles B Leitner III | 12.300 | 12,300 | |||
| Shaun A Mays (alternate to Charles B Leitner III) 2 | 16.000 | 16.000 | |||
| Daniel S Weaver |
Note 1: Non-Executive Directors' remuneration is a cost of DB RREEF Funds Management Limited. The amount shown in this Remuneration Report is Director's lotal remuneration from 1 October 2004, or the date of appointment if later than 1 October 2004, to 30 June 2006.
Note 2: These Executive Directors' remuneration is a cost of their employer, Deutsche Bank. The amount shown in this Remuneration Report is an apportionment of each Executive's total remuneration based on their time spent on DB RREEF Funds Management Limited's activities during the nine months ending 30 June 2005.
Note 3: The Chief Executive Officer's remuneration is a cost of DB RREEF Funds Management Limited. The amount shown in this report is the Chief Executive Officer's total remuneration for the nine months ending 30 June 2005. No short term incentive payment for the period 1 October 2004 to 30 June 2005 has been allocated. Consequently, no payment is included in the above.
There were no stapled securities or options issued during the period to any Director or employee as part of their remuneration. No Director or Executive received any retirement benefit during the period.
3.2 Deutsche Asset Management (Australia) Limited and DB Real Estate Australia Limited
The remuneration received by the Directors of Deutsche Asset Management (Australia) Limited and DB Real Estate Australia Limited was paid by Deutsche Bank. As the Directors of each of these Responsible Entities are common the following table details the combined amount of each element of remuneration, for the period 1 July 2004 to 30 September 2004 (being the date when each entity ceased to be the Responsible Entity of its respective trusts and DB RREEF Funds Management Limited became the Responsible Entity of DB RREEF Diversified Trust, DB RREEF Industrial Trust and DB RREEF Office Trust).
For the period 1 July 2004 to 29 September 2004
| Note(s) | Salary and fees |
Bonus | Non-monetary benefits |
Superannuation | Total | |
|---|---|---|---|---|---|---|
| \$ | S | S | ||||
| Non-Executive Directors | ||||||
| Christopher T Beare | 12,500 | 12.500 | ||||
| Stewart F Ewen | 21.250 | 21.250 | ||||
| William B Robinson | 15.000 | 15,000 | ||||
| Brian E Scutlin | 20.250 | 20,250 | ||||
| Executive Directors | ||||||
| Shaun A Mays | 2 | 9.000 | 9.000 | |||
| David C Shields | ୢ | 9.811 | 9,811 |
Non-Executive Directors' remuneration was a cost of Deutsche Bank. The amount shown in this Remuneration Report is each Director's total Note 1: remuneration for the three months ending 29 September 2004.
Executive Directors' remuneration is a cost of their employer, Deutsche Bank. The amount shown in this Remuneration Report is an apportionment of Note 2: each Executive's lotal remuneration besed on their fime spent on Deutsche Asset Management (Australia) Limited and DB Real Estate Australia Limited activities relating to DB RREEF Diversified Trust, DB RREEF Industrial Trust and DB RREEF Office Trust during the period ending 29 September 2004.

directors' and executive remuneration report (continued)
4. details of remuneration of executives
Listed in the following table are the six highest paid Executives who are also the six Executives who have the greatest authority within DB RREEF Funds Management, and who became Executives of DB RREEF Holdings Limited on 1 October 2004. Prior to 1 October 2004 there were no specified Executives. The components of each Executive's total remuneration package for the period commencing 1 October 2004 and ending 30 June 2005 is set out in the following table:
For the period commencing 1 October 2004 and ending 30 June 2005
| Pasition | Salary | Bonus | Non-monetary benefits |
Superannuation | Total | |
|---|---|---|---|---|---|---|
| \$ | S. | |||||
| Tanya L Cox | Chief Operating Officer | 178.811 | 50,000 | 8.689 | 237.500 | |
| John C Easy | Head of Legal | 163.811 | 25,000 | 8.689 | 197.500 | |
| Greg T Lee | Head of Transaction Services | 216.311 | 62,000 | 8.689 | 287.000 | |
| Ben J Lehmann | Head of Portfolio Services | 216.311 | 75,000 | 8.689 | 300.000 | |
| -lan D Robins | Head of Capital Markets | 272.561 | 175.000 | 8.689 | 456.250 | |
| -Mark F. Turner | Head of Mandates | 178,811 | 50,000 | 8.689 | 237,500 |
No short term incentive payment has been allocated for the period 1 January 2005 to 30 June 2005. Consequently, no short term incentive payment has been included for the same period.
5. other disclosures
There were no loans, stapled securities or options issued or granted during the period to any director or employee. No Director or Executive received any retirement benefit during the period.
6. directors' authorisation
This Report is made in accordance with a resolution of the Directors.
Clux Sem
Christopher T Beare Chair Sydney 25 August 2005
Statenaris

auditors' independence declaration
PRICEWATERHOUSE COPERS @
Auditors' Independence Declaration
PricewaterhouseCoopers ABN 52 780 433 757
Darling Park Tower 2 201 Sussex Street GPO BOX 2650 SYDNEY NSW 1171 DX 77 Sydney Australia www.pwc.com/au Telephone +61 2 8266 0000 Facsimile +61 2 8266 9999
As lead auditor for the audit of DB RREEF Diversified Trust for the year ended 30 June 2005, I declare that to the best of my knowledge and belief, there have been:
- a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
- b) no contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of DB RREEF Diversified Trust and the entities it controlled during the period.
DA Prothero Partner PricewaterhouseCoopers
Sydney 25 August 2005
Liability is limited by the Accountant's Scheme under the Professional Standards Act 1994 (NSW)
statements of financial performance
DB RREEF DIVERSIFIED TRUST STATEMENTS OF FINANCIAL PERFORMANCE FOR THE YEAR ENDED 30 JUNE 2005
| Consolidated | Parent Entity | ||||
|---|---|---|---|---|---|
| Note(s) | 2005 \$'000 |
2004 \$'000 |
2005 \$'000 |
2004 \$'000 |
|
| Revenue from ordinary activities | |||||
| Property income | 3 | 512,709 | 161,814 | 155.728 | 161,814 |
| Distribution income | 11,202 | ||||
| Interest income | 5,932 | 437 | 600 | 437 | |
| Other revenues from ordinary activities. | 260 | ||||
| Net foreign exchange gain | 42 | 9,461 | |||
| Proceeds from sale of investment properties | 4 | 504,750 | 51,760 | 463,446 | 51,760 |
| Share of net profits of associates accounted for using the equity method | 16 | 12,544 | |||
| Total revenue from ordinary activities | 1,036,237 | 214,011 | 640,437 | 214,011 | |
| Expenses from ordinary activities | |||||
| Property expenses | (127,991) | (43,016) | (40,500) | (43,016) | |
| Responsible entity fees | 33. | (21,141) | (8,693) | (8,690) | (8,693) |
| Borrowing costs expense | 6 | (117,265) | (17, 836) | (21,399) | (17,836) |
| Other expenses from ordinary activities | 6 | (9,206) | (1,126) | (1,753) | (1,126) |
| Book value of property investments sold | 4 | (479.043) | (52, 506) | (441,681) | (52,506) |
| Increment/(decrement) on revaluation of investments | 26 | (4,934) | |||
| Costs associated with the Transaction | 7 | (42, 281) | (14,795) | ||
| Total expenses from ordinary activities | (801, 861) | (123, 177) | (528, 818) | (123, 177) | |
| Profit from ordinary activities before tax | 234,376 | 90,834 | 111,619 | 90,834 | |
| Tax expense | |||||
| Income tax expense | 8 | (990) | |||
| Wähholding tax expense | (2,072) | ||||
| Profit from ordinary activities after tax | 231,314 | 90,834 | 111,619 | 90,834 | |
| Net profit attributable to outside equity interests | |||||
| DB RREEF RENTS Trust | (619) | ||||
| Other equity holders | (11,172) | ||||
| Net profit attributable to security holders | 26 | 219,523 | 90,834 | 111,619 | 90,834 |
| Net increase in asset revaluation reserve | 26 | 295,702 | 7.698 | 93,062 | 7,698. |
| Net decrease in foreign currency translation reserve | 26 | (1,259) | |||
| Total revenues, expenses and valuation adjustments attributable to security holders of the Stapled Entity recognised directly in equity |
294,443 | 7,698 | 93,062 | 7,698 | |
| Total changes in equity other than those resulting from transactions | 204,681 | ||||
| with owners | 513,966 | 98,532 | 98,532 | ||
| Basic earnings - cents per stapled security | 38 | Cents 10.12 |
Cents 9.39 |
Cents 5.15 |
Cents 9.39 |
| Dituted earnings - cents per stapled security | 38 | 10.12 | 9.39 | 5.35 | 9.39 |
| Basic earnings before the Transaction - cents per stapled security | 38 | 12.07 | 9.39 | 12.62 | 9.39 |
| The above Statements of Financial Performance should be read | |||||
| in conjunction with the accompanying notes. | |||||
| Distribution Net profit attributable to security holders |
219,523 | 90,834 | 111,619 | 90,834 | |
| Moveraent in undistributed income | 37,205 | (1,485) | 12,211 | (1,485) | |
| Transfer from reserves | 24,575 | 1,054 | 3,283 | 1,054 | |
| Distribution paid and payable | 26/28 | 281,303 | 90,403 | 127,113 | 90,403 |
| Distribution paid/payable - cents per stapled security | Cents | Cents | Cents | Cents | |
| Ordinary securities | 28 | 10.50 | 9.30 | 4.74 | 9.30 |
statements of financial position
DB RREEF DIVERSIFIED TRUST STATEMENTS OF FINANCIAL POSITION. AS AT 30 JUNE 2005
| Note(s) | 2005 \$'000 |
Consolidated 2004 \$000 |
2005 \$'000 |
Parent Entity 2004 \$'000 |
|
|---|---|---|---|---|---|
| Current assets Cash assets |
68,959 | 2,487 | 10,238 | 2,487 | |
| Receivables | 9 | 29,986 | 11,352 | 8,883 | 11,352 |
| inventory | 10 | 48,469 | |||
| Property sale proceeds receivable | 51,760 | 51,760 | |||
| Loan to third party | 11 | 5,006 | |||
| Other | $12 \,$ | 13,362 | 4,394 | 2,552 | 4,394 |
| Total current assets | 165,782 | 69,993 | 21,673 | 69,993 | |
| Non-current assets | |||||
| Investment properties | 13 | 6,542,062 | 1,635,508 | 1,397,062 | 1,635,508 |
| Loan notes receivable from associate | 14 | 45,092 | |||
| Goodwill | 3,215 | ||||
| Investments in controlled entity | 15 | 233,867 | |||
| investments accounted for using the equity method | 16 | 208,974 | |||
| investment in associates | 16 | 347,154 | |||
| Other | 17 | 31.852 | 1,524 | 4,942 | 1,524 |
| Total non-current assets | 6,831,195 | 1,637,032 | 1,983,025 | 1,637,032 | |
| Total assets | 6,996,977 | 1,707,025 | 2,004,698 | 1,707,025 | |
| Current liabilities | |||||
| Payables | 18 | 118,479 | 14,869 | 12,880 | 14,869 |
| Interest bearing liabilities | 19 | 369,836 | 474,200 | 474,200 | |
| Current tax liabilities | 20 | 2,595 | |||
| Provisions | 21 | 144,800 | 23,171 | 67,756 | 23,171 |
| Other | 22 | 8,673 | $\cdots$ | 1,121 | |
| Total current liabilities | 644,383 | 512,240 | 81,757 | 512,240 | |
| Non-current liabilities | |||||
| Interest bearing liabilities | 19 | 2,421,728 | 581,077 | ||
| Loan with related parties | 23 | 34,332 | |||
| Other | 24 | 29,543 | 585 | 3,926 | 585 |
| Total non-current liabilities | 2,451,271 | 585 | 619,335 | 585 | |
| Total liabilities | 3,095,654 | 512,825 | 701,092 | 512,825 | |
| Net assets | 3,901,323 | 1,194,200 | 1,303,606 | 1,194,200 | |
| Equity | |||||
| Contributed equity | 25. | 3,094,255 | 1,028,028 | 1,059,866 | 1,028,028 |
| Reserves | 26 | 423,829 | 153,961 | 243,740 | 153,961 |
| Undistributed income | 26 | 16,587 | 12,211 | 12,211 | |
| Outside equity interests in controlled entities | 27 | 366,652 | |||
| Total equity | 3,901,323 | 1,194,200 | 1,303,606 | 1,194,200 |
The above Statements of Financial Position should be read in conjunction with the accompanying notes.
statements of cash flows
DB RREEF DIVERSIFIED TRUST STATEMENTS OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2005
| 2005 | Consolidated | Parent Entity 2004 |
|||
|---|---|---|---|---|---|
| Note(s) | \$'000 | 2004 \$'000 |
2005 \$'000 |
\$'000 | |
| Cash flows from operating activities | |||||
| Receipts in the course of operations | 540.713 | 162,103 | 196,488 | 162,103 | |
| Payments in the course of operations | (174, 785) | (61, 047) | (51, 492) | (61,047) | |
| Interest received | 3,373 | 437 | 600 | 437 | |
| Borrowing cost paid | (135,504) | (28, 487) | (9,509) | (28, 487) | |
| Distributions from unit trusts | 2.600 | ||||
| Distributions from investments accounted for using the equity method | 8,212 | 6,426 | |||
| United States withholding tax paid | (760) | ||||
| Net cash inflow from operating activities | 36 | 241,249 | 73,006 | 145,113 | 73,006 |
| Cash flows from investing activities | |||||
| Proceeds from sale of investment properties | 505,117 | 463,446 | |||
| Payment for purchase of controlled entities, net of cash acquired | 39 | (485, 165) | (231,290) | ||
| Payments for capital expenditure on investment properties | (176, 787) | (72, 417) | (90, 379) | (72, 417) | |
| Cash acquired on stapling | 14,285 | ||||
| Payments for investment properties | (124, 376) | (5,266) | (61, 927) | (5,266) | |
| Payments for investments in associates | (290, 254) | ||||
| Payments for investments accounted for using the equity method | (157, 437) | ||||
| Lean from controlled entities | 3,793 | ||||
| Net cash outflow from investing activities | (424, 363) | (77, 683) | (206, 611) | (77, 683) | |
| Cash flows from financing activities | |||||
| Proceeds from issue of units | 30.869 | 30,869 | |||
| Proceeds from issue of RENTS units | 204,000 | ||||
| Increase in outside equity interest | 64,125 | ||||
| Establishment expenses and unit issue costs | (6,566) | ||||
| Proceeds from borrowings | 1,774,507 | 97,385 | 136,000 | 97,385 | |
| Repayment of borrowings | (1,768,391) | (53,986) | (165,200) | (53,986) | |
| Borrowings provided to Stapled Trusts | (162, 338) | ||||
| Borrowings provided by Stapled Trusts | 276,978 | ||||
| Distributions paid | (16, 191) | (68, 479) | (16, 191) | (68, 479) | |
| Distributions paid to outside equity interests. | (461) | ||||
| Net cash inflow from financing activities | 251,023 | 5,789 | 69,249 | 5,789 | |
| Net increase in cash held | 67.909 | 1,112 | 7,751 | 1,112 | |
| Cash at the beginning of the period | 2,487 | 1,375 | 2,487 | 1,375 | |
| Effects of exchange rate changes on cash | (1,437) | ||||
| Cash at the end of the period | 68,959 | 2,487 | 10,238 | 2,487 |
The above Statements of Cash Flows should be read in conjunction with the accompanying notes.
notes to the financial statements
DB RREEF DIVERSIFIED TRUST NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005
note 1, summary of significant accounting policies
(a) basis of preparation
On 30 September 2004, DB RREEF Diversified Trust and its subsidiaries ("the Stapled Entity") was formed by the stapling together of DDF, D(T, DOT and DRO ("the Trusts"). For the purposes of statufory reporting, the Stapled Entity reflects a consolidated group. The parent entity and deemed acquirer of the Trusts is DDF. The basis of this approach is consistent with current practice in relation to the financial reporting obligations of stapled entities that were formed after 1 July 2004. The consolidated results reflect the performance of the parent, DDF, from 1 July 2004 and the additions. of DIT, DOT and DRO from the date of consolidation, being 1 October 2004 to 30 June 2005, investors however are entitled to distributions. and earnings from the underlying trusts from the period commencing 1 July 2004.
DB RREEF Trust stapled securities are quoted on the Australian Stock Exchange under the code DRT and comprise of one unit in each of the Trust, DIT, DOT and DRO. Each entity forming part of DRT continues as a separate legal entity in its own right under the Corporations Act 2001 and is therefore required to comply with the reporting and disclosure requirements under the Corporations Act. 2001 and Australian Accounting Standards.
DB RREEF Funds Management as Responsible Enfity for the each of the Trusts may only unstaple the Trusts if approval is obtained by special resolution of the security holders.
This general purpose financial report has been prepared in accordance with the requirements of the Trust Constitution, Australian Accounting Standards, other authoritative pronouncements of the Australian Accounting Standards Board, Urgent Issues Group Consensus Views and the Corporations Act 2001 in Australia.
It is prepared on the basis of the going concern and historical cost conventions and has not been adjusted to take account of either changes in the general purchasing power of the dollar or changes in the values of specific assets, except to the extent that the Stapled Entity investments have been revalued.
This report is to read in conjunction with any public pronouncements made by the Stapled Entity during the year in accordance with the continuous disclosure requirements of the Corporations Act 2001. The accounting policies adopted are consistent with those of the previous period unless otherwise specified. Comparative informationhas been reclassified where appropriate to enhance comparability.
(b) principles of consolidation
The financial statements have been prepared on a consolidated basis in recognition of the fact that while the securities issued by the Trusts are stapled into one trading security and cannot be traded separately, the financial statements must be presented on a consolidated basis. The parent entity and deemed acquirer of the Trusts is DDF.
On 30 September 2004. DDF was deemed to have acquired the other trusts and as a result, the underlying assets and liabilities of the other trusts were adjusted to fair value as at this date. Information from the financial statements of the subsidiaries has been included. from 1 October 2004. It should be noted that investors in DRT have been entitled to the returns from the underlying Trusts from 1 July 2004. The accounting policies of the sub-trusts are consistent with the parent.
The consolidated financial statements incorporate an elimination of inter-entity transactions and balances to present the financial statements on a consolidated basis.
Outside equity inferests in the results and equity of controlled entities. are shown separately in the consolidated Statements of Financial Performance and Statements of Financial Position respectively.
Where control of an entity is obtained during a financial year, its results are included in the consolidated Statements of Financial Performance from the date on which control is gained.
Investments in associates are accounted for in the consolidated financial statements using the equity method. Under this method, the consolidated entity's share of the post-acquisition profits of associates is recognised as revenue in the consolidated Statements of Financial Performance, and its share of post-acquisition movements in reserves is recognised in consolidated reserves.
(c) revenue recognition
Rent
Rent is brought to account on an accruats basis and, if not received at balance date, is reflected in the Statements of Financial Position as a receivable. Recoverability of receivables is reviewed on an ongoing. basis. Debts which are known to be not collectable are written off.
Income support
Rental income support is brought to account on an accruals basis in accordance with the relevant contractual arrangements.
Interest income
Interest income is brought to account on an accruais basis and, if not received at the balance date, is reflected in the Statements of Financial Position as a receivable.
(d) expenses
Expenses are brought to account on an accruais basis and, if not paid at the balance date, are reflected in the Statements of Financial Position as a payable.
Property expenses
Property expenses include rates, taxes and other property outgoings. incurred in relation to investment properties where such expenses are the responsibility of the Trusts.
Borrowing costs
Borrowing costs include interest expense and other costs incurred in respect of obtaining finance.
Borrowing costs are expensed unless they relate to qualifying assets. Qualifying assets are assets which take a substantial period of time to get ready for their intended use or sale. Where funds are borrowed specifically for the acquisition or construction of a qualifying asset, the amount of borrowing costs capitalised is those incurred in relation to that borrowing, net of any interest earned on those borrowings until the asset is ready for its intended use or safe. Where funds are borrowed generally, borrowing costs are capitalised using a weighted average capitalisation rate.
Other costs incurred including loan establishment fees in respect of obtaining finance are deferred and written off over the term of the respective agreement.
(e) derivatives and other financial instruments
The Trust's activities expose it to changes in interest rates and foreign exchange rates. There are policies and limits approved by the Board of Directors of the Responsible Entity in respect of the usage of derivatives and other financial instruments to hedge those cash flows. and earnings which are subject to interest rate risk and foreign currency rate risk respectively. In conjunction with its advisers, the Responsible Entity continually reviews the Trust's exposures and updates its treasury policies and procedures. The Trust does not trade in derivative instruments for speculative purposes.
Changes in the net market values of hedging instruments are matched and brought to account with the carrying values and income streams of the underlying assets or liabilities.
The accounting policies adopted in relation to material financial instruments are detailed below:
Debt instruments
Debt instruments are carried at face vatue. Inferest is brought to account on an accruals basis.
Interest rate swaps
The Stapled Entity enters into interest swap agreements with the objective of hedging the risk of interest rate fluctuations in respect. of underlying borrowings. Net receipts and payments in relation to interest rate swaps are recognised in the Statements of Financial Performance on an accruals basis over the life of the hedges. (refer note 29).
Forward exchange contracts
Forward exchange contracts are entered into by the Trust to hedge its earnings exposure in relation to foreign investments. This currency hedge rate is used to translate items in the Statements of Financial Performance (refer note 1(u) and note 30).
The unrealised gains receivable/losses payable in respect of all currency hedges are recorded on the Statement of Financial Position.
$(9)$ $657$
Revenues, expenses and capital assets are recognised net of the amount of goods and services tax ("GST"), except where the amountof GST incurred is not recoverable from the Australian Tax Office. ("ATO"). In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense.
(a) faxafion
Under current Australian income tax legislation DDF and its controlled entities, DIT and DOT, are not liable for income tax provided they satisfy the requirements of the ATO which is to distribute its taxable income. DRO has income tax expense arising from the activities of its funds management business. DRO's faxable income is taxed at the tax rate of 30 percent.
Tax effect accounting procedures were followed whereby the incometax expense in the Statements of Financial Performance is matched with the accounting profit allowing for permanent differences.
The future tax benefit relating to tax losses is not carried forward as an asset unless the benefit is virtually certain of realisation. Incometax on cumulative timing differences is set aside to the deferred income tax or the future income tax benefit accounts at the rates which are expected to apply when those timing differences reverse.
Dividends received from DB RREEF Industrial Properties, Inc. ("US REIT") will be net of US withholding taxes payable in respect of those distributions. The US foreign operations fhemselves will generally not be subject to US Federal or State income taxes. provided they satisfy the necessary requirements of a Real Estate. investment Trust ("REIT").
No provision is made for additional taxes which would become. payable if certain reserves of the foreign controlled entity were to be distributed as it is not expected that any substantial amount will be distributed from those reserves in the foreseeable future.
Under current Australian income tax legislation, the security holders will be generally entitled to receive a foreign tax credit for US. withholding tax deducted from dividends paid by the US REIT.
(h) distributions
In accordance with the Trust's Constitution, the Trust distributes its distributable income to unitholders by cash or reinvestment.
(i) repairs and maintenance
Plant of the Trusts is required to be overhauled on a regular basis. This is managed as part of an ongoing major cyclical maintenance program. The costs of this maintenance are charged as expenses as incurred, except where they relate to the replacement of a component. of an asset, in which case the costs are capitalised in accordance with note 1(m). Other routine operating maintenance, repair costs and minor renewals are also charged as expenses as incurred.
notes to the financial statements (continued)
(i) cash
For the purposes of the Statements of Cash Flows, cash includes deposits at call which are readily convertible to cash on hand and are subject to an insignificant risk of change in value.
(k) receivables
Debtors to be settled within 30 days are carried at amounts due. Debts are assessed at balance date and provision is made for any doublful accounts.
(1) inventories
In accordance with Accounting Standard AASB 1019: Inventories, development properties are carried at lower of cost or net realisable value. The cost of development property includes the cost of acquisition, development and financing costs up until the date of practical completion.
(in) investment properties
It is the policy of the Responsible Entity to review the carrying value. of each property at the reporting date. External valuations of the individual investments are carried out in accordance with the Trust's Constitutions, or earlier where the Responsible Entity believes there may be a material change in the fair value of the property.
The valuations are measured at fair value being the amounts for which assets could be exchanged between knowledgeable willing parties in an arm's length transaction. Revaluations are made with sufficient regularity to ensure that the carrying amount of each investment property does not differ materially from its fair value. at the reporting date.
A revaluation increment is credited directly to the asset revaluation reserve, unless it is reversing a previous decrement charged as an expense in the Statements of Financial Performance in respect of that same class of assets, in which case the increment is credited. directly to the Statements of Financial Performance.
A revaluation decrement is recognised directly as an expense in the Statements of Financial Performance, unless it is reversing a revaluation increment previously credited to, and still included in the balance of the asset revaluation reserve in respect of that same class of assets, in which case it is debited directly to the asset revaluation reserve.
The gain or loss on disposal of revalued assets is calculated as the difference between the carrying amount of the asset at the date of disposal and the net proceeds from disposal and is included in the Statements of Financial Performance in the year of disposal. Any related balance remaining in the asset revaluation reserve at the time of disposal is transferred to undistributed income.
Land and buildings have the function of an investment and are regarded as a composite asset. The applicable Accounting Standards do not require that investment properties be depreciated. Accordingly, the buildings and any component thereof (including plant and equipment) are not depreciated.
Expenses capitalised to properties may include the cost of acquisition, additions, refurbishment, redevelopment, borrowing costs and fees incurred.
The carrying amounts of current and non-current investment properties are reviewed to determine whether they are in excess of their recoverable amount at balance date. If the carrying amount of current and non-current investment properties exceeds the recoverable amount, the asset is written down to the lower amount.
(n) leasing fees
Leasing fees incurred in relation to the initial letting of property or following redevelopments are capitalised to the property and takeninto account through periodic revaluation. Leasing fees incurred in relation to the ongoing renewal of major tenancies are capitalised and amortised over the lease periods to which they relate.
(o) lease incentives
Prospective lessees may be offered incentives as an inducement to enter into non-cancellable operating leases. These incentives may fake various forms including up front cash payments, rent freeperiods, or a contribution to certain lessee costs such as fit out costs. or relocation costs.
These incentives are repaid out of future lease payments and therefore are recognised as an asset in the Statements of Financial Position, Specifically:
- rent free periods -- when provided, the rent forgiven in early years. is capitalised to a deferred incorae account, at the earlier date from which the tenant has effective use of the premises or the lease commencement date and is released to the Statements of Financial Performance in later years to ensure a constant rate of return over the term of the lease;
- cash contributions -- where provided, the amount of contribution 額 is capitalised as an asset in the Statements of Financial Position. and written off over the term of the lease;
- tenant fit out costs associated with fitting out a building specifically for a lessee and that are not expected to be used. beyond the term of the lease are capitalised in the Statements of Financial Position and written off over the term of the lease; and
- 貊 llessor owned fit out - when the fit out is an asset of the lessor and can be retained by the lessor beyond the lease term, it is considered integral to the building and is capitalised into the cost of the property and adjusted through the vatuations.
- (p) investments accounted for using the equity method/ investments in associates
Some property investments are held through the ownership of units in single parpose unlisted trusts where the Stapled Entity. exerts significant influence but does not have a controlling interest. The Stapled Entity has adopted the equity method of accounting for these investments.
Interests held by the Trust are brought to account at valuation based. on net tangible asset backing.
At the parent level, investments in associates are carried at Directors' valuation being the net tangible assets of the underlying entity, and faking into consideration market movements.
(o) acquisition of assets
The purchase raethod of accounting is used for all acquisitions. Cost is measured as the fair value of the assets given up, shares issued or liabilities undertaken at the date of acquisition plus incidental costs. directly attributable to the acquisition.
Goodwill is brought to account on the basis described in note 1(r).
(r) goodwill
Where an entity or operation is acquired, the identifiable net assets acquired are measured at fair value. The excess of the fair value of the identifiable net assets acquired, is brought to account as goodwill. and amortised on a straightline basis over the period in which the benefits are expected.
(s) pavables
These amounts represent liabilities for amounts owing by the Trusts at year end which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition.
(t) earnings per unit
Basic and diluted earnings per stapled security is determined by dividing the net profit attributable to security bolders of the Stapled Entity by the weighted average number of ordinary stapled securities outstanding during the financial year.
(u) foreign currency
Foreign currency investments
Foreign assets and liabilities are converted to Australian Dollars. ("AUD") at the rate of exchange on the date of the transaction or at hedged rates if applicable.
Foreign investments are in the United States of America ("US") and New Zealand ("NZ").
Translation of foreign currency operations
All foreign operations are deemed self-sustaining in accordance with AASB 1012: Foreign Currency Translation, as each is financially and operationally independent of the Australian operations.
The financial reports of overseas operations are translated to Australian dollars using the current rate method, except for earnings which are translated at the applicable currency hedge contract rates. Any exchange differences are taken directly to the foreign currency translation reserve.
Exchange rates
The following exchange rates have been used to translate financial statements of foreign operations to Australian dollars:
| 30 June 2005 | ||
|---|---|---|
| Spot AUD/USD. Average AUD/USD! |
Statements of Financial Position Statements of Financial Performance |
0.7640. 0.7242 |
| Spot AUD/NZD. | Statements of Financial Position | 1.0937. |
| Average AUD/NZD ® | Statements of Financial Performance | 1.0804 |
- The average exchange rate includes applicable hedges.
(v) international financial reporting standards ("IFRS").
The adoption of Australian equivalents to IERS ("AIERS") will be first reflected in the financial statements for the half year ended 31 December 2005 and the year ended 30 June 2006.
The Responsible Entity has established a project team to manage the transition to AIFRS, including training of staff, and systems and internal control changes necessary to gather all the required financial information. In some cases choices of accounting policies are available, including elective exemptions under Accounting Standard AASB 1: First-time Adoption of Australian Equivalents to IFRS. The project is now at a stage where reaterial AIFRS adjustments are known, to enable the preparation of an opening Statement of Financial Position as at 1 July 2005, the transition date to AIFRS.
Impact of transition to AIFRS.
The impact of transition to including the selection and application. of AIFRS accounting policies, is based on AIFRS standards that management expects to be in place, or where applicable, early adopted, when preparing the first complete AIFRS financial report. The disclosures below reflect that the Stapled Entity has elected not to apply the requirements of AASB 132 and AASB 139 in the first comparative year under AIFRS.
Although the adjustments disclosed in this note are based on management's best knowledge of expected sfandards and interpretations, and current facts and circumstances, thesemay change.
Revisions to the selection and application of the AIFRS accounting. policies may be required as a result of:
- changes in financial reporting requirements that are relevant to the Stapled Entity's first complete AIFRS financial report arising from new or revised accounting standards or interpretations. issued by the Australian Accounting Standards Board subsequent. to the preparation of the 30 June 2005 financial report;
- additional guidance on the application of AIFRS in the property industry; or
- 8 changes to the Stapled Entity's operations.
Therefore, until the Stapled Entity prepares its first full AIFRS. financial statements, the possibility cannot be excluded that the accompanying disclosures may have to be adjusted.
Major changes identified to date that will be required to the consolidated entity's existing accounting policies include the following (references to new AASB standards below are to the Australian equivalents to IFRS issued in July 2004):
Investment properties
Under AASB 140: Investment Property, changes in the fair values of investment properties will be adjusted through the Statements of Financial Performance rather than through the asset revaluation reserve of the Statements of Financial Position. For the year ended 30 June 2005, the impact to net profit if the standard was applicable. to the year ended 30 June 2005 would have been an increase of \$208,403,000.
notes to the financial statements (continued)
On transition to AIFRS, the balance of the asset revaluation reserve as at 1 3ply 2004 will be transferred to retained earnings. This will increase the balance of retained earnings by \$153,961,000.
Certain real estate investments currently classified as investment. properties (such as properties under construction) may not meet the AIFRS definition of investment property. Therefore, a separate class of assets may be shown on the face of the Statements of Financial Position.
Financial instruments
All interest rate and foreign currency derivatives will be recognised at fair value in the Statements of Financial Position, with changes in fair value during the period recognised in the Statements of Financial Performance, or if classified as a cash flow hedge and proved to be effective, deferred in equity.
The Board has decided not to adopt hedge accounting for financial instraments in existence at 30 June 2005, which may result in future unrealised earnings volatilities, without any associated volatility in distributions. The Board will continually review this position and may elect to apply hedge accounting to financial instruments entered into the future.
The Stapled Entity has elected to adopt the exemption under AASB 1. to apply AASB 132 Financial Instruments: Disclosure and Presentation and AASB 139 Financial Instruments: Recognition and Measurement only from 1 3day 2005. This allows the Stapled Entity to apply AGAAP to the comparative information of financial instruments within the scope of AASB 132 and AASB 139 for the 30 June 2006 financial report.
Income tax
Under the AASB 112: Income Taxes, deferred tax balances are determined using the balance sheet method which calculates. temporary differences based on the carrying amounts of an entity's assets and liabilities in the Statements of Financial Position and their associated fax bases, in addition, current and deferred taxes attributable to amounts recognised directly in equity are also recognised directly in equity. This will result in a change to the current accounting policy, under which deferred tax balances are determined using the income statement raethod, items are only taxaffected if they are included in the determination of pre-tax accounting profit and loss and/or taxable income or loss and current. and deferred taxes cannot be recognised directly in equity.
For the year ended 30 June 2005, the impact to net profit if the standard was applicable to the year ended 30 June 2005 would have been a decrease of \$18,244,000.
The change in calculating the tax deferred balance will not impact on Australian assets that are owned by trusts classed as flow through vehicles under Australian Taxation Law. Deferred tax liabilities will be required to be recognised for unrealised gains on properties held in the US REIT. Management does not expect that such liabilities will crystallise as it would seek to buy assets within the permitted time. frame after the disposal of an asset to take advantage of faxation. rollover relief in the US.
Rental revenue
Accounting Standard AASB 117: Leases, requires rental revenues to be recognised on a straightline basis over the term of the lease. This applies to operating leases with fixed rent review clauses. The Responsible Entity has analysed the impact of straightfining fixed. reviews and has determined that the amount of income that would have been recognised for the year ended 30 June 2005 if the standard had applied for this financial year would have been \$6.718,000. On transition to AIFRS, an amount of \$21.187.000 will be recognised as lease income receivable that will form part of the property portfolio. However, this would be offset by a notional fair value adjustment to income and to investment properties to bring the balance of the investment properties back to fair value, resulting in no impact to the net profit and net assets of the Stapled Entity.
Lease incentives
Accounting standard AASB 117: Leases, and UIG 115: Operating Leases - Incentives, requires all lease incentives to be capitalised. and amortised over the period of the lease. The Responsible Entity has assessed the impact of this treatment based on the current lease. incentives and has estimated an additional amortisation expense and accumplated amortisation of \$8.14 million for the year ended 30. June 2005. On transition to IFRS, an amount of \$83.29 million will be recognised as unamortised lease incentives that will form part of the fair value of the property portfolio. However, this would be offset by a notional fair value adjustment to income and fo investment. properties to bring the balance of the investment properties back to fair value, resulting in no impact to the net profit and net assets of the Stapled Entity.
Revenue disclosures in relation to the sale of non-current assets
Under AIFRS, the revenue recognised in relation to the sale of noncurrent assets is the net gain on the sale. This is in contrast to the current AGAAP treatment under which the gross proceeds from sale. are recognised as revenue and the carrying amount of the assets. sold is recognised as an expense. The net impact on the Statements of Financial Performance is nil.
If the policy required under AIFRS had been applied during the year ended 30 June 2005, the consolidated revenue from ordinary activities would have been \$479,043,000 lower with a corresponding reduction in the expense for the year.
Unitholders equity
Accounting Standard AASB 132: Financial Instruments - Disclosure and Presentation, outlines and defines the criteria for recognising a financial instrument as either debt or equity. Under currentaccounting standards (AGAAP) units in a fixed life trust areconsidered equity, however under AIFRS the same instrument. would be classified as debt due to the fixed life of the issuance. Distributions paid to unitholders under this classification would be rectassed as a form of finance charge. These changes would not impact on the financial or economic position of the Stapled Entity. or that of the unitholder but would significantly impact on the presentation and disclosure in the financial accounts.
On 6 June 2005, ASIC issued class order 05/566 "Managed Investment Schemes: Perpetulity Clauses in Scheme Constitutions". This class order allows the Responsible Entity to amend a constitution by removing a termination clause and make other amendments as required so long as the changes do not materially change the nature of the scheme or have a materially adverse effect. on the interests of members.
On 7 July 2005, amendments to the Constitution were made that enable the Stapled Entity to satisfy the criteria for unitholders funds to be classified as equity. The Board was of the view that such amendments were not materially adverse to paitholders nor did they change the nature of the scheme.
These changes are the only material changes anticipated, but should not be regarded as the only changes in accounting policies that will result from the transition to AIFRS as regulatory bodies have significant engoing projects that could affect the interpretation of the differences between Australian Generally Accepted Accounting Principles and IFRS.
While the application of IFRS may introduce volatility into forecast financial information, this will not affect the cash flows from operations.
note 2. individually significant items
On 29 September 2004, DB RREEF Funds Management Limited replaced DB Real Estate Australia Eimited as Responsible Entity of the Trust, and replaced Deutsche Asset Management (Australia) Eimited as Responsible Entity of DIT and DOT.
The management fee structure was amended to reflect new feearrangements as follows:
australian assets
- 88 Fee: 0.45 percent per annum of gross assets.
- Basis: annualised average gross assets calculated on a month-end basis, in accordance with the Trusts' Constitutions.
- 雞 Calculated: monthly.
- Payment frequency: monthly. 奫
- Effective date: 1 October 2004,
No fees will be payable in relation to the DB RREEF Operations Trust.
DB RREEF Industrial Properties, Inc. (initial portfolio only)
- Fee: 0.25 percent per annum of gross assets to DB RREEF. Funds Management.
- 8 Fee: 0.02 percent per annum of gross assets to RREEF Americal LLC ("RREEF") (the US Fund Manager).
- 雞 Basis: annualised average gross assets calculated on a month-end basis, in accordance with the Trusts' Constitutions.
- 麴 Calculated: monthly.
- Payment frequency: monthly. 雞
- @ Effective date: 1 October 2004,
- 8 In addition, a management fee of US\$700,000 per annum-(subject to annual escalation by reference to the US inflationrate) is payable by the US foreign operations to RREEF.
- 8 Performance fees no longer apply to the Trust. The last period for which performance fees were calculated for the Trust was the sixmonths ending 30 June 2004. No performance fees were earned post 30 June 2004. Similarly, performance fees carried forward. from previous periods are no longer available.
notes to the financial statements (continued)
note 3. property income
| Consolidated | Parent Entity | ||||
|---|---|---|---|---|---|
| 2005 \$'000 |
2004 \$000 |
2005 \$'000 |
2004 \$'000 |
||
| Rent and recoverable outgoings | 497.790 | 161.065 | 151.866 | 161,065 | |
| incorae support | 6.719 | $\cdots$ | 1.420 | $\cdots$ | |
| Other income | 8.200 | 749 | 2.442 | 749. | |
| Total property income | 512,709 | 161,814 | 155,728 | 161,814 |
note 4. gain/(loss) on sale of investments
| Consolidated | Parent Entity | |||||
|---|---|---|---|---|---|---|
| 2005 \$'000 |
2004 \$000 |
2005 \$'000 |
2004 \$'000 |
|||
| ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, | ||||||
| Proceeds on sale of investment properties | 504.750 | 51.760 | 463.446 | 51,760 | ||
| Book value of investment properties sold | (479.043) | (52.506) | (441.681) | (52.506) | ||
| Net gain/(loss) on sale of investment properties | 25.707 | (746) | 21.765 | (746) |
note 5. remuneration of auditors
During the year the auditor of the parent entity and its related practices earned the following remuneration:
| Consolidated | Parent Entity | |||
|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | |
| \$ | ||||
| PricewaterhouseCoopers | ||||
| Audit and review of financial reports and other audit work under | ||||
| the Corporations Act 2001 | 863.563 | 126.000 | 309.000 | 126,000 |
| Fees paid in relation to outgoings. | 72.094 | |||
| Total auditing fees | 935.657 | 126,000 | 309.000 | 126,000 |
| Assurance | ||||
| Fees paid to PwC Australia | 935,657 | 126.000 | 309,000 | 126.000 |
| Fees paid to non-PwC audit firms for audit of US controlled entity | 394.962 | |||
| Taxation Services | ||||
| Fees paid to PwC Australia | 461.670 | 39,000 | ||
| Advisory Services | ||||
| Fees paid to PwC Australia in relation to IFRS project. | 15.000 | 5,000 | ||
| Total audit and advisory fees | 1,807,289 | 126,000 | 353,000 | 126,000 |
| Fees paid in relation to the establishment of the RENTS sub-trust | ||||
| Fees paid to PwC Australia | 235.000 | |||
| Total fees paid in relation to the establishment of the RENTS sub-trust | 235,000 | $\overline{\phantom{a}}$ | ||
| Fees paid in relation to the Transaction | ||||
| Fees paid to PwC Australia | 889.587 | 296,529 | ||
| Fees paid to related practices of PwC Australia | 354.171 | 118,057 | ||
| Total included in costs associated with the Transaction | 1,243,758 | ww. | 414,586 |
note 6 (a), other expenses from ordinary activities
| Consolidated | Parent Entity | ||||
|---|---|---|---|---|---|
| Note(s) | 2005 \$'000 |
2004 \$'000 |
2005 \$000 |
2004 \$000 |
|
| Audit and advisory fees | 5. | 1.807 | 126 | 353 | 126 |
| Bad and doubtful debts | 1.071 | 23 | $\cdots$ | 23 | |
| Custodian fees | 415 | 146 | 180 | 146 | |
| Legal and other professional fees | 1.667 | 229 | 515 | 229 | |
| Registry costs and listing fees | 403 | 206 | 278 | 206 | |
| Other expenses | 3,843 | 396 | 427 | 396 | |
| Total other expenses from ordinary activities | 9,206 | 1.126 | 1.753 | 1.126 |
note 6 (b), borrowing costs
| Consolidated | Parent Entity | ||||
|---|---|---|---|---|---|
| 2005 \$'000 |
2004 \$'000 |
2005 \$000 |
2004 \$000 |
||
| Interest paid/payable | 130.202 | 29.216 | 30.331 | 29.216 | |
| Amount capitalised | (12.937) | (11.380) | (8.932) | (11,380) | |
| Borrowing costs expense | 117.265 | 17,836 | 21.399 | 17,836 |
note 7. costs associated with the transaction
The costs relate to the fees and expenses arising from the consolidation of the Trust and DIT, DOT and DRO, the acquisition of the US REIT, and
the associated debt arranging and inferest rate hedging, (together referred to the Stapled Enfity totalled \$42.28 million and the Trust's share of costs was \$14.80 million.
notes to the financial statements (continued)
note 8. income tax
| Consolidated | |||
|---|---|---|---|
| 2005 | 2004 | ||
| \$'000 | \$000 | ||
| Income tax expense | |||
| The income tax expense for the financial year differs from the amount calculated on the profit. The differences are reconciled as follows: |
|||
| Profit from ordinary activities before income tax | 234,376 | ||
| Profit from ordinary activities not subject to income tax | (228.506) | $\cdots$ | |
| Profit from ordinary activities subject to income tax | 5.870 | ||
| (income tax calculated at 30 percent (2004; 30 percent) | 1.761 | ||
| Tax effect of permanent differences | |||
| Share of net profits of associates ® | (771) | ||
| Income tax adjusted for permanent differences | 990 | ||
| Under (over) provision in previous year | |||
| Income tax expense attributable to profit from ordinary activities | 990 | $\mathbf{w}$ | |
| Aggregate income tax expense | 990 | ww. | |
| Aggregate income tax expense comprises | |||
| Current taxation provision | 1.069 | ||
| Deferred income tax liability | 48 | ||
| Future income fax benefit | (127) | ||
| 990 | $\mathbf{m}$ . |
1 The share of net profits of associates relates to DRO's investment in DB RREEF Holdings Pty Limited.
note 9. current assets - receivables
| Consolidated | Parent Entity | ||||
|---|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | ||
| \$000 | \$.000 | \$'000 | \$'000 | ||
| Rent receivable | 14.039 | 7.741 | 439 | 7.741 | |
| Tess: Provision for doubth Edebts. | (1,116) | (479) | (261) | (479) | |
| Total rental receivables | 12,923 | 7.262 | 178 | 7.262 | |
| Distribution receivable from controlled entities | 3.100 | ||||
| Interest receivable | 1.241 | $\cdots$ | $\cdots$ | ||
| Settlement adjustments receivable | 2.626 | $\cdots$ | 1.260 | ||
| Deferred tax asset | 127 | $\cdots$ | |||
| Other receivables | 13.069 | 4.090 | -4.345 | 4.090 | |
| Total other receivables | 17.063 | 4.090 | 8.705 | 4.090 | |
| Total current assets -- receivables | 29,986 | 11,352 | 8.883 | 11.352 |
note 10, current assets - inventory
| Consolidated | Parent Entity | ||||
|---|---|---|---|---|---|
| ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, | 2005 \$7000 |
2004 \$'000 |
2005 \$'000 |
2004 \$000 |
|
| Building held for resale | |||||
| Cost of acquisition. | 47.037 | $\cdots$ | |||
| Capitalised development costs | 1.432 | --- | $\cdots$ | ||
| Total current assets -- inventory | 48,469 | www. | AW |
note 11. Ioan to third party
On 4 August 2004, the Trust entered into a contract to purchase NRM Tower, Auckland on completion of its development for NZ\$110.4 million. (subject to an area survey and the leasing profile of the building). NZ\$5.5 million has been lent to the developer as a contribution prior to completion. The value of this loan has been translated at the spot rate as at 30 June 2005 to AUD\$5.0 million.
note 12, current assets - other
| Consolidated | Parent Entity | ||||
|---|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | ||
| \$'000 | \$'000 | \$'000 | \$'000 | ||
| Prepayments | 4,908 | 3.787 | 906 | 3.787 | |
| Tenant bonds | 34 | $\cdots$ | --- | ||
| Capitalised lease incentives | 1,599 | 247 | 359 | 247 | |
| Capitalised leasing fees | 812 | 360 | 121 | 360 | |
| Deferred berrowing costs | 3.623 | $\cdots$ | $\cdots$ | ||
| Net receivable on currency hedge contracts. | 2.341 | $\cdots$ | 1.121 | ||
| Other | 45 | $\cdots$ | 45 | ||
| Total current assets - other | 13,362 | 4.394 | 2.552 | 4.394 |
notes to the financial statements (continued)
note 13. non-current assets - investment properties
| Property | Ownership (% ) |
Acquisition date | Cost including all additions \$'000 |
|
|---|---|---|---|---|
| Held by parent entity | ||||
| Industrial | ||||
| Kings Park Industrial Estate, Bowmans Road, Marayong NSW | 100 | May 1990 | 70.016 | |
| Target Distribution Centre, Lot 1 Taras Avenue, Altona North VIC | 100 | Oct 1995 | 25.428 | |
| Axxess Corporate Park, 164-180 Forster Road and 11 and 21-45 Gilby Road. | ||||
| 307-355 Ferntree Golly Road, Mount Waverley VIC | 100 | Oct 1996 | 107.633 | |
| Knoxfield Industrial Estate, 20 Henderson Road, Knoxfield VIC | 100 | Aug 1996 | 30.106 | |
| 12 Frederick Street, St Leonards NSW | 100 | Jul 2000 | 24,933 | |
| 40 Talavera Road, North Ryde NSW | 100. | Oct 2002 | 32,068 | |
| Wallgrove, Eastern Creek NSW | 100. | Mar 2004 | 23.523 | |
| Redwood Gardens Industrial Estate Stages 3,5,6 and 7 and Lot 4, Dingley ViC 3 | 100 | Dec 1994 | 23,062 | |
| Axxess Corporate Park, Powers and Station Road, Seven Hills NSW | Ð | Jul 2000 | ||
| Total Industrial Properties | 336.769 | |||
| Commercial | ||||
| 44 Market Street, Sydney NSW | 100 | Sep 1987 | 159.566 | |
| 8 Nicholson Street, Melbourne VIC. | 100 | Nov 1993 | 67,995 | |
| Ferguson Centre, 130 George Street, Parramatta NSW | 100 | May 1997 | 61.854 | |
| Flinders Gate Complex, 172 Flinders Street and 189 Flinders Lane, Melbourne VIC | 100. | Mar 1999 | 13.584 | |
| 383-395 Kent Street, Sydney NSW | 100 | Sep 1987 | 104.553 | |
| 14 Moore Street, Canberra ACT** | 100 | May 2002 | 37,215 | |
| Sydney CBD Floor Space NSWF | 100 | Jul 2000 | sva | |
| 1 Chifley Square, Sydney NSW | Ð. | Jul 2000 | ||
| 144 Edward Street, Brisbane QLD | ∩ | Jul 2000 | ||
| Total Commercial Properties | 444.767 |
The title to all properties is freehold, with the exception of the properties marked ** which are leasehold.
1 The valuation reflects 76 percent of independent valuation amount as 24 percent of the property was disposed.
2 This relates to heritage floor space retained following the disposal of 1 Chifley Square, Sydney.
| Consolidated book value 30 June 2004 \$'000 |
Consolidated book value 30 June 2005 \$'000 |
Independent valuer | Independent valuation amount \$'000 |
Independent valuation date |
|---|---|---|---|---|
| 66,294 | 78,500 | $\left( a\right)$ | 78,500 | 3tan 2005 |
| 31,907 | 35,000 | $\left(\ddot{\xi}\right)$ | 35,000 | 3นา 2005 |
| 91,342 | 109,336 | $(\mathbf{f})$ | 89,000 | 3เค 2003 |
| 31,800 | 31,885 | (e) | 31,250 | Sep 2003 |
| 26,046 | 31,500 | (e) | 31,500 | 3เค 2005 |
| 29,509 | 29,434 | $\left(\begin{smallmatrix} 2\ 1\end{smallmatrix}\right)$ | 28,500 | Apr 2005 |
| 5,399 | 23,523 | $\ldots$ | $\cdots$ | n/a |
| 29,478 | 22,962 | $\left( \circ \right)$ | 22,040 | 3un 2003 |
| 15,730 | $\cdots$ | |||
| 327,505 | 362,140 | 315,790 | ||
| 145,078 | 148,409 | $\langle c \rangle$ | 144,000 | Jun 2003 |
| 82,499 | 91,800 | (ළ) | 91.800 | 3tan 2005 |
| 44,539 | 49,626 | (a) | 43,800 | Jun 2003 |
| 15,508 | 15,538 | (ළ) | 15,500 | Sep 2003 |
| 102,649 | 104,874 | $\left( c\right)$ | 104,000 | Sep 2003 |
| 37,181 | 36,250 | (e) | 36,250 | Apr 2005 |
| $\cdots$ | 2,390 | n/a | ||
| 59,848 | ||||
| 40,529 | ||||
| 527,831 | 448,887 | 435,350 |
notes to the financial statements (continued)
note 13. non-current assets - investment properties (continued)
| Property | Ownership (% ) |
Acquisition date | Cost including all additions |
|
|---|---|---|---|---|
| \$'000 | ||||
| Retail and car park | ||||
| Whitford City Shopping Centre, Marmion and Whitfords Avenue, Hillarys WA? | 50 | Oct 1984 | 127.219 | |
| Whitfords Avenue. Lot 6 Endeavour Road, Hillarys WA* | 50 | Dec 1992 | 5.492 | |
| West Lakes Shopping Centre, West Lakes SA | 50 | Nov 1998 | 115.778 | |
| Plenty Valley Town Centre, 330-464 McDonald's Road, South Morang VIC® | 50 | Nov 1999 | 17.162 | |
| North Lakes Shopping Centre, Mango Hill QLD* | 50 | Aug 2004 | 65.049 | |
| Albert and Charlotte Streets Carpark, Brisbane QLD | 100 | Oct 1984 | 13.778 | |
| 34-60 Little Collins Street, Melbourne VIC** | 100 | Nov 1984 | 16.164 | |
| 32-44 Flinders Street, Melbourne VIC | 100 | Jim 1998 | 21.239 | |
| Flinders Gate Complex (including air development rights), | ||||
| 172 Flinders Street, Melbourne VIC | 100 | Mar 1999 | 47.043 | |
| 383-395 Kent Street, Sydney NSW | 100 | Sep 1987 | 30.257 | |
| John Martin's Carpark and Retail Plaza Joint Venture | Sep 1994 | 100 | ||
| West Lakes Shopping Centre, West Lakes SA | ∩ | Nov 1998 | ||
| Total retail and car park properties | 459,281 | |||
| Total parent entity | 1,240,817 | |||
| Held by controlled entities | ||||
| Westfield Hurstville, 262-264 Forest Road and 292 Forest Road, Hurstville NSW | -50 | May 2005 | 232.500 | |
| Retail properties | 232,500 | |||
The litte to all properties is freehold, with the exception of the properties marked ** which are leasehold.
3 The valuation reflects 50 percent of independent valuation amount.
| Consolidated book value 30 June 2004 \$000 |
Consolidated book value 30 June 2005 \$'000 |
Independent valuer | Independent valuation amount \$'000 |
Independent valuation date |
|---|---|---|---|---|
| 338,372 | 185,978 | (e) | 153,375 | Jun 2003 |
| 15,837 | 8,613 | (e) | 7,900 | 3un 2003 |
| 103,944 | 122,892 | (e) | 86,000 | 3an 2003 |
| 35,152 | 20,576 | (d) | 16.000 | 3un 2003 |
| $\cdots$ | 65,049 | $\left( c\right)$ | 60,250 | 3um 2004 |
| 32,032 | 32,035 | $\langle d \rangle$ | 32,000 | Sep 2003 |
| 41,522 | 41,522 | (용) | 41.500 | Sep 2003 |
| 24,575 | 24,575 | (ළ) | 24.600 | Sep 2003 |
| 45,275 | 45,275 | (ළ) | 45.275 | Sep 2003 |
| 39,420 | 39,420 | $\left( c\right)$ | 40,000 | Sep 2003 |
| 100 | 100 | $\cdots$ | ||
| 103,943 | $\cdots$ | |||
| 780,172 | 586,035 | 506,900 | ||
| 1,635,508 | 1,397,062 | 1,258,040 | ||
| 232,733 | $\langle d \rangle$ | 232.500 | Feb 2005 | |
| 232,733 | 232,500 |
notes to the financial statements (continued)
note 13. non-current assets - investment properties (continued)
| Property | Ownership (%) |
Acquisition date | Cost including all additions \$'000 |
|---|---|---|---|
| 52 Holbeche Road, Amdeli Park NSW | 100 | Jul 1998 | 11,296 |
| 3-7 Bessemer Street, Blacktown NSW | 100 | 3an 1997 | 11,016 |
| 30-32 Bessemer Street, Blacktown NSW | 100 | May 1997 | 11,888 |
| 27-29 Liberty Road, Huntingwood NSW | 100 | Jul 1998 | 7,962 |
| 154 O'Riordan Street, Mascot NSW | 100 | 3an 1997 | 10,761 |
| Egerton Industrial Esfate, Silverwater NSW | 100 | May 1997 | 37,271 |
| 239-251 Woodpark Road, Smithfield NSW | 100 | May 1997 | 5,058 |
| 40 Biloela Street, Villawood NSW | 100 | Jul 1997 | 7,056 |
| 2a Birmingham Avenue, Villawood NSW | 100. | 3in 1997 | 7,753 |
| 27-33 Frank Street, Wetherill Park NSW | 100 | Jul 1998 | 15,109 |
| 11 Talavera Road, North Ryde NSW | 100 | 3เค 2002 | 131,263 |
| 114-116 Fairbank Road, Clayton VIC | 100 | Jul 1997 | 10,751 |
| 30 Bellrick Street, Acacia Ridge QLD | 100 | Jim 1997 | 12,839 |
| 121 Evans Road, Salisbury QLD | 100 | Jul 1997 | 16,588 |
| 68 Haster Road, Herdsman WA | 100 | Jul 1998 | 9,690 |
| 79-99 St Rilliers Road, Auburn NSW | 100 | Sep 1997 | 33,952 |
| 1 Garigal Road, Belrose NSW | 100 | Dec 1998 | 23,406 |
| 2 Minna Close, Belrose NSW | 100 | Dec 1998 | 33,484 |
| 114-120 Old Pittwater Road, Brookvale NSW | 100 | Sep 1997 | 32,749 |
| 145-151 Arthur Street, Flemington NSW | 100 | Sep 1997 | 22,952 |
| 436-484 Victoria Road, Gladesville NSW | 100 | Sep 1997 | 27,612 |
| 706 Mowbray Road, Lane Cove NSW | 100 | Sep 1997 | 21,798 |
| 1-15 Rosebery Avenue and 1-55 Rothschild Avenue, Rosebery NSW | 100 | Apr 1998 and Oct 2001 | 69,449 |
| 10-16 South Street, Rydalmere NSW | 100 | Sep 1997 | 35,370 |
| 19 Chiftey Street, Smithfield NSW | 100 | Dec 1998 | 11,426 |
| 3 Brookhollow Avenue, Baulkhara Hills NSW | 100 | Dec 2002 | 41,753 |
| 1 Foundation Place, Greystanes NSW | 100 | Dec 2002 | 39,124 |
| 352 Macaulay Road, Kensington VIC | 100 | Oct 1998 | 7,597 |
| 250 Forest Road, South Lara ViC | 100 | Dec 2002 | 33,757 |
| Boundary Road, Laverton North VIC | 100 | Jul 2002 | 36,410 |
| Pound Road, West Dandenong ViC | 100 | Jan 2004 | 52,713 |
| 15-23 Whicker Road, Gillman SA | 100 | Dec 2002 | 19,783 |
| 25 Donkin Street, South Brisbane QLD | 100 | Dec 1998 | 18,552 |
| Industrial properties | 868,188 | ||
| Governor Phillip Tower and Governor Macquarie Tower Office Complex 1 Farrer Place, Sydney NSW |
50 | Dec 1998 | 465,556 |
| 45 Clarence Street, Sydney NSW | 100 | 197,929 | |
| 309-321 Kent Street, Sydney NSW | 50 | Dec 1998 Dec 1998 |
142,929 |
| 1 Margaret Street, Sydney NSW | 100 | Dec 1998 | 141,398 |
| Victoria Cross, 60 Milter Street, North Sydney NSW | 100 | Dec 1998 | 83,582 |
| Zenith Centre, 821-843 Pacific Highway, Chatswood NSW | 100 | Dec 1998 | 190,518 |
| 240 St Georges Terrace, Perth WA | 100 | Jan 2001 | 238,765 |
| 30-34 Hickson Road, Sydney NSW | 100 | May 2002 | 117,675 |
| Southgate Complex, 3 Southgate Avenue, Southgate VIC | 100 | Aug 2000 | 346,664 |
| O'Connell House, 15-19 Bent Street, Sydney NSW | 100 | Aug 2000 | 49,086 |
| 201 Elizabeth Street, Sydney NSW | 50 | Aug 2000 | 106.796 |
| Garema Court, 140-180 City Walk, Civic ACT** | 100 | Aug 2000 | 43,313 |
| Australia Square, 264 George Street, Sydney NSW | 50 | Aug 2000 | 195,399 |
| Commercial properties | 2,319,610 |
The filte to all properties is freehold, with the exception of the properties marked ** which are leasehold.
| Independent valuation date |
Independent valuation amount \$2000 |
Independent valuer | Consolidated book value 30 June 2005 \$'000 |
Consolidated book value 30 June 2004 \$'000 |
|---|---|---|---|---|
| Sep 2003 | 31,100 | (a) | 11,104 | |
| Sep 2003 | 10,100 | $\langle j \rangle$ | 10,202 | |
| Sep 2003 | 14,500 | (b) | 14,540 | |
| Sep 2003 | 7,300 | (a) | 7,300 | |
| 3เค 2004 | 13,650 | $\left( \circ \right)$ | 13,694 | |
| Sep 2003 | 39,375 | (e) | 39,524 | |
| Sep 2003 | 5,750 | (b) | 5,756 | |
| Sep 2003 | 7,000 | $\langle G \rangle$ | 7,019 | |
| Sep 2003 | 8,600 | (d) | 8,792 | |
| Dec 2003 | 12,650 | (b) | 12,685 | |
| 3เค 2003 | 130,000 | $\left( a\right)$ | 134,006 | |
| Sep 2003 | 10,800 | (a) | 10,913 | |
| Sep 2003 | 11,900 | $\langle \text{\emph{G}} \rangle$ | 11,920 | |
| Dec 2004 | 18,450 | (e) | 18,450 | |
| 300 2004 | 8,000 | (e) | 8,379 | |
| 3นก 2005 | 41,000 | $\langle d \rangle$ | 41,000 | |
| Dec 2004 | 27,400 | (a) | 27,400 | |
| Dec 2004 | 32,400 | (a) | 33,077 | |
| Sep 2003 | 42,000 | $\left( \circ \right)$ | 42,587 | |
| Jun 2005 | 31,000 | $\left(\begin{smallmatrix} \mathcal{E} \ \mathcal{E} \end{smallmatrix}\right)$ | 31,000 | |
| Dec 2004 | 43,000 | (d) | 43,182 | |
| Sep 2003 | 25,300 | $\left(\ddot{\xi}\right)$ | 25,788 | |
| 3เก. 2003 | 78,700 | $\left( \circ \right)$ | 81,157 | |
| 3เก 2004 | 42,000 | $(\vec{t})$ | 42,588 | |
| Jan 2003 | 13,400 | $\left( \mathrm{c}\right)$ | 13,498 | |
| Dec 2003 | 36,600 | $\left( \varepsilon \right)$ | 41,753 | |
| Dec 2004 | 41,700 | (a) | 41,905 | |
| 3เค 2003 | 7,300 | $\left( \varepsilon \right)$ | 7,300 | |
| 3un 2005 | 34,600 | (e) | 34,600 | |
| 300 2004 | 23,700 | $\left( c\right)$ | 41,986 | |
| 3an 2005 3เค 2005 |
56,250 21,300 |
$\langle c \rangle$ (e) |
56,250 21,300 |
|
| 3an 2005 | 20,700 | (e) | 20,700 | |
| 927,525 | 961,355 | |||
| Dec 2004 | 512,500 | (b) | 515,137 | |
| Jan 2005 | 195,000 | $\left(\vec{t}\right)$ | 195,000 | |
| Dec 2003 | 128,750 | $\langle \texttt{G} \rangle$ | 131,359 | |
| 3นค 2005 | 139,000 | $\left( \text{c} \right)$ | 139,000 | |
| Mar 2005 | 86,000 | $(\vec{i})$ | 86,303 | |
| 3up 2004 | 216,000 | $\left(\begin{smallmatrix} \mathcal{E} \ \mathcal{E} \end{smallmatrix}\right)$ | 223,281 | |
| 3an 2005 | 270,000 | $\left( g\right)$ | 270,000 | |
| Mar 2004 | 122,000 | $\langle \mathbf{b} \rangle$ | 123,352 | |
| 3pm 2005 | 361,000 | $\langle d \rangle$ | 361,000 | |
| Sep 2004 | 55,500 | (e) | 56,323 | |
| Dec 2004 | 117,000 | (e) | 117,190 | |
| Oct 2003 | 44,600 | $\langle \rangle$ | 44,865 | |
| 3an 2005 | 184,000 | $\langle d \rangle$ | 184,000 | |
| 2,431,350 | 2,446,810 |
notes to the financial statements (continued)
note 13. non-current assets - investment properties (continued)
| Property | Ownership $( \% )$ |
Acquisition date | Cost including all additions \$'000 |
|---|---|---|---|
| 3765 Atlanta Industrial Drive, Atlanta | 80 | Sep 2004 | 6,031 |
| 7100 Highlands Parkway, Atlanta | 80 | Sep 2004 | 18,264 |
| Town Park Drive, Atlanta | 80 | Sep 2004 | 8,269 |
| Williams Drive, Atlanta | 80 | Sep 2004 | 11,834 |
| Stone Mountain, Atlanta | 80 | Sep 2004 | 8,503 |
| MD Food Park, Baltimore | 80 | Sep 2004 | 24,085 |
| West Nursery, Baltimore | 80 | Sep 2004 | 9,015 |
| Cabot Techs, Baltimore | 80 | Sep 2004 | 26,479 |
| 9112 Guildford Road, Baltimore | 80 | Sep 2004 | 10,440 |
| 8155 Stayton Drive, Baltimore | 80 | Sep 2004 | 8,677 |
| Patuxent Range Road, Baltimore | 80 | Sep 2004 | 14,298 |
| Bristol Court, Baltimore | 80 | Sep 2004 | 12,231 |
| NE Baltimore, Baltimore | 80 | Sep 2004 | 9,122 |
| 1181 Portal, 1831 Pertal and 6615 Tributary, Baltimere | 80 | 3มา 2005 | 13,446 |
| 10 Kenwood Circle, Boston | 80 | Sep 2004 | 13,900 |
| Commerce Park, Charlotte | 80 | Sep 2004 | 8,918 |
| 9900 Brookford Street, Charlotte | 80 | Sep 2004 | 4,915 |
| Westinghouse, Charlotte | 80 | Sep 2004 | 24,445 |
| Airport Exchange, Cincinnati | 80 | Sep 2004 | 4,996 |
| Empire Drive, Cincinnati | 80 | Sep 2004 | 6,968 |
| International Way, Cincinnati | 80 | Sep 2004 | 12,316 |
| Kentucky Drive, Cincinnati | 80 | Sep 2004 | 14,126 |
| Spiral Drive, Cincinnati | 80 | Sep 2004 | 6,715 |
| Turfway Road, Cincinnati | 80 | Sep 2004 | 6,084 |
| 124 Commerce, Cincinnati Kenwood Road, Cincinnati |
80 80 |
Sep 2004 Sep 2004 |
2,892 22,714 |
| Lake Forest Drive, Cincinnati | 80 | Sep 2004 | 15,010 |
| World Park, Cincinnati | 80 | Sep 2004 | 14,169 |
| Equity/Westbelt/Dividend, Columbus | 80 | Sep 2004 | 44,090 |
| 2700 International Street, Columbus | 80 | Sep 2004 | 4,458 |
| 3800 Twin Creeks Drive, Columbus | 80 | Sep 2004 | 5,897 |
| SE Colambus, Colambus | 80 | Sep 2004 | 15,900 |
| Arlington, Dallas | 80 | Sep 2004 | 10,466 |
| 1900 Diplomat Drive, Dallas | 80 | Sep 2004 | 5,314 |
| 2055 Diplomat Drive, Dallas | 80 | Sep 2004 | 3,210 |
| 1413 Bradley Lane, Dallas | 80 | Sep 2004 | 4,049 |
| North Lake, Dallas | 80 | Sep 2004 | 11,311 |
| 555 Airline Drive, Dallas 455 Airline Drive, Dallas |
80 80 |
Sep 2004 Sep 2004 |
7,840 3,931 |
| Hillgcrard, Dallas | 80 | Sep 2004 | 9,868 |
| 11011 Regency Crest Drive, Dallas | 80 | Sep 2004 | 8,540 |
| East Collins, Dallas | 80 | Sep 2004 | 4,281 |
| 3601 East Plano/1000 Shiloh, Dallas | 80 | Sep 2004 | 15,033 |
| East Plano Parkway, Dallas | 80 | Sep 2004 | 26,222 |
| 820-860 Avenue F, Dallas | 80 | Sep 2004 | 8,181 |
| 10th Street, Dallas | 80 | Sep 2004 | 11,221 |
| Capital Avenue, Dallas | 80 | Sep 2004 | 7,111 |
| CTC at Valwood, Dallas | 80 | Sep 2004 | 4,275 |
| Brackbill, Harrisburg | 80 | Sep 2004 | 27,502 |
| Mechanicsburg, Harrisburg | 80 | Sep 2004 | 21,737 |
| 181 Fulling Mill Road, Harrisburg | 80 | Sep 2004 | 11,053 |
| Balance carried forward | 610,352 |
| Independent valuation date |
Independent valuation amount \$'000 |
Independent valuer |
Consolidated book value 30 June 2005 \$'000 |
Consolidated book value 30 June 2004 \$'000 |
|---|---|---|---|---|
| 3ยก 2005 | 6,702 | $\left( \mathrm{c}\right)$ | 6,702 | |
| Jun 2005 | 17,277 | $\left( \text{C}\right)$ | 17,277 | |
| 3un 2005 | 8,701 | $\left( c\right)$ | 8,701 | |
| 3นกะ 2005 | 10,842 | $\left( c\right)$ | 10,842 | |
| 3up 2005 | 6,711 | $\left( c\right)$ | 6,711 | |
| 3เก 2005 | 29,581 | $\left( \text{c} \right)$ | 29,581 | |
| 3ยก 2005 | 8,538 | $\left( c\right)$ | 8,538 | |
| 3เก 2005 | 31,414 | $\langle c \rangle$ | 31,414 | |
| Bun 2005 | 12,304 | $\left( c\right)$ | 12,304 | |
| 3นกะ 2005 | 9,734 | $\left( c\right)$ | 9,734 | |
| 3up 2005 | 15,576 | $\langle c \rangle$ | 15,576 | |
| 3เก 2005 | 13,481 | $\left( \mathrm{c}\right)$ | 13,481 | |
| 3เค 2005 | 10,509 | $\left( c\right)$ | 10,509 | |
| Apr 2005 | 13,222 | $\left( c\right)$ | 13,447 | |
| 3up 2005 | 13,482 | $\left( c\right)$ | 13,482 | |
| 3นก. 2005 | 8,672 | $\left( c\right)$ | 8,672 | |
| 3un 2005 | 4,843 | $\left( c\right)$ | 4,843 | |
| 3an 2005 | 22,548 | $\left( c\right)$ | 22,548 | |
| 3ยก 2005 | 4,748 | $\left( c\right)$ | 4,748 | |
| Jun 2005 | 8,026 | $\langle c \rangle$ | 8,026 | |
| 3un 2005 | 13,089 | $\langle c \rangle$ | 13,089 | |
| 3tar 2005 | 14,071 | $\left( c\right)$ | 14,071 | |
| Jun 2005 | 6,468 | $\langle c \rangle$ | 6,468 | |
| Jun 2005 | 6,235 | $\left( \text{c} \right)$ | 6,235 | |
| 3ยก 2005 | 2,683 | $\left( c\right)$ | 2,683 | |
| Jun 2005 | 22,423 | $\left( c\right)$ | 22,423 | |
| Bun 2005 | 14,763 | $\left( c\right)$ | 14,763 | |
| 3นกะ 2005 | 12,958 | $\left( c\right)$ | 12,958 | |
| 3un 2005 | 49,921 | $\left( c\right)$ | 49,921 | |
| Jun 2005 | 5,199 | $\left( \text{c} \right)$ | 5,199 | |
| 3ยก 2005 | 6,283 | $\left( c\right)$ | 6,283 | |
| Jun 2005 3un 2005 |
14,673 10,864 |
$\langle c \rangle$ $\left( c\right)$ |
14,673 10,864 |
|
| 3นกะ 2005 | 5,628 | $\left( c\right)$ | 5,628 | |
| 3un 2005 | 4,429 | (c) | 4,429 | |
| 3เพา 2005 | 3,534 | $\left( c\right)$ | 3,534 | |
| 3ยก 2005 | 13,613 | $\left( c\right)$ | 13,613 | |
| Jun 2005 | 8,115 | $\left( c\right)$ | 8,115 | |
| 3un 2005 | 4,581 | $\langle c \rangle$ | 4,581 | |
| Jun 2005 | 10,521 | $\left( \mathrm{c}\right)$ | 10,521 | |
| 3un 2005 | 7,997 | $\langle c \rangle$ | 7,997 | |
| Jun 2005 | 5,090 | $\langle c \rangle$ | 5,090 | |
| Jun 2005 | 18,158 | $\left( \mathrm{c}\right)$ | 18,158 | |
| 3นก 2005 | 27,016 | $\langle c \rangle$ | 27,016 | |
| 3นา 2005 | 9,234 | $\left( c\right)$ | 9,234 | |
| 3um 2005 | 11,453 | $\left( \mathrm{c}\right)$ | 11,453 | |
| 3นก 2005 | 6,741 | $\left( c\right)$ | 6,741 | |
| 3un 2005 | 4,712 | $\left( c\right)$ | 4,712 | |
| 3แก 2005 | 30,105 | $\left( c\right)$ | 30,105 | |
| 3นค 2005 | 23,822 | $\left( \mathrm{c}\right)$ | 23,822 | |
| 3แก 2005 | 11,822 | $\left( c\right)$ | 11,822 | |
| 643,111 | 643,336 | |||
......
notes to the financial statements (continued)
note 13. non-current assets - investment properties (continued)
| Property | Ownership (% ) |
Acquisition date | Cost including all additions \$'000 |
|
|---|---|---|---|---|
| Balance brought forward | 610,352 | |||
| Glendale, Los Angeles | 80 | Sep 2004 | 63,172 | |
| 14489 Industry Circle, Los Angeles | 80 | Sep 2004 | 8,934 | |
| 14555 Alondra/6530 Altura, Los Angeles | 80 | Sep 2004 | 22,589 | |
| San Fernando Valley, Los Angeles | 80 | Sep 2004 | 18,948 | |
| Memphis Industrial, Memphis | 80 | Sep 2004 | 12,018 | |
| 2950 Lexington Avenue S, Minneapolis | 80 | Sep 2004 | 11,351 | |
| Mounds View, Minneapolis | 80 | Sep 2004 | 24,811 | |
| 6105 Trenton Lane, Minneapolis | 80 | Sep 2004 | 9,705 | |
| 8575 Monticello Lane, Minneapolis | 80 | Sep 2004 | 2,158 | |
| 7401 Cahill Road, Minneapolis | 80 | Sep 2004 | 3,487 | |
| CTC at Dulles, Northern Virginia | 80 | Sep 2004 | 32,059 | |
| Alexandria, Northern Virginia | 80 | Sep 2004 | 57,376 | |
| Nokes Boulevard, Northern Virginia | 80 | Sep 2004 | 26,128 | |
| Guildford, Northern Virginia | 80 | Sep 2004 | 20,945 | |
| Beaumeade Telecom, Northern Virginia | 80 | Sep 2004 | 40,702 | |
| Orlando Central Park, Orlando | 80 | Sep 2004 | 71,403 | |
| 7500 Exchange Drive, Orlando | 80 | Sep 2004 | -6,382 | |
| 105-107 South 41st Avenue, Phoenix | 80 | Sep 2004 | 17,191 | |
| 1429-1439 South 40th Avenue, Phoenix | 80 | Sep 2004 | 11,433 | |
| 10397 West Van Buren Street, Phoenix | 80 | Sep 2004 | 9,171 | |
| 844 44th Avenue, Phoenix | 80 | Sep 2004 | 7,729 | |
| 220 South 9th Street, Phoenix | 80 | Sep 2004 | 8,182 | |
| 431 North 47th Avenue, Phoenix | 80 | Sep 2004 | 7,538 | |
| 601 South 55th Avenue, Phoenix | 80 | Sep 2004 | 5,423 | |
| 1000 South Priest Drive, Phoenix | 80 | Sep 2004 | 6,087 | |
| 1120-1150 W. Alameda Drive, Phoenix | 80 | Sep 2004 | 9,034 | |
| 1858 East Encante Drive, Phoenix | 80 | Sep 2004 | 5,151 | |
| 3802-3922 East University Drive, Phoenix | 80 | Sep 2004 | 11,628 | |
| Chino, Riverside | 80 | Sep 2004 | 7,517 | |
| Mira Loma, Riverside | 80 | Sep 2004 | 13,345 | |
| Ontario, Riverside | 80 | Sep 2004 | 37,125 | |
| 4190 East Santa Ana Street, Riverside | 80 | Sep 2004 | 6,137 | |
| Rancho Cucamonga, Riverside | 80 | Sep 2004 | 27,512 | |
| 12000 Jersey Coart, Riverside | 80 | Sep 2004 | 5,291 | |
| Airway Road, San Diego | 80 | Sep 2004 | 11,474 | |
| 5823 Newton Drive, San Diego | 80 | Sep 2004 | 21,487 | |
| 2210 Oak Ridge Way, San Diego | 80 | Sep 2004 | 6,513 | |
| Kent West, Seattle | 80 | Sep 2004 | 32,178 | |
| 26507 79th Avenue South, Seattle | 80 | Sep 2004 | 3,391 | |
| 8005 S. 266th Street, Seattle | 80 | Sep 2004 | 8,910 | |
| West Palm Beach, South Florida | 80. | Sep 2004 | 27,273 | |
| Calvert/Murry's, Northern Virginia | 80 | Sep 2004 | 6,498 | |
| US properties | 1,355,738 | |||
| Total controlled entities | 4,776,036 | |||
| Total investment properties -- non-current | 6,016,853 | |||
| Consolidated book value 30 June 2004 \$'000 |
Consolidated book value 30 June 2005 \$'000 |
Independent valuer | Independent valuation amount \$'000 |
Independent valuation date |
|---|---|---|---|---|
| 643,336 | 643,111 | |||
| 73,460 | $\left( \mathrm{C}\right)$ | 73,460 | Jan 2005 | |
| 10,916 | $\left( c\right)$ | 10,916 | Jun 2005 | |
| 27,225 | $\left( \mathrm{c}\right)$ | 27,225 | Jan 2005 | |
| 23,168 | $\left( c\right)$ | 23,168 | Jun 2005 | |
| 12,435 | $\left( \mathrm{C}\right)$ | 12,435 | Jan 2005 | |
| 11,126 | $\left( \mathrm{C}\right)$ | 11,126 | Jun 2005 | |
| 24,714 | $\left( \mathrm{C}\right)$ | 24,714 | Jan 2005 | |
| 9,555 | $\left( \mathrm{c}\right)$ | 9,555 | Jun 2005 | |
| 2,506 | $\left( \mathrm{C}\right)$ | 2,506 | Jan 2005 | |
| 2,901 | $\left( \mathrm{C}\right)$ | 2,901 | Jun 2005 | |
| 34,031 | $\left( \mathrm{C}\right)$ | 34,031 | Jan 2005 | |
| 69,247 | $\left( \mathrm{C}\right)$ | 69,247 | Jun 2005 | |
| 35,995 | $\left( \mathrm{c}\right)$ | 35,995 | Jan 2005 | |
| 27,225 | $\left( \mathrm{C}\right)$ | 27,225 | Jan 2005 | |
| 44,503 | $\left( \mathrm{C}\right)$ | 44,503 | Jun 2005 | |
| 76,224 | $\left( \mathrm{C}\right)$ | 76,224 | 3un 2005 | |
| 7,235 | $\left( \mathrm{C}\right)$ | 7,235 | Jun 2005 | |
| 19,634 | $\left( \mathrm{c}\right)$ | 19,634 | Jan 2005 | |
| 13,613 | $\left( \mathrm{c}\right)$ | 13,613 | Jun 2005 | |
| 13,613 | $\left( c\right)$ | 13,613 | Jan 2005 | |
| 9,424 | $\left( \mathrm{c}\right)$ | 9,424 | Jun 2005 | |
| 8,770 | $\langle c \rangle$ | 8,770 | Jan 2005 | |
| 9,031 | $\left( c\right)$ $\langle c \rangle$ |
9,031 | Jun 2005 Jan 2005 |
|
| 6,152 6,545 |
$\langle c \rangle$ | 6,152 | Jun 2005 | |
| 9,824 | $\left( c\right)$ | 6,545 9,824 |
Jan 2005 | |
| 5,366 | $\left( \mathrm{c}\right)$ | 5,366 | Jun 2005 | |
| 12,558 | $\left( c\right)$ | 12,558 | Jan 2005 | |
| 8,508 | $\left( c\right)$ | 8,508 | Jun 2005 | |
| 17,866 | $\left( c\right)$ | 17,866 | Jan 2005 | |
| 46,607 | $\left( c\right)$ | 46,607 | Jun 2005 | |
| 7,788 | $\left( \mathrm{c}\right)$ | 7,788 | Jan 2005 | |
| 35,591 | $\langle c \rangle$ | 35,591 | Jun 2005 | |
| 7,286 | $\left( \mathsf{c}\right)$ | 7,286 | 3ยกะ 2005 | |
| 14,765 | $\left( \mathrm{c}\right)$ | 14,765 | Jun 2005 | |
| 25,131 | $\left( \mathrm{c}\right)$ | 25,131 | Jan 2005 | |
| 7,853 | $\left( c\right)$ | 7,853 | Jan 2005 | |
| 35,468 | $\left( c\right)$ | 35,468 | 3un 2005 | |
| 3,534 | $\left( c\right)$ | 3,534 | 3pp 2005 | |
| 9,748 | $\left( \mathrm{c}\right)$ | 9,748 | 36m 2005 | |
| 26,832 | $\left( \mathrm{c}\right)$ | 26,832 | Jun 2005 | |
| 6,793 | $\left( \mathrm{C}\right)$ | 6,793 | 3เกา 2005 | |
| 1,504,102 | 1,503,876 | |||
| 5,145,000 | 5,095,251 | |||
| 1,635,508 | 6,542,062 | 6,353,291 | ||
notes to the financial statements (continued)
note 13, non-current assets investment properties (continued)
valuer
(a) Colliers International
(b) Landmark White
(c) CB Richard Ellis
(d) Jones Lang LaSalle
(e) Knight Frank
(f) FPD Savills
(g) M3 Property
valuations of investment properties
The basis of valuation of investment properties is fair value, being the amounts for which the assets could be exchanged between. knowledgeable willing parties in an arm's length transaction, based on current prices in an active market for similar properties in the same focation and condition and subject to similar leases. Properties independently valued in the fast 12 months were based on. independent assessments by a member of the Australian Property Institute or the Appraisal Institute in the United States of America. Properties not independently valued during the last 12 months. are carried at Directors' valuation at 30 June 2005, being the independent valuation plus capital expenditure incurred since the date of valuation, and taking into consideration market movements.
DB RREEF Diversified Trust
Acquisitions
Westfield North Lakes Shopping Centre QLD
On 19 August 2004, DDF acquired a 50 percent interest in Westfield North Lakes Shopping Centre for \$60.76 million.
Westfield Hurstville Shopping Centre NSW
On 6 May 2005, DDF acquired a 50 percent interest in Westfield Hurstville Shopping Centre through the DB RREEF Harstville Trast, a 100 percent owned sub-trust of DDF, for a consideration of \$232.5 million.
Disposals
West Lakes Shopping Centre, West Lakes SA
On 6 May, DDF sold a 50 percent share in West Lakes Shopping. Centre for a consideration of \$122.5 million.
144 Edward Street, Brisbane QLD
In November 2004, DDF sold 144 Edward Street, Brisbane for a consideration of \$44.65 million.
Powers Road, Seven Hills NSW
In October 2004, the property was settled for consideration of \$29.76 million.
Station Road, Seven Hills NSW
In November 2004, all the eleven subdivided lots of this property were settled for \$16.55 million.
Redwood Gardens Industrial Estate Stages 3,5,6 and 7 and Lot 4 Dingley VIC
During the year ten of thirty two subdivided lots of this property were sold for a consideration of \$8.24 million.
Whitford City and Whitfords Avenue, Hillarys WA
On 20 August 2004, 50 percent of the properties were sold for a collective consideration of \$192.5 million.
Plenty Valley Town Centre, South Morang VIC
On 20 August 2004, 50 percent of the property was sold for a consideration of \$19 million.
1 Chifley Square, Sydney NSW
On 4 April 2005, the property was settled for consideration of \$60 million.
Developments
Axxess Corporate Park (Mount Waverley) VIC
DDF has secured an office pre-commitment, to Alinta Limited for a 10 year term. The market value "As if Complete" provided by an independent valuer is \$27.4 million. The capital expenditure spent to date is \$11.57 million.
DB RREEF Industrial Trust
Disposals
McDowell Street, Welshpool WA
On 3 November 2004, the Trust sold 33 McDowell Street, Welshpool for \$4.2 million.
Rothschild Avenue, Rosebery NSW
In February 2005, the Trust sold part of Refhschild Avenue, Rosebery for \$22 million.
Developments
Boundary Road, North Laverton VIC
In December 2004, construction of the first building for Visy Industrial Packaging and Stage 1 infrastructure works reached practical completion.
Brookhollow Avenue, Baulkham Hills NSW
The approved Masterplan for the estate provides for approximately 25,000 square metres of office and warehouse accommodation.
Pound Road West, Dandenong VIC
In December 2004, construction of the building for Aluminium Specialties Group was completed and in February 2005, construction of the building for Westgate Logistic was completed.
DB RREEF Diversified Trust and DB RREEF Industrial Trust
Acquisitions
DB RREEF Industrial Holdings LLC
On 30 September 2004, DIT and DDF each acquired a 50 percent. interest in the US REIT. The US REIT owns an 80 percent interest in a joint venture with CalWest to own 93 industrial properties in the United States of America. Refer to note 39 for further details.
DB RREEF Office Trust
Acquisitions
NRM Tower, Auckland
On 4 August 2004, the Trust entered into a contract to purchase. NRM Tower, Auckland on completion of its development for NZ\$110.4 million (subject to an area survey and the leasing profile
reconciliation
of the building). NZ\$5.5 million has been lent to the developer as a contribution prior to completion. It is currently estimated that the project will reach practical completion in September 2005.
DB RREEF Industrial Holdings LLC
Acquisitions and disposals
1181 Portal, 1831 Portal and 6615 Tributary, Baltimore, MD, ("Fort Holabird")
On 3 June 2005, DB RREEF Industrial Properties, LLC purchased 1181 Portal, 1831 Portal and 6615 Tributary, Baltimore, MD, ("Fort-Hofabird") and simultaneously sold 1855 Dornoch Court, San Diego, CA, ("Domoch Court") in a fax-deferred exchange. Fort Holabirdwas purchased for \$13.2 million while Dornoch Court was sold for \$15.2 million.
| Parent Entity | |||||
|---|---|---|---|---|---|
| Note(s) | 2005 \$'000 |
2004 \$'000 |
2005 \$'000 |
2004 \$.000 |
|
| Carrying amount at 1 Buly 2004. | 1.635.508 | 1.575.332 | 1,635,508 | 1.575.332 | |
| Properties acquired on stapling | 3,280,344 | --- | |||
| Additions | 1.812.168 | 106.038 | 163.260 | 106.038 | |
| Disposals | (479.043) | (52.506) | (441.681) | (52.506) | |
| Revaluation increments | 26 | 262.825 | 6.644 | 39.975 | 6.644 |
| Foreign exchange difference on foreign currency translation. | 30.260 | ||||
| Carrying amount as at 30 June 2005 | 6.542.062 | 1.635.508 | 1.397.062 | 1.635.508 |
note 14, non-current assets - Ioan notes receivable from associate
| Consolidated | Parent Entity | ||||
|---|---|---|---|---|---|
| 2005 \$'000 |
2004 \$'000 |
2005 \$000 |
2004 \$'000 |
||
| Lean notes receivable from DB RREEF Holdings Pty Limited | -45.092 | $\cdots$ | $\sim$ | $\cdots$ | |
| Total non-current assets - loan notes receivable from associate | 45.092 | TOW- | DOM: |
DRH issued an equal amount of corporate bonds to its two owners - First Australian Property Pty Limited and DRO, in order to fund its 100 percent acquisition of DB RREEF Funds Management Limited (Responsible Entity of DRO). These bonds are 20 years in duration and yield 11 percent per annum.
notes to the financial statements (continued)
note 15, non-current assets - investments in controlled entity
| Parent Entity | ||
|---|---|---|
| 2005 | 2004 | |
| \$'000 | \$'000 | |
| Units in controlled entities | ||
| At Directors' valuation | ||
| DB RREEF Harstville Trast | 233,867 | |
| Total non-current assets - investments in controlled entity | 233,867 | |
| reconciliation | ||
| Parent Entity | ||
| 2005 | 2004 | |
| \$'000 | \$'000 | |
| Parent | ||
| Carrying amount at 1 July 2004 | $\cdots$ | |
| Additions | 223,867 | |
| Carrying amount as at 30 June 2005 | 233,867 |
The controlled entity is a wholly owned sub-trust of the Trust. Both the parent entity and the controlled entity were formed in Australia.
note 16, non-current assets - investments accounted for using the equity method
investments are accounted for in the consolidated financial statements using the equity method of accounting.
The Trust's investment in Mt Draitt Shopping Centre Trust and DB RREEF industrial Properties, Inc. are carried at Directors' valuation being net tangible assets of the underlying entity and taking into consideration market movements.
Information relating to these entities is set out below.
| Name of trust | Principal activity | Ownership | Consolidated | Parent Entity | ||
|---|---|---|---|---|---|---|
| interest 2005 | 2005 | 2004 | 2005 | 2004 | ||
| % | \$'000 | \$.000 | \$'000 | \$'000 | ||
| Held by parent entity | ||||||
| Mt Druitt Shopping Centre Trust. | Retail property investment | 50 | 154.957 | 154.957 | ||
| DB RREEF Industrial Properties, that? |
Asset and property investment | 50 | 192.197 | |||
| 154,957 | 347.154 | |||||
| Held by controlled entities | ||||||
| 2 O'Conneil Street Trust | Coramercial property investment | 50 | 8.045 | $\cdots$ | ||
| 4 O'Conneil Street Trust | Commercial property investment | 50 | 12.221 | $\cdots$ | ||
| Bligh Street Trust | Commercial property investment | 50 | 16.585 | |||
| DB RREEF Holdings | Asset, property and funds. | 50 | 17.166 | |||
| Pty Limited | management. | |||||
| 54,017 | ||||||
| Total | 208,974 | 347.154 |
1 The remaining 50 percent of this entity is owned by DIT. As a result, this entity is classed as controlled on a consolidated basis.
note 16, non-current assets - investments accounted for using the equity method (continued)
| Consolidated | |||
|---|---|---|---|
| 2005 | 2004 | ||
| \$'000 | \$'000 | ||
| Movements in carrying amounts of investments accounted for using the equity method | |||
| Carrying amount as at 1 July 2004 | |||
| Interest acquired on stapling | 36.965 | ||
| Interest acquired during the year | 167.678 | ||
| Share of net profits after tax | 12.544 | ||
| Distributions received | (8,213) | ||
| Carrying amount as at 30 June 2005 | 208,974 | ||
| Results attributable to associates | |||
| Operating profits before income tax | 13,306 | ||
| Income tax expense | (762) | ||
| Operating profits after income tax | 12,544 | ||
| Less: Distributions received | (8,213) | ||
| 4,331 | $\overline{\phantom{a}}$ | ||
| Undistributed income attributable to associates acquired on stapling | 1.215 | ||
| Undistributed income attributable to associates as at 30 June 2005 | 5.546 | ||
| Summary of the performance and financial position of investments accounted for using the equity method | |||
| The aggregate profits, assets and liabilities of investments accounted for using the equity method are: | |||
| Profits from ordinary activities after income tax expense. | 12.544 | ||
| Assets | 292.535 | ||
| Liabilities | 54.150 | ||
| Share of associates' expenditure commitments | |||
| Capital commitments | 17.557 |
note 17, non-current assets - other
| Consolidated | Parent Entity | |||
|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | |
| \$'000 | \$'000 | \$000 | \$000 | |
| Capitalised lease incentives | 11,462 | 472 | 711 | 472 |
| Capitalised leasing fees | 4.931 | 469 | 584 | 469 |
| Tenant and other bonds. | 2.171 | 583 | 615 | 583 |
| Deferred borrowing costs | -4,293 | --- | --- | |
| Net receivable on currency hedge contracts. | 6.064 | $\cdots$ | 3.032 | |
| Other | 2.931 | $\cdots$ | $\sim$ | |
| Total non-current assets -- other | 31.852 | 1.524 | 4.942 | 1.524 |
notes to the financial statements (continued)
note 18. current liabilities - payables
| Consolidated | Parent Entity | |||
|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | |
| \$'000 | \$.000 | \$'000 | \$'000 | |
| Trade creditors | 32.183 | 2.822 | 8.379 | 2.822 |
| Accruals | 6.265 | 282 | 712 | 282 |
| Option fee received | 6.000 | $\cdots$ | 6,000 | |
| Amount payable to outside equity interest | 26.727 | $\cdots$ | $\cdots$ | |
| Accrued capital expenditure | 2.795 | 3.700 | 2.561 | 1.700 |
| Prepaid income | 28.830 | 509 | 422 | 509 |
| Responsible Entity fee payable | 2.142 | 641 | 682 | 641 |
| GST payable | 516 | 149 | 124 | 149 |
| Accrued interest | 19.021 | 2.766 | 2.766 | |
| Total current liabilities -- payables | 118,479 | 14,869 | 12,880 | 14.869 |
note 19. current and non-current liabilities - interest bearing liabilities
current
| Consolidated | Parent Entity | |||
|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | |
| \$000 | \$000 | \$'000 | \$'000 | |
| Secured | ||||
| Commercial paper | 118.338 | $\cdots$ | $\cdots$ | |
| Commercial mortgage backed securities | 236.000 | $\cdots$ | ||
| Bank loans | 15.498 | $\cdots$ | ||
| Total secured | 369,836 | $\overline{\phantom{a}}$ | $\overline{\phantom{a}}$ | |
| Unsecured | ||||
| Bank loans | $\cdots$ | 349.200 | $\cdots$ | 349,200 |
| Medium term notes | 125,000 | 125,000 | ||
| Total unsecured | $n_{\rm F}$ | 474,200 | $\mathcal{L}$ | 474.200 |
| Total current liabilities - interest bearing liabilities | 369,836 | 474,200 | ww. | 474,200 |
note 19. current and non-current liabilities - interest bearing liabilities (continued)
non-current
| Consolidated | Parent Entity | |||
|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | |
| \$'000 | \$000 | \$'000 | \$000 | |
| Secured | ||||
| Commercial paper | 452,449 | $\cdots$ | ||
| Commercial mortgage backed securities | 705,169 | $\ddot{\phantom{0}}$ | ||
| Bank loans | 439,666 | $\cdots$ | $\ddotsc$ | |
| Total secured | 1,597,284 | AW | AW | |
| Unsecured | ||||
| Commercial notes | 261,780 | $\ddot{\phantom{0}}$ | ||
| Medium terra notes | 6,836 | |||
| Preferred shares | 12 2 | $\cdots$ | ||
| Bank loans | 555,707 | $\cdots$ | $\cdots$ | |
| Intercompany loan! | $\cdots$ | 581,077 | ||
| Total unsecured | 824,444 | $\mathbf{w}$ | 581,077 | m |
| Total non-current liabilities -- interest bearing liabilities | 2,421,728 | $\mathbf{w}$ | 581,077 | n. |
1 The intercompany toan represents a loan from DB RREEF Finance Pty Limited.
financing arrangements
The Stapled Entity has access to the following lines of credit:
| Consolidated | Parent Entity | |||
|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | |
| \$'000 | \$'000 | \$'000 | \$000 | |
| Borrowing facilities | ||||
| Commercial paper | 578.200 | --- | ||
| Commercial mortgage backed securities | 941.169 | |||
| Commercial notes | 261.780 | --- | --- | |
| Bank loans | 1.330,033 | 400.000 | 400.000 | |
| Medium terro notes | 6.835 | 125,000 | 125.000 | |
| 3,118,017 | 525,000 | 525,000 | ||
| Used at balance date | (2.791.443) | (474.200) | (474.200) | |
| Unused at balance date | 326,574 | 50.800 | 50,800 |
notes to the financial statements (continued)
note 19, current and non-current liabilities interest bearing liabilities (continued)
DB RREEF Finance Pty Limited, a wholly-owned subsidiary of DRO, entered into syndicated bank debt facilities on 29 September 2004. The facilities include a \$300 million three year, multi-currency revolving credit facility, a \$300 million 364 day revolving credit facility and a US\$210 million (A\$274.869 million) three year. revolving credit facility. These facilities are supported by the Stapled Entity guarantee arrangements. DB RREEF Industrial Properties, the may only berrow under the US\$210 million facility. The \$300 million 364 days facility has been extended for a further 364 days to mature in September 2006.
The consolidated accounts of the Stapled Entity include the debt facilities of the US joint venture. The facilities include US\$123 million. (A\$160.661 million) of bank mortgages that amortise through monthly principal and interest payments with a weighted average maturity date of September 2008 and a US\$225 million (A\$294.503 million). secured interest only bank loan maturing in September 2009.
DB RREEF Finance Pty Limited also entered into two bilateral arrangements on 29 September 2004. A \$170 million 364 day bridge facility has been repaid by asset sale proceeds and the limit cancelled in April 2005. A US\$200 million 180 day bridge facility was executed to provide funds for the repayment of the US dollar denominated preference shares in December 2004 and May 2005. US\$160 million and the balance of the bridge facility limit, US\$40. million, was cancelled in December and March 2005 respectively, with the issue of commercial notes (refer to following).
commercial notes
US\$160 million notes were issued in December 2004 to redeem US\$160 million of preference units. An additional US\$40 million of notes were settled in March 2005 to redeem the remaining. US\$40 million of preference units in May 2005, bringing the total commercial notes on issue to US\$200 million (A\$261.780 million). The US dollar denominated notes were privately placed with investors on terms to maturity ranging from December 2001 to March 2017.
commercial paper and commercial mortgage backed securities
DB RREEF Office Trust has liabilities resulting from the issuance. of \$452.4 raillion (facility limit of \$453.3 million) asset backed. commercial paper ("CP") and \$500 million commercial mortgage. backed securities ("CMBS"). The CMBS has an anticipated maturity date of April 2009. DB RREEF Industrial Trust has liabilities resulting from the issuance of \$118.3 million (facility limit of \$124.9 million). asset backed CP and \$236 million CMBS. The CMBS has an anticipated maturity date of December 2005. The US joint venture has liabilities resulting from the US\$157 million (A\$205.497 million). CMBS issue, maturing in September 2008 (inclusive of a three by one year extension option beginning September 2005).
medium tenn notes.
The US joint venture has liabilities resulting from US\$5 million. (A\$6.835 million) unsecured medium term notes maturing in September 2010.
preferred shares
DB RREEF Industrial Properties, Inc has issued US\$92,500 (A\$121,073) of preferred shares as part of the requirement to be classified as a Real Estate Investment Trust ("REIT") under US tax legislation. These preference shares will remain on issue until such time that the Board decides that it is no longer in the company's. inferest to qualify as a REIT.
In respect of current liabilities, management is in the process of negotiating new unsecured bank toans to replace commercial paper and CMBS. This will be finalised prior to December 2005.
note 20, current liabilities - current tax liabilities
| Consolidated | Parent Entity | ||||
|---|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | ||
| \$'000 | \$'000 | \$'000 | \$000 | ||
| Withholding tax | |||||
| Opening balance as at 3 July 2004 | 10.000 | ||||
| Withholding tax paid on operating activities -- current year | (778) | ||||
| Current vear's withholding tax expense on distributions paid | 2.256 | ||||
| Total current liabilities - current withholding tax liabilities | 1,478 | NW | |||
| Income tax | |||||
| Opening balance as at 3 July 2004. | |||||
| Deferred income tax liability | 48 | ||||
| Current vear's income tax expense on profit from ordinary activities | 1.069 | ||||
| Total current liabilities -- current income tax liabilities | 1.117 | TOTAL | me. | ||
| Total current liabilities -- current tax liabilities | 2,595 |
note 21. current liabilities - provisions
| Consolidated | Parent Entity | ||||
|---|---|---|---|---|---|
| 2005 | 2004 | -2005 | 2004 | ||
| \$'000 | \$'000 | \$'000 | \$000 | ||
| Provision for distribution | |||||
| Opening balance as at 1 July 2004. | 23.171 | 23.171 | 23.171 | 23.171 | |
| Additional provisions | 284.657 | $\cdots$ | 127.113 | ||
| Payments and reinvestment of distributions | (163.028) | $\cdots$ | (82.528) | ||
| Provisions for distributions as at 30 June 2005 | 144.800 | 23.171 | 67.756 | 23.171 | |
| Total current liabilities -- provisions | 144.800 | 23.171 | 67.756 | 23.171 |
provision for distribution.
Provision is made for distributions to be paid for the period ending 30 June 2005, payable on 29 August 2005.
notes to the financial statements (continued)
note 22, current liabilities - other
| Consolidated | Parent Entity | |||
|---|---|---|---|---|
| 2005 \$'000 |
2004 \$.000 |
2005 \$'000 |
2004 \$'000 |
|
| Offier borrowing costs | 6.397 | $\cdots$ | $\cdots$ | |
| Tenant bonds | 34 | $\cdots$ | 1000 | 1.11 |
| Deferred gain on currency hedge contracts | 2.242 | $\cdots$ | 1,12} | |
| Total current liabilities - other | 8.673 | mn. | 1.121 |
note 23. non-current liabilities - loan with related parties
| ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, | Consolidated | Parent Entity | ||
|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | |
| \$'000 | \$000 | \$'000 | \$'000 | |
| Non-interest bearing loan | $\cdots$ | $\cdots$ | 34.332 | ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, $- - -$ |
| Total non-current liabilities -- loan with related parties | $\mathbf{m}$ | $\blacksquare$ | 34,332 | mm. |
note 24, non-current liabilities - other
| Consolidated | Parent Entity | |||
|---|---|---|---|---|
| 2005 \$'000 |
2004 \$.000 |
2005 \$'000 |
2004 \$'000 |
|
| Tenant bonds | 8.103 | 585 | 894 | 585 |
| Offier borrowing costs | 15.352 | $\cdots$ | $\cdots$ | $100 - 100$ |
| Deferred gain on currency hedge contracts | 6.064 | $\cdots$ | 3,032 | $\cdots$ |
| Other | 24 | $\cdots$ | $\cdots$ | |
| Total non-current liabilities -- other | 29.543 | 585 | 3.926 | 585 |
note 25, contributed equity
| 2005 \$'000 |
Consolidated 2004 \$'000 |
2005 \$'000 |
Parent Entity 2004 \$000 |
|
|---|---|---|---|---|
| (a) Value of securities on issue | ||||
| -Opening balance as at 3 July 2004 | 1.028.028 | 976.048 | 1.028.028 | 976.048 |
| Additional equity acquired on stapling | 1.868.722 | $\cdots$ | ||
| Issue of stapled securities | 54.472 | 30.869 | 21.101 | 30.869 |
| Cost of distributions reinvested. | (45) | $\ddotsc$ | (168) | |
| Issue of units to staple | $\cdots$ | 316.263 | ||
| Capital distribution to staple | (362.916) | |||
| Distributions reinvested | 143,484 | 21.11 | 57.558 | 21.111 |
| Closing balance as at 30 June 2005 | 3.094.255 | 1.028.028 | 1.059.866 | 1.028.028 |
| 2005 | Consolidated 2004 |
2005 | Parent Entity 2004 |
|
|---|---|---|---|---|
| No. of securities | No. of securities | No. of units | No. of units | |
| (b) Number of securities on issue | ||||
| Opening balance as at 1 July 2004. | 996.612.986 | 951.443.626 | 996.612.986 | 951.443.626 |
| Additional units created on stapling | 1.581.311.602 | $\cdots$ | ||
| Issue of stapled securities | 41.521.457 | 26.862.822 | 41.521.457 | 26.862.822 |
| Issue of units to staple | $\cdots$ | 1.581.311.602 | ||
| Distributions reinvested. | 112.636.344 | 18.306.538 | 112.636.344 | 18,306,538 |
| Closing balance as at 30 June 2005 | 2.732.082.389 | 996.612.986 | 2.732.082.389 | 996.612.986 |
terms and conditions.
Each stapled security ranks equally with all other stapled securities. for the purposes of distributions and on termination of the Trust. Each stapled security entitles the holder to one vote, either in person or by proxy, at a meeting of each of the Trusts.
distribution reinvestment plan
Units were issued to existing unitholders under the old distribution. reinvestment plan ("DRP") in relation to distributions for the June. 2004 distribution period.
On 26 September 2004 the Trust established a new DRP under which holders of DRT stapled securities may elect to have all or part. of their distribution entitiements satisfied by the issue of new ordinary units rather than by being paid in cash.
Securities were issued under this new DRP for the December 2004. distribution and further securities will be issued for the June 2005. distribution.
On 26 August 2004, 5,917,804 securities were issued at a unit price. of \$1.1795.
On 28 February 2005, 106,718,540 securities were issued at a unit. price of \$1,2791.
stapling unit change
On 30 September 2004, the Stapled Entity was formed by the consolidation of the DDF, DIT, DOT and DRO. Each trust subscribed for units in accordance with the stapling ratios described in the Explanatory Memorandum and Product Disclosure Statement dated 30 August 2004.
As part of the stapling process, the Trust, DHT and DOT each paid a capital distribution that was applied on behalf of each security holder. to subscribe for new units in each of the other trusts, and DRO. As a consequence of this activity, the number of stapled securities owned by an investor in DRT equals the same number of units in the Trust, DIT, DOT and DRO.
On 19 October 2004, 1,581,311,602 units were issued by the Trust. at a unit price of \$0,2000 (refer to the Explanatory Memorandum and Product Disclosure Statement dated 30 August 2004). This was the price at which the Trust's units were issued to unitholders of DIT. and DOT as part of the stapling process described above. This was funded from the capital distribution that was paid by DIT and DOT.
On 4 November 2004, 41,521,457 units were issued by the Stapled. Entity at a unit price of \$1.3119. This issue of units was made inconsideration for the acquisition of management rights from FAP, all subsidiary of Deutsche Australia Limited. The securities were issued at \$1.13119 being the volume weighted average price over the tenbusiness days immediately following initial quotation of DRT. securities on the Australian Stock Exchange.
notes to the financial statements (continued)
note 26, reserves and undistributed income
(a) reserves
| Parent Entity | ||||
|---|---|---|---|---|
| 2005 | Consolidated 2004 |
2005 | 2004 | |
| \$'000 | \$'000 | \$'000 | \$'000 | |
| Asset revaluation reserve | 425.088 | 153,961 | 243,740 | 153,961 |
| Foreign currency translation reserve | (1,259) | |||
| Total reserves | 423,829 | 153,961 | 243,740 | 153,961 |
| movements | ||||
| Consolidated | Parent Entity | |||
| 2005 \$'000 |
2004 \$'000 |
2005 \$'000 |
2004 \$'000 |
|
| Asset revaluation reserve | ||||
| Opening balance as at 1 3uly 2004 | 153.961 | 147,317 | 153.961 | 147,317 |
| increment on revaluation of investment properties | 262.825 | 7.698 | 39,975 | 7.698 |
| Add: decrement recognised as an expense | 4.934 | |||
| increment attributable to outside equity interest | (56, 404) | |||
| Asset revaluation reserve acquired on stapling | 87.299 | |||
| Fair value adjustment for capitalised lease incentives | (2.952) | (2,952) | ||
| increment on revaluation of investments in associates | $\ddotsc$ | 56,039 | ||
| Total movement in asset revaluation reserve | 295,702 | 7.698 | 93,062 | 7,698 |
| Transfer to undistributed income | (24, 575) | (1,054) | (3,283) | (1.054) |
| Closing balance as at 30 June 2005 | 425.088 | 153,961 | 243,740 | 153,961 |
| Consolidated | Parent Entity | |||
| 2005 | 2004 | 2005 | 2004 | |
| \$'000 | \$'000 | \$'000 | \$'000 | |
| Foreign currency translation reserve | ||||
| Opening balance as at 1 3ply 2004 | ||||
| Foreign currency translation reserve acquired on stapling | 127 | |||
| Exchange difference arising from the translation of the financial |
$(1,386)$ statements of foreign operations. $\ldots$ $\ddotsc$ Total movement in foreign currency translation reserve $(1,259)$ $\overline{\phantom{a}}$ $\ddot{\phantom{a}}$ m, Closing balance as at 30 June 2005 $(1,259)$ $\bar{\mathbf{w}}$ $\ddot{\phantom{1}}$ $\ddot{\phantom{0}}$
(b) nature and purpose of reserves
Asset revaluation reserve
The asset revaluation reserve records increments and decrements on the revaluation of assets.
Foreign currency translation reserve
The foreign currency translation reserve records exchange differences arising from the translation of the financial statements of self-sustaining foreign operations.
note 26, reserves and undistributed income (continued)
(c) undistributed income
| Consolidated | Parent Entity | ||||
|---|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | ||
| \$'000 | \$'000 | \$'000 | \$000 | ||
| Undistributed income as at 1 3uly 2004. | 12.211 | 10.726 | 12.211 | 10.726 | |
| Net profit attributable to security holders | 219.523 | 90.834 | 111.619 | 90.834 | |
| Transfer from asset revaluation reserve | 24.575 | 1.054 | 3.283 | 1.054 | |
| Undistributed income acquired on stapling | 41.581 | $\cdots$ | $\cdots$ | ||
| Distributions provided for or paid | (281.303) | (90.403) | (327.113) | (90, 403) | |
| Undistributed income as at 30 June 2005 | 16,587 | 12.211 | 12.211 |
note 27, outside equity interests in controlled entities
| Consolidated | Parent Entity | ||||
|---|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | ||
| \$'000 | \$'000 | \$'000 | \$000 | ||
| DB RREEF RENTS Trust | |||||
| Proceeds on issue of securities | 204,000 | $\cdots$ | $\ddotsc$ | ||
| Issue costs | (6.114) | --- | |||
| 197,886 | $\overline{\phantom{a}}$ | m. | |||
| Undistributed income | 619 | $\cdots$ | |||
| 198,505 | ww | ww | nm. | ||
| Other equity holders | |||||
| Contributed equity | 138,397 | ||||
| Reserves | 29,203 | ||||
| Undistributed income | 547 | $\ddotsc$ | |||
| 168,147 | ww | me/ | m n/ | ||
| Total outside equity interest in controlled entities | 366,652 | Total C | AW | WW |
On 15 June 2005, DB RREEF Funds Management Limited in its capacity as Responsible Entity of DB RREEF RENTS Trust issued 2,040,000 preference smits with a face value of \$100 each on ASX. The securities, known as RENTS entitle holders to receive non-cumulative quarterly floating rate distributions at a margin 130 basis points above the 90 day bank bill rate. RENTS may exchange or cash or stapled securities on 30 June 2012 (the "Step-up Date"). For each distribution period following the Step-up Date, the margin will increase by a once only step-up of two percent per annum unless RENTS are repurchased or exchanged.
notes to the financial statements (continued)
note 28, distribution paid and payable
| Consolidated | Parent Entity | ||||
|---|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | ||
| \$'000 | \$'000 | \$'000 | \$'000 | ||
| Timing of distributions | |||||
| The distributions were paid/payable as follows: | |||||
| 30 September | 22.261 | 22,261 | |||
| 31 December (paid 28 February 2005). | 136.503 | 22.261 | 59,357 | 22,261 | |
| 31 March | 22.710 | $\cdots$ | 22,710 | ||
| 30 June (payable 29 August 2005) | 144.800 | 23.171 | 67.756 | 23,171 | |
| Total distributions | 281,303 | 90,403 | 127.113 | 90,403 | |
| Consolidated | Parent Entity | ||||
| 2004 | 2005 | 2004 | |||
| 2005 | |||||
| cents per | cents per | cents | cents | ||
| security | security | per unit | per unit | ||
| Distribution paid/payable cents per stapled security | |||||
| 30 September paid - ordinary units | 2.325 | 2.325 | |||
| 31 December paid - stapled security | 5.200 | 2.325 | 2.260 | 2.325 | |
| 31 March paid - ordinary units | 2.325 | 2.325 | |||
| 30 June pavable - stapled security | 5.300 | 2.325 | -2.480 | 2.325 |
The number of units has increased by 1,729,551,599 for the parent entity as a result of the Transaction and the February 2005 DRP. Had these not occurred and the number of onlis outstanding remained at 1,002,530,790, the distribution per unit by the parent entity would have been 12.68 cents per unit.
note 29. foreign currency and financial instruments
(a) credit risk
Credit risk is the risk that a tenant will fail to perform contractual obligations, including horiouring the term of its lease agreement. either in whole or in part, under a contract.
Concentrations of credit risk are minimised primarily by:
- a ensuring tenants, together with their respective credit limits, are approved; and
- ensuring that leases are undertaken with a large number 3 of tenants.
As such, the Trust does not have a concentration of credit risk that arises from an exposure to a single tenant.
Furthermore, the Trust does not have a material exposure to a group of counterparties which are expected to be affected similarly by changes in economic or other conditions.
On-balance sheet financial instruments
The credit risk on financial assets of the Trust which have been recognised in the Statements of Financial Position is the carrying amount.
Off-balance sheet financial instruments
Credit risk from entering into interest rate swap agreements and foreign exchange contracts is the risk that interest rate swap and foreign exchange counterparties default on any amount due under the contract.
Credit risk on interest rate swap agreements and foreign exchange contracts are minimised as counterparties are recognised financial intermediaries with acceptable credit ratings determined by recognised rating agencies.
Concentration of credit risk on interest rate swap agreements and foreign exchange contracts are minimised primarily by ensuring such agreements are undertaken with a reasonable spread of counterparties.
The credit risk on interest rate swap agreements and foreign exchange contracts are approximately equal to the net fair value or replacement value (refer note 29(b)).
(b) net fair value of financial assets and liabilities
Market risk is the risk that the value of the Trust's investment. portfolio will fluctuate as a result of changes in valuations. This risk is managed by ensuring that all activities are transacted inaccordance with mandates, overall investment strategy and within approved limits. Market risk analysis is conducted regularly on a total portfolio basis.
On-balance sheet financial instruments
The net fair value of cash and non-interest bearing monetary financial assets and liabilities approximate their carrying value.
As at 30 June 2005, the net fair value of contracts representing the net unrealised gain from converting forward exchange contracts was \$5,599,740, calculated using market rates, taking into account the true value of money. An amount of \$8,206,995 has been recognised on the Statement of Financial Position using year end spot rates.
Off-balance sheet financial instruments
As at 30 June 2005, the net fair value of financial (liabilities)/assets arising from interest rate swap agreements was (\$9,998,293) (2004: \$2,066,881) for the Stapled Entity and (\$3,014,535) (2004; \$2.066.881) for the Trust. These financial instruments are currently not required to be recognised under Australian Accounting Standards. on the Statements of Financial Position as at 30 June 2005.
These amounts represent the potential (liability)/asset of the Trust. if existing swap agreements and forward exchange contracts as at 30 June 2005 were to be terminated.
(c) liquidity and cash flow risk
Liquidity risk is the risk that the Trust will experience difficulty in either realising assets or otherwise raising sufficient funds to satisfy commitments. The risk management guidelines adopted are designed to minimise liquidity risk through:
- ensuring that there is no significant exposure to any individual creditor: and
- applying limits to ensure there is no concentration of liquidity risk to a particular counterparty or market segment.
(d) interest rate risk exposures
interest rate risk is the risk that the value of a financial instrument will fluctuate due to changes in market interest rates.
The Stapled Entity's exposure to inferest rate risk is hedged with interest rate swaps and the weighted average effective interest rate (for each class of financial asset and financial liability, and each maturity bracket including floating rate financial assets and liabilities). is set out in the table overleaf.
notes to the financial statements (continued)
note 29. foreign currency and financial instruments (continued)
| Consolidated | Fixed interest maturing in: | ||||||
|---|---|---|---|---|---|---|---|
| 30 June 2005 | Note(s) | Floating interest rate \$7000 |
I year or less \$'000 |
Over 1 and less than 5 years \$'000 |
More than 5 years \$'000 |
Non-interest bearing \$'000 |
Total \$'000 |
| Financial assets | |||||||
| Cash assets | 68.959 | 68,959 | |||||
| Receivables | 9 | $\cdots$ | $\sim$ | 29.986 | 29,986 | ||
| Other | 26.410 | 26.410 | |||||
| Loan notes receivable from associate | 14 | $\sim$ | 45.092 | 45,092 | |||
| Loan to third party | 5,006 | $\sim$ | $\ddot{\phantom{a}}$ | $\cdots$ | $\cdots$ | 5,006 | |
| Total | 73,965 | $\sim$ | w | $\mathbf{v}$ | 101,488 | 175,453 | |
| Weighted average interest rate | 5.09% | ||||||
| Financial liabilities | |||||||
| Pavables | 18 | 118.479 | 118,479 | ||||
| Provision for distribution | 21 | $\ddotsc$ | $\ddotsc$ | 144,800 | 144,800 | ||
| Other | 22/24 | ٠. | 38.216 | 38,216 | |||
| Interest bearing liabilities | 19 | 1.832.298 | 109.452 | 600.711 | 249.103 | $\cdots$ | 2.791.564 |
| interest rate swaps! | (2,896,767) | 218,822 | 1,800.573 | 877.372 | |||
| Total | (1.064.469) | 328.274 | 2.401.284 | 1.126.475 | 301.495 | 3,093,059 | |
| Weighted average interest rate (including swaps) | 5.74% | ||||||
| Net financial assets/(liabilities) | 1.138.434 | (328, 274) | $(2.401.284)$ $(1.126.475)$ | (200.007) | (2.917.606) |
I The above interest rate swaps include \$1.08 billion of swaps that are forward starting. These swaps will replace existing swaps of the Stapled Entity. The existing swaps mature to maintain the hedging profile approved by management.
| Consolidated | Fixed interest maturing in: | ||||||
|---|---|---|---|---|---|---|---|
| 30 June 2005 | Note(s) | Floating interest rate \$'000 |
l year or less \$'000 |
Over 1 and less than 5 years \$'000 |
More than 5 years \$'000 |
Non-interest bearing \$7000 |
Total \$'000 |
| Financial assets | |||||||
| Cash assets | 2.487 | 2,487 | |||||
| Receivables | $\cdots$ | 63.112 | 63,112 | ||||
| Other | $\overline{\phantom{a}}$ | $\overline{\phantom{a}}$ | $\overline{\phantom{a}}$ | 5.918 | 5,918 | ||
| Total | 2,487 | $\mathbf{v}$ | ANY | $\mathbf{w}$ | 69.030 | 71,517 | |
| Weighted average interest rate | 4.00% | ||||||
| Financial liabilities | |||||||
| Payables | 18 | $\ddotsc$ | 14.869 | 14,869 | |||
| Provision for distribution | 21 | $\ddotsc$ | 23.171 | 23,171 | |||
| Other | $\cdots$ | 585 | 585 | ||||
| Interest bearing liabilities. | 19 | 374,200 | 100,000 | $\cdots$ | 474,200 | ||
| interest rate swaps | (280.000) | (100,000) | 380,000 | ||||
| Total | 94.200 | $\sim$ | 380,000 | $\mathbf{w}$ | 38.625 | 512,825 | |
| Weighted average interest rate (including swaps). | 6.19% | ||||||
| Net financial (fiabilities)/assets | (91,713) | ww | (380,000) | 30.405 | (441.308) |
note 29, foreign currency and financial instruments (continued)
(e) foreign exchange rate risk exposures
When hedging its exposures, the Stapled Entity adopts a strategy using both physical and derivative financial instruments. In regard to derivative financial instruments, the Stapled Entity uses forward exchange contracts for hedging purposes.
| Weighted average exchange rate | Contracts to sell US\$ at an agreed exchange rate: | ||
|---|---|---|---|
| -30 June 2005 | l vear or less |
Over 1 and less than 2 years |
More than 2 years |
| To pay US\$ million | 22 | 16. | |
| To receive A\$ million | 31 | 23 | 40 |
| Weighted average exchange rate | A 7079. | 3.63.25263 | 0.6878 |
| Weighted average exchange rate | Contracts to sell NZ\$ at an agreed exchange rate: | ||
|---|---|---|---|
| 30 June 2005 | I year or less |
Over I and less than 2 years |
More than 2 years |
| To pay NZ\$ million | J) | $\cdots$ | |
| To receive A\$ million | h | $\cdots$ | |
| Weighted average exchange rate | 1.1134 | $\cdots$ |
note 30, contingent Habilities
On 30 September 2004, DB RREEF Industrial Properties, LLC entered into a put/call option agreement (the "Agreement") with CalWest providing the entity an option to buy six land parcels owned by CalWest. During the year ended 30 June 2005, DB RREEF Industrial Properties, LLC agreed to remove one parcel from the Agreement. While any of these parcels can individually or collectively be called from CalWest for purchase, the option to buy the remaining five land parcels will expire on 15 July 2006. On 15 July 2006, it is anticipated that all uncalled parcels will be put to DB RREEF Industrial Properties, LLC by CalWest, thereby requiring DB RREEF Industrial Properties, LLC to purchase all uncalled parcels. As at 30 June 2005, the purchase price for all the parcels is \$24.4 million. The purchase price is increased quarterly by multiplying the previous quarter's price by the applicable price factor specified in the Agreement, with a maximum purchase price of \$25.7 million that is reached at 15 Buly 2006.
On June 2005, DB RREEF Industrial Properties, LLC purchased Fort Holabird for \$13.2 million, and sold the Dornoch Court for \$15.2 million. in a tax-deferred exchange. In accordance with US tax laws, the difference between the net sales price and the purchase price (approximately \$1.6 million) is currently held in an escrow account until another property is purchased that qualifies for the exchange. It is anticipated that these funds will be used by DB RREEF Industrial Properties, LLC to purchase one of the five land parcels mentioned above and therefore the fax gain on sale will not be subject to US tax.
The Directors of the Responsible Entity are not aware of any matters in relation to the Stapled Entity, other than those disclosed in the financial statements, which should be brought to the attention of security holders as at the date of completion of this report.
Details and estimates of maximum amounts of contingent liabilities are as follows:
| Consolidated | Parent Entity | ||||
|---|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | ||
| \$'000 | \$'000 | \$'000 | \$'000 | ||
| Bank guarantees by the Stapled Entity in respect of: Variations and other financial risks associated with the development of 240 St Georges Terrace, Perth WA |
2.200 | 1.11 | |||
| Coles Myer Limited development at Boundary Road, Laverton North VIC. | 5,000 | $-1$ | |||
| Total contingent liabilities | 7.200 | WWW | mer. | ||
notes to the financial statements (continued)
note 31, commitments for expenditure
Capital commitments
The following amounts represent capital expenditure on investment properties contracted at the reporting date but not recognised as liabilities payable.
| Consolidated | Parent Entity | |||
|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | |
| \$'000 | \$000 | \$'000 | \$'000 | |
| Capital expenditure commitments in relation to development works: | ||||
| Not longer than one year | ||||
| Wesflakes Shopping Centre, Adelaide SA | 28,900 | 28,900 | ||
| Kings Park Industrial Estate, Kings Park NSW | 1.100 | 1.100 | ||
| Wallgrove Road, Eastern Creek NSW | 17,600 | 17,600 | ||
| Ferguson Centre, 130 George Street, Parramatta NSW | 23.821 | 23,821 | ||
| Axxess Corporate Park, Mount Waverley VIC | 11.375 | 4,500 | 11,375 | 4,500 |
| North Lakes Shopping Centre, Mango Hill QLD | 2.276 | 2.276 | ||
| Mt Druitt Shopping Centre, Mt Druitt NSW | 17,557 | 17,557 | ||
| Boundary Road, Laverton North VIC | 35.266 | |||
| 1-15 Rosebery Avenue, Rosebery NSW | 114 | |||
| 1 Margaret Street, Sydney NSW | 402 | |||
| Zenith Centre, 821-843 Pacific Highway, Chatswood NSW | 1.346 | |||
| 45 Clarence Street, Sydney NSW | 9.828 | |||
| Governor Phillip Tower and Governor Macquarie Tower Office Compiex 1 Farrer Place, Sydney NSW |
4.071 | |||
| Australia Square, 264 George Street, Sydney NSW | 3.406 | |||
| NRM Tower, 88 Shortland Street, Auckland | 100.942 | |||
| World Park, Cincinnati | 805 | |||
| Equity/Westbelt/Dividend, Columbus | 794 | |||
| 2055 Diplomat Drive, Dallas | 914 | |||
| Orlando Central Park, Orlando | 415 | |||
| 213,332 | 52.100 | 55,029 | 52,100 | |
| Later than one year but not later than five years | ||||
| Governor Phillip Tower & Governor Macquarie Tower Office Complex | ||||
| 1 Farrer Place, Sydney NSW | 22,826 | |||
| Boundary Road, Laverton North VIC | 50.749 | |||
| 73.575 | w. | $\overline{a}$ | ||
| Later than five years | ||||
| Total capital commitments | 286,907 | 52,100 | 55,029 | 52,100 |
note 32. leases
Leasing arrangements
Payments made under operating leases are expensed on a straight line basis over the term of the lease, except where an alternative basis is more representative of the pattern of benefits to be derived from the leased property.
The Trust has a commitment for ground rent payable in respect of a leasehold property included in property investments. An amount of \$290,356 was paid in respect of the year ended 30 June 2005 (2004: \$290,356). This commitment was reviewed in 2003 and annual lease payments were increased by a CPI factor as per the lease agreement. This commitment is next subject for review in 2012 and expires in 2037.
| Consolidated | Parent Entity | |||
|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | |
| \$'000 | \$'000 | \$'000 | \$'000 | |
| Non-cancellable operating lease | ||||
| Not fonger than one year. | 290 | 290 | 290 | 290 |
| Longer than one year but not longer than five years. | 1.162 | 1.162 | 3.162 | 1.162 |
| Longer than five years | 7.840 | 8.130 | 7.840 | 8.130 |
| 9.292 | 9.582 | 9.292 | 9.582 | |
No provisions have been recognised in respect of non-cancellable operating leases.
note 33, related parties
responsible entity
On 29 September 2004, DB RREEF Funds Management Limited replaced DB Real Estate Australia Limited, a wholly owned subsidiary of Deutsche Bank AG (ABN 13 064 165 162) as the Responsible Enfity.
responsible entity fees
Under the terms of the Trust Constitution, the Responsible Entity. is entitled to receive fees in relation to the management of the Trust (refer note 2).
In addition, the Responsible Entity is entitled to property management fees and to be reimbursed for expenses incurred. on behalf of the Trust.
related party transactions.
All related party transactions are conducted on normal commercial terras and conditions unless otherwise stated.
unitholdings
Deutsche Bank AG and its related parties, schemes and portfoliosmanaged by Deutsche Bank AG and its related parties held 453,322,396 stapled securities in the Stapled Enfity. In 2004, 48,189,519 units were held in DB RREEF Diversified Trust.
investments
DB RREEF Funds Management Limited, the Responsible Entity, is a wholly owned subsidiary of DRH.
DRH is 50 percent owned by DRO and 50 percent owned by EAP, a subsidiary of Deutsche Bank Group. The Trust is the parent entity and deemed acquirer of DRO.
notes to the financial statements (continued)
note 33, related parties (continued)
Deutsche Bank AG
Up to 29 September 2004, Deutsche Bank AG was the ultimate parent company of the Responsible Entity, DB Real Estate Australia Limited. Deutsche Bank continued to be a related party after 29 September 2004 as it continues to own 50 percent of the Manager and new Responsible Entity, DB RREEF Funds Management. Dealings with the bank include, not only transactions in its capacity as part owner of the new Responsible Entity, but also in the provision of financial services. There were a number of transactions and balances between the Trust and the Responsible Entity and related entities as detailed below:
| Consolidated | |||||
|---|---|---|---|---|---|
| Note(s) | 2005 | 2004 | 2005 | 2004 | |
| \$'000 | \$.000 | \$'000 | \$'000 | ||
| Transactions with DB Real Estate (Australia) Limited in its capacity as Responsible Entity of the Trust |
|||||
| Responsible Entity fees paid and payable | 2 | 1.894 | 8.693 | 1.894 | 8,693 |
| Adrainistration expenses incurred by the Responsible Entity which are reimbursed in accordance with the Trust's Constitution |
521 | ||||
| Transactions with Deutsche Bank AG in its capacity as a financier | |||||
| interest paid and payable on swaps for whom the counterparty was Deutsche Bank AG |
1.126 | 583 | |||
| interest and financing fees paid and payable on borrowings to Deutsche Bank AG |
772 | 7.633 | 296 | 7.633 | |
| Dealer fees paid and payable to Deulsche Bank AG for the co-management of medium term notes issued during the financial year |
1.157 | ||||
| Borrowings from Deutsche Bank AG | 129.887 | 125.000 | |||
| Loan repayment to Deutsche Bank AG | 125.000 | 125,000 | |||
| Interest and financing fees payable to Deutsche Bank AG. | 72 | 16 | |||
| Other transactions with Deutsche Bank AG | |||||
| Underwriting fees paid and payable to Deutsche Bank AG | 6.034 | 167 | |||
| Financial adviser's fee paid and payable to Deutsche Bank AG | 8.076 | 2.692 |
DB RREEF Funds Management Limited
On 29 September 2004, DB RREEF Funds Management Limited replaced Deutsche Asset Management (Australia) Limited as Responsible Entity of the Trust. There were a number of transactions and balances between the Trust and Responsible Entity and related entities as detailed below:
| Consolidated | Parent Entity | ||||
|---|---|---|---|---|---|
| Note(s) | 2005 | 2004 | 2005 | 2004 | |
| \$'000 | \$'000 | \$'000 | \$'000 | ||
| Responsible Entity fees paid and payable | 19.247 | 100 | 6.796 | ||
| Property management fees paid and payable | 3.363 | 100 | |||
| Administration expenses incurred by the Responsible Entity which | |||||
| are reimbursed in accordance with the Trust's Constitution. | 1.505 | $\cdots$ | 407 | ||
| Aggregate amounts payable to the Responsible Entity at reporting date | 3.587 | $\cdots$ | 879 |
note 33, related parties (continued)
RREEF (a subsidiary of Deutsche Bank AG), as fund manager of the DB RREEF industrial Properties, Inc. is entitled to the following fees:
| Consolidated | Parent Entity | ||||
|---|---|---|---|---|---|
| Note(s) | 2005 | 2004 | 2005 | 2004 | |
| \$'000 | \$'000 | \$'000 | \$'000 | ||
| Investment management fee paid and pavable | 738 | ||||
| Asset management fee paid and payable | 211 | ||||
| Acquisition fee paid and payable | 71 | ||||
| Disposal fee paid and pavable | 82 | $\cdots$ | |||
| Financing fees paid and payable | 791 | $\cdots$ | $\cdots$ | ||
| Property management fees paid and payable | 4,177 | ||||
| Leasing fees paid | 1,699 | ||||
| Construction supervision fee paid and payable | 605 | $\cdots$ | $\ddotsc$ | ||
| Marketing fees paid | 17 | ||||
| DB RREEF Holdings Pty Limited | |||||
| Lean note interest earned from DB RREEF Holdings Pty Simited | 3,696 | ||||
| Lean note interest receivable from DB RREEF Holdings Pty Limited | 1.237 | $\cdots$ |
directors of the responsible entity
On 29 September 2004, DB RREEF Funds Management replaced DB Real Estate Australia Limited as Responsible Entity of the Trust. The following persons were Directors of DB Real Estate Australia Limited up to 30 September 2004:
CIT Beare BSc, BE (Hors), MBA, PhD, FAICD *
S F Ewen F.I.L.E **
S A Mays BSc (Hons), MSc, MBA
W. B. Rebinson ABIA, AASA3, 2, 3
B E Scullin BEc2
DIC Shields BE (Hons), MBA
From 29 September 2004 and up to the date of this report, the following persons were Directors of DB RREEF Funds Management, unless otherwise stated:
| Name | Appointed | Resigned | |
|---|---|---|---|
| Directors | |||
| Christopher T Beare BSc, BE (Hons), MBA, PhD, FAICD? | 4 August 2004 | Continuing | |
| Elizabeth A Alexander AM, BComm, FCA, FAICD, CPA 12 | 1 January 2005 | Continuing | |
| Barry R Brownjehn BComm er | 1 Banuary 2005 | Continuing | |
| Stewart F Ewen F.I.L.E 12 | 4 August 2004 | Continuing | |
| Victor P Hoog Antink BComm, MBA, FCA, FAPI, MAICD, | 1. October 2004 | Continuing | |
| Charles B Leitner (II BA | 10 March 2005 | Continuing | |
| Shaen A Mays BSc (Hons), MSc, MBA | 13 May 2004 | 10 March 2005 | |
| Brian E Scuttin BEch | 1 January 2005 | Continuing | |
| Daniel S Weaver BArch, MBA, AFIRE | 1 October 2004 | 17 December 2004 |
- Independent Director.
2 Board Audit Committee Member.
3 Board Risk and Compliance Committee Member.
No Directors held an interest in the Trust as at 30 June 2005 or at the date of this report.
notes to the financial statements (continued)
note 33, related parties (continued)
directors' and executive remineration
1. General remuneration framework
The objective of DRFM's remuneration reward framework is to ensure reward for performance is competitive and appropriate for the results delivered. The framework aligns employee reward with achievement of strategic objectives and the creation of value for investors, and conforms with market best practice for delivery of reward.
The Board Nomination and Remuneration Committee oversee the remuneration of executives to ensure that executive reward satisfies. the following key criteria for good reward governance practices:
- competitiveness and reasonableness; q
- 娑 performance linkage/alignment;
- q. transparency; and
- financial and non-financial resource management. q.
In consultation with external remuneration consultants DRFM has structured a remuneration framework that is market competitive and complementary to its reward strategy. Alignment to investors' interests is achieved through increased focus on group performance being a core component of plan design, as well as the plan rewarding:
- delivery of forecast returns; and gg.
- achievement of key non-financial value drivers. q
Alignment of employees' inferests is achieved through the planrewarding capability and performance. For participants, the plan:
- provides a clear structure for earning reward; Ø
- delivers competitive reward for contribution to the creation of W value: and
- provides recegnition for contribution. Ø
The plan is designed to attract and retain talented and motivated employees, and to encourage enhanced performance.
The remuneration framework provides a mix of fixed and variable pay, being base pay and short-term performance incentive. As an employee gains seniority within the group, the balance of this mix shifts to a higher proportion of "at risk" rewards. DRFM is further developing a long-term performance incentive scheme for implementation during the year ending 30 June 2006.
To ensure that base pay is competitive, external remuneration consultants provide analysis and advice regarding market remuneration for comparable roles. Base pay for employees is reviewed annually. There are no guaranteed base pay increases for employees.
Should DRFM achieve predetermined performance targets, a short-term incentive pool, approved by the Board Nomination and Remuneration Committee, is available for allocation to employees during the annual review. Cash incentives are payable in September each year. Performance targets are utilised to ensure that variable reward is only available when value has been created for investors, and when performance is consistent with forecasts. The incentivepool may be feveraged for performance above targets to provideincentive for employee out-performance.
Key performance indicators are linked to short-term incentives based on group, individual business and personal objectives. Performance indicators require achievement of specific targets in relation to trust. performance, as well as other key non-financial measures linked to drivers of performance in future reporting periods. Short-term incentive payments may be adjusted up or down in tine with under or over achievement against target performance levels, at the discretion of the Board Nomination and Remuneration Committee.
Termination payments for the Chief Executive Officer have been agreed, including detailed provisions in the case of early termination. Agreements include a clear articulation of performance expectations.
2. Non-Executive Directors' remuneration framework and structure.
Fees and payments to Non-Executive Directors reflect the demands which are made on, and the responsibilities of Directors. Non-Executive Directors' fees and payments are reviewed annually by the Board Nomination and Remuneration Committee. The Committee also obtains advice from independent remuneration consultants to ensure Non-Executive Directors' fees and payments are appropriate and inline with market. The Chair's fee is determined independently of the fees of Non-Executive Directors, based on comparative roles in the external market. The Chair is not present at any discussions relating to the determination of his/her own remuneration. Non-Executive Directors do not receive share options.
Non-Executive Directors who accept positions on Board committees. receive an additional annual fee for each committee membership. Non-Executive Directors' fees are also recommended for approval by DB RREEF Trust investors.
3. Details of remuneration of Directors
3.1 DB RREEF Funds Management Limited
Details of the nature and amount of each element of remuneration for each Director of the Responsible Entity for the year ending 30 June 2005 are set out in the following tables.
Year ending 30 June 2005
| Note(s) | Salary and fees |
Bonus | Non-monetary benefits |
Superannuation | Total | |
|---|---|---|---|---|---|---|
| S | S | \$ | S | |||
| Non-Executive Directors | ||||||
| Christopher T Beare | 193.125 | 193.125 | ||||
| Elizabeth A Alexander | -65.000 | 65.000 | ||||
| Barry R Brownjohn | 60,000 | 60,000 | ||||
| Stewart F Ewen | 95,625 | 95.625 | ||||
| Brian E Scuttin | 68.750 | 68.750 | ||||
| Executive Directors | ||||||
| Victor P Hoog Antink | 3 | 682,139 | 68.800 | 750.939 | ||
| Charles B Leitner III | 2 | 12,300 | 12,300 | |||
| Shaon A Mays (alternate to Charles B Leitner III) | 2 | 16,000 | 16.000 | |||
| Daniel S Weaver | 2 | $\cdots$ |
Note 1: Non-Executive Directors' remuneration is a cost of DB RREEF Funds Management Limited. The amount shown in this Remuneration Report is Director's total remuneration from 1 October 2004, or the date of appointment if later than 1 October 2004, to 30 June 2005.
Note 2: These Executive Directors' remuneration is a cost of their employer, Deutsche Bank. The amount shown in this Remuneration Report is an apportionment of each Executive's total remuneration based on their time spent on DB RREEF Funds Management Limited's activities during the nine months ending 30 June 2005.
Note 3: The Chief Executive Officer's remuneration is a cost of DB RREEF Funds Management Limited. The amount shown in this report is the Chief Executive Officer's lotal remuneration for the nine months ending 30 June 2005. No short term incentive payment for the period 1 October 2004 to 30 June 2005 has been allocated. Consequently, no payment is included in the above.
There were no stapled securities or options issued during the period to any Director or employee as part of their remuneration. No Director or Executive received any retirement benefit during the period.
notes to the financial statements (continued)
note 33, related parties (continued)
3.2 Deutsche Asset Management (Australia) Limited and DB Real Estate Australia Limited
The remuneration received by the Directors of Deutsche Asset Management (Australia) Limited and DB Real Estate Australia Limited was paid by Deutsche Bank. As the Directors of each of these Responsible Entities are common the following table details the combined amount of each element of remuneration, for the period 1 July 2004 to 29 September 2004 (being the date when each entity ceased to be the Responsible Entity of its respective trusts and DB RREEF Funds Management Limited became the Responsible Entity of DB RREEF Diversified Trust, DB RREEF Industrial Trust and DB RREEF Office Trust).
For the period 1 July 2004 to 29 September 2004
| Note(s) | Salary and fees |
Bonus | Non-monetary benefits |
Superannuation | Total | |
|---|---|---|---|---|---|---|
| S | £ | |||||
| Non-Executive Directors | ||||||
| Christopher T Beare | 12,500 | 12.500 | ||||
| Stewart F Ewen | 21,250 | 21.250 | ||||
| William 8 Robinson | 15,000 | 15,000 | ||||
| Brian E Scullin | 20.250 | 20,250 | ||||
| Executive Directors | ||||||
| Shaun A Mays | 2 | 9,000 | 9.000 | |||
| David C Shields | ↷ | 9.811 | 9.811 |
Note 1: Non-Executive Director's remuneration was a cost of Deutsche Bank. The amount shown in this Remuneration Report is each Director's total remuneration for the three months ending 29 September 2004.
Executive Director's remuneration is a cost of their employer, Deutsche Bank. The amount shown in this Remuneration Report is an apportionment of Note 2: each Executive's total remuneration based on their time spent on Deutsche Asset Management (Australia) Limited and DB Real Estate Australia Limited activities relating to DB RREEF Diversified Trust, DB RREEF Industrial Trust and DB RREEF Office Trust during the period ending 29 September 2004.
4. Details of remuneration of Executives
Listed in the following table are the six highest paid Executives who are also the six Executives who have the greatest authority within DB RREEF Funds Management, and who became Executives of DB RREEF Holdings Limited on 1 October 2004. Prior to 1 October 2004 there were no specified Executives. The components of each Executive's total remuneration package for the period commencing 1 October 2004 and ending 30 June 2005 is set out in the following table:
For the period commencing 1 October 2004 and ending 30 June 2005
| Position | Salary | Bonus | Non-monetary benefits |
Superannuation | Total | |
|---|---|---|---|---|---|---|
| \$ | \$ | S | S | |||
| Tanya L Cox | Chief Operating Officer | 178.811 | 50,000 | 8.689 | 237.500 | |
| John C Easy | Head of Legal | 163.811 | 25,000 | 8.689 | 197.500 | |
| Greg T Lee | Head of Transaction Services | 216.311 | 62.000 | 8.689 | 287.000 | |
| Bea J Lehmann | Head of Portfolio Services | 216.311 | 75.000 | 8.689 | 300,000 | |
| ian D Robins. | Head of Capital Markets | 272.561 | 175.000 | 8.689 | 456.250 | |
| Mark F Turner | Head of Mandates | 178.811 | 50.000 | 8.689 | 237.500 |
No short term incentive payment has been allocated for the period 1 January 2005 to 30 June 2005. Consequently, no short term incentive payment has been included for the same period.
5. Other disclosures
There were no loans, stapled securities or options issued or granted during the period to any Director or employee. No Director or Executive received any retirement benefit during the period.
note 34, events occurring after reporting date
On 7 July 2005, amendments were made to the Trust's Constitution that enable the Trust to satisfy the AIFRS criteria for unitholders' funds to be classified as equity. The Board of the Responsible Entity was of the view that such amendments were not materially adverse to unitholders nor did they change the nature of the scheme.
On 27 July 2005, the Responsible Entity lodged an appeal with the Supreme Court of New South Wales in relation to the interest payable on the settlement sum in respect of the sale of part of 1-55 Rethschild Avenue, Rosebery.
Since the end of the year, other than the matters discussed above, the directors of the Responsible Entity are not aware of any matter or circumstance not otherwise dealt with in their report or the financial statements that has significantly or may significantly affect the operations of the Stapled Entity, the results of those operations, or state of the Stapled Entity's aftairs in future financial periods.
note 35, segment information
business segments
The Stapled Entity operates in the following segments:
Retail and car park -- investment in the retail and car park property sector;
Office - investment in the commercial property sector; and
Industrial -- investment in the industrial property sector.
| 2005 | Retail and car park |
Commercial | Industrial | Eliminations/ unallocated |
Consolidated |
|---|---|---|---|---|---|
| \$000 | \$'000 | \$'000 | \$3.2,000 | \$000 | |
| Rental and other property income | 74.620 | 211.729 | 226.346 | 34 | 512,709 |
| Interest Income | 1.209 | 904 | 3.819 | 5.932 | |
| Share of net profits of associates accounted. for using the equity method |
8.299 | 1,674 | 2,571 | 12,544 | |
| Net foreign exchange gain | $\cdots$ | $\ddotsc$ | 42 | 42 | |
| Proceeds on sale of investment properties | 334,000 | 104,650 | 66.100 | 504.750 | |
| Other revenue | 260 | 260. | |||
| Total segment revenue | 416.919 | 319.522 | 293.392 | 6.404 | 1,036,237 |
| Segment result | 70.653 | 90.314 | 88.753 | (30.197) | 219,523 |
| Segment assets | 980.544 | 3.016,572 | 3.057.162 | (57.301) | 6,996.977 |
| Segment liabilities | 9.028 | 1.073,074 | 1.455.150 | 558.402 | 3,095.654 |
| Acquisitions of property, plant and equipment, intangibles | |||||
| and other non-current segment assets | 336,441 | 62.902 | 1,412,825 | ww | 1,812,168 |
| Net cash inflow/(outflow) from operating activities | 58,312 | 99.161 | 135,218 | (51.442) | 241,249 |
notes to the financial statements (continued)
note 35, segment information (continued)
business segments (continued)
| 2004 | Retail and car park |
Commercial | industrial | Eliminations/ unallocated |
Consolidated |
|---|---|---|---|---|---|
| \$'000 | \$000 | \$'000 | \$000 | \$'000 | |
| Reatal and other property income | 74.011 | 51.435 | 36.368 | $\cdots$ | 161.814 |
| Proceeds on sale of investment properties. | 51.760 | $\cdots$ | 51,760 | ||
| Other revenue | 437 | 437 | |||
| Total segment revenue | 74.011 | 51.435 | 88.128 | 437 | 214,011 |
| Segment result | 52.014 | 38,463 | 27.942 | (27.655) | 90.764 |
| Segment assets | 784.461 | 529.857 | 382.914 | 9.793 | 1.707.025 |
| Segment liabilities | 2.739 | 6.329 | 2.664 | 501.093 | 512,825 |
| Investments accounted for using the equity method | $\overline{ }$ | ||||
| Acquisitions of property, plant and equipment, intangibles and other non-current segment assets |
66.586 | 8.894 | 30.558 | www. | 106.038 |
| Net cash inflow/(outflow) from operating activities | 48,419 | 35,804 | 26,011 | (8,741) | 101,493 |
geographical segments
The Trust's investments are located in Australia, New Zealand and the United States of America.
| 2005 | Australia New Zealand | United States of America |
Consolidated | |
|---|---|---|---|---|
| \$'000 | \$'000 | \$'000 | \$'000 | |
| Rental and other property income | 393.932 | 118.777 | 512.709 | |
| Interest income | 4,973 | 315 | 644 | 5.932 |
| Share of net profits of associates accounted for using the equity method. |
12.544 | 12.544 | ||
| Net foreign exchange gain | 42 | 42 | ||
| Proceeds on sale of investment properties | 489.646 | $\cdots$ | 15.104 | 504.750 |
| Other revenue | 260 | --- | $\cdots$ | 260 |
| Total segment revenue | 901,397 | 315 | 134,525 | 1,036,237 |
| Segment result | 179,374 | 287 | 39,862 | 219,523 |
| Segment assets | 5,416,852 | 5.006 | 1.575.119 | 6.996.977 |
| Segment liabilities | 2,052.281 | 23 | 1.043.350 | 3.095,654 |
| Acquisitions of property, plant and equipment, intangibles and other non-current segment assets |
474,549 | $\mathbf{w}$ | 1,337,619 | 1,812,168 |
| Net cash inflow/(outflow) from operating activities | 217,199 | 24,050 | 241.249 |
geographical segments (continued).
| 2004 | Australia - New Zealand - | United States of America |
Consolidated | |
|---|---|---|---|---|
| \$'000 | \$'000 | \$000 | \$000 | |
| Rental and other property income | 161,814 | $\cdots$ | $\cdots$ | 161.814 |
| Proceeds on sale of investment properties. | 51.760 | $\cdots$ | 51.760 | |
| Other revenue | 437 | 437 | ||
| Total segment revenue | 214.011 | 214,011 | ||
| Segment result | 90.764 | 90.764 | ||
| Segment assets | 1.707.025 | 1,707,025 | ||
| Segment liabilities | 512.825 | $\cdots$ | 512.825 | |
| Acquisitions of property, plant and equipment, intangibles and other non-current segment assets |
42.152 | 42,152 | ||
| Net cash inflow/(outflow) from operating activities | 101.493 | 101.493 |
note 36, reconciliation of net profit to net cash inflow from operating activities
| Consolidated | Parent Entity | |||
|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | |
| \$'000 | \$'000 | \$'000 | \$'000 | |
| Net profit | 231,314 | 90.834 | 111.619 | 90,834 |
| Capitalised interest | (12.937) | (11.380) | (8.932) | (11.380) |
| Capitalised experises | (1.863) | $\ldots$ | (1.863) | |
| Revaluation decrement | 4,934 | |||
| Share of net profit of investments accounted for using the equity method | (2,458) | |||
| Gain on safe of investment property | (25.706) | $\ldots$ | (21.765) | |
| Unrealised foreign exchange (gain). | (422) | |||
| Provision for doubtful debts | 466 | (16) | (218) | (16) |
| Change in operating assets and liabilities | ||||
| Decrease in receivables | 30,789 | 1.865 | 49.286 | 1.865 |
| Decrease in prepaid expenses | 6.036 | 3.710 | ||
| increase in non-current assets - investments | (3,603) | (1.442) | ||
| increase in other current assets. | (1,106) | (1.567) | (4,747) | (1.567) |
| Decrease/(increase) in other non-current assets | 31,217 | (3.418) | ||
| increase/(decrease) in payables | 6.360 | (6.730) | (2.849) | (6.730) |
| increase in other current liabilities | 3,359 | 1,121 | ||
| (Decrease)/increase in other non-current (abilities | (25, 131) | 24.611 | ||
| Net cash inflow from operating activities | 241,249 | 73,006 | 145,113 | 73,006 |
notes to the financial statements (continued)
note 36, reconciliation of net profit to net cash inflow from operating activities (continued) components of cash
Cash at the end of the year as shown in the Statements of Cash Flows is reconciled to the Statements of Financial Position as follows:
| Consolidated | Parent Entity | |||||
|---|---|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | |||
| \$'000 | \$'000 | \$'000 | \$'000 | |||
| ******** Cash assets |
68.959 | 2.487 | 10.238 | 2.487 |
note 37, non-cash financing and investing activities
| XXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXX | Consolidated | Parent Entity | |||
|---|---|---|---|---|---|
| Note(s) | 2005 \$'000 |
2004 \$000 |
2005 \$000 |
2004 \$'000 |
|
| Placement of units | 25 | 54.472 | 30.869 | 21.101 | 30,869 |
| Distributions reinvested | 25 | 143.484 | 21.111 | 57,558 | 21,111 |
| 197,956 | 51.980 | 78,659 | 51,980 |
note 38, earnings per security
| Consolidated | Parent Entity | |||
|---|---|---|---|---|
| 2005 | 2004 | 2005 | 2004 | |
| Basic and diluted earnings - cents per security | 10.12 | 9.39 | 5.15 | 9.39 |
| Weighted average number of securities outstanding used in the | ||||
| calculation of basic and diluted earnings per security | 2,169,736,274 967,656,894 2,169,736,274 | 967.656.894 | ||
| Consolidated 2005 \$'000 |
Parent Entity 2005 \$'000 |
|||
| Basic earnings per security before the Transaction | ||||
| Net profit attributable to security holders | 239.523 | 111,619 | ||
| Add: Costs associated with the Transaction | 42.281 | 14.795 | ||
| 261,804 | 126,414 | |||
| Add: Book value of property investments sold. | 479.043 | 441,681 | ||
| Less: Proceeds from the sale of investment properties | (504.750) | (463, 446) | ||
| Basic earnings before the Transaction and investment sales | 236,097 | 104,649 | ||
| Weighted number of units had the Transaction and the February DRP not occurred | 1.001.833.624 | |||
| Basic earnings per security before the Transaction - cents per security! | 12.07 | 12.62% | ||
| Basic earnings per security before the Transaction and investment sales - cents per security | 10.88 | 10.45 |
1 Basic earnings per security before the Transaction incorporates the financial impact of the acquisition of the US RET.
2 The weighted average number of units has increased by 1,167,902,650 as a result of the Transaction and the February 2005 DRP. Had these not occurred, the weighted average number of units outstanding would be 1,001,833,624.
note 39, acquisitions of controlled entities
acquisition of DB RREEF Industrial Holdings Ltd
| Country of | Class of | Nature of | Eauity | |
|---|---|---|---|---|
| Name of entity | incorporation | shares | business | holding |
| ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, DB RREEF Industrial Holdings LLC |
United States of America. |
Ordinarv | Property. trust |
80% |
On 30 September 2004, the Stapled Entity (via DDF and DIT) acquired 80 percent of DB RREEF industrial Holdings, LLC. The operating results of this newly controlled entity have been included in the Statements of Financial Performance since the date of acquisition. Details of the acquisition are as follows:
| ********* | 2005 |
|---|---|
| ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, | \$'000 |
| Fair value of identifiable net assets of controlled entity acquired | |
| Investment properties | 1,446.780 |
| Other assets | 12,400 |
| Cash assets | 43,210 |
| Interest bearing liabilities | (1,062,279) |
| Payables | (44,636) |
| Provisions | (28, 422) |
| 367,053 | |
| Less: Outside equity interests | (73, 411) |
| 293,642 | |
| Goodwill on consolidation | 3.443 |
| Cash consideration | 297,085 |
| Outflow of cash to acquire controlled entity, net of cash acquired. | |
| Cash consideration | 297.085 |
| Less: Balances acquired | |
| Cash assets | (43,210) |
| Outflow of cash | 253,875 |
notes to the financial statements (continued)
note 39, acquisitions of controlled entities (continued)
vithe bellowings to noitisiupos
| ******** --------------------------------------- Name of entity |
Country of | Class of | Nature of | Equity |
|---|---|---|---|---|
| incorporation | units | business | holding | |
| ********* DB RREEF RENTS Trust |
Anstralia | Ordinary | -Investment in | 0% |
| property trust |
On 27 January 2005, the Trust acquired one unit in DB RREEF RENTS Trust ("RENTS"). All units with a beneficial interest in RENTS assets are listed on the Australian Stock Exchange. The Trust owns one unit in RENTS that does not have a beneficial interest in the RENTS assets, but holds all voting rights in relation to RENTS. The results of this newly controlled entity have been included in the Statements of Financial Performance since the date of acquisition.
| Name of entity | Country of | Class of | Nature of | Equity |
|---|---|---|---|---|
| incorporation | units | business | holding | |
| DB RREEF Harstville Trast | Anstralia | Ordinary. | - Property trust | 100% |
On 6 May 2005, DB RREEF Trust (DB RREEF Diversified Trust) acquired 100 percent of DB RREEF Hurstville Trust. The operating results of this newly controlled entity have been included in the consolidated Statements of Financial Performance since the date of acquisition. Details of the acquisition are as follows:
| 2005 \$'000 |
|
|---|---|
| Fair value of identifiable net assets of controlled entity acquired | |
| investment properties | 232,500 |
| Cash assets | 1,210 |
| Receivables | 1,387 |
| Other assets | 310 |
| Payables | (1,609) |
| Offier liabilities | (1,110) |
| Provisions | (188) |
| 232,500 | |
| Goodwill on consolidation. | |
| Cash consideration | 232,500 |
| Outflow of cash to acquire controlled entity, net of cash acquired | |
| Cash consideration | 232,500 |
| Less: Balances acquired | |
| Cash assets | 1,210 |
| 1,210 | |
| Outflow of cash | 231,290 |
deemed acquisition of controlled entities through stapling
| Name of entities | Country of | Class of | Nature of | Equity |
|---|---|---|---|---|
| incorporation | units | business | holding | |
| DB RREEF industrial Trust (formerly Deutsche Industrial Trust). | Australia | Ordinary | Property trust | 0%. |
| DB RREEF Office Trust (formerly Deutsche Office Trust) | Australia | Ordinary | Property trust | 0%. |
| DB RREEF Operations Trust | Australia | Ordinary | Public trading | 0%. |
| imst |
On 30 September 2004, DDF was deemed to acquire 100 percent of DB RREEF Industrial Trust, DB RREEF Office Trust and DB RREEF Operations Trust as a result of stapling the Trusts. The operating results of these newly controlled entities has been included in the Statements of Financial Performance since the date of acquisition.
Details of the acquisition are as follows:
| 2005 \$000 |
|
|---|---|
| Fair value of identifiable net assets of controlled entities acquired | |
| Investment properties | 3,280,343 |
| Investments accounted for using the equity method. | 37.106 |
| Other assets | 23.276 |
| Cash assets | 14.285 |
| Interest bearing liabilities | (1.319,600) |
| Payables | (31,704) |
| Provisions | (13.374) |
| Net assets acquired on stapling | 1.990,332 |
directors' declaration
DB RREEF DIVERSIFIED TRUST DIRECTORS' DECLARATION FOR THE YEAR ENDED 30 JUNE 2005
The Directors of DB RREEF Funds Management Limited (formerly Paladin Australia Limited) as Responsible Entity of DB RREEF Diversified Trust (formerly Deutsche Diversified Trust) ("the Trust") a listed property trust declare that the financial statements and notes set out on pages 87 to 141:
- (i) comply with Australian Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and
- (ii) give a true and fair view of the Trust's and consolidated entity's financial position as at 30 June 2005 and of their performance, as represented by the results of their operations and their cash flows, for the financial year ended on that date.
In the Directors' opinion:
- (a) the financial statements and notes are in accordance with the Corporations Act 2001;
- (b) there are reasonable grounds to believe that the Trust and its consolidated entities will be able to pay their debts as and when they become due and payable; and
- (c) the Trust has operated in accordance with the provisions of the Constitution dated 15 September 1984 (as amended) during the year ended 30 June 2005.
This declaration is made in accordance with a resolution of the Directors.
Chix Sem
Christopher T Beare Chair Sydney
25 August 2005
independent auditor's report
PRICEWATERHOUSE COPERS @
Independent audit report to the stapled security holders of DB RREEF Diversified Trust (formerly Deutsche Diversified Trust)
Matters relating to the electronic presentation of the audited financial report
This audit report relates to the financial report of DB RREEF Diversified Trust and the DB RREEF Diversified Trust Group (defined below) for the financial year ended 30 June 2005 included on DB RREEF Diversified Trust's web site. The directors of DB RREEF Funds Management Limited are responsible for the integrity of DB RREEF Diversified Trust's web site. We have not been engaged to report on the integrity of this web site. The audit report refers only to the financial report identified below. It does not provide an opinion on any other information which may have been hyperlinked to/from the financial report. If users of this report are concerned with the inherent risks arising from electronic data communications they are advised to refer to the hard copy of the audited financial report to confirm the information included in the audited financial report presented on this web site.
Audit opinion
In our opinion, the financial report of DB RREEF Diversified Trust:
- gives a true and fair view, as required by the Corporations Act 2001 in Australia, of the financial position of DB RREEF Diversified Trust and the DB RREEF Diversified Group (defined below) as at 30 June 2005, and of their performance for the year ended on that date, and
- is presented in accordance with the Corporations Act 2001, Accounting Standards and other mandatory financial reporting requirements in Australia, and the Corporations Regulations 2001.
This opinion must be read in conjunction with the rest of our audit report.
Scope
The financial report and directors' responsibility
The financial report comprises the statement of financial position, statement of financial performance, statement of cash flows, accompanying notes to the financial statements, and the directors' declaration for both DB RREEF Diversified Trust (the Trust) and the DB RREEF Diversified Trust Group (the consolidated entity), for the period ended 30 June 2005. The consolidated entity comprises both the Trust and the entities it controlled during that period, including DB RREEF Office Trust, DB RREEF Industrial Trust, DB RREEF Operations Trust and their subsidiaries.
The directors of DB RREEF Funds Management Limited, the responsible entity, are responsible for the preparation and true and fair presentation of the financial report in accordance with the Corporations Act 2001. This includes responsibility for the maintenance of adequate accounting
Liability is limited by the Accountant's Scheme under the Professional Standards Act 1994 (NSW)
PricewaterhouseCoopers ABN 52 780 433 757
Darting Park Tower 2 201 Sussex Street GPO BOX 2650 SYDNEY NSW 1171 DX 77 Sydney Australia www.owc.com/au Telephone +61 2 8266 0000 Facsimile +61 2 8266 9999
independent auditor's report (continued)
PriceWATFRHOUSE(copers ®
records and internal controls that are designed to prevent and detect fraud and error, and for the accounting policies and accounting estimates inherent in the financial report.
Audit approach
We conducted an independent audit in order to express an opinion to the stapled security holders of the Trust. Our audit was conducted in accordance with Australian Auditing Standards, in order to provide reasonable assurance as to whether the financial report is free of material misstatement. The nature of an audit is influenced by factors such as the use of professional judgement, selective testing, the inherent limitations of internal control, and the availability of persuasive rather than conclusive evidence. Therefore, an audit cannot guarantee that all material misstatements have been detected. For further explanation of an audit, visit our website http://www.pwc.com/au/financialstatementaudit.
We performed procedures to assess whether in all material respects the financial report presents fairly, in accordance with the Corporations Act 2001, Accounting Standards and other mandatory financial reporting requirements in Australia, a view which is consistent with our understanding of the Trust's and the consolidated entity's financial position, and of their performance as represented by the results of their operations and cash flows.
We formed our audit opinion on the basis of these procedures, which included:
- examining, on a test basis, information to provide evidence supporting the amounts and disclosures in the financial report, and
- assessing the appropriateness of the accounting policies and disclosures used and the reasonableness of significant accounting estimates made by the directors.
Our procedures include reading the other information in the Annual Report to determine whether it contains any material inconsistencies with the financial report.
While we considered the effectiveness of management's internal controls over financial reporting when determining the nature and extent of our procedures, our audit was not designed to provide assurance on internal controls.
Our audit did not involve an analysis of the prudence of business decisions made by directors or management.
Independence
In conducting our audit, we followed applicable independence requirements of Australian professional ethical pronouncements and the Corporations Act 2001.
wen abrirament or
PricewaterhouseCoopers
DA Prothero Partner
Sydney 25 August 2005
registry information
top 20 stapled security holders as at 24 August 2005
| Rank | investor | Current balance | % issued capital |
|---|---|---|---|
| 3 P Morgan Nominees Australia Limited | 429.395.358 | 15.72 | |
| 2 | Westpac Custodian Nominees Limited | 371.637.528 | 13.60 |
| 3 | National Nominees Limited | 296.053,107 | 10.84 |
| 4 | Citicorp Nominees Pty Limited | 169.715.925 | 6.21 |
| 5 | ANZ Nominees Eimited | 164.971.421 | 6.04 |
| 6 | RBC Global Services Australia Nominees Ply Limited | 127.419.971 | 4.66 |
| 7 | Cogent Nominees Pty Limited | 73,129,320 | 2.68 |
| 8 | Citicorp Nominees Pty Limited | 70.515.866 | 2.58 |
| 9 | AMP Life Limited | 45.843.609 | 1.68 |
| 30. | First Australian Property Group Holdings Pty Limited | 41.521.457 | 1.52 1 |
| 11 | HSBC Custody Nominees (Australia) Eimited | 39.578.123 | 1.45. |
| 32 | Cogent Nominees Pty Limited | 36,142,045 | 1.32 1 |
| 13 | RBC Global Services Australia Norninees Ply Limited | 32.042.986 | 1.37 1 |
| 14 | Questor Financial Services Limited | 29,704,719 | 1.09 |
| 15 | Victorian Workcover Authority | 29.117.810 | 1.07 |
| 16 | Westpac Financial Services Limited | 26,250,904 | 0.96 |
| 37 | UBS Nominees Pay Ltd | 23.429.267 | 0.86 |
| 18 | Transport Accident Commission | 20.827.460 | 0.76 |
| 39 | Bond Street Custodians Limited | 18.788.084 | 0.69. |
| 20. | Australian Executors Trustees Limited | 16.688.876 | 0.61 |
| Total for top 20 | 2.062,773,836 | 75.50 | |
| Total other investors | 669.308.553 | 24.50 | |
| Grand total | 2,732,082,389 | 100.00 |
substantial holders as at 2 August 2005
The names of substantial holders who, as at 2 August 2005, have notified the Responsible Entity in accordance with section 671B of the Corporations Act 2001 are:
| ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, Name |
Number of stapled securities | Voting % |
|---|---|---|
| AMP Eimited and its related bodies corporate | 147.662.502 | -5.40 |
| Commonwealth Bank of Australia and nominated subsidiaries. | 154.356.895 | -5.65 |
| Deufsche Bank AG and related bodies corporate | 160.951.827 | -5.89. |
| Barclays Global Investors Australia Limited on behalf of Barclays Group | 139.492.385 | -530. |
classes of securities
DB RREEF Trust has one class of stapled security trading on ASX with, as at 31 July 2005, 26,207 investors holding 2,732,082,389 stapled securities.
registry information (continued)
spread of stapled securities holders as at 24 August 2005
| Ranges | Investors | Stapled securities | % of issued capital |
|---|---|---|---|
| $1 - 1.000$ | 1.251 | 552.299 | 0.02 |
| $1,001 - 5,000$ | 5.050 | 16,571,490 | -0.61 |
| $5,001 - 10,000$ | 6.654 | 51,445,510 | 1.88 |
| $10,001 - 100,000$ | 12.769 | 314.677.461 | 11.52 |
| 100,001 and over | 437 | 2.348.835.629 | 85.97 |
| Total | 26,161 | 2,732,082,389 | 100.00 |
non marketable parcels
As at 24 August 2005, the number of investors holding less than a marketable parcel of 353 securities is 576 and they hold 59,576 securities.
voting rights
At meetings of the security holders of the DB RREEF Diversified Trust, DB RREEF Industrial Trust, DB RREEF Office Trust and DB RREEF Operations Trust, being the Trusts that comprise DB RREEF Trust, on a show of hands, each security holder of each trust has one vote. On a poll, each security holder of each trust has one vote for each dollar of the value of the total interests they have in the Trust.
the number and class of securities that are restricted or subject to voluntary escrow
There are 41,521,457 stapled securities which are subject to voluntary escrow. These will be released from voluntary escrow on 20 October 2005.
on-market buy-back
DB-RREEF Trust has no en-market buy-back currently in place.
investor information
security registry
If you have administrative inquiries such as change of address or the way in which you wish your distributions paid, you can either contact ASX Perpetual Registrars Limited on 1800 819 675 or update your account details via the website at www.dbrreef.com.
enquirles, obtaining information or making a complaint
DB RREEF Funds Management Limited has processes in place to deal with security holder questions and complaints. If you have any questions, complaints, or wish to obtain information regarding the stabled securities, please contact our client service information line on 1800 819 675 or from outside Australia +61 2 8280 7126 or email: [email protected].
website
Our website can be accessed at www.dbrreef.com. You will be able to find information such as annual and half vear reports, distribution histories, apportionment percentages, presentations about the Trust and property portfolio details. ASX announcements and press releases are also available on the site.
stock exchange listing
The stapled security (ASX: DRT) is included in the top 200 listed entities in Australia in terms of market capitalisation and currently forms part of the following indices: All Ordinaries; All Industrials; Listed Property Trusts; and the S&P/ASX200.
payment of distributions
With respect to your distributions, you can have your distribution paid directly into your nominated Australian bank, building society or credit union account.
annual tax statement
After the end of a financial year you will receive a tax statement. This statement suramarises the distributions paid to you during the year and includes information required to complete your fax return.
DRT cost base information upon stapling
The determination of the applicable cost base of former DDF, DIT or DOT units, for unitholders on 12 October 2004 whose units were converted into DRT stapled securities (issued to holders on 19 October 2004) is outlined in a paper titled "Unitholders who did not participate in the Cash Sale and Exchange Facilities".
The determination of the applicable cost base of units for unitholders who participated in the exchange facility is cuttined in a paper titled "Unitholders who participated in the Cash Safe and Exchange Facilities".
These papers were sent to relevant unitholders holders on 19 October 2004. Additional copies of these papers can be obtained. by either visiting our website at www.dbrreef.com, or by contacting the Infolline on 1800 819 675.
apportionment percentages of DRT stapled securities since stapling
For capital gains tax purposes investors need to apportion the cost of each stapled security and the proceeds on sale of each stapled. security over the four trusts that make up the stapled security. This apportionment should be done on a reasonable basis. One basis of apportionment is to use the relative net tangible assets (NTA) of each of the trusts.
Using NTA as a basis, the following table outlines the apportionment. percentages that will apply to any on or off market buying or selling of DRT stapled securities, or the issue of new DRT stapled securities. between the dates specified.
Please note that the correct allocation percentage to be used depends. on the relevant date of the specific transaction. Consequently, the allocation percentage relevant for the acquisition of a parcel of DRT stapled securities, (either on or off market, or through the issue of securities), may differ from their disposal percentage.
DRFM will periodically release revisions to this table and it will be published on its website. A copy of the schedule can be downloaded by visiting our website at www.dbrreef.com or by contacting the InfoLine on 1800 819 675.
investor information (continued)
apportionment percentages of DRT stapled securities since stapling (continued)
| Dates | DB RREEF Diversified Trust (%) |
DB RREEF Industrial Trust $(%)$ |
DB RREEF Office Trust $(\%)$ |
DB RREEF Operations Trust $(\%)$ |
|---|---|---|---|---|
| -6 October 2004 to 30 December 2004. | 38.35 | 20.88. | -40.79 | 0.18 |
| 31 December 2004 to 30 June 2005 | 37.05 | 21.27 | -43.47 | O 21 |
| -1 July 2005 to the next announced NTA. | 36.82 | 21 RE | -4} }R | O 24 |
distribution histories of DDF, DIT, DOT and DRO.
To assist in the determination of the CGT cost base of your DDF, DIT, DOT and DRO units the Responsible Entity has prepared a distribution history schedule for each of these trasts and for the distributions of DRT since stapling.
A copy of the schedules can be downloaded by visiting our website at www.dbrreef.com or by contacting the Infotine on 1800 819 675.
distribution timetable for the June 2005 distribution year
The timetable below highlights anticipated distribution, banking and mailing dates for the June 2005 distribution period. Security holders should note that these dates are indicative only and may change. DRT's distribution periods will end on 30 June and 31 December each year. Distributions will be paid no later than two months following each half year.
| Distribution | Announcement | Ex-distribution | Record | Anticipated |
|---|---|---|---|---|
| period date | date | date | date | date |
| 1 January to 30 June 2005. | -21 - June-2005 - | -24 Brine-2005 - | -30 June 2005 - | 29 August 2005 |
| 1 July to 31 December 2005 | 19 December 2005 - | – 22 December 2005. | - 31 December 2005 - | – 28. February 2006 |
| 1 January to 30 June 2006. | .21 June 2006 | -26 June 2006 | 30 June 2006 | -29 August 2006 |
complaints handling
DRFM is a member of the Financial Industry Complaints Service Limited (FICS). This is an independent dispute resolution service and may be contacted through:
Financial Industry Complaints Service Limited PO Box 579 Collins Street West Melbourne VIC 8007
Phone: 1300 780 808 Fax: +61 3 9621 2291
directory
DB RREEF Diversified Trust ARSN 089 324 541
DB RREEF Industrial Trust ARSN 090 879 137
DB RREEF Office Trust ARSN 090 768 531
DB RREEF Operations Trust ARSN 110 521 223
responsible entity
DB RREEF Funds Management Limited ABN 24 060 920 783
registered office of responsible entity
Level 21, 83 Clarence Street Sydney NSW 2000
PO Box RI822 Royal Exchange NSW 1225
Phone: +61 2 9249 9595/9500 Fax: +61 2 9249 9982
directors of the responsible entity
Christopher T Beare, Chair Elizabeth A Alexander AM Barry R Brownjehn Stewart F Ewen Victor P Hoog Antink Charles B Leitner (III (Afternate Shaun A Mays) Brian E Scullin
For inquiries regarding your holding you can either contact the Security Registry or access your holding details via the web at www.dbrreef.com and follow the links.
Listed on the Australian Stock Exchange ASX Code: DRT
InfoLine 1800 819 675 Monday to Friday between 8.30am and 5.30pm (AEST). secretaries of the responsible entity Tanya Ł Cox John C Easy
investor enquiries
Ernail: [email protected] Freecall: 1800 819 675 Phone: +61 2 8280 7126 Website: www.dbrreef.com.au
auditors
PricewaterhouseCoopers Chartered Accountants 201 Sussex Street Sydney NSW 2000
security registry
ASX Perpetual Registrars Limited 580 George Street Sydney NSW 2000
Locked Bag A14 Sydney South NSW 2000
Phone: +61 2 8280 7126 Freecall: 1800 819 675 Fax: +61 2 9261 8489 Email: [email protected] Website: www.asxperpetual.com.au
