Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Deyaar Development PJSC Annual Report 2022

Mar 21, 2023

66353_rns_2023-03-21_6d692001-87fb-4109-9f5d-a111f67051e6.pdf

Annual Report

Open in viewer

Opens in your device viewer

==> picture [159 x 189] intentionally omitted <==

==> picture [34 x 72] intentionally omitted <==

==> picture [61 x 155] intentionally omitted <==

==> picture [239 x 239] intentionally omitted <==

==> picture [47 x 154] intentionally omitted <==

==> picture [49 x 152] intentionally omitted <==

==> picture [73 x 37] intentionally omitted <==

20 22

==> picture [18 x 40] intentionally omitted <==

==> picture [17 x 28] intentionally omitted <==

==> picture [596 x 8] intentionally omitted <==

==> picture [459 x 102] intentionally omitted <==

==> picture [17 x 27] intentionally omitted <==

==> picture [81 x 80] intentionally omitted <==

==> picture [151 x 90] intentionally omitted <==

==> picture [76 x 80] intentionally omitted <==

Table of Contents

==> picture [8 x 14] intentionally omitted <==

Chairman’s Message
Introduction
Chapter One: Governance Report
Chapter Two: Business Review
• Vision, Mission, and Core Values
• The Group's Organisational Structure
• Deyaar's Milestones2022
• Company Business Profle
Chapter Three: Projects
• Midtown
• Noor and Mesk in Midtown
• Regalia
• Joint ventures & associates
Chapter Four: Sustainability
Chapter Five: Financial Statements
Chairman’s Message
Introduction
Chapter One: Governance Report
Chapter Two: Business Review
• Vision, Mission, and Core Values
• The Group's Organisational Structure
• Deyaar's Milestones2022
• Company Business Profle
Chapter Three: Projects
• Midtown
• Noor and Mesk in Midtown
• Regalia
• Joint ventures & associates
Chapter Four: Sustainability
Chapter Five: Financial Statements
3
5
6
31
32
33
34
35
37
38
39
39
40
41
61
Mesk in Midtown

==> picture [8 x 15] intentionally omitted <==

==> picture [8 x 15] intentionally omitted <==

==> picture [8 x 14] intentionally omitted <==

==> picture [8 x 14] intentionally omitted <==

==> picture [8 x 14] intentionally omitted <==

==> picture [8 x 14] intentionally omitted <==

==> picture [212 x 202] intentionally omitted <==

DISCLAIMER: The English version is a translation of the original in Arabic. In case of a discrepancy, the Arabic original will prevail.

==> picture [318 x 232] intentionally omitted <==

==> picture [250 x 64] intentionally omitted <==

Chairman’s Message

I am pleased to present to you our Annual Report for the year 2022, which highlights Deyaar performance throughout the year, the progress of its current projects and future plans.

I am glad to assure to the shareholders that 2022 was an exceptional year for Deyaar, as we achieved significant achievements in terms of operations as well as our financial position.

The Company recorded a remarkable increase in revenues and net profit, as the Company recorded revenues of AED 803.4 million in 2022, an increase of 62% compared to last year, while the net profit witnessed an increase of 184% compared to last year to reach AED 144.2 million. Furthermore, the total assets of the company increased to reach AED 6.2 billion.

In 2022, The Company successfully written off all accumulated losses through capital reduction using the legal reserve and cancelation of shares equal to the remaining amount, as the Company's capital was reduced from AED 5.78 billion to AED 4.38 billion, a reduction of AED 1.4 billion. This action was carried out without affecting

Company's liquidity, which will improve Company's attractiveness to investors and the possibility of obtaining financing for future projects. The reduction was activated on the Dubai Financial Market in June, 2022.

Moreover, the Company was able to reach an amicable cash settlement with Limitless for an amount of AED 500 million in cash to be received in two installments, where the first payment of AED 200 million was received in cash immediately after signing the agreement, provided that the second payment amount of AED 300 million shall be paid within a period not exceeding 18 months from the date on which the agreement between the two companies is signed. This agreement came after long negotiations in which the Board of Directors was keen to reach to an agreement that achieves the best value and contributes to enhancing Company's financial position.

Through this settlement, Deyaar has been able to close a chapter of an issue that has been going on for many years, and it seeks to utilize the resulting liquidity to finance its expansion plans through launching new projects and continuing its strategy of diversifying the Company's

3 DEYAAR - Integrated Report - 2022

==> picture [365 x 200] intentionally omitted <==

==> picture [250 x 64] intentionally omitted <==

sources revenue stream, noting that the settlement will result in approximately AED 88 million in net profit upon receipt of the full amount.

The year 2022 has also witnessed the launch of distinctive projects for Deyaar, including Tria Project, which is the first luxury project for Deyaar in Dubai Silicon Oasis, consisting of 32 floors with a total value of AED 650 million, with the latest smart home technology.

The Company has also announced investments of AED 300 million in Al Furjan area through three projects, ranging from residential to hotel apartments, comprising around 400 units. The first projects "Amalia Residences" was already launched in the Al Furjan , while the rest of the projects will be announced during (2023).

The construction in the existing projects witnessed remarkable progress, as the Company completed the construction of "Mesk" District in its integrated residential project "Midtown" and started to handover the units to customers, while the construction work in "Noor" District exceeded (80%). With the completion of "Noor" and "Mesk" Districts, the number of buildings in the "Midtown" will reach 24 residential buildings comprising around 2000 units. Work is also underway as planned on the luxury Regalia Project in Business Bay, which was successfully soled

out in record time with total sales of AED 1 billion. The construction of the project exceeded 20%.

The Hospitality Portfolio continued to grow, achieving 39.3% increase in revenue, in addition to the revenues increase in our leasing Portfolio by 21.9%.

Deyaar continues to enhance its services within Property Management, Community Management and Facilities Management by investing in modern technologies and digital transformation to provide our services to the customers around the clock.

The company also focuses on the development of its digital infrastructure as part of a digital transformation strategic plan to increase the efficiency of the resources, enhance operations and achieve better and faster services at a low cost, while adopting sustainable solutions to reduce energy consumption and improve the efficiency.

In 2023, the Company intends to continue to launch new quality projects and seeks to strengthen its portfolio of income-generating assets, with the aim of improve profits and shareholders’ equity.

The Company would not have achieved these accomplishments without the support of the shareholders, to whom we extend our appreciation for their continued support.

Mr. Abdullah Al Hamli Chairman

4 DEYAAR - Integrated Report - 2022

Introduction

The year of 2022 is an exceptional year for Deyaar and this what will be revealed in the Integrated Report, which highlights the developments and achievements made by the company at all levels. The report highlights Company's financial results, overview on property development, and property management, facilities managment and community management, in addition to the corporate governance report. The integrated report will also include Deyaar sustainability report that highlights social responsibility, in addition to environmental initiatives, economic indicators and internal operations.

The Company concludes the report with Consolidated Financial Statements for the fiscal year ended in December 31, 2022, that includes the Report of the Members of the Board of Directors, the Independent Auditor's Report, the Consolidated Financial Position Statement, the Consolidated other Comprehensive Income Statement, the Consolidated Statement of Changes in Equity, the Consolidated Profit or Loss Statement, the Consolidated Cash Flow Statement and Clarifications on the Consolidated Financial Statements.

5 DEYAAR - Integrated Report - 2022

==> picture [62 x 84] intentionally omitted <==

==> picture [64 x 71] intentionally omitted <==

Governance Report

==> picture [19 x 12] intentionally omitted <==

==> picture [346 x 116] intentionally omitted <==

==> picture [123 x 51] intentionally omitted <==

==> picture [14 x 10] intentionally omitted <==

==> picture [15 x 10] intentionally omitted <==

==> picture [97 x 38] intentionally omitted <==

==> picture [107 x 41] intentionally omitted <==

==> picture [97 x 31] intentionally omitted <==

==> picture [32 x 16] intentionally omitted <==

==> picture [436 x 68] intentionally omitted <==

==> picture [483 x 531] intentionally omitted <==

In accordance with the resolution of Securities & Commodities Authority (“Authority”) Chairman No. (3/R.M) of 2020 concerning adopting the Corporate Governance Guide for Public Joint Stock Companies and pursuant to the provision of Article No. (77) of this Resolution, Deyaar Development PJSC (“the Company”) is submitting this Governance report for the fiscal year ended on 31 December 2022, through which it affirms its commitment to developing its supervisory and control system, and upgrading it to match the best international standards and practices, in order to

develop and regulate the securities sector in the United Arab Emirates, taking into account the requirements related to environmental considerations and social responsibility. This report was prepared in accordance with 2022 governance report template approved by the Authority which was issued on 13 January 2023. This report will be available to all shareholders prior to holding the General Assembly with sufficient time via the internet through the website of the Authority, Dubai Financial Market and the Company’s website (www.deyaar.com)

7 DEYAAR - Integrated Report - 2022

==> picture [483 x 236] intentionally omitted <==

1. Procedures taken to complete the corporate governance system during 2022 and its method of implementation

The Board of Directors (“the Board”) believes in the importance of applying the highest standards of governance to enhance the Company’s performance, protect shareholders’ rights and achieve sustainable growth in financial markets, as the Board and the Executive Management established an internal control system which is deemed as a conclusive element of the Company’s governance structure. The Governance framework in the Company acts in accordance with the principles and standards identified and applied by each of the Authority, Dubai Financial Market and the provisions set forth within the Federal Law No. (2) of 2015 and its amendments as per Federal Law no. (26) of 2020 on Commercial Companies regarding the determination of governance requirements.

In 2022, the Management has effectively applied governance rules in a transparent manner based on the responsibility of the Board towards the shareholders to protect and promote their rights through the following:

  • Development of the governance manual in line with the legislations and resolutions of the Authority;

  • The Board held four meetings during the year and notified Dubai Financial Market with dates and results of these meetings as per procedures applicable in Dubai Financial Market. Additionally, four meetings of the Audit Committee, four meetings of the Nomination & Remuneration Committee, four meetings of the Executive Committee and two meetings of the Risk Committee were held;

  • The commitment of the independent Directors to disclose any change affecting their independence and to ensure it on an

  • ongoing basis by the Nomination and Remuneration Committee.

  • Confirmation of the Committees’ composition; practicing all powers and responsibilities needed to perform their work as well as any other additional duties assigned by the Board to these Committees. The Board monitors and receives reports from these Committees in line with the rules and regulations of the Authority;

  • Establishment of the Internal Audit Department reporting to the Board through the Audit Committee. The Internal Audit Department submits reports to the Audit Committee and practice all powers and authorities assigned thereto pursuant to the internal control system and powers approved by the Board;

  • Confirmation of the authorities vested to the Management, any other additional tasks assigned by the Board and identifying duration necessary to practice these authorities;

  • Disclosure of the quarterly and annual financial statements reviewed by the External Auditors and approved by the Board and submitting thereof to the Dubai Financial Market and the Authority;

  • The Board through the Risk Committee developed a framework and strategy to manage the risks and measured the acceptable levels of risks available to the Executive Management to be followed and complied with;

  • Activating the participation of a female candidate in the Company's Board of Directors;

  • Review of the internal control system; update and approve some of the Company’s policies and procedures such as procedures which govern Board members and employees’ trading activities, whistle-blowing policy, policy on annual remuneration and code of conduct.

8 DEYAAR - Integrated Report - 2022

2. Ownership and transactions of Board of Directors, their spouses and children in the Company’s securities during 2022

The Board Members conform to the policy defined in the Company’s governance manual concerning trading of securities issued by the Company. Further, the Board Members adhered to the period of trading prohibition

stated in the system of trading, setoff, settlement, transfer and holding of securities issued by the Authority. They also disclose their own and their first-degree relatives’ trading on an annual basis using the form prepared for this purpose.

No. Name Position / Kinship Owned shares as on
31/12/2022
Total sale Total
purchase
1 Mr. Abdullah Al Hamli Chairman - - -
2 H.E. Hamad Buamim Vice-Chairman 1,514,654 - -
3 Mr. Rashid Hasan Al Dabboos Board member 22,105 - -
4 Mr. Mohamed Al Sharif Board member - - -
5 Mr. Mohammed Al Nahdi Board member - - -
6 Dr. Adnan Chilwan Board member - - -
7 Mr. Obaid Nasser Lootah Board member 234,432 - -
8 Mr. Yasser Bin Zayed Board member - - -
9 Ms. Maryam Mohammed Bin Fares Board member - - -

According to the statement of the Board Members and as per the response from Dubai Financial Market sent to the Company on 23 January 2023 under Ref. No.2023/00131, stating that “There are no transactions by the Board Members of the Company securities (selling or purchasing) during 2022 as well as for the quantity of shares owned.”

9 DEYAAR - Integrated Report - 2022

==> picture [483 x 446] intentionally omitted <==

3. Board of Directors’ Formation

The Board devotes all efforts and utilizes its expertise to improve the Company’s performance as per the shareholders objectives. Such objectives are converted into actions and decisions which are closely monitored by the Board along with the Executive Management in a manner that ensures sustainability, value realization and profitability to all stakeholders.

The Board has set a specific governance framework to ensure the effectiveness of the Board members in fulfilling their duties toward the main objectives and facilitate their positive contribution. The Board has delegated some tasks and responsibilities to the Committees where each committee submits reports and recommendations to the Board in a responsible and transparent manner.

A. Statement of the current Board formation:

According to Federal Law No. (2) of 2015 on the Commercial Companies and Article No. (15) of the Company’s Articles of Association, the Board was elected by the General Assembly for a subsequent term of three years on 27 April 2022.

The Board consists of nine Non-Executive Board members. The Board members are classified as Non-Executive (NonIndependent) or Non-Executive (Independent) according to the definition of each category by the Authority. Noting that the Chairman of the Board and the majority of the Directors are citizens of United Arab Emirates. Experiences, qualifications, memberships and positions of the Board members in other joint stock companies and/or governmental companies are listed below:

10 DEYAAR - Integrated Report - 2022

==> picture [73 x 73] intentionally omitted <==

Mr. Abdullah Al Hamli Chairman

Non-executive / Non-Independent

Banking, real estate, finance, investments and information technology

Bachelor of Science with majors in Economics and Mathematics from Al Ain University, United Arab Emirates

Appointed since 2008 (14 years)

Chief Advisor to the Board of Directors of Dubai Islamic Bank PJSC

Chairman of Emirates REIT and Chairman of Al Tanmyah Services LLC.

==> picture [73 x 73] intentionally omitted <==

Mr. Rashid Al Dabboos Board Member

Non-executive / Independent

Investments, Real Estate and brokerage

Diploma in Commerce and Economics from Dubai Higher College of Technology

Appointed in 2022

Chief Executive Officer of Al Sharif & Al Daboos Trading Co. LLC and Deira Capital LLC; Member of the Executive Committee of the Company.

==> picture [73 x 73] intentionally omitted <==

H.E. Hamad Buamim Vice Chairman

Non-executive / Non-Independent

Finance, banking and investments

Bachelor of Electrical Engineering from University of Southern California; Master of Science in Finance and Banking from University of Missouri, Kansas City United States of America

Appointed in 2022

Chairman of National General Insurance (NGI) PJSC; Board Member of Dubai Islamic Bank PJSC

Chairman of Dubai Multi Commodities Centre Authority (DMCC); Board Member of Economic Zones World (EZW); Board Member and Group Managing Director of Dubai World (DW); Board Member and Partner of Advanced Media Trading LLC (AMT); Board Member of UAE Banks Federation (UBF); Chairman of the Executive Committee of the Company..

==> picture [73 x 73] intentionally omitted <==

Mr. Mohamed Al Sharif Board Member

Non-executive / Non-Independent

Real estate, trading, banking, accounting and finance

Master of Science in Accounting from Catholic University of America; accredited CPA from Virginia State of Council of Accountants

Appointed since 2009 (13 years)

Chief of International Business & Real Estate Investments at Dubai Islamic Bank PJSC

Vice Chairman in Tamweel and Member of the Audit Committee and Risk Committee of the Company.

==> picture [39 x 43] intentionally omitted <==

Experience

Qualifications

Period served as a Board member from the date of first election

Their membership and positions in any other joint-stock companies

Their positions in any other important regulatory, government or commercial companies

11 DEYAAR - Integrated Report - 2022

==> picture [74 x 73] intentionally omitted <==

Mr. Mohammed Al Nahdi Board Member

Non-executive / Non-Independent

Real estate, banking, information technology and finance

Bachelor of Science in Accounting Management from Mustansiriyah University in Baghdad

Appointed since 2009 (13 years)

Board Member in Tanmyah LLC; Member of the NRC, Audit and Risk Committee of the Company.

==> picture [73 x 73] intentionally omitted <==

Dr. Adnan Chilwan Board Member

Non-executive / Non-Independent

Banking, marketing, real estate, financing and investments

Doctorate and master’s in marketing and Bachelor in Islamic Banking and Insurance at American University of London; and Certified Islamic Banker (CeIB)

Appointed since 2009 (13 years)

Group Chief Executive Officer of Dubai Islamic Bank PJSC

Member of the Board of Tamweel; Associate Fellow Member in Islamic Finance Professionals Board; and Member of the Executive Committee of the Company.

==> picture [73 x 73] intentionally omitted <==

Mr. Obaid Nasser Lootah Board Member

Non-executive / Non-Independent

Real estate and banking

Bachelor of Business Administration from the University of United Arab Emirates

Appointed since 2010 (12 years)

Board Member at Arady Development LLC; and Member of the NRC and Executive Committee of the Company

==> picture [73 x 73] intentionally omitted <==

Mr. Yasser Bin Zayed Board Member

Non-executive / Independent

Real estate, financing and operations

Bachelor of Business Administration from California State University, United States of America

Appointed since 2016 (6 years)

General Manager at Dubai Office; Board member in Falcon Holding Ltd.; Chairman of the NRC and Member of the Audit Committee and Risk Committee of the Company.

==> picture [74 x 73] intentionally omitted <==

Ms. Maryam Bin Fares Board Member

Non-executive / Independent

Banking and Corporate Treasury Management

Master’s Degree in International Business at Wollongong University Dubai, United Arab Emirates

Appointed in 2019 (3 years)

Senior Manager Treasury Dealing at Etihad Airways; and Chairman of the Audit Committee and Risk Committee and Member of the NRC of the Company.

==> picture [39 x 43] intentionally omitted <==

Experience Qualifications

Period served as a Board member from the date of first election

Their membership and positions in any other joint-stock companies

Their positions in any other important regulatory, government or commercial companies

12 DEYAAR - Integrated Report - 2022

B. Statement of the percentage of female representation in the Board for 2022 :

In line with the vision of the United Arab Emirates to make women an essential partner in leading the process of sustainable development, and with the aim of taking into account gender diversity, the Company has allocated a space for the female candidate in its Board of Directors. One female Board Member has been elected on 27 April 2022 for the next term.

C. Statement of Board members’ remunerations and allowances to attend the meetings of the Committees:

  1. Total remunerations paid to the Board members for 2021: 6.56% of the net profit for the financial year ended in 2021 was given as a remuneration to the Board members (after deducting depreciations and reserve), which represents the amount of AED 3 million after obtaining approval of the

General Assembly which was held on 27 Apr 2022

  1. Total remunerations of the Board members proposed for 2022 to be presented in the annual General Assembly meeting for approval:

It is proposed to pay AED 3.55 million from the net profit of the financial year ended on 31 December 2022 (After deducting depreciation and reserves) as a remuneration to the Board members, after obtaining the approval of the General Assembly.

(We will make the necessary update if the proposed remuneration is changed in the upcoming General Assembly meeting).

  1. Allowance paid to the Board members for attending meetings of the Board Committees for 2022:

The Board received allowance for attending the meetings of the Board Committees as follows:

Allowances paid to a Board Member other than the allowances paid for attending the committees

No. Name Committee Name Allowance per
meeting
No. of
attended
meetings
Total allowance of 2022
1 H.E. Hamad Buamim Executive Committee 5,000 3 15,000
2 Dr. Adnan Chilwan Executive Committee 5,000 3 15,000
Audit Committee 5,000 4
3 Mr. Mohamed Al Sharif Risk Committee 5,000 2 30,000
Nomination and
Remuneration Committee
5,000 4
4 Mr. Mohammed Al Nahdi Audit Committee 5,000 2 40,000
Risk Committee 5,000 2
5 Mr. Obaid Nasser Lootah Nomination and
Remuneration Committee
5,000 1 25,000
Executive Committee 5,000 4
Nomination and
Remuneration Committee
5,000 1
6 Mr. Yasser
Falasi
Bin Zayed Al Audit Committee 5,000 3 30,000
Risk Committee 5,000 2
Nomination and
Remuneration Committee
5,000 1
7 Ms. Maryam Bin Fares Audit Committee 5,000 4 35,000
Risk Committee 5,000 2
8 Mr. Rashid Al Dabboos Executive Committee 5,000 3 15,000
9 Mr. Abdullah Lootah* Nomination and
Remuneration Committee
5,000 3 15,000
10 H.E. Khalifa Al Zaffn* Nomination and
Remuneration Committee
5,000 3 15,000
  • Board member till 27 April 2022

13 DEYAAR - Integrated Report - 2022

4. Details and reasons of additional allowances, salaries or fees paid to the Board members for 2022 other than the attendance allowance:

Allowances paid to a Board Member other than the allowances paid for attending the committees

No. Name Reason Total allowance of 2022
For attending the meetings of the Board
of Directors of a joint venture and an
1 Mr. Obaid Nasser Lootah associate company (Arady / Alzorah) in 20,000
his capacity as a member of the board
of directors

2022 D. Board of Directors meetings for the fiscal year

The Board held four (4) meetings during 2022, as follows:

Meeting Meeting Dates
No. Name
24 Feb 2022 10 May 2022 19 Oct 2022 27 Dec 2022
1 Mr. Abdullah Al Hamli X
2 H.E. Hamad Buamim* N/A T
3 Mr. Rashid Hasan Al Dabboos* N/A T
4 Mr. Mohamed Al Sharif T
5 Mr. Mohammed Al Nahdi X T
6 Dr. Adnan Chilwan X T
7 Mr. Obaid Nasser Lootah T T
8 Mr. Yasser Bin Zayed Al Falasi T
9 Ms. Maryam Bin Fares T T
10 Mr. Abdullah Lootah** N/A N/A N/A
11 H.E. Khalifa Al Zaffn** N/A N/A N/A

√ Attended the meeting X Absent T Attended through modern technology

  • Newly elected on 27 April 2022 ** Board member till 27 April 2022

14 DEYAAR - Integrated Report - 2022

==> picture [483 x 172] intentionally omitted <==

E. Number of Board's decisions issued by circulation 2022 : during the fiscal year

Three decisions were issued by circulation on 1 June, 18 July and 20 September 2022 and they were documented in subsequent Board meetings.

F. Duties and responsibilities assigned by the Board to the Executive Management:

The Board authorized the CEO, Mr. Saeed Al Qatami to carry out the daily tasks of the Company’s business as per the authority delegation matrix approved by the Board on 29 July 2018 and the amendments therein dated 29 December 2019. The Board also granted the CEO a set of authorities determined under a valid and indefinite - term power of attorney issued on 10 September 2015. The Board approved the extension of these authorities delegated to the CEO during the meeting held on 10 May 2022, summarized as follows:

  • Executing all tasks and necessary matters to manage and operate the Company to achieve its objectives and conduct its business on all financial and administrative aspects, representing the Company in its dealings with third parties and signing all contracts of all types.

  • Filing and registering lawsuits, claims and demands and defending Company’s interests as a plaintiff or defendant, claimant or respondent in legal proceedings, lawsuits or complaints before any court, committee, arbitration/ judicial/ administrative court and appointing & authorizing attorneys and legal consultants.

  • Signing cheques and commercial documents under the terms and conditions and powers determined by the Board represented by the Chairman of the Board. In addition, signing all kinds of contracts and assigning of its ownership before government authorities provided that these actions are within the limits of the plans and strategies approved by the Board represented by the Chairman of the Board.

  • Forming and registering branches, representative offices, subsidiary companies, joint ventures, associates, or strategic alliances with other parties in the United Arab Emirates as approved by the Board.

The Board approved additional authorisation to the CEO in the resolution passed by circulation dated 20 September 2022 as follows:

  • To open and close bank account/s, deposit, endorse or withdraw funds to or from any of the Company’s bank accounts or safe deposit box.

  • To execute, sign and deliver to banks on behalf of the Company and its subsidiaries any forms, mandates to add signatories to operate the accounts, agreements, deeds and any account opening and servicing documentation and do all acts, things and matters whatsoever necessary for the opening, maintenance and operation of the account/s and to avail all cash management, credit cards or any electronic / online banking services with roles.

The Board also approved to do the necessary changes to the POA given to the General Counsel in the Board Meeting held on 10 May 2022 and summarized as follows:

  • Representing the Company in all legal affairs before all

  • official authorities and courts.

  • Amending the Memorandum of Association of Company's subsidiaries according to the new commercial law.

  • Representing the Company and its subsidiaries before the Notary Public, Department of Economic Development, free zone authorities and all the competent authorities in making all necessary amendments to the Companies’ Articles of Association.

These powers have been extended during the Board meeting held on 10 May 2022.

G. Statement of the details of transactions made with related parties (stakeholders) during 2022

The Group enters into transactions with companies and entities that fall within the definition of a related party as contained in IAS 24 Related Party Disclosures.

Related parties comprise entities under common ownership and/or common management and control and key management personnel.

15 DEYAAR - Integrated Report - 2022

Balances and transactions with related parties

Apart from those mentioned in the Clause No. (11) of the notes included in the financial statements of the Company for the year 2022, there are no transactions with related parties (stakeholders) or any other parties during 2022. The transaction details are as follow:

a) Related party transactions

During the year, the Group entered into the following significant transactions with related parties in the normal course of business and at prices and terms agreed by the Group’s management.

2022 2021
AED’ 000 AED’000
Ultimate majority shareholder
Other operating income/fnance income 3,691 770
Finance cost 25,288 10,258
Borrowings drawdown 219,793 626,407
Borrowings repayments 216,129 121,064
Joint venture
Other operating income 1,125 725
Dividend income 19,095 10,223
Associate
Dividend income 2,000 -

b) Remuneration of key management personnel

b) Remuneration of key management personnel
2022 2021
AED’ 000 AED’000
Salaries and other short term employee benefts 13,980 13,281
Termination and post-employment benefts 508 451
Board of Directors’ sitting fees 165 165
Board of Directors’ remuneration 3,150 2,850
17,803 16,747

16 DEYAAR - Integrated Report - 2022

c) Due from related parties comprises:

c) Due from related parties comprises:
2022 2021
AED’ 000 AED’000
Current
Due from a joint venture 1,084 2,350
Due from other related parties 245,426 445,426
246,510 447,776
Less: provision for impairment (33,613) (33,622)
212,897 414,154

Cash and bank balances include amounts held with the ultimate majority shareholder of the Group (One of the banks), bank account balances of AED 166.6 million (2021: AED 113 million) and fixed deposits of AED 354 million (2021: AED 168 million), at market prevailing profit rates.

applied certain key assumptions and judgments in accordance with IFRS 9 - Financial Instruments in order to determine the expected credit loss which includes the use of various forward-looking information that could impact the timing and/or amount of recoveries.

Impairment provision

To determine the provision for impairment, management

3 . Due to related parties comprises:

2022 2021
AED’ 000 AED’000
Current
Due to a signifcant shareholder 271 322
Due to other related parties 110 435
381 757

As of 31 December 2022, the Group had bank loans from the ultimate majority shareholder of AED 798.8 million (2021: AED 795.2 million) at market prevailing profit rates.

17 DEYAAR - Integrated Report - 2022

H. Organizational structure of the Company

==> picture [465 x 618] intentionally omitted <==

----- Start of picture text -----

Shareholders
Board of Directors
Risk Committee
Nomination and Remuneration
Committee
Risk Management
Executive Committee
Audit Committee
Chief Executive Officer
Compliance Internal Audit
Insider Trading Committee
IT Steering Committee
Executive Management
Departments / Business Units
----- End of picture text -----

18 DEYAAR - Integrated Report - 2022

I. Statement of Senior Executives staff, their positions and date of appointment, total salaries and bonuses paid thereto as on 31 December 2022 :

No Position Appointment date Total salaries and
allowances paid
for 2022
(AED)
Total Bonuses
paid for 2022
(AED)*
Any other cash/
in-kind bonuses
for 2022 or due in
the future
1 Chief Executive Offcer 1 Jun 2007 2,516,115 - NA
2 Chief Operating and Transformation
Offcer
2 Aug 2015 1,674,281 - NA
3 Vice President-Operations 1 May 2004 1,059,705 - NA
4 Vice President-Sales 8 Jan 2006 1,202,632 - NA
5 Vice President-Human Resources 30 May 2022 499,603 - NA
6 Vice President-Marketing and
Corporate Communications
1 Aug 2008 751,123 - NA
7 Vice President-Legal (General Counsel) 7 Feb 2017 1,159,347 - NA
8 Senior Vice President-Projects &
Commercial
26 Apr 2022 871,507 - NA
9 Vice President-Asset Management &
Hospitality
24 Nov 2016 944,465 - NA
10 Vice President-Property & Community
Management
6 Dec 2022 68,384 - NA
  • There are no bonuses paid for the year 2022 as of report date. If any bonuses have been paid, we will make the necessary update.

19 DEYAAR - Integrated Report - 2022

4. External Auditor

  • A. Deloitte & Touche M.E. (Deloitte) was reappointed as external auditor for the year 2022 at the General Assembly meeting on 27 April 2022 and with the approval of majority shareholders. Deloitte is one of the four world’s largest

accounting and auditing companies. The company provides auditing, taxation and consulting services in various sectors. B. Statement of the fees and costs of the audit or the services provided by the External Auditor:

Name of Audit Office Deloitte & Touche (Middle East) Name of Partner Auditor Daneya Suriya Number of years served as the Company’s external auditor Four years Number of years the Partner Auditor spent auditing the Company’s One year accounts Total audit fees for 2022 (in AED) AED 451,000 Fees and costs of special services other than auditing the financial statements for 2022 (in AED), if any, and in case of absence of any other AED 49,000 fees, this shall be expressly stated Details and nature of other services (if any). If there are no other External auditor’s opinion on Company’s method services, this shall be expressly stated. for capital reduction as per ESCA requirement. Cost of variation in audit services provided by external auditor for year AED 58,800 2021 which was conducted in 2022

Details and nature of variation in audit services provided by external auditor for year 2021 which was conducted in 2022

  • Additional time spent on review of fair valuation model of investment properties/ property, plant and equipment.

  • Obtain assurance on the significant increase in profit share of the Company from Al Zorah.

The table below shows a statement of other services provided by an external auditor other than the Company's auditor in 2022:

Auditor Partner Auditor Type of services Amount (AED)
KPMG Lower Gulf Limited Maryam Zaman Consulting services 67,000

C. There are no reservations made by the External Auditor of the Company in the interim and annual financial statements for the year 2022.

20 DEYAAR - Integrated Report - 2022

5. Audit Committee:

The Company’s Audit Committee reviews financial and accounting policies and procedures, monitors the independence of the External Auditor, reviews financial control systems, internal control and risk management, and performs a wide range of tasks related to following up on the work of the External Auditor. A. Ms. Maryam Bin Fares, Audit Committee Chairman,

acknowledges her responsibility for the committee charter in the Company, to review its work mechanism and ensure its effectiveness.

B. Names of members of the Audit Committee:

No. Name Title
1 Ms. Maryam Bin Fares Chairman
2 Mr. Mohammed Al Sharif Member
3 Mr. Yasser Bin Zayed Al Falasi Member
4 Mr. Mohammed Al Nahdi Member

The roles and duties assigned thereto:

  1. Reviewing the Company’s financial policies and accounting procedures;

  2. Developing and implementing the policy of contracting with the External Auditor and submitting reports to the Board specifying the important issues that require actions with recommendation on the steps to be taken;

  3. Monitoring the independence and objectivity of the External Auditor, discussing the nature and scope of the audit process and its effectiveness according to the approved audit standards, ensuring the External Auditor’s fulfillment of the terms and conditions stipulated in the applicable laws, regulations and resolutions and the Company's Articles of Association;

  4. Monitoring the integrity of the Company’s financial statements and its (annual and quarterly) reports and reviewing them as part of its duty during the year and after closing of the books after each quarter. It shall particularly focus on the following: Any changes in accounting policies and practices; highlighting the areas subject to Management’s discretion; material modifications resulting from the audit; assumption of continuity of the Company; compliance with the accounting standards established by the Authority; compliance with the rules of listing, disclosure and other legal requirements regarding the preparation of the financial reports;

  5. Coordinating with the Board, the Executive Management, Chief Financial Officer (CFO) or whoever carry out the same responsibilities in the Company to perform its duties;

  6. Meeting with the External Auditors of the Company at least once a year without the presence of the Senior Executive Management or any of its representative and discussing the nature and scope of auditing and its effectiveness in accordance with the approved auditing standards;

  7. Examining any significant and unusual terms that are stated or must be stated in those reports and accounts and shall give due consideration to any matters issued by the CFO or whoever carries out the same responsibilities,

the Compliance Officer or the External Auditors;

  1. Providing recommendation to the Board regarding the selection, resignation or dismissal of the External Auditor;

  2. Reviewing the Company's financial control, internal control and risk management systems;

  3. Discussing the internal control system with the Board and ensuring the latter’s establishment of an effective internal control system;

  4. Examining the results of primary investigations in internal control matters as assigned to the Committee by the Board or initiated by the Committee with Board approval on such initiative;

  5. Reviewing the auditor's assessment of the internal control procedures and ensuring the coordination between the Company’s internal and external auditors;

  6. Ensuring availability of resources required for the Internal Audit Department and monitoring the effectiveness of such department;

  7. Discussing all matters that are relevant to the External Auditor duties, work plan and correspondence with the Company, observations, reservations and any essential questions raised by the External Auditor to the Executive Management regarding the accounting records, financial accounts or control systems and following up on their response and monitor the responsiveness of the Management and necessary facilities provided to the External Auditors to carry out their work;

  8. Ensuring timely response of the Board to inquiries and substantial matters mentioned in the letter of the External Auditor;

  9. Developing the rules that enable employees of the Company to confidentially report any potential violations of financial reports, internal control or any other issues, and procedures necessary for conducting independent & fair investigations concerning such violations and monitoring the extent to which the Company complies with the code of conduct;

  10. Reviewing the related parties’ transactions of the

21 DEYAAR - Integrated Report - 2022

Company and ensuring that no conflict of interest exists and submitting recommendations concerning such transactions to the Board before concluding contracts;

  1. Ensuring implementation of the work rules of its duties and authorities entrusted by the Board;

  2. Submitting reports and recommendations to the Board for above mentioned issues, and considering any other issues determined by the Board.

  3. C. Statement of number and dates of the Audit Committee meetings held during 2022 to discuss issues related to the financial statements and any other matters, indicating the number of times of personal attendance of all members of the Committee

The Committee held four (4) meetings during the fiscal year as follows:

Meeting Dates
9 Feb 2022 25 Apr 2022 26 Jul 2022 17 Oct 2022
No. Name Attendance Purpose Attendance
Purpose
Attendance Purpose Attendance Purpose
1
2
3
Ms. Maryam Bin Fares
Mr. Mohamed Al Sharif
Mr. Yasser Bin Zayed
Al Falasi


Discussion
of fnancial
statements
and matters
of Internal

Discussion
of fnancial
statements
and matters
of Internal

X


T
Discussion
of fnancial
statements
and matters
of Internal


Discussion
of fnancial
statements
and matters
of Internal
4 Mr. Mohammed Al Nahdi* N/A Control Control
Control Control

√ Attended the meeting X Absent T Attended through modern technology * Newly elected on 10 May 2022

6. Nomination and Remuneration Committee

The Nomination and Remuneration Committee continuously ensures the independence of the independent members, prepares the policy for granting remunerations, benefits and incentives, determines the Company’s needs for competencies at the level of senior executive management and employees, as well as determines the basis for their selection and prepares the policy for human resources and training in the Company.

  • A. Mr. Yasser Bin Zayed Al Falasi, Nomination and Remuneration Committee Chairman, acknowledges the responsibility for the committee charter in the Company to review its work mechanism and ensure its effectiveness.

  • B. Names of members of the Nomination and Remuneration Committee:

No. Name Title
1 Mr. Yasser Bin Zayed Al Falasi Chairman
2 Ms. Maryam Bin Fares Member
3 Mr. Obaid Lootah Member
4 Mr. Mohammed Al Nahdi Member

The roles and duties assigned thereto:

  1. Constantly verifying independence of the independent Board members;

  2. Developing a policy on which basis of bonuses, benefits, incentives and salaries shall be granted to the Company’s Board members & staff and ascertaining that the remuneration and benefits granted to Executive Management are reasonable and in line with the Company’s performance;

  3. Determining Company’s requirements of competencies

of the Executive Management and employees’ level and selection criteria of these requirements;

  1. Preparing human resources and training policy, monitoring its implementation and reviewing thereof on annual basis;

  2. Organizing and following up the Board nomination procedures according to the applicable laws, regulations and its provisions;

  3. Reviewing annually the appropriate skills required for Board membership a nd preparing of capabilities

22 DEYAAR - Integrated Report - 2022

and qualifications for Board membership including the time a member shall need to allocate to fulfill their duties;

  1. Reviewing the Board’s structure and submitting recommendations related to the changes that may be made;

  2. Developing a board membership policy with the aim of gender diversification within the formation and encouraging women nominees through offering of

incentive and training benefits and programs;

  1. Consider any other matters determined by the Board.

  2. C. Statement of number and dates of Nomination and Remuneration Committee meeting held during 2022, indicating the number of times of personal attendance of all members of the Committee

The Committee held four (4) meetings as follows:

Meeting Dates
No. Name
25 Jan 2022 30 Mar 2022 19 Apr 2022 17 Oct 2022
1 Mr. Yasser Bin Zayed Al Falasi* N/A N/A N/A
2 Ms. Maryam Bin Fares* N/A N/A N/A
3 Mr. Obaid Lootah* N/A N/A N/A
4 Mr. Mohammed Al Nahdi
5 Mr. Abdulla Lootah** N/A
6 H.E. Khalifa Al Zaffn** N/A

√ Attended the meeting * Newly elected on 10 May 2022 ** Board member till 27 Apr 2022

7. Insiders’ Trading Committee

The Insiders’ Trading Committee prepares a register of all insiders in the company, in addition to the persons likely to have temporary access to internal information and prepares the systems and laws for the trading of board members and employees in the Company’s shares, its subsidiaries, or related companies. It is also responsible for approving these systems and laws by the Board, and for taking all

necessary measures to maintain the confidentiality of the Company's data.

  • A. Mr. Hani Fansa, Insiders’ Trading Committee Chairman, acknowledges his responsibility for the insiders’ trading charter in the Company to review its work mechanism and ensure its effectiveness.

B. Names of the members of Insiders’ Trading Committee

No. Name Title Position
1 Mr. Hani Fansa Chairman Chief Operating and Transformation Offcer
2 Ms. Amel Al Hosani Member Vice President-Human Resources
3 Mr. Ala Hasan Member Board Secretary & Head of Compliance and Risk

The roles and duties assigned thereto:

  1. Preparing a register of all insiders in the Company in addition to the persons who may have temporary access to internal information;

  2. Preparing policies and procedures related to Board and employees trading in the Company’s shares or its parent company, affiliates or associated companies’ shares and submit such policies and procedures to the Board for review and approval;

  3. Take all necessary measures for maintaining

confidentiality of the Company’s key information;

  1. Take the necessary procedures to ensure related parties who have access to internal information including information of the Company maintain confidentiality and prevent this information from abuse or transferring to other parties; and

  2. Ensuring that all insiders sign a declaration form confirming their awareness of their status as insiders and have access to the internal information about the Company & its customers and assume all legal

23 DEYAAR - Integrated Report - 2022

consequences in case of disclosing the information or giving recommendations based on their access by virtue of their positions and informing the Company about any trading of shares of the Company or its affiliates before and after trading.

The Executive Committee shall assist the Board in implementing its missions. In order to do that, the Executive Committee was authorized directly by the Board and granted all powers to take the necessary decisions in order to conduct Company’s works in periods between the Board meetings.

  • C. Summary of the Committee’s activities in 2022

  • Updating register of insiders of the Company.

  • Sending the updated register of insiders to Dubai Financial Market and the Authority as per the template provided.

8. Executive Committee

The Executive Committee monitors and evaluates the achievement of the Company's strategic objectives, reviews the financial budget, feasibility studies and plans for developing new projects, approves and reviews new investments, approves new loans and ensures that the necessary terms and conditions for loans and financing are met.

  • A. H.E. Hamad Buamim, Executive Committee Chairman, acknowledges his responsibility for the committee charter in the Company to review its work mechanism and ensure its effectiveness.

  • B. Names of members of the Executive Committee

No. Name Title
1 H.E. Hamad Buamim Chairman
2 Dr. Adnan Chilwan Member
3 Mr. Rashid Hasan Al Member
Dabboos
4 Mr. Obaid Lootah Member

The roles and tasks assigned thereto:

  1. Monitor and evaluate the progress of achieving Company’s strategic goals and initiatives along with providing the necessary directions to the CEO in this matter;

  2. Review the Company budget and provide recommendation to the Board;

  3. Review and approve the feasibility studies with total cost up to AED 200 million;

  4. Review the feasibility studies for projects that exceed AED 200 million and provide recommendations to the Board;

  5. Review and approve new project development plans with total costs of up to AED 400 million;

  6. Review new project development plans that exceed AED 400 million and provide recommendations to the Board;

  7. Approve new or additional investments up to AED 100 million;

  8. Review new or additional investments that exceed AED 100 million and provide recommendations to the Board;

  9. Approve new or additional loans up to AED 100 million to existing subsidiaries, joint ventures, associates and others;

  10. Ensure appropriate terms and conditions of loan/financing arrangements and approve loan of up to AED 50 million;

  11. C. Statement of number and dates of Executive Committee meetings held during 2022, indicating the number of times of personal attendance of all members of the Committee

The Committee held four (4) meetings as follows:

Meeting Meeting Meeting Dates
No. Name
30 Mar 2022 31 May 2022 20 Sep 2022 12 Dec 2022
1 H.E. Hamad Buamim* N/A
2 Mr. Rashid Al Dabboos* N/A
3 Dr. Adnan Chilwan* N/A
4 Mr. Obaid Lootah
5 Mr. Mohamed Al Nahdi N/A N/A N/A
6 H.E. Khalifa Al Zaffn** N/A N/A N/A
7 Mr. Abdullah Lootah** N/A N/A N/A

√ Attended the meeting * Newly elected on 10 May 2022 ** Board Member till 27 Apr 2022

24 DEYAAR - Integrated Report - 2022

9. Risk Committee

The Risk Committee oversees and approves the Company’s risk management framework to assist the Board in identifying and managing the risks that the Company is exposed to. The Committee also communicates with the Board and senior Management on the Company's risk management activities and progress to keep them informed of any potential risks to

the Company.

  • A. Ms. Maryam Bin Fares, Risk Committee Chairman, acknowledges her responsibility for the committee charter in the Company to review its work mechanism and ensure its effectiveness.

B. Names of members of the Risk Committee

No. Name Title
1 Ms. Maryam Bin Fares Chairman
2 Mr. Mohammed Al Sharif Member
3 Mr. Yasser Bin Zayed Al Falasi Member
4 Mr. Mohammed Al Nahdi Member

The roles and tasks assigned thereto:

  1. Develop a comprehensive risk management strategy and policies that are consistent with the nature and volume of the Company activities, monitor its implementation, review and update based on the company internal and external changing factors;

  2. Identify and maintain an acceptable level of risks that the Company may face and ensure that the Company does not exceed such level;

  3. Supervise the risk management framework of the Company and evaluate the effectiveness of the framework and mechanisms of identifying and monitoring the risks that threaten the Company in order to identify areas of inadequacy and adequacy;

  4. Provide guidance to management, as needed, to assist them in improving their risk management practices and/or mitigating certain risks, including the presence of qualified management personnel to carry out risk management activities effectively;

  5. Obtain assurance from the executive management and internal audit that the risk processes and systems operate effectively with appropriate controls, in addition to compliance with

approved policies;

  1. Prepare reports on the level of exposure to risks and recommended procedures for managing such risks, along with submitting them to the Board;

  2. Make recommendations to the Board on matters relating to risk management;

  3. Ensure availability of adequate resources and systems for risk management;

  4. Report regularly to the Board on the Company’s risk profile and promptly inform the Board of any significant changes in the volume of the risk;

  5. Verify that the risk management personnel are apart from the activities that may expose the Company to risk; and

  6. Review appointment, performance and replacement of the Risk officer and monitor the effectiveness of the risk management unit in general.

  7. C. Statement of number and dates of Risk Committee meetings held during 2022, indicating the number of times of personal attendance of all members of the Committee

The Committee held two (2) meetings as follows:

Meeting Dates Meeting Dates Meeting Dates
No. Name
26 Jul 2022 17 Oct 2022
1 Ms. Maryam Bin Fares
2 Mr. Mohammed Al Sharif
3 Mr. Yasser Bin Zayed Al Falasi T
4 Mr. Mohammed Al Nahdi

√ Attended the meeting T Attended through modern technology

25 DEYAAR - Integrated Report - 2022

10. Internal Control System

A. Acknowledgment by the Board of its responsibility for the Company’s internal control system

The Board has overall responsibility for ensuring the effectiveness of the internal control system of the Company. This allows effective and efficient operations, accurate financial reporting and compliance with laws and regulations throughout the following assurance functions:

Internal Audit

The Company’s Internal Audit Department is an independent, objective assurance and consulting activity established to enhance and add value to the Company’s operations. It carries out its responsibilities according to corporate governance requirements and international standards issued by Institute of Internal Auditors and its approved guidelines. Its activities are conducted in a manner based on a continuous evaluation of perceived business risks and has full and unrestricted access to all activities, documents, records, properties and staff. This includes verifying the compliance of the Company and its employees with the provisions of applicable laws, regulations, policies and procedures, and following up on the mechanism of risk management.

The Internal Audit Department is reporting to the Board through the Audit Committee so that the Department and its staff are independent to perform the duties and responsibilities entrusted to them.

It ensures the internal control system’s efficiency and effectiveness in accordance with its risk based annual plan approved by the Audit Committee authorised by the Board and submits reports including observations and recommendations related to systems’ improvement to the Management and the Audit Committee.

Follow up on implementation of internal audit recommendations:

As a result of continuous follow up and meetings with management during the year, a significant number of open issues where implemented/resolved. Around 85% of the issues are implemented/resolved for reports issued until year 2022.

Risk Management

The Company adopted a risk management framework that is based on qualitative and quantitative assessment of the risks faced by the Company that may affect the achievement of the Company’s strategic, operational and financial objectives by assessing the risks associated with these objectives and processing them through internal controls as one of the effective means of managing, reducing, controlling or transferring risks and evaluate the level of protection provided by this framework.

Compliance

The Compliance function performs continuous and ongoing monitoring of compliance and implementation of laws and

regulations applicable to the Company. It also monitors the extent to which the Company abides by code of conduct rules, review the setup of Fraud Hotline through Internal Audit Department to enhance awareness regarding the prevention and detection of any fraudulent or irregular activity.

  • B. Name and qualifications of the Head of Internal Audit Department

Bassam El Ghawi is the Head of Internal Audit Department (Chief Audit Executive, CAE) since August 2014; he is a specialist in control and has an extensive experience (around 27 years) in internal and external auditing, risk management, corporate governance, compliance and fraud investigation.

He has a Bachelor's degree in Accounting and Economics, Diploma in Risk Management from the American Academy of Financial Management and he has also the following professional certificates: Certified Internal Auditor (CIA) – IIA); Certified Information Technology Auditor (CISA) - ISACA; Certified Fraud Examiner (CFE) - ACFE; Certified Risk Management Auditor (CRMA) - IIA; Certified Compliance Officer (CCO) Arab Certified Public Accountant ACPA - ASCA; Certified Risk Management Information Control Systems Auditor (CRISC) - ISACA.

C. Name and qualifications of the Compliance Officer

Mr. Ala Addin Mansoor is the Head of Compliance since April 2022, in addition to his role as the Secretary of the Board of the Company. He joined the Company in 2013 and held the position of Public Relations and Investor Relations Manager until 2022. He holds a Bachelor's degree in Mass Communication in Public Relations from Al Falah University - Dubai and has more than 14 years of experience in communication, marketing, public relations management, government relations and investor relations.

D. The Internal Audit Department method in handling any significant issues in the Company

The Internal Audit Department reviews the significant issues in the Company, if any, in detail by identifying its nature and classifying in terms of degree of risk and by determining the size of the issue and evaluating the extent of the negative consequences that may affect the Company.

To avoid further aggravating its occurrences, the Department submits its reports on observations resulting from the review and provides recommendations to the Executive Management and Audit Committee. It ensures that recommendations are implemented. In addition, the Department issues periodic reports to the Audit Committee summarizing the results of its activities as follows:

  • On quarterly basis: Information on the status and results of the annual audit plan, activities of internal audit staffs, status of action taken by each department on the recommendations of the previous audits and adequacy of Department’s resources.

  • On annual basis: It is by assessing the appropriateness and effectiveness of the internal control system. The assessment

26 DEYAAR - Integrated Report - 2022

covers all key controls of the Company, including financial and operational controls and risk management system. The implementation of these recommendations is also monitored periodically through issuance of a written report as required.

As per the approved annual audit plan, the Internal Audit Department has not encountered any significant issues within the Company which required to be disclosed in the 2022

annual financial statements.

E. Number of reports issued by the Internal Audit Department to the Board of Directors

The Internal Audit Department reports to the Board through the Audit Committee and issued reports during 2022 to the Committee according to the approved audit plan. The number of reports issued is shown below:

Report type Internal Control Internal Audit Compliance
Quantity 13 16 1

11. Details of violations committed during 2022, its reasons, how to be addressed and how to avoid their recurrence in the future

The Company fully abides by the applicable laws and regulations issued by the Securities and Commodities Authority and any legal authority related to financial markets.

Therefore, it did not incur any fines and there were no cases of violations to the applicable laws for the fiscal year 2022.

12. Cash and in-kind contributions made by the Company during 2022 for local community development and environmental conservation

The Company seeks to have a positive impact on community and the surrounding environment through effective social contributions and partnerships with bodies specialized in social support and environmental issues, emphasizing the need for social activities in line with the Company's strategy and values.

During 2022, the Company celebrated International Women's Day by organizing a bowling tournament for its female employees. The tournament witnessed the participation of nearly forty female employees in enthusiastic and competitive atmosphere.

The Company also organized a number of Umrah trips in cooperation with Beit Al Khair Society and Dar Al Ber Society,

where a number of orphans and needy people were sent to the Holy Land to perform Umrah. The cost of the trips is AED 100,000. Additionally, the Company provided a support of AED 10,000 to the Emirates Society for Parents Care and Relief.

As part of its social activities, the Company organized a health wellness day event at the Company's headquarter in cooperation with a number of clinics and health centers, in order to provide routine examinations for its employees. In the environmental field, the Company participated in the "Earth Hour" campaign organized by Dubai Electricity and Water Authority, by turning off the lights in all its projects in support of this initiative, which is held annually.

13. General Information

A. Statement of the Company’s share price in the market (closing price, highest and lowest price) at the end of each month during 2022:


during 2022:
,
Month Highest price Lowest price Closing price
January 0.48 0.47 0.48
February 0.47 0.46 0.47
March 0.47 0.46 0.46
April 0.48 0.47 0.48
May 0.41 0.40 0.40
June 0.47 0.46 0.46
July 0.50 0.49 0.50
August 0.56 0.54 0.55
September 0.46 0.44 0.45
October 0.50 0.48 0.49
November 0.52 0.51 0.51
December 0.51 0.50 0.51

27 DEYAAR - Integrated Report - 2022

  • B. Statement of the comparative performance of the Company’s shares with general market index and sector index to which the Company belongs during 2022

==> picture [483 x 193] intentionally omitted <==

----- Start of picture text -----

03/01/2022 - 30/12/2022
• Deyaar Development 0.51 • DFM General Index 3,336.07 • DFM Real Estate & Constructions 5,292.28
25
20
15
10
5
0
-5
-10
-15
-20
-25
-30
-35
-40
----- End of picture text -----

C. Statement of shareholders’ ownership distribution as on 31 December 2022 (individual, companies, governments) classified as follows: Local, Gulf, Arab and Foreign:

Shareholders
classifcation
Individual Companies Percentage
Government
of shares held
Banks
Institution Total
Local 37.473% 10.668% 0.518% 41.147% 0.052% 89.858%
Gulf 1.843% 1.101% - 0.234% 0.005% 3.183%
Arab 3.469% 0.300% - 0.001% - 3.770%
Foreign 1.574% 1.615% - - - 3.189%
Total 44.359% 13.684% 0.518% 41.382% 0.057% 100%

D. Statement of the shareholders owning 5% or more of the Company’s capital as on 31 December 2022

Name Number of owned shares Percentage of owned shares of the
Company’s capital
Dubai Islamic Bank (PJSC) 1,793,350,662 40.983%

E. Statement of the method of shareholders distribution according to the volume of shares an of 31 December 2022

No. Shares ownership Number of
shareholders
Number of owned shares Percentage of owned shares of the
Company’s capital
Percentage of owned shares of the
Company’s capital
1 Less than 50,000 27,276 283,410,249 6.477%
2 From 50,000 to less than
500,000
3,054 478,849,247 10.943%
3 From 500,000 to less than
5,000,000
611 806,987,563 18.442%
4 More than 5,000,000 63 2,806,590,586 64.138%
Total 31,004 4,375,837,645 100%

28 DEYAAR - Integrated Report - 2022

F. Statement of the procedures taken in respect of the Investor Relations

The Company seeks to enhance the continuous communication with investors; it also seeks to be responsive to all shareholders’ inquiries and directed the inquiries required therefrom to relevant departments of the Company. In order to reach a deeper level of communication, the Company updated the investor relations section in the website by feeding

it with all the financial statements and the annual report, in addition to designing an investor relations presentation that provides information about the company’s strategy, its most important financial statements and its current projects. The page of the Company in the Dubai Financial Market has also been updated complying with the disclosures on time.

Name of Investors Relations Officer and a communication data with the Officer:

Name of Offcer Mr. Ala Addin Mansoor
Communication Data
Phone Number 04/3840175 or 04/3840909 or 050/1411223
Email [email protected] / [email protected]

Electronic link of the Investors Relations Page on the Company website:

Arabic page http://www.deyaar.ae/ar/investor-relations
English page http://www.deyaar.ae/en/investor-relations

G. Statement of special resolutions presented in the General Assembly held in 2022 and procedures taken with respect thereto:

On 27 April 2022, a special resolution was approved by the General Assembly to reduce the issued share capital of the Company of AED 5.77 billion to AED 4.37 billion. Additionally, the General Assembly approved delegating the Company’s Chief Executive Officer and/or any of the Board members to take all necessary steps to reduce the share capital of the Company. Subsequent to the AGM resolution, the capital reduction was activated on Dubai Financial Market on 13 Jun 2022.

Further, a special resolution was approved by the General Assembly to amend the Articles of Association to reflect the reduced share capital and be aligned with resolution

No. (6/R.M) of 2022 amending some of the provisions of Resolution No. (3/R.M) of 2020 concerning adopting the Corporate Governance Guide for Public Joint Stock Companies in articles 5.1 and 15.3. The amendments have been published in the official Gazette after obtaining approval from the relevant authorities.

The General Assembly approved on 21 November 2022 by way of special resolution the amicable settlement with Limitless and delegated the Board to sign the settlement agreement amounting to AED 500 million and to take all necessary steps to execute the settlement and duly sign all addendums and amendments related to the payment mechanism.

H. Name and date of appointment of Board Secretary

Name of Board Secretary Alaa Addin Mansoor Hasan
Date of appointment 10 May 2022

I. Statement of significant events and important disclosures

occurred during 2022

  • Announcement of the financial results for the year 2021 with revenues of AED 496 million.

  • The election of the Board for the next three years.

  • Announcement of Q1, 2022 financial results with revenues of AED 162 million.

  • Announcement of capital reduction from AED 5.77 billion to AED 4.37 billion i.e. 24.3%.

  • The launch of Tria project, the Company’s first luxury tower in Dubai Silicon Oasis.

  • The yellow flag next to the Company on Market watch page has been removed.

  • The announcement of the financial results for H1 2022 with

29 DEYAAR - Integrated Report - 2022

revenues of AED 369.4 million.

  • Announcement of 91% completion of Mesk District and 78% Noor District in Midtown.

  • The announcement of Q3, 2022 financial results with revenues of AED 577.2 million.

  • The settlement agreement with Limitless has been signed which in turn deposited the first payment of AED 200 million as stipulated in the agreement.

  • The announcement of AED 300 million real estate development in Al Furjan, comprising of residential units and hotel apartments.

J. Statement of transactions made with related parties during 2022 that are equal to or more than 5% of the Company’s capital:

The Company entered into a sale and purchase agreement with a UAE based developer (related party) wherein the sale transaction falls within the definition of a related party in line with International Financial Reporting Standards (IFRS). Certain properties were under dispute with the related party against which the Company received a favourable judgment to terminate all sale and purchase agreements of lands under dispute. In 2022, the related party offered a settlement which was recommended by the Board and approved by the General Assembly by way of special resolution on 21 November 2022.

The Company has signed a Conditional Settlement Agreement with the related party for an amount of AED 500 million i.e. 11.4% of the Company’s capital. The Company received AED 200 million during the year upon execution of the Agreement and the remaining amount of AED 300 million is to be received within 18 months from date of the signed Agreement. Accordingly, the Company submitted an application to the court for the temporary suspension of the auction process on the remaining properties of the related party identified in the Agreement.

environment and attractive incentives to encourage them for creativity and development. Whereas the UAE nationals have priority of employment as appropriate to the applicable legislations and laws in the country. The Company is keen to provide suitable job opportunities for UAE nationals to sharpen their skills and develop their work experiences. The Company encourages its UAE national employees to complete their study and continue their career development thorough providing suitable training.

The percentage of UAE national employees in the Company in 2020, 2021 and 2022 is 9%, 10% and 8% respectively. We aim to increase this percentage in the upcoming years by creating new job opportunities in line with the overall strategy of the Company.

L. Innovative projects and initiatives carried out by the Company or are under development during 2022

In 2022, the Company started executing its Digital Transformation Strategy, which is based on four pillars: operational excellence, profitable growth, compliance and security, in addition to enhancing customer experience. This strategy aims to provide fast and accurate customer service, by providing digital tools to employees that help them achieve their targets, in addition process automation to achieve sustainable and low-cost business model and increasing revenues from digital operations.

Part of this Digital Transformation Strategy, the Company has completed number of projects throughout its business divisions, which include the following:

  • Proposal Management

  • Collection Process Hardening

  • Legal Cases Management

  • DPM Branchless Processes

  • Digital Residents’ Services

  • Online Fees Collection

  • Alternatives Payments Methods

  • Tenant E-Services

K. Statement of Emiratisation percentage in the Company at the end of years 2020, 2021 and 2022

The Company provides UAE nationals with a suitable work

  • VAT & tax invoices restructure

  • Single Sign On

Yours Sincerely,

==> picture [483 x 76] intentionally omitted <==

----- Start of picture text -----

Yasser Bin Zayed
Maryam Bin Fares Bassam El Ghawi
Chairman of Nomination & Remuneration
Chairman of Audit Committee Head of Internal Audit Department
Committee
Abdulla Al Hamli
Chairman of Deyaar Development PJSC
----- End of picture text -----

The signed copy of the governance report available on the company’s website on: https://www.deyaar.ae/en/corporate-governance

30 DEYAAR - Integrated Report - 2022

==> picture [550 x 402] intentionally omitted <==

==> picture [34 x 48] intentionally omitted <==

Business Review

==> picture [59 x 40] intentionally omitted <==

==> picture [55 x 36] intentionally omitted <==

==> picture [346 x 116] intentionally omitted <==

==> picture [123 x 51] intentionally omitted <==

==> picture [14 x 10] intentionally omitted <==

==> picture [15 x 10] intentionally omitted <==

==> picture [97 x 38] intentionally omitted <==

==> picture [107 x 41] intentionally omitted <==

==> picture [97 x 31] intentionally omitted <==

==> picture [32 x 16] intentionally omitted <==

==> picture [436 x 68] intentionally omitted <==

==> picture [51 x 37] intentionally omitted <==

Vision

==> picture [123 x 381] intentionally omitted <==

==> picture [121 x 387] intentionally omitted <==

==> picture [4 x 121] intentionally omitted <==

==> picture [240 x 60] intentionally omitted <==

==> picture [119 x 75] intentionally omitted <==

==> picture [122 x 72] intentionally omitted <==

==> picture [117 x 43] intentionally omitted <==

==> picture [123 x 43] intentionally omitted <==

To be known as a trusted, integrated real-estate Partner, creating value for stakeholders, society, and the economy.

==> picture [29 x 38] intentionally omitted <==

==> picture [5 x 4] intentionally omitted <==

Mission

To create an urban environment that meets the high standards set by the nation’s leaders, with a diverse portfolio of quality real estate developments and differentiated services, a return on investment for stakeholders and value for customers, whilst providing the tools to our employees to realize their potential.

==> picture [39 x 23] intentionally omitted <==

==> picture [6 x 19] intentionally omitted <==

==> picture [6 x 19] intentionally omitted <==

==> picture [39 x 22] intentionally omitted <==

Core Values

Ethical and transparent. Enterprising and agile. Trustworthy and reliable. Quality and value conscious. Committed to the economic transformation under our nation's leadership.

GROUP STRUCTURE

Deyaar Group

==> picture [536 x 635] intentionally omitted <==

----- Start of picture text -----

Deyaar
Development
Deyaar
Property Management
Deyaar
Facility Management
Deyaar Community
Management
Deyaar Asset
Management
Joint ventures
& associates
Arady
Developments LLC
SI AL Zorah equity
investments inc.
33 DEYAAR - Integrated Report - 2022
----- End of picture text -----

Deyaar's Milestones 2022

February

with revenues of AED 496 million.

July

  • been removed.

  • revenues of AED 369.4 million.

April

The election of the Board for the next three years.

October

  • Announcement of 91% completion of Mesk District and 78% Noor District in Midtown.

  • of AED 577.2 million.

May

AED 162 million.

June

  • Announcement of capital reduction from AED 5.77 billion to AED 4.37 billion i.e. 24.3%.

November

The settlement agreement with Limitless has been signed which in turn deposited the first payment of AED 200 million as stipulated in the agreement.

December

The announcement of AED 300 million real estate development in Al Furjan, comprising of residential units and hotel apartments.

  • Dubai Silicon Oasis.

34 DEYAAR - Integrated Report - 2022

==> picture [313 x 220] intentionally omitted <==

==> picture [483 x 286] intentionally omitted <==

Company Business Profile

Deyaar Development has significantly developed over the past decade to become one of the leading real estate development companies in the region. Deyaar plays an important role in the real estate industry through the development of residential and commercial projects; the Company pays great attention to the trust of its customers and adopts the latest construction technologies to develop high quality projects inline with the highest international standards.

Property Development

Deyaar has managed to make its distinctive mark on the real estate landscape of Dubai by focusing on meeting customers demand and offering high quality projects with unique designs. Deyaar projects have spread over large areas in Dubai including, the new Business and Finance Center in Business Bay and high-end residential areas in Dubai such as Dubai Marina, Al Barsha, Dubai International Financial Center (DIFC), Jumeirah Lakes Towers, Dubai Silicon Oasis, Dubai Production City, and Dubai Science Park.

The year of 2022 witnessed a growth in the real estate sector which was reflected on Deyaar property development, where the Company launched the Tria Project in Dubai Silicon Oasis, in addition to announcing investments of AED 300 million in Al Furjan through three projects, the first of which is Amalia Residences.

Additionally, the construction of the third and fourth phases in Midtown in in advanced stage, where Mesk District was completed and handover to the owners started in February

2023, while Noor District is near completion and will be handed over in April 2023, on the other hand, the construction work has progressed significantly in the luxury residential tower Regalia and exceeded 20% of completion.

Property Management

We are armed with knowledge and experience, our strong relationship with all stakeholders, our skilled human resources, and work ethics, and utilize them to exceed customers expectations. Through our strategically located offices in Dubai, Abu Dhabi, Sharjah, Al Ain, Ras Al Khaimah and Fujairah, we offer comprehensive services to tenants and property owners in the UAE.

As part of our strategy to provide the best services to our customers, we have created a Tenant Portal to facilitate tenancy services and provide them online, as the percentage of contracts renewals through the Tenant Portal increased to reach (54%) of the total contracts in the last quarter of the year. The Portal has been developed and new services were added such as electronic tenancy contract, quick payment and notifications, in addition to move-out requests, new contracts, andcontract transfer. The electronic signature was also adopted in tenancy contracts using the DocuSign software. Landlords of properties under our management can access information related to their properties through our Landlord Portal, which serves as the ideal channel between our clients and our services.

Over the past years, we have obtained accreditation from

35 DEYAAR - Integrated Report - 2022

the most prominent international certificates such as: ISO 9001: 2015 in Quality Management Systems for Real Estate Management Services, ISO 55001: 2014 in Asset Management, ISO 45001: 2018 in Health and Safety at Work, and ISO 10002: 2018 in Customer Satisfaction in Quality Management. We currently manage a portfolio of over (15,000) units in over (750) buildings across the UAE. In 2022, more than (1,500) properties were added to our portfolio, and we successfully renewed (85%) of the contracts, and the occupancy rate reached more than (87%).

Facilities Management

Deyaar Facilities Management has strengthened its position as a Leading Provider of Integrated Facilities Management Services, by winning new contracts for (21) Projects in Dubai, (7) in Abu Dhabi, (2) in the Northern Emirates and (1) in Al Ain. The Company is keen to diversify its services and enter new sectors, the company is currently providing its services to government entities, charity organizations, hospitality and industrial sector, in addition to residential and commercial properties.

The Company has also expanded its portfolio of services, where an in-house team has been hired to provide new services such as AC maintenance, facade cleaning and maintenance, water tank cleaning. The company also established a unified control center for remote building management. Along with the expansion of service portfolio, manpower of Deyaar Facilities Management increased by 19% to reach 1,535 employees in 2022.

Deyaar Facilities Management is keen to follow the highest standards of quality, hence, the Company holds ISO 9001 certificate in Quality, 14001 in Environmental Management, 45001 in Occupational Health and Safety Management System, and 41001 in Facilities Management, in addition to obtaining the Certificate of the British Institute of Cleaning Science (BICSc). The Company also has an in-house training center in Dubai for its employees, which organized more than 250 training hours, for more than 740 employees in various fields of facilities management. When it comes to technology, all cleaning reports were automated using smartphones and QR codes.

The Company also uses augmented reality in maintenance, which allows specialists to guide technicians on site remotely without the need for them to move physically to the site.

Community Management

Pursuant to Law No (6) of (2019) on Ownership of Jointly Owned Property in Dubai, Deyaar has renamed the Owners Associations Management Department to Deyaar Communities Management, which continues to provide a full spectrum of services as stipulated by law, including technical, environmental, security, financial, administrative and customer service supervision.

In (2022), Deyaar Community Management was able to add a number of new projects, as the Company acquired two new projects, bringing the number of projects managed by the

Company to 40 projects with more than 8,800 units with a total area of more than 10 million square feet.

The Company holds a number of quality certificates, namely: ISO 9001-2015-Quality, ISO 14001:2015-Environment, ISO 45001: 2018-Occupational Safety and Health.

In line with company’s vision to make our services accessible and available to all customers, we have adopted the NetSuite Platform, which provides the latest technologies for customer service and equipped with an interactive application. Additionally, we have made new improvements to our website and customer portal, where customers can make utility payments and submit applications online. Furthermore, the automated facilities management system (CAFM - ComputerAided Facility Management) has also been implemented, in addition to the Visitor Management System and the installation of chargers for electric cars in the communities managed by the company.

Hospitality

Deyaar has expanded its real estate portfolio beyond commercial and residential properties through hospitality projects. The move comes as part of our overall strategy to diversify our services in the real estate sector, where the Company now owns three hotel facilities in strategically located areas such as Business Bay, Al Barsha and the Dubai Science Park managed by Millennium Hotels & Resorts Middle East and Africa Group.

Deyaar's hospitality achieved an average occupancy rate of 75% in 2022, while the number of bookings reached almost 240,000 bookings during the year.

Nationwide Utility Management

Nationwide Utility Management represents a new addition to our diversified portfolio of real estate services, and it was established to provide high quality utility management solutions for residential communities and commercial buildings. The company currently offers dynamic and innovative solutions including Automatic Meter Reading (AMR) Technology that digitizes the meter reading process using Smart Bill Technology, energy management and audit services, real estate management and consulting services, and equipment audit, coordination and supervision services.

Within a short period, Nationwide has taken over several projects, and we have also successfully established an Internal Energy Management Department to better serve the Group's energy consumption. During 2022, the Company won 3) contracts in energy management and 4 contracts for consulting and audit services.

The Company has received the accreditation of energy audit services from the Bureau of Regulation and Supervision (RSB) of the Electricity and Water Sector, in addition to receiving accreditation from Ras Al Khaimah Municipality as an accredited energy services company. The Company has obtained a number of ISO certificates, namely: ISO 9001, ISO 140001 and ISO 45001.

36 DEYAAR - Integrated Report - 2022

==> picture [550 x 402] intentionally omitted <==

==> picture [34 x 48] intentionally omitted <==

Projects

==> picture [59 x 40] intentionally omitted <==

==> picture [55 x 36] intentionally omitted <==

==> picture [346 x 116] intentionally omitted <==

==> picture [123 x 51] intentionally omitted <==

==> picture [14 x 10] intentionally omitted <==

==> picture [15 x 10] intentionally omitted <==

==> picture [97 x 38] intentionally omitted <==

==> picture [107 x 41] intentionally omitted <==

==> picture [97 x 31] intentionally omitted <==

==> picture [32 x 16] intentionally omitted <==

==> picture [436 x 68] intentionally omitted <==

==> picture [483 x 445] intentionally omitted <==

Deyaar Development Company has contributed to the development of the urban features of Dubai through its modern real estate projects, which include a wide portfolio of commercial and residential properties with high level of quality. The Company is constantly developing its projects by providing integrated residential solutions that combine comfort, luxury and modern lifestyle.

Midtown

Midtown Project is characterized by vibrant green spaces, provides an active lifestyle with quiet spaces to relax, high-quality facilities, open seating areas, children's play grounds, in addition to the shopping area that includes shops, pharmacies, supermarkets, restaurants and cafes that provide convenience to the residents.

The Project consists of residential buildings between 7 to 16 floors, and Afnan and Dania Districts have been handed over, which are now home to many families residing in Dubai. A number of well-known brands have opened in Midtown over the past two years, and leasing have started in the retail area in the project, knowing that the Company selects tenants carefully according to customers’ needs. Afnan District consists of seven buildings ranging from 7 to 16 floors with a total of 659 apartments, and the project was launched in 2015 and completed in November 2019, and it is the first of six districts within Midtown Project, and since the launch the project witnessed great demand and achieved high sales.

In April of 2016, Deyaar announced the launch of the second phase of Midtown under the name of Dania District, and it was completed and delivered to buyers in February of 2020, and it consists of six residential buildings with 579 apartments.

38 DEYAAR - Integrated Report - 2022

==> picture [483 x 357] intentionally omitted <==

Noor and Mesk in Midtown

In 2020, the third and fourth phases of Midtown Project were launched under the names Noor and Mesk; these projects were designed to provide a distinctive living options for middle-income families.

Noor District consists of seven buildings with 593 apartments, while Mesk District consists of four buildings with 275 apartments . Construction work is underway in with the aim of delivering Noor District in the second quarter of 2023, where the completion rate exceeded (80%), while the construction work in the Mesk District was completed in February 2023) and started the handover to the buyers..

Regalia

Deyaar is working to make Regalia Skyscraper a new landmark in Dubai's urban skyline, by designing it according to the highest international standards with range of luxury facilities and architecture that combines elegant interiors and smart city technologies such as smartphone-compatible control functions, and a wide range of amenities and entertainment.

The Project, which is considered to be the tallest tower ever built by Deyaar, consists of 70 floors, providing a variety of luxury apartments, with various social facilities, business center, as well as indoor and outdoor play grounds for children. These facilities blend with green spaces and seating areas, providing residents with the ideal environment to relax and enjoy time with their families.

The strategic location of the project, the smart home technologies, the luxurious facilities, the exclusive launch offer and many other advantages, have all contributed to achieving high sales within a short period of time.

The Project witnessed a large demand from local and international real estate investors who seek high-quality and luxury real estate properties, as all units in the Project were sold out for a value of one billion, which confirms investors' confidence in the quality of products offered by the Deyaar. Construction work on the Project is proceeding as planned, with the completion rate exceeding 20%.

New Projects

Tria

Deyaar announced the launch of the Tria Project in June 2022, which is its first luxury tower in the Dubai Silicon Oasis with a total value of more than AED 650 million.

39 DEYAAR - Integrated Report - 2022

==> picture [483 x 271] intentionally omitted <==

The luxury Project consists of 32 floors and occupies a distinctive location in the Dubai Silicon Oasis, and is one of the largest residential projects in this area. The tower takes the modern lifestyle to completely new levels through the best amenities and fitness facilities similar to luxury resorts, in addition to swimming pools, social club, a stateof-the-art sports club, a yoga suite, dedicated steam and sauna rooms, squash and paddle tennis courts, an outdoor cinema, and green spaces.

The tower features an elegant facade of glass and aluminum, and offers a wide range of residential options, including modern spacious studios, one-two-and threebedroom apartments, townhouses and duplexes units, as well as high-end penthouses. Each residential unit has full floor-to-ceiling double-glazed windows offering residents panoramic views of the Dubai skyline.

Amalia Residences

In December of 2022, Deyaar announced investments worth approximately AED 300 million in Al Furjan through three new projects ranging from residential and hotel apartments to include nearly 400 units. The Amalia Residences is the first project in Al Furjan, where the residential units in the Amalia Residences Project are distinguished by elegance, affordable prices, modern urban atmosphere, with flexible payment plans up to 5 years, and full waiver from DLD fees as part of the offer for those wishing to invest in the Project.

The distinctive Project has been designed to meet all of the needs of its residents, offering a variety of amenities and luxuries that make homes practical and inspiring.

Joint ventures & associates Arady - Central Park

“Arady Developments LLC” is a limited liability company owned by Dubai Properties and Deyaar Development PJSC, where Deyaar owns 50% of this joint venture. The company is involved in real estate development services.

Arady Developments LLC is responsible for developing the Central Park Project, which is an eminent multipurpose project composed of 48 floors in Dubai International Financial Centre. Each of the residential and commercial towers contains a ground floor with an area of 105840 square feet, and a commercial arcade that includes shops ranging from 1000 to 5000 square feet.

The total area of the Central Park project is 1,57 million square feet, and is easily accessible from Sheikh Zayed Road and Al Khail Road, making its location perfect for residences, businesses and leisure thanks to its numerous features and distinguished facilities, including green spaces, pools, shopping options, new shops, and a variety of food and beverage options.

Al Zorah

Al Zorah Development Company P.S.C was founded as a free zone subject to Ajman local Laws. It is a joint venture between the Government of Ajman and Solidere International that aims to develop Al Zorah project as a distinct and modern tourist destination. Deyaar owns 22.72% of Solidere International to invest in Al Zorah assets. It is registered in the Cayman Islands. The associate company is a holding company that invests in companies working in the field of real estate development.

40 DEYAAR - Integrated Report - 2022

==> picture [66 x 88] intentionally omitted <==

==> picture [67 x 74] intentionally omitted <==

Sustainability Report

==> picture [21 x 13] intentionally omitted <==

==> picture [348 x 122] intentionally omitted <==

==> picture [129 x 54] intentionally omitted <==

==> picture [14 x 10] intentionally omitted <==

==> picture [16 x 11] intentionally omitted <==

==> picture [102 x 39] intentionally omitted <==

==> picture [112 x 42] intentionally omitted <==

==> picture [102 x 33] intentionally omitted <==

==> picture [33 x 17] intentionally omitted <==

==> picture [442 x 72] intentionally omitted <==

Sustainable and Eco-Friendly Communities

In line with the UAE's vision to achieve the Sustainable Development Goals (SDGs) set by the United Nations General Assembly (UNGA) in 2015, which are to be realized by 2030, Deyaar Facilities Management (DFM) is working to establish sustainable and environmentally friendly communities that contribute to the support and development of a sustainable economy, which in turn ensures residents a healthy life within long-term and high-quality buildings. In its strategic vision for its projects, Deyaar has committed to achieving the maximum degree of sustainability that can be attained when developing any real estate project, by designing and implementing integrated and sustainable projects that are environmentally friendly, adding a great value to local communities and creating spaces that harmonize seamlessly with neighboring areas.

In sustainability, Deyaar sees a key to the future and a key element in all of its construction activities and operations, and this is not only limited to protecting the ecosystem through environmental initiatives, but it also extends to include living well with the surrounding community and providing its services within an innovative and sustainable framework.

==> picture [231 x 220] intentionally omitted <==

Integrated Management that Meets Customers’ Requirements

Meeting the requirements of the modern sustainable civilian life by providing value-added services that are in line with the requirements and needs of customers and exceed their expectations is the main commitment of Deyaar Development Company, which is a commitment that is in keeping with the directives of the wise leadership in the UAE to provide a safe and flexible environment based on understanding risks and mitigating their effects.

And through its Deyaar Community Management Services Company Subsidiary, the Deyaar Development Parent Company has formulated an integrated management system policy, to which it adheres and it seeks through such adherence to meet the needs of its customers on time, win their satisfaction, and prevent injuries among all employees and all those who may be affected by its operations, all while concurrently striving to prevent pollution and protect the environment.

The Policy applies to everyone working in or supervised by Deyaar Community Management and anyone else affected by the Company's Business. The Policy is reviewed regularly to ensure its alignment with international standards, and measures are taken to ensure that all employees are committed to it. Deyaar, represented by its Community Management arm, is committed to the following obligations:

  1. Ensuring that all its activities are supported by sufficient and suitable articles from the contract that stipulates local and international standards; the laws of the Real Estate Regulatory Agency and other legal documents; and Deyaar's regulations on quality, health, safety, and environment management.

  2. Providing and developing a clear organisational structure with specific responsibilities to support risk assessment,

consultations, and employee engagement.

  1. Carrying out activities in a planned manner, and striving to be a reference in quality, health, safety, and environmental standards.

  2. Developing and maintaining the quality, health, safety, and environment management system of Deyaar Community Management, by setting goals and measuring performance to ensure continuous improvement in management and performance.

  3. Preserving the health, safety, and welfare of employees; and providing the safest possible environment that is free from risks to health and the environment.

  4. Conducting the Company’s affairs in a manner that ensures that persons other than its employees are not exposed to health or safety risks.

  5. Ensuring that the contractors appointed to carry out tasks comply with the relevant required standards and that they are monitored to ensure their compliance.

  6. Investigating accidents and reports of non-compliance to identify root causes and take appropriate and effective corrective measures.

  7. Conducting regular inspections and reviews with the assistance of the management team to monitor compliance with quality, safety, and environmental, standards; and ensuring that monitoring procedures are implemented effectively.

  8. Ensuring that the management team effectively uses the results of internal audits conducted by Deyaar Community Management to achieve general performance improvements.

42 DEYAAR - Integrated Report - 2022

High Quality Services

Investing in sustainable technology and innovation is the way through which, the Deyaar Development Parent Company, through its Deyaar Facilities Management Company Subsidiary, seeks to provide high-quality services to customers according to the highest standards to invariably always maintain customer satisfaction, where the pertinent work team commits to the following:

  1. Providing high quality services through the technical system.

  2. Continuous monitoring and improvement of operations in a changing business environment.

  3. Teamwork to ensure optimal results.

  4. Commitment to core values, integrity, fairness, and consistency in actions and practices.

Proactive Health and Safety

Management

The Deyaar Facilities Management Company works on proactive and clear management to manage health, safety and environment risks, and performance elements in its various operations.

This is showcased through its efforts to:

  1. Prevent accidents and ailments.

  2. Protect the environment and prevent pollution.

  3. Comply to legal and other requirements in force.

  4. Promote health, safety, and environmental values.

  5. Ensure welfare and safety by providing a safe workplace and suitable care for employees.

==> picture [273 x 448] intentionally omitted <==

43 DEYAAR - Integrated Report - 2022

Full Compliance with International Standards and Specifications

The Deyaar Development Parent Company and its subsidiarie represented by (Deyaar Property Management, Deyaar Facilities Management, Deyaar Community Management Services and Nationwide Management Services LLC), are all committed to international standards and specifications for a range of management systems that have received certificates of conformity, such as Nationwide Management Services Company, as an Accredited Energy Services Company (ESCO), which has received accreditation from Ras Al Khaimah (RAK) Municipality in (2022), in addition to its previous accreditations from the Bureau of Regulation and Supervision (RSB) in Dubai, also

as an Accredited Energy Services Company (ESCO) and an Accredited Energy Auditor.

The Facilities Management Division at Deyaar, through obtaining international certificates of conformity, demonstrates its continuous efforts to adhere to international standards, and those certificates are as per the following:

  • ISO 9001: 2015 (Quality Management System).

  • ISO 45001: 2018 (Occupational Safety and Health Management System).

  • ISO 14001: 2015 (Environmental Management System).

  • ISO 41001: 2018 (Facility Management System).

==> picture [152 x 217] intentionally omitted <==

==> picture [151 x 217] intentionally omitted <==

==> picture [317 x 214] intentionally omitted <==

----- Start of picture text -----

DEYAAR FACILITIES MANAGEMENT L.L.C DEYAAR FACILITIES MANAGEMENT L.L.C
1ST FLOOR, OFFICE NO – 102,103,104,105, P.O. BOX 238589, BURJ KHALIFA STREET, 1ST FLOOR, OFFICE NO – 102,103,104,105, P.O. BOX 238589, BURJ KHALIFA STREET,
DUBAI, UNITED ARAB EMIRATES DUBAI, UNITED ARAB EMIRATES
Bureau Veritas Certification Holding SAS – UK Branch certifies that the Management System of Bureau Veritas Certification Holding SAS – UK Branch certifies that the Management System of
the above organisation has been audited and found to be in accordance with the requirements the above organisation has been audited and found to be in accordance with the requirements
of the management system standards detailed below of the management system standards detailed below
ISO 9001:2015 ISO 45001:2018
Scope of certification Scope of certification
PROVISION OF FACILITIES MANAGEMENT SERVICES & PROJECT MANAGEMENT OF FIT PROVISION OF FACILITIES MANAGEMENT SERVICES & PROJECT MANAGEMENT OF FIT
OUT WORKS. OUT WORKS.
Original cycle start date: 05 May 2016 Original cycle start date: 29 June 2021
Expiry date of previous cycle: 04 May 2022 Expiry date of previous cycle: 04 May 2022
Certification / Recertification Audit date: 27 April 2022 Certification / Recertification Audit date: 27 April 2022
Certification / Recertification cycle start date: 09 May 2022 Certification / Recertification cycle start date: 09 May 2022
Subject to the continued satisfactory operation of theorganization’s Management System, this certificate expires on: 04 May 2025 Subject to the continued satisfactory operation of theorganization’s Management System, this certificate expires on: 04 May 2025
Certificate No.: DU004787 Version: 1 Issue date: 09 May 2022 Certificate No.: DU004786 Version: 1 Issue date: 09 May 2022
Certification Body Address: 5th Floor, 66 Prescot Street, London, E1 8HG, United Kingdom Certification Body Address: 5th Floor, 66 Prescot Street, London, E1 8HG, United Kingdom
Local Office: Bureau Veritas – Dubai Br., 2nd Floor, Block C, Al Hudaiba Awards Building,Jumeirah Road with 2nd December Interchange, Dubai, U.A.E Local Office: Bureau Veritas – Dubai Br., 2nd Floor, Block C, Al Hudaiba Awards Building,Jumeirah Road with 2nd December Interchange, Dubai, U.A.E
system requirements, please call: +971 4 307 4400Further clarifications regarding the scope and validity of this certificate, and the applicability of the management system requirements, please call: +971 4 307 4400Further clarifications regarding the scope and validity of this certificate, and the applicability of the management
1/1 1/1
----- End of picture text -----

44 DEYAAR - Integrated Report - 2022

==> picture [354 x 123] intentionally omitted <==

==> picture [269 x 150] intentionally omitted <==

==> picture [176 x 176] intentionally omitted <==

Awards and Recognition

Thanks to its efforts exerted over the past years in the field of sustainability, Deyaar FM has been able to win a number of awards from non-profit organizations, where Deyaar Facilities Management Company, a subsidiary of Deyaar Group, has obtained:

Issuing Body Award
International Real Estate Gold Award Winner - The
Community Management Most Innovative Initiative of
Summit (IRECMS) the Year
International Real Estate Silver Award Winner- Best
Community Management
Summit (IRECMS)
Mechanical, Electrical, and
Plumbing (MEP) Company
Middle East Facility
Management Association
(MEFMA)
Highly Commended Digital
Transformation Award
Innovation in FM (Facility
Management)
Highly Commended Overall
FM (Facility Management)
Company of the Year

45 DEYAAR - Integrated Report - 2022

Sustainability is the Key to the Future

Deyaar FM is committed to sustainability standards, as it believes that sustainability is the key to the future, where it is considered as one of the most important pillars of the Deyaar Development Group, through focusing on three main axes: Society, Environment and Economy.

Through its commitment to international standards within the framework of the previous axes, Deyaar FM ensures that the conduct of its commercial activities takes into thorough account ethical standards, and social, economic and environmental impacts, and it (Deyaar FM, that is) is also committed to championing social issues, and it contributes to raising the standard of individuals' lives and supports community initiatives through close cooperation with specialized community-based organizations (CBOs).

==> picture [146 x 140] intentionally omitted <==

----- Start of picture text -----

Community
Economy Environment
----- End of picture text -----

Commitment to the Sustainable Development Goals (SDGs) according to the UN Agenda ( 2030 )

==> picture [51 x 50] intentionally omitted <==

3. Good health and well-being

Maintaining the health of community members is a top priority for Deyaar. For this purpose, we provide a safe work environment that complies to all health requirements. We also educate our employees on health issues and conduct regular screenings. Furthermore, we implement blood donation and health awareness campaigns.

==> picture [50 x 49] intentionally omitted <==

4. Good education

At Deyaar, Issues related to education are of particular importance both for employees and for society as a whole. We encourage our staff to develop their skills and complete their education, and we have translated this into action by organizing training courses for staff, providing scholarships for graduate studies, and receiving university students to train and work in Deyyar.

46 DEYAAR - Integrated Report - 2022

==> picture [49 x 49] intentionally omitted <==

5. Gender Equality

Deyaar commits to achieving gender equality and empowering women in all businesses and sectors by ensuring equality in rights and responsibilities and encouraging women’s participation in all levels of management.

==> picture [49 x 49] intentionally omitted <==

6. Clean water and hygiene

Out of our belief in the importance of water as the primary source of life, we have taken several measures to save water using the latest technologies in reducing water consumption, water refining and reuse, and clean water provision.

==> picture [49 x 49] intentionally omitted <==

7. Clean and affordable energy

At Deyyar, we are constantly tracking the latest technologies to reduce energy consumption, while adhering at the same tandem time to practices that contribute to reducing the carbon footprint of the UAE.

==> picture [49 x 50] intentionally omitted <==

8. Decent work and economic growth

We assert our continued commitment to protecting worker's rights and safety, providing decent employment opportunities, holding training courses, and setting clear and specific standards for promotions and career development.

==> picture [49 x 49] intentionally omitted <==

9. Industry, innovation, and infrastructure

We have been keen on obtaining several ISO certificates related to quality, occupational health and safety, and customer satisfaction, as a testament of our efforts to encourage innovation, develop the infrastructure, and comply to international standards in business administration.

==> picture [49 x 49] intentionally omitted <==

10. Reduced inequalities

We take into consideration equality issues, and we commit to them by diversifying nationalities in our staff in all administrations which exceeded 30 nationalities.

==> picture [49 x 49] intentionally omitted <==

11. Sustainable cities and communities

Sustainable cities and communities form a fundamental pillar on which we rely while planning our new projects, as we seek through communities to create a sustainable local environment, use resources efficiently and effectively, rely on environmentally friendly materials, and invest in public utilities.

==> picture [49 x 49] intentionally omitted <==

12. Responsible consumption and production

In Deyaar, we monitor our resource consumption effectively and track any changes by making comparisons to discover the positive effects of our practices in all businesses, avoid negative effects, and identify methods of overcoming them.

==> picture [49 x 50] intentionally omitted <==

13. Climate action

We continue our commitment to our role in climate action by reducing paper consumption through transaction digitization; comprehensive environmental water, energy, and waste management; controlling cooling systems depending on the building load; disconnecting utilities from uninhabited buildings; and engaging in environmental activities and events.

==> picture [49 x 49] intentionally omitted <==

17. Partnerships for the goals

In order to participate in serving and supporting the community to improve all aspects of life on Earth, we reinforce our partnerships with concerned local organisations to achieve SDGs that serve all community members, reflect positively on our environment, and help the economic development in the UAE.

47 DEYAAR - Integrated Report - 2022

Deyaar Community

==> picture [480 x 104] intentionally omitted <==

----- Start of picture text -----

Staff Shareholders Customers
Partners Suppliers Stakeholders
----- End of picture text -----

The Community

Positive Work Environment

Supporting outstanding employees and developing their skills is a key commitment of Deyaar, which is always working to provide a positive work environment that contributes to retaining outstanding employees, to be competitive in the real estate development sector. At Deyaar, we also adopt high standards to enhance occupational safety management in the workplace, to ensure better conditions for workers by adhering to and implementing strict safety guidelines. This approach is a guarantee for the continuation of the comprehensive development process through:

  • Health insurance.

  • Training courses to develop the skills and self-abilities of employees.

  • Team building activities.

  • Various career opportunities, in addition to promotion opportunities.

The year 2022 witnessed a growth in human resources at Deyaar Facilities Management by 18.9%, with the number of employees reaching (1,535) employees compared to (1,291) employees in 2021.

Number of Employees

==> picture [231 x 199] intentionally omitted <==

----- Start of picture text -----

1,535
1600
1,291
1200
800
400 243 240
0
Deyyar Deyyar
Facilities Management for Development
Year of 2021 Year of 2022
----- End of picture text -----

Employees According to Gender

Attracting Competencies from Different Nationalities

The number of nationalities of employees in the Deyaar Group reached (33) nationalities during 2022, which shows the company's quest to reduce inequalities and support competitiveness, invest in expertise and attract diverse competencies.

Support and Empowerment of Women

As part of its efforts to maintain diversity and gender equality, and support all practices that promote women's participation and empowerment, the percentage of female employees in the Deyaar Group was 35% during 2022, and the Company supports the nomination of the female component for all positions and committees, including the Board of Directors, and according to the statistics of (2022), the gender diversity ratios were as per the following:

==> picture [223 x 173] intentionally omitted <==

----- Start of picture text -----

Number of
Female Employees
84
35%
65%
Number of
Male Employees
Male
156
Female
----- End of picture text -----

48 DEYAAR - Integrated Report - 2022

Percentage of the Nationalization of the Workforce (Emiratisation)

==> picture [65 x 73] intentionally omitted <==

==> picture [65 x 73] intentionally omitted <==

10% 8% 2021 2022

Investing the Expertise of Emirati Competencies

Deyaar is looking forward to providing a work environment full of incentives through which it can attract qualified UAE nationals to invest their practical experiences and work

on refining their skills, as it continues to support Emirati employees to continue their educational attainment and strive towards developing their careers.

==> picture [231 x 233] intentionally omitted <==

Development of Abilities and Skills

Training of employees and refining their skills is what Deyaar Company is working on according to an organized program that includes activities, sessions and workshops that develop the technical, behavioral and managerial capabilities and skills of working individuals to enable them to achieve effective and fruitful performance that leads to

==> picture [231 x 233] intentionally omitted <==

achieving their personal goals and the company's objectives with the highest possible efficiency, as Deyaar Facilities Management Company has a training and qualification center for the company's employees in various projects, and the following is the training data at Deyaar Facilities Management for the year of (2022):

746

256

104

Number of Trained Staff

Total Training Hours

Total Number of Training Programs

49 DEYAAR - Integrated Report - 2022

==> picture [483 x 272] intentionally omitted <==

==> picture [483 x 272] intentionally omitted <==

Initiatives that Enhance Employee Productivity Deyaar is interested in supporting its employees and enhancing their productivity by involving them in sports and entertainment activities, where the Company has organized

a Corporate Football Tournament and a Corporate Cricket Tournament at Deyaar Facilities Management, in addition to participating in a number of different events.

50 DEYAAR - Integrated Report - 2022

==> picture [483 x 225] intentionally omitted <==

International Women's Day (March the 8th)

On this occasion, Deyaar organized the Deyaar Bowling Games for Ladies held at Action Boulevard with the participation of many female employees in the Company and they distributed medals to the winning teams.

Deyaar Celebrates International Women's Day

Number of Attendees 38

Emirati Women's Day (August the 28th)

On this occasion, Deyaar presented gifts to its Emirati female employees in recognition of their tireless work that promotes the role of Emirati women and their leadership.

==> picture [63 x 70] intentionally omitted <==

==> picture [21 x 31] intentionally omitted <==

Pink Ladies Games (Cancer Awareness for Women) - October

Deyaar has also organized a Pink Cancer Awareness Event for ladies in the Escape Room, which aimed to provide them with mental stimulation, relaxation and stress relief by providing correct information about the disease.

Pink Cancer Awareness Event for Ladies

Number of Attendees 40

Health Wellness Day (October the 20[th] )

Deyaar has organized a health day at the Company's head office in cooperation with a number of health institutions to provide routine examinations to the Company's employees and provide medical consultations free of charge.

UAE Flag Day (November the 3[rd] )

In response to the invitation of His Highness Sheikh Mohammed Bin Rashid Al-Maktoum, Vice President and Prime Minister of the UAE and Ruler of Dubai, Deyaar held a Flag-Raising Ceremony with the participation of the management team and residents of Midtown at Midtown Client Centre.

==> picture [174 x 131] intentionally omitted <==

51 DEYAAR - Integrated Report - 2022

==> picture [483 x 218] intentionally omitted <==

Quality Services that Achieve Customer Satisfaction

Deyaar continuously conducts surveys to monitor customer satisfaction and obtain their feedback to enhance its services and measure the level of customer satisfaction about the quality of services and the transactions that it provides, as Deyaar Community Management conducts periodic surveys on a quarterly basis for more than (40) residential complexes managed by them.

Positive Impact on Society

Deyaar seeks to be a positive influence in the society and the surrounding environment, through its active social contributions, and activating partnerships with agencies specializing in social support and environmental issues, with the need to align the activities and programs of social responsibility with the Group's strategy and values. During 2022, Deyaar had a range of diverse social contributions as per the following:

Outstanding Performance in Occupational Health and Safety

Deyaar takes effective measures to protect its teams from any occupational hazards that may befall them by conducting various health and safety-related activities and providing support and training for each complex separately through emergency response plans. Among the most prominent measures taken by Deyaar in this context include:

  • Ensuring the implementation of health, safety and environment policies and procedures on an ongoing basis.

  • Conducting periodic health and safety inspections in Deyaar's various complexes.

  • Organizing training programs for various work teams within Deyaar in order to introduce them to various health, safety and environment requirements.

  • Organizing safe management procedures for contractors to ensure that their activities do not cause any harm to any of the residents.

  • Ensuring that all activities required of all contractors (including preparation contractors) are safely carried out in the project, such as cleaning facades using ropes (Rope or Abseiling Access or High Rise Window Cleaning), in accordance with relevant international standards.

==> picture [50 x 56] intentionally omitted <==

==> picture [37 x 70] intentionally omitted <==

==> picture [44 x 55] intentionally omitted <==

Cooperation with the Emirates Society for Parents, Care and Relief (Charity) Deyaar, in cooperation with the Emirates Society for Parents, Care and Relief, donated funds to support the activities of this Association.

Cooperation with the Beit Al Khair Society

As part of its social responsibility and in cooperation with the Beit Al Khair Society, Deyaar FM contributed by sending a group of orphans on a trip to the Holy Land in Mecca to perform the Umrah Rituals, and the contribution included (11) people.

Cooperation with Dar Al Ber Society

Deyaar Company and in cooperation and coordination with Dar Al Ber Society covered the expenses of a full all-expensespaid Umrah trip for a number of eligible individuals who were financially less welloff and who had not previously performed Umrah Rituals, and this Umrah sponsorship included covering approximately (11) people in terms of hotel accommodation, air tickets, bus transportation, and visa requirements.

52 DEYAAR - Integrated Report - 2022

==> picture [596 x 297] intentionally omitted <==

Deyaar's Environmental Sustainability Commitments

Energy Consumption Smart Using Environmentally Monitoring Transformation Friendly Materials

The Environment

Environmentally Friendly Procedures

Based on its belief in its responsibility towards the environment, Deyaar is committed not to harm the environment, as well as the people to whom it provides its services, as it works to reduce the environmental impact and the carbon footprint of its businesses and operations; by taking a set of measures including recycling and disposing of waste in a safe way, encouraging various waste management solutions that have positive results on communities,

organizing the effective use of resources, and moving towards the use of environmentally friendly materials, where sustainably produced local building materials are used whenever possible.

Deyaar cooperates with governmental agencies and public benefit institutions to contribute to the achievement of the Sustainable Development Goals to which the UAE is committed.

53 DEYAAR - Integrated Report - 2022

==> picture [277 x 108] intentionally omitted <==

Energy Consumption Efficiency

Energy and Resources Management

Deyaar adopts effective methods in good governance, through which it has succeeded in achieving qualitative leaps in terms of energy consumption efficiency in the field of complexes management, achieving savings of more than AED 7,000,000 (Seven Million) during (2022), according to the consumption fees charged by Empower Dubai Company, the provider of cooling services in the Company's projects. And hereinafter we review the savings achieved according to the Dubai Electricity and Water Authority (DEWA) and Empower Dubai Company:

Savings According to (Empower Company) 2022

Project Name Savings
AL Seef 2 475,156.70
Hamilton 155,155.80
Mayfair Tower 811,227.89
Clayton 91,946.11
Metropolis 123,869.90
Oxford 33,197.70
Fairview 115,406.51
Atria 2,339,834.10
Montrose 186,449.65
Al Bateen 2,151,480.36
Bellarose 698,138.08
Total Savings Amount (AED) 7,181,862.79

Savings According to Dubai Electricity and Water Authority (DEWA) 2022

Project Name Savings
AL Seef 2 115,821.39
Sapphire 102,530.13
Jade 62,227.68
Ruby 228,873.41
Coral 320,290.11
Hamilton 27,704.67
MFR 13,740.01
Clayton 14,379.88
OAK 501,306.38
Belgravia 2 34,477.28
Midtown - Afnan 97,289.95
Midtown - Dania 123,512.56
Montrose 56,376.73
Al Bateen BMG 112,640.06
Al Bateen OA 225,727.61
Bellarose 118,241.43
Oxford Res 2 31,987.49
Altia 63,036.24
Total Savings Amount (AED) 2,250,163.01

54 DEYAAR - Integrated Report - 2022

Deyaar also adopts a series of audits and evaluations processes of the resources consumed in its operations; by benefiting from the expertise of specialized competencies in energy and resources management, where Deyaar Facilities Management and Nationwide Services Management Company implemented a set of projects and activities, which included:

  • Upgrading the Award-winning "Infor" Enterprise Asset Management System with additional features.

  • Implementation of Fully Automated Paperless HR System.

  • Issuing Online Permit to Work Systems and Paperless Management of Invoices and Contracts

for Ease of Transaction.

  • Remote Energy Management, Logistics Management and Computer-Aided Facility Management (CAFM).

Sheets of Paper Savings

The smart transformation of Deyaar's internal services and operations has resulted in savings in sheets of paper resources, with the total quantitative savings of used paper reaching (10%) during (2022) compared to (2021). And the hereunder are the paper consumption statistics and the quantitative and financial savings achieved by Deyaar during (2021-2022) and as per the following:

==> picture [485 x 306] intentionally omitted <==

----- Start of picture text -----

Amount Cost
Black & White Pages Colored Black & White Pages Colored
(Uncolored) Pages (Uncolored)-(AED) Pages
1,710,656.00 463,455.00 53,645 76,870
Total Total (AED)
2,174,111 130,515
1,461,881 505,541 47,590 83,078
Total Total (AED)
1,967,422 130,668
Total Quantitative Savings Total Financial Savings
10 % 0 %
2021
2022
----- End of picture text -----

The Company is working on digital transformation in its services and businesses through several projects, among which we mention the following:

  • Fully automate daily sanitation reports using mobile phones and QR codes.

  • The possibility of paying online the service and cooling fees via the pertinent website.

  • Providing scenes with three-dimensional (3-D) technology that allows customers to view the project and explore it from the inside before the construction work is completed.

  • Electronic signing (eSignature) of documents using DocuSign.

55 DEYAAR - Integrated Report - 2022

==> picture [483 x 292] intentionally omitted <==

Contracts Renewal

Deyaar e-platform for Tenants Services (Deyaar Tenant Portal)

Last year, Deyaar launched the Deyaar Tenant Portal, which enables the tenant to submit renewal, cancellation or maintenance requests through the website, noting that after the launch of the platform, online lease renewals witnessed an increase to reach more than (50%) of renewed contracts. The following table illustrates the results reached by the platform at the end of the fourth quarter of the current year:

Additional Services within the Platform

The platform also provides additional services to tenants that make their experience more convenient, efficient and effective, as it has provided the following online services: (Early Termination, Maintenance Requests, Renewals, Digital Leases, Quick Payment, Notifications, Relocation, New Leases, Transfer of Leases).

==> picture [206 x 209] intentionally omitted <==

----- Start of picture text -----

46%
54%
Via Tenant Portal
Via Branch
----- End of picture text -----

56 DEYAAR - Integrated Report - 2022

Adoption of Electronic Signature (e-Signature)

Believing in the importance of electronic signature in raising the level of security and privacy for customers on the internet, in addition to its great role in achieving paper savings, Deyaar adopted electronic signature in its transactions. Deyaar is currently using DocuSign software to get the

tenant to sign the digital lease agreement and the same applies to the agreement with the landlord. The following are the savings achieved as a result of the adoption of electronic signature from the beginning of (2022) until the issuance of this report:

==> picture [481 x 541] intentionally omitted <==

----- Start of picture text -----

34,454
35000
30000 27,465
25000
20000
15000
11,701
10000
5000 1,901
0
Refuse Reduction Wood Savings Water Savings Carbon Dioxide (CO2)
(In Pounds (lbs)) (In Pounds (lbs)) (In Gallon (gal)) Emissions Reduction (In
Pounds (lbs))
Removing Cars Waste Disposal
from the Road
2 (Car) 31 (Basket)
Deyaar
Offset Savings
Preservation of Trees Sheets of
Paper Savings
35 (Tree) 124,595 (Page)
----- End of picture text -----

57 DEYAAR - Integrated Report - 2022

Comprehensive Water, Energy and Waste Management

Deyaar, represented by Community Management Department, promotes environmental sustainability practices and procedures, and since environmental management is linked to policies, rules, standards, procedures and implementation mechanisms, the Company seeks to reach a comprehensive management of water, energy and waste through many procedures, as the Company has been working for years on the use of plastic garbage bags made of biodegradable materials, and the Company undertakes many procedures, of which we mention the following:

  • The optimal adjustment of the supply air temperature for fresh air transmission units during the winter season.

  • The scheduling of the operation of supply fans for fresh air transmission units without compromising indoor air quality, and without compromising thermal comfort levels.

  • The scheduling of the operation of cars parking fans without compromising the carbon dioxide levels in those parking lots.

  • The taking of several initiatives to implement lighting scheduling in buildings to improve efficiency and reduce consumption.

  • The monitoring and analysis of cooler performance, and the VFD installation of cool water pumps.

  • The switching to the use of LED-type lighting technologies.

  • The installation of automatic lighting sensors for the entire joint areas of Midtown.

  • The waste recycling in all Deyaar communities.

  • The installation of a charger for electric vehicles in 3 complexes.

  • The connecting of solar panels with (DEWA) in one of the projects.

  • The good health rating system for Deyaar Community Management in line with the Real Estate Regulatory Agency's rating system.

  • • The adoption of the program of notifications and notices according to the requirements of the municipality in all communities of Deyaar (e.g., no smoking, designated smoking area, pool instructions, gym instructions ... and others).

  • The installation of motion sensors in many buildings.

Eco-friendly Activities

In order to minimize the environmental impact of its operations to the lowest point possible, Deyaar implements many projects and participates in events that promote the principles of environmental sustainability in the UAE, such as Energy Monitoring Projects and Energy Efficiency Contracts that have achieved savings in energy and water consumption, in addition to its participation in the Earth Hour Initiative.

The following table shows the most significant savings from energy supply contracts during (2022):

Savings Achieved During the Year of 2022

Electricity Savings 2.7 million kWh

==> picture [76 x 67] intentionally omitted <==

----- Start of picture text -----

Water Savings
0.5
million IG
----- End of picture text -----

Earth Hour

Deyaar participated in the (2022) Earth Hour, which was organized by (DEWA), to enhance its role in conserving resources by turning off the lights in all of its projects in support of this initiative, which is held annually.

The Earth Hour Initiative is one of the largest global environmental events in which millions of people around the world unite to face the threats caused by climate change by uniting efforts to turn off unnecessary lights and

electrical appliances for one hour.

Using Environmentally Friendly Materials

Deyaar FM is also committed towards the Facilities Management Department through the reduction of the harmful effects on the environment by using paper products from the Fine Hygienic Holding Group, which is certified by the Forest Stewardship Council (FSC), as such products are biodegradable due to the use of only virgin pulp in its products.

58 DEYAAR - Integrated Report - 2022

==> picture [408 x 186] intentionally omitted <==

----- Start of picture text -----

Real Estate Development
Deyaar's
Economic Sustainability
Property Management
Commitments
Facilities Management
Communities Management
Hospitality Projects
----- End of picture text -----

==> picture [6 x 6] intentionally omitted <==

==> picture [6 x 6] intentionally omitted <==

==> picture [6 x 6] intentionally omitted <==

==> picture [6 x 6] intentionally omitted <==

==> picture [6 x 6] intentionally omitted <==

The Economy

Positive Financial Results

Deyaar achieved an increase in its revenues by 62% compared to last year, as it recorded revenues of AED (803.4) million during 2022, compared to revenues of AED (496.95) million during 2021, while it achieved an increase of 184% in net profit, which recorded AED (144.2) million

during 2022, compared to AED (50.8) million during 2021. Through a range of measures, Deyaar seeks to provide comprehensive and long-term solutions that enhance the value of real estate investments in accordance with the principles of economic sustainability.

Description 2021 (A Thousand Dirhams) 2022 (A Thousand Dirhams) Change Percentages
Revenues 496,955 803,409 62%
Total Assets 5,791,517 6,176,414 7%
Total Equity Capital (Net
Assets)
4,361,964 4,502,485 3%
Banks’ Liquid Cash &
Balances
463,544 939,907 103%
Issued Capital 5,778,000 4,375,838 -24%
Operating Profts 63,144 144,238 128%
Net Proft 50,802 144,238 184%

59 DEYAAR - Integrated Report - 2022

==> picture [312 x 11] intentionally omitted <==

----- Start of picture text -----

Change Percentages of the Most Prominent Financial Results
----- End of picture text -----

==> picture [479 x 284] intentionally omitted <==

----- Start of picture text -----

200% 184%
150%
128%
103%
100%
62%
50%
7% 3%
0%
-24%
-50%
Revenues Total Assets Total Equity Capital (Net Assets) Banks’ Liquid Cash & Balances
Issued Capital Operating Profits Net Profit
----- End of picture text -----

Improving Productivity Efficiency

The projects implemented by Deyaar, in addition to the work procedures followed, aim to adhere to the principles that focus on sustainability issues, and contribute to reducing costs and improving productivity efficiency, and in consequence of this nexus, Deyaar works to save energy, which has a direct impact on the Company's profitability, bearing in mind that there are other factors that affect profitability indirectly and are related to social responsibility, namely building long-

term relationships with customers, employees, investors and suppliers, promoting and spreading the culture of sustainability, and providing positive working conditions for employees, which directly reflects on their satisfaction and loyalty and motivates them to increase productivity, and it is also worth mentioning that enhancing the company's reputation and consolidating its brand, leads to an increase in the number of customers.

60 DEYAAR - Integrated Report - 2022

==> picture [550 x 402] intentionally omitted <==

==> picture [34 x 48] intentionally omitted <==

==> picture [59 x 40] intentionally omitted <==

==> picture [55 x 36] intentionally omitted <==

==> picture [346 x 116] intentionally omitted <==

==> picture [123 x 51] intentionally omitted <==

==> picture [14 x 10] intentionally omitted <==

==> picture [15 x 10] intentionally omitted <==

==> picture [97 x 38] intentionally omitted <==

==> picture [107 x 41] intentionally omitted <==

==> picture [97 x 31] intentionally omitted <==

==> picture [32 x 16] intentionally omitted <==

==> picture [436 x 68] intentionally omitted <==

Deyaar Development PJSC

DIRECTOR’S REPORT

The Directors submit their report together with the audited consolidated financial statements of Deyaar Development PJSC (“the Company”) and its subsidiaries (collectively referred to as “the Group”) for the year ended 31 December 2022.

solutions that enhances the value of property investments. Total assets of the Group have increased by AED 384 million from AED 5,792 million in the previous year to AED 6,176 million in the current year.

Directors

Principal activities

The principal activities of the Company and its subsidiaries (together, “the Group”) are property investment and development, leasing, facility, property management services and hospitality related activities.

Financial Results

Revenue of the Group for the year ended 31 December 2022 is AED 803 million (2021: AED 497 million) and profit for the year amounted to AED 144 million (2021: AED 51 million). The Group aims to provide comprehensive, long-term

The Board of Directors comprised of:

Mr. Abdulla Ali Obaid Al Hamli Chairman
Mr. Hamad Buamim Vice Chairman
Mr. Rashid Hasan Al Dabboos Director
Mr. Mohamed Saeed Ahmed A. Al Sharif Director
Dr. Adnan Abdus Shakoor Chilwan Director
Mr. Obaid Nasser Ahmad Lootah Director
Mr. Mohamed Abdulla Amer Al Nahdi Director
Mr. Yasser Abdulrahman Bin Zayed Director
Ms. Maryam Mohammad Abdulla Abdulrahman Bin Faris
Director

Auditors

The consolidated financial statements for the year ended 31 December 2022 have been audited by Deloitte & Touche (M.E.), who were appointed as auditors of the Company at the Annual General Meeting held on 27 April 2022.

On behalf of the Board

==> picture [86 x 68] intentionally omitted <==

==> picture [58 x 2] intentionally omitted <==

----- Start of picture text -----

.............................
----- End of picture text -----

Abdulla Ali Obaid Al Hamli Chairman

62 DEYAAR - Integrated Report - 2022

INDEPENDENT AUDITOR’S REPORT The Shareholders Deyaar Development PJSC Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the consolidated financial statements of Deyaar Development PJSC (“the Company”) and its subsidiaries (“the Group”), which comprise the consolidated statement of financial position as at 31 December 2022, and the consolidated statement of profit or loss, consolidated statement of other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies. In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at 31 December 2022, and its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards (‘IFRSs’).

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under

those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with International Ethics Standards Board for Accountants Code of Ethics for Professional Accountants (IESBA Code) together with the ethical requirements that are relevant to our audit of the consolidated financial statements in the United Arab Emirates, and we have fulfilled our other ethical responsibilities in accordance with these requirements and IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

63 DEYAAR - Integrated Report - 2022

INDEPENDENT AUDITOR’S REPORT To the Shareholders of Deyaar Development PJSC (continued)

Key Audit Matters (continued)

Key audit matter Valuation of properties held for development and sale

How the matter was addressed in our audit

The Group holds properties for development and sale of AED 1,463 million, which comprise completed residential and commercial properties (AED 300 million), land held for mixed-use development and sale (AED 694 million) and properties under development (AED 469 million) (Note 8).

The Group determines whether its properties held for development and sale exhibit any indicators of impairment and if so, compares the recoverable amount of each property to its carrying amount.

The Group applies significant estimates in determining the recoverable amount of properties held for development and sale. Changes in these estimates could have a significant impact on the determination of the recoverable amount of these assets. Key inputs used by management in their valuation exercise include future projected cash flows and comparable property transactions, which are influenced by prevailing market conditions and the specific characteristics of each property in the portfolio.

We assessed the design and implementation of controls in this area over the process involved in the determination of the valuation of properties held for development and sale.

We considered if there were any properties which had not been considered for an assessment of the recoverable amount by management.

We assessed the valuer’s competence and capabilities and read their terms of engagement with the Group to determine that the scope of their work was sufficient.

We tested the data provided to the valuer by the Group, on a sample basis.

We involved our internal real estate valuation specialist to review selected properties and assessed whether the valuation of the properties was performed in accordance with the requirements contained within IFRSs relating to valuation and impairment.

In addition, when considered necessary, the Group also appoints professionally qualified external valuers to determine the recoverable amount of the Group’s portfolio of properties held for development and sale.

The estimation of property cost and net realisable value is a key process as a change in the Group's forecast estimate of sales price and construction cost could have a material impact on the carrying value of the properties held for development and sale in the Group’s consolidated financial statements.

In the event that the carrying amount of a property is higher than its recoverable amount, the Group will adjust the property to its recoverable amount and recognise an impairment loss.

We assessed and challenged the underlying key assumptions used in the recoverable amount assessment.

We performed sensitivity analyses on the significant assumptions to evaluate the extent of their impact on the determination of the recoverable amount.

We reperformed the arithmetical accuracy of the determination of recoverable amounts.

We assessed the disclosures made relating to this matter to determine if they were in accordance with the requirements of IFRSs.

We considered the properties held for development and sale as a key audit matter because of the quantitative materiality of the balance and the significant judgements applied and estimates made in determining the recoverable amount.

64 DEYAAR - Integrated Report - 2022

INDEPENDENT AUDITOR’S REPORT To the Shareholders of Deyaar Development PJSC (continued)

Key Audit Matters (continued)

==> picture [483 x 589] intentionally omitted <==

----- Start of picture text -----

Key audit matter How the matter was addressed in our audit
Valuation of investment properties
The Group’s investment properties portfolio is carried at We assessed the design and implementation of controls in
AED 763 million in the consolidated statement of financial the process involved in the determination of the valuation of
position. No fair value gains or losses were recorded in the investment properties
consolidated statement of profit or loss during the year
ended 31 December 2022 (Note 6). We assessed the valuer’s competence and capabilities and
read their terms of engagement with the Group to determine
The determination of the fair value of these investment
that the scope of their work was sufficient.
properties is based on internal and external valuations
using discounted cash flows over the Group’s estimated We tested the data provided to the valuer by the Group, on a
holding period, income capitalisation method and the sales sample basis.
comparable approach for the respective assets.
We involved our internal real estate valuation specialist
The Group’s discounted future cash flows analysis and to review selected properties and assessed whether the
the assessment of expected remaining holding period and valuation of the properties was performed in accordance
income projections on the existing operating assets requires with the requirements of IFRSs relating to valuation.
management to make significant estimates and assumptions
related to future occupancy levels, growth rates, rental rates,
and discount rates. We assessed and challenged the underlying key assumptions
used in the recoverable amount assessment.
The sales comparable approach requires the valuers to
examine and analyse market transactions/data and requires We performed sensitivity analyses on the significant
adjustments to be made for the data to account for individual assumptions to evaluate the extent of their impact on the
characteristics. determination of fair values.
The valuation of the portfolio is a significant judgment area We reperformed the arithmetical accuracy of the
and is based on a number of assumptions. The existence of determination of recoverable amounts.
significant estimation uncertainty warrants specific audit
focus in this area as any bias or error in determining the We assessed the disclosures made to determine if they were
fair value could lead to a material misstatement in the in accordance with the requirements of IFRSs.
consolidated financial statements.
In the event that the fair value of investment properties
is higher or lower than its carrying amount, the Group
will recognise a fair value adjustment in its consolidated
statement of profit or loss.
We considered the valuation of investment properties as
a key audit matter because of the quantitative materiality
of the balance and the significant judgements applied and
estimates made in determining the fair value.
----- End of picture text -----

65 DEYAAR - Integrated Report - 2022

INDEPENDENT AUDITOR’S REPORT To the Shareholders of Deyaar Development PJSC (continued)

Key Audit Matters (continued)

==> picture [483 x 592] intentionally omitted <==

----- Start of picture text -----

Key audit matter How the matter was addressed in our audit
Valuation of property and equipment
The Group has a portfolio of hotels, partly which are owner We assessed the design and implementation of controls
occupied and are therefore classified as property and over the process of assessing indicators of impairment of
equipment. The carrying value of the portfolio of hotels, property and equipment.
amounting to AED 483 million, is included in the total carrying
value of the Group’s property and equipment amounting to We considered if there were any hotel properties which had
AED 521 million (Note 5). not been considered for an assessment of the recoverable
amount by management.
The Group determines whether each hotel exhibits indicators
of impairment and if so, compares the recoverable amount We assessed the valuer’s competence and capabilities and
of these hotels to their carrying amount. read their terms of engagement with the Group to determine
that the scope of their work was sufficient.
The Group applies significant estimates in determining the
recoverable amount of its three hotel properties. Changes We tested the data provided to the valuer by the Group, on a
in these estimates could have a significant impact on sample basis.
the determination of the recoverable amount of these
assets. Key inputs used by management in their valuation We assessed and challenged the underlying key assumptions
used in the recoverable amount assessment.
exercise include future projected cash flows derived from
future average daily room rate, occupancy and revenue
per available room and comparable property transactions, We involved our internal real estate valuation specialist to
which are influenced by prevailing market conditions and review all three hotel properties and assessed whether the
the specific characteristics of each hotel in the portfolio. valuation of the properties was performed in accordance
with the requirements of IFRSs relating to valuation and
In addition, when considered necessary, the Group also impairment.
appoints professionally qualified external valuers to
determine the fair value of the Group’s portfolio of hotels. We performed sensitivity analyses on the significant
assumptions to evaluate the extent of their impact on the
determination of the recoverable amount.
The valuation of the hotel portfolio is a significant judgment
area and is based on a number of assumptions. The existence
of significant estimation uncertainty warrants specific audit We reperformed the arithmetical accuracy of the
focus in this area as any bias or error in determining the determination of recoverable amounts.
fair value could lead to a material misstatement in the
consolidated financial statements. We assessed the disclosures made to determine if they were
in accordance with the requirements of IFRSs.
In the event that the carrying amount of the hotels is higher
than its recoverable amount, the Group will adjust the
carrying value of its portfolio of hotels to its recoverable
amount and recognise an impairment loss.
We considered the valuation of hotels classified as property
and equipment as a key audit matter because of the
quantitative materiality of the balance and the significant
judgements applied and estimates made in determining the
recoverable amount.
----- End of picture text -----

66 DEYAAR - Integrated Report - 2022

INDEPENDENT AUDITOR’S REPORT To the Shareholders of Deyaar Development PJSC (continued)

Key Audit Matters (continued)

==> picture [483 x 589] intentionally omitted <==

----- Start of picture text -----

Key audit matter How the matter was addressed in our audit
Assessment and recoverability of the balance due from a related party
The carrying amount of the balance due from a related party We obtained a detailed understanding of the properties
is AED 212 million (2021: AED 412 million). This amount under dispute and reviewed all legal documents issued
relates to certain properties under dispute against which by the jurisdictional authorities related to the balance due
the Group obtained a favourable court judgement in 2019 from the related party. We also discussed this matter with
and, as a result of ongoing negotiations, the Group signed a management and those charged with governance.
Conditional Settlement Agreement (“the Agreement”) on 22
November 2022. We assessed the design and implementation of controls
over the assessment of the amount recognized and the
In accordance with the Agreement, AED 200 million was recoverability of the amount due from a related party.
paid in cash upon signing the Agreement and the remaining
amount due will be settled in cash within eighteen months We reviewed the signed copy of the Conditional Settlement
from the date of signing the Agreement. Agreement (“the Agreement”) between the Group and the
related party and inspected supporting documents for the
Management has engaged an external legal counsel to assist receipt of cash of AED 200 million.
them in the execution and administrative process.
We evaluated the significant judgements applied and
Based on management’s assessment, no adjustment estimates made by management in their determination of
has been made to the net carrying value of the remaining the carrying value of the remaining receivable due from a
receivable due from the related party as at the reporting date. related party as at the reporting date.
Refer to Note 11 and Note 31 in the consolidated financial
statements for more details relating to this assessment. We assessed the disclosures made relating to this matter to
determine if they were in accordance with the requirements
We considered the balance due from a related party as a of IFRSs.
key audit matter because of the quantitative materiality
of the balance, significant interaction with those charged
with governance due to the subjectivity involved and the
significant judgements applied and estimates made by
management in determining the amount to be recognised as
the balance due from a related party.
----- End of picture text -----

67 DEYAAR - Integrated Report - 2022

INDEPENDENT AUDITOR’S REPORT To the Shareholders of Deyaar Development PJSC (continued)

Other Information

The Board of Directors is responsible for the other information. The other information comprises the information included in the Annual report, but does not include the consolidated financial statements and our auditors’ report thereon. We obtained the Director’s Report, at the date of our auditors’ report, and we expect to obtain the remaining sections of the Annual report after the date of the auditors’ report.

Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

If, based on the work we have performed on the other information obtained up to the date of this auditor’s report, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in

accordance with IFRSs, and their preparation in compliance with the applicable provisions of the UAE Federal Decree Law No. (32) of 2021, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Those charged with governance are responsible for overseeing the Group’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

68 DEYAAR - Integrated Report - 2022

INDEPENDENT AUDITOR’S REPORT To the Shareholders of Deyaar Development PJSC (continued)

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements (continued) As part of an audit in accordance with ISA’s, we exercise of the consolidated financial statements, including the professional judgment and maintain professional skepticism disclosures, and whether the consolidated financial throughout the audit. We also: statements represent the underlying transactions and

  • of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  • • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion. audit. We remain solely responsible for our audit opinion.

  • We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

  • Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  • Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

  • Evaluate the overall presentation, structure and content

69 DEYAAR - Integrated Report - 2022

INDEPENDENT AUDITOR’S REPORT To the Shareholders of Deyaar Development PJSC (continued)

Report on Other Legal and Regulatory Requirements

Further as required by the UAE Federal Decree Law No. (32) of 2021, we report that for the year ended 31 December 2022:

  • we have obtained all the information and explanations we considered necessary for the purposes of our audit;

  • the consolidated financial statements have been prepared and comply, in all material respects, with the applicable provisions of the UAE Federal Decree Law No. (32) of 2021;

  • the Company has maintained proper books of accounts;

  • the financial information included in the Directors’ report, in so far as it relates to these consolidated financial statements, is consistent with the books of accounts of the Company;

  • as disclosed in note 36 to the consolidated financial

statements, the Company has not purchased any shares during the financial year ended 31 December 2022;

  • note 11 to the consolidated financial statements discloses material related party transactions and the terms under which they were conducted;

  • based on the information that has been made available to us, nothing has come to our attention which causes us to believe that the Company has contravened during the financial year ended 31 December 2022 any of the applicable provisions of the UAE Federal Decree Law No. (32) of 2021 or of its Articles of Association, which would materially affect its activities or its consolidated financial position as at 31 December 2022; and

  • note 24 to the consolidated financial statements discloses the social contributions made during the financial year ended 31 December 2022.

Deloitte & Touche (M.E.)

Akbar Ahmad Registration No. 1141 13 February 2023 Dubai United Arab Emirates

70 DEYAAR - Integrated Report - 2022

Consolidated statement of financial position As at 31 December 2022

==> picture [483 x 543] intentionally omitted <==

----- Start of picture text -----

2022 2021
Notes
AED’000 AED’000
ASSETS
Non-current assets
Property and equipment 5 521,463 535,688
Investment properties 6 762,776 758,231
Investments in a joint venture and an associate 7 1,356,671 1,364,570
Trade, contract and other receivables 10 276,294 143,615
Equity instrument at fair value through other comprehensive
13 4,894 5,461
income
2,922,098 2,807,565
Current assets
Properties held for development and sale 8 1,463,259 1,520,597
Inventories 3,042 2,430
Trade, contract and other receivables 10 635,211 583,227
Due from related parties 11(c) 212,897 414,154
Cash and bank balances 12 939,907 463,544
3,254,316 2,983,952
Total assets 6,176,414 5,791,517
EQUITY
Share capital 14 4,375,838 5,778,000
Legal reserve 15 14,424 303,438
Equity instruments fair valuation reserve 13 (14,441) (13,874)
Retained earnings/(accumulated losses) 126,664 (1,705,600)
Total equity 4,502,485 4,361,964
----- End of picture text -----

The accompanying notes form an integral part of these consolidated financial statements.

71 DEYAAR - Integrated Report - 2022

Consolidated statement of financial position As at 31 December 2021 (continued)

==> picture [486 x 397] intentionally omitted <==

----- Start of picture text -----

2022 2021
Notes
AED’000 AED’000
LIABILITIES
Non-current liabilities
Borrowings 16 838,261 716,257
Retentions payable 19 13,409 4,270
Provision for employees’ end of service benefits 20 16,070 15,096
867,740 735,623
Current liabilities
Borrowings 16 99,247 78,928
Advances from customers 17 173,607 142,486
Trade and other payables 18 482,332 424,053
Retentions payable 19 44,408 42,386
Provision for claims 26 6,214 5,320
Due to related parties 11 (d) 381 757
806,189 693,930
Total liabilities 1,673,929 1,429,553
Total equity and liabilities 6,176,414 5,791,517
----- End of picture text -----

To the best of our knowledge, and in accordance with IFRS, the consolidated financial statements present fairly in all material respects the consolidated financial position, financial performance and cash flows of the Group. The consolidated financial statements were approved by the Board of Directors on 13 February 2023 and were signed on its behalf by:

==> picture [86 x 67] intentionally omitted <==

Abdulla Ali Obaid Al Hamli Chairman

==> picture [86 x 57] intentionally omitted <==

Saeed Al Qatami Chief Executive Officer

The accompanying notes form an integral part of these consolidated financial statements.

72 DEYAAR - Integrated Report - 2022

Consolidated statement of profit or loss For the year ended 31 December 2022

==> picture [483 x 450] intentionally omitted <==

----- Start of picture text -----

2022 202١
Notes
AED’000 AED’000
Revenue 21 803,409 496,955
Direct costs 22 (531,318) (315,056)
General administrative and selling expenses 24 (178,303) (160,931)
Other operating income 23 39,555 19,344
Finance cost 27 (36,087) (31,921)
Provision/expense against claims 26 (1,169) (946)
Finance income-net 27 3,488 1,359
Share of results from a joint venture and an associate 7 44,663 54,340
144,238 63,144
Profit before fair value adjustments & impairment losses
Loss on derecognition of fixed deposits 9 - (19,999)
Gain from fair valuation on investment properties 6 - 7,657
144,238 50,802
Profit for the year
Profit attributable to: 144,238 50,802
Owners of the Company
144,238 50,802
Earnings per share attributable to the owners of the
28 Fils 3.3 Fils 0.88
Company during the year - basic and diluted
----- End of picture text -----

The accompanying notes form an integral part of these consolidated financial statements.

73 DEYAAR - Integrated Report - 2022

Consolidated statement of other comprehensive income For the year ended 31 December 2022

==> picture [483 x 259] intentionally omitted <==

----- Start of picture text -----

2022 202١
Notes
AED’000 AED’000
Profit for the year 144,238 50,802
Other comprehensive (loss)/income
Item that will not be subsequently reclassified to profit or loss:
Equity instrument at fair value through other comprehensive
13 (567) 2,048
(loss)/ income - net change in fair value
Other comprehensive (loss)/income for the year (567) 2,048
Total comprehensive income for the year 143,671 52,850
Attributable to:
Owners of the Company 143,671 52,850
Total comprehensive income for the year 143,671 52,850
----- End of picture text -----

The accompanying notes form an integral part of these consolidated financial statements.

74 DEYAAR - Integrated Report - 2022

Consolidated statement of changes in equity For the year ended 31 December 2022

==> picture [484 x 513] intentionally omitted <==

----- Start of picture text -----

Equity Retained
Share Legal instruments earnings/ Total
capital reserve fair valuation (accumulated Equity
AED’000 AED’000 reserve losses) AED’000
AED’000 AED’000
Balance at 1 January 2021 5,778,000 298,358 (15,922) (1,748,472) 4,311,964
Total comprehensive income for
the year
- - -
Profit for the year 50,802 50,802
Other comprehensive income for - - -
2,048 2,048
the year
Total comprehensive income for - -
2,048 50,802 52,850
the year
- - -
Transfer to legal reserve 5,080 (5,080)
Board of Directors’ remuneration
- - -
(2,850) (2,850)
[(Note 11(b)]
Balance at 31 December 2021 5,778,000 303,438 (13,874) (1,705,600) 4,361,964
-
Approved reduction (Refer Note 14) (1,402,162) (303,438) 1,705,600
Total comprehensive income for
the year
- - -
Profit for the year 144,238 144,238
Other comprehensive income for - - (567) - (567)
the year
Total comprehensive income for - - (567) 144,238 143,671
the year
- - -
Transfer to legal reserve 14,424 (14,424)
Board of Directors’ remuneration
- - -
[(Note 11(b)] (3,150) (3,150)
Balance at 31 December 2022 4,375,838 14,424 (14,441) 126,664 4,502,485
----- End of picture text -----

The accompanying notes form an integral part of these consolidated financial statements.

75 DEYAAR - Integrated Report - 2022

Consolidated statement of cash flows For the year ended 31 December 2022

==> picture [483 x 492] intentionally omitted <==

----- Start of picture text -----

2022 2021
Notes
AED’000 AED’000
Cash flows from operating activities
Net cash generated from operating activities 29 317,123 94,532
Cash flows from investing activities
Additions to property and equipment - net 5 (6,058) (1,612)
Additions to investment properties - net 6 (1,356) (1,134)
Repayment from joint venture 7 30,905 24,777
Dividend from joint venture and associates 7 21,095 10,223
Net movement in term deposits with an original maturity after
(179,450) 13,445
three months
Income from deposits 2,375 1,698
Net (used in)/cash generated from investing activities (132,489) 47,397
Cash flows from financing activities
Repayment of borrowings (273,871) (657,722)
Drawdown of borrowings 416,194 626,407
Finance cost paid (29,928) (32,904)
Net cash generated from/(used in) financing activities 112,395 (64,219)
Increase in cash and cash equivalents 297,029 77,710
Cash and cash equivalents, beginning of the year 398,028 320,309
(Reversal)/charge of impairment on bank balances (66) 9
Cash and cash equivalents, end of the year 12 694,991 398,028
----- End of picture text -----

The accompanying notes form an integral part of these consolidated financial statements.

76 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022

==> picture [483 x 259] intentionally omitted <==

1 . Legal status and activities

Deyaar Development PJSC (“the Company”) was incorporated and registered as a Public Joint Stock Company in the Emirate of Dubai, UAE on 10 July 2007. The registered address of the Company is P. O. Box 30833, Dubai, United Arab Emirates (“UAE”). The Company is listed on Dubai Financial market, Dubai, UAE.

The ultimate majority shareholder of the Group is Dubai Islamic Bank (“the Ultimate Controlling Party”).

The principal activities of the Company and its subsidiaries (together, “the Group”) are property investment and development, leasing, facilities, property management services and hospitality related activities.

Federal Law No. 32 of 2021 on Commercial Companies (the “New Companies Law”) was issued on

20 September 2021 and has come into effect on 2 January 2022, to entirely replace Federal Law No. 2 of 2015 on Commercial Companies, as amended (the “2015 Law”). The Company has applied the requirements of New Companies Law during the year ended 31 December 2022.

2 . Application of new and revised International Financial Reporting Standards (IFRSs)

(a) New and revised IFRSs and interpretations that are effective for the current year

The following new and revised IFRSs, which became effective for annual periods beginning on or after

1 January 2022, have been adopted in these consolidated financial statements.

In the current year, the Group has applied a number of amendments to IFRSs and Interpretations issued by the International Accounting Standards Board (IASB) that are effective for an annual period that begins on or after 1 January 2022.

Their adoption has not had any material impact on the disclosures or on the amounts reported in these consolidated financial statements but may affect the accounting for future transactions or arrangements.

  • Amendments to IFRS 3, ‘Business combinations’ update a reference in IFRS 3 to the Conceptual Framework for Financial Reporting without changing the accounting requirements for business combinations.

  • Amendments to IAS 16, ‘Property, plant and equipment’ prohibit a company from deducting from the cost of property, plant and equipment amounts received from selling items produced while the company is preparing the asset for its intended use. Instead, a company will recognise such sales proceeds and related cost in profit or loss.

  • Amendments to IAS 37, ‘Provisions, contingent liabilities and contingent assets’ specify which costs a company includes when assessing whether a contract will be lossmaking.

  • Annual Improvements to IFRS Accounting Standards 2018-2020 Cycle

  • Other than the above, there are no other significant IFRSs and amendments that were effective for the first time for the financial year beginning on or after 1 January 2022.

77 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

2 . Application of new and revised International Financial Reporting Standards (IFRSs) (continued)

(b) New and revised IFRSs in issue but not yet effective and not early adopted

The Group has not early adopted the following new and revised standards that have been issued but are not yet effective.

==> picture [483 x 317] intentionally omitted <==

----- Start of picture text -----

Effective for annual periods
New and revised IFRS
beginning on or after
Amendments to IFRS 10 Consolidated Financial Statements and IAS 28 Investments
in Associates and Joint Ventures relating to the treatment of the sale or contribution Effective date deferred indefinitely
of assets from an investor to its associate or joint venture.
IFRS 17 Insurance Contracts establishes the principles for the recognition,
measurement, presentation and disclosure of insurance contracts and supersedes 1 January 2023
IFRS 4 Insurance Contracts
Deferred until accounting periods
Amendments to IAS 1 Presentation of Financial Statements regarding the
classification of liabilities. starting not earlier than
1 January 2024
Amendments to IAS 8 Accounting Policies, Changes in Accounting Estimates and
Errors - Definition of Accounting Estimates 1 January 2023
Amendments to IAS 12 Income Taxes—Deferred Tax related to Assets and Liabilities
1 January 2023
arising from a Single Transaction
----- End of picture text -----

The Group anticipates that these new standards, interpretations and amendments will be adopted in the Group’s consolidated financial statements as and when they are applicable and adoption of these new standards, interpretations and amendments may have no material impact on the consolidated financial statements.

78 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

3 . Significant accounting policies

Statement of compliance

These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs) issued by the International Accounting Standards Board (IASB) and applicable requirements of the laws of the UAE.

The principal accounting policies adopted in the preparation of the Group consolidated financial statements are set out below. These policies have been consistently applied to all years presented, unless otherwise stated.

Basis of preparation

Management has made an assessment of the Group’s ability to continue as a going concern and is satisfied that the Group has the resources to continue in business for the foreseeable future. Furthermore, management is not aware of any material uncertainties that may cast significant doubt upon the Group’s ability to continue as a going concern. Therefore, the consolidated financial statements continue to be prepared on the going concern basis. The consolidated financial statements have been prepared on the historical cost basis except for certain financial instruments that are measured at fair values at the end of each reporting period, as explained in the accounting policies below.

Historical cost is generally based on the fair value of the consideration given in exchange for goods and services. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Group takes into

account characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. In addition, for financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, described as follows:

  • Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date;

  • Level 2 inputs are inputs, other than quoted market prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and

  • Level 3 inputs are unobservable inputs for the asset or liability.

The consolidated financial statements of the Group are presented in thousands of United Arab Emirates Dirhams (“AED’000”) which is the Group’s functional and presentation currency.

The principal accounting policies are set out below:

Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company and its subsidiaries. Control is achieved when the Company:

  • has power over the investee;

  • is exposed, or has rights, to variable returns from its involvement with the investee; and

  • has the ability to use its powers to affect its returns.

The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above.

79 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

3 . Significant accounting policies (continued) Basis of consolidation (continued)

When the Company has less than a majority of the voting rights of an investee, it has power over the investee when the voting rights are sufficient to give it the practical ability to direct the relevant activities of the investee unilaterally. The Company considers all relevant facts and circumstances in assessing whether or not the Company’s voting rights in an investee are sufficient to give it power, including:

  • the size of the Company’s holding of voting rights relative to the size and dispersion of holdings of the other vote holders;

  • potential voting rights held by the Company, other vote holders or other parties;

Profit or loss and each component of other comprehensive income are attributed to the owners of the Company and to the non-controlling interests. Total profit or loss and other comprehensive income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

When necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies into line with the Group’s accounting policies.

All intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation.

  • rights arising from other contractual arrangements; and

  • any additional facts and circumstances that indicate that the Company has, or does not have, the current ability to direct the relevant activities at the time that decisions need to be made, including voting patterns at previous shareholders’ meetings.

Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the Company loses control of the subsidiary. Specifically, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated statement of profit or loss from the date the Company gains control until the date when the Company ceases to control the subsidiary.

Investments in a joint venture and an associate

An associate is an entity over which the Group has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies.

A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the joint arrangement. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control.

80 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

3 . Significant accounting policies (continued)

Investments in a joint venture and an associate (continued)

The results and assets and liabilities of the associates and joint ventures are incorporated in these consolidated financial statements using the equity method of accounting, except when the investment, or a portion thereof, is classified as held for sale, in which case it is accounted for in accordance with IFRS 5 Non-current Assets Held for Sale and Discontinued Operations. Under the equity method, an investment in an associate or a joint venture is initially recognised in the consolidated statement of financial position at cost and adjusted thereafter to recognise the Group’s share of the profit or loss and other comprehensive income of the associate or joint venture. When the Group’s share of losses of an associate or a joint venture exceeds the Group’s interest in that associate or joint venture (which includes any long-term interests that, in substance, form part of the Group’s net investment in the associate or joint venture), the Group discontinues recognising its share of further losses. Additional losses are recognised only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate or joint venture.

An investment in an associate or a joint venture is accounted for using the equity method from the date on which the investee becomes an associate or a joint venture. On acquisition of the investment in an associate and joint venture, any excess of the cost of the investment over the Group’s share of the net fair value of the identifiable assets and liabilities of the investee is recognised as goodwill, which is included within the carrying amount of the investment. Any excess of the Group’s share of the net fair value of the identifiable assets and liabilities over the cost of the investment, after reassessment, is recognised immediately in consolidated statement of profit or loss in the period in which the investment is acquired.

The requirements of IAS 36 are applied to determine whether it is necessary to recognise any impairment loss with respect to the Group’s investment in an associate. When necessary, the entire carrying amount of the investment (including goodwill) is tested for impairment in accordance with IAS 36 as a single asset by comparing its recoverable amount (higher of value in use and fair value less costs of disposal) with its carrying amount. Any impairment loss recognised is not allocated to any asset, including goodwill that forms part of the carrying amount of the investment. Any reversal of that impairment loss is recognised in accordance with IAS 36 to the extent that the recoverable amount of the investment subsequently increases.

When a Group entity transacts with an associate of the Group, profits and losses resulting from the transactions with the associate are recognised in the Group’s consolidated financial statements only to the extent of interests in the associate that are not related to the Group.

IFRS 9 Financial instruments

IFRS 9 sets out requirements for recognising and measuring financial assets, financial liabilities and some contracts to buy or sell non-financial items.

a) Classification and measurement of financial assets and financial liabilities

Under IFRS 9, on initial recognition, a financial asset is classified as measured at: amortised cost; fair value through other comprehensive income (“FVOCI”) – debt investment; FVOCI – equity investment; or fair value through profit or loss (“FVTPL”). The classification of financial assets under IFRS 9 is generally based on the business model in which a financial asset is managed and its contractual cash flow characteristics. Derivatives embedded in contracts where the host is a financial asset in the scope of the standard are never separated. Instead, the hybrid financial instrument as a whole is assessed for classification.

81 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

3 . Significant accounting policies (continued)

IFRS 9 Financial instruments (continued) a) Classification and measurement of financial assets and financial liabilities (continued)

Financial assets that meet the following conditions are subsequently measured at amortised cost less impairment loss and deferred income, if any (except for those assets that are designated as at fair value through other comprehensive income on initial recognition):

  1. the asset is held within a business model whose objective is to hold assets in order to collect contractual cash flows; and

  2. the contractual terms of the instrument give rise to cash flows on specified dates that are solely payments of principal and profit on the principal amount outstanding.

All other financial assets are subsequently measured at fair value.

On initial recognition of an equity investment that is not held for trading, the Group may irrevocably elect to present subsequent changes in the investment’s fair value in other comprehensive income (“OCI”). This election is made on an investment-by-investment basis.

All financial assets not classified as measured at amortised cost or FVOCI as described above are measured at FVTPL. This includes all derivative financial assets. On initial recognition, the Group may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortised cost or at FVOCI as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise. A financial asset (unless it is a trade receivable without a significant financing component that is initially measured at the transaction price) is initially measured at fair value plus,

for an item not at FVTPL, transaction costs that are directly attributable to its acquisition.

The following accounting policies apply to the subsequent measurement of financial assets.

Financial assets at FVTPL

These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognised in profit or loss.

Financial assets at amortised cost

These assets are subsequently measured at amortised cost using the effective interest method. The amortised cost is reduced by impairment losses (see (ii) below). Interest income, foreign exchange gains and losses and impairment are recognised in profit or loss. Any gain or loss on derecognition is recognised in profit or loss.

Debt investments at FVOCI

These assets are subsequently measured at fair value. Interest income calculated using the effective interest method, foreign exchange gains and losses and impairment are recognised in profit or loss. Other net gains and losses are recognised in OCI. On derecognition, gains and losses accumulated in OCI are reclassified to profit or loss.

Equity investments at FVOCI

These assets are subsequently measured at fair value. Dividends are recognised as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognised in OCI and are never reclassified to profit or loss.

82 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

3 . Significant accounting policies (continued) IFRS 9 Financial instruments (continued)

b) Impairment

The financial assets at amortised cost consist of trade and other receivables, contract assets, due from related parties, cash at banks, and fixed deposits.

Under IFRS 9, loss allowances are measured on either of the following bases:

  • 12-month ECLs: these are ECLs that result from possible default events within the 12 months after the reporting date; and

  • lifetime ECLs: these are ECLs that result from all possible default events over the expected life of a financial instrument.

The Group measures loss allowances at an amount equal to lifetime ECLs, except for the following, which are measured as 12-month ECLs:

  • bank balances, long term fixed deposits and certain related parties for which credit risk (i.e., the risk of default occurring over the expected life of the financial instrument) has not increased significantly since initial recognition.

Loss allowances for trade receivables, contract assets and due from a related party are always measured at an amount equal to lifetime ECLs.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and

when estimating ECLs, the Group considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the Group’s historical experience and informed credit assessment and including forward-looking information. The Group assumes that the credit risk on a financial asset has increased significantly if it is more than 30 days past due. The Group considers a financial asset to be in default when:

  • the borrower is unlikely to pay its credit obligations to the Group in full, without recourse by the Group to actions such as realising security (if any is held); or

  • the financial asset is more than 90 days past due.

  • The maximum period considered when estimating ECLs is the maximum contractual period over which the Group is exposed to credit risk.

Significant increase in credit risk

ECL are measured as an allowance equal to 12-month ECL for stage 1 assets, or lifetime ECL for stage 2 or stage 3 assets. An asset moves to stage 2 when its credit risk has increased significantly since initial recognition. IFRS 9 does not define what constitutes a significant increase in credit risk. In assessing whether the credit risk of an asset has significantly increased, the Group takes into account qualitative and quantitative reasonable and supportable forward-looking information.

83 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

3 . Significant accounting policies (continued) IFRS 9 Financial instruments (continued)

b) Impairment (continued)

Definition of default

The Group considers the following as constituting an event of default for internal credit risk management purposes as historical experience indicates that financial assets that meet either of the following criteria are generally not recoverable:

  • When there is a breach of financial covenants by the debtor;

  • Information developed internally or obtained from external sources indicates that the debtor is unlikely to pay its creditors, including the Group, in full (without taking into account any collateral held by the Group). Irrespective of the above analysis, the Group considers that default has occurred when a financial asset is more than 90 days past due unless the Group has reasonable and supportable information to demonstrate that a more lagging default criterion is more appropriate.

Write off policy

The Group writes off a financial asset when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery, e.g. when the debtor has been placed under liquidation or has entered into bankruptcy proceedings, or in the case of trade receivables, when the amounts are over two years past due, whichever occurs sooner. Financial assets written off may still be subject to enforcement activities under the Group’s recovery procedures, taking into account legal advice where appropriate. Any recoveries made are recognised in consolidated profit or loss.

Measurement of ECLs

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e., the difference between the cash flows due to the Group in accordance with the contract and the cash flows that the Group expects to receive). ECLs are discounted at the effective interest rate of the financial asset.

Credit-impaired financial assets

At each reporting date, the Group assesses whether financial assets carried at amortised cost and debt securities at FVOCI are credit-impaired. A financial asset is credit-impaired when one or more events that have a detrimental impact on the estimated future cash flows of that financial asset have occurred. Evidence that a financial asset is credit-impaired includes observable data about the following events:

  • Significant financial difficulty of the issuer or the borrower

  • A breach of contract, such as a default or past due event (see definition of default above)

  • The lender(s) of the borrower, for economic or contractual reasons relating to the borrower’s financial difficulty, having granted to the borrower a concession(s) that the lender(s) would not otherwise consider

  • It is becoming probable that the borrower will enter bankruptcy or other financial reorganization.

Presentation of impairment

Loss allowances for financial assets measured at amortised cost are deducted from the gross carrying amount of the assets. For debt securities carried at FVOCI, the loss allowance is recognised in OCI, instead of reducing the carrying amount of the asset.

84 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

3 . Significant accounting policies (continued) IFRS 9 Financial instruments (continued)

c) Derecognition

Financial assets

The Group derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Group neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset. The Group enters into transactions whereby it transfers assets recognised in its consolidated statement of financial position, but retains either all or substantially all of the risks and rewards of the transferred assets. In these cases, the transferred assets are not derecognised.

Financial liabilities

All financial liabilities are measured subsequently at amortised cost using the effective interest method or at FVTPL. The Group’s financial liabilities includes bank borrowings, trade and other payables, retention payable.

Financial liabilities at FVTPL

Financial liabilities at FVTPL are stated at fair value, with any gains or losses arising on changes in fair value recognised in the consolidated statement of profit or loss to the extent that they are not part of a designated hedging relationship. The net gain or loss recognised in the consolidated statement profit or loss incorporates any interest paid on the financial liability.

However, for financial liabilities that are designated as at FVTPL, the amount of change in the fair value of the financial liability that is attributable to changes in the credit risk of that liability is recognised in statement of other comprehensive income, unless the recognition of the effects of changes in the liability’s credit risk in other comprehensive income would create or enlarge an accounting mismatch statement of in profit or loss. The remaining amount of change in the fair value of liability is recognised in statement of profit or loss. Changes in fair value attributable to a financial liability’s credit risk that are recognized in statement of other comprehensive income are not subsequently reclassified to statement of profit or loss; instead, they are transferred to retained earnings upon derecognition of the financial liability. Gains or losses on financial guarantee contracts issued by the Group that are designated by the Group as at FVTPL are recognised in profit or loss.

Financial liabilities measured subsequently at amortised cost

Financial liabilities that are not designated as FVTPL, are measured subsequently at amortised cost using the effective interest method.

The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial liability, or (where appropriate) a shorter period, to the amortised cost of a financial liability.

85 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

3 . Significant accounting policies (continued) IFRS 9 Financial instruments (continued)

c) Derecognition (continued)

Derecognition of financial liabilities

The Group derecognises financial liabilities when, and only when, the Group’s obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable is recognised in profit or loss.

(b) Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the consolidated statement of profit or loss.

Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors that makes strategic decisions.

Foreign currency translation

(a) Functional and presentation currency

Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (“the functional currency”). The consolidated financial statements are presented in United Arab Emirates Dirham (“AED”), which is the Company’s functional and the Group’s presentation currency.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the consolidated statement of profit or loss within “finance income or cost”. All other foreign exchange gains and losses are presented in the consolidated statement of profit or loss within “other operating income or expense”.

Group entities

The results and financial position of all the Group entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

  • (i) Assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of the statement of financial position;

  • (ii) Income and expenses for each statement of profit or loss are translated at average exchange rates; and

  • (iii) All resulting exchange differences are recognised as a separate component of equity.

86 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

3 Significant accounting policies (continued)

Foreign currency translation (continued)

Group entities (continued)

On consolidation, exchange differences arising from the translation of the net investment in foreign operations, and of borrowings are taken to equity.

On the disposal of a foreign operation, all of the exchange differences accumulated in equity in respect of that operation attributable to the owners of the Company are reclassified to profit or loss.

In the case of a partial disposal that does not result in the Group losing control over a subsidiary that includes a foreign operation, the proportionate share of accumulated exchange differences are re-attributed to non-controlling interests and are not recognised in profit or loss.

Property and equipment

Property and equipment are stated at historical cost less accumulated depreciation and accumulated impairment losses, if any. The cost of property and equipment is its purchase cost together with any incidental costs of acquisition. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably.

All other repairs and maintenance costs are charged to the consolidated statement of profit or loss during the financial year in which they are incurred

Land is not depreciated. Depreciation on other assets is calculated using the straight-line method, at rates calculated to reduce the cost of assets to their estimated residual value over their expected useful lives, as follows:

==> picture [483 x 112] intentionally omitted <==

----- Start of picture text -----

Type of assets Years
Buildings 50
Leasehold improvements 6
5-15
Furniture, fixtures and equipment
Motor vehicles 6
----- End of picture text -----

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period. An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.

Gains and losses on disposals are determined by comparing proceeds with the asset’s carrying amount. These are

recognised within “other income or expense” in the consolidated statement of profit or loss.

Capital work-in-progress is stated at cost and includes property that is being developed for future use. When commissioned, capital work-in-progress is transferred to the respective category and depreciated in accordance with the Group’s policy.

87 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

3 Significant accounting policies (continued) Investment properties

Recognition

Land and buildings owned by the Group for the purposes of generating rental income or capital appreciation or both are classified as investment properties. Properties that are being constructed or developed for future use as investment properties are also classified as investment properties. When the Group begins to redevelop an existing investment property for continued future use as an investment property, the property remains as an investment property, which is measured based on fair value model and is not reclassified as development property during the redevelopment.

Measurement

Investment properties are initially measured at cost, including related transaction costs. Subsequent to initial recognition, investment properties are accounted for using the fair value model under International Accounting Standard No. 40 “Investment Property”. Any gain or loss arising from a change in fair value is recognised in consolidated statement of profit or loss.

Where the fair value of an investment property under development is not reliably determinable, such property is measured at cost until the earlier of the date construction is completed and the date at which fair value becomes reliably measurable.

Transfer from properties held for sale to investment properties

Certain properties held for sale are transferred to

investment properties when there is a change in use of the properties and those properties are either released for rental or for capital appreciation or both. The properties held for sale are transferred to investment properties at fair value on the date of transfer and gain arising on transfer is recognised in consolidated profit or loss. Subsequent to initial measurement, such properties are valued at fair value in accordance with the measurement policy for investment properties. Any gain arising on this remeasurement is recognised in consolidated statement of profit or loss on the specific property.

Transfer from investment properties to properties held for sale

Properties are transferred from investment properties to properties held for development and sale when there is a change in use of the property. Such transfers are made at the fair value of the properties at the date of transfer and gain arising on transfer is recognised in consolidated statement of profit or loss. Fair value at the date of reclassification becomes the cost of properties transferred for subsequent accounting purposes. Subsequent to the transfer, such properties are valued at cost in accordance with the measurement policy for properties held for development and sale.

Transfer from investment properties to owner-occupied property

If an investment property becomes owner-occupied property, it is reclassified as property and equipment. Its fair value at the date of reclassification becomes its cost for subsequent accounting purposes.

88 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

3 Significant accounting policies (continued)

Investment properties (continued)

Transfer from owner-occupied property to investment properties

When the use of a property changes from owner-occupied to investment property, the property is remeasured to fair value and reclassified accordingly. Any gain arising on this remeasurement is recognised in profit or loss to the extent that it reverses a previous impairment loss on the specific property, with any remaining gain recognised in other comprehensive income and presented in the revaluation reserve. Any loss is recognised in consolidated statement of profit or loss.

testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs.

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or CGU. An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount. Impairment losses, if any, are recognised in consolidated profit or loss.

Sale of investment properties

Certain investment properties are sold in the ordinary course of business. No revenue and direct costs are recognised for sale of investment properties. Any gain or loss on disposal of sale of investment properties (calculated as the difference between the net proceeds from disposal and carrying amount) is recognised in the consolidated statement of profit or loss.

Impairment of non-financial assets

At each reporting date, the Group reviews the carrying amounts of its non-financial assets, other than investment property, to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. A cash generating unit (CGU) is the smallest identifiable asset group that generates cash flows that are largely independent from other assets and groups. For impairment

Properties held for development and sale

Land and buildings identified as held for sale, including buildings under construction, are classified as such and are stated at the lower of cost and estimated net realisable value. The cost of work-in-progress comprises construction costs and other related direct costs. Net realisable value is the estimated selling price in the ordinary course of business, less cost of completion and selling expenses.

The amount of any write down of properties under development for sale is recognised as an expense in the period the write down or loss occurs. The amount of any reversal of any write down arising from an increase in net realisable value is recognised in consolidated statement of profit or loss in the period in which the increase occurs but only to the extent that the carrying value does not exceed the actual cost.

89 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

3 Significant accounting policies (continued)

Cash and cash equivalents

Cash and cash equivalents includes cash in hand and at bank and deposits held at call with banks with original maturities of three months or less, net of bank overdrafts. In the consolidated statement of financial position, bank overdrafts are shown within borrowings in current liabilities.

Employee benefits

(a) End of service benefits to non-UAE nationals

The provision for staff terminal benefits is based on the liability that would arise if the employment of all staff were terminated at the reporting date and is calculated in accordance with the provisions of UAE Federal Labour Law and the relevant local laws applicable to overseas subsidiaries. Management considers these as long-term obligations and accordingly they are classified as longterm liabilities.

(b) Pension and social security policy within the U.A.E

The Group is a member of the pension scheme operated by the Federal Pension General and Social Security Authority. Contributions for eligible UAE National employees are made and charged to the consolidated statement of profit or loss, in accordance with the provisions of Federal Law No. 7 of 1999 relating to Pension and Social Security Law.

Advances from customers

Instalments received from buyers, for properties sold or services performed, prior to meeting the revenue recognition criteria, are recognised as advances from customers. If their settlement, through revenue recognition or refund, is expected in one year or less, they are classified

as current liabilities. If not, they are presented as noncurrent liabilities.

Borrowings costs

General and specific borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale. All other borrowing costs are recognised in profit or loss in the period in which they are incurred.

Provisions

Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation; and the amount has been reliably estimated. Provisions are not recognised for future operating losses.

Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small.

Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a rate that reflects current market assessments of the time value of money and risks specific to the obligation. Increases in provisions due to the passage of time are recognised as interest expense.

90 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

3 Significant accounting policies (continued) the Group transfers control over a product or service to a Revenue recognition customer. Revenue is measured based on the consideration specified The Group recognises revenue based on a five step model as in a contract with a customer. Revenue is recognised when set out in IFRS 15:

==> picture [479 x 186] intentionally omitted <==

----- Start of picture text -----

Step 1: Identify the contract(s) with a customer: A contract is defined as an agreement between two or more parties that
creates enforceable rights and obligations and sets out the criteria for every contract that must be met.
Identify the performance obligations in the contract: A performance obligation is a promise in a contract
Step 2:
with a customer to transfer a good or service to the customer.
Determine the transaction price: The transaction price is the amount of consideration to which the Group
Step 3: expects to be entitled in exchange for transferring promised goods or service to a customer, excluding
amounts collected on behalf of third parties.
Allocate the transaction price to the performance obligations in the contract: For a contract that
has more than one performance obligation, the Group will allocate the transaction price to each
Step 4:
performance obligation in an amount that depicts the amount of consideration to which the Group
expects to be entitled in exchange for satisfying each performance obligation.
Step 5: Recognise revenue when (or as) the entity satisfies a performance obligation.
----- End of picture text -----

The Group satisfies a performance obligation and recognises revenue over time, if one of the following criteria is met:

  1. The customer simultaneously receives and consumes the benefits provided by the Group’s performance as the Group performs; or

  2. The Group’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced; or

  3. The Group’s performance does not create an asset with an alternative use to the Group and the Group has an enforceable right to payment for performance completed to date.

For performance obligations where one of the above conditions are not met, revenue is recognised at the point in time at which performance obligation is satisfied. The Group allocates the transaction price to the performance obligations in a contract based on the input method which requires revenue recognition on the basis of the Group’s

efforts or inputs to the satisfaction of the performance obligations. The Group estimates the total costs to complete the projects in order to determine the amount of revenue to be recognised.

When the Group satisfies a performance obligation by delivering the promised goods and services, it creates a contract asset based on the amount of consideration earned by the performance. Where the amount of consideration received from a customer exceeds the amount of revenue recognised, this gives rise to a contract liability.

Revenue is measured at the fair value of consideration received or receivable, taking into account the contractually agreed terms of payment excluding taxes and duties. The Group assesses its revenue arrangements against specific criteria to determine if it is acting as principal or an agent and has concluded that it is acting as a principal in all of its revenue arrangements.

91 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

3 Significant accounting policies (continued)

Revenue recognition (continued)

Revenue is recognised in the consolidated statement of profit or loss to the extent that it is probable that the economic benefits will flow to the Group and the revenue and costs, if and when applicable, can be measured reliably.

Hospitality income

Rooms

Room revenue is recognised at a point in time (net of discounts and municipality fees where applicable) as and when the rooms are occupied and services are rendered to the guests.

Forfeiture income

Forfeiture income is recognised in the consolidated statement of profit or loss when, in the case of properties sold and not yet recognised as revenue, a customer does not fulfil the contractual payment terms. This is deemed to take place when, despite rigorous follow-up with the defaulted customer, as per the procedures set out by the Dubai Real Estate Regulatory Authority, the customer continues to default on the contractual terms.

Service revenue

Revenue from services such as property management and facilities management related activities is recognised in the accounting period in which the services are rendered.

Leasing income

Leasing income from operating leases is recognised on a straight-line basis over the lease term. When the Group provides operating lease incentives to its customers, the aggregate cost of incentives are recognised as a reduction of rental income over the lease term on a straight-line basis.

Food and beverage

Food and beverage revenue (net of discounts and municipality fees where applicable) is recognised when orders are sold or served.

Other operating revenue

Revenue from other operating departments which are service revenue such as telephone, transportation, laundry, etc. is recognised upon rendering of service or as contracted.

Finance income

Finance income is recognised in the consolidated statement of profit or loss on a time-proportion basis using the effective yield method.

Dividend income

Dividend income is recognised when the right to receive the dividend is established.

92 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

3 Significant accounting policies (continued)

Dividend distribution

Dividend distribution to the Company’s shareholders is recognised as a liability in the Group’s consolidated financial statements in the period in which the dividends are approved by the Company’s shareholders.

Trade payable and accruals

Liabilities are recognised for amounts to be paid in the future for goods, assets or services received, whether billed by the supplier or not. The financial liabilities are subsequently measured at amortised cost using the (Effective Interest Rate) EIR method.

Leases

Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to the profit or loss on a straight-line basis over the period of the lease.

Offsetting financial instruments

Financial assets and liabilities are offset and the net amount is reported in the consolidated statement of financial position when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously.

Directors’ remuneration

Pursuant to Article 171 of the UAE Federal Law No. (32) of 2021 and in accordance with article of association of the Company, the Directors shall be entitled for remuneration, which shall not exceed 10% of the profit after deducting depreciation and the reserves.

Events after reporting date

The consolidated financial statements are adjusted to reflect events that occurred between the reporting date and the date when the consolidated financial statements are authorised for issue, provided they give evidence of conditions that existed at the reporting date. Any post year-end events that are non-adjusting are discussed on the consolidated financial statements when material.

Current and non-current classification

The Group presents assets and liabilities based on current/ non-current classification. An asset is current when:

  • It is expected to be realised or intended to sold or consumed in normal operating cycle;

  • It is held primarily for the purpose of trading;

  • It is expected to be realised within twelve months after the reporting period (or receivable on demand); or

  • It is cash or a cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

93 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

3 Significant accounting policies (continued) Current and non-current classification (continued)

A liability is current when:

  • It is expected to be settled in normal operating cycle;

  • It is held primarily for the purpose of trading;

  • It is due to be settled within twelve months after the reporting period (or payable on demand); or

  • There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.

All other assets and liabilities are classified as non-current.

4 . Critical accounting estimates and judgements

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.

(a) Valuation of investment properties

The Group follows the fair value model under IAS 40 where investment property owned for the purpose of generating rental income or capital appreciation, or both, are fair valued based on valuation carried out by an independent registered

valuer or the internal valuation performed by the Group’s finance department.

The fair values have been determined by taking into consideration market comparable and/or the discounted cash flows where the Group has on-going lease arrangements and operations. In this regard, the Group’s current lease arrangements, which are entered into on an arm’s length basis and which are comparable to those for similar properties in the same location, have been taken into account.

In case where the Group does not have any on-going lease arrangements, fair values have been determined, where relevant, having regard to recent market transactions for similar properties in the same location as the Group’s investment properties. These values are adjusted for differences in key attributes such as property size. The key assumptions on which management has based its cash flow projections when determining the fair value of the assets are as follows:

  • Discount rate based on the Group’s weighted average cost of capital with a risk premium reflecting the relative risks in the markets in which the businesses operate.

• Growth rate based on long-term rate of growth. Management of the Group has reviewed the assumption and methodology used by the independent registered valuer and Group’s finance department and in their opinion these assumptions and methodology seems reasonable as at the reporting date considering the current economic and real estate outlook in UAE.

94 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

  • 4 Critical accounting estimates and judgements (continued)

(b) Recoverability of investment in a joint venture and an associate (“equity accounted investees”)

Recoverability of investment in equity accounted investees is an area involving significant management judgement, and requires an assessment as to whether the carrying value of the investment in equity accounted investees can be supported by the carrying value of the assets held by equity accounted investees.

For property portfolio held by equity accounted investees, management performs an internal valuation to determine the fair value using a valuation technique based on a discounted cash flow model and, when deemed necessary, also engages professionally qualified external valuers to determine the fair value of property portfolio of equity accounted investees. In calculating the net present value of the future cash flows of properties portfolio of equity accounted investees, certain assumptions are required to be made in respect of the impairment reviews. The key assumptions on which management has based its cash flow projections when determining the recoverable amount of the assets are as follows:

  • Discount rate based on the equity accounted investee’s weighted average cost of capital with a risk premium reflecting the relative risks in the markets in which the businesses operate.

  • Growth rate based on long-term rate of growth.

Management assesses the impairment for property portfolio held by equity accounted investees whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Factors that are considered

important, which could trigger an impairment review include evidence that no profits or cash flows will be generated from the related asset.

(c) IFRS 15 Revenue from contracts with customers

The application of revenue recognition policy in accordance with IFRS 15 requires management to make the following judgements:

Satisfaction of performance obligation

The Group is required to assess each of its contracts with customers to determine whether performance obligations are satisfied over time or at a point in time in order to determine the appropriate method of recognising revenue. The Group has assessed that based on the sale and purchase agreements entered into with customers and the provisions of relevant laws and regulations, where contracts are entered into to provide real estate assets to customer, the Group does not create an asset with an alternative use to the Group and usually has an enforceable right to payment for performance completed to date. In these circumstances the Group recognises revenue over time and in other cases, revenue is recognised at a point in time.

Determination of transaction prices

The Group is required to determine the transaction prices in respect of each of its contracts with customers. In making such judgement the Group assesses the impact of any variable consideration in the contract, due to discounts or penalties, the existence of any significant financing component in the contract and any non-cash consideration in the contract.

95 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

  • 4 Critical accounting estimates and judgements (continued)

(c) IFRS 15 Revenue from contracts with customers (continued)

recognised. These estimates include the cost of design and consultancy, construction, potential claims by contractors as evaluated by the project consultant and the cost of meeting other contractual obligations to the customers.

Transfer of control in contracts with customers

In cases where the Group determines that performance obligations are satisfied at a point in time, revenue is recognised when control over the asset that is subject of the contract is transferred to the customer. In the case of contracts to sell real estate assets this is generally when the unit has been handed over to the customer.

(b) Valuation of properties held for development and sale

The Group reviews the properties held for development and sale to assess write down, if there is an indication of write down. The Group uses valuations carried out by an internal valuation based on the market sales data to ascertain the recoverable amount.

(c) Useful lives of property and equipment

Allocation of transaction price to performance obligation in contracts with customers

The Group has elected to apply the input method in allocating the transaction price to performance obligations where revenue is recognised over time. The Group considers that the use of input method which requires revenue recognition on the basis of the Group’s efforts to the satisfaction of the performance obligation provides the best reference of revenue actually earned. In applying the input method, the Group estimates the cost to complete the projects in order to determine the amount of revenue to be recognised.

(a) Cost to complete the projects

The Group estimates the cost to complete the projects in order to determine the cost attributable to revenue being

The costs of items of property and equipment are depreciated on a systematic basis over the estimated useful lives of the assets. During the year, management has revisited the estimated useful lives of each asset and/ or category of assets based on the following factors:

  • Expected usage of the assets,

  • Expected physical wear and tear, which depends on operational and environmental factors; and

  • Legal or similar limits on the use of the assets.

The change in useful lives of the asset class (building) has resulted in a reduced depreciation charge during the year which has immaterial impact.

Management has not made estimates of residual values for any items of property and equipment at the end of their useful lives.

96 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

4 Critical accounting estimates and judgements (continued)

(g) Impairment of property and equipment

The Group determines whether there any indicators of impairment for property and equipment at each reporting date. Property and equipment are tested for impairment when there are indicators that the carrying amount may not be recoverable. The recoverable amount is higher of property and equipment fair value less cost of disposal and its value in use. When value in use calculations are undertaken, management estimates the expected future cash flows from the asset or cash generating unit and determines a suitable discount rate in order to calculate the present value of those cash flows.

(h) Classification of properties

In the process of classifying the properties, management has made various judgements. Judgement is required in determining whether a property qualifies as an investment property, property and equipment or development property. The Group develops criteria so that it can exercise the judgement consistently in accordance with the definitions of

investment property, property and equipment or development property. In making its judgement, management considered detail criteria and related guidance for the classification of properties as set out in IAS 2, IAS 16 and IAS 40, in particular, the intended use of property as determined by the management.

(i) Impairment of all financial assets

The Group reviews all its financial assets to assess adequacy of the impairment provisions at least on a quarterly basis. In determining whether the impairment provisions should be recognised in the statement of consolidated profit or loss, the Group uses an allowance matrix to measure the ECLs of due from a related party and trade, contract and other receivables from individual customers, which comprise a very large number of small balances. Loss rates are based on historical actual credit loss experience. These rates are multiplied by scalar factors to reflect differences between economic conditions during the period over which the historical data has been collected, current conditions and the Group’s view of economic conditions over the expected lives of the receivables. Scalar factors are based on actual and forecast Brent oil price.

97 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

5 . Property and equipment

==> picture [484 x 325] intentionally omitted <==

----- Start of picture text -----

Furniture,
Land and Leasehold Motor Capital work
buildings improvements fixtures and vehicles in progress Total
equipment AED’000
AED’000 AED’000 AED’000 AED’000
AED’000
Cost
As at 1 January 2021 588,000 4,034 114,911 931 237 708,113
Additions 88 525 649 412 15 1,689
Disposals - - (116) (720) - (836)
Transfer to properties held for (7,784) - - - - (7,784)
development and sale (Note 8)
Transfers - 237 - - (237) -
As at 31 December 2021 580,304 4,796 115,444 623 15 701,182
Additions 44 - 5,950 - 64 6,058
Transfer to properties held for (3,563) - - - - (3,563)
development and sale (Note 8)
As at 31 December 2021 576,785 4,796 121,394 623 79 703,677
----- End of picture text -----

98 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

5 . Property and equipment (continued)

==> picture [484 x 333] intentionally omitted <==

----- Start of picture text -----

Furniture,
Land and Leasehold Motor Capital work
buildings improvements fixtures and vehicles in progress Total
equipment AED’000
AED’000 AED’000 AED’000 AED’000
AED’000
Accumulated depreciation
and impairment loss
As at 1 January 2021 107,046 3,888 41,490 893 - 153,317
Charge for the year [Note 5 (d)] 7,911 128 9,597 76 - 17,712
- - - -
Adjustment (4,185) (4,185)
Disposals - - (39) (720) - (759)
Transfer to properties held for (591) - - - - (591)
development and sale (Note 8)
As at 31 December 2021 110,181 4,016 51,048 249 - 165,494
Charge for the year [Note 5 (d)] 6,999 206 9,440 75 - 16,720
As at 31 December 2022 117,180 4,222 60,488 324 - 182,214
Carrying amount
As at 31 December 2021 470,123 780 64,396 374 15 535,688
As at 31 December 2022 459,605 574 60,906 299 79 521,463
----- End of picture text -----

  • a) Land and Buildings with a carrying value of AED 256.3 million (2021: AED 278.5 million) are mortgaged under Islamic finance obligations (Note 16).

  • b) During the year, the Company has reclassified certain units in a building amounting to AED 3.6 million (2021: AED 7.2 million) based on change in use of these units (Note 8)

  • c) The Group has a portfolio of hospitality assets included in property and equipment amounting to AED 483 million against which no impairment loss has been recognised during the year (2021: AED Nil). The recoverable amount of two hotel assets has been determined using the indicative fair values of the property as at 31 December

2022 as concluded by management for one hotel asset and for the other hotel asset as provided by an independent professionally qualified valuer. The valuer has used sales comparison method to determine the fair values of these two hotels.

Further, for one hotel, management has concluded the recoverable value is equivalent to its value in use. In determining the value in use, management has estimated expected future cash flows and determined a suitable discount rate in order to calculate the present value of those cash flows. The estimate of value in use was determined using a discount rate of 11% (2021: 9%) and a terminal value growth rate of 3% (2021: 3%).

99 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

5 . Property and equipment (continued)

  • d) The depreciation charge has been allocated in the consolidated statement of profit or loss and other comprehensive income as follows:

==> picture [482 x 106] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Direct costs [Note 22 (ii) & (iii)] 14,437 14,029
General administrative and selling expenses (Note 24) 2,283 3,683
16,720 17,712
----- End of picture text -----

6 . Investment properties

==> picture [483 x 265] intentionally omitted <==

----- Start of picture text -----

UAE UAE UAE UAE UAE
2022 2021
Mix use Parking Stores Retail Service Total Total
Building spaces units units Apartments AED’000 AED’000
AED’000 AED’000 AED’000 AED’000 AED’000
Fair value
3 3 3 3 3
hierarchy
As at 1 January 160,313 74,201 14,045 221,549 288,123 758,231 736,077
Additions 728 - - 493 135 1,356 1,134
Transfer from
- - - -
properties held for 3,189 3,189 13,363
sale - net (Note 8)
Net gain from
fair value
adjustments - - - - - - 7,657
on investment
properties
As at 31 December 161,041 74,201 14,045 222,042 291,447 762,776 758,231
----- End of picture text -----

100 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

6 . Investment properties (continued)

Investment properties are recognised at fair value and categorised within the level of the fair value hierarchy based on the lowest level input that is significant to fair value measurement in their entirety. The different levels have been defined as follows:

  • Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1);

  • Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices) (level 2); and

  • Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (level 3).

The Group’s policy is to recognise transfers into and out of fair value hierarchy levels as of the date of the event or change in circumstances that caused the transfer.

Direct costs recognised in the consolidated statement of profit or loss includes AED 13.2 million (2021: AED 9 million) (Note 22) and rental income recognised in consolidated statement of profit or loss includes AED 38.8 million (2021: AED 31.5 million) from investment properties. Investment properties with carrying value of AED 426 million (2021: AED 347.3 million) are mortgaged against bank borrowings (Note 16).

During the year, the Company has reclassified certain units amounting to AED 3.2 million from properties held for development and sale based on change in use of these units (2021: units & parking spaces amounting to AED

13.4 million). These units were reclassified to investment properties at their fair value and management believes that carrying amount of the units transferred is equivalent to the fair value on the date of transfer (Note 8).

Valuation processes

Retail units, parking spaces, one service apartment building and store units included in the Group’s investment properties are valued by independent professionally qualified valuers who hold a recognised relevant professional qualification and have experience in the locations and segments of the investment properties valued. For all investment properties, their current use equates to the highest and best use. Valuation of UAE mix use office building and remaining two service apartments buildings are valued by the Groups’ finance department. The Group’s finance department includes a team that also reviews the valuations performed by the independent valuers for financial reporting purposes. Discussion of valuation processes and results are held between management and the independent valuers on a regular basis.

  • At each financial year end, the finance department:

  • verifies all major inputs to the independent valuation report;

  • assesses property valuation movements when compared to the prior year valuation report; and

  • holds discussions with the independent valuers.

  • There has been no change to the valuation technique during the year.

101 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

6 . Investment properties (continued)

Valuation processes (continued)

Information about fair value measurements using significant unobservable inputs (Level 3) are presented in the table below. A change of 100 basis points in management’s estimate at the reporting date would have increased/(decreased) equity and profit or loss by the amounts shown below:

==> picture [482 x 336] intentionally omitted <==

----- Start of picture text -----

Sensitivity of
management estimates
Country Segment Valuation Estimate Range of inputs Impact lower Impact higher
AED’000 AED’000
Estimated rental AED 75 to AED 175 per
(950) 950
Income value sqft per annum
Mix use capitalisation
Discount rate 9.41% 15,426 (11,146)
Building
AED 984 to
(829) 829
AED 1,980 per sqft
Parking AED 25 K to AED53 K
(742) 742
spaces Sales Estimated market per parking space
comparable
value
method AED 150 to AED 300
UAE Stores Units (140) 140
per sqft
AED 831 to AED 1,663
Retail Units (2,137) 2,137
per sqft
AED 6.0 million to AED
One Service Income Estimated earnings 9.8 million per annum (961) 961
Apartment
capitalisation
Buildings Discount rate 11% 6,270 (5,761)
Sales
Two Service Estimated market AED 1,035 to
comparable (1,920) 1,920
Apartments method value AED 1,187 per sqft
----- End of picture text -----

102 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

6 . Investment properties (continued)

Valuation techniques underlying management’s estimation of fair value

For office building, the valuation was determined using the income capitalisation method based on following significant unobservable inputs:

Based on the actual location, type and quality of the properties and Estimated rental value supported by the terms of any existing lease, other contracts or (per sqft p.a.) external evidence such as current market rents for similar properties. Reflecting current market assessments of the uncertainty in the Cash flow discount rate amount and timing of cash flows.

For retail units, parking spaces, store units and two service apartment buildings, the valuation was determined using the indicative fair values of these investment properties as at 31 December 2022 provided by an independent professionally qualified

valuer. The valuer has used the sales comparison method to determine the fair values of these assets. For one service apartment building, the valuation was determined using the income capitalisation method based on following significant unobservable inputs:

Estimated earnings (per annum) Cash flow discount rate

Based on the actual location, type and quality of the property and supported by the terms of any existing lease, other contracts or external evidence such as current earnings of similar properties in the market. Reflecting current market assessments of the uncertainty in the amount and timing of cash flows.

103 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

7 . Investments in joint venture and an associate

==> picture [483 x 219] intentionally omitted <==

----- Start of picture text -----

Joint Venture Associate Total
2022 2021 2022 2021 2022 2021
AED’000 AED’000 AED’000 AED’000 AED’000 AED’000
At 1 January 978,881 980,692 385,689 364,538 1,364,570 1,345,230
Share of profit 37,048 33,189 7,053 21,151 44,101 54,340
(refer note (i) below)
Repayment of capital (30,905) (24,777) - - (30,905) (24,777)
contribution
Dividend (19,095) (10,223) (2,000) - (21,095) (10,223)
At 31 December 965,929 978,881 390,742 385,689 1,356,671 1,364,570
----- End of picture text -----

(i) Reconciliation for share of profit

==> picture [483 x 145] intentionally omitted <==

----- Start of picture text -----

Joint Venture Associate Total
2022 2021 2022 2021 2022 2021
AED’000 AED’000 AED’000 AED’000 AED’000 AED’000
Share of profit 37,610 33,189 7,053 21,151 44,663 54,340
Intercompany adjustment (562) - - - (562) -
37,048 33,189 7,053 21,151 44,101 54,340
----- End of picture text -----

Investment in an associate

The Group has a 22.72% interest in Solidere International Al Zorah Equity Investments Inc (“Al Zorah”), a company registered

in the Cayman Islands. The associate is a holding company investing in companies engaged in property development.

104 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

7 . Investments in joint venture and an associate (continued)

Investment in an associate (continued)

The table below reconciles the summarised financial information relating to the carrying amount of the Group’s interest in the associate:

==> picture [483 x 398] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Percentage ownership interest 22.72% 22.72%
Non current assets 940,193 940,193
Current assets 22 22
Non current liabilities - -
Current liabilities (900) (720)
Net assets (100%) 939,315 939,495
Group’s share of net assets (22.72%) 213,412 213,453
Adjustments (refer note (i) below) 177,330 172,236
Carrying amount of interest in an associate 390,742 385,689
(184) (166)
Profit and total comprehensive income (100%)
(42) (38)
Profit and total comprehensive income (22.72%)
Adjustment relating to accounting policy (refer note (i) below) 7,095 21,189
Group share of total profit and comprehensive income 7,053 21,151
----- End of picture text -----

(i) This mainly includes the goodwill (premium) paid on acquisition of interest in the associate and adjustment relating to alignment of associate’s accounting policy to the Group’s accounting policy.

105 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

7 . Investments in joint ventures and an associate (continued)

Investment in a joint venture

The Group has a 50% interest in Arady Developments LLC, a Company registered in United Arab Emirates. The joint venture is engaged in property development and leasing activities. The following amounts represent assets, liabilities, revenue and results of the joint venture.

They also include consolidation adjustments made at the Group’s level to ensure uniform accounting policies. The table reconciles the summarised financial information relating to the carrying amount of the Group’s interest in the joint venture is as follows:

==> picture [482 x 464] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Percentage ownership interest 50% 50%
Non Current Assets 1,207,387 1,229,595
Current Assets 192,722 237,739
Non Current Liabilities (8) (87)
Current Liabilities (40,197) (37,380)
Net assets (100%) 1,359,904 1,429,867
Group’s share of net assets (50%) 679,952 714,934
Adjustments (refer note (i) below) 285,977 263,947
Carrying amount of interest in a joint venture 965,929 978,881
Revenue 136,314 99,114
Interest income 588 241
Depreciation and amortisation 26,164 25,378
Profit and total comprehensive income (100%) 51,269 38,344
Profit and total comprehensive income (50%) 25,635 19,172
Adjustments relating to accounting policies (refer note (i) below) 11,911 12,583
Other adjustments (498) 1,434
Group share of total profit and comprehensive income 37,048 33,189
----- End of picture text -----

(i) This mainly includes the goodwill (premium) paid on acquisition of interest in the joint venture and adjustment relating to alignment of joint venture’s accounting policies to the Group’s accounting policies.

106 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

8 . Properties held for development and sale

==> picture [483 x 432] intentionally omitted <==

----- Start of picture text -----

Properties Properties Land held for future
held under development and Total
for sale development sale AED’000
AED’000 AED’000 AED’000
As at 1 January 2021 416,705 222,287 695,440 1,334,432
Additions 73,936 161,897 23,444 259,277
Transfers 30,231 152,923 (183,154) -
- -
Transfer from a related party 153,682 153,682
- -
Transfer from property and equipment (Note 5) 7,193 7,193
- -
Transfer to investment property (Note 6) (13,363) (13,363)
-
Sale of properties (Note 22) (182,080) (38,544) (220,624)
As at 31 December 2021 332,622 498,563 689,412 1,520,597
As at 1 January 2022 332,622 498,563 689,412 1,520,597
Additions 7,867 335,808 4,181 347,856
Transfer from property and equipment (Note 5) 3,563 3,563
- -
Transfer to investment property (Note 6) (3,189) (3,189)
-
Sale of properties (Note 22) (40,329) (365,239) (405,568)
As at 31 December 2022 300,534 469,132 693,593 1,463,259
----- End of picture text -----

Net realisable value has been determined on the basis of committed sale price if the remaining receivable amount is lower than the current market value of the units booked by customers. For units not yet booked by customers, net realisable value takes into consideration the expected

market prices.

During the year, the Company has reclassified certain units in a building amounting to AED 3.6 million from properties, plant & equipment (2021: AED 7.2 million) (Note 5).

107 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

8 . Properties held for development and sale (continued) During the year, the Company has reclassified certain units amounting to AED 3.2 million to investment properties (2021: Units & parking spaces amounting to AED 13.4 million) (Note 6).

Plots of land including under development project with total carrying value of AED 843 million (2021: AED 954.7 million) and completed properties with total carrying value of AED 65.6 million (31 December 2021: AED 43.7 million) are mortgaged under Islamic finance obligations (Note 16).

In the current year, the Group has recognised an amount of AED 406 million (2021: AED 220.6 million) included in the consolidated statement of profit or loss under “direct costs” against revenue recognised of AED 537.8 million (2021: AED 299.3 million) (Note 21 and Note 22).

For plots of land held for future development and use amounting to AED 693.6 million as at the reporting date (31 December 2021: AED 689.4 million), management is currently evaluating feasibility of the projects and considering alternative viable profitable options as well as various offers from potential buyers.

9 . Long term fixed deposits

In previous years, the Group had placed a Wakala deposit amounting to AED 101 million with a financial institution for a period of 12 years with quarterly repayments. As at 31 December 2021, Group had received cumulatively an amount of AED 41.1 million towards the repayment of the deposit and management had recognised an impairment charge of AED 12.1 million, present value impact of AED 3.9 million and provision for impairment of AED 4.2 million on the fixed deposit. During the year ended 31December 2021, the Group had participated in an auction to exit with the financial institution, thereby had received an amount of AED 27 million from the financial institution as a final settlement against the Wakala deposits. Based on the final settlement, the Group had recognised a loss on derecognition of the Wakala deposits amounting to AED 20 million in the consolidated statement of profit of loss. Accordingly, present value of AED 3.9 million and provision for impairment of AED 4.2 million were reversed in finance income and general, administrative and selling expenses respectively in the prior year.

10 . Trade, contract and other receivables

==> picture [483 x 192] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Trade and unbilled receivables (refer (i) below) 671,456 538,032
Other receivables (refer (ii) below) 240,049 188,810
911,505 726,842
Current 635,211 583,227
Non-current 276,294 143,615
Total 911,505 726,842
----- End of picture text -----

(i). Trade and unbilled receivables

108 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

10. Trade, contract and other receivables (continued)

==> picture [482 x 179] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Trade receivables
Trade receivables within 12 months 102,013 99,871
Contract assets
Unbilled receivables within 12 months 293,149 294,546
Unbilled receivables after 12 months 276,294 143,615
Total trade and unbilled receivables 671,456 538,032
----- End of picture text -----

The above trade receivables are net of provision for impairment amounting to AED 121.6 million (2021: AED 120.3 million) relating to trade receivables which are past due. All other trade receivables are considered recoverable.

As at 31 December 2022, trade receivables of AED 615.1

million (2021: AED 491.1 million) were receivable from sale of properties, and trade receivables of AED 56.3 million (2021: AED 47 million) were receivable from other streams of revenue.

The ageing analysis of these trade and unbilled receivables is as follows:

==> picture [482 x 127] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Not due 569,443 438,161
Upto 3 months 52,424 54,421
Over 3 months 49,589 45,450
Net receivable 671,456 538,032
----- End of picture text -----

Movements of the Group’s provision for impairment of trade receivables are as follows:

==> picture [482 x 101] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
At 1 January 120,287 117,847
Add: Provision for impairment 1,280 2,440
At 31 December 121,567 120,287
----- End of picture text -----

109 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

10. Trade, contract and other receivables (continued)

The maximum exposure to credit risk at the reporting date is the carrying value of each class of receivable. The Group

holds title deeds of the assets sold or post-dated cheques as security.

ii. Other receivables

==> picture [483 x 186] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Advances to contractors 38,909 55,412
Advances to suppliers 4,181 4,682
Prepayments 98,895 52,256
Others 99,767 78,001
241,752 190,351
Less: Provision for impairment (1,703) (1,541)
240,049 188,810
----- End of picture text -----

11 . Related party transactions and balances

(a) Related party transactions

The Group enters into transactions with companies and entities that fall within the definition of a related party as contained in IAS 24 Related Party Disclosures. Related parties comprise entities under common ownership and/ or common management and control, and key management personnel.

During the year, the Group entered into the following significant transactions with related parties in the normal course of business and at prices and terms agreed by the Group’s management.

==> picture [484 x 280] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Ultimate majority shareholder
Other operating income/finance income 3,691 770
Finance cost 25,288 10,258
Borrowings drawdown 219,793 626,407
Borrowings repayments 216,129 121,064
Joint venture
Other operating income 1,125 725
Dividend income 19,095 10,223
Repayment of capital contribution 30,905 24,777
Associate
Dividend income 2,000 -
----- End of picture text -----

110 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

11 . Related party transactions and balances (continued)

(b) Remuneration of key management personnel

==> picture [482 x 163] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Salaries and other short term employee benefits 13,980 13,281
508 451
Termination and post-employment benefits
Board of Directors’ sitting fees 165 165
Board of Directors’ remuneration 3,150 2,850
17,803 16,747
----- End of picture text -----

(c) Due from related parties comprises:

==> picture [483 x 192] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Current
Due from a joint venture 1,084 2,350
Due from other related parties 245,426 445,426
246,510 447,776
Less: provision for impairment (33,613) (33,622)
212,897 414,154
----- End of picture text -----

Management believes that based on the court judgement and the Conditional Settlement Agreement signed with a related party during the year (refer to Note 31 for further details), the net receivable balance from a related party amounting to AED 212 million is recoverable. Accordingly, no further adjustment has been made to the carrying value of the receivable amount as at the reporting date.

Cash and bank balances include amounts held with the ultimate majority shareholder of the Group, bank account balances of AED 166.6 million (2021: AED 113 million) and

fixed deposits of AED 354 million (2021: AED 168 million), at market prevailing profit rates.

Impairment provision

To determine the provision for impairment, management applied certain key assumptions and judgments in accordance with IFRS 9 - Financial Instruments in order to determine the expected credit loss which includes the use of various forward-looking information that could impact the timing and/or amount of recoveries.

111 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

11 . Related party transactions and balances (continued)

(d) Due to related parties comprises:

==> picture [482 x 129] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Current
271 322
Due to a significant shareholder
Due to other related parties 110 435
381 757
----- End of picture text -----

At 31 December 2022, the Group had bank borrowings from the ultimate majority shareholder of AED 798.8 million (2021: AED 795.2 million) at market prevailing profit rates (Note 16).

112 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

12 . Cash and bank balances

==> picture [483 x 252] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Cash and bank balances including call deposits 470,843 287,415
Fixed deposits 469,021 175,572
Cash in hand 554 978
940,418 463,965
Less: provision for impairment (511) (421)
Cash and bank balances 939,907 463,544
Less: deposits with original maturity more than three months (244,916) (65,516)
Cash and cash equivalents 694,991 398,028
----- End of picture text -----

Bank accounts include balance of AED 291.5 million (31 December 2021: AED 202 million) and fixed deposits of AED 52 million (31 December 2021: AED 25 million) at market prevailing profit rates held in escrow accounts. These Escrow accounts include project Escrow accounts where amounts are collected against sale of properties and are available for payments relating to construction of development properties. These Escrow accounts also include Community Management Escrow accounts of various properties where service charges are collected from

owners and are available for payments for management and maintenance of the properties.

Bank accounts balance include balance of AED 99.7 million (2021: 63.2 million) in its own name, held in a fiduciary capacity on behalf and for the beneficial interest of third parties, which are recorded in these consolidated financial statements.

13 . Equity instrument at fair value through other comprehensive income

==> picture [482 x 107] intentionally omitted <==

----- Start of picture text -----

2022 2021
Investment in a real estate investment trust (REIT)
AED’000 AED’000
1 January 5,461 3,413
Change in fair value (567) 2,048
31 December 4,894 5,461
----- End of picture text -----

113 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

14 . Share capital

At 31 December 2022 share capital comprised of 4,375,837,645 (31 December 2021: 5,778,000,000 shares) of AED 1 each. All shares are authorised, issued and fully paid up.

At the Annual General Meeting of Shareholders (AGM) held in April 2022, the shareholders have approved the proposal of the Board of Directors for the reduction of the

issued share capital of the Group by partially writing off the accumulated losses amounting to AED 1,706 million and using legal reserves amounting to AED 303 million against the issued share capital amounting to AED 5,778 million as at 31 December 2021. Accordingly, during the current period management has obtained all the required approvals from the relevant authorities and reflected the share capital reduction as listed below:

==> picture [483 x 116] intentionally omitted <==

----- Start of picture text -----

As at As at
Approved reduction
31 December 2021 31 December 2022
AED’000
AED’000 AED’000
Issued share capital 5,778,000 (1,402,162) 4,375,838
Accumulated losses (1,705,600) 1,705,600 -
Legal reserve 303,438 (303,438) -
----- End of picture text -----

15 . Legal reserve

In accordance with the UAE Federal Law No. 32 of 2021 and the Company’s Articles of Association, 10% of the profit for the year is transferred to a legal reserve, which is not

distributable. Transfers to this reserve are required to be made until such time as it equals at least 50% of the paid up share capital.

16 . Borrowings

==> picture [483 x 305] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Islamic finance obligations
Current 99,247 78,928
Non-current 838,261 716,257
Total borrowings 937,508 795,185
AED’000
1 January 2021 826,500
Drawn down 626,407
Repayments (657,722)
31 December 2021 795,185
Drawn down 416,194
Repayments (273,871)
31 December 2022 937,508
----- End of picture text -----

114 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

16 . Borrowings (continued)

Islamic finance obligations represent Ijarah and other Islamic facilities obtained from Dubai Islamic Bank PJSC (ultimate majority shareholder) [Note 11(d)]. The facilities were availed to finance the properties under construction and working capital requirements.

During the current year, the Group has signed a new Islamic facility with one local bank amounting to AED 250 million. The existing outstanding facilities with the ultimate majority shareholder was settled partially by utilising the new facility and remaining balance of AED 54 million is available for drawdown to the Group. The new facility carries market prevailing profit rates and is repayable in yearly instalments over five years from the reporting date. The facility is subject to financial covenants.

Islamic finance obligations with the ultimate majority shareholder carry market prevailing profit rates and are repayable in quarterly instalments over a period of nine years from the reporting date (31 December 2021: ten years). Islamic finance obligations are secured by mortgages over properties classified under properties held for development and sale (Note 8), property and equipment (Note 5) and investment properties (Note 6).

17 . Advances from customers

Advances from customers comprise of payments received from sale of properties. The revenues have not been recognised in the consolidated statements of profit or loss, in line with the revenue recognition policy of the Group consistent with the IFRSs.

Movement during the year is as follows:

==> picture [482 x 137] intentionally omitted <==

----- Start of picture text -----

AED’000 AED’000
1 January 2022 142,486 10,329
Amounts collected/ advance billing during the year 168,983 136,621
Amounts invoiced/ revenue recognised during the year (137,862) (4,464)
31 December 2022 173,607 142,486
----- End of picture text -----

18 . Trade and other payables

==> picture [482 x 193] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Trade payables 188,121 119,592
Refundable Deposits 53,108 51,864
Accrued Islamic facilities charges 8,981 2,822
Project cost accruals 83,160 93,637
Other payables and accrued expenses 148,962 156,138
482,332 424,053
----- End of picture text -----

115 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

19 . Retentions payable

==> picture [482 x 108] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Non-current portion 13,409 4,270
Current portion 44,408 42,386
57,817 46,656
----- End of picture text -----

Retention payables represents amounts withheld in accordance with the terms of the contract progress payments are made to the contractors. Non-current retention are due to be paid to contractors within 1 to 2 years from the reporting date.

20 . Provision for employees’ end of service benefits

==> picture [482 x 136] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
At 1 January 15,096 14,705
Charge for the year 3,440 2,818
Payments (2,466) (2,427)
At 31 December 16,070 15,096
----- End of picture text -----

The provision for employees’ end of service benefits, disclosed as non-current liability, is calculated in accordance with the UAE Federal Labour Law.

21 . Revenue

==> picture [482 x 136] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Property development activities
Sale of properties (Note 8) 537,820 291,399
Leasing income 40,556 33,268
578,376 324,667
----- End of picture text -----

116 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

21 . Revenue (continued)

==> picture [483 x 178] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Properties, facilities and association management
Property management 29,785 28,548
Facilities and association management 101,938 76,743
131,723 105,291
Hospitality 93,310 66,997
803,409 496,955
----- End of picture text -----

Transaction price allocated to the remaining performance obligations

The following table includes revenue expected to be recognised in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the reporting date.

2023
AED’000
2024
AED’000
2025
AED’000
Total
AED’000
Sale of properties 571,362 429,731 201,489 1,202,582

The Group applies the practical expedient as per IFRS 15 and does not disclose information about remaining performance obligations that have original expected durations of one year or less.

22 . Direct costs

==> picture [483 x 179] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Cost of sale of properties (i) (Note 8) 405,568 220,624
Direct cost of facility management (ii) 79,536 58,648
Direct cost of hospitality (iii) 32,533 26,585
Direct cost of leasing properties (Note 6) 13,262 8,988
Others 419 211
531,318 315,056
----- End of picture text -----

117 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

22 . Direct costs (continued)

  • (i) Cost of sale of properties include reversal of impairment amounting to AED 6.5 million (2021: AED 5.2 million) on properties sold during the year against which provision for impairment was recorded in the prior years.

  • (ii) Facilities management costs include staff costs amounting to AED 35.3 million (2021: AED 26.5 million) and depreciation charge amounting to AED 1 million (2021: AED 0.7 million).

  • (iii) Hospitality costs include staff costs amounting to AED 9.3 million (2021: AED 5.7 million) and depreciation charge

amounting to AED 13.5 million (2021: AED 13.3 million). The Group expects the incremental cost, which mainly includes sales commission, incurred as a result of obtaining contracts to be recoverable and accordingly these costs are capitalised. The capitalised costs are amortised when the related revenues are recognised.

Applying the practical expedient as per IFRS 15, the Group recognises the incremental costs of obtaining contracts as an expense when incurred if the amortisation period of the assets that the Group otherwise would have recognised in one year or less.

23 . Other operating income

==> picture [482 x 95] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Write back of provisions and liabilities no longer payable - 3,337
Others 39,555 16,007
39,555 19,344
----- End of picture text -----

24 . General administrative and selling expenses

==> picture [482 x 231] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Staff costs (Note 25) 90,572 89,775
Marketing and selling expenses 44,691 24,750
Legal and professional charges 4,781 6,558
Rent expenses 1,314 918
Social contributions 134 139
Depreciation [Note 5(d)] 2,283 3,683
354 (839)
Provision/(reversal) of impairment against trade, contract and other financial assets
Others 34,174 35,947
178,303 160,931
----- End of picture text -----

118 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

25 . Staff costs

==> picture [482 x 163] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Payroll cost 53,180 53,576
End of service benefits 2,499 2,031
Pension and social security contributions 683 724
Other benefits 34,210 33,444
90,572 89,775
----- End of picture text -----

26. Provision/expense against claims

This includes legal claim made by customers against the Group for refund of partial payments made to purchase certain property units. In accordance with Law No. 13 of 2008 and its subsequent amendment through Law No. 9 of 2009 applicable in the Emirate of Dubai, the Group had earlier forfeited these amounts due to failure of customers to pay the outstanding balances as per the Sale and Purchase

Agreement. This also includes provision made for potential claim by third parties towards services being rendered by the Company.

The Group has elected not to present the complete disclosures as required by IAS 37 “Provision and Contingent Liabilities and Contingent Assets” as management is of the view that since the legal claims are sub-judice, this information may be prejudicial to their position on these matters.

27 . Finance cost -net

==> picture [482 x 116] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Finance cost on bank borrowings 36,087 31,921
Finance income from short-term bank deposits (3,488) (1,359)
Finance cost - net 32,599 30,562
----- End of picture text -----

119 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

28. Earnings per share

Basic

Basic earnings per share is calculated by dividing the profit attributable to owners of the Company by the weighted average number of ordinary shares in issue during the year

excluding ordinary shares purchased by the Company and held as treasury shares, if any.

==> picture [482 x 107] intentionally omitted <==

----- Start of picture text -----

2022 2021
Profit attributable to equity holders of the Company (AED’000) 144,238 50,802
Weighted average number of ordinary shares in issue (thousands) 4,375,838 5,778,000
3.30 0.88
Earnings per share (fils)
----- End of picture text -----

Diluted

The Company has not issued any instruments which would have a dilutive impact on earnings per share when exercised.

29 . Cash flow from operating activities

==> picture [482 x 285] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Profit for the year 144,238 50,802
Adjustments for:
Depreciation [Note 5(d)] 16,720 17,712
Adjustment of depreciation (Note 5) - (4,185)
Provision for employees’ end of service benefits (Note 20) 3,440 2,818
Reversal of impairment of properties held for development and sale, net
(6,522) (5,238)
[Note 22(i)]
(Reversal of impairment)/Impairment against trade receivables, contract and
other financial assets and related parties (Note 24) 354 (839)
Loss on derecognition of fixed deposit (Note 9) - 19,999
Provision/expense against claims 1,169 946
----- End of picture text -----

120 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

29 . Cash flow from operating activities (continued)

==> picture [482 x 532] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Finance income (Note 27) (3,488) (1,359)
Finance cost (Note 27) 36,087 31,921
Share of results from an associate and a joint venture (Note 7) (44,101) (54,340)
Gain on fair valuation of investment property (Note 6) - (7,657)
Operating cash flows before payment of employees’ end of service benefits and changes in working capital 147,897 50,580
Payment of employees’ end of service benefits (Note 20) (2,466) (2,427)
Changes in working capital:
Properties held for development and sale
64,234 (16,167)
(net of project cost accruals)
Retention payable - non-current (Note 19) 9,140 (3,745)
Retention payable - current (Note 19) 2,022 (28,265)
Trade, contract and other receivables - non-current (132,679) 60,483
Trade, contract and other receivables – current (51,117) (164,462)
Advances from customers 31,121 132,157
Inventories (612) 105
Due from related parties 201,265 (801)
Trade and other payables 48,693 66,847
Due to related parties (375) 227
Net cash generated from operating activities 317,123 94,532
----- End of picture text -----

121 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

30 . Commitments

At 31 December 2022, the Group had total commitments of AED 349 million (2021: AED 601 million) with respect to project related contracts issued net of invoices received and accruals made at that date.

Operating lease commitments – Group as a lessor

The following table include the leases Group has entered on its lease portfolio.

The following table include the leases Group has entered on its lease portfolio.


accruals made at that date.


its lease portfol

io.
Within one year
AED’000
More than one year
AED’000
Total
AED’000
Lease commitments 32,648 30,864 63,512

31 . Contingencies

Contingent liabilities

At 31 December 2022, the Group had contingent liabilities in respect of performance bond and guarantees issued by a bank, in the ordinary course of business, amounting to AED 246 million (2021: AED 172.4 million). Also, the Group had contingent liabilities, on behalf of a subsidiary, in respect to guarantees issued by a bank amounting to AED 3.4 million (2021: AED 3.4 million). The Group anticipates that no material liabilities will arise from these performance and other guarantees.

Legal claims

The Group is also a party to certain legal cases in respect to various potential claims from customers and, where necessary, makes adequate provisions against any potential claims. Such provisions are reassessed regularly to include significant claims and instances of potential litigations. Based on review of opinion provided by the legal advisors/internal legal team, management is of the opinion that no material cash outflow in respect of these claims is expected to be paid by the Company in these legal cases over and above the existing provision in the books of accounts. The Company has elected not to present the complete disclosures as required by IAS 37 “Provision and Contingent Liabilities and Contingent Assets” as management is of the view that since the legal claims are sub-judice and are disputed, therefore this information may be prejudicial to their position on these matters.

Certain other contingent liabilities may arise during the normal course of business, which based on the information presently available, either cannot be quantified at this stage or in the opinion of the management is without any merit. However, in the opinion of management, these contingent liabilities are not likely to result in any cash outflows for the Group.

Further, certain properties were under dispute with UAE based developer (“a related party”) against which in 2019, the Group has received a favourable judgment by the Court of Cassation which upheld a ruling made by the Court of Appeal confirming Dubai Court of First Instance’s judgement to terminate all sale and purchase

agreements of lands under dispute and had also ordered counterparty to return all amounts paid, to the tune of AED 412 million plus pay a compensation of AED 61 million as well as 9% legal interest accruing from the date of filing the case.

In 2020, the execution of the court judgement has been handed over to a special committee by virtue of resolution number 12 of 2020 passed by the Government of Dubai. However, on 15 February 2021, the special committee has decided that it has no jurisdiction over the case and has transfer the case to the court of execution. Accordingly, management has submitted an application to the court of execution to proceed with the execution process.

In 2022, the Group has signed a Conditional Settlement Agreement (“the Agreement”) with the related party for an amount of AED 500 million. The Group received AED 200 million during the year upon execution of the Agreement and the remaining amount of AED 300 million is to be received within 18 months from date of the signed Agreement (refer Note 11 for further details). Accordingly, the Group submitted an application to the court for the temporary suspension of the auction process on the remaining properties of the related party identified in the Agreement.

32 . Segmental information

Operating segment

The Board of Directors are the Group’s chief operating decision maker. The Board considers the business of the Group as a whole for the purpose of decision making.

Management has determined the operating segments based on the purpose of allocating resources and assessing performance. The Group is organised into three major operating segments: Property development, Properties and facilities management and Hospitality related activities.

Management monitors the operating results of its operating segments for the purpose of making strategic decisions about performance assessment. Segment performance is evaluated based on operating profit or loss.

122 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

32 . Segmental information (continued)

==> picture [484 x 325] intentionally omitted <==

----- Start of picture text -----

Property development Properties and
Hospitality Total
activities facilities management
AED’000 AED’000
AED’000 AED’000
31 December 2022
Segment revenues – external 578,376 131,723 93,310 803,409
Segment profit 96,262 17,670 30,306 144,238
Segment assets 5,085,713 283,517 807,184 6,176,414
Segment liabilities 1,482,850 170,485 20,594 1,673,929
31 December 2021
Segment revenues – external 324,667 105,291 66,997 496,955
Segment profit 19,421 16,982 14,399 50,802
Segment assets 5,023,202 227,778 540,537 5,791,517
Segment liabilities 1,264,487 144,461 20,605 1,429,553
----- End of picture text -----

Revenue from property development activities are recognised over time and revenue from properties, facilities management and hospitality activities are recognised at a point in time.

Geographic information

The carrying amount of the total assets located outside the United Arab Emirates as at 31 December 2022 is AED 0.5 million (2021: AED 0.5 million).

33 . Financial risk management

Financial risk factors

The Group’s activities expose it to a variety of financial risks: market risk (including currency risk, cash flow and fair value interest rate risk and other price risk), credit risk and liquidity risk. The Group’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Group’s financial performance.

Risk management is carried out by the senior management under policies approved by the Board of Directors. Management evaluates financial risks in close co-ordination with the Group’s operating units. Market risk

Currency risk

Foreign exchange risk arises from future commercial transactions, recognised assets and liabilities and net investments in foreign operations. The Group does not have any significant exposure to foreign currency risk since the majority of transactions are denominated in AED, US Dollars or other currencies, whereby the AED or other currencies are pegged to the US Dollar. Price risk

The Group is exposed to equity securities price risk through investments held by the Group and classified as equity instrument at fair value.

123 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

33 . Financial risk management (continued)

Cash flow and fair value interest rate risk

The Group has an insignificant interest rate risk arising from interest bearing bank deposits. Bank deposits are placed with banks at fixed rates. The Group’s exposure to interest rate risk relates primarily to its borrowings with floating interest rates. At 31 December 2022, if profit rates on borrowings had been 1% higher/lower with all other variables held constant, profit for the year would have been AED 6.4 million lower/higher (2021: profit for the year would have been AED 7.4 million lower/higher), mainly as a result of higher/lower interest expense on floating rate borrowings.

Derivative financial instrument

In the previous year, the Group entered into profit rate swap agreement in order to hedge its exposure against profit rate risk. The table below shows the fair values of derivative financial instrument, which is equivalent to the market value, together with the notional amount. The notional amount is the amount of a derivative's underlying asset, reference rate or index and is the basis upon which changes in the value of derivative is measured. The notional amount indicates the volume of transactions outstanding at the reporting date and are neither indicative of the market nor credit risk.

2022
AED’000
Fair value
2022
AED’000
Notional amount
2021
AED’000
Fair value
2021
AED’000
Notional amount
Proft rate swap - 47,500 - 47,500
- 47,500 - 47,500

The fair value as at reporting date is categorised as level 3 in fair value hierarchy.

Credit risk

The Group is exposed to credit risk in relation to its monetary assets, mainly trade, contract and other receivables (excluding advances and prepayments), due from related parties, cash

at bank and bank deposits. Trade receivables are made to customers with an appropriate credit history. The Group has no other significant concentrations of credit risk. Bank deposits are limited to high-credit-quality financial institutions. The carrying amount of financial assets represents the maximum credit exposure at the reporting date. The maximum exposure to credit risk at the reporting date was:

==> picture [482 x 134] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Trade, contract and other receivables (excluding advances and prepayments) 769,521 614,492
Due from related parties 212,897 414,154
Bank balances 939,353 462,566
1,921,771 1,491,212
----- End of picture text -----

124 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

33 . Financial risk management (continued)

Credit risk management

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults. Ongoing credit evaluation is performed on the financial condition

of trade receivables.

The carrying amount of financial assets recorded in the consolidated financial statements, which is net of impairment losses, represents the Group’s maximum exposure to credit risk. The credit risk on liquid funds is limited as funds are placed with reputable banks registered in the U.A.E.

The table below shows the balances with major banks (based on Moody’s or equivalent rating) at the 31 December 2022.

==> picture [482 x 220] intentionally omitted <==

----- Start of picture text -----

2022 2021
AED’000 AED’000
Bank balances
A1 271,534 146,282
A2 526,237 278,235
Baa1 121,801 19,987
Baa2 – Baa3 19,756 18,037
B2 25 25
939,353 462,566
----- End of picture text -----

The tables below detail the credit quality of the Group’s financial assets, contract assets and financial guarantee

contracts, as well as the Group’s maximum exposure to credit risk by credit risk rating grades:

125 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

33 . Financial risk management (continued)

Credit risk management (continued)

==> picture [483 x 384] intentionally omitted <==

----- Start of picture text -----

Gross carrying Loss allowance Net carrying amount
31 December 2022 Notes
amount AED’000 AED’000 AED’000
Trade and unbilled receivables 10 (i) 793,023 (121,567) 671,456
Other receivables (excluding
10 (ii) 99,767 (1,703) 98,064
advances and prepayments)
Due from related parties 11 (c) 246,510 (33,613) 212,897
1,139,300 (156,883) 982,417
Gross carrying Loss allowance Net carrying amount
31 December 2021 Notes
amount AED’000 AED’000 AED’000
Trade and unbilled receivables 10 (i) 658,319 (120,287) 538,032
Other receivables (excluding
10 (ii) 78,001 (1,541) 76,460
advances and prepayments)
Due from related parties 11 (c) 447,776 (33,622) 414,154
1,184,096 (155,450) 1,028,646
----- End of picture text -----

  • (i) For trade receivables, due from related parties and other receivables, the Group has applied the simplified approach in IFRS 9 to measure the loss allowance at lifetime ECL. The Group determines the expected credit losses on these items by using a provision matrix, estimated based on historical

credit loss experience based on the past due status of the debtors, adjusted as appropriate to reflect current conditions and estimates of future economic conditions. Accordingly, the credit risk profile of these assets is presented based on their past due status in terms of the provision matrix.

126 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

33 . Financial risk management (continued)

Liquidity risk

The Group monitors its risk of a possible shortage of funds using cash flow forecasts. These forecasts consider the maturity of both its financial investments and financial assets (e.g. accounts receivable, other financial assets) and projected cash flows from operations.

The Group’s objective is to maintain a balance between continuity of funding and flexibility through the use of bank facilities. The Group manages liquidity risk by maintaining adequate reserves and banking facilities, by continuously monitoring forecasted and actual cash flows and matching the maturity profiles of financial assets and liabilities. The

table below analyses the Group’s financial liabilities into relevant maturity groupings based on the remaining period at the statement of financial position to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.

Liquidity risk tables

The following tables detail the Group’s remaining contractual maturity for its financial assets and liabilities. The tables below summarises the maturity profile of the Group’s financial assets and liabilities based on undiscounted contractual collections and payments.

==> picture [483 x 336] intentionally omitted <==

----- Start of picture text -----

Contractual cash flows
Contractual More than
Carrying amount Within 1 year 2 to 5 Years
AED’000 cash flows AED’000 AED’000 5 years
AED’000 AED’000
As at 31 December 2022
Borrowings 937,508 1,172,356 156,092 740,517 275,747
- -
Trade and other payables 482,332 482,332 482,332
-
Retentions payable 57,817 57,817 44,408 13,409
1,477,657 1,712,505 682,832 753,926 275,747
As at 31 December 2021
Borrowings 795,185 885,836 143,659 512,304 229,873
- -
Trade and other payables 424,053 424,053 424,053
-
Retentions payable 46,656 46,656 42,386 4,270
1,265,894 1,356,545 610,098 516,574 229,873
----- End of picture text -----

127 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

33 . Financial risk management (continued)

Fair value estimation

The The Group has an established control framework with respect to the measurement of fair values, and management has overall responsibility for overseeing all significant fair value measurements, including Level 3 fair values. The management regularly reviews significant unobservable inputs and valuation adjustments. If third party information, such as broker quotes or pricing services, is used to measure fair values, then the management assesses the evidence obtained from the third parties to support the conclusion that such valuations meet the requirements of IFRS, including the level in the fair value hierarchy in which such valuations should be classified.

When measuring the fair value of an asset or a liability,

the Group uses market observable data as far as possible. Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows.

  • Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

  • Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

  • Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

  • The following table presents the Group’s financial assets that are measured at fair value:

==> picture [484 x 144] intentionally omitted <==

----- Start of picture text -----

Level 1 Level 2 Level 3 Total
AED’000 AED’000 AED’000 AED’000
As at 31 December 2022
Equity instrument at fair value through other - -
4,894 4,894
comprehensive income
As at 31 December 2021
Equity instrument at fair value through other - -
5,461 5,461
comprehensive income
----- End of picture text -----

The carrying value less impairment provision of trade, contract and other receivables and due from related parties approximates their fair values keeping in view the period over which these are expected to

be realised. Financial liabilities approximate their fair values.

The accounting policies for financial instruments have been applied to the line items below:

128 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

33 . Financial risk management (continued)

The accounting policies for financial instruments have been applied to the line items below:

==> picture [483 x 538] intentionally omitted <==

----- Start of picture text -----

Amortised Equity instrument at
Total
cost fair value through other comprehensive income
AED’000
AED’000 AED’000
31 December 2022
Assets as per statement of financial
position
Equity instrument at fair value other -
4,894 4,894
comprehensive income
Trade, contract and other receivables -
769,521 769,521
(excluding advances and prepayments)
-
Due from related parties 212,897 212,897
Bank balances 939,353 - 939,353
1,921,771 4,894 1,926,665
Liabilities as per statement of financial
position
-
Trade and other payables 482,332 482,332
-
Retentions payable 57,817 57,817
-
Borrowings 937,508 937,508
1,477,657 - 1,477,657
31 December 2021
Assets as per statement of financial position
Equity instrument at fair value other -
5,461 5,461
comprehensive income
-
Trade, contract and other receivables 614,492 614,492
-
Due from related parties 414,154 414,154
Bank balances 462,566 - 462,566
1,491,212 5,461 1,496,673
----- End of picture text -----

129 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

33 . Financial risk management (continued)

==> picture [483 x 191] intentionally omitted <==

----- Start of picture text -----

Amortised Equity instrument at
Total
cost fair value through other comprehensive income
AED’000
AED’000 AED’000
31 December 2021
Liabilities as per statement of financial
position
-
Trade and other payables 424,053 424,053
-
Retentions payable 46,656 46,656
-
Borrowings 795,185 795,185
1,265,894 - 1,265,894
----- End of picture text -----

34 . Capital risk management

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to maximise returns to shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.

In order to maintain or adjust the capital structure, the Group

may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

There were no changes in the Group’s approach to capital management during the year. Except for complying with certain provisions of the UAE Federal Law No. 32 of 2021, the Group is not subject to any externally imposed capital requirements.

35 .Subsidiaries and equity accounted investees entities

==> picture [483 x 148] intentionally omitted <==

----- Start of picture text -----

Name of entity Country of incorporation Effective ownership Principal activities
Subsidiaries
Facility management
Deyaar Facilities Management LLC UAE 100%
services
Brokerage and other
Nationwide Realtors LLC UAE 100%
related services
Property Investment and
Deyaar Hospitality LLC UAE 100%
Development
Deyaar International LLC * UAE 100% Real Estate Consultancy
----- End of picture text -----*

130 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

35 . Subsidiaries and equity accounted investees entities (continued)

==> picture [484 x 542] intentionally omitted <==

----- Start of picture text -----

Name of entity Country of incorporation Effective ownership Principal activities
Subsidiaries
Property Investment and
Deyaar Ventures LLC * UAE 100%
Development
Property Investment and
Flamingo Creek LLC * UAE 100%
Development
Property Investment and
Beirut Bay Sal * Lebanon 100%
Development
Investment Holding
Deyaar West Asia Cooperatief U.A. * Netherlands 100%
Company
Property Investment and
Deyaar Development Cooperation * USA 100%
Development
Deyaar AL Tawassol Lil Tatweer Aleqare Property Investment and
KSA 100%
Co. * Development
Property Investment and
Deyaar Limited * UAE 100%
Development
Owners Association
Deyaar Community Management LLC UAE 100%
Management
Deyaar Property Management LLC UAE 100% Property Management
Buying, Selling and Real
Montrose L.L.C * UAE 100%
Estate Development
The Atria L.L.C UAE 100% Hotel Management
Investment in Commercial/
Deyaar One Person Holding LLC UAE 100%
Industrial Enterprise & Management
Bella Rose Real Estate Development Buying, selling and real
UAE 100%
L.L.C estate development
Nationwide Management Services LLC UAE 100% District cooling services
Hotel & Hotel Apartments
Al Barsha LLC UAE 100%
Rental
Mont Rose FZ-LLC (also holds registration
as Millenium Montrose Hotel apartments UAE 100% Hotels & Leisure services
LLC issued by Dubai economic Department)
Deyaar Bay Real Estate Development Buying, selling and real
UAE 100%
LLC
estate development
----- End of picture text -----

131 DEYAAR - Integrated Report - 2022

Notes to the consolidated financial statements For the year ended 31 December 2022 (continued)

35 . Subsidiaries and equity accounted investees entities (continued)

35. Subsidiaries and equity accounted investees entities (continued) 35. Subsidiaries and equity accounted investees entities (continued) 35. Subsidiaries and equity accounted investees entities (continued) 35. Subsidiaries and equity accounted investees entities (continued)
Name of entity
Country of incorporation
Effective ownership
Principal activities
Joint Venture
Arady Developments LLC UAE 50% Property Investment and
Development
Associate
SI Al Zorah Equity Investments Inc. Cayman Islands 22.72% Property Investment and
Development
  • These entities did not carry out any commercial activities during the year.

36 . Investment in shares

During the year, the Group has not purchased or invested in any shares.

37 . Corporate Income Tax

On 3 October 2022, the United Arab Emirates (UAE) Ministry of Finance (“MoF”) issued Federal Decree-Law No 47 of 2022 on the Taxation of Corporations and Businesses, Corporate Tax Law (“CT Law”) to implement a new CT regime in the UAE. The new CT regime is applicable for accounting periods beginning on or after 1 June 2023.

Generally, UAE businesses will be subject to a 9% CT rate, however a rate of 0% will be applied to taxable income not exceeding AED 375,000 or to certain types of entities, as

prescribed by way of a Cabinet Decision.

The Group is currently assessing the impact of these laws and regulations and will apply the requirements as further guidance is provided by the relevant tax authorities.

38 . Reclassifications

Certain comparative figures have been reclassified to conform to the presentation adopted in these condensed consolidated interim financial statements. The reclassification does not have any material effect on the condensed consolidated interim statement of profit or loss, condensed consolidated interim statement of profit or loss and other comprehensive income, condensed consolidated interim statement of changes in equity and condensed consolidated interim statement of cash flows.

The signed copy of the financial statement available on the company’s website on: https://www.deyaar.ae/en/financial-results

132 DEYAAR - Integrated Report - 2022