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PUTPROP LIMITED Annual Report 2025

Sep 11, 2025

48795_rns_2025-09-11_d4a9dd97-1b4e-42c1-9364-ba9f386165b5.pdf

Annual Report

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Annual Financial Statements

for the year ended 30 June

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CONTENTS

ANNUAL FINANCIAL STATEMENTS

Directors' responsibility statement
and CEO and CFO declaration statement 2
Certification by
the Company Secretary 4
Independent auditor's report 5
Directors' report 9
Audit and Risk Committee report 12
Statement of Financial Position 16
Statement of Financial Position 17
Statement of Profit or Loss and
Other Comprehensive Income 18
Statement of Changes in Equity 19
Statement of Cash Flows 20
NOTES TO THE FINANCIAL STATEMENTS 21
Annexure A - Segment Analysis - by Sector 75
Annexure A - Segment Analysis - by Region 76

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DIRECTORS' RESPONSIBILITY STATEMENT AND CEO AND CFO DECLARATION STATEMENT

FOR THE YEAR ENDED 30 JUNE 2025

Overview

The audited annual consolidated financial statements set out on pages 16 to 76 are the responsibility of the Board. The directors are responsible for selecting and adopting sound accounting practices, for maintaining an adequate and effective system of accounting records for the safeguarding of assets and for the developing and maintaining of a system of internal control. The audited annual consolidated financial statements have been prepared in accordance with International Financial Reporting Standards, the Companies Act, Financial Reporting Pronouncements, as issued by the Financial Reporting Standards Council, the Listing Requirements of the JSE and include amounts based on judgements and estimates made by management.

The Directors are satisfied that the Group and Company is in compliance with and operating in conformity with the provisions of the Companies Act relating to its incorporation and the company's MOI.

Going Concern

The directors have assessed the Group and Company's ability to continue as a going concern and are satisfied that the Group and Company have adequate resources to continue in operational existence for the foreseeable future, which is at least 12 months from the reporting date. This assessment considered the following key factors:

Strong asset base:

The Group owns a diversified portfolio of investment properties with stable long-term lease contracts and occupancy levels that support reliable rental income.

Liquidity position:

• Current liabilities exceeded current assets in the current and prior year. The Group actively manages its liquidity risk by aligning debt maturity profiles with expected cash flows from operations and asset disposals. Management performs regular cash flow forecasting to ensure sufficient liquidity is maintained to meet obligations as they fall due. Where appropriate, the Group negotiates the renewal of loan facilities in advance of maturity and maintains relationships with multiple financial institutions to diversify funding sources. As at 30 June 2025, Putprop Limited had access to an unsecured overdraft facility of R25 million, which remains unutilised at year-end.

Loan covenant compliance:

• The financial covenant levels within the Putprop Group were not within the approved limits at the reporting date. The Group continues to implement measures to improve covenant compliance, including refinancing certain facilities, reducing gearing levels through planned asset disposals, and maintaining higher cash reserves.

Refinancing of debt:

• All significant debt obligations have been reviewed, and no material maturities are due within the next 12 months that are not covered by expected operational cash flows or existing facilities. The Standard Bank loan relating to the Corridor Hill property, with a settlement amount of R4.4 million, matures on 30 March 2026. This loan is expected to be repaid in full profit to monthly debt.

No material adverse events:

The directors confirm that there have been no material events after the reporting period that would impact the assessment of going concern. Refer to Note 38 for events after reporting period.

Accordingly, the directors believe that the preparation of these financial statements on the going concern basis is appropriate and are satisfied that the Group has access to adequate resources to continue operational existence for the foreseeable future.

The directors, supported by the Audit Committee, are satisfied that the Group's annual financial statements, fairly present the current state of affairs of the Group and that there was no material breakdown in the system of internal control during the year.

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For further comment and additional disclosures on the Group's going concern status refer to the Directors' Report on page 175 of the Annual Financial Statements.

Operating Statement

Each of the directors' whose names are stated below, hereby confirms that:

  • (a) The audited annual consolidated financial statements set out on pages 16 to 76, fairly present in all material respects of the financial position, financial performance and cash flows of Putprop Limited, in terms of IFRS;
  • (b) To the best of our knowledge and belief no facts have been omitted or untrue statements made that would make the annual financial statements false or misleading;
  • (c) Internal financial controls have been put in place to ensure that material information relating to Putprop Limited, and its Consolidated Subsidiaries has been provided to effectively prepare the financial statements of the Group;
  • (d) The internal financial controls are adequate and effective and can be relied upon in compiling the annual financial statements, having fulfilled our role and function as executive directors with primary responsibility for implementation and execution of controls;
  • (e) Where we are not satisfied, we have disclosed to the Audit Committee and the auditors any deficiencies in design and operational effectiveness of the internal financial controls and have taken steps to remedy the deficiencies; and
  • (f) We are not aware of any fraud involving directors.

External Auditors

The Group's annual financial statements have been audited by its independent external auditors HLB CMA SA Incorporated (HLB), who were given unrestricted access to all financial records and related data, including minutes of all meetings of shareholders, the Board and Committees of the Board. The directors believe that all representations made to the independent auditors during their audit were valid and appropriate. It is the responsibility of the auditors to report on the Group's financial statements in conformity with International Standards on Auditing. HLB audit report is presented on pages 5 to 8 .

Approval

The financial statements were approved by the Board on 5 September 2025 and signed on their behalf by:

J E Smith BC Carleo Chief Financial Officer Chief Executive Officer

Johannesburg Johannesburg

5 September 2025 5 September 2025

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Putprop Limited

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Independent Auditor's Report INDEPENDENT AUDITOR'S REPORT

FOR THE YEAR ENDED 30 JUNE 2025

To the Shareholders of Putprop Limited

Report on the Audit of the Consolidated and Separate Financial Statements

Opinion

We have audited the consolidated and separate financial statements of Putprop Limited (the group and company) set out on pages 16 to 76, which comprise the consolidated and separate statements of financial position as at 30 June 2025; and the consolidated and separate statements of profit or loss and other comprehensive income; the consolidated and separate statements of changes in equity; and the consolidated and separate statements of cash flows for the year then ended; and notes to the consolidated and separate financial statements, including material accounting policy information.

In our opinion, the consolidated and separate financial statements present fairly, in all material respects, the consolidated and separate financial position of Putprop Limited as at 30 June 2025, and its consolidated and separate financial performance and consolidated and separate cash flows for the year then ended, in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board and the requirements of the Companies Act of South Africa.

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 Auditor's Responsibilities for the Audit of the Consolidated and Separate Financial Statements section of our report. We are independent of the group and company, in accordance with the Independent Regulatory Board for Auditors' Code of Professional Conduct for Registered Auditors (IRBA Code) and other independence requirements applicable to performing audits of financial statements in South Africa. We have fulfilled our other ethical responsibilities in accordance with the IRBA Code and in accordance with other ethical requirements applicable to performing audits in South Africa. The IRBA Code is consistent with the corresponding sections of the International Ethics Standards Board for Accountants' International Code of Ethics for Professional Accountants (including International Independence Standards). We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

In terms of the IRBA Rule on Enhanced Auditor Reporting for the Audit of Financial Statements of Public Interest Entities, published in Government Gazette No. 49309 dated 15 September 2023 (EAR Rule), we report:

Final Materiality

In determining materiality, we applied professional judgement and considered a combination of quantitative and qualitative benchmarks relevant to the nature and structure of the group and the company.

Integrated Annual Report 2025

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INDEPENDENT AUDITOR'S REPORT FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

Group final materiality

In determining final materiality for the consolidated financial statements of the group, we considered the nature of the group as being involved in the real estate industry. Given the group's asset-heavy profile, we determined that benchmarks based on the statement of financial position are more appropriate than income statement measures.

We benchmarked our final materiality primarily to 2% of total assets, consistent with industry practice for real estate entities. This resulted in a higher materiality figure compared to other benchmarks. However, for prudence, we settled on a final materiality of R19,690,000.

The benchmarks considered and the percentage ranges applied were:

  • o 1% to 3% for total assets
  • o 1% to 5% for total liabilities

Company final materiality

We determined final materiality for the standalone company to be R11,000,000. In determining materiality, we considered the company's financial position benchmark, being total assets. We applied percentage ranges typically used for listed investment holding companies, namely:

o 1% to 3% for total assets

This resulted in a materiality range of approximately R6.7 million to R20 million. After applying professional judgement and considering user sensitivity and audit risk, we determined R11,000,000 to be an appropriate and prudent final materiality level for the company.

Group Audit Scope

We tailored the scope of our audit to obtain sufficient appropriate audit evidence to enable us to express an opinion on the consolidated financial statements as a whole, taking into account the group's structure, the accounting processes and controls, and the specific risks associated with the real estate industry.

Our risk assessment procedures involved evaluating the significance of each component within the group and identifying those with risks of material misstatement to the consolidated financial statements. The group consists of a holding company and five subsidiaries. We performed risk assessments and full-scope audits on all six components.

In addition to component-level work, we performed procedures at the group level, including testing the consolidation process and reviewing significant consolidation adjustments to ensure the accuracy and completeness of the consolidated financial statements.

Based on the audit procedures performed across the group and the results of our risk assessments, we are satisfied that the audit evidence obtained is sufficient and appropriate to provide a basis for our audit opinion.

Key audit matters

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

In terms of the EAR Rule, we are required to report the outcome of audit procedures or key observations with respect to the key audit matters and these are included below.

Key audit matter How our audit addressed the key audit matter
Key audit matter 1
The investment property of Putprop Limited and the group is
significant. The fair values of the investment property, which
contain assumptions and significant inputs, are judgemental.
Valuations are performed on an annual basis using either the
Our audit procedures, included the following, amongst others:
Assessment
of
the
control
environment
surrounding
o
investment
property
by
considering
its
design
and
discounted cash flow or capitalisation of net income methodology
by an external valuer which is regarded as management's expert.
implementation.
The qualifications and independence of the external
o
As a result of the value of the investment property held at group
and company level and due to the subjectivity and judgment
associated with fair value determination, this matter is regarded
valuers were inspected and verified to assess their
capabilities and competence.
as a significant one that we had to address from an audit
perspective.
The formal valuation reports were obtained from the
o
valuers and the following procedures performed thereon:

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INDEPENDENT AUDITOR'S REPORT

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

    1. The capitalisation and discount rates used were evaluated for reasonableness.
    1. The valuations were recalculated to test the mathematical accuracy thereof.
    1. Obtained audit evidence for any significant discrepancies in the calculations or inputs used and concluded that the audit evidence is sufficient. These included a comparison of yields, discount rates and square meter prices for similar properties for reasonability.
  • Evaluated the adequacy of disclosures in the consolidated and separate financial statements relating to the valuation of investment properties, including sensitivity analyses, to assess compliance with IFRS Accounting Standards as issued by the International Accounting Standards Board.

Other Information

The directors are responsible for the other information. The other information comprises the information included in the document titled "Putprop Limited Annual Financial Statements for the year ended 30 June 2025", which includes the Directors' Report, the Audit Committee's Report and the Company Secretary's Certificate as required by the Companies Act of South Africa, which we obtained prior to the date of this report, and the Annual Report, which is expected to be made available to us after that date. The other information does not include the consolidated and separate financial statements and our auditor's report thereon.

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

In connection with our audit of the consolidated and separate financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated and separate financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed on the other information obtained prior 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 the Directors for the Consolidated and Separate Financial Statements

The directors are responsible for the preparation and fair presentation of the consolidated and separate financial statements, in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board and the requirements of the Companies Act of South Africa, and for such internal control as the directors determine is necessary to enable the preparation of consolidated and separate financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated and separate financial statements, the directors are responsible for assessing the group and the company'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 the directors either intend to liquidate the group and / or the company or to cease operations, or have no realistic alternative but to do so.

Auditor's Responsibilities for the Audit of the Consolidated and Separate Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated and separate 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 and separate financial statements.

As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

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FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

  • Identify and assess the risks of material misstatement of the consolidated and separate 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 and the company's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
  • Conclude on the appropriateness of the directors' 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 and the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated and separate 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 and/or the company to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the consolidated and separate financial statements, including the disclosures, and whether the consolidated and separate financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
  • Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the group as a basis for forming an opinion on the consolidated financial statements. We are responsible for the direction, supervision and review of the audit work performed for the purposes of the group audit. We remain solely responsible for our audit opinion.

We communicate with the directors 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.

We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.

From the matters communicated with the directors, we determine those matters that were of most significance in the audit of the consolidated and separate 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.

Report on Other Legal and Regulatory Requirements

Audit Tenure

In terms of the IRBA Rule published in Government Gazette No. 39475 dated 4 December 2015, we report that HLB CMA South Africa Incorporated has been the auditor of Putprop Limited for 3 years.

HLB CMA South Africa Incorporated Registered Auditors

Jeandre Du Toit Director Registered Auditor

05 September 2025

CMA Office & Conference Park No. 1 2nd Road Halfway House Estate Midrand, 1685

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DIRECTORS' REPORT

FOR THE YEAR ENDED 30 JUNE 2025

NATURE OF THE BUSINESS

The directors have pleasure in submitting the 37th directors' report which forms part of the annual financial statements for the year ended 30 June 2025.

Putprop Limited (The Group), incorporated and domiciled in the Republic of South Africa, was listed on the JSE Limited on 4 July 1988. The Group is listed on the JSE under the Real Estate sector, and invests in industrial, commercial, retail and residential properties deriving its income primarily from tenant rentals. The Group has both directly owned property holdings as well as indirectly held property investments.

SUMMARY OF FINANCIAL PERFORMANCE AND DISTRIBUTIONS

The information presented for the year ended 30 June 2025 has been prepared in accordance with International Financial Reporting Standards ("IFRS®"), Companies Act, 2008 (Act 71 of 2008), as amended ("Companies Act"), the Financial Reporting Pronouncements as issued by the Financial Reporting Standards Council, and the Listings Requirements of the JSE Limited. The financial statements have been audited by HLB, the Group's External Auditors.

In summary, rental income, including recoveries, was flat at R148.1 million (2024: R147.8 million).

Operating profit before finance costs was down 15.8% to R75.3 million (2024: R89.4 million).

Finance costs during this period reduced to R47.2 million R44.2 million from R50.1 million.

Profit after fair value adjustments of R68.7 million (2024: R59.8 million) was reported, an increase of 14.8%.

Headline earnings per share were 60.86 cents per share (2024: 46.54 cents)

The Group's financial results are set out in detail on pages 16 to 76 of this report.

The Board has approved a final dividend distribution of 8.50 cents per share for the period ended 30 June 2025 (2024: 8.50 cents). The total dividend distributed for the year ended 30 June 2025 was 15.5 cents per share (2024: 14.5 cents).

DIRECTORATE

Details of the current directors providing full names, ages, qualifications and abridged curriculum vitae are set out on page 131 of the annual report.

James Smith the CFO and Bruno Carleo the CEO having reached retirement age, have indicated they will be leaving the Group. Their last working day will be 31 December 2025. Both positions have been filled.

In terms of the MOI of the Company, one third of all non-executive directors have to retire annually by rotation. Mr Hayden Hartley and Danielle Torricelli, retire in terms of this requirement. Both Mr Hartley and MR Torricelli has offered himself up for re-election at the Group's Annual General Meeting. All retiring directors are eligible for re-election. No other changes occurred in the reporting period.

It is the policy of the Board that all directors, on reaching the age of 70 years, may continue to serve on the Board, provided that such appointment will be on a yearly basis, and subject to the approval of a majority of the Board.

CAPITAL STRUCTURE

The authorised capital comprises 500 000 000 ordinary shares of no-par value. At 30 June 2025 the issued shares of no-par value amounted to 42 405 133 shares (2024: 42 405 133).

Unissued shares of 457 594 867 (2024: 457 594 867) are held under the control of the directors, subject to the JSE Listings Requirements until the next Annual General Meeting.

GOING CONCERN

The directors have assessed the Group and Company's ability to continue as a going concern and are satisfied that the Group and Company have adequate resources to continue in operational existence for the foreseeable future, which is at least 12 months from the reporting date. This assessment considered the following key factors:

Strong asset base:

The Group owns a diversified portfolio of investment properties with stable long-term lease contracts and occupancy levels that support reliable rental income.

Liquidity position:

Current liabilities exceeded current assets in both the current and prior financial years. The primary reason for this position is the classification of shareholder loans amounting to R30.8 million as current liabilities. Although these loans have been subordinated in favour of ABSA Bank and the Group retains the right to defer repayment until 30 June 2029, they are required to be presented as current liabilities in accordance with IFRS.

Despite this classification, the Group maintains a strong liquidity management framework. Liquidity risk is actively managed by aligning debt maturity profiles with expected operational cash flows and proceeds from asset disposals. Management performs regular cash flow forecasting to ensure that sufficient liquidity is available to meet obligations as they fall due.

Where appropriate, the Group negotiates the renewal of loan facilities well in advance of maturity and maintains a strategic banking relationship with one major financial institution, which holds over 90% of the Group's debt exposure. This concentration is a deliberate executive decision, based on favourable lending terms, strong covenant alignment, and long-standing relationship history.

As at 30 June 2025, Putprop Limited had access to an unsecured overdraft facility of R25 million, which remained unutilised at yearend.

Refinancing of debt:

All significant debt obligations have been reviewed, and no material maturities are due within the next 12 months that are not covered by expected operational cash flows or existing facilities. The Standard Bank loan relating to the Corridor Hill property, with a settlement amount of R4.4 million, matures on 30 March 2026. This loan will be repaid prior to maturity debt.

No material adverse events:

The directors confirm that there have been no material events after the reporting period that would impact the assessment of going concern. Refer to Note 38 for events after reporting period.

Accordingly, the directors believe that the preparation of these financial statements on the going concern basis is appropriate.

ULTIMATE HOLDING AND HOLDING COMPANY

Putprop's holding company is Carleo Enterprises Proprietary Limited and its ultimate holding company is Carleo Investments Proprietary Limited. 9

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DIRECTORS' REPORT

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

DEBT COVENANTS

The Group has evaluated and assessed its ability to meet all its debt covenants as required by providers of finance for the year ended June 2026. We conclude that the Group will fulfill all its covenants in the next 12 months.

SPECIAL RESOLUTIONS

The following special resolutions were passed at the Annual General Meeting held on 7 November 2024:

  • Approval of the non-executive directors' remuneration for the financial year ending 30 June 2025;
  • General approval for Putprop's and/or its subsidiaries to acquire shares in the Company;
  • Approval for the Company to provide financial assistance for the subscription of securities in terms of Section 44 of the Companies Act; and
  • Approval for the Company to provide financial assistance in terms of Section 45 of the Companies Act.

MANAGEMENT AND ADMINISTRATION

The management of Putprop is responsible for the property asset managed function of the Group.

Putprop has contracted with the following property managers to assist in the day to day property management of the Group's property portfolio:

Broll Property Group (Pty) Ltd, Emira Property Management, McCormick Property Development (Pty) Ltd, Trafalgar Property Management (Pty) Ltd and Bidvest Property Management (Pty) Ltd.

DIRECTORS' SHAREHOLDINGS

On 30 June 2025, the directors held a total of 4 134 143 (2024: 4 094 143) shares in the Group. There has been no change in these interests between 30 June 2025 and the date of this report.

The paragraph above discloses the quantity of shares and the table below the percentage of shares.

Direct beneficial Indirect beneficial
2025
%
2024
%
2025
%
2024
%
Non-executive directors
No shares are held by any of the Group's
Non-executive directors
- -
Executive directors
B C Carleo* 0.27 0.13 5.07 5.07

* Retiring 31 December 2025

DEALINGS IN SECURITIES

Directors, Executives and Senior Employees are prohibited from dealing in Putprop's securities during certain prescribed restricted periods. A formal securities dealings policy has been developed to ensure directors' and employees' compliance with the JSE Listings Requirements and the insider trading legislation in terms of the Financial Markets Act.

DIRECTORS INTERESTS IN CONTRACTS AND CONFLICTS OF INTERESTS

The directors have no interest in material contracts or transactions, other than those directors involved in the operation of the Group as set out in this report. There have been no bankruptcies or voluntary arrangements of these persons.

Directors' declarations are tabled and circulated at every Board meeting. All directors are encouraged to declare any potential conflict of interest and to bring such circumstances to the attention of the Chair.

The Executive Directors of Putprop have not acted as directors with an executive function of any company at the time or within the 12 months preceding any of the following events taking place: receiverships, compulsory liquidations, creditors' voluntary liquidations, administrations, company voluntary arrangements or any composition or arrangements with its creditors generally or any class of its creditors.

The directors of Putprop have not been the subject of public criticisms by statutory or regulatory authorities (including professional bodies) and have not been disqualified by a court from acting as directors of a company or from acting in the management or conduct of the affairs of any company. There have been no offences involving dishonesty by the directors of Putprop.

BOARD AND COMMITTEE COMPLIANCE

The attendance registers of directors for each Board and Committee meeting for the year ended 30 June 2025 is detailed on page 135 of the governance report.

DIRECTORS' REMUNERATION CONTRACTS

The executive directors do not have fixed-term contracts with the Company. A three-month notice period is required for any executive director, the CEO and CFO respectively for the termination of services. Details of remuneration and incentive bonuses paid to executive and non executive directors are set out in note 35 of the annual financial statements.

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DIRECTORS' REPORT

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

LITIGATION STATEMENT

The directors are not aware of any legal or arbitration procedures that are pending or threatening, that may have had, in the previous 12 months, a material effect on the Group's financial position.

CONTINGENT LIABILITY

At the date of this report, no events have been identified that may result in a contingent liability.

COMPANY AUDITORS

HLB CMA South Africa Incorporated have acted as the Company and Group auditors for the year ended 30 June 2025 and will continue in terms of section 90 of the Companies Act.

COMPANY SECRETARY

The Company Secretary for the period under review is Acorim Proprietary Limited represented by N. Hunter whose physical and postal address is: 13th Floor, Illovo Point, 68 Melville Road, Illovo, 2196 and PO Box 41480 Craighall, 2025, respectively.

The Company Secretary is responsible for the duties set out in section 88 of the Companies Act and the Board for ensuring compliance with the JSE Listings Requirements. Director induction and training are part of the Company Secretary's responsibilities. The Company Secretary is responsible to the Board for ensuring the proper administration of Board proceedings, including the preparation and circulation of Board papers, drafting annual work plans, ensuring that feedback is provided to the Board and Board Committees and preparing and circulating minutes of Board and Committee meetings. They provide practical support and guidance to the Board and directors on governance and regulatory compliance matters.

Company Boards must consider and satisfy themselves annually regarding the competence, qualifications and experience of the Company Secretary. The performance of the Company Secretary, as well as their relationship with the Board, is assessed on an annual basis. The Company Secretary has unfettered access to the Board and maintains an arm's length relationship with the Board and is also not a member of the Board.

The Board has evaluated the Company Secretary and it is satisfied that they are suitably qualified for the role.

EVENTS AFTER THE REPORTING PERIOD

Refinancing of long-term liabilities

The Standard Bank loan relating to the Corridor Hill Property, with a settlement amount of R4.4 million maturing on 30 March 2026, is expected to be settled through an intercompany loan from Putprop Limited to its subsidiary.

Sale of investment property – G2

On 20 July 2025, the Board of Directors approved an offer to sell the bulk land of Summit Place – G2, classified as investment property held for sale, for a consideration of R30 million. The property's fair value at year-end was R26 million.

Development of investment property – Dobsonville

On 20 August 2025, the Board of Directors approved the development of the Dobsonville property into a retail centre. The development is expected to commence in April 2026, with an estimated capital expenditure of R26 million.

The fair value of the Dobsonville property has been included under Investment Property (refer to Note 3.1). The planned development aligns with the Group's strategic objective to enhance its retail portfolio and generate long-term rental income.

Dividend declaration

Dividend 72 has been approved by the Board of Directors at 8.50 cents per share on 7 September 2025.

Resignation of Director

On 28 July 2025, the Group's Chief Executive Officer, Mr Bruno Carleo indicated his intention to resign as at 31 December 2025.. On 25 August 2025, James E Smith notified the board he will be retiring will be retiring as Chief Financial Officer of Putprop with effect from 31 December 2025.

There are no other significant events that have occurred in the period from 30 June 2025 and to date of the publication of this report.

Johannesburg

5 September 2025

B C Carleo J E Smith D Torricelli

H Hartley R Styber G van Heerden

11

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FOR THE YEAR ENDED 30 JUNE 2025

The AR Committee presents its report in terms of section 94(7)(f) of the Companies Act, as amended and as recommended by King lV for the financial year ended 30 June 2025.

TERMS OF REFERENCE AND ROLE OF COMMITTEE

The information below constitutes the report as required by section 94 of the Companies Act. The AR Committee's operation is guided by a detailed Charter that is informed by the Companies Act and is approved by the Board as and when it is amended.

The main objectives of the AR Committee are:

  • To assist the Board in discharging its duties relating to safeguarding of assets, the operations of adequate systems, controls and reporting processes and the preparation of accurate reporting and financial statements in compliance with the applicable legal requirements and accounting standards;
  • To provide a forum for discussing business risk and control issues for developing recommendations for consideration by the Board;
  • To oversee the activities of the external audit; and
  • To perform duties that are attributed to it by the Companies Act and the JSE Listing Requirements.

RESPONSIBILITIES

The responsibilities of the committee are to:

  • Nominate for appointment as auditor a registered auditor, who is independent of Putprop.
  • Determine the fees to be paid to the auditor and the auditor's terms of engagement.
  • Ensure that the appointment of the auditor complies with the provisions of the Companies Act and any other legislation relating to the appointment of auditors.
  • Determine the nature and extent of any non-audit services that the auditor may provide or that the auditor must not provide to Putprop.
  • Pre-approve any proposed contract with the auditor for the provision of non-audit services to Putprop.
  • Review and approve the interim and final financial results and their press releases and the reviewed statements of financial position and statements of comprehensive income of Putprop with the relevant press releases for recommendation to the Board.
  • Evaluate the quality of the financial information produced to ensure the integrity of reporting and to ensure that measures necessary, in the committee's opinion, are introduced to enhance the integrity of such reporting.
  • Evaluate and approve the effectiveness and expertise of the Financial Director
  • Review Putprop's solvency and liquidity position.
  • Review the insurance cover effected by Putprop annually to ascertain its sufficiency, scope and costs.
  • Receive and evaluate reports from management on significant breakdowns and/or potential areas in the risk management and assessment process, including the disaster recovery plan.
  • Consider the audit plans for the external auditors to ensure completeness of coverage, reduction of duplicate effort and the effective use of audit resources.
  • Ensured that a comprehensive combined assurance model was applied to the Group's key risks to ensure a coordinated approach to all assurance activities.
  • Consider any significant findings and recommendations of the external auditors as well as the adequacy of corrective actions taken in response to these findings.
  • Review the effectiveness of the systems of internal control.

{16}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

COMMITTEE COMPOSITION AND MEETING ATTENDANCE

During the year under review the AR Committee comprised of three independent non- executive directors all of whom satisfy the requirements to serve as members on an audit committee as referred to by the Companies Act.

The Chair, the CEO, the Group Financial Director, other members of senior management and representatives from the external auditors attend the AR meetings by invitation only. The external auditors have unrestricted access to the Chair and other members of the AR Committee.

Meeting attendance is set out on page 135 of the corporate governance review. The AR Committee meets at least four times a year with the group executive management and the external auditors. The Company Secretary attends all meetings as secretary to this Committee.

APPROPRIATENESS AND EXPERIENCE OF THE CHIEF FINANCIAL OFFICER AND FINANCE FUNCTION REVIEW

The AR Committee reviewed the performance of the CFO, Mr James E Smith and was satisfied that the expertise and experience of the CFO was considered appropriate to meet his responsibilities in that position as required by the JSE. The AR Committee also considered and was satisfied with:

  • The expertise and adequacy of resources within the financial function;
  • The financial reporting procedures in place and that such are operating efficiently; and
  • The expertise of the senior financial management staff.

The AR Committee has confirmed that the company has, with consideration to all entities included in the consolidated Group IFRS financial statements, established appropriate financial reporting procedures and that these procedures are operating to ensure that it has access to all the financial information on Putprop Limited to effectively prepare and report on the financial statements.

In making these assessments the AR Committee obtained feedback from the external auditors. Based on the processes and assurances obtained we believe the Group's accounting policies to be effective.

EXTERNAL AUDIT

  • The external auditors provide an independent assessment of systems of internal financial control and express an independent opinion on the annual financial statements. The external audit function offers reasonable, but not absolute assurance on the accuracy of financial disclosures.
  • The AR Committee, in consultation with executive management, agreed to an audit fee for the 2025 financial year. The fee is considered appropriate for the work that could reasonably have been foreseen at the time.
  • There are formal procedures that govern the process, whereby if the auditor is considered for non-audit services, a specific letter of engagement for such work must be created and subsequently reviewed by the AR Committee. No non-audit services were carried out for the year ending 30 June 2025.
  • Meetings were held with the auditor where management were not present, and no matters of concern were raised. Based on our processes followed nothing has come to the AR Committee's attention which would lead the AR Committee to question the external auditor's independence. Based on our satisfaction with the results of the activities outlined above, the AR Committee has recommended to the Board that HLB be appointed as the external auditors for the 2026 financial year, and Jeandre Du Toit as the designated auditor, subject to shareholder approval, at the AGM on the 6th of November 2025.

{17}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

INDEPENDENCE OF EXTERNAL AUDITORS

  • The Committee is required to review the independence of the external auditors HLB, in accordance with the following criteria:
  • Representations made by HLB to the Committee
  • The criteria specified for independence by the Independent Regulatory Board of Auditors and international regulatory bodies
  • The auditor does not receive any remuneration or other benefit from Putprop expect for Putprop's appointed external auditor and approved non-audit services
  • The auditor's independence was not prejudiced as result of any previous appointment as auditor
  • The Committee is satisfied that the external auditor is independent

FINANCIAL STATEMENTS AND ACCOUNTING PRACTICES

The annual financial statements of the Group and Company have been reviewed for the year ended 30 June 2025. Based on information provided by management the AR Committee is of the view that in all material aspects both the accounting policies and the annual financial statements are appropriate and comply with the provisions of the Companies Act, Act 71 of 2008, as amended, International Financial Reporting Standards (IFRS), interpretations as issued by the International Financial Reporting Interpretations Committee, Financial Reporting Pronouncements as issued by the Financial Reporting Standards Committee, and the JSE Listings Requirements.

Where it was considered appropriate, the AR Committee, made submissions to the Board on matters concerning the Group's and Company's accounting policies, financial control records and reporting.

The AR Committee considered, reviewed and approved for submission to the Board the following:

  • The Group's and Company's property valuations both internal, by the directors of the Group in December 2024 and June 2025;
  • The valuation performed by an independent external valuer, as at 30 June 2025;
  • The full year integrated report to 30 June 2025; and
  • The interim results to December 2024.

All of the reports as listed above were recommended for approval to the Board.

The AR Committeehas further considered the JSE's most recent report back on proactive monitoring of financial statements, and where necessary to respond to the findings highlighted in the JSE report when preparing the annual financial statements for the year ended 30 June 2025.

ASSURANCE

As disclosed and reported on in the 2024 report, the Company, Putprop appointed an additional external review consultant to ensure compliance and correct interpretation of all IFRS and JSE requirements of future published Integrated financial statements to further strengthen controls. This additional independent party's review continued for the year 2025. Certain disclosure elements advised on the Group's interpretation of IFRS®, were implemented in the current year.

The AR Committee confirms that it received no complaints relating to the accounting policies, reporting practices, internal financial controls or the content and auditing of its financial statements during the year under review but noted no additional assurance methods adopted.

INTEGRATED ANNUAL REPORT AND ANNUAL FINANCIAL STATEMENTS

At its meeting held on 27 August 2025, the AR Committee considered and recommended the June 2025 integrated annual report and annual financial statements for approval to the Board. The Board has subsequently approved the integrated annual report and the annual financial statements, which will be open for discussion at the forthcoming Annual General Meeting.

{18}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

INTERNAL FINANCIAL CONTROLS

The AR Committee has reviewed the reports of the external auditors detailing their findings arising from the audit and the appropriate response from management. The AR Committee confirms that no material findings in regard to internal financial controls have been brought to its attention during the year under review. In addition, the AR Committee reviewed and ensured adherence to the annual audit plan.

SOLVENCY AND LIQUIDITY

The AR Committee is satisfied that the Board has performed a solvency and liquidity test on the Group and Company in terms of sections 4 and 46 of the Companies Act as amended and concluded that the Group and Company will satisfy this test after payment of the final dividend distribution as approved by the Board on 7 September 2024. In addition, the AR Committee noted and confirmed that this test was performed and satisfied for the payment of the interim dividend distribution approved in December 2024.

GOING CONCERN STATUS

The AR Committee has considered the going concern status of the Group and Company on the basis of reviews of the unaudited interim financial statements and the audited annual financial statements and information provided to the AR Committee by management and have recommended such going concern status to the Board. The Board statement on the going concern status of the Group and Company is noted on page 175 of the directors' report.

REGULATORY COMPLIANCE

The AR Committee has, to the best of its knowledge, complied with all applicable legal and regulatory responsibilities.

IT MANAGEMENT

As at 30 June 2025 the Group does not have its own dedicated IT infrastructure. However, the Audit Committee ensures that security policies, daily off-site backups and suitable firewalls are in place. Putprop is not considered IT critical, but IT remains of high importance. Eris, Sage Pastel as well as the Bidvest IT Group maintain electronic records on behalf of the Group which include financial, rent rolls and other documents.

All accounting records and critical documents are now backed up daily a cloud-based security system

During this period all accounting records operating systems have been migrated to a cloud-based system thus eliminating hardware failure and redundancies.

On behalf of the AR Committee

H Hartley Committee Chair

Johannesburg 27 August 2025

{19}------------------------------------------------

STATEMENT OF FINANCIAL POSITION

GROUP COMPANY
Note(s) 2025
R'000
2024
R'000
2025
R'000
2024
R'000
ASSETS
Non-Current Assets
Investment property (excluding straight-lining) 3 1 056 950 970 900 344 950 296 800
Straight-lining lease income accrual 4 (33 625) (42 023) (4 525) (5 175)
Investment property (including straight-lining) 3 1 023 325 928 877 340 425 291 625
Other Non-current Assets
Operating lease asset 4 33 625 42 023 4 525 5 175
Property, plant, and equipment 6 2 157 1 204 777 1 204
Investment in subsidiaries 7 - - 28 431 28 431
Investment in associates 10 27 820 27 140 47 47
Cumulative redeemable preference shares in
associate
11 55 500 55 487 55 500 55 487
Deferred tax 12 123 - - -
Total Non-current Assets 1 142 550 1 054 731 429 705 381 969
CURRENT ASSETS
Loans to subsidiaries 8 - - 199 134 195 706
Trade and other receivables 13 13 250 15 054 4 219 7 076
Current tax receivable 2 457 1 636 2 414 1 590
Cash and cash equivalents 14 27 728 17 640 19 666 6 890
Total Current Assets 43 435 34 330 225 433 211 262
Investment property held for sale 3 46 700 138 100 16 700 84 000
Total Assets 1 232 685 1 227 161 671 838 677 231

{20}------------------------------------------------

STATEMENT OF FINANCIAL POSITION

GROUP COMPANY
2025 2024 2025 2024
Note(s) R'000 R'000 R'000 R'000
EQUITY AND LIABILITIES
EQUITY
Equity Attributable to
Equity Holders of Parent
Stated capital 15 93 477 93 477 93 477 93 477
Retained income 637 408 593 389 477 733 452 565
730 885 686 866 571 210 546 042
Non-controlling interest 17 22 572 20 587 - -
Total Equity 753 457 707 453 571 210 546 042
LIABILITIES `
Non-Current Liabilities
Loan liabilities 18 366 760 104 641 77 293 81 271
Deferred tax 12 51 692 44 933 11 405 9 204
Total Non-current Liabilities 418 452 149 574 88 698 90 475
CURRENT LIABILITIES
Trade and other payables 19 16 088 16 265 8 100 6 921
Loan liabilities 18 44 621 353 845 3 830 33 793
Current tax payable 67 24 - -
Total Current Liabilities 60 776 370 134 11 930 40 714
Total Liabilities 479 228 519 708 100 628 131 189
Total Equity and Liabilities 1 232 685 1 227 161 671 838 677 231

{21}------------------------------------------------

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

GROUP COMPANY
2025 2024 2025 2024
Note(s) R'000 R'000 R'000 R'000
Rental income and recoveries 20 140 363 140 334 65 069 67 988
Property operating costs 21 (50 075) (49 060) (24 485) (23 448)
Gross profit from property operations 90 288 91 274 40 584 44 540
Corporate administration costs 22 (23 120) (21 785) (17 949) (15 324)
Investment income 23 5 493 4 400 8 116 6 549
Other income 24 3 803 1 548 1 901 971
Expected credit losses 25 (1 832) 1 629 29 73
Share of associates' profits 10 679 12 425 - -
Operating profit before finance costs 75 311 89 491 32 681 36 809
Finance costs 26 (47 424) (50 115) (12 839) (13 255)
Profit before fair value adjustments 27 887 39 376 19 842 23 554
Fair value adjustments 5 40 812 20 476 21 712 (16 068)
Profit/ (loss) before taxation 68 699 59 852 41 554 7 486
Taxation 27 (16 122) (14 527) (9 813) (1 404)
Profit/ (loss) for the year 52 577 45 325 31 741 6 082
Total comprehensive income/ (loss) for the
year
52 577 45 325 31 741 6 082
Profit and total comprehensive income/ (loss)
attributable to:
Owners of the parent 50 592 38 938 31 741 6 082
Non-controlling interest 1 985 6 387 - -
52 577 45 325 31 741 6 082
Earnings per share
Per share information
Basic and diluted earnings per share (c) 39 119.31 91.82 74.85 14.34

{22}------------------------------------------------

STATEMENT OF CHANGES IN EQUITY

Note(s) 15

GROUP Stated
capital
R'000
Retained
income
R'000
Total
attributable
to equity
holders of
the Group/
company
R'000
Non
controlling
interest
R'000
Total
equity
R'000
Balance at 01 July 2023 93 490 559 964 653 454 14 200 667 654
Profit and total comprehensive income for the year 38 938 38 938 5 749 44 687
Change in control 638 638
Share buy-back (13) - (13) - (13)
Dividends (note 16) (5 513) (5 513) - (5 513)
Balance at 01 July 2024 93 477 593 389 686 866 20 587 707 453
Profit and total comprehensive income for the year - 50 592 50 592 1 985 52 577
Dividends (note 16) - (6 573) (6 573) - (6 573)
Balance at 30 June 2025 93 477 637 408 730 885 22 572 753 457
Note(s) 15
COMPANY
Balance at 01 July 2023 93 490 451 996 545 486 - 545 486
Profit and total comprehensive income for the year - 6 082 6 082 - 6 082
Dividends (note 16) - (5 513) (5 513) - (5 513)
Share buy-back (13) - (13) - (13)
Balance at 01 July 2024 93 477 452 565 546 042 - 546 042
Profit and total comprehensive income for the year 31 741 31 741 - 31 741
Dividends (note 16) (6 573) (6 573) - (6 573)
Balance at 30 June 2025 93 477 477 733 571 210 - 571 210

{23}------------------------------------------------

STATEMENT OF CASH FLOWS

GROUP COMPANY
2025 2024 2025 2024
Note(s) R'000 R'000 R'000 R'000
CASH FLOWS FROM OPERATING
ACTIVITIES
Cash generated from/ (used in) operations 28 77 886 98 509 28 107 43 300
Investment income 23 4 405 4 609 4 241 4 907
Finance costs 26 (44 525) (49 437) (12 246) (13 217)
Tax paid 29 (10 196) (7 987) (8 373) (5 656)
Net cash from operating activities 27 570 45 694 11 729 29 334
CASH FLOWS FROM
INVESTING ACTIVITIES
Purchase of property plant and equipment 6 (1 380) - - -
Purchases of investment property 3 (365) (627) (365) -
Proceeds from sale of non-current asset held
for sale
3 42 000 - 42 000 -
Advances on loans to group companies 8 - - (9 794)
Loan repayment received from group
companies 8 - 737 -
Net cash from investing activities 40 255 (627) 42 372 (9 794)
CASH FLOWS FROM
FINANCING ACTIVITIES
Repayment of loan liabilities 30 (51 164) (39 379) (34 751) (15 461)
Advances received on loan liabilities 18 - - -
Dividends paid 16 (6 573) (5 513) (6 573) (5 513)
Net cash from financing activities (57 737) (44 892) (41 324) (20 974)
Total cash movement for the year 10 088 175 12 776 (1 434)
Cash and cash equivalents
at the beginning of the year
17 640 17 465 6 890 8 324
Cash and cash equivalents
at the end of the year
14 27 728 17 640 19 666 6 890

{24}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025

1. SIGNIFICANT ACCOUNTING POLICIES

The principal accounting policies applied in the preparation of these consolidated and separate annual financial statements are set out below.

1.1. Basis of preparation

The consolidated and separate annual financial statements have been prepared on the going concern basis in accordance with and in compliance with International Financial Reporting Standards (IFRS®) interpretations issued and effective at the time of preparing these consolidated and separate annual financial statements the JSE Listings Requirements and the Companies Act of South Africa of 2008.

These consolidated and separate annual financial statements comply with the requirements of the Financial Reporting Pronouncements as issued by the Financial Reporting Standards Council.

The consolidated and separate annual financial statements have been prepared on the historic cost convention unless otherwise stated in the accounting policies which follow and incorporate the principal accounting policies set out below. The consolidated financial statements are presented in Rand, and all values are rounded to the nearest million (Rm) except when otherwise indicated.

These accounting policies are consistent with the previous period.

1.2. Significant judgements and sources of estimation uncertainty

The preparation of consolidated and separate annual financial statements in conformity with IFRS requires management from time to time to make judgements estimates and assumptions that affect the application of policies and reported amounts of assets liabilities income and expenses. These estimates and associated assumptions are based on historical experience and reasonable expectations relating to future events. Actual results may differ from these estimates.

Information on the key estimates and uncertainties that have the most significant effect on amounts recognised are set out in the following notes to the financial statement:

  • Investment in associate refer to policy note 1.5 and note 10.
  • Fair value measurement of investment property refer to policy note 1.6 note 3 and note 5.
  • Impairment of financial assets refer to policy note 1.10 note 8 note 11 note 13 and note 37.

1.3. Consolidation

Basis of consolidation

Control is achieved when the company:

  • Has power over the investee
  • Is exposed or has a right to variable returns from its involvement with the investee
  • Has the ability to use its power to affect its returns

The company reassesses whether it controls an investee if the facts and circumstances indicate that there are changes to one or more of the three elements of control listed above.

The group's annual financial statements include the financial statements of the company and its subsidiaries including any entities over which the group has control. The operating results of the subsidiaries are included from the effective dates of acquisition up to the effective dates of disposal.

Intracompany balances and transactions are eliminated in the consolidated financial statements.

Profit or loss and Other comprehensive income of subsidiaries acquired or disposed of during the year are recognised from the effective date of acquisition or up to the effective date of disposal as applicable.

The group attributes total comprehensive income or loss of subsidiaries between the owners of the parent and the non-controlling interests based on their respective ownership interests.

Transactions with non-controlling interests that do not result in loss of control are accounted for as equity transactions and are recognised directly in the Statement of Changes in Equity. The difference between the fair value of consideration paid or received and the movement in non-controlling interest for such transactions attributed in equity attributable to the owners of the company.

{25}------------------------------------------------

Notes to the financial statements

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

1.3. Consolidation (continued)

Non-controlling interest

The non-controlling interest relates to the portion of equity ownership in a subsidiary not attributable to the parent company. Non-controlling interests are measured at their proportionate share of the acquiree's identifiable net assets at the date of acquisition. When the proportion of the equity held by non-controlling interest's changes the Group adjusts the carrying amounts of the controlling and non-controlling interests to reflect the changes in their relative interests in the subsidiary. The Group recognises directly in equity any difference between the amount by which the non-controlling interests are adjusted, and the fair value of the consideration paid or received and attribute it to the owners of the parent company.

Investments in subsidiaries in the separate financial statements

In the company's separate financial statements investments in subsidiaries are carried at cost less any accumulated impairment losses.

1.4. Joint operations

The Group has various undivided shares in investment properties which have been classified as joint operations hence only the Group's percentage share in the property is included in the consolidated results.

The Group recognises the following in relation to its interests in a joint operation:

  • Its assets including its share of any assets held jointly.
  • Its liabilities including its share of any liabilities incurred jointly.
  • Its share of the revenue from the sale of the output by the joint operation; and
  • Its expenses including its share of any expenses incurred jointly.

The Group accounts for assets liabilities revenue and expenses relating to its interest in a Joint Operation in accordance with the IFRSs applicable to the particular assets liabilities revenues and expenses.

1.5. Investment in associate

An associate is an entity over which the Group has significant influence, and which is neither a subsidiary nor a joint arrangement. 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. It generally accompanies a shareholding of between 20% and 50% of the voting rights.

Investments in associates are accounted for using the equity method. Investments in associates are carried in the Statement of Financial Position at cost, adjusted for the Group's share of post-acquisition changes in the associate's net assets, less any impairment losses, if applicable.

The Group holds preference shares in the associate, which are not equity accounted but are measured and presented in accordance with IFRS 9.

Investments in associates in the separate financial statements

In the company's separate financial statements investments in associates are carried at cost less any accumulated impairment losses.

1.6. Investment property

Investment property which is stated at fair value less straight-line lease adjustments constitutes land and buildings held by the Group and Company for rental producing purposes and to appreciate in capital value. If a property is no longer considered a core property or does not meet the Group's strategic requirements then a sale of the property will be approved and the property transferred to investment property held for sale (note 3.2).

Investment property is measured initially at cost including transaction costs directly attributable to the acquisition. The carrying amount includes the cost of subsequent expenditure relating to an existing investment property incurred subsequently to add to or to replace a part of a property if at the time that cost is incurred it is probable that future economic benefits that are associated with the investment property will flow to the enterprise. Tenant installations are capitalised to the cost of a building. All other subsequent expenditure including the costs of dayto-day servicing of an investment property is expensed in the period in which it is incurred.

{26}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

1.6. Investment property (continued)

Capital expenditure is cost incurred to upgrade or extend the life of the investment property. Tenant installations are costs incurred by the Landlord in order to fit out and modify leased space to make it more suitable to the tenants needs.

Investment property is maintained upgraded and refurbished as determined by management from time to time in order to preserve or improve the capital value of the asset. Maintenance and repair costs which do not add value to the asset or prolong the useful life of the asset are charged against profit and loss in the period in which it is incurred.

Effective date of property transactions

In the event of an investment property being disposed of or acquired the effective date of the transaction is generally when all suspensive conditions have been met and complied with and the buyer becomes contractually entitled to the income and expenses associated with the property.

Fair value

Subsequent to initial measurement investment property is measured at fair value.

The fair value of investment properties reflects market conditions. Fair value is determined on the basis of an annual independent external valuation conducted by a registered professional valuer. The directors also consider the value the entire property portfolio bi-annually on the fair market value basis. Fair market value is the open market value which in the opinion of the directors is the fair market price at which the property could have been sold unconditionally for a cash consideration in an orderly transaction at the date of valuation.

A gain or loss arising from a change in fair value is included in net profit or loss in fair value adjustments for the period in which it arises.

Derecognition

Investment property is derecognised when the assets has been disposed of, or no future economic benefit is expected from its disposal. Any gains or losses on the retirement or disposal of an investment property (the difference between the sale proceeds and the carrying amount) are recognised in profit or loss in profit/(loss) of sale of investment property for the period in which it arises.

1.7. Investment property held for sale

Investment property is classified as a non-current asset held for sale when the carrying amount will be recovered principally through a sale transaction rather than through continuing use, and a sale is considered highly probable within 12 months.

The criteria in IFRS 5 are applied, and the Group will only classify investment property as held for sale when all of the following conditions are met:

  • Management is committed to a plan to sell the asset.
  • The asset is available for immediate sale in its present condition, subject only to terms that are usual and customary for sales of such assets.
  • An active programme to locate a buyer and complete the plan has been initiated.
  • The asset is being actively marketed for sale at a price that is reasonable in relation to its current fair value.
  • The sale is expected to qualify for recognition as a completed sale within one year from the date of classification; and
  • Actions required to complete the sale indicate it is unlikely that the plan will be significantly changed or withdrawn.

Investment property classified as held for sale is measured at fair value and is presented separately as a current asset in the statement of financial position.

{27}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

1.8. Plant and equipment

Plant and equipment is initially carried at cost less accumulated depreciation and impairment losses.

Expenditure incurred subsequently for major services additions to, or replacements of parts of property plant and equipment are capitalised if it is probable that future economic benefits associated with the expenditure will flow to the Group and the cost can be measured reliably. Day to day servicing costs is included in profit or loss in the year in which they are incurred.

Depreciation of an asset commences when the asset is available for use as intended by management. Depreciation is charged to write off the asset's carrying amount over its estimated useful life to its estimated residual value using the straight-line method.

The useful lives of items of plant and equipment have been assessed as follows:

Item Depreciation method Average useful life
Furniture and fittings Straight line 6 years
Motor vehicles Straight line 5 years
Office equipment Straight line 5 years
Computer equipment Straight line 3 years
Solar equipment Straight line 10 years

An item of plant and equipment is derecognised when no future economic benefits are expected from its use. The gain or loss on disposal is recognised in profit and loss under corporate administration costs (note 22).

1.9. Impairment of non-financial assets

The Group assesses at each reporting date, whether there is any indication that a non-financial asset may be impaired. This policy applies to plant and equipment, investments in subsidiaries (in the separate financial statements), and intangible assets, if any.

Investment property is measured at fair value and is therefore excluded from this policy, as fair value changes are recognised through profit or loss in accordance with IAS 40.

If such an indication of impairment exists, the Group estimates the asset's recoverable amount. An asset's recoverable amount is the higher of its fair value less costs to sell and its value in use. The assessment is performed for individual assets unless they do not generate cash inflows that are largely independent of those from other assets.

Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. Impairment losses are recognised in profit or loss.

Impairments on investments in subsidiaries are assessed with reference to the subsidiaries' net asset values, profitability, and fair value of underlying investment properties and property, plant and equipment.

1.10. Financial instruments

Financial instruments are recognised when the Group becomes a party to the contractual provisions of the instrument.

Note 36 Financial instruments and risk management presents the financial instruments held by the Group based on their specific classifications.

The specific accounting policies for the classification recognition and measurement of each type of financial instrument held by the Group are presented below:

Financial assets at amortised cost

Classification

Trade and other receivables (note 13) loans to subsidiaries (note 8) cumulative redeemable preference shares (note 11) and cash and cash equivalents (note 14) are classified as financial assets subsequently measured at amortised cost.

They have been classified in this manner because the contractual terms of these financial assets give rise on specified dates to cash flows that are solely payments of principal and interest on the principal outstanding and the Group's business model is to collect the contractual cash flows on these financial assets.

{28}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

1.10 Financial instruments (continued)

Recognition and measurement

Financial assets are measured at initial recognition at fair value plus transaction costs if any. A trade receivable without a significant financing component is initially measured at the transaction price.

Subsequently these assets are measured at amortised cost using the effective interest rate method.

The amortised cost is the amount initially recognised minus principal repayments plus cumulative amortisation (interest) using the effective interest method of any difference between the initial amount and the maturity amount adjusted for any loss allowance.

Impairment of financial assets

In terms of IFRS 9 an entity is required to recognise expected credit losses (ECL) on financial assets measured at amortised cost using unbiased forward-looking information.

Exposures are divided into the following three stages:

  • Stage 1: 12-month expected credit loss are recognised on exposures where the credit risk has not significantly increased since origination.
  • Stage 2: Lifetime expected credit losses are recognised for exposures with a significant increase in credit risk since origination.
  • Stage 3: Lifetime expected credit losses are recognised on exposures that meet the definition of default.

An impairment loss for a financial asset measured at amortised cost is calculated as the difference between its carrying amount and the present value of the probability- weighted estimated future cash flows discounted at the pre-tax discount rate that reflects current market assessments of the time value of money forward-looking information including estimates of economic growth expected asset values forecasted returns and the risks specific to the asset.

Individually significant financial assets are assessed for impairment on an individual basis. The remaining financial assets are assessed collectively in groups that share similar credit characteristics. All impairment losses are recognised as expected credit losses in profit or loss.

An impairment loss is reversed only to the extent that the carrying amount of the asset does not exceed the carrying amount that would have been determined had no impairment loss been recognised initially.

For rent receivables, the Group and Company has elected to apply the simplified approach in calculating the loss allowance. Therefore, the ECLs on trade receivables are estimated using a provision matrix with reference to past default experience of the debtor and an analysis of the debtor's current financial position, adjusted for factors that are specific to the debtor, general economic conditions of the industry in which the debtor operates and an assessment of both the current as well as the forward-looking information of conditions based on lifetime ECLs at each reporting date. For further detail, refer to note 13.

To determine the loss allowance for other receivables (note 13), loans to subsidiaries (note 8), cumulative redeemable preference shares (note 11) and cash and cash equivalents (note 14), the Group and Company applies the general approach, which requires the 12-month ECL basis to be recognised from initial recognition of each respective financial asset.

General approach - Significant increase in credit risk

In assessing whether the credit risk on a financial asset has increased significantly since initial recognition the Group compares the risk of a default occurring on the financial asset as at the reporting date with the risk of a default occurring as at the date of initial recognition. A credit rating is generated by:

  • Calculating historical loss ratios for each other financial assets ageing bucket and
  • Adjusting these historical loss ratios by applying a forward-looking factor.

The resulting credit rating provides an adjusted loss ratio for each internal credit grade. This is assessed with reference to the credit rating framework outlined below:

{29}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

1.10 Financial instruments (continued)

General approach - Credit rating framework

For purposes of determining credit loss allowances management assigns credit rating grades to each financial asset at the reporting date. These ratings are determined internally by assessing evidence such as historical performance existing market conditions and forward-looking estimates of economic growth and forecast of loans and other receivables to determine whether there is no realistic prospect of recovery. The table below sets out the internal credit rating framework which is applied by management when external ratings are not available.

Internal
credit grade
Description Basis for
recognising
expected
credit loss
Key Inputs and
Assumptions
Forward-Looking
Information Considered
Performing Low risk of default and no
amounts are past due
12-month
ECL
Probability of Default
(PD) based on historical
performance and tenant
creditworthiness
Macroeconomic outlook,
GDP growth, inflation and
interest rate forecasts
used to adjust PD
Doubtful Either 30 days past due
or there has been a
significant increase in
credit risk since initial
recognition
Lifetime ECL
(Stage 2)
Indicators include
deterioration in liquidity/
solvency ratios,
weakening cash flows, or
negative changes in credit
rating
Forward-looking
assessments of tenant
industry sector, market
rental growth, and
economic conditions
In default Either 90 days past due or
there is evidence that the
asset is credit impaired
Lifetime ECL
(Stage 3)
Evidence includes
persistent arrears,
financial distress, or
adverse legal/judicial
events
Stress scenarios applied
to reflect likelihood of
recovery given current and
forecast conditions
Write-off There is evidence
indicating that the
counterparty is in severe
financial difficulty and
there is no realistic
prospect of recovery
Write-off Loss Given Default (LGD)
assumed to be 100%
Forward-looking data not
applicable as recovery is
no longer expected

Gross carrying amounts have been disclosed in the applicable note: other receivables (note 13), loans to subsidiaries (note 8), cumulative redeemable preference shares (note 11) and cash and cash equivalents (note 14)

Measurement of Expected Credit Loss

The assessment is performed qualitatively by reference to the borrower's cash flow and liquid asset position. The risk that the borrower will default on debt when due in accordance with the agreed terms depends on whether the counterparty has sufficient cash or other liquid assets to repay its debt within the agreed period (indicating that the risk of default is very low possibly close to 0%) or does not (indicating a very high risk of default possibly close to 100%). Refer to note 8 for further detail.

For financial assets with no specified repayment terms, such as loans to subsidiaries or related parties, the Group assesses default and expected credit loss based on:

  • The borrower's financial position, including net asset value, liquidity ratios, and debt service capacity;
  • The value and cash-generating ability of underlying assets held by the borrower (e.g. investment property portfolio values, rental yields and carrying value of property, plant and equipment);
  • Forward-looking information, including forecast cash flows, forecast ted yields, budgets, planned developments and macroeconomic factors that may impact the borrower's solvency and ability to generate sufficient returns;
  • Past behaviour and history of financial support provided by the Group or other stakeholders; and
  • Other qualitative indicators of financial stress, such as covenant breaches, delays in interest or capital distributions, or adverse changes in the borrower's operations.

The Group regularly monitors the effectiveness of the criteria used to identify whether there has been a significant increase in credit risk and revises them as appropriate to ensure that the criteria can identify significant increases in credit risk before the amount becomes past due.

{30}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

1.10 Financial instruments (continued)

Write off policy

The Group writes off a financial asset when there is information indicating that the counterparty is in severe financial difficulty and there is no realistic prospect of recovery e.g. when the counterparty has been placed under liquidation or has entered into bankruptcy proceedings. Financial assets written off may still be subject to enforcement activities under the Group recovery procedures considering legal advice where appropriate. Bad debts are written off to other corporate administration costs (note 22). Any recoveries made are recognised in other income in profit or loss.

Measurement and recognition of expected credit losses

The measurement of expected credit losses is a function of the probability of default loss given default (i.e. the magnitude of the loss if there is a default) and the exposure at default.

The assessment of the probability of default and loss given default is based on information as previously described. The exposure at default is the gross carrying amount of the financial asset at the reporting date.

If the Group measured the loss allowance for a financial asset at an amount equal to lifetime ECL in the previous reporting period but determines at the current reporting date that the conditions for lifetime ECL are no longer met the Group measures the loss allowance at an amount equal to 12-month ECL at the current reporting date and vice versa.

An impairment gains or loss is recognised for all financial assets in profit or loss with a corresponding adjustment to their carrying amount through a loss allowance account. The impairment loss is provided for under expected credit losses (note 25) in profit or loss as a movement in credit loss allowance.

Definition of Default

A financial instrument is considered to be in default when the issuer or borrower is unlikely to pay its credit obligations in full, without recourse to actions such as the realisation of collateral, or where contractual payments of principal or interest are past due.

Indicators that an exposure may be in default include (but are not limited to):

  • Breach of contractual terms (such as payment arrears or covenant violations);
  • Evidence of financial difficulty of the obligor, such as adverse changes in liquidity, solvency, or profitability;
  • Deterioration in credit risk factors that cast significant doubt on the ability to meet obligations as they fall due;
  • Reliance on the refinancing of debt or the disposal of core assets to remain current;
  • Historical patterns of late or missed payments;
  • Events such as bankruptcy, administration, or other financial restructuring.

The assessment of default considers both quantitative factors (such as overdue balances) and qualitative factors (such as forward-looking information, business viability, and the availability of alternative funding). Refer to note 8 and 13 for the quantitative and qualitative factors assessed.

Credit risk

Details of credit risk related to financial assets are included in the specific notes and the financial instruments and risk management note (note 36).

Cash and cash equivalents

Cash and cash equivalents are stated at carrying amount which is based on their amortised cost.

Financial liabilities at amortised cost

Classification

Trade and other payables (note 19) loan liabilities (note 18) and bank overdrafts (note 14) are classified as financial liabilities and subsequently measured at amortised cost except for VAT and amounts received in advance included in trade and other payables which are not financial liabilities and are measured at cost.

Recognition and measurement

Financial liabilities are measured at initial recognition at fair value plus transaction costs if any. They are subsequently measured at amortised cost using the effective interest method.

If trade and other payables contain a significant financing component and the effective interest method results in the recognition of interest expense, then it is included in profit or loss in finance costs (note 26).

{31}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

1.10 Financial instruments (continued)

Financial Guarantee Contracts

The Group issues financial guarantees to banks and financial institutions in respect of loans granted to subsidiaries. Financial guarantee contracts are recognised as financial liabilities at the time the guarantee is issued. The fair value of a financial guarantee contract is the present value of the difference between the net contractual cash flows required under a debt instrument and the net contractual cash flows that would have been required without the guarantee. The present value is calculated using a risk-free rate of interest.

At each reporting date financial guarantees are measured at the higher of:

  • The amount of the loss allowance; and
  • The amount initially recognised less cumulate amortisation, where appropriate

The amount of the loss allowance at each reporting date is initially equal to 12-month expected credit losses. However, where there has been a significant increase in the risk that the specified subsidiary will default on the contract, the loss allowance is determined using lifetime expected credit losses.

Expected credit losses for financial guarantees are the cash shortfalls adjusted by the risks that are specific to the cash flows.

Cash shortfalls are the difference between:

  • The expected payments to reimburse the holder for the credit loss that it incurs; and
  • Any amount that the Company expects to pay to the bank and/or financial institution

Bank overdrafts

Bank overdrafts are repayable immediately and form an integral part of the daily cash management and have therefore been included in cash and cash equivalents. Bank overdrafts are initially measured at fair value and are subsequently measured at amortised cost using the effective interest rate method.

Derecognition

Financial assets

The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire.

Financial liabilities

The Group derecognises financial liabilities when and only when the Group obligations are discharged cancelled or they expire. The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable including any non-cash assets transferred or liabilities assumed is recognised in profit or loss.

1.11. Tax

Current tax assets and liabilities

Current tax for current and prior periods is to the extent unpaid recognised as a liability. If the amount already paid in respect of current and prior periods exceeds the amount due for those periods the excess is recognised as an asset.

Current tax liabilities (assets) for the current and prior periods are measured at the amount expected to be paid to (recovered from) the tax authorities using the tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

Deferred tax assets and liabilities

A deferred tax liability is recognised for all taxable temporary differences except to the extent that the deferred tax liability arises from the initial recognition of an asset or liability in a transaction which at the time of the transaction effects neither accounting profit nor taxable profit (tax loss).

A deferred tax asset is recognised for all deductible temporary differences to the extent that it is probable that taxable profit will be available against which the deductible temporary difference can be utilised. A deferred tax asset is not recognised when it arises from the initial recognition of an asset or liability in a transaction at the time of the transaction effects neither accounting profit nor taxable profit (tax loss).

A deferred tax asset is recognised for the carry forward of unused tax losses and unused tax credits to the extent that it is probable that future taxable profit will be available against which the unused tax losses and unused tax credits can be utilised.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realised, or the liability is settled based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

{32}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

1.11 Tax (continued)

Tax expenses

Current and deferred taxes are recognised as income or an expense and included in taxation in profit or loss for the period except to the extent that the tax arises from:

  • a transaction or event which is recognised in the same or a different period to other comprehensive income or
  • a business combination.

Current tax and deferred taxes are charged or credited to other comprehensive income if the tax relates to items that are credited or charged in the same or a different period to other comprehensive income.

Current tax and deferred taxes are charged or credited directly to equity if the tax relates to items that are credited or charged in the same or a different period directly in equity.

1.12. Leases

The Group assesses whether a contract is or contains a lease at the inception of the contract.

There were no significant judgments and sources of estimation uncertainty in determining whether a contract is or contains a lease.

Group as lessor

Contractual rental income is recognised as lease rental income as per lease agreement in profit and loss on a straightline basis over the term of the lease.

The Group enters into lease agreements as a lessor with tenants for its investment property portfolio.

These leases are classified as operating leases because they do not transfer substantially all the risks and rewards incidental to ownership of the underlying investment property. The classification assessment considers:

The lease term relative to the asset's economic life.

Whether the present value of lease payments represents substantially all of the fair value of the asset; and

Whether the lessee obtains ownership of the asset by the end of the lease term.

As none of these conditions are typically met in the Group's standard lease agreements, the leases are accounted for as operating leases.

Income for leases is disclosed under rental income and recoveries (note 20) in profit or loss.

1.13. Share capital and equity

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities.

Ordinary shares are classified as 'share capital' in equity. Dividends are recognised as a liability in the period in which they are declared.

{33}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

1.14. Employee benefits Short-term employee benefits

The cost of short-term employee benefits (those payable within 12 months after the service is rendered) are recognised in the period in which the service is rendered and are not discounted.

Accrual for leave pay represents the present obligation that the Group has as a result of employees' services rendered up to the reporting date and is calculated using salary rates and accrued days leave as at reporting date.

1.15. Rental income and recoveries

Rental income and recoveries comprise of the following streams:

Types of revenue Recognition
Operating lease income Recognised as income on a straight-line basis over the lease term in
accordance with the Group's lease accounting policy (see note 1.12 –
Leases). This includes fixed annual escalations.
Revenue
from
contracts
with
customers:
Operating
cost
recoveries
Municipal and other operating cost recoveries are recognised over the period
for which the services are rendered. The Group acts as a principal on its own
account when recovering operating costs such as utilities from tenants.
Operating cost recoveries are based on actual consumption and actual
expenses incurred.

Recoveries

Operating cost recoveries represent the transaction price i.e. the amount of the consideration which the entity expects to receive for services provided net of value added tax.

In terms of IFRS 15, these recoveries are considered a non-lease component of the rental agreements. The Group has evaluated the principal versus agent guidance in IFRS 15.B34–B38 and concluded that it acts as principal in these arrangements, because:

  • The Group controls the services before they are transferred to tenants, as contracts with municipalities and service providers are held in the Group's name.
  • The Group bears the primary responsibility for ensuring that services are provided to tenants.
  • The Group has discretion in determining how operating costs are allocated and recovered.
  • The Group is exposed to credit risk on the recovery of these charges from tenants.

Accordingly, recoveries are recognised on a gross basis as revenue in the statement of profit or loss, with the corresponding operating costs recognised separately.

Recoveries are recognised on an accrual basis in line with the service being provided. Accordingly, the Group maintains its recording of service charge income on a gross basis.

Outstanding amounts from rental income and recoveries are recognised as trade and other receivables (note 13).

Rental income and recoveries received in advance is recognized as other payables in trade and other payables (note 19).

1.16. Investment income

Income is recognised as interest accrues using the effective interest rate method (that is the rate that exactly discounts estimated future cash receipts through the expected life of the financial instruments to the net carrying amount of the financial asset).

This applies to financial assets measured at amortised cost as outlined in the Group's financial instruments policy (see note 1.10 – Financial instruments).

Dividend income is recognised when the Group's right to receive payment has been established.

1.17. Property operating costs

Operating expenses as well as service costs for service contracts identified with a specific property are expensed as incurred.

{34}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

1.18. Finance costs

Borrowing costs that are directly attributable to the development or acquisition of a qualifying asset are capitalised as part of the cost of that asset until such time as the asset is ready for its intended use.

All other borrowing costs are recognised as an expense in the period in which they are incurred, in accordance with the recognition and measurement principles of financial liabilities (see note 1.10 – Financial instruments).

1.19. Segment reporting

The core business of the Group is property rental and related services, which is reported into segments based on the nature and business functions of the tenants for JSE reporting purposes. A segment is a distinguishable component of the Group that is engaged either in providing services (business segment) or in providing services within a particular economic environment (geographical segment), which is subject to risks and returns that are different from those of other segments.

Segments are identified as follows:

  • Property rental operations categorised by sector Commercial, Industrial, Retail, and Residential;
  • Energy generation and sale of solar electricity, including the recovery of related service costs.
  • Corporate segment expenses relate to head office expenditure and income.

The Group's secondary segmentation is based on geographical location, determined by the location of the properties, and presented by province. The solar energy operations are considered to operate on a national basis and are therefore disclosed as a separate segment without further geographical subdivision.

The Group currently operates in the greater Gauteng area, the North West, and Mpumalanga provinces, with solar energy operations expanding nationally as projects are rolled out.

Operating segments are based on information that is provided to the Group's Chief Operating Decision Maker (CODM), being the Chief Financial Officer, who evaluates the Group's performance and allocates resources in accordance with the internal reporting structure as determined by the executive committee.

The measurement policies the Group uses for segment reporting under IFRS 8 – Operating Segments are the same as those used in its financial statements.

Segment profit or loss represents revenue less directly attributable expenses and the relevant portion of Group revenue and expenses that can be allocated on a reasonable basis. The measure of segment profit or loss, assets and liabilities reported to the CODM is prepared on the same basis as the Group's consolidated financial statements.

The Group's measure of segment profit or loss is consistent with the profit or loss reported in the consolidated financial statements, and includes:

  • Rental income and recoveries,
  • Property operating costs,
  • Segment-specific operating expenses,
  • Fair value adjustments on investment property,
  • Finance costs directly attributable to the segment.

Segment assets comprise those assets that are directly attributable to the segment or that can be allocated to the segment on a reasonable basis, including investment property, trade and other receivables, and property, plant and equipment. Segment liabilities include borrowings and trade and other payables that are directly attributable to the segment or that can be allocated on a reasonable basis.

Operating segments have been aggregated per sector where similar characteristics are noted for the nature of the products and services, including rental and recovery of property income, and for the energy segment where returns are linked to electricity generation and distribution.

{35}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

1.20. Basic earnings per share and headline earnings per share

The Group presents basic and diluted earnings per share (EPS) for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to the ordinary shareholders by the weighted average number of ordinary shares in issue during the period. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares in issue for any dilutive effects. The presentation of headline earnings is not an IFRS requirement but is required by the JSE Limited. The calculation of headline earnings is done in accordance with SAICA Circular 1/2023.

2. NEW STANDARDS AND INTERPRETATIONS

2.1. Standards and interpretations effective and adopted in the current year

At the date of approval of these annual financial statements certain new accounting standards amendments and interpretations to existing standards have been published but are not yet effective. The Group did not adopt any of these new standards and interpretations in the current year that had a material impact.

2.2. Standards and interpretations not yet effective

The Group has chosen not to early adopt the following standards and interpretations which have been published and are mandatory for the company's accounting periods beginning on or after 01 July 2024 or later periods. These standards will be implemented in the applicable year for which they are mandatory.

There is unlikely to be a material impact on the future implementation of any of these standards.

Effective date:
Standard/
Interpretation:
Details of amendments Years beginning
on or after
Impact on the financial
statements
IFRS 18 –
Presentation
and Disclosure
in Financial
Statements
IFRS 18 was issued by the IASB on 9 April
2025 and sets out requirements for the
presentation and disclosure of information in
general purpose financial statements to help
ensure they provide relevant information that
faithfully represents an entity's

assets,

liabilities,

equity,

income, and

expenses.
01 January 2027 Impact on group
subsidiaries presentation
and disclosure to be
assessed.
IFRS 19 –
Subsidiaries
without Public
Accountability:
Disclosures
In May 2025 the IASB published IFRS 19
which permits a subsidiary to provide reduced
disclosures when applying IFRS Accounting
Standards in its financial statements.
01 January 2027 Impact on group
subsidiaries presentation
and disclosure to be
assessed.

{36}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

3. INVESTMENT PROPERTY

3.1. Investment property

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
Property acquisitions capital expenditure and
tenant installations 844 552 757 406 306 439 229 594
Changes in fair value (Note 5) 212 398 213 494 38 511 67 206
Investment property at fair value (excluding
straight-lining) 1 056 950 970 900 344 950 296 800
Operating lease assets (Note 4) (33 625) (42 023) (4 525) (5 175)
Investment property at fair value (including
straight-lining) 1 023 325 928 877 340 425 291 625
Reconciliation of investment property at fair
value
Investment property at 1 July 970 900 1 095 585 296 800 395 685
Transfer (to)/from investment property held for
sale (note 3.2) 27 600 (146 200) 19 100 (87 000)
Additions to subsequent expenditure 700 626 700 -
Disposals - (134) - (134)
Change in fair value (Note 5) 57 750 21 023 28 350 (11 751)
Investment property at fair value (excluding
straight-lining) at 30 June 1 056 950 970 900 344 950 296 800

Investment property held as security

The following properties have been pledged as security against loan liabilities disclosed in Note 18

  • Erf 27 and 28 Corridor Hill Mpumalanga R37 600 000 (2024: R46 200 000).
  • Erf 8839 Secunda Ext 60 Mpumalanga R139 400 000 (2024: R133 200 000)
  • Section 1 of 55 Oakhurst Portion 1 & 2 of Erf 915 Parktown R78 000 000 (2024: R77 000 000)
  • Various Sectional Title Units in Summit Place (Schemes 159 640 Units 159 83 816) R533 100 000 (2024: R538 500 000)
  • 50% undivided share in Portion 111 of Farm Mamelodi 608 (Mamelodi Square) Gauteng R139 250 000 (2024: R115 300 000)

3.2. Investment property - held for sale

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
Stated at fair value 27 704 64 350
Property acquisitions capital expenditure and
tenant installations 3 350 31 496
Changes in fair value 18 996 73 750 13 350 52 504
Net investment property at 30 June 46 700 138 100 16 700 84 000
Movement for the year
Investment property held for sale at 1 July 138 100 - 84 000 -
Transfer (to)/from investment property
(note 3.1) (27 600) 146 200 (19 100) 87 000
Change in fair value (note 5) (21 800) (8 100) (6 200) (3 000)
Disposals (42 000) - (42 000) -
Investment property held for sale at 30 June 46 700 138 100 16 700 84 000

{37}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

3.2. Investment property - held for sale (continued)

Movement for the year

  • Properties that remained unsold at year-end, namely Bank City and Menlyn Villas, with a combined fair value of R27.6 million, were reclassified from non-current assets held for sale, back to investment property due to updated valuations, rental forecasts, or development potential that have shown that retaining the asset provides better long-term return compared to its immediate sale.
  • Putcoton was sold on 31 March 2025 at fair value of R42 million.
  • Summit Place G2, with a fair value of R30 million remains actively marketed and classified as held for sale as of 30 June 2025 with an expected sale within 12 months of the reporting date. The property is currently in the process of being sold.
  • Lea Glen, with a fair value of R16.7 million, also remains classified as held for sale. Although the property has not been sold within the initial one-year period, circumstances arose during that period which were previously considered unlikely. In response, management took the necessary actions to address these changes and continued to actively market the property
  • The Group has assessed the criteria in IFRS 5.7–8 and concluded that Lea Glen continues to meet the requirements for classification as held for sale:
  • The property is available for immediate sale in its present condition.
  • The property is being actively marketed at a price that is reasonable given the change in circumstances.
  • The appropriate level of management remains committed to a plan to sell the asset, and an active programme to locate a buyer and complete the sale is ongoing.

Based on these considerations, management remains satisfied that the classification of Lea Glen as held for sale is appropriate at 30 June 2025.

Fair value measurement

The fair value of investment property held for sale is based on valuations performed by external independent valuers using the net income capitalisation method and comparable market transactions. Refer to Note 5 for details on valuation techniques and fair value hierarchy.

Link to Rental Income and operating cost recoveries and property operating costs

Investment properties held by the Group generate rental income and operating cost recoveries, which are disclosed in note 20. These properties also incur direct property operating expenses, such as municipal rates, utilities, repairs, maintenance and security, which are disclosed in note 21.

4. OPERATING LEASE ASSET

GROUP COMPANY
2025
R'000
2024
R'000
2025
R'000
2024
R'000
Movement for the year
Balance at 1 July
Operating lease rental straight-line adjustment (note
42 023 36 743 5 175 3 859
20) (8 398) 5 280 (650) 1 316
Balance at 30 June 33 625 42 023 4 525 5 175
Reflected on the statement of financial position under:
Non-current assets 33 625 42 023 4 525 5 175
33 625 42 023 4 525 5 175

Nature of the Operating Lease Asset

The Group and Company enters into commercial property lease agreements as a lessor. These leases typically range from 3 to 10 years and include provisions for escalating rental clauses, with most fixed annual increases ranging between 6% and 8%. Leases are non-cancellable for the contractual term, with renewal options subject to negotiation.

Lease agreements generally do not impose significant obligations on the Group as a lessor, aside from maintaining the properties in a tenantable condition. No significant residual value guarantees or variable lease payment clauses (e.g. based on tenant turnover) are present in the lease contracts.

Lease Commitments

Future minimum lease payments receivable under non-cancellable operating leases are disclosed in Note 31. These amounts provide additional insight into the Group's expected cash inflows from lease arrangements and the timing thereof.

{38}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

5. FAIR VALUE INFORMATION

Investment properties

All investment properties are valued externally once a year by Spectrum Valuations and Asset Solutions (Pty) Ltd a sworn independent appraiser registered with the South African Council for the Property Valuers Profession. Spectrum Valuations and Asset Solutions (Pty) Ltd is a member of SAPOA and SACSC with over 12 years of experience within the valuation of South African property market.

Valuation Governance and Process

Valuations are reviewed by the Group's finance team and presented to the Board of Directors for approval. Significant assumptions and movements in fair values are analysed against industry benchmarks and historical trends. Where significant judgement is applied, management performs additional analysis to support inputs. The Audit and Risk Committee reviews the valuation reports as part of the financial reporting process. The valuations stated are in line with the Board of Directors' valuations of the same properties.

Movement in unrealised gains and losses of fair value have been recognised in fair value adjustment in profit or loss.

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
Fair value adjustment increase/(decrease) 40 812 20 476 21 712 (16 068)

The reconciliation of these properties is presented in investment property (note 3.1) and in investment property – held for sale (note 3.2).

The fair values of land for development were determined using the comparable sales method – a level 3 fair value measurement in terms of the fair value hierarchy which involves the use of recent comparable transactions as a basis for the valuation. The comparable sales method includes unobservable bulk rates for undeveloped land. The land has been identified as a Special Development Zone.

Bulk rates for land for development comparables varied from 0.88 to 2.50 (2024: 0.99 to 2.42). Based on the comparables considering the property's size and historic data the valuers applied a market (or bulk) selling rate of R2 500 (2024: R7 889) per m² to the developable land.

The fair value of commercial, industrial, residential, and retail properties is estimated using a combination of the net income capitalisation method and the discounted cash flow (DCF) method of valuation – both classified as level 3 fair value measurements in terms of the fair value hierarchy. This method determines the net normalised annual rental income of the property assuming the property is fully let at market related rentals and market escalations with an allowance made for vacancies (where applicable). Market-related property operating expenses are deducted resulting in a net annual income which is then capitalised at a marketrelated rate. The capitalisation rate is determined from the market (i.e. the rate at which similar assets have traded recently).

The DCF method projects expected future net cash flows from each property, including contractual lease income, lease renewals, market-related rental growth, operating costs, vacancies, and capital expenditure requirements. These projected cash flows are discounted to present value using discount rates derived from market

benchmarks and reflecting property-specific risk factors. The exit capitalisation rate is applied to the terminal value at the end of the cash flow horizon.

The current occupation of the Group's portfolio is regarded as the "highest and best use" for the property and therefore valued as is.

Refer to pages 80–81 for detailed disclosures on the average gross rental per m². The valuation of investment properties is based on the net income capitalisation method, comparable sales and the DCF method, supported by observable market data and unobservable inputs including management assumptions.

The following factors were considered in estimating the rental stream:

  • Actual intended use of the property.
  • Location accessibility and market exposure.
  • Demand for industrial commercial retail and residential space.
  • Contracted rental growth and expected rental growth
  • Occupancy and vacancy rates.
  • Expected lease-up periods.
  • Property operating expenses, including municipal rates and taxes, utilities, insurance, maintenance, and management fees, which are deducted from rental income to derive net income.

{39}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

5. FAIR VALUE INFORMATION (CONTINUED)

Key factors influencing the capitalisation rates include:

  • Returns on comparable properties;
  • Perceived risk and obsolescence;
  • Inflation and anticipated market rental growth;
  • Location characteristics and exposure;
  • Alternative investment yields and prevailing mortgage rates.

Key factors influencing the vacancy rates include:

  • Location accessibility and market exposure;
  • Property Characteristics such as age, condition, design, and layout
  • Economic conditions, interest rates, and inflation
  • Rental levels relative to market
  • Zoning and regulatory constraints

Valuation Assumptions by Segment

Market Net Rental Rates (Rand/m²):

2025 2024
Segment From To From To
Industrial 34 77 21 51
Retail 110 155 83 152
Commercial 87 267 89 185
Residential 115 169 100 123

The wide range in market net rental rates within each segment reflects differences in property location, grade, size, tenant covenant strength, and current market dynamics. High-end properties in prime locations with quality finishes command significantly higher rentals, while older or secondary properties may achieve below-market rates.

Capitalisation Rates:

2025 2024
Segment From To From To
Industrial 10.50% 12.00% 9.50% 12.00%
Retail 9.00% 10.75% 9.00% 9.50%
Commercial 8.50% 11.25% 8.50% 10.75%
Residential 8.50% 8.50% 8.00% 8.00%

Vacancy Rates:

2025 2024
Segment From To From To
Industrial 3.00% 5.00% 3.00% 5.00%
Retail 2.00% 5.00% 2.00% 5.00%
Commercial 0.00% 17.29% 5.00% 7.00%
Residential 4.50% 4.50% 3.00% 3.00%

{40}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

5. FAIR VALUE INFORMATION (CONTINUED)

Discount Rates:

2025 2024
Segment From To From To
Commercial 12.50% 13.00% 12.50% 12.50%
Reversionary (Exit Capitalisation) rate:
2025 2024
Segment From To From To
Commercial 8.75% 9.00% 9.00% 9.00%
Rental growth rate:
2025 2024
Segment From To From To
Commercial 4.00% 6.50% 3.53% 6.56%
Expense growth rate:
2025 2024
Segment From To From To

Sensitivity Analysis

The valuation of investment properties is inherently sensitive to changes in key assumptions. The fair value increases with higher rental rates lower vacancy rates or lower capitalisation rates. Conversely a decline in rental income an increase in vacancy rates or a rise in capitalisation rates would reduce the fair value.

The most significant unobservable inputs include:

  • Capitalisation rates (based on equivalent yields);
  • Market rental growth assumptions;
  • Vacancy rates; and
  • Bulk rates applied to undeveloped land.

The valuation of investment properties is most sensitive to changes in capitalisation rates and market rentals. These inputs are assessed as the key drivers of fair value movements. There is a high degree of interdependency between certain assumptions — such as vacancy rates and market rentals — particularly in commercial and retail assets where market dynamics can shift rapidly.

The Group considers a 25-basis point (0.25%) movement to be a reasonably possible shift in capitalisation rates or rental growth based on historical trends and current market conditions. A 2% movement in vacancy rates is also deemed a reasonable sensitivity in assessing fair value volatility. For undeveloped land a 2% movement in bulk rates is considered appropriate.

{41}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

5 FAIR VALUE INFORMATION (CONTINUED)

Quantitative Sensitivity Summary

GROUP COMPANY
2025
R'000
2024
R'000
2025
R'000
2024
R'000
Change in Market Net Rental (±0.25%)
Effect on fair value amount of a 0.25% increase
in market net rental per m2
25 518 21 677 14 415 12 093
Effect on fair value as a percentage of a 0.25%
increase in market net rental per m2
2.50% 1.95% 3.26% 3.18%
Effect on fair value amount of a 0.25% decrease
in market net rental per m2
(20 987) (18 052) (11 108) (9 660)
Effect on fair value as a percentage of a 0.25%
decrease in market net rental per m2
(2.06%) (1.63%) (3.28%) (2.54%)
Change in Capitalisation Rates (±0.25%)
Effect on fair value amount of a 0.25% increase
in capitalisation rates
(34 048) (50 320) (7 423) (9 812)
Effect on fair value as a percentage of a 0.25%
increase in capitalisation rates
(2.95%) (4.72%) (2.54%) (2.58%)
Effect on fair value amount of a 0.25% decrease
in capitalisation rates
20 135 30 068 7 824 10 349
Effect on fair value as a percentage of a 0.25%
decrease in capitalisation rates
1.74% 2.82% 2.68% 2.72%
Change in Vacancy Rates (±2.00%)
Effect on fair value amount of a 2.00% increase
in vacancy rates
(36 142) (14 315) (11 088) (10 409)
Effect on fair value as a percentage of a 2.00%
increase in vacancy rates
(3.27)% (6.76%) -6.91% (7.04%)
Effect on fair value amount of a 2.00% decrease
in vacancy rates
36 142 14 315 11 088 10 409
Effect on fair value as a percentage of a 2.00%
decrease in vacancy rates
3.27% 6.76% 2.91% 7.04%
Change in Bulk Rates on Undeveloped Land
(±2.00%)
Effect on fair value amount of a 2.00% increase
in bulk rates
7 500 10 950 -
Effect on fair value as a percentage of a 2.00%
increase in bulk rates
25.00% 25% -
Effect on fair value amount of a 2.00% decrease
in bulk rates
(7 500) (10 950) -
Effect on fair value as a percentage of a 2.00%
decrease in bulk rates
-25.00% (25.00%) -

{42}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

6. PROPERTY PLANT AND EQUIPMENT

GROUP 2025
R'000
2024
R'000
Cost Accumulated
depreciation
Carrying
value
Cost Accumulated
Depreciation
Carrying
value
Furniture and fittings 876 (654) 222 876 (556) 320
Motor vehicles 147 (147) - 147 (147) -
Office equipment 594 (562) 32 594 (485) 109
Computer equipment 492 (487) 5 492 (300) 192
Solar equipment 2 036 (138) 1 898 652 (69) 583
Total 4 145 (1 988) 2 157 2 761 (1 557) 1 204
COMPANY 2025 2024
COMPANY 2025 2024
R'000
Cost Accumulated
depreciation
Carrying
value
Cost Accumulated
Depreciation
Carrying
value
Furniture and fittings 876 (654) 222 876 (556) 320
Motor vehicles 147 (147) - 147 (147) -
Office equipment 594 (562) 32 594 (485) 109
Computer equipment 492 (487) 5 492 (300) 192
Solar equipment 652 (134) 518 652 (69) 583
Total 2 761 (1 984) 777 2 761 (1 557) 1 204

Reconciliation of property plant and equipment - Group - 2025

Opening balance
R'000
Additions
R'000
Depreciation
R'000
Total
R'000
Furniture and fittings 320 - (98) 222
Office equipment 109 - (77) 32
Computer equipment 192 - (187) 5
Solar equipment 583 1 380 (65) 1 898
1 204 1 380 (427) 2 157

Reconciliation of property plant and equipment - Group - 2024

Opening balance
R'000
Additions
R'000
Depreciation
R'000
Total
R'000
Furniture and fittings 596 9 (285) 320
Office equipment 195 - (86) 109
Computer equipment 28 178 (14) 192
Solar equipment 649 - (66) 583
1 468 187 (451) 1 204

Reconciliation of property plant and equipment - Company - 2025

Opening balance
R'000
Additions
R'000
Depreciation
R'000
Total
R'000
Furniture and fittings 320 - (285) 222
Office equipment 109 - (86) 32
Computer equipment 192 - (14) 5
Solar equipment 583 - (66) 518
1 204 - (451) 777

Reconciliation of property plant and equipment - Company - 2024

Opening balance
R'000
Additions
R'000
Depreciation
R'000
Total
R'000
Furniture and fittings 322 10 (12) 320
Office equipment 195 - (86) 109
Computer equipment 28 178 (14) 192
Solar equipment 649 - (66) 583
1 194 188 (178) 1 204

The carrying amounts of plant and equipment approximate their fair values, and no material differences are expected between the carrying values and fair values at reporting date.

{43}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

7. INVESTMENTS IN SUBSIDIARIES

The following table lists the entities which are controlled by the Group either directly or indirectly through subsidiaries.

Name of company Nature of
business
Issued
share
capital
% Holding and
% Voting
Carrying amount in the company Carrying amount
of loan owing by
subsidiary
(Note 8)
2025 2024 2025 2024 2025 2024
HELD BY PUTPROP LTD -
Secunda Value Mart (Pty) Ltd Retail centre 1 000 100.00 100.00 5 942 5 942 20 950 22 181
Pilot Peridot Investments 1
(Pty) Ltd Commercial 100 000 85.27 85.27 18 172 18 172 162 154 158 875
Corridor Hill Properties (Pty) Ltd Retail centre 500 100.00 100.00 4 317 4 317 14 650 14 650
Solar
Baraville (Pty) Ltd Provider 1 000 100.00 - - - 1 380 -
Edenvale Bus Service (Pty) Ltd Dormant 1 000 100.00 100.00 - - ^ ^
Namasota (Pty) Ltd Dormant 1 000 100.00 100.00 - - ^ ^
Putfield (Pty) Ltd Dormant 1 000 100.00 100.00 - - ^ ^
28 431 28 431 199 134 195 706
HELD BY PILOT PERIDOT
INVESTMENTS 1
(PTY) LTD
Menlyn Villas Properties (Pty) Ltd Residential 100 100.00 100.00

^ Less than R1 000

All subsidiaries are incorporated and operate in South Africa.

All goodwill related to subsidiaries has been fully impaired.

No shares in subsidiaries have been pledged as security for any Group liabilities.

There are no restrictions on the Group's ability to access or utilise the assets and liabilities of its subsidiaries.

Investments in subsidiaries are assessed annually for indicators of impairment. The recoverable amount is assessed based on the fair value of investment property net asset value forecasted cash flows and overall profitability. The Group assessed the recoverable amounts of its investments in subsidiaries and concluded that the carrying values did not exceed the recoverable amounts and therefore no impairment was recognised. The net asset value approximates the fair value of the subsidiaries and supports the conclusion that no impairment is required.

Refer to Note 8 for details on the impairment in loans owing by subsidiaries.

Refer to Note 17 for information on the non-controlling interest.

{44}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

8. LOANS TO SUBSIDIARIES

Company - 2025 Secunda Value
Mart (Pty) Ltd
Pilot Peridot
Investments 1
(Pty) Ltd
Corridor Hill
Properties (Pty)
Ltd
Baraville (Pty)
Ltd
Total
Loan 1 21 301 133 055 18 845 1 380 174 581
Loan 2 757 3 000 - - 3 757
Loan 3 - 27 222 - - 27 222
Gross loan amount 22 058 163 277 18 845 1 380 205 560
Expected credit loss (1 108) (1 123) (4 195) - (6 426)
Carrying value 20 950 162 154 14 650 1 380 199 134
Company – 2024 Secunda Value
Mart (Pty) Ltd
Pilot Peridot
Investments 1
(Pty) Ltd
Corridor Hill
Properties (Pty)
Ltd
Total
Loan 1 21 301 133 056 18 845 173 202
Loan 2 1 988 3 000 - 4 988
Loan 3 - 23 942 - 23 942
Gross loan amount 23 289 159 998 18 845 202 132
Expected credit loss (1 108) (1 123) (4 195) (6 426)
Carrying value 22 181 158 875 14 650 195 706
Split between non-current and current portions 2025 2024
Non-current assets - - -
Current assets - - 199 134 195 706
- - 199 134 195 706

Nature of loans

Loan 3 to Pilot Peridot Investments 1 (Pty) Ltd is unsecured, bears interest at prime (2024: prime + 2%) and has no fixed repayment terms.

All other loans are unsecured interest-free and repayable on demand.

In the current year, Putprop provided funding of R1 380 000 to Baraville (Pty) Ltd for the installation of solar equipment. The generated solar energy will be supplied to tenants and recovered through lease-related charges.

Impairment assessment:

Loans granted consist of loans made to related party entities. The credit risks around these related parties have been assessed by management based on the related party's ability to discharge its obligation of the settlement of the loan.

Loans are recognised as financial assets measured at amortised cost in accordance with IFRS 9. Expected credit losses (ECLs) are assessed annually using the general model, with Stage 1 (12-month ECL) applied to exposures that have not experienced a significant increase in credit risk. The assessment incorporates forward-looking information, including:

  • Subsidiaries' net asset value.
  • Fair value of investment properties;
  • Forecasted rental yields liquidity solvency and profitability.
  • Feasibility studies on current and planned property developments, including projected cash flows, tenant demand, and financing structures
  • For other project developments, feasibility assessments, including expected electricity generation, tariff structures, regulatory approvals, long-term customer contracts, and sustainability of cash flows.

The loans were assessed to have a low risk of default considering that the subsidiaries property value and rental yield are expected to remain at or above current levels. No further ECLs were recognised during the current year.

{45}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

8. LOANS TO SUBSIDIARIES (CONTINUED)

Credit Risk Management Practices

The Company monitors credit risk on loans to subsidiaries through ongoing internal assessment processes. Although these loans are to related entities within the Group and are unsecured, management applies consistent credit risk policies and oversight to ensure recoverability and identify any deterioration in credit quality.

Monitoring Process:

Management performs regular reviews of each subsidiary's financial position, including liquidity, solvency, profitability, and operational cash flow projections. Quarterly reviews are conducted at both a Group and entity level.

Definition of Default:

A loan is considered to be in default when there is evidence that the subsidiary is unlikely to repay the loan in full or where contractual obligations are not met.

Evidence that a subsidiary will be able to repay its obligations in full includes an assessment of:

The subsidiary's net asset value compared to the outstanding loan balance;

The fair value of underlying investment properties or solar assets held, and whether such values exceed the loan exposure;

Current and forecasted rental yields, electricity on-charging income, and cash flow generation;

Liquidity ratios and solvency assessments, including the ability to refinance or raise additional equity;

Post year-end repayment activity and historical payment performance; and

Approved budgets and feasibility studies that demonstrate the subsidiary's capacity to generate sufficient future income.

Conversely, evidence of default includes breaches of contractual terms, sustained arrears, deterioration in financial ratios (such as liquidity or interest cover), or other adverse conditions that cast significant doubt on the subsidiary's ability to meet its obligations without relying on the disposal of core assets.

Risk Assessment Approach:

Loans are assessed for impairment using a 12-month expected credit loss model in accordance with IFRS 9, Stage 1. The assessment incorporates:

  • The net asset value of the subsidiary,
  • The fair value of the underlying investment property,
  • The quality and duration of lease income,
  • Current and forecast macroeconomic conditions such as GDP growth rates, inflation rates, the prime lending rate and property market dynamics, and
  • The Group's strategic intentions regarding financial support.

Risk Mitigation and Control:

While no formal collateral exists, the Company retains control over key strategic and financial decisions of its subsidiaries, including budgeting and capital structure. As such, risks are managed through active oversight rather than external guarantees.

Internal Credit Ratings or Indicators:

The Group does not use formal internal credit rating systems for subsidiaries. However, risk indicators such as declining net asset values, persistent operational losses, or negative cash flows would trigger a reassessment of ECL staging or measurement.

Low Credit Risk Designation:

Loans to subsidiaries are considered to have low credit risk at the reporting date, as the underlying property values exceed the loan balances and are expected to generate future rental income sufficient to support recoverability.

{46}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

8. LOANS TO SUBSIDIARIES (CONTINUED)

Measurement of Expected Credit Losses

Expected credit losses are measured using a probability-weighted approach based on a 12-month ECL model (Stage 1), as the loans are not considered to be credit-impaired. The following key assumptions and techniques were used in estimating ECLs.

In assessing the expected credit loss on these balances, the following was considered:

  • Whether the borrower has sufficient available highly liquid current assets (which can be accessed immediately after taking into consideration ant more senior external or internal loans which would need to be repaid) to repay the outstanding related party if the loan was demanded at reporting date. If sufficient highly liquids current assets could be accessed in the probability of default would approximate 0%.
  • If it was determined that a borrower does not have sufficient highly liquid current assets, the Group and/or Company would allow the borrower to continue trading or to sell assets over a period of time. A review of a cash flow forecast is performed to give an indication of the expected trading cash flows and/or liquid assets expected to be generated during the recovery period. The expected credit losses are limited to the effect of discounting the amount due on the loan receivable over the period, until cash is realised and repaid to the Group and/or Company. IFRS 9 requires the discount rate to be the loan receivables' effective interest rate. The loan receivables are interest free and repayable on demand, and such have an effective interest rate of 0%. Accordingly, for such loans, discounting over the recovery period has no effect. Upon assessment the expected credit loss was determined as immaterial.

Forward-looking information:

Management incorporates macroeconomic forecasts and expected property market conditions, including rental yield trends and occupancy levels, as well as subsidiary-specific cash flow projections and feasibility assessments. That may impact the borrower's solvency and ability to generate sufficient returns.

Key assumptions:

  • Stable or improving investment property values;
  • No significant deterioration in tenants' ability to meet lease obligations;
  • Continued Group financial support where applicable.

Probability of default (PD) and loss given default (LGD):

PDs are based on qualitative risk indicators such as negative cash flow trends, asset encumbrances, or liquidity shortfalls. LGD is based on estimated recoverable value from the subsidiary's net assets.

Use of management judgment:

As loans are to subsidiaries within the Group, ECL calculations rely on internal assessments rather than external credit ratings. Management judgment is applied in determining risk of default, considering both quantitative financial metrics and qualitative governance factors.

These qualitative considerations include the strength of governance and financial management, the level of strategic support available from the parent company, the resilience of the subsidiary's business model, tenant concentration risk, historical compliance with legal and regulatory requirements, operational performance indicators such as vacancy levels and arrears, and progress on key property or solar projects.

{47}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

8. LOANS TO SUBSIDIARIES (CONTINUED)

No significant changes:

There were no changes to the estimation techniques or assumptions compared to the prior reporting period.

Recoverability:

The Company considers these loans to be recoverable, as the net asset value of each subsidiary exceeds the outstanding loan balances. Accordingly, no additional expected credit losses were recognised in the current year.

Fair value disclosure:

The fair value of loans to subsidiaries approximates their carrying amounts. The effect of discounting is not material. Investments in subsidiaries have been disclosed in note 7.

Reconciliation of expected credit loss

The following table shows the movement in the 12-month expected credit losses:

COMPANY
2025 2024
R'000 R'000
Opening balance (6 426) (2 231)
Increase in credit rate risk - (4 195)
Closing balance (6 426) (6 426)

9. JOINT OPERATIONS

% Ownership
interest
% Ownership
interest
Company Nature of business 2025 2024
Corridor Hill Retail centre 50 50
Mamelodi Square Retail centre 50 50
Summit Place Retail centre 50 50

All joint operations operate in South Africa.

The Corridor Hill property is classified as a joint operation. As per the co-ownership agreement between Corridor Hill Properties (Pty) Ltd a subsidiary of Putprop Ltd and Bidvest Properties (Pty) Ltd each party has a 50% contractual share in the underlying asset and liabilities, and it is therefore classified as a joint operation with effective date from May 2015.

Mamelodi Square is classified as a joint operation. As per the co-ownership agreement between Putprop Limited and McCormick Property Development (Pty) Ltd each party has a 50% contractual share in the underlying asset and liabilities, and it is therefore classified as a joint operation with effective date from April 2019.

Summit Place is classified as a joint operation in Pilot Peridot Investments 1 (Pty) Ltd a subsidiary of Putprop Ltd. As per the co-ownership agreement between Pilot Peridot and Emira Property Fund Limited each party has a 50% contractual share in the underlying asset and liabilities and it is therefore classified as a joint operation effective from 20 July 2015.

In terms of the co-ownership agreements, each party has a 50% contractual share in the underlying co-ownership. Accordingly, in line with IFRS 11 Joint Arrangements, Putprop accounts for its share of the joint operation by recognising:

  • 50% of the underlying assets (including the investment property, receivables, and cash balances);
  • 50% of the underlying liabilities (including borrowings, trade payables, and other obligations); and
  • 50% of the income (rental income and recoveries) and expenses (property operating costs, finance costs, and administrative expenses) arising from the joint operation.

{48}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

10. INVESTMENT IN ASSOCIATE

Name of company Nature of
business
% Ownership
interest
Group carrying
amount
Company carrying
amount
2025 2024 2025 2024 2025 2024
Belle Isle Investments
(Pty) Ltd
Mixed use
retail/
commercial
18.175 18.175 27 820 27 140 47 47

The associate is incorporated in South Africa, and all operations are in South Africa.

The IAS 28 requirements for significant influence were assessed and it was concluded that:

  • Voting rights are attached to the ordinary shares in issue. Putprop has 18.175% voting rights.
  • Putprop has board representation on the board. The CFO of Putprop is also the Chairman of Belle Isle's Board.
  • Putprop participates in the financial and operating policy decisions however does not control them.

After taking the above into consideration it was concluded that Putprop does exercise significant influence over Belle Isle Investments (Pty) Ltd.

The investment is equity accounted. Belle Isle Investments has a February year-end. The financial information included in this consolidation is based on annual audited figures for the latest February year-end adjusted for the period which falls outside the Group's financial period as well as the unaudited management accounts for the four months ended 30 June. The February year-end is not aligned with that of the Group as Putprop is unable to control the shareholder or Board decisions to change the year end.

The investment in Belle Isle Investments (Pty) Ltd was assessed for impairments at reporting date. The net asset value of the investment is assessed to determine whether there is any indication that it may have suffered an impairment loss. If any such indication exists, the recoverable amount of the investment is estimated in order to determine the extent of the impairment loss. No indicators of impairment were present, and the value of the investment can be recovered through distributable profits of the associate.

SUMMARISED FINANCIAL INFORMATION SUMMARISED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

2025 2024
R'000 R'000
Revenue 49 424 47 622
Profit after tax from continuing operations 19 424 85 980
Total comprehensive income 19 424 85 980
Preference dividend declared (15 686) (17 618)
Total comprehensive distributable to shareholders 3 738 68 362
Total dividends received by Putprop Ltd 3 981 3 564

{49}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

10. INVESTMENT IN ASSOCIATE (CONTINUED)

SUMMARISED STATEMENT OF FINANCIAL POSITION

2025 2024
R'000 R'000
ASSETS
Non-current 514 378 511 370
Current 14 973 25 610
Total assets 529 351 536 980
LIABILITIES
Non-current 138 950 140 379
Current 8 033 18 011
Total liabilities 146 983 158 390
Net asset value 382 368 378 590
Less: Cumulative redeemable preference shares (229 265) (229 265)
Total net assets 153 103 149 325
Putprop's share in Net assets 27 820 27 140
Reconciliation of net assets to equity accounted investments in associates
2025 2024
R'000 R'000
Interest in associate at percentage ownership 27 820 27 140
Investment in associate at carrying amount 27 820 27 140
Investment at beginning of period 27 140 14 715
Share of profits for the year 680 12 425
Balance at the end of the year 27 820 27 140

{50}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

11. CUMULATIVE REDEEMABLE PREFERENCE SHARES

GROUP COMPANY
2025
2024
2025 2024
R'000 R'000 R'000 R'000
Preference shares -
Belle Isle Investments (Pty) Ltd
55 500 55 487 55 500 55 487

The Group holds cumulative redeemable preference shares in Belle Isle Investments (Pty) Ltd, bearing a fixed coupon rate of 7.2% per annum. These shares are redeemable at the discretion of Belle Isle Investments and have no fixed maturity date. Preference shareholders do not hold voting rights, and the instrument does not qualify as equity under IFRS.

During the current financial year, the Group received a cash dividend of R3.981 million (2024: R3.564 million). Refer to Note 23 for investment income.

Credit Risk Management Practices

The Group monitors credit risk on financial assets, including the preference shares, through ongoing internal assessments. Although these instruments are not rated externally, management applies consistent credit risk policies and oversight to ensure recoverability and identify any deterioration in credit quality.

Credit risk is assessed based on Belle Isle's net asset value, profitability, liquidity, solvency, and macroeconomic forecasts. The Group also considers the associate's ability to generate distributable profits and meet dividend obligations.

Quantitative Credit Risk Exposure

The carrying amount of the cumulative redeemable preference shares at 30 June 2025 was R55.5 million, which represents the Group's maximum exposure to credit risk on this instrument. No collateral is held against this exposure.

Significant Changes in Gross Carrying Amount

There were no significant changes in the gross carrying amount of the preference shares during the year. The instrument remained in Stage 1 under the general model, and no loss allowance was recognised. The continued receipt of dividends supports the assessment that the asset is performing.

Credit Risk Rating Grade Disclosure

The Group does not apply external credit ratings to the preference shares. However, based on internal assessment, the instrument is considered low credit risk.

It is classified as Performing under the Group's internal credit rating framework, and a 12-month expected credit loss (ECL) is applied. No indicators of default or impairment were identified, and the associate's net asset value exceeds the carrying value of the preference shares.

Refer to note 1.10 for the accounting policy.

Expected Credit Loss Assessment

Although no ECL was recognised, the Group and Company performed a detailed assessment in accordance with IFRS 9. The following factors were considered:

  • Probability of Default (PD): Belle Isle has a consistent history of dividend payments and positive net cash flows. No indicators of financial distress, covenant breaches, or liquidity shortfalls were identified.
  • Loss Given Default (LGD): The associate holds a diversified investment property portfolio with sufficient market value to support recoverability. While NAV includes non-liquid assets, the Group assessed the underlying property values and cash-generating ability of the associate.
  • Forward-Looking Information: Macroeconomic forecasts, including inflation, interest rates, and rental market trends, were considered. No adverse conditions were identified that would materially impact the associate's ability to meet its obligations.
  • Liquidity and Solvency: Belle Isle maintains adequate liquidity and solvency ratios, and no material refinancing risks were identified.

Based on this assessment, the Group concluded that there was no impact on the loss allowance by significant changes in the gross carrying amount of financial instruments during the period. Therefore, no ECL was recognised in the current or prior year.

Fair Value

The fair value of the preference shares approximates their carrying amount, as the coupon rate remains within a marketrelated range and no observable indicators suggest a material deviation.

{51}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

12. DEFERRED TAX

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
DEFERRED TAX LIABILITY
Section 13quin allowances (64 082) (50 864) (1 903) 4 317
Fair value adjustments (34 866) (33 613) (10 224) (13 437)
Operating lease rental income adjustment (9 079) (11 346) (1 223) (1 397)
Prepaid expenses (91) (91) -
Total deferred tax liability (108 118) (95 823) (13 441) (10 517)
DEFERRED TAX ASSET
Investment property
- -
Credit loss allowances 1 017 720 603 608
Provisions 954 311 699 230
Tenant deposits 1 125 1 050 597 560
Other temporary differences 137 (85) 137 (85)
Deferred tax balance from temporary differences
other than unused tax losses
3 233 1 996 2 036 1 313
Tax losses available for set off against future
taxable income
53 315 48 894 - -
Total deferred tax asset 56 548 50 890 2 036 1 313

The deferred tax asset and deferred tax liability relate to income tax in the same jurisdiction and allows for net settlement. Therefore, at company level they have been offset in the statement of financial position.

GROUP COMPANY
2025 2024* 2025 2024
R'000 R'000 R'000 R'000
Deferred tax liability (108 118) (95 823) (13 441) (10 517)
Deferred tax asset 56 549 50 890 2 036 1 313
Total net deferred tax (liability)/ asset (51 569) (44 933) (11 405) (9 204)
Reconciliation of deferred
tax asset / (liability)
At beginning of year (44 933) (35 221) (9 204) (10 713)
Increases in tax loss available for set off against
future taxable income
4 422 5 720 -
Movement in originating and reversing
temporary differences on:
Section 13quin allowance (8 709) (8 683) (1 712) (1 712)
Fair value adjustments (4 899) (5 168) (433) 3 432
Operating lease rental income adjustment 2 267 (1 377) 175 (307)
Investment property - - -
Other temporary differences 1 146 (11) 632 288
Prior year (under)/over provision (863) (193) (863) (192)
(51 569) (44 933) (11 405) (9 204)

{52}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

13. TRADE AND OTHER RECEIVABLES

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
FINANCIAL INSTRUMENTS:
Rent receivables 7 763 5 183 504 628
Rent receivables - related party 839 3 778 839 3 778
Accrued income 3 229 1 703 313 18
Loss allowance (2 561) (731) (2) (34)
Rent receivables at amortised cost 9 270 9 933 1 654 4 390
Deposits 3 143 1 896 2 219 637
Other receivables 82 2 230 - 1 733
NON-FINANCIAL INSTRUMENTS:
VAT - -
Prepayments 755 995 346 316
Total trade and other receivables 13 250 15 054 4 219 7 076

Financial instrument and non-financial instrument components of trade and other receivables

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
At amortised cost 12 495 14 059 3 873 6 760
Non-financial instruments 755 995 346 316
13 250 15 054 4 219 7 076

Exposure to credit risk

Management has established a credit policy in which each new tenant is analysed individually for credit worthiness before the Group's standard payment terms and conditions are offered, which include in most cases the provision of a deposit of at least one month's rental. The Group monitors the financial position of its tenants on an ongoing basis. Details of the Groups credit risk management practices are included in accounting policy note 1.10.

Exposure to credit risk – rent receivables

Rent receivables comprise of a relatively small tenant base, the majority of whom are national tenants. One of the Group's tenants accounted for 12.08% (2024: 12.08%) of total rental receivable at year end, resulting in a concentration of credit risk. Of the amounts owing by this tenant, an acknowledgement of debt has been signed for R3 8 million (2024: R3 8 million). Aside from this tenant there are no other significant concentration of credit risk within the Group's tenant base.

Exposure to credit risk – related parties

The rent receivable from a related party relates to Larimar Properties (Pty) Ltd. An acknowledgement of debt has been signed. The Group considered this, as well as the regular receipt of payment after year-end forecasted performance and new contracts entered into by the related party, as part of the credit risk assessment. Based on these considerations the credit risk reduced, and management considered that no increase in the credit loss allowance was required.

Exposure to credit risk – other receivables

The credit risk on other receivables is not considered material based on the nature of the receivable and the value. Details of the Groups credit risk management practices are included in accounting policy note 1.10.

Other Receivables and Deposits

  • Accrued income. Accrued income is operating cost recoveries that has not yet been invoiced. The credit risk on accrued income is not considered material based on the nature of the receivable and the value.
  • Deposits. Deposits paid to suppliers are mainly deposits with municipalities. These have also been assessed for credit risk based on past events and forward-looking information such as forecasted returns. No impact has been identified and the potential that there would be credit losses in the foreseeable future is considered low.
  • Other receivables are immaterial and not credit impaired.

{53}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

13. TRADE AND OTHER RECEIVABLES (CONTINUED)

Measurement for credit loss allowance – rent receivables and rent receivables, related parties

The Group measures the loss allowance for rent receivables by applying the simplified approach which is prescribed by IFRS 9. In accordance with this approach the loss allowance on trade receivables is determined as the lifetime expected credit losses on trade receivables. The Group makes use of a provision matrix as a practical expedient to the determination of expected credit losses on trade receivables. To measure expected credit losses, rent receivables are grouped based on a provision matrix per ageing. The expected loss rates are based on the Group's historical credit losses experienced in past 2 years and are reassessed at each reporting date. In considering past default events consideration is made to the effect of inflation rates, the probability of future rental payment history and collateral held in the form of deposits and historical legal proceedings. The historical loss rates are then adjusted for current and forward-looking information on macroeconomic factors affecting the Group's customers, the sectors in which they operate post year-end collections, as well as potential changes in the trade receivable risk profiles. This will result in an adjusted provision matrix for each internal credit grade and then accumulated to calculate the impairment allowance. The Group has identified the gross domestic product (GDP) unemployment rate and inflation rate as the key macroeconomic factors.

Forward-Looking Information Incorporated

  • Macroeconomic indicators: GDP growth, inflation trends, and unemployment rates were reviewed. The Group noted stable economic conditions with no material deterioration expected in tenant sectors.
  • Tenant-specific forecasts: For key tenants, management considered rental payment history, lease renewals, and postyear-end collections.
  • Tenant resilience: The majority of tenants operate in essential services or national retail chains, which are less sensitive to economic downturns.
  • Deposit coverage: Most tenants have deposits equivalent to one month's rental, which serve as credit enhancements.

Probability of Default (PD): PD was assessed based on tenant behaviour, arrears trends, and external market conditions. No significant increase in PD was identified for performing tenants.

Loss Given Default (LGD): LGD was assessed considering the recoverability of deposits, legal recourse, and historical recovery rates. LGD was deemed low for performing receivables.

Post-Year-End Collections: Receivables from certain tenants were settled after year-end, supporting the conclusion that no further ECL was required.

Based on this assessment, any increase in credit risk identified during the year was adequately captured through adjustments to the provision matrix, which incorporates both historical loss rates and forward-looking information.

{54}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

13. TRADE AND OTHER RECEIVABLES (CONTINUED)

Rent receivables are written off to profit and loss when internal and initial legal collection processes have been exhausted and a judgment is made that the amount is likely not recoverable.

The loss allowance provision on rent receivables is determined as follows:

GROUP 2025 2025 2024 2024
R'000 R'000 R'000 R'000
Estimated Loss Estimated Loss
gross
carrying
allowance
(Lifetime
gross
carrying
allowance
(Lifetime
amount expected amount expected
Expected credit loss rate: at default credit loss) at default credit loss)
Current: 25.18% (2024: 1.00%) 2 462 (620) 2 200 (14)
More than 30 days past due:
1.98% (2024: 5.00%)
2 822 (56) 1 258 (32)
More than 60 days past due:
76.42% (2024: 10.00%)
933 (713) 703 (9)
More than 90 days past due:
84.11% (2024: 45.00%)
321 (270) 369 (24)
More than 120 days past due:
73.63% (2024: 100.00%)
1 225 (902) 653 (652)
Total 7 763 (2 561) 5 183 (731)
COMPANY 2025 2025 2024 2024
R'000 R'000 R'000 R'000
Estimated Loss allowance Estimated Loss allowance
gross carrying (Lifetime gross carrying (Lifetime
Expected credit loss rate: amount at
default
expected credit
loss)
amount at
default
expected credit
loss)
Current: 0.00% (2024: 1.00%)
More than 30 days past due:
502 - 566 (2)
5.00% (2024: 5.00%) - - 8 -
More than 60 days past due:
10.00% (2024: 10.00%)
- - 24 (2)
More than 90 days past due:
45.00% (2024: 45.00%)
- - - -
More than 120 days past due:
100.00% (2024: 100.00%)
2 (2) 30 (30)
Total 504 (2) 628 (34)

In the Company, the estimated carrying amount in the current bucket was fully recovered after year-end.

{55}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

13. TRADE AND OTHER RECEIVABLES (CONTINUED)

Reconciliation of loss allowances

The following table shows the movement in the loss allowance (lifetime expected credit losses) for rent receivables:

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
Opening balance (731) (2 361) (34) (3 504)
Provisions reversed on settled trade receivables 34 104 34 3 470
Written off as bad debt - 1 526 - -
Provisions raised on new rent receivables (1 864) - (2) -
Closing balance (2 561) (731) (2) (34)

Changes in loss allowance and reasons:

The Group monitors changes in the gross carrying amount of rent receivables to assess whether changes in credit risk have occurred that require an adjustment to the loss allowance. During the current year, the following changes were observed:

  • Increased provisions were raised on new rent receivables due to a decline in economic conditions and an increase in ageing balances, particularly in the "more than 60 days past due" and "more than 120 days past due" categories.
  • No significant write-offs occurred during the year, as most impaired balances from prior years were already written off.
  • Reversals of prior provisions occurred where receivables were settled or where collection patterns improved post year-end, particularly in the current and 30-day period.

These movements reflect a continued application of the Group's provision matrix, which incorporates forward-looking information. Increases in expected credit loss rates for longer ageing buckets reflect increased risk of default under ongoing economic pressures. Conversely, improved collections post year-end from certain tenants, including national and related-party tenants, supported provision reversals in some instances.

Collateral held against rent receivables primarily comprises tenant deposits, generally equivalent to one month's rental. These deposits are held in accordance with lease agreements and are considered credit enhancements that mitigate the Group's exposure to credit risk.

ECLs and receivables written off as bad debt have been included in corporate and other expenses (note 22) in profit and loss to the annual financial statements.

Bad debts written off

At 30 June 2025 the total rent receivables written off as bad debts were R642 000 (2024: R1 87 million). Refer to note 22.

Fair value of trade and other receivables

The fair value of trade and other receivables approximates their carrying amounts due to the short-term nature thereof.

14. CASH AND CASH EQUIVALENTS

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
Cash and cash equivalents consist of:
Cash on hand 27 728 17 640 19 666 6 890
Current assets 27 728 17 640 19 666 6 890

Cash held at banks earns interest at prevailing market rates.

Putprop Limited has an overdraft facility of R25 million. This facility is available to Putprop Limited on an unsecured basis. As at 30 June 2025, the facility was unutilised.

A significant portion of bank balances are with Absa Group Limited which has a Moody's credit rating of Ba2 (2024: Ba2).

Credit risk was considered, and no credit loss allowance was considered to be required due to the amounts being held at reputable banking institutions with high credit risk quality.

Fair value of cash and cash equivalents

The carrying value of cash and cash equivalents approximate their fair value due to the short-term nature thereof.

{56}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

15. SHARE CAPITAL

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
AUTHORISED
500 000 000 shares of no-par value
Reconciliation of number of shares issued:
Reported as of 01 July and 30 June
42 405 133 42 405 133 42 405 133 42 405 133
ISSUED
42 405 133 (2024: 42 405 133) shares of no-par value
93 477 93 477 93 477 93 477

The ordinary shares have 1 vote in respect of each share at any meeting of the shareholders of the holding company, the right to receive a dividend if declared, and the right to participate in the capital surplus on the winding up of the holding company.

16. DIVIDENDS DECLARED

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
ORDINARY
Final Dividend 2024: 8,5 cents (2023: 7 cents) 3 604 2 968 3 604 2 968
Interim dividend 2025: 7 cents (2024: 6 cents) 2 969 2 545 2 969 2 545
6 573 5 513 6 573 5 513
Total cents per share distributed 15,5 13 15,5 13

A Final dividend of 8.5 cents per ordinary share were declared by the Board on 20 August 2025

17. NON-CONTROLLING INTEREST

The information is before intercompany eliminations with other companies in the Group.

2025
R'000
Pilot Peridot One
2024
R'000
Pilot Peridot One
Total non-controlling interest
The non-controlling interest of the group represents 14.73% (2024: 14.73%) of
the net asset value of Pilot Peridot Investments 1 who has a 50% co-ownership
agreement with Emira Property Fund in the property Summit Place situated in
Menlyn at 30 June 2025.
22 572 20 587
During the 2024 financial period Putprop acquired an additional 12.03% in Pilot
Peridot One which increased Putprop's shareholding to 85.27%.
Effect on equity attributable to Putprop due to the additional shareholding:
Amount paid for the additional shareholding
- 6 144
Amount adjusted in non-controlling interest - 638
Non-controlling interest after the additional shareholding (-12.03%)
The Putprop Group has elected to measure the non-controlling interest at their
proportionate share as stated in the accounting policies in note 1.4
- 20 587
Effective interest 85.27% 85.27%

{57}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

17. NON-CONTROLLING INTEREST (CONTINUED)

Pilot Peridot Investments 1 (Pty) Ltd is incorporated in South Africa. It operates within South Africa and derives income from letting of commercial property.

The following table shows the summarised statement of financial position as at 30 June 2025 and the summarised statement of profit and loss and other comprehensive income for the period ending 30 June 2025:

SUMMARISED STATEMENT OF FINANCIAL POSITION 2025
R'000
2024
R'000
Non-current assets 526 711 494 912
Net investment property 500 939 468 793
Gross investment property 526 500 494 700
Operating lease asset (25 561) (25 907)
Other non-current assets 25 772 26 119
Current assets 41 383 59 463
Trade and other receivables 8 143 5 815
Cash and cash equivalents 3 240 9 848
Investment property held for sale 30 000 43 800
Non-current liabilities 288 070 14 340
Deferred taxation 18 609 14 340
Loan liabilities 269 461 -
Current liabilities 202 346 480 383
Trade and Other payables 5 086 7 787
Taxation payable - -
Loan liabilities 197 260 472 596
Net assets 77 678 59 652
Net assets attributable to non-controlling interest 22 581 20 425
2025 2024
R'000 R'000
SUMMARISED STATEMENT OF PROFIT AND LOSS AND
OTHER COMPREHENSIVE INCOME
Property rental revenue 58 644 50 398
Property expenses (19 168) (19 238)
Corporate expenses (4 495) (5 659)
Expected credit losses (1 007) 1 328
Investment and other income 3 564 1 198
Finance costs (34 300) (35 208)
Fair value adjustments 15 898 34 401
Taxation (4 269) (6 283)
Profit and total comprehensive income 14 867 20 937
Net profit attributable to non-controlling interest 2 189 6 258

Menlyn Villas Properties (Pty) Ltd is a wholly owned subsidiary of Pilot Peridot and is incorporated in South Africa. Menlyn Villas operates in South Africa and derives income through letting of residential property.

Net profit and total comprehensive income attributable to non-controlling interest 2 189 6 258

The following table shows the Summarised Statement of Financial Position as at 30 June 2025 and the Summarised Statement of Profit and Loss and Other Comprehensive Income for the period ending 30 June 2025:

The information is before intercompany eliminations with other companies in the Group.

No dividends were paid by subsidiaries the year under review.

{58}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

17. NON-CONTROLLING INTEREST (CONTINUED)

2025 2024
R'000 R'000
Menlyn Villas Menlyn Villas
Effective interest 85.27% 85.27%
Non-current assets 8 623 800
Net investment property 8 500 -
Gross investment property 8 500 -
Investment in subsidiary - -
Other non-current assets 123 800
Current assets 531 10 774
Trade and other receivables 6 259
Taxation receivable 37 -
Cash and cash equivalents 488 215
Investment property held for sale - 10 300
Non-current liabilities - 10 120
Deferred taxation - 272
Loan liabilities - 9 848
Current liabilities 9 984 186
Trade and other payables 136 186
Current tax payable - -
Loan liabilities 9 848 -
Net assets (830) 1 268
Net assets attributable to non-controlling interest (9) 199
2025 2024
R'000 R'000
Menlyn Villas Menlyn Villas
SUMMARISED STATEMENT OF PROFIT AND LOSS AND OTHER
COMPREHENSIVE INCOME
Property rental revenue 941 758
Operating cost recoveries (474) (84)
Corporate expenses (385) (104)
Expected credit losses - (123)
Investment and other income 15 7
Finance costs - (11)
Fair value adjustments (1 800) 300
Taxation 321 (221)
Profit and total comprehensive income (1 382) 522
Net profit attributable to non-controlling interest (204) 129
Net profit and total comprehensive income attributable to non-controlling interest (204) 129

{59}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

18. LOAN LIABILITIES

GROUP COMPANY
2025
R'000
2024
R'000
2025
R'000
2024
R'000
INTEREST-BEARING BORROWINGS AT AMORTISED COST
Nedbank Limited - 1001738252
The loan is repayable in quarterly instalments of R3 431 000 (2024:
R3 431 000 monthly). Interest rate charged is JIBAR plus 2 97% per
annum. A balloon payment was due on 30 August 2024 and was
refinanced by ABSA. The bond is secured by investment property
as per note 3.
- 32 518 - 32 518
Nedbank Limited - 30150755
The loan is repayable in monthly instalments of R522 518 (2024:
R522 518). The interest rate was fixed at a rate of 10.93% per
annum. A balloon payment of R13 million is due on
11 August 2024 and was refinanced by ABSA. The bond is secured
by investment property as per note 3.
- 18 632 - -
Nedbank Limited - 30151232
The loan is repayable in monthly instalments of R57 426 (2024: R57
426). The interest rate is fixed at a rate of prime less 1% per annum.
There is no balloon payment on this loan and expires on 30 October
2025. The bond was refinanced by ABSA. This loan is secured over
investment property as per note 3.
- 852 - -
Nedbank Limited - 30151238
The loan is repayable in monthly instalments of R390 595 (2024:
R390 595). The interest rate is fixed at a rate of prime less 1% per
annum. There is no balloon payment on this loan and expires on
10 April 2026 and was refinanced by ABSA. This loan is secured by
investment property as per note 3.
- 7 766 - -
ABSA Bank Limited – 7010215577
The loan is repayable in monthly instalments of R285 190. The loan
bears interest at 3-month JIBAR plus 2.5% per annum. A balloon
payment is due on 30 November 2029. The loan is secured by
investment property as per note 3.
21 206 -
ABSA Bank Limited – 7010216010
The loan is repayable in monthly instalments of R 412 468. The
loan bears interest at 3-month JIBAR plus 2.5% per annum. A
balloon payment is due on 30 November 2029. The loan is secured
by investment property as per note 3.
29 993 - 29 993 -
Standard Bank Limited
The loan bears interest at prime rate less 1% and the monthly
instalments consists of the interest accrued for the month and
a capital settlement of R 149 554 (2024: R 153 528). A final
balloon settlement is due on 30 April 2026. The loan is secured by
investment property as per note 3.
5 409 6 722 - -
Absa Bank Limited - 7010182196
The loan is repayable in monthly instalments of R 2 700 000 (2024:
R 1 100 000) The interest rate is charged at a rate of prime less
0.85% per annum. A balloon payment is due on 31 March 2030.
During the year the Group received indicative letters from ABSA
Limited to refinance the facility over 5 years. The refinancing
agreement was signed on the 31st of July 2024.The bond is
secured by investment property as per note 3.
272 813 279 303 - -
ABSA Bank Limited - 7010199858
The loan is repayable in monthly instalments of R 573 113. The
loan bears interest at prime less 0.75% per annum. A balloon
payment is due on 28 February 2028. The loan is secured by
investment property as per note 3
51 130 82 546 51 130 82 546
Total interest-bearing borrowings at amortised cost 380 551 428 339 81 123 115 064

{60}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

18. LOAN LIABILITIES (CONTINUED)

2025
2024
2025
2024
R'000
R'000
R'000
R'000
LOANS FROM SHAREHOLDERS AT AMORTISED
COST
Bremer Investments (Pty) Ltd – Loan 1
The loan is unsecured, interest free with no fixed terms
of repayment. The loans have been subordinated in
favour of the loan granted by Absa Bank Limited -
7010182196
25 153
25 153
-
Bremer Investments (Pty) Ltd - Loan 2
The loan bears interest at prime (2024: prime plus 2%).
The loan is unsecured with no fixed terms of repayment.
The loans have been subordinated in favour of the loan
granted by Absa Bank Limited - 7010182196
1 860
1 635
Bremer Investments (Pty) Ltd – Loan 3
The loan bears interest at prime (2024: prime plus 2%).
The loan is unsecured with no fixed terms of repayment.
The loans have been subordinated in favour of the loan
granted by Absa Bank Limited - 7010182196
3 819
3 359
Total loans from shareholders at amortised cost
30 832
30 147
GROUP COMPANY
Total loan liabilities 411 382 458 486 81 123 115 064

Reconciliation of interest-bearing borrowings:

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
SPLIT BETWEEN NON-CURRENT AND CURRENT
PORTIONS
Non-current liabilities 366 760 104 641 77 293 81 271
Current liabilities 44 622 353 845 3 830 33 793
411 382 458 486 81 123 115 064

Total finance charges have been disclosed in note 26.

Loan covenants have been disclosed in note 36.

Fair value of loan liabilities

The carrying amounts of interest-bearing loans approximate their fair values as interest is charged at market-related interest rates. The carrying amount of the interest-free loans approximate the fair value as the effect of discounting is not significant.

Transition from JIBAR to ZARONIA

During the reporting period, the Group progressed with the transition from the Johannesburg Interbank Average Rate (JIBAR) to the South African Rand Overnight Index Average (ZARONIA) as the primary reference interest rate for financial instruments in response to local and global interest rate benchmark reforms.

This follows the announcement by the South African Reserve Bank (SARB) to cease the publication of JIBAR after 2025 and to adopt ZARONIA as the preferred alternative reference rate. As at 30 June 2025, the Group had exposure to financial instruments (including loans and borrowings where applicable) that referenced JIBAR.

The Group has undertaken the following actions to manage the transition:

  • Contract modifications: Where possible, contracts referencing JIBAR will be amended to include fallback language or to reference ZARONIA directly.
  • Systems and processes: The Group has updated its internal systems and processes to accommodate ZARONIA-based interest calculations and risk management.
  • Risk assessment: The Group assessed risks associated with the transition, including legal, operational, and financial reporting impacts, and has concluded that the transition does not give rise to material uncertainty over the cash flows of affected financial instruments.

The replacement of JIBAR with ZARONIA has been accounted for in accordance with the practical expedients provided by IFRS 9 and the disclosures required by IFRS 7. The modification of financial instruments to reflect the new benchmark rate did not result in derecognition, and no significant gain or loss was recognised.

At reporting date, the Group and Company has not been materially affected by the transition. The Group and Company continues to monitor developments and engage with counterparties to ensure a smooth transition by the time of JIBAR cessation by 2026.

{61}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

19. TRADE AND OTHER PAYABLES

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
Financial instruments:
Accrued expenses and trade payables 4 937 7 455 1 146 1 403
Other payables 1 872 1 904 1 872 1 906
Tennant deposits 4 997 4 086 2 211 2 076
Non-financial instruments:
Amounts received in advance 1 622 1 482 671 905
VAT 888 1 338 428 631
Provisions 1 772 - 1 772 -
16 088 16 265 8 100 6 921

Financial instrument and non-financial instrument components of trade and other payables

GROUP COMPANY
2025
2024
2025 2024
R'000 R'000 R'000 R'000
At amortised cost 11 806 13 445 5 229 5 384
Non-financial instruments 4 282 2 820 2 871 1 537
16 088 16 265 8 100 6 921

Other payables include leave pay accrual dividends payable and other sundry payables.

Fair value of trade and other payables

The fair value of trade and other payables approximates their carrying amounts due to the short-term nature thereof.

20. RENTAL INCOME AND OPERATING COST RECOVERIES

GROUP COMPANY
2025
2024
2025 2024
R'000 R'000 R'000 R'000
Lease rental income as per lease agreement 103 050 105 248 42 890 45 633
Operating lease rental straight-line adjustment (7 707) (7 554) (650) 1 316
95 343 97 694 42 240 46 949
Revenue from contracts with customers
Operating cost Recoveries 45 020 42 640 22 829 21 039
140 363 140 334 65 069 67 988
Performance obligations related to operating cost recoveries
a. When the entity typically satisfies its
performance obligations
Services are rendered during the month, and revenue is recognised over
time based on the actual service provided at the end of every month as a
proportion of total service to be provided because the customer receives
and uses the benefits simultaneously.
b. The significant payment terms Payment from tenants is due on the 1st of each month.
c. Variability of the consideration payable Recoveries are typically fixed for cleaning, security, and marketing
contributions based on contracted expenses for a period.
Utility recoveries are charged as received from municipalities.
d. The nature of the goods or services that
the entity has undertaken/ agreed to
transfer
Services rendered include the provision of utilities
cleaning and security.

{62}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

20. RENTAL INCOME AND OPERATING COST RECOVERIES (CONTINUED)

Linkage to Investment Property

All rental income and recoveries were generated from investment properties held by the Group and recognised in accordance with IAS 40. These properties are held to earn rental income and for capital appreciation, and the income is reflective of the economic benefits derived from the use of these properties in the ordinary course of business.

Investment properties have been disclosed in note 3.

Nature of Lease Income

Lease income consists of variable and fixed rental components derived from operating leases. Most leases are structured with fixed monthly rentals and annual escalations, with certain leases including turnover-based variable components. Operating cost recoveries represent amounts contractually chargeable to tenants in respect of property-related expenditure, including municipal rates, utilities, cleaning, and security.

Disaggregation and timing of revenue from contracts with customers

All revenue from contracts with customers is earned over time. The disaggregation is as per the segment report provided in Annexure A.

Link to Impairment of Trade Receivables

The Group applies the IFRS 9 expected credit loss model to trade receivables arising from lease contracts and operating cost recoveries. Impairment losses recognised on rental income and recoveries for the year amounted to R 2 561 (2024: R 731) and are disclosed in Note 13. These relate to specific tenants experiencing financial distress or arrears. The impairment is presented separately from gross rental income and has been accounted for in determining the net income recognised in profit or loss.

21. PROPERTY OPERATING COSTS

The following represents the costs incurred in relation to the maintenance and management of investment properties, and includes recoverable and non-recoverable expenses:

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
Fuel and oils 184 2 044 -
Insurance 1 348 1 104 441 504
Property management and consultant fees 291 692 36 59
Rates and utilities 42 448 39 163 21 247 19 827
Repairs and maintenance 2 607 2 204 1 227 950
Security 2 623 2 241 1 534 1 264
Service contracts 574 1 612 - 844
50 075 49 060 24 485 23 448

Linkage to Investment Property

The property operating costs disclosed above form part of the assumptions used by independent valuers in determining the fair value of the Group's investment properties as disclosed in note 5. In accordance with IAS 40.75(f)(ii), the valuation techniques applied include the capitalisation of net operating income, where these costs are deducted from contractual rental income to derive the net income base.

These valuations rely on unobservable inputs such as forecasted vacancy rates, which are reviewed and assessed by the Group annually. Changes in these assumptions would have a direct impact on the derived fair values of the investment properties.

{63}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

22. CORPORATE ADMINISTRATION COSTS

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
Administration and management fees 2 208 2 226 903 826
Advertising and marketing 365 375 365 375
Audit and secretarial fees 1 818 1 831 1 687 1 648
Bad debts written off 642 1 870 2
Commission and installations 1 122 1 475 7 411
Depreciation 427 451 427 451
Employee costs 10 910 9 837 10 910 9 687
Financial reports and IT 408 545 408 545
JSE Limited costs 747 738 747 738
Legal and professional fees 794 1 191 599 1 061
Other operating expenses 3 448 884 1 662 (780)
Social Responsibility projects 231 362 232 362
23 120 21 785 17 949 15 324

23. INVESTMENT INCOME

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
INVESTMENT INCOME AT AMORTISED COST
Investments in financial assets:
Interest received from bank and other cash (note
14)
892 1 046 687 622
Interest received from bank trade and other
receivables (note 13)
606 (612) 154 (1 106)
Interest received from loans to subsidiaries (note
8)
- - 3 280 3 067
Dividend received from associate (note 11) 3 995 3 966 3 995 3 966
Total investment income 5 493 4 400 8 116 6 549

Interest received from trade and other receivables includes interest charged to trade receivable accounts in arrears.

24. OTHER INCOME

GROUP COMPANY
2025
R'000
2024
R'000
2025
R'000
2024
R'000
Management fees received 427 450 1 087 7
Other income 816 990 814 964
Joint operation distribution adjustment 2 504 - - -
Bad debts recovered 56 - - -
Insurance claim received - 108 - -
3 803 1 548 1 901 971

{64}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

25. EXPECTED CREDIT LOSSES

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
Trade and other receivables (note 13) 1 832 (1 629) (29) (73)

26. FINANCE COSTS

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
INTEREST EXPENSE AT AMORTISED COST
Bank overdraft (note 14) 34 24 31 24
Interest bearing borrowings (note 18) 46 705 49 437 12 808 13 217
Shareholder loans (note 18) 684 - -
Other interest paid 1 654 14
47 424 50 115 12 839 13 255

27. TAXATION

GROUP COMPANY
2025
R'000
2024*
R'000
2025
R'000
2024
R'000
MAJOR COMPONENTS OF THE TAX INCOME
Current
Local income tax - current period 9 485 4 828 7 612 2 954
Local income tax - prior period (over)/ under
provision
(13) (40)
9 485 4 815 7 612 2 914
Deferred
Originating and reversing temporary differences 5 774 9 520 1 338 (1 701)
Arising from under/over provision of prior year 863 192 863 191
6 637 9 712 2 201 (1 510)
16 122 14 527 9 813 1 404
RECONCILIATION OF THE TAX EXPENSE
Tax at 27% 27 00% 27 00% 27 00% 27 00%
Dividends (1.57%) (1.79%) (2.60%) (14.30%)
Non-taxable portion of FV adjustment (1.26)% (0.71%) 0.04% 11.46%
Non-deductible expenses 0.02% (0.83%) 0.03% (3.47%)
Non-taxable portion of disposal of investment
property (1.74%) (2.94%) -
Under provision for current tax in the prior year (0.07%) (0.54%)
Under provision in deferred tax in respect of
prior year
1.26% 0.32% 2.08% 2.57%
Impact of difference in interest income and
interest expense on consol pro forma
- -
Effective tax rate 23.71% 23.92% 23.61% 22.72%

{65}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

28. CASH GENERATED FROM (USED IN) OPERATIONS

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
(Loss)/ profit before taxation 68 699 59 852 41 554 7 487
Adjustments for non-cash items:
Depreciation (note 22) 427 451 427 451
Fair value adjustment of investment properties
(note 3)
(40 812) (20 477) (21 712) 16 067
Straigtlining adjustment of investment properties
(note 20)
7 707 7 554 650 (1 316)
Share of profit of equity accounted investments
(note 23)
(679) (12 425) - -
Expected credit losses (note 25) 1 832 (1 629) (29) (73)
Non-cash items in other operating costs
(note 22)
- (1 990) - (1 990)
Other income (note 24) (2 560) - - -
Adjust for items which are presented separately:
Interest received (1 498) (434) (4 121) (2 583)
Dividends received (3 995) (3 966) (3 995) (3 966)
Finance costs 47 424 50 115 12 839 13 255
Changes in working capital:
(Increase)/ decrease in trade and other
receivables
1 517 24 659 2 693 19 840
Increase /(decrease) in trade and other payables (176) (3 201) (199) (3 872)
77 886 98 509 28 107 43 300

29. TAX PAID

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
Balance at beginning of the year 1 613 (1 471) 1 590 (1 094)
Current tax recognised in profit or loss (9 771) (4 815) (7 692) (2 914)
Accrual for interest received/(paid) on
overpayment of tax 67 (89) 64 (58)
Balance at end of the year (2 105) (1 612) (2 335) (1 590)
(10 196) (7 987) (8 373) (5 656)

{66}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

30. CHANGES IN LIABILITIES ARISING FROM FINANCING ACTIVITIES

Reconciliation of liabilities arising from financing activities –

Group - 2025 Opening
balance
Interest
accrued not
paid
Restructuring
fee
Cash flows -
repayments
Closing
balance
Loan liabilities 458 486 2 499 1 561 (51 164) 411 382
Total liabilities from financing activities 458 486 2 499 1 561 (51 164) 411 382
2024 Opening
balance
Non-cash
settlement
Cash
advanced
Cash flows -
repayments
Closing
balance
Loan liabilities 504 942 (7 077) - (39 379) 458 486
Total liabilities from financing activities 504 942 (7 077) - (39 379) 458 486

Reconciliation of liabilities arising from financing activities –

Company - 2025 Opening
balance
Interest
accrued not
paid
Restructuring
fee
Cash flows -
repayments
Closing
balance
Loan liabilities 115 064 195 615 (34 751) 81 123
Total liabilities from financing activities 115 064 195 615 (34 751) 81 123
2024 Opening
balance
Non-cash
movements
Cash
advanced
Cash flows -
repayments
Closing
balance
Loan liabilities 130 525 - (15 461) 115 064
Total liabilities from financing activities 130 525 - (15 461) 115 064

31. FUTURE MINIMUM LEASE INCOME RECEIVABLE

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
MINIMUM LEASE PAYMENTS RECEIVABLE
- First year 94 740 93 321 33 969 33 267
- Second year 79 922 86 005 31 449 35 503
- Third year 56 903 71 035 19 257 24 910
- Fourth year 53 259 53 950 16 083 18 952
- Fifth year 40 009 48 859 2 833 14 823
- Sixth year and onwards 60 786 69 944 6 735 9 335
Total balance contractual lease rental 385 619 423 114 110 326 136 790

32. COMMITMENTS

During the current financial year, Baraville entered into agreements for the installation of solar panels at the Secunda and Montana properties.

There were no commitments for capital expenditure on property, plant, and equipment or investment property on 30 June 2025.

There were no commitments for service and maintenance contracts on 30 June 2025, as these are contracted by the various property managers.

{67}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

33. CONTINGENCIES

The Putprop Group has provided the following guarantees of indebtedness:

  • In favour of The Standard Bank of South Africa Limited in connection with Corridor Hill Properties (Pty) Ltd to the maximum liability of R9 million.
  • In favour of ABSA Limited in connection with Secunda Value Mart (Pty) Ltd to the maximum liability of R12 million.
  • In favour of ABSA Bank Limited in connection with Pilot Peridot One (Pty) Ltd to the maximum liability of R35.7 million.

These guarantees would only become active if the relevant entity defaults on the underlying loan payment and if the investment property cannot be recalled by the finance house. None of these guarantees (or any other debt funding received by the Group) contain restrictive funding provisions. There is no indication at the date of this report that any of these guarantees are likely to be called upon.

34. RELATED PARTIES

Transactions with related parties have been conducted on an arm's length basis.

Relationships

Carleo Investments (Pty) Ltd Ultimate holding company
Carleo Enterprises (Pty) Ltd Holding company
Larimar Ltd Fellow subsidiary of Carleo Enterprises (Pty) Ltd
Carleo Insurance Brokers (Pty) Ltd Company owned by member of key management
GVM Inc. Company owned by member of key management
Subsidiaries Refer to note 7
Joint operations Refer to note 9
Associates Refer to note 10
Members of key management BC Carleo
JE Smith
D Torricelli
R Styber
HT Hartley
GH Van Heerden

Related party balances

Loan amounts with related parties

Refer to note 8 for loan amounts owing by subsidiaries and impairment of these loans. Refer to note 18 for loan amounts owing to related parties and shareholders.

Guarantees

Refer to note 33 for guarantees undertaken on behalf of related parties.

{68}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

34. RELATED PARTIES (CONTINUED)

GROUP COMPANY
2025
R'000
2024
R'000
2025
R'000
2024
R'000
AMOUNTS INCLUDED IN TRADE
RECEIVABLES OWING BY RELATED PARTIES
Fellow subsidiary of holding company trade and
other receivables
839 3 778 839 3 778
Subsidiary trade and other receivables - - 19 11
There was no credit loss allowance raised on
the related party amounts included in trade
receivables (refer note 13).
RELATED PARTY TRANSACTIONS OF
HOLDING COMPANY
Lease rentals received 8 625 12 673 8 625 12 673
Operating lease recoveries 3 642 4 279 3 642 4 279
Interest received 140 721 140 721
RELATED PARTY TRANSACTIONS OF
SUBSIDIARIES
Interest received - 3 280 3 067
Dividends received 3 995 3 966 3 995 3 966
Insurance expense 683 569 683 569
Insurance recoveries - 195 110
Professional fees - 16 - 16
Professional fees recovered - - 1 196 -

35. DIRECTORS' EMOLUMENTS

EXECUTIVE

DIRECTORS' EMOLUMENTS
Services as director or prescribed officer
2025 Total
Remuneration
2024 Total
Remuneration
BC Carleo 2 390 2 192
JE Smith 2 671 2 432
AL Carleo-Novello - 950
5 061 5 574

The total remuneration for executive directors comprises of basic salary, bonus, travel allowance, and medical aid fringe benefits where applicable. No post-employment benefits, other long-term benefits, termination benefits, or share based payments were earned for the period under review.

AL Carleo-Novello retired on 30 November 2023

NON-EXECUTIVE

DIRECTORS' EMOLUMENTS
Services as director or prescribed officer
Total Directors fees
2025
Total Directors fees
2024
DG Torricelli 274 211
HT Hartley 267 255
R Styber 215 205
GH Van Heerden 215 205
971 876

Total non-executive directors' fees comprise of board and committee fees.

{69}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

36. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

Categories of financial instruments

The carrying amounts of financial assets and liabilities in each category are determined as below. The carrying amounts approximate the fair value as stated per the individual notes.

GROUP COMPANY
2025 2024 2025 2024
Note(s) R'000 R'000 R'000 R'000
FINANCIAL ASSETS AT AMORTISED
COST
ASSETS PER STATEMENT OF
FINANCIAL POSITION
Note(s)
Loans to subsidiaries 8 - - 199 134 195 706
Cumulative redeemable preference
shares in associate
11 55 500 55 487 55 500 55 487
Trade and other receivables 13 12 495 14 059 3 873 6 760
Cash and cash equivalents 14 27 728 17 640 19 666 6 890
95 723 87 186 278 173 264 843
FINANCIAL LIABILITIES AT
AMORTISED COST
Liabilities per statement of financial
position Note(s)
Loan liabilities 18 411 382 458 486 81 123 115 064
Trade and other payables 19 11 805 13 445 5 228 5 384
423 187 471 931 86 351 120 448

Capital risk management

The Group and Company's objective when managing capital, are to safeguard the Group and Company's ability to continue as a going concern in order to provide returns for the shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. The mandated level of gearing as determined by the Board is 43% (2024: 43%) and the actual level of gearing during the year amounted to 29.6% (2024: 36.9%). Company levels were 11.46% (2024: 30.2%). Gearing on both Group and Company levels have decreased due to capital repayments. Based on the gearing ratio achieved at year end, management believes that this objective has been met as they are within mandated levels.

The capital structure of the Group and Company consists of debt which includes loan liabilities disclosed in note 18 and equity as disclosed in the Statement of Financial Position.

Financial covenants

Putprop Group's financial covenant requirements with its various debt providers are the following:

Putprop Ltd has the following financial covenants with ABSA Limited:

For the loan secured over Parktown:

  • The Loan-To-Value (LTV) ratio not exceeding 45%;
  • The Interest Cover Ratio (ICR) obligation must exceed 1.75 times;
  • The Debt Service Ratio (DSR) must exceed 1.3 times.
  • For the loan secured over Secunda Value Centre:
  • The Loan-To-Value (LTV) ratio not exceeding 25%;
  • The Interest Cover Ratio (ICR) obligation must exceed 3 times;
  • The Debt Service Ratio (DSR must exceed 2.5 times.

{70}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

36. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (CONTINUED)

For the loan secured over Mamelodi Square:

  • The Net Asset Value (NAV) oth the Borrower shall be no less than R450 000 000.
  • The Loan-To-Value (LTV) ratio for each measurement period/at any time shall not at any time exceed:
  • 80% from the amendment date until the 1st anniversary of the amendment date;
  • 75% until the 2nd anniversary of the amendment date;
  • 70% until the 3rd anniversary of the amendment.

The ratio of Interest Cover Ratio (ICR) obligation must exceed:

  • 1.2 times from year 1;
  • 1.25 times from year 2;
  • 1.3 ties from year 3
  • 1.4 times from year 4.
  • Corridor Hill Properties (Pty) Ltd has the following financial covenants with Standard Bank of South Africa:
  • The Loan-To-Value (LTV) ratio not exceeding 50%;
  • The Interest Cover Ratio (ICR) obligation must exceed 1.2 times;
  • The Debt Service Ratio (DSR) must exceed 1.15 times.

Pilot Peridot Investments 1 (Pty) Ltd has the following financial covenants with ABSA Limited:

  • The Loan-To-Value (LTV) ratio not exceeding 75%;
  • The Interest Cover Ratio (ICR) obligation must exceed 1.2 times;
  • The Debt Service Ratio (DSR) must exceed 1.1 times.

2025

Ratios for the
current year
Putprop
Limited (Parktown)
Putprop
Limited (Mameldi)
Secunda Value Mart
(Pty) Ltd
Corridor Hill Properties
(Pty) Ltd
Pilot Peridot
Investments 1 (Pty)
Ltd
LTV 38.5% 36.7% 15.2% 14.4% 38.5%
ICR 2.11 times 1.50 times 4.00 times 5.20 times 1.23 times
DSR 4.50 N/A 5.28 0.12 times 1.36 times
NAV N/A R571 210 000 N/A N/A N/A

2024

Ratios for the
prior year
Putprop
Limited
Group level
Putprop
Limited
Corridor Hill Properties
(Pty) Ltd
Pilot Peridot
Investments 1 (Pty) Ltd
Transaction level
LTV 36.9% 28% 14.6 % 56.5 %
ICR 1.94 times 2.83 times 3.62 times 1.09 times
DSR - - 3.24 times 0.04 times

While Putprop Limited, Secunda Value Mart (Pty) Ltd and Pilot Peridot Investments 1 (Pty) Ltd remained fully compliant with all covenant requirements at year-end, a breach was noted at subsidiary level. Corridor Hill Properties (Pty) Ltd recorded a DSR of 0.12 times against a required 1.15 times. This is due to the balloon payment of R4.4 million expiring the 30th of April 2026. This loan is expected to be settled in full before the maturity date.

The Group continues to actively manage covenant compliance by maintaining ongoing communication with lenders and monitoring covenant ratios on a quarterly basis at Group and subsidiary level.

{71}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

36. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (CONTINUED)

Financial risk management Overview

The group and company's financial instruments consist mainly of interest-bearing borrowing, trade & other receivables, and trade & other payables which arise directly from its operations, as well as other investments. The group and company's policy throughout the year is that no trading in financial instruments shall be undertaken. The main risks arising from the group and company's financial instruments are interest rate risk, liquidity risk, and credit risk.

The Board has overall responsibility for the establishment and control of the group and company's risk management. The Audit and Risk Committee develops and monitors the group and company's risk management policies and reports regularly to the Board on its activities and any proposals for which action is needed.

The group and company's risk management policies in relation to financial instruments are established to identify and analyse all risks faced by the Group. Appropriate risk limits are determined, controls to monitor the adherence to such limits developed, and adherence to limits monitored. Risk management policies, systems, and procedures are reviewed regularly.

Credit risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations.

The Group is exposed to credit risk on trade and other receivables (note 13), loans to subsidiaries (note 8), cumulative redeemable preference shares (note11), and cash and cash equivalents (note 14) and other financial instruments. Exposure to credit risk is outlined in the individual notes.

The maximum exposure to credit risk is presented in the table below:

GROUP 2025 2024
Notes Gross
carrying
amount
Credit loss
allowance
Amortised
cost
Gross
carrying
amount
Credit loss
allowance
Amortised
cost
Cumulative redeemable
preference shares in
55 500 55 487 -
associate 11 55 500 55 487
Trade and other
receivables
13 15 811 (2 561) 13 250 15 785 (731) 15 054
Cash and cash
equivalents
14 27 728 27 728 17 640 - 17 640
99 039 (2 561) 96 478 88 912 (731) 88 181
COMPANY 2025 2024
Notes Gross
carrying
amount
Credit loss
allowance
Amortised
cost / fair
value
Gross
carrying
amount
Credit loss
allowance
Amortised
cost / fair
value
Loans to subsidiaries 8 199 134 199 134 202 131 (6 425) 195 706
Cumulative redeemable
preference shares in
associate
11 55 500 55 500 55 487 55 487
Trade and other
receivables
13 4 221 (2) 4 219 7 110 (34) 7 076
Cash and cash
equivalents
14 19 666 19 666 6 890 6 890
278 521 (2) 278 519 271 618 (6 459) 265 159

{72}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

36. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (CONTINUED)

Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due.

The Group monitors its risk to a shortage of funds using a recurring liquidity planning tool. This tool considers the maturity of both its financial investments and financial assets and projected cash flows from operations.

At Group level current liabilities exceed current assets. The Group minimised its liquidity risk by ensuring that it has adequate banking facilities and reserve borrowing capacity. Putprop Limited has an overdraft facility of R25 million. This facility is available to Putprop Limited on an unsecured basis. As at year end the facility was not used (2024: nil).

The Group actively manages its liquidity risk by aligning debt maturity profiles with expected cash flows from operations and asset disposals. Management performs regular cash flow forecasting to ensure sufficient liquidity is maintained to meet obligations as they fall due. Where appropriate, the Group negotiates the renewal of loan facilities in advance of maturity and maintains relationships with multiple financial institutions to diversify funding sources.

The maturity profile of contractual cash flows of financial liabilities and financial assets held to mitigate the risk are presented in the following table. The cash flows are undiscounted contractual amounts.

Group - 2025

Notes Less than
1 year
1 to 2 years 2 to 5 years Total Carrying
amount
Non-current liabilities
Loan liabilities 18 - 45 164 426 195 471 359 366 760
Current liabilities
Trade and other payables 19 13 572 - - 13 572 13 572
Loan liabilities 18 79 406 - - 79 406 44 622
92 978 45 164 426 195 564 337 424 954

Group - 2024

Notes Less than
1 year
1 to 2 years 2 to 5 years Total Carrying
amount
Non-current liabilities
Loan liabilities 18 - 35 546 120 425 155 971 104 641
Current liabilities
Trade and other payables 19 13 445 - - 13 445 13 445
Loan liabilities 18 357 552 - - 357 552 353 845
Bank overdraft 14 - - - - -
370 997 35 546 120 425 526 968 471 931

Company - 2025

Notes Less than
1 year
1 to 2 years 2 to 5 years Total Carrying
amount
Non-current liabilities
Loan liabilities 18 - 12 399 81 270 93 669 77 293
Current liabilities
Trade and other payables 19 7 001 - - 7 001 7 001
Loan liabilities 18 11 828 11 828 3 830
18 829 12 399 81 270 112 498 88 124

Company - 2024

Less than Carrying
Notes 1 year 1 to 2 years 2 to 5 years Total amount
Non-current liabilities
Loan liabilities 18 - 11 458 90 278 101 736 81 271
Current liabilities
Trade and other payables 19 5 384 - - 5 384 5 384
Loan liabilities 18 44 316 - - 44 316 33 793
Bank overdraft 14 - - -
49 700 11 458 90 278 151 436 120 448

{73}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

36. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (CONTINUED)

Interest rate risk

Cash and cash equivalents used for normal trading purposes are held in current accounts at prevailing interest rates depending on the financial institution. Excess cash and cash equivalents are kept in short-term deposit funds or call accounts at the prevailing market rates available.

The Group has loan liabilities of R411 million in the current financial year (2024: R458 million). The company has borrowings of R81 million (2024: R115 million).

Putprop Limited has an overdraft facility of R25 million. This facility is available to Putprop Limited on an unsecured basis.

The exposure to the risk of changes in interest rates relates primarily to cash and cash equivalents and the loan liabilities with banking institutions.

Interest Rate Risk Management

The Group is exposed to interest rate risk primarily through its variable-rate borrowings linked to the South African prime lending rate. Fluctuations in interest rates may impact the cost of borrowings and consequently affect the Group's profitability and cash flows.

Risk Management Strategy

The Group's objective in managing interest rate risk is to minimise the impact of interest rate volatility on its financial performance while maintaining an optimal capital structure. Interest rate risk is managed through the following measures:

  • Monitoring and Forecasting: Management continuously monitors movements in interest rates, market forecasts, and economic conditions that may impact borrowing costs.
  • Diversification of Funding: Borrowings are structured with different maturities and drawn from multiple financial institutions to reduce concentration risk.
  • Sensitivity Analysis: The Group performs regular sensitivity analyses to quantify the potential impact of reasonably possible changes in interest rates on profit before tax and equity. This forms part of the Group's financial risk assessment and is disclosed below.
  • Covenant Monitoring: The Group ensures compliance with loan covenant requirements and monitors debt service obligations to mitigate the risk of adverse impacts from increased finance costs.

Management believes that the Group's interest rate risk is adequately mitigated through its active monitoring, diversified borrowing structure, and available headroom in banking facilities.

Interest rate profile

The interest rate profile of interest-bearing financial instruments at the end of the reporting period was as follows:

Average effective interest rate Carrying amount
Group Note 2025 2024 2025 2024
VARIABLE RATE INSTRUMENTS:
ASSETS
Cash and cash equivalents
LIABILITIES
14 3.22% 5.93 % 27 728 17 640
Loan liabilities 18 10.04% 11.03% (380 549) (409 707)
Net variable rate financial instruments (352 821) (392 067)
FIXED RATE INSTRUMENTS:
ASSETS
Cumulative redeemable preference
shares in associate
11 7.20% 7.20% 55 500 55 487
LIABILITIES
Loan liabilities 18 - 10.81% - (18 632)
Net fixed rate financial instruments 55 500 36 855

{74}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

36. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (CONTINUED)

Average effective interest rate Carrying amount
Company Note 2025 2024 2025 2024
VARIABLE RATE INSTRUMENTS:
ASSETS
Loans to subsidiaries 8 12.05% 12.81% 27 222 23 942
Cash and cash equivalents 14 3.45% 9.03% 19 666 6 890
46 888 30 832
LIABILITIES
Loan liabilities 18 10.02% 11.20% (81 123) (115 064)
Net variable rate financial instruments (34 235) (84 232)
Fixed rate instruments:
ASSETS
Cumulative redeemable preference
shares in associate
11 7.20% 7.20% 55 500 55 487

Interest rate sensitivity analysis

The table below demonstrates the sensitivity to a reasonable possible change in interest rates with all other variables held constant on the Group's profit before tax and equity. Due to the incremental changes in the prime lending rate a sensitivity of 125 basis points level has been used to determine the effect on profits.

GROUP COMPANY
2025 2024 2025 2024
R'000 R'000 R'000 R'000
IMPACT ON PROFIT BEFORE TAX
Increase of 125 basis points
(125 basis points)
Decrease of 125 basis points
(2 342) (3 075) (383) (843)
(2024: 125 basis points) 2 342 3 075 383 843
IMPACT ON PROFIT BEFORE TAX AND
EQUITY:
Increase of 125 basis points (125 basis points) (1 709) (2 467) (279) (615)
Decrease of 125 basis points
(2024: 125 basis points)
1 709 2 467 279 615

The sensitivity analysis presented above reflects the effect of a reasonable possible change in interest rates on the Group's profit before tax and equity. A parallel shift of 125 basis points (1.25%) has been applied to the prime lending rate, which is considered a realistic movement based on recent market volatility and historical interest rate fluctuations.

The analysis assumes that all other variables remain constant and only the interest rate changes. The impact was calculated on financial instruments exposed to variable interest rates, including floating-rate loans and borrowings, as well as interestbearing intercompany loans (in the separate company analysis).

The profit impact reflects the change in finance costs or income for the year, while the equity impact includes the after-tax effect, assuming a tax rate of 27% (2024: 27%).

There have been no changes in the methods or assumptions used from the prior year, and the Group continues to monitor interest rate risk as part of its ongoing treasury and risk management practices.

{75}------------------------------------------------

FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

37. GOING CONCERN

The consolidated and separate financial statements have been prepared on the going concern basis.

The directors have assessed the Group and Company's ability to continue as a going concern and are satisfied that the Group and Company have adequate resources to continue in operational existence for the foreseeable future, which is at least 12 months from the reporting date. This assessment considered the following key factors:

Strong asset base:

The Group owns a diversified portfolio of investment properties with stable long-term lease contracts and occupancy levels that support reliable rental income.

Liquidity position:

Current liabilities exceeded current assets in both the current and prior financial years. The primary reason for this position is the classification of shareholder loans amounting to R30.8 million as current liabilities. Although these loans have been subordinated in favour of ABSA Bank and the Group retains the right to defer repayment until 30 June 2029, they are required to be presented as current liabilities in accordance with IFRS.

Despite this classification, the Group maintains a strong liquidity management framework. Liquidity risk is actively managed by aligning debt maturity profiles with expected operational cash flows and proceeds from asset disposals. Management performs regular cash flow forecasting to ensure that sufficient liquidity is available to meet obligations as they fall due.

Where appropriate, the Group negotiates the renewal of loan facilities well in advance of maturity and maintains a strategic banking relationship with one major financial institution, which holds over 90% of the Group's debt exposure. This concentration is a deliberate executive decision, based on favourable lending terms, strong covenant alignment, and long-standing relationship history.

As at 30 June 2025, Putprop Limited had access to an unsecured overdraft facility of R25 million, which remained unutilised at year-end.

Refinancing of debt:

All significant debt obligations have been reviewed, and no material maturities are due within the next 12 months that are not covered by expected operational cash flows or existing facilities. The Standard Bank loan relating to the Corridor Hill property, with a settlement amount of R4.4 million, matures on 30 March 2026. This loan will be repaid prior to maturity debt.

No material adverse events:

The directors confirm that there have been no material events after the reporting period that would impact the assessment of going concern. Refer to Note 38 for events after reporting period.

Accordingly, the directors believe that the preparation of these financial statements on the going concern basis is appropriate.

38. EVENTS AFTER THE REPORTING PERIOD

Refinancing of long-term liabilities

The Standard Bank loan relating to the Corridor Hill Property, with a settlement amount of R4.4 million maturing on 30 March 2026, is expected to be settled through an intercompany loan from Putprop Limited to its subsidiary.

Sale of investment property – G2

On 20 July 2025, the Board of Directors approved an offer to sell the bulk land of Summit Place – G2, classified as investment property held for sale, for a consideration of R30 million. The property's fair value at year-end was R26 million.

Development of investment property – Dobsonville

On 20 August 2025, the Board of Directors approved the development of the Dobsonville property into a retail centre. The development is expected to commence in April 2026, with an estimated capital expenditure of R26 million.

The fair value of the Dobsonville property has been included under Investment Property (refer to Note 3.1). The planned development aligns with the Group's strategic objective to enhance its retail portfolio and generate long-term rental income.

Dividend declaration

Dividend 72 has been approved by the Board of Directors at 8.50 cents per share on 7 September 2025.

Resignation of Director

On 28 July 2025, the Group's Chief Executive Officer, Mr Bruno Carleo, tendered his resignation. On 25 August 2025, James E Smith will be retiring as Chief Financial Officer of Putprop with effect from 31 December 2025.

There are no other significant events that have occurred in the period from 30 June 2025 and to date of the publication of this report.

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FOR THE YEAR ENDED 30 JUNE 2025 (CONTINUED)

39. EARNINGS PER SHARE

Headline earnings and diluted headline earnings per share

Gross Net Gross Net
GROUP 2025 2025 2024 2024
Reconciliation between profit attributable
to equity holders of the parent and
headline earnings
Profit for the year attributable to equity holders
of the parent
50 592 38 938
Adjusted for:
Change in fair value of investment property
Fair value adjustment on investment property
(30 979) (24 287) (12 923) (10 131)
of associate (12 556) (9 166)
Equity accounted earnings of associates and joint
ventures
(679) (496) 132 96
Headline earnings 25 809 19 737
Basic and diluted earnings per share (c)
Headline earnings and diluted headline earnings
119.31 91.82
per share (c) 60.86 46.54
Weighted average number of ordinary shares 42 405 133 42 405 133
Gross Net Gross Net
COMPANY 2025 2025 2024 2024
Reconciliation between profit attributable
to equity holders of the parent and
headline earnings
Profit for the year attributable to equity holders
of the parent
31 741 6 082
Adjusted for:
Change in fair value of investment property
Fair value adjustment on investment property
(21 062) (16 513) 14 751 11 565
of associate
Headline earnings 15 228 17 647
Basic and diluted earnings per share (c) 74.85 14.34
Headline earnings and diluted headline earnings
per share (c) 35.91 41.61
Weighted average number of ordinary shares 42 405 133 42 405 133

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ANNEXURE

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ANNEXURE A - SEGMENT ANALYSIS - BY SECTOR

SEGMENT ANALYSIS

Operating segments are based on information that is provided to the Group's Chief Operating Decision Maker (CODM), being the Chief Financial Officer, who evaluates the Group's performance and allocates resources in accordance with the internal reporting structure as determined by the executive committee.

The group's management reviews the performance of its investment properties on an individual basis based on the results of each sector and geographical location. Reportable segments for the year ended 30 June 2025 are consistent with those reported as at 30 June 2024.

The measurement policies the Group uses for segment reporting under IFRS 8 are the same as those used in its financial statements.

GLA* Rental
income and
recoveries
Property
operating
costs
Corporate
administration
costs
Investment
and other
income
Finance
costs
Fair value
adjustments
(excl straight
lining)
Profit for
the year
2025 m2 R'000 R'000 R'000 R'000 R'000 R'000 R'000
Industrial 13 868 20 517 (6 187) - 140 - (5 300) 9 170
Retail 34 627 44 772 (16 919) - 1 064 (14 589) 20 998 38 856
Commercial 38 675 74 133 (26 495) - 1 678 (36 084) 26 914 24 423
Residential 872 941 (474) - 15 - (1 800) (1 703)
Corporate - - - (23 120) 6 399 (3 249) - (18 169)
88 042 140 363 (50 075) (23 120) 9 296 (47 424) 40 812 52 577

No solar energy was generated for the year under review

GLA* Rental
income and
recoveries
Property
operating
costs
Corporate
administration
costs
Investment
and other
income
Finance
costs
Fair value
adjustments
(excl straight
lining)
Profit for
the year
2024 m2 R'000 R'000 R'000 R'000 R'000 R'000 R'000
Industrial 23 427 22,970 (5,812) - 721 - (5,261) 12,617
Retail 34 627 49,218 (15,882) - 1,210 (14,334) (10,359) 5,633
Commercial 38 675 67,304 (27,085) - (630) (35,732) 28,243 25,068
Residential 872 842 (281) - 7 (10) 300 410
Corporate - - (21,785) 4,640 (39) - 1,597
97 601 140,334 (49,060) (21,785) 5,948 (50,115) 12,923 45,325

*Gross lettable area

There were no transactions between Segments.

Other assets comprises of all other financial instruments including: property, plant and equipment, Investment in associates, deferred tax assets, trade and other receivables, current tax receivable and cash and cash equivalents.

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ANNEXURE A - SEGMENT ANALYSIS - BY SECTOR (CONTINUED)

Investment property
(excluding straight
Investment property
lining) held for sale Other assets Total assets Total liabilities
2025 R'000 R'000 R'000 R'000 R'000
Commercial 640 700 30 000 8 329 679 029 (349 057)
Corporate - - 86 530 86 530 (19 507)
Industrial 40 500 16 700 1 57 201 -
Residential 8 500 - 654 9 154 (136)
Retail 367 250 - 33 521 400 771 (110 529)
1 056 950 46 700 128 955 1 232 685 (479 229)
2024 Investment property
(excluding straight
lining)
R'000
Investment property
held for sale
R'000
Other assets
R'000
Total assets
R'000
Total liabilities
R'000
Commercial 588 800 60 800 - 649 600 (316 813)
Corporate - - 104 303 104 303 (14 240)
Industrial 37 500 67 000 - 104 500 -
Residential - 10 300 1 108 11 408 (9 950)
Retail 344 600 - 12 750 357 350 (178 705)
970 900 138 100 118 161 1 227 161 (519 708)

ANNEXURE A - SEGMENT ANALYSIS - BY REGION

GLA Investment
property
(excluding
straight-lining)
Investment
property
held for sale
Rental
income and
recoveries
Property
operating
expenses
Fair value
adjustments
(excl
straight
lining)
Profit for
the year
2025 R R R R
Gauteng 70 299 860 850 46 700 123 226 (42 695) 41 112 43 018
North-West 2 494 19 100 - 1 428 (1 432) 2 100 2 750
Mpumalanga 15 249 177 000 - 15 709 (5 948) (2 400) 6 809
88 042 1 056 950 46 700 140 363 (50 075) 40 812 52 577
2024 GLA
Investment
property
(excluding
straight-lining)
R
Investment
property
held for sale
R
Rental
income and
recoveries
R
Property
operating
expenses
R
Fair value
adjustments
(excl
straight
lining)
Profit for the
year
Gauteng 79 858 791 500 119 200 117 082 (41 196) 12 980 39 797
North-West 2 494 - 18 900 2 147 (1 761) (1 900) (3 433)
Mpumalanga 15 249 179 400 21 105 (6 103) 1 843 8 961
97 601 970 900 138 100 140 334 (49 060) 12 923 45 325

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