Stock Code : 435 Extending Care Annual Report 2019/20 Highlights • A reasonably respectable set of results of the Year underwritten by a good mix of decentralized offices and community retail premises • Decent performance achieved in the first half of the Year was eroded by difficult operating conditions attributable to the COVID-19 outbreak • Capitalized on a favourable interest rate environment to further enhance the stability of funding cost Performance Highlights Appraised property value Revenue (HK$’ million) (HK$’ million) 18,918 854.6 30 June 2020 FY2019/20 20,003 850.7 30 June 2019 FY2018/19 Net property income Distribution per unit (HK$’ million) (HK cents) 684.7 26.8 FY2019/20 FY2019/20 682.5 27.3 FY2018/19 FY2018/19 Net asset value per unit Gearing (HK$) (%) 8.89 21.6 30 June 2020 30 June 2020 9.68 20.4 30 June 2019 30 June 2019 Contents Overview 2 Who We Are : In Brief 4 Chairman’s Statement 6 CEO’s Report 10 Portfolio at a Glance Management Discussion 12 Portfolio Statistics and Analysis 14 Business Review 28 Financial Review Corporate Governance 32 Environmental, Social and Governance Report 56 Board of Directors and Senior Management 62 Corporate Governance Report 82 Connected Party Transactions 85 Disclosure of Interests Financial and 88 Valuation Report Other Information 106 Trustee’s Report 107 Independent Auditor’s Report 112 Consolidated Financial Statements 158 Performance Table 159 Notice of Annual General Meeting 162 Financial Calendar 163 Corporate Information Forward-looking Statements This annual report contains certain statements and terminologies that are forward-looking. These statements are made on the basis of the current beliefs, assumptions, expectations and projections of the board of directors (the “Board”) and senior management of Henderson Sunlight Asset Management Limited (the “Manager”). They are subject to risks, uncertainties and other factors beyond the Manager’s control, the emergence of which may cause actual results or performance to differ materially from those expressed or implied in such statements. 001 Who We Are : In Brief Sunlight REIT’s unit price performance (30 June 2020) Total returnNote (%) 1-year 5-year Since listing Sunlight REIT (32.2) 28.4 291.3 Hang Seng Index (11.7) 11.0 102.3 Hang Seng Index - Properties (21.4) 10.5 118.7 Hang Seng REIT Index (29.8) 21.1 139.1 Source : Bloomberg Our Business Annualized total return to investors Sunlight Real Estate Investment Trust (“Sunlight REIT”) is since listing a real estate investment trust authorized by the Securities and Futures Commission (the “SFC”), and constituted by the trust deed dated 26 May 2006 (as amended and supplemented by six supplemental deeds) (the “Trust Deed”). The trustee of Sunlight REIT (the “Trustee”) is 10.6% HSBC Institutional Trust Services (Asia) Limited. Listed on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) on 21 December 2006, the market capitalization of Sunlight REIT was approximately Sunlight REIT’s portfolio was appraised by its principal HK$6,397 million at 30 June 2020. valuer, Colliers International (Hong Kong) Limited (the “Principal Valuer”) at HK$18,918.0 million, with office Sunlight REIT offers investors the opportunity to invest and retail properties accounting for 53.8% and 46.2% of in a diversified portfolio of 11 office and five retail this valuation respectively. properties in Hong Kong with a total gross rentable area (“GRA”) of over 1.2 million sq. ft.. The office Our Management properties are primarily located in core business areas, An indirect wholly-owned subsidiary of Henderson Land including Wan Chai and Sheung Wan/Central, as well as Development Company Limited (“HLD”), the Manager’s in decentralized business areas such as Mong Kok and main responsibility is to manage Sunlight REIT and North Point. The retail properties are situated in regional all of its assets in accordance with the Trust Deed in transportation hubs and new towns including Sheung the sole interest of the unitholders of Sunlight REIT Shui, Tseung Kwan O and Yuen Long, as well as in urban (“Unitholders”). It is also responsible for ensuring areas with high population density. At 30 June 2020, compliance with the Code on Real Estate Investment Trusts (the “REIT Code”), the Trust Deed, applicable Portfolio composition by appraised value provisions of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) and the Rules Governing the Listing of Securities on the Stock Exchange, as well as other relevant laws and regulations. Henderson Sunlight Property Management Limited Retail Office (the “Property Manager”) has been delegated the 46.2% 53.8% responsibilities of providing property management, lease management and marketing services solely and exclusively for the properties of Sunlight REIT located in Hong Kong, subject to the overall management and supervision of the Manager. Note : Total return is the holding period return with dividends (or distributions in the case of Sunlight REIT) reinvested in the relevant security. 002 Sunlight REIT annual report 2019/20 ValuationNote and net property income (HK$’ million) Overview Valuation Net property income 20,000 700 18,000 600 Management Discussion and Analysis 16,000 500 2015/16 2016/17 2017/18 2018/19 2019/20 Valuation Financial year Net property income Our Strategy Our Strength The key objectives of the Manager are to provide Sunlight REIT has established a solid track record in Unitholders with regular and stable cash distributions, delivering growth in rental income and portfolio value and the potential for sustainable growth of such since inception. Its defensive qualities are supported by distributions and long-term enhancement in capital a competent management team which places a strong value of the properties. The Manager has identified the emphasis on asset enhancement, financial management following business areas for which proactive strategies and corporate governance. Further, Sunlight REIT has have been implemented to ensure the accomplishment received unwavering support from its sponsors, namely of these objectives : Shau Kee Financial Enterprises Limited (“SKFE”) and Corporate Governance HLD, which owned 40.2% of the total number of units Operational management and asset enhancement of Sunlight REIT (“Units”) in issue at 30 June 2020. The Manager works closely with the Property Manager to develop proactive leasing strategies, cost saving solutions and asset enhancement initiatives aimed at improving the Unitholding structure rental income and unlocking the value of the properties. (30 June 2020) Investment and acquisition growth The Manager seeks to acquire income-producing SKFE, HLD investment properties which have the potential to and directors Financial and Other Information provide attractive total returns to Unitholders through Free float of the accretion in distribution yield, sustainable growth in 45.7% Manager distributions and/or long-term enhancement in capital 40.4% value. The Manager also considers from time to time fine-tuning the portfolio through divestment of non-core assets for more attractive investment alternatives. Silchester International Capital and business management Investors LLP In support of the operational and acquisition growth 13.9% strategies of Sunlight REIT, the Manager has in place an efficient capital management strategy, characterized by the appropriate use of equity and leverage. It has also established a solid business management framework which includes sound corporate governance practices, effective risk management and internal control systems, reliable management information systems as well as an experienced workforce. Note : Valuation for FY2015/16 and FY2017/18 excluded three disposed properties and included one acquired property respectively. 003 Chairman’s Statement Looking ahead, the operating environment is envisaged to remain challenging, as the repercussions of COVID-19 continue to reverberate across the globe. AU Siu Kee, Alexander Chairman On behalf of the Board, I present the results of Sunlight REIT for the financial year ended 30 June 2020 (the “Year”). Despite unprecedented challenges during the Year, including social unrest, the COVID-19 outbreak and unrelenting Sino-US tension, Sunlight REIT managed to deliver reasonably respectable results, registering a 0.3% year-on-year rise in net property income (“NPI”) to HK$684.7 million. Annual distributable income was HK$467.0 million, virtually unchanged from last year. The Board has resolved to declare a final distribution of HK 13.6 cents per Unit. Coupled with an interim distribution of HK 13.2 cents per Unit, the total distribution per Unit (“DPU”) for the Year would amount to HK 26.8 cents, down 1.8% year on year. The implied payout ratio is 95.2%, compared with 96.4% in the preceding year. At 30 June 2020, the value of Sunlight REIT’s property portfolio was appraised by the Principal Valuer at HK$18,918.0 million, 5.4% lower than a year ago; accordingly, its net asset value declined by 7.6% to HK$14,771.2 million, or HK$8.89 per Unit (30 June 2019: HK$9.68 per Unit). In view of the headwinds that have buffeted the Hong Kong economy over the past 12 months, we have adopted a theme of “Extending Care” for this annual report. In this respect, Sunlight REIT has extended a range of relief and caring measures to various stakeholders, while ensuring that our properties are safe and healthy destinations for our tenants, customers and staff. A positive trend for the Year was the favourable interest rate environment since March 2020 induced by aggressive monetary easing by major central banks to wrestle with the severe economic contraction caused by the virus outbreak. The Manager capitalized on this window of opportunity to increase Sunlight REIT’s fixed rate exposure of its loan facilities to approximately 52% at 30 June 2020. 004 Sunlight REIT annual report 2019/20 Overview Compound annual growth since listing Net property income Net asset value Management Discussion and Analysis 7.1 % 7.