ESR AR 2019 EN

Notes to the Consolidated Financial Statements 31 December 2019 208 Focused 33. SUBSIDIARIES WITH MATERIAL NON-CONTROLLING INTERESTS (continued) Notes: (i) Pursuant to the subscription agreement dated 18 December 2014 entered into by certain subsidiaries of the Company, including Redwood Asian Investment 1 Ltd. (“RAIL 1”), Redwood Fujiidera Investor Ltd., ESR Singapore (the “Manager”) and a third party Financial Investor C, (“Subscription Agreement”), RAIL 1 and Financial Investor C have agreed to provide funding to Redwood Fujiidera Investor Ltd. for the purpose of subscribing to interest in Redwood Fujiidera Pte. Ltd. Prior to 23 September 2016, according to Articles of Association, there is an obligation to Redwood Fujiidera Investor Ltd. to pay distributions to the preference share shareholders should distribution proceeds be received from Redwood Fujiidera Pte. Ltd. On 23 September 2016, Redwood Fujiidera Investor Ltd. made amendments to the Articles of Association and deleted the above obligation. The preference shares meet the definition of equity afterwards. The carrying amount of the preference shares are transferred into non-controlling interests from financial liabilities. At 31 December 2019, Financial Investor C was a holder of 4,243,902,381 (2018: 4,243,902,381) preference shares issued by Redwood Fujiidera Investor Ltd., a Cayman Island incorporated subsidiary. Financial Investor C is entitled to participate pari passu with ordinary shareholders in dividends as well as distribution upon return of capital on winding up. The dividend distribution is at the discretion of Redwood Fujiidera Investor Ltd. based on the terms of preference shares. (ii) Pursuant to the subscription agreement dated 5 March 2015 entered into by RAIL, Financial Investor C, Redwood Asian Investments 2 Ltd. and ESR Singapore Pte. Ltd.(the “Manager”) (“Subscription Agreement”), RAIL and Financial Investor C have agreed to provide funding to Redwood Asian Investments 2 Ltd. for the purpose of, indirectly through Redwood Nanko Pte. Ltd. and its subsidiaries, subscribing interest in RW Nankonaka TMK. At 31 December 2019, Financial Investor C was a holder of 3,454,285,715 (2018: 3,454,285,715) Preference A Shares issued by Redwood Asian Investments 2 Ltd., a Cayman Island incorporated subsidiary, respectively. Financial Investor C is entitled to participate pari passu with ordinary shareholders in dividends as well as distribution upon return of capital on winding up. The dividend distribution is at the discretion of Redwood Asian Investments 2 Ltd. based on the terms of preference shares. (iii) Pursuant to the sales and purchase agreement dated 30 June 2017 entered into with RAIL and Phoenix Global Real Estate Secondaries 2009 LP (“PGRE”), Redwood Phoenix China Investment Fund Pte Ltd became a 100% wholly owned subsidiary of RAIL and RAIL indirectly held 65% of Mingyue Logistic Pte. Ltd. which held 100% of Guangzhou Mingyue Warehousing Co., Ltd. The purchase consideration amounted to USD23,436,000. (iv) Pursuant to the sales and purchase agreement dated 28 June 2018 entered into with Redwood Investor (Higashi) Ltd. (“RW Investor Higashi”), a wholly owned subsidiary of the Group, and Fupeng Investment Management Limited, RW Investor Higashi acquired 35% shares of RW Higashi Pte. Ltd. (“Higashi Pte”). After the acquisition, RW Investor Higashi owned 70% shares of Higashi Pte, which became a subsidiary of the Group. (v) On 6 June 2019, Shanghai Dongjin Shiye Co., Ltd, a wholly-owned subsidiary of the Group, entered into sale and purchase agreement for sale of 26% of shares of Shanghai Yurun Meat Food Co., Ltd (“Shanghai Yurun”) to Jiaxing Yishang Equity Investment Partnership LLP (the “Jiaxing Fund”).