NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 31 December 2021 31. 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 called 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 for an interest in Redwood Fujiidera Pte. Ltd. Prior to 23 September 2016, according to the 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 2021, Financial Investor C was a holder of 4,243,902,381 (2020: 4,243,902,381) preference shares issued by Redwood Fujiidera Investor Ltd., a subsidiary incorporated in the Cayman Island. 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 the 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 an interest in RW Nankonaka TMK. At 31 December 2021, Financial Investor C was a holder of 3,454,285,715 (2020: 3,454,285,715) Preference A Shares issued by Redwood Asian Investments 2 Ltd., a subsidiary incorporated in the Cayman Island. 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 a 65% interest of Mingyue Logistic Pte. Ltd. (“Mingyue Logistics”), which held a 100% interest of Guangzhou Mingyue Warehousing Co., Ltd. (“Guangzhou Mingyue”). The purchase consideration amounted to US$23,436,000. In October 2019, the Group, through its wholly-owned subsidiary, Redwood Phoenix China Investment Fund Pte. Ltd. (“RPCIF”), entered into a sale and purchase agreement to divest 65% equity interest in Mingyue Logistics and its subsidiary, Guangzhou Mingyue. The divestment was completed on 3 July 2020. R E A C H I N G N E W H E I G H T S 210
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