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From July 1, 2012to June 30, 2013

Luxury Real Estate Investment Fund

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Contents


Letter to Unitholders ................................................................................................................. 1

Analysis of TMB Asset Management Co., Ltd. ................................................................... 3

Property Details of Luxury Real Estate Investment Fund ................................................ 9

Details of additional Investment from July 1st, 2012 to June 30th 2013 ........................ 12

Report on tourism industry in 2012 and the fundûs performance................................ 12

Details of Investment ............................................................................................................... 15

Expenses Collected from the Fund ...................................................................................... 16

Mutual Fund Supervisor Opinion ........................................................................................ 17

Audit Report of Certified Public Accountant .................................................................... 18

Connected Persons Report ...................................................................................................... 38

Name list of Property Fund Manager ................................................................................. 38

Soft Commission Report ......................................................................................................... 38

September 20th, 2013

To All Unitholders,

TMB Asset Management Co., Ltd. (çTMBAMé) on behalf of the ManagementCompany of the Luxury Real Estate Investment Fund (the çFundé) would like tosubmit the Fundûs 2013 Annual Report for the financial period commencing fromJuly 1st, 2012 to June 30th, 2013 to all unitholders.

During the past financial year, there was an important milestone which affected theFundûs management, i.e., the execution of the Lease Agreement with SustainableLuxury Hospitality (Thailand) Co., Ltd. (çSLHé) which was the bidding winner fora lease of the properties according to the resolution adopted at the unitholderûsmeeting no. 2/2012 held on June 22nd, 2012 after negotiations and conclusion of theAgreement on December 19th, 2012.

In 2012, Thai economy recovered from the flooding disaster during late 2011. Togetherwith strategic adjustment in several business sectors in the country for enteringinto ASEAN Economic Community (AEC) in the next two years, this also supportsthe expansion of Tourism Industry of Thailand. The value for money along withoutstanding tourist attractions in Thailand are still the key factors that contribute tothe continuous expansion of tourism industry in Thailand. As Thailand is still apopular destination for most of European and American tourists, and the number ofAsian tourists and Russian tourists is growing continuously, these benefit the hotelbusiness of the Fundûs new lessee. As a result, apart from the fixed rental incomespecified in the project, the Fund additionally received variable rental income from thelessee in this year.

For the financial year 2012 (commencing from July 1st, 2012 to June 30th, 2013), is thespecial case where the Management Company also reduced the Fundûs expensesburden by waiving the management fees as informed the unit-holders.

Annual Report 2013 For the period July 1, 2012 - June 30, 2013 Luxury Real Estate Investment FundTMB Asset Management Co., Ltd.2

As of June 30th, 2013, the Fundûs net asset value was Baht 2,009,787,533.01 or netasset value per unit of Baht 10.2279. For the operating results of the 5th financialyear commencing from July 1st, 2012 to June 30th, 2013, the Fundûs total revenuewas Baht 75,669,663.25 and its total expenses were Baht 11,330,634.26. The netincome from its investment was Baht 64,338,998.99. The Fund paid two dividendpayments on February 20th, 2013 and August 30th, 2013 for a combined dividendof Baht 0.30 per unit, or a total sum of Baht 58,950,000.00 which accounted 91.62% ofnet income from investment.

As the Management Company, TMBAM remains resolute in upholding the Fundand the unit-holders best interest. We are grateful of the trust that the unit-holdershave placed with the Luxury Real Estate Investment Fund.

Fund Management TeamTMB Asset Management Co., Ltd.

3Annual Report 2013 For the period July 1, 2012 - June 30, 2013 Luxury Real Estate Investment FundTMB Asset Management Co., Ltd.

Analysis Report by TMB Asset Management Co., Ltd., as theFund Manager of the Luxury Real Estate Investment Fund

In 2012, Thai economy recovered from the flooding disaster during late 2011. Togetherwith strategic adjustment in several business sectors in the country for entering intoASEAN Economic Community (AEC) in the next two years, this also supports theexpansion of Tourism Industry of Thailand. Although there have been unstable situations,especially in 3 provinces of the southern part of Thailand, and a prolonged politicalinstability in Thailand, these do not have a huge impact on the tourism sector in themacro perspective. This can be noted from an increase in the number of tourists in2012. However, since the beginning of 2013, the tourism industry has been affectedfrom both internal factors and external factors. The internal factors are an increase inthe minimum wage to Baht 300 and an appreciation in Thai baht in relative to theworldûs major currencies in the first quarter of 2013. In addition, the external factorsare European economic crisis and fiercer competition in tourism industry from severalcountries in the same region. Nevertheless, value for money along with outstandingtourist attractions in Thailand are still the key factors that contribute to the continuousexpansion of tourism industry in Thailand since late 2012.

The hotel business has been directly and indirectly affected by an increase in theminimum wage to Baht 300, depending on the level of the hotel. For lower tier hotels,they have been affected obviously from this policy because most of their employeesûwages are based on the minimum wage policy. Therefore, they have to increase thewages in accordance with the government policy, thereby increasing their operatingcost while they are unable to make a dramatic price increase in the prices of eachroom. For mid-end and high-end tier hotels, they have not been affected significantlyfrom this policy since most of their employeesû wages are above of the official minimumwages. On the other hand, the indirect effect is a concern for all level of hotels whichis a rise in the price of hotelsû supplies as a result of rising production cost; however,most of the hotels still maintain their policy of holding the prices of each room to beclose to the previous yearûs prices in order to preserve their customersû base andforward price that the hotels have already dealt with tourist agents. Therefore, thehotels assume the additional expenses of operation.


In 2012, the number of tourist arrivals into Thailand amounted to 22.3 million people1,an increase of 15.98% over 2011. The growth registered in 2012 mainly resulted froman expansion of Asian economy which encouraged an upward trend of travellingwithin the region by Asian tourists; beside, Thailand is one of the main touristattractions in Asia as well. Furthermore, Chinese government has provided a greatersupport on tourism between Thailand and China, such as more direct flights fromChina to Thailand. Then, it is noticeable that there was an increase in the number ofChinese tourist arrivals to Thailand. Although Thailand is still a popular destinationfor most of European and American tourists, their travelling patterns and timeduration have changed as a result of the economic conditions of those countries.

However, the growth rate of the number of tourists around 15.98% in 2012 was stillless than the 20.72% growth rate in 2011. This was resulted from a shrink in thenumber of tourists in the beginning of 2012 which was a continual consequencefrom the flooding disaster in late 2011. Therefore, some tourists who planned totravel in Thailand during early 2012 changed their plans2.

1 Source: Ministry of Tourism and Sports2 Source: Tourism Review 2012, Tourism Authority of Thailand

International Tourist Arrivals to Thailand 1997-2013 (Estimated)Million

Source: Department of Tourism and Sport, 2013 figured forecasted by Kasikorn Rexearch Center

30.00

25.00

20.00

15.00

10.00

5.00

01997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 20102009 2013P2011 2012


Nevertheless, a rising trend of travelling in Asia, and supportive activities in Thailandtourism industry from the government, resulted in a rise in the number of touristarrivals to Thailand in the second half of 2012, which amounted to 11.68 millionpeople. This was an increase of 9.98% when compared to the figure of 10.62 millionarrivals in the first half of 2012. Furthermore, the Thai tourism industry itselfcontinued to improve with 12.75 million arrivals recorded during the period fromJanuary to June 2013, an increase of 20.28% over the same period in 2012. KasikornbankResearch Centre has forecasted that Thailand may see 25.4 million tourist arrivals in2013, an increase of 13.6% over 20123.

3 Source: Department of Tourism

2009 2010 201320122011

Fiscal Year 2010July - June

(Remark: adjusted periodfor analytical purpose)



Tourist Arrivals to Thailand from January 2009 to June 2013M

illio

n

Source : Ministry of tourism and sport

3.00

2.50

2.00

1.50

1.00

0.50

0.00

Jan

Feb

Mar

Apr

May Jun Jul

Aug Sep

Oct

Nov Dec Jan

Feb

Mar

Apr

May Jun Jul

Aug Sep

Oct

Nov Dec Jan

Feb

Mar

Apr

May Jun Jul

Aug Sep

Oct

Nov Dec Jan

Feb

Mar

Apr

May Jun Jul

Aug Sep

Oct

Nov Dec Jan

Feb

Mar

Apr

May Jun

2010

644

80.6%

614

52.7%

545

55.8%

576

68.1%

812

85.4%

527

61.6%

595

67.9%

740

71.7%

864

80.8%

602

63.7%

703

77.5%

916

82.3%

997

88.4%

Q1

Foreign

Occ %

Q2 Q3 Q4 Q4Q1 Q2 Q3 Q4Q1 Q2 Q1Q32011 2012 2013

Guest arrivals at Phuket Hotel and Accommodation from Q1-2010 - Q1-2013

û000

tour

ists

Source : Ministry of Tourism and Sport, Thai Hotels Association Southern Chapter

1,200

1,000

800

600

400

200

0

100%90%80%70%60%50%40%30%20%10%0%


The tourism industry in Phuket expanded satisfactorily in 2012. Particularly, thenumber of Asian tourists (such as Chinese, Korean, and Malaysian tourists) andRussian tourists was growing continuously. Hotel occupancy levels for Phukethotels in 2012 increased from 63.7% in the 2nd quarter to 77.5% and 82.3% in the 3rd

quarter and 4th quarter, respectively. In 2013, hotel occupancy in Phuket increased to88.4% in the 1st quarter, a typically peak tourist season. For 2012 as a whole, thenumber of tourists staying in Phuket hotels amounted to 3.085 million, up 13.45%from 2.67 million for 2011.

In comparison among the hotel occupancy levels in Phuket, Krabi, and Phang Nga,it is noticeable that the average hotel occupancy rates of Phuket were higher andmore stable than those of Krabi and Phang Nga, which are tourist attractions alongthe Andaman coast. However, in the high season from November to April, the hotelsin these three provinces had nearby occupancy rates among themselves. This showedthat the demand for accommodations by the tourists in these provinces is still high,especially during the high season.

201080.60%64.00%71.83%

52.70%18.92%18.66%

55.80%11.25%23.08%

68.10%38.31%45.22%

85.40%83.89%77.66%

61.60%20.75%34.25%

67.90%15.17%24.17%

71.70%58.33%55.00%

80.80%88.66%80.33%

63.70%26.00%34.00%

77.50%20.00%40.67%

82.30%38.27%58.67%

88.40%71.97%86.40%

68.30%18.33%44.67%

Q1

PhuketPhang Nga

Krabi

Q2 Q3 Q4 Q4Q1 Q2 Q3 Q4Q1 Q2 Q1 Q2Q32011 2012 2013

Average Occupancy Rate Phuket, Phang Nga and Krabi by Quarter from Q1 2010 to Q2 2013

Source : Thai Hotel Association Southern Chapter

100%90%80%70%60%50%40%30%20%10%0%

Phuket Phang Nga Krabi

High Season High Season High Season


Moreover, the business prospects of hotels in Phuket which may be assessed bycomparing the average hotel occupancy levels of Phuket with the nationwideaverage, reveals that Phuketûs average occupancy levels have been still higher than thenationwide average. Yet, the gap between the average hotel occupancy levels ofPhuket and the nationwide average was wider; in addition, this trend has continueduntil 2013.

In 2011, the Phuketûs average hotel occupancy level was 71.65% while the nationwidefigure was 58.21%. It showed the difference of 13.44%. In 2012, the Phuketûs averageoccupancy level strengthened to 76.08% while the nationwide average rose up to60.88%. The difference was 15.2%. Therefore, it is noticeable that the hotel occupancylevel in Phuket increased more than the nationwide average.

It may be concluded that the tourism in Phuket has expanded continuously because ofan increasing trend of travelling in Asia, a great support from several governments,and an increase in flight operations, both domestic and international. Therefore,Phuket and other provinces along the Andaman coast can maintain their leaderposition of tourist attractions and accommodations continually.

201080.6061.03

52.7038.84

55.8046.69

68.1054.28

85.4064.70

61.6055.31

67.9056.93

71.7055.91

80.8066.42

63.7054.81

77.5057.48

82.3064.82

88.4070.57

Q1

Phuket

Thailand

Q2 Q3 Q4 Q4Q1 Q2 Q3 Q4Q1 Q2 Q1Q32011 2012 2013

Average Occupany rate of hotels and accommodations in Phuket vs Thailand Q1-2010 to Q1 2013

Source : Ministry of Tourism and Sport, Thai Hotels association Southern Chapter

100%90%80%70%60%50%40%30%20%10%0%

%

Phuket Thailand


The Fundûs operating results for the period from July 1st, 2012 to June 30th, 2013showed total revenue of Baht 75,669,663.25, comprising rental income of Baht75,050,084.93, interest income and other income of Baht 619,548.32. The Fundûs totalexpenses were Baht 11,330,634.26, comprising trustee fees of Baht 642,711.55, registrarfees of Baht 2,142,371.86, professional fees of Baht 224,310.00, accrued expenses ofBaht 2,199,583.57 and other operating expenses of Baht 6,121,657.28. The fund hadnet income from its investment amounting to Baht 64,338,998.99.

Financial year 2012 (commencing from July 1st, 2012 to June 30th, 2013), is the specialcase where the Management Company also reduced the Fundûs expenses by waivingthe management fees as informed the unit-holders at the unit-holdersû meetingno. 1/2012, held on February 15th, 2012.

As of June 30th, 2013, the Fundûs net asset value was Baht 2,009,787,533.01 or net assetvalue per unit of Baht 10.2279. For the operating results of the 5th financial yearcommencing from July 1st, 2012 to June 30th, 2013, the Fund made two dividendpayments on February 20th, 2013 and August 30th, 2013 for a combined dividend ofBaht 0.30 per unit, or a total sum of Baht 58,950,000.00 which accounted 91.62% ofnet income from investment.

(Note: For the 10th dividend payment corresponding to the operating results of thesecond half of the 5th financial year for a period commencing from January 1st, 2013to June 30th, 2013, the Fund already paid a dividend of Baht 0.1648 per unit, or atotal sum of Baht 32,383,200 on September 27th, 2013.)


Property Details of Luxury Real Estate Investment Fund

Luxury Real Estate Investment Fund (LUXF) invested in land, buildings and movableproperties including furniture, tools and equipments and facilities of Six SensesYaonoi. The details on buildings, ownerships rights, investment costs, valuation pricecan be summarized as follows:

Name of Property Six Senses YaonoiLocation 55 Moo 5, Tambon Koh Yao Noi, Amphur Koh Yao,

Phang NhaType of Property Resort HotelType of Ownership Freehold with title deeds and Nor Sor 3 Kor

1.1 Building and Area detailsA. Land area of Six Senses Yaonoi Project including infrastructure i.e. water

pipe lines, waste water pipe lines. The ownership rights of subject land andproperty include title deed and Nor Sor 3 Kor as follows:

Title Deed Lot No. Survey Tambon Amphur Province AreaNo./Nor No. (Rai-Ngan-Sq.

Sor 3 Kor No. Wah)

2881 2 1726 Koh Yaonoi Koh Yao Phung Nga 60-0-32.63120 11 1784 Koh Yaonoi Koh Yao Phung Nga 18-3-42.91133 20 4725 III 85 Koh Yaonoi Koh Yao Phung Nga 00-3-85

Total 79-3-60.5

B. All buildings and constructions on the subjected land in A. includinginfrastructure, facilities and engineering systems and all attachments i.e. airconditioners, water treatment system. Buildings and constructions of SixSenses Yaonoi Project are as follows:

(1) Villa with private swimming pool 56 units including Pool Villas, DeluxePool Villas, Pool Villa Suites, The Retreat, Hill Top Reserve with typicalusable areas ranging from 161 - 1,402 Sq.m., total area 13,060 Sq.m.

(2) 10 Staff-house buildings, administration building, office and engineeringoffice buildings, laundry building, total area 4,100 Sq.m.


(3) Supporting facilities building and common facilities including Restaurant,Spa, Sauna, Gym room, Tennis court, library and entertainments, totalarea 4,130 Sq.m.

All areas include walkway, corridor and swimming pool

1.2 Movable propertyLUXF purchased and received the transferred of the movable propertiesfor operating the subjected project including furniture, tools and equipments,facilities for accommodations i.e. beds, wardrobes, cabinets, sanitary wares,TV, DVD & stereo system, wine cellars and etc. Also, furniture andfacilities for common areas and services for hospitality operation in SixSenses Yaonoi project include ovens, kitchenware, electronic equipments,golf carts and etc.

2. Date and value of investmentLUXF invested in land, buildings and constructions, furniture, tool and equipments,facilities equipments and all movable assets of Six Senses Yaonoi on 26th May2008 with total investment value of 1,958,000,000 Baht ( One thousand nine hundredsand fifty eight million Baht only)

Details Value (Baht)

Land and buildings, Transfer expenses 1,812,603,173.73Moveable properties 135,884,884.36VAT on movable properties 9,511,941.91

Total investment 1,958,000,000.00

Fund Set Up expenses 7,000,000.00

Grand total 1,965,000,000.00


3. Valuation reviewThe annual asset valuation review by Income Approach method is described asfollowing:

Appraisal Firm TAP Valuation Co., Ltd.Type of Assets Land and BuildingLocation 56 Moo 5 Ban Pa Sai - Ban Tha Khao Road,

Koh Yao Noi Sub District, Koh Yao District,Phang Nga Province

Valuation approach Income ApproachCash-flow projection period 10 YearsDate of inspection and valuation 24 February 2013Open Market Value 1,965,000,000Baht (One thousand Nine hundred and

sixty five million Baht)**Note: The above Open Market Value took into accountthe existing contracts in generating revenue from the assetby Luxury Real Estate Investment Fund (Lease Contract) asa part of valuation assumption under the announcementof Securities and Exchange Commission No. Nor (Wor)22/2011 dated 22 July 2010 Re: çValuation and ValuationReview of Property Fundé

Note: The value of the property by The Depreciated Replacement Cost was appraised by appraiserat 1,280,135,750 (One thousand two hundred an eighty million one hundred thirty five thousandseven hundred and fifty Baht)


Details of additional Investment from 1st July 2012 to 30th June 2013The fund did not invest in any additional property apart from the subjected propertywithin this period.

Report on tourism industry in Financial Year 2012 and the funds performance

Situation of Tourism Industry for the Financial Year 2012In 2012, the number of tourist arrivals into Thailand amounted to 22.3 million people1,an increase of 15.98% over 2011. The growth registered in 2012 mainly resulted froman expansion of Asian economy. However, the growth rate of the number of touristsin 2012 was still less than the 20.72% growth rate in 2011. This was a continualconsequence from the flooding disaster in late 2011. Therefore, some tourists whoplanned to travel in Thailand during early 2012 changed their plans2. Kasikorn bankResearch Centre has forecasted that Thailand may see 25.4 million tourist arrivals in2013, an increase of 13.6% over 20123.

The tourism industry in Phuket expanded satisfactorily in 2012 whereby most of thetourists came from Asian markets such as Chinese, Korean, and Malaysian touristsincluding Russian tourists. For 2012 as a whole, the number of tourists staying inPhuket hotels amounted to 3.085 million, up 13.45% from 2.67 million for 2011.The average hotel occupancy rates of Phuket grew continuously in the past yearfrom 63.7% in the 2nd quarter of 2012 to 77.5%, 82.3% and 88.4% in the 3rd quarter,the 4th quarter of 2012 and the 1st quarter of 2013, respectively.

In addition, the average hotel occupancy rates of Phuket were higher than thenationwide average. In 2011, the Phuketûs average hotel occupancy rate was 71.65%,compared with the nationwide average at the same period of time which was

1 Source: Ministry of Tourism and Sports2 Source: Tourism Review 2012, Tourism Authority of Thailand3 Source: Department of Tourism


58.21%, or it was approximately 13.44% higher. In 2012, the Phuketûs averageoccupancy level strengthened to 76.08% which was higher than the nationwideaverage of 60.88%, or approximately 16.80% higher.

It may be concluded that the tourism in Phuket has expanded continuously becauseof an increasing trend of travelling in Asia, a great support from several governments,and an increase in flight operations, both domestic and international. Therefore,Phuket and other provinces along the Andaman coast can maintain their leaderposition of tourist attractions and accommodations continually.

Operating Results of Luxury Real Estate Investment FundDuring the past financial year, there was an important milestone which affected theFundûs management, i.e., the execution of the Lease Agreement with SustainableLuxury Hospitality (Thailand) Co., Ltd. (çSLHé) which was the bidding winner fora lease of the properties according to the resolution adopted at the unit-holdersûmeeting no. 2/2012 held on June 22nd, 2012 after negotiations and conclusion of theAgreement on December 19th, 2012. The progress thereof had been reported by theFund Manager to the unit-holders from time to time. In the past financial year,SLH as the new lessee paid rental on time. The hotel business also showed signs ofimproving. Moreover, due to satisfactory results of management by the lessee, theFundûs income from variable rental received from the new lessee was approximatelyBaht 5,050,084.93 for this financial year. As a result, the total sum of the Fundûsrental income was higher than the fixed rental income specified in the project.

The Fundûs operating results for the period from July 1st, 2012 to June 30th, 2013showed total revenue of Baht 75,669,663.25, comprising rental income of Baht75,050,084.93, interest income and other income of Baht 619,548.32. The Fundûs totalexpenses were Baht 11,330,634.26, comprising trustee fees of Baht 642,711.55, registrarfees of Baht 2,142,371.86, professional fees of Baht 224,310.00, accrued expenses ofBaht 2,199,583.57 and other operating expenses of Baht 6,121,657.28. The fund hadnet income from its investment amounting to Baht 64,338,998.99


Financial year 2012 (commencing from July 1st, 2012 to June 30th, 2013), is the specialcase where the Management Company also reduced the Fundûs expenses by waivingthe management fees as informed the unit-holders at the unit-holdersû meetingno. 1/2012, held on February 15th, 2012.

As of June 30th, 2013, the funds net asset value was Baht 2,009,787,533.01 or net assetvalue per unit of Baht 10.2279. For the operating results of the 5th financial yearcommencing from July 1st, 2012 to June 30th, 2013, the Fund made two dividendpayments on February 20th, 2013 and August 30th, 2013 for a combined dividend ofBaht 0.30 per unit, or a total sum of Baht 58,950,000.00 which accounted 91.62% ofnet income from investment.

(Note: For the 10th dividend payment corresponding to the operating results of thesecond half of the 5th financial year for a period commencing from January 1st, 2013 toJune 30th, 2013, the Fund already paid a dividend of Baht 0.1648 per unit, or a totalsum of Baht 32,383,200 on September 27th, 2013.)


Details of InvestmentsLuxury Real Estate Investment FundAs at June 30, 2013

Amount Areas Cost Fair Value % ofType of Investment

(Baht) (Baht) NAV

Investments in property

Land including property and other assets in

çSix Senses Yao Noi Projecté 56 villa 79 Rai,

55 and 56 Moo 5 Koh Yao Noi Subdistrict, units 3 Ngan,

Koh Yao District, Phang Nga Province, 60.5 Square

Thailand. Wah 1,958,000,000.00 1,965,000,000.00

Cost of lease agreement 2,000,002.90 2,000,002.90

Total investments in property 1,960,000,002.90 1,967,000,002.90 97.87

Investments in securities 10.00 10.00

Bank of Thailand Bond 1/182/56

Maturity Date 11/7/2013 10,000 units 9,992,471.43 9,992,539.82









Total investments in securities 49,796,896.85 49,800,147.63 2.48

Cash at banks 4,549,648.65 0.23

Interest receivable 710.27 0.00

Compensation receivable 5,136,869.57 0.25

Investment in subsidiary company 99,985.00 0.00

Total Assets 2,026,587,374.02 100.83

Liabilities

Accrued expenses 667,000.10 0.03

Other liabilities 16,132,840.91 0.8

Total Liabilities 16,799,841.01 0.83

Net Assets 2,009,787,533.01 100.00

Total outstanding investment units (units) 196,500,000

Net assets per unit 10.2279


Table: Fees and Expenses Collected from the FundLuxury Real Estate Investment FundFor the period July 1, 2012 through June 30, 2013

AmountFees collected from the Fund

Unit: Thousand Baht% of NAV1

Management fee 0.00 0.00

Trustee fee 642.71 0.03

Registrar fee 2,142.37 0.11

Advisory fee 0.00 0.00

Property Management Fee 0.00 0.00

Professional fee 224.31 0.01

Amortisation of deferred expenses 2,199.58 0.11

Other operating expenses 6,121.66 0.31

Total Expenses 11,330.63 0.57

Note 1. Daily average net asset value (NAV) calcuated from July 1, 2012 to June 30, 2013 equals

2,002,538,333.82 bahts


Dear The Unitholders of the Luxury Real Estate Investment Fund

Mutual Fund Supervisor Opinion

We, The Kasikornbank Public Company Limited, as the Mutual Fund Supervisorof the Luxury Real Estate Investment Fund by the TMB Asset ManagementCompany Limited from July 1, 2012 until June 30, 2013 would like to inform youthat the TMB Asset Management Company Limited has well performed and fullycompleted its duties pursuant to its project and Securities and Exchange Act B.E. 2535.

Mutual Fund Supervisor

July 2, 2013


Auditorûs Report

To the Unitholders of Luxury Real Estate Investment Fund

I have audited the financial statements of Luxury Real Estate Investment Fund, whichcomprise the balance sheet and the details of investments as at June 30, 2013, and thestatement of income, statement of changes in net assets, statement of cash flows andsignificant financial information for the year then ended, and a summary of significantaccounting policies and other explanatory information.

Managementûs Responsibility for the Financial StatementsManagement is responsible for the preparation and fair presentation of these financialstatements in accordance with Thai Financial Reporting Standards, and for such internalcontrol as management determines is necessary to enable the preparation of financialstatements that are free from material misstatement, whether due to fraud or error.

Auditorûs ResponsibilityMy responsibility is to express an opinion on these financial statements based on myaudit. I conducted my audit in accordance with Thai Standards on Auditing. Thosestandards require that I comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether the financial statements are freefrom material misstatement.

An audit involves performing procedures to obtain audit evidence about the amountsand disclosures in the financial statements. The procedures selected depend on theauditorûs judgment, including the assessment of the risks of material misstatementof the financial statements, whether due to fraud or error. In making those riskassessments, the auditor considers internal control relevant to the fundûs preparationand fair presentation of the financial statements in order to design audit proceduresthat are appropriate in the circumstances, but not for the purpose of expressing anopinion on the effectiveness of the fundûs internal control. An audit also includesevaluating the appropriateness of accounting policies used and the reasonablenessof accounting estimates made by management, as well as evaluating the overallpresentation of the financial statements.


I believe that the audit evidence I have obtained is sufficient and appropriate toprovide a basis for my audit opinion.

OpinionIn my opinion, the financial statements present fairly, in all material respects, thefinancial position of Luxury Real Estate Investment Fund as at June 30, 2013, andits financial performance, changes in its net assets, cash flows and significantfinancial information for the year then ended in accordance with Thai FinancialReporting Standards.

Prawit ViwanthananutCertified Public AccountantRegistration Number 4917

ANS Audit Co., Ltd.Bangkok, July 23, 2013


BALANCE SHEETSLUXURY REAL ESTATE INVESTMENT FUNDAS AT JUNE 30, 2013

BahtNote 2013 2012

Assets 3Investments at fair value

(at cost Baht 2,010 million in 2013

and Baht 1,958 million in 2012) 4, 10, 11 2,016,800,150.53 1,961,000,000.00

Investment in security 8, 9 10.00 10.00

Cash at bank 6 4,549,648.65 1,947,192.19

Interest receivable 710.27 296.20

Rental receivable 9 - 65,683,215.34

Compensation receivable 9 5,136,869.57 7,736,622.96

Deferred expenses - 1,199,586.47

Investment in subsidiary company 9, 10 99,985.00 -

Total Assets 2,026,587,374.02 2,037,566,923.16

LiabilitiesAccrued expenses 9 667,000.10 329,982.81

Other liabilities 9 16,132,840.91 647,134.35

Total Liabilities 16,799,841.01 977,117.16

Net Assets 2,009,787,533.01 2,036,589,806.00

Net Assets:

Capital received from unitholders 1,965,000,000.00 1,965,000,000.00

Retained earnings 5 44,787,533.01 71,589,806.00

Net Assets 2,009,787,533.01 2,036,589,806.00

Net assets per unit 10.2279 10.3643

Total outstanding investment units at the end

of the year (units) 196,500,000.0000 196,500,000.0000

The accompanying notes are an integral part of these financial statements.


THE DETAILS OF INVESTMENTSLUXURY REAL ESTATE INVESTMENT FUNDAS AT JUNE 30, 2013

Amount BahtType of Investments

Areas Cost Fair Value

Balance as at June 30, 2013Investments in property

Land including property and other assets inçSix Senses Yao Noi Projecté 56 villa 79 Rai,55 and 56 Moo 5 Koh Yao Noi Subdistrict, units 3 Ngan,Koh Yao District, Phang Nga Province, 60.5 SquareThailand. Wah 1,958,000,000.00 1,965,000,000.00Cost of lease agreement 2,000,002.90 2,000,002.90Total investments in property 1,960,000,002.90 1,967,000,002.90

Investments in securitiesBank of Thailand Bond 1/182/56

Maturity Date 11/7/2013 10,000 units 9,992,471.43 9,992,539.82Bank of Thailand Bond 4/363/55




Maturity Date 17/10/2013 16,000 units 15,882,279.67 15,881,579.98Total investments in securities 49,796,896.85 49,800,147.63Total investments 2,009,796,899.75 2,016,800,150.53

Amount BahtType of Investments

Areas Cost Fair Value

Balance as at June 30, 2012Investments in property

Land including property and other assets inçSix Senses Yao Noi Projecté 56 villa 79 Rai,55 and 56 Moo 5 Koh Yao Noi Subdistrict, units 3 Ngan,Koh Yao District, Phang Nga Province, 60.5 SquareThailand. Wah 1,958,000,000.00 1,961,000,000.00



STATEMENTS OF INCOMELUXURY REAL ESTATE INVESTMENT FUNDFOR THE YEAR ENDED JUNE 30, 2013

BahtNote 2013 2012

Investment Income 3Rental income 9, 12 75,050,084.93 65,683,215.34

Rental compensation income 9 - 59,341,950.40

Compensation income 9 - 20,488,066.28

Interest income 599,663.32 122,123.63

Other income 19,885.00 1,461,444.04

Total Income 75,669,633.25 147,096,799.69

Expenses 3

Management fee 7, 9 - 2,179,864.31

Trustee fee 7 642,711.55 650,903.12

Registrar fee 7, 9 2,142,371.86 2,169,677.03

Professional fee 224,310.00 203,500.00

Amortization of deferred expenses 2,199,583.57 1,359,283.65

Other operating expenses 6,121,657.28 2,610,221.58

Total Expenses 11,330,634.26 9,173,449.69

Net income from investments 64,338,998.99 137,923,350.00

Net gain from investments 3

Net realized gain on investments 777.24 -

Net unrealized gain on investments 4,003,250.78 1,000,000.00

Total net realized and unrealized gain

on investments 4,004,028.02 1,000,000.00

Increase in net assets resulting from operations 68,343,027.01 138,923,350.00




STATEMENTS OF CHANGES IN NET ASSETSLUXURY REAL ESTATE INVESTMENT FUNDFOR THE YEAR ENDED JUNE 30, 2013

Baht2013 2012

Increase in net assets from operations during the year

Net income from investments 64,338,998.99 137,923,350.00

Net realized gain on investments 777.24 -

Net unrealized gain on investments 4,003,250.78 1,000,000.00

Increase in net assets resulting from operations 68,343,027.01 138,923,350.00

Distribution to unitholders (Notes 3 and 13) (95,145,300.00) (137,550,000.00)

Increase(decrease) in net assets during the year (26,802,272.99) 1,373,350.00

Net assets at the beginning of the year 2,036,589,806.00 2,035,216,456.00

Net assets at the end of the year 2,009,787,533.01 2,036,589,806.00

Units

Changes in number of investment units

(Baht 10 per unit)

Investment units at the beginning of the year 196,500,000.0000 196,500,000.0000

Investment units at the end of the year 196,500,000.0000 196,500,000.0000



STATEMENTS OF CASH FLOWSLUXURY REAL ESTATE INVESTMENT FUNDFOR THE YEAR ENDED JUNE 30, 2013

Baht2013 2012

Cash flows from operating activitiesIncrease in net assets from operations 68,343,027.01 138,923,350.00

Adjustments to reconcile increase in net assets from

operations to net cash provided by operating activities

Amortization of deferred expenses 2,199,583.57 1,359,283.74

Purchase of investments (132,732,626.37) -

Sale of investments 83,456,358.01 -

Amortization of discount on debt instruments (519,851.25) -

Decrease in restricted deposits at bank - 25,187,686.88

(Increase)decrease in interest receivable (414.07) 1,696.03

(Increase)decrease in rental receivables 65,683,215.34 (16,379,484.14)

Decrease in compensation receivable 2,599,753.39 7,903,788.61

Decrease in other receivable - 59,758.40

Decrease in prepaid expenses - 39,399.36

Increase in cost of lease agreement (3,000,000.00) -

Increase(decrease) in accrued expenses 237,032.29 (350,307.04)

Decrease in guarantee payable for compensation - (25,187,686.88)

Increase in other liabilities 15,485,706.56 449,513.50

Net realized gain on investments (777.24) -

Net unrealized gain on investments (4,003,250.78) (1,000,000.00)

Net cash provided by operating activities 97,747,756.46 131,006,998.46

Cash flows from financing activities

Distribution to unitholders (95,145,300.00) (137,550,000.00)

Net cash used in financing activities (95,145,300.00) (137,550,000.00)

Net increase(decrease) in cash at bank 2,602,456.46 (6,543,001.54)

Cash at bank at the beginning of the year 1,947,192.19 8,490,193.73

Cash at bank at the end of the year 4,549,648.65 1,947,192.19



SIGNIFICANT FINANCIAL INFORMATIONLUXURY REAL ESTATE INVESTMENT FUNDFOR THE YEAR ENDED JUNE 30, 2013

Baht2013 2012 2011 2010 2009 **

Operating Information (per unit)Investment units initially offered - - - - 10.0000Net asset value at the beginning

of the year 10.3643 10.3573 10.3732 10.7674 -Income from investing activities

Net investment income 0.3274 0.7019 0.7000 0.6500 0.6592Net unrealized gain (loss)

on investments 0.0204 0.0051 (0.0407) (0.4173) 0.4682Total income from investing activities 0.3478 0.7070 0.6593 0.2327 1.1274Less Distribution to unitholders (0.4842) (0.7000) (0.6752) (0.6269) (0.3600)Net asset value at the end of the year 10.2279 10.3643 10.3573 10.3732 10.7674

Ratio of net profit to average net asset value duringthe year (%) 3.41 6.84 6.39 2.20 10.89

Significant financial ratio and additional informationNet asset value at end of the year

(Thousands Baht) 2,009,788 2,036,590 2,035,216 2,038,344 2,115,800Ratio of total expenses to average net

asset value during the year (%) 0.57 0.45 0.61 0.45 0.50Ratio of total investment income to average

net asset value during the year (%) 3.78 7.24 7.39 6.59 6.87Ratio of portfolio turnover to average net

asset value during the year (%) * 10.80 - - - 173.97

Supplementary information* This is not included cash at banks, investment in promissory notes, certificates of deposit and

trading investments should be the independent trading transactions which are not includedrepurchase agreements or resale agreements.

** Significant financial information for the period 2009 are not comparable with other period dueto the accounting period was longer than one year.


NOTES TO FINANCIAL STATEMENTSLUXURY REAL ESTATE INVESTMENT FUNDFOR THE YEAR ENDED JUNE 30, 2013

1. NATURE OF LUXURY REAL ESTATE INVESTMENT FUNDLuxury Real Estate Investment Fund (çthe Fundé) is a close-ended property fund withno maturity date. The registered value of investment units is Baht 1,965 million (196.5million units, Baht 10 per unit). The Fund was approved by the Office of the Securitiesand Exchange Commission (SEC) on May 20, 2008 with the key objective to use theproceeds from the sale of the investment units to invest and earn all benefits inproperty. TMB Asset Management Company Limited (çthe Management Companyé)serves as the Fundûs manager and Fundûs registrar. Kasikornbank Public CompanyLimited serves as the trustee of the Fundûs assets and bank account.

The Management Company has a policy to allocate dividends to the unitholders notmore than twice a year under the following criteria;(1) If the Fund has net income for any period, the Management Company may

consider to pay dividends to the unitholders in the amount of not less than90 percent of the net income excluding unrealized gains from valuation orreview the valuation of property or leasehold property for that period.

(2) If the Fund has retained earnings for any period, the Management Companymay consider to pay dividends to the unitholders from such retained earnings.

Payment of dividend as (1) shall not cause the Fundûs deficit increased in theperiod in which the dividends are paid.

2. BASIS OF PREPARATION OF THE FINANCIAL STATEMENTSThe financial statements of the Fund are prepared in accordance with Thai FinancialReporting Standards (çTFRSé) including related interpretations and guidelinespromulgated by the Federation of Accounting Professions (çFAPé) in conformity withgenerally accepted accounting principles in Thailand. In addition, the financial statementshave been prepared in accordance with Thai Accounting Standard No. 106 çAccountingfor Investment Companiesé.

The financial statements of the Fund have been prepared in the Thai language andexpressed in Thai Baht. Such financial statements have been prepared for domestic


reporting purposes. For the convenience of the readers not conversant with the Thailanguage, an English version of the financial statements has been provided by translatingfrom the Thai version of the financial statements.

The preparation of the financial statements in conformity with Thai Financial ReportingStandards requires management to make judgments, estimates and assumptions thataffect the application of policies and reported amounts of assets, liabilities, incomeand expenses. The estimates and associated assumptions are based on historicalexperience and various other factors that are believed to be reasonable under thecircumstances, the results of which form the basis of making the judgments aboutcarrying amounts of assets and liabilities that are not readily apparent from othersources. Subsequent actual results may differ from these estimates

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisionsto accounting estimates are recognized in the period in which the estimate is revised,if the revision affects only that period, and in the period of the revision and futureperiods, if the revision affects both current and future periods.

The Fund did not prepared consolidated financial statements for the year ended June

30, 2013, because the subsidiary company has not yet started its operations and its

financial statements is not significant to the Fundûs financial statements.

Financial information of the subsidiary are as follows:

Baht

Total assets 100,000.00

Total liabilities 30,625.00

Shareholdersû equity 69,375.00

Total expenses 30,625.00

New and revised Thai Financial Reporting Standards not yet effective

The Fund has not yet adopted the new and revised Thai Financial Reporting Standards

as follows:

a) Thai Accounting Standards (çTASé), TFRS, Thai Interpretations (çTIé) and

accounting guidelines which are effective for the financial statements for the

period beginning on or after January 1, 2013 as follows:


TAS/TFRS/TI/FAPûsAnnouncement Topic

TAS 12 Income TaxesTAS 20 (revised 2009) Accounting for Government Grants and Disclosures

of Government AssistanceTAS 21 (revised 2009) The Effects of Changes in Foreign Exchange RateTFRS 8 Operating SegmentsTI 10 Government Assistance - No Specific Relation to

Operating ActivitiesTI 21 Income Taxes - Recovery of Revalued Non-

Depreciable AssetsTI 25 Income Taxes - Changes in the Tax Status of an

Enterprise or its ShareholdersNo. 34/2555 Accounting Guidance for Transfer of Financial Assets

b) Thai Financial Reporting Interpretations (çTFRIé) and TI which are effectivefor the financial statements for the period beginning on or after January 1,2014 as follows:

TFRI/TI TopicTFRI 1 Changes in Existing Decommissioning, Restoration

and Similar LiabilitiesTFRI 4 Determining whether an Arrangement contains a

LeaseTFRI 5 Rights to Interests arising from Decommission,

Restoration and Environmental Rehabilitation FundsTFRI 7 Applying the Restatement Approach under TAS 29

Financial Reporting in Hyperinflationary EconomiesTFRI 10 Interim Financial Reporting and ImpairmentTFRI 12 Service Concession ArrangementsTFRI 13 Customer Loyalty ProgrammesTI 29 Service Concession Arrangements: Disclosures

c) TFRS which is effective for the financial statements for the period beginning

on or after January 1, 2016 as follows:

TFRS Topic

TFRS 4 Insurance Contracts


The management of the Fund has assessed the effects of these TAS, TFRS, TI, TFRI

and accounting guideline, and believes that they will not have any significant

impact on the financial statements for the year in which they are initially applied.

3. SIGNIFICANT ACCOUNTING POLICIES

Distributions of Income

Decreases in retained earnings are recognized at the time the dividend is announced.

Investment Measurement

Investments are recognized as assets with the cost of investment at the date on which

the Fund has the right on investments. The costs of investments are comprised with

the purchase price and all direct expenses which the Fund paid to get those

investments.

- Investment in property is stated at the fair value based upon valuation of an

independent appraiser every 2 years and will conduct a review of appraisal

every year after the date of the latest appraisal.

- Investment in debt instruments are presented at fair value, using the price or

the yield rate from the Thai Bond Market Association on the date of investment

measurement.

- The Fund uses the amortized cost method to determine the fair value of debt

instruments due within 90 days since the date of investment without any

term for renewal when the fair value of the debt instruments is not

significantly different from the amortized cost.

- Investment in unlisted equity securities are valued at fair value as determined by

the fund manager, based on financial status of the financial instrumentsû issuer.

Net unrealized gain or loss arising from their revaluation of investment to be fair

value is reflected in the statement of income on the measurement date.

The weighted average method is used to determine the cost of each security at the

time of sales.

Investment in subsidiary company

Investment in subsidiary company is accounted for using the cost method less allowance

for impairment loss (if any).


Revenues and Expenses Recognition

Fixed rental income is recognized in the statements of income on a straight-line basis.

Variable rental income, rental compensation income and compensation income and

expenses are recognized on an accrual basis.

Initial direct costs of lessor in attributable to negotiating or operating lease are

included in the book value of the leased asset and recognized as expenses over the

term of the lease the same basis as the recognition of income from lease.

The premium (discount) on debt instruments is amortized by the effective rate method.

The amortized amount is presented as an adjustment of the interest income.

Interest income is recognized as interest accrues, based on the effective rate method.

Gain (loss) on trading of securities is recorded as revenues or expenses on trading

date.

Deferred Expenses

Deferred expenses represent expenses from the initial investment units offering are

amortized on the straight-line basis over the period of 5 years.

4. INVESTMENT IN PROPERTY

The Fund purchased land, property and other assets from Pakoh Hotel Company

Limited in the amount of Baht 1,958 million which have detail as follows:

- The Land is located on çSix Senses Yao Noi Projecté Koh Yao Noi Subdistrict,

Koh Yao District, Phang Nga Province. The area of land is 79 rai, 3 ngan, 60.5

square wah classified by deeds as follows:

AreaIssues rai - ngan - square wah

Land title deed 2 78 - 3 - 75.5Nor Sor 3 Kor 1 0 - 3 - 85Total 3 79 - 3 - 60.5

- Property and other assets included systems, fixtures, utilities and control

parts that are located on çSix Senses Yao Noi Projecté No. 55 - 56, Moo 5, Koh

Yao Noi Subdistrict, Koh Yao District, Phang Nga Province comprises of:


1. 56 villas with private pools (Pool Villa) which are further segmented

as Pool Villas, Deluxe Pool Villas, Pool Villas Suites, The Retreat

and Hill Top Reserve. Area of each villa is about 161 to 1,402 square

meters, totaling area 13,090 square meters, approximately.

2. 10 staff housing units, executive offices, administrative offices, and

engineering and support building, totaling area 4,100 square meters,

approximately.

3. Supporting and common area facilities include restaurant, spa, sauna,

fitness area, tennis courts, library and multimedia libraries, totaling

area 4,130 square meters, approximately.

- Furniture, equipment and facilities related to the villas, furniture and facilities

for use in common area of Six Senses Yao Noi Project.

During the year 2013, the Fund provided the independent appraisal company, TAP

Valuation Company Limited, appraised the value of investment in property. According

to the appraisal report dated March 11, 2013, stated that the method used for

appraise the property was Income Approach, the fair value of the property as at

February 24, 2013 was Baht 1,965 million.

During the year 2012, the Fund provided the independent appraisal company, Brooke

Real Estate Company Limited, appraised the value of investment in property. According

to the appraisal report dated February 27, 2012, stated that the method used for

appraise the property was Discounted Cash Flows Approach, the fair value of the

property as at February 24, 2012 was Baht 1,961 million.

5. RETAINED EARNINGS AT THE BEGINNING OF THE YEAR

Baht

2013 2012

Accumulated net income from investments

(accumulated since May 20, 2008) 532,742,456.00 394,819,106.00

Accumulated net unrealized gain on investments

(accumulated since May 20, 2008) 3,000,000.00 2,000,000.00

Accumulated distribution to the unitholders

(accumulated since May 20, 2008) (464,152,650.00) (326,602,650.00)

Retained earnings at the beginning of the year 71,589,806.00 70,216,456.00


6. CASH AT BANKS

As at June 30, 2013 and 2012 cash at banks consisted of:

Bank 2013 2012

Interest Rate Interest Rate

Principal per annum Principal per annum

(Baht) (%) (Baht) (%)

Saving accountsKasikornbank PublicCompany Limited 4,549,648.65 0.62-1.50 1,947,192.19 0.62-1.95

7. MANAGEMENT FEE, TRUSTEE FEE AND REGISTRAR FEE

Management fee, trustee fee and registrar fee are as follows:

- Management fee is charged at the rate of not exceeding 1 percent per annum

of the Fundûs net assets.

- Trustee fee is charged at the rate of not exceeding 0.05 percent per annum


- Registrar fee is charged at the rate of not exceeding 0.20 percent per annum


These fees are computed on monthly basis (excluding value added tax).

The Management Company waives the entire management fee for the period January

1, 2012 through June 30, 2013 in order to reduce the expense of the Fund.

8. INVESTMENT IN SECURITY

The Fund invested in 1 ordinary share of E.H.Y. Company Limited, at the par value

of Baht 10 per share, totaling in the amount of Baht 10.

9. RELATED PARTY TRANSACTIONS

During the year, the Fund had significant transactions with the Management

Company and other enterprises, which have the same shareholders and/or directors

as the Management Company and/or the Fund. Such transactions for the years

ended June 30, 2013 and 2012 were summarized as follows:


BahtRelated Companies 2013 2012 Pricing Policy

TMB Asset Management Company Limited

Management fee - 2,179,864.31 The basis stated

in the prospectus.

Registrar fee 2,142,371.86 2,169,677.03 The basis stated

in the prospectus.

Pakoh Hotel Company Limited

Rental compensation income - 59,341,950.40 As specified in the agreement

Compensation income - 20,488,066.28 As specified in the agreement

E.H.Y. Company Limited

Rental income - 65,683,215.34 As specified in the agreement

TMB Bank Public Company Limited

Purchase of investments 9,886,605.35 - Market price

LUXF Yao Noi Company Limited

Investment in subsidiary

company 99,985.00 - Cost value

As at June 30, 2013 and 2012, the Fund had significant outstanding balances with

related companies as follows:Baht

2013 2012

TMB Asset Management Company Limited

Accrued registrar fee 358,467.73 178,448.31

Advance payments 100,992.06 -

Pakoh Hotel Company Limited

Compensation receivable 5,136,869.57 7,736,622.96

Other liability 969,217.86 631,196.59

E.H.Y. Company Limited

Rental receivable - 65,683,215.34

Invesments in security 10.00 10.00

LUXF Yao Noi Company Limited

Investment in subsidiary company 99,985.00 -


Nature of relationship

Name Country Relation Type of Relation

TMB Asset Management Thailand Related Company Management Company

Company Limited

Pakoh Hotel Company Limited Thailand Related Company Unitholder

E.H.Y. Company Limited Thailand Related Company Subsidiary Company of Pakoh

Hotel Company Limited

TMB Bank Public Thailand Related Company Parent Company of TMB Asset

Company Limited Management Company Limited

LUXF Yao Noi Thailand Subsidiary Company Direct holding

Company Limited

10. INVESTMENT IN SUBSIDIARY COMPANY

Investment in subsidiary company was recorded using the cost method as at June

30, 2013 consisted of:Paid-up(ordinary Cost

Nature of Country of shares) Percentage method Book valueCompany business incorporation Baht of holding Baht Baht

LUXF Yao Noi Still not starts Thailand 100,000.00 99.99 99,985.00 99,985.00

Company its operations

Limited

11. INVESTMENT TRADING INFORMATION

The Fund had investment trading transactions for the year ended June 30, 2013

excluding investments in promissory notes, amounted of Baht 216.19 million which

is 10.80 percent of the average net asset value during the year.

12. RENTAL INCOME

On December 19, 2012, the Fund entered into land including construction and movable

property lease agreement with Sustainable Luxury Hospitality (Thailand) Limited.

(çlesseeé) in order to lease the assets to operate the Six Senses Yao Noi project

and other business relating to this project for the period of 3 years commencing


from July 1, 2012, except for the Fund agrees to renew the agreement for the period

of every 3 years, totaling 4 times. The details and conditions of the lease are as

follows:

Fixed Lease Fee

The lessee agrees to pay the fixed lease fee in the amount of Baht 70 million per year

throughout the first 3 years of the lease term, after that the fixed lease fee shall be

increased at the rate of 3 percent per year until the expiration of the lease agreement

and the renewal period.

Variable Lease Fee

The lessee agrees to pay the variable lease fee which are calculated in 2 cases as

follows:

Case 1: If the residue amount is higher than or equal to the split start amount, the

Fund shall receive 2 parts of variable rent calculated in accordance with the following

formula:

1st part of variable rent = 100 percent of split start amount less fixed lease fee

2nd part of variable rent = 80 percent of residue amount less split start amount

Case 2: If the residue amount is lower than the split start amount but higher than the

fixed lease fee, the Fund shall receive variable rent calculated in accordance with the

following formula:

Variable rental = residue amount less fixed lease fee

The Rental Guarantee

The lessee shall deposit cash and/or shall deliver the bank guarantee or the high

quality securities acceptable by the Management Company as collateral so that the

balance of the account is not lower than Baht 70 million and shall maintain cash

balance of the cash guarantee account to be not lower than Baht 35 million. In this

regards, the Management Company may allow the lessee to replace the cash

warranty with the bank guarantee or the high quality securities acceptable by the

Management Company such as government bond.


The lessee has provided the bank guarantee issued by a bank in the amount of Baht

35 million and cash in the amount of Baht 35 million pledges to the Fund in order

to guarantee the first year of operation.

13. DIVIDEND PAYMENT

On Febuary 20, 2013, the Fund declared dividend from its operation since July 1,

2012 to December 31, 2012 at the rate of Baht 0.1352 per unit totaling in the amount

of Baht 26.57 million.

On August 22, 2012, the Fund declared dividend from its operation since January

1, 2012 to June 30, 2012 at the rate of Baht 0.349 per unit totaling in the amount of

Baht 68.58 million.

On February 21, 2012, the Fund declared dividend from its operation since July

1, 2011 to December 31, 2011 at the rate of Baht 0.3529 per unit totaling in the amount

of Baht 69.34 million.

On September 2, 2011, the Fund declared dividend from its operation since January

1, 2011 to June 30, 2011 at the rate of Baht 0.3471 per unit totaling in the amount of

Baht 68.21 million.

14. DISCLOSURE OF FINANCIAL INSTRUMENTS

The Fund does not speculate or engage in the trading of any derivative financial

instruments.

Fair Value

As the majority of financial assets and liabilities are short-term, and most financial

assets are marketable securities, which are presented at fair value base on their

quoted market prices, the Fund believes that their carrying value does not materially

differ from their fair value.


Interest Rate Risk

Interest rate risk is the risk from future movements in market interest rates. As at

June 30, 2013, the Fundûs exposure to interest rate risk relates to cash at bank, with

a floating interest rate and investments in Bank of Thailand Bonds.

Credit Risk

The Fund is exposed to the risk of a breach of the financial instruments obligations

by counterparties since the Fund has accounts receivables, which have compensation

guarantee (see Note 12).

Foreign Currency Risk

The Fund has no financial assets and liabilities in foreign currency, so there is no

foreign currency risk.

Market Risk

The Fund is exposed to risks from rental income from only one lessee company.

The returns on investment fluctuate depending on domestic and overseas factors

including the economic and political situations, and the status of the financial

market.

15. APPROVAL OF FINANCIAL STATEMENTS

These financial statements have been approved for issue by the authorized persons

of the Fund on July 23, 2013.


Connected Persons Reportfor the period July 1, 2012 through June 30, 2013

No. Connected Person

1 Unitholders who hold investment exceed 10% of total outstandinginvestment units

2 TMB BANK Plc.

Investors can verify connected persons transactions of the Fund either directly at TMBAsset Management, on companyûs website (http://www.tmbam.com/v4/th/about-us-corporate-governance.php), or on the SECûs website (http://www.sec.or.th/th/infocenter/stat/asset/mutual/conneted/connected.shtml).

Name list of Property Fund Manager

No. Name

1 Somjin Sornpaisarn2 Phiphat Phisanuwongrak3 Nold Swangjang

Soft Commission Report of Luxury Real Estate Investment Fund

Company name Received Benefits Reasons

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