Notice of Annual General Meeting and update to abridged report SYNERGY INCOME FUND LIMITED (formerly Capital Land Retail Fund Limited) (Registration number 2007/032604/06) JSE share code for A linked units: SGA ISIN code: ZAE000161550 JSE share code for B linked units: SGB ISIN code: ZAE000162293 ("Synergy” or the “Fund”) NOTICE OF ANNUAL GENERAL MEETING AND UPDATE TO ABRIDGED REPORT Unitholders are advised that Synergy's integrated report, incorporating the audited financial statements for the year ended 30 June 2012, was dispatched today, 7 November 2012. The integrated report contains a notice of annual general meeting for the Fund that will be held at the Fund’s registered office, being 200 on Main, Corner Main and Bowwood Roads, Claremont at 10:00 on Wednesday, 5 December 2012. The integrated report contains non-material changes to the audited results that were announced on SENS on 5 September 2012, further details of which are set out below: 1. Statement of cash flows A final review of the statement of cash flows identified the following adjustments, which have no impact on the net cash movement for the year: - the amortisation of loan raising costs was included under investing activities instead of under operating activities; - a fair value adjustment on swaps was reflected as a cash outflow within investment activities and a cash inflow within financing activities; and - debenture interest payable was included in the line item “linked unit distributions paid” and a corresponding adjustment recognised as part of cash generated from operations instead of being included in the calculation of interest paid. The condensed statement of cash flows which was contained in the SENS announcement dated 5 September 2012 and the amended statement of cash flows contained in the integrated report, after taking into account the effects of the above, are presented as follows: Condensed statement of cash flows Per SENS announcement Per integrated report Audited Audited Year ended Year ended 30 June 2012 30 June 2012 R R Cash flows from operating activities 16 345 009 16 193 212 Cash utilised in investing activities (1 022 912 692) (1 018 165 754) Cash flows from financing activities 947 578 922 942 983 781 Net cash movement for the year (58 988 761) (58 988 761) 2. Statement of financial position A final review of the statement of financial position identified a net asset of R4 803 502 that related to properties transferred on 1 June 2012 and was recorded in trade and other payables instead of being disclosed as trade and other receivables. The audited results announced on SENS on 5 September 2012 have been updated to incorporate the above mentioned changes and are presented below. The condensed statement of comprehensive income and the condensed statement of changes in equity as published on SENS on 5 September 2012 remain unchanged. 2 Condensed statement of comprehensive income Audited Audited Year ended Year ended 30 June 2012 30 June 2011 R R REVENUE Property portfolio 53 062 853 – Recoveries and contractual rental revenue 48 345 736 – Straight-line rental income accrual 4 717 117 – Rental revenue 53 062 853 – Property operating costs (15 406 778) (78 125) Administration costs (4 746 371) (22 256) Net operating profit/(loss) 32 909 704 (100 381) Changes in fair values of investment properties 153 134 246 – Adjustment resulting from straight-lining of rental revenue (4 717 117) – Changes in fair value of swaps (4 595 141) – Profit/(Loss) from operations 176 731 692 (100 381) Listing expenses (10 744 308) – Net finance income 2 520 789 523 150 Finance income 8 799 045 523 150 Finance costs (6 126 456) – Amortisation of loan raising costs (151 800) – Profit before debenture interest and taxation 168 508 173 422 769 Debenture interest (30 865 174) (422 769) Profit before taxation 137 642 999 – Taxation (28 140 834) – Profit for the period attributable to Synergy shareholders 109 502 165 – Total comprehensive income for the period 109 502 165 – Reconciliation of earnings, headline earnings and distributable earnings Profit for the period attributable to Synergy shareholders 109 502 165 – Debenture interest 30 865 174 422 769 Basic earnings attributable to linked unitholders 140 367 339 422 769 Changes in fair values of investment properties (net of deferred taxation) (119 419 393) – Changes in fair value of investment properties 148 417 129 – Deferred taxation (28 997 736) – Headline profit to linked unitholders 20 947 946 422 769 Listing expenses 10 744 308 – Amortisation of loan raising costs 151 800 – Straight-line rental income accrual (4 717 117) – Changes in fair value of swaps (net of deferred taxation) 3 738 239 – Changes in fair value of swaps 4 595 141 – Deferred taxation (856 902) – Distributable earnings 30 865 176 422 769 3 12 months ended 30 June 30 865 176 422 769 Distributed to B linked units** 5 577 231 422 769 To be distributed to A linked units*** 11 006 010 – To be distributed to B linked units*** 14 281 935 – Total distributions 30 865 176 422 769 Actual number of A linked units in issue* 24 889 156 – Actual number of B linked units in issue* 73 113 070 12 696 170 Weighted number of A linked units in issue 13 600 632 – Weighted number of B linked units in issue 63 101 129 2 052 258 Earnings per A share (cents) 142.76 – Earnings per A linked unit (cents) 223.69 – Earnings per B share (cents) 142.76 – Earnings per B linked unit (cents) 174.24 21 Headline loss per A share (cents) (12.93) – Headline earnings per A linked unit (cents) 67.99 – Headline (loss)/earnings per B share (cents) (12.93) 21 Headline earnings per B linked unit (cents) 18.54 21 Distribution per A linked unit payable (cents)^^ 44.22 – Distribution per B linked unit paid (cents)^ 9.3 – Distribution per B linked unit payable (cents)^^ 19.53 21 * The first issue of linked units was on 3 May 2011. Prior to this there were no linked units in issue. ** This distribution was made to the holders of B linked units prior to 14 December 2011 (listing date). ***This amount was distributed on 13 August 2012. ^ The distribution per B linked unit paid was paid to holders of 60 million B linked units for the period to 13 December 2011. ^^ This distribution payable to A and B linked unitholders in the current period is for the period from 14 December 2011 (listing date) to 30 June 2012. The Fund has no dilutionary instruments in issue. Condensed statement of financial position Audited Audited Year ended Year ended 30 June 2012 30 June 2011 R R ASSETS Non-current assets 1 171 300 000 – Investment properties 1 171 300 000 – Fair value of property portfolio for accounting purposes 1 166 582 883 – Straight-line rental income accrual 4 717 117 – Current assets 12 977 115 63 916 413 Trade and other receivables 8 819 402 769 939 Cash and cash equivalents 4 157 713 63 146 474 Total assets 1 184 277 115 63 916 413 4 EQUITY AND LIABILITIES Stated capital and reserves 110 482 187 127 031 Stated capital 980 022 127 031 Accumulated profit 109 502 165 – Non-current liabilities 1 038 220 654 63 353 889 Debenture capital 581 412 553 63 353 889 Interest-bearing liabilities 424 072 126 – Interest rate swap 4 595 141 – Deferred tax liabilities 28 140 834 – Current liabilities 35 574 274 435 493 Trade and other payables 10 286 330 435 493 Debenture interest payable 25 287 944 – Total equity and liabilities 1 184 277 115 63 916 413 Net asset value per linked unit* 7.06 5.00 Net asset value per A linked unit*^ 8.79 – Net asset value per B linked unit* 6.47 5.00 * Net asset value includes total equity attributable to equity holders and linked debentures. ^ 60-day volume weighted average trading price at 30 June 2012, limited to combined net asset value, in accordance with the provisions of the company's debenture trust deed. Condensed statement of changes in equity Audited Audited Year ended Year ended 30 June 2012 30 June 2011 R R Balance at the beginning of the period 127 031 70 Repurchase of shares -70 – Issue of linked units 853 061 126 961 Total comprehensive income for the period 109 502 165 – Total stated capital and reserves 110 482 187 127 031 Condensed statement of cash flows Audited Audited Year ended Year ended 30 June 2012 30 June 2011 R R Cash flows from operating activities Cash generated from operations 19 249 653 (434 827) Interest income 8 799 045 523 150 Interest expense (11 855 486) (422 769) Net cash inflow/(outflow) from operating activities 16 193 212 (334 446) Net cash outflow from investing activities (1 018 165 754) – Net cash inflow from financing activities 942 983 781 63 480 850 Net movement in cash and cash equivalents (58 988 761) 63 146 404 Cash and cash equivalents at beginning of the period 63 146 474 70 Cash and cash equivalents at the end of the period 4 157 713 63 146 474 5 Preparation, accounting policies and review opinion The summarised financial statements for the year ended 30 June 2012 have been prepared in accordance with International Financial Reporting Standards ("IFRS") and presented in accordance with the minimum content, including disclosures, prescribed by IAS 34 applied to year-end reporting and the AC 500 series or its successor issued by the Accounting Practices Board, the JSE Listings Requirements and the requirements of the South African Companies Act, 2008. The summarised financial statements are prepared on a going concern basis and Synergy's accounting policies have been applied consistently to all periods presented. The summarised financial statements, which comprise the statement of financial position as at 30 June 2012 and the statement of comprehensive income, statement of changes in equity and statement of cash flows for the year then ended, have been audited by the Fund's independent external auditors, Moore Stephens BKV Inc., and their unmodified audit report is available for inspection at the Fund's registered office. This report was compiled under the supervision of Uys Meyer BAcc (Hons), the Financial Director. The accounting policies adopted are consistent with those applied in the prior periods. 7 November 2012 www.synergyincomefund.com Sponsor Java Capital Date: 07/11/2012 04:24:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.