aviva investors multi-asset alternative income s.a

Aviva Investors Multi-Asset Alternative Income S.A. Société anonyme de titrisation

Audited Annual Accounts

For the year ended 31 December 2018

2, rue du Fort Bourbon L-1249 LuxembourgGrand Duchy of LuxembourgR.C.S. Luxembourg: B 213.019

Aviva Investors Multi-Asset Alternative Income S.A.

2

TABLE OF CONTENTS

Directors’ report ..................................................................................................................................................... 3

Audit report ............................................................................................................................................................ 7

Abridged balance sheet ......................................................................................................................................... 10

Profit and loss account .......................................................................................................................................... 12

Notes to the annual accounts ................................................................................................................................ 14


3

DIRECTORS’ REPORT


The directors of the Company (the “Directors”) present their Report and the Annual Accounts for the year ended 31 December 2018 (the “Annual Accounts”).

1. ACTIVITIES AND REVIEW OF THE DEVELOPMENT OF THE BUSINESS

Aviva Investors Multi-Asset Alternative Income S.A. (hereinafter referred to as the “Company”) was incorporated in Luxembourg on 20 February 2017 as a public limited liability securitisation company (société anonyme de titrisation) for an unlimited period. The Company is governed by the Luxembourg law dated 10 August 1915 on commercial companies (the “Commercial Law”), as amended, and the law dated 22 March 2004 on securitisation, as amended. It has its registered office at 2, rue du Fort Bourbon, L-1249 Luxembourg, Grand-Duchy of Luxembourg, is registered with the Luxembourg Trade and Companies Register under number B 213.019 and its share capital amounts to GBP 25,500.

As at 31 December 2018, the following compartments are active: - Compartment I (launched on 23 May 2017);- Compartment II (launched on 23 May 2017);- Compartment III a (launched on 24 August 2018);- Compartment III b (launched on 11 April 2018); and- Compartment III c (launched on 11 April 2018).

The Company resolved to issue GBP 1 billion Unsecured Profit Participating Notes (hereafter, the “PPNs” and in singular defined as the “PPN”) for each of the compartments, due 2041. The proceeds from the PPNs issued in 2018 (GBP 427 million in total for all the compartments) were used to invest in the loan portfolios. During the year, the Company did not exercise any research and development activity, neither had a branch, nor did it acquire its own shares.

2. BUSINESS REVIEW

During the year ended 31 December 2018, the compartments made profit or loss as detailed in Note 4 of the annual accounts.

As at 31 December 2018: - the Company's total indebtedness is GBP 709,940,190 (2017:GBP 274,590,653); and- the Company has PPNs issued due 2041 for the aggregate amount of GBP 701,522,794 (2017: GBP

273,490,399).

3. FUTURE DEVELOPMENTS

The Directors expect the present level of activity to be sustained for the foreseeable future.

4. PRINCIPAL RISKS AND UNCERTAINTIES

The principal risks and uncertainties facing the Company relate to the loans held by the Company. The Company has exposure to the following risks from its use of financial instruments and does not have any externally imposed capital requirements.


4

DIRECTORS’ REPORT (CONTINUED)

a) Credit risk

Credit risk is the risk of the financial loss to the Company if a counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Company’s credit linked assets. The Company’s principal financial assets are loans, cash at bank and in hand and other debtors, which represent the Company’s maximum exposure to credit risk in relation to financial assets.

Investment in the portfolio of loans involves a degree of risk arising from fluctuations in the amount and timing of receipt of the principal and interest from the portfolio of loans by or on behalf of the Company and the amounts of the claims of creditors of the Company ranking in priority to the holders of PPNs (the “Noteholders”). The Company limits its exposure to credit risk by investing in a portfolio of loans. The risk of default on these assets is borne by the Noteholders in accordance with their respective agreements.

b) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulties in meeting obligations arising from its financial liabilities as they fall due.

The Company’s obligation to the noteholders is limited to the net proceeds upon realization from the portfolio of loans. Should the net proceeds be insufficient to make all payments due in respect of a particular PPN, the other assets of the Company will not be available for payment and the deficit is instead borne by the Noteholders.

All substantial risks and rewards associated with the financial assets and liabilities are ultimately borne by the Noteholders.

c) Market risk

Market risk is the risk that changes in market prices, foreign exchange rates and interest rates will affect the Company’s income or its value of its holdings of financial instruments. The Noteholders are exposed to the market risk of the portfolio of loans. Market risk embodies the potential for both gains and losses and includes currency risk, interest rate risk and price risk.

o Currency risk

Currency risk is the risk which arises due to the assets and liabilities of the Company held in foreign currencies, which will be affected by fluctuations in foreign exchange rates. The Company may limit its exposure to currency risk by operating bank accounts in other currencies than its presentation currency for receipts and payments.

The PPNs issued by the Company are held in the same currency namely British Pound Sterling (GBP), as most of the investments in the portfolio of loans. The Company invested in 2018 in a portfolio of non-GBP loans for a total value of GBP 83.7 million at year-end. These loans are not hedged at Company level.

o Interest rate risk

Interest rate risk is the risk that the Company does not receive adequate interest from its portfolio of loans in order to meet its obligations on each interest payment dates towards its Noteholders. The Company is not exposed to interest rate risk since the Company pays out any residual interest following payment of tax and expenses as per the priority of payments.

o Price risk

Price risk is the risk that the value of financial instruments will fluctuate as a result of changes in market prices, whether caused by factors specific to an individual investment, its issuer or all factors affecting all instruments traded in the market. The Company does not consider price risk to be a significant risk to the Company as any fluctuation in the value of the portfolio of loans held by the Company will be borne by the Noteholders.


5

DIRECTORS’ REPORT (CONTINUED)

5. RESULT AND DIVIDENDS FOR THE YEAR ENDED 31 DECEMBER 2018

The result for the year is set out on the profit and loss account. No dividends are recommended by the Directors for the year under review.

6. DIRECTORS AND THEIR INTERESTS

The Directors who held office on 31 December 2018 did not hold any shares in the Company at that date, or during the period.

7. CORPORATE GOVERNANCE STATEMENT

The Company is subject to and complies with the Commercial Law, and the Listing Rules of the Jersey stock exchange for PPNs (for Compartment II only). The Company does not apply additional requirements in addition to those required by the above. All service providers engaged by the Company are subject to their own corporate governance requirements.

Financial Reporting Process

The Board of Directors of the Company (the “Board”) is responsible for establishing and maintaining adequate internal control and risk management systems of the Company in relation to the financial reporting process. Such systems are designed to manage rather than eliminate the risk of failure to achieve the Company’s financial reporting objectives and can only provide reasonable and not absolute assurance against material misstatement or loss.

The Board has established processes regarding internal control and risk management systems to ensure its effective oversight of the financial reporting process. These include appointing the Administrator and Custodian, RBC Investors Services Bank S.A., to maintain the accounting records of the Company. RBC Investors Services Bank S.A. is contractually obliged to maintain proper books and records. RBC Investors Services Bank S.A. is also contractually obliged to prepare for review and approval by the Board the Annual Accounts providing a true and fair view of the financial situation and results of the Company.

The Board evaluates and discusses significant accounting and reporting issues as the need arises. From time to time the Board also examines and evaluates the external auditors’ performance, qualifications and independence. The Administrator has operating responsibility for internal control in relation to the financial reporting process and the Administrator’s report to the Board.

Risk Assessment

The Board is responsible for assessing the risk of irregularities whether caused by fraud or error in financial reporting and ensuring the processes are in place for the timely identification of internal and external matters with a potential effect on financial reporting. The Board has also put in place processes to identify changes in accounting rules and recommendations and to ensure that these changes are accurately reflected in the Company’s Annual Accounts.

Control Activities

The Administrator is contractually obliged to design and maintain control structures to manage the risks which are significant for internal control over financial reporting. These control structures include appropriate segregation of responsibilities and specific control activities aimed at detecting or preventing the risk of significant deficiencies in financial reporting for every significant account in the Annual Accounts and the related notes in the Company’s Annual Accounts.

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The notes in the annex form an integral part of the annual accounts

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Annual Accounts Helpdesk :

Tel. : (+352) 247 88 494 Email : [email protected]

RCSL Nr. : Matricule :B213019 2017 2201 815

eCDF entry date :

ABRIDGED BALANCE SHEET

Financial year from to (in )01/0101 /2018 31/12/201802 GBP03


2, rue du Fort Bourbon L-1249 Luxembourg

ASSETS

Reference(s) Current year Previous year

A. Subscribed capital unpaid 1101 101 102

I. Subscribed capital not called 1103 103 104

II. Subscribed capital called butunpaid 1105 105 106

B. Formation expenses 51107 1.646,00107 1.904,00108

C. Fixed assets 1109 636.312.179,00109 191.537.615,00110

I. Intangible assets 1111 111 112

II. Tangible assets 1125 125 126

III. Financial assets 61135 636.312.179,00135 191.537.615,00136

D. Current assets 1151 73.703.348,00151 83.077.487,00152

I. Stocks 1153 153 154

II. Debtors 1163 3.153.529,00163 362.037,00164

a) becoming due and payable within one year 71203 3.153.529,00203 362.037,00204

b) becoming due and payable after more than one year 1205 205 206

III. Investments 1189 189 190

IV. Cash at bank and in hand 81197 70.549.819,00197 82.715.450,00198

E. Prepayments 1199 199 200

TOTAL (ASSETS) 710.017.173,00201 274.617.006,00202

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CAPITAL, RESERVES AND LIABILITIES


A. Capital and reserves 91301 76.983,00301 26.353,00302

I. Subscribed capital 1303 25.500,00303 25.500,00304

II. Share premium account 1305 63,00305 63,00306

III. Revaluation reserve 1307 307 308

IV. Reserves 1309 309 310

V. Profit or loss brought forward 1319

790,00

319 320

VI. Profit or loss for the financial year 1321 50.630,00321 790,00322

VII. Interim dividends 1323 323 324

VIII. Capital investment subsidies 1325 325 326

B. Provisions 1331 331 332

C. Creditors 101435 706.918.509,00435 273.964.885,00436

a) becoming due and payable within one year 1453 5.395.715,00453 474.486,00454

b) becoming due and payable after more than one year 1455 701.522.794,00455 273.490.399,00456

D. Deferred income 111403 3.021.681,00403 625.768,00404

TOTAL (CAPITAL, RESERVES AND LIABILITIES) 710.017.173,00405 274.617.006,00406

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LAGGWJP20190515T17231801_001

Annual Accounts Helpdesk :

Tel. : (+352) 247 88 494 Email : [email protected]


eCDF entry date :

PROFIT AND LOSS ACCOUNT

Financial year from to (in )01/0101 /2018 31/12/201802 GBP03


2, rue du Fort Bourbon L-1249 Luxembourg

PROFIT AND LOSS ACCOUNT


1. Net turnover 1701 701 702

2. Variation in stocks of finished goods and in work in progress 1703 703 704

3. Work performed by the undertaking for its own purposes and capitalised 1705 705 706

4. Other operating income 121713 950.829,00713 105.942,00714

5. Raw materials and consumables and other external expenses 1671 -697.012,00671 -52.568,00672

a) Raw materials and consumables 1601 601 602

b) Other external expenses 131603 -697.012,00603 -52.568,00604

6. Staff costs 1605 605 606

a) Wages and salaries 1607 607 608

b) Social security costs 1609 609 610

i) relating to pensions 1653 653 654

ii) other social security costs 1655 655 656

c) Other staff costs 1613 613 614

7. Value adjustments 1657 -491,00657 -337,00658

a) in respect of formation expenses and of tangible and intangible fixed assets 51659 -491,00659 -337,00660

b) in respect of current assets 1661 661 662

8. Other operating expenses 141621 -1.801.752,00621 -21.828,00622

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9. Income from participating interests 1715 715 716

a) derived from affiliated undertakings 1717 717 718

b) other income from participating interests 1719 719 720

10. Income from other investments and loans forming part of the fixed assets 1721 15.411.599,00721 423.057,00722

a) derived from affiliated undertakings 1723 723 0,00724

b) other income not included under a) 151725 15.411.599,00725 423.057,00726

11. Other interest receivable and similar income 1727 154.589,00727 1.068,00728

a) derived from affiliated undertakings 1729 729 730

b) other interest and similar income 1731 154.589,00731 1.068,00732

12. Share of profit or loss of undertakings accounted for under the equity method 1663 663 664

13. Value adjustments in respect of financial assets and of investments held as current assets 61665 3.185.319,00665 -98.448,00666

14. Interest payable and similar expenses 1627 -17.119.698,00627 -356.096,00628

a) concerning affiliated undertakings 1629 629 630

b) other interest and similar expenses 161631 -17.119.698,00631 -356.096,00632

15. Tax on profit or loss 181635 -28.392,00635 0,00636

16. Profit or loss after taxation 1667 54.991,00667 790,00668

17. Other taxes not shown under items 1 to 16 181637 -4.361,00637 0,00638

18. Profit or loss for the financial year 1669 50.630,00669 790,00670


14

NOTES TO THE ANNUAL ACCOUNTS


1. GENERAL INFORMATION

Aviva Investors Multi-Asset Alternative Income S.A. (hereinafter referred to as the “Company”) was incorporated in Luxembourg on 20 February 2017 as a public limited liability company (société anonyme) for an unlimited period. The Company is governed by the Luxembourg law dated 10 August 1915 on commercial companies (the “Commercial Law”), as amended, and the law dated 22 March 2004 on securitisation (the “Securitisation Law”), as amended. The registered office of the Company is located at 2, rue du Fort Bourbon, L-1249 Luxembourg, Grand Duchy of Luxembourg. The Company is registered with the Luxembourg Trade and Companies Register under number B 213.019. With effect on 23 May 2017, the Company entered into a Management Services agreement with Aviva Investors Luxembourg S.A. (hereinafter referred to as “AILX”), a public limited liability company (société anonyme), duly incorporated and validly existing under the laws of the Grand-Duchy of Luxembourg, having its registered office at 2, rue du Fort Bourbon L-1249 Luxembourg, Grand-Duchy of Luxembourg, and registered with the trade and companies register of Luxembourg under number B25.708. The Company’s financial year begins on 1 January and ends on 31 December each year, except for the first financial period which began on 20 February 2017 (date of incorporation) and ended on 31 December 2017. The corporate object of the Company is to enter into, perform and serve as a vehicle for, any securitisation transactions as permitted under the Securitisation Law, subject to the Issue Limit as further detailed in the articles of incorporation. In accordance with the Securitisation Law and the Company’s Articles of Association, the Board of Directors is entitled to create one or more compartments corresponding each to a separate part of the Company’s estate. Assets allocated to a compartment are exclusively available to investors thereunder and the creditors whose claims have arisen in connection with the creation, operation or liquidation of the compartment. To make distinction between the compartments and the legal entity containing the compartments, the legal entity is referred to as “Capital Company”. As at 31 December 2018, the following compartments are active:

Compartment I (launched on 23 May 2017) Compartment II (launched on 23 May 2017) Compartment III a (launched on 24 August 2018) Compartment III b (launched on 11 April 2018) Compartment III c (launched on 11 April 2018)

The term will be unlimited for each compartment. The Company is included in the consolidated accounts of Aviva Investors Multi-Asset Alternative Income Fund, SICAV-RAIF (the “Parent”). The registered office of the Parent is set at 2, rue du Fort Bourbon, L-1249 Luxembourg, Grand Duchy of Luxembourg.


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NOTES TO THE ANNUAL ACCOUNTS (CONTINUED) For the year ended 31 December 2018

2. SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES

2.1. Basis of preparation

The annual accounts have been prepared in accordance with Luxembourg legal and regulatory requirements under the historical cost convention, except for the use of the fair value option for the financial assets as allowed by the law of 19 December 2002, as amended. The Company maintains its books and records in British pounds (“GBP”) and its annual accounts are expressed in this currency. Accounting policies and valuation rules are, besides the ones laid down by the law of 19 December 2002, as amended, determined and applied by the Board of Directors. The Company has made use of the relief in Article 35 of the law of 19 December 2002, as amended, and presented an abridged balance sheet. The preparation of annual accounts requires the use of certain critical accounting estimates. It also requires the Board of Directors to exercise its judgment in the process of applying the accounting principles. Changes in assumptions may have significant impact on the annual accounts in the period in which the assumptions change. The Board of Directors believes that the underlying assumptions are appropriate and that the annual accounts therefore present the financial position and results fairly. The Board of Directors makes estimates and assumptions that affect the reported amounts of assets and liabilities. Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

2.2. Significant accounting principles

The main accounting principles applied by the Company are the following:

2.2.1. Formation expenses

Formation expenses represent set-up costs of the Company. Such items are amortised on a straight-line basis in a maximum period of amortisation of 5 years.

2.2.2. Financial assets

Recognition and measurement Debt securities held as financial fixed assets are initially recorded at purchase price, or where applicable, at nominal value, including the expenses incidental thereto. They are subsequently valued at fair value. Unrealised gains and losses are recorded in the profit and loss account under the caption ‘Value adjustments in respect of financial assets and of investments held as current assets’. Realised gains and losses represent the difference between the initial cost and the sale or redemption or settlement price of the respective financial assets sold. They are recorded under the caption ‘Income from other investments and loans forming part of the fixed assets’ in case of a gain and ‘Interest payable and similar expenses – other interest and similar expenses’ in case of a loss.


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2. SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES (CONTINUED)

2.2.2. Financial assets (continued)

Fair value estimation Debt securities listed on a recognised stock exchange or dealt in on any other regulated market that operates regularly, is recognised and is open to the public, are valued at their latest available closing prices, or, in the event that there should be several such markets, on the basis of their latest available closing prices on the main market for the relevant security. In the event that the latest available closing price does not, in the opinion of the Board of Directors, reflect the fair value of the relevant securities, the value of such securities is defined by the Board of Directors based on the reasonably foreseeable sale proceeds determined prudently and in good faith. For all debt securities not traded in active markets, the fair value is determined by using valuation techniques deemed to be appropriate in the circumstances. Valuation techniques include the market approach (i.e. using recent arm’s length market transactions adjusted as necessary and reference to the current market value of another instrument that is substantially the same) and the income approach, adopting a discounted cash flow methodology on a yield to maturity basis. Under the income approach, the estimation of the fair value of the debt instrument is based upon discounted forecasted coupons and principal repayments taking into consideration an appropriate risk-adjusted discount rate. Discount rates are derived with reference to the relevant synthetic credit ratings conduced for each investment. Debt securities acquired in December of each year are stated at purchase price which best reflects its fair value, so long and so far as there is no indication that would lead to the conclusion that the market conditions changed to an extent that would impact the fair value of the investment significantly. See Note 6.2. for further details.

2.2.3. Debtors

Debtors are valued at their nominal value. They are subject to value adjustments when their recovery is compromised. These value adjustments are not continued if the reasons for which they were made have ceased to apply.

2.2.4. Provisions

Provisions are intended to cover losses or debts, the nature of which is clearly defined and which, at the date of the balance sheet, are either likely to be incurred or certain to be incurred but uncertain as to their amount or as to the date on which they will arise. Provisions may also be created to cover charges which originate in the financial period under review, the nature of which is clearly defined and which, at the date of the balance sheet, are either likely to be incurred or certain to be incurred but uncertain as to their amount or as to the date on which they will arise. Provisions for taxation corresponding to the tax liability estimated for the financial periods which have not been assessed are recorded under the “Creditors” caption of the balance sheet. The advance payments are shown in the assets of the balance sheet under the “Debtors” item.


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2.2.5. Debts

Profit Participating Notes (“PPNs”) issued are recorded at their reimbursement value. Value adjustments are added or deducted directly from the nominal value of the notes issued in the balance sheet and a gain or a loss is recognised in the profit and loss account under the caption “Other operating expenses” for an increase in the value of the notes and “Other operating income” for a decrease in the value of the notes. These captions also included the realised results from redemptions of the notes during the year. Other debts are recorded at their reimbursement value.

2.2.6. Deferred income

Income derived from arrangement fees that are charged at the inception of the loan investments, is treated as deferred income and released to the profit and loss account over the term of the loan on a straight line basis.

2.2.7. Revenue recognition

Interest income Interest income is recorded on an accrual basis. Dividend income Dividends are recorded when the right to receive them is established. Fees and other investment income Fees and other investment income such as commitment fees, upfront fees or any other fees payable to each Compartment by borrowers or potential borrowers are recognised as revenue when the payment is due based on a contractual basis e.g. a signed term sheet, loan agreement or fee letter.

2.2.8. Expenses recognition

Expenses are accounted on an accrual basis. Expenses are charged to the profit and loss account.

2.2.9. Equalisation provision

Due to the limited recourse nature of the notes issued, losses during the financial period as a result from sales, default, lower market values or cost may reduce the value of the securities issued. Such shortfalls are normally borne by the noteholders in inverse order of the priority payments. Consequently, a provision for diminution in value will be made and deducted from the amount repayable of the notes issued and booked in the profit and loss account as ‘Equalisation provision’ under ‘Other operating income’.


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2.2.9. Equalisation provision (continued) Similarly, the amount repayable of a note is increased if the reimbursement value is directly linked to the value of the related assets and if it is likely that the cash flow from the related assets exceeds the amount received. In this case, the Company will increase the book value of the note and recognise an unrealised loss as ‘Equalisation provision’ included under ‘Other operating charges’ in the profit and loss account.

2.2.10. Foreign currency translation

Presentation currency The annual accounts of the Company are expressed in British pounds (“GBP”). The presentation currency of the compartments is as follows:

Compartment I: GBP Compartment II: GBP Compartment III a: GBP Compartment III b: GBP Compartment III c: GBP

Transactions and balances Transactions expressed in currencies other than the presentation currency of the compartment concerned (the “Reference Currency”) are translated into the Reference Currency at the exchange rate effective at the time of the transaction. Financial assets expressed in currencies other than the Reference Currency and measured at fair value are translated at the exchange rate effective at the balance sheet date, with foreign exchange differences recognised in the profit and loss account. Cash at bank is translated at the exchange rate effective at the balance sheet date. Exchange losses and gains are recorded in the profit and loss account of the year. Other assets and liabilities are translated at exchange rates effective at the balance sheet date. The realised or unrealised exchange gains and losses are recorded in the profit and loss account. As at 31 December 2018, the closing exchange rate used is :

1 GBP = 1.114116 EUR 1 GBP = 1.2736 USD 1 GBP = 11.291581 SEK 1 GBP = 1.809091 AUD


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3. BALANCE SHEET PER COMPARTMENT

Compartment I Compartment II As at As at As at As at

Notes

31 December

2018

31 December

2017

31 December

2018

31 December

2017 ASSETS GBP GBP GBP GBP

B. Formation expenses 5 1,198 1,567 448 337

C. Fixed assets

III. Financial assets 6 477,889,020 191,537,615 87,827,060 -

D. Current assets II. Debtors

a) becoming due and payable within one year 7 2,540,914 343,265 469,062 -

IV. Cash at bank and in hand 8 55,671,617 67,816,119 10,813,324 14,891,750

TOTAL (ASSETS) 536,102,749 259,698,566 99,109,894 14,892,087

CAPITAL, RESERVES AND LIABILITIES A. Capital and reserves 9 I. Subscribed capital - - - - II. Share premium account - - - - IV. Reserves - - - - V. Profit and loss brought forward - - - - VI. Profit or loss for the financial year 40,655 - 6,861 -

40,655 - 6,861 -

C. Creditors 10 a) becoming due and payable within one year 4,084,294 427,412 796,111 47,074 b) becoming due and payable after more than one year 530,090,105 258,645,386 97,638,088 14,845,013

D. Deferred income 11 1,887,695 625,768 668,834 -

TOTAL (CAPITAL, RESERVES AND LIABILITIES) 536,102,749 259,698,566 99,109,894 14,892,087


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3. BALANCE SHEET PER COMPARTMENT (CONTINUED)

Compartment III a Compartment III b As at As at As at As at

Notes

31 December

2018

31 December

2017

31 December

2018

31 December


B. Formation expenses 5 - - - - C. Fixed assets

III. Financial assets 6 8,708,571 - 27,804,542 - D. Current assets

II. Debtors a) becoming due and payable within one year 7 22,146 - 54,142 -

IV. Cash at bank and in hand 8 429 - 1,815,966 - TOTAL (ASSETS) 8,731,146 - 29,674,650 -

CAPITAL, RESERVES AND LIABILITIES A. Capital and reserves 9 I. Subscribed capital - - - - II. Share premium account - - - - IV. Reserves - - - - V. Profit and loss brought forward - - - - VI. Profit or loss for the financial year 153 - 1,179 - 153 - 1,179 -

C. Creditors 10

a) becoming due and payable within one year 24,446 - 220,849 - b) becoming due and payable after more than one year 8,598,324 - 29,292,262 -

D. Deferred income 11 108,223 - 160,360 - TOTAL (CAPITAL, RESERVES AND LIABILITIES) 8,731,146 - 29,674,650 -


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Compartment III c Capital Company As at As at As at As at

Notes

31 December

2018

31 December

2017

31 December

2018

31 December


B. Formation expenses 5 - - - -

C. Fixed assets

III. Financial assets 6 34,082,986 - - -


a) becoming due and payable within one year 7 66,368 - 897 18,772

IV. Cash at bank and in hand 8 2,222,903 - 25,580 7,581

TOTAL (ASSETS) 36,372,257 - 26,477 26,353

CAPITAL, RESERVES AND LIABILITIES A. Capital and reserves 9 I. Subscribed capital - - 25,500 25,500 II. Share premium account - - 63 63 IV. Reserves - - 790 - V. Profit and loss brought forward - - - - VI. Profit or loss for the financial year 1,658 - 124 790

1,658 - 26,477 26,353

C. Creditors 10 a) becoming due and payable within one year 270,015 - - - b) becoming due and payable after more than one year 35,904,015 - - -

D. Deferred income 11 196,569 - - -

TOTAL (CAPITAL, RESERVES AND LIABILITIES) 36,372,257 - 26,477 26,353


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Combined As at As at

Notes 31 December 2018 31 December 2017 ASSETS GBP GBP

B. Formation expenses 5 1,646 1,904

C. Fixed assets

III. Financial assets 6 636,312,179 191,537,615


a) becoming due and payable within one year 7 3,153,529 362,037 IV. Cash at bank and in hand 8 70,549,819 82,715,450

TOTAL (ASSETS) 710,017,173 274,617,006

CAPITAL, RESERVES AND LIABILITIES A. Capital and reserves 9 I. Subscribed capital 25,500 25,500 II. Share premium account 63 63 IV. Reserves 790 - V. Profit and loss brought forward - - VI. Profit or loss for the financial year 50,630 790

76,983 26,353

C. Creditors 10 a) becoming due and payable within one year 5,395,715 474,486 b) becoming due and payable after more than one year 701,522,794 273,490,399

D. Deferred income 11 3,021,681 625,768

TOTAL (CAPITAL, RESERVES AND LIABILITIES) 710,017,173 274,617,006


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4. PROFIT AND LOSS ACCOUNT PER COMPARTMENT

Compartment I Compartment II

Year

ended Period ended

Year ended

Period ended

Notes

31 December

2018

31 December

2017

31 December

2018

31 December

2017 GBP GBP GBP GBP

4. Other operating income 12 949,153 85,955 - 19,987

5. Raw materials and consumables and other external expenses

b) Other external expenses 13 (524,364) (16,295) (68,922) (36,076)

7. Value adjustments a) In respect of formation expenses and of tangible and intangible fixed assets 5 (369) (278) (122) (59)

8. Other operating expenses 14 (57,853) (17,975) (1,549,385) (3,853)

10. Income from other investments and loans forming part of the fixed assets

a) Derived from affiliated undertakings - - - - b) Other income not included under a) 15 12,720,258 403,057 1,848,283 20,000

11. Other interest receivable and similar income

b) Other interest and similar income 21,902 - 1,265 1

13. Value adjustment in respect of financial assets and of investments held as current assets 6 1,697,546 (98,448) 1,443,062 - 14. Interest payable and similar expenses

b) Other interest and similar expenses 16 (14,740,970) (356,016) (1,663,328) - 15. Tax on profit or loss 18 (21,356) - (3,453) - 16. Profit or (loss) after taxation 43,947 - 7,400 -

17. Other taxes not shown under items 1 to 16 18 (3,292) - (539) - 18. Profit or loss for the financial year/ period 40,655 - 6,861 -


24


4. PROFIT AND LOSS ACCOUNT PER COMPARTMENT (CONTINUED)

Compartment III a Compartment III b

Year

ended Period ended

Year ended

Period ended

Notes

31 December

2018

31 December

2017

31 December

2018

31 December


4. Other operating income 12 1,676 - - - 5. Raw materials and consumables and other external expenses

b) Other external expenses 13 (22,204) - (38,426) - 7. Value adjustments a) In respect of formation expenses and of tangible and intangible fixed assets 5 - - - - 8. Other operating expenses 14 (1,657) - (87,569) - 10. Income from other investments and loans forming part of the fixed assets

a) Derived from affiliated undertakings - - - - b) Other income not included under a) 15 22,781 - 368,150 -


b) Other interest and similar income 142 - 59,819 - 13. Value adjustment in respect of financial assets and of investments held as current assets 6 - - 20,087 - 14. Interest payable and similar expenses

b) Other interest and similar expenses 16 (60) - (319,298) - 15. Tax on profit or loss 18 (457) - (1,380) - 16. Profit or loss after taxation 221 - 1,383 - 17. Other taxes not shown under items 1 to 16 18 (68) - (204) - 18. Profit or loss for the financial year/ period 153 - 1,179 -


25



Compartment III c Capital Company

Year

ended Period ended

Year ended

Period ended

Notes

31 December

2018

31 December

2017

31 December

2018

31 December


4. Other operating income 12 - - - - 5. Raw materials and consumables and other external expenses

b) Other external expenses 13 (43,096) - - (197)

7. Value adjustments a) In respect of formation expenses and of tangible and intangible fixed assets 5 - - - - 8. Other operating expenses 14 (105,288) - - - 10. Income from other investments and loans forming part of the fixed assets

a) Derived from affiliated undertakings - - - - b) Other income not included under a) 15 452,127 - - -


b) Other interest and similar income 71,317 - 144 1,067

13. Value adjustment in respect of financial assets and of investments held as current assets 6 24,624 - - - 14. Interest payable and similar expenses

b) Other interest and similar expenses 16 (396,022) - (20) (80)

15. Tax on profit or loss 18 (1,746) - - -

16. Profit or loss after taxation 1,916 - 124 790

17. Other taxes not shown under items 1 to 16 18 (258) - - - 18. Profit or loss for the financial year/ period 1,658 - 124 790


26



Combined Year ended Period ended

Notes 31 December

2018 31 December

2017 GBP GBP

4. Other operating income 12 950,829 105,942

5. Raw materials and consumables and other external expenses

b) Other external expenses 13 (697,012) (52,568)

7. Value adjustments a) In respect of formation expenses and of tangible and intangible fixed assets 5 (491) (337)

8. Other operating expenses 14 (1,801,752) (21,828)

10. Income from other investments and loans forming part of the fixed assets

a) Derived from affiliated undertakings - - b) Other income not included under a) 15 15,411,599 423,057


b) Other interest and similar income 154,589 1,068

13. Value adjustment in respect of financial assets and of investments held as current assets 6 3,185,319 (98,448)

14. Interest payable and similar expenses

b) Other interest and similar expenses 16 (17,119,698) (356,096)

15. Tax on profit or loss 18 (28,392) -

16. Profit or loss after taxation 54,991 790

17. Other taxes not shown under items 1 to 16 18 (4,361) -

18. Profit or loss for the financial year/ period 50,630 790


27


5. FORMATION EXPENSES

Compartment I Compartment II Combined Year ended Period ended Year ended Period ended Year ended Period ended

31 December 2018 31 December 2017 31 December 2018 31 December 2017 31 December 2018 31 December 2017 GBP GBP GBP GBP GBP GBP

Gross book value At the beginning of the year/ period 1,845 - 396 - 2,241 - Additions for the year/ period - 1,845 233 396 233 2,241 At the end of the year/ period 1,845 1,845 629 396 2,474 2,241

Accumulated amortisation At the beginning of the year/ period (278) - (59) - (337) - Amortisation for the year/ period (369) (278) (122) (59) (491) (337) At the end of the year/ period (647) (278) (181) (59) (828) (337)

NET BOOK VALUE At the beginning of the year/ period 1,567 - 337 - 1,904 - At the end of the year/ period 1,198 1,567 448 337 1,646 1,904

Management decided to not reallocate any formation expenses to the new compartments as the amounts were considered not significant.


28


6. FINANCIAL ASSETS

6.1. Movements in financial assets

Compartment I Compartment II Compartment III a Year ended Period ended Year ended Period ended Year ended Period ended

31 December

2018 31 December

2017 31 December

2018 31 December

2017 31 December

2018 31 December

2017 GBP GBP GBP GBP GBP GBP

Cost At the beginning of the year/ period 191,636,063 - - - - - Additions for the year/ period 361,618,594 191,636,063 86,616,720 - 8,708,571 - Disposals for the year/ period (76,964,738) - (232,722) - - - At the end of the year/ period 476,289,919 191,636,063 86,383,998 - 8,708,571 -

Accumulated fair value adjustments At the beginning of the year/ period (98,448) - - - - - Fair value adjustment of the year/ period 1,697,549 (98,448) 1,443,062 - - - At the end of the year/ period 1,599,101 (98,448) 1,443,062 - - -

FAIR VALUE At the beginning of the year/ period 191,537,615 - - - - - At the end of the year/ period 477,889,020 191,537,615 87,827,060 - 8,708,571 -


29


6. FINANCIAL ASSETS (CONTINUED)

6.1. Movements in financial assets (continued)

Compartment III b Compartment III c Combined Year ended Period ended Year ended Period ended Year ended Period ended

31 December

2018 31 December

2017 31 December

2018 31 December

2017 31 December

2018 31 December

2017 GBP GBP GBP GBP GBP GBP

Cost At the beginning of the year/ period - - - - 191,636,063 - Additions for the year/ period 28,387,516 - 34,797,598 - 520,128,997 191,636,063 Disposals for the year/ period (603,061) - (739,236) - (78,539,752) - At the end of the year/ period 27,784,455 - 34,058,362 - 633,225,308 191,636,063

Accumulated fair value adjustments At the beginning of the year/ period - - - - (98,448) - Fair value adjustment of the year/ period 20,087 - 24,624 - 3,185,319 (98,448) At the end of the year/ period 20,087 - 24,624 - 3,086,871 (98,448)

FAIR VALUE At the beginning of the year/ period - - - - 191,537,615 - At the end of the year/ period 27,804,542 - 34,082,986 - 636,312,179 191,537,615


30



6.2. Investments by asset type/ instrument

Compartment I

Term loans Invested amount

Accumulated value adjustments Fair value

GBP GBP GBP Real estate finance 136,799,585 2,254,871 139,054,456 Infrastructure debt 239,689,959 (2,628,064) 237,061,895 Structure finance 82,444,365 2,559,713 85,004,078 Private corporate debt 17,356,010 (587,419) 16,768,591 TOTAL 476,289,919 1,599,101 477,889,020

Compartment II



GBP GBP GBP Real estate finance 86,383,998 1,443,062 87,827,060 TOTAL 86,383,998 1,443,062 87,827,060

Compartment III a



GBP GBP GBP Infrastructure debt 8,708,571 - 8,708,571 TOTAL 8,708,571 - 8,708,571

Compartment III b



GBP GBP GBP Real estate finance 7,074,690 82,530 7,157,220 Infrastructure debt 20,709,765 (62,443) 20,647,322 TOTAL 27,784,455 20,087 27,804,542

Compartment III c



GBP GBP GBP Real estate finance 8,672,199 101,166 8,773,365 Infrastructure debt 25,386,164 (76,543) 25,309,621 TOTAL 34,058,362 24,624 34,082,986


31



6.2. Investments by asset type/ instrument (continued)

The fair value of real estate finance, infrastructure debt, structured finance and private corporate debt investments is determined by using the discounted cash flows method. The discount rate is assessed through the combination of an interest free rate (usually based on Libor swap discount curves or Gilt) and a discount spread (including credit spread, loss given default and illiquidity premium). Discount rate is ranging from 2.50% to 6.66%. The credit spread and discounted cash flow margin are defined as the average spread in the market for similar assets and areas (i.e. GBP corporate non-financial bonds, infrastructure bond index, etc.), and similar borrower’s rating. The illiquidity premium, being an additional return investors are requiring from holding illiquid assets (i.e. infrastructure debt), is estimated by investment teams using expert judgment. In case of absence of early prepayment fees in the respective loan agreements, the Board of Directors decided to cap the loan value at par. The loss given default, being the share of an asset that is lost if a borrower defaults, is based on corporate CDS prices derived from Bloomberg, that may be adjusted where appropriate in the opinion of the Board of Directors.

7. DEBTORS

Becoming due and payable within one year


31 December

2018 31 December

2017 31 December

2018 31 December


Interest receivable from investments 2,115,806 343,265 468,533 - Commitment fees 28,163 - - - Receivable on settlement of investments 395,959 - - - Receivable from the sole shareholder - - - - Other receivables 986 - 529 - TOTAL 2,540,914 343,265 469,062 -


32


7. DEBTORS (CONTINUED)


31 December 2018 31 December 2017 31 December 2018 31 December 2017 GBP GBP GBP GBP

Interest receivable from investments 22,146 - 53,847 - Commitment fees - - - - Receivable on settlement of investments - - - - Receivable from the sole shareholder - - - - Other receivables - - 295 - TOTAL 22,146 - 54,142 -

Compartment III c Capital Company As at As at As at As at


Interest receivable from investments 66,005 - - - Commitment fees - - - - Receivable on settlement of investments - - - - Receivable from the sole shareholder - - - 18,772 Other receivables 363 - 897 - TOTAL 66,368 - 897 18,772


31 December 2018 31 December 2017 GBP GBP

Interest receivable from investments 2,726,337 343,265 Commitment fees 28,163 - Receivable on settlement of investments 395,959 - Receivable from the sole shareholder - 18,772 Other receivables 3,070 - Total 3,153,529 362,037


33


8. CASH AT BANK AND IN HAND

Compartment I Compartment II Compartment III a As at As at As at As at As at As at


HSBC 1,168,035 18,970,287 64,421 - - - RBC Investor Services Bank S.A. 54,503,582 48,845,832 10,748,903 14,891,750 429 - Cash in transit - - - - - - Total 55,671,617 67,816,119 10,813,324 14,891,750 429 -

Compartment III b Compartment III c Capital Company As at As at As at As at As at As at


HSBC 100 - 100 - - - RBC Investor Services Bank S.A. 343,192 - 417,590 - 25,580 7,581 Cash in transit 1,472,674 - 1,805,213 - - - Total 1,815,966 - 2,222,903 - 25,580 7,581


34


8. CASH AT HAND AND IN BANK (CONTINUED)



HSBC 1,232,656 18,970,287 RBC Investor Services Bank S.A. 66,039,276 63,745,163 Cash in transit 3,277,887 - Total 70,549,819 82,715,450

9. CAPITAL AND RESERVES

The Company was incorporated with a share capital of EUR 30,000 divided into 1,200 shares, each being in registered form and having a par value of EUR 25. At an Extraordinary General Meeting of the sole shareholder of the Company held on 28 November 2017, it has been decided with retroactive effect on 20 February 2017 to convert the share capital of EUR 30,000 into GBP 25,500, divided by 1,020 shares, each having a par value of GBP 25, and to allocate GBP 63.30 to the share premium account. All shares have been subscribed and fully paid-up. Each share entitles its holder to one vote at any general meeting of the shareholders.

9.1. Movements on the capital and reserves accounts

Subscribed

capital Share

premium Legal

reserve

Profit or (loss)

brought forward

Profit or (loss) for

the financial

year Total

As at 31 December 2017 25,500 63 - - 790 26,353

Movements for the financial year: Profit or (loss) brought forward - - 790 - (790) - Profit or (loss) for the financial year - - - - 50,630 50,630

As at 31 December 2018 25,500 63 790 - 50,630 76,983

9.2. Legal reserve

The Company is required to allocate a minimum of 5% of its annual net income to a legal reserve, after deducting any losses brought forward, until the reserve equals 10% of the nominal value of the subscribed share capital. This reserve may not be distributed in the form of cash dividends, or otherwise, during the life of the Company. The allocation to the legal reserve will be done upon approval of the annual accounts.


35


10. CREDITORS

10.1. Becoming due and payable within one year

Compartment I Compartment II

As at As at As at As at

31 December

2018 31 December

2017 31 December

2018 31 December

2017

GBP GBP GBP GBP

Interest payable on notes 3,731,365 355,935 660,740 - Deposit held - 23,810 - - Payable on purchase of investments 88,918 11,477 - - Depositary fees 86,689 5,958 20,150 917 Administrator fees 45,137 10,237 26,687 8,093 Audit fees 72,093 - 15,449 - Legal fees - - - 27,028 Upfront fees - - - 6,750 Formation expenses - 1,918 - 411 Directors' fees 6,445 17,975 1,381 3,853 VAT payable 26,335 - 2,968 - Income tax payable 23,792 - 3,846 - Net wealth tax payable 3,520 - 570 - Other payables - 102 64,320 22

TOTAL 4,084,294 427,412 796,111 47,074


36


10. CREDITORS (CONTINUED) 10.1. Becoming due and payable within one year (continued)

Compartment III a Compartment III b


31 December

2018 31 December

2017 31 December

2018 31 December

2017

GBP GBP GBP GBP

Interest payable on notes - - 180,839 - Deposit held - - - - Payable on purchase of investments - - - - Depositary fees 661 - 6,090 - Administrator fees 3,006 - 14,765 - Audit fees 18,538 - 15,963 - Legal fees - - - - Upfront fees - - - - Formation expenses - - - - Directors' fees 1,657 - 1,427 - VAT payable - - - - Income tax payable 509 - 1,537 - Net wealth tax payable 75 - 228 - Other payables - - - -

TOTAL 24,446 - 220,849 -


37


10. CREDITORS (CONTINUED) 10.1. Becoming due and payable within one year (continued)

Compartment III c Combined


31 December

2018 31 December

2017 31 December

2018 31 December

2017

GBP GBP GBP GBP

Interest payable on notes 224,907 - 4,797,851 355,935 Deposit held - - - 23,810 Payable on purchase of investments - - 88,918 11,477 Depositary fees 6,588 - 120,178 6,875 Administrator fees 14,969 - 104,564 18,330 Audit fees 19,568 - 141,611 - Legal fees - - - 27,028 Upfront fees - - - 6,750 Formation expenses - - - 2,329 Directors' fees 1,749 - 12,659 21,828 VAT payable - - 29,303 - Income tax payable 1,945 - 31,629 - Net wealth tax payable 289 - 4,682 - Other payables - - 64,320 124

TOTAL 270,015 - 5,395,715 474,486

10.2. Becoming due and payable after more than one year



Notes issued 531,125,213 258,731,341 96,119,000 14,865,000 Equalisation provision (1,035,108) (85,955) 1,519,088 (19,987) TOTAL 530,090,105 258,645,386 97,638,088 14,845,013



Notes issued 8,600,000 - 29,209,000 - Equalisation provision (1,676) - 83,262 - TOTAL 8,598,324 - 29,292,262 -


38


10. CREDITORS (CONTINUED) 10.2. Becoming due and payable after more than one year (continued)

Compartment III c Combined As at As at As at As at


Notes issued 35,804,000 - 700,857,213 273,596,341 Equalisation provision 100,015 - 665,581 (105,942) TOTAL 35,904,015 - 701,522,794 273,490,399

The Compartments issued up to GBP 1,000,000,000 variable interest bearing notes each, all subscribed by the corresponding sub-funds of Aviva Investors Multi-Asset Alternative Income Fund, SICAV-RAIF (the “Noteholders”).

The notes bear a variable coupon tracking positive earnings arising from the Compartments’ investment portfolios less operational expenses and the commercial margin. The commercial margin is calculated as GBP 12,500 multiplied by the commercial margin ratio. The commercial margin ratio means the principal amount outstanding divided by the aggregate amount of notes as determined by the Company in its commercial discretion.

The coupon is payable quarterly, to the extent that the funds available to the Compartments are sufficient. The notes may be redeemed at any time at their par value plus accrued but unpaid interest amount less any costs, fees and expenses incurred in relation to such redemption and less any losses of the relevant Compartment attributable to the notes being redeemed on a pro rata basis. The notes will mature on 31 December 2041.

10.3. Commitments from noteholders

Compartment Number of notes Total

commitment Amount drawn

down Unfunded

commitment GBP GBP GBP Compartment I 54,527,485,015 1,000,000,000 531,125,213 468,874,787 Compartment II 96,119 1,000,000,000 96,119,000 903,881,000 Compartment III a 8,600 1,000,000,000 8,600,000 991,400,000 Compartment III b 29,209 1,000,000,000 29,209,000 970,791,000 Compartment III c 35,804 1,000,000,000 35,804,000 964,196,000 TOTAL 5,000,000,000 700,857,213 4,299,142,787


39


11. DEFERRED INCOME

Deferred income consists of arrangement and commitment fees that are charged at the inception of the loan investments and are released to the profit and loss account over the term of the loan.

12. OTHER OPERATING INCOME

Other operating income for the year ended 31 December 2018 is composed of the equalisation provision attributable to the noteholders totalling GBP 950,829 (2017: GBP 105,942).

13. OTHER EXTERNAL EXPENSES

Compartment I Compartment II Year ended Period ended Year ended Period ended


Depositary fees 80,731 5,958 19,233 917 Administrator fees 34,900 10,236 18,594 8,093 Audit fees 110,309 - 24,421 - Legal fees 158,199 - (980) 27,044 Other professional fees 140,202 - 6597 - Other charges 23 101 1,057 22 TOTAL 524,364 16,295 68,922 36,076

Compartment III a Compartment III b Year ended Period ended Year ended Period ended


Depositary fees 661 - 6,090 - Administrator fees 3,005 - 14,765 - Audit fees 18,538 - 15,801 - Legal fees - - 162 - Other professional fees - - 1,608 - Other charges - - - - TOTAL 22,204 - 38,426 -


40


13. OTHER EXTERNAL EXPENSES (CONTINUED)

Compartment III c Capital Company Year ended Period ended Year ended Period ended


Depositary fees 6,588 - - - Administrator fees 14,969 - - - Audit fees 19,369 - - - Legal fees 198 - - - Other professional fees 1,972 - - - Other charges - - - 197 TOTAL 43,096 - - 197

Combined Year ended Period ended


Depositary fees 113,303 6,875 Administrator fees 86,233 18,329 Audit fees 188,438 - Legal fees 157,579 27,044 Other professional fees 150,379 - Other charges 1,080 320 TOTAL 697,012 52,568

14. OTHER OPERATING EXPENSES

Other operating expenses for the year ended 31 December 2018 include mainly the equalisation provision attributable to the noteholders totalling GBP 1,722,352 (2017: nil) and directors’ fees amounting to GBP 49,575 (2017: GBP 21,828).


41


15. INCOME FROM OTHER INVESTMENTS AND LOANS FORMING PART OF THE FIXEDASSETS

Compartment I Compartment II Year ended Period ended Year ended Period ended


Upfront fees 459,298 3,405 76,030 20,000Commitment fees 311,526 56,387 - - Interest income on investment 11,949,434 343,265 1,772,253 - Realised gain on disposal of investments - - - - Total 12,720,258 403,057 1,848,283 20,000

Compartment III a Compartment III b Year ended Period ended Year ended Period ended


Upfront fees - - 4,349 - Commitment fees 635 - 130 - Interest income on investment 22,146 - 351,890 - Realised gain on disposal of investments - - 11,781 - Total 22,781 - 368,150 -

Compartment III c Combined Year ended Period ended Year ended Period ended


Upfront fees 5,332 - 545,009 23,405 Commitment fees 160 56,387 Interest income on investment 432,194

- 312,451

- 14,527,917 343,265 Realised gain on disposal of investments 14,441 - 26,222 - Total 452,127 - 15,411,599 423,057


42


16. INTEREST PAYABLE AND SIMILAR EXPENSES

Interest payable and similar expenses for the year ended 31 December 2018 are mainly composed of interests on notes totalling GBP 14,310,653 (2017: GBP 355,935) and net foreign exchange losses of GBP 2,806,984 (2017: GBP 74). 17. STAFF

During the year/ period ended 31 December 2018 and 2017, the Company did not employ any personnel and, consequently, no payments for wages, salaries or social security were made.

18. TAXATION

The Company is subject to all taxes applicable to companies in Luxembourg incorporated under the Securitisation Law.

19. RELATED PARTY TRANSACTIONS

Parties are considered to be related if one party has the ability to control the other party or to exercise significant influence over the other party in making financial or operational decisions.

19.1. Management Services fees

The Company entered into a management services agreement with Aviva Investors Luxembourg S.A. (“AILX”) under which AILX is entitled to an annual remuneration of EUR 10,962, exclusive of any VAT, as compensation for its services rendered to the Company. In addition, AILX invoices the Company for all reasonable and proper out-of-pocket expenses and disbursements directly related to the services provided.

19.2. Fees paid to or advances and loans granted to the Directors of the Company

For the year ended 31 December 2018, aggregate Directors fees of GBP 49,575 (2017: GBP 21,828) were charged to the profit and loss account under the caption ‘Other operating expenses’, out of which GBP 12,659 (2017: GBP 21,828) were outstanding at year-end.

20. OFF-BALANCE SHEET COMMITMENTS

As at 31 December 2018, Compartment I has aggregate unfunded commitments of GBP 52,349,748 (2017: GBP 47,348,629) outstanding from its investment portfolio of term loans.


43


21. SUBSEQUENT EVENTS

Compartment I During the first quarter of 2019, Compartment I made the following investments:

- one investment and two top-ups in real estate finance assets for a total amount of GBP 5.5 million; - four investments in private corporate debt assets for GBP 16 million.

In the meantime, one real estate finance loan and one infrastructure debt loan were fully repaid for a total amount of GBP 24.3 million. Compartment II During the first quarter of 2019, Compartment II made two investments and two top-ups in real estate finance assets for a total amount of GBP 12.7 million. In the meantime, one real estate finance loan of GBP 15 million was fully repaid. Compartment III b and c During the first quarter of 2019, Compartment III b and c made one top-up investment in a real estate finance asset for an amount of GBP 1.7 million.

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