Al Madar Kuwait K S C P : Financial Report

AL MADAR KUWAIT HOLDING COMPANY (FORMERLY AL MADAR INVESTMENT COMPANY K.S.C.P.) AND ITS SUBSIDIARIES

INTERIM CONDENSED CONSOLIDATED FINANCIAL

INFORMATION (UNAUDITED)

31 MARCH 2024

Ernst & Young	Tel: [phone]
Al Aiban, Al Osaimi & Partners	Fax: [phone]
P.O. Box 74	[e-mail]
18-20th Floor, Baitak Tower	ey.com/mena
Ahmed Al Jaber Street
Safat Square 13001, Kuwait

REPORT ON REVIEW OF INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION TO THE BOARD OF DIRECTORS OF AL MADAR KUWAIT HOLDING COMPANY K.S.C.P (FORMERLY AL MADAR INVESTMENT COMPANY K.S.C.P.)

Introduction

We have reviewed the accompanying interim condensed consolidated statement of financial position of Al Madar Kuwait Holding Company K.S.C.P. (Formerly, Al Madar Investment Company K.S.C.P.) (the "Parent Company") and subsidiaries (collectively, the "Group") as at 31 March 2024, and the related interim condensed consolidated statement of profit or loss, interim condensed consolidated statement of comprehensive income interim condensed consolidated statement of changes in equity and interim condensed consolidated statement of cash flows for the three-month period then ended. The management of the Parent Company is responsible for the preparation and presentation of this interim condensed consolidated financial information in accordance with International Accounting Standard IAS 34 Interim Financial Reporting ("IAS 34"). Our responsibility is to express a conclusion on this interim condensed consolidated financial information based on our review.

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity". A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated financial information is not prepared, in all material respects, in accordance with IAS 34.

Emphasis of Matter

We draw attention to Note 6 in the interim condensed consolidated financial information which states that the Group is the ultimate beneficiary of certain investment properties with a carrying value of KD 3,933,465 (31 December 2023: KD 3,928,478 and 31 March 2023: KD 3,954,944) registered in the name of a related party on behalf of the Group. Our conclusion is not modified in respect of this matter.

REPORT ON REVIEW OF INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION TO THE BOARD OF DIRECTORS OF AL MADAR KUWAIT HOLDING COMPANY K.S.C.P (FORMERLY AL MADAR INVESTMENT COMPANY K.S.C.P.) (continued)

Report on Other Legal and Regulatory Matters

Furthermore, based on our review, the interim condensed consolidated financial information is in agreement with the books of account of the Parent Company. We further report that, to the best of our knowledge and belief, we have not become aware of any violations of the Companies Law No. 1 of 2016, as amended, and its executive regulations, as amended, nor of the Parent Company's Articles of Association and Memorandum of Incorporation, as amended, during the three months period ended 31 March 2024 that might have had a material effect on the business of the Parent Company or on its financial position.

We further report that, during the course of our review, to the best of our knowledge and belief, we have not become aware of any violations of the provisions of Law No. 7 of 2010, concerning the establishment of Capital Markets Authority ("CMA") and organisation of security activity and its related regulations, as amended, during the three-month period ended 31 March 2024 that might have had a material effect on the business of the Parent Company or on its financial position.

BADER A. AL-ABDULJADER

LICENCE NO. 207 A

EY

AL AIBAN, AL OSAIMI & PARTNERS

15 May 2024

Kuwait

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Al Madar Kuwait Holding Company K.S.C.P. (Formerly Al Madar Investment Company K.S.C.P.) and its Subsidiaries

INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS (UNAUDITED)

For the period ended 31 March 2024

		Three months ended
		31 March
	Notes	2024	2023
		KD	KD
INCOME
Net real estate income	3	135,611	139,320
Changes in fair value of financial assets at FVTPL		110,544	(55,857)
Reversal of provision for expected credit losses		428	11,075
Other income		-	24,091
		──────	──────
		246,583	118,629
EXPENSES AND OTHER CHARGES		──────	──────
Administrative expenses		(130,516)	(159,409)
Finance costs	10	(14,900)	(10,845)
		──────	──────
		(145,416)	(170,254)
		──────	──────
PROFIT (LOSS) BEFORE TAX		101,167	(51,625)
Contribution to Kuwait Foundation for the Advancement of Sciences
(KFAS)		(910)	-
		──────	──────
PROFIT (LOSS) FOR THE PERIOD		100,257	(51,625)
		══════	══════
Attributable to:
Equity holders of the Parent Company		85,622	(51,773)
Non-controlling interests		14,635	148
		──────	──────
		100,257	(51,625)
		══════	══════
BASIC AND DILUTED EARNINGS (LOSS) PER SHARE
ATTRIBUTABLE TO EQUITYHOLDERS OF THE PARENT	4	0.414 Fils	(0.250) Fils
COMPANY
		══════	══════

The attached notes 1 to 12 form part of this interim condensed consolidated financial information. 3

Al Madar Kuwait Holding Company K.S.C.P. (Formerly Al Madar Investment Company K.S.C.P.) and its Subsidiaries

INTERIM CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED)

For the period ended 31 March 2024

	Three months ended
	31 March
	2024	2023
	KD	KD
PROFIT (LOSS) FOR THE PERIOD	100,257	(51,625)
	──────	──────
Other comprehensive income:
Other comprehensive income that may be reclassified to profit or
loss in subsequent periods:
Exchange differences on translation of foreign operations	473	181
	──────	──────
TOTAL COMPREHENSIVE INCOME (LOSS) FOR THE PERIOD	100,730	(51,444)
	══════	══════
Attributable to:
Equity holders of the Parent Company	85,977	(51,637)
Non-controlling interests	14,753	193
	──────	──────
	100,730	(51,444)
	══════	══════

The attached notes 1 to 12 form part of this interim condensed consolidated financial information.

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Al Madar Kuwait Holding Company K.S.C.P. (Formerly Al Madar Investment Company K.S.C.P.) and its Subsidiaries

INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION (UNAUDITED)

As at 31 March 2024

			(Audited)
		31 March	31 December	31 March
	Notes	2024	2023	2023
		KD	KD	KD
ASSETS
Bank balances and cash		258,526	329,402	359,460
Financial assets at fair value through profit or loss	12	862,933	752,389	835,737
Other assets	5	470,400	419,934	472,982
Investment properties	6	23,263,532	23,258,544	23,276,807
		──────	──────	──────
		24,855,391	24,760,269	24,944,986
Investment property held for sale	6	2,978,000	2,978,000	2,895,000
		──────	──────	──────
TOTAL ASSETS		27,833,391	27,738,269	27,839,986
		══════	══════	══════
EQUITY AND LIABILITIES
Equity
Share capital		21,386,865	21,386,865	21,386,865
Statutory reserve		152,426	152,426	148,859
Share premium		4,990,296	4,990,296	4,990,296
Treasury shares	7	(4,609,290)	(4,609,290)	(4,573,296)
Other reserve		(122,147)	(122,147)	(122,147)
Foreign currency translation reserve		129,458	129,103	128,994
Retained earnings		177,194	91,572	35,260
		──────	──────	──────
Equity attributable to equity holders of the
Parent Company		22,104,802	22,018,825	21,994,831
Non-controlling interests		1,572,432	1,557,679	1,530,600
		──────	──────	──────
Total equity		23,677,234	23,576,504	23,525,431
		──────	──────	──────
Liabilities
Employees' end of service benefits		305,582	333,187	365,343
Other liabilities		3,850,575	3,828,578	3,949,212
		──────	──────	──────
Total liabilities		4,156,157	4,161,765	4,314,555
		──────	──────	──────
TOTAL EQUITY AND LIABILITIES		27,833,391	27,738,269	27,839,986
		══════	══════	══════

Hamad Saleh Hamad Al-Thekair

Vice Chairman

The attached notes 1 to 12 form part of this interim condensed consolidated financial information.

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Al Madar Kuwait Holding Company K.S.C.P. (Formerly Al Madar Investment Company K.S.C.P.) and its Subsidiaries

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)

For the period ended 31 March 2024

			Attributable to equity holders of the Parent Company
						Foreign
						currency			Non-
	Share	Statutory	Share	Treasury	Other	translation	Retained		controlling	Total
	capital	reserve	premium	shares	reserve	reserve	earnings	Sub-total	interests	equity
	KD	KD	KD	KD	KD	KD	KD	KD	KD	KD
As at 1 January 2024 (audited)	21,386,865	152,426	4,990,296	(4,609,290)	(122,147)	129,103	91,572	22,018,825	1,557,679	23,576,504
Profit for the period	-	-	-	-	-	-	85,622	85,622	14,635	100,257
Other comprehensive income	-	-	-	-	-	355	-	355	118	473
	──────	──────	──────	──────	──────	──────	──────	──────	──────	──────
Total comprehensive income for the period	-	-	-	-	-	355	85,622	85,977	14,753	100,730
	──────	────── ────── ────── ────── ────── ────── ──────	──────	──────
At 31 March 2024	21,386,865	152,426	4,990,296	(4,609,290)	(122,147)	129,458	177,194	22,104,802	1,572,432	23,677,234
	══════	══════ ══════ ══════ ══════ ══════ ══════ ══════	══════	══════
As at 1 January 2023 (audited)	21,386,865	148,859	4,990,296	(4,573,296)	(122,147)	128,858	87,033	22,046,468	1,530,407	23,576,875
(Loss) profit for the period	-	-	-	-	-	-	(51,773)	(51,773)	148	(51,625)
Other comprehensive income	-	-	-	-	-	136	-	136	45	181
	──────	──────	──────	──────	──────	──────	──────	──────	──────	──────
Total comprehensive income (loss) for the period	-	-	-	-	-	136	(51,773)	(51,637)	193	(51,444)
	──────	────── ────── ────── ────── ────── ────── ──────	──────	──────
At 31 March 2023	21,386,865	148,859	4,990,296	(4,573,296)	(122,147)	128,994	35,260	21,994,831	1,530,600	23,525,431
	══════	══════	══════	══════	══════	══════	══════	══════	══════	══════

The attached notes 1 to 12 form part of this interim condensed consolidated financial information. 6

Al Madar Kuwait Holding Company K.S.C.P (Formerly Al Madar Investment Company K.S.C.P.) and its Subsidiaries

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)

For the period ended 31 March 2024

		Three months ended
		31 March
		2024	2023
	Notes	KD	KD
OPERATING ACTIVITIES
Profit (loss) before tax		101,167	(51,625)
Adjustments to reconcile profit (loss) for the period to net cash flows:
Change in fair value of financial assets at FVPL	4	(110,544)	55,857
Reversal of expected credit losses		(428)	(11,075)
Provision for employees' end of service benefits		4,203	16,341
Finance costs	11	14,900	10,845
		──────	──────
		9,298	20,343
Changes in operating assets and liabilities:
Other assets		(50,038)	17,259
Other liabilities		6,187	9,243
		──────	──────
Cash flow (used in) from operations		(34,553)	46,845
Employees' end of service benefits paid		(31,808)	(3,900)
		──────	──────
Net cash flows (used in) from operating activities		(66,361)	42,945
		──────	──────
NET (DECREASE) INCREASE IN BANK BALANCES AND CASH		(66,361)	42,945
Net foreign exchange differences		(4,515)	(1,737)
Bank balances and cash at 1 January		329,402	318,252
		──────	──────
BANK BALANCES AND CASH AT 31 MARCH		258,526	359,460
		══════	══════

The attached notes 1 to 12 form part of this interim condensed consolidated financial information. 7

Al Madar Kuwait Holding Company K.S.C.P. (Formerly Al Madar Investment Company K.S.C.P.) and its Subsidiaries

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION (UNAUDITED)

As at and for the period ended 31 March 2024

1.1 CORPORATE INFORMATION

The interim condensed consolidated financial information of Al Madar Kuwait Holding Company K.S.C.P. (Formerly, Al Madar Investment Company K.S.C.P.) (the "Parent Company") and its subsidiaries (collectively, the "Group") for the three months ended 31 March 2024 was authorised for issue in accordance with a resolution of the Board of Directors of the Parent Company on 15 May 2024.

The annual general assembly meeting ("AGM") of the Parent Company for the year ended 31 December 2023 has not been held yet. Accordingly, the shareholders of the Parent Company have not yet approved the consolidated financial statements for the year ended 31 December 2023. The interim condensed consolidated financial information for the three months ended 31 March 2024 do not include any adjustments, which might have been required.

The Parent Company is a public shareholding company, incorporated and domiciled in the State of Kuwait, and whose shares are publicly traded in Boursa Kuwait.

Pursuant to the extraordinary general assembly meeting held on 14 March 2024, the shareholders approved the amendments to the Parent Company's principal activities to be in accordance with holding companies' permitted activities and changed its legal name to Al Madar Kuwait Holding Company K.S.C.P. The aforementioned changes were authenticated in the commercial register on 15 April 2024. Further, pursuant to Capital Markets Authority (CMA) Resolution No. (54) of 2024 issued on 29 April 2024, the Parent Company was deregistered as a Licensed Person by CMA effective from that date and is obliged to safekeep the clients' funds and assets in custody until such obligations are discharged.

The Parent Company's head office is located at Al Salam Tower, Fahad Al Salem Street, Al Salhia and its registered postal address is P.O. Box 1376, Safat 13014, State of Kuwait.

The principal activities of the Group are described in Note 11. All activities are conducted in accordance with Islamic Sharīʿa principles, as approved by the Parent Company's Fatwa and Sharīʿa board appointed by the Parent Company.

The Parent Company is a subsidiary of Al Thekair General Trading and Contracting Company W.L.L. (the "Ultimate Parent Company"), a limited liability company incorporated and domiciled in the State of Kuwait.

1.2 GROUP INFORMATION

Subsidiaries

The interim condensed consolidated financial information of the Group include:

				% equity interest
	Principal	Country of	31 March	31 December	31 March
Name of subsidiary	activities	incorporation	2024	2023	2023
				(Audited)
Dar Al-Thuraya Real Estate Company
K.S.C.P. ("Dar Al-Thuraya")	Real estate	Kuwait	91.46%	91.46%	91.46%
Al Madar Real Estate Development
Company K.S.C. (Closed) ("Al Madar Real
Estate")	Real estate	Kuwait	100%	100%	100%
Al Thuraya for Warehousing and	Leasing
Refrigeration Company K.S.C. (Closed) *	activities	Kuwait	99%	99%	99%
Indirectly held through Dar Al-Thuraya
	General trading
Al Thuraya Star Company W.L.L.	and contracting	Kuwait	100%	100%	100%
Kuwait Building Real Estate Company
K.S.C. (Closed)	Real estate	Kuwait	100%	99%	99%
Golden Madar Real Estate Company W.L.L. Real estate	Kuwait	100%	100%	100%
Indirectly held through Al Madar Real
Estate
Al Murooj Al Khaleejiyah for Trading
L.L.C.	Construction	Oman	75%	75%	75%

• The remaining shares in this subsidiary is held by other parties on behalf of the Group. Therefore, the effective ownership of the Group in this subsidiary is 100%.

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Al Madar Kuwait Holding Company K.S.C.P. (Formerly Al Madar Investment Company K.S.C.P.) and its Subsidiaries

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION (UNAUDITED)

As at and for the period ended 31 March 2024

2 BASIS OF PREPARATION AND CHANGES TO THE GROUP'S ACCOUNTING POLICIES

2.1 Basis of preparation

The interim condensed consolidated financial information of the Group has been prepared in accordance with International Accounting Standard 34: "Interim Financial Reporting" ("IAS 34"). The Group has prepared the interim condensed consolidated financial information on the basis that it will continue to operate as a going concern. The management considers that there are no material uncertainties that may cast doubt significant doubt over this assumption. They have formed a judgement that there is a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future, and not less than 12 months from the end of the reporting period.

The interim condensed consolidated financial information does not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Group's annual consolidated financial statements for the year ended 31 December 2023.

2.2 New standards, interpretations and amendments adopted by the Group

The accounting policies adopted in the preparation of the interim condensed consolidated financial information are consistent with those followed in the preparation of the Group's annual consolidated financial statements for the year ended 31 December 2023, except for the adoption of new standards effective as of 1 January 2024. The Group has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective.

Several amendments and interpretations apply for the first time in 2024, but do not have an impact on the interim condensed consolidated financial information of the Group.

Supplier Finance Arrangements - Amendments to IAS 7 and IFRS 7

In May 2023, the IASB issued amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures to clarify the characteristics of supplier finance arrangements and require additional disclosure of such arrangements. The disclosure requirements in the amendments are intended to assist users of financial statements in understanding the effects of supplier finance arrangements on an entity's liabilities, cash flows and exposure to liquidity risk.

The transition rules clarify that an entity is not required to provide the disclosures in any interim periods in the year of initial application of the amendments. Thus, the amendments had no impact on the Group's interim condensed consolidated financial information.

Amendments to IFRS 16: Lease Liability in a Sale and Leaseback

In September 2022, the IASB issued amendments to IFRS 16 to specify the requirements that a seller-lessee uses in measuring the lease liability arising in a sale and leaseback transaction, to ensure the seller-lessee does not recognise any amount of the gain or loss that relates to the right of use it retains.

The amendments had no impact on the Group's interim condensed consolidated financial information.

Amendments to IAS 1: Classification of Liabilities as Current or Non-current

In January 2020 and October 2022, the IASB issued amendments to paragraphs 69 to 76 of IAS 1 to specify the requirements for classifying liabilities as current or non-current. The amendments clarify:

• What is meant by a right to defer settlement
• That a right to defer must exist at the end of the reporting period
• That classification is unaffected by the likelihood that an entity will exercise its deferral right
• That only if an embedded derivative in a convertible liability is itself an equity instrument would the terms of a liability not impact its classification

In addition, a requirement has been introduced whereby an entity must disclose when a liability arising from a loan agreement is classified as non-current and the entity's right to defer settlement is contingent on compliance with future covenants within twelve months.

The amendments had no impact on the Group's interim condensed consolidated financial information.

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