142264352015-01-012015-12-31142264352015-01-012015-12-31Direktionsmedlem 1142264352015-01-012015-12-31Direktionsmedlem 2142264352015-01-012015-12-31Direktionsmedlem 3142264352015-12-31142264352014-12-31142264352014-01-012014-12-31142264352015-12-31fsa:InvestmentPropertyMember142264352014-12-31fsa:InvestmentPropertyMember142264352015-01-012015-12-31fsa:InvestmentPropertyMember142264352014-01-012014-12-31fsa:InvestmentPropertyMember142264352015-12-31fsa:InvestmentsInGroupEnterprisesMember142264352014-12-31fsa:InvestmentsInGroupEnterprisesMember142264352015-01-012015-12-31fsa:InvestmentsInGroupEnterprisesMember142264352015-12-31fsa:LongtermMortgageLoansMember142264352014-01-012014-12-31fsa:ProposedDividendRecognisedInEquityMember142264352015-01-012015-12-31fsa:ReserveForNetRevaluationAccordingToEquityMethodMember142264352014-01-012014-12-31fsa:ReserveForNetRevaluationAccordingToEquityMethodMember142264352015-01-012015-12-31fsa:RetainedEarningsMember142264352014-01-012014-12-31fsa:RetainedEarningsMember142264352015-01-012015-12-31fsa:ReserveForNetRevaluationAccordingToEquityMethodMember142264352015-01-012015-12-31fsa:RetainedEarningsMember142264352015-01-012015-12-31fsa:ContributedCapitalMember142264352015-01-012015-12-31fsa:ProposedDividendRecognisedInEquityMember142264352014-01-012014-12-31fsa:ReserveForNetRevaluationAccordingToEquityMethodMember142264352014-01-012014-12-31fsa:RetainedEarningsMember142264352014-01-012014-12-31fsa:ProposedDividendRecognisedInEquityMember142264352015-12-31fsa:ContributedCapitalMember142264352014-12-31fsa:ContributedCapitalMember142264352014-12-31fsa:ProposedDividendRecognisedInEquityMember142264352015-12-31fsa:ReserveForNetRevaluationAccordingToEquityMethodMember142264352014-12-31fsa:ReserveForNetRevaluationAccordingToEquityMethodMember142264352015-12-31fsa:RetainedEarningsMember142264352014-12-31fsa:RetainedEarningsMember142264352015-12-31Kapitalklasse 01142264352015-01-012015-12-31fsa:SubsidiaryMemberFA Dattervirksomhed 01142264352015-01-012015-12-31fsa:SubsidiaryMemberFA Dattervirksomhed 02142264352015-12-31fsa:SubsidiaryMemberFA Dattervirksomhed 01142264352015-12-31fsa:SubsidiaryMemberFA Dattervirksomhed 02142264352015-12-31cmn:PreviousYearMemberfsa:ContributedCapitalMember142264352015-12-31cmn:FourYearsAgoMemberfsa:ContributedCapitalMember142264352015-01-012015-12-31cmn:TwoYearsAgoMemberfsa:ContributedCapitalMember142264352015-01-012015-12-31cmn:ThreeYearsAgoMemberfsa:ContributedCapitalMember142264352014-01-012014-12-31fsa:InvestmentsInGroupEnterprisesMember142264352015-12-31cmn:TwoYearsAgoMemberfsa:ContributedCapitalMember142264352015-12-31cmn:ThreeYearsAgoMemberfsa:ContributedCapitalMember142264352015-01-012015-12-31Revisionsvirksomhed 01142264352015-01-012015-12-31Revisor 01142264352015-12-31fsa:DepositsLongtermLiabilitiesOtherThanProvisionsMemberiso4217:DKKsharespureThe objective of the Company is to hold properties, both under own auspices and through subsidiaries, and other relatied activities.The investment properties are measured at fair value. The property of Frederiksborggade 5 is measured at DKK 105,400 thousand against DKK 96,650 thousand last year. The property of Købmagergade 45 is measured at DKK 159,800 thousand against DKK 129,000 in group company KG 45 ApS last year. Based on the external valuer’s calculation, the fair value was assessed based on budgeted future cash flows from operating income. The fair value is then calculated as the stabilised net operating income divided by the exit yield, and the subjected to adjustments for loss of rent in estimated vacancy periods and to regulations to market rent and corresponding capital expenditures. The exit yield is based on a long-term risk-free nominal interest rate plus a risk adjustment. The risk adjustment is made based on an assessment of the solvency of tenants and the duration of the leases. The yield for 2015 has been determined to 4.4% for Frederiksborggade 5, which is the same yield as last year. The yield for Købmagergade 45 has been determined to 4.3% against 4.6% last year. Change in the valuation of the investment property is the principal financial risk for the Company and, as such, has a significant impact on the income statement. The calculation of the value of the investment property is subject to changes in net operating income and changes in the market valuation of the exit yield.The Company owns the properties Frederiksborggade 5 and Købmagergade 45 in Copenhagen and, indirectly, the property Købmagergade 47 through subsidiaries KG 47 P/S and KG 47 GP ApS. The properties consist of both retail, office and residential leases. During the year, the Company has acquired the property Købmagergade 45 through a contribution of assets from group company KG 45 ApS. In return, the Company has issued shares of nominal value DKK 577 thousand. Furthermore, extensive work as been carried out on the development of the properties to utilise the potential increase in operating income. Consequently, the fair value of the properties has risen remarkably. The profit before value adjustments is DKK 17,684 thousand against a profit before value adjustments of DKK 12,878 thousand last year. Profit before tax is DKK 31,913 thousand (2014: profit DKK 126,959 thousand) impacted by fair value adjustments in investment property of DKK 14.421 thousand (2014: DKK 114,083 thousand). Profit for the year is DKK 33,193 thousand (2014: DKK 127,681 thousand). Management regards results as satisfactory. Assets total DKK 367,622 thousand, out of which DKK 265,200 thousand comprise the investment properties recognised at fair value and DKK 72,342 comprise investments in subsidiaries. As of 31 December 2015, equity is DKK 201,577 thousand which equals a solvency ratio of 54.9%. Equity was decreased by DKK 178,713 thousand primarily regarding dividends paid during the year.No events have occurred after the balance sheet date to this date which would influence the evaluation of this annual report.The Company expects to continue investing in the development of the property portfolio. This is expected to lead to an increase in revenue and an improvement of the operating income.Peter DrachmannMichael John FitzgeraldJacob SmedThe Executive Board have today considered and approved the annual report of FB 40 ApS for the financial year 01.01.2015 - 31.12.2015.The annual report is presented in accordance with the Danish Financial Statements Act.We recommend the annual report for adoption at the Annual General Meeting.We believe that the management commentary contains a fair review of the affairs and conditions referred to therein.72150000530360006701000458378000233780004440000367429000611504000337350000148686000300790004628180002652000009565000072150000530360001000456259000542100013970001279000722000164768000231214000112533000393310001430000002705200019245000150000553100017784000105320006255000954500030004370001460400011408300015000200048140008489000191140001887500029940002488000299400024880003191300012695900033193000127681000This annual report has been presented in accordance with the provisions of the Danish Financial Statements Act governing reporting class B enterprises with addition of certain provisions for reporting class C.Assets are recognised in the balance sheet when it is probable as a result of a prior event that future economic benefits will flow to the Entity, and the value of the asset can be measured reliably. Liabilities are recognised in the balance sheet when the Entity has a legal or constructive obligation as a result of a prior event, and it is probable that future economic benefits will flow out of the Entity, and the value of the liability can be measured reliably. On initial recognition, assets and liabilities are measured at cost. Measurement subsequent to initial recognition is effected as described below for each financial statement item. Anticipated risks and losses that arise before the time of presentation of the annual report and that confirm or invalidate affairs and conditions existing at the balance sheet date are considered at recognition and measurement. Income is recognised in the income statement when earned, whereas costs are recognised by the amounts attributable to this financial year.Due to changes in the Danish Financial Statements Act, accounting policies have been changed in the following areas: Debt attributable to investment properties is measured at amortised cost. Previously, debt attributable to investment properties was measured at fair value through profit and loss. Comparative figures have been restated. The effect of the changes in accounting policies The overall effect of the changes in accounting policies described above constitutes an increase in profit for the year before tax of DKK 968 thousand (2014: decrease of DKK 4.675 thousand). As a result of the changes in accounting policies, tax for the year constitutes DKK 228 thousand (2014: DKK 0 thousand). Consequently, profit for the year after tax is positively affected by DKK 741 thousand (2014: negatively affected by DKK 4.675 thousand). The balance sheet total is increased by DKK 609 thousand (2014: DKK 609 thousand), while equity as of 31 December 2015 is positively affected by DKK 2.778 thousand (2014: DKK 2.038 thousand).The effect of the changes in accounting policies as of 1 January 2015 has been directly recognised in equity, cf. page 14 of the statement of changes in equity.Investments in group enterprises are recognised and measured according to the equity method. This means that investments are measured at the pro rata share of the enterprises’ equity minus or plus unrealised intra-group profits or losses. Group enterprises with negative equity are measured at DKK 0, and any receivables from these enterprises are written down by the Parent’s share of such negative equity value if it is deemed irrecoverable. If the negative equity value exceeds the amount receivable, the remaining amount is recognised under provisions if the Parent has a legal or constructive obligation to cover the liabilities of the relevant enterprise. Upon distribution of profit or loss, net revaluation of investments in group enterprises is transferred to Reserve for net revaluation according to the equity method under equity. Investments in group enterprises are written down to the lower of recoverable amount and carrying amount. Receivables are measured at amortised cost, usually equalling nominal value less write-downs for bad and doubtful debts.Current tax payable or receivable is recognised in the balance sheet, stated as tax calculated on this year's taxable income, adjusted for prepaid tax. Cash comprises bank deposits. 250097000949680001551290001510300068200014421000 Investment properties are as described in the accounting policies, measured at fair value by an external appraiser. The external appraiser has received relevant documents and information in order to complete the valuation reports. The material includes but is not limited to: Brief description of the property Tenant overview including tenant name, type of use, area, current rent, deposit, non-terminal ability profile, etc. New lease agreements and terminations Known capex cost and expected capex cost Information on identified potentials and development possibilities including building rights. The value of the investment property is measured at fair value, based on a discounted cash flow calculation. The estimated fair value is calculated on the basis of the discounted cash flows in the 5 year budget period and the discounted value of the terminal value. The equivalent yield on the property is fixed based on a consideration of several factors, such as: location, condition and repair of the building – including ground and groundwater contamination, tenure, letting, including tenant mix and tenant`s standing, town planning non-terminal ability profile and on an estimate of how the general property market is developing. Significant assumptions in the valuation report: In this portfolio there is a significant level of vacancy as of 31 December 2015 connected to current work on new retail tenancies on one property and connected to the conversion from office/retail to residential purposes on another property. Cash flows on vacant leases are included with expected market rents at expected lease start. All uncertainties connected with the vacant areas have been considered in the valuation report. Both projects are expected to be finalized end 2016. The equivalent yield on the Company`s properties are in the interval of 4,35%- 4,40% as of 31 December 2015, compared with 4,39% - 4,60% as of 31 December 2014. Thus leading to a valuation on 265.200.000 DKK as of 31 December 2015 (224.650.000 as of 31 December 2014) The discount rate used in the valuation report are in the interval of 6,00% - 6,02%, this is based on exit yield plus 1,00% inflation. A change in the equivalent yield on + 0,50% would reduce the market value of the property with 30,100,000 DKK, where a change on -0,50% would increase the market value with 38,000,000 DKK. 3600000036000000361500001703600019114000At the time of borrowing, mortgage debt to mortgage credit institutions is measured at cost which corre-sponds to the proceeds received less transaction costs incurred. Mortgage debt is subsequently measured at amortised cost. This means that the difference between the proceeds at the time of borrowing and the nominal repayable amount of the loan is recognised in the income statement as a financial expense over the term of the loan applying the effective interest method.Other financial liabilities are measured at amortised cost, which usually corresponds to nominal value.Deferred income comprises received income for recognition in subsequent financial years. Deferred income is measured at cost. Income related to property operation – excluding fair value adjustments – is recognised as rental income. Fair value adjustment of investment properties comprises adjustments for the financial year of the Entity’s investment properties at fair value. Expenses related to property operation – excluding fair value adjustments – are recognised as operating expenses. This item also includes write-downs on receivables recognised in current assets. Administrative expenses comprise expenses incurred during the year for management and administration of the Company, including among others amortisation, depreciation and impairment losses relating to other fixtures and fittings, tools and equipment. Income from investments in group enterprises comprises the pro rata share of the individual enterprises’ profit/loss after full elimination of internal profits or losses. Other financial income comprises interest income, net capital gains on transactions in foreign currencies as well as tax relief under the Danish Tax Prepayment Scheme etc. Other financial expenses comprise interest expenses, including interest expenses on payables to group enterprises, net capital losses on transactions in foreign currencies as well as tax surcharge under the Danish Tax Prepayment Scheme etc. Tax for the year, which consists of current tax for the year and changes in deferred tax, is recognised in the income statement by the portion attributable to the profit for the year and recognised directly in equity by the portion attributable to entries directly in equity. The Entity is jointly taxed with all Danish group companies . The current Danish income tax is allocated among the jointly taxed entities proportionally to their taxable income (full allocation with a refund concerning tax losses). Referring to section 110 (1) of the Danish Financial Statements Act, no consolidated financial statements have been prepared.0150002000207000550000277700079390001830000128000072200097790000542100013970002015-12-312015-01-012016-03-1114226435FB 40 ApSGentofte2016-03-11Peter DrachmannIn our opinion, the financial statements give a true and fair view of the Entity’s financial position at 31.12.2015 and of the results of its operations for the financial year 01.01.2015 - 31.12.2015.2016-03-11HellerupThe Cash includes DKK 15,000,000 deposited in escrow.The Company serves as an administration company in a Danish joint taxation arrangement. According to the joint taxation provisions of the Danish Corporation Tax Act, the Company is therefore liable from the financial year 2013 for income taxes etc. for the jointly taxed companies and from 1 July 2012 also for obligations, if any, relating to the withholding of tax on interest, royalties and dividends for these companies. The Company has a VAT adjustment liability which only becomes relevant by changing the property’s rental purposes.Mortgage debt and bank loans is secured by way of mortgage on properties. Collateral securities provided for subsidiaries and group enterprises The Company has guarenteed a subsidiary’s debt to Handelsbanken by way of security in the Company’s shares in the subsidiary. The subsidiary in question, KG 47 P/S, has a booked value of investment property of DKK 131,000,000 and liabilities of DKK 51,939,991 secured by way of mortgage on the property.Fair value adjustment of investment properties comprises adjustments for the financial year of the Entity’s investment properties at fair value of DKK 14,421 thousand (2014: DKK 114,032 thousand) and realised gain on sale of investment properties of DKK 183 thousand (2014: DKK 0 thousand). Deductiable temporay differences and unused tax losses for wich no deferred tax assets have been recognised amount to DKK 23.4 million (tax value 22%) against DKK 18.1 million in 2014 (tax value 22%).33963556Deloitte Statsautoriseret RevisionspartnerselskabWeidekampsgade Postboks 16000900 København CDenmark36 10 20 3026520000095650000367429000611504000201577000380290000177700012000003615000017036000163650000961170002659370001084000108400011352400042924000512440001882900001069400017108000331930001276810007700000146200001280000722000265937000191140001703600014079000-15529200033193000127681000609000142900057700053454000-265937000191140001703600014079000-15529200026593700017770001200000265937000361500001703600016365000096117000Share capital17772831777000Management is responsible for the preparation of financial statements that give a true and fair view in accordance with the Danish Financial Statements Act and for such internal control as Management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. Our responsibility is to express an opinion on the financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing and additional requirements under Danish audit regulation. This requires that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatements of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Entity's preparation of financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by Management, as well as the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.Our audit has not resulted in any qualification. In our opinion, the financial statements give a true and fair view of the Company’s financial position at 31.12.2015 and of the results of its operations for the financial year 01.01.2015 - 31.12.2015 in accordance with the Danish Financial Statements Act. Pursuant to the Danish Financial Statements Act, we have read the management commentary. We have not performed any further procedures in addition to the audit of the financial statements. On this basis, it is our opinion that the information provided in the management commentary is consistent with the financial statements. Due to changes in the Danish Financial Statements Act, accounting policies have been changed in the following areas: Debt attributable to investment properties is measured at amortised cost. Previously, debt attributable to investment properties was measured at fair value through profit and loss. Comparative figures have been restated. The effect of the changes in accounting policies The overall effect of the changes in accounting policies described above constitutes an increase in profit for the year before tax of DKK 968 thousand (2014: decrease of DKK 4.675 thousand). As a result of the changes in accounting policies, tax for the year constitutes DKK 228 thousand (2014: DKK 0 thousand). Consequently, profit for the year after tax is positively affected by DKK 741 thousand (2014: negatively affected by DKK 4.675 thousand). The balance sheet total is increased by DKK 609 thousand (2014: DKK 609 thousand), while equity as of 31 December 2015 is positively affected by DKK 2.778 thousand (2014: DKK 2.038 thousand).The effect of the changes in accounting policies as of 1 January 2015 has been directly recognised in equity, cf. page 14 of the statement of changes in equity.On initial recognition, investment properties are measured at cost consisting of the acquisition price of the properties plus any directly related acquisition costs. After initial recognition, the properties are measured by an external valuer at fair value which represents the amount at which the individual property may be sold to an independent buyer. The fair value of the properties is revalued annually based on value in use calculations for expected cash flows from the individual investment properties. When calculating values in use, a discount factor that reflects the current yield requirements on comparable properties is used. Fair value adjustments for the financial year are recognised in the income statement.Other provisions comprise anticipated costs of non-recourse fee commitments etc. Other provisions are recognised and measured as the best estimate of the expenses required to settle the liabilities at the balance sheet date. Provisions that are estimated to mature more than one year after the balance sheet date are measured at their discounted value. The proposed dividend for the financial year is disclosed as a separate item in equity. At the date of signature, FREP Holding Canada I LP, Canada owns 67.52% of the shares of the Company and thus has control over the Company. KG 45 ApS owns 32.48% of the shares. KG 47 P/SKG 47 GP ApSGentofteGentofteP/SApS991007236400050900019154000152000Årsrapport265200000956500007215000053036000Regnskabsklasse BTo the owners of FB 40 ApSWe have audited the financial statements of FB 40 ApS for the financial year 01.01.2015 - 31.12.2015, which comprise the accounting policies, income statement, balance sheet, statement of changes in equity and notes. The financial statements are prepared in accordance with the Danish Financial Statements Act. 1200000300000400000500000København2016-03-11800000300000577000120000097790000c/o Aberdeen Asset Management Denmark A/S, Strandvejen58, 2.2900Hellerup33963556Deloitte Statsautoriseret RevisionspartnerselskabWeidekampsgade60900København CLars AndersenState Authorised Public Accountant1777283177700062550009545000On initial recognition, foreign currency transactions are translated applying the exchange rate at the transaction date. Receivables, payables and other monetary items denominated in foreign currencies that have not been settled at the balance sheet date are translated using the exchange rate at the balance sheet date. Exchange differences that arise between the rate at the transaction date and the one in effect at the payment date, or the rate at the balance sheet date are recognised in the income statement as financial income or financial expenses. Property, plant and equipment, intangible assets, inventories and other non-monetary assets that have been purchased in foreign currencies are translated using historical rates. 991000359300060900018875000Revisionspåtegning048140008489000The accounting policies applied for these financial statements are consistent with those applied last year, except for the changes mentioned below.