Fortune Real Estate Investment Trust : Payment of Manager Base Fee to ARA Asset Management (Fortune) Limited by Way of Units in Fortune Real Estate Investment Trust

The Securities and Futures Commission of Hong Kong, Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

Fortune Real Estate Investment Trust

(a collective investment scheme authorized under section 104 of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong))

(Stock Code: 778)

Managed by

ARA Asset Management (Fortune) Limited

PAYMENT OF MANAGER'S BASE FEE TO ARA ASSET MANAGEMENT (FORTUNE) LIMITED

BY WAY OF UNITS IN FORTUNE REAL ESTATE INVESTMENT TRUST

The Board announces that on 4 January 2019, the Manager received an aggregate of 3,506,133 Base Fee Units in Singapore, as payment to the Manager of the Base Fee in the amount of HK$31,758,904, being full payment in arrears of the Base Fee component of its management fees for the period from 1 October 2018 to 31 December 2018 (both dates inclusive). The Base Fee Units were issued at a price of HK$9.0581 (being the Singapore Market Price) per Unit.

The payment of the Base Fee by way of the Base Fee Units is in accordance with the terms of the Trust Deed and does not require the specific prior approval of the Unitholders pursuant to a waiver granted by the SFC.

The Manager held 3,043,074 Units immediately before the issue of the Base Fee Units. Immediately after the issue of the Base Fee Units, the Manager holds 6,549,207 Units, representing approximately 0.34% of the 1,927,905,503 Units in issue (after the issue of the Base Fee Units).

Pursuant to the Trust Deed, the Manager is entitled to, among other management fees, the Base Fee. The Base Fee is payable quarterly in arrears, and will be in the form of Units. Pursuant to the Trust Deed, the Manager may elect to receive such Units as Units listed on the SGX-ST or Units listed on the HK Stock Exchange. The Manager shall receive such number of Units as may be purchased for the relevant amount of the Base Fee at the prevailing market price on the SGX-ST if it elects to receive Units in Singapore or at the prevailing market price on the HK Stock Exchange if it elects to receive Units in Hong Kong, at the time of the issue of such Units.

The Board announces that on 4 January 2019, the Manager received an aggregate of 3,506,133 Base Fee Units in Singapore, as payment to the Manager of the Base Fee in the amount of HK$31,758,904, being full payment in arrears of the Base Fee component of its management fees for the period from 1 October 2018 to 31 December 2018 (both dates inclusive). The Base Fee Units were issued at a price of HK$9.0581 (being the Singapore Market Price) per Unit. The number of Base Fee Units issued was determined on a basis which is consistent with the relevant provisions of the Trust Deed.

The payment of the Base Fee by way of the Base Fee Units is in accordance with the terms of the Trust Deed and does not require the specific prior approval of the Unitholders pursuant to a waiver granted by the SFC.

Under the waiver, for the purposes of the REIT Code and among other conditions, the number of Units issued to the Manager as payment of all or part of the Manager's Fees for each financial year of Fortune REIT shall be counted as part of the 20% of outstanding Units that the Manager may issue in each financial year without Unitholders' approval pursuant to paragraph 12.2 of the REIT Code. Further, in respect of each financial year, the maximum number of Units that may be issued to the Manager as payment of all or part of the Manager's Fees for that financial year shall, in the aggregate, be limited to such number of Units as represents 3% of the total number of Units outstanding as at the last day of the immediately preceding financial year plus the number of Units, if any, issued in that financial year for the purpose of financing any acquisition or divestment (where applicable) of real estate by Fortune REIT. Immediately after the issue of the Base Fee Units, the number of Units issued to the Manager as payment of all or part of the Manager's Fees for the period from 1 January 2018 to 31 December 2018 represents approximately 0.70% of the total number of Units outstanding as at 31 December 2017.

The Manager held 3,043,074 Units immediately before the issue of the Base Fee Units. Immediately after the issue of the Base Fee Units, the Manager holds 6,549,207 Units, representing approximately 0.34% of the 1,927,905,503 Units in issue (after the issue of the Base Fee Units).

This announcement is made pursuant to paragraph 10.4(k) of the REIT Code.

DEFINITIONS

"Base Fee"	The Manager's base fee which is 0.3% per annum of the Property Values
and payable quarterly in arrears
"Base Fee Units"	The 3,506,133 Units which are the subject of this announcement
"Board"	The board of directors of the Manager
"Fortune REIT"	Fortune Real Estate Investment Trust
"HK Stock Exchange"	The Stock Exchange of Hong Kong Limited
"Manager"	ARA Asset Management (Fortune) Limited (as manager of Fortune REIT)
"Manager's Fee"	The Base Fee and, where applicable, the acquisition fee or divestment fee
payable to the Manager
"Property Values"	The values of all the properties owned by Fortune REIT, whether directly
held by the Trustee or indirectly held by the Trustee through a property
holding company, including a property company

"REIT Code"	The Code on Real Estate Investment Trusts published by the SFC, as
amended, supplemented or otherwise modified from time to time
"SFC"	The Securities and Futures Commission of Hong Kong
"SGX-ST"	The Singapore Exchange Securities Trading Limited
"Singapore Market Price"	The volume weighted average price for a Unit for all trades done on the
SGX-ST in the ordinary course of trading on the SGX-ST for the period
of 10 Business Days (as defined in the Trust Deed) immediately preceding
the date of issue of Units to the Manager
"Trustee"	HSBC Institutional Trust Services (Singapore) Limited (as trustee of
Fortune REIT)
"Trust Deed"	The deed of trust entered into between the Trustee and the Manager
constituting Fortune REIT, originally dated 4 July 2003 and as amended
and restated from time to time
"Unitholders"	Holders of the Units
"Units"	The units of Fortune REIT
By order of the board of directors of
ARA Asset Management (Fortune) Limited
(in its capacity as manager of Fortune Real Estate Investment Trust)
Chief Executive Officer
Hong Kong, 4 January 2019

CHIU Yu, Justina

The Directors of the Manager as at the date of this announcement are Mr. Chui Sing Loi (alias Tsui Sing Loi) as Chairman and Independent Non-executive Director; Dr. Chiu Kwok Hung, Justin, Mr. Lim Hwee Chiang, Ms. Yeung, Eirene and Mr. Ma Lai Chee, Gerald as Non-executive Directors; Ms. Chiu Yu, Justina as Executive Director; Ms. Cheng Ai Phing, Ms.Yeo Annie (alias Yeo May Ann) and Ms. Koh Poh Wah as Independent Non-executive Directors.