The Custodian of the Two Holy MosquesKing Abdullah Bin Abdulaziz Al-Saud

His Royal HighnessPrince Salman Bin Abdulaziz Al-SaudCrown Prince, Deputy Prime Minister

and Minister of Defense

Table of Contents

Shareholders 9

Board of Director 5

The Company 8

Financial Results 8

Key Accomplishments 8

Board of Directors 10

Audit & Risk Management Committee (ARMC) 10

Board Project Committee (BPC) 11

Board Finance Committee (BFC) 11

Acknowledgement 11

Business Risk Management 12

Financial Highlights 15

Corporate Governance 18

Corporate Social Responsibility 20

Health, Safety and Environment 21

ShareholdersSa

udi t

abre

ed

Large District Cooling Supplier

High experienced&

24/7 professional staff availability

2010 2011 20122013

6XGrowth between 2010 & 2013

THE ARABIAN COM-PANY FOR WATER

AND POWER DEVELOPMENT (ACWA Holding), is the result of the constructive and productive ef-forts exerted by the Saudi private sector. ACWA Holding is engaged in the investment of seawater and brackish water desalination, power generation, potable water treatment and sewerage and indus-trial wastewater treatment.ACWA Holding was established in 2002 with a vi-sion to invest in infrastructure development proj-ects capitalizing on the opportunities through privatization initiative of the government. ACWA

Holding added to its portfolio around 26 major subsidiaries/ affiliates with investments in Power Generation, Water Desalination production and rehabilitation, Waste Water Treatment, EPC con-tracting for power and water, Pipe manufacturing, Waste Management, manufacturing of RO mem-branes, transportation and District Cooling.With a vast experience in executing projects, ACWA through API has invested in Power Gen-eration businesses with around 15,700MW pow-er generation and 2.37m m3/ day of desalination projects. ACWA Holding further owns 30% share of Saudi Cargo business and MRO business.

ShareholdersSaudi Tabreed Closed Joint Stock Company reg. in 2005 Shareholders ACWA Holding, Tabreed UAE, RUSD Intl., Ms. Lama Khudra and Abunayyan Trading Co, 187,000 TR Contracted Capacity

Key Facts

9

Tabreed UAE National Central Cooling Company PJSC (Tabreed) is a leading dis-trict cooling company providing sustainable, energy efficient and innovative cool-ing solutions to government, commercial, residential and private organizations in the GCC.As the partner of choice for major infrastructure projects in the region,

Tabreed develops custom-built cooling solutions that meet the unique requirements of its customers. Some of Tabreed’s high profile projects include the Dubai Metro, Abu Dhabi’s Yas Island, Sheikh Zayed Grand Mosque and The Pearl –Qatar.Through its infrastructure network, Tabreed supplies its customers with chilled water which is then used for air conditioning. The company designs, builds and operates district cooling plants specifically com-missioned for certain projects or converts existing projects from traditional cooling systems to district cooling.Established in 1998, Tabreed’s portfolio now includes 59 plants across the United Arab Emirates - 52 wholly owned and operated by the company and seven operated through its affiliates. Tabreed also has a number of projects in Bahrain, Oman, Qatar and Saudi Arabia. In total, the company has an installed capacity of just over 760,000 RT.With nearly 15 years of regional industry experience, Tabreed has successfully designed and deployed pioneering district cooling technology that has enabled it to deliver energy efficient, cost effective, and environmentally friendlier cooling solutions that support the growth of regional economies.Tabreed is listed on the Dubai Financial Market under the symbol of “Tabreed.”

Rusd International ServicesRUSD INTERNATIONAL MARKETING SERVICES, local agent of IAIC Insurance Company and Saudi arm of the Rusd Group, specializes in financial services through the Investment Bank and Asia Finance Bank of Malaysia, Salama Islamic Arab Insurance Company of the UAE and Ta’jeer Co. of Saudi Arabia.

Abunayyan Trading Co.Abdullah Abunayyan Group commenced operations in 1950 providing integrated solutions for the water industry in Saudi Arabia and the GCC countries, subsequently expanding into Trading, Manufacturing, EPC (turnkey contractor in water and energy related activities), Investments in water, power, oil & gas sectors.

Ms Lama I. F. Abu KhadraMs Lama Ismael Abu Khadra along with her husband Mr. Abdul Raouf W. Al Bitar are the sole owners of Lama Holding having investments in various companies including Al Manahal Water Factory, a Saudi Lim-ited Liability Company, established in late 1989 along with sister companies producing water and juices in Jeddah, Dammam and Bahrain with focus on Qatar and UAE.Amongst many other investments, they have investments in District Cooling, Middle East Molds and Plastic Factory, Hayat plaza, Dubai Contracting, Tabreed UAE, Multiforms etc.

Board of Directors

Board of Directors

Mohammad Abdullah AbunayyanChairman

Chairman of the Board of Abdullah Abunayyan Group of CompaniesMember of the Advisory Committee to the Chairman of the High Supreme Eco-nomic Council of the Kingdom of Saudi ArabiaBoard member of several large joint stock companies in Saudi Arabia

Essam A. Al MuhaidibBoard Member

Chief Executive Officer of Al Muhaidib Group.Board member of the:- ACWA Holding- Nestle Waters- Azizia Panda United- Eastern Province Governance Council

Saudi Tabreed Board of directors comprises of highly respectable and experienced personalities. The Board Members are as follows:

DC Scheme

Components

Chillers

ControlSystems

Piping Distribution network

CoolingTowers

TES

TES

Primary &Secondary

Pumps

13

Rasheed Abdulrahman Al RasheedManaging Director and Board Member

- Board of Director of ACWA Holding.- He Joined the group in 2000 as Vice President and Chief Financial Officer of

ACWA Power Development.- He started his career in 1998 with STC as a Computer Programmer and Systems

Analyst and has also worked for the Royal Air force (PDM) International (As Sr. Systems Analyst), Al-Rashed Certified Public Accountants(Senior Management Consultant).

Jassim Al ThabetBoard Member

- Jasim Thabet is the Chief Executive Officer of National Central Cooling Company PJSC (Tabreed). Prior to joining Tabreed. He was Vice-President in Mubadala Development Company’s Industry Unit.

- In 2009, Thabet held the position of Senior Project Manager at General Electric Power Systems. He sits on the board of a number of companies including Qatar Cool, Tabreed Oman, Tabreed Bahrain, S&T and SNC Lavalin Gulf Contractors.

Abdulrahman A. BajunaidBoard Member

- COO of ACWA Holding- Over 17 years of experience in banking & finance with leading Saudi financial

institutes.- Regional Head of Corporate Banking/ Central Region at Saudi Hollandi Bank- Eight year experience with SAMBA Financial Group- Graduated with honor in Finance from KFUPM University

Abdul Raouf W. Al BitarBoard Member

CEO of Al Manhal and Nestle Waters Group of Companies in Saudi Arabia. He is the Chairman of the Board for Jordan New Cable Co. (JNCC).- He is also a Board Member of several companies like Middle East Specialized

Cables (MESC) – Saudi Arabia, Tabreed District Cooling Co. - Saudi Arabia, ACWA Power - Saudi Arabia, LG-Shaker Factory – Saudi Arabia, MESC-Fujikura Cable Co. – Jordan

Khaled Al QubaisiBoard Member

- Khaled Abdulla Al Qubaisi is the Executive Director of Human Capital at Mubada-la, the Abu Dhabi based investment and Development Company.

- He is also a Member of the Managing Director of National Central Cooling Com-pany PJSC (Tabreed). Chairman of the National Health Insurance Company (DAM-AN). Board Member of various organizations.

Saleh MalaikahBoard Member

- Dr. Malaikah is currently the Chairman of Rusd Investment Bank of Labuan, Ma-laysia and is the Chairman of a group of insurance and re-insurance companies (including BEST Re, , IAIC KSA [Islamic Arab Insurance Co, of Saudi Arabia] & ESIH) and the Chairman of a group of leasing companies (Ta’jeerof Saudi Arabia & BEST Lease of Tunisia).

- Board Member of National Industrialization Co. (NIC), Saudi Tabreed Co. (STC), and Nabaa Development & Investment Co. (NDIC)

14 15

Better Space Utilization

20 % NOISE REDUCTION

99.94 % more RELIABILITY as per(International District Energy Association)

Without DC50% less Kw per Ton Elect. Consumption

With DC

Board of Directors ReportDear Shareholders,We are pleased to present this Board of Director’s Report and the Audit Financial Statements of Saudi Tabreed District Cooling Company (“STDCC”) for the year ended December 31, 2013.

The CompanySaudi Tabreed District Cooling Company (the “Company”) is a Closed Joint Stock Company registered in Al Khobar, Kingdom of Saudi Arabia under the Commercial Registration umber 2051032068 dated 29 Dhu Al Qadah 1426H (Corresponding to December 31, 2005).The Company and its project companies, including Saudi Dahran District Cooling Compa-ny (“SDCC”), Central District Cooling Company (“CDCC”), Jubail and Yanbu District Cooling Company (“JYDCC”) and Operation and Maintenance for District Cooling Systems (“STOM”), together (the “Group”).

Financial ResultsThe Company Consolidated Financial Statements for the year ended Dec 31, 2013 shows a significant growth in the financial performance of the company with its Income from Op-erations at SAR79.5mln compared to SAR16.1mln in 2012 and its Net Income recorded at SAR76.2mln increasing from SAR15.5mln in 2012.During the year ended December 2013, Saudi Tabreed has made Revenue of SR 134.71 Mln and incurred Operating cost of SR 70.48 Mln, making Operating Profit of SR 64.24 Mln. During the year Finance Cost was SR 19.94 Mln and other cost of SR 16.43 Mln. Net Profit before zakat of SR 79.29 Mln.

Key AccomplishmentsSaudi Dhahran District Cooling Company (“SDCC”): being the first ever district cooling proj-ect financed under long term non-recourse financing successfully completed its construc-tion and started operations in Feb 2013. SDCC has a capacity of 27,000TR with a concession running for 25 years with Saudi Aramco. The project is situated in Dhahran supplying chilled water to various Aramco facilities. Under the concession contract a further 5000 TR capacity can be added. Recently Aramco has confirmed additional capacity requirement bringing the total capacity to 32,000TR.

Benefits

Key Facts

2.2

1.81.7

1

0.85 Window

Split

AirCooled

DC

DC w. TES

50%

17

- - 50,000

100,000

- -

27,000

27,000

- -

29,971

-

50,000

100,000

150,000

200,000

2011 2012 2013 2014E

Connected/ Fixed O&M Capacity

KAFD ARAMCO JODC

77,000

156,971

Central District Cooling Company (“CDCC”) : was the second project with a total capacity of 55,000 TR. The project is to be completed in 5 Phases. Its Phase 1 & 2 started construction in 2012 and scheduled to be completed in June 2014. The project is expected to supply chilled water to various buildings in Jabal Omar Development. The Phase 1 & 2 is for 25,000TR Capacity.Operations & Maintenance Company for District Cooling Systems (“STOM”) : is performing under con-tract with King Abdullah Financial District to operate 100,000TR capacity. The project is situated in Riyadh in the KAFD and is under a fixed price contract for a term of 10 years. The Phase 1 of 50,000TR started operations from Sep 2013.

STOM has entered into 25 year long term contracts with CDCC and SDCC and is responsible for the O&M of these projects.

Growth: With a total contracted capacity 78,082TR by end of 2013 the Company has achieved significant growth since its inception and has set standards for the District Cooling industry in GCC. In 2014 the Company expects to have a connected load of 156,971TR (including 100,000TR of O&M Capacity) just from its existing contracts.

Board of DirectorsSTDCC Board of Directors comprises of 8 members:1) Mr. Mohammad A. Abunayyan2) Mr. Essam A. Al Muhaidib3) Mr. Rasheed A. Al Rasheed4) Mr. Abdulrahman A. Bajunaid5) Mr. Khalid Al Qubaisi6) Mr. Jasim Thabet7) Mr. Abdul Raouf W. Al Bitar8) Mr. Saleh Malaikah

18 19

The BOD held 2 board meetings during the period 1st January 2013 to 31st December 2013 to monitor the Company’s financial and operational performance, policies and procedures and its future growth strat-egies. The BOD further reviewed the growth pipeline and approved budgets to meet the operational needs of the Company. As per the Articles of the Company no remuneration was paid to any of the Board of Directors. The Board has appointed from its members following committees:

1) Audit & Risk Management Committee2) Board Project Committee3) Board Finance Committee

Audit & Risk Management Committee (ARMC)The Audit and Risk Committee comprises of the following members:

1) Mr.Steven Williams Halliday (Chairman – Independent Member)2) Mr. Sameer Ali Khan3) Mr. Faisal Malaikah

The ARMC held 2 meetings during the period from 1st January 2013 to 31st December 2013. As provided for in its charter the ARMC assists the Board of Directors and the management by reviewing the account-ing policies financial statements, audit internal control policies and procedures, conformity to the inter-national standards, compliance with policies and procedures and with various contractual arrangements and risk management framework with advice to mitigate the risks to an acceptable level in order to meet its objectives.The members of ARMC were not paid any remuneration in line with the Articles of the Company during the financial year from 1st January 2013 to 31st December 2013.

Board Project Committee (BPC)The BPC’s objective is to provide management with directions related to commercial operations, con-tracts, procurement related to projects. Additionally BPC endorses the projects and recommends to the Board for their approval based on its financial and technical feasibility studies. BPC oversees projects having significant impact on the business.The BPC has following 3 members:

1) Mr.Abdul Jalil Bakhurji (Chairman)2) Mr. Mohammed Yassin3) Mr. Faisal Malaikah

The members of the BPC were not paid any remuneration in accordance with the Articles of the Com-pany.

Board Finance Committee (BFC)The BFC is formed to assist the Board in the review of the financial performance of the company includ-ing the review of its financial statements, financial structure, 5 year business plan, annual budget, forecast and any other matter critical to the business of the Company including review of financing arrangements and new investments.BFC is comprised of the following members:

1) Mr. Abdulrahman A. Bajunaid – Chairman2) Mr. Colin Sangster3) Mr. Faisal Malaikah4) Mr. Hani Sabha

20 21

AcknowledgementOn behalf of the Board of Directors, it is my pleasure to extend our sincere thanks to the Company share-holders for their continued support for the Company and to offer considerable gratitude to all members of the Company staff for their hard work, diligence and achievements throughout the year.Special thanks to the Saudi government, specifically the Ministries of Finance and Commerce and Indus-try and the Ministry of Water and Electricity for their continued leadership and support for the District Cooling Industry. Saudi Tabreed as a leader in District Cooling in KSA is committed to protection of environment through reduction in electricity consumption in Saudi Arabia under the leadership of the Custodian of the Two Holy Mosques, the Crown Prince and HRH the Second Deputy Prime Minister.

Saudi Tabreed Operating ModelSaudi Tabreed is The operating model of the Company revolves around development, construction and operations of its projects. The Company operating model is to

Business Risk ManagementOur businesses are exposed to and proactively manage risks to a manageable level. Through our Audit and Risk Management Committee we seek guidance in steps for implementation of highest risk management standards. Our business is ex-posed to the following key risks:

Project Execution RiskThe project execution risk comes is a combination of risks associated with the development, con-struction and operations of the project. Following is the summary of our key risks and our mitigation strategy to minimize the adverse impact of these risks:

Counter Party RiskOur business model is based on long term take or pay contracts. These contracts are key to our risk mitigation strategy. These contracts ensure the

performance of the counterparty. Furthermore we have the rights under the agreements to terminate the agreement with counter party bound by the termination payments. The off takers credit wor-thiness is reviewed and complete due diligence un-dertaken along with advisors and the project finan-ciers. We enter into the long term agreements for chilled water for assets with strategic importance.

Technology and ContractorEngineering Procurement and Construction (EPC) agreements are the most essential part of the proj-ect construction as we enter into Lump Sum Turn Key contracts with the experienced and reputable EPC contractors to ensure that all construction risk is passed on to them. The EPC contracts further include performance risk mitigation measures in-cluding the liquidated damages regime. The proj-ect is further protected through significant per-

23

formance bonds and construction bonds ensuring compliance with the contract.Funding RiskOur business is a capital intensive business with significant requirement of funding. Largely the funding is arranged on a long term limited/ non-re-course basis at the project with no recourse to its shareholders. The equity is arranged through either the investment from our shareholders or through corporate debt or through Equity Bridge Loans at the project level. We do provide either directly or through our shareholders support for the projects in the form of Corporate Guarantees to support the equity bridge loans and commitments under the equity and subscription agreements.

Regulatory RiskRegulatory changes may pose a risk on the perfor-mance of our businesses. The change of law pro-vision protects our business from any change that may have an adverse impact on our business.

Operational RiskOur businesses are also exposed to operational risks that are part of our core business. We rely on our skilled work force and highly capable manage-ment to manage our operations. We receive strong support from our shareholders having experience in the field. STOM (our O&M Company) is mainly

responsible for the operations and maintenance of the projects. STOM has employed work force to achieve efficient and seamless operations.Operational risk can be categorized as reduction in availability and deterioration in efficiency. These risks are mitigated through extensive training, im-plementation of highest operational standards and support from OEM.

Health, Safety and EnvironmentSafety is our top priority with no compromise pol-icy. We believe that through training, awareness, continuous monitoring and upgrading our safe-ty standards we can achieve the required safety standards. Considering that lack of these measures can have material legal and financial consequences through injury or damage to property. Additionally the lack of proper safety standards may have pro-longed loss of revenue.We therefore are taking measures to ensure that compliance to our safety policy is ensured. We en-sure continuous learning and improvement in our safety standards.

Interest Rate RiskWe have long term financing with risk of changes in interest rates. This risk is mitigated through the implementation of our long term hedging policy.

24 25

Financial HighlightsA summary of the Group’s financial performance during the year 2013 is set out below. The results and financial position are presented on consolidated basis (as per the consolidated financial statements).We currently have operational investments with a total capacity of 77,000 TR spread over 2 plants (Ta-ble – 1), with another 101,082 TR capacities currently under construction (Table – 2). The majorities of our investments are under long term agreements with the utilities price and supply risk assumed by a credit worthy off-taker. Our investments are presented in the following table with the respective accounting classification.

TABLE - 1

Connected Load Capacity

TR Operational Projects

Aramco 27,000

KAFD 50,000

Total Connected Capacity 77,000

TABLE - 2

Load Under Construction Capacity TR

Projects under Construction

Aramco 5,000

KAFD 50,000

JODC 46,082

Total Capacity under Construction 101,082

We undertake a full line-by-line consolidation for all projects over which we exercise full control (classi-

fied as subsidiary) and do an equity accounting (one-line consolidation) for the projects where we either have joint control or significant influence which are classified as a joint venture (“JV”) or an associate, respectively.In order to deliver the business model of investing in assets in which Saudi Tabreed has operational control and to do so in an efficient and value creating manner, the plant operations and maintenance activities undertaken by Saudi Tabreed are structured through a wholly owned subsidiary, The Operation & Maintenance Company for DCS (“STOM”).The financial information presented in the consolidated financial statements has been prepared in accor-dance with accounting standards generally accepted in the Kingdom of Saudi Arabia. For the year 2012, we achieved an income of SAR 588 million from main operations and a net income of SAR 331 million. The drivers of the net income are services rendered (including development fee income), results of oper-ations from our subsidiaries and our share of net income from joint ventures and associates.

Summary of the Group’s financial performance is as follows:

2013 2012SAR Millions SAR Millions

Revenue 124.11 0.00

Gross Profit 86.64 0.00

Share in result of an associate (1.16) 0.00

Income from main operations 79.76 (1.91)

Net Income 76.22 15.55

Net Cash from operating activities 31.94 6.61

Net Cash used in investing activities (138.63) (257.72)

Net Cash (used in) from investing activities 196.33 266.24

Summary of the Group’s financial position is as follows:

26 27

2013 2012SAR Millions SAR Millions

Bank Balance and Cash 131.43 41.80

Current Asset 170.55 50.50

Non - Current assets 1,017.99 898.24

Total Liabilities 778.86 614.39

Total Equity 408.42 332.20

Tangible Net Worth 1,168.18 927.68

Revenue

0% 20% 40% 60% 80% 100%

2013

2012

Comparison of Revenue/ Income

Revenue

Consultancy Service Income

Commission Income

Other Income

Revenue is driven by the availability of the capacity and dispatch of chilled water by operational facilities, and operation and maintenance services and development fees.Chilled Water sales started during the year driven largely by Aramco plant operational from Feb 19, 2013 & KAFD operational from September 17, 2013. Further, Temporary Cooling was provided to JODC.

28 29

CDCC (Jabal Omar District Cooling Project): Jabal Omar Project was under construction. The project is expecting initial COD in June 2014. However, a Temporary Cooling service was provided to JODC, resulting in revenue of SR 33.60 Mln during the year 2013.

STOM (KAFD District Cooling O&M Project): STOM project with KAFD started its operations. Revenue recognized for the month of December was SR 5.45 Mln.

Operating CostsThe Operating costs comprise of utilities & fixed and variable operation and maintenance costs incurred at the consolidated businesses. Operating costs of the projects generally comprise electricity, water, chemicals, salaries and wages, routine and annual plant maintenance, consumables and spares, insurance.

Development Costs Written OffSaudi Tabreed Group has been working on various projects to develop DC facilities. However, some of them have not converted into projects. Hence, Saudi Tabreed decided to clean the books by writing off all the projects which Saudi Tabreed is no more pursuing.

Finance costsFinancial charges are largely driven by interest on long term loans of Saudi Tabreed Group. The fee paid upfront is capitalized and is amortized over the project life.

Debt and Capital StructureSaudi Tabreed’s capital structure mainly comprises of equity injections from shareholders and long term project financing. The Project finance at the respective projects is without recourse to the respective shareholders.The shareholders of Saudi Tabreed funded, directly and indirectly, a loan of SAR 84.3 million to Saudi Dhahran Cooling Company, a loan of SAR 21 million and a deposit of SR 72 Million to Central District Cooling Company.

Highlights on each project performanceSDCC (Aramco District Cooling Project): During the operational period during 2013, SDCC provided Ar-amco with cooling service of 63.13 Mln TR-HR. SDCC billed Aramco SR 39.12 Mln for Capacity Charge and SR 15.87 Mln for Consumption Charge. SDCC consumes 73.54 KwH of electricity & 1.10 Mln M3 of water to produce the cooling services.

30

and reporting of HSE performance continues and performance is well within targets. We pride ourselves on the good relationships we have with our stakeholders, supply chain and subsidiaries. Keeping in close communication and contact with our partners is an ongoing objective to ensure we build trust and co-operation. The provision of technical support, consulting services and training events to our extended team and associates will be carried on to maintain and improve standards and share experiences. Finally, our investment in Rabigh Technical College where more than 20 young Saudi Technicians have enrolled on a two year training course is yielding positive results with the first batch of technicians will graduate in 2014 summer ready to be deployed on our projects in Makkah, Riyadh and Dhahran soon after graduation.

Corporate Strategy

GrowthThe previous growth targets are now being revised to reflect the higher confidence in KSA’s vibrant real estate market. These also took into consideration the subtle differences across the country from East to West and the many projects that were either dormant for years or pending approvals and now revital-ized, also taking advantage of the rapidly growing awareness of district cooling and its benefits.We can confidently report that we remain on course to expand our cooling capacities by 2018 doubling the current figures and in turn doubling our revenues.In addition we continue to forge solid relations with Government and the Private Sector who understand the benefits of district cooling and see it as one of the most viable technologies that will help reduce domestic demand for oil through saving electricity. We are also exerting a lot of effort in helping the concerned authorities to develop KSA District Cooling Regulation. We have been actively participating in local as well as international district cooling forums to increase awareness of district cooling as well as learn from the experiences of others. Our target market is mixed use developments. However we are keeping an eye on the growing interest in district cooling by Industries which are eager to reduce their carbon footprints such as SABIC and ARAMCO. Also we are targeting KSA Military, a bulk consumer of cooling energy building on Tabreed’s success with the UAE Military.

StabilityOur strategy for growth is anchored on a platform of stable and profitable projects which are performing above and/or better than target levels. The Asset Management team supports the swift resolution of billing and commercial issues and stabilizing earnings and returns. Emphasis continues to be placed on containing costs within budgets and formalizing standard accounting and reporting practices across all schemes. Saudi Tabreed is in the process developing and implementing an Enterprise Risk Management (ERM) system with a scope that will cover all subsidiaries and joint ventures. HSE performance continues to be assured by our HSE team who undertake periodic inspections and audits. The monthly monitoring

32 33

Corporate GovernanceOur code of Corporate Governance is implemented through the establishment of Board Committees and internal control policies. We are continuously improving our code with an emphasis to achieve the highest standards. Our focus is to build confidence in our financial information.Following table provides for the attendance of Annual General Assembly:

Names Annual General Assembly 2013 Arabian Company for Water & Power Development P National Central Cooling Company P Rusd International P M/S Lama Ismael Abu Khadra P Abunayyan Trading Company P

Attended (√), Apologies (-), Proxy (P)

Following table provides for the names, category and attendance of the Board of Directors:

Names Category Board Meetings held and the attended during 2013

May 2 Oct 10 Mr. Muhammad A. Abunayyan Non-Executive Chairman √ √Mr. Essam A. Al Muhaidib Non-Executive Member √ -Mr. Rasheed A. Al Rasheed Non-Executive Member √ √Mr. Abdulrahman A. Bajunaid Non-Executive Member √ -

Mr. Khaled Al Qubaisi Non-Executive Member √ -

Mr. Jasim Thabet Non-Executive Member √ √

Mr. Abdul Rauf W. Al Bitar Non-Executive Member √ √

Mr. Saleh Al Malaikah Non-Executive Member √ √ Attended (√), Apologies (-), Proxy (P)

Following table provides for the names, category and attendance of the Project Committee:

Names Category Board Project Committee 2013 Jan 29 May 15 Oct 30

Mr. Omar Al Khudairi Chairman - Independent √ √ √Mr. Faisal Malaikah Non-Executive Member √ √ √Mr. Mohammed Yassin Non-Executive Member √ √ √

Attended ( √), Apologies (-), Proxy (P)

Following table provides for the names, category and attendance of the Audit & Risk Management Committee:

Names Category Board Audit & Risk Management Com-mittee 2013 Jul 2 Nov 27

Mr. Steven Williams Halliday Chairman – Independent √ √Mr. Faisal Malaikah Non-Executive Member √ √Mr. Abdul Jabbar Non-Executive Member √ -Mr. Sameer Ali Khan Non-Executive Member - √

Attended (√), Apologies (-), Proxy (P)

Following table provides for the names, category and attendance of the Board Finance Committee:

Names Category Board Finance Committee 2013 April 2013 July 2013 Dec 13

Mr. Abdulrahman A. Bajunaid Chairman – Non-Executive √ - √Mr. Colin Sangster Non-Executive Member - - √Mr. Adrian Kershaw Non-Executive Member √ PMr. Faisal Malaikah Non-Executive Member √ √ -Mr. Hani Sabha Non-Executive Member - - -

Attended (√), Apologies (-), Proxy (P)

34 35

Health & SafetyLocation Type Offices Production

Facility Construction

Site Total YTD

2014 Total YTD

2013No. of sites by type Personnel 1 2 1 4 4Number of people 11 50 10 71 46Hours worked 23232 105600 15240 51144 96224Health, Safety & EnvironmentFatalities 0 0 0 0 0Reportable Injuries 0 0 0 0 0Occupational Diseases 0 0 0 0 0Dangerous Occurrences 0 0 0 0 0Minor & 1st aid injuries 0 1 0 1 1Environmental incidents 0 0 0 0 0HSE Near misses 0 1 4 5 10HSE PerformanceHours worked withoutreportable injury 23232 105600 15240 51144 96224Reportable Injury RateReportable IncidentsReportable Incidents rateHSE NoticesHSE penalties and fines (SAR)HSE ManagementHSE Committee Meetings Monthly Monthly Monthly 12 36HSE inductions, toolbox talks and awareness sessions Quarterly Daily Daily 92 542

HSE training sessions Quarterly Monthly Monthly 12 36HSE Tours,Inspections and Audits Quarterly Monthly Monthly 12 36HSE Emergency Tests, Quarterly Quarterly Quarterly 1 4Drills & Practices Quarterly Quarterly Quarterly 1 4

Corporate Social ResponsibilitySaudi Tabreed has been keen on developing the youth and therefore it has taken various ventures in order to support the society. In this regard Saudi Tabreed has sponsored 17 candidates who are currently getting training at Rabigh sponsored by Saudi Tabreed.In addition to this Saudi Tabreed is employing young graduates on a scheme to train the young Sau-di men and women through on job training to provide the necessary platform to these individuals for starting their careers.

Corporate Social ResponsibilitySaudi Tabreed has been keen on developing the youth and therefore it has taken various ventures in order to support the society. In this regard Saudi Tabreed has sponsored 17 candidates who are currently getting training at Rabigh sponsored by Saudi Tabreed.In addition to this Saudi Tabreed is employing young graduates on a scheme to train the young Sau-di men and women through on job training to provide the necessary platform to these individuals for starting their careers.

37

0

10,000

20,000

30,000

40,000

50,000

60,000

70,000

80,000

90,000

Jan-14 Feb-14 Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-140

50,000

100,000

150,000

200,000

250,000

In S

AR

'000

In Metric Tons

Projected ST Contribution in DC Savings in Oil and CO2 Emissions

Aramco CO2 Emission - MTU Savings KAFD CO2 Emission - MTU Savings

JODC CO2 Emission - MTU Savings Oil Saving - SAR

Environment The Company recognizes in today’s global marketplace, sustainability is of paramount importance as not only it touches all aspects of its business but also the technology it offers to which can only competes with established conventional technologies on the basis of energy efficiency and sustainability.In KSA demand for electricity continues to grow rapidly with the greater portion of power consumption is attributed to air conditioning. During the summer peak season power consumption in air conditioning could reach as high as 70% of the total consumption in the country. KSA is considered among the second highest group of nations worldwide who contribute to greenhouse gases. The current equivalent barrel of oil consumed internally is in region of 3 to 4 million a day, according to Aramco’s statistics this figure will double in 10 to 15 years. The estimated daily emission of CO2 in KSA is in the region of 1.5 to 2 mil-lion metric ton or approximately 550 to 750 million ton a year. Saudi Tabreed is proud to announce that our district cooling technology helped in reducing the CO2 emission in 2013 by approximately 40,000 Ton, a humble beginning but this figure is expected to increase by manifolds during 2014 when three of our district cooling plants reach their maximum capacity. In addition to reducing CO2 emission, Saudi Tabreed continues its innovative plant design and operational methodologies to further reduce power consumption and as well as water. We are also exerting a lot of effort in seeking new viable water treat-ment technologies that will reduce reliance on chemicals and encourage the use of environment friendly compounds.

Performance

Key Facts

Reduction in CO2 Emissions130,000 Ton/Year

“COOL THE WORLD” without hurting the “ENVIRONMENT”

Reduction in Oil Consumption420,000 (BOE/Year)

Reduction in Oil Consumption1,232,000 (BOE/YR)

Jabal Omar 55,000 TR ARAMCO 32,000 TR KAFD 100,000 TR38

Saudi Aramco Dhahran

Jabal Omar Makkah

KAFD Riyadh

Projects PROJECTS

2010Saudi Aramco / Dhahran

Plant Capacity at 32,000 TR

2012Jabal Omar /

MakkahPlant Capacity at 55,000 TR

2012KAFD / Riyadh

Plants Capacity of 100,000 TR

187,000 TR CONTRACTED CAPACITY

2013Jabal Omar 55,000 TR ARAMCO 32,000 TR KAFD 100,000 TR

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Jabal Omar District Cooling ProjectArea Type Mixed Use (Commercial and Residential)

Property Details Spread over 57 acres at Mekkah,Includes 37 Towers with total built-up area of 2.0 MN sq. m

Contract Capacity 55,000 TR (in Phases)

Type Build Own Operate Transfer

Term 25 Years from commissioning

Project Sponsors Saudi Tabreed (60%)JODC (40%)

Off-Taker Retail and HotelsPayments facilitated through JODC from direct customers

TariffConnection FeeCapacity ChargeConsumption Charge

Status Additional capacity of 10,000 TR under development

Expansion Additional capacity of 5,000 TR under development

Expansion Time line Phase 3 :Operational by Q4 2015

Dhahran District Cooling ProjectArea Type Commercial

Property Details Saudi Aramco Office Complex, Dhahran, KSA

Contract Capacity 27,000 TRExpandable to 32,000 TR

Type Build Operate Transfer

Term 25 Years from agreement signing

Project Sponsors Saudi Tabreed (90%)ACWA Holding (10%)

Off-Taker Single off-takerSaudi Aramco

Tariff Capacity ChargeConsumption Charge

Status OperationalConnected Capacity: 27,000 TR

Expansion Additional capacity of 5,000 TR under development

Expansion Time line Q4 2015

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KAFD District Cooling ProjectArea Type Mixed Use (Commercial and Residential)

Property DetailsSpread over 1.6 Million Sq. mts T Riyadh, KSA consisting of 34 towers for various uses and accommodation for 12000 individuals

Contract Capacity 100,000 TR (in Phases)

Type Operation & Maintenance (O & M)

Term 10 Year fixed Price

Share holders Saudi Tabreed (100%)

Customer Profile and Off-Taker Customers: Financial Sector, Economic EPI Center of KSA

Tariff Fixed Price Contract

Status OperationalConnected Capacity: 100,000 TR

Expansion N/A

Expansion Time line N/A

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