Investors
Information

CBFI INFORMATION

Issuer

Deutsche Bank México, S.A., Institución de Banca Múltiple, División Fiduciaria, Fideicomiso F/1616

Ticker Symbol

FINN13 / FINN15

Type of Security

Real Estate Trust Stock Certificates CBFIs (Equity Issuance) Certificados Bursátiles Fiduciarios CBFs (Debt Issuance)

Domestic Market

Mexican Stock Exchange

US OTC Market

Rule 144A and Reg S

ADR Program

DFBRY Level 1

INFORMATION FOR INVESTORS

In Monterrey, Mexico:
Lizette Chang
E-mail: lchang@fibrainn.mx
Phone: 52 (81) 5000 0211

In New York, U.S:
Maria Barona / Melanie Carpenter
i-advize Corporate Communications, Inc.
E-mail: mbarona@i-advize.com / mcarpenter@i-advize.com
Phone: (212) 406-3691/3692

Headquarters

Ricardo Margain Zozaya 605, floor 1,
Col. Santa Engracia, San Pedro Garza García, Nuevo León, 66267, México
Phone. 52 (81) 5000 0200
www.fibrainn.mx

Independent Auditors

KPMG Cárdenas Dosal, S.C.
Manuel Ávila Camacho 176
Col. Reforma Social,
11650, México, D.F.
Tel. 52 (55) 5246 8300
www.kpmg.com.mx

Trustee

Deutsche Bank México, S.A.,
Institución de Banca Múltiple,
División Fiduciaria
Global Transaction Banking -
Trust & Agency Services
Blvd. Manuel Ávila Camacho No. 40, floor 17
Col. Lomas de Chapultepec,
C.P. 11000, México D.F.
Phone. 52 (55) 5201 8000
www.db.com/mexico/

Common Representative

CI Banco: Mónica Jiménez Labora Sarabia
Representaciones Comunes
mjimenezlabora@cibanco.com
Cordillera de los Andes No. 265, Piso 8,
Col. Lomas de Chapultepec,
11000, México D.F.
Phone. 52 (55) 5063 3978
www.cibanco.com

Depositary Bank

The Bank of New York Mellon
In Mexico: Paseo de la Reforma No. 115
Piso 23, México, D.F.
In New York: 101 Barclay Street, 22nd floor,
West New York 10286
Phone. (412) 234 5000
www.bnymellon.com

ANNUAL REPORT ON ACTIVITIES
TRUST F/1616 TECHNICAL COMMITTEE

The undersigned, Victor Zorrilla, Chairman of the Technical Committee of the Irrevocable Trust identified under the number F/1616 (the “Trust”), hereby reports to the Shareholders’ Meeting on the completion of the following activities during the scal year 2014:

  • Eight meetings were held, during the months of April, July, August, October, November and December 2015 as well as in February and April 2016.
  • The Consolidated Financial Statements were approved for March, June, September and December 2015, upon recommendation from the Audit Committee.
  • The March, June, September and December 2015 Holder Distributions were approved for a total of Ps. 338.1 million upon recommendation from the Audit Committee.
  • The 2015 budget for the Trust and its Subsidiary was approved.
  • The contract terms of KPMG as the Independent Auditor of the Trust for the year 2015 were approved, upon the recommendations by the Audit Committee.
  • The Audited Financial Statements for the year 2015 with the corresponding Opinion Report without exception by the Independent Auditor were approved, after hearing the opinion of the Auditing Committee.
  • Approval was given -after hearing the opinion of the Practices Committee- The acquisitions of the Hampton Inn & Suites by Hilton Chihuahua, City Express Chihuahua, City Express Junior Chihuahua and Courtyard by Marriott Chihuahua hotels, with a total investment value of Ps. 713.9 million, as well as the development of the JW Marriott Monterrey hotel with a total investment value of up to Ps. 343.4 million.
  • Approval was given –after hearing the opinion of the Practices Committee- to the contracting terms with Operadora México –a Related Party- of the hotels Holiday Inn Reynosa Industrial Poniente, Hampton Inn by Hilton Hermosillo, Arriva Express Guadalajara, Staybridge Suites Guadalajara Expo, Hampton Inn by Hilton Chihuahua, City Express Chihuahua, City Express Junior Chihuahua, Courtyard by Marriott Chihuahua, Courtyard by Marriott Saltillo, and Fairfield Inn & Suites by Marriott Coatzacoalcos.
  • Approval was given, following the opinion of the Practices and Investments Committee, for the annual and semi-annual review of the rental for the spaces utilized by Operadora México Servicios y Restaurantes S.A.P.I. de C.V. in the hotels where it was determined that an updating was required.
  • The integration and faculties of a Financial Committee were approved.
  • Approval was given –after hearing the opinion of the Practices Committee– the creation of Internal Unit for Market Studies.
  • Determined –prior authorization by the Practices Committee– the procedure for the replacement of real estate assets in the Trust’s hotels.
  • Approval –prior opinion of the Practices Committee– the nomination of Laura Nelly Lozano Romero and Lizeth Mariel Pedraza Nava as Secretary and Alternate, respectively, of the Technical Committee.
  • Approval of the hiring of advisors for the process prior to the Debt Issuance, and proposal at the Shareholders’ Meeting to the approval of said Debt Issuance for up to Ps. 2 billion, with a total 5-year program of up to Ps. 5 billion.
  • The designation of an Evaluation Committee was approved, which analyzed and authorized the contracting of Santander as a market maker for 2015.
  • Presented all of the real estate assets that comprise Equity and rati ed all of the processes necessary for their acquisition, prior to presenting these at the Shareholders’ Meeting.
  • Approval for the sale of a portion of the 286.7 m2 located in the front portion of the Hotel Holiday Inn Puebla La Noria lot to the government of Puebla, for the construction of the Nodo Alitxcáyotl.
  • Approval of a Level 1 American Depositary Receipt Program.
  • Ratification of Fibra Inn’s participation in the Mexican Association of Real Estate Fibras (Asociación Mexicana de Fibras Inmobiliarias).

San Pedro Garza García, April 29 2016.

Mr. Victor Zorrilla Vargas
Chairman of the Technical Committee
Trust F/1616

ANNUAL REPORT ON ACTIVITIES
TRUST F/1616 AUDIT COMMITTEE

The undersigned, Mr. Rafael Gomez Eng, President of the Audit Committee of the Irrevocable Trust identified under the number F/1616 (the “Trust”), hereby reports to the Shareholders’ Meeting that during fiscal year 2015 the following activities were completed carried:

  • Four meetings were held, taking place in the months of April, July, and October, as well as in February 2016.
  • The Consolidated Financial Statements corresponding to March, June, September and December of 2015 were analyzed and recommended to the Technical Committee.
  • The March, June, September and December 2015 Holder Distributions were evaluated and recommended to the Technical Committee for a total of Ps. 338.1 million.
  • Established the criteria for the accounting format for the repositioning of the real estate and equipment for the Hotels that comprise the Trust
  • The Trust for the year 2015 were defined and were recommended to the Technical Committee.
  • The work carried out by the Auditing firm was duly supervised.
  • The Certified Financial Statements for the year 2013, with the corresponding Opinion Report were analyzed and recommended to the Technical Committee, with no exception from the Independent Auditor.

San Pedro Garza García, April 29 2016.

Mr. Rafael Gómez Eng
PRESIDENT OF THE AUDIT COMMITTEE
Trust F/1616

AUDIT COMMITTEE

Rafael Gómez Eng President
Héctor Medina Aguiar
Everardo Elizondo Almaguer

ANNUAL REPORT ON ACTIVITIES
TRUST F/1616 PRACTICES COMMITTEE

The undersigned, Mr. Adrián Garza de la Garza, President of the Practices Committee of the Irrevocable Trust identified under the number F/1616 (the “Trust”), hereby reports to the Shareholders’ Meeting at the completion of the fiscal year 2015:

  • Six meetings were held during the months of February, May, July (2 sessions), October and November of 2015.
  • Evaluation and recommendation to the Technical Committee for the acquisition of the hotels: Hampton Inn by Hilton Chihuahua, City Express Chihuahua, City Express Junior Chihuahua, Courtyard by Marriott Chihuahua, with a total investment of Ps. 713.9 million, as well as the development of the JW Marriott Monterrey hotel, with a total investment of up to Ps. 343.4 million was evaluated and recommended to the Technical Committee.
  • Recommendation of the contractual terms set forth with Operadora México Servicios y Restaurantes S.A.P.I de C.V. –a Related Party- to the Technical Committee regarding the Holiday Inn Reynosa Industrial Poniente, Hampton Inn by Hilton Hermosillo, Arriva Express Guadalajara, Staybridge Suites Guadalajara Expo, Hampton Inn by Hilton Chihuahua, City Express Chihuahua, City Express Junior Chihuahua, Courtyard by Marriott Chihuahua, Courtyard by Marriott Saltillo, and Fairfield Inn & Suites by Marriott Coatzacoalcos hotels. In addition, analysis and recommendation to the Technical Committee for the semi-annual and annual review of the space rentals used by Operadora México Servicios y Restaurantes S.A.P.I de C.V., where an update was determined to be necessary.
  • Confirmation of meeting the Eligibility Criteria required to invest in the following hotels:
    Holiday Inn Reynosa Industrial Poniente, Hampton Inn by Hilton Hermosillo, Arriva Express Guadalajara, Staybridge Suites Guadalajara Expo, with a total investment of Ps. 775.0 million.
  • Study and approval of the proposal for the change in electric energy provider for the Trust’s Hotels.
  • Evaluation and proposal to the Technical Committee to substitute the Secretary of this Committee.
  • Analysis and approval to establish an Internal Work Management division.
  • Analysis and recommendation to the Technical Committee to create an Internal Work Management division.
  • Evaluation and recommendation to the Technical Committee regarding the furniture replacement procedure of the Trust’s Hotels.

San Pedro Garza García, April 29 2016.

Mr. Adrián Garza de la Garza
President of the PRACTICES Committee
Trust F/1616

PRACTICES COMMITTEE

Adrián Garza de la Garza President
Héctor Medina Aguiar
Rafael Gómez Eng

ANNUAL REPORT ON ACTIVITIES
TRUST F/1616 NOMINATIONS COMMITTEE

The undersigned, Mr. Marcelo Zambrano Lozano, President of the Nominations Committee of the Irrevocable Trust identified under the number F/1616 (the “Trust”), reports to the Shareholders’ Meeting that during the fiscal year 2015:

  • One meeting was held in the month of April 2015.
  • Approval of the change in the compensation amount for the Independent Board Members.
  • Designation of special delegates to implement the agreements.

San Pedro Garza García, April 29 2016.

Mr. Marcelo Zambrano Lozano
President of the Nominations CommitteE
Trust F/1616

NOMINATIONS COMMITTEE

Marcelo Zambrano Lozano President
Adrián Garza de la Garza
Héctor Medina Aguiar
Joel Zorrilla Vargas
Victor Zorrilla Vargas

ANNUAL REPORT ON ACTIVITIES
TRUST F/1616 CREDIT SURVEILLANCE COMMITTEE

The undersigned, Mr. Rafael Gómez Eng, President of the Credit Surveillance Committee of the Irrevocable Trust identified under the number F/1616 (the “Trust”), reports to the Shareholders’ Meeting that the following activities were carried out during the fiscal year 2015:

  • Four meetings were held during the months of April, July, and October, as well as in February 2016.
  • Analyze and approve the reports in accordance with the Requirements for Compliance with the Financial Guidelines of the Mexican Securities and Exchange Commission (CNBV) for Bank Loans and the Debt Issuance of FINN15, corresponding to March, June, September and December 2015.

San Pedro Garza García, April 29 2016.

Mr. Rafael Gómez Eng
President of the Credit Surveillance Committee
Trust F/1616

CREDIT SURVEILLANCE COMMITTEE

Rafael Gómez Eng President
Héctor Medina Aguiar
Everardo Elizondo Almaguer
Alejandro Javier Leal-Isla Garza
Oscar Eduardo Calvillo Amaya

ANNUAL REPORT ON ACTIVITIES
TRUST F/1616 FINANCIAL COMMITTEE

The undersigned, Mr. Héctor Medina Aguiar, President of the Financial Committee of the Irrevocable Trust identified under the number F/1616 (the “Trust”), reports to the Shareholders’ Meeting that the following activities were carried out during the fiscal year 2015:

  • Three meetings were held during the months of July, September and October 2015.
  • Analyze and approve the Terms and Conditions for the First Public Debt Issuance of the Trust (FINN 15), for Ps. 1,875.35 million.
  • Analyze and determine the strategy for the partial coverage of the Swaps for a total value of Ps. 625 million.
  • Approval to undergo negotiations with the Banks in order to improve the conditions of the Credit with Banorte, Actinver, Banamex, Scotiabank and Banregio.

San Pedro Garza García, April 29 2016.

Mr. Héctor Medina Aguiar
President of the Financial Committee
Trust F/1616

FINANCIAL COMMITTEE

Héctor Medina Aguiar President
Adrián Garza de la Garza
Everardo Elizondo
José Antonio Gómez Aguado de Alba
Oscar Eduardo Calvillo Amaya
Santiago Pinson Correa

ANNUAL REPORT FROM THE ADMINISTRATOR OF THE IRREVOCABLE TRUST IDENTIFIED UNDER THE NUMBER F/1616 (THE “TRUST”), SUBSCRIBED BY ASESOR DE ACTIVOS PRISMA, S.A.P.I. DE C.V., AS THE TRUSTOR; AND DEUTSCHE BANK MÉXICO, S.A., INSTITUCIÓN DE BANCA MÚLTIPLE, FIDUCIARY DIVISION AS THE FIDUCIARY, AND CI BANCO, S.A., INSTITUCIÓN DE BANCA MÚLTIPLE, AS THE AGENT ON THE COMPLIANCE WITH FISCAL OBLIGATIONS, IN TERMS OF ARTICLE 76 FRACTION XIX, OF THE INCOME.

San Pedro Garza García, Nuevo León, April 29, 2016.

Pursuant to the provisions established in Article 76, Fraction XIX, of the Income Tax Law, Administradora de Activos Fibra Inn, S.C., in its capacity as Administrator of the Trust, hereby presents the report that reflects the compliance with the fiscal obligations of the Trust for the period encompassed between January 1 and December 31, 2014 (the “Period of Review”), so that in due course the said report can be submitted to the consideration of the Annual General Shareholders’ Meeting of the of Real Estate Trust Certificates with the ticker symbol “FINN13” (“CBFIs”), which will be held on 29 of April 2016.

It is hereby represented that the fiscal status of the Fiduciary of the Trust was examined for the Period Review that covers the certified financial statements, and, regarding meeting its fiscal obligations as a direct tax payer, withholder and/or collector, whereby it is represented that none of the fiscal obligations of the Trust is outstanding or in default. It is hereby reported that the calculations were verified and found that the federal taxes accrued during the Period Reviewed as reported show that there are no rulings on outstanding balances or any payment that has been omitted.

Regarding the amount and payment of the Workers Profit Share, it is hereby reported that the Trust has no employees, and therefore, it was not subject to any labor related obligations during the Period Reviewed.

This report is issued solely and exclusively for the information for the CBFI Holders of the trust, and to be subjected for approval before the Anual General Shareholders’ meeting of the Trust, pursuant to the provisions established by the applicable laws, and shall not be used for any other purpose.


Administradora de Activos Fibra Inn, S.C.,
in its capacity as Administrator of the
Trust through its legal representative
Mr. Oscar Eduardo Calvillo Amaya