JSDF Grant for the Empowering Poor Communitiesand Micro-Entrepreneurs in the Georgia TourismSector Project - Grant No. TF018661

Special Purpose Cash Basis Financial Statements andIndependent Auditor's Report

31 December 2017

Pub

lic D

iscl

osur

e A

utho

rized

Pub

lic D

iscl

osur

e A

utho

rized

Pub

lic D

iscl

osur

e A

utho

rized

Pub

lic D

iscl

osur

e A

utho

rized

Contents

INDEPENDENT AUDITOR'S REPORT

SPECIAL PURPOSE CASH BASIS FINANCIAL STATEMENTS

Special Purpose Cash Basis Statement of Project Sources and Uses of Funds............................................Special Purpose Cash Basis Statement of Uses of Funds by Project Activity................................................2Special Purpose Cash Basis Statement of Designated Account...........................................................................3Special Purpose Cash Basis Statement of Financial Position...............................................................................4

Notes to the Special Purpose Cash Basis Financial Statements:

1. Background ..................................................................................................................................................S52. Basis of preparation ....................................................................................................................................53. Significant accounting policies..................................................................................................................... 64. Reconciliation between withdrawal applications and disbursed amounts .................................................. 7

-Lpwc

Independent Auditor's Report

To the Management of Biological Farming Association Elkana - Implementation Entity

Our opinion

In our opinion, the Special Purpose Cash Basis Project Financial Statements of the Japan SocialDevelopment Fund Grant ("JSDF Grant") for the Empowering Poor Communities and Micro-Entrepreneurs in the Georgia Tourism Sector Project - Grant NTFo18661 (the "financial statements")for the year ended 31 December 2017 are prepared, in all material respects, in accordance with theInternational Public Sector Accounting Standard "Financial Reporting under the Cash Basis ofAccounting".

What we have audited

The financial statements comprise:

* Special Purpose Cash Basis Statement of Project Sources and Uses of Funds;

* Special Purpose Cash Basis Statement of Uses of Funds by Project Activity;

* Special Purpose Cash Basis Statement of Designated Account;

* Special Purpose Cash Basis Statement of Financial Position;

* the notes to the Special Purpose Cash Basis Financial Statements, which include significantaccounting policies and other explanatory information.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs). Ourresponsibilities under those standards are further described in the Auditor's responsibilities for theaudit of the financial statements section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis forour opinion.

Independence

We are independent of the Implementation Entity in accordance with the International EthicsStandards Board for Accountants' Code of Ethics for Professional Accountants (IESBA Code). We havefulfilled our other ethical responsibilities in accordance with the IESBA Code.

Responsibilities of management and those charged with governance for thefinancial statements

Management is responsible for the preparation of these Special Purpose Cash Basis Project FinancialStatements in accordance with International Public Sector Accounting Standard "Financial Reportingunder the Cash Basis of Accounting" promulgated by the International Federation of Accountants andfor such internal control as management determines is necessary to enable the preparation of thefinancial statements that are free from material misstatement, whether due to fraud or error.

In preparing these Special Purpose Cash Basis Project Financial Statements, management isresponsible for assessing the Implementation Entity's ability to continue as a going concern,disclosing, as applicable, matters related to going concern and using the going concern basis ofaccounting unless management either intends to liquidate the Implementation Entity or to ceaseoperations, or has no realistic alternative but to do so.

PricewaterhouseCoopers Georgia LLC; Address: #12 Aleksidze Street, Business Center King David, Tbilisi oz6o,Georgia, T: +99532 250 80So0, F; +99532250 8o 60, www.pwc.con/ge

pwcThose charged with governance are responsible for overseeing the Implementation Entity's financial

reporting process.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole is

free from material misstatement, whether due to fraud or error, and to issue an auditor's report that

includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an

audit conducted in accordance with ISAs will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error and are considered material if, individually or in the

aggregate, they could reasonably be expected to influence the economic decisions of users taken on the

basis of these financial statements.

As part of an audit in accordance with ISAs, we exercise professional judgment and maintainprofessional scepticism throughout the audit. We also:

* Identify and assess the risks of material misstatement of the financial statements, whether due to

fraud or error, design and perform audit procedures responsive to those risks, and obtain audit

evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not

detecting a material misstatement resulting from fraud is higher than for one resulting from error,as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override

of internal control.

* Obtain an understanding of internal control relevant to the audit in order to design audit

procedures that are appropriate in the circumstances, but not for the purpose of expressing anopinion on the effectiveness of the Implementation Entity's internal control.

* Evaluate the appropriateness of accounting policies used and the reasonableness of accountingestimates and related disclosures made by management.

* Conclude on the appropriateness of managements use of the going concern basis of accountingand, based on the audit evidence obtained, whether a material uncertainty exists related to events

or conditions that may cast significant doubt on the Implementation Entity's ability to continue as

a going concern. If we conclude that a material uncertainty exists, we are required to drawattention in our auditor's report to the related disclosures in the financial statements or, if suchdisclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidenceobtained up to the date of our auditor's report. However, future events or conditions may cause theImplementation Entity to cease to continue as a going concern.

* Evaluate the overall presentation, structure and content of these financial statements, includingthe disclosures, and whether the financial statements represent the underlying transactions andevents in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned

scope and timing of the audit and significant audit findings, including any significant deficiencies in

internal control that we identify during our audit.

For and on behalf ofPricewaterhouseCoopers Georgia LLC (Reg.# SARAS-F-775813)

Lasha Jane ( -A-562091)

29 June oi8TbP2isi,Ge

Page 2Of 2

JSDF Grant for the Empowering Poor Communities andMicro-Entrepreneurs in the Georgia Tourism Sector Project - Grant No. TF018661Special Purpose Cash Basis Statement of Project Sources and Uses of Funds(Amounts are expressed in US Dollars)

ACTUAL PLANNED VARIANCE2017 Cumulative 2017 Cumulative 2017 Cumulative

Cash and cash equivalents at the beginning of the year 324,255 -

Sources of funds:IBRD Funds 1,150,000 1,973,743 1,700,476 2,200,705 550,476 226,962

Total funds 1,474,255 1,973,743 1,700,476 2,200,705 550,476 226,962

Currency translation difference (193) (26)

Uses of funds:Goods and non-consulting services (1,050) (7,654) (1,200) (7,804) 150 150Consultants' services (139,122) (402,163) (144,640) (414,913) 5,518 12,750Training (84,263) (106,441) (194,196) (209,788) 109,933 103,348Operating costs (24,676) (59,688) (60,440) (95,382) 35,764 35,693Goods works, and services for Sub-projects under Parts 3 and 4 of the Project (998,595) (1,171,414) (1,300,000) (1,472,819) 301,405 301,405

Total project expenditures (1,247,706) (1,747,361) (1,700,476) (2,200,705) 452,770 453,345

Designated account - (cash and cash equivalents at the end of the year) 226,356 226,356

Approved for issue and signed by the management of Biological Farming Association - Elkana implementation entity on 29 June 2018:

Mikheil Pakatsoshvili Koka DolidzeProject Manager Project Finance Manager

The accompanying notes on pages 5 to 7 are an integral part of these special purpose cash basis financial statements.

JSDF Grant for the Empowering Poor Communities andMicro-Entrepreneurs in the Georgia Tourism Sector Project - Grant No. TF018661Special Purpose Cash Basis Statement of Uses of Funds by Project Activity(Amounts are expressed in US Dollars)

Actual Planned Variance2017 Cumulative 2017 Cumulative 2017 Cumulative

Component I. Market, MSMEs and Gender Assessment 504 54,026 - 53,321 504 704

Component II. Technical Assistance and Capacity Building 85,333 123,738 106,696 145,540 (21,363) (21,801)

Component III. Access to Finance (Matching Grants) 762,373 929,486 841,900 1,007,214 (79,527) (77,729)

Component IV: Grant Facility for Community Sites Improvement 286,216 354,588 606,800 671,244 (320,584) (316,656)

Component V: Impact Evaluation and Project Management 113,280 285,524 145,080 323,386 (31,800) (37,862)

Total project expenditures 1,247,706 1,747,361 1,700,476 2,200,705 (452,770) (453,345)

The accompanying notes on pages 5 to 7 are an integral part of these special purpose cash basis financial statements. 2

JSDF Grant for the Empowering Poor Communities andMicro-Entrepreneurs in the Georgia Tourism Sector Project - Grant No. TF018661Special Purpose Cash Basis Statement of Designated Account(Amounts are expressed in US Dollars)

For the period fromFor the year ended I January to

Related Grant: No. TF018661 31 December 2017 31 December 2016

Designated account number GE84TB7392636080100001Bank: JSC TBC BankLocation: Chavchavadze ave.11, Tbilisi, GeorgiaUS Dollars

- Opening balance 324,255 113,389

Add:IBRD advancefreplenishment 1,150,000 573,743

Deduct:Amount of eligible project expenditures paid (1,247,706) (363,007)

- Currency translation difference (193) 150

Transit account (2) (51)

Balance as at 31 December 226,354 324,204

The accompanying notes on pages 5 to 7 are an Integral part of these special purpose cash basis financial statements.

3

JSDF Grant for the Empowering Poor Communities andMicro-Entrepreneurs In the Georgia Tourism Sector Project - Grant No. TF018661Special Purpose Cash Basis Statement of Financial Position(Amounts are expressed in US Dollars)

31 December 2017 31 December 2016

ASSETS

Cash and cash equivalents

Designated account IBRD grant NW TF01 8661 226,364 324,204Transit account in JSC TBC Bank 2 51

Total cash and cash equivalents 226,356 324,255

Project expenditures 1,747,361 499,654

TOTAL ASSETS 1,973,717 823,00

FUNDS

IBRD fund 1,973,743 823,743

Currency translation difference (26) 166

TOTAL FUNDS 1,973,717 823,0

The accompanying notes on pages 5 to 7 are an integral part of these special purpose cash basis financial statements.

4

JSDF Grant for the Empowering Poor Communities andMicro-Entrepreneurs In the Georgia Tourism Sector Project - Grant No. TF01 8661Notes to the Special Purpose Cash Basis Financial Statements(Amounts are expressed in US Dollars)

1. Background

The project - Empowering Poor Communities and Micro-entrepreneurs in the Georgia Tourism Sector - isfinanced by the Japan Social Development Fund through the International Bank of Reconstruction andDevelopment ('IBRD") according to the grant agreement N. TF018661 signed on 15 January 2015 with aneffective date on 19 February 2015. This is a three year project implemented by the Biological FarmingAssociation Elkana.

On 12 February 2018 World Bank approved changes to the provision of grant agreement and prolonged theproject completion date with 6 month period ending on 19 August 2018.

The Biological Farming Association Elkana is the implementation entity, a Georgian non-governmentalorganization, was founded in 1994. The entity is a union of farmers aimed at improvement of the socio-economic conditions of the Georgian population and environmental protection through the fostering thedevelopment of sustainable organic farming and increasing self-reliance of the rural population.

The overall objective of the project is to generate employment and increase household income of poor andvulnerable communities in the Kakheti and Imereti regions of Georgia, where there are ongoing World Bank-financed regional development projects to support tourism development and urban regeneration. The fundingwill support communities to (i) start/grow small and micro enterprises in the tourism and organic foodprocessing sectors and (ii) implement small community works in vicinity of cultural heritage sites.

The grant agreement specifies provision in regard to eligible expenditures which could be withdrawn byrecipient and specifies the categories that may be financed out of the proceeds of the grant. The below tablesummarises the allocations of the amounts of the grant to each category:

Amount of the grant allocated Percentage of expenditures toCategory (expressed In US Dollars) be financed (inclusive of taxes)

Goods and non-consulting services 7,700 100%Consultants' services 496,830 100%Training 262,950 100%Operating costs 132,520 100%Goods works, and services for Sub-projects 1,600,000 100%under Parts 3 and 4 of the ProjectTotal amount 2,500,000

On 12 February 2018 World Bank approved changes to the provision of grant agreement, according to whichallocations of the amounts of the grant to each category has been amended. Below table summarisesamended amounts:

Amount of the grant allocated Percentage of expenditures toCategory (expressed In US Dollars) be financed (inclusive of taxes)

Goods and non-consulting services 7,700 100%Consultants' services 500,000 100%Training 159,780 100%Operating costs 132,520 100%Goods works, and services for Sub-projects 1,700,000 100%under Parts 3 and 4 of the ProjectTotal amount 2,500,000

2. Basis of preparation

These special purpose cash basis financial statements (the "financial statements") have been prepared inaccordance with International Public Sector Accounting Standard ("IPSAS") "Financial Reporting under theCash Basis of Accounting" promulgated by the International Federation of Accountants.

5

JSDF Grant for the Empowering Poor Communities andMicro-Entrepreneurs in the Georgia Tourism Sector Project - Grant No. TF018661Notes to the Special Purpose Cash Basis Financial Statements(Amounts are expressed in US Dollars)

3. Significant accounting policies

Cash basis of accounting. The cash basis of accounting recognizes transactions and events only whencash (including cash equivalents) is received or paid by the entity. Financial statements prepared under thecash basis provide information about the sources of cash raised during the period, the purposes for whichcash was used and the cash balances at the reporting date.

Reporting currency and translation methodology. The reporting currency of the Project financialstatements is US Dollars ("USD") and the majority of the Project financing was made in USD on a designatedaccount. The Project also has transit account in Georgian Lari ("GEL), which is used for the expenses inlocal currency. The project designated and transit accounts are opened in TBC Bank, local commercial bankin Georgia.

The assets and expenditures paid in GEL were translated into USD using the following principles oftranslation:

* Monetary assets denominated in GEL have been translated into USD using TBC Bank commercialexchange rate prevailing at the balance sheet date.

. Income and expenditures earned/incurred in GEL have been translated into USD using TBC Bankcommercial exchange rate at the transaction date

Gains/losses resulting from the translation of movements in the project designated and transit accounts arerecorded as a currency translation difference in the Special Purpose Cash Basis Statement of ProjectSources and Uses of Funds.

Taxes. The project related taxes and mandatory payments are calculated and paid in accordance with thetax regulations of the Georgia.

7

6

JSDF Grant for the Empowering Poor Communities andMicro-Entrepreneurs in the Georgia Tourism Sector Project - Grant No. TF018661Notes to the Special Purpose Cash Basis Financial Statements(Amounts are expressed in US Dollars)

4. Reconciliation between withdrawal applications and disbursed amounts

Withdrawal

Withdrawal G,Non- G,W,serv.for Withdrawal application Disbursed

application Summary of expenditures consulting Consulting Training Operating SPs Parts 3, 4 application submission amount byNo. submitted (SOEs) services (1) (2) (3) Costs (4) (5) amount date IBRD

N2 6 204,217 - 47,842 8,126 9,869 138,380 210,000 14-Feb-17 210,000

N2 7 190,638 574 34,840 32,232 9,048 113,944 190,000 28-May-17 190,000Ne 8 267,477 477 22,606 8,878 2,622 232,894 250,000 2-Aug-17 250,000N2 9 280,364 - 18,502 13,651 3,308 244,903 230,000 06-Sep-17 230,000N2 10 259,315 - 25,703 10,804 2,747 220,061 270,000 06-Nov-17 270,000

Total 1,202,011 1,050 149,492 73,692 27,596 950,181 1,150,000 1,150,000

The summary of expenditures of USD 204,217 submitted to World Bank on 14 February 2017 includes 2016 expenditures amounting to USD

67,137.

The summary of expenditures of USD 112,832 was submitted to World Bank on 4 February 2018, which includes only 2017 expenditures.

7