FOCUSED VISION DYNAMIC EXECUTION ANNUAL REPORT 2016
FOCUSED VISION DYNAMIC EXECUTION
CONTENTS
2 VISION, MISSION AND FCL GROUP STRATEGIES
3 FCL GROUP AT A GLANCE
6 OUR GLOBAL PRESENCE
8 OUR MILESTONES
10 GROUP STRUCTURE
11 FINANCIAL HIGHLIGHTS
12 BOARD OF DIRECTORS
18 GROUP MANAGEMENT
23 CORPORATE INFORMATION
24 CHAIRMAN’S STATEMENT
27 GROUP CEO’S STATEMENT
30 BUSINESS REVIEW
• SINGAPORE The Frasers Centrepoint group of companies has always shared common ground, in which each entity is built on the foundations • AUSTRALIA of integrity and excellence – key values that continue to guide • HOSPITALITY every aspect of our business operations today. Inspired by our heritage, this year’s annual report features a repeat motif of our • INTERNATIONAL BUSINESS logo identity, to reference the Group’s ability to build on these 68 INVESTOR RELATIONS values to strengthen our industry position and deliver sustainable 70 returns to our shareholders. TREASURY HIGHLIGHTS 72 SUSTAINABILITY REPORT Frasers Centrepoint Limited (FCL) kept its focus on its strategic objectives. FCL’s business strategies in FY2015/16 remain 131 AWARDS AND ACCOLADES centred around achieving sustainable growth via our core 134 ENTERPRISE-WIDE RISK strategies of growing overseas earnings, strengthening our MANAGEMENT recurring income base and improving capital productivity. As markets evolve and conditions change, the dynamic 137 CORPORATE GOVERNANCE execution of these strategies will be key to FCL’s ability to REPORT continue delivering on its strategic objectives. 166 FINANCIAL STATEMENTS
FCL’s commendable performance this year is testament to the 304 PARTICULARS OF GROUP effectiveness of our core strategies. By building on our strong PROPERTIES foundations, FCL remains well-positioned to weather headwinds 326 INTERESTED PERSON and deliver long-term value to our shareholders. TRANSACTIONS
327 SHAREHOLDING STATISTICS On the front cover (from top): 357 Collins Street, Melbourne, Victoria, Australia • Fraser Suites Edinburgh, UK • Rhodes Corporate Park, Rhodes, New South Wales, 329 NOTICE OF ANNUAL GENERAL Australia • Watertown, Singapore MEETING
PROXY FORM
All figures in this Annual Report are in Singapore dollars unless otherwise specified. FCL FACT SHEET
VISION MISSION To be our Creating value stakeholders’ real through space estate company for today and of choice tomorrow
FCL GROUP STRATEGIES
SUSTAINABLE EARNINGS GROWTH Achieve sustainable earnings growth through significant development project pipeline, investment properties and fee income
BALANCED PORTFOLIO ACHIEVE SUSTAINABLE Grow asset portfolio in a GROWTH AND balanced manner across DELIVER LONG-TERM geographies and property SHAREHOLDER VALUE segments
OPTIMISE CAPITAL PRODUCTIVITY Optimise capital productivity through REIT platforms and active asset management initiatives FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
2 FCL GROUP AT A GLANCE
Frasers Centrepoint Limited is a full-fledged through our Singapore-listed REIT platforms, allow international real estate company and one of us to generate quality earnings throughout the entire Singapore’s top property companies. We invest real estate value chain. Combined with our financial in, develop and manage properties through three and operational discipline, and the thoughtful strategic business units – Singapore, Australia and execution of our strategies, we aim to deliver value Hospitality. Our business in Singapore, where we to our stakeholders and the communities we serve. are listed and have our roots, focuses on residential, commercial and retail properties, while our Australia We have a clear vision of the path ahead. Our business has an additional focus on industrial experienced management team, proven expertise properties. Our Hospitality business, meanwhile, in multiple asset classes, and sound financials, owns and/or operates serviced apartments and mean we are well equipped to continue growing hotels in more than 80 cities across Asia, Australia, and creating innovative real estate solutions for today Europe, and the Middle East. Over the years, we and tomorrow. have developed an intimate knowledge of our core businesses. We also have a presence in our selected secondary markets of China, Southeast Asia and the United Kingdom, in which we invest in, and develop TOTAL ASSETS ($’M) properties, through our International Business arm.
2016 24,204 We are bound by a common objective across our diverse geographic footprint – to develop real places 2015 23,067 for real people. Places that are inclusive, where 2014 21,291 young and old alike can live, work and play. We are proud of the contribution we make to the cities we 2013 12,847 operate in, from providing homes for families and 2012 10,357 accommodation for travellers, to efficient spaces that allow businesses to thrive and malls that serve the 2011 9,808 needs of local communities. 2010 9,567
Our diverse portfolio, active management of assets 2009 10,112 across segments and geographies, and ability to 2008 9,860 strike the right balance between development, income-yielding assets and optimising capital 2007 9,127
PROFIT BEFORE INTEREST AND TAXATION ($’M) 1,104.8
938.2
765.0 704.4
564.5 580.0
434.1 443.0 399.0 390.2 ANNUAL REPORT 2016
2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 3 FCL GROUP AT A GLANCE
Northpoint City, Singapore Discovery Point, Wolli Creek, New South Wales, Australia
SINGAPORE AUSTRALIA
Frasers Centrepoint’s Singapore portfolio comprises FCL’s businesses in Australia comprise Frasers two main divisions, namely the Development Property Australia (FPA) and Frasers Logistics & Properties and Commercial Properties divisions. Industrial Trust (FLT).
The Development Properties division focuses on FPA (incorporating Australand from August 2014) residential and commercial property development. is one of Australia’s leading property groups, Under its Frasers Centrepoint Homes brand, it has having been involved in property development built and sold more than 17,000 homes in Singapore, since 1924. With offices in Sydney, Melbourne, with five residential and mixed-use projects under Brisbane and Perth, its current operations are development (including joint-venture projects). focused on investment in income-producing office and industrial properties, commercial and industrial Meanwhile, the Commercial Properties division owns property development and management and and/or manages 12 shopping malls in Singapore residential development (including land, housing and under the Frasers Centrepoint Malls brand and apartments). 10 office and business space properties in Singapore and Australia. SGX-ST-listed Frasers Centrepoint Trust FLT is the largest initial pure-play Australian industrial (FCT) and Frasers Commercial Trust (FCOT) hold six REIT in Singapore. It has a portfolio comprising of the malls and six of the office and business spaces 53 industrial properties valued at approximately respectively. $1.7 billion as at 30 September 2016. FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
4 Malmaison Manchester, UK Baitang One, Suzhou, China
HOSPITALITY INTERNATIONAL BUSINESS
FCL’s hospitality business comprises Frasers The International Business unit comprises FCL’s Hospitality (FH) and Frasers Hospitality Trust (FHT). investments in China, the United Kingdom (UK), Vietnam and Thailand. FH has interest in and/or manages Gold-Standard serviced, hotel residences and boutique lifestyle hotels China has been an important market for FCL since it across Asia, Australia, Europe, and the Middle East. built its first residential development – the 452-unit Jingan Four Seasons in Shanghai – in 2001. To date, Conceived with the lifestyle preferences of today’s FCL, through Frasers Property China, has developed discerning business and leisure travellers in mind, close to 8,000 homes in China. It has three projects FH has three Gold-Standard serviced residences currently under development – residential projects in offerings – Fraser Suites, Fraser Place and Fraser Suzhou and Shanghai, and an industrial/logistics park Residence, a modern and stylish brand, Modena by in Chengdu. Fraser, and a design-led hotel residence brand, Capri by Fraser. In addition, FH operates the UK boutique FCL made its first foray into the UK in 2000 with hotel brands of Malmaison and Hotel du Vin. the development of Annandale House. Since then, Frasers Property UK has built over 600 homes On track to achieve its target of 30,000 units by 2019, and marketed various residential and mixed-use FH’s current global portfolio, including those in the developments. It is currently developing three pipeline, stands at over 23,400 units in 140 properties projects in London. located in more than 80 cities worldwide. In Vietnam, FCL entered into a conditional FHT is the first global hotel and serviced apartment agreement to acquire a 70% stake in a joint venture trust to be listed on the SGX-ST. FHT currently has with local partners to develop a residential-cum- 14 quality properties strategically located across key commercial project on a one-hectare prime site in Ho gateway cities in Asia, Australia, the United Kingdom Chi Minh City. FCL also has a 75% interest in Me Linh and Germany. Point, a 22-storey retail/office building in District 1, Ho Chi Minh City.
In Thailand, FCL has a 35.6% stake in the Golden Land Property Development Public Company Limited (Golden Land), which is listed on the Stock Exchange of Thailand. Golden Land’s portfolio comprises residential and commercial property development, ANNUAL REPORT 2016 as well as property management and property advisory services. 5 OUR GLOBAL PRESENCE
SINGAPORE AUSTRALIA PROFIT BEFORE FY2015/16 ($’000) FY2015/16 ($’000) INTEREST AND TAXATION 367,595 299,700 FY2014/15 ($’000) FY2014/15 ($’000) BREAKDOWN BY 494,153 316,242 GEOGRAPHICAL SEGMENT
4% 13% UNITED KINGDOM GERMANY HUNGARY
12% FY2015/16 $938M 39%
32%
3%
19% FRANCE
SWITZERLAND
4% FY2014/15 SPAIN $1,105M 45%
MALTA 2
29%
INDIA
SINGAPORE NIGERIA2
AUSTRALIA REPUBLIC OF CONGO2 EUROPE
CHINA
1 TURKEY OTHERS UAE
QATAR MALAYSIA
SAUDI ARABIA BAHRAIN FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
1 Includes Indonesia, Japan, Malaysia, New Zealand, the Philippines, Thailand and Vietnam 6 2 Property pending opening EUROPE CHINA OTHERS
FY2015/16 ($’000) FY2015/16 ($’000) FY2015/16 ($’000) 111,320 120,296 39,288 FY2014/15 ($’000) FY2014/15 ($’000) FY2014/15 ($’000) 47,587 209,572 37,208
CHINA 26 82 COUNTRIES CITIES
• RESIDENTIAL • HOSPITALITY Australia Australia China Bahrain Malaysia China New Zealand France Singapore Germany Thailand Hungary United Kingdom India Vietnam Indonesia Japan • COMMERCIAL Malaysia Australia Malta2 China Myanmar2 JAPAN Malaysia Nigeria2 Singapore Philippines 2 SOUTH KOREA Thailand Republic of Congo Vietnam Qatar MYANMAR2 Saudi Arabia • INDUSTRIAL Singapore THAILAND Australia South Korea China Spain VIETNAM Switzerland Thailand PHILIPPINES Turkey UAE United Kingdom Vietnam
MALAYSIA
BAHRAIN SINGAPORE ANNUAL REPORT 2016
INDONESIA AUSTRALIA NEW ZEALAND 7 OUR MILESTONES
Alexandra Technopark, Singapore 1988 1997 Centrepoint Properties Limited Alexandra Technopark, CPL’s (CPL) was listed on the Main first business space project was Board of the Singapore developed and launched Exchange (SGX-ST) 1998 1990 CPL’s first two hospitality CPL became a subsidiary of projects, Fraser Suites and Fraser and Neave, Limited Fraser Place in Singapore, were (F&NL) launched
1992 2000 Northpoint, Singapore’s Pavilions on the Bay in Australia pioneer suburban retail mall and Annandale House in in Yishun; Bridgepoint, a retail the UK, CPL’s first overseas mall in Sydney; and Alexandra residential projects, were Point, CPLs’ first office project, developed were launched 2001 Jingan Four Seasons in Shanghai was CPL’s first residential project developed in China
Northpoint Shopping Centre, Singapore 1993 The Anchorage, CPL’s first residential project, was redeveloped from F&N Jingan Four Seasons, Shanghai, China Singapore’s old brewery and soft drink plants 2002 CPL launched serviced 1996 residences in the UK, South CPL’s first overseas office Korea and the Philippines project, Me Linh Point, a commercial and retail centre in CPL was delisted from SGX-ST Ho Chi Minh City was and became a wholly owned developed subsidiary of F&NL FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
8 Hotel du Vin Cambridge, UK
2006 2015 CPL was rebranded Frasers FCL acquired UK leading Centrepoint Limited (FCL) boutique lifestyle hotel brands Malmaison and Hotel du Vin. FCL launched its first REIT, Frasers Centrepoint Trust which Australand was rebranded as is listed on the Main Board of Frasers Property Australia SGX-ST
2008 2016 FCL acquired a stake in Allco Frasers Logistics & Industrial Commercial REIT (Allco) and Trust was listed on the Main the entire stake of Allco’s Board of SGX-ST manager, and rebranded the REIT Frasers Commercial Trust (FCOT). FCOT is listed on the Main Board of SGX-ST
2013 FCL became a member of TCC Group
2014 FCL was listed by way of introduction on the Main Board of SGX-ST FLT's listing ceremony at the Singapore Exchange
Frasers Hospitality Trust was FCL acquired a 35.6% stake listed on the Main Board of in Golden Land Property SGX-ST. It is the first hotel and Development Public Company serviced residence stapled Limited (Golden Land) which is group with a global mandate, listed on the Stock Exchange except Thailand, to be listed of Thailand on the SGX-ST FCL entered into a conditional FCL wholly acquired agreement to acquire a 70% Australand, an Australian stake in a joint venture with property company local partners to develop a residential-cum-commercial project in District 2, Ho Chi Minh City, Vietnam ANNUAL REPORT 2016
9 GROUP STRUCTURE Multi-Segment INTERNATIONAL Hospitality HOSPITALITY Industrial LOGISTICS & INDUSTRIAL AUSTRALIA Multi-Segment Commercial SINGAPORE FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Residential 10 FINANCIAL HIGHLIGHTS
20121 20131 20141 2015 2016
Revenue ($’m) 1,412 1,675 2,203 3,562 3,440
Profit before interest, fair value change on investment properties, taxation and exceptional items ($’m) 390 704 765 1,105 938
Profit before taxation ($’m) Before fair value change on investment properties and exceptional items 330 612 721 955 796 After fair value change on investment properties and exceptional items 721 1,095 807 1,197 960
Attributable profit ($’m) Before fair value change and exceptional items 252 402 470 544 480 After fair value change and exceptional items 643 722 501 771 597
Earnings per share (cents)2 Attributable profit before fair value change on investment properties and exceptional items 33.5 53.4 19.1 17.2 14.3 Attributable profit after fair value change on investment properties and exceptional items 85.4 95.9 20.4 25.0 18.4
Dividend per share Ordinary shares (cents) 19.9 19.9 8.6 8.6 8.6
Net asset value (share capital & reserves) ($’m) 4,932 5,433 6,414 6,509 6,661
Net asset value per share ($) 6.11 6.32 2.223 2.25 2.30
Return on average shareholders’ equity (%) Attributable profit before fair value change on investment properties and exceptional items 5.4 7.3 7.5 7.7 6.3
Notes 1 Certain accounting policies or accounting standards had changed in the financial years ended 30 September 2012, 2013 and 2015. The financial information for the year immediately preceding 2013 had been restated to reflect the relevant changes in the accounting policies or accounting standards. Financial information for 2013 and 2014 have been restated to take into account the retrospective adjustments relating to FRS 110 and FRS 111 2 Based on weighted average number of ordinary shares in issue. Prior to the listing of the Company on SGX-ST on 9 January 2014, in ANNUAL REPORT 2016 2012 and 2013, weighted average number of ordinary shares was 753,292,000. In 2014, 2015 and 2016, weighted average number of shares was 2,457,316,000, 2,893,873,000 and 2,898,893,000 respectively 3 Calculated based on 2,889,813,000 shares in issue after the Company’s listing 11
BOARD OF DIRECTORS As at 30 September 2016
CHAROEN SIRIVADHANABHAKDI, 72 KHUNYING WANNA SIRIVADHANABHAKDI, 73 Non-Executive and Non-Independent Chairman Non-Executive and Non-Independent Vice Chairman
Date of first appointment as a director : 25 Oct 2013 Date of first appointment as a director : 07 Jan 2014 Date of last re-election as a director : 29 Jan 2016 Date of last re-election as a director : 29 Jan 2016 Length of service as a director (as at 30 Sep 2016) : 2 years 11 months Length of service as a director (as at 30 Sep 2016) : 2 years 8 months
Board committee(s) served on Board committee(s) served on • Board Executive Committee (Chairman) Nil
Academic & Professional Qualification(s) Academic & Professional Qualification(s) • Honorary Doctoral Degree in Buddhism (Social Work) from • Honorary Doctoral Degree (Management), Mahachulalongkornrajavidyalaya, Thailand Mahidol University, Thailand • Honorary Doctorate Degree in Business Administration, • Honorary Doctorate of Philosophy (Business Management), Sasin Graduate Institute of Business Administration of University of Phayao, Thailand Chulalongkorn University, Thailand • Honorary Doctoral Degree from the Faculty of Business • Honorary Doctoral Degree in Hospitality Industry and Tourism, Christian University of Thailand, Thailand Administration and Information Technology, • Honorary Doctoral Degree in Sciences and Food Technology, Rajamangala University of Technology Tawan-ok, Thailand Rajamangala University of Technology Lanna, Thailand • Honorary Doctor of Philosophy in Social Sciences, • Honorary Doctoral Degree in International Business Mae Fah Luang University, Thailand Administration, University of the Thai Chamber of • Honorary Doctoral Degree in Business Administration, Commerce, Thailand Chiang Mai University, Thailand • Honorary Doctoral Degree in Management, Rajamangala • Honorary Doctoral Degree in Agricultural Business University of Technology Suvarnabhumi, Thailand Administration, Maejo Institute of Agricultural Technology, • Honorary Doctor of Philosophy in Business Administration, Thailand Mae Fah Luang University, Thailand • Honorary Doctoral Degree in Bio-technology, • Honorary Doctoral Degree in Business Administration, Ramkhamhaeng University, Thailand Eastern Asia University, Thailand • Honorary Doctoral Degree in Management, Huachiew Chalermprakiet University, Thailand Present Directorships (as at 30 Sep 2016) • Honorary Doctoral Degree in Industrial Technology, Listed companies Chandrakasem Rajabhat University, Thailand • Berli Jucker Public Company Limited (Vice Chairman) • Honorary Doctoral Degree in Agricultural Business • Big C Supercenter Public Company Limited (Vice Chairman) Administration, Maejo Institute of Agricultural Technology, • Fraser and Neave, Limited (Vice Chairman) Thailand • Thai Beverage Public Company Limited (Vice Chairman)
Present Directorships (as at 30 Sep 2016) Others Listed companies • Beer Thip Brewery (1991) Co., Ltd. (Chairman) • Berli Jucker Public Company Limited (Chairman) • Sangsom Group of Companies (Chairman) • Big C Supercenter Public Company Limited (Chairman) • TCC Corporation Limited (formerly named TCC Holding • Fraser and Neave, Limited (Chairman) Co., Ltd.) (Vice Chairman) • Thai Beverage Public Company Limited (Chairman)
Others Major Appointments (other than Directorships) • Beer Thai (1991) Public Company Limited (Chairman) Nil • Red Bull Distillery Group of Companies (Chairman) • Southeast Group Co., Ltd. (Chairman) Past Directorships in listed companies held over the preceding • TCC Corporation Limited (formerly named three years (from 01 Oct 2013 to 30 Sep 2016) TCC Holding Co., Ltd.) (Chairman) Nil • TCC Land Co., Ltd. (Chairman) Past Major Appointments Major Appointments (other than Directorships) Nil Nil Others Past Directorships in listed companies held over the preceding Nil FRASERS CENTREPOINT LIMITED & SUBSIDIARIES three years (from 01 Oct 2013 to 30 Sep 2016) Nil 12 Past Major Appointments Nil
Others Nil PANOTE SIRIVADHANABHAKDI, 39 CHARLES MAK MING YING, 64 Group Chief Executive Officer (Designate)* and Non-Executive and Lead Independent Director Non-Independent Director
Date of first appointment as a director : 08 Mar 2013 Date of first appointment as a director : 25 Oct 2013 Date of last re-election as a director : 29 Jan 2016 Date of last re-election as a director : 30 Jan 2015 Length of service as a director (as at 30 Sep 2016) : 3 years 6 months Length of service as a director (as at 30 Sep 2016) : 2 years 11 months
Board committee(s) served on Board committee(s) served on • Board Executive Committee • Audit Committee (Chairman) • Remuneration Committee (stepped down with effect from • Board Executive Committee (Vice Chairman) 1 Oct 2016) • Risk Management Committee • Remuneration Committee • Nominating Committee Academic & Professional Qualification(s) • Risk Management Committee • Master of Science in Analysis, Design and Management Academic & Professional Qualification(s) of Information Systems, London School of Economics and Political Science, UK • Master of Business Administration, PACE University, USA • Bachelor of Science in Manufacturing Engineering, Boston • Bachelor of Business Administration, PACE University, USA University, USA Present Directorships (as at 30 Sep 2016) • Certificate in Industrial Engineering and Economics, Massachusetts University, USA Listed companies Nil Present Directorships (as at 30 Sep 2016) Major Appointments (other than Directorships) Listed companies • Morgan Stanley Asia Pacific (Vice Chairman) • Berli Jucker Public Company Limited • Golden Land Property Development Public Company • Morgan Stanley International Wealth Management Limited (Vice Chairman) (President) • Siam Food Products Public Company Limited Past Directorships in listed companies held over the preceding • Thai Beverage Public Company Limited • Univentures Public Company Limited three years (from 01 Oct 2013 to 30 Sep 2016) • Fraser and Neave, Limited Others Past Major Appointments • Australand Property Limited • Chairman and Director of Bank Morgan Stanley AG • Australand Investments Limited • Frasers Property Limited • Director in Morgan Stanley Asia Limited and a member of • Frasers Property Australia Pty Limited Morgan Stanley’s Asia Pacific Executive Committee, the • Frasers Hospitality Asset Management Pte Ltd, Manager of Morgan Stanley Wealth Management Committee and the Frasers Hospitality Real Estate Investment Trust International Operating Committee • Frasers Hospitality Trust Management Pte Ltd, Manager of • Managing Director and Head of Morgan Stanley Asia Pacific Frasers Hospitality Business Trust Private Wealth Management • Frasers Logistics & Industrial Asset Management Pte Ltd, • Executive Director and Senior Investment Adviser of Morgan Manager of Frasers Logistics & Industrial Trust Stanley’s Private Wealth Management Group • Beer Thip Brewery (1991) Co., Ltd. • Blairmhor Distillers Limited Others • Blairmhor Limited • Senior Advisor to Morgan Stanley Asia’s Investment • InterBev (Singapore) Limited Banking Division • International Beverage Holdings (China) Limited • International Beverage Holdings Limited • International Beverage Holdings (UK) Limited • Sura Bangyikhan Group of Companies
Major Appointments (other than Directorships) Nil
Past Directorships in listed companies held over the preceding three years (from 01 Oct 2013 to 30 Sep 2016)
• Fraser and Neave, Limited ANNUAL REPORT 2016
Past Major Appointments • Chief Executive Officer of Univentures Public Company 13 Limited
Others * Mr Panote Sirivadhanabhakdi has been appointed Nil Group Chief Executive Officer with effect from 1 Oct 2016 BOARD OF DIRECTORS As at 30 September 2016
CHAN HENG WING, 70 PHILIP ENG HENG NEE, 70 Non-Executive and Independent Director Non-Executive and Independent Director
Date of first appointment as a director : 25 Oct 2013 Date of first appointment as a director : 25 Oct 2013 Date of last re-election as a director : 29 Jan 2016 Date of last re-election as a director : 30 Jan 2015 Length of service as a director (as at 30 Sep 2016) : 2 years 11 months Length of service as a director (as at 30 Sep 2016) : 2 years 11 months
Board committee(s) served on Board committee(s) served on • Nominating Committee • Remuneration Committee (Chairman) • Risk Management Committee • Audit Committee • Remuneration Committee (appointed with effect from 1 Oct 2016) Academic & Professional Qualification(s) • Bachelor of Commerce in Accountancy, University of New South Wales, Australia Academic & Professional Qualification(s) • Associate Member, Institute of Chartered Accountants in • Master of Science, Columbia Graduate School of Journalism, Australia USA • Master of Arts, University of Singapore Present Directorships (as at 30 Sep 2016) • Bachelor of Arts (Honours), University of Singapore Listed companies • Ezra Holdings Limited Present Directorships (as at 30 Sep 2016) • MDR Limited (Chairman) Listed companies • PT Adira Dinamika Multi Finance Tbk (Commissioner) • Banyan Tree Holdings Ltd. • The Hour Glass Limited • EC World Asset Management Pte Ltd • Fusang Corp (Labuan) Others • Fusang Family Office Pte Ltd (S) • Frasers Property Australia Pty Limited • Fusang Family Office Pte Ltd (HK) • Frasers Centrepoint Asset Management Ltd, Manager of • Fusang Investment Office Pte Ltd (S) Frasers Centrepoint Trust • Fusang Investment Office Pte Ltd (HK) • Hektar Asset Management Sdn Bhd • Heliconia Capital Management Pte. Ltd. Others • KK Women’s and Children’s Hospital Pte. Ltd. • Precious Quay Pte. Ltd. • NTUC Income • Precious Treasures Pte. Ltd. • Singapore Health Services Pte. Ltd. Major Appointments (other than Directorships) • Vanda 1 Investments Pte. Ltd. • Ministry of Foreign Affairs: Senior Advisor and Non-Resident Major Appointments (other than Directorships) High Commissioner to Bangladesh Ministry of Foreign Affairs : Singapore’s Non-Resident High • Milken Institute Asia Center (Chairman) Commissioner to Canada Past Directorships in listed companies held over the preceding Past Directorships in listed companies held over the preceding three years (from 01 Oct 2013 to 30 Sep 2016) three years (from 01 Oct 2013 to 30 Sep 2016) • Fraser and Neave, Limited • Asia Pacific Breweries Limited Past Major Appointments • Fraser and Neave, Limited • Managing Director, International Relations, Temasek Holdings • Singapore’s Consul General to Hong Kong and Shanghai Past Major Appointments • Singapore’s Ambassador to Thailand • Group Managing Director, Jardine Cycle and Carriage Group • Press Secretary to Prime Minister Goh Chok Tong Others • Director of the Media Division, Ministry of Communications Nil and Information Others Nil FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
14 WEE JOO YEOW, 69 WEERAWONG CHITTMITTRAPAP, 58 Non-Executive and Independent Director Non-Executive and Independent Director
Date of first appointment as a director : 10 Mar 2014 Date of first appointment as a director : 25 Oct 2013 Date of last re-election as a director : 30 Jan 2015 Date of last re-election as a director : 30 Jan 2015 Length of service as a director (as at 30 Sep 2016) : 2 years 6 months Length of service as a director (as at 30 Sep 2016) : 2 years 11 months Board committee(s) served on Board committee(s) served on • Executive Committee • Nominating Committee (Chairman) • Audit Committee • Risk Management Committee Academic & Professional Qualification(s) Academic & Professional Qualification(s) • Master of Business Administration, New York University, USA • Thai Barrister-at-Law and the first Thai lawyer admitted to the • Bachelor of Business Administration (BBA Hons), University New York State Bar of Singapore • Master of Law, University of Pennsylvania, USA • Bachelor of Law, Chulalongkorn University, Thailand Present Directorships (as at 30 Sep 2015) Listed companies Present Directorships (as at 30 Sep 2016) • PACC Offshore Services Holdings Ltd Listed companies • Oversea-Chinese Banking Corporation Limited • Berli Jucker Public Company Limited • Great Eastern Holdings Limited • SCB Life Assurance Public Company Limited • Thai Airways International Public Company Limited Major Appointments (other than Directorships) • Siam Commercial Bank Public Company Limited Nil • Bangkok Dusit Medical Services Public Company Limited Past Directorships in listed companies held over the preceding • Big C Supercenter Public Company Limited three years (from 01 Oct 2013 to 30 Sep 2016) Others Nil • National Power Supply Public Company Limited Past Major Appointments Major Appointments (other than Directorships) • Managing Director and Head of Corporate Banking • Thai Institute of Directors (Special Lecturer) Singapore, United Overseas Bank Limited Past Directorships in listed companies held over the preceding Others three years (from 01 Oct 2013 to 30 Sep 2016) • Mapletree Industrial Trust Management Ltd • Minor International Public Company Limited • Fraser and Neave, Limited • Siam Food Public Company Limited • Nok Airlines Public Company Limited • Golden Land Property Development Public Company Limited • GMM Grammy Public Company Limited Past Major Appointments • Weerawong, Chinnavat & Peangpanor Limited (Chairman) Others Nil ANNUAL REPORT 2016
15 BOARD OF DIRECTORS As at 30 September 2016
CHOTIPHAT BIJANANDA, 53 SITHICHAI CHAIKRIANGKRAI, 62 Non-Executive and Non-Independent Director Non-Executive and Non-Independent Director
Date of first appointment as a director : 08 Mar 2013 Date of first appointment as a director : 07 Aug 2013 Date of last re-election as a director : 29 Jan 2016 Date of last re-election as a director : 07 Jan 2014 Length of service as a director (as at 30 Sep 2016) : 3 years 6 months Length of service as a director (as at 30 Sep 2016) : 3 years 1 month Board committee(s) served on Board committee(s) served on • Risk Management Committee (Chairman) • Board Executive Committee • Board Executive Committee (Vice Chairman) • Audit Committee • Nominating Committee • Risk Management Committee Academic & Professional Qualification(s) Academic & Professional Qualification(s) • Master of Business Administration, Finance, University of • Bachelor of Accountancy (First Class Honours), Thammasat Missouri, USA University, Thailand • Bachelor of Laws, Thammasat University, Thailand • Diploma in Computer Management, Chulalongkorn University, Thailand Present Directorships (as at 30 Sep 2016) • Certificate of the Mini MBA Leadership Management, Listed companies Kasetsart University, Thailand • Sermsuk Public Company Limited • Golden Land Property Development Public Company Present Directorships (as at 30 Sep 2016) Limited Listed companies • Fraser and Neave, Limited • Thai Beverage Public Company Limited • Big C Supercenter Public Company Limited • Berli Jucker Public Company Limited • Big C Supercenter Public Company Limited Others • Golden Land Property Development Public Company • Australand Property Limited Limited • Australand Investments Limited • Oishi Group Public Company Limited • Frasers Property Limited • Siam Food Products Public Company Limited • Frasers Property Australia Pty Limited • Sermsuk Public Company Limited • Southeast Group Co., Ltd. (President) • Univentures Public Company Limited • Southeast Insurance Public Co., Ltd. (Chairman) • Fraser and Neave, Limited • Southeast Life Insurance Public Co., Ltd. (Chairman) • Southeast Capital Co., Ltd. (Chairman) Others • TCC Assets Limited • InterBev Investment Limited • TCC Technology Co., Ltd. • International Beverage Holdings Limited • Certain Subsidiaries of Thai Beverage Public Company Major Appointments (other than Directorships) Limited Nil • Certain Subsidiaries of Berli Jucker Public Company Limited Past Directorships in listed companies held over the preceding • Certain Subsidiaries of Oishi Group Public Company Limited three years (from 01 Oct 2013 to 30 Sep 2016) • Certain Subsidiaries of Siam Food Products Public Company Nil Limited • Certain Subsidiaries of Sermsuk Public Company Limited Past Major Appointments Nil Major Appointments (other than Directorships) • Thai Beverage Public Company Limited (Chief Financial Officer) Others Nil Past Directorships in listed companies held over the preceding three years (from 01 Oct 2013 to 30 Sep 2016) Nil Past Major Appointments Nil Others FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Nil
16 An artist's impression of Frasers Tower, Singapore GROUP MANAGEMENT As at 30 September 2016
PANOTE SIRIVADHANABHAKDI, 39 Group Chief Executive Officer (Designate)* Frasers Centrepoint Limited
Reporting to the Chairman and Board of Directors, Others Mr Sirivadhanabhakdi is responsible for developing and • Australand Property Limited driving the Group’s growth strategies and delivering • Australand Investments Limited sustainable returns for the business. • Frasers Property Limited • Frasers Property Australia Pty Limited Mr Sirivadhanabhakdi helms the overall development • Frasers Hospitality Asset Management Pte Ltd, Manager of and management of the Group’s business, as well as Frasers Hospitality Real Estate Investment Trust implementation of the Group’s short and long-term business • Frasers Hospitality Trust Management Pte Ltd, Manager of plans in accordance with FCL’s vision and strategies. Frasers Hospitality Business Trust He provides leadership to all FCL business divisions and • Frasers Logistics & Industrial Asset Management Pte Ltd, prepares the organisation for further development and Manager of Frasers Logistics & Industrial Trust expansion. • Beer Thip Brewery (1991) Co., Ltd. • Blairmhor Distillers Limited Date of first appointment : 1 Oct 2016 • Blairmhor Limited • InterBev (Singapore) Limited Board committees served on • International Beverage Holdings (China) Limited • Board Executive Committee • International Beverage Holdings Limited • Remuneration Committee (stepped down with effect from • International Beverage Holdings (UK) Limited 1 Oct 2016) • Sura Bangyikhan Group of Companies • Risk Management Committee Major Appointments (other than Directorships) Academic & Professional Qualifications Nil • Master of Science in Analysis, Design and Management of Information Systems, London School of Economics and Past Directorships in listed companies held over the Political Science, UK preceding three years (from 01 Oct 2013 to 30 Sep 2016) • Bachelor of Science in Manufacturing Engineering, • Fraser and Neave, Limited Boston University, USA • Certificate in Industrial Engineering and Economics, Working Experience Massachusetts University, USA • Chief Executive Officer, Univentures Public Company Limited. Present Directorships (as at 30 Sep 2016) Listed companies Others • Berli Jucker Public Company Limited Nil • Golden Land Property Development Public Company Limited (Vice Chairman) • Siam Food Products Public Company Limited • Thai Beverage Public Company Limited • Univentures Public Company Limited FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
18 * Mr Panote Sirivadhanabhakdi has been appointed Group Chief Executive Officer with effect from 1 Oct 2016 MR LIM EE SENG, BBM, 65 Group Chief Executive Officer Frasers Centrepoint Limited
Mr Lim had overall responsibility for driving FCL’s growth Major appointments (other than Directorships) strategies and delivering sustainable returns from the • 2nd Vice-President, Real Estate Development Association of business. Singapore
Mr Lim provided leadership to FCL’s various business Past Directorships in listed companies held over the divisions. Under his stewardship, the Group’s presence grew preceding 3 years (from 01 Oct 2013 to 30 Sep 2016) to span over 80 cities across the globe. He constantly sought • Gemdale Properties and Investment Corporation Limited new opportunities to add to, and extract value from, the FCL portfolio while continually preparing the organisation for Working Experience further expansion by investing in talent, global systems and • Managing Director, MCL Land Limited processes. • General Manager (Property Division), First Capital Corporation Ltd Date of first appointment :15 Oct 2004 • Project Manager, Singapore Land Ltd Date of retirement : 30 Sep 2016 Others Board committees served on • Awarded Public Service Star (BBM) Nil • Former Board member of the Building and Construction Authority of Singapore Academic & Professional Qualifications • Former Council member of the Singapore Chinese • Bachelor of Engineering (Civil Engineering), University of Chamber of Commerce and Industry Singapore • Master of Science (Project Management), National University of Singapore • Fellow, Singapore Institute of Directors • Member, The Institution of Engineers Singapore
Present Directorships (as at 30 Sep 2016) Listed companies Nil
Listed REITs/Trusts • Frasers Centrepoint Asset Management Ltd, Manager of Frasers Centrepoint Trust • Frasers Centrepoint Asset Management (Commercial) Limited, Manager of Frasers Commercial Trust • Frasers Hospitality Asset Management Pte Ltd, Manager of Frasers Hospitality Real Estate Investment Trust • Frasers Hospitality Trust Management Pte Ltd, Trustee-Manager of Frasers Hospitality Business Trust • Frasers Logistics & Industrial Asset Management Pte. Ltd., Manager of Frasers Logistics & Industrial Trust
Others • Frasers Property Australia Pty Limited • Vacaron Company Sdn Bhd
ANNUAL REPORT 2016
19 GROUP MANAGEMENT As at 30 September 2016
CHIA KHONG SHOONG, 45 CHRISTOPHER TANG KOK KAI, 55 Chief Corporate Officer and Chief Financial Officer Chief Executive Officer, Singapore Frasers Centrepoint Limited Frasers Centrepoint Limited
As Group Chief Corporate Officer and Chief Financial Officer, Mr Tang is responsible for driving FCL's Singapore Residential Mr Chia oversees several key Group corporate functions as and Commercial Properties businesses. He oversees well as its finance, accounting, taxation and treasury functions. the Group’s entire value chain of property investment, The Group corporate functions include Group Strategy development, marketing and sales in Singapore, as well and Performance, Group Communications, Group Business as the two REITs – Frasers Centrepoint Trust and Frasers Process Design and Technology Solutions, Group Corporate Commercial Trust. Mr Tang will also provide management Secretariat and Group Legal. He oversees the development oversight for the Group’s property development business in and formulation of Group strategies to streamline business China. processes, drive synergies and improve profitability. He also assists FCL’s Group Chief Executive Officer in developing the Date of first appointment : 1 Apr 2001 Group’s international businesses. Academic & Professional Qualifications Date of first appointment : 2 Mar 2009 • Master of Business Administration, National University of Singapore Academic & Professional Qualifications • Bachelor of Science, National University of Singapore • Master of Philosophy (Management Studies), Cambridge University, UK Working Experience • Bachelor of Commerce (Accounting and Finance), • Chief Executive Officer, Commercial and Greater China, University of Western Australia Frasers Centrepoint Limited • Chief Executive Office, Frasers Centrepoint Asset Working Experience Management Ltd • Chief Executive Officer, Australia, New Zealand and UK, • General Manager, Strategic Planning and Asset Frasers Centrepoint Limited Management, Fraser and Neave, Limited • Director, Investment Banking and Global Banking, • General Manager, Strategic Planning and Asset The Hongkong & Shanghai Banking Corporation Ltd Management, Frasers Centrepoint Limited • Vice President, Global Investment Banking, Citigroup / • Vice President, DBS Bank Ltd Salomon Smith Barney / Schroders • Senior Manager, Strategic Planning and Asset Management, DBS Land Limited Present Directorships (as at 30 Sep 2016) Listed companies Present Directorships (as at 30 Sep 2016) Nil Listed companies Nil Listed REITs/Trusts • Frasers Centrepoint Asset Management (Commercial) Listed REITs/Trusts Limited, Manager of Frasers Commercial Trust • Frasers Centrepoint Asset Management Ltd, Manager of Frasers Centrepoint Trust Others • Frasers Centrepoint Asset Management (Commercial) Nil Limited, Manager of Frasers Commercial Trust • Hektar Asset Management Sdn Bhd, Manager of Major Appointments (other than Directorships) Hektar REIT Nil Others Past Directorships in listed companies held over the • Board of Governors, Republic Polytechnic preceding 3 years (from 01 Oct 2013 to 30 Sep 2016) • Frasers Centrepoint Asset Management Ltd, Manager of Major Appointments (other than Directorships) Frasers Centrepoint Trust Nil
Others Past Directorships in listed companies held over the Nil preceding 3 years (from 01 Oct 2013 to 30 Sep 2016) FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Nil
20 Others Nil RODNEY VAUGHAN FEHRING, 57 CHOE PENG SUM, 56 Chief Executive Officer Chief Executive Officer Frasers Property Australia Frasers Hospitality
Mr Fehring is responsible for Frasers Property Australia, Mr Choe oversees Frasers Hospitality’s business from which develops, builds and manages residential, commercial, investment, business development, global expansion of industrial and retail property in Australia and New Zealand. the chain of gold-standard serviced residences and hotels He has 35 years of experience in the property development worldwide, to funds and asset management of hotels and industry, primarily involved in large-scale urban development serviced residences on a global mandate. and urban renewal schemes. Date of first appointment : 1 Apr 1996 Date of first appointment : 22 Mar 20101 Academic & Professional Qualifications Academic & Professional Qualifications • Bachelor of Science with Distinction, Cornell University, • Bachelor of Applied Science, La Trobe University, Australia New York, USA • Graduate Diploma in Sports Administration, • Phi Kappa Phi, Cornell University, New York, USA La Trobe University, Australia • President’s Honor Roll, Washington State University, USA • Graduate Diploma in Urban & Regional Planning, • Executive Development Programme, International College RMIT University, Australia of Hospitality Administration, BRIG, Switzerland • Diploma, Advanced Management Program, The Wharton School, University of Pennsylvania, USA Working Experience • Chief Operating Officer, Frasers Hospitality Pte Ltd Working Experience • General Manager of Hospitality, Frasers Centrepoint • Executive General Manager, Residential, Limited Australand Property Group • Resident Manager, Portman Shangri-La Hotel, Shanghai • Managing Director & CEO of Lend Lease Primelife Ltd • Executive Assistant Manager, Shangri-La Hotel, Singapore • CEO of Delfin Lend Lease Ltd • Executive General Manager (Vic) of Delfin Group Ltd Present Directorships (as at 30 Sep 2016) • Chief Operating Officer, Urban Land Corporation, Victoria Listed companies • General Manager (Property), Australian Defence Industries Nil Ltd Listed REITs/Trusts Present Directorships (as at 30 Sep 2016) • Frasers Hospitality Asset Management Pte Ltd, Manager of Listed companies Frasers Hospitality Real Estate Investment Trust Nil Others Others Nil • Frasers Property Australia Pty Limited Major Appointments (other than Directorships) Past Directorships of listed companies held over the • Chairman of Board of Directors, Crest Secondary School preceding 3 years (from 01 Oct 2013 to 30 Sep 2016) • Board member of the Council of Private Education set up • Chairman, Australian Housing and Urban Research by the Ministry of Education, Singapore Institute Ltd • Governing Council member of the Singapore Quality Awards, Spring Singapore Others • Singapore’s business representative to ASEAN in the East • Director, Green Building Council of Australia Asia Business Council
Past Directorships in listed companies held over the preceding 3 years (from 01 Oct 2013 to 30 Sep 2016) Nil
Others Nil ANNUAL REPORT 2016
1 Appointment to Australand Property Group, which was acquired by FCL in 2014 21 GROUP MANAGEMENT As at 30 September 2016
UTEN LOHACHITPITAKS, 43 SEBASTIAN TAN, 53 Chief Investment Officer Chief Human Resources Officer Frasers Centrepoint Limited Frasers Centrepoint Limited
Mr Lohachitpitaks is responsible for FCL Group’s capital Mr Tan has global responsibilities for all aspects of FCL markets transactions, managing and monitoring the Group’s Group’s Human Resources. He has direct oversight of portfolio of assets, devising strategies for acquisitions and the Group’s Strategic Talent Management, Rewards and liaising with investors. He also provides leadership for the Leadership Development. Indochina markets, namely Thailand, Cambodia, Laos, Myanmar and Vietnam. Date of appointment : 17 Aug 2015
Date of first appointment : 1 Oct 2013 Academic & Professional Qualifications • Master of Business Administration (Human Resources), Academic & Professional Qualifications Northern Illinois University, USA • Master of Business Administration, Assumption University, • Bachelor of Science (Human Resources), Northern Illinois Thailand University, USA • Bachelor of Business Administration, Assumption University, Thailand Working Experience • Group Chief HR Officer, Surbana Corporation Working Experience • Advisory Director, Temasek Holdings • Managing Director, Strategic Advisory, DBS Bank Ltd • Managing Director, Human Resources, Temasek Holdings • Director, Investment Banking Division, United Overseas • Director, Human Resources, American Express International Bank (Thai) Public Company Limited • Vice President, Corporate & Investment Banking Group, Present Directorships (as at 30 Sep 2016) DBS Bank Ltd Listed companies Nil Present Directorships (as at 30 Sep 2016) Listed companies Others Nil Nil
Others Major Appointments (other than Directorships) • Director, Frasers Property Holding Thailand Co Ltd • Programme Director, Graduate HR Certification Programme, Singapore Management University Major Appointments (other than Directorships) • Adjunct Faculty, Lee Kong Chian School of Business, Nil Singapore Management University • External Examiner, HR Programme, Ngee Ann Polytechnic Past Directorships in listed companies held over the preceding 3 years (from 01 October 2013 to 30 Sep 2016) Past Directorships in listed companies held over the Nil preceding 3 years (from 01 Oct 2012 to 30 Sep 2016) Nil Others Nil Others Nil FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
22 CORPORATE INFORMATION
BOARD OF DIRECTORS RISK MANAGEMENT Mr Rodney Vaughan Fehring Mr Charoen Sirivadhanabhakdi COMMITTEE Chief Executive Officer, Non-Executive and Mr Chotiphat Bijananda Frasers Property Australia Non-Independent Chairman (Chairman) Mr Charles Mak Ming Ying Mr Choe Peng Sum Khunying Wanna Sirivadhanabhakdi Mr Chan Heng Wing Chief Executive Officer, Non-Executive and Mr Weerawong Chittmittrapap Frasers Hospitality Non-Independent Vice Chairman Mr Panote Sirivadhanabhakdi Mr Sithichai Chaikriangkrai Mr Uten Lohachitpitaks Mr Panote Sirivadhanabhakdi Chief Investment Officer Group Chief Executive Officer and AUDIT COMMITTEE Executive Director Mr Charles Mak Ming Ying Mr Sebastian Tan (from 1 October 2016) (Chairman) Chief Human Resources Officer Non-Executive and Mr Philip Eng Heng Nee Non-Independent Director Mr Wee Joo Yeow COMPANY SECRETARY (until 30 September 2016) Mr Sithichai Chaikriangkrai Ms Catherine Yeo (from 1 October 2016) Mr Charles Mak Ming Ying NOMINATING COMMITTEE Mr Piya Treruangrachada Non-Executive and Mr Weerawong Chittmittrapap (until 30 September 2016) Lead Independent Director (Chairman) Mr Charles Mak Ming Ying REGISTERED OFFICE Mr Chan Heng Wing Mr Chan Heng Wing #21-00 Alexandra Point Non-Executive and Mr Chotiphat Bijananda 438 Alexandra Road Independent Director Singapore 119958 REMUNERATION COMMITTEE Tel: (65) 6276 4882 Mr Philip Eng Heng Nee Mr Philip Eng Heng Nee Fax: (65) 6276 6328 Non-Executive and (Chairman) www.fraserscentrepoint.com Independent Director Mr Charles Mak Ming Ying Mr Chan Heng Wing SHARE REGISTRAR Mr Wee Joo Yeow (from 1 October 2016) Tricor Barbinder Share Non-Executive and Mr Panote Sirivadhanabhakdi Registration Services Independent Director (until 30 September 2016) 80 Robinson Road #02-00 Mr Weerawong Chittmittrapap GROUP MANAGEMENT Singapore 068898 Non-Executive and Mr Panote Sirivadhanabhakdi Tel: (65) 6236 3333 Independent Director Group Chief Executive Officer Fax: (65) 6236 3405 (from 1 October 2016) Mr Chotiphat Bijananda AUDITORS Non-Executive and Mr Lim Ee Seng KPMG LLP Non-Independent Director Group Chief Executive Officer Partner-in-charge: (until 30 September 2016) Mr Ronald Tay Ser Teck Mr Sithichai Chaikriangkrai (Appointed on 29 January 2016) Non-Executive and Mr Chia Khong Shoong Non-Independent Director Chief Corporate Officer PRINCIPAL BANKERS (from 1 July 2016) Australia and New Zealand BOARD EXECUTIVE COMMITTEE Chief Financial Officer Banking Group Limited Mr Charoen Sirivadhanabhakdi Bank of China Limited (Chairman) Mr Christopher Tang Kok Kai DBS Bank Ltd. Mr Charles Mak Ming Ying Chief Executive Officer, Malayan Banking Berhad (Vice Chairman) Singapore Oversea-Chinese Banking Mr Chotiphat Bijananda (from 1 July 2016) Corporation Limited (Vice Chairman) Chief Executive Officer, Standard Chartered Bank Mr Wee Joo Yeow Commercial and Greater China Sumitomo Mitsui Banking Mr Panote Sirivadhanabhakdi (until 30 June 2016) Corporation Mr Sithichai Chaikriangkrai The Bank of Tokyo-Mitsubishi ANNUAL REPORT 2016 UFJ, Limited United Overseas Bank Limited 23 CHAIRMAN’S STATEMENT
During the year, a number of organisational changes took place to position FCL for the future. The Group also made significant strides towards its strategic goal of achieving sustainable growth. In addition, the Group delivered a healthy set of full-year results for FY2015/16.
Revenue Core Earnings $3,440 $480 ¢ million million Total Dividend 8.6 cents FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
24 Dear Fellow Shareholders,
FY2015/16 has been another exciting year At this point, I would like to put on record for Frasers Centrepoint Limited (FCL or the Board’s deep appreciation for Mr Lim’s the Group). During the year, a number of significant contributions to FCL. Under organisational changes took place to Mr Lim’s leadership, we established our REIT position FCL for the future. The Group also platforms and substantially enlarged our made significant strides towards our strategic investment properties portfolio in Singapore. goal of achieving sustainable growth. The Group also achieved a scaled platform In addition, the Group delivered a healthy in Australia and significantly enhanced our set of full-year results for FY2015/16. presence in secondary markets. In addition, Revenue, and attributable profit (before fair our hospitality business grew by leaps and value change and exceptional items) or core bounds. earnings, were $3,440 million and $480 million respectively. The market environment that FCL will be operating in, and the challenges that the On the back of FCL’s sound financial Group will face, will be markedly different performance, the Board has proposed a final in the next decade, and the decades to dividend of 6.2 Singapore cents. Including come. The Board is confident that FCL’s interim dividend of 2.4 Singapore Mr Sirivadhanabhakdi will build on the strong cents, total dividend for FY2015/16 is foundation that Mr Lim has put together 8.6 Singapore cents, the same amount as the for FCL. previous two years. MAINTAINING DYNAMISM TO ACHIEVE ORGANISATIONAL CHANGES ENSURE SUSTAINABLE GROWTH THAT FCL IS FUTURE-READY Operating in an environment where constant The Group’s commendable performance change is the new normal, it is critical for FCL despite market challenges is a reflection to be dynamic and seek opportunities that of the calibre of FCL’s management team. leverage the Group’s unique advantages. It is critical that FCL continues to have the right team to steer the Group towards its Well-equipped to allocate capital strategic goals while navigating headwinds. dynamically In addition, an organisational structure FY2015/16 marked a significant milestone – that ensures the Group is future-ready is of the completion of the Group’s family of REIT paramount importance. platforms. Frasers Logistics & Industrial Trust (FLT) was listed in June 2016 as the largest Building on a solid foundation, positioning pure-play Australian industrial REIT listed in for the future Singapore. With the listing of FLT, we have During the year, a new organisational a new stream of recurring fee income, and structure was put in place for the Group. were able to significantly reduce our gearing. A key appointment as part of the organisational changes was Mr Panote In view of FCL’s strong recurring income Sirivadhanabhakdi as Group CEO of FCL on base, with more than 60% of the Group’s 1 October 2016. Mr Sirivadhanabhakdi took PBIT in FY2015/16 derived from recurring over the helm of FCL from Mr Lim Ee Seng, income sources, as well as the Group’s who retired after 12 years as FCL’s Group healthy unrecognised presales level of CEO. A member of the FCL Board since $3.1 billion, the Board believes that the March 2013, Mr Sirivadhanabhakdi brings business is capable of supporting a gearing with him over 15 years of corporate leadership level of between 80% and 100%. and senior management experience. ANNUAL REPORT 2016
25 CHAIRMAN’S STATEMENT
LIVING AND BREATHING SUSTAINABILITY
FCL published our first Sustainability Report last year. The report, which was prepared in accordance with international standards, is an important part of FCL’s effort to share the Group’s sustainability approach with stakeholders. We put significant effort into creating spaces that can enhance the wellbeing, productivity and enjoyment of users in a manner that is friendly to the environment and local communities. The Group constantly looks at ways to improve, and our progress is reported in this year’s Sustainability Report.
Beyond business approach, the Group also considers a high standard of corporate governance and transparency as a hallmark of a sustainable business. Corporate governance and transparency tenets run deep in FCL. The Group’s core values of integrity, reliability, and trust underpin all that FCL does. We are honoured that FCL has been recognised for corporate transparency Frasers Logistics & Industrial Trust was listed on the Main Board of SGX-ST for the third year running at the SIAS Investors’ Choice Awards.
Given the strength of FCL’s recurring By making sustainability core to everything income base as well as our balance sheet, that we do, we believe that FCL has the right our management team is well equipped to foundation to achieve sustainable growth allocate capital dynamically. and deliver long-term value to shareholders.
Increasingly geographically-diversified ACKNOWLEDGEMENTS earnings base FCL has been on the journey to grow FCL will not be where it is today without overseas income for some years. With our the support of our many stakeholders. Australia and Hospitality strategic business To my esteemed colleagues on the Board, units (SBUs) as the bedrock of our overseas thank you for the valuable guidance. income contributions, we can turn more of I extend my sincere appreciation too, to our attention to our secondary markets under our business partners, financial advisers, the International Business unit. bankers, customers and shareholders, for their unwavering support of FCL. On behalf Thailand has favourable macro-economic of the Board, I would also like to thank the factors for real estate, and is a secondary Boards of FCT, FCOT, FHT, and FLT, for their market where FCL is well positioned to stewardship of our listed REITs. Last but leverage our controlling shareholder, TCC’s, not least, I would like to express my deep home market advantage to access these appreciation to our employees for their opportunities. During the year, FCL gained dedication and hard work. a foothold in Thailand’s residential and commercial properties segments with our
FRASERS CENTREPOINT LIMITED & SUBSIDIARIES stake in Golden Land Property Development Public Company Limited, which is listed on Charoen Sirivadhanabhakdi 26 the Stock Exchange of Thailand. Chairman GROUP CEO’S STATEMENT
Achieving sustainable earnings remains central to the Group’s strategy. We have done this by growing overseas earnings, strengthening FCL’s recurring income base and improving capital productivity. These strategies have served the Group well, as evidenced by FCL’s track record of growth, and we will stay the course.
Net Debt to Equity FY2014/15
83.6% Recurring Income Assets FY2015/16 $16.9 64.4% billion ANNUAL REPORT 2016 27 GROUP CEO’S STATEMENT
Dear Shareholders,
I am humbled that the Independent strengthening FCL’s recurring income base Directors of FCL proposed my appointment and improving capital productivity. These as Group CEO of FCL upon the retirement of strategies have served the Group well, Mr Lim Ee Seng. As a member of the Board as evidenced by FCL’s track record of growth, since March 2013, I have been involved at and we will stay the course. the Board-level in all the major initiatives undertaken by the Group in the last three As we keep sight of our strategic goal, years. I have enjoyed working closely with we must remain flexible in an environment members of FCL’s senior management team of increasing global volatility and shortening during that time, and have the highest property cycles. The new organisational regard for the very capable team that structure put in place in July enhances Mr Lim has assembled. I am honoured that Group-level strategic planning and capital the Board has given me the mandate to allocation discipline. At the corporate level, lead FCL, and would like to thank Mr Lim there is also heightened strategic focus on for the solid foundation he has built for the critical corporate responsibilities. Group. Together with my FCL colleagues, we will work hard to take the Group to even More focused and more dynamic greater heights and deliver long-term value FCL has always adopted the approach of to shareholders. developing business units with scale and business focus. Together, our businesses ACHIEVING SUSTAINABLE GROWTH in Singapore, Australia and Hospitality REMAINS CENTRAL TO THE GROUP’S account for around 90% of the Group’s total STRATEGY assets. The Australia and Hospitality SBUs each has a CEO at the helm overseeing Achieving sustainable earnings remains the entire business. The new organisational central to the Group’s strategy. We have structure acknowledges the importance done this by growing overseas earnings, of Singapore as FCL’s largest integrated business unit. Given the scale and maturity of our Singapore operations, it is timely for the Singapore operations to come together under one CEO.
Now FCL’s diversified platform is organised under three SBUs – Singapore, Australia and Hospitality, and an International Business unit comprising the other markets outside of our three SBUs. Placing FCL’s three SBUs of scale in the capable hands of the respective CEOs allows us to allocate capital dynamically.
Striking the right balance between differing capital needs Real estate is a capital intensive industry. It is critical for FCL to strike a balance between funding future growth and maintaining a sustainable level of gearing. Being able to achieve this balance is a key determinant to FCL’s ability to allocate capital dynamically.
Growing recurring income has always been a core strategy to strengthen FCL’s income 10 Siltstone Place, Berrinba, Queensland, Australia base. Clear cashflow visibility and stable earnings contribution create flexibility for capital management. About 70% of the Group's total assets are recurring income assets, valued at approximately $16.9 billion as at 30 September 2016.
The Group’s REIT platforms are also important contributors to FCL’s recurring income base through fee income, as well as providing an avenue to improve capital productivity. With the listing of FLT in June 2016, the Group now has a REIT platform for An artist's impression of Wonderland at Central Park, Sydney, New South Wales, Australia each of our four investment properties asset classes.
The listing of FLT not only allowed FCL to The hospitality business remains on track add a new source of recurring fee income, to achieve our target of 30,000 units under it also enabled FCL to significantly reduce management by 2019. Over the course of our gearing. FCL ended FY2015/16 with the year, we acquired a portfolio of four a net debt to equity of 64.4%, down from properties as well as two greenfield projects 83.6% last year. On the funding front, FCL in the UK. In addition, FHT acquired one further diversified our funding sources with hotel in Germany from third parties. Our two fixed rate note issuances. Both the hospitality business ended the year with over $250 million 10-year fixed rate notes, and our 23,400 units under management (including first US$200 million 5-year fixed rate notes pending openings) in over 80 cities. were well received. The International Business unit grew LOOKING AHEAD significantly this year with our investments in Vietnam and Thailand. We will continue In our core markets of Singapore and to look at opportunities to grow our Australia where FCL has scale and depth, International Business unit, particularly in we will look to maintain our market position. markets where we already have a presence, Our investment portfolios in both markets such as China and the UK. continue to perform well, while on the development front, we will selectively tender We recognise the slow growth environment for sites to replenish our land bank. going forward, but we will continue to strive to seek opportunities to expand. As The key focus in Singapore for the upcoming we extend our business and asset portfolio year will be the launch of our residential in a prudent manner across geographies project in Siglap, and pre-leasing in and property segments, we will place preparation for the completion and opening emphasis on recurring income as well as a of both the retail mall at Northpoint City as geographically-diversified earnings base. well as Frasers Tower, our Grade-A office Concurrently, we are constantly evaluating project in the Central Business District (CBD), opportunities to unlock value in our portfolio in 2017 and 2018 respectively. via asset enhancement and/or repositioning efforts, as well as through injection of In Australia, we will concentrate on stabilised assets into FCL’s REIT platforms. restocking the Group’s industrial portfolio following the injection of industrial assets into FLT. On the residential front, we have ANNUAL REPORT 2016 approximately 2,500 residential units planned Panote Sirivadhanabhakdi for release in the next financial year. Group Chief Executive Officer 29 China Square Central, Singapore An artist's impression of Parc Life EC, Singapore
SINGAPORE
Watertown, Singapore BUSINESS REVIEW
SINGAPORE
The Singapore business comprises the Development Properties and Commercial Properties divisions. The Development Properties division focuses on the development of residential properties for sale. The Commercial Properties division comprises retail, office, FY2015/16 business space and mixed-use developments, as well as two listed REITs, namely Frasers Centrepoint Trust (FCT) Revenue for FCL’s and Frasers Commercial Trust (FCOT). Singapore Business
Revenue and PBIT for FCL’s Singapore business was $946 million and $428 million, a decrease of 17% $946 and 25% respectively from last year’s results. This was primarily due to the one-off profit recognition million from Twin Waterfalls Executive Condominium (EC) in FY2014/15 upon its completion in June 2015 coupled with the loss in share of joint-venture income and fair value gain from One@Changi City which was sold in DEVELOPMENT PROPERTIES March 2016. The lumpy recognition of profits from completed projects and asset recycling reflects the In April 2016, we launched Parc Life, a new EC on inherent cyclical nature of the real estate sector and Sembawang Crescent amid strong competition from business. The maiden recognition of profits at North several ECs in the vicinity. 119 units were sold during the Park Residences, Twin Fountains EC and Waterway financial year. Point together with the full year income contribution SINGAPORE from 357 Collins Street moderated the decline in Parc Life, a 628-unit project situated on 238,000 sq ft of FY2015/16. land, has a full array of facilities including eight spas, a 50-metre pool and doorstep-access to the 1.2-hectare The property cooling measures introduced in Singapore Canberra Park. Parc Life residents will enjoy the close since 2013 coupled with rising interest rates and a proximity to Sembawang MRT and Bus Interchange weaker economic outlook continued to weigh down the (located a mere 5-minute walk away) as well as the wide residential market. Singapore remains the Group’s home variety of amenities from shopping malls to parks. market and FCL will continue to pursue opportunities in this market. We continued to see sales momentum improve in other projects such as North Park Residences, RiverTrees Demand for residential property is likely to remain Residences, eCO, Watertown and Twin Fountains EC. subdued until cooling measures are removed and the The Singapore portfolio achieved sales of over 330 global economy improves. Recognising the inherent units in FY2015/16. On average, 80% of the portfolio of cyclicality in residential development, the Group has all projects launched during this period was sold, embarked on growing our recurring income base. a commendable achievement in view of the challenging Contributions from Northpoint City (Retail) and Frasers residential property market in Singapore. Tower (Office) are expected to boost results when these projects are completed within the next two years. During the year, Twin Fountains EC and Q Bay Our focused and disciplined approach, together with Residences received Temporary Occupation Permits the various initiatives put in place, positions us well to (TOP). Our remaining development projects are on capture opportunities in this sector. schedule for completion. ANNUAL REPORT 2016
31 BUSINESS REVIEW – SINGAPORE
Together with Sekisui House Limited and KH Capital prices and outlook for the residential market remains Pte Ltd, FCL acquired a site at Siglap/East Coast in challenging. Recent launches have seen encouraging 2016 under the Government Land Sales Programme. responses, demonstrating that quality projects priced Around 800 prime residential units will be launched on at correct levels continue to be attractive and provide a this site in 2017. This project will offer extensive sea good value proposition. As at 30 September 2016, the views and seamless accessibility to the future Siglap Group had approximately $0.7 billion of unrecognised MRT station on the Thomson-East Coast line. residential development revenue.
The July-September 2016 quarter registered the twelfth continuous quarterly decline in overall home
DEVELOPMENT PROJECTS
Effective Est. interest at % Saleable Target 30 Sep 16 No. of % sold at Completion Ave selling Area Land cost completion Project (%) units 30 Sep 16 at 30 Sep 16 price ($ psf) ('M sq ft) ($ psf) date Soleil @ Sinaran 100.0 417 99.8 100.0 1,446 0.5 510 Completed Waterfront Isle 50.0 563 100.0 100.0 1,006 0.6 334 Completed Twin Waterfalls EC 80.0 728 100.01 100.0 712 0.8 270 Completed Palm Isles 100.0 430 100.0 100.0 851 0.4 325 Completed Q Bay Residences 33.3 632 100.0 100.0 1,031 0.6 418 Completed Twin Fountains EC 70.0 418 99.8 100.0 744 0.5 302 Completed eCO 33.3 750 97.5 93.3 1,294 0.7 534 1QFY16/17 Watertown 33.3 992 100.0 85.7 1,170 0.8 482 2QFY16/17 RiverTrees Residences 40.0 496 94.4 84.8 1,077 0.5 533 3QFY16/17 North Park Residences 100.0 920 73.2 20.8 1,326 0.7 600 4QFY17/18 Parc Life EC 80.0 628 18.91 47.0 781 0.7 320 2QFY17/18
1 Including options signed
LAND BANK
Effective interest at Est. saleable 30 Sep 16 Est. no. of Area Land cost Est. launch Site Location (%) units ('M sq ft) ($ psf ppr) Tenure ready date Siglap Road East Coast 40.0% 800-900 0.7 $858 Leasehold 3QFY16/17
Total 800-900 0.7 FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
32 Q Bay Residences, Singapore Twin Fountains EC, Singapore
An artist's impression of RiverTrees Residences, Singapore ANNUAL REPORT 2016
An artist's impression of North Park Residences, Singapore 33 BUSINESS REVIEW – SINGAPORE
COMMERCIAL PROPERTIES was acquired in August 2015, as well as higher rentals achieved, lower utilities expenses and upfront The Commercial Properties division's portfolio rental income1 received by Alexandra Technopark. comprises retail, office and business spaces and This was further bolstered by profit contributions mixed-used developments in Singapore held by FCL from Waterway Point, which commenced operations and the REITs, namely FCT and FCOT. in January 2016, coupled with stronger operating performance at 51 Cuppage Road and at FCT’s We have interests in and/or manage a commercial Causeway Point. portfolio of 22 retail, office and business space properties totalling a net lettable area (NLA) of 6.7 million sq ft. In Singapore, we have interests in and/or manage 12 shopping malls under the Frasers Centrepoint Malls brand. We also have 10 offices and business spaces in Singapore and Australia.
Revenue for the Commercial Properties division increased 3% to $422 million, although PBIT decreased 11% to $299 million mainly due to a one-off fair value gain recorded in the prior year. Excluding our share of fair value changes from joint ventures and associates, particularly the $47 million joint-venture fair value gain for One@Changi City that was recorded last year, PBIT would have increased by 7% to $297 million.
This increase was attributed mainly to stronger performance from FCOT arising from the full-year income contribution from 357 Collins Street, which 357 Collins Street, Melbourne, Victoria, Australia
1 Upfront rental income received from a pre-
FRASERS CENTREPOINT LIMITED & SUBSIDIARIES terminated lease. The pre-terminated lease was replaced by a new Alexandra Point, Singapore 34 lease with a longer duration Retail The Centrepoint completed its asset enhancement Waterway Point, the waterfront retail mall in Punggol, initiative in September 2016. It now offers a new commenced trading in January 2016. The 370,000-sq-ft frontage that provides easy access and heightened mall has a diverse tenant mix of more than 200 tenants visibility of the basement and first floor retail to meet the lifestyle and daily needs of the immediate concepts from the street level. The shopping Punggol community and visitors from other parts of experience has been redesigned to include a Singapore. The mall achieved 95.7% occupancy and wellness zone on level 6 and two new food precincts, has welcomed over 21 million shoppers in the eight Gastro+ and Food Hall, which offer over 30 new months since its opening. dining concepts.
Waterway Point, Singapore ANNUAL REPORT 2016
Changi City Point, Singapore 35 BUSINESS REVIEW – SINGAPORE
Northpoint Shopping Centre, Singapore Changi City Point, Singapore
Construction of Northpoint City (Retail), our next key project, is on schedule for completion in the second half of 2017. When completed, Northpoint City (Retail), together with FCT’s Northpoint Shopping Centre, will have over 500 retail outlets. Leasing for Northpoint City (Retail) has commenced.
During the year, we sold our 19.0% interest in Compass Point to our joint-venture partner. This was in line with our strategy to streamline and divest non-core assets to focus on our core activities.
Occupancy for non-REIT retail properties excluding The Centrepoint remained healthy at above 90.0%. The Centrepoint registered lower occupancy as Causeway Point, Singapore the asset enhancement initiative was completed in September 2016.
Frasers Centrepoint Trust net property income (NPI) was $129.9 million, which FCT registered its tenth consecutive year of distribution was $1.2 million or 0.9% lower than the corresponding per unit (DPU) growth since its listing. DPU for period last year. FY2015/16 rose 1.3% year-on-year to 11.764 cents. In FY2015/16, gross revenue decreased 2.9% to FCT’s property portfolio continued to achieve $183.8 million, mainly due to lower contributions positive rental reversions during the year. Rentals from Northpoint as a result of the on-going asset from renewal and replacement leases from the enhancement and change-over in anchor tenant space properties commencing during the period, recorded at Changi City Point. Property expenses in FY2015/16 an average increase of 9.9% over the expiring leases. FRASERS CENTREPOINT LIMITED & SUBSIDIARIES decreased 7.3% to $54.0 million, mainly due to lower The average portfolio occupancy was 89.4% as at utilities tariff rates and other property expenses. Hence, 30 September 2016. 36 Office and Business Space Frasers Tower, a premium Grade-A office building, is scheduled for completion in 2018. Nestled in a park of its own, Frasers Tower’s offices along with its vibrant retail spaces will transform the way tenants work. The development features a unique blend of workspace and nature with an open-space communal terrace as well as a variety of indoor and outdoor work areas. It is also a strategic landmark at the gateway of the CBD. Tenants and visitors of Frasers Tower will enjoy seamless connectivity, including direct underground access to Tanjong Pagar MRT station on the East-West line. With a NLA exceeding 687,000 sq ft, leasing for the 38-storey high office tower with an adjacent three-storey retail podium has commenced in end-2016.
An artist's impression of Frasers Tower, Singapore In FY2015/16, we sold our stake in One@Changi for $210 million as part of our joint-venture arrangement. by the weaker Australian dollar during the year and The average occupancy for our Singapore office the lower occupancies for China Square Central and assets was healthy at 90.2%. These assets achieved Central Park. an average rental reversion of 5.1% for FY2015/16, a remarkable achievement given the challenging FCOT continued to enjoy a healthy average leasing environment in Singapore. occupancy rate of 93.0% for the portfolio as at 30 September 2016. Despite the challenging leasing Frasers Commercial Trust environment and the weaker office market outlook in FCOT delivered the highest distributable income Singapore, FCOT achieved a high tenant retention to unitholders and DPU since its listing in 2006. The rate of 86.7% in FY2015/16. Overall, the properties distributable income of $77.6 million and DPU of achieved a positive weighted average rental reversion 2 9.82 cents for FY2015/16 were up 14.5% and 1.1% of 6.6% during the financial year. respectively, compared to the prior financial year.
1 In FY2015/16, gross revenue increased 10.1% year-on- Upfront rental income received from a pre-terminated lease. The pre-terminated lease was replaced by a new lease with a year to $156.5 million. Accordingly, NPI was up 13.4% longer duration year-on-year to $115.6 million. The good performance 2 The weighted average rental reversions based on signing rents was attributed to the full-year contribution from for the area for new and renewed leases which commenced in 357 Collins Street and the better performance of 4QFY2015/16 and FY2015/16. For China Square Central, the Alexandra Technopark as a result of higher rentals weighted average rental reversions are for 18 Cross Street office tower only, and excludes the retail podium at 18 Cross Street, achieved, lower utilities expenses and upfront rental and 20 and 22 Cross Street which are partially affected by the income received1. The increase was partially reduced construction works for the Hotel and Commercial Project ANNUAL REPORT 2016
Caroline Chisholm Centre, Canberra, ACT, Australia 37 BUSINESS REVIEW – SINGAPORE
COMMERCIAL PORTFOLIO
Effective interest at Book value at Net lettable 30 Sep 16 30 Sep 16 area Occupancy Property (%) ($'M) (sq ft) FY15/16 (%) FY14/15 (%) SINGAPORE: REIT (Frasers Centrepoint Trust) Anchorpoint 41.5 103.0 70,989 96.7 96.9 Bedok Point 41.5 108.0 82,713 95.0 84.2 Causeway Point 41.5 1,143.0 415,792 99.8 99.5 Northpoint1 41.5 672.0 225,032 70.9 98.2 YewTee Point 41.5 172.0 73,670 98.7 94.8 Changi City Point 41.5 311.0 207,244 81.2 91.1
SINGAPORE: Non-REIT retail asset Robertson Walk 100.0 126.0 97,045 91.2 89.0 The Centrepoint 100.0 580.0 307,7136 79.1 61.9 Valley Point (Retail) 100.0 50.0 43,216 100.0 90.1 Eastpoint Mall2 0.0 NA 213,478 94.1 84.1 Waterway Point 33.3 1,016.0 371,181 95.7 90.09 Northpoint City (Retail)3 100.0 1,142.0 317,614 NA NA
Total Retail 2,425,687
SINGAPORE: REIT (Frasers Commercial Trust) 55 Market Street 27.2 139.0 71,796 92.0 95.8 Alexandra Technopark 27.2 508.05 1,043,891 94.8 94.6 China Square Central 27.2 562.5 369,824 88.97 96.28
OVERSEAS: REIT (Frasers Commercial Trust) Australia, Canberra - Caroline Chisholm Centre 27.2 237.0 433,182 100.0 100.0 Australia, Perth - Central Park4 13.6 552.2 712,706 80.2 88.6 Australia, Melbourne - 357 Collins Street 27.2 266.7 343,616 100.0 98.4
SINGAPORE: Non-REIT office/business park asset Alexandra Point 100.0 296.0 199,592 86.2 91.2 Valley Point Office Tower 100.0 272.0 183,141 84.0 91.8 51 Cuppage Road 100.0 400.0 273,591 84.4 76.6 Frasers Tower3 100.0 1,113.0 687,499 NA NA
Total Office/Business Park 4,318,838
Total Commercial Properties 6,744,525
1 Undergoing asset enhancement 2 Managed asset 3 Currently under development. NLA subject to change 4 FCOT has 50% indirect interest in the asset 5 FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Book value as reported by FCOT. The Group adjusted the book value to reflect its freehold interest in the property 6 NLA reflects FCL’s strata area. It excludes leased area from MCST 7 Committed occupancy as at 30 September 2016. Lower occupancy as certain units were affected by the commencement of construction 38 for the hotel development and additions and alterations at China Square Central. Refer to FCOT Circular to Unitholders dated 3 June 2015 for details. Occupancy for the office component was 99.4% 8 Committed occupancy as at 30 September 2015 9 Occupancy based on committed leases One Central Park, Sydney, New South Wales, Australia
AUSTRALIA
1 Burilda Close, Wetherill Park, New South Wales, Australia Riverlight, Hamilton, Queensland, Australia BUSINESS REVIEW
AUSTRALIA
FCL’s businesses in Australia comprise Frasers Property Australia (FPA) and Frasers Logistics & Industrial Trust (FLT).
FPA is one of Australia’s leading diversified property groups with a presence in all its major markets. FPA FY2015/16 operates across the residential, industrial, commercial Revenue for and retail sectors. Australian business Revenue for the Australian business increased by 6% to $1,449 million, driven by residential land and $1,449 apartment sales, completion of 13 projects in the Commercial and Industrial (C&I) and Retail divisions and passive income from the Investment Property (IP) million division.
Impairment losses recognised on development Economic growth in Australia recovered to its historic properties, largely from residential projects in trend as the economy transitions from resource- Western Australia, and a weaker Australian Dollar, focused exports to service-based sectors. Market however, resulted in PBIT decreasing 19% to $218 fundamentals in Australia remain supportive of the million. Excluding the impairment losses, PBIT would residential sector with interest rates forecast to have decreased by 2% to $265 million. remain low over the near term, population growth still evident and unemployment continuing at low During the year, the Australian business achieved a levels on the eastern seaboard. Sales volumes in key number of major milestones including the successful markets of Sydney, Melbourne and Brisbane remain listing of FLT on the Main Board of SGX-ST in June consistent. Perth, though, is suffering from rising 2016, which has enabled the re-capitalisation of FPA’s unemployment and a lack of consumer confidence, Industrial operations, and the completion of the leading to weak sales volumes and falling prices active asset management programme which resulted from both owner-occupiers and investors across most in proceeds of $426 million. product types. FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
40 Discovery Point, Wolli Creek, New South Wales, Australia INDUSTRIAL PROPERTY ASSETS
Effective Book value Interest as at as at 30 Sep 16 30 Sep 16 Lettable area Occupancy Property Address State (%) ($'M) (sq ft) FY15/16 (%) FY14/15 (%)
Industrial 10 Reconciliation Rise, Premulwuy NSW 100.0 35.0 276,686 100.0 100.0 8 Stanton Road, Seven Hills NSW 100.0 15.8 115,260 100.0 100.0 2 Wonderland Drive, Eastern Creek NSW 100.0 43.2 316,534 100.0 100.0 227 Walters Road, Arndell Park NSW 100.0 28.1 190,876 100.0 100.0 Lot 1, 2 Burilda Close, Wetherill Park NSW 100.0 23.4 154,279 41.5 NA1 1 Burilda Close, Wetherill Park2 NSW 100.0 60.6 202,878 100.0 NA1 23 Scanlon Drive, Epping VIC 100.0 13.3 133,053 100.0 100.0 1 West Park Drive, Derrimut VIC 100.0 8.0 108,479 0.0 76.1 64 West Park Drive, Derrimut VIC 100.0 16.5 218,905 0.0 100.0 89-103 South Park Drive, VIC 100.0 9.3 112,214 0.0 100.0 Dandenong South 57 Efficient Drive, Truganina VIC 100.0 22.4 245,848 0.0 NA1 43 Efficient Drive, Truganina VIC 100.0 10.2 NA3 NA NA 102 Trade Street, Lytton QLD 100.0 0.04 NA4 NA 0.0 44 Cambridge Street, Rocklea QLD 100.0 16.0 117,230 100.0 100.0 Berrinba, QLD QLD 100.0 20.2 NA3 NA NA
Office 20 Lee Street, Henry Deane Building, NSW 100.0 68.8 98,078 100.0 100.0 Sydney 26-30 Lee Street, Gateway Building, NSW 100.0 97.9 135,641 100.0 100.0 Sydney Tower B, 197-201 Coward Street, NSW 100.0 0.05 NA5 NA 59.3 Mascot Tower A, 197-201 Coward Street, NSW 100.0 0.05 NA5 NA 95.8 Mascot 1B Homebush Bay Drive, Rhodes NSW 100.0 71.5 137,768 100.0 100.0 1F Homebush Bay Drive, Rhodes NSW 100.0 111.5 189,923 93.7 93.7 1D Homebush Bay Drive, Rhodes NSW 100.0 117.7 185,548 100.0 100.0 Homebush Bay Drive, Rhodes NSW 100.0 10.4 14,456 100.0 100.0 2 Southbank Boulevard, Southbank VIC 50.0 231.0 591,167 98.5 96.9 28 Southbank Boulevard, Southbank VIC 50.0 NA5 NA5 NA 99.9 658 Church Street, Richmond VIC 100.0 NA6 NA6 NA 99.4 690 Springvale Road & VIC 100.0 NA7 NA7 NA 100.0 350 Wellington Road, Mulgrave Freshwater Place, Public Car Park, VIC 100.0 16.1 127,251 100.0 100.0 Southbank
1,046.9 3,672,074 91.1 96.8
1 New asset 2 Asset held for sale. FPA entered into a separate call option agreement with FLT for this property which took effect on 20 June 2016. Subsequently, FLT exercised the call option to acquire this property on 30 November 2016 3 Currently under development 4
Asset sold in February 2016 ANNUAL REPORT 2016 5 Asset was sold in September 2016 6 Asset was sold to US investor Black Rock in March 2016 7 Asset was sold to Stockland in April 2016 41 BUSINESS REVIEW – AUSTRALIA
Putney Hill, Ryde, New South Wales, Australia
RESIDENTIAL DEVELOPMENT Riverlight, the largest precinct launched to date at Hamilton Reach, with 240 apartments, was well Despite weakness in the Perth market, strength in received by the market with 59% of its first stage’s the major population centres has ensured FPA’s 155 units sold. Strong demand for land and Residential business maintained significant forward medium-density housing products saw Park Ridge sales momentum that will carry into the next financial (193 lots) and COVA (100 town houses) settled during year and beyond. In FY2015/16, 2,484 residential the year, with good forward momentum assured units were completed and settled, and 2,850 units as several new projects will commence in early were sold. Approximately 2,500 units are planned for FY2016/17. release in FY2016/17. Activity in Western Australia has been subdued, In New South Wales, the final residential stage at consistent with broader market conditions in Perth. Central Park in Sydney, called Wonderland, was Cockburn Central contributed 43 settlements for released comprising 294 apartments. ICON, the the year and the Baldivis projects combined to final planned residential tower at Discovery Point, contribute a further 63 lots settled. During the year, also released 243 apartments. Overall, the NSW Frasers Landing, at Mandurah, south of Perth, was residential business unit completed and settled re-launched off the back of new development activity 1,031 units during the year, with Discovery Point on site. (575 units) and Putney Hill (232 units) being the main contributors. In New Zealand, the Coast Papamoa Beach land estate was re-designed and re-launched with great In Victoria, three new projects commenced trading. success in an increasingly buoyant local market. Avondale, in the inner northwest of Melbourne, sold 189 lots were sold in FY2015/16. out its first three stages of houses and townhouses. The 43-hectare Point Cook development completed During the year, a 135-hectare site in Bahrs Scrub in its planning phase and met with strong demand, Southern Brisbane was acquired and subsequently securing about 180 sales in its first six months branded Brookhaven. The land estate will yield of trading. Sunbury Fields, part of a township in approximately 1,350 lots and a 7,000 sq m Melbourne’s north west, settled 130 contracts worth neighbourhood retail hub, with an estimated $28 million. gross development value (GDV) of $291 million. Brookhaven is included in the development pipeline In Brisbane, Hamilton Reach continued to generate and was released to the market in October 2016. solid demand across multiple price-points, delivering 91 settlements during the year. Completion of a At the close of FY2015/16, the Residential business had FRASERS CENTREPOINT LIMITED & SUBSIDIARIES further stage of riverfront apartments was carried 4,155 contracts on hand with an unrecognised revenue forward to the first quarter of the next financial year. of $1.9 billion. It has a strong development pipeline of 42 16,700 units, representing a GDV of $8.8 billion. RESIDENTIAL – DEVELOPMENT PROJECTS
Effective share as at Estimated Target Average Est. saleable Total 30 Sep 16 total no. % Sold @ competion selling area GDV Site1 (%) of units2 30 Sep 16 date price ($'M) ('M sq ft) ($'M) Cockburn Central (Cockburn 100.0 60 68.3 Completed 0.5 0.1 30.6 Living, Kingston Stage 4) - H/MD, WA Cockburn Central (Cockburn 100.0 35 71.4 Completed 0.5 0.0 17.2 Living, Vicinity Stage 1) - H/MD, WA Kangaroo Point (Yungaba, Linc) 100.0 45 97.8 Completed 0.5 0.0 24.5 - HD, QLD Kangaroo Point (Yungaba, 100.0 44 77.3 Completed 0.7 0.0 30.0 Affinity) - HD, QLD Cockburn Central (Cockburn 100.0 71 26.8 Completed 0.5 0.1 34.8 Living, Vicinity Stage 2) - H/MD, WA Wolli Creek (Discovery Point, 50.0 323 100.0 Completed 0.8 0.3 257.1 Shore) - HD, NSW Parkville (Parkside Parkville, 50.0 134 100.0 Completed 0.5 0.0 70.3 Thrive) - H/MD, VIC Wolli Creek (Discovery Point, 100.0 162 98.8 Completed 0.7 0.1 119.4 Vivid) - HD, NSW Wolli Creek (Discovery Point, 50.0 1 0.0 Completed 0.7 NA 0.7 Summit) - Retail, NSW East Perth (Queens Riverside, 100.0 274 90.1 Completed 0.8 0.2 214.1 QIII) - HD, WA East Perth (Queens Riverside, 100.0 107 68.2 Completed 0.7 0.1 72.7 QII) - HD, WA East Perth (Queens Riverside, 100.0 130 21.5 Completed 0.7 0.1 89.4 Lily) - HD, WA Ryde (Putney Hill Stage 2, 100.0 15 100.0 Completed 1.7 0.0 25.6 Reserve) - H/MD, NSW Hamilton (Hamilton Reach, 100.0 34 79.4 1QFY16/17 1.3 0.0 45.6 Newport) - H/MD, QLD Campsie (Clemton Park Village, 50.0 67 100.0 1QFY16/17 0.6 0.1 40.8 Aspect) - H/MD, NSW Campsie (Clemton Park Village, 50.0 49 100.0 1QFY16/17 0.6 0.0 31.4 Emporium) - H/MD, NSW Kangaroo Point (Yungaba 100.0 18 22.2 1QFY16/17 2.1 NA 38.2 House/Other) - HD, QLD Campsie (Clemton Park Village, 50.0 45 91.1 2QFY16/17 0.7 0.0 31.6 Garden) - H/MD, NSW Hamilton (Hamilton Reach, 100.0 81 87.7 2QFY16/17 0.6 0.1 52.1 Atria North) - H/MD, QLD Carlton (APT) - H/MD, VIC 65.0 143 99.3 2QFY16/17 0.5 0.1 73.7 Campsie (Clemton Park Village, 50.0 89 100.0 2QFY16/17 0.6 0.1 57.6 Podium) - H/MD, NSW ANNUAL REPORT 2016 Note: All references to units include apartments, houses and land lots. 1 L – Land, H/MD – Housing/medium density, HD – High density 2 Includes 100% of joint arrangements (Joint operation-JO and Joint venture-JV) and PDAs 43 BUSINESS REVIEW – AUSTRALIA
Port Coogee, North Coogee, Western Australia, Australia
Brookhaven, Bahrs Scrub, Queensland, Australia Cockburn Living, Cockburn Central, Western Australia, Australia
44 RESIDENTIAL – DEVELOPMENT PROJECTS (Cont'd)
Effective share as at Estimated Target Average Est. saleable Total 30 Sep 16 total no. % Sold @ competion selling area GDV Site1 (%) of units2 30 Sep 16 date price ($'M) ('M sq ft) ($'M) Campsie (Clemton Park Village, 50.0 40 95.0 2QFY16/17 0.7 0.0 29.2 Piazza) - H/MD, NSW Campsie (Clemton Park Village, 50.0 13 0.0 2QFY16/17 50.0 NA 50.0 Retail) - H/MD, NSW Chippendale (Central Park, 50.0 178 100.0 2QFY16/17 1.0 0.1 182.7 Connor) - HD, NSW Ryde (Putney Hill Stage 2, 100.0 131 97.7 2QFY16/17 0.9 0.1 118.2 Canopy) - H/MD, NSW Parkville (Parkside Parkville, 50.0 81 98.8 3QFY16/17 0.5 0.1 43.0 Flourish) - H/MD, VIC Coorparoo (Coorparoo Square, 50.0 96 99.0 3QFY16/17 0.5 0.1 51.1 Central Tower) - H/MD, QLD Coorparoo (Coorparoo Square, 50.0 155 96.8 3QFY16/17 0.6 0.1 89.7 North Tower) - H/MD, QLD Botany (Tailor's Walk, Building PDA 59 28.8 3QFY16/17 0.9 0.0 51.4 E) - H/MD, NSW Botany (Tailor's Walk, Building PDA 19 84.2 4QFY16/17 1.3 0.0 23.9 A) - H/MD, NSW Sunshine West (Callaway Park) - 50.0 666 99.8 1QFY17/18 0.4 NA 239.8 H/MD, VIC Parkville (Parkside Parkville, 50.0 172 94.2 1QFY17/18 0.6 0.1 95.5 Prosper) - H/MD, VIC Coorparoo (Coorparoo Square, 50.0 119 93.3 1QFY17/18 0.6 0.1 65.7 South Tower) - H/MD, QLD Carlton (Found) - H/MD, VIC 65.0 69 73.9 1QFY17/18 0.6 0.1 43.0 North Ryde (Centrale, Stage 1) 50.0 197 80.7 2QFY17/18 0.8 0.1 156.2 - H/MD, NSW Botany (Tailor's Walk, Building PDA 173 75.7 2QFY17/18 0.9 0.2 161.0 D) - H/MD, NSW Papamoa (Coast Papamoa 75.0 313 84.3 2QFY17/18 0.4 NA 110.5 Beach) - L3, NZ Hamilton (Hamilton Reach, 100.0 155 59.4 2QFY17/18 0.6 0.1 94.8 Riverlight East) - H/MD, VIC Hamilton (Hamilton Reach, 100.0 85 9.4 2QFY17/18 0.6 0.1 51.4 Riverlight North) - H/MD, VIC Wolli Creek (Discovery Point, 100.0 231 84.4 3QFY17/18 0.8 0.2 191.9 Marq) - HD, NSW North Ryde (Centrale, Stage 2) 50.0 186 69.4 3QFY17/18 0.8 0.1 152.4 - H/MD, NSW Ryde (Putney Hill Stage 2, Peak) 100.0 174 75.9 3QFY17/18 1.0 0.2 181.7 - H/MD, NSW Chippendale (Central Park, 50.0 313 73.5 3QFY17/18 1.2 0.2 377.2 Duo) - HD, NSW
Note: All references to units include apartments, houses and land lots. ANNUAL REPORT 2016 1 L – Land, H/MD – Housing/medium density, HD – High density 2 Includes 100% of joint arrangements (Joint operation-JO and Joint venture-JV) and PDAs 3 One retail plot of land at Clemton Park 45 BUSINESS REVIEW – AUSTRALIA
RESIDENTIAL – DEVELOPMENT PROJECTS (Cont'd)
Effective share as at Estimated Target Average Est. saleable Total 30 Sep 16 total no. % Sold @ competion selling area GDV Site1 (%) of units2 30 Sep 16 date price ($'M) ('M sq ft) ($'M) Chippendale (Central Park, 100.0 294 61.2 3QFY17/18 1.1 0.2 335.3 Wonderland) - HD, NSW North Coogee (Port Coogee 50.0 357 96.1 4QFY17/18 0.6 NA 223.8 JV1) - L3, WA Cranbourne West (Casiana 100.0 729 98.9 4QFY17/18 0.2 NA 162.8 Grove) - L3, VIC Wolli Creek (Discovery Point, 100.0 243 25.5 1QFY18/19 0.8 0.2 195.8 Icon) - HD, NSW Lidcombe (The Gallery) - 100.0 241 79.7 2QFY18/19 0.7 NA 172.1 H/MD, NSW Parkville (Parkside Parkville, 50.0 136 10.3 2QFY18/19 0.6 0.1 80.4 Embrace) - H/MD, VIC Greenvale (Greenvale Gardens) 100.0 657 91.9 4QFY18/19 0.3 NA 179.6 - L3, VIC Westmeadows (Valley Park) - PDA 209 57.9 4QFY18/19 0.4 NA 93.3 H/MD3, VIC Sunbury (Sunbury Fields) - PDA 391 47.1 4QFY18/19 0.2 NA 94.9 L3, VIC Park Ridge (The Rise) - L3, QLD 100.0 379 54.1 1QFY19/20 0.2 NA 67.7 Avondale Heights (Avondale) - PDA 135 33.3 1QFY19/20 0.6 NA 86.8 H, VIC Hope Island (Cova) - 100.0 543 64.3 2QFY19/20 0.4 NA 234.3 L/H/MD3, QLD Blacktown (Fairwater) - 100.0 922 32.8 2021 0.7 NA 685.8 L/H/MD3, NSW Point Cook (Life, Point Cook) - 50.0 587 30.5 2021 0.3 NA 205.3 L3, VIC North Coogee (Seaspray Island) 50.0 19 31.6 2022 2.1 NA 40.5 - L3, WA Baldivis (Baldivis Grove) - 100.0 373 14.2 2023 0.2 NA 77.2 L3, WA Yanchep (Jindowie) - L3, WA Mgt 1,168 26.4 2023 0.3 NA 293.4 rights Baldivis (Baldivis Parks) - 50.0 1,046 21.5 2025 0.2 NA 212.0 L3, WA Mandurah (Frasers Landing) - 75.0 623 25.2 2025 0.2 NA 124.2 L3, WA Shell Cove (The Waterfront) - 50.0 2,905 69.1 2026 0.3 NA 991.5 L3, NSW Clyde North (Berwick Waters) - 50.0/ 2,324 40.6 2026 0.3 NA 790.4 L3, VIC PDA North Coogee (Port Coogee) - 100.0 845 1.9 2027 0.8 NA 676.9 L3, WA Wallan (Wallara Waters) - L3, VIC 50.0 1,906 29.4 2027 0.2 NA 339.0 FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Note: All references to units include apartments, houses and land lots. 1 L – Land, H/MD – Housing/medium density, HD – High density 46 2 Includes 100% of joint arrangements (Joint operation-JO and Joint venture-JV) and PDAs Avondale, Avondale Heights, Victoria, Australia
RESIDENTIAL – LAND BANK
Effective share Estimated Estimated total as at total no. saleable area Total GDV Site1 30 Sep 16 (%) of units2 ('M sq ft) ($'M) Edmondson Park - H/MD, NSW 100.0 1,787 1.7 1,220.5 Bahrs Scrub (Brookhaven) - L, QLD 100.0 1,350 NA 291.0 Deebing Heights - L, QLD 100.0 962 NA 190.2 Burwood East (Burwood Brickworks) - H/MD, VIC 100.0 743 0.9 496.2 Hamilton (Hamilton Reach) - H/MD, QLD 100.0 501 0.7 540.7 Cockburn Central (Cockburn Living) - H/MD, WA 100.0 356 0.3 182.5 Parkville (Parkside Parkville) - H/MD, VIC 50.0 291 0.2 146.5 Botany (Tailor's Walk) - H/MD, NSW 100.0 186 0.2 164.6 Greenwood - HD/MD, WA PDA3 138 0.1 70.6 Carlton - H/MD, VIC 65.0 137 0.1 70.4 North Coogee (Port Coogee) - L, WA 50.0 33 NA 48.4 Queenstown (Broadview Rise) - L, NZ 75.0 30 NA NA Ryde (Putney Hill Stage 2) - H/MD, NSW 100.0 22 0.0 47.1 Chippendale (Central Park) - HD, NSW 100.0 7 0.0 NA Wolli Creek (Discovery Point) - HD, NSW 100.0 1 0.2 29.5 Warriewood - L, NSW 100.0 1 NA 7.6
Note: All references to units include apartments, houses and land lots ANNUAL REPORT 2016 1 L – Land, H/MD – Housing/medium-density, HD – High-density 2 Includes 100% of joint arrangements (Joint operation-JO and Joint venture-JV) and PDAs 3 PDA – Project development agreement 47 BUSINESS REVIEW – AUSTRALIA
COMMERCIAL & INDUSTRIAL Park (Survitec and Phoenix Transport) in Sydney and at Berrinba (National Tiles and Avery Dennison) in In the industrial market, demand remains strong across Brisbane. the eastern seaboard, with Sydney the strongest of the main industrial markets. In the office market, prime FPA continues to set industry benchmarks for grade office yields in Sydney and Melbourne remain efficiency in energy and water consumption in at historical lows driven largely by reduced stock levels industrial facilities. Our speculative facility at Lot 1 and continuing strong new leasing demand. Horsley Drive Business Park was the first industrial facility in Australia to achieve a 6 star Green Star FPA’s C&I development division delivered 11 facilities rating and our 30,618 sq m O-I Glass facility at Yatala in FY2015/16, comprising five facilities to third parties Central was the first industrial facility in Queensland to with a GDV of $183 million, and six facilities for FPA’s achieve a 6 star Green Star rating, representing World Investment Properties portfolio with an investment Leadership. value of $268 million. The committed forward workload at September 2016 is 187,000 sq m with a As low margin inventory is now progressively being total end-value of $365 million, and includes 12 assets. converted to high yielding investment assets, the C&I division made four acquisitions during the year, Leasing activity in FY2015/16 was steady with new comprising a total of approximately 48 hectares with leases to leading brands including Stanley Black & a projected yield of 203,000 sq m (or GLA). The C&I Decker, Baillieu Carpets, Nick Scali and O-I Glass division has been recapitalised to accelerate the committing to new facilities. The division’s speculative creation of new assets to assist in the generation of development programme continued, with leases increased passive earnings and deliver a growing secured for facilities developed at West Park Industrial asset base for FLT. Estate in Victoria (CEVA), The Horsley Drive Business
COMMERCIAL & INDUSTRIAL – DEVELOPMENT PROJECTS
Effective share Target as at Revenue to competion Total GDV Site 30 Sep 16 (%) go (%) Date ($'M) Development for Internal Pipeline Berrinba - Avery Dennison & Spec, QLD 100.0 23.0 1QFY16/17 25.4 Keysborough - Dana & Spec, VIC 100.0 100.0 1QFY16/17 31.9 Westpark/Truganina - CEVA Nissan, VIC 100.0 65.0 2QFY16/17 28.5 Yatala - OJI, QLD 100.0 100.0 3QFY16/17 34.6 WSPT - Nick Scali & Spec , NSW 100.0 100.0 3QFY16/17 29.8 WSPT - Royal Comfort Bedding & Spec, NSW 100.0 100.0 3QFY16/17 28.6 Yatala - Beaulieu Carpets, QLD 100.0 100.0 4QFY16/17 33.1 Berrinba - National Tiles & Spec 2, QLD 100.0 100.0 4QFY16/17 31.6 Keysborough - Stanley Black & Decker, VIC 100.0 100.0 1QFY17/18 27.8
Development for Third Party Sale Mulgrave - BMW1 & Spec, VIC 50.0 5.0 1QFY16/17 53.2 Rowville - Repco1, VIC 100.0 25.0 1QFY16/17 22.6 Keysborough - ARB, VIC 100.0 100.0 3QFY16/17 18.5 FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
Note: Profit on sold sites is recognised on percentage of completion basis 48 1 Sold site
Berrinba, Queensland, Australia
10 Reconciliation Rise, Premulwuy, New South Wales, Australia
COMMERCIAL & INDUSTRIAL – LAND BANK
Effective share Estimated total as at saleable area Total GDV Site 30 Sep 16 (%) Type ('M sq ft) ($'M) Truganina, VIC 100.0 Industrial 3.4 234.5 Keysborough, VIC 100.0 Industrial 2.4 163.1 Yatala, QLD 100.0 Industrial 2.1 140.3 Eastern Creek, NSW 100.0 Industrial 1.2 82.4 Chullora, NSW 100.0 Industrial 0.6 44.4 Horsley Park, NSW PDA1 Industrial 0.5 31.5 Edmondson Park, NSW 100.0 Retail 0.4 194.8 Derrimut, VIC 100.0 Industrial 0.4 25.8 Berrinba, QLD 100.0 Industrial 0.3 22.0 Eastern Creek, NSW 50.0 Industrial 0.3 21.9 Burwood East (Burwood Brickworks), VIC 100.0 Retail 0.3 103.1 Richlands, QLD 100.0 Industrial 0.2 16.4 Macquarie Park, NSW 50.0 Office 0.2 442.7 Gillman, SA 50.0 Industrial 0.2 11.1
Beverley, SA 100.0 Industrial 0.1 7.9 ANNUAL REPORT 2016
1 PDA: Project development agreement 49
BUSINESS REVIEW – AUSTRALIA
RETAIL
In late FY2014/15, a separate retail business unit was formed to concentrate on FPA’s growing retail portfolio of ‘town centre’-type assets that are complementary to our master-planned residential projects.
A highlight for the year was the opening and commencement of trading of Port Coogee Village Shopping Centre in Western Australia in June. With a NLA of 4,480 sq m, the centre comprises a Woolworths supermarket and 11 speciality shops, and adds needed retail amenity to FPA’s flagship Port Coogee development.
We also finalised a development agreement with the Western Sydney Parkland Trust for the development of 15 hectares of zoned retail land on an infill site at Eastern Creek in Sydney. This will allow for the immediate construction of 21,300 sq m of retail space with a further development stage subject to government approval. An artist's impression of Eastern Creek, Eastern Creek, NSW An artist's impression of Edmondson Park Town Centre, New South Wales, Australia
The current retail development pipeline consists of 79,931 sq m across six development projects with a GDV of approximately A$525 million. The portfolio includes town centres at Edmondson Park in Sydney and Burwood in Melbourne.
We delivered two retail assets to third parties with a GDV of $47 million.
During the year, the Retail division was also appointed asset manager of FPA’s Central Park shopping centre in Sydney by the joint owners FPA and Sekisui House. As new retail assets are completed and move into the operational phase, we will expand our asset management operations. FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Central Park Mall, Sydney, New South Wales, Australia
50 An artist's impression of Eastern Creek, Eastern Creek, NSW An artist's impression of Edmondson Park Town Centre, New South Wales, Australia ANNUAL REPORT 2016 Central Park Mall, Sydney, New South Wales, Australia
51 BUSINESS REVIEW – AUSTRALIA
INVESTMENT PROPERTIES
FPA’s investment portfolio consists of 19 income- earning assets valued at $1 billion at 30 September 2016. These are the remaining assets after the completion of FLT’s listing in June 2016. The portfolio comprises $300 million in industrial assets and $700 million in office assets. 77 Atlantic Drive, Keysborough, Victoria, Australia The IP portfolio continued to perform well with 91.1% occupancy. The weighted average lease expiry (WALE) of 3.3 years was affected by industrial leases with less than three years remaining that were not included in the initial FLT portfolio.
The IP division sold four office assets in FY2015/16 Frasers Logistics & Industrial Trust (FLT) for a total of $426 million as part of an ongoing asset FLT was successfully listed and commenced trading management programme. Twenty8 Freshwater Place, on the SGX-ST on 21 June 2016, completing the a 34,011 sq m Grade-A office tower in Melbourne Group’s stable of sector-specific real estate trusts. It co-owned with The GPT Group, sold for $290 million had an initial portfolio comprising 51 industrial and (FCL’s share: $145 million); 197–201 Coward Street in logistics properties acquired from FPA’s IP portfolio Mascot, Sydney, an office complex of 22,628 sq m for approximately $1.6 billion. It is the only developed by FPA in 2002, sold for $145 million; the Australia-centric industrial REIT listed on the SGX-ST. Satellite Corporate Park in Mulgrave, Melbourne, sold for $89 million; and Building 10 at 658 Church FLT exceeded the forecast for distributable income Street, Richmond, sold for $47 million. to unitholders by 2.3% for its maiden reporting period, from Listing Day on 20 June 2016 to The 2016 Global Real Estate Sustainability 30 September 2016. Its DPU for the period was Benchmark (GRESB) results placed FPA’s diversified 1.84 cents, 2.8% above forecast. industrial/office portfolio first in its non-listed peer group, and marked the fourth year of improvement in FPA’s IP division continues to provide property its GRESB rating. management services to FLT. FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
52 99 Sandstone Place, Parkinson, Brisbane, Queensland, Australia Lot 22 Eucalyptus Place, Eastern Creek, 32 Gibbon Road, Winston Hills, New South Wales, Australia New South Wales, Australia
FLT – INDUSTRIAL PORTFOLIO
Effective interest at Book value at 30 Sep 16 30 Sep 16 Lettable area Occupancy Property State (%) (A$'M) (sq ft) FY15/16 (%) FY14/15 (%) 18-34 Aylesbury Drive, Altona VIC 20.5 24.1 231,349 100.0 100.0 610-638 Heatherton Road, VIC 20.5 20.8 90,277 100.0 100.0 Clayton South 49-75 Pacific Drive, Keysborough VIC 20.5 29.5 270,852 100.0 100.0 115-121 South Centre Road, VIC 20.5 5.6 33,207 100.0 100.0 Melbourne Airport 96-106 Link Road, Melbourne VIC 20.5 24.9 200,198 100.0 100.0 Airport 17-23 Jets Court, Melbourne VIC 20.5 8.0 106,229 100.0 100.0 Airport 25-29 Jets Court, Melbourne VIC 20.5 11.1 167,314 100.0 100.0 Airport 28-32 Sky Road East, Melbourne VIC 20.5 9.5 130,092 100.0 100.0 Airport 38-52 Sky Road East, Melbourne VIC 20.5 27.5 497,626 100.0 100.0 Airport 2-46 Douglas Street, Port VIC 20.5 21.9 234,685 100.0 100.0 Melbourne 21-33 South Park Drive, VIC 20.5 24.3 237,947 100.0 100.0 Dandenong South 22-26 Bam Wine Court, VIC 20.5 22.9 189,509 100.0 100.0 Dandenong South 16-32 South Park Drive, VIC 20.5 13.9 137,014 100.0 100.0 Dandenong South 63-79 South Park Drive, VIC 20.5 15.6 150,296 100.0 100.0 Dandenong South 98-126 South Park Drive, VIC 20.5 35.0 302,057 100.0 100.0 Dandenong South 77 Atlantic Drive, Keysborough VIC 20.5 19.2 162,481 100.0 100.0 17 Pacific Drive and 170-172 VIC 20.5 35.8 322,960 100.0 100.0 Atlantic Drive, Keysborough 78 & 88 Atlantic Drive, VIC 20.5 17.3 145,259 100.0 100.0 Keysborough 150-168 Atlantic Drive, VIC 20.5 35.9 293,553 100.0 100.0 Keysborough
1-13 and 15-27 Sunline Drive, VIC 20.5 29.3 281,508 100.0 100.0 ANNUAL REPORT 2016 Truganina 468 Boundary Road, Derrimut VIC 20.5 24.8 266,213 100.0 100.0 53 BUSINESS REVIEW – AUSTRALIA
FLT – INDUSTRIAL PORTFOLIO (Cont'd)
Effective interest at Book value at 30 Sep 16 30 Sep 16 Lettable area Occupancy Property State (%) (A$'M) (sq ft) FY15/16 (%) FY14/15 (%) 42 Sunline Drive, Truganina VIC 20.5 16.7 157,540 100.0 100.0 2-22 Efficient Drive, Truganina VIC 20.5 42.0 412,634 100.0 100.0 211A Wellington Road, Mulgrave VIC 20.5 38.2 77,231 100.0 NA² 1 Doriemus Drive, Truganina VIC 20.5 84.9 802,406 100.0 NA² 111 Indian Drive, Keysborough VIC 20.5 32.6 233,146 100.0 NA² 4 Kangaroo Avenue, Eastern Creek¹ NSW 20.5 74.0 436,401 100.0 100.0 Lot 5 Kangaroo Avenue, Eastern NSW 20.5 38.5 248,775 100.0 100.0 Creek Lot 6 Kangaroo Avenue, Eastern NSW 20.5 64.0 445,636 100.0 100.0 Creek Lot 22 Eucalyptus Place, Eastern NSW 20.5 27.8 173,019 100.0 100.0 Creek 6 Reconciliation Rise, Pemulwuy NSW 20.5 32.9 206,861 100.0 100.0 8-8A Reconciliation Rise, NSW 20.5 36.7 242,306 100.0 100.0 Pemulwuy Lot 104 & 105 Springhill Road, NSW 20.5 26.3 975,866 100.0 100.0 Port Kembla 8 Distribution Place, Seven Hills NSW 20.5 23.3 132,600 100.0 100.0 10 Stanton Road, Seven Hills NSW 20.5 12.6 76,047 100.0 100.0 99 Station Road, Seven Hills NSW 20.5 17.0 115,949 100.0 100.0 80 Hartley Street, Smeaton NSW 20.5 64.0 659,623 100.0 100.0 Grange 32 Gibbon Road, Winston Hills NSW 20.5 39.0 178,950 100.0 100.0 10 Siltstone Place, Berrinba QLD 20.5 14.2 105,454 100.0 100.0 55-59 Boundary Road, Carole QLD 20.5 16.1 142,622 100.0 100.0 Park 57-71 Platinum Street, Crestmead QLD 20.5 29.6 207,733 100.0 100.0 51 Stradbroke Street, Heathwood QLD 20.5 23.6 160,554 100.0 100.0 30 Flint Street, Inala QLD 20.5 25.0 162,018 100.0 100.0 286 Queensport Road, QLD 20.5 36.5 231,758 100.0 100.0 North Murarrie 350 Earnshaw Road, Northgate QLD 20.5 53.8 331,302 100.0 100.0 99 Sandstone Place, Parkinson QLD 20.5 238.7 583,888 100.0 100.0 99 Shettleston Street, Rocklea QLD 20.5 22.6 163,461 100.0 100.0 Lot 1 Pearson Rd, Yatala QLD 20.5 37.0 329,569 100.0 NA² 5 Butler Boulevard, Adelaide SA 20.5 9.0 88,522 100.0 100.0 Airport 18-20 Butler Boulevard, Adelaide SA 20.5 7.8 75,250 100.0 100.0 Airport 20-22 Butler Boulevard, Adelaide SA 20.5 11.2 120,523 100.0 100.0 Airport Lot 102 Coghlan Road, Outer SA 20.5 7.2 71,322 100.0 100.0 Harbor 60 Paltridge Road, Perth Airport WA 20.5 18.2 216,817 52.6 52.6
Total Lettable Area 13,016,409 FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
¹ Comprises GLA of 15,918 sq m and additional GLA of 24,625 sq m which was completed in June 2016 54 2 Under construction as at 30 September 2015
Malmaison Cheltenham, UK
SINGAPOREHOSPITALITY
Fraser Place Tianjin, China Capri by Fraser, Ho Chi Minh City, Vietnam BUSINESS REVIEW
HOSPITALITY
Frasers Hospitality is an integrated serviced residence and hotel owner-operator with a footprint that spans Europe, the Middle East, Asia and Australia. Its business portfolio consists of serviced residences and hotels held by FHT as well as our non-REIT hospitality assets.
Revenue and PBIT from the hospitality segment rose by 39% and 9% year-on-year to $789 million and $135 million respectively. The increase in revenue and PBIT was largely driven by full year contributions from the Malmaison and Hotel du Vin (MHDV) group of 29 boutique hotels in the UK, Capri by Fraser, Brisbane, Australia and Capri by Fraser, Changi City, Singapore as well as contributions from newly launched properties Capri by Fraser, Frankfurt, Germany, and Capri by Fraser, Barcelona, Spain. Maiden contribution from FHT’s newly acquired Maritim Hotel Dresden in Germany, further boosted revenue and PBIT for Frasers Hospitality. The gains were partly offset by $16 million in mark-to-market losses on a cross-currency interest rate swap.
Looking ahead, there are some bright spots in the hospitality sector, as well as some challenging conditions in certain markets. Australia continues to show promise, particularly Sydney, where we have observed strong occupancy and room rate growth. In Singapore and China, the hospitality segment faces increased pressure from supply of new rooms. Over in Europe, the hospitality industry in the UK was affected by uncertainties caused by Brexit and in France, the impact of terrorist concerns continue to be felt. On the positive side, the weakened pound sterling should encourage more international tourists to visit the UK, while countries like Spain and Germany appear to be benefitting from the change in FY2015/16 choice of European destinations. Revenue for Hospitality $789
FRASERS CENTREPOINT LIMITED & SUBSIDIARIES million
Fraser Place Setiabudi, Jakarta, Indonesia 56 FRASERS HOSPITALITY
In FY2015/16, Frasers Hospitality commenced construction of Capri by Fraser, China Square Central, Singapore, which is slated for completion in 2018. A total of 18 new properties were also added to the portfolio during the year through acquisitions and management contracts and Memoranda of Understanding (MOUs).
A portfolio of four properties in the UK was acquired for a consideration of £36.1 million (approximately $76.3 million) in December 2015. This acquisition follows the purchase of the MHDV group in 2015, an upscale boutique hotel collection. These four properties will be rebranded under MHDV brands to capitalise on the strength of these brands. In line with the aim to grow the brands across key regional city centres in the UK, we also completed the acquisition of two greenfield projects in Stratford-upon-Avon and Aberdeen, and completed a master lease for Malmaison in York, bringing the total number of MHDV properties to 36.
Outside of the UK, Frasers Hospitality signed 12 MOUs and management contracts in FY2015/16. We expanded our market presence to over 80 cities with management contracts in four new cities - Malta, Changsha, Hainan and Tokyo. We also further entrenched our footprint in key cities that Frasers Hospitality currently operates in with management contracts for new properties in Kuala Lumpur, Nanjing, Bangkok and Hanoi.
During the financial year, Frasers Hospitality launched five properties – Fraser Suites Geneva, which is located within the renowned district of Rue de la Rotisserie; the stylish 192-unit Fraser Place Tianjin; Fraser Place Antasya, our second property in Istanbul; Fraser Place Setiabudi, our third property in the bustling city centre of Jakarta; and the green-inspired Modena by Fraser Bangkok.
In addition, as part of Frasers Hospitality’s exclusive partnership with renowned luxury car-maker, Mercedes- Benz, we launched Mercedes-Benz Living @ Fraser at Capri by Fraser, Changi City, Singapore on the heels of the launch last year at Fraser Suites Kensington London. Nine selected apartments were redesigned with the distinctive flair and sophistication of the top of the line Mercedes Benz S-class – from the shimmering Swarovski chandelier made up of 1,233 handcrafted crystals, to calf-leather sofas and definitive high-end Burmester sound systems.
Currently, Frasers Hospitality is managing over 15,000 serviced apartments and hotel rooms with over 8,400 units which
will be launched progressively over the next few years. It ANNUAL REPORT 2016 remains on track to achieve its target of 30,000 units under Fraser Place Setiabudi, Jakarta, Indonesia management by 2019. 57 BUSINESS REVIEW – HOSPITALITY
SERVICED RESIDENCES – PROPERTIES IN OPERATION
Owned Properties
Effective interest at Book value 30 Sep 16 No. of Occupancy Average daily rate at 30 Sep 16 Country Property (%) units FY15/16 (%) FY14/15 (%) FY15/16 FY14/15 ('M) Australia Fraser Suites Perth 100.0 236 86.8 89.0 A$295.9 A$314.9 A$115.5 Fraser Place Melbourne 100.0 112 88.0 89.7 A$145.8 A$142.3 A$31.3 Capri by Fraser, Brisbane 100.0 239 74.8 63.1 A$205.5 A$218.4 A$93.2 China Fraser Suites Beijing 100.0 357 84.6 87.4 RMB839.3 RMB834.6 RMB1,200.0 Indonesia Fraser Residence Sudirman Jakarta 100.0 108 84.8 82.4 US$132.6 US$141.5 US$34.3 UK Fraser Suites Kensington 100.0 70 75.8 75.7 £272.8 £253.7 £119.8 Philippines Fraser Place Manila 100.0 89 79.0 83.1 PHP6,914.7 PHP7,012.3 PHP1,587.0 Spain Capri by Fraser, Barcelona 100.0 97 83.0 68.1 €119.3 €101.4 €19.2 Singapore Capri by Fraser, Changi City 100.0 313 83.2 86.6 $258.9 $252.1 $203.4 Fraser Place Robertson Walk, Singapore 100.0 164 84.1 77.5 $339.8 $355.2 $210.0 Germany Capri by Fraser, Frankfurt 100.0 153 70.5 53.0 €135.2 €168.0 €34.5
Total no. 1,938
Properties under development
Estimated Book value Target Country Property Equity (%) no. of units ('M) opening Germany Capri by Fraser, Berlin 100.0 145 €31.81 3QFY2016/17 China Fraser Suites Dalian 100.0 259 RMB481.31 2QFY2017/18 Singapore Capri by Fraser, China Square 100.0 306 $152.62 3QFY2018/19
Total no. 710
1 Total acquisition cost 2 Total book value of the project as at 30 September 2016 FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
Mercedes-Benz Living @ Fraser, Capri by Fraser, Changi City, 58 Singapore Fraser Suites Dalian, China Managed Properties
Occupancy Country Property No. of units FY15/16 (%) FY14/15 (%) Bahrain Fraser Suites Seef Bahrain 90 73.5 80.0 Fraser Suites Diplomatic Area Bahrain 114 60.9 64.1 China Fraser Place Shekou Shenzhen 232 92.8 74.5 Fraser Residence Shanghai 324 87.8 87.4 Fraser Suites Top Glory, Shanghai 187 79.4 89.3 Fraser Residence CBD East, Beijing 223 76.3 79.4 Fraser Suites Nanjing 210 82.7 75.4 Modena by Fraser Shanghai Putuo 348 80.4 74.9 Fraser Suites Chengdu 360 60.7 65.1 Fraser Suites Suzhou 276 84.4 76.4 Modena by Fraser Jinjihu Suzhou 237 70.6 57.1 Fraser Suites Guangzhou 332 88.9 81.2 Modena by Fraser Wuxi New District 120 73.2 50.9 Modena by Fraser Zhuankou Wuhan 172 69.8 57.3 Fraser Place Tianjin 192 46.52 NA France Fraser Suites Harmonie, Paris 134 39.11 80.2 Fraser Suites Le Claridge, Paris 114 70.5 78.7 Hungary Fraser Residence Budapest 51 94.8 94.0 Indonesia Fraser Residence Menteng Jakarta 128 74.0 43.6 Fraser Place Setiabudi 151 48.22 NA India Fraser Suites New Delhi 92 68.7 66.1 Japan Fraser Residence Nankai Osaka 114 77.3 82.7 UK Fraser Residence Prince of Wales Terrace 18 78.3 79.1 Fraser Residence Bishopgate 26 83.1 94.3 Fraser Residence Blackfriars 12 78.7 79.2 Fraser Residence Monument 14 81.5 80.2 Fraser Residence City 22 83.7 81.3 Malaysia Fraser Place Kuala Lumpur 295 64.0 70.4 Capri by Fraser, Kuala Lumpur 240 75.2 72.0 Fraser Residence Kuala Lumpur 446 57.9 36.3 Qatar Fraser Suites Doha 138 62.9 75.3 Singapore Fraser Residence Orchard 72 73.6 72.3 South Korea Fraser Suites Insadong, Seoul 213 65.3 84.6 Fraser Place Central, Seoul 271 79.1 72.0 Fraser Place Nandaemum 252 76.6 72.5 Switzerland Fraser Suites Geneva 67 65.5 NA Thailand Fraser Suites Sukhumvit, Bangkok 163 84.0 83.5 Modena by Fraser, Bangkok 239 7.72 NA Turkey Fraser Place Anthill Istanbul 116 60.6 63.7 Fraser Place Antasya Istanbul 80 55.72 NA UAE Fraser Suites Dubai 180 61.4 72.1 Vietnam Fraser Suites Hanoi 185 88.2 94.6 Capri by Fraser, Ho Chi Minh City 175 74.8 63.7
Total no. (under management) 7,425 ANNUAL REPORT 2016
1 Currently undergoing renovation 2 New properties which commenced operation during the financial year 59 BUSINESS REVIEW – HOSPITALITY
Hotel du Vin Bristol, UK
Fraser Suites Top Glory, Shanghai, China
Malmaison Cheltenham, UK Malmaison Dundee, UK FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
60 MHDV Group of Hotels
Book value Effective interest Average daily rate at at 30 Sep 16 No. of Occupancy FY15/16 FY14/15 30 Sep 16 Country Property (%) units FY15/16 (%) FY14/15 (%) (£'M) (£'M) (£'M) UK Malmaison Aberdeen Master leased 79 69.3 81.7 96.9 126.1 0.0 UK Malmaison Belfast 100.0 64 87.2 91.1 96.3 90.6 7.4 UK Malmaison Birmingham Master leased 192 85.2 77.0 93.4 90.0 0.0 UK Malmaison Dundee Master leased 91 76.2 87.4 73.4 87.6 0.0 UK Malmaison Edinburgh 100.0 100 81.7 89.7 93.0 115.1 14.9 UK Malmaison Glasgow 100.0 72 79.4 89.7 92.9 96.2 10.5 UK Malmaison Leeds 100.0 100 81.9 83.1 92.6 89.8 14.2 UK Malmaison Liverpool 100.0 130 80.7 83.4 83.1 76.2 13.9 UK London Charterhouse Master leased 97 87.7 93.5 164.9 162.2 0.0 UK Malmaison Manchester Master leased 167 87.1 86.8 104.8 93.4 0.0 UK Malmaison Newcastle Master leased 122 85.0 90.1 96.2 95.1 0.0 UK Malmaison Oxford Master leased 95 88.6 95.5 164.8 179.3 0.0 UK Malmaison Reading 100.0 75 79.4 89.3 106.3 104.8 13.2 UK Malmaison Brighton Master leased 71 71.5 NA 103.7 NA 0.0 UK Malmaison Cheltenham 100.0 61 71.6 NA 120.5 NA 11.7 UK Hotel du Vin Birmingham 100.0 66 87.5 80.1 102.1 100.0 10.1 UK Hotel du Vin Brighton 100.0 49 87.2 93.3 145.8 164.3 18.5 UK Hotel du Vin Bristol 100.0 40 87.5 92.1 131.7 136.4 12.6 UK Hotel du Vin Cambridge 100.0 41 85.4 91.4 168.9 175.2 15.4 UK Hotel du Vin Cheltenham 100.0 49 82.4 85.1 114.6 106.9 9.0 UK Hotel du Vin Edinburgh 100.0 47 86.5 88.7 126.5 166.4 12.3 UK Hotel du Vin Glasgow 100.0 49 82.3 90.0 130.4 141.0 11.5 UK Hotel du Vin Harrogate 100.0 48 81.1 82.5 110.8 117.3 7.4 UK Hotel du Vin Henley 100.0 43 83.0 93.1 132.3 152.3 9.4 UK Hotel du Vin Newcastle 100.0 42 75.7 82.5 102.5 101.7 4.7 UK Hotel du Vin Poole 100.0 38 83.9 94.2 115.4 138.8 4.0 UK Hotel du Vin St Andrews 100.0 40 70.3 82.6 145.1 204.1 6.5 UK Hotel du Vin Tunbridge 100.0 34 84.0 82.4 124.1 128.4 9.1 Wells UK Hotel du Vin Wimbledon 100.0 48 77.5 79.9 141.7 172.4 17.4 UK Hotel du Vin Winchester 100.0 24 83.9 92.5 140.4 137.6 8.0 UK Hotel du Vin York 100.0 44 81.7 88.7 111.6 123.5 10.3 UK Hotel du Vin AVG Bristol 100.0 75 80.2 NA 88.9 NA 12.3 UK Hotel du Vin Exeter 100.0 59 80.6 NA 109.1 NA 10.4
Total no. of rooms (owned and leased) 2,352 ANNUAL REPORT 2016
61 BUSINESS REVIEW – HOSPITALITY
Frasers Hospitality Trust For FY2015/16, FHT’s gross revenue grew 17.1% year-on-year to $123.6 million while net property income rose 20.6% to $104.2 million. The higher gross revenue and net property income was attributed to the addition of Sofitel Sydney Wentworth and Maritim Hotel Dresden, and better performance of the remaining Sydney properties and ANA Crowne Plaza Kobe. These contributions helped to offset the weaker performance of Singapore and London properties.
Maritim Hotel Dresden, Germany Distributable income was $84.9 million, up 10.0% year-on-year. Excluding the effects of the rights FHT further grew its portfolio with a third-party acquisition. With the issue, FHT’s DPS would have been completion of the acquisition of Maritim Hotel Dresden in Germany 6.13 cents, a marginal drop of in June 2016, its portfolio comprised eight hotels and six serviced 1.1% compared to last year. apartments as at 30 September 2016.
HELD THROUGH FRASERS HOSPITALITY TRUST
FCL's effective Book value at interest at 30 Sep 161 Country Property 30 Sep 16 (%) No. of units ('M) Australia Fraser Suites Sydney 21.6 201 A$118.5 Novotel Rockford Darling Harbour 21.6 230 A$82.0 Sofitel Sydney Wentworth 21.6 436 A$262.5 Singapore InterContinental Singapore 21.6 406 $535.0 Fraser Suites Singapore 21.6 255 $305.0 United Kingdom Fraser Suites Glasgow 21.6 98 £9.8 Fraser Suites Edinburgh 21.6 75 £14.1 Fraser Suites Queens Gate London 21.6 105 £58.4 Best Western Cromwell London 21.6 85 £17.9 Park International London 21.6 171 £40.7 Fraser Place Canary Wharf London 21.6 108 £39.8 Japan ANA Crowne Plaza Kobe 21.6 593 ¥14,300.0 Malaysia The Westin Kuala Lumpur 21.6 443 RM410.0 Germany Maritim Hotel Dresden 21.6 328 €58.9
Total no. of rooms owned and managed 3,534
Total under Frasers Hospitality 15,2492 FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
1 Book value as reported by FHT. The Group adjusted the book value to reflect its freehold interest in the serviced apartments and hotels 62 2 Excluding properties under development Chengdu Logistics Hub, Chengdu, China INTERNATIONAL BUSINESS
Camberwell On The Green, London, United Kingdom BUSINESS REVIEW
INTERNATIONAL BUSINESS In FY2015/16, 21 units at completed phases in Suzhou Baitang were sold while the uncompleted Phases 3B and 3C1 saw sales of 462 units. Sales of Our International Business comprises FCL’s 1,195 units was achieved by Gemdale Megacity, with investments in China, the United Kingdom (UK), handover for Phase 3C in September 2016. Chengdu Vietnam, and Thailand. Logistics Hub sold 22 units; Phase 4 attained its TOP CHINA in August 2016.
Looking ahead, we have a land bank of over In China, revenue and PBIT decreased to $96 million 2,700 units, which should underpin contributions and $118 million, down 78% and 44%, respectively. from China for the next two to three years. The This was mainly due to the absence of the macro fundamentals for the housing market in China one-off gain from the divestment of a commercial continue to be favourable, providing a positive property, Crosspoint, in Beijing last year. A delay in backdrop for our residential developments in settlement of Phase 3C1 in Suzhou Baitang from the Shanghai and Suzhou. However, our logistics park in fourth quarter of FY2015/16 to the first quarter of Chengdu faces market challenges, with office rentals FY2016/17 also affected contributions. The decline in Chengdu continuing to decline due to oversupply was partially offset by the completion of Gemdale and stiff competition. Megacity Phase 3C in Songjiang.
DEVELOPMENT PROJECTS
Effective Ave. Est. interest at % selling saleable Target 30 Sep 16 No. of % Sold at Completion price area Land cost1 completion Project Location (%) units 30 Sep 16 at 30 Sep 16 (RMB psf) ('M sq ft) (RMB psf) date Baitang One Suzhou 100.0 542 100.0 100.0 1,265 0.7 236 Completed (P1B) Baitang One Suzhou 100.0 538 99.8 100.0 1,125 0.8 238 Completed (P2A) Baitang One Suzhou 100.0 360 98.6 100.0 1,435 0.8 237 Completed (P2B) Baitang One Suzhou 100.0 706 100.0 100.0 1,310 0.8 237 Completed (P3A) Chengdu Chengdu 80.0 163 82.8 100.0 805 0.7 26 Completed Logistics Hub (P2)3 Gemdale Shanghai 45.2 1,065 98.7 100.0 1,566 1.5 148 Completed MegaCity (P2A)2 Gemdale Shanghai 45.2 1,134 99.8 100.0 1,788 1.2 159 Completed MegaCity (P2B)2 Gemdale Shanghai 45.2 1,446 99.4 100.0 2,151 1.4 146 Completed MegaCity (P3C)2 Chengdu Chengdu 80.0 358 4.5 100.0 656 1.8 34 Completed Logistics Hub (P4)3 Baitang One Suzhou 100.0 706 99.7 87.5 1,833 0.8 238 1QFY16/17 (P3C1) Baitang One Suzhou 100.0 380 6.8 32.0 3,306 0.6 238 4QFY16/17 (P3B) Gemdale Shanghai 45.2 278 97.1 49.9 3,482 0.3 147 4QFY16/17 MegaCity (P3A)2 Gemdale Shanghai 45.2 575 97.7 66.6 2,470 0.6 147 4QFY16/17 MegaCity (P3B)2
1 FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Land cost includes land use tax 2 Gemdale MegaCity was accounted as an associate 3 Under Phase 1 of Chengdu Logistics Hub, we have an 80% interest in a warehouse which has a book value of $42.6 million with a net 64 lettable area of 507,468 sq ft Baitang One, Suzhou, China
LAND BANK
Effective Est.saleable interest at Est. no. area Land cost1 Site Location 30 Sep 16 (%) of units ('M sq ft) (RMB psf) Baitang One (3C2) Suzhou 100.0 377 0.5 238 Gemdale Megacity (P4-6)2 Shanghai 45.2 2,192 2.8 200 Residential sub-total 2,569 3.3 Chengdu Logistic Park (P2A) Chengdu 80.0 179 1.0 29 Commercial sub-total 179 1.0
Total 2,748 4.3
1 Land cost includes land use tax ANNUAL REPORT 2016 2 Gemdale MegaCity was accounted as an associate
65 BUSINESS REVIEW – INTERNATIONAL BUSINESS
UNITED KINGDOM The uncertainty surrounding Brexit has created some turbulence across all sectors. In the residential In the UK, revenue and PBIT increased to market, prime Central London pricing is under $147 million and $47 million, respectively, mainly pressure although overseas investors are returning to attributable to sales and profit contribution from the market to take advantage of the weaker pound. Blk 5C of Riverside Quarter as completed units were delivered.
In FY2015/16, sales of about 90 units were achieved while 116 units were settled. Over at Riverside Quarter, sales of ground floor commercial space as well as of latest addition, Five Eastfields, contributed to the units sold. Completed in March 2016 and comprising 99 private apartments, Five Eastfields achieved £61 million in sales during the year.
Seven Eastfields, Camberwell on the Green in southeast London and Sky Gardens, in the Nine Elms, Vauxhall regeneration zone, are expected to be completed in the coming financial year.
On the acquisitions front, we purchased Central House in Aldgate East, a 100,000-sq-ft building currently occupied by London Metropolitan University, for £50 million. Planning is now being sought for a 300,000-sq-ft mixed-use development for commercial and hotel use. 5 Riverside at Riverside Quarter, London, UK
DEVELOPMENT PROJECTS
Effective Est. interest at % Ave. selling saleable Land Target 30 Sep 16 No. of % Sold at Completion price2 area cost completion Project Location (%) units1 30 Sep 16 at 30 Sep 16 (£ psf) ('M sq ft) (£ psf) date 5 Riverside Quarter London 80.0 149 80.0 100.0 949.0 0.1 150 Completed 7 Riverside Quarter London 80.0 87 41.0 90.0 1,013.0 0.1 68 1QFY16/17 Camberwell on the Green London 80.0 101 47.0 75.0 745.0 0.1 51 1QFY16/17 Vauxhall Sky Gardens London 80.0 237 100.0 70.0 923.0 0.2 62 2QFY16/17
LAND BANK
Effective Est.saleable interest at Est. no. area Land cost Site Location 30 Sep 16 (%) of units1 ('M sq ft) (£ psf) Riverside Quarter Phase 9 (consented scheme) London 80.0 133 0.1 73 Central House (commercial mixed London 100.0 NA 0.2 to 0.33 211 development) FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 1 Includes affordable units 2 Price relates to the private residential units 66 3 Subject to planning approval VIETNAM
In June 2016, FCL entered into a conditional agreement to acquire a 70% stake for approximately $21 million in a joint venture with An Duong Thai Dien Real Estate Trading Investment Joint Stock Company and other local partners. The joint venture will develop a residential-cum-commercial project on a one-hectare prime site in the Thao Dien Ward of Ho Chi Minh City. The site will be served by the city’s first metro line scheduled to be completed in 2020.
FCL also has a 75% interest in Me Linh Point, a 22-storey retail/office building in District 1, Ho Chi Minh City.
OFFICE PORTFOLIO
Effective interest at Book value at Net lettable 30 Sep 16 30 Sep 16 area Occupancy Property (%) (US$'M) (sq ft) FY15/16 (%) FY14/15 (%) Me Linh Point Tower 75.0 40.5 188,250 98.7 100.0
THAILAND
In Thailand, the Group acquired a 35.6% stake in Golden Land Property Development Public Company Limited (Golden Land) for $231 million in FY2015/16. Listed on the Stock Exchange of Thailand, Golden Land is one of Thailand’s leading real estate developers engaged in landed residential and integrated mixed-use commercial property development. The investment in Golden Land is in line with the Group’s strategy to grow income from overseas and recurring sources. Golden Land posted 9-month net profit of THB 930 million as at 30 September 2016, and contributed $15 million PBIT to the Group in FY2015/16. ANNUAL REPORT 2016
67 INVESTOR RELATIONS
OVERVIEW The website serves as a resource centre from which the public can access information about FCL’s investor relations (IR) team is focused on FCL. In addition to the aforementioned resources, proactively engaging the financial community and the website also contains fact sheets about FCL, the media to generate awareness and understanding and provides more insights into our business and of FCL’s business model, competitive strengths, properties. growth strategy, and investment merits; as well as garner feedback for consideration. In addition, over the course of the year, FCL participated in 254 meetings with analysts and The senior management and IR team regularly institutional investors to facilitate understanding engage these stakeholders through multiple of our developments and growth plans. We also platforms. These include one-on-one meetings, organised a property tour for analysts to visit results calls and briefings, post-results luncheons, properties in Bangkok owned by the Group’s non-deal roadshows (NDRs), and conferences. 35.6%-held associate, Golden Land. The site visit, During the financial year, we attended NDRs and which included a briefing by the CEO and CFO of conferences in Bangkok, Hong Kong, Kuala Lumpur, Golden Land, helped analysts better understand London, Seoul, Sydney, Tokyo, the USA, and Zurich. Golden Land’s business and prospects.
PROACTIVE AND REGULAR ENGAGEMENT COMMITTED TO STRATEGIC GROWTH AND CORPORATE TRANSPARENCY As part of our ongoing regular updates on our business, we announce our financial performance For the third consecutive year, FCL was recognised on SGXNET every quarter, along with a press for its deep commitment to uphold high standards release and presentation. We also host quarterly of corporate governance. FCL won the runner-up conference calls, during which members of our senior title for the Most Transparent Company Award management team present highlights of our financial (Real Estate Category) at the 2016 Investors’ Choice results and answer questions posed by analysts Awards organised by the Securities Investors and institutional investors. We also host in-person Association (Singapore) (SIAS). briefings of our half-year and full-year results, which are attended by analysts, institutional investors, and Our award win serves as strong motivation as the media. A concurrent dial-in facility is also offered we strive towards further excellence in corporate for those who wish to attend the briefing, but are leadership and governance. unable to do so in person. For enquiries on FCL, please contact: All the materials related to FCL’s quarterly announcements of our financial performance, as well Ms Gerry Wong as webcasts of the FY2015/16 half-year and full-year Head, Group Communications results presentations, are publicly available via FCL’s Tel: (65) 6276 4882 corporate website (www.fraserscentrepoint.com). Email: [email protected] FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
68 FCL’S CLOSING PRICE AND TRADING VOLUME IN FY2015/16
FCL SP Equity - Last Price 1.490 High on 11/26/15 1.720 Average 1.595 Low on 09/21/16 1.470
FCL SP Equity - Last Price 0.261M M High on 11/26/15 12.048M Average 0.265M M Low on 04/21/16 12600
OCT 15 NOV 15 DEC 15 JAN 16 FEB 16 MAR 16 APR 16 MAY 16 JUN 16 JUL 16 AUG 16 SEP 16
BROKERAGES COVERING FCL (As of 30 September 2016)
1 2 3 4 5 6 7 8 Bank of CIMB CLSA Daiwa DBS Bank HSBC JP Morgan Macquarie America- Research Capital Securities Merrill Lynch Markets Group
FY2015/16 INVESTOR RELATIONS CALENDAR
2015 2016 NOV JAN FEB MAR • Release of FY2014/15 • DBS Pulse of Asia • Release of 1Q • Citi Global Property results Conference FY2015/16 results CEO Conference in the • Investor meetings in • Annual General Meeting • Investor meetings in USA Singapore and Hong Singapore and • Investor meetings in the Kong Kuala Lumpur USA • Morgan Stanley • Investor meetings in 14th Annual Asia Pacific Bangkok Summit APR MAY JUN • Credit Suisse 19th • Release of 2Q • Investor meetings in Annual Asian Investment FY2014/15 results Sydney, London and Conference in • Investor meetings in Zurich Hong Kong Singapore • dbAccess Asia Conference 2016 JUL AUG SEP • Investor meetings in • Release of 3Q • Investor meetings in Singapore and FY2014/15 results Hong Kong Hong Kong • Investor meetings in • UBS Singapore Singapore Corporate Day in ANNUAL REPORT 2016 • Investor meetings in Hong Kong Tokyo and Seoul 69 TREASURY HIGHLIGHTS
The Group manages its financial structure prudently The Group maintains an active relationship with a to ensure that it will be able to access adequate network of more than 25 banks globally, located capital at favourable terms. Our main business in various countries where the Group operates. segments, Residential, Commercial (retail, office, Our principal bankers include Australia and New business space and mixed-use developments), Zealand Banking Group Limited, Bank of China Hospitality and the Asset Management of the four Limited, DBS Bank Ltd., Malayan Banking Berhad, REITs generate cash flows for the Group in Singapore Oversea-Chinese Banking Corporation Limited, and over 80 cities around the world. Management Standard Chartered Bank, Sumitomo Mitsui Banking monitors the Group’s cash flow position, debt Corporation, The Bank of Tokyo-Mitsubishi UFJ, maturity profile, funding cost, interest rate and Limited and United Overseas Bank Limited. foreign exchange exposures and overall liquidity position on a continuous basis. To ensure that the The Group continues to adopt the philosophy of Group has adequate overall liquidity to finance its engaging the banks as our core business partners operations and investment requirements, the Group and continues to receive very strong support from maintains available banking facilities with a large our relationship banks across all segments of the number of banks globally. Group’s businesses. All banking relationships for the entire Group are maintained by Group Treasury in The Group also taps the debt capital markets Singapore. through its Medium Term Notes (MTN) programmes. In FY2015/16, FCL Treasury raised $250 million DEBT CAPITAL MARKETS 10-year bonds and US$200 million five-year bonds. The REITs raised $100 million of perpetual securities The Group has various MTN programmes in place to (FHT), $100 million five-year bonds (FCOT) and tap the debt capital market. FCL Treasury Pte Ltd has $50 million five-year bonds (FCT). an updated $3 billion (issued: $2,148 million) MTN programme. Our sponsored REITs, FCT, FCOT and In FY2015/16, the Group improved its capital position FHT, each have their respective MTN programmes: (net worth increased 11% to $11,843 million) and its FCT: $1 billion (issued: $270 million); FCOT: $1 billion cash balance (increased 58% to $2,169 million). The (issued: $100 million); and FHT: $1 billion (issued: capital position was improved due to contributions $100 million). from non-controlling interests relating to FLT's listing, the issuance of Perpetual Securities by FHT in 2016 DEBT MATURITY PROFILE – and retained earnings for the year. Net Group FCL GROUP WITH REITS ($’M) Borrowings had decreased from $8.9 billion to $7.6 billion mainly due to the repayment of Frasers 2,542 Property Australia’s loans with proceeds from the 2,426 listing of FLT. The increased cash balance is due to
cash collection from the strong pipeline of 1,470 pre-sold development projects in Singapore, China, 1,291 1,051 1,016 UK and Australia, stable cash flow generated from investment properties and the monetisation of assets through assets sales and the injection of industrial and logistics properties into FLT. < 1 yr 1 to 2 yrs 2 to 3 yrs 3 to 4 yrs 4 to 5 yrs > 5 yrs SOURCE OF FUNDING
Besides cash flow from our businesses, the Group also relies on the debt capital markets, equity capital markets and syndicated and bilateral banking facilities for its funding. As at 30 September 2016, the Group has over $2 billion in unutilised banking facilities that may be used to meet the funding
FRASERS CENTREPOINT LIMITED & SUBSIDIARIES requirements of the Group.
70 INTEREST RATE PROFILE AND DERIVATIVES FOREIGN EXCHANGE RISKS AND DERIVATIVES
The Group manages its interest cost by maintaining The Group has exposure to foreign exchange risk a prudent mix of fixed and floating rate borrowings. as a result of transactions denominated in foreign On a portfolio basis, 86% of the Group’s borrowings currencies, arising from normal development and are in fixed rates (including floating rate borrowings investment activities. Where exposures are certain, that have been fixed with interest rate swaps). it is the Group’s policy to hedge these risks as they The average tenor of the loans is 3 years as at arise. The Group uses foreign currency forward 30 September 2016. The floating rate loan portfolio contracts and certain currency derivatives to manage allows the Group to maintain a flexible maturity these foreign exchange risks. profile to support divestments and cash inflows from sales of development property in order that debt can The Group does not engage in trading of foreign be reduced quickly. exchange and foreign exchange derivatives. The Group uses foreign exchange contracts and In managing the interest rate profile, the Group derivatives solely for hedging actual underlying takes into account the interest rate outlook, foreign exchange requirements in accordance with expected cash flow generated from its business hedging limits set by the Audit Committee and the operations, holding period of long-term investments Board under the Group's Treasury Policy. These and any acquisition and divestments plans. policies are reviewed regularly by the Audit and Executive Committees to ensure that the Group’s The Group makes use of interest rate derivatives policies and guidelines are in line with the Group’s for the purpose of hedging interest rate risks and foreign exchange risk management objectives. managing its portfolio of fixed and floating rate borrowings. The Group does not engage in trading The Group’s foreign exchange contracts and in interest rate derivatives. The Group’s total interest derivatives and the mark-to-market values as at rate derivatives and the mark-to-market values as 30 September 2016 are disclosed in the financial at 30 September 2016 are disclosed in the financial statement in Note 21. statement in Note 21.
GEARING AND INTEREST COVER
The Group aims to keep the Group’s net gearing to equity ratio between 80% and 100%. As at 30 September 2016, this ratio was 64%. Net interest expense for the year amounted to $181 million, which includes $39 million that was capitalised as part of Properties Under Development. The net interest cover1 over profit before interest and taxation was at 7 times. ANNUAL REPORT 2016
1 Net Interest in the profit statement excluding mark to market adjustments on interest rate derivatives and capitalised interest 71 Community Chest and Frasers Centrepoint Malls launched Play It Forward with the Last Bucket of Balls SUSTAINABILITY REPORT
First aid training at Fraser Place Manila Vertical greenery at One Central Park, Sydney, Australia “Sustainability is core to everything we do at FCL. From our mission to create value through space for today and tomorrow, to our commitment to maintain a high standard of corporate governance, environmental and social practices, to FCL’s strategic objective CONTENTS that is centred on delivering sustainable earnings. We are honoured that the
Group has received numerous awards 74 GROWING SUSTAINABILITY AT FCL recognising our efforts and achievements 76 KEY HIGHLIGHTS on this front. We will constantly look 78 ABOUT THIS REPORT 79 WHAT’S IMPORTANT TO US at ways to do even better as we keep 88 MANAGING SUSTAINABILITY our sights firmly on our vision to be the 90 GOVERNANCE real estate company of choice for our 93 ENVIRONMENT stakeholders.” 101 PEOPLE 121 INNOVATION
125 GRI CONTENT INDEX (G4 CORE) Panote Sirivadhanabhakdi Group CEO & Chairman of FCL Sustainability Steering Committee GROWING SUSTAINABILITY AT FCL
In this report, our second, we demonstrate how our sustainability drive continues to be embedded within our strategy, and how we support sustainability in our business activities, our sector, and the local and global communities.
At FCL, we are bound by a common objective across our diverse geographic footprint – REAL PLACES to develop real places for real people. We aim to deliver value FOR to our stakeholders and the communities we serve. This is a REAL PEOPLE promise we take seriously.
FCL became a Founding Member FCL received our first Green Mark FCL launched our first Green Mark of the Singapore Green Building award for retail mall and office residential project, a year after Council building BCA launched the Green Mark • Causeway Point – Platinum Scheme Central Park in Perth achieved • Bedok Point – Gold • The Azure – Gold carbon neutrality • Alexandra Point – Gold
2006 2009 2011 FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
74 The Azure, Singapore Causeway Point, Singapore Bedok Point, Singapore One Central Park, Sydney, Australia Our sustainability journey began long before the publication of our inaugural sustainability report last year. We have come a long way, from our first Building and Construction Authority (BCA) Green Mark building award in 2006, to publishing our first sustainability report last year and being recognised for transparency at the Securities Investors Association Singapore (SIAS) Investors’ Choice Awards for the third year running, and we continue to grow in our sustainability practices. More recently, FCL has been FCL was ranked among the ranked among the Top 10 Top 10 brands in Singapore by Singapore Brands by Brand Brand Finance Finance with a brand value Published our first sustainability of $1 billion. report in accordance with the FCL became a signatory to the Global Reporting Initiative (GRI) United Nation Global Compact (G4 Core) guidelines FCL piloted Building Information Alexandra Point, Capri by Fraser Modelling-Virtual Design and OHSAS 18001:2007 certification Changi City, Singapore and Construction (BIM-VDC) on a attained for all Singapore office Causeway Point in Singapore mixed-development in Singapore properties were named among the Top 10 energy efficient buildings in their FCL dedicated August as Frasers Hospitality (FH) dedicated respective categories by BCA Frasers Health & Safety Month March as Frasers Environment Month The Ponds Shopping Centre in FPA topped the Global Real Estate Sydney became the first retail Sustainability Benchmark (GRESB) One Central Park in Sydney project to achieve 6 Star Green 2016 in the global diversified was awarded winner of the Star rating by the Green Building office/industrial/non-listed funds International Green Infrastructure Council of Australia category Award by the World Green Infrastructure Congress, and Best Frasers Property Australia (FPA) FH launched 'Just One' hotel Tall Building (Asia & Australia) by achieved the first Green Star programme with World Wide the Council of Tall Buildings and Performance portfolio certification Fund for Nature (WWF) – Earth Urban Habitat in Australia Hour to raise $3 million by 2020
2014 2015 2016 ANNUAL REPORT 2016
The Azure, Singapore Causeway Point, Singapore Bedok Point, Singapore One Central Park, Sydney, Australia 75 GROWING KEY SUSTAINABILITY AT FCL HIGHLIGHTS
In February this year, we became a signatory to Became a signatory to the the United Nations Global Compact (UNGC). We joined more than 9,000 companies and 3,000 United non-business organisations in an innovative and collaborative worldwide movement to shape a Nations Global sustainable future for the global business community Compact through promoting responsible business practices that will benefit both businesses and the society. In addition, (UNGC) we have joined Global Compact Network Singapore, the local chapter of the UNGC, as a Gold Member.
We support the Sustainable Development Goals (SDGs) adopted by countries of the United Nations, which came into effect on 1 January 2016. We are reviewing our commitments against the 17 SDGs and GOVERNANCE will focus on specific goals where, given our business, we feel we can maximise our impact on a global scale. We believe that there is strong interconnectedness Most Transparent Company, between our business practices, the community and society. We are confident of delivering value to our Real Estate Category, stakeholders in the long term, with our success rests Runner-Up at SIAS 17th on the integration of business and societal needs. Investors’ Choice Awards 2016 Our commitment to global and national agendas is crystallised through our business processes and activities. During the year, we set up new sustainability sub-committees for Environment, Health & Safety and Innovation to enable a more structured driving force of Extended coverage of sustainability initiatives. We have also implemented Environment, Health & Safety EHS ISO 14001 across some of our business units to enhance policy and management our environmental performance through the systematic systems aligned with management of our environmental responsibilities. In ISO 14001 and OHSAS 18001 addition, we expanded the coverage of OHSAS 18001 to our key operations and Health & Safety Management System to a wider scope corporate office of operations, and put in place policies, procedures and controls to achieve the best possible working conditions and to promote workplace health and safety.
Our performance indicators provide us with a focus for Established sustainability sub- measuring and reporting sustainability and compliance. committees for Environment, Unless otherwise stated, performance indicators Health & Safety, and are for FY2015/16. Our report is guided by the GRI Innovation (G4 Core) guidelines and indicators, in line with the material issues we need to address.
WE WELCOME YOUR FEEDBACK AND SUGGESTIONS [G4-31]
We seek to continuously improve our sustainability performance and your feedback is vital to us in achieving our aims. Please write to:
Dr Pang Chin Hong
FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Assistant General Manager, Corporate Planning & Chairman, Sustainability Working Committee 76 Frasers Centrepoint Limited Email: [email protected] FPA topped globally in Global Real Ranked Estate Sustainability No.9 Benchmark (GRESB) on Brand Finance’s assessment for diversified office/ Singapore Top 100 industrial/non-listed category Brands 2016
ENVIRONMENT PEOPLE
Ranked among the Top 10 Hospitality unit launched Energy Efficient Buildings in 'Just One' hotels programme Singapore 2016 with WWF-Earth Hour • Alexandra Point (Private Office category) • Causeway Point (Retail Mall category) Organised inaugural Frasers • Capri by Fraser, Changi Health & Safety Month in City, Singapore (Hotel August 2016 category)
Zero workplace fatalities The first Green Star 0% Performance portfolio in Australia
Achieved training target of 40 hours per employee Launched Brickworks Living Building Challenge design competition in Australia to create the world’s most 400 days of community sustainable retail centre service volunteered by our staff
Reduction of • 5% year-on-year in building energy intensity • 2% year-on-year in building water intensity ANNUAL REPORT 2016
77 ABOUT THIS REPORT [G4-17]
This sustainability report shares detailed information Data disclosed in this report relates to the above about our material issues, and our societal and scope, unless otherwise stated, for assets that we environmental impacts from 1 October 2015 to own and/or manage, over which we have operational 30 September 2016 (FY2015/16). It follows on from control. We have included health and safety data our first sustainability report, which covered the of our principal contractors' employees working at period from 1 October 2014 to 30 September 2015 our Singapore development sites, as we see this (FY2014/15). This sustainability report, together with as an area where we have significant influence. For the rest of the Annual Report, will play an integral data on our workforce, our report covers our global role in promoting communication and transparent operations. reporting to our stakeholders. We continue to prepare this report with reference to In arriving at this report, we have included our key the GRI (G4 Core) requirements and its Construction business divisions1 and our listed REITs, except and Real Estate Sector supplements. We intend to Frasers Logistics & Industrial Trust (FLT), which was seek external assurance on our sustainability report in listed on the SGX-ST in June 2016. Our significant the future. locations of operation, Singapore, Australia and China, are included in this report. For FY2016/17, in addition to the above, we shall expand the report scope to include FLT.
GRI Principles How FCL demonstrates this Stakeholder inclusiveness We engage and communicate with our stakeholders on an ongoing basis and use our interactions to share knowledge.
Sustainability context We consider the various sustainability issues in a local context, whilst maintaining a global perspective. We regularly refer to national and global agendas, such as the Sustainable Singapore Blueprint and the SDGs, to keep our sustainability activities relevant.
Materiality Please refer to our materiality process on page 79.
Completeness In setting the boundaries of our report, we endeavour to include all relevant factors, locations and operations where we have control and influence over the 10 identified material issues.
Balance We believe honesty and transparency generate trust and respect; we have report- ed on all relevant aspects of our performance and kept our report balanced.
Comparability We benchmark ourselves against our peers’ reports when considering what is material to us and when making our disclosures in order to stay in line with the rest of the industry.
Accuracy and reliability To ensure accuracy of data, we have a number of checks and controls in place. We verify hard data with various sources and benchmark this data against peers and/or external data of similar nature to ensure comparability.
Timeliness We report annually within four months of the end of our financial year and our data refers to the same time period as our Annual Report.
Clarity We aim to disclose clearly and have added notes, explanations and descriptions to our data in order to assist our readers to quickly understand the information they are reading. FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
1 Singapore, Frasers Hospitality, Frasers Property Australia, Frasers Property China, Frasers Centrepoint Asset Management Ltd, Frasers 78 Centrepoint Asset Management (Commercial) Ltd, Frasers Hospitality Asset Management Pte. Ltd. WHAT’S IMPORTANT TO US [G4-18, G4-19]
For purposes of reporting, we reviewed the materiality assessment to determine environmental, social and governance issues relevant to our business and our stakeholders. The assessment was based on the international standards for materiality, GRI and AA1000 principles, as well as the application of sector-specific guidance from the GRESB and the GRI G4 Construction & Real Estate Sector supplements. From the materiality assessment, we have identified our top 10 material issues in the following categories:
ECONOMIC 1 Economic and financial PERFORMANCE contribution to our business and our stakeholders (refer to Financial Highlights on page 11, Business Review on pages 30-67 and Financial Statements on pages 166-303)
Workplace safety at construction site
GOVERNANCE 2 Anti-corruption
3 Ethical marketing
ENVIRONMENT 4 Energy use/climate change
5 Environmental compliance
6 Water use/ conservation
PEOPLE 7 Health and safety
8 Labour/management relations
9 Staff retention and development
10 Local communities Bags of donated groceries were distributed to those in need during YewTee Point’s Care and Share Event
79 WHAT’S IMPORTANT TO US [G4-18, G4-19]
WHAT THE SDGS MEAN TO US
As a signatory to the UNGC, we are supportive of the United Nations' adoption of the 2030 Agenda for Sustainable Development, along with the 17 SDGs. We have reviewed the SDGs against our material issues and business operations for relevance and alignment. Seven of these are goals we can contribute meaningfully to as an organisation.
SDGs Material issue How FCL addresses this goal
Goal 3: Health & Safety We prioritise a healthy and safe work environment for staff Good health and wellbeing across our value chain • Consideration of safety in all phases of our business activities, from design to construction and operations • Implementation of sound workplace safety policy and management system standards throughout our key operations • Organisation of year-round wellness and health-related Ensure healthy lives and programmes for staff and provision of welfare schemes promote well-being for all at • Implementation of the Building Occupants Survey all ages. System Australia for FPA’s corporate offices, undertaking Health & Wellbeing strategies in our communities and achieving National Australian Built Environment Rating System (NABERS) Indoor Environment ratings
Goal 7: Energy use/ We target to reduce energy intensity by 15% by FY2024/25 Affordable and clean energy Climate change from baseline of FY2014/15 • Monitoring of energy consumption (an indirect greenhouse gas emission) of our business activities and introduction of measures to reduce our carbon footprint • Constant upgrading of older equipment and carrying out asset enhancement initiatives (AEI) on our buildings to ensure that our facilities are energy efficient and sustainable Ensure access to affordable, • Working to achieve green building status such as the reliable, sustainable and BCA Green Mark award and Australia’s Green Star rating modern energy for all. • Installation of 1.58 MWh of solar photovoltaic cells across seven buildings in Australia • Purchase of GreenPower, a scheme to displace electricity usage with certified renewable energy, for nine of our buildings in Australia
Goal 8: • Economic We are a signatory to the Tripartite Alliance for Fair and Decent work and economic & Financial Progressive Employment Practices (TAFEP) in Singapore growth contribution • Recruitment and selection of employees on the basis • Labour/ of merit; rewards are given fairly based on their ability, Management performance, contribution and experience relations • Provision of equal training and development opportunity for staff based on strengths and need • Provision of student internships to nurture future talents for the industry Promote sustained, inclusive and sustainable economic growth, FRASERS CENTREPOINT LIMITED & SUBSIDIARIES full and productive employment and decent work for all. 80 SDGs Material issue How FCL addresses this goal
Goal 9: Economic We constantly strive to explore innovative ways to achieve Industry, Innovation and & Financial greater efficiencies and enhance the experience of users Infrastructure contribution • Piloting of BIM-VDC in the development of Northpoint City, which is the first mixed-development in Singapore to use this method • Launching of the Brickworks Living Building Challenge in Australia, a future-focused design competition to conceptualise a retail centre with rigorous green building performance standards Build resilient infrastructure, promote inclusive and sustainable industrialisation and foster innovation.
Goal 10: Labour/ We adhere to the TAFEP agreement in Singapore, which Reduced inequalities Management includes the pledge to reward employees fairly based on relations their ability, performance, contribution and experience • No discrimination based on age, race, gender • Achievement of an almost gender-balanced workforce with a gender split of 53% male and 47% female this year
Reduce inequality within and among countries.
Goal 11: • Energy use/ We adhere strictly to development plans in our countries of Sustainable cities and Climate change operation and support building sustainability initiatives, such communities • Water use/ as energy and water efficiency and waste management conservation • Creation of liveable and vibrant spaces that are integrated with nature and socially inclusive through Universal Design practices
Make cities and human settlements inclusive, safe, resilient and sustainable.
Goal 17: • Economic We demonstrate our commitment to global environmental Partnership for the goals & Financial sustainability through partnerships and affiliations with contribution international organisations and industry bodies • Local • Signing on to the UNGC in February 2016 communities • Launching of 'Just One' hotels programme with WWF-Earth Hour by the Hospitality unit • Participation as a founding member of Better Buildings Partnership in Australia, delivering a range Strengthen the means of of sustainability projects and demonstrating green implementation and revitalise leadership and sustainable innovation with leading the global partnership for commercial landlords in Sydney sustainable development. ANNUAL REPORT 2016
81 WHAT’S IMPORTANT TO US [G4-18, G4-19]
SUSTAINABILITY ACROSS OUR REAL ESTATE VALUE CHAIN [G4-12]
As a full-fledged international real estate company, we recognise that we have a long value chain of real estate activities from development and investment, to operations and sales and transactions. We deal with suppliers, contractors, consultants, business partners and customers on a daily basis. We believe that we can influence our value chain on sustainability processes. We assess each step of the value chain and consider, where practical, any sustainability opportunities and risks that may arise.
SALES & OUR VALUE CHAIN DEVELOPMENT INVESTMENT OPERATIONS TRANSACTION
• Land acquisition • Property acquisition • Leasing • Property sales • Design & planning • Asset management • Property (Residential) MAIN ACTIVITIES • Construction management • Divestment of non- • Project management • Customer service core/mature assets • Capital management
$ KEY STAKEHOLDERS
KEY MATERIAL ISSUES
Economic & financial 4 4 4 4 contribution
Anti-corruption 4 4 4 4
Ethical marketing 4 4 4
Energy use & climate 4 4 4 change
Environmental 4 4 compliance
Water use & 4 4 conservation
Health & safety 4 4
Labour/management 4 4 4 4 relations
Staff retention & 4 4 4 4 development
Local communities 4 4
Legend Contractors / Consultants / Suppliers Local Community Customers $ Investment Community FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Employees Joint Venture & Business Partners
82 Regulators & Non-Governmental Organisations At the early stage of designing a development, FCL as the owner and project manager, will work closely with the architect and engineers to consider environmental and safety features to be incorporated in the development. We adopt the Design for Safety procedure to address the issues at source, and decide on the green design and technology to be adopted. When it comes to selecting the main building contractor for the construction, we impose stringent criteria, appointing only those who are certified with quality, environment and safety management systems, such as ISO 9001, ISO 14001 and OHSAS 18001.
For residential developments, we always ensure that our sales and marketing communications with homebuyers are accurate and ethical. After the homes are delivered to the buyers, we engage them through surveys to gauge their level of satisfaction. For completed properties that we manage, whether they are commercial, hospitality or industrial, we involve our staff, suppliers, tenants, guests and the community in various aspects of sustainability.
STAKEHOLDER ENGAGEMENT
We hold regular dialogue with our various stakeholders on a number of fronts, including sustainability-related topics. We are mindful that stakeholder engagement is key to a successful sustainability journey, and will share with them our goals and vision to create a more sustainable community.
Key stakeholders Form of engagement Key topics
• Bilateral communication with sales agents, • Quality of services and landscaping contractors and cleaning contractors products • Safety briefings, site visits, safety declarations • Performance (construction contractors) • Safety
Contractors / Consultants / Suppliers
• Bilateral communication • Quality of services and • Customer service counters and centre management facilities offices • Customer satisfaction • Events • Staff performance • Surveys and feedback forms Customers
• Performance appraisals on annual basis • Performance and skills • Training, including orientation programme for • Corporate policies new staff • Occupational health • Team building activities and safety • Intranet (in Australia and Singapore) • Staff bonding Employees • Annual Dinner & Dance • Family Day
• Half-year and full-year results briefings and earnings • Financial results calls on quarterly basis • Business operations $$ • Annual General Meeting, Extraordinary General and performance Meeting • Business strategy and • Local and overseas investor conferences and road shows outlook Investment Community
• Bilateral communication, one-on-one meetings and ANNUAL REPORT 2016 site visits 83 WHAT’S IMPORTANT TO US [G4-18, G4-19]
Key stakeholders Form of engagement Key topics
• Provide feedback channels for the community • Environmental around our properties sustainability • Consultations (where necessary) awareness • Provide cash and venue sponsorship at our • Corporate social properties responsibility Local • Staff involvement in the local community and Community organisations through volunteerism
• Briefings and consultations • Regulatory and • Participation in non-governmental organisations industry trends (e.g. Real Estate Developers' Association of Singapore (REDAS), REIT Association of Singapore (REITAS)) Regulators / • Participation in surveys and focus groups Non-Governmental Organisations
• Bilateral communication, regular project meetings • Project planning and and site visits progress update • Marketing and sales strategy
Joint Venture & Other Business Partners
FCL's former Group Chief Executive Officer Mr Lim Ee Seng, presented donation cheques totalling $60,000 to representatives from Punggol Group Representation Constituency FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
84 PARTNERSHIPS AND AFFILIATIONS we became a signatory to UNGC and joined the Global Compact Network of Singapore as a Gold As a major stakeholder in the real estate market, Member. In Australia, Mr Rod Fehring, the CEO of FCL has been actively engaging with various industry FPA was appointed to the board of the GBCA. With bodies, such as the REDAS, REITAS, Workplace our representation in partnerships and affiliations Safety and Health Council (WSHC), Singapore with industry bodies, we believe we can continue Green Building Council (SGBC) and the Green to influence and play a role in encouraging the real Building Council of Australia (GBCA). This year, estate sector’s sustainability initiatives.
FCL is affiliated with the following industry bodies:
Green Building Council of Australia
Real Estate Investment Workplace Safety and Real Estate Developers' Trust Association of Health Council International Council of Association of Singapore Singapore (Singapore) Shopping Centers
Australia Australia ANNUAL REPORT 2016
85 WHAT’S IMPORTANT TO US [G4-18, G4-19]
CUSTOMERS SATISFACTION categories – quality of workmanship and customer service recovery services carried out by our We build a life-long relationship with our customers. contractor. We want each customer to enjoy their experience in the homes that we build. We take care and effort This year, we again received favourable ratings to ensure that we create homes of the future which from our customers, with homeowners indicating a are aesthetically pleasing, of superb quality and higher level of satisfaction in almost all categories surpassing comfort. compared to FY2014/15. More homeowners also said they would recommend Frasers Centrepoint's In Singapore, to continually engage our customers homes to their friends and relatives as indicated and keep in touch with their needs and preferences, by an increase in ratings from 8.9 in FY2014/15 we conduct two surveys with our homeowners. to 9.3 in FY2015/16. We are pleased that these The first survey – “How was your home collection ratings reinforce the strength of our brand and our experience?” – is conducted annually with the commitment to excellence. objective of measuring our customers’ overall first impression of Frasers Centrepoint's homes, including The Head of Development & Projects, Singapore aspects such as staff service levels, quality of homes conducts CARE service standards and service and common facilities. recovery training for the team including the main contractor, site supervisors, projects and managing Overall satisfaction levels increased in FY2015/16, agent. The objective is to emphasise the importance with homeowners indicating a higher satisfaction of delivering a consistently high standard of service score both in their overall home collection experience to our homeowners. Staff training is also conducted and in each individual category. This was only made regularly to share on the important lessons learnt for possible with our staff’s commitment to improvement all projects. and attention to detail. All feedback received is discussed during weekly The second survey – “How is everything?” – meetings with the Project Team, Main Contractors, is conducted on a quarterly basis with homeowners Architect and the Managing Agent. The CARE team to obtain homeowners’ overall impression of their then follows up with the homeowners and ensures home, both on a macro level, and through individual immediate service recovery.
HOMEBUYERS’ OFFICE BUILDING TENANTS’ SATISFACTION LEVEL (%) SATISFACTION LEVEL (%)
82.0 78.0 78.0 77.3 76.0 77.8
64 70 70
29 24 24
How was your home How is everything survey? FY13/14 FY14/15 FY15/16 collection experience?
FY13/14 FY14/15 FY15/16 Satisfied to very satisfied Neutral to satisfied FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
86 TENANTS SATISFACTION better customer experience for our tenants, their staff and our shoppers. Such upgrading initiatives In Singapore, satisfaction surveys are conducted also serve to enhance the value and appeal of our annually with tenants of FCL’s office and business properties. space properties. The survey findings are important to us as we strive to continuously monitor and It is also heartening to note that the efforts and hard improve the customer experience for our tenants. work of our security team and operations colleagues For example, in response to tenants’ requests for have been recognised by our tenants through local, affordable cuisine in Valley Point Office Tower, compliments and commendations. The tenants’ we brought in a new retail tenant, 85 Redhill, a local satisfaction level has remained a commendable 94% ‘multiple offerings under one roof’ concept by in FY2015/16, with 70% indicating satisfaction levels Fei Siong, much to the delight of all in the vicinity. of “satisfied to very satisfied”.
Improvement works in the pipeline include China Square Central, 51 Cuppage Road and Robertson Walk. These works are geared towards bringing a
Improvement works in the pipeline include Robertson Walk (left) and China Square Central (right). Tenants, their staff and shoppers can look forward to a better customer experience when works are completed ANNUAL REPORT 2016
87 MANAGING SUSTAINABILITY [G4-34]
At FCL, the corporate sustainability agenda is driven of various business units and departments such as by our Sustainability Steering Committee (SSC), Finance, Risk, HR and Communications. The SWC’s which is chaired by our Group CEO, Mr Panote main task is to monitor our sustainability performance Sirivadhanabhakdi. The committee comprises against our key performance indicators (KPIs), members from top management – the CEOs of all implement action plan, and communicate and report our business units, the Chief Corporate Officer and to our stakeholders. Chief Financial Officer, as well as the Chief Human Resources (HR) Officer. The SSC spearheads the During the year, we also set up new sustainability strategy and initiatives to drive sustainability in the sub-committees for Environment, Health & Safety business operations. The SSC meets quarterly to and Innovation to drive the respective aspects of review performance against each of our key material sustainability agendas that are of significance to us. issues. The SSC is supported by a Sustainability We believe this will enable more comprehensive and Working Committee (SWC), which consists of effective implementation of sustainability initiatives members from the middle and senior management on a group-wide basis.
FCL Corporate Sustainability
Chaired by the Group CEO; Chaired by the Assistant GM with members from the top Sustainability Steering (Corporate Planning); with management members from the senior and • Drive sustainability strategy Committee middle management in various • Review sustainability business units and departments performance against our key such as Finance, Risk, HR, material issues Communications • Approve action plans to improve • Monitor sustainability sustainability practices performance against our KPIs • Implement action plans as Sustainability Working approved by the SSC Committee • Sustainability communication and reporting
Environment Health & Safety Innovation
• Drive environment outreach and • Drive health & safety outreach • Nurture and drive the innovation awareness programmes and awareness programmes culture within the Group • Monitor environmental • Monitor safety performance • Establish the infrastructure that performance against targets and against targets and benchmarks make idea contribution effective benchmarks • Facilitate the implementation • Drive innovation-related learning • Facilitate the implementation of OHSAS 18001 Occupational and development activities of ISO 14001 Environment Health & Safety Management Management System System FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
88 In addition, some of our SBUs have also established their own sustainability governance committees to drive sustainability aspects which are of more relevance to their operations. For example, our Hospitality SBU has an environment committee at every property, while FPA has just developed a comprehensive sustainability strategy, A Different Way. It represents our real commitment to creating places where resources are reused, recycled and restored, and new ideas are fostered for everyone’s benefit to lead better and healthier lives.
FPA's office in Perth, Australia
“One key milestone for FCL over the last two years is the establishment of our Sustainability Committee at both steering and working levels. This has allowed a more coordinated approach to driving sustainable initiatives from the Group's perspective and facilitating effective communication to various stakeholders.”
Dr Pang Chin Hong Assistant General Manager, Corporate Planning & Chairman of FCL Sustainability Working Committee ANNUAL REPORT 2016
89 GOVERNANCE
Good corporate governance drives good business and sets the tone from the top for good sustainability practices throughout FCL. As a signatory to the 2015 Corporate Governance Statement of Support, FCL has pledged our commitment to uphold high standards in corporate governance. We believe strongly that sustainability responsibilities should be integrated into the corporate governance structure of our business and strive to maintain high standards of integrity, accountability and responsible governance. To this end, we have put in place various corporate policies, programmes and standard operating procedures to guide the management and employees in corporate governance. We have implemented ISO14001 (Environment) and OHSAS 18001 (Health & Safety) Management Systems in our various key business operations and are expanding the coverage of the management systems to a wider scope of operations.
In addition, we became a signatory to the UNGC, the world’s largest corporate sustainability initiative, in early 2016. Together with more than 9,000 companies and 3,000 non-business organisations worldwide, FCL volunteered to pledge to adhere to the ten principles within four broad areas – Human Rights, Labour, Environment and Anti-corruption:
HUMAN RIGHTS LABOUR
Principle 1 Principle 3 Businesses should support and respect the Businesses should uphold the freedom of protection of internationally proclaimed association and the effective recognition of human rights; and the right of collective bargaining;
Principle 2 Principle 4 Make sure that they are not complicit in The elimination of all forms of forced and human rights abuses compulsory labour;
Principle 5 The effective abolition of child labour; and
Principle 6 The elimination of discrimination in respect of employment and occupation FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
90 Our commitment towards the highest level of governance has been recognised by our receipt of the Most Transparent Company, Real Estate category, Runner-Up at the SIAS 17th Investors’ Choice Awards 2016. This is the third year FCL has been recognised for corporate transparency at the SIAS Investors’ Choice Awards.
ANTI-CORRUPTION, FRAUD PREVENTION AND ETHICAL MARKETING [SO3, SO5, PR7]
Good corporate practice dictates that anti-corruption, fraud prevention and ethical marketing be placed high on a company’s agenda. These factors are relevant for the locations in which we operate, and we recognise the benefits that clear policies, good management and an untarnished reputation bring to our business.
FCL has a zero-tolerance approach towards corruption and fraud. In the marketing of our products and services, our residential projects and our commercial leasing or serviced apartment/ hotel room sales, we ensure that our communications and marketing are responsible, clear, timely and accurate. We adhere to the Code of Corporate Governance 2012, the Code of Advertising, Singapore's Urban Redevelopment Authority’s developer rules, and all other applicable laws and regulations.
ENVIRONMENT ANTI-CORRUPTION
Principle 7 Principle 10 Businesses are asked to support a Businesses should work against corruption in precautionary approach to environmental all its forms, including extortion and bribery challenges;
Principle 8 Undertake initiatives to promote greater environmental responsibility; and
Principle 9 Encourage the development and diffusion of environmentally friendly technologies
ANNUAL REPORT 2016
91 GOVERNANCE
Corporate Policies Guidance on: External access Code of Business Company values, ethics and conduct in relation to: NA Conduct • Compliance monitoring • Record keeping • Information confidentiality • Conflicts of interest • Insider trading • Relations with key stakeholder
Whistle-Blowing Provision of a channel for stakeholders and other Available at: Policy persons to report any concerns, including: www.fraserscentrepoint.com/ • Improprieties in financial reporting html/protection.php • Professional misconduct • Irregularities or non-compliance with laws and regulations
Anti-Bribery Policy Prevention and management of bribery and NA corruption
Policy for Disclosure and Declaration and approval requirements for any NA Approval of Purchase of interested persons, directors and employees of Property Projects FCL, when purchasing property developed by FCL
Competition Act Compliance with the Competition Act to protect NA Compliance Manual and promote healthy competitive markets in Singapore
Personal Data Protection Compliance with the Personal Data Protection Available at: Act Policy Act 2012 relating to the handling and processing www.fraserscentrepoint.com/ personal data, complaint handling procedures, html/protection.php and avenues for employees, customers, suppliers or other contact persons of FCL to report any concern that the policy may have been breached
Environment, Health & Safeguarding the health and safety of all relevant NA Safety Policy stakeholders and interested parties within its premises and providing an environmental friendly and safe place for them to work in or to conduct their business
In safeguarding the company’s independence in Based on investigations conducted in FY2015/16 audit results, our Internal Audit Department reports with regards to complaints received through directly to the Chairman of the Audit Committee. whistleblower channels, one case was substantiated These independent internal audits are designed and appropriate actions were taken. to improve the effectiveness of risk management, control and governance processes. For further There were no incidents of non-compliance with details on our internal audit approach, please refer regulations and industry codes concerning marketing to pages 137-165 on Corporate Governance. communications for which fines were issued to the Company. FRASERS CENTREPOINT LIMITED & SUBSIDIARIES In FY2015/16, no confirmed cases with regards to bribery and corruption were reported. 92 ENVIRONMENT
At FCL, we are always conscious of the environmental impacts arising from our business activities. We firmly believe that the impact can be managed responsibly in a commercially viable manner, and have therefore been unreserved in our support of the Sustainable Singapore Blueprint 2015 and more recently, Singapore’s Intended Nationally Determined Contributions submitted during the Conference of Parties 21 (COP 21).
COP 21 – SINGAPORE’S PLEDGE 24 BCA Green Mark Awards in Singapore
FCL’s efforts to ensure our buildings’ energy Reduce its emission intensity by 36% performance remains sustainable have been from 2005 levels by 2030 recognised on a national level by BCA. Alexandra Reduce its emissions by 16% below Point, Causeway Point and Capri by Fraser, Changi business-as-usual levels by 2020 City, Singapore were ranked in the top 10 in the BCA Building Energy Benchmarking Report in their Stabilise emissions with the aim respective Private Office Buildings, Retail Buildings of peaking around 2030 and Hotels categories for the consecutive years. Alexandra Point and Causeway Point achieved Green Mark Platinum, while Capri by Fraser, Changi We are also aligning our practices to support BCA’s City, Singapore was awarded Green Mark GoldPLUS. second Green Building Master Plan which aims for For more information, please refer to BCA Building at least 80% of the buildings in Singapore to achieve Energy Benchmarking Report 2016. the BCA Green Mark Certified rating by 2030. We incorporate energy efficiency measures into Approximately 80% of our investment properties the building design and carrying out energy audits in Australia are Green Star Performance-certified every three years. Our efforts not only helped us to and 20% are NABERS-certified. We have set the maintain our Green Mark awards, but also provided requirement for all of our new office, retail and us with the opportunity to review and improve our industrial developments in Australia to achieve a energy efficiency practices throughout the life of our minimum 5 Star Green Star Design & As Built rating, buildings. representing excellence in sustainable design. This is evident from the latest GRESB results, where our GREENING OUR BUILDINGS commercial and industrial properties in Australia were ranked first globally for diversified office/ To date, FCL has received a total of 24 BCA Green industrial/non-listed funds, and second globally for Mark Awards in Singapore, out of which two were all diversified office/industrial funds (listed and Platinum, 4 GoldPLUS, 15 Gold, and 3 Certified. All of non-listed). Our exemplar performance is our Singapore office and business space properties evident from the GRESB results with year-on-year have achieved BCA Green Mark Gold or higher, and improvement. about half of our Singapore retail properties are BCA Green Mark Gold or above. Furthermore, all our office and business space properties in Singapore have been certified with Eco-Office labels by the Singapore Environment Council. ANNUAL REPORT 2016
93 ENVIRONMENT
CREATING ENVIRONMENTAL AWARENESS with city-specific competitions, our Brisbane team was runner-up for the Cleaner Communities We continue our annual participation in Earth Hour Brisbane award for their efforts. Our Australian team organised by the WWF. On 19 March 2016, over participated for the eighth time in the Schools Tree a hundred of our global properties across all asset Day this year. 106 staff, with another 53 volunteers classes switched off non-essential lights in common planted some 1,505 trees and rejuvenated some areas for an hour. As a large commercial landlord outdoor facilities across four schools. and owner-operator of hospitality assets, we have taken the extra step to encourage our stakeholders, In addition, our Australian team hosted numerous tenants, shoppers, guests and patrons of our staff engagement activities, including initiating properties to do their part. In conjunction with EnviroWeek, during which lunchtime talks on Earth Hour, FH has continued to designate March sustainability topics were organised. In conjunction as Frasers Environment Month for the third year with the World Green Building Week in September, running, during which a series of initiatives and we ran a sustainable design competition for children. campaigns were organised to promote environmental responsibility. In Singapore, we hosted our Australian sustainability team and Ms Romilly Madew, the CEO of Green Employees are also engaged through a variety of fun Building Council Australia, and her team, during the and exciting initiatives that promote sustainability Singapore Green Building Week in September. We awareness, such as the Soap Box Derby Challenge shared our sustainability practices and hosted site by the FH team in Singapore. The challenge required visits to our two BCA Green Mark Platinum buildings employees to form their own teams to build human- – Alexandra Point and Causeway Point, which are sized cars using recyclable materials to participate in ranked among the Top 10 Most Efficient Private a race. Other events were also organised including Office and Retail Buildings in Singapore, respectively. the Beach Clean Up Challenge at Changi Beach and We also extended the same hospitality to a group of a visit to Semakau Landfill. Executive Master of Business Administration (EMBA) students and their professor from Boston University In Australia, the team carries out two major in March when they visited us as part of their EMBA environmental volunteering events every year – Clean field trip to understand the risks and opportunities Up Australia Day and Schools Tree Day. Some 90 staff within the environmental space in Asia. volunteered in the former event nationally in March, collecting about 100 bags of rubbish. In conjunction FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
94 FPA staff planted trees and rejuvenated outdoor facilities at four schools on Schools Tree Day TOP 10 ENERGY EFFICIENT BUILDINGS IN SINGAPORE 2016
PRIVATE OFFICE BUILDING CATEGORY – ALEXANDRA POINT Alexandra Point is one of the Top 10 performing private office buildings in Singapore’s BCA Energy Benchmarking for two consecutive years. Although it is not a new building, it managed to clinch the BCA Green Mark Platinum award, with a 33% reduction in energy use (from 2013 to 2014) through the upgrading of the chilled water system (chillers, condenser pumps, chilled water pumps, cooling towers) and air handling units.
RETAIL BUILDING CATEGORY – CAUSEWAY POINT The BCA awarded Causeway Point the highest Green Mark Platinum Award in 2011, after AEI works on the building significantly improved its environmental features. This is further affirmed by the BCA ranking Causeway Point as among the Top 10 most energy efficient retail malls in 2015 and 2016.
HOTEL CATEGORY – CAPRI BY FRASER, CHANGI CITY, SINGAPORE Capri by Fraser, Changi City, Singapore is part of the mixed office-retail mall-hotel development located at Changi Business Park in Singapore. Awarded Green Mark GoldPLUS since 2011, Capri by Fraser, Changi City, Singapore has also won the Singapore Green Hotel Award in 2013 and 2015. In both 2015 and 2016, BCA ranked Capri by Fraser, Changi City, Singapore as among the Top 10 energy efficient hotels, which further affirmed our environmental sustainability practice.
SINGAPORE’S BUILDING ENERGY BENCHMARKING 2016 This is an annual publication under the BCA Singapore’s 3rd Green Building Masterplan. Energy consumption data and building-related information are submitted to the BCA on an annual basis for analysis and benchmarking. The report’s objective is to inform owners and their operation teams on how well they have performed and to spur them to initiate and implement progress to improve energy efficiency and reduce energy
consumption. The report ranks the Top 10 energy efficient buildings in five categories – ANNUAL REPORT 2016 government office buildings, private office buildings, hotels, retail buildings and mixed developments. 95 FRASERS PROPERTY AUSTRALIA: TOP IN GRESB'S GLOBAL 1st 1st ASSESSMENT FOR OUT OF 3 OUT OF 4 DIVERSIFIED OFFICE/INDUSTRIAL/ NON-LISTED FUNDS Asia-Pacific/ Global/Diversified – Diversified – Office/Industrial Office/Industrial GRESB Health & Well-being Driving continual improvements in sustainable performance across all operations, the progress of FPA in sustainability is demonstrated by its exemplary performance in the 2016 GRESB rankings. 1st 2nd OUT OF 13 OUT OF 18 FPA’s commercial and industrial portfolio is ranked first globally for diversified office/industrial non-listed funds, and second globally for all diversified office/ industrial funds (listed and non-listed). This is a great milestone for us since we first participated in the Diversified – Diversified – GRESB assessment in 2012. In terms of scoring from Office/Industrial/ Office/Industrial seven different aspects, FPA scored 75 overall in Non-listed/Global the 2016 assessment, achieving a 4 Star score from GRESB.
GRESB Aspects Score (out of 100) Management 100 GRESB is an industry- driven organisation Policy & Disclosure 79 committed to assessing Risks & Opportunities 85 the environmental, social and corporate Monitoring & EMS 90 governance performance Performance Indicators 64 of real estate portfolios. It is widely known as a Building Certifications 77 global standard for assessing sustainability in real estate. Stakeholder Engagement 66 By participating in GRESB, a company’s The results represent a fourth consecutive year of sustainability performance is assessed based on improvement in GRESB scores for FPA, and are also the following seven aspects: testament to the strong collaboration between FPA’s 1. Management sustainability and building operation teams. 2. Policy & disclosure 3. Risks & opportunities FPA achieved the first Green Star Performance 4. Monitoring & Environmental Management portfolio certification in Australia, with 69 Green System (EMS) Star-rated building projects. We have also launched 5. Performance indicators several 6 Star Green Star industrial facilities this year. 6. Building certifications While FPA has been making substantial progress in 7. Stakeholder engagement generating sustainable outcomes for its commercial FRASERS CENTREPOINT LIMITED & SUBSIDIARIES and industrial assets, we constantly strive to remain a In 2016, a record 759 real estate companies and market leader in sustainability in the real estate sector. funds participated in GRESB. 96 ENVIRONMENT
ENERGY USE AND GHG EMISSIONS [EN3, EN5, EN6, CRE1, EN16, EN18, EN19, CRE3]
We continue to work towards achieving a property portfolio that is energy efficient. Overall, our building energy consumption and energy intensity have reduced by 8% year-on-year and 5% year-on-year respectively in FY2015/16. We saw a reduction 8% 5% in energy intensity from the Singapore retail and Building Energy Building Energy office portfolio to our Australian office assets and Consumption Intensity global hospitality assets under management. Our carbon footprint (greenhouse gas (GHG) emissions) decreased in tandem from 136,100 to 123,500 tonnes of CO2 equivalent.
In driving improvement, we focused on effective communication with our facilities management team about the Group’s sustainability goals. To demonstrate our commitment to reducing energy use, we have set a 10-year target with a 15% reduction from the baseline of FY2014/15.
Singapore retail – Changi City Point
“FPA is driving continual improvements in environmental performance across all our operating sectors and this year’s GRESB result validates our efforts”
Paolo Bevilacqua General Manager Sustainability, FPA
Fraser Suites Glasgow, Scotland, UK
97 ENVIRONMENT
BUILDING ENERGY CONSUMPTION (GWh) BUILDING ENERGY INTENSITY (kWh/m2)
231 234 216 250
200
150 120 119 113
100
50
0 FY13/14 FY14/15 FY15/16 FY13/14 FY14/15 FY15/16
Hospitality Singapore Office Hospitality Singapore Office Australia Office Singapore Retail Australia Office Singapore Retail Group Intensity
BUILDING GHG EMISSIONS ('000 tonnes) BUILDING GHG INTENSITY (kg/m2)
135 136 124 100
80 70.2 69.1 64.5
60
40
20
0 FY13/14 FY14/15 FY15/16 FY13/14 FY14/15 FY15/16
Hospitality Singapore Office Hospitality Singapore Office Australia Office Singapore Retail Australia Office Singapore Retail Group Intensity
Notes: • Energy consumption is reported for landlord area for commercial properties and total area for serviced residences and hotels • Energy and GHG data currently covers more than 70% of completed buildings that we own and/or manage with operational control, except MHDV portfolio and those that we acquired and/or managed less than one year ago • Grid GHG emission factors are from Singapore Energy Statistics 2016, Australia National Greenhouse Gas accounts, China Climate
FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Change Info-Net, Reliable Disclosure Systems for Europe, German Association of Energy and Water Industries, India's Central Electricity Authority, and the United Kingdom's Department for Environment, Food and Rural Affairs (DEFRA) for Singapore, Australia, China, France, Germany, India and the UK respectively. For all other countries, emission factors are determined from trend analysis based on 98 DEFRA results for previous two years WATER USE AND CONSERVATION [EN8, CRE2]
Our business operations provide us with many opportunities to play a part in conserving water use. Our buildings are fitted with water-saving technologies such as tap flow restrictors/regulators, dual-flush water systems, waterless urinal systems and the Public Utilities Board's (PUB) Water Efficiency 4% 2% Labelling Scheme approved fittings, and recycled Building Water Building Water water sources such as NEWater and air handling unit Consumption Intensity (AHU) condensate. In Singapore, we work extensively with the wider community, including public utility providers, to play our part in achieving greater water- efficiency. This year, Causeway Point, East Point Mall, use the PUB’s NEWater, which is recycled water. Northpoint, and the Centrepoint attained PUB's In our cooling towers, we use water treatment Water Efficient Building (Basic) certification, joining systems that can achieve at least seven cycles of Bedok Point, Anchorpoint and YewTee Point, which concentration. were previously certified. Overall, we have achieved a reduction in both water In Australia, rainwater is collected at most consumption and intensity across our asset portfolio development projects and connected to irrigation under management. Our total water consumption and toilet flushing systems for reuse. and water intensity have reduced by 4% year-on-year and 2% year-on-year respectively in FY2015/16. The Nearly 100% of our water comes from public utilities. reduction was mainly attributed to the Singapore We have been increasing our use of recycled water retail and Australia office portfolios. To demonstrate for non-potable applications, such as irrigation, our commitment to reducing water use, we have set washing, water features and cooling towers. We a 10-year target to reduce our water intensity by 15% collect condensate from our AHU for reuse and also on the FY2014/15 baseline by FY2024/25.
BUILDING WATER CONSUMPTION (mil m3) BUILDING WATER INTENSITY (m3/m2)
2.52 2.56 2.46 3.0
2.5
2.0
1.5 1.33 1.30 1.27
1.0
0.5
0.0 FY13/14 FY14/15 FY15/16 FY13/14 FY14/15 FY15/16
Hospitality Singapore Office Hospitality Singapore Office Australia Office Singapore Retail Australia Office Singapore Retail Group Intensity
Notes: ANNUAL REPORT 2016 • Water consumption is reported for landlord area for commercial properties and total area for serviced residences and hotels • The water data covers more than 70% of completed buildings that we own and/or manage with operational control, except MHDV portfolio and those that we acquired and/or managed less than one year ago 99 ENVIRONMENT
WASTE MANAGEMENT [EN23] Food waste management F&B outlets in our shopping malls generate a Waste minimisation and recycling at significant amount of food waste. Consequently, FCL commercial buildings has been looking at adopting initiatives to promote In land-scarce Singapore, waste generation and the reduction and recycling in this area. At Valley disposal remain one of the top environmental Point, we are piloting the use of a food waste digester issues in the country. As a major property owner with the possibility of adopting on-site food waste and manager, FCL recognises that our commercial recycling at our other malls. We are also partnering buildings produce a significant amount of waste with NEA in its Food Waste Reduction Outreach to and we are committed to doing our part in waste reduce food waste at our malls. management. Paper recycling and conservation at corporate office FCL tracks waste disposal and recycling at our Paper comprises the bulk of waste at FCL's corporate commercial buildings, and implements initiatives office. We emphasise the management of paper to reduce waste generation. We constantly look for use in printing and photocopying, and have been ways to spread the awareness of the 3Rs – Reduce, educating staff on the need to move towards going Reuse and Recycle – in our operations. paperless. We use paper which has the Forest Stewardship Council (FSC) or the Programme for the Endorsement of Forest Certification (PEFC) labels, or products under the Singapore Green Label Scheme (SGLS). These products are produced based on sustainably managed forests and controlled sources.
REDUCE REUSE RECYCLE To help monitoring, we track paper usage by employees at our corporate offices. In FY2015/16, In FY2015/16, 13,000 tonnes of waste were 4,591 reams of A4 paper and equivalent were generated from 14 commercial properties1 in used and we have put in place measures to reduce Singapore. The waste intensity has decreased to paper usage. Through setting default double-sided 25.5 kg/m2 in FY2015/16 from 28.7 kg/m2 a year ago. printing, discouraging the printing of materials, We will seek to improve the waste intensity in the and shifting information online, we are progressing coming years. towards a paperless environment.
Recycling bins have been made available at our COMPLIANCE WITH REGULATIONS [EN29] commercial properties to make it convenient for shoppers and tenants to recycle waste. Retail tenants Environmental and safety compliance is a key have also been encouraged to segregate their waste priority in our business processes, and we make before disposal, to improve their recycling efforts. In every effort to ensure that we comply with all rules FY2015/16, 508 tonnes of waste from 14 commercial and regulations. Despite these efforts, five of our properties were sent for recycling, with the bulk of it development projects in Singapore have been fined being paper. This is an encouraging increase from the a total of approximately $70,000 with a total of 467 tonnes reported in the previous year. 15 days of stop-work orders in FY2015/16, while in Australia, the fines amounted to A$8,000. We have also invited National Environment Agency In Singapore, the fines were imposed on our main (NEA) to deliver lunchtime talks to staff and tenants contractors due to incidents such as excessive noise on waste minimisation to further encourage 3R levels, mosquito breeding and safety breaches. practices in our operations. We constantly monitor Together with our contractors, we have since taken our recycling rates and are working on improving extra measures to minimise further incidents. We will recycling efforts at our commercial properties, which strive to improve our compliance and aim for zero include ramping up recycling of other materials such incidents of non-compliance with environmental laws as plastics and metals. and regulations in the future. FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 1 The 14 commercial buildings comprise five office buildings (Valley Point, Alexandra Point, 51 Cuppage Road, China Square Central and Alexandra Technopark) and nine retail malls (East Point Mall, The Centrepoint, Anchorpoint, Bedok Point, Changi City Point, Causeway 100 Point, Northpoint, YewTee Point and Robertson Walk) PEOPLE
an increasingly challenging environment. Strong labour and management relations help us remain nimble, and place us in a good position to tap into a wealth of experience brought about by diversity and retained talent. Our fundamental focus is to ensure that each employee remains healthy and has a safe work environment.
SAFETY FIRST [LA5, LA6]
At FCL, safety is a key priority. It is the foundation upon which our project development and building management processes are built. Our people are critical for the sustainability of the Group. With the rapidly changing landscape and We are mindful of the vulnerability of our business stakeholder expectations, FCL can only remain operations to safety incidents right from the onset relevant and sustainable through the concerted of the development cycle. This is due to the nature efforts and talents of a skilled and adaptable of the work which involves heavy manpower, workforce. Staff training and development remain the handling of dangerous equipment, and key priorities, as we ready ourselves to navigate commitments to meeting deadlines.
Our safety criteria apply at various stages of the life-cycle of our buildings.
Stage Safety criteria applied Design Carry out risk assessment using a Design for Safety procedure. The risk assessment covers design, structure, mechanical and electrical (M&E) function and landscape.
Tender Require building contractors tendering for jobs to have safety standards OHSAS certification (i.e. OHSAS 18001 standard or its equivalent) in order to qualify for consideration.
Construction Conduct a joint monthly safety committee meeting with our main building contractors, where health and safety issues are discussed. On a quarterly basis, our management carries out safety inspection tours at all our development sites.
Pre-operation Carry out risk assessment for daily facilities management activities. (For properties under Prior to attaining the Temporary Occupation Permit, the main contractor management) and specialised contractors (e.g. M&E) jointly inspect and train the Facilities Manager (FM) in operations and maintenance procedure.
Operation Conduct risk assessment and review risk areas annually. Appointed term (For properties under contractors are required to submit risk assessment prior to commencing work. management) Main building contractors who are responsible during the defect liability period have to submit a revised risk assessment for facilities management. As part of day-to-day operations, the FM will carry out checks on lighting, toilets, M&E services and water/electrical meter reading for anomalies. On a monthly basis, our service providers will carry out inspections and maintenance works on air-conditioning and mechanical ventilation system, electrical system/ switch board, lift, escalator, fire protection system, sanitary and plumbing system, and landscaping. ANNUAL REPORT 2016
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Over the years, FCL has established a healthy Our senior management has been a leading advocate workplace safety culture that has garnered strong in the real estate industry when it comes to safety. support from the senior management. Our Head of Development & Projects, Singapore, Mr Cheang Kok Kheong, is currently the Deputy In strengthening our practices, FCL has Chairman of the Industry Committee (Construction & implemented workplace safety management Landscape) in the WSHC. In addition, Mr Cheang systems standards across various key business frequently shares his experience with industry operations to identify and control hazards, and stakeholders on Design for Safety (DFS) at workshops constantly monitor the performance and areas organised by REDAS, Institute of Engineers Singapore for improvement. For example, occupational and BCA. health and safety management systems aligned to OHSAS 18001 and its equivalent have been We endeavour to ensure compliance with the latest implemented in our Singapore office and retail malls workplace safety regulations and have in place operation, construction and project development workplace safety policies and procedures that in Australia and corporate offices. Some of our are communicated to our staff. We regularly send facilities management have also been awarded our key technical staff for training on workplace BizSafe certification by the WSHC and the Ministry safety practices. Recognising that safety is a joint of Manpower. In the near future, we have plans to responsibility, we work closely with our main expand our management systems to cover a wider contractors to ensure that construction sites are scope of our operations. conducive not only for our staff, but also the staff of main contractors, sub-contractors and suppliers, and the public where applicable.
Safety talk for cleaners at China Square Central First aid training at Fraser Place Manila FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
102 Lifting training at Hotel du Vin Cambridge Wellness training at Fraser Property China's Shanghai office Smoothie Day at Fraser Suites Sydney
Live Life Get Active at One Central Park, Sydney ANNUAL REPORT 2016
Healthy Walk by staff at Fraser Place Shekou Shenzhen 103 WHAT IS DESIGN FOR We pay specific safety attention to a few areas: SAFETY?
Safety in design and construction has to be addressed at three levels: Planning, Programme and People.
Design for safety (DFS) is the focus at all three levels, where the party creating the risk must address the issue at source. DFS therefore goes • Safety in design to reduce dangerous practices beyond the architects and engineers to include the contractors, sub-contractors and workers • High risk activities such as working at height implementing sequence of works, formworks, • Materials handling and traffic management tip-enhanced Raman spectroscopy and gondolas. • Personal protective equipment However, the focus and effectiveness of DFS is at the planning stage, particularly at concept design and design development. Planners, architects, engineers and contractors are most effective We are proud that in FY2015/16, our construction when design risk assessment is front loaded. sites in Singapore recorded zero fatalities. During the financial year, we had seven projects under The guideline in DFS helps reduce accidents construction. The total lost-time injury rate was 1.2 and fatalities by addressing risks from design incidents per million man-hours worked and the development through construction, to usage severity rate was 23.2 lost-days per million man- and maintenance. hours worked.
FCL, in partnership with its building consultants Our Australian in-house construction operations and contractors, seeks improvements in experienced 12 lost-time injuries during the year, productivity through the processes, which which translates to a lost-time injury rate of 2.2 per mitigates design risk, improves labour efficiency, million man-hours. The number of lost-days totalled reduces construction risk and cost with an to 201 days, which resulted in a severity rate of 36.2 efficient sequence of work, and improves quality per million man-hours. This was due to two incidents and workmanship. involving a worker falling from a three-metre height and another worker injuring his finger. Our staff on the ground regularly communicate with and report to both FPA’s Board and Management, and continue to address safety issues and mitigation areas. FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
104 PEOPLE
Completed Buildings Corporate FY2015/16 Office Singapore China Australia Hospitality Number of fatalities 0 0 0 0 0 Number of lost-time injuries 0 3 1 1 32 Number of lost-days 0 98 4 6 970 Lost-time injury rate (per million man hours) 0 1.4 1.3 78.7 5.5 Severity rate (per million man hours) 0 44.1 5.0 472.1 165.6
Note: Our health and safety data has been aligned to the Singapore’s Ministry of Manpower requirements with the definition of lost-time injury being more than three days’ medical leave due to injury
For the completed properties that FCL manages, We will continue to improve our safety processes there was some variances in the safety performance. across our various business units and departments. For our Singapore commercial buildings, there was Led by senior management, we have begun refining an increase in the lost-time injury rate to 1.4, from the Group’s safety policies by first understanding 0.4 a year ago, while the severity rate jumped to 44.1 and assessing how each business unit currently from 3.0 a year ago. The increase in severity was practices health and safety management, both on due to three injury cases. There were also several site and at each property. Our aim is to implement a injuries reported at our Hospitality SBU. Although the comprehensive set of policies across all our business number of lost-time injuries is lower at 32, compared units and training to share workplace safety best to last year, the lost-time injury rate (5.5 per million practices across the Group. To further emphasise the man-hours) and severity rate (165.6 per million man- importance of health and safety, we organised our hours) are higher than a year ago. We note that the inaugural Frasers Health & Safety Month in August majority of incidents reported by our Hospitality SBU 2016, and will make this an annual event. involved staff who were injured when they tried to lift certain items or they slipped and fell. It is imperative that we put in place processes and provide safety training to keep such incidents to a minimum and we have since embarked on several initiatives to drive home our commitment to workplace safety. CORPORATE OFFICE OUTREACH PROGRAMME FRASERS HEALTH & Frasers H&S Carnival was held at FCL’s corporate office, where SAFETY MONTH 2016 it featured H&S awareness activities and a bazaar with vendors selling health- and wellness-related merchandise. A free health screening was also offered to all staff where blood tests and body assessments (e.g. blood pressure, body mass index) were carried out. Staff were then given individual consultations on steps to take to improve their health.
PROPERTY-LEVEL PROGRAMME To ensure that all staff were engaged in the H&S month, all SBUs carried out H&S activities relevant to their operations at each property/project under management. Activities included: • Workplace safety workshops • First aid, cardiopulmonary resuscitation, fire extinguisher training • Emergency and fire drills • Health screening and wellness talks • Fitness and sports events • Workplace H&S quiz and discussion • Massage sessions for staff • Non-routine safety checks
FRASERS GLOBAL RUNNING CHALLENGE The Frasers Global Running Challenge was organised as a group-wide activity. The Challenge required staff to accumulate their running mileage for the month of August for submission. The inaugural competition was well received with 114 staff from Our inaugural Frasers Health & Safety the Group’s properties worldwide participating in the event. Month was organised in August Together, they logged a total distance of 4,139 km. 2016 with the aim of reinforcing the importance of health & safety (H&S) Through the inaugural H&S outreach programme, we successfully in the corporate culture, as well as engaged approximately 5,200 staff (including contractors’ staff). raising awareness of H&S issues among To further enhance the H&S culture, we have designated every staff. The inaugural theme was “See August to be Frasers Health & Safety Month. Something, Do Something”, which revolves around the broad messages of raising awareness among staff, for everyone to take ownership of safety TOUR DE FRASER – around them while taking steps to stay A VIRTUAL TOUR healthy. One of the more interesting activities organised by our staff A H&S programme was rolled out during this year would be Tour de the month, which included activities Fraser by Fraser Suites Glasgow. for the staff across the globe such as The team used a stationary bike the Frasers Global Running Challenge. and cycled 825 km, the distance Property-level events like safety between all Fraser properties inspections and talks, fire drills, first aid in the UK. This was aimed at demonstrations and fitness sessions were promoting both teamwork and also organised. exercise. The team achieved the distance in 30 hours, burning an FRASERS CENTREPOINT LIMITED & SUBSIDIARIES impressive 15,500 calories (the equivalent of 60 Big Macs). 106 PEOPLE
Fire evacuation drill at Fraser Place Tianjin
Planting Day at Capri by Fraser, Ho Chi Minh City
Frasers Health & Safety Carnival at FCL's Safety talk at FPA corporate office in Singapore PEOPLE
ENHANCING STAFF WELL-BEING
We believe in the importance of taking care of our staff's well-being. Our Corporate Wellness Committee planned a year-round programme around the themes of team building, personal development and health. This programme was founded on our motto “Make Wellness Part of Your Life: Regular Exercise. Eating Right. Staying Positive”. During our inaugural Frasers Health & Safety Month in August 2016, staff were engaged through a series of events and activities to improve their understanding and awareness of health and safety at FCL. The Frasers Centrepoint Bursary Award is part of our holistic approach towards promoting staff well- being. For the last three years, we have been providing financial assistance to children of our staff to help with their education expenses.
Staff activities and programmes in FY2015/16 included:
SOCIAL & FAMILY EVENTS FITNESS PROGRAMME SPORTS EVENTS
• Annual Staff Dinner & • Kpop X Fitness • SGX Bull Charge Charity Dance • Zumba Run (Official T-shirt Sponsor) • Family Day at Gardens By • Marathon subsidies • Bowling Tournament The Bay • REDAS Bowling Friendly • Eat with Your Family Day • Walk/Jog sessions • Health Screening • Frasers Global Running • Mental Health and Wellness Challenge Talks • Healthy Cooking Class • Counselling Hotline and
E-Articles • Health Advisory EDMs • Frasers Centrepoint Bursary Awards • Back to School with Dad
FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
108 Five-year long-service award recipients at the Staff D&D 2016 In Singapore, a joint Staff Dinner & Dance (D&D) In Australia, the focus remained on employee well- was held with our sister companies, Fraser & Neave being. Staff activities including health checks, Family Limited, Times Publishing, F&N Foods and InterBev, Day activities, Employee Assistance Programme/ at Marina Bay Sands this year. The event saw a total Counselling, Mindful Employer Training, flexible of 840 attendees from FCL. The theme for the night work practices, matching of fundraising for events was “Back to the Future”and staff came dressed as involving staff participation, SBU team building and various retro and futuristic movie characters. During planning activities were organised over the course the D&D event, long-service awards were presented of the year. We also expanded our partnership with to a total of 141 FCL staff who have served from five Medibank Private for discounts in private health years to 40 years. In China, FCL staff from offices insurance and the establishment of an online health across Shanghai, Chengdu and Suzhou gather every portal for FPA staff. year for a company trip to various parts of China. In 2016, our colleagues chose Jilin, Xuexiang and Harbin for a five-day trip, which also involved a day of team-building activities.
FCL staff orientation held in Singapore Frasers Suites Sydney staff at the Colour Run 2016
Five-year long-service award recipients at the Staff D&D 2016 PEOPLE
SUPPORTING STRONG FAMILY BONDING TAFEP. We also draw guidance on good practices from the Singapore National Employer Federation, of We believe that nurturing strong family bonds is the which FCL is a member. key to greater work-life harmony for our staff. We organise various activities each year that involve our We are proud that we have maintained a healthy staff and their families. In May this year, we brought workforce that is diverse in terms of age, gender more than 1,600 staff and their family members to and skill sets. With operations in more than 80 cities Gardens By The Bay for the FCL Family Day. We also across 26 countries, FCL’s workforce is made up supported Eat With Your Family Day by granting our of people of different nationalities. Following the staff early release to spend time with their families. acquisition of the Malmaison Hotel du Vin group, During Chinese New Year, Group HR brought cheer which comprises 29 boutique hotels, in 2015, and well-wishes by delivering goodie bags to each the UK is currently home to our largest workforce. staff located at various premises in Singapore. Our statistics show an almost equal gender balance with a male to female ratio of 53:47. We also have a STAFF MANAGEMENT [LA4] relatively young workforce, with 53% in the core age group of 30-49 years old. Non-executive staff make Staff management is an important aspect of business up 75% of our workforce, due to the labour-intensive management. When handled well, it can have a nature of our property management services at retail positive impact on the company’s sustainability. malls, office buildings and serviced apartments/ With human capital being a critical element of FCL’s hotels operations. business model, it is important for us to pay close attention to this area. FCL is a signatory to the TAFEP Having a diverse talent pool encourages growth, in Singapore and is committed to adopting fair innovation and inclusivity, all of which contribute employment practices and principles as guided by positively to business performance and the community. As laid down in our Code of Business Conduct, FCL is committed to providing equal employment opportunity based on meritocracy and the elimination of discrimination in support of diversity. FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
110 FCL Family Day at Gardens By The Bay 13 2 25 25 34 BY AGE BY BY BY 47 53 GROUP (%) GENDER (%) TYPE (%) 47 COUNTRY (%)
20 53 75 6
<30 years old Male Executive Singapore 30-49 years old Female Non-Executive Australia >50 years old China UK/Europe Note: The data covers all 4,266 FCL staff globally Others
STAFF RETENTION AND DEVELOPMENT We treasure and appreciate our employees by [LA1, LA9, LA11, S04] providing a range of benefits and welfare that are aligned with the industry. These include retirement Employee retention continues to be an important plans (where applicable), parental leave and medical area of focus for us, as our people drive our success. insurance, bonuses and share plans (for relevant We seek to retain our knowledge pool, while staff) in addition to basic salaries. We constantly introducing a managed stream of new talent and benchmark our remuneration packages with the skills. market to stay competitive. We also support employees who wish to stay in their jobs post As of 30 September 2016, we have a total of 4,266 retirement, in accordance with the Retirement and employees globally, which is an increase from 4,062 Re-employment Act in Singapore. employees a year ago. Our headcount grew, largely due to expansion of our operations in Australia and NUMBER OF EMPLOYEES, NEW HIRES AND acquisitions by our Hospitality SBU. Our hiring rate of TURNOVER 47% was higher then our turnover rate of 40%. The hiring rate and turnover rate for Singapore were much 4,266 lower at 20.7% and 17.2% respectively, well below the 4,062 national average turnover rate of 22.8%.
2,350 2,023 1,700 1271 1,038 572 4,266 421 Employees Globally
No. of employees New hires Turnover ANNUAL REPORT 2016
FY2013/14 FY2014/15 FY2015/16 111 PEOPLE
We are committed to continually investing in and Total Learning Hours developing our people. We believe that having strong innovative leadership and a dedicated workforce are key in driving and sustaining our growth and success. 60% Our in-house training team creates and provides FY2015/16 FY2014/15 training for all staff, offering a wide range of courses through our learning directory. Employees may also 103,697 64,670 initiate requests for specific training needs. Through our onboarding programme and regular email updates, employees are kept cognisant of updated staff training activities. On average, we achieved policies and procedures. For example, we conducted the target of 40 training hours per employee, which a training course on “Changes to Companies Act” we had set a year ago. Approximately 56% of and “Prevention of Money Laundering & Financing of total training hours were clocked by non-executive Terrorism” for all executive staff from our Singapore employees, while executives accounted for 44%. We business units in FY2015/16. are committed to raising the quality of training and performance next year. We continue to allocate 2% BUILDING CAPABILITIES AND DEVELOPING of our payroll costs for training and development OUR PEOPLE purposes.
We have continued to demonstrate our commitment We have also introduced a new SkillsFuture Learning to building capabilities and enhancing competencies leave policy for all Singaporean employees in FCL. for our employees. In FY2015/16, the total learning All Singaporean employees are given two days of hours invested in employees across our global learning leave which they may apply for to attend operations increased to 103,697 hours. This is a a SkillsFuture course. This is in support of the remarkable 60% jump from 64,670 hours clocked in Singapore government’s SkillsFuture Credit initiative FY2014/15 due to concerted efforts to enhance our to encourage Singaporeans to develop themselves.
TRAINING HOURS1 TRAINING HOURS BY EMPLOYEE TYPE (%)
40
27 26 44 56
45,778 64,670 103,697 Executive Non-executive
FY13/14 FY14/15 FY15/16
Hours Per staff FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
112 1 The training data do not capture those from MHDV staff In FY2015/16, a series of leadership talks was management skills of participants, it also provided introduced for all our senior leaders to learn from participants with a platform to interact with fellow external business leaders and subject matter experts. managers, exchange ideas, and learn from each At this learning platform, the latest in business other. practices, trends and thought leadership are shared. Our speakers were given opportunities to interact In Australia, FPA has committed to training all with these leaders who have significant corporate/ relevant staff in sustainability or innovation by 2017. commercial experiences. Topics shared included mega trends and leadership responses, technology STRIVE FOR SERVICE EXCELLENCE trends and how they are shaping businesses, corporate governance trends and challenges and Every year, we send our frontline staff for training to cultural diversity. A total of four talks were organised, improve the service quality. Our efforts have shown which were attended by 127 leaders and managers. good results as seen in the number of our employees who received the Excellent Service Award (EXSA) by We also continue to nurture our middle management SPRING Singapore. The award is given in recognition through our annual Leadership Excellence and of individuals who have delivered quality service Development Programme (L.E.A.D). Over a course of nationally. In total, there were 118 award recipients six months, some 20 middle managers went through from FCL in 2016, comparable to 119 recipients in a series of customised leadership modules which 2015 and 108 in 2014. helped sharpen their mindset and strengthened their commitment to the Group. Besides enhancing the
L.E.A.D. Programme participants ANNUAL REPORT 2016
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LOCAL COMMUNITIES this wide range of activities, we hope to address the varied needs of different sectors of the local As landlords and developers, we regularly interact with communities and make a real difference to those our local communities which include tenants, shoppers, who have been key to our business success. homebuyers as well as members of the public. We are aware that our day-to-day operations may affect them, Globally, the Group has adopted Wellness as directly or indirectly. FCL, therefore, strives to make our focus for community initiatives. In Australia, those impacts and interactions as positive as possible. through three categories – Restoring Resources, Progressive Thinking and Community Focus – we We endeavour to give back to our communities articulate our commitment to environmental and through our Corporate Social Responsibility (CSR) social sustainability, and document our intentions efforts and to play a part in the development of our for the future. Increasing the social value of our communities. Our CSR initiatives include fundraising, communities is one of these goals, and we are contributing space for events and outreach activities, now developing a shared value measurement tool. engaging with our neighbours, supporting the arts and In Singapore, the Group launched the Frasers actively participating in community projects. Through Centrepoint Wellness Grant for tertiary institutions.
Site visit by our Australian sustainability colleagues and the GBCA team at Alexandra Point
FCL staff volunteered at and participated in RUN@SUTD, funded by the FPA staff volunteering for A ReaL MeaL in Melbourne Frasers Centrepoint Wellness Grant Starting with the Singapore University of Technology Fun Suzhou whereby registration fees were donated and Design (SUTD), FCL provided seed funding for to charitable causes. Staff from the FCL corporate student-driven community projects. We plan to extend office participated in RUN@SUTD as runners and the grant to more tertiary institutions over time. volunteers. Registration fees for the run were donated to the Singapore Disabled Sports Council. Involving our people We strive to engage communities through employee Raising global environmental awareness interaction and volunteerism. Our staff are therefore In support of global environmental sustainability encouraged to volunteer their time in support of awareness, FH, together with WWF-Earth Hour, events and activities that would positively impact launched the ‘Just One’ hotels programme this year. their local community. Our staff contributed a total Under this programme, guests are invited to support of 400 volunteer days in FY2015/16. Volunteerism WWF's critical climate projects by contributing an activities included FH staff helping to clean beaches, additional $1 for every night spent at participating celebrating Ramadhan with children from the Rumah FH properties. Through ’Just One’, FH aims to Amal Limpahan Kasih Welfare and Education Centre raise at least $3 million by 2020 for WWF as a in Kuala Lumpur, and participating in the Run for commitment towards environmental conservation.
FCL's team at the SGX Bull Charge Charity Run 2016 ANNUAL REPORT 2016
Earth Hour celebration at Fraser Residence FPA staff participated in Clean Up Australia Day in Queensland Kuala Lumpur 115 ‘JUST ONE’ HOTELS PROGRAMME – PIONEERING A CLIMATE ACTION PROGRAMME WITH WWF-EARTH HOUR
Demonstrating its continued support for global environmental sustainability awareness, FH, together with WWF Earth Hour, launched the ‘Just One’ hotels programme.
Under this pioneer programme, guests are invited to support WWF's critical Having piloted the programme in July 2016 at all Singapore climate projects. By adding an additional properties, ‘Just One’ will be rolled out progressively in 2017 $1 for every night spent at participating in Australia and the UK. The restaurants in the hotel will be the FH properties, guests will be donating key venue of collecting donations. Adding to the list will be towards protecting the habitats of properties from the Middle East, China and the rest of Southeast millions of wildlife around the world. Asia. The funds raised will contribute to WWF climate projects such as WWF's Through ‘Just One’, FH aims to raise at least $3 million by 2020 for Education programme, which seeks WWF as a commitment towards environmental conservation. As a to make environmental education an pioneer of the programme, FH also hopes to be an advocate for integral part of the school's curriculum. similar environmental commitments within the sector.
is a registered charity delivering an annual worldwide movement in March under the Earth Hour brand to turn off non-essential lights for one hour.
Having started in Sydney in 2006, the brand has grown exponentially over the past decade and has now achieved participation from over 170 countries. World Wide Fund for Nature (WWF) is an international non-governmental organisation working towards the “We are grateful to Frasers Hospitality for their protection of nature and the planet. support and commitment towards our vision of collectively creating a better future for our shared The organisation partners foundations, governments, businesses and home – planet Earth, for ourselves and generations communities in conserving the world’s to come.” most ecologically important regions and
FRASERS CENTREPOINT LIMITED & SUBSIDIARIES reducing Man’s ecological footprint. As Siddarth Das an associate of WWF, Earth Hour Global Executive Director, Earth Hour Global, WWF 116 PEOPLE
Providing financial assistance This year, we sponsored $130,000 towards various charitable activities and causes. They included the SGX Bull Charge Charity Run in support of the Asian Women’s Welfare Association, Autism Association of Singapore, Fei Yue Community Services and Shared Services for Charities. We also raised a total of $1 million for various causes and activities.
The launch of ‘Play It Forward’, a joint initiative of Frasers Centrepoint Malls and the Community Chest, saw $145,000 raised for Family Service Centres. These community-based focal points of family resources provide social support for families facing difficulties. This year-long initiative involves inviting shoppers to give back to families in need by donating a minimum sum of $5 to experience 15 minutes of play time in a charity ball pool. Frasers Centrepoint Malls matches shoppers’ donations dollar-for-dollar up to $30,000 to spread cheer to Staff of Frasers Centrepoint Malls and Community Chest at the Launch of ‘Play It Forward’ families and individuals in need.
Through the Frasers Property Foundation, FPA The Fiona Wood Foundation, Kids’ Camp and donated $85,000 to 24 charities this year, in a Anglicare Western Australia, raised funds in excess combination of corporate donations and matching of A$460,000. Step Up for MS, one of the iconic funds raised by staff members. Many of FPA’s events for the Multiple Sclerosis Society of Western initiatives launched in previous years are still going Australia, raised funds totalling A$92,879, with the strong. The Central Park Plunge now in its second Central Park management team making a donation of year, held in support of the Ronald McDonald House, A$10,000 towards the cause. ANNUAL REPORT 2016
Central Park Plunge, Perth 117 PEOPLE
Sharing our space employment opportunities for people from all walks We continue to support the community by of life. Funds are earned through the sales of food contributing our spaces for various charitable and items at the atrium to support the beneficiaries' outreach events. We believe that our commercial education as well as their families. Anchorpoint also spaces are where people gather and present shared its atrium space in support of the awareness opportunities for social engagement. campaign for the Special Olympics, a grassroots community movement dedicated to empowering Several outreach events were held at our malls this and transforming the lives of people with intellectual year, including awareness sessions conducted by disabilities. Hair for Hope 2016, Children's Cancer non-profit organisations. Valley Point extended Foundation's signature fundraising event was also complimentary usage of atrium space to Privilege held at Waterway Point. Enterprise Group, a social enterprise which creates
A magic show at Northpoint's Children's Day party Performances at the Singapore Youth Festival held at Causeway Point FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
118 Republic Polytechnic's National Pushcart Challenge at Causeway Point Connecting with our neighbours in the fun. Key events included the Mid-Autumn FCL believes that social inclusivity is valued in FCL Walk at Bedok Point organised with the People's as we believe that it is a fundamental block of social Association and Kampong Chai Chee Community cohesion. As part of the Yellow Ribbon Project, Centre in Singapore, as well as the Cockburn Billy Changi City Point arranged for a travelling exhibition Cart Festival and Chinese New Year celebrations at to educate the public about the rehabilitation and Queens Riverside in Australia. In China, our Baitang re-integration of ex-offenders into mainstream Neighbourhood Committee in Suzhou held the annual society. The campaign seeks to inspire potential Mid-Autumn Festival celebration on 9 September for volunteers and to reach out to the public. Baitang One residents. Our Suzhou office provided space at Baitang One Retail Street Mall (Parkville Point) Encouraging social interaction during festive for the event. Besides being a venue sponsor, we also seasons creates positive memories and helps sponsored prizes worth approximately RMB10,000 for foster a greater sense of community. We organised the event’s lucky draw. neighbourhood celebrations during various festivals and invited members of the community to join
Mid-Autumn Festival celebrations at Bedok Point Chinese New Year celebrations at Queens Riverside, Perth ANNUAL REPORT 2016
Performances by musicians with special needs at VSA Annual Donated groceries to those in need within the community at Art Exhibition at Changi City Point YewTee Point's Care and Share Event 119 PEOPLE
Supporting the Arts and Heritage and Juliet – Singapore Repertory Theatre; Hotel We continue to take a keen interest in promoting – Wild Rice Limited; and Rent – Pangdemonium local arts and heritage. This year, we supported the Theatre Company Limited. PAssion Arts Festival where some 50,000 residents created artworks which were attached to the sides We are also active in the arts scene in Australia, of public housing blocks and condominiums across with FPA jointly sponsoring and hosting the VIVID Singapore. We also hosted An Ecstatic Vision at Arts Festival and Sydney Architecture Festival as Changi City Point, an art exhibition organised by well as BEAMS Arts Festival with Sekisui House. For Very Special Arts (VSA) Singapore to showcase more the fourth consecutive year, Central Park Perth held than 100 pieces of artwork by artists with special the As We Are art exhibition, featuring the works of needs. FH provided close to $300,000 worth of disabled artists from Perth. The inspiring exhibition accommodation for performing arts groups for a this year provided good exposure for the artists, number of productions in Singapore, including with the biggest turnout to date and the largest KidsFest 2016 and Seussical the Musical – ABA number of attendees on its opening night. The event Productions Limited; Shakespeare in the Park, Romeo successfully raised A$9,000 from the artworks sold.
Shoppers appreciating artwork at VSA Annual Art Exhibition at Changi City Point
VIVID Arts Festival 2016, Central Park, Sydney FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
120 Sydney Architecture Festival, Central Park, Sydney BEAMS Arts Festival 2016, Central Park, Sydney INNOVATION
What we do today determines our success in the future. Our strategic investment in our people through staff development programmes and managing a talent pool with the right skill sets helps to future-proof our business.
SETTING STANDARDS IN DESIGN AND FEATURES
We have reaped tangible results from the non-financial investments we made. In 2008, FCL was the first developer in Singapore to introduce dual-key apartment units when we launched the Caspian Condominium project, which was since replicated in our other projects including 8@Woodleigh and Esparina Residences Executive Condominium.
This year, we piloted Building Information Modelling – Virtual Design and Construction (BIM-VDC) modelling in the project management of one of our developments, Northpoint City. VDC allows us to virtually explore innovative ways to enhance efficiencies in the built environment, while improving construction quality – a win-win solution with positive impacts to the bottom line, the environment and the retail experience.
In the development of new properties, we look to create vibrant and liveable spaces to live, work, and play in. These spaces are not only socially inclusive, but also integrated with nature and heritage. We therefore strive to achieve the following in the design of new projects to ensure that our developments cater to the varying needs and users' diverse needs: • Seamless connectivity to transport infrastructure and neighbouring developments (e.g. streets, walkways, buildings, parks) • Intuitive way-finding and enhanced accessibility of amenities and features for users with diverse abilities and mobility • Creation of communal spaces that are conducive for all age groups and persons of diverse physical abilities • Incorporation of natural and/or cultural heritage into communal areas of the development ANNUAL REPORT 2016
Esparina Residences Executive Condominium, Singapore 121 INNOVATION
Watertown was designed as the Coastal Town in a regenerative future to re-imagine the possibilities of the 21st Century in Singapore, harnessing the for the sustainable shopping centres of tomorrow. historical and natural beauty of Punggol Waterway The Living Building Challenge is the world’s most while providing seamless 24/7 connectivity to aspirational and rigorous green building performance the Waterway and Promenade. The mixed-use standard and its certification acts to rapidly diminish development integrates transport infrastructure, the gap between current limits and the end-game family-oriented amenities and the greenery of positive solutions. With this design competition, we the Punggol Waterway into its design, ensuring hope to create an opportunity for the world’s most accessibility to people of varying mobility and passionate people in sustainability to conceptualise a age groups while creating community spaces for retail centre design that shifts all our thinking forward. public interactions. In recognition of its user-centric and socially inclusive design, Watertown has been We believe we have made the right decision in awarded the Universal Design Mark GoldPLUS (Design) choosing to ride on the spirit of innovation to create Award by BCA. a distinct brand differentiation and are excited to see what else the future brings for us as we continue on We continue to embrace Universal Design practices our journey to build a sustainable company. in the development of Northpoint City, which has taken a similar approach. When completed in 2018, LITTLE THINGS THAT MAKE THE DIFFERENCE IN Northpoint City will provide barrier-free access and HOSPITALITY seamless transport connectivity with transportation networks, while integrating public and private spaces As part of our commitment toward ”Living The for the convenience of users. The development will Vision”, FH created a system which encourages also weave nature into its design, infusing vibrancy staff from all our properties to submit innovative into the Yishun suburb. ideas to improve guest experience, staff experience and profitability. The result of this initiative was the CREATING THE WORLD’S MOST SUSTAINABLE implementation of ideas such as the creation of a RETAIL CENTRE ”culture wall” to motivate and provide a warmer ambience for the back-of-house at various properties. In Australia, we are proud to have partnered the Another staff-initiated activity is the free Mandarin Living Future Institute of Australia and launched the lessons they offer to guests to not only teach the Brickworks Living Building Challenge. It is a future- language but also impart knowledge about Chinese focused design competition that calls on design culture. teams, professionals, students and anyone interested FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
122 Watertown, Singapore VIRTUAL DESIGN an on-ground experience of the actual construction process, improving predictability before project execution and enhancing AND CONSTRUCTION project efficiency. MODELLING FOR Improved risk awareness: Through visualisation of the GREATER BUILDING construction process, possible clashes on site were detected EFFICIENCIES early and prevented. Actual work was better planned resulting in smoother and safer execution.
Time efficiencies: With need for re-work minimised and coordination among the team improved, FCL achieved three In developing new properties, FCL is days of lead-time reduction that was useful in supporting other constantly seeking new technology and activities. innovative ways to enhance efficiencies in the built environment, while improving Resource efficiencies: Reduction in energy use and material construction quality. FCL takes pride wastage during construction and building management was in being one of the first two private achieved, consequently reducing the impact on the environment. developers in Singapore to adopt the Building Information Modelling-Virtual To share our learnings with the industry, we shared our Design and Construction (BIM-VDC) experience in the use of VDC with the industry, by presenting the modelling in the project management case study at the REDAS BIM Symposium in September 2016. of one of our developments, Northpoint City. It is also the first mixed development in Singapore to adopt VDC, which is the advanced module of the BIM.
While it has become common for developers in Singapore using the BIM to integrate construction information across various disciplines, FCL took a step further with BIM by utilising VDC to create a virtual prototype of the building design and construction. The prototype provides designers and engineers with
Northpoint City is an exciting integrated development located in the heart of Yishun. Featuring the largest mall in the North of Singapore, Northpoint City will also contain Singapore’s first Community Club within a shopping mall.
A town plaza the size of 10 basketball courts, an air-conditioned bus interchange, and North Park Residences, a 12-block residential development comprising 920 residences, completes the iconic development.
The development will also offer seamless connectivity to public ANNUAL REPORT 2016 transport and a cycling network to support the government’s plan to go car-lite. 123 CREATING THE In an effort to redevelop and regenerate the former Burwood Brickworks site in Melbourne, FPA has dedicated a new retail project at WORLD’S MOST the site targeting the Living Building Challenge (LBC) standard, one of SUSTAINABLE RETAIL the most stringent green building certifications in the world. Together with Living Future Institute Australia, the Brickworks LBC design CENTRE competition was launched, with the aim of unlocking new possibilities in sustainable design in retail. The project prides itself in being the world’s most sustainable retail centre in the making.
Winning design by dwp|suters for the Brickworks Living Building Challenge
To achieve the “Living Building” title, strategies for Brickworks were laid down by FPA in relation to LBC’s performance areas.
Performance Area Strategies Place • Increase the ecological value of site The LBC is a sustainable • Dedicate 20% of site for food-growing building certification • Set aside land away from project in perpetuity programme created by • Be car-lite the International Living Future Institute in 2006. Water • Achieve a 100% closed loop water system It is a performance- Energy • Achieve net positive energy (105%) without combustion based standard where Health + • Have operable windows in regularly-occupied spaces each development Happiness • Implement volatile organic compounds limits on has to comply with 20 interior building product, cleaning protocol using general imperatives environmental products and indoor air quality testing arranged under seven • Include elements that nurture the human-nature performance categories connection before achieving the LBC Materials • Specify, select & install non-red list products certification. Known as • Calculate and offset embodied carbon one of the world’s most • Use 30+ ‘Declared’ products and the Forest exacting green building Stewardship Council timber throughout standards, only 11 “Living • Use ‘Local’ materials, products, consultants • Ensure infrastructure is provided for recycling Buildings” have been successfully certified. Equity • Limited exposed car parking • Minimise impact to local fresh air, natural waterways • Donate a portion from every dollar invested to a charity of choice • Engage/encourage consultants and sub-contractors to undertake JUST certification
FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Beauty • Introduce public art • Have public education about the operation and performance of the project 124 GRI CONTENT INDEX (G4 CORE)
The report is prepared in accordance to the guidelines laid out by the Global Reporting Initiative (GRI) G4 Core. The table below summarises our disclosure level with reference to GRI indicators.
Fully met Partially met Not covered
GENERAL STANDARD DISCLOSURES Disclosure Standard Disclosure Title Page Reference Level STRATEGY AND ANALYSIS G4-1 Statement from the most senior decision- Chairman's Statement maker of the organisation about the relevance p. 24-26 of sustainability to the organisation and Group CEO's Statement, p. 27-29 the organisation’s strategy for addressing Sustainability Report, p. 73 sustainability ORGANISATIONAL PROFILE G4-3 Name of the organisation FCL Group At A Glance, p. 3 G4-4 Primary brands, products, and services FCL Group At A Glance, p. 3-5 G4-5 Location of the organisation’s headquarters About This Report, p. 78 G4-6 Number of countries where the organisation About This Report, p. 78 operates, and names of countries where either the organisation has significant operations or that are specifically relevant to the sustainability topics covered in the report G4-7 Nature of ownership and legal form Notes To The Financial Statements, p. 190-303 G4-8 Markets served (including geographic Our Global Presence, p. 6-7 breakdown, sectors served, and types of customers and beneficiaries) G4-9 Scale of the organisation FCL Group At A Glance, p. 3-5 Staff Retention And Development, p. 111 G4-10 a. total number of employees by employment Staff Retention And Development, contract and gender p. 111 b. total number of permanent employees by employment type and gender No substantial work is performed by workers who are legally recognised as c. total workforce by employees and supervised self-employed. there is no significant workers and by gender variation in employment numbers. d. total workforce by region and gender e. report whether a substantial portion of the organisation’s work is performed by workers who are legally recognised as self- employed, or by individuals other than employees or supervised workers, including employees and supervised employees of contractors f. any significant variations in employment numbers (such as seasonal variations in employment in the tourism or agricultural industries) G4-11 Employees covered by collective bargaining There are no collective bargaining agreements agreements in place. G4-12 The organisation’s supply chain Our Value Chain, p. 82 G4-13 Significant changes during the reporting period Added Thai operations with the regarding the organisation’s size, structure, purchase of a stake in Thailand's ANNUAL REPORT 2016 ownership, or its supply chain Golden Land and etc. Please refer to our announcement in SGX. 125 GRI CONTENT INDEX (G4 CORE)
G4-14 Whether and how the precautionary approach or Governance, p. 90-92 principle is addressed by the organisation FCL does not specifically refer to the precautionary approach when managing risk, however, our management approach is risk-based, and underpinned by our internal audit framework. G4-15 Externally developed economic, environmental Governance, p. 90-92 and social charters, principles, or other initiatives Environment, p. 73-100 to which the organisation subscribes or which it People, p. 101-120 endorses G4-16 Memberships of associations (such as industry Stakeholder Engagement, p. 83-84 associations) and national or international Partnerships And Affiliations, p. 85 advocacy organisations IDENTIFIED MATERIAL ASPECTS AND BOUNDARIES G4-17 All entities included or not included in About This Report, p. 78 organisation’s financial statements G4-18 Process for defining report Content What's Important To Us, p. 79-82
Please refer to our previous report for details of our process for defining report content. G4-19 The material aspects identified in the process for What's Important To Us, p. 79-82 defining report content G4-20 For each material aspect, aspect Boundary within All the 10 identified material issues the organisation have impact both inside and outside the organisation, with the exception of Labour/management relations and Staff retention and development, which are internally focused.
Health and safety are of particular importance to construction activities, and as such, we focus on influencing safer operations related to FCL developments, through our construction contractors. G4-21 Aspect Boundary outside the organisation All the 10 identified material issues have impact both inside and outside the organisation, with the exception of Labour/management relations and Staff retention and development, which are internally focused.
Health and safety are of particular importance to construction activities, and as such, we focus on influencing safer operations related to FCL developments, through our construction contractors. G4-22 Effect of any restatements of information No restatements provided in previous reports, and the reasons for
FRASERS CENTREPOINT LIMITED & SUBSIDIARIES such restatements G4-23 Significant changes from previous reporting No significant changes periods in the scope and aspect Boundaries 126 STAKEHOLDER ENGAGEMENT G4-24 Stakeholder groups engaged by the organisation Stakeholder Engagement, p. 83-84 G4-25 Basis for identification and selection of Our Value Chain, p. 82 stakeholders with whom to engage Stakeholder Engagement, p. 83-84
We have selected Stakeholders based on their interest in our business. G4-26 Approach to stakeholder engagement, including Stakeholder Engagement, p. 83-84 frequency of engagement by type and by stakeholder group G4-27 Key topics and concerns raised through Stakeholder Engagement, p. 83-84 stakeholder engagement, and how the organisation has responded REPORT PROFILE G4-28 Reporting period for information provided About This Report, p. 78 G4-29 Date of most recent previous report Our previous sustainability report was published for our last financial year - 2014/15. G4-30 Reporting cycle About This Report, p. 78 G4-31 Contact point for questions regarding the report We Welcome Your Feedback And or its contents Suggestions, p.78 G4-32 Report on ‘In accordance’ option, Gri Content About This Report, p. 78 Index, reference to external assurance G4-33 Policy and current practice with regard to seeking About This Report, p. 78 external assurance for the report GOVERNANCE G4-34 Governance structure of the organisation Managing Sustainability, p. 88 Governance, p. 90-92 G4-58 Internal and external mechanisms for reporting Governance, p. 90-92 concerns about ethical and lawful behaviour, Anti-corruption, Fraud Prevention And and matters related to organisational integrity, Ethical Marketing, p. 91-92 such as escalation through line management, whistleblowing mechanisms or hotlines ANNUAL REPORT 2016
127 GRI CONTENT INDEX (G4 CORE)
SPECIFIC STANDARD DISCLOSURES CATEGORY: ECONOMIC ASPECT: ECONOMIC PERFORMANCE G4-DMA Generic Disclosures on Management approach Group CEO's Statement, p 27-29 G4-EC1 Direct economic value generated and distributed Financial Highlights, p. 11 Financial Statements, p. 167-303 G4-EC3 Coverage of the organisation's defined benefit Staff Management, p.110 plan obligations Employees are covered by Singapore’s mandatory social security savings plan, the Central Provident Fund (CPF).
Across all of our significant locations of operation, we provide our employees with retirement plans (where applicable). CATEGORY: ENVIRONMENTAL ASPECT: ENERGY G4-DMA Generic Disclosures on Management approach Environment, p. 93-100 Energy Use And GHG Emissions, p. 97-98 G4-EN3 Energy consumption within the organisation Energy Use And GHG Emissions, p. 97-98 G4-EN5 Energy intensity Energy Use And GHG Emissions, p. 97-98 G4-EN6 Reduction of energy consumption Energy Use And GHG Emissions, p. 97-98
Baseline of 2015 selected as this was the first year that we formally began to monitor energy (or something similar). G4-CRE1 Building energy intensity Energy Use And GHG Emissions, p. 97-98 ASPECT: WATER G4-DMA Generic Disclosures on Management approach Environment, p. 93-100 Water Use/Conservation, p. 99 G4-EN8 Total water withdrawal by source Water Use/Conservation, p. 99 G4-CRE2 Building water intensity Water Use/Conservation, p. 99 ASPECT: EMISSIONS G4-DMA Generic Disclosures on Management approach Environment, p. 93-100 Energy Use And GHG Emissions, p.97-98 G4-EN16 Energy indirect greenhouse gas (GHG) emissions Energy Use And GHG Emissions, (scope 2) p.97-98
Main emissions source monitored is
electricity, therefore, CO2 is the only gas included. G4-EN18 Greenhouse gas (GHG) emissions intensity Energy Use And GHG Emissions, p. 97-98 FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
128 G4-EN19 Reduction of greenhouse gas (GHG) emissions Energy Use And GHG Emissions, p. 97-98 G4-CRE3 Greenhouse gas (GHG) emissions intensity from Energy Use And GHG Emissions, buildings p. 97-98 ASPECT: EFFLUENTS AND WASTE G4-DMA Generic Disclosures on Management approach Environment, p. 93-100 G4-EN23 Total weight of waste by type and disposal Waste Management, p.100 method ASPECT: COMPLIANCE G4-DMA Generic Disclosures on Management approach Environment, p. 93-100 G4-EN29 Non-monetary sanctions for non-compliance with Compliance With Regulation, p. 100 environmental laws and regulations
CATEGORY: SOCIAL SUB-CATEGORY: LABOR PRACTICES AND DECENT WORK ASPECT: EMPLOYMENT G4-DMA Generic Disclosures on Management approach People, p. 100-120 G4-LA1 Total number and rates of new employee hires People, p 111 and employee turnover by age group, gender and region Breakdown by age group and gender are not available. We aim to report this next year. G4-LA2 Benefits provided to full-time employees that Labour/Management Relations, p. 110 are not provided to temporary or part-time employees, by significant locations of operation Temporary or part time employees are not a significant part of FCL’s workforce. ASPECT: LABOR/MANAGEMENT RELATIONS G4-DMA Generic Disclosures on Management approach People, p. 100-120 G4-LA4 Minimum notice periods regarding operational Staff Management, p. 110 changes, including whether these are specified in collective agreements. this is currently not This is currently not covered in group- covered in group-wide collective agreements wide collective agreements. The notice period varies. ASPECT: OCCUPATIONAL HEALTH AND SAFETY G4-DMA Generic Disclosures on Management approach People, p. 100-120 G4-LA5 Workforce represented in formal joint Managing Sustainability, p. 88-89 management-worker health and safety committees that help monitor and advise on occupational health and safety programs G4-LA6 Type of injury and rates of injury, occupational Safety First, p.101-105 diseases, lost days, and absenteeism, and total number of work-related fatalities, by region and There were no incidences of by gender occupational diseases. We do not measure absenteeism. restateG4- Percentage of the organisation operating in Safety First, p.101-105 CRE6 verified compliance with an internationally recognised health and safety management system We are implementing ISO 14001 and OHSAS 18001 systems across our organisation. ANNUAL REPORT 2016
129 GRI CONTENT INDEX (G4 CORE)
ASPECT: TRAINING AND EDUCATION G4-DMA Generic Disclosures on Management approach People, p. 100-120 G4-LA9 Training per year per employee by gender, and by Building Capabilities And Developing employee category Our People, p. 112
Breakdown by gender not available. We aim to report this next year. G4-LA10 Programs for skills management and lifelong Staff Retention And Development, learning that support the continued employability p 111-113 of employees and assist them in managing career endings G4-LA11 Employees receiving regular performance and Staff Retention And Development, career development reviews, by gender and by p. 111-113 employee category 100% of staff receive annual performance appraisals. SUB-CATEGORY: SOCIETY ASPECT: LOCAL COMMUNITIES G4-DMA Generic Disclosures on Management approach Local Communities, p. 114-120 G4-SO1 Operations with implemented local community Local Communities, p. 114-120 engagement, impact assessments, and development programs G4-CRE7 Persons voluntarily and involuntarily displaced FCL only builds on land tendered and/or resettled by development, broken down or selected by the respective by project governments for this purpose. We rely on the relevant authorities to solve any potential issues of resettlement or displacement before we start our construction projects. ASPECT: ANTI-CORRUPTION G4-DMA Generic Disclosures on Management approach Governance, p. 90-92 G4-SO3 Operations assessed for risks related to corruption Anti-corruption, Fraud Prevention And and the significant risks identified Ethical Marketing, p. 91-92 G4-SO5 Confirmed incidents of corruption and actions Anti-corruption, Fraud Prevention And taken Ethical Marketing, p. 91-92 SUB-CATEGORY: PRODUCT RESPONSIBILITY ASPECT: MARKETING COMMUNICATIONS G4-DMA Generic Disclosures on Management approach Anti-corruption, Fraud Prevention And Ethical Marketing, p. 91-92 G4-PR7 Total number of incidents of non-compliance Anti-corruption, Fraud Prevention And with regulations and voluntary codes concerning Ethical Marketing, p. 91-92 marketing communications, including advertising, promotion, and sponsorship, by type of outcomes FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
130 AWARDS AND ACCOLADES
COMMERCIAL • Alexandra Point (2014 – 2017)
CORPORATE • Valley Point (2014 – 2017) Special Event Silver Award • 51 Cuppage Road (2014 – 2017) BCI Asia Top 10 Developers by Community Chest – Play it • Robertson Walk (2014 – 2017) Award 2015 – Singapore Forward – Singapore's Largest Frasers Centrepoint Limited Charity Ball Pool Biz-Safe Partner Award by Frasers Centrepoint Malls Workplace Safety And Health SIAS Investors’ Choice Awards Council 2016 – Most Transparent Asia’s Best First Time Sustainability • Alexandra Technopark Company Award, Real Estate Report 2016 – Finalist (2016 – 2018) Category – Runner-up Frasers Commercial Trust • China Square Central Frasers Centrepoint Limited (2016 – 2018) SIAS Investors’ Choice Awards • Alexandra Point (2016 – 2018) 2016 – Most Transparent • Valley Point (2016 – 2018) Company Award, REITS and • 51 Cuppage Road (2016 – 2018) SINGAPORE Business Trusts Category, • Robertson Walk (2016 – 2018) Runner-up RESIDENTIAL Frasers Centrepoint Trust Basic Certification for Water Efficient Building by Public Utilities Singapore Landscape Architecture BCA Awards – Green Mark Board Awards 2015 – Silver Award by Platinum • Causeway Point Singapore Institute of Landscape Alexandra Point (2014 to 2017) • East Point Mall Architects Causeway Point (2011 to 2017) • Northpoint Shopping Centre Boathouse Residences • The Centrepoint BCA Awards 2016 – Green Mark Singapore Landscape Architecture GoldPLUS Outstanding Individual Award – Awards 2015 – Merit Award by Waterway Point National Safety & Security Watch Singapore Institute of Landscape Group, Singapore Police Force Architects BCA Awards 2016 – Green Mark Northpoint Shopping Centre Eight Courtyards Gold • Valley Point Commendation Award – National FIABCI Singapore Property Awards • 51 Cuppage Road Safety & Security Watch Group, 2016 – Winner – Residential, Mid Singapore Police Force Rise category BCA Awards 2016 – Green Mark Bedok Point The Waterfront Collection Certification China Square Central BCA Awards 2016 – Green Mark GoldPLUS Eco-Office Certification by North Park Residences AUSTRALIA Singapore Environmental Council • Alexandra Technopark FRASERS PROPERTY AUSTRALIA BCA Awards 2016 – Construction (2015 – 2017) Excellence - Merit • China Square Central ICSC 2015 Asia Pacific Shopping Eight Courtyards (2015 – 2017) Center Awards – Sustainability • Alexandra Point (2015 – 2017) Design (Design & Development) – BCA Awards 2016 – Construction • Valley Point (2015 – 2017) Gold Medal Excellence - Merit • 51 Cuppage Road (2015 – 2017) The Ponds Shopping Centre Waterfront Gold Biz-Safe Enterprise Level Star Lachlan Macquarie Award by 2015 BCA Awards 2016 – Green Mark Award by Workplace Safety And National Architecture Awards Certified Health Council The Brewery Yard, Central Park QBay Residences • Alexandra Technopark
(2014 – 2017) ANNUAL REPORT 2016 • China Square Central (2014 – 2017) 131 AWARDS AND ACCOLADES
Housing Industry Association Urban Development Institute of FRASERS LOGISTICS AND NSW Awards 2016 – Best Australia (UDIA) NSW Awards for INDUSTRIAL TRUST Townhouse/Villa over 10 dwellings Excellence 2016 – Excellence in Squire Terraces at Putney Hill, Residential Development SIAS Investors’ Choice Awards won by Strongbuild Fairwater 2016 – Most Transparent Company Award, New Issues Master Builders Association of Urban Development Institute of Category – Runner-up NSW Excellence in Construction Australia (UDIA) NSW Awards Frasers Logistics and Industrial Awards – Residential & Mixed-Use for Excellence 2016 – Excellence Trust $50-$100M in Environmental Technology & The Steps, Central Park Sustainability Fairwater HOSPITALITY Master Builders Association of NSW Excellence in Construction Urban Development Institute of HOSPITALITY Awards – Retail Buildings: New Australia (UDIA) NSW Awards for Building $10-$20M Excellence 2016 – Excellence in World Travel Awards – World’s Central Park Mall, Central Park Retail Development Leading Serviced Apartments The Ponds Shopping Centre Brand 2014 – 2016 Master Builders Association of NSW Frasers Hospitality Pte Ltd Excellence in Construction Awards Urban Development Institute of – Home Units up to $300,000 Australia (UDIA) NSW Awards for World Travel Awards – England's Figtree, Putney Hill Excellence 2016 – Excellence in Leading Serviced Apartment Mixed-Use Development Brand 2014 – 2016 Master Builders Association of Discovery Point Frasers Hospitality Pte Ltd NSW Excellence in Construction Awards – Retail $20-$30M 2016 Chicago Athenaeum World Travel Awards – Hungary's The Ponds Shopping Centre International Architecture Awards Leading Serviced Apartment (Global) – New Buildings and Brand 2013 – 2016 2015 Green Globe Awards – Urban Planning Frasers Hospitality Pte Ltd Built Environment Sustainability: The Brewery Yard, Central Park Commercial Properties – Highly Business Traveller Asia-Pacific Commended Good Design Award – Awards 2016 – Best Luxury The Ponds Shopping Centre Architectural Design, Urban Serviced Residence Brand Design & Public Spaces Frasers Hospitality Pte Ltd National Energy Efficiency Awards Kensington Street, awarded 2015 – Best Commercial Building to Turf Design Studio, Jeppe Expatriate Management and Efficiency Project – Highly Aagaard Andersen, Tonkin Mobility Awards – Corporate Commended Zulaikha Greer and Paul Davies & Housing Provider of the Year 2016 The Ponds Shopping Centre Associates – Runner up Frasers Hospitality Pte Ltd Future Green Leader – Winner Good Design Award – by Green Building Council of Architectural Design, Commercial China Travel & Meetings Industry Australia and Residential Architecture Awards – Serviced Apartment Olivia Leal-Walker One Central Park Provider of the Year Frasers Hospitality Pte Ltd 2016 UNESCO Asia-Pacific Asia Hotel Design Awards 2016 – Awards for Cultural Heritage Architecture of the Year Best Serviced Apartment Conservation – New Design in The Old Clare Hotel, Central Park Operator 2013 - 2016 by Travel Heritage Contexts – Winner Trade Gazette (TTG) The Brewery Yard Urban Development Institute of Frasers Hospitality Pte Ltd Australia National Awards for
FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 2016 NSW Landscape Excellence 2016 – Masterplanned HRM Asia Readers Choice Awards Architecture Awards – Parks and Development – Best Serviced Apartment Group 132 Open Space Discovery Point Frasers Hospitality Pte Ltd Fairwater Expatriate Management and Outstanding Serviced Apartment • Capri by Fraser, Brisbane, Mobility Awards – Corporate Group by That’s Beijing Australia Housing Provider of the Year 2016 Frasers Hospitality Pte Ltd • Capri by Fraser, Changi City, – Highly commended Singapore Frasers Hospitality Pte Ltd Outstanding Experience for Best • Capri by Fraser, Kuala Lumpur, Host Award Year 2015-16 by Malaysia World Travel Awards – World’s TravelGuru.com • Capri by Fraser, Ho Chi Minh Leading Serviced Apartments 2016 Fraser Suites New Delhi City, Vietnam Fraser Suites Kensington, London • Capri by Fraser, Barcelona, Luxury Travel Guide Awards – Spain World Travel Awards – Bahrain’s Luxury Apartments of the Year Leading Serviced Apartments Fraser Suites New Delhi Travellers’ Choice 2016 by Trip 2013 – 2016 Advisor Fraser Suites Bahrain Certificate of Excellence 2016 by • Fraser Suites Singapore Trip Advisor • Fraser Suites Chengdu World Travel Awards – Hungary's • Fraser Suites Sydney • Fraser Place Kuala Lumpur Leading Serviced Apartments • Fraser Suites Perth • Fraser Residence Nankai Osaka 2013 – 2016 • Fraser Suites Singapore • Fraser Residence Budapest Fraser Residence Budapest • Fraser Suites Sukhumvit • Capri by Fraser, Kuala Lumpur, • Fraser Suites Chengdu Malaysia World Travel Awards – Europe's • Fraser Suites Guangzhou Leading Serviced Apartments 2016 • Fraser Suites Top Glory FRASERS HOSPITALITY TRUST Fraser Suites Kensington, London Shanghai • Fraser Suites Insadong, Seoul Singapore Corporate Awards World Travel Awards – England's • Fraser Suites CBD Beijing 2016 – Best Annual Report, REITS Leading Serviced Apartments 2016 • Fraser Suites Seef Bahrain and Business Trusts category – Fraser Suites Kensington, London • Fraser Suites Diplomatic Area Merit Bahrain Frasers Hospitality Trust Best Smaller Hotel Chain by • Fraser Suites Dubai Business Traveller Awards 2016 • Fraser Suites Queens Gate Hotel du Vin • Fraser Suites Edinburgh • Fraser Suites Glasgow INTERNATIONAL Golden Pillow Award of China's • Fraser Suites Harmonie Paris La Hotels 2016 – China's Best Defense CHINA Serviced Residence • Fraser Suites Le Claridge Modena by Fraser Putuo Shanghai Champs-Elysees Sichuan Province Customer • Fraser Place Robertson Walk, Satisfaction Construction Project 2016 Experts' Choice Award by Singapore by Sichuan Province Quality TripExpert • Fraser Place Kuala Lumpur Association Fraser Place Kuala Lumpur • Fraser Place Manila A-Space World Plot 4B, Chengdu • Fraser Place Shekou, Shenzhen Logistics Hub HRM Asia Readers Choice Awards • Fraser Place Namdaemun, Seoul – Best Business Hotel • Fraser Place Central Seoul Sichuan Province Construction Capri by Fraser, Changi City, • Fraser Place Anthill Istanbul Decoration Award by Sichuan Singapore • Fraser Place Canary Wharf Province Construction Industry • Fraser Residence Kuala Lumpur Association Australian Hotels Association • Fraser Residence Sudirman A-Space World Plot 3, Chengdu Awards – Best Apartment/Suite Jakarta Logistics Hub Accommodation Hotel of the Year • Fraser Residence Menteng Jakarta Fraser Suites Perth • Fraser Residence CBD East Beijing Jinrong Cup of Chengdu City • Fraser Residence Shanghai Construction Decoration Project
Best Apartment/Suite Hotel of the • Fraser Residence Budapest by Chengdu City Construction ANNUAL REPORT 2016 Year by Tourism Accommodation • Modena by Fraser Zhuankou Decoration Association Australia Wuhan A-Space World Plot 3, Chengdu 133 Fraser Suites Sydney • Modena by Fraser Putuo Shanghai Logistics Hub ENTERPRISE-WIDE RISK MANAGEMENT
Enterprise-wide Risk Management (ERM) is an RISK MANAGEMENT PROCESS integral part of the business strategy of FCL and its subsidiaries (collectively, the Group). The Group To facilitate a consistent and cohesive approach to maintains a risk management system to proactively ERM, a risk management framework and process manage risks both at the strategic and operational have been developed. FCL adopts a robust risk level to support the achievement of its business management framework to maintain a high level objectives and corporate strategies. Through of corporate discipline and governance. The risk active risk management, Management creates and management process is implemented by the preserves value for the Group. Management for the identification and management of risks of the Group. The process consists of risk The Board of Directors is responsible for identification, risk assessment and evaluation, risk governing risks across the Group and ensuring treatment, risk monitoring and reporting. that Management maintains a sound system of risk management and internal controls. It is assisted The ERM framework links the Company’s risk by the Risk Management Committee (RMC) to management process with the Group’s strategic oversee the Group’s ERM Framework, determine objectives and operations. Risks are identified and the risk appetite, assess the Group’s risk profile, assessed, and mitigating measures developed to material risks, and mitigation plans, and ensuring address and manage those risks. The ERM framework the effectiveness of risk management policies and and process are summarised in an ERM policy for procedures. The RMC, which comprises members of employees. the Board, meets regularly to deliberate material risk issues at the Board level. All material risks and risk The risk management process is integrated and issues are reported to the RMC for review. coordinated across the businesses of the Group. The ERM framework and processes apply to all business The Group’s risk tolerance statements and risk units in the Group. The risk ownership lies with the thresholds have been developed by Management, heads of the respective business units who review and approved by the RMC on behalf of the Board. risks and mitigating measures every quarter. They are The risk tolerance statements set out the nature responsible for the development, implementation and extent of the significant risks that the Group is and practice of ERM within the business unit. Risks willing to take in achieving its strategic objectives. that have a material impact on the business units The accompanying risk tolerance thresholds, which are identified and assessed. The risk exposures set the risk boundaries in various strategic and and potential mitigating measures are tracked in a operational areas, are reviewed and monitored risk register maintained in a web-based Corporate closely by the Management. Any risk that has Risk Scorecard system. Where applicable, Key Risk escalated beyond its threshold will be highlighted Indicators are established to provide an early warning and addressed, and reported to signal to monitor risks. Key material risks and their the RMC. associated mitigating measures are consolidated at the Group level and reported to the RMC.
The Group proactively manages risks at its operational level. Control self-assessment, which promotes accountability and risk ownership, is implemented for several key business processes. The Group also has in place a Comfort Matrix framework, which provides an overview of the mitigating strategies, and assurance processes of key financial, operational, compliance and information technology risks. FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
134 An ERM validation is held at the Management KEY RISKS level annually. The heads of business units provide assurance to the Group Chief Executive Officer and The Management has been actively monitoring the Chief Financial Officer that key risks at the business key material risks that affect the Group. Some of the unit level have been identified and the mitigating key risks that the Group is exposed to include: measures are effective and adequate. The result of the ERM validation for the financial year ended Country Risks (Economic, Political and 30 September 2016 was reported and presented Regulatory Risks) to the RMC. At this annual ERM validation, With diversified worldwide operations, FCL is Management provided assurance that the risk exposed to developments in major economies management system implemented in the Group and key financial and property markets. The risk of is adequate and effective to address risks that are adverse changes in the global economy can reduce considered relevant and material to the Group’s profits, result in revaluation losses and affect the operations. Group’s ability to sell its residential development stock. The Group enhances its risk management culture through various risk management activities. Risk Changes in regulatory policies may also result in awareness briefings are conducted for all levels higher operating and investment costs, loss in during staff orientation. Refresher sessions are also productivity and disruptions to business operations. organised for existing staff when required. Periodic discussions of risks and risks related issues are held The Group adopts a prudent approach in selecting at the business unit level where emerging risks are locations for its investment to mitigate these risks. identified and managed. Measures are in place to monitor the markets closely, such as through maintaining good working FCL seeks to improve its risk management processes relationships and engaging with local authorities, on an ongoing basis. The Group’s risk management business associations and local contacts, and system is benchmarked against the market practice. reviewing expert opinions and market indicators, to During the financial year, the Group enhanced its keep abreast of economic, political and regulatory business continuity management capability and changes. Particular emphasis is placed on regulatory operational resilience by establishing a Business compliance in the Group’s operations. Continuity Management Policy to guide the business units in the implementation of business continuity Financial Risk plans. The business continuity plan allows the Group FCL has global operations and has exposure to react to disruptions while continuing with critical to financial risks such as foreign exchange risk, business functions. The business continuity effort is interest rate risk and liquidity risk. The Group uses overseen by the Business Continuity Management derivatives, a mix of fixed and floating rate debt with Committee comprising members from the key heads varying tenors as well as other financial instruments of department. to hedge against foreign exchange and interest rate exposure. Policies and processes are in place to facilitate the monitoring and management of these risks in a timely manner.
To manage liquidity risk, the Group monitors cash flow and maintains sufficient cash or cash equivalents as well as secures funding through multiple sources to ensure that financing, funding, and repayment of debt obligation are fulfilled. The Group’s financial risk management is discussed in more detail in the notes to the financial statements on pages 180 to 303. ANNUAL REPORT 2016
135 ENTERPRISE-WIDE RISK MANAGEMENT
Human Capital Risk Environmental, Health & Safety (EHS) Risks The Group views its human capital as a key factor FCL places importance in managing EHS risks in for driving growth. As such, managing talent its international operations. It has put in place an recruitment, succession planning, staff turnover, EHS policy and EHS Management System in key retention of key personnel and maintenance of a operation areas to manage the risks. The Group has conducive work environment are important to the achieved OHSAS 18001 and ISO14001 certification Group. In view of these considerations, the Human for some of its key operations. It aims to widen the Resources team has developed and implemented coverage of both Occupational Health & Safety and effective reward schemes, corporate wellness Environment Management System to further areas programmes and staff development initiatives. of operations in the future. The Group also manages Details on the various programmes and initiatives can the environment risks by setting targets in reducing be found in the Sustainability Report section of the greenhouse gas emission, energy usage and water Annual Report on pages 72 to 130. consumption within its investment portfolio. More details can be found in the Sustainability Report Fraud and Corruption Risk section of the Annual Report on pages 72 to 130. The Group does not condone any acts of fraud, corruption or bribery by employees in the course of its business activities. The Group has put in place various policies and guidelines, including a Code of Business Conduct and an Anti-Bribery policy to guide the employees on business practices, standards and conduct expected in the course of their employment with the Group. A Whistle-Blowing Policy is also put in place to provide a clearly defined process and independent feedback channel for employees to report any suspected improprieties in confidence and in good faith, without fear of reprisal. The Audit Committee reviews and ensures that independent investigations and appropriate follow-up actions are carried out. More details can be found in the Corporate Governance Section on pages 137 to 165.
Information Technology (IT) Risk The Group places a high priority on information availability, IT governance and IT security. It has put in place group-wide IT policies and procedures to address evolving IT security threats, such as hacking, malware, mobile threats and data loss. Disaster recovery plans and incident management procedures are developed and tested annually. Measures and considerations have also been taken to safeguard against loss of information, data security, and prolonged service unavailability of critical IT systems. Periodic training is also conducted for new and existing employees to raise IT security awareness. External professional services are engaged to conduct independent vulnerability assessment and penetration tests to further strengthen the IT systems. FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
136 efficiency. are appropriate delegationofauthorityandapproval sub-limitsattheManagementlevel,tofacilitateoperational limits, beyond whichtheapproval oftheBoard needs to beobtained.BelowtheBoard andEXCOlevels,there funding andinvestmentproposals. TheMOAauthorisestheEXCOtoapprove certaintransactionsuptospecified budgets, financial plans, business strategies and material transactions, such as major acquisitions, divestments, contains ascheduleof matters specifically reserved totheBoard forapproval. Theseincludeapproval of annual operating andcapitalexpenditure aswellacquisitionsanddisposalsofassets and investments.TheMOAalso the procedures andlevelsofauthorisationrequired forspecifiedtransactions.Italsosetsoutapproval limitsfor The Company adopts a framework of delegated authorisations in its Manual ofAuthority(“MOA”).The MOA defines Corporate Authorisations (the “Directors”) are aware ofandkeptupdatedastotheproceedings andmattersdiscussed duringsuchmeetings. the Board. MinutesofallBoard Committeemeetingsare circulated totheBoard sothatdirectors oftheCompany Committee (“RMC”). Each Board by clearTerms Committee is governed of Reference which have been approved by Committee (“AC”),theNominatingNCRemunerationRC”)andRiskManagement to fiveboard committees (the“Board Committees”)namely, the Board ExecutiveCommittee(“EXCO”),theAudit In order for the Board toefficiently discharge its oversightfunctionofFCL,itdelegates specific areas of responsibilities Delegation ofAuthorityoncertainBoard Matters and(f)ensuresfactors aspartofitsstrategicformulation, compliancebytheGroup withrelevant lawsandregulations. assumes responsibility(e)considerssustainabilityissuessuchasenvironmental for corporategovernance, andsocial processes controls, forevaluatingthe adequacyofinternal riskmanagement,financial reporting andcompliance,(d) proposals, ofthe Group (b) monitors the financial performance andthe Management’s (c)oversees performance, The Board also(a)reviews annualbudgets,financialplans,majoracquisitionsanddivestments,fundinginvestment principles ofethicsandvalues. and themanagementofCompany(the“Management”)withthatShareholders aswellsettinggood success.TheBoard objectivesandlong-term isalsoresponsibleperformance foraligningtheinterests oftheBoard affairs ofFCL,andisresponsible fortheGroup’s overallentrepreneurial leadership,strategicdirection, riskappetite, The board ofdirectors oftheCompany(the“Board and ”) isentrustedwithoversightofthebusinessperformance Principle 1:TheBoard’s ConductofAffairs A. BOARDMATTERS 2012”). closely totheprinciples,guidelinesandrecommendations2012(the“Code oftheCodeCorporateGovernance Listed on9January2014Singapore ExchangeSecuritiesTrading Limited(the“SGX-ST”),theCompanyadheres andvalueforShareholders.enhancement ofcorporateperformance “Group”) andinterests ofshareholders oftheCompany(theShareholders “ ”) whilstpursuingsustainablegrowth and controls.internal OperatingwithinsuchaframeworkallowsFCLtosafeguard theassetsofFCLanditssubsidiaries(the andcorporatetransparency,governance andadheres tosoundcorporatepolicies,businesspracticesandsystemof committed tosettingandmaintaininghighstandards FCLisfirmly ofcorporate businesses andperformance. isessentialtothesuccessofFrasersCentrepointGood corporategovernance Limited’s (“FCL”orthe“Company”) CORPORATE GOVERNANCE 137
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES communication facilities. to participatethrough telephone conference, videoconference ofelectronic oranyotherforms orinstantaneous Management. TheCompany’s Constitutionprovide forBoard memberswhoare unabletoattendphysicalmeetings understanding ofthekeybusinessoperationseachdivisionandtopromote activeengagementwiththeGroup’s key and meetings with personnel from theGroup’s businessdivisionsare alsoarrangedforDirectors tohave an intimate presentations atBoard andBoard Committeemeetings.Where required orrequested byBoard members,sitevisits The Directors are alsogivendirect accesstothemanagementteamofGroup’s business divisionsthrough the Directors withoutthe presence oftheManagement,soastofacilitateamore effective checkontheManagement. attention anddecision.Time issetaside,where appropriate, afterscheduledBoard meetingsfordiscussionsamongst During Board meetings, the Directors activelyparticipate,discuss,deliberateandappraisemattersrequiring their deem itnecessaryorappropriate todoso.Forthefinancialyearended30September2016,Board metsixtimes. The Board anditsvarious Board Committeesmeetregularly, andalsoasrequired bybusinessneedsoriftheirmembers Meetings oftheBoard andBoard Committees the CEOoranyotherinterested persons (asdefinedintheSGX-STListingManual)andemployeesofGroup. procedure fordisclosing,reporting andobtainingofrelevant approvals forproperty purchases madebyanyDirector, conflicted. Forpurchases ofproperty inFCLproperty projects, there isalsoapolicywhichsetsouttheprocess and relevant segmentsthereof), inadditiontoabstainingfrom voting,onany matter inwhichtheyare sointerested or come tohisknowledge;and(ii)requiring suchDirectors torefrain from participatinginmeetingsordiscussions(or of interest onatransaction orproposed transactionwiththeGroup assoonpracticable aftertherelevant factshave Group, theCompanyhasputinplaceappropriate procedures including(i)requiring anyDirector todeclare anyconflict To address andmanagepossibleconflictsofinterest thatmayarisebetweenDirectors’ interests andthoseofthe Conflicts ofInterest (5) (4) (3) (2) (1) Under theMOA,followingmattersare specifically reserved forthe approval oftheBoard: CORPORATE GOVERNANCE of the terms ofreferenceof theterms (the“Terms ofReference”) ofanyBoard CommitteesorBoard sub-committees. the appointmentofBoard CommitteesorBoardamendmentalteration sub-committees orthedetermination, the salesordisposalofwholesubstantiallyundertakingassetsCompany;and approval oftheannualcapitalbudget,operatingbudgetandstaff costsbudget; where theseexceedavalueof$600million; new equity investments, increase in equity participation, anddisposalorreduction of equity participation, exceed avalueof$1billion; of landandproperties andtheincurringofunbudgetedcapitaldevelopmentexpenditure, where these acquisition oflandandproperties, redevelopment of existingassets,refurbishment ofexistingassets,disposal SGX-ST ListingManual. ended 30September2016,theBoard wasupdatedonrecent changestotheCompaniesAct,Chapter50and the financial, legaland regulatory requirements, andthebusinessenvironment andoutlook.Duringthefinancialyear (“SID”) and for them to receive updates and training from journal SID to stay abreast of relevant developments in appointment. Inaddition,theDirectors are alsoencouragedtobemembersoftheSingapore InstituteofDirectors of theBoard, allDirectors are encouragedtoundergo continualprofessional oftheir developmentduringtheterm lawyers andauditors.To ensure theDirectors canfulfiltheirobligationsandtocontinuallyimprove theperformance (the “ListingRules”)aswelldevelopmentsinaccountingprinciples,bywayofbriefingsheldtheCompany’s regularly updatedonthe latestkeychangestoanyapplicablelegislationandtherulesofSGX-ST developments maybeinwritingordisseminatedbywayofpresentations and/orhandouts.TheBoard isalso specific environments inwhich theentitiesofGroup operate.Updateson relevant legal, regulatory andtechnical The Directors are keptcontinuallyandregularly updatedontheGroup’s businesses andtheregulatory andindustry- Management, andfostersbetterrapportfacilitatecommunicationswiththeManagement. and otherdutiesresponsibilities asdirectors. Thisprogramme allowsnew Directors togetacquaintedwithsenior environment inwhichthe GrouppracticesoftheGroup, operates,corporategovernance aswelltheirstatutory familiarise newappointeeswiththebusinessactivities,strategicdirections, policies,keybusinessrisks,theregulatory deal withpossibleconflictsofinterest thatmayarise.Acomprehensive orientationprogramme isalsoconductedto obligations, includinghisorherresponsibilities asfiduciaries,andwhere appropriate, incorporatingprocesses to Upon appointment,eachnewDirector letterofappointmentsettingouthisorherdutiesand isissuedaformal Director Orientationand Training and theattendanceofDirectors atthesemeetingsare asfollows: The numberofBoard meetingsandBoard Committeemeetings heldinthefinancialyearended30September2016 CORPORATE GOVERNANCE Mr SithichaiChaikriangkrai Mr PanoteSirivadhanabhakdi Mr ChotiphatBijananda Mr Weerawong Chittmittrapap Mr Wee JooYeow Mr PhilipEngHengNee Mr Chan HengWing Mr Charles MakMingYing Khunying Wanna Sirivadhanabhakdi Mr CharoenSirivadhanabhakdi ended 30September2016 Meetings heldforthefinancialyear Board 6 6 6 6 6 6 6 6 6 6 6 EXCO Board 5 5 5 4 5 5 5 – – – – Committee Audit 7 7 7 7 7 – – – – – – Management Committee Risk 4 4 4 4 4 4 4 – – – – Remuneration Committee 6 6 6 6 – – – – – – – Nominating Committee 1 2 2 2 2 – – – – – –
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES nine years. Shareholders. Asof30September2016,nonetheIndependentDirectors havebeenontheBoard formore than challenged, fullydiscussedandthoroughly interests examined,andtakesintoaccountthelong-term ofFCLandits affairs. Theirparticipation andinputwillalsoensure thatkeyissuesandstrategiesare criticallyreviewed, constructively at theBoard levelandtheir presence willfacilitatetheexercise ofindependent andobjectivejudgmentoncorporate the bestinterests oftheCompany. ThesefiveIndependentDirectors willhelptoupholdgoodcorporategovernance reasonably beperceived tointerfere, withtheexercise ofeachtheirindependentbusinessjudgmentwithaviewto making process. unwieldy, oraswouldinterfere withefficient decision-making.Noindividualorgroup dominatestheBoard’s decision- the Board and the Board Committees, the NC is of the view that the current size of the Board is not so large astobe requirements oftheGroup’s businesses andtheneedtoavoidunduedisruptionsfrom changestothecompositionof the Group’s operations, and facilitates effective decision-making. In line with the Code 2012, taking into account the The NCisoftheviewthatcurrent sizeandcompositionoftheBoard isappropriate forthescopeandnature of (2) (1) Notes: the Company, itsrelated corporations declarations ofindependencemadebyeachtheseIndependentDirectors, noneofthemhasanyrelationship with MrPhilip EngHengNee,MrWeeYing, JooYeow MrChanHengWing, and MrWeerawong Chittmittrapap.Basedon The current Board comprisefiveindependentdirectors (the“IndependentDirectors ”), namely, MrCharles MakMing (6) (5) (4) (3) (2) (1) Notes: Mr SithichaiChaikriangkrai Mr PanoteSirivadhanabhakdi Mr ChotiphatBijananda Mr Weerawong Chittmittrapap Mr Wee JooYeow Mr PhilipEngHengNee Mr Chan HengWing Khunying Wanna Sirivadhanabhakdi(Vice-Chairman) As of 30 September 2016, the Board comprise 10 non-executive Directors Board Composition Principle 2:Board CompositionandGuidance CORPORATE GOVERNANCE Mr Charles MakMingYing Mr CharoenSirivadhanabhakdi (Chairman) ofagegroup,diversified interms genderandnationality. Theyare: provides anappropriate balanceandmixofskills, experienceandknowledgerelevant totheGroup, andiswell- appointed ontheBoard forthefinancialyearended30September2016.Thecurrent compositionoftheBoard
the company. and thetotal votes attached to that share, orthose shares, isnotless than tenpercent (10%) ofthetotalvotesattachedtoall voting shares in The Code2012definesatenpercent (10%)shareholder asapersonwhohasaninterest orinterests inoneormore votingshares inthecompany company’s holdingcompany, subsidiaryorfellowsubsidiary. The Code2012defines“related corporations”ashavingthesamemeaningunderCompanies Act,Chapter50i.e.acorporationthatisthe Mr CharlesMakMingYing wasappointed astheLeadIndependentDirector totheBoard on8May2015. Mr SithichaiChaikriangkraiwasre-appointed totheBoard attheannualgeneralmeetingofCompanyheldon7January2014. anon-executiveIndependentDirector oftheCompany,Wing, wasappointedasamemberoftheRCinhisplace. effect fromWith 1October2016,MrPanoteSirivadhanabhakdihassteppeddownasamemberoftheRCCompanyandChanHeng annual generalmeetingoftheCompanyheld30January2015. Mr CharlesMakMingYing, MrPhilip EngHengNee,MrWee JooYeow andMrWeerawong Chittmittrapapwere re-appointed totheBoard atthe were re-appointed totheBoard attheannualgeneralmeetingofCompanyheldon29January2016. Mr Charoen Sirivadhanabhakdi, KhunyingWanna MrChotiphatBijanandaandPanoteSirivadhanabhakdi, Sirivadhanabhakdi,MrChanHengWing, of theBoard ofDirectors tocompriseninenon-executiveDirectors andoneexecutiveDirector asof1October2016. effect fromWith 1October2016,MrPanoteSirivadhanabhakdiwasappointedastheGroup ChiefExecutiveOfficer, resulting inthecomposition (5) (2) (4) (2) (3) (3) (6) (5) (2) (4) (3) (1) , theGroup’s 10%Shareholders (2) (2)
(2) orFCL’s officers thatcouldinterfere, orbe (1) . No alternate directors. No alternate have been competencies and experience. of expertiseandskillsamongst theDirectors asthey collectively bringwiththemabroad rangeofcomplementary perspectives andthebreadth ofexperiencetheDirectors. TheNCisoftheview thatthere isanappropriate balance the Management as decisions by, and discussions with, the Board would be enriched by the broad range of views and experience, andfamiliaritywith regulatory requirements andriskmanagement.Thisisbeneficialtothe Company and range from banking,finance,accountingandlegalto relevant industryknowledge,entrepreneurial andmanagement Directors. Thisisreflected inthediversityofbackgrounds andcompetenciesoftheDirectors, whosecompetencies seeks aspartofitsdiversitypolicy, tomaintainanappropriate balanceofexpertise,skillsandattributes amongthe The Board views diversity at the Board level as an essential element for driving value indecision-makingand proactively Board Diversity The activitiesandresponsibilities ofotherBoard Committeesare describedinthefollowingsectionsofthisreport. EXCO facilitatesthedecision-makingprocess andallowsforquickerresponse time. the annualbudget,capitalstructure, dividendpolicy, investmentsanddivestments.Thepowersdelegated tothe recommendations onmattersrequiring Board approval, suchascountryorbusinessstrategicmatters,plans, oftheCompanyand both thefinancialandnon-financialperformance Group. TheEXCO reviewsand provides and corporateobjectives,review andapprove policiesforfinancialandhuman resource management,and review approve majortransactions subjecttoanyspecifiedlimits, review andapprove corporatevalues,strategy The EXCOisalsoempowered totakeallpossiblemeasures toprotect theinterests oftheGroup, review and strategies andcontributestowards the strengthening ofcore competencesoftheGroup. the Group’s structure. conductofbusinessandcorporategovernance ItassiststheBoard inenhancingitsbusiness shareholderits desired objectivesandenhanceslong-term value,andoverseestheCompany’s performance and direction fornewinvestments andmaterialfinancialnon-financialmatterstoensure thatthe Group achieves the Board or any Board the Group’s Committee. The EXCO formulates strategic development initiatives, provides of theBoard whentheBoard doesnotmeetexceptinrespect ofmatters thatspecifically require thedecisionof The EXCOassumesoversightofthebusinessaffairs ofFCLandisempowered toexercise thefullpowersandauthority (2) (1) Notes: Mr SithichaiChaikriangkrai Mr CharoenSirivadhanabhakdi The current EXCOismadeupofthefollowingmembers: Board ExecutiveCommittee(orEXCO) makes uphalfoftheBoard andtheGroup whentheChairman CEOare immediatefamilymembers. Board. TheCompanynotesthatitisincompliancewithGuideline2.2oftheCode2012,asitsIndependentDirectors Company (the“Groupofthe CEO”).MrPanoteSirivadhanabhakdiisanimmediatefamilymemberoftheChairman As of 1 October 2016, Mr Panote Sirivadhanabhakdi was appointed as the Group ChiefExecutive Officer of the their dutiesanddischarge theiroversightfunction. issues relevant totheCompanyanditsbusinessesoperations,alsoallowsDirectors toeffectively carryout the Management.ThisgivesBoard andtheBoard Committees sufficient timetocriticallyevaluateandconsider The Directors are provided and have direct with accurate, complete and timely information and unrestricted access to Mr Wee JooYeow Mr CharlesMakMingYing Mr ChotiphatBijananda Mr PanoteSirivadhanabhakdi CORPORATE GOVERNANCE
Mr Wee JooYeow wasappointed totheEXCOon10March 2014. were appointedtotheEXCO on25October2013. Mr Charoen Sirivadhanabhakdi,MrCharlesMakMingYing, MrChotiphatBijananda,PanoteSirivadhanabhakdiandSithichaiChaikriangkrai (2) Member (1) Vice-Chairman (1) (1) Vice-Chairman (1) (1)
Member Member Chairman
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES The LeadIndependentDirector, MrCharlesMakMingYing, isamemberoftheNC. A majorityofthemembersthis Board are Committee,including theChairman, independentnon-executiveDirectors. Mr ChotiphatBijananda Mr ChanHengWing Mr CharlesMakMingYing Mr Weerawong Chittmittrapap The NominatingCommittee(orNC)ismadeupofthefollowing Directors: Nominating Committee Principle 4:Board Membership directors, where necessaryandappropriate, andtoprovide aftersuchmeetings. feedbacktotheChairman are directed totheIndependentDirectors asagroup, andhastheauthoritytocallformeetingsofindependent The LeadIndependentDirector represents theIndependentDirectors inresponding toShareholders’ questionsthat chief financialofficer oftheCompany (the“CFO”)isnotavailable. theGroupwhere forwhichcontactthroughchannelsoftheChairman, CEOand theyhaveconcerns thenormal appointed asLeadIndependentDirector on8May2015.TheLeadIndependentDirector isavailabletoShareholders Mr CharlesMakMingYing, whohasbeenanIndependentDirector oftheCompanysince25October2013,was Lead IndependentDirector accountable totheBoard oftherespective fortheconductandperformance businessoperationsundertheircharge. the CEOsofGroup’s businessdivisionsare responsible forexecutingtheGroup’s strategiesandpolicies,are to itthatthere isoveralleffective communicationstoandwithShareholdersoftheGroup. ontheperformance Inturn, highest standards andtransparency. ofcorporate governance thehelpofFCL’s With corporateservices,healsosees the CompanySecretary willspurtheCompanytopromote, and theManagement,Chairman attainandmaintain thefullsupportofBoard,facilitates constructiverelations amongandbetweenthemtheManagement.With encourages active and effectiveThe Chairman engagement, participation by and contribution from all Directors, and decisions. Secretary”), thatDirectors are provided withclear, inorder completeandtimelyinformation tomakesound,informed openness anddebate at theBoard andensures, with the supportof company secretary of FCL (the“Company key issuespertinenttothebusinessandoperationsofGroup.promotes Inaddition,theChairman aculture of and comprehensive discussionsamongstBoard members andtheManagementteamonstrategic,businessother leadstheBoardThe Chairman andensures itseffectiveness by, amongotherthings,steeringeffective, productive Guideline 3.3oftheCode2012withappointmentLeadIndependentDirector asdescribedbelow. oftheBoard.is animmediatefamilymemberoftheChairman TheCompanynotesthatitisincompliancewith As of1October2016,MrPanoteSirivadhanabhakdiwasappointedastheGroup CEO.MrPanoteSirivadhanabhakdi related toeachother, andneitheristhere anyotherbusinessrelationship betweenoramongthem. between them.Likewise,noneofthechiefexecutiveofficers oftheGroup’s businessdivisionsandtheGroup CEOare whoisnon-executive,notrelatedThe Chairman, totheGroup CEOandneitheristhere anybusinessrelationship appropriate balanceandseparationofpowerauthority, andcleardivisionofresponsibilities andaccountability. andtheGroupAs at30September2016,theChairman CEO,MrLimEeSeng,are separatepersonstoensure an andChiefExecutiveOfficerPrinciple 3:Chairman CORPORATE GOVERNANCE Member Member Member Chairman appointment. TheShareholders approve theappointmentorre-appointment ofBoard members attheAGM. the yearmustalsosubmitthemselves forretirement andre-election atthenextAGMimmediatelyfollowing their qualified for reappointment byvirtueoftheirskills,experience andcontributions.Newly-appointedDirectors during at leastonceeverythree years.TheNCwillassessandevaluatewhetherDirectors retiring ateachAGMare properly re-election ateveryannualgeneralmeetingoftheCompany(“AGM”).AllDirectors are required toretire from office The Company’s Constitution provides that at least one-third of its Directors shall retire from office and are subject to core competenciesfortheBoard tofulfillits roles and responsibilities. Committees, andsubmitsitsrecommendations forapproval bytheBoard takingintoaccountanappropriate mixof The NCalsoreviews allnominationsforappointmentsandre-appointments totheBoard andtotheBoard Re-nomination ofDirectors candidates. professionalon itsnetworkingcontactsand/orengageexternal headhunterstoassistwithidentifyingandshortlisting competencies tosupplementtheBoard’s existingattributes.Where itdeemsnecessaryorappropriate, theNCmaytap Board –includingthemix ofexpertise,skillsandattributestheDirectors –soastoidentifyneededand/ordesired discussions, deliberationsandactivitiesoftheBoard andBoard Committees.Italsoreviews thecompositionof and selection process, the NC considers factors such as the ability of theprospective candidate to contribute to The NCtakestheleadinidentifying,evaluatingandselectingsuitablecandidatesfornewdirectorships. Initssearch Process andCriteriafor Appointment ofNewDirectors was ableandhadbeenadequatelycarryingouthisdutiesasadirector oftheCompany. where aDirector hadotherlistedcompanyboard representations and/orotherprincipalcommitments,theDirector least asubstantialnumberofsuchmeetingstocarryouttheirduties.TheNCwastherefore satisfiedthatinFY2016, attendance ofBoard andBoard Committee meetings duringtheyear, alltheDirectors were abletoparticipateinat Directors, aswelltheir attendanceatsuchmeetingsare alsotakenintoaccount.TheNCnotedthatbasedonthe the valueDirectors bring totheCompanywhentheyare involvedinotherboards, thepersonalcapabilitiesof Holistically, thecontributions bytheDirectors toandduringmeetingsoftheBoard andrelevant Board Committees, to thenumber of board representations of each Director –andtheirrespective principalcommitments–perse. NC hastakencognizanceoftheCode2012requirement, butisoftheviewthatitsassessmentshouldnotberestricted whethereachDirectordetermining isabletodevotesufficient timeandattentiontodischarge hisorherduties,the principal commitmentsisabletoandhasbeenadequatelycarryingouthisdutiesasadirector oftheCompany. In annuallywhetheraDirectorThe NCdetermines withotherlistedcompanyboard representations and/orother other principalcommitmentsoftheDirectors maybefoundonpages12to16. companies thattheirdirectors mayholdandtodisclosethisintheirannualreport. Detailsofsuchdirectorships and The Code2012requires listedcompaniestofix themaximumnumberofboard representations onotherlisted Annual ReviewofDirectors’ TimeCommitments their responsibilities adequately. Directors whoholdmultipleboard representations are abletoandhavebeendevotingsufficient timetodischarge and thecontributionofeachDirector totheeffectiveness oftheBoard. TheNCisalsorequired whether todetermine The NCwillassessfrom timetotheindependenceofeachDirector, oftheBoard theperformance asawhole, nominated candidatestomeettheneedsandrequirements of theGroup. balance ofskills,knowledgeandexperiencerequired for theBoard todischarge itsresponsibilities effectively, andfor of the NC. The NC’s responsibilities include reviewing the structure, size and composition ofthe Board, identifying the The NC is guided by written Terms of Reference approved by the Board and which set out the duties and responsibilities CORPORATE GOVERNANCE 143
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Committees, andDirector development. cover areas suchasBoard processes, managingtheCompany’s effectiveness performance, oftheBoard andtheBoard All Directors willberequired oftheBoard toassesstheperformance andtheBoard Committees.Theassessment be assessedannually. The effectiveness oftheBoard asawholeandthecontributionbyeachDirector totheeffectiveness oftheBoard will Principle 5:Board Performance ontheDirectorsKey information issetoutonpages12to16. regardingKey Information Directors (4) (3) (2) (1) Notes: Mr thestatusofeachDirectoras at30September2016andfollowingitsassessment,hasdetermined asfollows: a For thefinancialyearended30September2016,NChasperformed review oftheindependenceDirectors significant paymentsormaterialservicesduringthefinancialyearinquestion previous financialyear. for board service;andaDirector beingrelated toanyorganisation from whichFCLoranyofitssubsidiariesreceived the provision of services during thefinancial yearinquestionor theprevious financialyear, other thancompensation the acceptancebyaDirector ofanysignificantcompensationfrom theCompanyoranyofits related corporationsfor or anyofitsrelated corporationsduringthefinancialyearinquestionoranyofprevious three financialyears; Director isindependent.Suchrelationships orcircumstances includetheemploymentofaDirector bytheCompany circumstances, including those identified by theCode2012,that are astowhethera relevant initsdetermination business judgementinthebestinterests ofFCL.TheBoard takesintoaccounttheexistenceofrelationships or Group oritsofficers thatcouldinterfere, orbe reasonably perceived tointerfere, withtheexercise ofhisindependent independence set out in the Code 2012. A Director is considered independent if he has no relationship with the theindependenceofeachDirectorThe NCdetermines annuallybasedonthedefinitionsandguidelinesof Independence CORPORATE GOVERNANCE Mr SithichaiChaikriangkrai Khunying Wanna Sirivadhanabhakdi Mr PanoteSirivadhanabhakdi Mr ChotiphatBijananda Mr Weerawong Chittmittrapap Mr Wee JooYeow Mr PhilipEngHengNee Mr Mr
Charoen Sirivadhanabhakdi Chan HengWing Charles MakMingYing member ofatenpercent (10%)shareholder oftheCompany. Mr PanoteSirivadhanabhakdibeingasonofCharoen SirivadhanabhakdiandKhunyingWanna Sirivadhanabhakdiisanimmediatefamily Limited, holds28.44%interest intheCompany. MrCharoen SirivadhanabhakdiismarriedtoKhunyingWanna Sirivadhanabhakdi. (“ThaiBev”). TCCAhasadirect interest of59.18%intheCompanyandThaiBev, through itsindirect wholly-ownedsubsidiaryInterBevInvestment (10%) ofthetotalvotingshares intheCompanythrough theirinterests inTCC AssetsLimited(“TCCA”)andThaiBeveragePublicCompany Each ofMrCharoen Sirivadhanabhakdi andKhunyingWanna Sirivadhanabhakdiare directly orindirectly interested innotlessthantenpercent Mr SithichaiChaikriangkraiisadirector andthechieffinancialofficer ofThaiBev. Mr ChotiphatBijanandaistheson-in-lawofCharoen SirivadhanabhakdiandKhunyingWanna Sirivadhanabhakdiandadirector ofTCCA. (2)
(4)
(3)
(1)
(1)
Non-Independent Non-Independent Non-Independent Non-Independent Non-Independent Independent Independent Independent Independent Independent Company’s expense. for theefficacious discharge oftheirduties,theDirectors mayseekandobtainindependentprofessional adviceatthe The appointmentandremoval oftheCompanySecretary issubjecttotheapproval oftheBoard. Where itisnecessary The CompanySecretary istheCompany’s primarychannelofcommunication withtheSGX-ST. and facilitates orientation programmes fornew Directors andassistswiththeirprofessional development as required. the CompanySecretary solicitsandconsolidatesDirectors’ feedbackandevaluationfrom timetotime,andarrangesfor and withintheBoard anditsvariousBoard Committees,aswellbetweenandwithseniorManagement.Additionally, The CompanySecretary to alsofacilitatesandactasachannelofcommunicationsfor the smoothflowofinformation shareholderto enhancinglong-term value. all Board meetings,andprovides practicesand processes adviceandguidanceoncorporategovernance, withaview the CompaniesAct,Chapter50andSGX-STListingManual are compliedwith. TheCompanySecretary attends Constitution andrelevant rulesandregulations, includingrequirements oftheSecuritiesandFutures Act,Chapter289, The CompanySecretary isresponsible for, amongotherthings,ensuringthatBoard procedures, theCompany’s Management andtheCompanySecretary. queries that theDirectors may have.The Board alsohasseparateandindependentaccesstotheCompany’s senior and theBoard Committees inorder toprovide inputandinsightintomatters beingdiscussed,andtorespond toany productive. SeniorManagement from theCompany’s businessdivisionsisrequested toattendmeetingsoftheBoard to review andconsiderthe mattersbeingtabledand/ordiscussedsothatdiscussionscanbemore meaningfuland to theDirectors abouta week before scheduledmeetingsasfarpossible.ThisistogiveDirectors sufficient time A calendar of activities is scheduled for the Board a yearinadvance,withBoard papers and agendaitems dispatched potential investmentopportunitiesandbudgetsare circulated totheBoard periodically. and consideration.Reportsonmajoroperationalmatters,businessdevelopmentactivities,financialperformance, analyses andassessments,mitigationstrategies,feasibilitystudieskeycommercial issuesfortheBoard’s attention for eachproposal forwhich Board approval includesrelevant issought.Suchinformation financialforecasts, risk Management provides theBoard withdetailedBoard papersspecifyingrelevant and commercial information rationale FCL recognises theimportance ofproviding theBoard withaccurateandrelevant onatimelybasis.The information Principle 6:AccesstoInformation effectiveness oftheBoard. the Board andthevarious Board Committeesoperateeffectively andeach Director iscontributingtotheoverall will identifyareas forimproving theeffectiveness oftheBoard andtheBoard Committees.BasedontheNC’s review, of itsperiodicreviews ofthecompositionBoard andthevariousBoard Committees.Intheprocess, theNC In additiontothesurvey, ofeachDirector thecontributionsandperformance wouldbeassessedbytheNCaspart the Board’s partnershipwiththeManagementandefficiency ofBoard processes. stakeholder communications,aswellareas suchasstrategicplansanddirections, Board compositionandstructure, and crisismanagement,overseeingtheGroup’s andsuccessionmanagement CEOperformance performance, Board Committees.Inparticular, thesurveywilllookatBoard’s inshapingandadaptingstrategy, performance risk adds valueoncriticalissues,(2)howtheBoard operatestodeliverimpactandvalue,(3)theevaluationof to completeanevaluationquestionnaire whichincludesquestionson(1)howtheBoard playsaneffective role and Board toaddress emerging strategicprioritiesfortheGroup. Aspartofthesurvey, theDirectors wouldberequested of theBoard andBoard andtosupporttheChairman toproactively considerwhatcanenhancethereadiness ofthe been appointedthisyear. TheBoard assessmentsurveyisdesignedtoprovide anevaluationofcurrent effectiveness party tofacilitatetheprocess ofconductingaBoard assessmentsurveyfrom &Young timetotime.Ernst LLPhas oftheBoard.Chairman To ensure that the assessmentsare donefairly, theBoard will appoint anindependentthird the contributionbyeachindividualDirector totheeffectiveness oftheBoard, aswelltheeffectiveness ofthe The Board processes has implemented formal for assessing the effectiveness of the Board and its Board Committees, CORPORATE GOVERNANCE 145
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES their interests shareholder to maximise long–term value. incentiveschemes arepotential ofthe employees.Long-term inplacetomotivate andreward employees andalign of employees and using indicators such as core values, competencies, key result areas, rating, and performance subscribes tolinkingexecutive remunerationbased onanannualappraisal tocompany andindividualperformance, The Company’s incentives.TheCompany andlong-term compensationframeworkcomprisesfixedpayand short-term industry playerstoensure thatitsremuneration andemploymentconditionsare competitive. profitability. Initsdeliberation,theRCtakesintoconsiderationindustrypracticesandbenchmarksagainst relevant executives soastodrivetheGroup’sand motivatehigh-performing businessestogreater growth, efficiency and Key ManagementExecutives.Itensures thatcompetitiveremuneration policiesandpracticesare inplacetodraw In recommending the level and mix of remuneration, the RC seeks to build, motivate and retain Directors and the Principle 8:LevelandMixofRemuneration relationship withtheseremuneration consultantswhichwouldaffect theirindependenceandobjectivity. ended 30 September 2016, Hay Group was appointed as remuneration consultants. The Company does nothaveany other things,thishelpstheCompanytostaycompetitive initsremuneration packages. Duringthefinancialyear remuneration thelevelandmixofremuneration policyanddetermining forDirectors andtheManagement.Among The RCmayfrom time to time,andwhere necessaryorrequired, consultantsinframingthe engageexternal Group evaluatedyearly. CEOandhisperformance incentives – withtheCompany’s targets strategic objectives andkey challenges. Performance will also besetfor the The RCalignstheGroup CEO’s leadership–through appropriate remuneration andbenefitspolicieslong-term Management ExecutivesandDirectors. Group. Whenconducting suchreviews,oftheCompanyandKey theRCtakesintoaccountperformance bonus,grantofshareperformance awards andincentivesforDirectors andtheKeyManagementExecutivesof on anannualbasiswhichcoversallaspectsofremuneration includingdirectors’ fees,salaryreviews, allowances, where appropriate, incentives.TheRCalsoreviews includinglong-term andapproves theremuneration framework The RCreviews onanannual basis Remuneration Framework remuneration ofserviceforotherManagementpersonneltheCompany. andotherterms business units of theCompany)(the “Key ManagementExecutives”).TheRCalsooverseestheframeworkfor on theremuneration framework fortheBoard andkeymanagementexecutives(suchastheCEOsofstrategic of individualDirectors andtheGroup CEO.Whencarryingoutitsduties,theRCreviews andmakesrecommendations policies onexecutiveremuneration anddevelopment.TheRCalsoreviews remuneration packagesandserviceterms The RC’s mainresponsibility istoassisttheBoard andtransparent inestablishingaformal process fordeveloping (1) Note: Mr PanoteSirivadhanabhakdi Mr CharlesMakMingYing Mr PhilipEngHengNee areof whom,includingtheChairman, IndependentDirectors. Itcomprisesthefollowingmembers: As at30September2016,theRemunerationCommittee(orRC)ismadeupofnon-executiveDirectors, themajority Remuneration Committee Principle 7:Procedures forDevelopingRemunerationPolicies B. REMUNERATION MATTERS CORPORATE GOVERNANCE
Wing, anon-executiveIndependentDirector oftheCompany,Wing, wasappointedasamemberoftheRCinhisplace. effect fromWith 1 October2016,MrPanoteSirivadhanabhakdihassteppeddownasamemberoftheRCCompanyandChanHeng (1) Member the levelandmixofremuneration andbenefitspoliciespracticesoftheCompany, Member Chairman abstain from votinginrespect ofthisresolution. andthenon-executiveDirectorsChairman willabstainfrom voting,andwillprocure theirrespective associatesto The aggregate Directors’ feesfornon-executiveDirectors issubjecttoShareholders’ approval attheAGM.The that office. a higherfeecompared withthemembersofrespective committeesinviewofthegreater responsibility carriedby Board Committeesare ofeachBoard paidanadditionalfeeforsuchservices.TheChairman Committeeisalsopaid purpose oftheCompany, travelallowance.Inaddition,non-executive Directorsadditionalservicesin whoperform the Director isrequired totraveloutofhis/hercountryresidence toattendmeetingsoreventsforanyother by listed industry peers. Each non-executive Director’s remuneration comprises a basic fee, attendance fee and, if decides his own fees. Directors’ fees will be reviewed periodically to benchmark such fees against the amounts paid responsibilities, beingtheirattendanceandtimespentatBoard meetingsandBoard Committeemeetings.NoDirector The remuneration ofnon-executiveDirectors takesintoaccounttheirlevelofcontributionandrespective Policy inRespectofNon-ExecutiveDirectors’ Remuneration share capitaloftheCompany. issued pursuanttothevestingofawards undertheRSPandPSPwillnotexceedtenpercent (10%)oftheissued The maximumnumberofCompanyshares whichcanbereleased, whenaggregated withthenumberofnewshares Base Awards. met and/orexceeded,more shares thantheBaseAwards canbedelivered, subjecttoamaximumpercentage ofthe depend ontheachievementofpre-determined targetsperiod.Ifsuch are attheendofperformance of charge, provided certainprescribed conditionsare performance met.Thefinal number ofshares tobe released will The awards represent therighttoreceive fullypaidshares, theirequivalentcashvalueoracombinationthereof, free Estate IndexandAbsoluteShareholders’ asamultipleofCostEquity. Return For thePSP, thepre-set targets areonInvestedCapital,Total Return Shareholders’ RelativetoFTSESTReal Return Fair Value onCapitalEmployed. AdjustmentandExceptionalItemsReturn years andthree yearsrespectively. FortheRSP, thepre-set targets are theachievement ofAttributableProfit Before period for the RSP and PSP are period. The performance two conditions to be met over the performance performance targets performance beingmet.Thesetargetsdetermined are setbytheRCinitsabsolutediscretion forthe Under theRSPandPSP, theCompany grants share-based awards (“BaseAwards”) conditionaluponpre- shareholdersenior managementinstrivingforexcellenceanddeliveringlong-term value. who are abletodrivethe growth oftheCompanythroughItservesasfurthermotivationtokey superiorperformance. applies tokeyseniormanagementinpositionswhoshouldertheresponsibility oftheCompany’s and performance executives andtoreward oftheCompanyandthatindividual.ThePSP theseexecutivesforthe performance the Company’s flexibilityandeffectiveness initscontinuingefforts toattract,motivateand retain talentedsenior The RSPisavailabletoabroader baseofseniorexecutivescompared tothePSP. Itsobjectivesare toincrease for suchemployeestoparticipateandshare intheGroup’s growth andsuccess. more directly theinterests ofkeyseniormanagementandexecutiveswiththeinterest oftheShareholders, and Through theRSPandPSP, theCompanyseekstofosteragreater ownershipculture withintheGroup byaligning (1) Note: Share(“RSP”) andtheFCLPerformance Plan(“PSP”) The RC administers the Company’s share-based remuneration incentive plans, namely, theFCLRestrictedShare Plan Long Term IncentivePlans CORPORATE GOVERNANCE
The RSPandthePSPwere approved bytheBoard andadoptedon25October2013. (1) . 147
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES or misconductresulting infinancial loss. remuneration from its Key Management Executives in exceptional circumstances of misstatement of financial results Currently, the Company does not have claw-back provisions which allow it to reclaim incentivecomponents of tenure withtheCompany. RSP andthePSPtomaintainabeneficialownership stakeintheCompanyfordurationoftheiremploymentor Senior Management participants are required to hold a minimumnumberoftheshares released tothemunderthe for theRSPandPSPgrantswere met. Company. For thefinancialyearended30September2016,majorityofpre-determinedtargetlevels performance of the PSP) align the interests growth of the of the Key Management Executives with thelong-term and performance Relative toFTSESTRealEstateIndexandAbsoluteShareholders’ asamultipleofCostEquity(inthecase Return onInvested Capital,Total onCapitalEmployed(inthecaseofRSP)andReturn Return Shareholders’ Return targetsbeing met.Theperformance ofAttributableProfit Before Fair Value AdjustmentandExceptionalItems to whichshare-based awards grantedtotheKeyManagementExecutivesaretargets conditional uponperformance In relationincentives,theCompanyhasimplementedRSPandPSPassetoutabove,pursuant tolong-term values, competencies,andkeyresult areas. based on annual appraisals which arethe RC also considers individual performance, based on indicators such as core This istoensure employees’ remuneration are Inawardingincentives, linkedtoperformance. individualshort-term incentives, bothGroup andstrategicbusinessunitfinancialnon-financialperformance aretakenintoconsideration. andtheCompany’saccount bothindividualperformance theshort-term indicators.Indetermining performance As setoutabove,theCompany’s incentives,takinginto variableremunerationandlong-term comprisesshort-term IndicatorsforKeyManagementExecutives Performance Company. and mixofcompensationare alignedwiththe interests oftheShareholders andpromotesuccessofthe thelong-term of overallreward atrisk.TheRCexercises broad discretion andindependentjudgmentinensuringthattheamount incentive compensation.Executiveswhohaveagreater abilitytoinfluenceGroup outcomeshaveagreater proportion appropriate infindingabalancebetweencurrentcompensationandcashversusequity versuslong-term compensation structure, the RC seeks to ensure that the level and mix of remuneration is competitive, relevant and market, whichalsotakesintoaccounttheCompany’s andthatofitsemployees.Indesigningthe performance remunerationThe Companyadvocatesaperformance-based systemthatishighlyflexibleand responsive tothe Remuneration PolicyinRespectofExecutiveDirectors andOtherKeyManagementExecutives CORPORATE GOVERNANCE (1) Note: (3) (2) (1) Notes: financial yearended30September2016are setoutbelow. ontheremunerationInformation ofDirectors oftheCompanyandKeyManagementExecutivesGroup forthe Remuneration ofDirectors andTop FiveKeyManagementExecutives Principle 9:Disclosure onRemuneration CORPORATE GOVERNANCE Aggregate Total Remuneration: Mr UtenLohachitpitaks Mr ChoePengSum Between $1,000,001and$1,250,000 Mr ChiaKhongShoong Mr ChristopherTang KokKai Between $1,250,001and$1,500,000 Mr LimEeSeng 30 September2016 Executives forYear Ended Remuneration ofKeyManagement 30 September2016 for Year Ended Remuneration ofGroup CEO Mr SithichaiChaikriangkrai Mr PanoteSirivadhanabhakdi Mr ChotiphatBijananda Mr Weerawong Chittmittrapap Mr Wee JooYeow Mr PhilipEngHengNee Mr Chan HengWing Mr Charles MakMingYing Khunying Wanna Sirivadhanabhakdi Directors oftheCompany Mr RodneyFehring Between $2,750,001and$3,000,000 Mr CharoenSirivadhanabhakdi
Excludes $57,500beingpaymentofdirectors’ feesfrom FCL’s subsidiary, FrasersHospitalityAssetManagementPte.Ltd. Property AustraliaPtyLtd respectively. Excludes $113,000and$112,565beingpaymentofdirectors’ feesfrom FCL’s subsidiaries,FrasersCentrepoint AssetManagementLtdandFrasers Mr Charoen Sirivadhanabhakdi andKhunyingWanna SirivadhanabhakdiwaivedpaymentofDirectors’ feesduetothem. The valueofLongTerm Incentiveswascalculatedbasedontheclosingshare priceof$1.665on22 December 2015. Remuneration 4,288,921 ($) Salary Salary 42 37 37 41 36 33 % % Bonus Bonus 26 22 25 27 40 26 % % Allowances Allowances & Benefits & Benefits % % 4 4 4 4 3 3 Incentives Incentives Long Term Long Term / Benefits / Benefits 28 37 34 28 21 38 % % Remuneration 184,500 174,500 186,000 148,500 159,500 177,500 132,500 292,000 (1) (1)
$7,696,345 $ Total Total – – 100 100 100 100 100 100 % (3) (2) (1) (1) % 149
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES clear assessment oftheGroup’s positionandprospects. performance, and mediaanalysts’briefings. Incommunicatinganddisseminatingits results, FCLaimstopresent abalancedand developments through announcementstotheSGX-ST and, where appropriate, press releases, the Company’s website and releases itsquarterlyandfullyearfinancial andmaterialcorporate results, otherpricesensitive information by the Accounting Standards Council. The Board provides Shareholders with quarterly and annual financial reports, FCL prepares its financial statements in accordance with theSingapore Financial Reporting Standards prescribed regulators (ifrequired). positionandprospects,performance, includinginterimandother pricesensitivepublicreports, andreports to The Board is responsible for providing abalanced and understandableassessmentoftheCompany’s andGroup’s Principle 10:Accountability C. ACCOUNTABILITY ANDAUDIT $2,000,000). of theDirectors’ feesfor thefinancialyearending30September2017amountingto$2,000,000(lastyear:up Shareholders’ approval will be sought at the forthcoming AGM of the Companyon24 January 2017, for the payment The Company’s Board feestructure duringtheyearisassetoutbelow. Directors’ Fees oftheBoard.of theChairman Sirivadhanabhakdi wasappointedastheGroup CEO.MrPanoteSirivadhanabhakdiisanimmediatefamilymember Director or Group CEO, and whose remuneration exceeds $50,000 during the year. As of 1 October 2016, Mr Panote As at 30 September 2016, there are no employees within the Group who is an immediate family member of a competitive humanresource environment andtheconfidentialnature ofstaff remuneration matters. The Company has not disclosed exact details of the remuneration of each Key Management Executive due to the highly employment. of stock options, or pension, retirementin the form of or other similar benefits, or other benefits, upon termination its subsidiaries with Directors, the Group CEO or other Key ManagementExecutives which provide for compensation There are noexistingorproposed serviceagreements entered intoortobeentered intobytheCompanyoranyof CORPORATE GOVERNANCE – Member – Chairman Nominating Committee,RemunerationCommitteeandRiskManagement Committee – Member – Chairman Audit CommitteeandBoard EXCO – Member – LeadIndependentDirector – Chairman Board Basic Fee 150,000 20,000 35,000 30,000 55,000 75,000 95,000 ($) home countryof Attendance Fee attendance in Singapore or the Director) (for physical 3,000 1,500 3,000 1,500 3,000 1,500 1,500 ($) outside Singapore (excluding home Attendance Fee country ofthe 4,500 pertrip 4,500 pertrip 4,500 pertrip 4,500 pertrip 4,500 pertrip 4,500 pertrip 4,500 pertrip (for physical attendance Director)) ($) Attendance Fee (for attendance conference) tele /video 1,000 1,000 1,000 1,000 1,000 1,000 1,000 via ($) Directors. As of30September2016,all the membersofRMCare non-executiveDirectors, andcomprisethree Independent (1) Note: Mr PanoteSirivadhanabhakdi Mr Weerawong Chittmittrapap Mr ChanHengWing Mr CharlesMakMingYing Mr ChotiphatBijananda The RMCcomprisesthefollowingmembers: Group’s businessesandtheirstrategiestomitigaterisks. senior ManagementoftheGroup, andserveasaforumtoreview anddiscussmaterialrisksexposures ofthe Board iswillingtotakein achievingtheGroup’s strategicobjectives.ThemeetingsoftheRMCare attendedbythe with theManagement,itassistsBoardofnature initsdetermination andextentofsignificantriskswhichthe controls to safeguard the interests of Shareholders and the assets of the Group. Through guidance to, and discussions the AC, the RMC helps to ensure that the Management maintains a sound system of risk management and internal operations. Inthisregard, keyrisksandtheassociatedmitigatingcontrols are reported totheBoard. Together with processes andprocedures foridentifying,measuring,reporting andmitigatingkeyrisksintheGroup’s businessesand things, reviewing the Group’s risk management strategy, policies, enterprise-wide risk management framework, The RMCoverseestheriskmanagementframeworkandpoliciesofGroup. Itisresponsible for, amongother systems toensure thatrobust riskmanagementandmitigatingcontrols are inplace. The Board, through theRMC,reviews theadequacyandeffectiveness oftheGroup’s riskmanagementframeworkand Risk ManagementCommittee the numberofunresolved oroutstanding issuesraisedintheprocess. indicatorsfortheManagement’sperformance auditorsand takesintoaccountthefindingsofinternal performance The importanceandemphasisplacedbytheGroupcontrols oninternal isunderpinnedbythefactthatkey ispreparedinformation policies,lawsandregulations. incompliance withapplicableinternal accounting records are prevented ordetected,accountingrecords are accurateandcomplete,reliable financial AC ensures primarilythatkeyobjectivesare met, materialassetsare properly safeguarded, fraudorerrors inthe technology,and information established by the Management. Inassessing the effectiveness controls, ofinternal the and effectiveness oftheCompany’s systemofcontrols, includingfinancial,operationalandcompliancecontrols auditors,reviews andexternal reportsThe AC,withtheassistanceofinternal totheBoard ontheadequacy with aviewtosafeguard itsassetsandShareholders’ interests. controls. controlsmanagement andinternal TheCompanymaintainsasoundsystemofriskmanagementandinternal The Board isresponsiblerisksandensuringthattheManagementmaintainsasoundsystemofrisk forgoverning ControlsPrinciple 11:RiskManagementandInternal of theCompany’s andGroup’s positionandprospects. performance, accounts tobeprovided astheBoard mayrequest from timetotime.Suchreports keeptheBoard membersinformed assessed andrequestedaccountstoitonaquarterlybasis,withmonthlymanagement thattheManagementfurnish In order toenabletheBoard assessmentoftheCompany’s toobtainatimelyandinformed position,theBoard has Mr SithichaiChaikriangkrai CORPORATE GOVERNANCE
non-executive Directors andoneexecutive Director asof1October2016 As of1October2016,MrPanoteSirivadhanabhakdi wasappointedastheGroup CEO,resulting inthecompositionofRMCtocomprisefive (1) Member Member Member Member Chairman Member 151
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES risks whichthe Group considersrelevant andmaterial toitsoperations. of theviewthatGroup’s riskmanagement systemwasadequateandeffective asat30September2016toaddress Based ontheriskmanagement frameworkestablishedandassurancefrom theGroup CEO andtheCFO,Board is technology risks,whichtheGroup considersrelevant andmaterialtoitsoperations. were adequateandeffective asat30September2016toaddress financial,operational,complianceand information CEO andtheCFO,Board, withtheconcurrence oftheAC,isopinionthatGroup’s controls internal auditors, reviews bytheManagementandvarious Board performed Committeesand assurance from theGroup controls andexternal Based on the internal established and maintained by the Group, byinternal workperformed risks whichtheGroup considersrelevant andmaterialtoitsoperations. (c) theriskmanagementsysteminplaceforGroup isadequateandeffective asat30September2016to address technology risks which the Groupcompliance and information considers relevant and material to its operations; and controls inplacefortheGroup isadequateandeffective asat30September2016toaddress financial,operational, ended 30September2016giveatrueandfairviewofthe Group’s operationsandfinances;(b)thesystemofinternal 2016, (a)thefinancial records oftheGroup havebeenproperly maintainedandthefinancialstatementsforyear The Board hasreceived assurancefrom theGroup CEOandtheCFOofCompanythatasat30September auditorsbasedontheirindependentassessments. internal effectiveness controls oftheirsystem ofinternal andriskmanagement.Assurancesare alsosoughtfrom theCompany’s The heads of business units are required to provide the Company with written assurances as to the adequacy and and reporting processes thathavebeenputinplace. business andoperationalunitspresented againststrategies,policies,people,processes, systems,mechanisms technology)risksoftheCompanyhavebeendocumentedby compliance, operational(includinginformation controlsand operationstoevaluatetheirinternal status.Usingacomfortmatrixofkeyrisks,thematerialfinancial, matrix everyyear. TheManagementcarriesoutcontrol self-assessmentinkeyareas oftheirrespective businesses implements acontrol self-assessment exercise andmapsoutkeyriskswiththeexistingassuranceprocesses inacomfort To assisttheCompanytoascertainadequacyandeffectiveness oftheGroup’s controls, internal theManagement reported totheRMC. boundaries invariousstrategicandoperationalareas, are reviewed andmonitored closelybytheManagement,and is willingtotakeinachievingitsstrategicobjectives.Theaccompanyingrisktolerancethresholds, whichsettherisk behalf of the Board. The risk tolerance statements set out the nature and extent of the significant risks that the Group The Group’s risktolerancestatementshavebeendevelopedbytheManagement,andapproved bytheRMCon Management tomanagekeyrisks,aswelltherisktolerancestatus. Group’s keyrisksbymajorbusinessunits,riskcategories,andtherisk,statuschangesinplansundertaken Periodic updatesare provided totheRMConGroup’s riskprofile. Theseupdatesincludeanassessmentofthe upon. AnoutlineoftheGroup’s ERMFrameworkissetoutonpages134to136. transaction iscomprehensively analysedsothatManagementunderstandstherisksinvolvedbefore itisembarked Apart from the ERM Framework, key business risks are thoroughly assessed by Managementand each significant Framework. Where applicable,financialandoperationalkeyriskindicatorsare putinplacetotrackkeyriskexposures. mitigating measures and management actions are continually identified, reviewed and monitored as part oftheERM management capabilities.TheBoard isassistedbytheRMCtooverseeGroup’s ERMFramework.Keyrisks, The Companyhasadopted an enterprise-wide risk managementframework(“ERM Framework”) to enhance itsrisk control systems. policies andguidelines,overseestheManagement in theimplementation of theriskmanagementandinternal mitigation plan,andprovidestheriskmanagementframework, valuableadvicetotheManagementinformulating Assisted bytheRMC,Boardriskappetite,assessesGroup’s determines riskprofile, materialrisks,and Risk Management,Tolerance Controls andInternal CORPORATE GOVERNANCE • • • • • • • During theyear, thekeyactivitiesofACincludedfollowing: effectively. competently. The Company hasalsocommitted reasonable resources toenabletheACdischarge itsfunctions affecting theAC.Theircollective wealthofexperienceandexpertiseenablesthemtodischarge theirresponsibilities knowledge oftheresponsibilities oftheACandpracticalexperienceknowledgeissuesconsiderations have recent andrelevant accountingandrelated financialmanagementexpertise, andMr Wee Joo Yeow hasin-depth Directors. Themembersof theACare appropriately qualified.MrPhilipEng Heng NeeandMrSithichaiChaikriangkrai The ACismadeupofnon-executiveDirectors,are themajorityofwhom,includingChairman, Independent Mr SithichaiChaikriangkrai Mr Wee JooYeow Mr PhilipEngHengNee Mr CharlesMakMingYing The ACcomprisesthefollowingmembers: so longashehasanyfinancialinterest orauditingcorporation. intheauditingfirm ordirectordate ofhisceasingtobeapartnertheauditingfirm corporation;andinanycase(b)for orauditingcorporationshallnotactasamemberoftheAC(a)withinperiod12monthscommencingon firm meetings. UndertheTerms ofReferencepartneror director oftheAC,aformer Company’s existingauditing operation oftheManagement,aswellfulldiscretion toinviteanyDirector orexecutiveofficer toattendits It isdulyauthorisedtoinvestigateanymatterwithinsuchTerms ofReference, andhasfullaccesstotheco- The ACisguidedbywrittenTerms ofReference endorsedbytheBoard andwhichsetoutitsdutiesresponsibilities. financial andaccountingpractices,operationalcompliancecontrols. Significantfindings are reportedtotheBoard. responsibilities are toassisttheBoard inthedischarge ofitsoversightresponsibilities intheareascontrols, ofinternal The AC,onbehalfoftheBoard, undertakesthemonitoringandreview controls. ofthesysteminternal Itsmain Audit Committee Principle 12:AuditCommittee making, humanerror, losses, fraudorotherirregularities. provide absoluteassuranceagainsttheoccurrence ofmaterialerrors, poorjudgmentindecision management can controls internal andrisk to achieveitsbusiness objectives. In this regard, the Board also notes thatnosystem of affected byanyeventthatcouldbereasonably foreseenassurance thattheGroup asitworks willnotbe adversely The Boardcontrols notesthatthesystemofinternal andriskmanagementprovides reasonable, butnotabsolute, CORPORATE GOVERNANCE required. Reviewing whistle-blowinginvestigations withintheGroup andensuringappropriate follow-upactions,if audit resourcesinternal anditsappropriate standingwithintheGroup. Reviewing theadequacyand effectiveness oftheGroup’s auditfunction,including the adequacyof internal the timelyandproper implementationofanyrequired corrective orimprovement measures. auditors,theauditreports andexternal andtheirrecommendations,Reviewing withinternal andmonitoring auditplanstoensureReviewing andapproving andexternal the adequacyoftheauditscope. theinternal technologyandcompliancecontrols.systems, includingfinancial,operational,information auditors,theadequacyandeffectivenesscontrol andexternal ofinternal Reviewing andevaluatingwithinternal announcements. Recommending, fortheapproval oftheBoard, thequarterlyandannualfinancialresults andrelated SGX-ST Standards. in financialreporting, andtoensure compliancewiththerequirements oftheSingapore FinancialReporting independent auditors’report, significantfinancialreporting issuesandassessments,tosafeguard theintegrity Reviewing the quarterly and full-year financial results and related SGX-ST announcements, including the Member Member Member Chairman 153
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (f) (e) (d) (c) (b) (a) the Whistle-BlowingPolicyincludes: any other personsin confidence andin goodfaith, without fear of reprisal. Theimproprieties thatare reportable under in mattersoffinancial reporting, suspectedfraudandcorruptionorothermatters may beraisedbyemployeesand This Policyprovides anindependentfeedbackchannelthrough aboutpossibleimproprieties whichmattersofconcern shareholders’ interests andtheCompany’s assetsandreputation, theCompanyhasinplaceaWhistle-BlowingPolicy. In linewiththe Company’s commitment of highstandards of integrity, transparency andaccountabilitytosafeguard Whistle-Blowing Policy be engagedforitssignificantforeign-incorporated subsidiariesandassociatedcompanies. audits itsSingapore-incorporated subsidiariesandsignificantassociatedcompanies,forasuitableauditingfirm complied withRule715oftheSGX-STListingManualwhichrequires oftheCompany thatthesameauditingfirm shouldbeappointedbytheCompanyhaving suitable auditingfirm regard tothesefactors.TheCompanyhasalso The CompanyhascompliedwithRule712oftheSGX-STListingManualwhichrequires, amongstothers,thata of theCompany. It is alsosatisfiedwiththeaggregate auditors. amountofauditfeespaidtotheexternal nor theirobjectivityisputatrisk,andthattheyare stillabletomeettheauditrequirements andstatutoryobligations to Note4oftheNotesFinancialStatementsonpage215.TheACissatisfiedthatneithertheirindependence auditorsinrespectto theexternal ofauditandnon-auditservicesfortheyearended30September2016,pleaserefer provided auditors,andtheaggregate bytheexternal amountofauditfeespaidtothem.Fordetailspayable effectiveness, aswell the independenceandobjectivityofauditors.Italsoreviewed allnon-auditservices During theyear, the ACconductedareview ofthescopeandresultsauditorsitscost ofauditbytheexternal of themembersACholdanyfinancialinterest intheCompany’s auditors,KPMGLLP. None ofthemembersACwere previous partners or directors oftheCompany’s auditorsKPMGLLPandnone and thecurrent KPMGLLP auditpartnerfortheGroup hasbeenappointedsincetheAGMheldon29January2016. maximum offiveconsecutiveannualauditsandmaythenreturnaftertwoyears.KPMGLLPhasmetthisrequirement, ending 30September2016.Pursuanttotherequirements oftheSGX-ST, anauditpartnermayonlybeincharge ofa KPMG LLPwasappointedbyShareholders auditorsoftheCompanywitheffect astheexternal from thefinancialyear independence oftheauditors,andrecommends theirappointmenttotheBoard. IntheAGMheldon29January2016, and quality of their audit and the auditors based on factors such as the performance The AC assesses the external and removal oftheCompany’s auditorsholdoffice auditors.Theexternal untiltheirremoval external orresignation. The ACmakesrecommendations totheBoard for approval byShareholders, theappointmentandre-appointment Auditors External abreast ofsuchchangesanditscorresponding impactonthefinancial statements,ifany. accounting standards and treatment are prepared auditors and circulated by external to members of the AC to keep these meetingswasconductedwithoutthepresence oftheManagement.Inaddition,periodicupdatesonchangesin weaknesses or control deficienciesin the Group’s financial reporting and operational systems, andat least one of to obtain feedback on the competency and adequacy of the financefunction and toascertain if there are any material auditorswithoutthepresence andexternal oftheManagementat leastonceayear The ACalsomeetswithinternal CORPORATE GOVERNANCE Company anditsreputation. any otherimproprieties or mattersthatmayadverselyaffect Shareholders’ interest in,andassets of,the health/safety ofanyindividual; and conflicts ofinterest; any irregularity ornon-compliancewithlaws/regulations, control; and/orinternal improper conduct,dishonestorunethicalbehaviour, orviolenceattheworkplace; financial orprofessional misconduct; perform itsfunctionseffectively.perform The AC is satisfied that the FCL Group IA has adequate resources and appropriate standing within the Group to measures tobeundertaken bytheManagement. discussion andfollow-upaction.TheACmonitorsthetimelyproper implementationoftheappropriate follow-up findings andactionstakenbytheManagementonsuchfindings.Key arehighlightedatACmeetingsfor Each quarter, theFCLGroup IAwouldsubmitquarterlyreports totheAConstatusofAuditPlansandaudit are provided totheManagementwhowouldrespond ontheactionstobetaken. properties andpersonnel, includingtheACmembers.Allauditreports detailingauditfindingsand recommendations Plans approved bytheAC. TheFCLGroup IAhasunfettered accesstoalltheGroup companies’documents,records, During theyearended30September2016,FCLGroup IAconducteditsauditreviews Audit basedonInternal the review intervalsforthe variousactivitiesaudited. activities were aligned to key risks of the Group. The results the level of focus and of the risk assessments determined head oftheIAfunction.Thefunctionadoptedarisk-basedauditmethodologytodevelopitsAuditPlans,and Audit Charter approved by the AC. The AC is responsible for the hiring,removal, evaluationand compensation of the The FCLGroup IAoperates withintheframeworkstatedinasetofTerms ofReference ascontainedintheInternal Auditors,SingaporeInstitute ofInternal andotherprofessional bodies. staff membersoftheFCL Group IAalsoreceived relevant technicaltrainingandattendedseminarsorganised byThe given relevant trainingand developmentopportunitiestoupdatetheirtechnicalknowledgeandauditingskills.All the FCLGroup IArecruits andemployssuitablyqualifiedstaff withthe requisite skillsandexperience.Suchstaff are Auditors,Singapore.of TheInstituteInternal To ensureauditactivitiesare thattheinternal effectively performed, Group IAcomprise19professional staff. TheHeadoftheFCLGroup IAandtheFCLGroup IAstaff are members with theStandards Auditors,Inc.FCL fortheProfessionalAuditingsetbyTheInstituteofInternal PracticeofInternal IAservices,theFCLGroupFor thefinancialyearended30September2016,inperforming IAadoptedandcomplied the ACandadministratively, totheCompanySecretary. For thefinancialyearended30September2016,HeadofFCLGroup IA reports directlyof totheChairman on theadequacyandqualityofGroup’s controls, practices. systemofinternal riskmanagementandgovernance The FCLGroupAudit(“IA”)Departmentisresponsible Internal forconductingobjectiveandindependentassessments Audit Principle 13:Internal that independentinvestigationsandanyappropriate follow-upactionsare carriedout. committee asappropriate, andtheoutcomeofeachinvestigationisreported totheAC.TheACreviews andensures which are raisedare independentlyinvestigated and appropriate actionstakenbyanindependentinvestigation The Whistle-BlowingPolicyiscovered duringstaff training andperiodiccommunication.Allwhistle-blowingcomplaints CORPORATE GOVERNANCE 155
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Association (Singapore) (“SIAS”)17 The Companypridesitselfonitshighstandards ofdisclosure andcorporatetransparency. AttheSecuritiesInvestors Principle 15:CommunicationwithShareholders communicated. Company, where relevant rulesandprocedures suchmeetings(forinstance,how tovote)willbeclearly governing Shareholders ofFCLwillbegiventheopportunitytoparticipateeffectively andvoteatgeneralmeetingsofthe consistent manner. in theCompanyoritsbusinesseswhichare likelytomateriallyaffect thepriceorvalueofitsshares, inatimelyand stakeholders andanalystsinSingapore ofitscorporateactivities,includingchanges(ifany) andbeyondinformed FCL believesintreating allShareholders fairlyand equitably. ItiscommittedtokeepingallShareholders andother Principle 14:Shareholder Rights D. SHAREHOLDERRIGHTSANDRESPONSIBILITIES CORPORATE GOVERNANCE Board ofFCL). (includingtheexpectedfinancialperformance circumstances whichmightreduce theamountofreserves availabletopaydividendsandotherfactorsrelevant tothe prospects, capital requirements and surplus, general financial condition,contractual restrictions, the absence ofany of itsnet profit after taxafter considering factorssuchas itslevelofcashand reserves, results ofoperations,business As previously disclosedintheIntroductory Document,theCompanyintendstorecommend dividendsofupto75% the AnnualReportonpages68to69. Further detailsonIR’s activitiesandresponsibilities duringtheyearcanbefoundinInvestorRelationssectionof with contactdetailsoftheIRteamforinvestorstochanneltheircommentsandqueries. itsannualreports,information, andallannouncementstotheSGX-STonitswebsiteatwww.fraserscentrepoint.com , all itsbriefingmaterialstoanalystsandthemedia,webcastsofhalf-yearfull-year results briefings,itsfinancial them tohaveabetterunderstandingoftheCompany’s TheCompanymakesavailable businessesandperformance. of suchengagementsistoprovide Shareholders andinvestorswithprompt disclosure ofrelevanttoenable information, investors atconferences, briefings andcalls,non-deal roadshows aswellone-on-oneandgroup meetings.Theaim Duringtheyear,performance. theIRteam,togetherwithseniorManagement,engagedSingapore andforeign and conferences tokeep themarketandinvestorsapprisedofGroup’s corporatedevelopmentsandfinancial calls. TheIRteamalsoconductsroadshows (together with senior Management),and participates ininvestorseminars disclosures totheSGX-ST, ofmaterialandother pertinentinformation andquarterlyresults briefingsandconference The IRteamcommunicatesregularly withShareholders, aswellwiththeinvestmentcommunity, through timely Shareholders, aswellwith theinvestmentcommunity. Relations (“IR”) team is tasked with and focuses on facilitating communications between the Company and its investmentdecisions.TheGroup’sinvestment communitytoenablethemmakeinformed dedicatedInvestor comprehensive regarding andtimelyinformation theGroup’s andprogress performance toShareholders andthe runner-up titlefortheMostTransparent CompanyAward (RealEstateCategory).FCLaimstoprovide fair, relevant, th Investors’Choice Awards heldon30September2016,FCLwaspresented a to report theirdealingsintheCompany’s securitieswithintwobusinessdays. and torefrain from dealingintheGroup’s considerations.Directors securitiesonshort-term andCEOsare alsorequired not to trade in listed securities of the Group at any time while in possession of unpublished price sensitive information full yearresults, andendingon the dateofsuchannouncements.Directors, officers and employeesare also reminded financial results ofeachthe first three quartersofthefinancialyear, and(ii)onemonthbefore theannouncementof in dealingslistedsecuritiesoftheGroup duringtheperiodcommencing(i)twoweekspriortoannouncementof on dealinginsecurities,theGroup issuesquarterlyreminders toitsDirectors, officers andemployeesonthe restrictions considerations. In compliance with Listing Rule 1207(19) of the SGX-ST Listing Manual on bestpractices on short-term of insider tradingand guidance on such dealings, including the prohibition on dealings withthe Company’s securities The Companyhasestablishedaprocedure fordealingsinthesecuritiesofCompany, whichsetsouttheimplications Listing Rule1207sub-Rule(19)onDealingsinSecurities Management. Theseminutesare availabletoShareholders upontheirrequests. meetings, whichincorporatessubstantialcommentsorqueriesfrom Shareholders andresponses from theBoard and and otherpertinentissuesare satisfactorilyresolved. TheCompanySecretary prepares minutesofShareholders’ The Companyisnotimplementingabsentiavotingmethodssuchasviamail,e-mailorfaxuntilsecurity, integrity after themeeting.FCLwillcontinuetouseelectronic pollvotingsystemattheforthcomingAGM. results ofallvotescastfor, oragainst,eachresolution isthenscreened atthemeetingandannouncedtoSGX-ST allowing allShareholders present orrepresented atthemeetingtovoteonaoneshare, onevotebasis.Thevoting to voteoneachoftheresolutions bypoll,usinganelectronic votingsystem(insteadofbyhands),thereby For greater transparency, FCLhasimplementedelectronic pollvotingatAGMs.Thisentails Shareholders beinginvited content oftheauditors’report. Company’s auditorsare external alsopresent toaddress queriesabouttheconductofauditandpreparation and senior Managementare present ateachShareholders’ meetingtorespond toanyquestionsfrom Shareholders. The questions andclarifyanyissuesthattheymayhaverelating totheresolutions tobepassed.Board membersand sets outseparateresolutions oneachsubstantiallyseparateissueandShareholders are giventheopportunitytoraise of eachtheAnnualReportandNoticeAGMare senttoallShareholders. Atgeneralmeetings,theCompany toappointmoreintermediary thantwoproxies toattendandvoteontheirbehalfinShareholders’ meetings.Acopy Companies Act,Chapter50)therighttoappointuptwoproxies and(b)eachShareholder whoisarelevant The Company’s Constitutionallows(a)eachShareholder (asdefinedinthe whoisnotarelevant intermediary serve asanopportuneforumforShareholders tomeettheBoard andseniorManagement,tointeractwiththem. The Board supportsandencouragesactiveshareholder participation atAGMsasitbelievesthatgeneralmeetings Principle 16:ConductofShareholder Meetings CORPORATE GOVERNANCE 157
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Guideline 2.6 Members oftheBoard General Guideline GUIDELINES FORDISCLOSURE CORPORATE GOVERNANCE Guideline 1.5 Board Responsibility Questions require approval from theBoard? What are thetypesofmaterial transactionswhich (c) (b) (a) (b) (a) maximize itseffectiveness? the balanceanddiversitynecessaryto What stepshastheBoard takentoachieve with numericaldatawhere appropriate. knowledge oftheCompany, andelaborate following –skills,experience,genderand of theBoard provides diversityeachofthe Please statewhetherthecurrent composition diversity inidentifyingdirector nominees? What istheBoard’s policywithregard to the guidelinesinCode? to objectives of the principles and conform practicesachievethe corporate governance In whatrespect dothesealternative of therecommendations intheCode. practices adoptedbytheCompanyinlieu corporate governance and thealternative not, please state the specific deviations principles andguidelinesoftheCode?If Has the Company compiled with all the How hastheCompanycomplied? (a) (a) (c) (b) needs tobeobtained. limits beyond which the approval of the Board approve certaintransactions uptospecified authorises theBoard Executive Committeeto funding andinvestmentproposals. TheMOA such asmajoracquisitions,divestments, approval is required for material transactions, financial plansandbusinessstrategies,Board In additiontomatterssuchasannualbudgets, specifically reserved to the Board for approval. (“MOA”) whichcontainsascheduleofmatters The CompanyhasaManualofAuthority (b) and competenciesofitsDirectors. reflected inthe diversity ofbackgrounds and attributesamongDirectors. Thisis an appropriate balanceof expertise,skills The Board proactively seekstomaintain set outintheCode. respects withtheprinciplesandguidelines “Company”) hascompliedinallmaterial Frasers Centrepoint Limited(“FCL”orthe planning. below ontheprocess forBoard succession Report. Pleasealsorefer toGuideline4.6 refer topages140141ofthisAnnual and itssubsidiaries(the“Group”). Please taking intoaccounttheneeds oftheFCL balance ofexpertise,skillsandattributes with aviewtomaintaininganappropriate the sizeandcompositionofBoard Committee (the“NC”)toannuallyreview The Board hasdelegatedtheNominating pages 140to141ofthisAnnualReport. pages 12to16(Write-up onDirectors) and and riskmanagement.Pleaserefer to familiarity withregulatory requirements including managementexperienceand accounting torelevant industryknowledge Board rangefrom banking,financeand The current competencies ofthe See above. Guideline 1.6 Guideline 4.6 Guideline CORPORATE GOVERNANCE electing incumbentdirectors selecting andappointingnewdirectors and(ii)re- for theCompanyinlastfinancialyear(i) Please describetheboard nominationprocess Questions (b) (a) existing directors tokeepthem up-to-date? training provided to(i)new directors and(ii) What are and thetypesof information not, pleaseexplainwhy Are newdirectors training?If givenformal (ii) (i) How hastheCompanycomplied? (b) (b) (a)
142 to143ofthisAnnualReport. contributions. Pleasealsorefer topages by virtueoftheirskills,experienceand properly qualifiedfor re-appointment The NCwillassesswhetherDirectors are needed and/ordesired competencies. attributes oftheDirectors toidentify the existingmixofexpertise,skillsand the Board, aswelltakingintoaccount prospective candidatetocontribute candidates, factoringintheabilityof evaluating andselectingsuitable The NC takes the lead in identifying, (ii) (i) Annual Report. Yes. Please also refer topage139ofthis
139 ofthisAnnualReport. requirements. Pleasealsorefer topage in financial,legaland regulatory abreast ofrelevant developments training from SIDinorder tostay and toreceive updatesand journal Singapore InstituteofDirectors (“SID”) encouraged tobemembersofthe and/or handouts.Directors are also by way of briefings, presentations may beinwritingordisseminated regulatory andtechnicaldevelopments operate. Updatesonrelevant legal, in whichtheentitiesofGroup and industry-specificenvironments Group’s businessesandtheregulatory Directors are regularly updatedonthe refer topage139ofthisAnnual Report. practices oftheGroup. Pleasealso policies andcorporategovernance business activities,strategicdirections, familiarise newappointeeswiththe programme isalsoconducted to arise. Acomprehensive orientation possible conflictsofinterest thatmay incorporating processes to dealwith fiduciaries and,where appropriate, including hisor her responsibilities as things, his or her duties and obligations appointment settingout,amongother New Directors are givenaletterof 159
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Guideline 4.4 Guideline CORPORATE GOVERNANCE Guideline 5.1 Board Evaluation Questions (c) (b) (a) (b) (a) deciding onthecapacityofdirectors? What are thespecific considerationsin whataredetermined, thereasons? If amaximumnumberhasnotbeen What are thereasons forthisnumber? Company hasprescribed foritsdirectors? company board representations thatthe What isthemaximumnumberoflisted objectives? Has theBoard metitsperformance for thefinancialyear? reached theconclusionon itsperformance What wastheprocess upon whichtheBoard How hastheCompanycomplied? (a) (c) (b) (a) (b) Annual Report. hold. Pleasealsorefer topage143ofthis board representations thataDirector may maximum numberoflistedcompany The Companyhasnotprescribed a refer topage143ofthisAnnual Report. taken intoaccountbytheNC.Pleasealso such meetings are holistically assessed and Committees aswelltheirattendanceat meetings oftheBoard and relevant Board The contributionsbyDirectors toandduring to page143ofthisAnnualReport. principal commitments.Pleasealsorefer other board commitments or their other not entailarestriction onthenumberof to thedischarge ofhisorherdutiesshould Director’s ability todevotesufficient time but isoftheviewthatitsassessmenta recommendations oftheCoderequirement The NChastakencognizanceofthe their responsibilities totheCompany. devote sufficient time to discharging each Director isabletoadequately whether The NCistaskedwithdetermining pages 144to145ofthisAnnualReport. Director development.Please alsorefer to the Board andtheBoard Committees,and Company’s effectiveness performance, of such asBoard processes, managingthe Committees. Theassessmentcoverareas oftheBoardperformance andtheBoard All Directors willberequired toassessthe to theoveralleffectiveness oftheBoard. effectively andeachDirector iscontributing the variousBoard Committeesoperate Based ontheNC’s review, theBoard and Guideline 9.2 Disclosure onRemuneration Guideline 2.4 Guideline 2.3 Guideline 2.1 Independence ofDirectors Guideline CORPORATE GOVERNANCE for notdisclosingso? incentives?Ifnot,whatarelong-term thereasons share-based incentivesandawards, andother bonuses, benefits–in-kind,stockoptionsgranted, salary, related variableorperformance income/ (in percentage into base/fixed or dollar terms) the CEO’s remuneration aswellabreakdown Has theCompanydisclosedeachdirector’s and him independent. and setouttheBoard’s reasons forconsidering appointment? Ifso,pleaseidentifythedirector for more thannineyears from thedateofhisfirst Has anyindependentdirector servedontheBoard (b) (a) Company deviation andtheremedial actiontakenbythe Board? Ifnot,pleasestatethereasons forthe the proportion ofindependentdirectors onthe Does theCompanycomplywithguidelineon Questions explanation. him independent?Pleaseprovide adetailed What are theBoard’s reasons forconsidering relationship. the director andspecify thenature ofsuch not tobeindependent?Ifso,pleaseidentify the Codethatwould otherwise deem him the existenceofarelationship asstatedin independent bytheBoard, notwithstanding Is there anydirector whoisdeemedtobe Annual Report. Yes. Please refer topages149150ofthis No. 140 to142ofthisAnnualReport. family members.Pleasealsorefer topages andtheGroupChairman CEOare immediate Directors makesuphalfoftheBoard whenthe Guideline 2.2oftheCode,asitsIndependent Company notesthatitisincompliancewith oftheBoard.member oftheChairman The Sirivadhanabhakdi isanimmediatefamily Company (the “Group CEO”).Mr Panote Group Chief Executive Officer of the Sirivadhanabhakdi wasappointedasthe As of1October2016,MrPanote How hastheCompanycomplied? (b) Notapplicable. (a) of thisAnnualReport. No. Pleasealso refer topages140 144 161
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Guideline 9.6 Guideline 9.4 Guideline 9.3 Guideline CORPORATE GOVERNANCE (c) (b) (a) relationship withtherelevant director ortheCEO. If so,pleaseidentifytheemployeeandspecify remuneration exceedsS$50,000 duringtheyear? member ofadirector or theCEO,andwhose Is there anyemployeewho isanimmediatefamily (b) (a) Questions (who are notdirectors ortheCEO). paid tothetopkeymanagementpersonnel Please disclosetheaggregate remuneration so? If not,whatare thereasons fornotdisclosing and awards, incentives? andotherlong-term stock optionsgranted,share-based incentives related income/bonuses,benefitsinkind, into base/fixedsalary, variableorperformance- as abreakdown (inpercentage ordollarterms) bands of S$250,000 or in more detail, as well management personnel’s remuneration, in Has theCompanydisclosedeachkey met? Ifnot,whatwere thereasons? Were conditions alloftheseperformance schemes? incentive andlong-term the short-term theirentitlementunder used todetermine What were conditions theperformance criteria. bytheperformance determined key managementpersonnelhasbeen received byexecutive directors and Please describehowtheremuneration member of the Chairman oftheBoard.member oftheChairman Sirivadhanabhakdi isanimmediatefamily was appointedastheGroup CEO.MrPanote 1 October2016,MrPanoteSirivadhanabhakdi exceeds S$50,000duringtheyear. Asof or Group CEO,andwhose remuneration immediate familymemberofaDirector employees withintheGroup whoisan As at30September2016,there are no How hastheCompanycomplied? (a) (c) (b) (a) (b) Report. Yes. Pleaserefer topage149ofthisAnnual Annual Report. Please refer to pages146148of this Annual Report. Please refer to pages146148of this Annual Report. Please refer to pages146148of this page 149ofthisAnnualReport. management personnel.Pleaserefer to remuneration paidtothetopfivekey The Companyhasdisclosedtheaggregate
Guideline 13.1 Guideline 6.1 ControlsRisk ManagementandInternal Guideline CORPORATE GOVERNANCE function? Ifnot,pleaseexplainwhy audit Does the Company have an internal provided? the Company? How frequently is the information financial environment aswelltherisksfacedby to understanditsbusiness,thebusinessand provide toindependentdirectors toenablethem doestheCompany What typesofinformation Questions Report. Yes. Please refer topage155ofthisAnnual to page145ofthisAnnualReport. more meaningfulandproductive. Pleaserefer and/or discussedsothatdiscussionscanbe review andconsiderthematters beingtabled This istogiveDirectors sufficient timeto before scheduledmeetings asfarpossible. dispatched totheDirectors aboutaweek advance, withBoard papers andagendaitems of activitiesisscheduledfortheBoard ayearin circulated totheBoard periodically. Acalendar investment opportunitiesandbudgetsare potential activities, financialperformance, operational matters,businessdevelopment attention andconsideration.Reportsonmajor and keycommercial issuesfortheBoard’s mitigation strategies,feasibilitystudies forecasts, riskanalysesandassessments, includesrelevantSuch information financial proposal forwhichBoard approval issought. andcommercialinformation rationaleforeach detailed Board papersspecifyingrelevant The Managementprovides theBoard with How hastheCompanycomplied? 163
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Guideline 11.3 Guideline CORPORATE GOVERNANCE Questions (b) (a) (ii) above? does theBoard assure itselfofpoints(i)and control systemsare effective? Ifnot,how Company’s riskmanagementandinternal operations andfinances;(ii)the give trueandfairviewoftheCompany’s maintained andthefinancialstatements (i) the financial records have been properly auditor that: the CFO as well as the internal Board received assurancefrom theCEOand In respect ofthepast12months,has controls andriskmanagementsystems. effectiveness oftheCompany’s internal the Board’s viewontheadequacyand sustainability, pleasestatethebasesfor technologyand compliance, information Company, includingfinancial,operational, In relation tothemajorrisksfacedby How hastheCompanycomplied? 152 to153ofthisAnnualReport. to itsoperations.Pleasealsorefer topages the Group considersrelevant andmaterial 30 September2016toaddress riskswhich system wasadequateandeffective asat view thattheGroup’s riskmanagement CEO andtheCFO,Board isofthe established andassurancefrom theGroup Based on the risk management framework to itsoperations. the Group considersrelevant andmaterial technology risks, which and information address financial,operational,compliance effective asat30September 2016to controlsinternal were adequate and the AC,isofopinionthatGroup’s CFO, theBoard, withtheconcurrence of assurance from theGroup CEOandthe and variousBoard Committees and reviews bytheManagement performed auditors, and external by internal performed and maintained by the Group, work controlsBased on the internal established to itsoperations. the Group considersrelevant andmaterial 30 September2016toaddress riskswhich the Group is adequate and effective as at (c) theriskmanagementsysteminplacefor relevant andmaterialtoits operations;and technology riskswhichtheGroup considers operational, complianceandinformation 30 September 2016 to address financial, the Group is adequate and effective as at controlsthe systemofinternal inplacefor of theGroup’s operationsandfinances;(b) September 2016giveatrueandfairview financial statementsfortheyearended30 have beenproperly maintainedandthe (a) the financial records of theGroup Company thatasat30September2016, the Group CEOandtheCFOof The Board has received assurance from Annual Report. Please refer topages151153ofthis Guideline 15.5 Guideline 15.4 Guideline 12.6 Guideline CORPORATE GOVERNANCE financial year, pleaseexplainwhy. If theCompanyisnotpayinganydividendsfor (c) (b) (a) (b) (a) Questions report? from SGXNETannouncementsandtheannual ofcorporatedevelopments, apart informed How doestheCompanykeepshareholders role? this team (orequivalent)?Ifnot,whoperforms Is thisdonebyadedicatedinvestorrelations meet withinstitutionalandretail investors? questions? How often does the Company with shareholders and attendtotheir Does theCompanyregularly communicate auditors external Committee’s viewontheindependenceof Company, pleasestatethebasesforAudit substantial volume of non-audit services to the auditorshavesupplied a If theexternal non-audit servicesforthefinancialyear auditorsforauditand in totaltotheexternal Please provide abreakdown ofthefeespaid Not applicable. (b) (a) How hastheCompanycomplied? (c) (b) (a) audit fees paid to the external auditors. audit feespaidtotheexternal satisfied withtheaggregate amountof obligations oftheCompany. Itisalso meet theauditrequirements andstatutory put atrisk,andthattheyare stillableto their independencenorobjectivityis page 215.TheACissatisfiedthatneither of theNotestoFinancialStatementson 30 September2016,pleaserefer toNote4 and non-auditservicesfortheyearended auditorsinrespectto theexternal ofaudit paid tothem.Fordetailsoffeespayable and theaggregate amountofauditfees services providedauditors, bytheexternal the auditors.Italsoreviewed allnon-audit as theindependenceandobjectivityof auditors and its cost effectiveness, as well scope and results of audit by the external (the “AC”)conductedareview ofthe During theyear, theAuditCommittee Annual Report. Financial Statementsonpage215ofthis Please refer toNote4oftheNotes of thisAnnualReport. group meetings.Pleaserefer topage156 seminars, conferences, one-on-oneand management participates in investor The IRteamtogetherwithsenior Report. Yes. Pleaserefer topage156ofthisAnnual refer topage156ofthisAnnual Report. and announcementstotheSGX-ST. Please throughinformation, regular dialogues disclosures ofmaterial and other pertinent investment community, withtimely regularly withshareholders andthe Relations (the“IR”)teamcommunicates The Company, through itsInvestor 165
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 329 327 326 304 190 187 183 182 181 180 174 167 CONTENTS STATEMENTS FINANCIAL PROXY FORM MEETING NOTICE OFANNUALGENERAL SHAREHOLDING STATISTICS TRANSACTIONS INTERESTED PERSON PROPERTIES PARTICULARS OFGROUP STATEMENTS NOTES TOTHEFINANCIAL STATEMENT CONSOLIDATED CASHFLOW EQUITY STATEMENTS OFCHANGESIN BALANCE SHEETS OF COMPREHENSIVEINCOME CONSOLIDATED STATEMENT STATEMENT CONSOLIDATED PROFIT REPORT INDEPENDENT AUDITORS’ DIRECTORS’ STATEMENT 1. 2016. Centrepoint Limited(the“Company”)anditssubsidiaries“Group”) forthefinancialyearended30September The Directors havepleasure inpresenting theirstatementtogetherwiththeauditedfinancialstatementsofFrasers DIRECTORS’ STATEMENT 3. 2. DIRECTORS (ii) (i) In theopinionofDirectors, OPINION OFTHEDIRECTORS statement. of shares in,ordebentures of,theCompanyoranyotherbodycorporate,thanasdisclosedinthis whose objectwastoenabletheDirectors oftheCompanytoacquire benefitsbymeansofanacquisition Neither attheendof,noranytimeduring,financialyearwasCompanyapartytoarrangement ARRANGEMENTS TOENABLEDIRECTORSACQUIRESHARESANDDEBENTURES Mr SithichaiChaikriangkrai Mr ChotiphatBijananda Mr Weerawong Chittmittrapap Mr Wee JooYeow Mr PhilipEngHengNee Mr ChanHengWing Mr CharlesMakMingYing Mr PanoteSirivadhanabhakdi Khunying Wanna Sirivadhanabhakdi Mr Charoen Sirivadhanabhakdi The Directors oftheCompany inoffice atthedateofthisstatementare: pay itsdebtsasandwhentheyfalldue. at thedateofthisstatement,there are reasonable grounds tobelievethattheCompanywillbeable equity oftheCompanyforyearended30September2016;and changesinequityandcashflowsoftheGroup2016 andofthefinancialperformance, changesin give a true and fair view of the financial position of the Group and of the Company as at 30 September the consolidatedfinancialstatementsofGroup assetoutinpages180to303are drawnupsoasto (Vice Chairman) (Vice (Chairman) 167
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (a) 4. DIRECTORS’ STATEMENT
– Charoen Sirivadhanabhakdi Name ofDirector (1) – – – – – – – – – Khunying Wanna Sirivadhanabhakdi owned subsidiaries)asstatedbelow: 50), an interest in the shares in or debentures of the Company and its related corporations (other than wholly- Directors’ shareholdings, required tobekeptunderSection164oftheCompaniesActSingapore (Chapter The followingDirectors whoheldoffice attheend ofthefinancialyearhad,according totheregister of DIRECTORS’ INTERESTSINSHARESANDDEBENTURES interested inallofthe824,847,644shares intheCompanywhichIBILhasan interest. Investment Limited (“IBIL”). Each of Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi is therefore deemedtobe ThaiBev holds a 100% direct holdsa 100% direct interest Beverage Holdings Limited, which in turn interest in International in InterBev in ThaiBev;andGCholdsa0.06%direct interest inThaiBev. (“RM”) andGoldenCapital(Singapore) Limited(“GC”).Maxtopholdsa17.23%direct interest inThaiBev;RMholdsa3.32%direct interest (“MM Group”). MMGroup holdsa100%direct interest ineachofMaxtopManagementCorp.(“Maxtop”),Risen MarkEnterpriseLtd. Further, Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi also jointly hold a 100% direct interest in MM Group Limited holdsanapproximatewhich inturn 45.27%direct interest inThaiBeveragePublic CompanyLimited(“ThaiBev”). Charoen SirivadhanabhakdiandKhunyingWanna Sirivadhanabhakdi alsojointlyholda51%direct interest inSiriwana CompanyLimited, an interest. Assets Limited(“TCCA”),andistherefore deemedtobeinterested inallofthe1,716,160,124shares intheCompany which TCCAhas Each ofCharoen SirivadhanabhakdiandKhunyingWanna Sirivadhanabhakdiowns50%oftheissuedandpaid-upshare capitalofTCC in anaggregate of2,541,007,768shares intheCompany. As of 30 September 2016, Charoen Sirivadhanabhakdi and hisspouse, Khunying Wanna Sirivadhanabhakdi are deemed to beinterested • • • Frasers Centrepoint Limited • TCC AssetsLimited • Fraser &NeaveHoldingsBhd • Fraser andNeave,Limited • FCL Treasury Pte.Ltd. • TCC AssetsLimited • Fraser &NeaveHoldingsBhd • Fraser andNeave,Limited • FCL Treasury Pte.Ltd. • Frasers Centrepoint Limited Securities (Series5)(S$) Subordinated Perpetual S$700,000,000 5.00% Securities (Series5)(S$) Subordinated Perpetual S$700,000,000 5.00% Ordinary Shares Ordinary Shares Ordinary Shares Ordinary Shares Securities (Series3)(S$) Subordinated Perpetual S$600,000,000 4.88% Ordinary Shares Ordinary Shares Ordinary Shares Securities (Series3)(S$) Subordinated Perpetual S$600,000,000 4.88% Ordinary Shares – – – 25,000 – – – 25,000 – – – – 1 Oct2015 As at Direct Interest – – – 25,000 – – – 25,000 – – – – 30 Sep2016 As at
2,541,007,768 – 203,470,910 1,270,503,884 S$250,000,000 – 203,470,910 1,270,503,884 S$250,000,000 2,541,007,768 S$300,000,000 S$300,000,000 1 Oct2015 As at Deemed Interest (3) (2) (1) (5) (4) (3) (2) (1) (5) (4) – – S$300,000,000 S$250,000,000 2,541,007,768 203,470,910 1,270,503,884 S$300,000,000 S$250,000,000 2,541,007,768 203,470,910 1,270,503,884 30 Sep2016 As at (5) (4) (3) (2) (1) (5) (4) (3) (2) (1) (b) (a) 5. (d) (c) (b) 4. DIRECTORS’ STATEMENT
(4) (3) (2) *Note: (5) Mr ChanHengWing* Mr CharlesMakMingYing Mr PhilipEngHengNee(Chairman) comprise thefollowingthree non-executiveDirectors whodonotparticipateintheShare Plans: The Share Plansare administered bytheRemunerationCommitteewhich,asatdateofthisstatement, “Share Plans”). the FCLRestrictedShare Share Plan(“RSP”)andFCLPerformance Plan(“PSP”,andtogether withtheRSP, the On 25October2013,F&N,whichwasthenthesoleshareholder oftheCompany, approved theadoptionof Share Plans holders toparticipate,byvirtueoftheschemeorplans,inanyshare issueofanyothercorporation. The Companydoesnothaveanyshare optionschemeorplansinplace,suchofthatentitled Share Options SHARE OPTIONSANDPLANS financial year, ordate ofappointmentiflater, orattheendoffinancialyear. interest inshares in,ordebentures of,theCompany, oritsrelated corporations,eitheratthebeginningof Except asdisclosedinthisstatement,noDirector whoheldoffice attheendoffinancialyearhadany subsidiaries heldbytheCompanyandinshares ofthesubsidiariesheldbyF&N. Sirivadhanabhakdi andKhunyingWanna Sirivadhanabhakdiisdeemedtohaveinterests intheshares ofthe By virtue of Section 4 of the Singapore Securities and Futures Act, Chapter 289, each of Charoen year and21October2016,otherthanasdisclosedinthisstatement. There wasnochangeinany oftheabovementionedinterests intheCompanybetweenendoffinancial DIRECTORS’ INTERESTSINSHARESANDDEBENTURES(CONT’D)
in equalshares, andtherefore are deemedtobeinterested intheperpetualsecuritieswhichTCCPhasaninterest. Treasury Pte. Ltd. on 24 September 2014. Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi own all the shares in TCCP As at30September2016,TCCProsperity Limited(“TCCP”)holdsanaggregate ofS$250millionperpetualsecuritiesissuedbyFCL & NeaveHoldingsBhdinwhichF&Nhasaninterest. Therefore, eachofCharoen SirivadhanabhakdiandKhunyingWanna Sirivadhanabhakdihasadeemedinterest inalloftheshares inFraser As at30September2016,F&Nholds203,470,910shares inFraser&NeaveHoldingsBhd. – As at30September2016: equal shares, andtherefore are deemedtobeinterested intheperpetualsecuritieswhichTCCPhasaninterest. Treasury Pte.Ltd.on9March 2015.Charoen SirivadhanabhakdiandKhunyingWanna Sirivadhanabhakdiownalltheshares inTCCP As at30September2016,TCCProsperity Limited(“TCCP”)holdsanaggregate ofS$300millionperpetualsecuritiesissuedbyFCL – F&N inwhichTCCAandIBILhaveaninterest. Each ofCharoen SirivadhanabhakdiandKhunyingWanna Sirivadhanabhakdiistherefore deemedtobeinterested inalloftheshares in October 2016. wasappointedasamemberoftheRemuneration Committee inplace ofMrPanoteSirivadhanabhakdion1 Mr ChanHengWing TCCA holds858,080,062shares inFraserandNeave,Limited(“F&N”); IBIL holds412,423,822shares inF&N. 169
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (c) 5. DIRECTORS’ STATEMENT (i) Share GrantsunderRSPandPSP SHARE OPTIONSANDPLANS(CONT’D) No awards havebeengranted toDirectors oftheCompany. and employeesundertheShare Plans. No awards havebeengranted tocontrolling shareholders ortheirassociates, orparent group directors employment ortenure withthe Company. under theRSPandPSPtomaintainabeneficialownershipstakeinCompanyfordurationoftheir Senior management participants are required to hold a minimum number of the shares released to them Shareholders’ asamultipleofCostEquity. Return Capital (“ROIC”),Total Shareholders’ RelativetoFTSESTRealEstateIndexandAbsolute Return onCapitalEmployed(“ROCE”).ForthePSP,Return thepre-set targets are onInvested basedonReturn achievement ofAttributableProfit Before FairValue AdjustmentandExceptionalItems(“APBFE”) period.Forthe RSP, conditions to be met over the performance performance thetargets set are the Pre-determined targets are setbytheRemunerationCommitteeattheirabsolutediscretion forthe will be released totheparticipants at theendof three-year perioduponvesting. performance shares over the subsequent two years upon the fulfilment of service requirements. All PSP Final Awards RSP FinalAwards willbereleased uponvestingandthebalancewillbereleased inequalnumberof 50%ofthe periodandaftertheachievementfactorisdetermined, At theendofperformance 0% to200%forPSP. the casemaybe,“FinalAward”). Theachievementfactor rangesfrom 0%to150%forRSPandfrom Base Award thefinalnumberofshares todetermine tovest undertheRSPAwards andPSPAwards (as at the end of the respective period. The achievement factor will be applied to the relevant performance basedonthelevelofachievementpre-determined targets achievement factorwillbedetermined targets periodandathree-year periodrespectively. setforatwo-yearperformance performance An the RSPBaseAward andthePSPBaseAward are conditionalontheachievementofpre-determined this schemehasabsolutediscretion inthegrantingofawards undertheShare Plans.Thevestingof that certainprescribed conditionsare performance met.TheRemunerationCommitteethatadministers receive fully paid shares, their equivalent cash value or combinations thereof, free of charge, provided as “RSPAwards” and“PSPAwards”, respectively. Thegrant(“BaseAward”) represents therightto Under theShare Plans,theCompanygrantsawards toeligibleparticipantsannually, referred toherein (c) 5. DIRECTORS’ STATEMENT (i) Share GrantsunderRSPandPSP(cont’d) SHARE OPTIONSANDPLANS(CONT’D) LIM EESENG – RSP Awards ROD FEHRING – RSP Awards – – – – – PSP Awards – – – ** * Mr LimandFehringundertheShare Plansare asfollows: September 2016,pursuanttograntsundertheShare Plans.Detailsofconditionalawards availableto received 5% or more of the total number of shares available/delivered for the financial year ended 30 September 2016, and Mr Rod Fehring, Chief Executive Officer of Frasers Property Australia, have each GroupNo employeeotherthanMrLimEeSeng,theformer ChiefExecutiveOfficer whoretired on30 Year 2 Replacement FCL Year 3 Year 1 Year 2 Year 3 Replacement FCL Year 1 Year 2 Year 3 Awards* Awards ** The ReplacementFCLAwards were grantedtoreplace the179,828OutstandingF&NAwards. The ReplacementFCLAwards were grantedtoreplace the270,246OutstandingF&NAwards. Grant Date Grant Date 19.08.2015 03.10.2014 22.12.2015 03.10.2014 19.08.2015 22.12.2015 03.10.2014 03.10.2014 19.08.2015 22.12.2015 Sub-Total Sub-Total Total Total Grant Dateif Grant Dateif Balance asat Balance asat 1.10.2015 or 1.10.2015 or 2,308,465 3,493,695 1,185,230 245,000 446,129 779,000 534,000 574,627 603,538 684,171 278,516 354,839 258,659 293,216 later later Achievement Achievement Additional Additional Reduced) Reduced) Awards / Awards / (Awards (Awards 137,873 137,873 126,757 (11,116) (11,116) due to due to Factor Factor – – – – – – – – – (297,004) (356,250) (653,254) (267,400) (920,654) (267,400) Vested Vested – – – – – – – – Balance asat Balance asat 30.9.2016 30.9.2016 1,793,084 2,699,798 245,000 149,125 356,250 779,000 534,000 603,538 684,171 354,839 258,659 293,216 906,714 – 171
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 6. DIRECTORS’ STATEMENT
(ix) (viii) (vii) (vi) (v) (iv) (iii) (ii) (i) Singapore (Chapter50),whichinclude,interalia,thefollowing: The AuditCommitteecarriedoutitsfunctionsinaccordance withSection201B(5)oftheCompaniesAct AUDIT COMMITTEE at theforthcomingAnnualGeneralMeeting. and has recommended to the Board of Directors the re-appointment of KPMG LLP as auditors of the Company is satisfiedthatthenature andextent ofsuchserviceswouldnotaffectauditors, theindependenceofexternal Having reviewed thenon-audit servicesprovided auditorstotheGroup, bytheexternal AuditCommittee Further detailsregarding theAuditCommitteeare Report. disclosedintheCorporateGovernance Securities Trading Limited’s ListingManual. reviewed interested persontransactionsinaccordance withtherequirements oftheSingapore Exchange reviewed andapproved auditors;and theremuneration ofengagementtheexternal andterms recommended totheBoard theappointment,re-appointment andremoval auditors,and oftheexternal the nature andextentofnon-audit servicesprovided auditors; bytheexternal reviewed the cost effectiveness, auditors, including the independence and the objectivity of external auditors; andinternal management totheexternal management to review various audit matters as well as the assistance given by the Company’s auditors,ineachcasewithout thepresence andinternal oftheCompany’smet withtheexternal auditresourcesof internal andits appropriate standingwithintheGroup; reviewed the adequacy andeffectiveness of theGroup’s auditfunction,includingthe adequacy internal measures; and monitoringthetimelyproper implementationofanyrequired corrective orimprovement auditors,therespectivereviewed andexternal auditreports withinternal andtheirrecommendations, financial, operationalandcompliancecontrols andriskmanagement; reviewed theadequacyandeffectiveness oftheGroup andtheCompany’s controls, internal including auditplanstoensurereviewed andexternal theadequacyofauditscope; theinternal financial yearandtheindependentauditors’report forthefull-yearpriortoapproval bytheBoard; reviewed thequarterlyandfull-yearfinancialstatementsofCompanyGroup forthe 28 November2016 Singapore Director Charles MakMingYing On behalfoftheBoard 7. AUDITORS DIRECTORS’ STATEMENT The auditors,KPMGLLP, haveexpressed theirwillingnesstoacceptre-appointment asauditors. Director Sithichai Chaikriangkrai 173
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES in theassumptions canhaveasignificantimpact tothevaluation. applied in deriving future yield rates; where cash flows, the capitalisation rates, discountrates andterminal a change used, andinestimatingtheunderlying assumptionstobeapplied.Thevaluationsare sensitivetokeyassumptions The valuationprocess theappropriate involvessignificantjudgement indetermining valuationmethodologytobe reasonable profit margin onconstructionanddevelopment. investment property andthendeductingfrom thatamounttheestimatedcoststocompleteconstruction anda are byvaluerswhich involvesestimatingthefairvalueofcompleted statedattheirfairvaluesasdetermined overseas properties whereby valuationsare internally. performed Inaddition,investmentproperties underconstruction These investment properties are valuations except for certain stated at their fair values based on independent external assets onthebalancesheet,at$13.49billionas30September 2016. located mainlyinAustralia,Singapore andUnitedKingdom.Investmentproperties represent thelargest categoryof serviced residences, commercial andindustrialproperties thatare leasedtothird partiesunderoperatingleases, The Group ownsaportfolioofinvestmentproperties (includinginvestmentproperties underconstruction)comprising Risk: (Refer toNote11thefinancialstatements) Valuation ofinvestmentproperties matters. ouropinionthereon,statements asawhole,andinforming wedonotprovide aseparateopiniononthese financial statementsofthecurrent period.Thesematterswere addressed in thecontextofourauditfinancial Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Key auditmatters we haveobtainedissufficient and appropriate toprovide abasisforouropinion. have fulfilledourotherethical responsibilities inaccordance withtheACRACode. We believethattheauditevidence together withtheethicalrequirements thatare relevant toourauditofthefinancialstatementsinSingapore, andwe (“ACRA”) report. We are independent of the Group in accordance with the Accounting and Corporate Regulatory Authority standards are further described in theAuditors’ responsibilities for the audit ofthefinancialstatementssectionour We conductedourauditin accordance withSingapore Standards onAuditing(“SSA”).Ourresponsibilities underthose Basis foropinion and cashflowsoftheGroup andthechangesinequityofCompanyforyearendedonthatdate. position oftheGroup changesinequity andtheCompanyasat30September2016financialperformance, Chapter 50andtheSingapore FinancialReportingStandards (“FRS”)togiveatrueandfairviewofthefinancial of changesinequitytheCompanyare properly drawn upinaccordance withtheprovisions oftheCompaniesAct, In ouropinion,theaccompanyingconsolidatedfinancialstatementsofGroup andthebalancesheetstatement to 303. assetoutonpages180 including asummaryofsignificantaccountingpoliciesandotherexplanatoryinformation, Company andthecashflowstatementsofGroup fortheyearthenended,andnotestofinancialstatements, 2016, theprofit statements,statementsofcomprehensive income,statementsofchangesinequitytheGroup and subsidiaries (the“Group”), whichcomprisethebalancesheetsofGroup andtheCompanyasat30September We haveauditedtheaccompanyingfinancialstatementsofFrasersCentrepoint Limited(the“Company”)andits Opinion REPORT ONTHEAUDITOFFINANCIALSTATEMENTS FRASERS CENTREPOINTLIMITED MEMBERS OFTHECOMPANY INDEPENDENT AUDITORS’REPORT Code ofProfessional Conduct andEthicsforPublicAccountantsAccountingEntities(“ACRACode”), carrying value of theintangibleassets. evidence ofmanagement biaswithaparticular focusontheriskthat forecasted cashflowsmaynot supportthe availablemarketdataforreasonableness.externally We alsoassessedwhetherornottheassumptionsshowed any testingcomprisingthediscountrate,growth multiplesbycomparingtheseto in itsimpairment rateandearnings assess ifthesecashflowswere reasonable. We challengedtheappropriateness ofkeyassumptionsusedbytheGroup the cash flows used in the model against the understanding we obtained about the business through our audit and we evaluated For goodwill, intangible assets with infinite useful life and intangible assets with indicators of impairment, assets where appropriate. We evaluatedtheGroup’s forintangible methodologyandidentificationofCGUassessedindicatorsimpairment Our response: expectations offuture cashflows,growth multiples. ratesusedforextrapolationpurposes,discountandearnings sensitive to inputs and assumptions underlying the models used. Some of the key inputs and assumptions relate to when estimatinganddiscountingfuture multiples.The cashflowsandestimatingearnings recoverable amountis model andtheunderlyingassumptionstobeapplied;coupled withtheinherent estimation uncertaintiesthatarise and its value in use. Estimating the recoverable an appropriate amount involves significant judgement in determining to, exceeds their recoverable amount. The recoverable amount is the higher of their fair value less costs of disposal value orthecarryingofcashgeneratingunit(“CGU”)whichgoodwillintangibleassetisallocated carrying valueof$681.74millionasat30September2016.Theseassetsare impaired whentheirindividualcarrying The Group hasgoodwilland otherintangibleassetscomprisingbrands,favorableleasesandotherswithanaggregate Risk: (Refer toNote16thefinancialstatements) Recoverability ofintangibleassets valuations, includingtheinter-relationship betweenthe keyunobservableinputsandthefairvalues. to beappropriate intheir descriptionofthedegree ofsubjectivityandjudgementinthekeyassumptionsused estimated costtocompletewere foundtobesupported.We alsofoundthedisclosures inthefinancialstatements the keyassumptionsusedare withintherangeofmarketdata.Forinvestmentproperties underconstruction,the bodies forvaluers.Thevaluationmethodologiesusedare inlinewithgenerallyacceptedmarketpracticesand We foundthevaluerstobe objectiveandcompetent.Thevaluersare membersofgenerally-recognised professional Our findings: judgements inherent inthevaluations andmettherequirements oftherelevant accountingstandards. We alsoassessedwhether thedisclosures inthefinancialstatementsappropriately describedthesubjectivityand those costcomponents. also testedsignificantitemsofthecostcomponentstosource documentstoascertaintheexistenceandaccuracyof to managementbudgetsand,where theworkswere contractedtothird parties,agreed tothecontracts.We have properties under construction, we evaluated the estimated cost to complete by comparing the cost incurred to date effect ofadditionalfactorsand,whennecessary, heldfurtherdiscussionswiththevaluers.Inaddition,forinvestment market factors.Where therateswere outsidetheexpected range,weundertookfurtherprocedures tounderstandthe comparing themagainsthistoricalratesandavailableindustrydata,takingintoconsiderationcomparability We evaluatedtheappropriatenessyieldratesusedinvaluationby ofthediscount, capitalisationandterminal the integrityofinputsprojected cashflowsusedinthevaluationtosupportingleasesandotherdocuments. We considered thevaluationmethodologiesusedagainst thoseappliedbyvaluersforsimilarproperty types.We tested their valuationmethodsandassumptionsbasisused,where appropriate. We evaluatedthequalificationsandcompetenceofvaluershelddiscussionswithtounderstand Our response: FRASERS CENTREPOINTLIMITED MEMBERS OFTHECOMPANY INDEPENDENT AUDITORS’REPORT 175
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES made fordevelopmentproperties heldforsale. foreseeable losses.We alsofoundthedisclosures tobeappropriate indescribingtheallowanceforforeseeable losses We foundthatreasonable estimateswere ofnetrealisable madeinthedetermination valuesandallowancefor has applieditsknowledgeofthebusinessinregular review oftheseestimates. macroeconomic andreal estatepricetrend andplannedcapitalmanagementconsiderations.Management information In estimatingfuture sellingpriceforthepurposeofmanagement’s assessment,theGroup takesintoaccount Our findings: the financialstatementsfortheseproperties. We alsoconsidered theadequacyofdisclosures inrespect oftheallowanceforforeseeable lossespresented in For projects withunitswhich are expectedtosellbelowcosts,wecheckedthecomputationsofforeseeable losses. completed project. We focusedourworkonprojects with slower-than-expected salesorwithlownegativemargins. recently transactedprices andpricesofcomparableproperties locatedinthesamevicinityasdevelopmentor We challengedthe Group’s forecast selling pricesby comparing the forecast sellingpricesto,where applicable, Our response: losses whenproperties are sold. There istherefore ariskthattheestimatesofnetrealisable valuesmayexceedfuture sellingprices,resulting inmore China andAustralia,mightexertdownward pressure ontransactionvolumesand properties pricesinthesemarkets. consequential oversupplyofproperties forsale,arisingfrom achallengingeconomicenvironment incertainstates The amountofunsoldresidential properties forsaleinSingapore isnotsignificant. However, weakdemandandthe properties iscriticallydependent upontheGroup’s expectationsoffuture sellingprices. oftheestimatednetrealisablethe estimatedcostsnecessarytomakesale.Thedetermination valueofthese values, weconsidered comparable properties andrecent sellingpriceslesstheestimated costsofcompletionand 2016 andare statedatthe loweroftheircostandnetrealisable values.Inarrivingatestimatesofnetrealisable China, Singapore andUnitedKingdom.Theseproperties haveacarryingvalueof$4.0billionasat30September The Group hassignificant residential, industrialand commercial properties heldforsalelocatedprimarilyinAustralia, Risk: (Refer toNote20thefinancialstatements) Foreseeable lossesonproperties heldforsale appropriate. that the assumptions and resulting estimates were balanced and the disclosures inthefinancial statementtobe The methodologyandmodelusedbytheGroup issupportedbygenerallyacceptedmarketpracticesandwefound Our findings: testing. impairment We considered theadequacyofGroup’s disclosure andtherequirements ofaccountingstandards inrespect of FRASERS CENTREPOINTLIMITED MEMBERS OFTHECOMPANY INDEPENDENT AUDITORS’REPORT assurance conclusionthereon. andwewillnotexpress of Our opiniononthefinancial statementsdoesnotcovertheotherinformation anyform Meeting (the“Reports”),whichare expectedtobemadeavailableusafterthatdate. which weobtainedpriortothedateofthisauditors’report, andShareholding StatisticsandNoticeofAnnual General Transactions andFCLFactSheet,butdoesnotincludethefinancial statementsandourauditors’ report thereon, Report, Directors’Management, CorporateGovernance Statement, ParticularsofGroup Properties, Interested Person Review, InvestorRelations,Treasury Highlights,SustainabilityReport,Awards andAccolades,Enterprise-wideRisk of Directors, Group Chairman’s Management,CorporateInformation, Statement,Group CEO’s Statement,Business Strategies, FCLGroup ataGlance,OurGlobalPresence, OurMilestones,Group Structure, FinancialHighlights,Board MissionandFCLGroup comprises:Vision, Management isresponsible Theotherinformation fortheotherinformation. Other information expressed anunmodified opiniononthosestatements19November2015. The financialstatementsoftheCompanyforyearended30September2015were auditedbyanotherauditorwho Other matter REITs. Thedisclosures onthebasisofaccountingforGroup’s interests intheseREITs are appropriate. The judgementsexercised bytheGroup intheseprocesses reflect realistic assessmentsofits relationship withthe whether previously appliedaccounting treatments remain appropriate. The Group hasprocesses inplacetoperiodicallyreview andre-assess itsrelationship withtheREITs itmanagesand Our findings: of therelationships withthe REITs. through ownership interests in the REITs and the management fee arrangements; and the disclosure of the assessment making overtheiractivitiesandoperationsofthemanager. We alsoconsidered theeconomicstakesofGroup held We examinedthe legal documentsandbusiness arrangements relating totheconstitutionofREITs, decision- We assessedtheGroup’s processes forthereview oftheaccountingforitsinvestmentsinREITs. andthedetermination Our response: inappropriate classificationcanhaveamaterialeffect onthefinancial statements. into theGroup’s financialstatements,whereas REITs thataretobeassociates determined equity-accountedfor. An when management fees are paidin additional trust units. REITs thatare tobesubsidiariesare determined consolidated arrangements forthetrust,itsmanagerandtrustee,extenttowhichGroup’s equitystakeincreases factors principally, theextentofitsvotingstakeholding,relationship withotherstakeholders,theconstitutional oftheGroup’sThe determination relationship withtheseREITs istheresult ofaccountingjudgementonmany The accountingtreatment fortheinvestmentsinREITs isdependentontheGroup’s relationship withtheREITs. (“REIT”), whichare managedbytheGroup. TheGroup holdsdiffering levelsofequitystakesintheseREITs. The Group’s capitalmanagementstrategyinvolvestheholdingofanumberlistedreal estateinvestmenttrusts Risk: (Refer toNote13(a)thefinancialstatements) Accounting forinvestmentsinREITs FRASERS CENTREPOINTLIMITED MEMBERS OFTHECOMPANY INDEPENDENT AUDITORS’REPORT 177
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES • • • throughout theaudit.We also: As partofanauditinaccordance withSSAs,weexercise professional judgement andmaintainprofessional scepticism decisions ofuserstakenonthebasisthesefinancialstatements. considered materialif,individually orintheaggregate, theycouldreasonably beexpectedtoinfluencetheeconomic SSAs willalwaysdetectamaterial misstatement when itexists.Misstatementscanarisefrom fraudorerror andare Reasonable assuranceisahighlevelofassurance,butnotguaranteethatanauditconductedinaccordance with material misstatement,whetherduetofraudorerror, andtoissueanauditors’report thatincludesouropinion. Our objectivesare toobtain reasonable assuranceaboutwhetherthefinancialstatementsasawholeare free from Auditors’ responsibilities forthe auditofthefinancialstatements The directors’ responsibilities includeoverseeingtheGroup’s financial reporting process. buttodoso. alternative of accountingunlessmanagementeitherintendstoliquidatetheGroup ortoceaseoperations,hasnorealistic basis disclosing,asapplicable,mattersrelated andusingthegoingconcern a goingconcern, togoingconcern In preparing thefinancial statements,managementis responsible forassessingtheGroup’s abilitytocontinueas financial statementsandtomaintainaccountabilityofassets. transactions are properly authorisedandthattheyare recorded thepreparation asnecessarytopermit oftrueandfair to provide areasonable assurancethatassetsare safeguarded againstlossfrom unauthoriseduseordisposition;and the provisions accountingcontrols oftheActandFRSs,fordevisingmaintainingasysteminternal sufficient Management isresponsible forthepreparation offinancial statementsthatgiveatrueandfairviewinaccordance with Responsibilities ofmanagementanddirectors forthefinancialstatements appropriate actionsinaccordance withSSAs. material misstatementtherein, weare required tocommunicatethematterdirectors oftheCompanyandtake When wereadmadeavailabletousafterthedateofthisreport, theotherinformation ifweconcludethatthere isa We havenothingtoreport inthisregard. report, weconcludethatthereare isamaterialmisstatement ofthisotherinformation, required toreport thatfact. thatweobtainedpriortothedateofthisauditors’ ontheotherinformation If, basedontheworkwehaveperformed with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. ismateriallyinconsistent above whenitbecomesavailableand,indoingso,considerwhethertheotherinformation In connectionwithourauditofthefinancialstatements, responsibility istoidentified read theotherinformation FRASERS CENTREPOINTLIMITED MEMBERS OFTHECOMPANY INDEPENDENT AUDITORS’REPORT related disclosures madeby management. Evaluate theappropriateness ofaccountingpoliciesused andthereasonableness ofaccountingestimatesand Group’s controls. internal appropriate inthecircumstances, butnotforthepurposeofexpressing anopinionontheeffectiveness ofthe controlObtain an understanding of internal relevant to theauditinorder to design audit procedures thatare misrepresentations, controls. ortheoverrideofinternal fraud ishigherthanforoneresulting from error, asfraudmayinvolvecollusion,forgery, intentionalomissions, appropriate toprovide abasisforouropinion.Theriskofnotdetectingmaterialmisstatementresulting from auditproceduresdesign andperform responsive tothoserisks,andobtainauditevidencethatissufficient and Identify andassesstherisksofmaterialmisstatement financialstatements,whetherduetofraudorerror, 28 November2016 Singapore Chartered Accountants Public Accountantsand KPMG LLP The engagementpartnerontheauditresulting inthisindependentauditors’report isRonaldTay Ser Teck. with theprovisions oftheAct. subsidiary corporationsincorporatedinSingapore ofwhichweare theauditorshavebeenproperly keptinaccordance In ouropinion,theaccountingandotherrecords required bytheActtobekeptCompanyandthose REPORT ONOTHERLEGAL ANDREGULATORY REQUIREMENTS communication. adverse consequencesofdoingsowouldreasonably beexpectedtooutweighthepublicinterest benefitsofsuch in extremely rare circumstances, thatamattershouldnotbecommunicatedinourreport wedetermine becausethe these mattersinourauditors’report unlesslaworregulation precludes publicdisclosure aboutthematterorwhen, the auditoffinancialstatementscurrent periodandare therefore thekeyauditmatters. We describe From thematterscommunicated withthedirectors, thosemattersthatwere wedetermine ofmostsignificancein bear onourindependence,andwhere applicable,related safeguards. independence, andtocommunicatewiththemallrelationships andothermattersthatmayreasonably bethoughtto We alsoprovide thedirectors withastatementthatwehavecompliedrelevant ethicalrequirements regarding controlsignificant auditfindings,includinganydeficienciesininternal thatweidentifyduringouraudit. We communicatewiththe directors regarding, amongothermatters,theplannedscopeandtimingofaudit • • • FRASERS CENTREPOINTLIMITED MEMBERS OFTHECOMPANY INDEPENDENT AUDITORS’REPORT fair presentation. and whether the financial statements represent the underlying transactions and events in a manner that achieves Evaluate theoverallpresentation, structure andcontent ofthefinancialstatements,includingdisclosures, opinion. for thedirection, ofthegroup supervisionandperformance audit.We remain solelyresponsible forouraudit activities withintheGroup toexpress anopinionon theconsolidatedfinancialstatements. We are responsible Obtain sufficient appropriate audit evidence regarding of the entities or business the financial information cause theGroup toceasecontinueasagoingconcern. the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may financial statementsor, ifsuchdisclosures are inadequate,tomodifyouropinion.Ourconclusionsare basedon uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the cast significantdoubtontheGroup’s Ifweconcludethatamaterial abilitytocontinueasagoingconcern. on theauditevidenceobtained,whetheramaterialuncertaintyexistsrelated toeventsorconditionsthatmay Conclude ontheappropriateness of management’s basis of accountingand,based useof the going concern 179
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Diluted earnings pershareDiluted earnings Basic earnings pershareBasic earnings EARNINGS PERSHARE PROFIT FORTHEYEAR Non-controlling interests –exceptionalitems –fairvaluechange –before fairvaluechange andexceptionalitems ATTRIBUTABLE PROFIT: PROFIT FORTHEYEAR Taxation PROFIT BEFORETAXATION Exceptional items PROFIT BEFORETAXATION ANDEXCEPTIONALITEMS Fair valuechangeoninvestmentproperties EXCEPTIONALITEMS PROFIT BEFOREFAIR VALUE CHANGE,TAXATION AND NET INTERESTEXPENSE Interest expense Interest income TAXATION ANDEXCEPTIONAL ITEMS PROFIT BEFOREINTEREST, FAIR VALUE CHANGE, Share ofresults ofjointventures andassociates,netoftax TRADING PROFIT Administrative expenses Other income/(losses) GROSS PROFIT Cost ofsales REVENUE FOR THEYEARENDED30SEPTEMBER2016 CONSOLIDATED PROFITSTATEMENT The accompanying notes form anintegralpartofthe financialstatements. The accompanying notesform Note 4b 11 14 4a 4c 6 5 9 8 7 4 3 (2,406,856) 3,439,592 1,032,736 (194,197) (259,387) (142,208) (167,504) 766,822 766,146 168,927 597,219 106,250 479,863 766,146 960,343 955,702 159,711 795,991 938,199 171,377 11,106 25,296 (6,527) 18.2¢ 18.4¢ 4,641 $’000 2016 Group (2,479,360) 3,561,525 1,082,165 1,012,375 1,012,375 1,196,549 1,198,754 1,104,762 (184,174) (186,157) (248,433) (149,358) 825,332 241,101 771,274 219,612 543,830 243,350 955,404 279,430 36,799 (2,205) (8,400) 24.9¢ 25.0¢ 7,832 $’000 2015 The accompanying notes form anintegralpartofthe financialstatements. The accompanying notesform FOR THEYEARENDED30SEPTEMBER2016 CONSOLIDATED STATEMENT OFCOMPREHENSIVEINCOME TOTAL COMPREHENSIVE INCOMEFORTHEYEAR –non-controlling interests –holdersofperpetualsecurities –shareholders oftheCompany ATTRIBUTABLE TO: TOTAL COMPREHENSIVE INCOMEFORTHEYEAR Other comprehensive incomefortheyear, netoftax Realisation ofreserves ondisposalofajointventure andanassociate Share ofothercomprehensive incomeofjointventures andassociates Foreign currency translation Net fairvaluechangeofcashflowhedges Items thatmaybereclassified subsequentlytoprofit statement: OTHER COMPREHENSIVEINCOME PROFIT FORTHEYEAR (102,639) (123,726) 663,507 171,728 427,323 663,507 766,146 64,456 21,143 $’000 2016 (56) – Group 1,012,375 (475,431) (442,815) 569,560 164,802 357,834 569,560 33,718 46,924 (1,277) $’000 2015 175 181
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES TOTAL EQUITY NON-CONTROLLING INTERESTS –OTHERS –PERPETUALSECURITIES NON-CONTROLLING INTERESTS theCompany Equity attributabletoOwners of Other reserves Retained earnings Share capital SHARE CAPITAL ANDRESERVES NET ASSETS Loans andborrowings Deferred taxliabilities Derivative financialinstruments Other payables NON-CURRENT LIABILITIES NET CURRENTASSETS Loans andborrowings Provision fortaxation Derivative financialinstruments Trade andother payables CURRENT LIABILITIES TOTAL ASSETS Assets heldforsale Cash andcashequivalents Bank deposits Derivative financialinstruments Trade andother receivables Other prepayments Prepaid landanddevelopment costs Properties heldforsale Inventory CURRENT ASSETS Derivative financialinstruments Deferred taxassets Other receivables Prepayments Intangible assets Financial assets –associates –jointventures –subsidiaries Investments in: Property, plantandequipment The accompanying notes form anintegral partofthefinancial statements. The accompanying notesform Investment properties NON-CURRENT ASSETS AS AT 30SEPTEMBER2016 BALANCE SHEETS Note 25 29 19 21 27 24 26 25 21 24 23 22 22 21 18 17 17 20 21 19 18 17 16 15 14 14 13 12 11 30 September 11,843,484 11,843,484 20,755,403 24,204,375 17,232,226 13,494,019 3,790,561 8,052,923 1,391,783 6,661,140 5,222,073 1,766,800 8,911,919 8,325,421 3,523,177 3,448,972 1,470,116 1,694,961 6,972,149 1,731,343 3,997,551 1,972,282 (327,733) 206,078 290,426 236,971 437,337 677,821 228,644 681,736 552,800 240,213 89,994 46,924 52,602 60,455 55,160 9,361 5,679 2,136 3,074 2,162 $’000 2016 Group – – 30 September 10,650,953 10,650,953 20,514,352 23,066,692 16,726,407 12,951,192 2,848,219 7,802,734 1,293,254 6,509,480 4,995,420 1,759,858 9,863,399 9,255,320 3,787,945 2,552,340 1,020,137 1,314,648 6,340,285 1,373,140 3,922,672 1,991,014 (245,798) 317,736 253,751 192,953 112,123 843,505 169,724 241,476 721,164 250,460 334,928 36,592 24,602 20,167 41,328 19,877 55,935 7,473 8,349 2,165 $’000 2015 – – 30 September 5,002,113 5,002,113 5,002,113 3,033,213 1,766,800 5,002,113 5,035,905 1,817,104 5,247,295 2,028,494 1,960,927 3,218,801 1,414,431 1,799,896 202,100 211,390 196,222 33,792 32,484 14,905 67,516 1,308 2,148 1,600 $’000 2016 263 225 500 Company 51 1 – – – – – – – – – – – – – – – 30 September 4,448,810 4,448,810 4,448,810 2,490,922 1,759,858 4,448,810 4,675,504 4,417,957 2,721,722 4,725,885 1,672,524 226,694 207,077 198,030 307,928 293,465 257,547 19,617 50,381 12,510 29,865 19,463 8,006 9,064 5,352 2,148 1,600 $’000 2015 500 47 – – – – – – – – – – – – – – – flowhedges Net fairvaluechangeofcash Other comprehensive income Opening balanceat1October2015 2016 Group FOR THEYEARENDED30SEPTEMBER2016 STATEMENTS OFCHANGESINEQUITY Ordinary shares issued toowners Contributions byanddistributions Units issuedtonon-controlling interests insubsidiaries Changes inownershipinterests netofcosts Issue ofperpetualsecurities, toperpetualsecuritiesholders Contributions byanddistributions The accompanying notes form anintegral partofthefinancial statements. The accompanying notesform Profit fortheyear Foreign currency translation Employee share-based expense insubsidiarieswithoutchangecontrol Acquisition ofnon-controlling interests securitiesholders Distributions toperpetual ofjointventures andassociates Share ofothercomprehensive income Dividends paid(Note30) withoutchangeincontrol Change ininterests insubsidiaries securitiesholders distributionstoperpetual Total contributionsbyand fortheyear, netoftax Other comprehensive income Dividends proposed (Note30) Issuance costsincurred bysubsidiaries Closing balanceat30September2016 fortheyear Total comprehensive income distributionstoowners Total contributionsbyand insubsidiaries Total changesinownership interests capacityasowners Total transactionswith owners intheir 1,759,858 1,766,800 (Note 26) Capital 6,942 6,942 6,942 Attributable toOwnersoftheCompany $’000 Share Share – – – – – – – – – – – – – – – – – 4,995,420 5,222,073 (179,800) (249,709) (285,522) Retained Retained 532,763 512,175 Earnings (42,173) (20,588) (69,909) (20,588) (10,184) (35,813) 16,544 $’000 – – – – – – – – Reserves, (245,798) (103,204) (179,491) (327,733) 179,800 (Note 27) (84,852) (84,852) 10,189 20,532 (6,942) (2,180) 3,556 2,917 Other Other $’000 (639) (639) – – – – – – – Attributable 6,509,480 6,661,140 to Owners to Owners Company, (103,204) (249,400) (105,440) (239,211) (275,663) 532,763 427,323 (42,173) (10,184) (36,452) 10,189 15,905 (2,180) Equity Equity of the of the $’000 Total (56) – – – – – – Controlling Controlling 1,293,254 1,391,783 Perpetual Securities Interest – (Note 29) (64,456) 98,529 64,456 34,073 64,456 $’000 Non- – – – – – – – – – – – – – – – 7,802,734 8,052,923 (103,204) (249,400) (105,440) (239,211) (275,663) 597,219 491,779 (42,173) (64,456) (10,184) (36,452) 98,529 10,189 15,905 34,073 (2,180) $’000 Total (56) – – – Controlling 2,848,219 1,000,475 3,790,561 Interests – (206,821) (206,821) 168,927 171,728 977,435 770,614 (20,522) (18,793) 23,323 Others (4,658) 2,801 $’000 Non- 411 – – – – – – – 10,650,953 11,843,484 1,000,475 (123,726) (456,221) (102,639) (446,032) 766,146 663,507 940,983 494,951 (41,762) (64,456) (28,977) 98,529 21,143 10,189 11,247 34,073 Equity $’000 Total (56) – – 183
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES The accompanying notes form anintegralpartofthe financialstatements. The accompanying notesform netofcosts Issue ofperpetualsecurities, toperpetualsecuritiesholders Contributions byanddistributions withoutchangeincontrol Dilution ofinterests insubsidiaries insubsidiaries Changes inownershipinterests Ordinary shares issued toowners Contributions byanddistributions flowhedges Net fairvaluechangeofcash Other comprehensive income Opening balanceat1October2014 2015 Group FOR THEYEARENDED30SEPTEMBER2016(CONT’D) STATEMENTS OFCHANGESINEQUITY Profit fortheyear securitiesholders Distributions toperpetual Issuance costsincurred bysubsidiaries Employee share-based expense Foreign currency translation insubsidiaries Total changesinownership interests securitiesholders distributionstoperpetual Total contributionsbyand Dividends paid(Note30) ofjointventures andassociates Share ofothercomprehensive income capacityasowners Total transactionswith owners intheir Closing balanceat30September2015 Dividends proposed (Note30) ofajointventure andanassociate Realisation ofreserves ondisposal distributionstoowners Total contributionsby and fortheyear, netoftax Other comprehensive income fortheyear Total comprehensive income 1,753,977 1,759,858 (Note 26) Capital Attributable toOwnersoftheCompany 5,881 5,881 5,881 $’000 Share – – – – – – – – – – – – – – – – 4,543,167 4,995,420 (272,097) (179,491) (249,294) Retained Earnings 724,350 724,350 (22,223) (22,803) (69,803) $’000 (580) – – – – – – – – – – Reserves, (390,253) (179,168) (245,798) (366,516) (366,516) (Note 27) 117,154 179,491 24,839 (5,881) (1,277) Other 9,003 3,564 3,445 $’000 119 175 45 74 – – – – Attributable to Owners 6,414,298 6,509,480 Company, (390,253) (248,971) (262,652) (239,968) (366,516) 724,350 357,834 (22,178) (22,684) 24,839 $’000 Equity (1,277) of the 9,003 Total (506) 175 – – – – – Controlling 1,293,254 Perpetual Securities Interest – (Note 29) 597,654 695,600 648,676 (46,924) 46,924 46,924 $’000 Non- – – – – – – – – – – – – – – 7,011,952 7,802,734 (390,253) (248,971) (262,652) (239,968) (366,516) 695,600 771,274 648,676 404,758 (22,178) (46,924) (22,684) 24,839 (1,277) 9,003 $’000 Total (506) 175 – – Controlling 2,611,598 2,848,219 Interests – (185,938) (185,938) 259,039 241,101 257,757 164,802 (85,178) (76,299) 71,819 Others (1,282) 8,879 $’000 Non- – – – – – – – – 10,650,953 9,623,550 1,012,375 (475,431) (434,909) (190,833) (425,906) (442,815) 695,600 236,861 235,073 648,676 569,560 (46,924) 33,718 (1,788) Equity (1,277) 9,003 $’000 Total 175 – – Closing balanceat Total contributionsbyand Dividends proposed (Note30) Dividends paid(Note30) Employee share-based expense Total comprehensive income Profit fortheyear The accompanying notes form anintegralpartofthe financialstatements. The accompanying notesform Ordinary shares issued Contributions byand Net fairvaluechangeofcash Other comprehensive income Opening balanceat 2016 Company FOR THEYEARENDED30SEPTEMBER2016(CONT’D) STATEMENTS OFCHANGESINEQUITY 30 September2016 distributions toowners for theyear distributions toowners flow hedges 1 October2015 1,766,800 1,759,858 (Note 26) Capital 6,942 6,942 $’000 Share – – – – – – 3,033,213 2,490,922 (249,709) (179,800) Retained 792,000 792,000 Earnings (69,909) $’000 – – – (179,491) Reserves (Note 27) 202,100 179,800 198,030 10,220 (6,942) 3,587 Other $’000 483 483 – Hedging Reserve 3,700 3,217 $’000 483 483 – – – – – – Compensation Share-based Reserve 18,600 10,220 15,322 (6,942) 3,278 $’000 – – – – – (179,491) Dividend 179,800 179,800 179,491 Reserve $’000 309 – – – – – 5,002,113 4,448,810 (239,180) (249,400) 792,000 792,483 10,220 Equity $’000 Total 483 – – 185
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Closing balanceat distributionstoowners Total contributionsbyand Dividends proposed (Note30) Dividends paid(Note30) Employee share-based expense Total comprehensive income Profit fortheyear FOR THEYEARENDED30SEPTEMBER2016(CONT’D) STATEMENTS OFCHANGESINEQUITY Ordinary shares issued toowners Contributions byanddistributions Net fairvaluechangeof Other comprehensive income Opening balanceat 2015 Company The accompanying notes form anintegralpartofthe financialstatements. The accompanying notesform 30 September2015 for theyear cash flowhedges 1 October2014 1,759,858 1,753,977 (Note 26) Capital 5,881 5,881 $’000 Share – – – – – – 2,490,922 2,212,590 (249,294) (179,491) Retained 527,626 527,626 Earnings (69,803) $’000 – – – (179,168) Reserves (Note 27) 198,030 179,491 194,104 (5,881) 3,445 9,003 Other $’000 481 481 – Hedging Reserve 3,217 2,736 $’000 481 481 – – – – – – Compensation Share-based Reserve 15,322 12,200 (5,881) 3,122 9,003 $’000 – – – – – (179,168) Dividend 179,491 179,491 179,168 Reserve $’000 323 – – – – – 4,448,810 4,160,671 (239,968) (248,971) 527,626 528,107 Equity 9,003 $’000 Total 481 – – Net cashusedininvestingactivities Purchase ofstructured deposits Proceeds from disposalofassets heldforsale Proceeds from disposalofjointventures andassociates Disposal ofasubsidiary, netofcashdisposed Acquisition ofsubsidiaries,netcashacquired Interest received Settlement ofhedginginstruments Dividends from jointventures andassociates Repayments ofloansfrom jointventures andassociates Investments in/loanstojointventures andassociates Proceeds from disposalofproperty, plant andequipment Proceeds from disposalofinvestmentproperties Purchase ofproperty, plantandequipment Acquisition of/developmentexpenditure oninvestmentproperties CASH FLOWFROMINVESTINGACTIVITIES Net cashgeneratedfrom operating activities Income taxespaid Cash generatedfrom operations Change ininventory Change inproperties held forsale Change intradeandotherpayables Change intradeandotherreceivables Operating cashflowbefore working capital changes Exchangedifference Tax expense Interest expense Interest income Netfairvaluechangeonforeign currency forward contracts Gainondisposalofjointventures and associates Gainondisposalofasubsidiary Gainonacquisitionofanassociate Goodwillonacquisitionofsubsidiarieswrittenoff Employeeshare-based expense Write-down tonetrealisable valueofproperties heldforsale Baddebtswrittenoff Allowancefordoubtfultradereceivables, net Lossondisposalofproperty, plantandequipment Amortisationofintangibleassets Share ofresults ofjointventures andassociates,netoftax Fairvaluechangeoninvestmentproperties Depreciation ofproperty, plantandequipment Adjustments for: Profit aftertaxation CASH FLOWFROMOPERATING ACTIVITIES The accompanying notes form anintegralpartofthe financialstatements. The accompanying notesform FOR THEYEARENDED30SEPTEMBER2016 CONSOLIDATED CASHFLOWSTATEMENT Note 13b 4b 4b 4b 11 12 11 16 14 12 4a 4a 4c 8 6 5 7 7 7 1,096,979 1,231,386 (721,696) (437,337) (374,725) (717,619) (134,407) (241,446) (171,377) (159,711) 112,746 196,535 452,141 424,654 156,698 887,308 194,197 167,504 766,146 (77,010) (62,269) (25,296) (13,960) (15,483) 17,875 78,933 17,547 31,176 40,223 29,835 10,189 47,110 52,877 4,172 1,129 2,504 1,646 $’000 2016 (954) 103 849 88 – Group (1,400,530) (1,526,508) 1,012,375 (151,823) (257,698) (628,293) (234,493) (279,430) (243,350) 349,924 436,097 643,260 327,262 684,064 778,171 184,174 186,157 (45,280) (94,107) (36,799) (13,954) (37,506) 86,307 34,981 25,489 93,896 10,346 45,417 40,027 (9,820) 9,003 $’000 2015 (155) 154 388 741 10 2 – – – – – 187
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Cash flowonacquisition,net ofcashandequivalentsacquired Cash andcashequivalentsof subsidiariesacquired Consideration paidincash Exchange difference Goodwill onacquisitionofsubsidiaries Fair valueofnetassets Cashandcashequivalents Non-current liabilities Provision fortaxation Trade andotherpayables Inventories Intangibleassets Property, plantandequipment Net assetsacquired: Analysis ofAcquisitionsSubsidiaries FOR THEYEARENDED30SEPTEMBER2016(CONT’D) CONSOLIDATED CASHFLOWSTATEMENT Cash andcashequivalentsatendofyear Bank overdraft, unsecured Cashandbankbalances Fixeddeposits,current Cash andcashequivalentsatendofperiod: Cash andcashequivalentsatendofyear Effects ofexchangerateon openingcash Cash andcashequivalentsatbeginningofyear Net changeincashandequivalents Net cash(usedin)/generatedfrom financing activities Repayment ofamountsduetonon-controlling interests Issuance costs Interest paid Distributions toperpetualsecuritiesholders Proceeds from issueofperpetualsecurities,netcosts Proceeds from issueofretail bonds,netofcosts Repayment ofbankborrowings Proceeds from bankborrowings Dividends paidtoshareholders Dividends paidtonon-controlling interests Contributions from non-controlling interests ofsubsidiaries CASH FLOWFROMFINANCINGACTIVITIES without changeincontrol Note 13b 25 22 29 (3,275,214) 1,728,197 1,731,343 1,143,575 1,728,197 1,367,505 2,335,102 1,000,475 (165,687) (249,400) (206,821) 587,768 319,060 521,401 (56,223) (26,487) (23,665) (64,456) 77,010 78,398 77,179 76,126 41,632 98,529 (1,388) (2,647) (3,146) 1,129 1,388 2,378 $’000 2016 (66) 90 – – Group (3,881,100) 1,367,505 1,373,140 1,367,505 1,219,026 4,319,825 (493,979) (166,057) (248,971) (185,938) 257,698 285,786 225,709 204,103 548,137 695,600 731,013 867,938 236,861 642,127 502,560 497,518 (28,088) (85,062) (46,924) 60,077 28,088 24,422 (2,993) (5,635) (1,788) $’000 2015 – – – Net cashoutflowondisposalofsubsidiary Less: Cashheldinescrow account Less: Cashofsubsidiarydisposed Consideration received Gain ondisposal Loansandborrowings Provision fortaxation Trade andotherpayables Cashandcashequivalents Trade andotherreceivables Properties heldforsale Property, plantandequipment Net assetsdisposed: Analysis ofDisposalSubsidiary FOR THEYEARENDED30SEPTEMBER2016(CONT’D) CONSOLIDATED CASHFLOWSTATEMENT The accompanying notes form anintegralpartofthe financialstatements. The accompanying notesform Note 18 $’000 2016 – – – – – – – – – – – – – Group (78,933) (37,506) (41,427) (62,313) 26,330 78,933 (9,820) (1,128) 9,820 9,820 3,109 2,414 $’000 2015 (19) 189
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 2.2 2.1 2. 1. a resolution oftheDirectors on28November2016. The financialstatementsfortheyearended30September2016were authorisedforissueinaccordance with anintegralpartofthefinancialstatements. These notesform FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS of therevision andfuture periods, iftherevision affects bothcurrent andfuture periods. recognised intheperiodwhichestimateisrevised, iftherevision affects onlythatperiod,orintheperiod Estimates andunderlyingassumptions are revised onanongoingbasis.Revisions toaccountingestimatesare other sources. of makingjudgementsaboutcarryingvaluesassetsand liabilitiesandwhichare notreadily apparent from other factorsthatare believedtobereasonable underthecircumstances, theresults thebasis ofwhichform balance sheetdate.Theestimatesandassociatedassumptions are basedonhistorical experienceandvarious reported amountsofassets,liabilities,incomeandexpensesthedisclosure ofcontingentliabilitiesatthe to makejudgements,estimatesandassumptionsthataffect theapplicationofaccounting policiesandthe The preparation oftheGroup’s withFRSrequires consolidatedfinancialstatementsinconformity management Significant AccountingJudgementsandEstimates previous financialyear. preparation ofthefinancialstatementsforcurrent financialyearandare consistentwiththoseusedinthe The Group andtheCompany haveappliedthesameaccountingpoliciesandmethodsofcomputationin in Singapore Dollarshasbeenrounded tothenearest thousand,unlessotherwisestated. The financialstatementsare presented inSingapore presented Dollars(“$”or“S$”).Allfinancial information of theCompanyare prepared onthehistoricalcostbasisexceptasdisclosed intheaccountingpoliciesbelow. The consolidatedfinancialstatementsoftheGroup andthebalancesheetstatementofchangesinequity 2016 are prepared inaccordance withSingapore FinancialReportingStandards (“FRS”). “Group”) andtheGroup’s interest inequity-accountedinvesteesasatandfortheyearended30September The completesetofconsolidatedfinancialstatementstheCompanyanditssubsidiaries(collectively, the Basis ofPreparation SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES Note 40. The principalactivitiesofthesignificantsubsidiaries,jointarrangementsandassociatesare setoutin The principalactivityoftheCompanyisinvestmentholding. Alexandra Point,Singapore 119958. The registered office andprincipalplaceofbusinesstheCompanyislocatedat438AlexandraRoad,#21-00 is theimmediateandultimateholdingcompany. Exchange SecuritiesTrading Limited(“SGX-ST”).TCCAssetsLimited,incorporatedintheBritishVirgin Islands, in Singapore. On 9 January 2014, the Company commenced trading on the Main Board of the Singapore Frasers Centrepoint Limited(the“Company”)isalimitedliabilitycompanyincorporatedanddomiciled CORPORATE INFORMATION
2.2 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS
(a) Significant AccountingJudgementsandEstimates(cont’d) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D)
(iii) (ii) (i) assets andliabilitieswithinthenextfinancialyearare discussedbelow. reporting date,thathaveasignificantriskofcausingmaterialadjustmenttothecarryingamounts thefutureThe keyassumptionsconcerning andotherkeysources ofestimationuncertaintyatthe Key Sources ofEstimationUncertainty The Group’s valuationpoliciesand procedures are disclosed inNotes11and34. process, includingbutnotlimitedtoconstructionandlettingrisks. land valuemethodwhichconsidersthesignificantrisks are relevant tothedevelopment using acombinationofmarketcomparisonmethod,discounted cashflowmethodandresidual reliably thenIPUCare determined, recorded atcost.ThefairvaluesofIPUCare determined IPUC are measured atfairvalueiftheycanbereliablyIfvaluescannot determined. Valuation ofInvestmentProperties underConstruction(“IPUC”) The Group’s valuationpoliciesandprocedures are disclosedinNotes11and34. carrying amountofcompletedinvestmentproperties isdisclosedintheGroup’s balancesheet. the estimatessetforthinthesefinancialstatements,anddifference couldbesignificant.The results ofoperationsand realisation ofthesecompletedinvestmentproperties coulddiffer from of factors not within the directors’ control, such as overall market conditions. As a result, actual are negotiatedbetweenwilling buyersandsellers.Also,certainestimatesrequire anassessment completed investmentproperties couldbesoldataparticulartime,sinceactualsellingprices method. These estimated market values may differ from the prices at which the Group’s combination ofthemarketcomparisonmethod,discountedcashflowmethodandcapitalisation checking purposes.Thefairvalueofcompletedinvestmentpropertiesusinga isdetermined and atleastonceeverytwoyears;independentprofessional valuationsare obtainedforcross- except forcertainoverseasproperties whereby everyyear valuationsare internally performed annually. The fairvaluesare basedonindependentprofessional valuationsconductedannually, The Group’s completedinvestmentproperties are statedattheirfairvalues,whichare determined Valuation ofCompletedInvestmentProperties properties heldforsaleis disclosedinNote3. experience, andtheworkofprofessional surveyorsandarchitects. Revenuefrom development contractors and suppliers, estimation of construction and material costs based on historical Group relies onreferences suchascurrent toinformation offers and/orrecent contractswith development costswhichwillaffect thestageofcompletion.Inmakingtheseassumptions, accounting policystatedinNote2.18.Estimatesare required thetotalestimated indetermining percentage ofcompletionmethod.Thestageismeasured inaccordance withthe recognises revenue andcostofsalesfrom development properties heldforsalebasedonthe For Singapore property developmentprojects underprogressive paymentscheme,theGroup Revenue RecognitionandEstimationofTotal DevelopmentCosts 191
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 2.2 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (a) Significant AccountingJudgementsandEstimates(cont’d) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) (vi) (v) (iv) Key Sources ofEstimationUncertainty(cont’d) disclosed intheGroup’s balancesheet. made. Thecarryingamountsofprovision fortaxation,deferred taxassetsandliabilitiesare as impact the income tax and deferred tax provisions is in the period in which such determination of thesemattersisdifferent from theamountsthatwere initiallyrecognised, suchdifferences will issues basedonestimatesofwhetheradditionaltaxeswill bedue.Where thefinaltaxoutcome assessmentbytaxauthorities. TheGroupand formal recognises theliabilitiesforexpected tax consolidated groups arisingfrom businesscombinationswouldalsobesubjecttouncertainty are uncertainduringtheordinary courseofbusiness.Thetaxcomputationsnewlycreated tax oftaxabilityincome and deductibilityofexpensesfromdetermination certaintransactions are required thegroup-wide indetermining provision forincometaxes.Theultimatetax The Group hasexposure toincometaxesinnumerous jurisdictions.Significantassumptions Income Taxes Notes 13(b)and16. The valuationsofthegoodwillarisingfrom businesscombinationsandBrandsare disclosedin recoverable amountforthe different CGUsare disclosedandfurtherexplainedinNote16. relevant togoodwillrecognised bytheGroup. Thekeyassumptionsused todetermine cash-inflows andthegrowth rateusedforextrapolationpurposes.Theseestimatesare most amount issensitivetothediscountrateusedforDCFmodelaswellexpectedfuture investments thatwillenhancetheasset’s oftheCGUbeing tested.Therecoverable performance do notincluderestructuring activitiesthattheGroup isnotyetcommittedtoorsignificantfuture cash flow(“DCF”)model.Theflowsare derivedfrom thebudgetfornextfiveyearsand incremental costsfordisposing oftheasset.Thevalueinusecalculationisbasedonadiscounted sales transactions,conductedatarm’s length,forsimilarassetsorobservable marketpricesless in use. The fair value less costs of disposal calculation is based on available data from binding its recoverable amount,which isthehigherofitsfairvaluelesscostsdisposaland existswhenthecarryingvalueofanassetorcashgeneratingunit(“CGU”)exceeds Impairment ofIntangibleAssets–GoodwillandBrands Impairment The carryingamountsofproperties held forsaleare disclosedinNote20. the estimatedcostsnecessarytomakesale. properties andcomparabledevelopmentproperties lesstheestimatedcostsofcompletionand considers factorssuchascurrent marketconditions,recent sellingpricesofthedevelopment value hasfallenbelowcost.Inarrivingatestimatesofnetrealisable values,management A write-downtonetrealisable valueismadeforproperties held forsalewhenthe netrealisable Properties heldforsaleare carriedatlowerofcostandnetrealisable value. Net RealisableValue ofProperties HeldforSale 2.2 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS
(a) Significant AccountingJudgementsandEstimates(cont’d) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) (b) (vii) Key Sources ofEstimationUncertainty(cont’d) (ii) (i) recognised intheconsolidated financialstatements: judgements, apart from those involving estimations, which have significant effects on the amounts In theprocess ofapplyingthe Group’s accountingpolicies,managementhasmadethefollowing Critical JudgementsmadeinApplyingAccountingPolicies determination ismade. determination such differences willimpacttheprovisions forlandappreciation taxintheperiodwhichsuch the finaltaxoutcomeofthesemattersisdifferent from theamountsthatwere initiallyrecorded, business. The Group recognises these liabilities based on management’s best estimates. When and relatedisuncertainduringtheordinary taxes.Theultimate taxdetermination courseof Accordingly, significantjudgementisrequired theamount oflandappreciation indetermining and theGroup hasnotfinalised itslandappreciation taxreturns withvarioustaxauthorities. to landappreciation tax. However, theimplementationofthistaxvariesamongstChinacities The subsidiariesoftheGroup engaginginproperty developmentbusinessinChinaare subject land userights,borrowing costsandallproperty development expenditure. being theproceeds ofsalesproperties lessdeductible expenditure includingamortisationof subject to LAT at progressive rates ranging from 30% to 60% on the appreciation of land value, gains arisingfrom thetransferofreal estateproperty inChinaeffective from 1January1994are issuance oftheProvisional RegulationsofthePeople’s RepublicofChinaon27January1995,all Under theProvisional RegulationsonLandAppreciation Tax (“LAT”) implementeduponthe Land Appreciation Tax factors suchastheaccommodationandamenitiesofferings. from ancillaryservicesrendered issignificantascompared tototalrevenue andotherqualitative ancillary services.TheGroup furtheranalyseswhetherthequantumofotherincome derived equipment, theGroupbusinessmodeland howmuchspaceisallocatedto determines whetherapropertyIn determining isclassifiedasinvestmentproperty orproperty, plantand Classification ofProperty leased outonoperatingleases. that itretains allthesignificant risksandrewards ofownershiptheseproperties whichare andconditionsofthearrangements, Group basedonanevaluationoftheterms hasdetermined, The Group hasentered intocommercial property leasesonitsinvestmentproperty portfolio.The Operating LeaseCommitments–Group asLessor 193
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 2.2 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS 2.3 (b) Significant AccountingJudgementsandEstimates(cont’d) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) (a) Basis ofConsolidationandBusinessCombinations (iii) Critical JudgementsmadeinApplyingAccountingPolicies(cont’d) deficit balance. Losses withinasubsidiaryare attributedtothenon-controlling interest (“NCI”)evenifthatresults ina control, andcontinuetobeconsolidateduntilthedatethatsuchcontrol ceases. Subsidiaries are consolidatedfrom thedateofacquisition,beingonwhichGroup obtains group transactionsanddividendsare eliminatedinfull. All intra-group balances,incomeandexpensesunrealised gainsandlossesresulting from intra- subsidiaries asatthereporting date. The consolidatedfinancialstatementscomprisetheofCompanyandits shown inNote40. totheGroup’sconform significantaccountingpolicies.AlistoftheGroup’s significantsubsidiariesis consistent accountingpolicies.Adjustmentsare madetoanydissimilarmaterialaccountingpolicies all itssubsidiariesmadeupto30September. Thefinancialstatementsofsubsidiariesare prepared using stated. The consolidated financial statements incorporate the financial statementsoftheCompany and The financialyearoftheCompanyandallitssubsidiariesendson30Septemberunlessotherwise Basis ofConsolidation tax isrecognised. assets andliabilitiesacquired basedupontheirrelative fairvalues,andnogoodwillordeferred acquisition ofagroup of assetsandliabilities.Thecostoftheacquisitionisallocatedto When theacquisitionofasubsidiarydoesnotrepresent abusiness,itisaccountedforasan processes purchased alongwiththeinvestmentanddevelopmentproperties. as purchases ofbusinesses because of the strategic management function and associated For example,theGroup assessedtheacquisitionsofsubsidiariesasdisclosedinNote13(b) provided bythesubsidiary(e.g.maintenance,cleaning,security, bookkeeping,hotelservices). of theextenttowhichsignificantprocesses are acquired and,inparticular, theextentof services set ofactivitiesisacquired inadditiontotheproperty. More specifically, considerationismade an asset.TheGroup accountsforanacquisitionasabusinesscombinationwhere anintegrated considers whethereachacquisitionrepresents the acquisition ofabusinessorthe The Group acquires subsidiariesthatownreal estate.Atthetimeofacquisition,Group Business Combinations 2.3 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (b) Basis ofConsolidationandBusinessCombinations(cont’d) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) replacement awards relate topastand/orfuture service. awards compared withthemarket-basedvalueofacquiree’s awards andtheextenttowhich isbasedonthemarket-basedvalueofreplacementbusiness combination.Thisdetermination of theacquirer’s replacement awards isincludedinmeasuringtheconsiderationtransferred inthe acquiree’s employees(acquiree’s awards) andrelate topastservices,thenalloraportionoftheamount When share-based paymentawards (replacement awards) are exchanged forawards held bythe relationships. Suchamountsare generallyrecognised inprofit statement. The consideration transferred does not include amounts related to the settlement of pre-existing a bargain purchase isrecognised intheprofit statementontheacquisitiondate. as goodwill.TheaccountingpolicyforgoodwillisdisclosedinNote2.9(a).Whentheexcessnegative, the acquiree (ifany),over the netfairvalueofacquiree’s identifiableassetsandliabilitiesisrecorded amount of NCI in the acquiree (if any), and the fair value of the Group’s previously held equity interest in Any excessofthesumfairvalueconsiderationtransferred inthebusinesscombination, at fairvalue,unlessanothermeasurement basisisrequired byanotherFRS. the acquiree’s identifiablenetassets.OthercomponentsofNCIare measured ontheiracquisitiondate of liquidation,isrecognised ontheacquisitiondateatfairvalue,orNCI’s proportionate share of present ownership interests and entitle their holders to a proportionate share of net assets in the event The Group electsforeach individualbusinesscombination,whetherNCIintheacquiree (ifany),thatare profit statement. remeasured tofairvalueattheacquisitiondateandanycorresponding gain orlossisrecognised inthe In businesscombinationsachievedinstages,previously heldequityinterests intheacquiree are remeasured untilitisfinallysettledwithinequity. is recognised intheprofit statement.Ifthecontingentconsiderationisclassifiedasequity, itisnot in the consideration transferred. Subsequent changes to the fair value of the contingent consideration Any contingentconsiderationpayableisrecognised atfairvaluetheacquisitiondateandincluded pertinent conditionsasattheacquisitiondate. classification anddesignationinaccordance economiccircumstances withthecontractualterms, and When theGroup acquires abusiness, it assessesthe financial assetsandliabilitiesassumedforappropriate expenses intheperiodswhichcostsare incurred andthe servicesare received. issue ofdebtorequitysecurities,incurred inconnectionwithabusinesscombinationare recognised as at theirfairvaluestheacquisitiondate.Acquisition-related costs,otherthanthoseassociatedwiththe acquired, liabilitiesandcontingentassumedinabusinesscombinationare measured initially Business combinationsare accountedforbyapplyingtheacquisitionmethod.Identifiableassets Business Combinations 195
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 2.3 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS
2.4 (b) Basis ofConsolidationandBusinessCombinations(cont’d) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) (c) losses. In theCompany’s separatefinancialstatements,investmentsinsubsidiaries are carriedatcost lessimpairment through itspowerovertheinvestee. or hasrights,tovariablereturnsfrom itsinvolvementwiththeinvesteeandhasability toaffect thosereturns A subsidiaryisaninvesteethatcontrolled bytheGroup. TheGroup controls aninvesteewhenitisexposed, Investments inSubsidiaries transaction. A changeintheownershipinterest ofasubsidiary, withoutalossofcontrol, isaccountedforasanequity influence retained. for asanequity-accountedinvesteeoravailable-for-sale financialassetdependingonthelevelof then suchinterest ismeasured atfairvaluethedatethatcontrol islost.Subsequently, itisaccounted of control is recognised in profit statement. If the Group retains any interest in the previous subsidiary, and theothercomponentsofequityrelated tothesubsidiary. Anysurplusordeficitarisingontheloss Upon thelossofcontrol, theGroup derecognises theassetsandliabilitiesof subsidiary, anyNCI Loss ofControl attributable toownersoftheCompany. adjusted andthefairvalueofconsiderationpaidorreceived isrecognised directly inequityand in theirrelative interests inthesubsidiary. Anydifference betweentheamountbywhichNCIis the carrying amounts of the controlling and non-controlling interests are adjustedto reflect the changes that donotresult inalossofcontrol are accountedforasequitytransactions.Insuchcircumstances, attributable toownersoftheCompany. ChangesintheCompany’s ownershipinterest inasubsidiary comprehensive income,andwithinequityintheconsolidatedbalancesheet,separatelyfrom theequity and are presented separately in the consolidated profit statement and consolidated statement of NCI represent the equity in subsidiaries not attributable, directly or indirectly, toownersofthe Company Transactions withNCI Business Combinations(cont’d) Such atransactionoreventdoesnotgiverisetogoodwill. identifiable assetsandliabilitiesoftheentitybasedontheir relative fairvaluesatthe acquisitiondate. asset acquired and liabilities assumed. The cost to acquire the corporate entity is allocated between the business combinations.Insuchcases,theacquirer shallidentifyandrecognise theindividualidentifiable Where suchacquisitions are notjudgedtobeanacquisitionofabusiness,theyare nottreated as represents theacquisitionofabusiness.ThebasisjudgementissetoutinNote2.2(b)(v). substance oftheassetsandactivitiesacquired whethertheacquisition entityindetermining Where property is acquired, via corporate acquisitions or otherwise, management considers the Property Acquisitionsand BusinessCombinations 2.5 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS
(a) provides theGroup withrightstothenetassetsofarrangement, thearrangementisajointventure. liabilities relating tothearrangement,arrangementisajointoperation.To theextentjointarrangement To theextentjointarrangementprovides theGroup withrightstotheassetsandobligationsfor of thepartiestoarrangement. A jointarrangementisclassifiedeitherasoperationorventure, basedontherightsandobligations relevant activitiesrequire theunanimousconsentofpartiessharingcontrol. is thecontractuallyagreed sharingofcontrol ofanarrangement, whichexistsonlywhendecisionsaboutthe A jointarrangementisacontractualwhereby twoormore partieshavejointcontrol. Jointcontrol Joint ArrangementsandAssociates SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) (b) revenues andexpenses. operation inaccordance with the accountingpoliciesapplicabletoparticularassets,liabilities, The Group accountsforthe assets,liabilities,revenues andexpensesrelating toitsinterests inajoint – – – – – The Group recognises inrelation toitsinterest inajointoperation,its: Joint Operations eliminated totheextentof interest intheassociatesorjointventures. gains andlossesresulting from transactionsbetweentheGroup andassociatesorjointventures are the associatesorjointventures, theGroup recognises itsshare ofsuch changesinOCI.Unrealised investment. Where there hasbeenachangerecognised inothercomprehensive income(“OCI”)by ventures. Distributionsreceived from associates orjointventures reduce thecarryingamount ofthe ventures. The profit statement reflects the share of results of the operations of the associates or joint sheet atcostpluspost-acquisitionchangesintheGroup’s share ofnetassetstheassociates or joint Under theequitymethod,investmentsinassociates or jointventures are carriedonthebalance the investmentisacquired. oftheentity’sdetermination share ofthe associate’s orjointventure’s profit orlossintheperiodwhich investee’s identifiable assets and liabilities over the cost of the investment is included as income in the in the carrying amount of the investment. Any excess of the Group’s share of the net fair value of the net fairvalueoftheinvestee’s identifiable assetsandliabilitiesisaccountedasgoodwillincluded On acquisitionoftheinvestment,anyexcesscost the investmentoverGroup’s share ofthe the dateonwhichitbecomesanassociateorajointventure. The Group accounts for its investments in associates and joint ventures using the equity method from influence ispresumed toexistwhen theGroup holds20%ormore ofthevotingpower ofanotherentity. policy decisions of the investee but does not have control or joint control of those policies. Significant An associate is an entity over which the Group has significant influence over thefinancial and operating Joint Ventures andAssociates expenses, includingitsshare of anyexpensesincurred jointly. share oftherevenue from thesaleofoutputbyjointoperation;and revenue from thesaleofitsshare oftheoutputarisingfrom thejointoperation; liabilities, includingitsshare ofanyliabilities incurred jointly; assets, includingitsshare ofany assetsheldjointly; 197
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 2.5 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS 2.6 (b) Joint ArrangementsandAssociates(cont’d) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) (a) Investment Properties cost less impairment losses. cost lessimpairment In theCompany’s separatefinancialstatements,interests injointventures andassociatesare carriedat adjustments are madetobring theaccountingpoliciesinlinewiththoseofGroup. and unauditedmanagementfinancialstatementstotheendofaccountingperiod.Where necessary, that oftheGroup, theshare ofresults isarrivedatfrom thelastauditedfinancialstatementsavailable the Group. Where theaccountingperiodofjointventures with andassociatesisnot co-terminous The financial statements of joint ventures andassociates are prepared atthesame reporting dateas that theinvestmentinanassociatemaybeimpaired. asasingleassetwhenthereinvestment inanassociateistestedforimpairment isobjectiveevidence separately, andtherefore separately. isnottestedforimpairment Instead, theentire amountofthe partofthecarryingamountaninvestmentinassociateisnotrecognisedGoodwill thatforms venture anditscarryingvaluerecognises theamountinprofit statement. asthedifferenceamount ofimpairment betweentherecoverable amountoftheassociateorjoint investment intheassociateorjointventure isimpaired. Ifthisisthecase,Group calculatesthe attheendofeachreportingdetermines periodwhetherthere isanyobjectiveevidencethatthe lossontheGroup’san additionalimpairment investmentsinassociatesorjointventures. TheGroup After applicationoftheequitymethod,Groupwhetheritisnecessarytorecognise determines or madepaymentsonbehalfoftheassociatejointventure. associate orjointventure, theGroup doesnotrecognise furtherlosses,unlessithasincurred obligations When theGroup’s share oflossesinanassociateorjointventure equalsorexceedsitsinterest inthe Joint Ventures andAssociates(cont’d) related amountincludedintherevaluation reserve istransferred toretained earnings. an investmentproperty thatwaspreviously classifiedasproperty, plantandequipmentissold,any investment property are recognised intheprofit statementintheyearofretirement ordisposal.When benefit is expected from its disposal. Any gains or losses on the retirement or disposal of a completed the completedinvestmentproperties are withdrawnfrom permanently useandnofuture economic Completed investmentproperties are derecognised wheneithertheyhavebeendisposedofor which theyarise. in thefairvalueofcompletedinvestmentproperties are includedintheprofit statementintheyear completed investmentproperties are measured atfairvalueandgainsorlossesarisingfrom changes that isdirectly attributabletotheacquisitionofinvestmentproperties. Subsequenttorecognition, Completed investmentproperties are measured atcostoninitialrecognition. Costsincludeexpenditure or forsaleintheordinary courseofbusinessandare treated asnon-current assets. both, ratherthanforuseintheproduction orsupplyofgoodsservices,foradministrativepurposes, Completed investmentproperties are rental heldeithertoearn incomeorforcapitalappreciation or Completed InvestmentProperties 2.6 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS
2.7 (a) Investment Properties (cont’d) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) (b) (a) Properties HeldforSale accounting policyforproperty, plantandequipmentuptothedateofchangeinuse. property tocompletedinvestmentproperty, theproperty isaccountedforinaccordance withthe subsequent accountingisthefairvalueatdateofchangeinuse.Foratransferfrom owner-occupied For atransferfrom completedinvestmentproperty toowner-occupied property, thedeemedcostfor Transfers are madetoorfrom completedinvestmentproperties onlywhenthere isachangeinuse. Completed InvestmentProperties (cont’d) IPUC for which fair value cannot be determined reliablyIPUC forwhichfairvaluecannotbedetermined ismeasured atcostlessimpairment. When completed,IPUCare transferred tocompletedinvestmentproperties. being recognised intheprofit statementwhenfairvaluecanbemeasured reliably. IPUC are subsequentlymeasured atfairvalueannuallyandoncompletion,withchangesinvalues of construction. expenditure and financing charges incurred during the period of construction and up to the completion IPUC are initiallystatedatcost,whichincludescostoflandandconstruction,related overhead Investment Properties underConstruction necessary tomakethesale. the timevalueofmoneyifmaterial,lessestimatedcosts ofcompletionandtheestimatedcosts course of thebusiness, based on market prices at the end of the reporting period and discounted for Net realisable valueofdevelopmentproperties heldforsaleistheestimatedsellingpriceinordinary expensed whenincurred. Non-refundable commissionspaidtosalesormarketingagentsonthesaleofreal estateunitsare – – – The costsofdevelopmentproperties heldforsaleinclude: net realisable value. Development properties held forsaleare heldasinventoriesandare measured atthelowerofcostand ordinary courseofbusiness, ratherthantobeheldfortheGroup’s ownuse,rental orcapitalappreciation. Development properties held forsaleare properties acquired orbeingconstructedforsaleinthe Development Properties Held forSale services, property transfertaxes,constructionoverheadsandotherrelated costs. borrowing costs,planninganddesigncostsofsitepreparation, professional feesforlegal amounts paidtocontractorsforconstruction;and freehold andleaseholdrightsforland; 199
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2.8 (a) Properties HeldforSale(cont’d) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) (b) Others Motor vehicles Equipment, furniture andfittings Buildings Leasehold lands(lessthan100 years) follows: and assetsunderconstruction.Theestimatedusefullivesof theGroup’s property, plantandequipment are as estimated usefullives.Nodepreciation isprovided onfreehold lands,leaseholdlandsofmore than100years construction, are depreciated onthestraightlinemethodsoastowrite-off thecostofassetsovertheir Property, plantandequipmentexceptfreehold lands,leaseholdlandsofmore than100yearsandassetsunder financial statementsandanygainorlossresulting from theirdisposalisincludedintheprofit statement. equipment. When assets are sold or retired, their cost and accumulated depreciation are removed from the different usefullives,theyare accountedforasseparateitems(majorcomponents)ofproperty, plantand repair are charged to the profit statement. Where parts of an item ofproperty, plant and equipmenthave Expenditure foradditions,improvements andrenewals are capitalisedandexpenditure formaintenanceand the siteonwhichtheyare located whentheGroup hasanobligationtoremove theassetorrestore thesite. condition foritsintendeduseandestimateofthecostsdismantlingremoving theitemsandrestoring of anassetcomprisesitspurchase priceandanydirectly attributablecostsofbringingtheassettoworking Property, plantandequipmentare statedatcostlessaccumulateddepreciation Thecost andanyimpairment. Property, PlantandEquipment Others comprisecomputer hardware andsoftware andoffice renovations. 1 for sale. When completed,developmentproperties heldforsaleare transferred to completed properties held reference tothespecificcostsincurred ontheproperty sold. The costsofdevelopmentproperties recognised inprofit statementondisposal are with determined Progress billingsnotyetpaidbycustomersare includedwithin“tradeandotherreceivables”. as “progress billingsreceived inadvance”. and paymentsreceived from purchasers priortocompletionare includedin“tradeandotherpayables” Where revenue isrecognised uponcompletion,developmentproperties heldforsaleare statedatcost revenue recognition disclosedinNote2.18). if theirrevenue isrecognised basedonpercentage ofcompletionmethod(seeaccountingpolicyfor Development properties heldforsaleare statedat costplusattributableprofits lessprogress billings Development Properties HeldforSale(cont’d) below cost. A write-downtonetrealisable valueismadewhenitanticipatedthatthenetrealisable valuehasfallen costs incurred duringtheperiod ofdevelopment. cost oflandandconstruction,related overheadexpenditure, andfinancingcharges andotherrelated Completed properties held forsaleare statedatthelowerofcostandnetrealisable value.Costsinclude Completed Properties Heldfor Sale
5 to10years 7 years 5 to10years 50 years Lease term 2.9 2.8 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS prospective basis. assessment continues to be supportable. If not, the change in useful life from indefinite to finite is made on a an intangible asset with an indefinite useful life is reviewed whether the usefullife annuallytodetermine individually oratthecash-generatingunitlevel.Suchintangible assetsare notamortised. Theusefullifeof or more frequently iftheeventsandcircumstances indicatethatthecarryingvaluemaybeimpaired either Intangible assetswithindefiniteusefullivesornotyetavailable foruseareannually, tested forimpairment profit statementintheexpensecategoryconsistentwithfunctionofintangible asset. accounting estimates.Theamortisationexpenseonintangible assetswithfiniteusefullivesisrecognised in accounted forbychangingtheamortisationperiodormethod, asappropriate, and are treated aschangesin ofconsumptionfutureuseful lifeortheexpectedpattern economicbenefitsembodiedintheassetis period andtheamortisationmethodare reviewed atleasteachfinancialyearend.Changesintheexpected whenever thereimpairment is an indication that the intangible assets may be impaired. The amortisation Intangible assets with finite useful lives are amortised over the estimated useful lives and assessed for The usefullivesofintangibleassetsare assessedaseitherfiniteorindefinite. reflected inprofit statementintheyearwhichexpenditure isincurred. generated intangibleassets,excludingcapitaliseddevelopmentcosts,are notcapitalisedandexpenditure is assets are losses.Internally carriedatcostlessany accumulatedamortisationandanyimpairment a businesscombinationistheirfairvalueasatthedateofacquisition.Followinginitialacquisition,intangible Intangible assetsacquired separately are measured initiallyatcost.Thecostof intangible assetsacquired in Intangible Assets retained earnings. profit statement.Whenthe property issold,therelated amountintherevaluation reserve istransferred to recognised inOCIandpresented intherevaluation reserve inequity. Anylossisrecognised immediatelyin to theextentthatitreverses aprevious lossonthespecificproperty, impairment withanyremaining gain to fairvalueandreclassified accordingly. Anygainarisingonremeasurement isrecognised inprofit statement When theuseofaproperty changesfrom owner-occupied toinvestmentproperty, theproperty isremeasured Reclassification toInvestmentProperty development iscompleted. construction (includingborrowing costs)are capitalised whenincurred. Depreciation willcommencewhenthe Assets underconstructionare statedatcostandare not depreciated. Expenditure relating toassetsunder items ofproperty, plantandequipment. the methodandperiodofdepreciation areofeconomicbenefitsfrom consistentwith theexpectedpattern The estimatedusefullives,depreciation methodandresidual valuesare reviewed periodicallytoensure that circumstances indicatethatthecarryingvaluemaynotberecoverable. The carrying values of property, plant and equipment are reviewed when eventsorchanges in for impairment use, orinrespect constructedassets,from ofinternally thedatethatassetiscompletedandready foruse. Depreciation isrecognised from thedatethatproperty, plantandequipmentare installedandare ready for Property, PlantandEquipment(cont’d) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) 201
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2.10
(b) Brands (a) Goodwill asset isderecognised. net disposalproceeds andthecarryingamountofassetare recognised inprofit statementwhenthe Gains orlossesarisingfrom derecognition ofanintangible assetare measured asthedifference betweenthe Intangible Assets(cont’d) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) (c) (a) Non-Derivative FinancialAssets (b) circumstances indicatethatthecarryingvaluemaybeimpaired. Goodwill isreviewed atleastannuallyormore forimpairment, frequently ifeventsorchangesin goodwill ismeasured losses. atcostlessaccumulatedimpairment Goodwill acquired inabusinesscombinationisinitiallymeasured atcost.Followinginitialrecognition, Group. foreseeable limit to the period over which the brands are expected to generate net cash inflows for the indefinite because based on the current market share of the brands, management believes there is no The brandswere acquired inbusinesscombinations.Theusefullivesofthebrandsare estimatedtobe on a straight line basis over the lease term of35to70years. on astraightlinebasisovertheleaseterm Favourable leases acquired in a business combination are initially measured atcost and are amortised Favourable Leases recognition. transaction costs.TheGrouptheclassification of itsnon-derivativefinancialassetsatinitial determines the case of non-derivative financial assets not at fair value through profit or loss, directly attributable When non-derivativefinancialassetsare recognised initially, theyare measured atfairvalue,plus,in and onlywhen,theGroup becomes apartytothecontractualprovisions ofthefinancialinstrument. available-for-sale financialassets,asappropriate. Non-derivative financialassetsare recognised when, assets atfairvaluethrough profit orloss,loansandreceivables, held-to-maturity investments,or Non-derivative financial assetswithinthescopeofFRS39are classifiedaseithernon-derivativefinancial Initial RecognitionandMeasurement (i) The subsequentmeasurement ofnon-derivativefinancialassetsdependsontheirclassification asfollows: Subsequent Measurement derecognised orimpaired, and through theamortisationprocess. Gains andlossesare recognised intheprofit statementwhentheloansandreceivables are receivables are measured atamortisedcostusing theeffective interest method,lessimpairment. active marketare classifiedasloansandreceivables. Subsequenttoinitialrecognition, loansand payment thatareNon-derivative financialassets withfixedordeterminable notquoted inan Loans andReceivables 2.10 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS
2.12 2.11
(b) Non-Derivative FinancialAssets(cont’d) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) (c) Derecognition (a) Non-Derivative FinancialLiabilities loans andreceivables underFRS39.TheaccountingpolicyisstatedinNote2.10. Cash onhandandinbanksfixeddepositswhichare heldtomaturityare classifiedandaccountedforas Cash andEquivalents (ii) Subsequent Measurement (cont’d) either tosettleonanetbasisorrealise theassetandsettleliabilitysimultaneously. of financialpositionwhen,andonlytheGroup hasalegalrighttooffset theamountsandintends Non-derivative financialassetsandliabilitiesare offset andthenetamountpresented inthestatement profit statement. liability assumed)andanycumulativegainorlossthathasbeenrecognised inOCIisrecognised inthe amount andthesumofconsiderationreceived (includinganynewassetobtainedless On derecognition ofanon-derivative financialassetinitsentirety, the difference betweenthecarrying separate assetorliability. in transferred non-derivativefinancial assetsthatiscreated orretained bytheGroup isrecognised asa the risksandrewards ofownershipanddoesnotretain control overthetransferred asset.Anyinterest of thenon-derivativefinancialassetare transferred, oritneithertransfersnorretains substantially allof derivative financialassetinatransactionwhichsubstantiallyalltherisksandrewards ofownership from theassethaveexpired, orittransferstherightstoreceive thecontractual cashflowsonthenon- A non-derivativefinancialassetisderecognised whenthecontractualrightstoreceive cashflows costs. Non-derivative financialliabilities are recognised initiallyatfairvalueplusdirectly attributabletransaction to thecontractualprovisions ofthefinancialinstrument. The non-derivativefinancialliabilities are recognised when,andonlythe Group becomesaparty Non-derivative financial liabilities within the scope of FRS 39 are classified as other financial liabilities. Initial RecognitionandMeasurement cost less impairment loss. cost lessimpairment Investments in equity instruments whose fair value cannot be reliably measured are measured at asset isderecognised. reclassified from equitytoprofit statementasareclassification adjustmentwhenthefinancial recognised in profit statement. The cumulative gain or loss previously recognised in OCI is and lossesondebtinstrumentsinterest calculatedusingtheeffective interest methodare resultant gain or loss recognised losses, foreign in OCI, except that impairment exchange gains After initialrecognition, available-for-sale financialassetsare measured atfairvalue,withany Available-for-sale financialassetsare thosethatare notclassifiedinanyoftheothercategories. Available-for-Sale FinancialAssets 203
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2.13 (b) Non-Derivative FinancialLiabilities(cont’d) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) (c) Derecognition risk, andwhethertheactualresults ofeachhedgeare withinarangeof80%to125%. offsetting thechangesinfairvalueorcashflowsof respective hedgeditems attributabletothehedged as wellonanongoingbasis, ofwhetherthehedginginstrumentsare expectedtobe‘highlyeffective’ in of thehedgingrelationship. TheGroup makesanassessment,bothattheinception ofthehedgerelationship hedge transactionandthehedgedrisk,togetherwithmethods thatwillbeusedtoassesstheeffectiveness instrument andthehedgeditem,includingriskmanagement objectivesandstrategyinundertakingthe the derivativeashedginginstrument,Group documentstherelationship formally betweenthehedging the purposeofhedgeaccounting,thesehedgesare classifiedascashflowhedges. Oninitialdesignationof The Group applieshedgeaccountingforcertainhedgingrelationships whichqualifyforhedgeaccounting. For hedge accountingare recognised immediatelyintheprofit statement. changesinfairvalueofanyderivativeinstruments thatdonotqualifyfor measured attheirfairvalue. The statement onthedateaderivativecontractisentered into.Subsequenttoinitialrecognition, derivativesare Derivatives are initiallyrecognised at fair value; any attributable transaction costs are recognised in the profit financial instruments. associated with foreign currency and interest rate fluctuations. It is the Group’s policy not to trade in derivative Cross currency interest rateswapsandcross currency swapsare alsousedtohedgeitsrisks fluctuations. Interest rateswap contracts are usedtohedgeitsrisksassociatedwithinterest rate fluctuations. Foreign exchangeforward contractsare usedtohedgeitsrisksassociated primarilywithforeign currency statement. the definitionofaderivative,andcombinedinstrumentisnotmeasured atfairvaluethrough theprofit not closelyrelated, astheembeddedderivativewouldmeet aseparate instrumentwiththesameterms separately iftheeconomiccharacteristicsandrisksofhostcontractembeddedderivativeare Embeddedderivativesare separated from thehostcontractandaccountedfor interest ratefluctuations. The Group usesderivative financialinstrumentstohedgeagainstrisksassociatedwithforeign currency and Derivative FinancialInstruments using theeffective interest method. Subsequent toinitialrecognition, non-derivativefinancialliabilitiesare measured atamortisedcost Subsequent Measurement settle onanetbasisortorealise the asset andsettletheliabilitysimultaneously. sheet when,andonlytheGroup hasalegalrighttooffset theamountsandintendseitherto Non-derivative financialassetsandliabilitiesare offset andthenetamountpresented inthebalance new liability, and the difference in the respective carrying amounts is recognised in the profit statement. exchange ormodificationistreated asaderecognition oftheoriginalliabilityandrecognition ofa substantially different ofanexistingliabilityare ortheterms substantiallymodified,suchan terms, Where anexistingnon-derivativefinancialliabilityisreplaced byanotherfrom thesamelenderon or cancelledhasexpired. A non-derivativefinancialliabilityisderecognised whentheobligationunderliabilityisdischarged 2.14 Provisions 2.13 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS the provision duetothepassageoftimeisrecognised asafinancecost. rate that reflects, where appropriate, the risks specific to the liability. When discounting is used, the increase in reversed. Where theeffect oftimevaluemoneyismaterial,provisions are discounted usingacurrent pre-tax longer probable thatanoutflowofeconomicresources willberequired tosettletheobligation,provision is Provisions are reviewed ateachreporting dateand adjusted to reflect thecurrent bestestimate.Ifitisno obligation, andareliable estimatecanbemadeoftheamountobligation. and itisprobable thatanoutflowofresources embodyingeconomicbenefitswillberequired tosettlethe Provisions are recognised whenthere isapresent obligation(legalorconstructive)asaresult ofapastevent is disposedoff, thecumulative amount inOCIistransferred totheprofit statement. hedge isineffective, such differences are recognised intheprofit statement. When thehedgednet investment translation reserve in the shareholders’ equity, to the extent that the hedge is effective. To the extent that the consolidation,suchdifferences are recognisedstatement. On inOCIandpresented intheforeign currency liability designatedasahedgeofnetinvestmentinforeign operationare recognised intheprofit In the entities’ financial statements, foreign currency differences arising from the retranslation of a financial directly orthrough parent. anintermediate of theforeign operationandthe parent’s functional currency, regardless ofwhetherthenetinvestmentisheld The Group applieshedge accountingtoforeign currency differences arisingbetweenthefunctionalcurrency Hedge ofNetInvestmentinaForeign Operation transferred totheprofit statement. forecast transactionisno longer expectedtooccur, amountspreviously recognised inshareholders’ equityare Ifthe or exercised, orthedesignation isrevoked, thenhedgeaccountingisdiscontinuedprospectively. If thehedginginstrumentnolongermeetscriteriaforhedgeaccounting,expires orissold,terminated financial itemaffects profit orloss. retained inOCIandreclassified totheprofit statementinthesameperiodorperiodsduringwhichnon- Where thehedgeditemisanon-financialassetorliability, theamountsaccumulatedinequityis a forecast saleoccurs. affects profit statement,suchaswhenthehedged financial incomeorexpenseisrecognised orwhen recognised inOCIare transferredstatement. Amounts totheprofit statementwhenthehedgedtransaction directly in OCI in hedging reserve, while any ineffective portion is recognised immediately in the profit For cash flow hedges, the effective portion of the gain or loss on the hedging instrument is recognised Cash FlowHedges Derivative FinancialInstruments(cont’d) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) 205
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(a) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) The Group doesnotreverse lossrecognised inasubsequentperiod,anyimpairment forgoodwill. carrying amount,lessanyresidual value,onasystematicbasisoveritsremaining usefullife. After suchareversal, thedepreciation charge isadjustedinfuture periodstoallocatetheasset’s revised asset ismeasured atrevalued amount,inwhichcasethereversal istreated asarevaluation increase. lossisrecognisedthe assetinprioryears.Reversalofanimpairment intheprofit statement unlessthe netofdepreciation, lossbeenrecognisedthat wouldhavebeendetermined, hadno impairment for asset isincreased toitsrecoverable amount.Thatincreased amountcannot exceed thecarryingamount losswasrecognised.amount sincethelastimpairment Ifthatisthecase,carryingamountof is reversed onlyifthere theasset’s hasbeenachangeintheestimatesusedtodetermine recoverable such indicationexists,therecoverable amountisestimated.Apreviously recognised loss impairment indication thatpreviously recognisedlossesmaynolongerexistorhavedecreased. impairment If For assetsexcludinggoodwill,anassessmentismadeateachreporting dateastowhetherthere isany CGUs) onapro ratabasis. (group ofCGUs)andthen toreduce thecarryingamountsofotherassetsinCGU(group of respect ofCGUsare allocatedfirsttoreduce thecarryingamountofanygoodwill allocatedtotheCGU recognised inOCIupto theamountofanyprevious revaluation. lossesrecognised Impairment in are previously revalued where therevaluation isalso wastakentoOCI.Inthiscase,theimpairment losses of continuing operations areImpairment recognised in profit statement, exceptforassetsthat the synergies ofthecombination. acquired inabusinesscombination isallocatedtogroups ofCGUsthatare expected tobenefitfrom reflects the lowest level at which goodwill is monitored reporting for internal purposes. Goodwill goodwill hasbeenallocatedare aggregated testingisperformed sothatthelevelatwhichimpairment testing, CGUs to which to an operating segment ceiling test, for the purposes of goodwill impairment from continuingusethat are largely independentofthecashinflowsother assetsorCGUs.Subject tested individuallyare grouped togetherintothesmallestgroup ofassetsthat generatescashinflows testing,assetsthatcannot be the risksspecifictoassetorCGU.Forpurposeofimpairment using apre-tax discountratethatreflects current marketassessmentsofthetimevaluemoneyand to sell.Inassessingvalueinuse,theestimatedfuture cashflowsare discountedtotheirpresent value The recoverable amountofanassetorCGUisthegreater ofitsvalueinuseandfairlesscosts recoverable amount. lossisrecognisedAn impairment ifthecarryingamountofanassetoritsrelated CGUexceedsits If anysuchindicationexists,theGroup makesanestimateoftheasset’s recoverable amount. The Group assessesateachreporting datewhether there isanindicationthatassetmaybeimpaired. ofNon-FinancialAssets Impairment 2.15 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (b) (cont’d) Impairment SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) (i) or group offinancialassetsisimpaired. The Group assesses at each reporting date whether there is any objectiveevidencethata financial asset ofFinancialAssets Impairment exceed itsamortisedcostatthereversal date. recognised intheprofit statement,totheextentthatcarryingvalueofassetdoesnot recognised loss is reversed. impairment Anysubsequent reversal lossis ofanimpairment be related wasrecognised, objectivelytoaneventoccurringaftertheimpairment thepreviously lossdecreasesIf, inasubsequentperiod,theamountofimpairment andthedecrease can financial difficulties ofthedebtoranddefaultorsignificantdelayinpayments. been incurred, theGroup considersfactorssuchastheprobability ofinsolvencyorsignificant To whether there lossonfinancialassetshas determine isobjective evidencethatanimpairment the allowanceaccountare written off againstthecarryingvalueoffinancialasset. reduced directly orifanamountwascharged totheallowanceaccount, amountscharged to When theassetbecomesuncollectible,carryingamountofimpaired financialassetis amount ofthelossisrecognised intheprofit statement. rate. The carrying amount of the asset is reduced through the use of an allowance account. The interest lossisthecurrent rate,thediscount rateformeasuringanyimpairment effective interest cash flowdiscountedatthefinancialasset’s originaleffective interest rate.Ifaloanhasvariable the difference betweentheasset’s carrying amountandthepresent valueofestimatedfuture investments carriedatamortisedcosthasbeenincurred, theamountoflossismeasured as If there lossonloansandreceivables isobjectiveevidence thatanimpairment orheld-to-maturity be greater orlessthansuggested byhistoricaltrends. as to whether current economic and credit conditions are such that the actual losses are likely to the timingofrecoveries and theamountoflossincurred, adjustedformanagement’s judgement theGroupIn assessingcollectiveimpairment, useshistoricaltrends oftheprobability ofdefault, assessment ofimpairment. lossis,orcontinuestoberecognisedand forwhichanimpairment are notincludedinacollective Assetsthatarecollectively assessesthemforimpairment. individuallyassessedforimpairment not, itincludestheassetinagroup offinancialassetswithsimilarcredit riskcharacteristicsand existsforanindividuallyassessedfinancialasset,whethersignificant or evidence ofimpairment for financialassetsthatare notindividuallysignificant.IftheGroupthatnoobjective determines existsindividually for financial assets thatareof impairment individuallysignificant,orcollectively For financialassetscarriedatamortisedcost,theGroup firstassesseswhetherobjectiveevidence Financial AssetsCarriedatAmortisedCost 207
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 2.15 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS 2.16 (b) (cont’d) Impairment SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) – – – recognised for: liabilities forfinancialreporting purposesandtheamountsusedfortaxationpurposes. Deferred taxisnot Deferred taxisrecognised inrespect oftemporarydifferences betweenthecarryingamountsofassetsand expected tobepaidorreceived thatreflects uncertaintyrelated toincometaxes,ifany. of previous years. The amount of current tax payable or receivable isthebestestimateof tax amount rates enactedorsubstantivelyatthereporting date,andanyadjustmenttotaxpayableinrespect Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax except totheextentthatitrelates to a businesscombination,oritemsrecognised directly inequityorOCI. Tax expensecomprisescurrent anddeferred tax.Current taxanddeferred taxisrecognised inprofit statement Income Taxes (ii) ofFinancialAssets(cont’d) Impairment taxable temporarydifferences arisingontheinitialrecognition ofgoodwill. probable thattheywillnotreverse intheforeseeable future; and extent thattheGroup isabletocontrol thetimingofreversal ofthetemporarydifference anditis temporary differences related toinvestmentsinsubsidiaries,associatesandjointarrangementsthe business combinationandthataffects neitheraccountingnortaxableprofit orloss; temporary differences ontheinitialrecognition ofassetsorliabilitiesinatransactionthatisnot event occurring after the impairment losswasrecognisedevent occurringaftertheimpairment intheprofit statement. profit statement,iftheincrease infairvalueoftheinstrumentcanbeobjectivelyrelated toan directly losses on debt instruments are in OCI. Reversals of impairment reversed through the recognised intheprofit statement.Increase are inthefairvalueafterimpairment recognised profit statement.Reversals inrespect ofequityinstrumentsclassifiedasavailable-for-sale are not losspreviouslyimpairment recognised intheprofit statement, is transferred from equitytothe its cost(netofanyprincipalpaymentandamortisation) and itscurrent fairvalue,lessany If anavailable-for-sale financialassetisimpaired, an amountcomprisingthedifference between original cost. of theinvestmentand‘prolonged’ againsttheperiodinwhichfairvaluehasbeenbelowits value oftheinvestmentbelowitscosts.‘Significant’istobeevaluatedagainstoriginalcost equity instrumentmaynotberecovered; and(iii) a significantorprolonged declineinthefair legal environment inwhichtheissueroperates,andindicatesthatcostofinvestment changes with an adverseeffect that havetaken place inthe technological, market,economicor include (i) significant financial difficulty of the issuer or obligor, aboutsignificant (ii) information In thecaseof equity investmentsclassifiedasavailable-for-sale, objective evidenceofimpairment Available-for-Sale FinancialAssets 2.18 2.17 2.16 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS
recognised: and excludingtaxesorduty. Thefollowingspecificrecognition criteriamustalsobemetbefore revenue is fair valueofconsiderationreceived orreceivable,ofpayment takingintoaccountcontractuallydefinedterms the revenue can be reliably measured, regardless of when the payment is made. Revenue is measured at the Revenue isrecognised to theextentthatitisprobable thattheeconomicbenefitswillflowtoGroup and (a) Revenue Recognition funds. Borrowing costsconsistofinterest andothercoststhatanentityincursinconnectionwiththeborrowing of use orsale.Allotherborrowing costs are expensedintheperiodtheyoccurusingeffective interest method. costs are incurred. Borrowing costsare capitaliseduntiltheassetsare substantiallycompletedfortheirintended activities to prepare theasset for its intended use orsale are inprogress andtheexpenditure and borrowing acquisition, constructionorproduction ofthatasset.Capitalisationborrowing costscommenceswhenthe Borrowing costsare capitalised as partofthecost of aqualifying asset iftheyare directly attributabletothe Borrowing Costs probable thattherelated taxbenefitwillberealised. Deferred taxassetsare reviewed ateachreporting dateandare reduced totheextentthatitisnolonger to theextentthatitisprobable thatfuture taxableprofits willbeavailableagainst whichtheycanbeutilised. A deferred taxassetisrecognised forunusedtaxlosses,credits anddeductible temporarydifferences, liabilities willberealised simultaneously. tax entities,buttheyintendto settle current taxliabilities and assetsonanetbasisortheirtax and assets, and they relate to taxes levied by the same tax authority on the same taxable entity, or on different Deferred taxassetsandliabilitiesare offset ifthere isalegallyenforceable righttooffset current taxliabilities enacted orsubstantivelybythereporting date. are expectedtobeappliedtemporarydifferences whentheyreverse, basedonthelawsthathavebeen property willberecovered through salehasnotbeenrebutted. Deferred taxismeasured atthetaxratesthat investment property thatismeasured atfairvalue,thepresumption thatthecarryingamountofinvestment Group expects,atthereporting date,torecover orsettlethecarryingamountofitsassetsandliabilities.For The measurement ofdeferred taxesreflects thetaxconsequencesthatwouldfollowmannerinwhich Income Taxes (cont’d) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) (i) Properties HeldforSale exchanges, salesare recognised onlywhenallthesignificantconditionsare satisfied. in theproperties, onunconditionalexchange ofcontracts.Forconditional whichisnormally been transferred tothepurchaser eitherthrough thetransferoflegaltitleorequitableinterest Revenue from completed properties is recognised when the risks and rewards of ownership have Sale ofCompletedProperties 209
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 2.18 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS
2.19 (a) Revenue Recognition(cont’d) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) (b) (c) (e) (d) Dividends (f) (a) Foreign Currencies
(ii) Properties HeldforSale(cont’d) use theleasedasset. commencingonthedatefromover theleaseterm whichlesseeisentitledtoexercise itsrightto Rental and related income from completed investment properties are recognised on astraightlinebasis Rental Income Dividend incomeisrecognised whentheGroup’s righttoreceive thepaymentisestablished. Revenue from hoteloperations isrecognised onanaccrualbasis,uponrendering of therelevant services. Hotel Income Interest incomeisrecognised usingtheeffective interest method. Interest Income Management feeisrecognised onanaccrualbasis. Management Fees Company are presented in Singapore dollars,thefunctional currency oftheCompany. entity (the“functionalcurrency”). Theconsolidatedfinancial statementsandfinancialofthe that bestreflects theeconomicsubstanceofunderlying eventsandcircumstances relevant tothe Items included in the financial statements of each entity in the Group are measured usingthe currency Functional Currency coincides withthetimedevelopmentunitsare delivered tothepurchasers. recognised uponthetransfer ofsignificantrisksandrewards ofownership, whichgenerally deferred paymentscheme inSingapore andoverseasdevelopmentprojects, revenue willbe For executivecondominiumprojects inSingapore, residential development projects under estimated totalconstructionandrelated costsforeachproject. is measured by the proportion of the construction and related costs incurred to date to the that suchprofit relates totheprogress ofconstructionwork.Theprogress ofconstructionwork profit is brought into profit statement only in respect of finalised sales contracts and to the extent based onthepercentage ofcompletionmethod.Underthepercentage ofcompletionmethod, contracts result incontinuoustransferofwork-in-progress tothepurchasers, revenue isrecognised projects underprogressive paymentschemeinSingapore, wherebyinthesales thelegalterms rewards ofownershiphavebeentransferred tothepurchasers. Forresidential development The Group recognises revenue onproperties underdevelopmentwhenthesignificantrisksand Sale ofProperties underDevelopment 2.19 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS
(b) Foreign Currencies (cont’d) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) (c) (iii) (ii) (i) items atthereporting dateare recognised intheprofit statementexceptfor: Foreign currency differences arising on the settlement of monetary items or on translating monetary when thefairvaluewasmeasured. items measured at fair value in a foreign currency are translated using the exchange rates at the date currency are translatedusingtheexchangerates ruling attheinitialtransactiondates.Non-monetary of the year. Non-monetary assets and liabilities that are measured ofhistoricalcostinaforeign interms during theyear, andtheamortisedcostinforeign currency translatedattheexchangerateend in thefunctionalcurrency atthebeginningofyear, adjustedforeffective interest andpayments date. Theforeign currency gainorlossonmonetary itemsisthedifference betweenamortisedcost assets andliabilitiesdenominatedinforeign currencies are translatedattheratesrulingreporting and itssubsidiariesatratesofexchangeapproximating thoserulingattransactiondates.Monetary Transactions inforeign currencies are measured intherespective functionalcurrencies oftheCompany Foreign Currency Transactions amount isreclassified toprofit statement aspartofthegainorlossondisposal. operation whileretaining significantinfluenceorjointcontrol, therelevant proportion ofthecumulative the Group disposesofonlypartitsinvestmentinanassociate orjointventure that includes aforeign while retaining control, therelevant proportion ofthecumulativeamountisreattributed toNCI.When When theGroup disposesofonlypartitsinterest inasubsidiarythatincludesforeign operation related tothatforeign operationisreclassified toprofit statementaspartofthegainorlossondisposal. that control, significantinfluenceorjointcontrol islost,thecumulativeamountintranslationreserve share of the translation difference is allocated to theNCI.When a foreign operation is disposed of such However, if the foreign operation is a non-wholly-owned subsidiary, then the relevant proportionate translation reserve inequity. All resulting exchangedifferences are taken directly toOCIandaccumulated intheforeign currency – – following procedures: The results andfinancialposition offoreign operationsare translatedintoSingapore dollarsusingthe Foreign Currency Translation qualifying cashflowhedgestotheextentare effective. extent thatthehedgeiseffective; a financialliabilitydesignatedashedgeofthenetinvestmentinforeign operationtothe that havebeenrecognised inOCI are reclassified toprofit statement); inwhichcaseforeignavailable forsaleequityinstruments(exceptimpairment currency differences year, whichapproximates theexchangeratesatdatesoftransactions. income andexpensesforeachprofit statementare translatedataverageexchangeratesforthe that reporting date;and assets andliabilitiesforeachbalancesheetpresented are translatedattheclosingrateruling 211
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 2.19 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS 2.20
2.21 (c) Foreign Currencies (cont’d) SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) (a) Employee Benefits (b) (c) and subsequentgainsorlosses onremeasurement are recognised inprofit statement. lossesoninitial classificationasheldforsaleordistribution amount andfairvaluelesscosts tosell.Impairment accordance withtheapplicableFRSs.Therefore, theassets are generallymeasured attheloweroftheircarrying classified asheldforsale.Immediately before classification asheldforsale,theassetsare remeasured in Assets thatare expectedtoberecovered primarily through saleratherthan through continuing use, are Assets HeldforSale recognised inOCIandare accumulatedintheforeign currency translationreserve inequity. such amonetaryitemthatare considered partofanetinvestmentinforeign toform operationare planned norlikelytooccurintheforeseeable future, foreign exchangegainsandlossesarisingfrom When thesettlementofamonetaryitemreceivable from orpayabletoaforeign operationisneither Foreign Currency Translation (cont’d) same periodastheemploymentthatgivesrisetocontribution. regulatory requirements. Thepensioncontributionsare recognised ascompensationexpenseinthe As required bylaw, theGroup makescontributionstostatepensionschemesinaccordance withlocal Defined ContributionPlan reporting date. is madefortheestimatedliabilityleaveasaresult ofservicesrendered by employees uptothe Employee entitlementstoannualleaveare recognised whentheyaccruetoemployees.Aprovision Employee LeaveEntitlement transaction costs,are credited toshare capitalwhentheequityinstrumentsare exercised. The proceeds received from theexercise oftheequity instruments,netofanydirectly attributable changes infairvaluerecognised fortheperiod. fair valueoftheliabilityisre-measured ateachreporting dateandattheofsettlement,withany received byreference isdetermined tothefairvalueofliability. Untiltheliabilityissettled, is recognised asanexpensewithacorresponding increase inliability. Thefairvalueoftheservices For cash-settledshare-based paymenttransactions,thefairvalueofgoodsor servicesreceived original estimatesduetomarketconditions. is duetomarketconditions.Noadjustmentmadeiftherevision oractualoutcomediffers from the adjustment toequityovertheremaining vestingperiod,unlesstherevision totheoriginalestimates The impactoftherevision oftheoriginalestimatesisrecognised asanexpenseandacorresponding At eachreporting date,the numberofequityinstrumentsthatare expectedtobevestedare estimated. received by reference is determined to the fair value of the equity instrument granted at the grant date. the employeesbecomeunconditionallyentitledtoequityinstrument.Thefairvalueofservices recognised asanexpense withacorresponding increase inequityoverthevesting periodduringwhich For equity-settledshare-based paymenttransactions,thefairvalueofservicesreceived is Share Plans 2.22 Leases 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS
2.24 2.23 (a) in anarrangement. asset orassetsandthearrangementconveysarighttouseasset,evenifthatisnotexplicitlyspecified arrangement atinceptiondate:whetherfulfilmentoftheisdependentonuseaspecific ofwhetheranarrangementis,orcontainsaleaseisbasedonthesubstance ofthe The determination SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) (b) perpetual securitiesare deductedagainsttheproceeds from theissue. of perpetualsecuritiesare recognised inequityandincidentalcostsdirectly attributabletotheissuanceof directly attributabletotheissuanceofsuchshares are deductedagainstshare capital.Proceeds from issuance Proceeds from issuanceofordinary shares are recognised asshare capitalinequityandincidentalcosts Share Capital,PerpetualSecuritiesandIssuanceExpenses non-operating transactions. is relevantoftheGroup toexplaintheperformance andCompanyfortheyeararisingfrom non-recurring and Exceptional itemsare one-off itemsofincomeandexpensesuchsize,nature orincidencethattheirdisclosure Exceptional Items of rental onastraight-linebasis. expenseoverthe leaseterm Theaggregatethe leaseterm. benefitofincentivesprovided bythelessorisrecognised asareduction Operating leasepaymentsare recognised asanexpenseinprofit statement onastraight-linebasisover the leaseterm. iftherethe leaseterm, isnoreasonable certaintythattheGroup willobtainownershipbytheendof Capitalised leasedassetsare depreciated overtheshorterofestimatedusefullifeassetand the periodsinwhichtheyare incurred. Finance charges are charged to profit statement. Contingent rents, if any, are charged as expenses in of the lease liability so as to achieve a constant rate of interest on theremaining balance of theliability. the amount capitalised. Lease payments are apportioned between the finance charges and reduction if lower, atthepresent valueof the minimumleasepayments. Any initial direct costsare also added to of theleaseditem,are capitalisedattheinceptionofleasefairvalueleasedassetor, Finance leaseswhichtransfertotheGroup substantiallyalltherisksandrewards incidentaltoownership As Lessee as revenue intheperiod whichtheyare earned. income. Theaccountingpolicyforrental incomeisstatedinNote2.18.Contingentrents are recognised the carryingamountofleasedassetandrecognisedonsamebasesasrental overtheleaseterm classified asoperatingleases.Initialdirect costsincurred innegotiatinganoperatingleaseare addedto Leases where theGroup retains substantiallyalltherisksandrewards ofownershiptheassetare As Lessor 213
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 3. REVENUE 2.25 Contingencies 2. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS –recognised oncompleted contractmethod Properties heldforsale: –recognised onpercentage ofcompletionmethod Fee incomeandothers Hotel income Rent andrelated income can bereliably determined. contingent liabilitiesassumedinabusinesscombinationthatare present obligationsandwhichthefairvalues Contingent liabilitiesare notrecognised onthebalance sheetoftheGroup andtheCompany, exceptfor – – A contingentliabilityis: SUMMARY OFSIGNIFICANTACCOUNTINGPOLICIES(CONT’D) amount ofobligationcannotbemeasured withsufficient reliability. an outflowofresources embodyingeconomicbenefits will berequired tosettletheobligationor a present obligation that arisesfrom pasteventsbutisnotrecognised becauseitisnotprobable that the Group andtheCompany;or occurrence ornon-occurrence ofoneormore uncertainfuture eventsnotwhollywithinthecontrol of a possibleobligation that arisesfrom onlybythe past eventsandwhoseexistencewillbeconfirmed 1,800,307 1,952,383 3,439,592 152,076 581,102 865,949 40,158 $’000 2016 Group 2,180,230 2,300,057 3,561,525 119,827 374,457 837,139 49,872 $’000 2015 (c) (b) 4. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (a) Write-back ofallowancefor doubtfultradereceivables Allowance fordoubtfultradereceivables Defined contributionplans Staff costs Others Depreciation ofproperty, plantandequipment Gain ondisposalofasubsidiary Operating costsofhotels Loss ondisposalofproperty, plantandequipment –auditorsoftheCompany Audit feespaidto: –otherauditors –otherauditors –auditorsoftheCompany Non-audit feespaidto: –Fee Directors oftheCompany: Defined contributionplans –Employeeshare-based expense –Remuneration Key executiveofficers: –RemunerationofmembersBoard Committees Employee share-based expense Staff costs –Provident fundcontribution Operating costsofinvestmentproperties thatgeneratedrental income Foreign exchangeloss Amortisation ofintangibleassets Write-down tonetrealisable valueofproperties heldforsale Depreciation ofproperty, plantandequipment Administrative Expensesincludes: Fair valuegain/(loss)onforeign currency forward contracts Other Income/(Losses)includes: Trading profit includesthefollowing: TRADING PROFIT Cost ofproperties heldforsale Cost ofSalesincludes: Note 16 12 18 18 12 20 (1,606,411) (128,288) (225,778) (318,115) (308,181) (13,957) (43,044) (26,466) (47,110) 13,960 (1,646) (1,272) (2,309) (1,044) (9,098) (2,930) (8,123) (7,259) (9,833) (3,190) (6,527) 6,828 $’000 2016 (557) (955) (783) (104) (849) 686 – Group (1,855,959) (101,616) (148,117) (153,722) (217,435) (12,679) (31,315) (41,435) (45,417) (10,346) 37,506 (1,127) (1,921) (6,821) (2,464) (6,437) (4,052) (8,712) (8,400) 6,263 $’000 2015 (741) (304) (604) (919) (706) (782) (388) 628 (69) 215
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 7. 6. 5. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS EXCEPTIONAL ITEMS –Realised –Unrealised Interest rateswaps: –Relatedparties –Loansandborrowings Interest expense: –Relatedcompanies Interest incomefrom loansandreceivables: –Fixeddepositsandbankbalances –Non-controlling interest Gain onacquisitionofanassociate(Note14(a)) Goodwill onacquisitionofsubsidiarieswrittenoff (Note13(b)) Transaction costsontransferofinvestmentproperties toaREIT Gain ondisposalofjointventures andassociates INTEREST EXPENSE –Realised –Unrealised Interest rateswaps: property, plantandequipment (Transaction costs)/write-backoftransactioncostsonacquisition Transaction costsonacquisitionofsubsidiariesandassociates INTEREST INCOME (157,945) (167,504) (157,867) 10,235 25,296 15,061 25,296 15,483 (7,707) (1,852) (1,129) (8,584) (2,228) $’000 $’000 $’000 4,641 2016 2016 2016 954 145 (78) – – – Group Group Group (152,494) (186,157) (152,451) (30,584) (12,577) 11,791 30,999 15,974 36,799 13,954 (3,079) (2,205) (3,582) 3,234 4,147 1,653 $’000 $’000 $’000 2015 2015 2015 (43) – – – (c) (b) (a) 8. TAXATION FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Reconciliation betweenTax ExpenseandAccountingProfit andanassociate disposalofajointventure Realisation ofreserves on jointventures andassociates comprehensive incomeof Share ofother Foreign currency translation ofcashflowhedges Net fairvalueofchange Group – Withholding tax –Withholding –Current taxation Based onprofit fortheyear: –Deferred taxation Tax RecognisedinOCI –Deferred taxation –Current taxation Over/(under) provision inprior years: Profit before taxation Profit before share of results ofjointventures andassociates andtaxation Less: Share ofresults ofjointventures andassociates,netoftax The majorcomponentsofincometaxexpensefortheyearsended30Septemberare: Major ComponentsofIncomeTax Expense (102,639) (123,726) 21,143 Before $’000 (56) tax – expense 2016 $’000 Tax – – – – – (102,639) (123,726) 21,143 of tax $’000 Net (56) – (442,815) (475,431) 33,718 Before (1,277) $’000 175 tax (171,377) (139,711) (217,011) (194,197) 960,343 788,966 expense (28,842) (48,458) 2015 22,814 17,196 $’000 $’000 5,618 $’000 2016 2016 Tax – – – – – Group Group 1,196,549 (442,815) (475,431) (279,430) (134,278) (179,264) (184,174) 917,119 (12,757) (32,229) (15,203) 33,718 10,293 (1,277) (4,910) of tax $’000 $’000 $’000 2015 2015 175 Net 217
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (c) 8. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS of thetaxlegislationsrespective jurisdictionsinwhichtheGroup operates. allowances issubjecttotheagreement oftherespective taxauthoritiesandcompliancewithcertainprovisions have notbeenrecognised duetouncertaintyoftheirrecoverability. Theutilisationoftaxlossesandcapital dates. Deferred taxassetsof $68,692,000 (2015:$98,659,000)inrespect oftheselossesandcapitalallowances against future taxableprofits. Thesetaxlossesandcapitalallowancescanbecarriedforward withnoexpiry $293,986,000) andunabsorbedcapitalallowancesof$156,432,000(2015:$174,630,000)availableforsetoff As at30 September 2016,certain subsidiaries have unutilised tax lossesof approximately $183,776,000 (2015: Inland RevenueAuthorityofSingapore. they are subjecttocompliance withtherelevant group taxlegislationgoverning relief andagreement ofthe benefits of$10,038,000(2015:$8,563,000)inrespect oftheremaining taxlosseshavenotbeenrecognised as benefits of $894,000(2015:$1,007,000) have beenrecognised during thefinancialyear2016.Potentialtax companies intheGroup. Ofthetaxlossestransferred todateundertheSingapore group relief system,tax Assessment (“YA”) 2015:$26,386,000)arisingfrom YA 2016tosetoff againstthetaxableincomeofother During thecurrent year, certainsubsidiariesinSingapore have transferred lossesof$8,252,000(Year of Effective taxrate Others Tax effect ofdistributionstoperpetualsecuritiesholders Tax effect arisingfrom ofAustraliataxconsolidatedgroup theformation Withholding tax Withholding Tax effect offairvaluechangeoninvestmentproperties Tax benefitsoncurrent lossesnot recognised Income from REITs notsubjecttotax (Over)/under provision inprior years Utilisation ofpreviously unrecognised taxlosses Losses notallowedtobesetoff againstfuture taxableprofits Expenses notdeductiblefortaxpurposes Income notsubjecttotax Effect ofdifferent taxratesofothercountries Singapore statutoryrate share ofresults ofjointventures andassociatesfortheyearsended30Septemberare asfollows: A reconciliation ofthestatutorytaxratetoGroup’s effective taxrateapplicabletoprofit before taxation and Reconciliation betweenTax ExpenseandAccountingProfit (cont’d) TAXATION (CONT’D) 2016 24.6 17.0 (0.2) (1.4) (2.0) (1.4) (2.9) (0.6) 2.4 2.5 1.6 0.2 2.0 1.1 6.3 % Group 2015 20.1 17.0 (0.8) (2.0) (1.4) (2.2) (0.3) (1.9) 0.7 1.4 1.0 0.5 1.5 1.8 4.8 % 9. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS –afterfairvaluechangeandexceptionalitems –before fairvaluechange andexceptionalitems (b) Onafullydilutedbasis: –afterfairvaluechangeandexceptionalitems –before fairvaluechange andexceptionalitems pershare:(a) Basicearnings PerOrdinaryEarnings Share (“EPS”) Weighted averagenumber ofordinary shares inissue –afterfairvaluechangeandexceptionalitems –before fairvaluechangeandexceptionalitems Attributable profit toshareholders oftheCompany: Effects ofdilution–share plans pershare computation Weighted averagenumber ofordinary shares fordilutedearnings share fortheyearsended30September: following tablereflects theprofit andshare per datausedinthecomputationofbasicanddilutedearnings for the effects of dilutive potential ordinary shares, which comprise share awards granted to employees.The shares inissueduringthefinancialyear. In pershare,respect ofdilutedearnings thedenominatorisadjusted perpetual securitiesholdersof$64,456,000(2015:$46,924,000))bytheweightedaveragenumberordinary pershareEarnings iscomputedbydividingtheGroup’s attributableprofit (afteradjustingfordistributionsto EARNINGS PERSHARE 2,898,893 2,920,302 532,763 415,407 21,409 18.2¢ 14.2¢ 18.4¢ 14.3¢ $’000 2016 ‘000 No. ofShares Group 2,893,873 2,910,226 724,350 496,906 16,353 24.9¢ 17.1¢ 25.0¢ 17.2¢ $’000 2015 ‘000 219
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 10. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS The comparative business segment information havebeenrestatedThe comparativebusinesssegmentinformation toreflect theaboveorganisational changes. on arm’s lengthbasis. Segment assetsandliabilitiesare presented netofinter-segment balances.Inter-segment pricingisdetermined finance costs)andincometaxesare managedonagroup basisandare not allocated tooperatingsegments. certain segmentsrelative toother entitiesthatoperatewithintheseindustries.Group financing(including isthemost relevant asmanagementbelievesthatsuchinformation inevaluatingtheresultsperformance of managementreportsin theinternal thatare reviewed bytheGroup CEO.Segment PBITisusedtomeasure based onsegmentprofit before interest, fairvaluechange,taxationandexceptional items(“PBIT”),asincluded regardingInformation theresults ofeachreportable segmentisincludedbelow. ismeasured Performance Geographical segmentassetsare based onthegeographicallocationofassets. China andOthers.Geographicalsegmentrevenue isbasedonthegeographicallocationofcustomers. Geographically, management reviewsofthebusinessesinSingapore, theperformance Australia,Europe, reviews managementreports internal ofeachSBUatleastquarterly. (the chief operating decision maker) for strategic decisions making and resources allocation. The Group CEO thebusinesssegmentsbasedonreportsManagement determines reviewed andusedbytheGroup CEO (iv) (iii) (ii) (i) The organisational ofthefollowingstrategicbusinessunits(“SBU”): changescomprisetheformation In June2016,theGroup announcedaseriesofkeyorganisational changes. SEGMENT INFORMATION Vietnam andThailand. Vietnam Business,whichcomprisesdevelopmentandcommercialInternational operationsinChina,theUK, hotels andservicedapartmentsheldbyFrasersHospitalityTrust (“FHT”)andnon-REITentities. Hospitality SBU, which encompasses the Group’s hospitality operations and the ownership/operation of Australia andNewZealand. and the development, ownership and operation of residential, commercial and industrial properties in Australia SBU,whichconsistsbothnon-REITentitiesandFrasersLogisticsIndustrialTrust (“FLT”) Trust (“FCOT”)andnon-REITentities. commercial andindustrialproperties heldbyFrasers Centrepoint Trust (“FCT”),Frasers Commercial and operations.Singapore Commercial Properties includetheownership/managementofretail, Singapore SBU,whichintegratestheSingapore Residential andCommercial Properties development 10. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS items Attributable profit before fair Write-down tonetrealisable Amortisation Depreciation Additions tonon-current assets Other SegmentInformation Total liabilities Tax liabilities Loans andborrowings Liabilities Total assets Cash andcashequivalents Bank deposits Tax assets Investments injointventures Current assets Non-current assets Profit fortheyear Taxation Profit before taxation Exceptional items Profit before taxationand Fair valuechangeoninvestment Profit before fairvaluechange, Interest expense Interest income PBIT Revenue –intra-segment Joint ventures andassociates Attributable profit Revenue –inter-segment Subsidiaries Exceptional items Revenue –external Total revenue Fair valuechange Business Segment The followingtablepresents financialinformation regarding business segments: Year ended30September2016 SEGMENT INFORMATION (CONT’D) value changeandexceptional value ofproperties heldforsale and associates exceptional items properties items taxation andexceptional (2) (1) 1,181,141 8,741,698 1,003,663 Singapore 278,512 376,521 248,602 428,240 151,055 360,880 946,152 177,916 (30,535) (41,721) 14,860 67,360 14,860 56,710 1,126 $’000 SBU 801 89 – 2,375,457 3,283,127 1,449,354 1,454,596 Australia 351,971 526,657 200,279 217,757 238,497 217,678 162,544 47,110 51,546 77,276 (7,961) (1,323) 9,321 5,242 $’000 SBU 79 – – Hospitality 4,266,992 135,199 221,892 162,021 135,010 134,307 789,477 938,203 148,726 (10,207) (14,677) 42,364 24,662 (2,638) (2,811) 1,067 7,174 $’000 SBU 113 703 – – International 1,068,100 877,942 492,752 185,691 103,235 148,355 253,368 253,368 147,871 Business 69,778 82,456 $’000 490 567 380 174 380 104 73 – – – and Others Corporate 119,293 (28,499) (28,499) 13,639 16,750 22,458 52,138 15,080 30,347 14,026 52,138 1,241 $’000 – – – – – – – – – Eliminations (240,585) (224,704) (15,881) $’000 – – – – – – – – – – – – – – – – – – 12,360,891 24,204,375 16,384,053 2,122,305 9,795,537 1,731,343 4,803,469 3,439,592 3,439,592 (194,197) (167,504) 779,888 443,049 437,337 793,013 766,146 960,343 159,711 955,702 938,199 795,991 171,377 597,219 766,822 106,250 479,863 47,110 52,884 55,160 25,296 11,106 Group 1,646 4,641 $’000 – – 221
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 10. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Exceptional items valueofproperties heldforsale Write-down tonetrealisable (3) (2) (1) Amortisation Depreciation Additions tonon-current assets Other segmentinformation Total liabilities Tax liabilities Loans andborrowings Liabilities Total assets Cash andcashequivalents Bank deposits Tax assets Investments injointventures Current assets Non-current assets PBIT Total revenue Geographical Segment The followingtablepresents regarding financialinformation geographical segments: Year ended30September2016(cont’d) SEGMENT INFORMATION (CONT’D) and associates Others – Japan, Thailand, New Zealand, Vietnam, thePhilippines,IndonesiaandMalaysia. Others –Japan,Thailand,NewZealand,Vietnam, Group’s fundsbetweensegments. internal The attributableprofit disclosed includesinter-segment interest incomeandexpense,inorder toreflect thecostoffinancing Intra-segment revenue arisesmainlyfrom masterleaseandmanagementfeeincomewithinthesameSBU. Singapore 1,221,237 9,363,764 1,029,923 295,394 469,708 248,267 367,595 14,845 10,103 $’000 89 – 2,354,240 4,723,421 1,630,785 Australia 355,539 568,515 299,700 45,128 19,469 51,546 (7,945) $’000 – 1,520,991 125,638 337,896 654,293 111,320 509,601 Europe 18,732 (2,638) 1,557 $’000 – – 679,369 248,394 511,915 264,679 120,296 116,770 1,464 $’000 China 695 – – – Others 244,806 511,198 152,513 66,817 61,784 39,288 1,982 3,116 2,622 $’000 379 (3) – 12,360,891 24,204,375 16,384,053 2,122,305 4,803,469 3,439,592 9,795,537 1,731,343 779,888 938,199 443,049 437,337 793,013 47,110 52,884 55,160 Group 4,641 1,646 $’000 10. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Attributable profit before fair Write-down tonetrealisable Amortisation Depreciation Additions tointangibleassets Additions tonon-current assets Other segmentinformation Total liabilities Tax liabilities Loans andborrowings Liabilities Total assets Cash andcashequivalents Tax assets andassociates Investments injointventures Current assets Non-current assets Profit fortheyear Taxation Profit before taxation Exceptional items Profit before taxationand Fair valuechangeon Profit before fairvalue Interest expense Interest income Revenue –intra-segment PBIT Revenue –inter-segment Joint ventures andassociates Attributable profit Revenue –external Subsidiaries Exceptional items Total revenue Fair valuechange Business Segment The followingtablepresents regarding financialinformation business segments: Year ended30September2015 SEGMENT INFORMATION (CONT’D) items value changeandexceptional for sale value ofproperties held exceptional items investment properties exceptional items change, taxationand (2) (1)
Singapore 1,465,317 8,520,781 1,137,187 1,195,208 796,629 467,765 358,050 572,934 148,139 345,094 424,795 269,962 54,821 75,132 57,376 $’000 SBU 912 645 46 – – – – 1,372,934 1,383,298 Australia 235,117 370,194 182,375 780,762 269,993 162,131 226,624 71,626 79,096 43,369 89,315 10,364 73,102 $’000 6,723 (286) (286) SBU – – – – Hospitality 4,355,718 264,180 537,664 232,373 130,452 109,288 124,478 566,255 122,626 698,931 132,676 (15,873) 27,554 74,937 55,071 25,702 (5,836) $’000 1,852 SBU 164 – – – International 2,401,718 3,011,331 Business 358,819 212,668 199,006 483,488 126,598 483,488 184,958 45,417 33,448 13,954 86,070 13,954 $’000 490 145 91 24 94 – – – and Others Corporate 200,442 188,896 (75,311) (75,311) 11,515 11,839 14,116 24,902 (9,894) (9,894) $’000 4,782 2,354 1,661 9,125 41 – – – – – – – Eliminations (224,302) (209,541) (14,761) $’000 – – – – – – – – – – – – – – – – – – – 12,415,739 10,275,457 23,066,692 15,971,295 1,571,788 1,629,593 1,373,140 4,967,145 1,012,375 1,196,549 1,198,754 1,104,762 3,561,525 3,561,525 (184,174) (186,157) 264,180 510,689 169,724 585,388 243,350 955,404 279,430 771,274 825,332 219,612 543,830 45,417 40,062 36,799 Group (2,205) $’000 7,832 741 – – 223
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 10. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (3) (2) (1) Geographical Segment Total revenue The followingtablepresents financialinformation regarding geographical segments: Year ended30September2015(cont’d) SEGMENT INFORMATION (CONT’D) PBIT Non-current assets Current assets Investments injointventures and Liabilities Total assets Cash andcashequivalents Tax assets Additions tonon-current assets Other segmentinformation Total liabilities Tax liabilities Loans andborrowings Additions tointangibleassets Depreciation Amortisation properties heldforsale Write-down tonetrealisable valueof Exceptional items
associates Others – Japan, Thailand, New Zealand, Vietnam, thePhilippines,IndonesiaandMalaysia. Others –Japan,Thailand,NewZealand,Vietnam, Group’s fundsbetweensegments. internal The attributableprofit disclosed includesinter-segment interest incomeandexpense,inorder toreflect thecostoffinancing Intra-segment revenue arisesmainlyfrom masterleaseandmanagementfeeincomewithinthesameSBU. Singapore 1,226,264 9,114,971 1,521,928 1,162,199 494,153 369,124 557,095 11,947 $’000 1,111 87 – – 1,549,816 4,415,963 2,451,158 Australia 316,242 469,887 260,044 (13,958) 33,448 21,545 $’000 – – – 1,615,943 194,437 417,911 213,186 147,183 264,180 Europe 47,587 13,115 (6,435) $’000 3,187 654 – 458,344 209,572 283,739 508,190 182,375 336,428 32,302 $’000 China 362 977 – – – Others 132,664 540,679 37,208 67,958 52,997 17,077 $’000 2,000 2,406 441 (3) – – – 15,971,295 23,066,692 12,415,739 10,275,457 3,561,525 1,104,762 4,967,145 1,373,140 1,629,593 1,571,788 169,724 585,388 510,689 264,180 40,062 45,417 Group (2,205) $’000 741 11. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS –Contingentrent basedontenants’ turnover At 30September2016 Fair valuechange Disposals Additions Reclassification from properties heldforsale Currency re-alignment At 30September2015and1October Fair valuechange Additions Transfer toproperty, plantandequipment(Note12) Transfer uponcompletion Transfer from prepayments Currency re-alignment At 1October2014 Balance Sheet Group At 1October2014,30September2015and 2016 Balance Sheet Company –Rentalgeneratingproperties maintenance)arisingfrom: Direct operatingexpenses (includingrepairs and –Minimumleasepayments Rental incomefrom completed investmentproperties: Profit Statement Transfer upon completion INVESTMENT PROPERTIES 10,986,224 Completed Investment 10,663,870 10,413,240 Properties (452,141) (378,458) 165,086 229,776 184,299 325,943 209,777 353,604 (90,931) 26,029 $’000 – – Construction Investment Properties 2,507,795 2,287,322 1,200,565 1,010,133 (209,777) (353,604) 308,181 852,255 865,949 487,843 290,704 13,694 78,886 Under (4,303) $’000 $’000 7,183 2016 165 – – – 13,494,019 Completed Investment Investment 12,951,192 11,423,373 Properties Properties 1,526,508 (452,141) (382,761) 172,269 217,435 827,703 717,619 184,299 290,704 837,139 (90,931) 26,194 78,886 $’000 $’000 1,600 9,436 $’000 Total 2015 – – 225
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (c) (b) (a) 11. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Other movements Fair valuegainoninvestmentproperties acquired from ajointventure Fair valuechangeoninvestmentproperties Fair valuechangeoninvestmentproperties inconsolidatedprofit statement of recognising accountingincomeonastraight-linebasisovertheleaseterm. arrangements upontheinjection of investment properties intoaREIT, netleasingfeescapitalisedandeffects Included inothermovementsare leaseincentivesundercertainincentivereimbursement netlongterm adjusted forthefollowing: The fairvaluechangeoninvestmentproperties recognised intheconsolidatedprofit statementhasbeen financial institutionsassecuritiesforcredit facilities. IPUC amountingtoapproximately $2,255,000,000(2015:$2,076,600,000)havebeenmortgagedtocertain construction costpersquare metre inthepertinentarea. profit margin basedonthe onconstructionanddevelopment.Theestimatedcosttocompleteisdetermined and thendeductingfrom thoseamountstheestimatedcoststocompleteconstructionandareasonable IPUC are valuedannuallybyvaluersestimatingthefairvaluesofcompletedinvestmentproperties Investment Properties underConstruction to certainfinancialinstitutionsassecuritiesforcredit facilities. Investment properties amountingtoapproximately $383,000,000(2015:$773,000,000)havebeenmortgaged byvaluersatthereportingperformed date. Completed investmentproperties arebasedonvaluations statedatfair valuewhichhasbeendetermined leased mainlytothird partiesunderoperatingleases(Note37). Completed investmentproperties compriseservicedresidences, commercial andindustrialproperties thatare Completed InvestmentProperties INVESTMENT PROPERTIES (CONT’D) 172,269 159,711 (12,558) $’000 2016 – Group 184,299 243,350 52,782 6,269 $’000 2015
12. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS At 30September2015 At 30September2016 Net BookValue At 30September2016 Reclassification Disposals/write-offs Charge fortheyear2016 Currency re-alignment At 30September2015and Disposal ofasubsidiary Disposals/write-offs Acquisition ofsubsidiaries Charge fortheyear2015 Currency re-alignment At 1October2014 Accumulated Depreciation At 30September2016 Transfer upon completion Reclassification Disposals/write-offs Additions Acquisition ofsubsidiaries At 1October2014 Cost Group Currency re-alignment At 30September2015 Currency re-alignment Transfer upon completion Acquisition ofsubsidiaries Transfer from investment Disposal ofasubsidiary Disposals/write-offs Additions PROPERTY, PLANT ANDEQUIPMENT 1 October2015 and 1October2015 properties 332,253 Freehold 318,880 332,253 318,880 207,108 112,502 (15,797) 22,838 15,067 (9,465) Lands $’000 – – – – – – – – – – – – – – – – – – – – Leasehold 363,251 378,749 373,233 384,177 334,502 (10,944) 49,849 9,982 4,590 5,428 3,978 1,448 Lands $’000 (174) (36) 2 – – – – – – – – – – – – – – – 1,151,750 1,189,907 1,201,136 1,215,640 Buildings 821,798 352,149 (73,920) (49,537) 49,386 24,317 25,733 22,380 50,623 75,864 15,366 3,999 8,854 $’000 (664) (646) (61) – – – – – – – – – – Construction 23,192 23,192 21,409 (3,331) (2,567) (1,105) Assets 8,786 2,973 8,786 3,124 3,160 under $’000 (281) (190) – – – – – – – – – – – – – – – – – and Fittings Equipment, 101,598 Furniture 168,041 144,527 (16,875) 92,599 66,443 23,927 51,928 13,390 33,536 31,851 87,292 36,263 24,575 (1,357) (8,310) (2,199) (2,823) 5,750 3,331 4,741 2,665 $’000 (143) (418) (187) (162) (808) 255 190 – Others (2,174) 2,093 1,024 1,397 1,262 1,030 1,242 3,490 2,179 $’000 (255) (132) 238 314 155 (98) (70) (77) 50 59 75 (6) (6) – – – – – – – – 1,972,282 1,991,014 2,099,117 1,454,915 2,075,500 (112,386) 126,835 553,887 (68,537) 52,884 84,486 40,062 40,013 62,269 76,126 90,931 45,280 (1,455) (9,080) (2,392) $’000 5,750 Total (143) (424) (772) (162) (814) – – – – 227
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
12. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS $267,187,000 (2015:$264,097,000)whichare pledgedtocertainfinancialinstitutionssecure credit facilities. Included in property, plant and equipment are certain hotel properties of the Group with carrying amount of Capitalised inproperties heldfor sale Charged toprofit statement(Note4) * The depreciation charge fortheyearisincludedinfinancialstatementsasfollows: At 30September2015 At 30September2016 Net BookValue At 30September2016 Charge fortheyear2016 Fully depreciated At 1October2014,30September2015and Accumulated Depreciation At 30September2016 Fully depreciated Additions At 1October2014,30September2015and Cost Company PROPERTY, PLANT ANDEQUIPMENT(CONT’D) Denotes amountslessthan$1,000. 52,884 52,877 $’000 2016 7 Group 40,062 40,027 $’000 2015 35 $’000 2016 – – – Company Furniture and Equipment, Fittings $’000 $’000 2015 (53) (53) 53 53 1 1 1 – – – – –* –* 13. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Details ofsignificantsubsidiariesare includedinNote40. subsidiaries where settlementisneitherplannednorlikelytooccurintheforeseeable future. as non-current. Thenon-current loansduefrompartoftheCompany’s subsidiariesform netinvestmentin ofrepaymentno fixedterms andnotexpectedtoberepaid withinthenext12monthshavebeen classified Balances withsubsidiarieswhichare payableondemandhavebeenclassifiedascurrent, whilebalanceswith Amounts duetosubsidiariesare non-traderelated, interest free, unsecured andpayablein cash. bearing amounts,interest ofbetween 0.2%to4.0%(2015:4.0%)perannumwascharged. Amounts due from subsidiaries are non-trade related, unsecured and payable in cash. In respect of interest Net balanceswithsubsidiaries –Non-current –Current Amounts duetosubsidiaries: –Non-current –Current Amounts duefrom subsidiaries: Net balanceswithsubsidiaries –Interest free Amounts duetosubsidiaries: –Interest bearing –Interest free Amounts duefrom subsidiaries: Balances withsubsidiaries Less: Allowanceforimpairment Shares, atcost Investments insubsidiaries INVESTMENTS INANDBALANCESWITHSUBSIDIARIES Note 24 18 24 18 3,184,202 3,372,945 1,414,431 1,958,514 3,184,202 3,372,945 1,973,289 1,399,656 1,799,896 1,880,386 (188,743) (187,435) (188,743) (188,743) (80,490) (1,308) $’000 2016 Company 2,783,540 3,012,112 2,721,722 2,783,540 3,012,112 1,767,488 1,244,624 1,672,524 1,753,014 (228,572) (207,077) (228,572) (228,572) 290,390 (21,495) (80,490) $’000 2015 229
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (a) 13. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS any decisionsmadebytheREITManagersaffect theGroup’s overallexposure. variable returns,bothfrom the REIT Managers’remuneration andtheirinterests in theREITs, issignificantand FCOT, FHTandFLT, subjecttooversightbythetrusteeofrespective REITs. TheGroup’s overallexposure to respectively (collectively, the“REITManagers”). The REIT Managers havedecision-makingauthorityoverFCT, Management Pte.Ltd.(“FHAM”)andFrasersLogistics&IndustrialAsset(“FLIAM”), (“FCAM”), FrasersCentrepoint AssetManagement(Commercial) Ltd.(“FCAMC”),FrasersHospitalityAsset are managedbytheGroup’s wholly-owned subsidiaries, namely, FrasersCentrepoint AssetManagement Ltd. ownership interest andvotingpower ofFCT, FCOT, FHTandFLT. TheactivitiesofFCT, FCOT, FHTandFLT The Group assessed that it controls FCT, FCOT, FHT and FLT, although the Group owns less than half of the Frasers Logistics&IndustrialTrust Frasers HospitalityTrust Name Frasers Commercial Trust The followingsubsidiarieshaveNCIthatare materialtotheGroup. Interest inSubsidiarieswithMaterialNCI INVESTMENTS INANDBALANCESWITHSUBSIDIARIES(CONT’D) Frasers Centrepoint Trust Country ofIncorporation Principal Place of Business/ Singapore Singapore Singapore Singapore Interest heldbyNCI 79.5% 78.4% 72.9% 58.5% 2016 Ownership 79.7% 72.8% 58.7% 2015 – (a) 13. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS –investingactivities –operatingactivities Cash flowsfrom/(used in): –financingactivities Current liabilities Non-current assets Current assets Non-current liabilities Net assetsattributabletoNCI Net assets –Total comprehensive income –Profit fortheyear Attributable toNCI: Total comprehensive income Profit fortheyear Revenue 2016 equivalents Net increase incashand 1 For the subsidiaries with material NCI, financial information areFor thesubsidiarieswithmaterialNCI,financialinformation before inter-company eliminations. Interest inSubsidiarieswithMaterialNCI(cont’d) INVESTMENTS INANDBALANCESWITHSUBSIDIARIES(CONT’D) IncludesdividendspaidtoNCI 1 2,568,970 1,775,646 1,034,265 (278,800) (540,032) (110,296) 125,987 124,565 123,447 183,815 (13,180) 25,508 72,883 72,229 63,437 $’000 2,511 FCT 1,989,716 1,228,416 (219,301) (621,641) 101,751 899,898 156,497 (89,397) 79,642 56,746 51,899 77,894 71,241 (3,284) 51,513 FCOT $’000 9,070 1,876,892 1,076,686 (127,008) (155,841) (744,943) 107,779 100,578 801,162 126,543 (26,294) (33,542) 17,576 22,421 11,042 30,271 49,854 $’000 FHT (1,452,758) 1,751,320 1,298,160 1,032,037 1,498,220 (526,297) 102,522 (29,385) 33,468 50,287 63,254 43,658 78,930 3,115 3,918 $’000 FLT – Subsidiaries Individually Immaterial 23,199 18,106 24,108 Other $’000 NCI with 3,790,561 171,728 168,927 $’000 Total 231
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (a) 13. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS –financingactivities –investingactivities –operatingactivities Cash flowsfrom/(used in): Current assets Net assetsattributabletoNCI Net assets Non-current liabilities Current liabilities Non-current assets –Total comprehensive income –Profit fortheyear Attributable toNCI: Total comprehensive income Profit fortheyear Revenue 2015 cashequivalents Net (decrease)/increase incashand 1 Interest inSubsidiarieswithMaterialNCI(cont’d) INVESTMENTS INANDBALANCESWITHSUBSIDIARIES(CONT’D) IncludesdividendspaidtoNCI 1 1,754,544 2,527,149 1,027,887 (466,533) (327,670) (144,928) 120,004 158,746 171,464 189,242 100,615 (25,544) 21,598 93,153 62,048 $’000 (620) FCT 1,206,872 1,955,211 (197,286) (788,163) 882,828 142,187 124,185 (39,406) 88,574 79,230 22,935 31,506 75,198 54,737 15,473 50,870 FCOT $’000 1,092,733 1,882,795 (214,753) (822,217) 890,968 112,305 186,462 (30,529) 42,647 62,684 36,773 46,150 84,800 67,568 14,356 55,753 $’000 FHT Subsidiaries Individually Immaterial 46,536 11,941 18,181 Other $’000 NCI with 2,848,219 164,802 241,101 $’000 Total (a) 13. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (i) Interest inSubsidiarieswithMaterialNCI(cont’d) INVESTMENTS INANDBALANCESWITHSUBSIDIARIES(CONT’D) issued FCTunits,respectively. aggregate of381,410,341 unitsand31,739,341inFCT, representing 41.5%and3.5%ofthetotal theabovepaymentsofmanagementfeesbywayunitsinFCT,With theGroup andFCAMholdan for thelasttenbusinessdaysofrelevant period. 5 June2006.TheissuedpriceisthevolumeweightedaverageofunitstradedonSGX-ST ofunitsisprovidedThe paymentofsuchfeesintheform forTrust DeedconstitutingFCTdated 30June2016 1 April2016to 31March 2016 1 January2016to 31December2015 1 October2015to 30September2015 1 July2015to Relevant Period 30 September2016: (“FCT units”)inpaymentof20%to50%itsmanagementfeesfortheyearfrom 1October2015to The Group, through its subsidiary, FCAM as the manager of FCT, received the following units in FCT Payment ofManagementFeesbyWay ofUnitsinFCT FCT Date Received 17 July2016 25 April2016 25 January2016 26 October 2015 Received 865,668 898,068 394,269 371,296 No. of Units 2.0038 2.0011 1.8319 1.8925 Issued Price $ 4,956,689 1,734,626 1,797,124 Received 722,261 702,678 Value of Units $ held byFCAM Aggregate of 31,739,341 30,873,673 29,975,605 29,581,336 FCT Units FCT Unitsheld Aggregate of 381,410,341 380,544,673 379,646,605 379,252,336 by theGroup 233
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (a) 13. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (ii) Interest inSubsidiarieswithMaterialNCI(cont’d) INVESTMENTS INANDBALANCESWITHSUBSIDIARIES(CONT’D)
total issuedFCOTunits,respectively. an aggregate of215,643,435units and91,158,456unitsinFCOT, representing 27.1%and11.6%ofthe theabovepaymentsofmanagementfeesbywayunitsinFCOT,With theGroup and FCAMChold traded ontheSGX-STforlasttenbusinessdaysofrelevant period. FCOT dated12September2005.Theissuedpriceisthevolumeweightedaverageofunits ofunitsisprovidedThe paymentofsuchmanagementfeesintheform forintheTrust Deedconstituting 1 April2016to 1 January2016to 1 October2015to 1 July2015to Relevant Period from 1October2015to30September2016: FCOT (“FCOTunits”)inpaymentofapproximately 23%to40%ofitsmanagementfeesfortheyear The Group, through its subsidiary, FCAMC as the manager of FCOT, received the following units in Payment ofManagementFeesbyWay ofUnitsinFCOT FCOT 30 June2016 31 March 2016 31 December2015 30 September2015 22 July2016 25 April2016 22 January2016 Date Received 27 October2015 1,037,965 Received 267,630 617,585 711,903 No. of Units 1.2472 1.3057 1.2719 1.3402 Issued Price $ 3,428,657 1,355,271 Received 333,788 785,506 954,092 Value of Units $ held byFCAMC Aggregate of 91,158,456 90,890,826 89,852,861 89,235,276 FCOT Units Aggregate of 215,643,435 215,375,805 214,337,840 213,720,255 FCOT Units the Group held by (a) 13. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (iii) Interest inSubsidiarieswithMaterialNCI(cont’d) INVESTMENTS INANDBALANCESWITHSUBSIDIARIES(CONT’D)
1 October2015to 1 July2015to30 Relevant Period units inFHT, representing 21.6%,19.9%and1.7%ofthetotalissuedFHTunits,respectively. FCLI andtheFHTmanagersholdanaggregate of298,226,184units,274,193,436 units,24,032,748 theabovepayments ofmanagementfeesandacquisitionbywayunitsinFHT,With theGroup, Agreements. FHAM nominatedtheseunitstobereceived andheldbyFCLIinaccordance withtheNomination acquisition feeof$902,280inrespect oftheacquisitionbyFHTMaritimHotelDresden inGermany. The Group, through FHAM,received 1,159,146unitsinFHTatapriceof$0.78perunit,payment Payment ofAcquisitionFeesbyWay ofUnitsinFHT the SGX-STforlasttenbusinessdaysofrelevant period. FHT dated12June2014.Theissued price isthe volume weightedaveragepriceoftheunitstradedon ofunitsisprovidedThe paymentofsuchmanagementfeesintheform forintheTrust Deedconstituting October 2015to30September2016: The followingFHTunitswere issuedinpaymentof100%theirmanagementfeesfortheyearfrom 1 Agreements”). them pursuanttopaymentofmanagementfees,inexchangeforacashconsideration(“Nomination Pte. Ltd.(“FCLI”)where theFHTmanagersmaynominateFCLItoreceive suchFHTunitsissuedto On 5May2016,nominationagreements were signedbetween theFHTmanagersandFCLInvestment fees. FHT (the“FHTmanagers”),received unitsinFHT(“FHTunits”)paymentof100%theirmanagement The Group, through itssubsidiaries,FHAMandFrasers HospitalityPte.Ltd.(“FHPL”)asthemanagersof Payment ofManagementFeesbyWay ofUnitsinFHT FHT 31 March 2016 September 2015 5 May2016 3 November2015 Date Received 10,656,290 10,647,549 Received No. of Units 0.7642 0.7716 Issued Price $ 16,359,534 8,143,535 8,215,999 Received Value of Units $ Aggregate 24,032,748 24,032,748 FHT Units managers the FHT held by of held byFCLI 273,034,290 262,378,000 Aggregate FHT Units of 297,067,038 286,410,748 Aggregate the Group FHT Units held by of 235
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (b) 13. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (i) Acquisitions ofSubsidiaries INVESTMENTS INANDBALANCESWITHSUBSIDIARIES(CONT’D) year, thecomparative figures oftheGroup havenotbeenrestated toreflect thePPA finalisation. As the finalised PPA was not materially different from the provisional allocation in the previous financial Brands Goodwill Non-current liabilities Current liabilities Current assets Property, plantandequipment Favourable leases as follows: The PPA was finalised during the current financial year and the effects of the finalisation of the PPA are Based onthePPA, the goodwill was provisionally at $60,077,000as of 30September2015. determined PurchaseThe Group toperform PriceAllocation(“PPA”) engagedanindependentfirm forMHDV. Pound (“GBP”)136,100,000). (“MHDV”), acompanyincorporatedintheUnitedKingdom,forapproximately S$285,800,000(Sterling Company, completedtheacquisitionof100%shareholding interest inMHDVHoldings(UK)Limited On 17June2015,FrasersHospitalityUKHoldingsLimited(“FHUK”),awholly-ownedsubsidiaryofthe Recognised Provisional Previously Fair Value (493,979) 158,346 548,137 (85,062) 60,077 24,422 45,757 $’000 Adjustments $’000 (487) 403 84 – – – – Finalised (493,895) 158,346 548,137 (85,062) 60,480 45,270 24,422 $’000 As (b) 13. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (ii) Acquisitions ofSubsidiaries(cont’d) INVESTMENTS INANDBALANCESWITHSUBSIDIARIES(CONT’D) Net cashoutflowonacquisitionofsubsidiaries Cash ofsubsidiariesacquired Total consideration Exchange difference Goodwill onacquisitionwrittenoff toprofit statement(Note7) Total identifiablenetassetsatfairvalue Provision fortaxation Trade andother payables Cash andcashequivalents Inventories Property, plantandequipment Finalised AccountingoftheAcquisitionGTL The fairvalueoftheidentifiableassetsandliabilitiesGTLasatacquisitiondatewere: approximately S$77,179,000(GBP36,498,000). buyer-willing-seller basis,takingintoaccountthenettangibleassetvalueofGTLanditssubsidiary The consideration was approximately S$78,398,000 (GBP37,075,000) and was arrived at on a willing- lifestylebrandswithintheregion.and HotelduVin growing UKhospitalitysegment,whichisinlinewiththeGroup’s expansionstrategyoftheMalmaison The additionofthefourproperties through GTL willenableMHDVtofurtherexpandintothefast- namely TheMontpellierChapter, TheMagdalenChapter, HotelSeattleandTheAvon Gorge Hotel. of China.GTLanditssubsidiarycarryonthebusinessoperatinghotelsinUnitedKingdom, (“GTL”), acompanyincorporated in HongKongSpecialAdministrativeRegionofthePeople’s Republic On 9Dec2015,MHDVcompletedtheacquisitionof100%shareholding interest inGoldenTent Limited Recognised on Acquisition Fair Value 77,010 78,398 77,179 76,126 79,892 (1,388) (2,647) $’000 1,129 1,388 2,378 (66) 90 237
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (b) 13. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (c) as areduction inretained earnings. The differences betweenthe considerationpaidandthecarryingvalueofsubsidiary acquired are recognised FAI Subsidiary Property, plantandequipment Assets Acquired Measurement ofFairValues the Group’s profit statementfortheyearended30September2016. Transaction costsrelated totheacquisitionof$1,541,000havebeenrecognised inthe“ExceptionalItems” Transaction Costs Acquisitions ofSubsidiaries(cont’d) INVESTMENTS INANDBALANCESWITHSUBSIDIARIES(CONT’D) interest inFAPL increased to100%. of theSQIAAcquisition,FAI becameawholly-ownedsubsidiaryoftheGroup andtheGroup’s shareholding and 125issuedpaid-uppreference shares inFAPL are directly heldbytheCompany. Followingcompletion preference shares inFrasers(Australia)Pte.Ltd.(“FAPL”). Theremaining 75issuedandpaid-upordinary shares FAI isthelegalandbeneficialownerof25issuedpaid-upordinary shares and75issuedpaid-up “SQIA Acquisition”). SQIA was renamed Frasers (Australia) Investments Pte.Ltd.(“FAI”) on 5 August 2016. (Australia) Pte.Ltd.(“SQIA”),anewly-incorporatedcompanyinSingapore, fromPte.Ltd(the SQInternational On 21December2015,theCompanyacquired 100%oftheissuedandpaid-upshare capitalofSQInternational Acquisition ofAdditionalInterest inSubsidiaries $4,022,000, respectively. the contributionbyGTLtoGroup’s revenue andprofit fortheyearwouldhavebeen$28,607,000and profit fortheyear, respectively. Ifthebusinesscombinationhadtakenplaceatbeginningofyear, From theacquisitiondate, GTLhascontributed$23,876,000and$3,733,000,totheGroup’s revenue and Impact oftheAcquisitiononProfit Statement for theyearended30September2016. values ofidentifiablenetassets,hasbeenwrittenoff inthe“ExceptionalItems”Group’s profit statement valuations, thegoodwillof$1,129,000,constitutingresidual excessofconsiderationpaidoverthefair valuationsoftheproperties The Group toperform ofGTL.Basedontheexternal engagedanindependent firm Goodwill Arisingfrom Acquisition Additional 10 yearsdiscountedcashflowmethod,having regard tocomparable Valuation Technique Acquired Interests evidence andcurrent marketsentiment in FAPL 25% Subsidiary Acquired Carrying Value of (6,801) $’000 Consideration 35,372 $’000 Paid Consideration Excess of 42,173 $’000 Paid 14. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS –Current –Non-current Loan from anassociate: andassociates Total investmentsinjointventures –Current –Non-current Loans toassociates: Balances withassociates Share ofpost-acquisitionreserves Investments, atcost Investments inassociates –Current Loans from jointventures: Share ofpost-acquisitionreserves –Current * Investments, atcost Investments injointventures is unsecuredandrepayableinAugust2017. The loanfromanassociateof$85,947,000(2015:$92,575,000) bearsinterestat5.3%(2015:5.3%)perannum, terms. The non-current loantoanassociateisunsecured, interest free, payableincashandhasnofixedrepayment The loans from joint ventures are interest free, unsecured andare repayable in cash within the next12months. payable incashandhavenofixedrepayment terms. The loanstojointventures bearinterest at1.0%to4.7%(2015:1.1%4.6%)perannum,are unsecured, –Non-current Loans tojointventures: Balances withjointventures INVESTMENTS INANDBALANCESWITHJOINTVENTURESASSOCIATES Denotes amountlessthan$1,000. Note 24 18 24 18 793,013 552,800 154,067 398,733 451,058 240,213 165,544 285,202 165,965 (71,447) (85,947) 14,500 74,669 $’000 2016 (109) – – Group 585,388 250,460 167,535 381,248 334,928 284,589 261,257 120,106 (14,044) (92,575) 78,531 82,925 50,339 $’000 2015 (115) – – $’000 2016 500 500 500 – – – – – – – – – – – – – Company $’000 2015 500 500 500 –* – – –* – – – – – – – – – 239
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (c) (b) (a) 14. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (Note 7). The gain on disposal of Gemshine of $14,860,000 is classified as “Exceptional Items” in the profit statement 1 February2016andtheAggregate Considerationwassettledincash. cash andnetliabilitiesofGemshineitssubsidiariesas at 30September2015.Thesalewascompletedon arrived at taking into account, amongst others, the value ofthe property andasumbasedonthe adjusted Aggregate Consideration wasarrivedatonawilling-buyer-willing-seller basis.TheShares Considerationwas (“the Shares Consideration”) and$60,692,040,respectively (collectively, the“Aggregate Consideration”).The Investments (Mauritius)Limitedandnovateitsshare ofintercompany loansfortheconsiderationof$19,618,020 sell itsentire equityinterest inanassociate,GemshineInvestments(S)Pte.Ltd.(“Gemshine”),toLexis88 On 9December2015,FCLCentrepoint Pte.Ltd.,awholly-ownedsubsidiaryofFCL,entered intoadeedto Disposal ofanAssociate Road acquired inApril2016.The siteisexpectedtolaunchin2017. ofEastVueThe formation istoundertakethedevelopmentofaprivatecondominiumland parcel atSiglap and KHCapitalPte.Ltd.,incorporatedajointventure company, EastVue Pte.Ltd.(“EastVue”), inSingapore. On 15February2016,FCLTopaz Pte.Ltd.,awholly-ownedsubsidiaryofFCL,togetherwithSekisuiHouse,Ltd. Incorporation ofaJointVenture The marketvalueoftheGroup’s interest in Gold asat30September2016isS$193,980,000. associate of$954,000under“ExceptionalItems”intheprofit statement(Note7). excess offairvaluestheidentifiableassetsoverconsiderationisrecorded asagainonacquisitionofan properties heldforsaleand deferred taxliabilities.ThePPA wasfinalisedduringthecurrent financialyear. The paid forthenetassetshasbeenidentifiedandallocatedtoproperty, plantandequipment,investmentproperties, PPAThe Group toperform engagedanindependentfirm forGold.BasedonthePPA, partoftheconsideration additional shares isapproximately S$36,000,000(Baht923,000,000). S$0.261 (Baht6.50)pershare, increasing FPHT’s interest inGoldto35.6%.Theaggregate considerationforthe completed theopen-marketpurchase of142,000,000additionalshares atanaveragepriceofapproximately 4,971,000,000), atasubscriptionpriceofapproximately S$0.29(Baht7.25)pershare. On2March 2016,FPHT property advisoryserviceinThailand.Theconsiderationisapproximately S$195,000,000(ThaiBaht(“Baht”) business ofGoldcomprisesresidential andcommercial property developmentandproperty managementand Development PublicCompanyLimited(“Gold”),representing 29.5%shareholding interest inGold.The Co., Ltd. (“FPHT”), completed the acquisition of 685,700,997 new ordinary shares in Golden Land Property On 14January2016,theGroup, through itswholly-owned subsidiary, FrasersProperty Holdings(Thailand) Acquisition ofanAssociate INVESTMENTS INANDBALANCESWITHJOINTVENTURESASSOCIATES (CONT’D) 14. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Carrying amountofinterest atend of theyear Dividends received duringtheyear Disposal duringtheyear Addition duringtheyear Total comprehensive income –OCI –Profit aftertaxation Group’s share of: Group’s interest innetassetsatbeginningoftheyear Currency re-alignment ventures. The followingtableanalyses,inaggregate, thecarryingamountandshare ofprofit andOCIofthejoint ventures andassociatesare individuallyimmaterial. Except forGoldandSupreme AsiaInvestmentsLimitedanditssubsidiary(“SAIgroup”), theGroup’s joint No disclosure offairvalueismadeformaterialjointventures astheyare notquotedonanymarket. INVESTMENTS INANDBALANCESWITHJOINTVENTURESASSOCIATES (CONT’D) (188,125) 240,213 334,928 22,952 69,617 69,845 $’000 2016 (228) 841 – Group (124,666) (344,996) 231,212 334,928 231,167 589,385 (16,007) $’000 2015 45 – 241
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 14. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Carrying amountofinterest atendoftheyear Currency re-alignment Dividends received duringtheyear Disposal duringtheyear Addition duringtheyear Total comprehensive income –OCI –Profit/(loss) aftertaxation Group’s share of: oftheyear Group’s interest innetassetsatbeginning –Investee’s shareholders –NCI Attributable to: Net assets Non-current liabilities Current liabilities Non-current assets Current assets –Investee’s shareholders –NCI Attributable to: Total comprehensive income OCI Profit aftertaxation Revenue 2016 carrying amountandshare ofprofit andOCIofthe remaining individuallyimmaterialassociates. on acquisitionanddifferences intheGroup’s accountingpolicies.Thetablealsoanalyses,inaggregate, the preparedtheir consolidatedfinancialinformation inaccordance withFRS,modifiedforfairvalueadjustments ofeachtheGroup’sThe followingtablesummarisesthefinancialinformation materialassociatesbasedon INVESTMENTS INANDBALANCESWITHJOINTVENTURESASSOCIATES (CONT’D) (438,143) (123,632) 244,358 231,200 678,656 724,473 515,958 313,261 686,013 14,774 41,208 41,208 14,774 41,477 (1,616) (7,357) $’000 Gold (269) – – – – – 1,139,264 SAI group (811,668) 248,394 182,375 524,969 541,938 214,342 201,657 208,881 208,881 719,178 (19,654) 88,461 88,461 16,969 (2,788) 7,224 $’000 – – – – – Immaterial Associates 60,048 68,085 (4,006) (3,628) (1,531) (1,703) 1,128 $’000 172 – 552,800 231,200 101,704 101,532 250,460 (18,526) (8,410) (3,628) $’000 Total 172 14. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Total comprehensive income Carrying amountofinterest atend of theyear Disposal duringtheyear Currency re-alignment Dividends received duringthe year –OCI –Profit aftertaxation Group’s share of: Group’s interest innetassetsatbeginningoftheyear –SAIgroup’s shareholders –NCI Attributable to: Net assets Current liabilities Non-current assets Current assets –SAIgroup’s shareholders –NCI Attributable to: Total comprehensive income OCI Profit aftertaxation Revenue 2015 INVESTMENTS INANDBALANCESWITHJOINTVENTURESASSOCIATES (CONT’D) SAI group (724,184) 182,375 378,850 279,543 823,491 190,619 190,619 806,568 365,405 184,271 86,063 88,937 86,063 13,445 $’000 7,375 6,348 – – – – Immaterial Associates 127,289 (12,584) (48,181) 68,085 (4,576) $’000 6,137 6,007 130 250,460 216,226 (48,181) 92,200 92,070 (5,209) (4,576) $’000 Total 130 243
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 16. 15. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS At 30September2015 At 30September2016 Net BookValue At 30September2016 Amortisation Currency re-alignment 1October2015 At 30September2015and Amortisation Currency re-alignment At 1October2014 Accumulated Amortisation At 30September2016 Write-off againstreserves (Note 13(b)) Adjustments onfinalisationofPPA Currency re-alignment 1October2015 At 30September2015and Acquisition ofsubsidiaries(Note13(b)) Currency re-alignment Available-for-sale financialassets: for theseinvestments(Note34(e)). The unquotedequityinvestmentsare measured lossesasthere atcostlessimpairment are noactivemarkets INTANGIBLE ASSETS At 1October2014 Cost Total available-for-sale financialassets Allowance forimpairment Equity investments Quoted Equity investments,atcost Unquoted FINANCIAL ASSETS Goodwill 510,887 505,953 510,887 505,953 496,516 (50,640) 60,077 $’000 4,531 403 – – – – – – – – 133,388 162,192 133,388 162,192 158,346 (28,804) Brands (1,155) 2,148 $’000 2,162 $’000 3,303 3,846 2016 14 – – – – – – – – – – Group Favourable 37,032 Leases 46,699 38,136 46,869 45,757 (8,246) (1,155) $’000 1,104 1,067 1,112 2,148 2,165 3,303 $’000 2015 (133) (487) 170 164 17 6 – – – Others 10,397 10,397 (1,155) (5,312) 2,148 $’000 2,148 $’000 3,303 6,320 4,656 4,077 3,500 5,085 2016 429 579 577 – – – – – – – Company 681,736 721,164 687,496 725,411 264,180 506,913 (32,519) (45,682) (5,312) (1,155) $’000 5,760 1,646 4,247 3,500 2,148 2,148 3,303 $’000 Total 2015 (133) 741 (84) 6 – (a) Goodwill 16. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS –Singapore SBU –AustraliaSBU Carrying valueofcapitalisedgoodwillinthefollowingbusinesssegments: –HospitalitySBU (ii) (i) The carrying value was assessed for impairment basedonCGUsduringthefinancialyear.The carryingvaluewasassessedforimpairment is subjecttocurrency fluctuations. The Group’s goodwillisdenominatedintherespective functionalcurrencies oftheacquired subsidiariesand INTANGIBLE ASSETS(CONT’D) As at30September2016,thecarryingvalueofgoodwillis S$62,601,000(2015:S$62,601,000). (2015: 2%).Basedontherecoverable isnecessary. amount,noimpairment projections is10%(2015:10%)andtheforecast growth rateusedbeyondthe10-yearperiodis2% of thenetmanagementfeeincomecoveringa10-yearperiod. Thepre-tax discount appliedtothe The recoverable basedonvalue inusecalculationsusingaprojection amounthasbeendetermined testing, thegoodwillisallocatedtoFCAMCwhichholds managementcontractsforFCOT. The Group recorded goodwill upontheacquisitionofFCOTandFCAMC.Forpurposesimpairment Singapore SBU A$381,396,000). As at30September2016,thecarryingvalueofgoodwillisAustralianDollar(“A$”)381,396,000(2015: required. The recoverable amountyields sufficient headroom atthereporting datewhichindicatesnoimpairment business conditions. multipleappliedissustainableinviewofthecurrentManagement believestheearnings andanticipated participants’ multiples used in mergers and acquisitions, market tradingrangesand research reports. offer bytheGroup takesintoconsiderationmarket toacquiremultipledetermined FPL.Theearnings multiples consistent with the valuationreports prepared professional byexternal advisors toassessthe wascapitalisedat multipleof12.5(2015:12.5).The PBITearnings amountandanearnings earnings of theCGUFrasersProperty Limited(“FPL”)are estimatedbasedona3-yearaverageforecast PBIT Management adoptedafairvaluelesscoststosellapproachtest.Therecoverable toimpairment amount Australia SBU 397,339 510,887 62,601 50,947 $’000 2016 381,816 505,953 62,601 61,536 $’000 2015 245
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (a) 16. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (iii) Goodwill (cont’d) INTANGIBLE ASSETS(CONT’D) The keyassumptionsusedintheestimationofvalueusewere asfollows: the industryandcountriesinwhichtwoCGUsoperate. the table below which are within management’s average growth expectation of the long term rates of Cash flowsbeyondtheseperiodsaregrowth extrapolatedusingtheestimatedterminal ratesstatedin discounting theprojected cashflowsover7yearstobegeneratedfrom thecontinuinguseofCGU. The recoverable amountofthesetwoCGUswere basedonitsrespective by valueinuse,determined As at30September2016,thecarryingvalueofgoodwillisGBP28,800,000(2015:GBP28,608,000). (S$24,412,000 (GBP13,800,000))CGUs. hotels has beenallocated to the Malmaison hotels (S$26,535,000 (GBP15,000,000))and Hotel duVin testing,thecarryingamountofgoodwillonacquisitionMHDV For thepurposesofimpairment 28,800,000) (Note13). Based onthefinalisedPPA, atS$60,480,000(GBP goodwillontheacquisitionofMHDVwasdetermined Hospitality SBU Discount rate Terminal valuegrowth rate required. The recoverable amountyields sufficient headroom atthereporting datewhichindicatesnoimpairment Malmaison hotels 2.0 –3.0 CGU 7.0 % Hotel duVinhotels CGU 7.0 3.0 % 17. PREPAYMENTS (c) (b) Brands 16. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Changjiang Road,Dalian,Chinaforthedevelopmentofservicedresidences. Prepaid land and development costs relate to tender deposits and related costs paid in respect of tender of Total prepayments Other prepayments Prepaid landanddevelopment costs Current Prepayments Non-current CGU are setoutinNote16(a)(iii). The methodologyandkeyassumptionsusedinestimationoftherecoverable amountsoftheMalmaisonhotels $45,270,000 (Note13).Amortisationof$1,067,000(2015:$164,000)wascharged totheprofit statement. Based onthefinalisedPPA, favourableleasesattributabletotheMalmaisonhotelsCGUhasbeenvaluedat Favourable Leases hotelsCGUsareand HotelduVin setoutinNote16(a)(iii). The methodologyandkeyassumptionsusedinestimationoftherecoverable amountsofMalmaisonhotels tohaveindefiniteusefullives,noamortisationhasbeenchargeddetermined fortheyear. year. BasedonthefinalisedPPA, theamounthasbeenvaluedat$158,346,000(Note13).Asbrandsare Brands relate brandnamesthattheGroup tothe“Malmaison”and“HotelduVin” acquired intheprior INTANGIBLE ASSETS(CONT’D) 116,131 113,057 52,602 60,455 3,074 $’000 2016 Group 69,554 61,205 41,328 19,877 8,349 $’000 2015 $’000 2016 51 51 51 – – Company $’000 2015 47 47 47 – – 247
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 18. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS
(current andnon-current) Total tradeandotherreceivables Total tradeandotherreceivables (current) Sundry debtors Loan toanon-controlling interest Loans toassociates Loans tojointventures Amounts duefrom related companies Amounts duefrom subsidiaries Recoverable developmentcosts Other deposits Staff loansandadvances Accrued interest income Tax recoverable Other receivables (current) agreements Receivables from jointdevelopment heldinescrow account Proceeds from disposalofsubsidiary Insurance claimsreceivable receivables Sales proceeds andprogress billing Trade receivables Trade receivables (current) Loans toassociates Amounts duefrom subsidiaries Other receivables (non-current) Sundry debtors agreements Receivables from jointdevelopment Loans tojointventures * TRADE ANDOTHERRECEIVABLES Denotes amountlessthan$1,000. Note 14 14 13 14 14 13 906,465 677,821 453,247 224,574 228,644 165,965 285,202 159,544 43,804 14,500 57,945 12,506 33,791 36,659 15,088 11,033 65,030 $’000 4,375 2016 321 702 – – – – – – Group 1,084,981 843,505 562,222 261,257 281,283 241,476 208,397 120,106 45,158 84,969 18,743 34,032 13,558 78,933 72,886 37,096 78,531 3,406 1,124 7,034 7,301 6,707 5,743 $’000 2015 – – – 3,375,358 1,960,927 1,959,689 1,958,514 1,414,431 1,414,431 1,103 1,238 1,238 $’000 2016 72 – – – – – – – – – – – – – – – – Company 3,015,187 2,721,722 2,721,722 293,465 292,848 290,390 1,365 1,091 $’000 2015 617 617 2 – –* – – – – – – – – – – – – – 18. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS project feasibilitiesandtheGroup’s ongoinginvolvementintheoperationsoftheseentities. The credit riskassociatedwithreceivables from jointventures ismonitored through management’s review of bank deposits,guaranteesormortgagesoverassets until completion. risk exposure toasinglecustomerorgroup ofcustomers.TheGroup generallyholdscollateralintheform large numberofcustomers thatare geographicallydispersed.TheGroup does nothaveanysignificantcredit There isnoconcentration ofcredit riskwithrespect tothetradereceivables oftheGroup astheyconsistofa In conjunctionwiththeSQIAacquisition(Note13(c)),thisloanwasfullysettledduringyear. amount wasrepayable incashand bore interest atafixedrateof8%perannum. Frasers (Australia)Pte.Ltd.,paidonbehalfbyFCLCloveranothersubsidiaryoftheCompany. The In 2015,theloantoaNCIwasrelated totheNCI’s share ofshareholders’ loancontributionstoasubsidiary, Loan toaNon-Controlling Interest in cash. Amounts duefrom related companiesare non-traderelated, unsecured, interest free andrepayable ondemand Amounts duefrom RelatedCompanies the project feasibilitystudies. development agreements are based on cash flow forecast carried out in conjunction with detailedreviews of The timingofexpectedreceipts ofcashflowsassociatedwithcurrent andnon-current receivables from joint Receivables from JointDevelopment Agreements purchasers receive thenoticestomakepayments. Progress billing receivables relate to the outstanding balance of progress billingswhich are due after the defect liabilityperiodand/ortitlesubdivision. which willbereceived uponissueofnoticevacantpossession,certificatestatutorycompletion,expiry Sales proceeds receivables relate tothebalanceofsalesproceeds from completedproperties heldforsale Sales Proceeds andProgress BillingReceivables original invoicedamountswhichrepresent theirfairvaluesoninitial recognition. Trade receivables comprisemainlyrental receivables, are non-interest bearingandare recognised attheir Trade Receivables TRADE ANDOTHERRECEIVABLES (CONT’D) 249
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (b) (a) 18. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS follows: date butnotimpaired. These receivables are unsecured andtheaginganalysisatreporting dateisas The Group hadtradereceivables amountingto$21,063,000(2015:$17,763,000)thatare pastdueatreporting Trade Receivables thatare PastDuebutNotImpaired Corporate andOthers International Business International Hospitality SBU Australia SBU Singapore SBU 1 to30days Trade receivables pastdue: More than90days 61 to90days 31 to60days by strategicbusinessunitsisasfollows: The maximumexposure tocredit riskfortradereceivables andsalesproceeds receivable atthereporting date Credit RiskbyStrategicBusinessUnits TRADE ANDOTHERRECEIVABLES (CONT’D) 224,574 38,829 96,379 82,296 3,746 3,324 $’000 2016 Group 281,283 165,318 58,855 54,120 2,474 $’000 2015 516 16,068 21,063 $’000 1,162 1,215 2,618 1,238 1,238 $’000 2016 2016 – – – – Company Group 10,180 17,763 2,504 1,459 3,620 $’000 $’000 2015 2015 617 617 – – – – (c) 18. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS additional credit riskbeyondthat provided forisinherent intheGroup’s tradeandotherreceivables. Based ontheGroup’s historicalexperienceinthecollectionofreceivables, managementbelievesthatno secured byanycollateral or credit enhancements. debtors that are insignificant financial difficulties andhavedefaultedonpayments.Thesereceivables are not Trade andother receivables thataretobeimpaired individuallydetermined atthereporting daterelate to At 30September Written off Write-back ofallowance(Note 4(a)) Charge fortheyear(Note 4(a)) Currency re-alignment At 1October Movements inallowanceaccount: Allowance forimpairment Trade receivables –nominalamounts account usedtorecord are theimpairment asfollows: The Group’s tradereceivables thatare impaired atthereporting dateandthemovementsofallowance Trade Receivablesthatare Impaired TRADE ANDOTHERRECEIVABLES (CONT’D) Collectively Impaired (2,096) 2,096 2,013 2,338 4,434 $’000 2016 (11) 11 83 – (2,013) 2,013 2,291 3,025 5,038 $’000 2015 (278) (11) 11 – Group Individually Impaired (4,326) 4,326 3,179 1,908 4,326 $’000 2016 (675) (29) (57) – (1,908) 1,908 1,855 1,908 $’000 2015 (128) (617) 771 27 – 251
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 19. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Gross deferred taxassets determined afterappropriatedetermined offsetting, are shownonthebalancesheet. against current taxliabilities andwhenthedeferred taxesrelate tothesame taxjurisdiction.Theamounts, Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets Others Gross deferred taxliabilities Unabsorbed lossesandcapitalallowances Others Employee benefits Differences indepreciation different period Provisions, expensesandincometakenina different period Provisions, expensesand income takenina Fair valueadjustments Deferred taxassets Fair valueadjustments Deferred taxliabilities Deferred taxliabilities Deferred taxassets The deferred tax assets and liabilities prior to offsetting of balances within the same jurisdiction are as follows: DEFERRED TAX ASSETSANDLIABILITIES (303,316) (171,540) 152,398 (20,306) (12,466) (99,004) 23,905 99,013 23,220 6,260 $’000 2016 Balance Sheet – (310,530) (167,395) 162,518 (42,557) (12,493) (88,085) 34,290 98,797 24,708 4,723 $’000 2015 – Group (150,918) (206,078) (30,038) (27,587) (16,540) (10,599) 55,160 (Charged)/credited to 25,700 (1,223) (3,488) $’000 1,233 $’000 2016 2016 Profit Statement (196) 216 – Group (148,012) (317,736) 169,724 (74,462) (36,849) (39,165) (14,375) (24,525) 27,030 67,454 (1,524) (1,403) $’000 2,606 $’000 2015 2015 349 20. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (a) At 30September Transfer from developmentproperties heldforsale Sold duringtheyear Charge fortheyear(Note4(a)) At 30September Transfer tocompleted properties heldforsale Sold duringtheyear Charge fortheyear(Note 4(a)) Currency re-alignment At 1October Development properties held forsale At 1October Completed properties heldfor sale Currency re-alignment Properties inthecourseofdevelopment,atcost Development properties heldforsale Write-down tonetrealisable value Development profit Progress paymentsreceived andreceivable Completed units,atcost Completed properties heldforsale Total properties heldforsale Write-down tonetrealisable value Movements inwrite-downtonetrealisable valueare asfollows: PROPERTIES HELDFORSALE 1.8% and4.4%(2015:2.5% 4.9%)perannum. The borrowing costsofloansusedtofinancetheprojects havebeencapitalisedatinterest ratesofbetween specifically fortheprojects wascapitalisedascostofdevelopmentproperties heldforsale. During the year, net interest expense of $39,140,000 (2015: $61,498,000) arisingfrom borrowings obtained 3,331,291 3,237,126 3,354,932 3,148,576 3,997,551 (206,356) (110,437) 117,806 899,902 848,975 (94,165) (50,927) (50,927) (11,841) (19,268) (94,165) (27,842) (21,338) 11,841 31,099 $’000 $’000 1,174 2016 2016 614 906 Group Group 3,701,765 3,591,328 3,652,483 3,536,763 3,922,672 (110,437) (115,720) (110,437) 407,247 385,909 (21,338) (21,338) (93,725) (19,793) (25,624) 61,155 (1,298) $’000 8,912 $’000 2015 2015 (247) – – – – 253
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (e) (d) (c) (b) 20. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS –paidtorelated parties Development costs $1,596,259,000 (2015:$1,592,175,000)tofinancialinstitutionsassecuritiesforcredit facilities. Certain subsidiarieshavegrantedfixedandfloatingcharges overtheirproperties heldforsaletotalling –paidtorelated parties Interest expense and related agreed partieswhich tookplaceduringtheyearatterms betweentheparties: Included in development properties held for sale are the following significant transactions between the Group $987,511,000) whichare expectedtobecompletedwithinthenexttwelvemonths. Included indevelopmentproperties heldforsaleare projects ofapproximately $652,667,000(2015: Less: Progress billings Aggregate costsincurred andrecognised todate revenue isrecognised onapercentage ofcompletionbasis: The followingtableprovides aboutagreements information thatare inprogress atthereporting datewhere PROPERTIES HELDFORSALE(CONT’D) (206,356) 112,181 442,375 648,731 $’000 $’000 2016 2016 650 Group Group (115,720) 452,448 568,168 20,272 $’000 $’000 2015 2015 741 (a)
21. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS place forthefollowingamounts: The Group andtheCompany havecross currency interest rateswapandcross currency swaparrangementsin and alsotohedgeexposure to exchange raterisksonforeign currency borrowings. interest raterisksassociated withmovementsininterest rateswhichimpacttheborrowing costsoftheGroup The Group enters into cross currency interest rate swaps and cross currency swapsto hedge its exposure to Cross Currency Interest RateSwaps/Cross Currency Swaps –Non-current –Current Comprise: Foreign currency forward contracts Interest rateswaps cross currency swaps Cross currency interest rateswaps/ Liabilities –Non-current –Current Comprise: no ineffectiveness recognised from thesehedges. net investmenthedgestohedge foreign exchangerisksarising from theGroup’s netinvestments. There was Cross currency swaps with acarryingamountof$705,000(2015:Nil)were designatedashedgeinstruments for Foreign currency forward contracts After three years Interest rateswaps Between onetothree years cross currency swaps Cross currency interest rateswaps/ Assets Within oneyear Within Notional amounts DERIVATIVE FINANCIALINSTRUMENTS 136,918 136,918 107,541 752,537 421,600 218,193 112,744 89,994 46,924 10,049 19,328 11,497 11,497 2,136 9,361 5,362 1,446 4,689 $’000 $’000 2016 2016 Group Group 327,768 227,768 100,000 61,194 36,592 24,602 61,194 51,360 76,102 55,935 20,167 76,102 58,178 10,594 8,516 1,318 7,330 $’000 $’000 2015 2015 – 32,747 32,484 32,747 32,557 34,075 34,075 $’000 $’000 2016 2016 263 190 225 225 225 225 – – – – – – Company Company 27,623 19,617 27,623 20,018 24,815 19,463 24,815 19,463 8,006 7,605 5,352 5,352 $’000 $’000 2015 2015 – – – – – – 255
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (c) (b) 21. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS no ineffectiveness recognised from thesehedges. instruments forcashflowhedges,tohedgeinterest raterisksarisingfrom variablerateborrowings. There was Interest rateswapswith a carryingamountof$105,494,000(2015:$33,062,000)were designatedashedge 0.4% to4.5%(2015:1.0%3.5%)perannum. At 30September2016,thefixedinterest ratesoftheoutstandinginterest rateswapcontractsrangedbetween amounts: The Group andthe Company have foreign currency forward contract arrangements in place for the following foreign currency forward contractsare accountedforatfairvaluethrough profit statement. currency receivables andpayables,cashequivalentsborrowings. Thecarryingamountsofthe Foreign currency forward contractsare usedbytheGroup tohedgeexposure toexchangeraterisksonforeign Foreign Currency Forward Contracts After three years Between onetothree years Between onetothree years Within oneyear Within Notional amounts Within oneyear Within Notional amounts The Group andtheCompanyhaveinterest rateswaparrangements inplaceforthefollowingamounts: movements ininterest ratesontheborrowings oftheGroup. Derivative financialinstrumentsare usedbytheGroup tohedgeexposure tointerest raterisksassociatedwith Interest RateSwaps DERIVATIVE FINANCIALINSTRUMENTS(CONT’D) 6,788,677 2,006,033 2,750,665 2,031,979 841,175 794,294 46,881 $’000 $’000 2016 2016 Group Group 6,743,139 3,517,270 2,676,440 813,568 549,429 813,568 $’000 $’000 2015 2015 – 1,607,395 1,000,000 518,800 102,000 102,000 88,595 $’000 $’000 2016 2016 – Company Company 1,586,324 1,495,200 421,558 421,558 91,124 $’000 $’000 2015 2015 – – (a) 22. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Total credit-linked deposits Bank depositscomprisethefollowingChineseRenminbi(“RMB”)structured deposits: Total principalprotected deposits cashequivalents Total bankdepositsandcash Total cashandequivalents –Cashinbanks Otherdeposits –Fixeddeposits Rules–1997Ed”: Amounts heldunder“Project Account Cash inbanksandhand (“US$”)/S$ LinkedtoUnitedStatesDollar Principal protected deposits Fixed deposits Cash andcashequivalents Structured deposits Bank deposits LinkedtoUS$LIBOR Credit-linked deposits Total structured deposits (2) (1) BANK DEPOSITSANDCASHEQUIVALENTS
Company (Note25). Credit-linked depositsare linkedtocertainfinancingobtainedbyFCLTreasury Pte.Ltd.(“FCLT”), awholly-ownedsubsidiaryofthe Principal protected atmaturity. (2) (1) 165,532 118,818 108,314 102,183 437,337 273,846 163,491 20,436 46,714 81,746 61,309 $’000 6,131 Amount 2016 2,139,980 1,339,980 RMB’000 809,980 581,400 100,000 228,580 400,000 530,000 300,000 500,000 800,000 30,000 Group 2,168,680 1,731,343 1,117,713 522,545 437,337 91,085 25,862 65,223 $’000 2016 $’000 Amount – – – – – – – – – – – – Group 2015 RMB’000 1,373,140 1,373,140 157,256 116,440 690,197 525,687 40,816 $’000 2015 – – – – – – – – – – – – – Interest Rate 3.0 2.8 3.0 2.7 2.7 3.1 2.8 % 67,516 67,516 47,516 20,000 $’000 2016 1 March 2017 25 November2016 13 January2017 17 October2016 18 October2016 3 March 2017 3 March 2017 Maturity – – – – Company 9,064 9,064 9,064 $’000 2015 – – – – – 257
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 23. (d) (c) (b) 22. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Cash andcashequivalentsintheconsolidatedflowstatement 18 November2015. appropriately carriedatthe lowerofcostandfairvaluelesssellingcosts.Thetransactionwascompletedon 2015, theGroup’s revalued 19.9% ownershipinterest inALJVwastransferred toassets heldforsaleandwas value upliftofS$25,528,000(A$25,500,000)toreflect thecontractpriceofassets.Asat30September S$112,123,000 (A$112,000,000).Theunderlyingproperty valueinthejointventure (“JV”)recorded afair for FPA’s 19.9% ownership interest in the Australand Logistics Joint Venture (“ALJV”) property assets for entered intoaconditional saleandpurchase agreement withAscendasRealEstate InvestmentTrust (“A-REIT”) On 19September2015,theGroup, through itswholly-ownedsubsidiaryFrasersProperty Australia(“FPA”), ASSETS HELDFORSALE Bank overdrafts Fixed depositsandcashinbankshand the reporting date: For thepurposeofconsolidatedcashflowstatement,andequivalentscomprisefollowingat development expenditure incurred onproperties developedforsale. The withdrawalsfrom amountsheldunder“Project AccountRules–1997Ed”are restricted topaymentsfor Group, interest andearn attherespective depositrates. short-term deposits varybetweenonedayandthree monthsdependingontheimmediatecashrequirements ofthe interestCash inbanksearns atfloatingratesbasedondailybankdepositrates.Thetenure ofshort-term BANK DEPOSITSANDCASHEQUIVALENTS (CONT’D) Note 25 1,728,197 1,731,343 (3,146) $’000 2016 Group 1,367,505 1,373,140 (5,635) $’000 2015 24. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS repayment. at arangebetween1.9%and2.8%(2015:Nil),are non-tradeinnature, unsecured of andwithnofixedterm Included innon-current amountsduetonon-controlling interests is$28,932,000(2015:Nil)whichbearsinterest demand andinterest free. Current amountsduetonon-controlling interests are non-tradeinnature, unsecured, repayable incashon Amounts duetoNon-Controlling Interests Trade payables are non-interest bearingandare generallysettledon30to60daysterm. Trade Payables (current andnon-current) Total tradeandotherpayables Loan from anassociate Amounts duetonon-controlling interests Amounts duetosubsidiaries Rental deposits Land vendorliabilities Sundry creditors Other payables(non-current) Total tradeandotherpayables(current) Progress billingsreceived inadvance Loans from jointventures Loan from anassociate Amounts duetorelated companies Amounts duetosubsidiaries Deposits Rental deposits Land vendorliabilities sundrycreditors Accrued operatingexpensesand Interest payable Amounts duetonon-controlling interests Other payables(current) Trade payables TRADE ANDOTHERPAYABLES Note 14 13 14 14 13 1,985,387 1,694,961 1,222,525 290,426 146,844 472,436 488,931 407,498 42,886 33,192 67,504 85,947 67,327 56,130 66,461 45,297 $’000 4,156 2016 109 669 – – – Group 1,568,399 1,314,648 253,751 934,215 278,762 335,339 132,479 380,433 92,575 50,526 75,508 35,142 58,882 45,238 39,077 43,480 $’000 2015 115 843 – – – – 197,530 196,222 195,148 187,435 1,308 1,308 7,713 1,074 $’000 2016 – – – – – – – – – – – – – – Company 236,942 207,077 207,077 29,865 29,679 21,495 8,178 $’000 2015 186 6 – – – – – – – – – – – – – 259
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
25. 24. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Total loans andborrowings Repayable afteroneyear: Other bonds Bank overdrafts Repayable withinoneyear: Other bonds Medium Term Notes Medium Term Notes Bank loans Secured Bank loans Unsecured Bank loans Secured Bank loans Unsecured LOANS ANDBORROWINGS the balanceofpurchase monies hasbeenpaidorsettlementoftheacquisitionoccurred. The amountowingtolandvendorsof$146,844,000(2015:$75,508,000)issecured overtheproperties until development thatcontaindeferred theseliabilitiesare payment terms, disclosedattheirpresent value. When asubsidiaryentersintounconditionalcontractswithlandvendorstopurchase properties forfuture Land Vendor Liabilities current amountsare repayable upondemand. Amounts duetorelated companiesare non-traderelated, interest free, unsecured andrepayable incash.The Amounts duetoRelatedCompanies ofthehotelproperties.amortised overtheleaseterms to aleaseliabilityforeffects ofunfavourableleasesrecognised onacquisitionofMHDV(Note13)andis Included innon-current sundrycreditors are unfavourableleasesof$11,537,000(2015:$14,597,000)relating Sundry Creditors TRADE ANDOTHERPAYABLES (CONT’D) 2016 Interest Rate 3.4 4.9 3.4 2.9 1.9 2.5 3.1 2.2 Weighted % Effective Average – 2015 3.5 4.9 3.4 2.9 2.9 2.3 4.1 % – – 9,795,537 8,325,421 1,470,116 1,081,541 2,096,135 4,587,183 1,052,700 529,268 384,270 31,294 30,000 3,146 $’000 2016 Group 10,275,457 9,255,320 1,020,137 2,047,742 6,107,626 524,877 544,193 374,329 640,173 30,882 5,635 $’000 2015 – $’000 2016 – – – – – – – – – – – – Company $’000 2015 – – – – – – – – – – – – (h) (g) (f) (e) (d) (c)
(b) (a) 25. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (ii) (i) Unsecured Included inotherbondsare: The Group, through itssubsidiary, FHT, establishedaS$1,000,000,000Multicurrency DebtIssuanceProgramme. Programme. The Group, through its subsidiary, FCOT, established a S$1,000,000,000 Multicurrency Medium Term Note The Group, through itssubsidiary, FCT, establishedaS$1,000,000,000Multicurrency DebtIssuanceProgramme. guaranteed bytheCompany. FCLT hasaS$3,000,000,000 Multicurrency DebtIssuanceProgramme, whichisunconditionallyandirrevocably these interest rateswaps are discussedinNotes21and34. economic effect ofconverting borrowings from of variableratestofixedrates.The fairvaluesandtheterms As at30September2016,theGroup andtheCompanyhadinterest rateswapsinplace,whichhavethe At 30September (iii) Secured After 5years Between 3and5years Between 1and2years Maturity ofnon-current loansandborrowings isasfollows: Notes 11,12and20. charges overcertainassetsandmortgagesonfreehold andleaseholdlandunderdevelopmentasdisclosedin The secured bank loans and other bonds are secured by certain subsidiaries by wayof fixed and floating LOANS ANDBORROWINGS(CONT’D) Japanese Yen denominatedbondsmature 5yearsfrom 14July2014andare unsecured. Bonds ofS$31,382,000(JPY2.35billion)(2015:S$27,359,000 (JPY2.35billion))issuedbyFHT. The 22 May2015,are unsecured andare unconditionallyandirrevocably guaranteedbytheCompany. Retail bondsofS$497,886,000(2015:S$497,518,000)issuedbyFCLT. Thebondsmature 7yearsfrom Westin KualaLumpur. The MalaysianRinggitdenominatedbondsmature 5yearsfrom 14July2014andare secured bythe Senior bondsofS$31,294,000(MYR94,886,000)(2015:S$30,882,000 (MYR94,846,000))issuedbyFHT. 8,325,421 1,015,906 6,190,504 1,119,011 $’000 2016 Group 9,255,320 6,817,991 1,667,498 769,831 $’000 2015 $’000 2016 – – – – Company $’000 2015 – – – – 261
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 27. 26. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Other reserves Dividend reserve Share-based compensation reserve Foreign currency translationreserve Hedging reserve OTHER RESERVES The ordinary shares havenoparvalue. shares carryonevoteper share withoutrestriction. The holdersofordinary shares are entitledtoreceive dividendsasandwhendeclared bytheCompany. All At 30September awarded undertheshare plans –pursuanttothevestingofshares Issued duringtheyear: At 1October Ordinary Shares Issued andfullypaid: SHARE CAPITAL 2,899,996,444 2,895,009,863 No. ofShares 4,986,581 (327,733) (471,347) 179,800 (75,374) 20,588 18,600 $’000 2016 2016 Group 1,766,800 1,759,858 (245,798) (468,446) 179,491 $’000 6,942 Group andCompany 15,353 27,804 $’000 2015 – 2,895,009,863 2,889,812,572 No. ofShares 202,100 179,800 5,197,291 18,600 3,700 $’000 2016 – – Company 2015 1,759,858 1,753,977 198,030 179,491 15,322 3,217 $’000 2015 5,881 $’000 – – 27. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS
withoutchangeincontrol Change ininterests insubsidiaries subsidiaries Changes inownershipinterests in Ordinary shares issued toowners Contributions byanddistributions Net fairvaluechangeof Other comprehensive income The movementofotherreserves isasfollows: OTHER RESERVES(CONT’D) Foreign currency translation interests insubsidiaries Total changeinownership Employee share-based expense
Closing balanceat Dividends paid(Note30) Share ofothercomprehensive Opening balanceat 2016 Group fortheyear Other comprehensive income Dividends proposed (Note30) Total contributionsbyand cash flowhedges associates income ofjointventures and 30 September2016 1 October2015 distributions toowners (103,204) (103,260) Hedging Reserve (75,374) 27,804 $’000 (56) 82 82 – – – – – – Translation Currency (471,347) (468,446) Reserve Foreign (2,180) (2,180) $’000 (721) (721) – – – – – – – Compensation Reserve 10,189 18,600 15,353 (6,942) Share- based $’000 3,247 – – – – – – – – Dividend (179,491) 179,800 179,491 179,800 Reserve $’000 309 – – – – – – – – Reserve 20,588 20,588 20,588 Other $’000 – – – – – – – – – – (103,204) (179,491) (327,733) (245,798) 179,800 (84,852) 10,189 20,532 (6,942) (2,180) $’000 3,556 Total (639) (639) 263
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (a) 27. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS incontrol subsidiarieswithoutchange Dilution ofinterests in insubsidiaries Changes inownershipinterests distributionstoowners Total contributionsbyand Ordinary shares issued Contributions byand Foreign currency translation cashflowhedges Net fairvaluechangeof Other comprehensive income 30September2015 Closing balanceat interests insubsidiaries Total changeinownership subsidiaries Issuance costsincurred by Dividends proposed (Note30) Dividends paid(Note30) expense Employee share-based andassociates incomeofjointventures Share ofothercomprehensive incomefortheyear Other comprehensive andanassociate disposalofajointventure Realisation ofreserves on 1October2014 Opening balanceat 2015 Group instruments related tohedgedtransactionsthathavenotyetoccurred. The hedgingreserve comprisestheeffective portionofthecumulativenetchangeinfairvaluehedging Hedging Reserve OTHER RESERVES(CONT’D) distributions toowners Hedging Reserve 27,804 24,839 25,014 $’000 2,790 175 – – – – – – – – – – Adjustment Fair Value Reserve $’000 (671) (671) 671 – – – – – – – – – – – – Translation Currency (468,446) (390,253) (390,253) Reserve Foreign (78,238) $’000 45 45 – – – – – – – – – (5,881) Compensation Share-based Reserve 15,353 12,231 3,122 9,003 $’000 – – – – – – – – – – Dividend (179,168) Reserve 179,491 179,491 179,168 $’000 323 – – – – – – – – – – Reserve Other $’000 (606) (606) 532 74 74 – – – – – – – – – – (179,168) (245,798) (390,253) (366,516) 179,491 117,154 24,839 (5,881) (1,277) $’000 3,445 9,003 Total 119 175 74 45 (a) 28. (e) (d) (c) (b) 27. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS
(ii) (i) regardingInformation theRSPare asfollows: by shareholders oftheCompany atanExtraordinary GeneralMeetingheldon25October2013. The RSPisashare-based incentive planforseniorexecutivesandkeymanagement,whichwasapproved FCL RestrictedShare Plan(“RSP”) SHARE PLANS subsidiaries andassociatesinChinaThailand,respectively, inaccordance with thelocallaws. Included in other reserves are statutory reserves which relate to appropriation of funds from the net profit of Other Reserve Dividend reserve relates toproposed finaldividendof6.2cents(2015:cents)pershare (Note30). Dividend Reserve issue oftheshares undertheshare plansoftheCompany (Note28). The share-based compensationreserve comprises the cumulativevalueofemployeeservicesreceived forthe Share-based CompensationReserve translating foreign currency partoftheGroup’s loanswhichform netinvestmentinforeign operations. presentation currency. Itisalsousedtorecord theeffect ofhedgingnetinvestmentinforeign operationsand financial statementsofforeign operationswhosefunctionalcurrencies are different from thatoftheGroup’s The foreign currency translation reserve represents exchange differences arising from thetranslationof the Foreign Currency Translation Reserve OTHER RESERVES(CONT’D) (2015: $7,562,000). The expenserecognised intheprofit statementgrantedundertheRSPduringfinancialyearis$9,662,000 equally overthesubsequenttwoyearswithfulfilmentofservice requirements. 50% oftheRSPfinalawards period.Thebalance willvest will vest attheendof2-yearperformance restricted shares. number ofrestricted shares awarded couldrangebetween0%to150%ofthe initialgrantofthe Depending ontheachievementofpre-determinedtargets overa2-yearperiodfortheRSP, thefinal 265
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (a) 28. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (b)
Share priceatdateofgrant($) Expected life(years) Risk-free interest rate(%) Cost ofequity(%) Expected volatility(%) Dividend yield(%) Share priceatdateofgrant($) Expected life(years) Risk-free interest rate(%) Expected volatility(%) Dividend yield(%) share priceandvolatilityofreturns. Theinputstothemodelusedare asfollows: which involvesprojection offuture outcomesusing statisticaldistributionsofkeyrandomvariablesincluding The fairvalueofequity-settled contingent award ofshares areusing Monte CarloValuation determined Model, The estimatedfairvalueofshares grantedduringtheyearrangesfrom $1.42to$1.54(2015:$1.54). FCL RestrictedShare Plan(“RSP”)(cont’d) SHARE PLANS(CONT’D) (ii) (i) regardingInformation thePSPare asfollows: by shareholders oftheCompany atanExtraordinary GeneralMeetingheldon25October2013. The PSPisashare-based incentive planforseniorexecutivesandkeymanagement,whichwasapproved ShareFCL Performance Plan(“PSP”) returns. Theinputstothemodelusedare asfollows: future outcomesusingstatistical distributionsofkeyrandomvariablesincludingshare priceandvolatilityof contingent award ofshares areusingMonteCarloValuation determined Model,whichinvolvesprojection of The estimatedfairvalueofshares grantedduringtheyearis$1.04(2015:$1.01).Thefairvalueofequity-settled (2015: $1,441,000). The expenserecognised in theprofit statementgrantedunderthePSPduringfinancialyearis$558,000 100% ofthefinalPSPawardsperiod. willvestattheendof3-yearperformance restricted shares awarded could range between 0% to 200% of the initial grant ofthe restricted shares. Depending ontheachievementofpre-determined targets overa3-yearperiod,thefinalnumberof 2.03 to4.03 1.95 to2.32 19.33 19.33 2016 2016 1.67 3.03 2.15 7.20 3.96 1.67 3.96 1.36 to3.36 1.48 to1.98 18.78 18.78 2015 2015 1.64 2.36 1.75 6.10 4.26 1.64 4.26 (c) 28. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS ** PSP Shares * RSP Shares under theRSPandPSPinaggregate are asfollows: The third grantofRSPandPSP(“Year 3”)wasmadeon22December2015.Thedetailsoftheshares awarded RSP andPSPgranted SHARE PLANS(CONT’D) FCLAwards** Replacement FCLAwards* Replacement Year 1 Year 1 Year 2 Year 2 Year 3 Year 3 The ReplacementFCLAwards were grantedtoreplace the370,246OutstandingF&NAwards. The ReplacementFCLAwards were grantedtoreplace the1,844,401OutstandingF&NAwards. Grant Date Grant Date 3 October2014 3 October2014 3 October2014 3 October2014 19 August2015 19 August2015 22 December2015 22 December2015 1 October2015 1 October2015 or GrantDate or GrantDate Balance asat Balance asat 10,127,771 24,744,917 3,015,881 4,009,127 7,592,138 2,259,169 598,655 667,839 469,059 523,616 if Later if Later (1,440,250) Cancelled Cancelled (637,000) (728,000) (25,650) (49,600) – – – – – Achievement Achievement 870,973 870,973 (38,855) (38,855) Factor Factor – – – – – – (1,986,731) (2,440,050) (4,426,781) (559,800) (559,800) Vested Vested – – – – – 30 September 30 September or GrantDate or GrantDate Balance asat Balance asat 19,748,859 1,003,500 2,390,450 6,955,138 9,399,771 1,660,514 667,839 469,059 523,616 if Later if Later 2016 2016 – 267
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (c) 28. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS ** PSP Shares * RSP Shares PSP inaggregate are asfollows: of RSPandPSP(“Year 2”)wasmadeon19August2015.Thedetailsoftheshares awarded undertheRSPand The firstgrantofRSPandPSPfortheFY2014(“Year 1”)wasalsomadeon3October2014.Thesecondgrant RSP andPSPgranted(cont’d) SHARE PLANS(CONT’D) FCLAwards** Replacement FCLAwards* Replacement Year 1 Year 1 Year 2 Year 2 The ReplacementFCLAwards were grantedtoreplace the370,246OutstandingF&NAwards. The ReplacementFCLAwards were grantedtoreplace the1,844,401OutstandingF&NAwards. Grant Date Grant Date 3 October2014 3 October2014 3 October2014 3 October2014 19 August2015 19 August2015 1 October2014 1 October2014 or GrantDate or GrantDate Balance asat Balance asat 18,745,018 1,200,527 7,041,253 4,111,627 7,592,138 2,337,425 667,839 469,059 if Later if Later Cancelled Cancelled (102,500) (198,835) (96,335) – – – – – Achievement Achievement 379,428 286,954 379,428 286,954 Factor Factor – – – – (4,215,991) (4,215,991) (981,300) (981,300) Vested Vested – – – – 30 September 30 September or GrantDate or GrantDate Balance asat Balance asat 14,617,146 3,015,881 4,009,127 7,592,138 1,735,553 598,655 667,839 469,059 if Later if Later 2015 2015 30. DIVIDENDS 29. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS –4.88%subordinated perpetualsecurities Issued underFCLT’s S$3,000,000,000Multicurrency DebtIssuanceProgramme: shareholders atthenextannualgeneralmeetingof Company. The finaldividendsare proposed bytheDirectors after thereporting dateandsubjecttotheapproval of 6.2 cents(2015:cents)pershare, taxexempt Final proposed 2.4 cents(2015:cents)pershare, taxexempt Interim paid occurrence ofcertainredemption eventsasspecifiedintheConditions. otherwiseupon the option oftheIssuersonanydistributionpaymentdateasspecifiedinConditions and securitiesmayberedeemed atthe any ParityObligations(asdefinedintheConditions)ofIssuers. The and shallatalltimesrankparipassu,withoutanypreference orpriorityamongthemselves,andparipassuwith The perpetualsecuritiesconstitutedirect, unconditional,subordinated andunsecured obligationsoftheIssuers equity, anddistributions are treated asdividends. under FRS 32 distributions, andtheperpetualsecuritiesdonotmeetdefinitionforclassificationasafinancialliability the Issuers,Issuersare considered tohavenocontractual obligations torepay theprincipalortopayany As distribution canbedeferred. making distributionsontheperpetualsecurities,andisnotsubjecttoanylimitsasnumberoftimesa andconditionsofthesecurities.Subjecttosuchconditions,Issuersmayelectdefer with theterms Distributions are payable semi-annually inarrears. Theratesofdistributionare subjecttorevision inaccordance Issuance costsof$1,471,000wasrecognised inequityasadeductionfrom proceeds. of perpetualsecurities. On 12 May 2016, the Group, through its subsidiary FHT, issued $100,000,000 in aggregate principal amount –4.45%subordinated perpetualsecurities Issued underFHT’s S$1,000,000,000Multicurrency DebtIssuanceProgramme: –5.00%subordinated perpetualsecurities Dividends onOrdinary Shares: “Issuers”). The Group’s perpetualsecuritiescompriseissuedbyitssubsidiaries,FCLT andFHT(the PERPETUAL SECURITIES the perpetualsecuritieshavenofixedmaturitydateandpaymentofdistributionsisatdiscretion of . The whole instrument is presented within Financial Instruments: Disclosure and Presentation. The 24 September2014 9 March 2015 12 May2016 Issue Date 249,709 179,800 69,909 $’000 2016 Principal Amount Company $700,000,000 $600,000,000 $100,000,000 249,294 179,491 69,803 $’000 2015 269
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 31. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS FRS 114 Description Amendments toFRS27 Amendments toFRS16and38 First timeadoptionofIFRSwhentransitioningtothenewreporting framework. 2018 onwards. Singapore incorporatedcompanieslisted ontheSGXwillhavetoassessimpactofIFRS1 FinancialReportingStandardsidentical totheInternational (“IFRS”)forfinancialyearending31December In addition,Singapore incorporated companies listedontheSGXwillapplyanewfinancialreporting framework yet effective andtheGroup andtheCompanyhavenot early adoptedanyofthesestandards. There are a number of standards, interpretations, and amendments of standards that have been issued but not FRS andINTnotyeteffective FINANCIAL REPORTING STANDARDS (“FRS”)ANDINTERPRETATIONS OF FRS(“INTFRS”) Amendments toFRS111 Amendments toFRS110and28 (a) Improvements toFRSs(November 2014) (b) (c) (d) Amendments toFRS1 Amendments toFRS110,112 Amendments toFRS12 FRS 115 FRS 109 FRS 116 and FRS28 Amendments toFRS105 Amendments toFRS107 Amendments toFRS19 Amendments toFRS34 Regulatory DeferralAccounts Equity MethodinSeparateFinancialStatements Clarification ofAcceptableMethods Accounting forAcquisitionofInterests inJoint Sale forContributionofAssetsbetweenan Non-current AssetsHeldforSale and Financial Instruments:Disclosures Employee Benefits Interim FinancialReporting Disclosure Initiative Investment Entity:ApplyingtheConsolidation Recognition ofDeferred Tax Assetsfor Revenue from ContractswithCustomers Financial Instruments Leases Depreciation andAmortisation Operations Investor anditsAssociateorJointVenture Discontinued Operations Exception Unrealised Losses 1 January2016 1 January2016 1 January2016 1 January2016 1 January2016 1 January2016 1 January2016 1 January2016 1 January2016 1 January2016 1 January2016 1 January2017 1 January2018 1 January2018 1 January2019 Annual Period Beginning on Effective for or After 31. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS standard ontherequired effective date. FRS 115isalsoapplied.TheGroup iscurrently assessingtheimpactofFRS116andplanstoadoptnew FRS 116iseffective if forannualperiodsbeginningonorafter1January2019,withearly adoptionpermitted ofaLease. Involving theLegalForm Lease, INT FRS 15 whetheranArrangement contains a lease accountingguidance,includingFRS17,INT104 Determining 116 requires more extensivedisclosures tobeprovided byalessor. Wheneffective, FRS116replaces existing of leasesusingtheFRS17operatingleaseandfinance accountingmodels respectively. However, FRS a lessorcontinuestoclassifyitsleasesasoperatingor financeleases,andtoaccountforthesetwotypes value. FRS116substantiallycarriesforward thelessoraccountingrequirements in FRS17Leases.Accordingly, ofmoreassets andleaseliabilitiesforallleaseswithaterm than12months,unlesstheunderlyingassetisoflow a singlelesseeaccountingmodel.Applyingthenewmodel,isrequired torecognise right-of-use(ROU) FRS 116eliminatesthelessee’s classificationofleasesaseitheroperatingorfinanceandintroduces FRS 116Leases The Group planstoadopt thenewstandard ontherequired effective date. FRS 109iseffective forfinancial periodsbeginningonorafter1January2018withearlyadoptionpermitted. also carriesforward theguidance onrecognition andderecognition offinancialinstrumentsfrom FRS39. onfinancialassetsandnewgeneralhedgeaccounting loss modelforcalculatingimpairment requirements. It It includesrevised guidance onclassificationandmeasurement offinancialinstruments,anewexpected credit FRS 109replaces mostof the existingguidanceinFRS39FinancialInstruments:RecognitionandMeasurement. FRS 109FinancialInstruments the newstandard ontherequired effective date. TheGroup2018 withearlyadoptionpermitted. iscurrently assessingtheimpactofFRS115andplanstoadopt Either a full or modified retrospective application is required for annualperiodsbeginningon orafter 1January Transactions InvolvingAdvertisingServices. Construction ofRealEstate,INTFRS118Transfers ofAssets 11 When effective, FRS115replaces existingrevenue recognition guidance,includingFRS18Revenue, contracts toberecognised asseparateassetswhenspecifiedcriteriaare met. is recognised. Italso introduces new cost guidance which requires certain costs of obtaining and fulfilling FRS 115 establishes a comprehensive whether, framework for determining how much and when revenue FRS 115Revenuefrom ContractswithCustomers changes inaccountingpolicyonadoptionofFRS115,116and109are describedbelow. material impact on the financial statements in the period of initial application. The nature of the impending theexceptionofFRS115,116and109,adoptionotherstandards abovewillhaveno With FINANCIAL REPORTING STANDARDS (“FRS”)ANDINTERPRETATIONS OF FRS(“INTFRS”)(CONT’D) Construction Contracts, INT FRS 113 Customer Loyalty Programmes, INT FRS 115 Agreements for the Operating Leases – Incentives, and INT FRS 27 from CustomersandINTFRS31Revenue–Barter Evaluating the Substance of Transactions 271
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 32. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS –received from jointventures Accounting andsecretarial fees –paidtorelated parties –received from related parties Interest (income)/expense –received from jointventures Marketing fees –paidtorelated companies Purchases –paidtoarelated party –paidtoarelated company –received from jointventures Management fees –received from related companies Hotel andotherincome –received from related companies Rental andservicecharge income between theparties: significant transactionsbetweentheGroup andrelatedagreed partiestookplaceduringtheperiodatterms In additiontothoserelated disclosedelsewhere partyinformation inthefinancialstatements,following Sale andPurchase ofGoodsandServices personnel inaccordance withFRS24RelatedPartyDisclosures. management officers ofthecorporateoffice andCEOs ofthestrategicbusinessunits,tobekeymanagement The Group considerstheDirectors oftheCompany, andKeyExecutiveOfficers comprisingthe Group CEO,key SIGNIFICANT RELATED PARTY TRANSACTIONS (15,061) (1,567) (2,843) $’000 2016 (662) (653) (240) 502 180 78 – Group (15,025) (2,143) (2,843) 1,245 $’000 2015 (789) (586) (286) 129 180 43 (a) 33. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS do notexpecttoincurmaterialcredit lossesontheirfinancialassetsorotherinstruments. to enter into financial instruments with a diversity of credit worthy counterparties. The Group and the Company contracts are limitedtothe fairvalueadjustmentsofthesecontracts.ItistheGroup’s andtheCompany’s policy cross currency interest rateswaps,cross currency swaps,foreign currency swapcontractsandinterest rateswap to meettheirobligationsunderthecontractorarrangement.TheGroup’s maximumcredit riskexposure for respect toderivativefinancialinstruments,creditWith riskarisesfrom thepotentialfailure ofcounterparties that are eitherpastdueor impaired andtheaginganalysisoftradereceivables isdisclosed inNote18. Cash andfixeddepositsare placedwithreputable regarding financialinstitutions.Information financialassets collected from tenantsanddebts are monitored regularly tominimiseriskofnon-payment. Titles todevelopmentproperties heldforsaleare onlytransferred uponfullsettlement.Rentaldepositsare scheduled progress paymentsare received from thebuyersofdevelopmentproperties heldforsalewhendue. The Group themonitoringofcredit hasguidelines governing risk.Contractualdepositsare collectedand is nosignificantcredit riskasthese companiesare ofgoodcredit standing. As at30September2016,100%(2015:100%)oftheCompany’s receivables are duefrom subsidiaries.There assets recognised inthebalance sheets,includingderivativeswithpositivefairvalues. their obligations is representedcounterparties fail to perform by the carryingamountofeach class of financial As atthereporting date,the Group’s and theCompany’s maximumexposure tocredit riskintheeventthat on itsobligations. Credit riskistheoflossthatmayariseonoutstandingfinancialinstrumentsshouldacounterpartydefault Credit Risk policy guidelinesare adhered to. opportunities are reviewed regularly by the Executive Committee of the Board to ensure that the Group’s processes to monitor and control hedging transactions in atimelyandaccuratemanner. Allinvestment business strategies,itstoleranceforriskandgeneralmanagementphilosophyhasestablished The Groupallinvestments,whichsetoutitsoverall hasriskmanagementpoliciesandguidelinesgoverning instruments. Thekeyfinancialrisksincludecredit risk,liquidityinterest rateriskandforeign currency risk. The Group andtheCompanyare exposedtofinancial risksarisingfrom itsoperationsandtheuseoffinancial FINANCIAL RISKMANAGEMENT 273
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (b) 33. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS # Cross currency interest rateswaps/ (gross-settled) Forward foreign exchangecontracts Interest rateswaps(net-settled) atfairvalue Derivative financialassets/(liabilities), financial instruments,includinginterest paymentsandexcludingtheimpactofnettingagreements. The followingare theexpectedcontractualundiscountedcashflowsoffinancialliabilitiesandderivative accordance withitsgroup policyformanagementofliquidity ofthecompaniesinGroup. from variousbanks and arelated company. Surpluscash from subsidiariesare transferred totheCompany in maintains sufficient cashandhasavailablefundingthrough adiversesource ofuncommittedcredit facilities due toshortageoffunds.TheGroup adoptsaprudentapproach tomanagingitsliquidityrisk.TheGroup always Liquidity riskisthethatGroup andCompanywillencounterdifficulty inmeetingfinancialobligations Liquidity Risk FINANCIAL RISKMANAGEMENT(CONT’D) Loans andborrowings Financial liabilities,atamortisedcost 2016 Group Trade andotherpayables
– inflow – outflow (gross-settled) cross currency swaps – inflow – outflow Exclude progress billingsreceived inadvance. # (11,417,414) (11,291,993) (1,496,456) (9,795,537) (125,421) (106,095) Carrying amount (14,639) (4,687) $'000 (12,191,668) (12,063,861) (10,567,405) (1,496,456) (127,807) (817,119) (827,710) (107,705) 802,826 821,901 $'000 Total Contractual CashFlows (1,206,030) (2,938,473) (2,896,835) (1,690,805) (128,767) (827,710) 128,693 821,901 (41,638) (35,755) or less 1 year $'000 (8,105,584) (8,019,415) (7,797,752) (688,352) (221,663) 674,133 (86,169) (71,950) 1 to5 $'000 years – – (1,147,611) (1,147,611) (1,078,848) (68,763) Over 5 $'000 years – – – – – – (b) 33. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS # 1 to5years 1 yearorless –outflow –inflow (gross-settled) cross currency swaps Cross currency interest rateswaps/ –inflow –outflow (gross-settled) Forward foreign exchangecontracts Interest rateswaps(net-settled) atfairvalue Derivative financialassets/(liabilities), to occur: The tablebelowindicatestheperiodsinwhichcashflowsassociatedwithflowhedgesare expected Liquidity Risk(cont’d) FINANCIAL RISKMANAGEMENT(CONT’D) Trade andotherpayables Loans andborrowings Financial liabilities,atamortisedcost 2015 Group
Exclude progress billingsreceived inadvance. # (11,550,186) (11,565,094) (10,275,457) (1,289,637) Carrying amount 14,908 (1,186) $'000 9,276 6,818 (14,694,530) (14,714,576) (13,416,004) (1,298,572) (357,468) (818,649) 367,959 818,090 20,046 10,114 $'000 Total Contractual CashFlows (1,040,874) (2,365,871) (2,360,166) (1,319,292) (818,649) 818,090 or less 1 year (8,792) (5,705) (4,125) $'000 7,771 (11,477,928) (11,503,679) (11,281,922) (108,166) (57,581) (50,585) (348,676) (221,757) 360,188 25,751 14,239 $'000 1 to5 2016 $'000 years – – Group (13,227) (850,731) (850,731) (814,790) 35,482 48,709 (35,941) Over 5 $'000 2015 $'000 years – – – – – – 275
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (b) 33. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS –inflow –outflow (gross-settled) Forward foreign exchangecontracts Interest rateswaps(net-settled) atfairvalue Derivative financialassets/(liabilities), Corporate guarantees Recognised liabilities Amounts duetosubsidiaries Trade andother payables Financial liabilities,atamortisedcost 2015 –inflow –outflow cross currency swaps(gross-settled) Cross currency interest rateswaps/ –inflow –outflow (gross-settled) Forward foreign exchangecontracts Interest rateswaps(net-settled) atfairvalue Derivative financialassets/(liabilities), Corporate guarantees Recognised liabilities Amounts duetosubsidiaries Trade andotherpayables Financial liabilities,atamortisedcost 2016 Company Liquidity Risk(cont’d) FINANCIAL RISKMANAGEMENT(CONT’D) (230,052) (197,530) (197,530) (188,743) Carrying (239,750) (236,942) (236,942) (228,572) (32,522) (32,557) amount (8,787) (2,808) (2,253) (8,370) $'000 (190) (555) 225 – – (7,205,060) (7,172,202) (6,974,672) (7,471,381) (7,469,143) (7,232,201) (102,663) (197,530) (188,743) (426,879) (236,942) (228,572) 102,417 425,068 (32,858) (38,332) (32,716) 38,436 (8,787) (2,238) (8,370) $'000 Total (427) (7,171,303) (7,170,894) (6,974,672) Contractual CashFlows (7,264,279) (7,262,066) (7,232,201) (102,663) (196,222) (187,435) (426,879) 102,417 425,068 (29,865) (21,495) or less (8,787) 1 year (2,213) (8,370) $'000 (409) (870) (402) 780 (73) (205,458) (205,433) (205,433) (205,433) (33,757) (32,449) (37,462) (32,643) 37,656 (1,308) (1,308) (1,308) 1 to5 $'000 years (25) (25) – – – – – – – – Over 5 (1,644) (1,644) (1,644) (1,644) $'000 years – – – – – – – – – – – – – – – – – –
(c) (b) 33. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Cash flowsensitivity(net) interest rateswaps Interest rateswaps/cross currency Variable rateinstrumentsnothedged 2015 Cash flowsensitivity(net) interest rateswaps Interest rateswaps/cross currency Variable rateinstrumentsnothedged 2016 Group foreign currency rates,remain constant. and profit before taxbytheamountsshownbelow. Thisanalysisassumesthatallothervariables,inparticular A changeof100basispointsininterest ratesatthereporting datewouldhaveincreased (decreased) equity Sensitivity AnalysisforInterest RateRisk swaps andcross currency interest rateswapstominimiseitsexposure tointerest ratevolatility. tenors. To managethismixinacost-efficient manner, theGroup useshedginginstrumentssuchasinterest rate The Group managesitsinterest rateexposure bymaintainingamixoffixed and floatingratedebtswithvarying institutions. exposure tointerest rateriskisinrespect ofdebtobligationsanddepositswithrelated companiesandfinancial TheGroup’s andtheCompany’sinstruments will fluctuate becauseofchanges in marketinterest rates. Interest rateriskisthethatfairvalueorfuture cashflowsoftheGroup’s andtheCompany’s financial Interest RateRisk are heldtohedgethecashflowvariabilityofGroup’s floatingrateloans. forward exchangecontracts. Net-settled derivative financial assets are includedin the maturityanalyses as they and gross cashinflowandoutflowamountsforderivativesthathavesimultaneousgross cashsettlemente.g. to contractualmaturity. Thedisclosure showsnetcashflowamountsforderivativesthatare netcash-settled relate tothoseinstrumentsheldforriskmanagementpurposesandwhichare usuallynotclosedoutprior liabilities onthebasisoftheirearliestpossiblecontractual maturity. Thecashinflows/(outflows)disclosed The maturityanalysesshowthecontractualundiscountedcashflowsofGroup’s andtheCompany’s financial Liquidity Risk(cont’d) FINANCIAL RISKMANAGEMENT(CONT’D) Increase (13,251) 100 bp (18,914) (29,435) 10,521 (8,116) 5,135 $’000 Profit before tax Decrease 100 bp (10,521) 13,251 18,914 29,435 (5,135) 8,116 $’000 134,556 Increase 134,556 159,482 159,482 100 bp $’000 – – Equity Decrease (134,556) (134,556) (159,482) (159,482) 100 bp $’000 – – 277
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (d) 33. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Net currency exposure cross currency swaps Foreign currency forward contracts/ Less: Net statementoffinancialposition Loans andborrowings Trade andotherpayables Financial Liabilities Cash andcashequivalents Trade andotherreceivables Financial Assets 2015 Net currency exposure cross currency swaps Foreign currency forward contracts/ Less: Net statementoffinancialposition Loans andborrowings Trade andother payables Financial Liabilities Cash andcashequivalents Trade andother receivables Financial Assets 2016 Group account foreign currency forward contractsandcross currency swaps,wasasfollows: The Group’s exposure toforeign currencies asat30September2016and 2015,aftertakinginto activities oftheforeign subsidiaries. investment in foreign subsidiaries. The Group uses foreign currency borrowings as a natural hedge against the In additiontotransactionalexposures, theGroup isalso exposedtoforeign exchangemovementsonitsnet contracts orotherhedginginstrumentsfortradingpurposes. offset bygainsandlossesonthehedginginstruments.TheCompanydoesnotuseforeign currency forward increases ordecreases intheCompany’s foreign currency denominatedinvestmentsandloansare partially hedge foreign currency denominatedinvestments andloanstoforeign subsidiaries.Underthisprogramme, The Group andtheCompanyprimarilyutiliseforeign currency forward contractsandcross currency swapsto volatility associatedwithfuture cashflowarisingfrom investmentsinandloansgrantedtoforeign subsidiaries. The purposeoftheGroup’s andtheCompany’s foreign currency hedgingactivitiesistoprotect againstthe Foreign Currency Risk FINANCIAL RISKMANAGEMENT(CONT’D) exposure exposure Singapore (167,379) (219,361) (239,187) (219,531) 219,000 (20,238) 219,000 (20,187) (19,849) 51,621 72,085 Dollar $’000 135 193 – Australian (136,711) (238,645) 227,632 (13,930) 216,789 315,708 237,811 90,921 24,773 77,063 77,897 Dollar $’000 – – – (165,568) (167,520) Renminbi (125,454) (126,444) (50,253) 115,315 (54,928) Chinese 205,009 (46,889) (46,889) 56,877 $’000 3 – – (254,518) (148,634) (102,071) 257,134 (83,986) 320,820 Sterling 155,733 256,598 20,579 Pound 2,616 $’000 7,099 1,206 (279) – (363,437) (356,996) (26,779) 336,658 (44,070) (58,150) (91,711) (49,624) 36,130 United 23,021 81,171 45,424 37,761 States Dollar 1,499 $’000
(d) 33. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS A$ S$ Notional amounts into accountforeign currency forward contracts,wasasfollows: The Company’s exposure to foreign currencies as at30September2016and2015,after taking Others GBP Cash andcashequivalents Trade andother receivables Financial Assets 2015 Currency exposure Cash andcashequivalents Trade andother receivables Financial Assets 2016 Company Currency exposure future receipts ofdistribution,netanticipatedpayments inforeign currencies. The Group hasthefollowingoutstandingforeign currency forward contractsandcross currency swapstohedge Foreign Currency Risk(cont’d) FINANCIAL RISKMANAGEMENT(CONT’D) 129,494 142,744 286,848 10,478 4,132 Australian 49,007 48,980 47,042 47,046 $’000 Dollar $’000 2016 27 4 Group 29,954 1,693 8,813 41,202 742 United States Dollar $’000 $’000 9,735 9,573 9,411 9,467 2015 162 56 279
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (d) 33. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS US$ GBP RMB A$ S$ 30 September2015 RMB S$ 30 September2016 US$ GBP A$ held constant: RMB, GBPandUS$againsttherespective functionalcurrencies oftheGroup entities,withallothervariables financial assetsandliabilitiesasattheendofyearbyareasonably possiblechangeintheS$,A$, The followingtabledemonstratesthesensitivityanalysisofGroup’s exposure toforeign currency riskonits Sensitivity AnalysisforForeign Currency Risk Foreign Currency Risk(cont’d) FINANCIAL RISKMANAGEMENT(CONT’D) – Weakened 1% – Strengthened 1% – Weakened 1% – Strengthened 1% – Weakened 1% – Strengthened 1% – Weakened 1% – Strengthened 1% – Weakened 1% – Strengthened 1% – Weakened 1% – Strengthened 1% – Weakened 1% – Strengthened 1% – Strengthened 1% – Weakened 1% – Strengthened 1% – Weakened 1% – Weakened 1% – Strengthened 1% Profit before Taxation $’000 (268) (503) (909) (516) (230) (469) (771) (202) 268 516 503 909 230 469 771 202 (26) (71) 26 71 Group Equity (1,127) $’000 1,127 – – – – – – – – – – – – – – – – – – Profit before Taxation $’000 (490) (470) 490 470 (97) (95) 97 95 Company – – – – – – – – – – – – Equity $’000 – – – – – – – – – – – – – – – – – – – – (a) 34. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS level ofthefairvaluehierarchy as thelowestlevelinputthatissignificanttoentire measurement. Fair valuemeasurements thatuseinputsofdifferent hierarchy levelsare categorisedinitsentirety inthesame Level 3: Level 2: Level 1: inputs usedasfollows: The Group categorisesfairvaluemeasurements using afairvaluehierarchy thatisdependentonthevaluation Fair Value Hierarchy FAIR VALUE OFASSETSANDLIABILITIES inputs). Inputs fortheassetorliabilitythatare notbasedonobservablemarketdata(unobservable liability, eitherdirectly (i.e.,asprices)orindirectly (i.e.,derivedfrom prices). Inputs otherthanquotedpricesincludedwithinLevel1thatare observablefortheassetor Quoted prices(unadjusted)inactivemarketsforidenticalassetsorliabilities. 281
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (b) 34. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Investment properties Non-Financial Assets –Foreign currency forward Bank borrowings (non-current) Financial Liabilities disclosed: butforwhichFairValue are Liabilities notcarriedatFairValue –Interest rateswaps –Cross currency interest rateswaps/ Derivative financialassets: –Foreign currency forward –Quotedinvestments Available-for-sale financialassets: Financial Assets measured atFairValue: Assets andLiabilities 2016 Group –Interest rateswaps cross currency swaps –Cross currency interest rateswaps/ Derivative financialliabilities: Financial Liabilities are reasonable approximation offairvalues. bankborrowingscash andequivalents,tradeotherpayablesshort-term astheircarryingamounts in the fair value hierarchy. trade and other receivables, for short term It does not include fair value information The followingtablesshowthecarryingamountsandfairvaluesofassetsliabilities,includingtheirlevels Classifications andFair Values FAIR VALUE OFASSETSANDLIABILITIES(CONT’D) contracts cross currency swaps contracts Note 25 21 21 21 11 21 21 21 15 Level 1 $’000 14 14 – – – – – – – – 8,397,918 136,918 107,541 10,049 19,328 Level 2 11,497 5,362 1,446 4,689 $’000 Fair Value – – 13,494,019 13,494,019 Level 3 $’000 – – – – – – – – – 13,505,530 13,494,019 8,397,918 136,918 107,541 10,049 19,328 5,362 1,446 4,689 $’000 Total 14 13,505,530 13,494,019 8,325,421 136,918 107,541 Carrying Amount 10,049 19,328 $’000 5,362 1,446 4,689 Total 14 (b) 34. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Bank borrowings (non-current) Financial Liabilities disclosed: butforwhichFairValue are Liabilities notcarriedatFairValue –Foreign currency forward –Interest rateswaps –Cross currency interest rateswaps/ Derivative financialliabilities: Financial Liabilities Investment properties Non-Financial Assets –Foreign currency forward –Interest rateswaps –Cross currency interest rateswaps/ Derivative financialassets: –Quotedinvestments Available-for-sale financialassets: Financial Assets measured atFairValue: Assets andLiabilities 2015 Group Classifications andFair Values (cont’d) FAIR VALUE OFASSETSANDLIABILITIES(CONT’D) contracts cross currency swaps contracts cross currency swaps Note 25 21 21 21 11 21 21 21 15 Level 1 $’000 17 17 – – – – – – – – – 9,248,578 Level 2 61,194 51,360 76,102 58,178 10,594 $’000 8,516 1,318 7,330 Fair Value – – 12,951,192 12,951,192 Level 3 $’000 – – – – – – – – – 13,027,311 12,951,192 9,248,578 61,194 51,360 58,178 10,594 $’000 8,516 1,318 7,330 Total 17 13,027,311 12,951,192 9,255,320 Carrying Amount 61,194 51,360 58,178 10,594 $’000 8,516 1,318 7,330 Total 17 283
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (b) 34. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS –Foreign currency forward contracts –Interest rateswaps Derivative financialliabilities: Financial Liabilities Investment property Non-Financial Asset –Foreign currency forward contracts –Interest rateswaps Derivative financialassets: Financial Assets measured atFairValue: Assets andLiabilities 2015 –Foreign currency forward contracts –Interest rateswaps Derivative financialliabilities: Financial Liabilities Investment property Non-Financial Asset cross currency swaps –Cross currency interest rateswaps/ Derivative financialassets: Financial Assets measured atFairValue: Assets andLiabilities 2016 Company Classifications andFair Values (cont’d) FAIR VALUE OFASSETSANDLIABILITIES(CONT’D) Note 21 21 11 21 21 21 21 11 21 Level 1 $’000 – – – – – – – – – – – – – Level 2 32,747 32,557 27,623 20,018 24,815 19,463 $’000 7,605 5,352 Fair Value 190 225 225 – – Level 3 1,600 1,600 $’000 1,600 1,600 – – – – – – – – – 32,747 32,557 27,623 20,018 26,415 19,463 1,825 1,600 $’000 7,605 1,600 5,352 Total 190 225 Carrying Amount 32,747 32,557 27,623 20,018 26,415 19,463 1,825 1,600 $’000 7,605 1,600 5,352 Total 190 225 (iii) (ii) (i) (c) 34. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS classes ofassetsandliabilities: The following valuation methods and assumptions are used to estimate the fair values ofthe following significant ofFairValueDetermination FAIR VALUE OFASSETSANDLIABILITIES(CONT’D) best estimates and the discount rate is a market-related rate for a similar instrument in the balance sheet. Where discountedcashflow techniquesare used,estimatedfuture cashflowsare basedonmanagement’s theirfairvalues. to determine fair values because of the short period to maturity. All other financial assets and liabilities are discounted receivables, cashand equivalentsandtradeotherpayables)are assumedtoapproximate their of financialassetsandliabilitieswithamaturitylessthanoneyear(includingtradeother The fairvalueofquotedsecuritiesistheirbidpriceatthereporting date.Thecarryingamounts Other FinancialAssetsandLiabilities date. future principalandinterest cashflows,discountedusingthemarketrateofinterest atthereporting for disclosureFair value,whichisdetermined purposes, is calculated based on thepresent valueof Non-Derivative FinancialLiabilities foreign exchangespotandforward rates,interest rateandforward ratecurves. calculations. Themodelsincorporatevariousinputsincludingthecredit qualityofcounterparties, applied valuationtechniquesincludeforward pricingandswapmodels,usingpresent valuation rate swapsare valuedusingvaluationtechniqueswithmarketobservableinputs.Themostfrequently Forward currency forward contracts,cross currency interest rateswaps,cross currency swapsandinterest Derivatives 285
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (iv) (c) 34. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Determination ofFairValueDetermination (cont’d) FAIR VALUE OFASSETSANDLIABILITIES(CONT’D) valuation methodsandestimatesare reflective ofcurrent marketconditions. In relying onthevaluationreports, managementhasexercised itsjudgementandissatisfiedthatthe assuming satisfactorycompletion. to completeandotherrelevant costsfrom thegross developmentvalueoftheproposed development, state ofconstructiontakingintoaccountthecostworkdone isarrivedatbydeductingestimatedcost In theresidual landvaluemethod ofvaluation,thevalueproperty initsexistingpartiallycompleted required rateofreturn toarriveatthenetpresent value. and discountingthestreamnetcashflow)atanestimated ofnetcashflow(includingestimatedterminal The discounted cash flow method involves the estimation and projection ofnet cash flowsovera period value oftheproperty. and reflective ofthequality oftheinvestment.Capitaladjustmentsare thenmadetoderivethecapital oftheleasetenurebalance term atacapitalisationratethatisappropriate forthetypeofuse,tenure The capitalisationmethod capitalises theestimatednetincomeofproperty forperpetuityorthe adjusting thesalepricestothatreflective oftheinvestmentproperties. The market comparison method involves the analysis of comparable sales of similar properties and The valuationsare basedonopen marketvaluesonthehighestandbestusebasis. approach, discountedcash flowmethodandresidual landvaluemethod,where appropriate. properties beingvalued. The fairvaluesofIPUCareusingacombinationcapitalisation determined professional valuerswithrecent qualification or internal experienceinthelocationandcategoryof date. Valuations are byaccredited performed independent valuerswithrecognised andrelevant atreportingIPUC arebasedonvaluationsperformed statedatfairvalue whichhasbeendetermined properties includemarket-corroborated yieldanddiscountrate. capitalisationrate,terminal thefairvalueof investment which involvecertainestimates.Thekeyassumptionsusedtodetermine as atthereporting thefairvalue,valuershaveusedvaluationtechniques date.Indetermining method, capitalisationmethodanddiscountedcashflowinarrivingattheopenmarketvalue without compulsion.Thevaluershaveconsidered valuationtechniquesincludingmarketcomparison a willingsellerinanarm’s lengthtransactionwherein thepartieshadeachactedknowledgeablyand for which aproperty could be exchangedon the date of thevaluationbetween a willing buyerand once everytwoyears.Thefairvaluesare basedonopenmarketvalues,beingtheestimatedamount The Group’s investmentpropertyandindependentvaluersatleast portfolioismostlyvaluedbyexternal Investment Properties (d) 34. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Recurring FairValue Measurements (i) Level 3FairValue Measurements FAIR VALUE OFASSETSANDLIABILITIES(CONT’D) Description
well asthesignificantunobservableinputsused: The followingtableshowsthevaluationtechniquesusedinmeasuringsignificantLevel3fairvalues,as aboutSignificantUnobservableInputsusedinLevel3FairValueInformation Measurements Investment Properties – Others – Australia
– Singapore Commercial
(2015: 5,459,600) (2015: 745,820) 30 September (2015: 56,525) Fair Value 5,502,100 779,788 55,202 $’000 2016 as at
– Discounted – Capitalisation Techniques Valuation method cashflow – Discounted method – Capitalisation method cashflow – Discounted method method cashflow
– – – Inputs Key Unobservable – – – – –
(2015:10.0%) 10.0% Terminal yieldrate: (2015:12.0%) 12.0% Discount rate: 5.6%to7.5% Capitalisation rate: (2015:6.3%to7.3%) (2015:6.5%to7.8%) 5.9%to7.8% Terminal yieldrate: (2015:7.8%to9.0%) 7.0%to7.8% Discount rate: 3.8%to6.0% Capitalisation rate: (2015:3.8%to6.5%) (2015:3.9%to6.0%) 3.8%to6.0% Terminal yieldrate: (2015:6.5%to8.0%) 6.5%to8.0% Discount rate:
terminal yieldrate terminal thediscountrateand variesinverselyagainst The estimatedfairvalue thecapitalisationrate variesinverselyagainst The estimatedfairvalue Measurement Inputs andFairValue Unobservable Between Key Inter-relationship terminal yieldrate terminal thediscountrateand variesinverselyagainst The estimatedfairvalue thecapitalisationrate variesinverselyagainst The estimatedfairvalue terminal yieldrate terminal thediscountrateand variesinverselyagainst The estimatedfairvalue 287
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (d) 34. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Recurring FairValue Measurements (cont’d) (i) Level 3FairValue Measurements (cont’d) FAIR VALUE OFASSETSANDLIABILITIES(CONT’D) Investment Properties underConstruction Investment Properties Description Information aboutSignificantUnobservableInputsusedinLevel3FairValueInformation Measurements (cont’d)
– Australia – Singapore Hospitality – Singapore Commercial
(2015: 2,076,642) (2015: 175,696) (2015: 763,400) 30 September Fair Value 2,255,000 179,240 759,400 $’000 2016 as at
method comparison – Market method cashflow – Discounted method – Capitalisation method cashflow – Discounted method – Capitalisation valuemethod – Residualland method Techniques Valuation – Capitalisation
– – – – – – – – – Inputs Key Unobservable –
$1,253psf) (2015:$526psfto $651psfto$1,422 Transacted price properties ofcomparable (2015:7.0%) 7.0% Terminal yieldrate: (2015:9.0%) 8.8% Discount rate: (2015:7.0%) 7.0% Capitalisation rate: (2015:3.8%to6.0%) 3.8%to5.6% Terminal yieldrate: (2015:6.0%to8.0%) 6.0%to7.5% Discount rate: Capitalisation rate: (2015:3.8%to6.0%) 3.8%to5.4% (2015:$636,682,000) $461,981,000 completion: constructioncostto Total estimated (2015:$4,076,700,000) $3,074,700,000 developmentvalues: Total gross (2015:3.8%to4.9%) 3.8%to4.9% Capitalisation rate: (1) : used adjustmentfactors The estimatedfairvalue varieswithdifferent yieldrate terminal thediscountrateand variesinverselyagainst The estimatedfairvalue thecapitalisationrate variesinverselyagainst The estimatedfairvalue terminal yieldrate terminal thediscountrateand variesinverselyagainst The estimatedfairvalue The estimatedfairvalue thecapitalisationrate variesinverselyagainst completion withhighercostto valueanddecrease development highergross wouldincrease with The estimatedfairvalue Measurement Inputs andFairValue Unobservable Between Key Inter-relationship thecapitalisationrate variesinverselyagainst The estimatedfairvalue (d) 34. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Recurring FairValue Measurements (cont’d) (i) Level 3FairValue Measurements (cont’d) FAIR VALUE OFASSETSANDLIABILITIES(CONT’D) Description
Information aboutSignificantUnobservableInputsusedinLevel3FairValueInformation Measurements (cont’d) Investment Properties (cont’d) – Others – China
– Europe Hospitality (cont’d)
(2015: 263,242) (2015: 610,133) 30 September (2015: 95,013) Fair Value 245,232 608,666 92,196 $’000 2016 as at method method Techniques Valuation method
comparison – Market method – Discounted cashflow – Discounted – Capitalisation comparison – Market method cashflow method cashflow – Discounted – Capitalisation method –
– – Inputs Key Unobservable – – – – – – – – properties (2015:2.4%) 2.4% Terminal yieldrate: (2015:5.4%) properties
$273psf) (2015:$237psf to $219psfto$238 $4,457psf) (2015:$2,011psfto $1,742psfto$3,715 ofcomparable (2015:8.0%) 9.2% Terminal yieldrate: (2015:8.0%) 9.2% Capitalisation rate: (2015:8.5%) 5.4% ofcomparable (2015:5.8%to8.3%) 5.5%to9.1% Terminal yieldrate: (2015:8.3%to10.0%) Transacted price 7.5% Discount rate: Discount rate: (2015:2.4%) 2.4% Capitalisation rate: Transacted price 7.3%to11.1% Discount rate: (2015:5.3%to7.5%) 5.5%to9.1% Capitalisation rate: (1) (1) : : terminal yieldrate terminal thediscountrateand used adjustmentfactors used adjustmentfactors varieswithdifferent yieldrate terminal thediscountrateand variesinverselyagainst The estimatedfairvalue thecapitalisationrate variesinverselyagainst Measurement Inputs andFairValue Unobservable Between Key Inter-relationship varieswithdifferent yieldrate terminal thediscountrateand The estimatedfairvalue variesinverselyagainst The estimatedfairvalue The estimatedfairvalue thecapitalisationrate variesinverselyagainst The estimatedfairvalue The estimatedfairvalue variesinverselyagainst The estimatedfairvalue thecapitalisationrate variesinverselyagainst The estimatedfairvalue 289
ANNUAL REPORT 2016 290
FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (d) 34. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Recurring FairValue Measurements (cont’d) (i) Level 3FairValue Measurements (cont’d) FAIR VALUE OFASSETSANDLIABILITIES(CONT’D) Investment Properties Investment Properties Investment Properties (1) Investment Properties Description Information aboutSignificantUnobservableInputsusedinLevel3FairValueInformation Measurements (cont’d)
– Europe FLT Frasers Property under Construction Frasers Property
– Singapore Hospitality under Construction – Australia Australia Australia Adjustments are made foranydifference inthelocation,tenure, sizeandcondition ofthespecificproperty.
(2015: 2,494,441) (2015: 155,000) 30 September (2015: 41,799) (2015: 13,881) Fair Value (2015: Nil) 1,747,776 1,016,624 173,144 49,281 30,370 $’000 2016 as at
– Capitalisation – Capitalisation – Capitalisation – Capitalisation Techniques Valuation – Capitalisation approach approach approach – Discounted – Discounted approach – Discounted – Discounted approach approach cashflow approach cashflow approach cashflow approach cashflow
– – – – Inputs Key Unobservable – – – – – – – –
Capitalisation rate: 6.0%to11.8% Capitalisation rate: 6.3%to8.0% Capitalisation rate: 5.8% (2015:Nil) (2015:6.5%to11.0%) (2015:6.0%) 6.3%to7.0% Capitalisation rate: (2015:6.5%to11.0%) 5.0% Capitalisation rate: (2015:5.0%) Discount rate: Discount rate: Discount rate: Discount rate: (2015:Nil) 7.3%to9.5% (2015:8.3%to11.0%) 7.3% (2015:8.3%to11.0%) 7.5%to9.0% (2015:8.0%) 7.8% (2015:Nil) 6.3%to22.8% Terminal yieldrate: (2015:7.3%) 6.8%to7.3% Terminal yieldrate: (2015:6.5%to10.0%) 6.5%to8.5% Terminal yieldrate:
Measurement Inputs andFairValue Unobservable Between Key Inter-relationship The estimatedfairvalue thecapitalisationrate variesinverselyagainst The estimatedfairvalue thecapitalisationrate variesinverselyagainst The estimatedfairvalue thecapitalisationrate variesinverselyagainst thecapitalisationrate variesinverselyagainst The estimatedfairvalue thecapitalisationrate variesinverselyagainst The estimatedfairvalue The estimatedfairvalue The estimatedfairvalue The estimatedfairvalue The estimatedfairvalue terminal yieldrate terminal thediscountrateand variesinverselyagainst yieldrate terminal thediscountrateand variesinverselyagainst yieldrate terminal thediscountrateand variesinverselyagainst thediscountrate variesinverselyagainst (d) 34. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (iii) (ii) (i) Level 3FairValue Measurements (cont’d) FAIR VALUE OFASSETSANDLIABILITIES(CONT’D) Group) usedinthevaluations. along with the appropriateness and reliability by the of the inputs (includingthose developed internally the Valuers, theappropriateness ofthevaluation methodologiesandassumptionsadoptedare reviewed by and FRS113fairvaluemeasurement thevaluation.Forvaluationsperformed guidancetoperform the relevant credentials andknowledgeonthesubjectofproperty valuation, valuationmethodologies The independentprofessional valuersandFPA Valuation Team (the“Valuers”) are expertswhopossess The FPA Valuation Team theunderlyingvaluationsthatsupportdirectors’ performs valuation. Team”) where eachmemberofthisteamisprofessionally qualifiedandisanaccredited property valuer. Frasers Property Australia’s investment properties division includes a valuation team (the “FPA Valuation valued are bydirectors’ carriedatfairvalue determined valuation. every twoyearsbyindependentprofessional valuers.Investmentproperties thatare notindependently investment properties. Generally, thefairvaluesofinvestmentproperties areatleastonce determined The significantnon-financialassetoftheGroup categorisedwithinLevel3ofthefairvaluehierarchy is Valuation PoliciesandProcedures have beendisclosedinNote11. The movementsoffinancialandnon-financialassetsmeasured atfairvalueclassifiedunderLevel3, Movements inLevel3AssetsMeasured atFairValue • • • Key unobservableinputscorrespond to: aboutSignificantUnobservableInputsusedinLevel3FairValueInformation Measurements (cont’d) Terminal yieldratereflects anexitcapitalisationrateappliedtoaprojectedcashflow. terminal risks relevant toanasset. Discount raterepresents therequired rateofreturn, adjustedforariskpremium thatreflects the property isexpectedtogenerate. Capitalisation ratecorresponds toarateofreturnonproperty basedontheincomethat 291
ANNUAL REPORT 2016 292
FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (e) (iii) (d) 34. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS
(i) Amounts are notReasonable Approximation ofFairValue Fair Value ofFinancialInstrumentsbyClassesthatare notCarriedatFairValue andwhoseCarrying Level 3FairValue Measurements (cont’d) FAIR VALUE OFASSETSANDLIABILITIES(CONT’D) (ii) (iii) Directors forapproval. Committee oftheBoard andtheAuditCommitteebefore theresults are presented totheBoard of independent valuationsanddirectors’ valuationare reviewed atleastonce ayearbytheExecutive In accordance with the Group’s reporting policies, the valuation process and the results of the from independentsources, sources orinternal ifnecessaryand appropriate. Key drivers of thechangesare identifiedand assessed forreasonableness against relevant information Significant changesinfairvaluemeasurements from period toperiodare evaluatedforreasonableness. practicable touseaminimumoftwovaluationapproaches toallowforcross-checks. For valuations that are sensitive to the unobservable inputs used, the Valuers are required, to the extent parties asappropriate) thatare relevant are tothevaluationifsuchinformation reasonably available. inputs toactualmarkettransactions(whichmayincludeentered intobytheGroup withthird significant non-observableinputs,theValuers are required torecalibrate thevaluationmodelsand In selectingtheappropriate valuationmodelsandinputstobeadoptedforeachthatuses Valuation PoliciesandProcedures (cont’d) received orsettled. the endoffinancialyearwouldbesignificantlydifferent from thevaluesthat wouldeventuallybe of repayment. TheGroup andtheCompanydonotanticipatethatcarryingamountsrecorded at theirfairvalueswithsufficientpracticable todetermine reliability sincethebalanceshavenofixedterms No disclosure offairvalueismade fornon-current otherreceivables andotherpayables asitisnot Other Receivables(Non-Current) andOtherPayables(Non-Current) does notintendtodisposeoftheseinvestmentsintheforeseeable future. becausefairvaluecannotbemeasuredinvestments carriedatcostlessimpairment reliably. The Group hasnotbeendisclosedforthese have anycomparableindustrypeerthatislisted.Fairvalueinformation Unquoted equityinvestmentsrepresent ordinary shares thatare notquotedonanymarketanddo Available-for-Sale FinancialAssets–UnquotedEquity Investments,atCost values thatwouldeventuallybereceived orsettled. the carryingamountsrecorded attheendoffinancialyearwouldbesignificantlydifferent from the No disclosure offairvalueismadeforrental depositspayablesastheGroup doesnotanticipatethat Rental DepositsPayables(Non-Current) 35. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS
Trade andother receivables Financial assets Assets 2015 Loans andborrowings Loans andborrowings Derivative financialinstruments Derivative financialinstruments Trade andotherpayables* Liabilities Trade andother payables* Liabilities Trade andother receivables equivalents Bank depositsandcash equivalents Bank depositsandcash Financial assets Assets 2016 Group Derivative financialinstruments Derivative financialinstruments # * instruments thatare carriedinthefinancialstatements. Set outbelowisacomparisonbycategoryofcarryingamountsalltheGroup’s andtheCompany’s financial CLASSIFICATION OFFINANCIALINSTRUMENTS
Exclude taxrecoverable. Exclude progress billingsreceived inadvance. # # Receivables 3,064,112 2,168,680 Loans and 2,444,563 1,373,140 1,071,423 895,432 $’000 – – – – – – – – – – – – Derivatives Hedging used for 106,940 106,940 19,574 19,574 56,757 56,757 $’000 319 319 – – – – – – – – – – Fair Value Profit or through 29,978 29,978 11,178 11,178 41,620 41,620 19,345 19,345 $’000 Loss – – – – – – – – – – Available- for-Sale 2,162 2,162 $’000 2,165 2,165 – – – – – – – – – – – – – – Liabilities at 11,291,993 11,565,094 10,275,457 Amortised 9,795,537 1,496,456 1,289,637 $’000 Cost – – – – – – – – – – – – 293
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 35. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Derivative financialinstruments Trade andother payables Liabilities Derivative financialinstruments Cash andcashequivalents Trade andother receivables Financial assets Assets 2015 Derivative financialinstruments Trade andother payables Liabilities Derivative financialinstruments Cash andcashequivalents Trade andotherreceivables Financial assets Assets 2016 Company CLASSIFICATION OFFINANCIALINSTRUMENTS(CONT’D) Receivables 3,410,390 3,342,874 Loans and 3,024,251 3,015,187 67,516 $’000 9,064 – – – – – – – – – – Derivatives Hedging used for 32,557 32,557 20,018 20,018 19,463 19,463 $’000 225 225 – – – – – – – – Fair Value Profit or through $’000 7,605 7,605 5,352 5,352 Loss 190 190 – – – – – – – – – – Available- for-Sale 2,148 2,148 $’000 2,148 2,148 – – – – – – – – – – – – Liabilities at Amortised 197,305 197,305 236,942 236,942 $’000 Cost – – – – – – – – – – – – (a) 37. COMMITMENTS 36. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS –estimateddevelopmentcostsforproperties heldforsale Commitments inrespect ofcontractsplacedfor: –capitalexpenditure costsforinvestmentproperties –others –share ofjointventures’ andassociates’capitaldevelopmentexpenditure respect borrowings, ofsometheirexternal andthesehavebeencompliedwithduringtheyear. Certain entitiesintheGroup are required imposedcapitalrequirements tocomplywithcertainexternally in in thefinancialstatementsare asfollows: Capital anddevelopmentexpenditures contractedforasattheendofreporting periodbutnotrecognised Capital Commitments Net borrowings overtotalequity ratio Total equity Cash andcashequivalents Bank deposits Net borrowings Loans andborrowings The Group monitorscapitalusingagearingratio,whichisnetdebtdividedbytotalequity, asfollows: and 30September2015. No changes were made in the objectives, policies or processes during the yearsended 30 September 2016 capital toshareholders orissuenewshares. To maintainoradjustthecapitalstructure, theGroup mayadjustthedividendpaymenttoshareholders, return The Group managesitscapitalstructure andmakesadjustments toit,inlightofchangeseconomicconditions. order tosupportitsbusinessandmaximiseshareholder value. The primaryobjectiveoftheGroup’s capitalmanagementistoensure thatitmaintainshealthycapitalratiosin CAPITAL MANAGEMENT 11,843,484 (7,626,857) (9,795,537) 1,589,514 1,731,343 829,155 513,963 148,386 437,337 98,010 $’000 $’000 2016 2016 0.64 Group Group (10,275,457) 10,650,953 (8,902,317) 1,530,907 2,594,430 1,373,140 559,019 261,717 242,787 $’000 $’000 2015 2015 0.84 – 295
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
(c) (b) 37. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS Rental expenserecognised inthe profit statementisasfollows: into otherleasingagreements. do not contain restrictionsterms on the Group dividends, additional debts or entering activities concerning The operatingleasesdonotcontainanyescalationclausesandprovide forcontingentrents. Thelease Rental incomefrom investmentproperties isdisclosedinNote11. After 5years After 5years From 1yearto5years From 1yearto5years Within 1year Within Within 1year Within follows: minimum rental receivable undernon-cancellableoperatingleasesattheendofreporting periodisas sale. These non-cancellable leases have remaining of between 2 to 8 years.Future non-cancellable lease terms The Group hasentered intocommercial property leasesonitsinvestmentproperties andproperties heldfor Operating LeaseCommitments–asLessor Minimum leasepayments as follows: Future minimumrental payableundernon-cancellable operatingleasesattheendofreporting periodis Operating LeaseCommitments–asLessee COMMITMENTS (CONT’D) 2,152,600 1,052,686 808,132 637,852 601,638 133,156 498,276 37,124 $’000 $’000 2016 2016 Group Group 2,053,843 1,086,566 746,449 626,463 448,197 519,080 92,010 27,976 $’000 $’000 2015 2015 $’000 $’000 39,871 2016 2016 $’000 2016 – – – – – – – – Company Company Group $’000 $’000 15,606 2015 2015 $’000 2015 – – – – – – – – 38. CONTINGENCIES FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS 39. (iv) (iii) (ii) (i) Guarantee Contracts (iv) (iii) (ii) (i) SUBSEQUENT EVENTS property buyers,covering theperiodfrom loancontractdatetotheproperty deliverydate. corporate guaranteestobanksinChinaconnectionwithloansprovided bythebankstosubsidiary’s A wholly-ownedsubsidiaryoftheGroup hasprovided RMB202,977,000(2015:297,800,000) 2016, theoutstandingloanbyMCST1298is$25,179,000(2015:$25,679,000). guarantee willonlybedischarged uponfullrepayment of theloanbyMCST1298.Asat30September Centrepoint byTheManagementCorporationStrataTitle PlanNo.1298(“MCST1298”).Thecorporate ofThe to financethepaymentofdevelopmentcharge andconstructioncostoftheNewWing The Companyhasprovided anunconditionalandirrevocable corporateguaranteeforupto$26,179,000 securities issuedbycertainsubsidiaries. guarantees forupto$6,948,493,000(2015:$7,206,022,000)loansandborrowings andperpetual As at30September2016,theCompanyhasprovided unconditionalandirrevocable corporate No liabilityisexpectedtoarise. $45,840,000) tounrelated partiesinrespect contractsonbehalfofcertainsubsidiaries. ofperformance As at30September2016,theCompanyhasprovided bankers’guaranteesof$4,183,000(2015: increased from approximately 35.6%toapproximately 39.9%. is Baht614.6million(approximately S$24.7million).Pursuanttothisacquisition,FPHT’s interest inGold Stock ExchangeofThailand,anadditional99,941,933shares inGold.Thetotalaggregate consideration As announcedon21 November 2016, theGroup, through FPHT, purchased in the open-market on the (the “Acquisition”).TheAcquisitionwascompletedon16 November2016. comprised intheretail podiumofYishun 10CinemaComplexforatotalconsiderationof$37.75million On 4November2016,FCTentered intosaleandpurchase agreements fortheacquisitionofstratalots FHT. “Rights Subscription”).FollowingtheRightsSubscription,Group holdsapproximately 21.6%in fully subscribedfortheirrespective allottedRightsStapledSecuritiesof95,432,377inaggregate (the stapled securitiesinFHT. TheGroup, through itswholly-ownedsubsidiaries,FCLI,FHAMandFHPL, Securities atanissuepriceof$0.603onthebasis32RightsStapledforevery100existing On 14 October 2016, the Group, through its subsidiary, FHT, issued 441,549,281 new Rights Stapled the Transaction, theGroup willholduptoapproximately 40%ofTICON’s enlarged total issuedshares. payable forall735,000,000NewShares isBaht13.23billion(approximately S$520million).Following at the subscription price of Baht 18.00 per New Share (the “Transaction”). The totalconsideration 735,000,000 newly issued ordinary shares in TICON,each of Baht 1.00 par value (the “New Shares”), with TICONIndustrialConnectionPublicCompanyLimited(“TICON”)forthesubscriptionofupto On 10October2016,theGroup, through FPHT, entered intoaconditionalshare subscription agreement 297
ANNUAL REPORT 2016 298
FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 40. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) Frasers Centrepoint AssetManagement Frasers AmethystPte.Ltd. Frasers (UK)Pte.Ltd. Frasers (Thailand)Pte.Ltd. Frasers (NZ)Pte.Ltd. Frasers (Australia)Pte.Ltd. Fraser SuitesJakartaPte.Ltd. FCL Trust Holdings Pte.Ltd. FCL Trust Holdings (Commercial) Pte.Ltd. FCL Topaz Pte.Ltd. FCL Tampines CourtPte.Ltd. FCL InvestmentsPte.Ltd. FCL Emerald(2)Pte.Ltd. FCL Emerald(1)Pte.Ltd. FCL ChinaDevelopmentPte.Ltd. FCL Centrepoint Pte.Ltd. FCL AssetsPte.Ltd. FCL AquamarinePte.Ltd. FCL AmberPte.Ltd. FCL (Fraser)Pte.Ltd. FCL (China)Pte.Ltd. Country ofIncorporationandPlaceBusiness:Singapore Subsidiaries oftheCompany SIGNIFICANT SUBSIDIARIES,JOINTARRANGEMENTSANDASSOCIATES (Malaysia) Pte.Ltd. Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Principal Activities 2016 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% Shareholding 75% 75% Effective 2015 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 75% 75% 75% 40. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) Frasers Centrepoint AssetManagement FCL ManagementServicesPte. Ltd. Riverside Property Pte.Ltd. FCL Property InvestmentsPte.Ltd. FCL EnterprisesPte.Ltd. FCL CrystalPte.Ltd. FCL AlexandraPointPte.Ltd. River Valley Properties Pte.Ltd. Opal StarPte.Ltd. MLP CoPte.Ltd. Frasers LandPte.Ltd. Frasers HospitalityPte.Ltd. Frasers HospitalityMLPte.Ltd. Pte.Ltd. Frasers HospitalityInvestmentsMelbourne Frasers HospitalityInvestmentsChina Frasers HospitalityInvestmentHolding Frasers HospitalityHoldingsPte.Ltd. Frasers HospitalityDalianHoldingPte.Ltd. Frasers HospitalityChangiInvestmentsPte.Ltd. Frasers HospitalityAssetManagementPte.Ltd. Country ofIncorporationandPlaceBusiness:Singapore (cont’d) Subsidiaries oftheCompany(cont’d) SIGNIFICANT SUBSIDIARIES,JOINTARRANGEMENTSANDASSOCIATES (CONT’D) (Commercial) Ltd. Square Pte.Ltd. (Philippines) Pte.Ltd. Management services Management services Property investment Property investment Property investment Property investment Property investment property development Investment holdingand Investment holding Investment holding Investment holding managementservices Investment holdingand Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Management services Principal Activities 2016 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% Shareholding Effective 2015 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 299
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 40. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) FCL Treasury Pte.Ltd. FCL Investments(Industrial)Pte.Ltd. Frasers Hospitality ChangiTrust FH-REIT Treasury Pte.Ltd. Frasers Logistics&IndustrialAssetManagement Frasers HospitalityTrust ManagementPte.Ltd. Frasers HospitalityGroup Pte.Ltd. FCOT Treasury Pte.Ltd. Sembawang ResidencesPte. Ltd. North GemDevelopmentPte.Ltd. FCL AdmiraltyPte.Ltd. North GemTrust Aquamarine StarTrust River Valley Tower Pte.Ltd. River Valley ApartmentsPte.Ltd. Singapore LogisticsInvestments Pte.Ltd. Frasers Property (Europe) HoldingsPte.Ltd. Country ofIncorporationandPlaceBusiness:Singapore Subsidiaries oftheGroup Excellent EsteemLimited Country ofIncorporationandPlaceBusiness:HongKong Frasers Centrepoint Property Management Frasers Centrepoint AssetManagementLtd. Country ofIncorporationandPlaceBusiness:Singapore (cont’d) Subsidiaries oftheCompany(cont’d) SIGNIFICANT SUBSIDIARIES,JOINTARRANGEMENTSANDASSOCIATES (CONT’D) (formerly East Harmony Pte.Ltd.) EastHarmony (formerly Pte. Ltd. (formerly FCLGoldPte.Ltd.) Pte. Ltd.(formerly Services Pte.Ltd. Treasury services Investment holding Property investment Treasury services Management services Trustee-manager Management services Treasury services Property development Property development Property development development Property investmentand development Property investmentand Property investment Property investment Investment holding Investment holding Investment holding Management services Management services Principal Activities 21.61% 27.15% 2016 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% Shareholding 80% 70% 80% 80% Effective 20.32% 27.21% 2015 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 80% 70% 80% 80% 40. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) Frasers Logistics&IndustrialTrust Frasers HospitalityTrust Frasers HospitalityChinaSquare Trust Frasers Centrepoint Trust Frasers Commercial Trust Country ofIncorporationandPlaceBusiness:Singapore (cont’d) Subsidiaries oftheGroup (cont’d) Country ofIncorporationandPlaceBusiness:Australia Frasers QueensPtyLtd Frasers Property Limited Frasers Property AustraliaPtyLimited Frasers CentralParkHoldingsNo.1PtyLtd Frasers (FPA) PtyLimited Australand ResidentialNo.164PtyLimited Australand Northshore PtyLimited Australand IndustrialNo.129PtyLimited Australand LandandHousing No.5 Australand IndustrialNo.139 PtyLimited Australand IndustrialNo.111PtyLimited Australand IndustrialNo.72PtyLimited Australand CarltonPtyLimited Frasers PerthPtyLtd Frasers Town HallPtyLtd SIGNIFICANT SUBSIDIARIES,JOINTARRANGEMENTSANDASSOCIATES (CONT’D) (formerly FrasersProperty(formerly AustraliaPtyLtd) (Hope Island)PtyLimited Real estateinvestmenttrust Stapled trust Property investment Real estateinvestmenttrust Real estateinvestmenttrust Investment holdingand Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding property development Property development Property development Property development Property development Property development Property investment Investment holdingand property development Principal Activities 20.50% 21.61% 41.49% 27.15% 2016 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% Shareholding Effective 20.32% 41.32% 27.21% 2015 87.5% 87.5% 87.5% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 75% 75% – 301
ANNUAL REPORT 2016 302
FRASERS CENTREPOINT LIMITED & SUBSIDIARIES 40. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (a) (a) (c) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) Frasers (Riverside Quarter)Ltd Malmaison Trading Limited Frasers ResidentialInvestment PartnershipLP Malmaison Resources Limited Malmaison HotelsLimited HoldingsLimited Malmaison andHotelduVin Malmaison and Hotel du Vin PropertyMalmaison andHotelduVin Frasers Property (UK)Limited Frasers HospitalityUKHoldingsLimited Frasers HospitalitySPC1Limited Country ofIncorporationandPlaceBusiness:UnitedKingdom Ananke HoldingsPtyLimited Frasers AHLPtyLtd Frasers Property (APG)PtyLimited Australand Property Limited Port CatherineDevelopmentsPtyLtd PDI (Qld)PtyLimited Frasers CentralParkEquityNo.2PtyLtd Frasers Broadway PtyLtd Bayslore PtyLimited Australand Valley ParkPtyLimited Australand ResidentialNo.166PtyLimited Australand ResidentialNo.143PtyLimited Country ofIncorporationandPlaceBusiness:Australia(cont’d) Subsidiaries oftheGroup (cont’d) SIGNIFICANT SUBSIDIARIES,JOINTARRANGEMENTSANDASSOCIATES (CONT’D) Holdings Limited Property development Property investment Property investment Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Investment holding Hotel operator trustee-manager Investment holdingand Management services Management services Property development Property development Property development Property development Property development Property development Property development Property development Principal Activities 2016 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% Shareholding 80% 80% Effective 2015 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 80% 80% 75% 75% (1) (1) (1) 40. FOR THEYEARENDED30SEPTEMBER2016 NOTES TOTHEFINANCIALSTATEMENTS (1) (1) (a) (c) (a) (a) (a) (b) (a) (a) (a) (a) Golden LandProperty Development Shanghai ZhongJunProperty Real Beijing FraserSuitesRealEstate TradingHotel duVin Limited Frasers Projects Ltd Country ofIncorporationandPlaceBusiness:UnitedKingdom(cont’d) Subsidiaries oftheGroup (cont’d) Note (1) (c) (b) (a) The jointventures andjointoperationsare individuallyimmaterialtothegroup. Joint ArrangementsoftheGroup Country ofIncorporationandPlaceBusiness:Thailand Country ofIncorporationandPlaceBusiness:China Country ofIncorporationandPlaceBusiness:BritishVirgin Islands Associates oftheGroup Country ofIncorporationandPlaceBusiness:HongKong Country ofIncorporationandPlaceBusiness:China Supreme AsiaInvestments Limited Superway LogisticsInvestments Ace GoalLimited SIGNIFICANT SUBSIDIARIES,JOINTARRANGEMENTSANDASSOCIATES (CONT’D) Chengdu SinoSingapore Southwest Singlong Property Development Management Co.,Ltd. Public CompanyLimited Estate DevelopmentCo.,Ltd (Hong Kong)Limited Logistics Co.,Ltd (Suzhou) Co.,Ltd Accounting yearendis31December. Audited byotherfirms. Not required tobeauditedunderlawsofthecountryincorporation. Audited byKPMGintherespective countries. Investment holding Property development Property investment Hotel Trading Company Property development Investment holding Investment holding Investment holding Principal Activities Property investment Property development 2016 35.6% 45.2% 43.3% 100% 100% 100% 100% Shareholding 80% 80% 80% Effective 2015 45.2% 43.3% 100% 100% 100% 100% 80% 80% 80% – 303
ANNUAL REPORT 2016 304
FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Frasers Property Australia Fraser PlaceMelbourne Australia Capri byFraser, ChangiCity Centrepoint Apartment 51 CuppageRoad Valley Point The Centrepoint Robertson Walk &Fraser Alexandra Point Singapore COMPLETED INVESTMENTPROPERTIES AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES Investment Properties Group's Completed Place RobertsonWalk Freehold, lettablearea –3,801sqm 3000. Victoria Exploration Lane,Melbourne, 112 servicedapartmentunitsin2blocksofhighrisebuildings at19 Leasehold (leaseexpires year2069),lettablearea -10,583sqm 313 unitsofhotelresidences atChangiBusinessParkCentral1. Lettable area –81sqm An apartmentunit. Leasehold (leaseexpires year2095), lettablearea –25,417sqm A 10-storey commercial buildingat51CuppageRoad. Retail –Valley Point Lettable area : Leasehold (leaseexpires year2876) Centre/Office Tower andFraser SuitesRiver Valley, River Valley Road. podium and255servicedapartmentunitsatValley PointShopping 5-storey covered carpark,a5-storey podiumblock,a2-storey retail A 20-storey commercial-cum-serviced apartmentcomplexwitha sqm Freehold andleasehold(lease expires year2078),lettablearea –28,587 The Centrepoint, 176Orchard Road. A 7-storey shopping-cum-residential complexwith2basementfloorsat Freehold, lettablearea –18,542sqm A 24-storey office buildingat438AlexandraRoad. Office –River Valley Tower Serviced Apartments–FraserPlace Lettable area –20,337 sqm Park Drive,West Park,Derrimut,Victoria. A property comprisingawarehouse andasinglestorey office at64 West Lettable area –11,822sqm Public CarPark,Southbank,Victoria. A carparkcomprising267publicparkingspacesatFreshwater Place, Retail –RobertsonWalk Lettable area : Leasehold (leaseexpires year2840) Robertson Walk, 11UnityStreet. apartment unitsatRobertsonWalk ShoppingCentre andFraserPlace 2-storey basementcarpark,a2-storey retail podiumand164serviced A 10-storey commercial-cum-serviced apartmentcomplex witha 21,029 sqm 17,014 sqm 26,710 sqm 17,694 sqm 4,015 sqm 9,016 sqm Book Value 203,400 400,000 322,000 580,000 296,000 336,000 30,679 16,460 16,148 $'000 1,600 Frasers Property Australia Australia (cont’d) COMPLETED INVESTMENTPROPERTIES (CONT’D) AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES (cont’d) Investment Properties Group’s Completed Lettable area –12,601sqm Gateway Building,Sydney, NewSouthWales. A 8-storey buildingwithaterracearea onlevel7at26-30LeeStreet, Lettable area –10,708sqm Seven Hills,NewSouthWales. A property comprisinga2-leveloffice andwarehouse at8StantonRoad, Lettable area –17,733sqm 227 Walters Park,New SouthWales. Road,Arndell A property comprisingawarehouse anda2-storey office component at Lettable area –12,361sqm 23 ScanlonDrive,Epping,Victoria. A property comprisingawarehouse andanattached2-storey office at Lettable area –9,112sqm Railway Square, Sydney, NewSouthWales. A 8-storey office buildingat20LeeStreet, HenryDeaneBuilding, Lettable area –17,644sqm Drive, RhodesCorporatePark,Rhodes,NewSouthWales. A property comprisingoffice accommodationat1FHomebushBay Lettable area- 22,840sqm Truganinga, Victoria. A property comprising2warehouses at57Efficient Drive, Lettable area –14,333sqm Park, NewSouthWales. A property comprisingawarehouse atLot1,2BurildaClose,Wetherill Lettable area –1,343sqm Bay Drive,RhodesCorporatePark,Rhodes,NewSouthWales. centre, carwash,gym,pool andcommonparkingareas atHomebush A property comprisingthe commonfacilitiesincludingacafé,childcare Lettable area –10,078sqm 1 West ParkDrive,Derrimut, Victoria. A property comprisingawarehouse facilityandasingle-leveloffice at Lettable area –10,891sqm Cambridge Street, Rocklea,Queensland. A property comprisingawarehouse anddistributionfacilityat 44 Lettable area –10,425sqm Dandenong South,Victoria. an attachedsingle-leveloffice buildingat89-103SouthParkDrive, A property comprisinganindustrialfacilitywithawarehouse and Book Value 111,473 97,929 15,835 28,129 13,335 68,759 22,399 23,441 10,418 15,966 $'000 8,022 9,272 305
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Frasers Property Australia Australia (cont’d) COMPLETED INVESTMENTPROPERTIES (CONT’D) AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES Fraser PlaceManila Philippines Fraser SuitesCBD,Beijing China Me LinhPoint Vietnam (cont’d) Investment Properties Group’s Completed Freehold, lettablearea –17,046sqm Manila. Fraser PlaceForbesTower, Valero Street, MakatiCity, SalcedoVillage, 89 servicedapartmentunitswith116carparklotsintheEast Tower of Lettable area –28,448sqm Leasehold : clubhouse (2ndlevel)at12JinTong XiRoad, ChaoyangDistrict,Beijing. A buildingcomprisingresidential apartments(3rd to23rd level)and Leasehold (leaseexpires year2045), lettablearea –17,489sqm Tower, 2NgoDucKeStreet, District1,HoChiMinhCity. A 22-storey retail/office buildingwith2basementsatMeLinhPoint Lettable area –18,848sqm New SouthWales. A property comprisingof a warehouse at1BurildaClose,Wetherill Park, Lettable area –29,047sqm Creek,Drive, Eastern NewSouthWales. A property comprisinga3-level office andwarehouse at2 Wonderland Lettable area –54,922sqm Tower, 2SouthbankBoulevard, (50%interest). Southbank,Victoria An office towerwith retail, foodandamenityatFreshwater PlaceOffice Lettable area –17,238sqm Homebush BayDrive,RhodesCorporatePark,Rhodes,NewSouthWales. A commercial office buildingwitha5-leveloffice1D accommodationat Lettable area –12,799sqm Rhodes CorporatePark,Rhodes,NewSouthWales. A 6-leveloffice accommodationandacaféat1BHomebushBayDrive, Lettable area –25,705sqm single-level office at10ReconciliationRise,Dremulwuy, NewSouth Wales. A property comprisinganindustrialfacilitywithfullvehicularaccessanda Clubhouse (leaseexpires year2043) Residential (leaseexpires year2073) Book Value 245,232 230,967 117,723 45,464 55,201 60,642 43,235 71,467 35,004 $'000 Anchorpoint YewTee Point Bedok Point Changi CityPoint Northpoint Causeway Point Singapore HELD THROUGHFRASERSCENTREPOINTTRUST Fraser ResidenceSudirman Indonesia Gate Garden Flat 3atQueens Capri byFraser, Frankfurt Fraser SuitesKensington Capri byFraser, Barcelona Europe COMPLETED INVESTMENTPROPERTIES (CONT’D) AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES Freehold, lettable area –6,595sqm 2-storey restaurant building at368and370AlexandraRoad. A 2-storey retail mall(including 1basementlevel)andanadjacent Leasehold (leaseexpires year2105),lettablearea –6,844sqm carpark at21ChoaChuKang North6. A 2-storey retail mall(including1basementlevel)and Leasehold (leaseexpires year2077),lettablearea –7,684sqm carpark at799NewUpperChangiRoad. A 5-storey retail mall(including1basementlevel)and Leasehold (leaseexpires year2069),lettablearea –19,253sqm Park Central1. A 3-storey retail mall(including1basementlevel)at5ChangiBusiness Leasehold (leaseexpires year2089),lettablearea –20,906sqm (B1-B3) at930Yishun Avenue 2. A 6-storey retail mall(including2basementlevels)anda3-levelcarpark Leasehold (leaseexpires year2094), lettablearea –38,628sqm (B2, B3and2nd-6thlevels)at1Woodlands Square. A 7-storey retail mall(including1basementlevel)anda7-levelcarpark Freehold, lettablearea –11,324sqm Jakarta12910. Jakarta, Sudirman, Jakarta,Jl.SetiabudiRayaNo.9, Jakarta,ThePeakSudirman Sudirman 108 servicedapartmentsunitsinFraserTower ofFraserResidence Freehold, lettablearea –74sqm United Kingdom. An apartmentunitat39AQueensGateGardens, LondonSW75RR, Freehold, lettablearea –5,688sqm Frankfurt amMaine,Germany. 153 servicedapartmentsat42Europa-allee, 60327, Freehold, lettablearea –6,743sqm Gardens LondonSW75RN. 70 residential apartmentsatFraserSuitesKensington,75Stanhope Freehold, lettablearea –3,626sqm 97 servicedapartmentsatSanchodeAvila, 32-34Barcelona, Spain. Book Value 1,143,000 103,000 172,000 108,000 311,000 672,000 211,926 46,732 47,960 27,608 $'000 1,876 307
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Alexandra Technopark China Square Central Singapore HELD THROUGHFRASERSCOMMERCIALTRUST COMPLETED INVESTMENTPROPERTIES (CONT’D) AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES Fraser SuitesGlasgow Fraser PlaceCanaryWharf United Kingdom Fraser SuitesSydney Australia Fraser SuitesSingapore Singapore HELD THROUGHFRASERSHOSPITALITY TRUST 357 CollinsStreet Caroline ChisholmCentre Central Park Australia 55 MarketStreet 1 1 1 1 1 Leasehold (leaseexpires year2096),lettablearea –34,357sqm shophouses at18,20&22Cross Street, ChinaSquare Central. 15-storey office and retail towerwithbasementcarparkandheritage Freehold, lettablearea –4,964 sqm Glasgow G11LH,Scotland,United Kingdom. A 4-storey buildingof98servicedapartmentsat1-19Albion Street, Freehold, lettablearea –4,460 sqm E14 5SF, UnitedKingdom. 2 buildingsof108residential apartmentsat80Boardwalk Place,London Freehold, lettablearea –12,137sqm Sydney NSW2000. 201 servicedapartmentunitsatFraserSuitesSydney, 488KentStreet, Freehold, lettablearea –22,214sqm Singapore 248372. 255 servicedapartmentunitsat491ARiverValley Road, Freehold, lettablearea –31,923sqm 25-storey office and retail buildingat357CollinsSt,Melbourne. Leasehold (leaseexpires year2101), lettablearea –40,244sqm 5-storey office complexatBlock4Section13, Tuggeranong. Freehold, lettablearea –33,106sqm 47-storey office towerat152-158StGeorges Terrace, Perth. Leasehold (leaseexpires year2825), lettablearea –6,670sqm 16-storey office and retail buildingat55MarketStreet. Freehold, lettablearea –96,980sqm Alexandra Road. buildings of8and9storeys withbasementcarparkat438Aand438B High-tech businessspacedevelopmentcomprising2air-conditioned Book Value 562,500 148,561 346,000 266,701 237,010 276,077 139,000 566,000 19,282 73,590 $'000 Fraser SuitesEdinburgh United Kingdom(cont’d) HELD THROUGHFRASERSHOSPITALITY TRUST(CONT’D) COMPLETED INVESTMENTPROPERTIES (CONT’D) AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES Sky RoadEastTrust A Jets CourtTrust B Jets CourtTrust A Link RoadTrust A South Centre RoadTrust A Pacific Drive Trust A Heatherton RoadTrust A Aylesbury DriveTrust A Australia HELD THROUGHFRASERSLOGISTICS&INDUSTRIALTRUST Maritim HotelDresden Germany Fraser SuitesQueensGate 1 1 Leasehold (lease expires year2048),lettablearea –12,086sqm Airport,Victoria. Sky RoadEast, Melbourne A warehouse distributionfacilityanda2-leveloffice, locatedat28-32 Leasehold (leaseexpires year2048),lettablearea –15,544sqm Airport,Victoria. located at25-29JetsCourt,Melbourne 2 adjoiningwarehouse facilities,eachwithfront office accommodation, Leasehold (leaseexpires year2048),lettablearea –9,869sqm Victoria. Airport, accommodation, locatedat17-23JetsCourt,Melbourne 2 warehouse anddistributionfacilitieswithassociatedoffice Leasehold (leaseexpires year2048),lettablearea –18,599sqm Airport, Victoria. located at96-106LinkRoad,Melbourne A 3-leveloffice attachedbya1stfloorwalkwaytothewarehouse, Leasehold (leaseexpires year2048),lettablearea –3,085sqm located at115-121SouthCentre Airport,Victoria. Road,Melbourne An industrialfacility, asubstantial2-leveloffice andaground floor café, Freehold, lettablearea –25,163sqm located at49-75PacificDrive,Keysborough,Victoria. A large industrialwarehouse andanattached2-leveloffice building, Freehold, lettablearea –8,387sqm located at610-638HeathertonRoad,ClaytonSouth,Victoria. A warehouse facilityanda free-standing 2-leveloffice, Freehold, lettablearea –21,493sqm Aylesbury Drive,Altona,Victoria. 2 adjoiningoffice andwarehouse facilities,locatedat18-34 Freehold, lettablearea –25,916sqm 328 hotelrooms atOstra-Ufer 2,01067Dresden, Germany. Freehold, lettablearea –4,188sqm London SW75RR,UnitedKingdom. 105 residential apartmentsat39BQueensGateGardens, Freehold, lettablearea –2,333sqm Edinburgh EH11PT, Scotland,UnitedKingdom. A 8-storey buildingof75residential apartmentsat12-26 StGilesStreet, Book Value 110,032 11,564 25,941 30,733 21,617 25,107 90,211 26,181 $'000 9,897 8,334 5,834 309
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Pacific &AtlanticDrive Atlantic DriveTrust D South ParkDriveTrust C South ParkDriveTrust B South ParkDriveTrust D CourtTrustBam Wine A South ParkDriveTrust A Douglas Street Trust A Sky RoadEastTrust B Australia (cont’d) HELD THROUGHFRASERSLOGISTICS&INDUSTRIALTRUST(CONT’D) COMPLETED INVESTMENTPROPERTIES (CONT’D) AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES Atlantic DriveTrust C Atlantic DriveTrust B Trust A Freehold, lettablearea –15,095sqm Atlantic Drive,Keysborough, Victoria. A warehouse andattached2-storey office/display centre, located at77 Freehold, lettablearea –28,062sqm Drive, DandenongSouth,Victoria. Industrial office andwarehouse facility, locatedat98-126SouthPark Freehold, lettablearea –13,963sqm Drive, DandenongSouth,Victoria. A warehouse facilitywith 2-level office, locatedat63-79SouthPark Freehold, lettablearea –12,729sqm Dandenong South,Victoria. hardstand and69parking lots,locatedat16-32SouthParkDrive, A storageanddistributionfacility, withassociatedoffice area, canopy, Freehold, lettablearea –17,606sqm Court,DandenongSouth,Victoria. 22-26 BamWine A single-leveloffice andtemperature-controlled warehouse, locatedat Freehold, lettablearea –22,106sqm South ParkDrive,DandenongSouth,Victoria. A warehouse facility, 2-leveloffice andshowroom, locatedat21-33 Leasehold (leaseexpires year2053), lettablearea –21,803sqm 2-46 DouglasStreet, Victoria. PortMelbourne, warehouse withcarparkingforapproximately 311vehicles,located at 2 freestanding industrialfacilitieswitha2-leveloffice attachedtoa Leasehold (leaseexpires year2048),lettablearea –46,231sqm Airport,Victoria. 38-52 SkyRoadEast,Melbourne A warehouse anddistributionfacilitywithasingle-leveloffice, locatedat Freehold, lettablearea –27,272 sqm areas, locatedat150-168AtlanticDrive,Keysborough, Victoria. 2 adjoiningdistributionfacilities withassociatedmezzanineleveloffice Freehold, lettablearea –13,495sqm areas, locatedat78&88AtlanticDrive,Keysborough, Victoria. 2 adjoiningdistributionfacilitieswithassociatedmezzanine leveloffice Freehold, lettablearea –30,004sqm Drive and170-172AtlanticDrive,Keysborough, Victoria. 2 warehouse andoffice facilitiesunder1 roofline, locatedat17Pacific Book Value 20,003 36,463 16,252 14,481 23,805 25,264 22,815 28,650 37,401 18,023 37,296 $'000 Springhill RoadTrust A Reconciliation RiseTrust B Reconciliation RiseTrust A Eucalyptus PlaceTrust A Kangaroo Avenue Trust B Kangaroo Avenue Trust C Doriemus DriveTrust A Wellington RoadTrust A Efficient Drive Trust A Sunline DriveTrust B Boundary RoadTrust A Sunline DriveTrust A Australia (cont’d) HELD THROUGHFRASERSLOGISTICS&INDUSTRIALTRUST(CONT’D) COMPLETED INVESTMENTPROPERTIES (CONT’D) AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES each), lettable area –90,661sqm Leasehold (leaseexpires year2050,with6optionstorenew for5years New SouthWales. located atLot104&105Springhill Road,PortKembla, A portrelated automotivevehiclestorageanddistributionfacility, Freehold, lettablearea –22,511sqm Pemulwuy, NewSouthWales. Industrial distributionfacility, locatedat8-8AReconciliationRise, Freehold, lettablearea –19,218sqm New SouthWales. A warehouse andoffice, locatedat6ReconciliationRise,Pemulwuy, Freehold, lettablearea –16,074sqm Creek, NewSouthWales. Office/warehouse facility, locatedatLot22EucalyptusPlace,Eastern Freehold, lettablearea –23,112sqm Creek,Eastern NewSouthWales. 2 adjoiningoffices andwarehouse, locatedatLot5Kangaroo Avenue, Freehold, lettablearea –41,401sqm Avenue, Creek, Eastern NewSouth Wales. 1 office/warehouse distributioncentre, locatedatLot6Kangaroo Freehold, lettablearea –74,545sqm Office warehouse, locatedat1DoriemusDrive, Victoria. Truganina, Freehold, lettablearea –7,175sqm 211A Wellington Road,Mulgrave, Victoria. 1 office/showroom developmentand330carparkingbays,locatedat Freehold, lettablearea –38,335sqm Truganina, Victoria. 3 office andwarehouse accommodations,locatedat2-22Efficient Drive, Freehold, lettablearea –14,636sqm 1 office andwarehouse, locatedat42SunlineDrive, Victoria. Truganina, Freehold, lettablearea –24,732sqm Victoria. attached toalarge warehouse, locatedat468Boundary Road,Derrimut, A distributionfacilityandincorporateasingle-leveloffice whichis Freehold, lettablearea –26,153sqm located at1-13and15-27SunlineDrive,Truganina, Victoria. 2 attachedwarehouses, office eachwithinternal accommodation, Book Value 27,399 38,234 34,275 28,962 40,109 66,675 88,449 39,797 43,756 17,398 25,837 30,525 $'000 311
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Queensport RoadTrust A Flint Street Trust A Stradbroke Street Trust A Platinum Street Trust A Boundary RoadTrust B Siltstone PlaceTrust A Kangaroo Avenue Trust A Gibbon RoadTrust A Hartley Street Trust A Station RoadTrust A Stanton RoadTrust A Distribution PlaceTrust A Australia (cont’d) HELD THROUGHFRASERSLOGISTICS&INDUSTRIALTRUST(CONT’D) COMPLETED INVESTMENTPROPERTIES (CONT’D) AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES Leasehold (leaseexpires year2115),lettablearea –21,531sqm building, locatedat286Queensport Road,NorthMurarrie,Queensland. Warehouse andmanufacturingfacility, withadetached2-leveloffice Leasehold (leaseexpires year2115),lettablearea –15,052sqm Queensland. Warehouse andoffice facility, locatedat30FlintStreet, Inala, Leasehold (leaseexpires year2115),lettablearea –14,916sqm located at51Stradbroke Street, Heathwood,Queensland. Warehouse andproduction facilitywithassociatedoffice accommodation, Leasehold (leaseexpires year2115),lettablearea –19,299sqm Crestmead, Queensland. Warehouse andmanufacturingfacility, locatedat57-71PlatinumStreet, Leasehold (leaseexpires year2115),lettablearea –13,250sqm Carole Park,Queensland. Warehouse withancillaryoffice spaces,locatedat55-59 BoundaryRoad, Leasehold (leaseexpires year2115), lettablearea –9,797sqm Berrinba, Queensland. Office/warehouse distributioncentre, locatedat10SiltstonePlace, Freehold, lettablearea –40,543sqm Avenue, Creek, Eastern NewSouth Wales. 2 separatestandalonedistributionfacilities,locatedat4Kangaroo Freehold, lettablearea –16,625sqm Hills,NewSouthWales.Winston 2 adjoiningoffice andwarehouse units,locatedat32GibbonRoad, Freehold, lettablearea –61,281sqm Smeaton Grange,NewSouthWales. Distribution facilitywithwarehouse, located at80HartleyStreet, Freehold, lettablearea –10,772sqm Hills, NewSouthWales. Warehouse andassociatedoffices, locatedat99 Station Road,Seven Freehold, lettablearea –7,065sqm located at10StantonRoad,SevenHills,NewSouthWales. 2-level office accommodation,undercover parkingandawarehouse, Freehold, lettablearea –12,319sqm Seven Hills,NewSouthWales. 2-storey office andwarehouse facility, locatedat8DistributionPlace, Book Value 38,026 26,045 24,586 30,837 16,773 14,794 77,093 40,630 66,675 17,711 13,127 24,222 $'000 TOTAL COMPLETEDINVESTMENTPROPERTIES Indian DriveTrust A Pearson RoadTrust A Paltridge RoadTrust A Coghlan RoadTrust A Butler Boulevard Trust A Butler Boulevard Trust C Butler Boulevard Trust B Shettleston Street Trust A Sandstone PlaceTrust A RoadTrustEarnshaw A Australia (cont’d) HELD THROUGHFRASERSLOGISTICS&INDUSTRIALTRUST(CONT’D) COMPLETED INVESTMENTPROPERTIES (CONT’D) AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES Freehold, lettablearea –21,660sqm Truganina, Victoria. Office andwarehouse development,locatedat111IndianDrive, Leasehold (leaseexpires year2115),lettablearea –30,618sqm Queensland. Office andwarehouse facility, locatedatLot1PearsonRd, Yatala, Leasehold (leaseexpires year2033),lettablearea –20,143sqm Paltridge Road,PerthAirport,Western Australia. A complexcomprisinganoffice warehouse building,locatedat60 Freehold, lettablearea –6,626sqm Harbor, SouthAustralia. Office andwarehouse facility, locatedatLot102CoghlanRoad,Outer lettable area –6,991sqm Leasehold (leaseexpires year2048, optiontorenew for49years), Adelaide Airport,SouthAustralia. Office andwarehouse facility, locatedat18-20ButlerBoulevard, lettable area –11,197sqm Leasehold (leaseexpires year2048, optiontorenew for49years), Adelaide Airport,SouthAustralia. Office andwarehouse facility, locatedat20-22ButlerBoulevard, lettable area –8,224sqm Leasehold (leaseexpires year2048, optiontorenew for49years), Boulevard, AdelaideAirport,South Australia. 4 various-sizedindustrialunitswithassociatedoffices, locatedat5Butler Leasehold (leaseexpires year2115), lettablearea –15,186sqm 99 ShettlestonStreet, Rocklea, Queensland. Warehouse anddistributionfacilitywithasingle-leveloffice, located at Leasehold (leaseexpires year2115),lettablearea –54,245sqm located at99SandstonePlace,Parkinson,Queensland. Warehouse anddistributioncentre, togetherwitha2-storey office, Leasehold (leaseexpires year2115),lettablearea –30,779sqm Queensland. 2-level office andwarehouse, Road,Northgate, locatedat350Earnshaw 10,986,224 Book Value 248,678 33,963 38,547 18,961 11,668 23,545 56,049 $'000 7,449 8,126 9,376 313
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1 TOTAL PROPERTIES (CLASSIFIEDASINVESTMENTPROPERTIES) TOTAL INVESTMENT PROPERTIES UNDERCONSTRUCTION Frasers Property Australia Australia Fraser SuitesHamburg Europe Capri byFraser, North PointCity Frasers Tower Singapore INVESTMENT PROPERITIESUNDERCONSTRUCTION AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES
China Square Construction Properties Under Group's Investment Due toconsolidationoftheREIT properties. Freehold, lettablearea –5,273sqm 147 servicedapartmentunitsatRodingsmarkt2,Hamburg, Germany. Leasehold (leaseexpires year2096), gross floorarea –16,000sqm 298 unitsofhotelresidences at181SouthBridgeRoad. 44,017 sqm Leasehold (leaseexpires year2114),gross floorarea –approximately interchange andcommunityclubatYishun Avenue 2/Yishun Central. A mixedcommercial andresidential developmentintegrated withbus Leasehold (leaseexpires year2112),gross floorarea –77,162sqm A commercial developmentatCecilStreet/Telok Ayer Street. Victoria. A property comprisingof a warehouse at43Efficient Drive, Truganinga, Queensland. A property comprisingof awarehouse atLot101Wayne DrBerrinba, s, thecarryingvaluesoftheseproperties havebeenadjustedtoreflect FCLGroup's freehold interest inthe 13,494,019 Book Value 2,507,795 1,142,000 1,113,000 173,144 49,281 10,156 20,214 $'000 Hotel du Vin Birmingham Hotel duVin Malmaison Reading Malmaison Liverpool Malmaison Leeds Malmaison Glasgow Malmaison Edinburgh Malmaison Belfast United Kingdom Fraser SuitesPerth Capri byFraser, Brisbane Australia PROPERTY, PLANT ANDEQUIPMENT AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES Leasehold (leaseexpires year2150),gross floorarea –4,510 sqm cover restaurant, bar, gymandmeetingrooms foratotalcapacityof90. England. Theproperty provides a66bedroom boutiquehotel, a85 A boutiquehotelsituatedatChurch Street, B32NR, Birmingham, Leasehold (leaseexpires year2894),gross floorarea –1,804sqm cover restaurant, bar, gymandmeetingrooms foratotalcapacityof25. England. Theproperty provides a75bedroom boutiquehotel,a76 A boutiquehotelsituatedat18-20StationRoad,Reading, RG11JX, Leasehold (leaseexpires year2146),gross floorarea –8,250sqm four meetingrooms withamaximumcapacityof100. (Kitchen &Boudoirwith18covers),a70seatMalBar, asmallgymand 130 bedrooms, a65coverBrasserierestaurant, 2privatediningrooms England. Occupyingfloorsground tosixth,theboutiquehotelprovides JessopWay,A boutiquehotelsituatedat7William Liverpool,L31QZ, Freehold, gross floorarea –7,920sqm bar, gymand meetingrooms foratotalcapacityof45. property provides a100bedroom boutiquehotel,a96coverrestaurant, A boutiquehotelsituatedat1Swinegate,Leeds,LS14AG,England.The Freehold, gross floorarea –4,408sqm of 45. cover restaurant, 2bars,gymand meetingrooms foratotalcapacity Scotland. Theproperty provides a72bedroom boutiquehotel,a106 A boutiquehotelsituatedat278West George Street, Glasgow, G24LL, Freehold, gross floorarea –6,340sqm cover restaurant, bar, gymandmeetingrooms foratotalcapacityof70. Scotland. Theproperty provides a100bedroom boutiquehotel,a53 A boutiquehotelsituatedat1Tower Place,Edinburgh, EH67BZ, Freehold, gross floorarea –3,600sqm of 40. a 60coverrestaurant, bar, gymandmeetingrooms foratotalcapacity Ireland.Northern Theproperty provides a64bedroom boutiquehotel, Street,A boutiquehotelsituatedat34-38Victoria Belfast,BT13GH, Freehold, gross floorarea –27,447sqm Australia. 236 apartmentsandsuitesat10AdelaideTerrace, EastPerthWA 6004, Freehold, gross floorarea –14,217sqm Australia. 239 unitsofhotelresidences at80AlbertSt,BrisbaneQLD4000, Book Value 120,348 17,916 23,289 24,513 25,187 18,587 26,422 13,045 92,702 $'000 315
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Hotel du Vin Henley-on- Hotel duVin HarrogateHotel duVin Glasgow Hotel duVin EdinburghHotel duVin Cheltenham Hotel duVin Cambridge Hotel duVin Bristol Hotel duVin Brighton Hotel duVin United Kingdom(cont’d) PROPERTY, PLANT ANDEQUIPMENT(CONT’D) AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES Hotel du Vin Newcastle- Hotel duVin Thames upon-Tyne Freehold, gross floorarea –7,552sqm a 90coverrestaurant, barandmeetingrooms foratotalcapacityof60. HG1 1LB,England.Theproperty provides a48bedroom boutiquehotel, A boutiquehotelsituatedatProspect Place,Harrogate, NorthYorkshire, Freehold, gross floorarea –5,280sqm of 50. cover restaurant, bar, gymandmeetingrooms foramaximumcapacity Scotland. Theproperty provides a49bedroom boutiquehotel,a80 A boutiquehotelsituatedatDevonshire Gardens, Glasgow, G120UX, Freehold, gross floorarea –4,126sqm cover restaurant, barandmeeting rooms withcapacityof36. Scotland. Theproperty provides a47bedroom boutiquehotel,a80 A boutiquehotelsituatedat11Bistro Place,Edinburgh, EH11EZ, Freehold, gross floorarea –3,625sqm of 40. hotel, a110coverrestaurant, bar andmeetingrooms foratotalcapacity GL50 3AQ,England.Theproperty provides a49bedroom boutique A boutiquehotelsituatedatParabolaRoad,Cheltenham,Gloucestershire, Leasehold (leaseexpires year2105), gross floorarea –4,320sqm 24. cover restaurant, barandtwomeeting rooms foramaximumcapacityof 1QA, England.Theproperty provides a41bedroom boutiquehotel,a82 A boutiquehotelsituatedat15-19Trumpington Street, Cambridge,CB2 Freehold, gross floorarea –3,272sqm maximum capacityof72. boutique hotel,a80coverrestaurant, barand3meetingrooms for a Bristol, BS12NU,England.Theproperty provides a40bedroom A boutiquehotelsituatedatTheSugarHouse,Narrow LewinsMead, Freehold, gross floorarea –5,693sqm restaurant, bar, andmeetingrooms foratotalcapacityof110. The property provides a49bedroom boutiquehotel,a80cover A boutiquehotelsituatedatShipStreet, Brighton,BN11AD,England. Freehold, gross floorarea –5,260sqm a 80coverrestaurant, barandmeetingrooms foratotalcapacityof56. RG9 2BP, England.Theproperty provides a 43bedroom boutiquehotel, A boutiquehotelsituatedatNewStreet, Henley-on-Thames,Oxfordshire, Freehold, gross floor area –3,491sqm of 36. hotel, a84coverrestaurant, barandmeetingrooms foramaxcapacity Tyne, NE1 2BE,England.Theproperty provides a42bedroom boutique A boutiquehotelsituatedatAllan House,CityRoad,Newcastle-upon- Book Value 13,034 20,330 21,734 15,994 27,319 22,241 32,805 16,681 8,348 $'000 Hotel du Vin Hotel duVin StAndrewsHotel duVin Poole Hotel duVin United Kingdom(cont’d) PROPERTY, PLANT ANDEQUIPMENT(CONT’D) AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES Hotel du Vin Exeter Hotel duVin AvonHotel duVin Gorge Malmaison Cheltenham YorkHotel duVin Winchester Hotel duVin Wimbledon Hotel duVin Tunbridge Wells Freehold, gross floorarea –3,974sqm cover restaurant, barandmeetingrooms foratotalcapacityof 120. Scotland. Theproperty provides a40bedroom boutiquehotel,a56 A boutiquehotelsituatedat40TheScores, StAndrews, KY169AS, – 2,610sqm Freehold andleasehold(leaseexpires year2078),gross floorarea cover restaurant, barandmeetingrooms foratotalcapacityof 30. 1JN, England.Theproperty provides a38bedroom boutiquehotel,a85 A boutiquehotelsituatedatTheQuay, ThamesStreet, Poole,BH15 Freehold, gross floor area –2,293sqm cover restaurant, barandmeetingrooms foratotalcapacityof24. England. Theproperty provides a59bedroom boutiquehotel, a80 A boutiquehotelsituatedonMagdalenStreet, Exeter, Devon,EX24HY, Freehold, gross floorarea –5,219sqm and meetingrooms foratotalcapacityof80. The property provides a75bedroom hotel,a50coverrestaurant, bar A boutiquehotelsituatedonSionHill,Clifton,Bristol,BS8 4LD,England. Freehold, gross floorarea –3,226sqm cover restaurant, barandmeetingrooms foratotalcapacityof38. GL50 3AS,England.Theproperty provides a61bedroom hotel,a74 A boutique hotel situated on Bayshill Road, Cheltenham, Gloucestershire, Freehold, gross floorarea –4,210sqm restaurant, barandmeeting rooms foratotalcapacityof30. The property provides a44bedroom boutiquehotel,a70cover A boutiquehotelsituatedat89TheMount,York, YO241AX,England. Freehold, gross floorarea –2,225sqm capacity of50. boutique hotel,a60coverrestaurant, barandmeetingrooms foratotal Hampshire, SO239EF, England.The property provides a24bedroom A boutiquehotelsituatedat14SouthgateStreet, Winchester, Leasehold (leaseexpires year2111), gross floorarea –4,531sqm capacity of120. boutique hotel,a60coverrestaurant, barandmeetingrooms foratotal London, SW194UE,England.Theproperty provides a48bedroom A boutiquehotelsituatedatCannizaro House,West SideCommon, Freehold, gross floorarea –2,916sqm cover restaurant, barandmeeting rooms withamaximumcapacityof80. England. Theproperty provides a34bedroom boutiquehotel,a88 A boutiquehotelsituatedatCrescent Road,Tunbridge Wells, TN12LY, Book Value 11,474 18,357 21,735 20,727 18,245 14,224 30,811 16,143 7,115 $'000 317
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Novotel Rockford Darling Australia ANA Crown PlazaKobe Japan The Westin KualaLumpur Malaysia InterContinental Singapore Singapore HELD THROUGHFRASERSHOSPITALITY TRUST PROPERTY, PLANT ANDEQUIPMENT(CONT’D) AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES Best Western Cromwell London Park International United Kingdom Sofitel Sydney Wentworth TOTAL PROPERTY, PLANTANDEQUIPMENT OTHER EQUIPMENT, FURNITUREANDFITTINGS LAND ANDBUILDING–HOTELS Harbour London Freehold, gross floorarea –136,657sqm 650-0002, Japan. 593 hotelrooms at1-Chome,Kitano-Cho, Chuo-Ku,Kobe, Freehold, gross floorarea –79,593sqm 55100, Malaysia. 443 hotelrooms at199JalanBukitBintang,KualaLumpur, Leasehold (leaseexpires year2089),gross floorarea –49,987sqm 406 hotelrooms at80MiddleRoad,Singapore 188966. Leasehold (leaseexpires year2089), gross floorarea –6,825sqm SW7 4DS,UnitedKingdom. 171 hotelrooms at117-129Cromwell Road,SouthKensington,London, Freehold, gross floorarea –33,589sqm 436 hotelrooms at61–101Phillip Street, SydneyNSW2000,Australia. Leasehold (leaseexpires year2098), gross floorarea –12,128sqm 17 LittlePierStreet, DarlingHarbour, NSW2000,Australia. 230 hotelrooms atNovotelRockford DarlingHarbour, Leasehold (leaseexpires year2089),gross floorarea –2,512sqm SW7 4ES,UnitedKingdom. 85 hotelrooms at108,110and112Cromwell Road,London, Book Value 1,972,282 1,847,254 150,272 146,839 498,487 189,983 125,028 66,606 66,898 28,843 $'000 Wandsworth Riverside United Kingdom Baitang One LogisticsHub Chengdu China Queens Riverside Putney Hill Central Park Lumiere Australia Twin Waterfalls Twin Fountains Holland Park Soleil @Sinaran Singapore COMPLETED PROPERTIES HELDFORSALE AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES Quarter approximately 32,236sqmofgross floorarea forsale. of 510residential unitsandancillaryoffice and retail spaceofatotal Thames, London foraproposed residential and commercial developement Freehold landofapproximately 20,531sqmsituatedatsouthbankofRiver has agross floorarea of77,711 sqmandconsistsof706apartmentunits. gross floorarea of154,049 sqmandconsistsof898apartmentunits.Phase3A floor area of132,520sqmandconsists968apartmentunits. Phase2hasa District, NanShiJieDong,Suzhou.Phase1ofthedevelopment hasagross Leasehold landofapproximately 314,501sqmsituatedatGongyeYuan park lots.Phase4consistsof270office unitsand88 retail units. area of154,049sqmandconsists149office units,14 retail unitsand119car office units,27warehouses and766carparklots.Phase2hasagross floor of thedevelopmenthasagross floorarea of161,288sqmandconsists136 Leasehold landofapproximately 195,846sqmsituatedatChengdu.Phase1 floor area forsale. units and12commercial spaceofatotalapproximately 41,287sqmofgross proposed mixeddevelopment comprisesapproximately 500privateapartment Freehold landofapproximately 11,895sqmsituatedatEastPerthfora and 16housesofapproximately 15,321sqmofgross floorarea forsale. New SouthWales foraproposed developmentcomprising145apartments Freehold landofapproximately 113,500sqmsituatedatPutney, Sydney, for sale. for saleandcommercial space of approximately 21,715sqmofgross floorarea residential apartmentunits ofapproximately 107,287sqmofgross floorarea New SouthWales foraproposed mixeddevelopmentofapproximately 2,069 Freehold landofapproximately 48,000sqmsituatedatBroadway, Sydney, 19 commercial suites. podium, 456residential units,201 servicedapartments,3retail unitsand The developmenthasagross floor area of61,146sqmandconsists1 retail Frontages onGeorge Street, Bathurst&KentStreet, Sydney, NewSouthWales. Freehold landofapproximately RegentTheatre, 3,966sqmsituatedatformer approximately 76,713sqm ofgross floorarea forsale. Punggol Walk forthedevelopmentof728executivecondominiumunits Leasehold land(leaseexpires year 2110)ofapproximately 25,164sqmat for sale. executive condominiumunitsofapproximately 45,769sqmofgross floorarea Woodlands Ave 6(Woodlands PlanningArea) forthedevelopmentof418 Leasehold land(leaseexpires year2111)ofapproximately 16,504 sqmat development of2goodclassbungalowsforsale. Freehold landofapproximately 2,801sqmatHollandPark forthe condominium units. The developmenthasagross floorarea of44,878sqmandconsists of417 Leasehold landofapproximately 12,468sqmsituatedatSinaranDrive. Effective Interest Group 100.0 100.0 100.0 80.0 80.0 87.5 75.0 37.5 87.5 80.0 70.0 % 319
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES DEVELOPMENT PROPERTIES HELDFORSALE AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES Parc Life Singapore North Park Frasers Landing Australia Central Park–JVs Central Park– Putney Hill Port Coogee Discovery Point Jandakot – Ashlar GolfCourse Cova –HopeIsland Yungabah Residences Broadway Shared Works Cockburn Central Cockburn sqm gross floorarea forsale. a basementcarparkofapproximately 62,066 e-deck, swimmingpool,ancillaryfacilitiesand 4 blocksof15-storey residential unitswith units consisting7blocksof16-storey and development of628executivecondominium Crescent (SembawangPlanningArea) forthe approximately 22,190sqmatSembawang Leasehold land(leaseexpires year2113)of area forsale. of approximately 77,335sqm ofgross floor interchange aswell920 condominiumunits restaurants, childcare, communityclubandbus podium blockconsistingof173shops&94 2/Yishun Centralforaproposed 3-storey approximately 41,085sqm atYishun Avenue Leasehold land(leaseexpires year 2114)of land lotstogo. A residential development comprising487 apartment lotstogo. A residential development comprising575 apartment lotstogo. A residential development comprising301 apartment lotstogo. A residential development comprising331 apartment andlandlotstogo. A residential developmentcomprising831 apartment lotstogo. A residential developmentcomprising489 apartment lotstogo. A residential developmentcomprising437 apartment, houseandlandlots togo. A residential developmentcomprising793 224 MDhousing,houseandland lotstogo. A residential developmentcomprising apartment lots togo. A residential developmentcomprising28 Completion Stage of 21 22 73 58 47 41 50 14 59 85 % 2 2 3rd Quarter2018 2nd Quarter2018 2nd Quarter2025 3rd Quarter2018 3rd Quarter2026 3rd Quarter 2017 4th Quarter2018 1st Quarter2019 1st Quarter2020 1st Quarter2022 1st Quarter2020 1st Quarter2019 Estimated Date of Completion Effective Interest Group 100.0 100.0 100.0 100.0 100.0 100.0 100.0 80.0 56.3 37.5 75.0 75.0 % DEVELOPMENT PROPERTIES HELDFORSALE(CONT’D) AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES Northshore – Australia (cont’d) Casiana Grove 865 Lidcombe Village Lidcombe Village Baldivis Grove Greenvale Clemton Park Discovery PointCo East Baldivis Sunshine Wallan Parkville Carlton Avondale Point Cook Botany Coorparoo Park Ridge Hamilton Frank Road Civil to go. apartment, MDhousing,houseandlandlots A residential developmentcomprising850 lots togo. A residential developmentcomprising54land to go. apartment, MDhousing,houseandlandlots A residential developmentcomprising81 land lotstogo. A residential development comprising326 MD housingandlandlotstogo. A residential development comprising76 MD housinglotstogo. A residential development comprising291 apartment lotstogo. A residential development comprising7 MD housingandlandlotstogo. A residential development comprising860 house andlandlotstogo. A residential development comprising11 land lotstogo. A residential development comprising1,414 apartment lotstogo. A residential developmentcomprising722 apartment andMDhousinglotstogo. A residential developmentcomprising349 MDhousinglotstogo. A residential developmentcomprising135 MD housingandlandlotstogo. A residential developmentcomprising587 apartment andMDhousinglots togo. A residential developmentcomprising437 apartment lotstogo. A residential developmentcomprising370 land lotstogo. A residential developmentcomprising186 Completion Stage of 23 93 37 13 88 61 99 18 98 26 36 55 51 % – – – – 2nd Quarter2018 3rd Quarter2023 3rd Quarter2017 3rd Quarter2026 3rd Quarter2021 3rd Quarter2020 4th Quarter2018 4th Quarter2018 4th Quarter2017 4th Quarter2018 1st Quarter2018 1st Quarter2022 1st Quarter2018 1st Quarter2017 1st Quarter2017 1st Quarter2024 1st Quarter2017 Estimated Date of Completion Interest % Effective Group 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 50.0 50.0 50.0 50.0 50.0 50.0 65.0 50.0 50.0 321
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES DEVELOPMENT PROPERTIES HELDFORSALE(CONT’D) AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES Prospect Park– Australia (cont’d) North Ryde Warriewood Edmondson Park Brookhaven Deebing Heights Shell Cove Berwick Waters Sunbury Fields Westmeadows Port CoogeeJV1 Seaspray ART Greenwood Rowville –Repco, Avery Dennison Dana &Spec, Burwood Victoria Queensland & Spec, Victoria housing, landandapartmentlotstogo. A residential developmentcomprising743MD apartment lotstogo. A residential developmentcomprising383 A developmentcomprising1superlottogo. apartment lotstogo. A residential development comprising1,787 land lotstogo. A residential development comprising1,350 land lotstogo. A residential development comprising962 MD housing,houseandlandlotstogo. A residential development comprising1,024 land lotstogo. A residential development comprising1,570 land lotstogo. A residential development comprising261 housing andlandlotstogo. A residential development comprising151MD lots togo. A residential development comprising14land lots togo. A residential developmentcomprising13land lots togo. A residential developmentcomprising33land apartment andMDhousinglotstogo. A residential developmentcomprising138 area of4,000sqm. projectBuilt form withestimatedgross lettable area of15,441sqm. projectBuilt form withestimatedgross lettable area of25,418 sqm. projectBuilt form withestimatedgross lettable Completion Stage of 65 32 33 28 96 32 75 77 % – – – – – – – – – 2nd Quarter2018 2nd Quarter2017 2nd Quarter2020 3rd Quarter2025 3rd Quarter2018 3rd Quarter2018 3rd Quarter2017 3rd Quarter2021 3rd Quarter2019 1st Quarter2024 1st Quarter2025 1st Quarter2024 1st Quarter2025 1st Quarter2025 1st Quarter2017 1st Quarter2017 1st Quarter2017 Estimated Date of Completion Interest % Effective Group 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 50.0 50.0 50.0 50.0 50.0 50.0 DEVELOPMENT PROPERTIES HELDFORSALE(CONT’D) AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES CEVA Nissan, Australia (cont’d) OJI, Queensland Bealieau, National Tiles Nick Scali&Spec, Royal Comfort ARB, Victoria Stanley Black& BMW &Spec, Eastern Creek,Eastern Macquarie Park, Derrimut, Victoria Keysborough, Truganina, Victoria Richlands, Berrinba, Victoria Queensland Queensland & Spec, New SouthWales New SouthWales Bedding, Decker, Victoria Victoria New SouthWales New SouthWales Victoria Queensland Queensland area of23,035sqm. projectBuilt form withestimatedgross lettable area of25,000sqm. projectBuilt form withestimatedgross lettable area of22,875sqm. projectBuilt form withestimatedgross lettable area of19,452sqm. projectBuilt form withestimatedgross lettable area of19,950sqm. projectBuilt form withestimatedgross lettable area of18,770sqm. projectBuilt form withestimatedgross lettable area of16,000sqm. projectBuilt form withestimatedgross lettable area of19,530sqm. projectBuilt form withestimatedgross lettable area of10,295sqm. projectBuilt form withestimatedgross lettable saleable area of111,877sqm. Industrial typeofestatewithanestimatedtotal saleable area of15,620sqm. Office typeofestatewithanestimatedtotal saleable area of34,980sqm. Industrial typeofestatewithanestimatedtotal saleable area of221,412sqm. Industrial typeofestatewithanestimatedtotal saleable area of318,311sqm. Industrial typeofestatewithanestimatedtotal saleable area of22,226sqm. Industrial typeofestatewith an estimatedtotal saleable area of29,859sqm. Industrial typeofestatewith an estimatedtotal Completion Stage of 35 38 41 % – – – – – – – – – – – – – 2nd Quarter2017 2nd Quarter2017 2nd Quarter2017 3rd Quarter2017 3rd Quarter2017 3rd Quarter2017 3rd Quarter2017 4th Quarter2017 4th Quarter2017 4th Quarter2017 4th Quarter2018 4th Quarter2020 4th Quarter2018 1st Quarter2018 1st Quarter2020 1st Quarter2018 Estimated Date of Completion Interest % Effective Group 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 50.0 50.0 323
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES DEVELOPMENT PROPERTIES HELDFORSALE(CONT’D) AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES Yatala, Queensland Australia (cont’d) Beverley, Eastern Creek,Eastern Burwood Retail, Western Sydney Gillman, South Edmondson Park, Chullora, Chengdu Logistics China Baitang One South Australia New SouthWales Victoria New SouthWales Parklands Trust, Australia New SouthWales New SouthWales Hub saleable area of190,469sqm. Industrial typeofestatewithanestimatedtotal saleable area of10,705sqm. Industrial typeofestatewithanestimatedtotal saleable area of14,833sqm. Industrial typeofestatewithanestimatedtotal saleable area of25,000sqm. Retail typeofestatewithanestimatedtotal saleable area of42,818sqm. Industrial typeofestatewithanestimatedtotal saleable area of15,016sqm. Industrial typeofestatewithanestimatedtotal saleable area of38,000sqm. Retail typeofestatewithanestimatedtotal saleable area of60,207sqm. Industrial typeofestatewithanestimatedtotal developed. sold inSeptember2012.Phase2Aisyettobe development were completed.Phase3was 4 of386,777sqm.Phase1,2andthe into Phase1of161,288sqmand2to gross floorarea forsale,whichisseparated development ofapproximately 548,065 sqm Chengdu foraproposed industrial/commercial of approximately 195,846sqm situated at Leasehold land(leaseexpires year 2057) – Phase3b the developmentwere completed. Phase 3of273,055sqm.Phases 1,2and3Aof of 132,520sqm,Phase2149,710 sqmand area forsale,whichisseparatedintoPhase1 of approximately 555,285sqmofgross floor Suzhou foraresidential developmentofatotal Gongye Yuan district,NanShiJieDong, of approximately 314,501sqmsituatedat Leasehold land(leaseexpires year2074) – Phase3c2 – Phase3c1 Completion Stage of 44 33 97 79 32 87 % – – – – – – 2nd Quarter2021 2nd Quarter2024 2nd Quarter2018 3rd Quarter2018 4th Quarter2017 4th Quarter2017 4th Quarter2017 4th Quarter2018 1st Quarter2018 1st Quarter2019 1st Quarter2018 1st Quarter2017 Estimated Date of Completion Interest % Effective Group 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 50.0 50.0 DEVELOPMENT PROPERTIES HELDFORSALE(CONT’D) AS AT 30SEPTEMBER2016 PARTICULARS OFGROUPPROPERTIES Broadview Rise New Zealand Coast atPapamoa Wandsworth United Kingdom Vauxhall Sky Camberwell Green Brown Street Baildon project Riverside Quarter Gardens project gross floorarea forsale. apartments ofapproximately 8,410sqmof proposed developmentof43luxuryresidential situated atSouthIsland,Queenstownfora Freehold landofapproximately 13,275sqm area forsale. land lotsofapproximately 139,906 sqmoflot proposed developmentofapproximately 350 sqm situatedatTauranga, NorthIslandfora Freehold landofapproximately 271,168 – 9RiversideQuarter – 7RiversideQuarter gross floorarea forsale. total ofapproximately 32,236sqm of units andancillaryoffice and retail spaceofa commercial development of510residential London foraproposed residential and situated atsouthbankofRiverThames, Freehold landofapproximately 20,531sqm affordable units. approximately 237private apartmentsand approximately 21,000sqm andconsistsof tower developmenthasagross floor area of situated atVauxhall, London.The36storey Freehold landofapproximately 1,700sqm commercial. apartments, 9share ownershipunitsand The developmentconsistsof92private – 311CamberwellNewRoadSE5,London. situated at1–6CamberwellGreen and307 Freehold landofapproximately 2,310sqm situated atBrown Street, Glasgow. Freehold landofapproximately 3,157sqm situated atBaildon. Freehold landofapproximately 5,870sqm Completion Stage of 90 70 75 % – – – – – 4thQuarter2017 2nd Quarter2017 1st Quarter2019 1st Quarter2020 1st Quarter2017 1st Quarter2017 Estimated Date of Completion – – Interest % Effective Group 75.0 75.0 80.0 80.0 80.0 80.0 80.0 80.0 325
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES Lim EeSeng,GroupChiefExecutive Officer Frasers HospitalityTrust Name ofinterested person above andinthisAnnualReport. any Director orcontrolling shareholder of theCompanyduringfinancialyearunder review, save asdisclosed There were nomaterial contractsentered intobytheCompanyoranyof itssubsidiariesinvolvingtheinterests of MATERIAL CONTRACTS (RULE1207(8)OFTHESGXLISTINGMANUAL) (1) Note : TCC GroupofCompanies required underRule 907of theSGXListingManualare setoutbelow. Particulars of interested persontransactions("IPTs") for the periodfrom 1October2015to30September2016as INTERESTED PERSONTRANSACTIONS – – – – – – – Sirivadhanabhakdi. This refers tothecompaniesandentitiesinTCC Group whichare controlled byMrCharoen Sirivadhanabhakdi andKhunyingWanna Issue of FCLFixed Rate NotesdueApril2026 Provision of services Issue of unitsinFLT Acquisition of interest inanassociate Extension of loansandinterest charged Lease of retail/office/hotel space Purchase of products andobtainingof services (1) IPTs duringthefinancial transactions conducted less than$100,000and (excluding transactions Aggregate valueofall undershareholders' mandate pursuant year underreview to Rule920) 198,853 79,999 $’000 500 245 – – – (excluding transactions shareholders' mandate Aggregate valueofall IPTs conductedduring pursuant toRule920 under review under less than$100,000) the financialyear 16,748 2,580 4,823 $’000 120 – – – TOTAL 1,000,001 10,001 1,001 100 1 * Note: 20 19 18 17 16 15 14 13 12 11 10 9 8 7 6 5 4 3 2 1 No. (AS SHOWNINTHEREGISTEROFMEMBERSANDDEPOSITORY REGISTER) TWENTY LARGESTSHAREHOLDERS Size ofHolding DISTRIBUTION OFSHAREHOLDERSBYSIZESHAREHOLDINGS Voting Rights Class ofShares AS AT 13DECEMBER2016 SHAREHOLDING STATISTICS Percentage isbasedon2,899,996,444 shares asat 13December2016. There are noTreasury Shares asat 13December 2016. TOTAL Phillip SecuritiesPteLtd OCBC NomineesSingapore PteLtd OCBC SecuritiesPrivateLtd Chee SweeCheng&CoPteLtd Choo Meileen Maybank KimEngSecuritiesPteLtd The Titular RomanCatholicArchbishop ofKualaLumpur CIMB Securities(Singapore) Pte Ltd Lim EeSeng DB Nominees(Singapore) PteLtd Phay ThongHuatPteLtd Lee SengTee UOB KayHianPteLtd Raffles Nominees(Pte)Ltd HSBC (Singapore) NomineesPte Ltd Securities(Singapore)DBS Vickers PteLtd Citibank NomineesSingapore Pte Ltd InterBev InvestmentLimited United OverseasBankNomineesPteLtd DBS NomineesPteLtd Shareholder's Name – – – – andabove 1,000,000 10,000 1,000 99 – – One votepershare Ordinary shares Shareholders No. of 8,045 2,428 5,099 429 23 66 100.00 30.18 63.38 0.29 5.33 0.82 % 2,899,996,444 2,737,113,842 2,733,661,530 137,038,296 Shares Held 824,847,644 862,445,922 877,241,411 25,547,209 10,885,196 13,109,942 13,180,320 20,973,720 82,170,665 1,355,218 1,521,320 1,671,380 1,693,220 1,812,130 1,943,577 2,013,440 2,304,741 2,799,954 3,073,730 3,618,000 5,000,000 295,059 Shares No. of No. of 2,038 100.00 94.38 28.44 29.74 30.25 94.26 4.73 0.88 0.01 0.00 0.05 0.05 0.06 0.06 0.06 0.07 0.07 0.08 0.10 0.11 0.12 0.17 0.38 0.45 0.45 0.72 2.83 %* % 327
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES
(5) (4) (3) (2) (1) * Notes: SUBSTANTIAL SHAREHOLDERS(ASSHOWNINTHEREGISTEROFSUBSTANTIAL SHAREHOLDERS) AS AT 13DECEMBER2016 SHAREHOLDING STATISTICS International BeverageHoldingsLimited International InterBev InvestmentLimited TCC AssetsLimited Listing Manual. 12%* oftheissuedshares ofthe Companyare heldinthehandsofpublicandthiscomplieswithRule723 To thebestofCompany’s knowledgeandbasedonrecords oftheCompanyasat13December2016,approximately Khunying Wanna Sirivadhanabhakdi Charoen Sirivadhanabhakdi Golden Capital(Singapore) Limited Risen MarkEnterpriseLtd. Maxtop ManagementCorp. MM Group Limited Siriwana CompanyLimited Thai BeveragePublicCompanyLimited
Assets Limited(“TCCA”),andistherefore deemedtobeinterested inalloftheshares ofFCLinwhichTCCAhasaninterest. Each ofCharoen Sirivadhanabhakdiandhisspouse,KhunyingWanna Sirivadhanabhakdi,owns50%oftheissuedandpaid-upshare capitalofTCC (“RM”) andGoldenCapital(Singapore) Limited(“GC”); MM Group Limited(“MMGroup ”) holdsa100%direct interest ineachofMaxtopManagementCorp.(“”),RisenMarkEnterpriseLtd. Siriwana CompanyLimitedholdsanapproximately 45.27%direct interest inThaiBev; is therefore deemedtobeinterested inalloftheshares ofFCLinwhichIBILhasaninterest. Thai Beverage Public Company Limited (“ThaiBev”) holds a100% direct interest holdsa100%direct in IBHL,whichturn interest inIBIL.ThaiBev be interested inallofthe shares ofFrasersCentrepoint Limited(“FCL”)inwhichIBILhasaninterest. BeverageHoldingsLimited(“IBHL”)holdsa100%directInternational interest inInterBevInvestmentLimited(“IBIL”)andistherefore deemedto – Charoen SirivadhanabhakdiandKhunyingWanna Sirivadhanabhakdialsojointlyhold: – – Percentage isbasedon2,899,996,444 shares asat13December2016.There are noTreasury Shares asat13December2016. – – – Wanna Sirivadhanabhakdiistherefore deemedtobeinterested inalloftheshares ofFCLinwhichIBILhasaninterest. ThaiBev holds a 100% direct interest holds a 100% direct in IBHL, which in turn interest in IBIL. Each of Charoen Sirivadhanabhakdi and Khunying – Siriwana CompanyLimitedistherefore deemedtobeinterested inalloftheshares ofFCLinwhichIBILhasaninterest. – – MM Group istherefore deemedtobeinterested inalloftheshares ofFCLinwhichIBILhasaninterest. a 51%direct interestholdsanapproximate inSiriwanaCompanyLimited,whichturn 45.27%direct interest inThaiBev;and Maxtop holdsa17.23%direct interest inThaiBev; ThaiBev holdsa100%direct interest inIBHL;and interest inThaiBev;RMholdsa3.32%direct interest inThaiBev;andGCholdsa0.06%direct interest inThaiBev. a 100%direct interest inMMGroup. MMGroup holdsa100%direct interest ineachofMaxtop,RMandGC.Maxtopholdsa17.23%direct RM holdsa3.32%direct interest inThaiBev; IBHL holdsa100%direct interest inIBIL. GC holdsa0.06%direct interest inThaiBev. ThaiBev holdsa100%direct interest inIBHL;and IBHL holdsa100%direct interest inIBIL. (4) (4) (3) (5) (4) (4) (5) (2) (1) 1,716,160,124 No. ofShares 824,847,644 Direct Interest – – – – – – – – – 59.18 28.44 %* – – – – – – – – – 2,541,007,768 2,541,007,768 No. ofShares 824,847,644 824,847,644 824,847,644 824,847,644 824,847,644 824,847,644 824,847,644 Deemed Interest – – 87.62 87.62 28.44 28.44 28.44 28.44 28.44 28.44 28.44 %* – – NOTICE ISHEREBYGIVENthatthe53 Place : Date : NOTICE OFANNUALGENERALMEETING (Company RegistrationNo.196300440G) (Incorporated inSingapore) FRASERS CENTREPOINTLIMITED NOTICE OFANNUALGENERALMEETING (3) (2) (1) ROUTINE BUSINESS 188966 onTuesday, 24 January 2017at2.00p.m.forthefollowingpurposes: “Company”) (d) (c) (b) (a) the Board ofDirectors inrespect ofappointmentDirectors (seenote(a)oftheexplanatorynotes): To pass the following resolutions on the recommendation of the Nominating Committee and endorsement of September 2016. To approve a final tax-exempt (one-tier) dividend of 6.2 cents per share in respect oftheyear ended 30 2016 andtheauditors’report thereon. To receive andadopttheDirectors’ statementandauditedfinancialstatementsfortheyearended30September will beheldatBallrooms IIandIII,Level2,InterContinentalSingapore, 80MiddleRoad,Singapore Ballrooms IIandIII,Level2,InterContinentalSingapore, 80MiddleRoad,Singapore 188966 24 January2017 Committee, amemberofthe RiskManagementCommitteeandamemberoftheAudit Committee. Subject tohisre-appointment, MrSithichaiwillbere-appointed asamember of theBoard Executive as aDirector oftheCompany.” the Companyandwho,being eligible,hasoffered himselfforre-election, beandishereby re-appointed “That MrSithichaiChaikriangkrai,whowillretire byrotation pursuanttoarticle94oftheConstitution as amemberoftheBoard ExecutiveCommitteeandamemberoftheAuditCommittee. Subject tohisre-appointment, MrWee, whoisconsidered anindependentDirector, willbere-appointed a Director oftheCompany.” Company andwho,beingeligible,hasoffered himselfforre-election, beandishereby re-appointed as “That MrWee JooYeow, whowillretire byrotation pursuanttoarticle94ofthe Constitution ofthe of theRemunerationCommittee. a memberoftheRiskManagementCommittee, of theNominatingCommitteeandamember oftheBoardAudit Committee, Chairman ExecutiveCommittee,theChairman as theVice Subject to his re-appointment, Mr Mak, who is considered an independent Director, will be re-appointed as aDirector oftheCompany.” the Companyandwho,beingeligible,hasoffered himselfforre-election, be and ishereby re-appointed “That MrCharlesMakMingYing, whowillretire byrotation pursuanttoarticle94oftheConstitution oftheRemunerationCommitteeandamemberAuditCommittee. as theChairman Subject tohisre-appointment, MrEng,whoisconsidered anindependentDirector, willbere-appointed as aDirector oftheCompany.” the Companyandwho,beingeligible,hasoffered himselfforre-election, beand ishereby re-appointed “That MrPhilip Eng HengNee,whowillretire byrotation pursuanttoarticle94oftheConstitution rd AnnualGeneralMeetingofFRASERSCENTREPOINTLIMITED(the
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES (6) as Ordinary Resolutions: To considerand,ifthoughtfit,topass,withorwithout modifications,thefollowing resolutions,whichwillbe proposed SPECIAL BUSINESS (5) (4) NOTICE OFANNUALGENERALMEETING (a) “That authoritybeandishereby giventotheDirectors of theCompanyto: To re-appoint KPMGLLPastheauditorsofCompany, andtoauthorisetheDirectors tofixtheirremuneration. 2017 (lastyear:uptoS$2,000,000). To approve Directors’ feesofuptoS$2,000,000payablebytheCompanyforyearending30September (2) (1) provided that: (b) (3) (i) (ii) (i) adjusting for: total number ofissued shares, excluding treasury shares, atthetimethisResolutionispassed,after may beissuedundersub-paragraph(1)above,thepercentage ofissuedshares shallbebasedonthe Trading theaggregate Limited (the“SGX-ST”))forthepurposeofdetermining numbershares that (subject tosuchmannerofcalculationasmaybeprescribed bytheSingapore ExchangeSecurities excluding treasury shares (ascalculatedinaccordance withsub-paragraph(2)below); or grantedpursuanttothisResolution)shallnotexceed20%ofthetotalnumberissuedshares, basis toshareholders ofthe Company(includingshares tobeissuedinpursuanceofInstrumentsmade paragraph (2)below),ofwhichtheaggregate numberofshares tobeissuedotherthanonapro rata the totalnumberofissuedshares, excludingtreasury shares (ascalculated inaccordance withsub- in pursuanceofInstrumentsmadeorgrantedpursuanttothisResolution)doesnotexceed50% the aggregate numberof shares tobeissuedpursuantthisResolution(includingshares tobeissued in pursuanceofanyInstrumentmadeorgrantedbytheDirectors whilethisResolutionwasinforce, (notwithstanding theauthorityconferred bythisResolutionmayhaveceasedtobeinforce) issueshares Directors mayintheirabsolute discretion deemfit;and andconditionsforsuchpurposestopersonsasthe at anytimeanduponsuchterms (ii) by theSGX-ST)andConstitution forthetimebeingofCompany;and the ListingManualofSGX-ST forthetimebeinginforce (unlesssuchcompliancehasbeenwaived in exercising theauthorityconferred bythisResolution,theCompanyshallcomplywithprovisions of issue shares oftheCompany(“shares”) whetherbywayofrights,bonusorotherwise;and/or any subsequentbonusissue,consolidationorsubdivision of shares; passed; and or vestingofshare awards whichare outstandingorsubsistingatthetimethisResolutionis new shares arisingfrom theconversionorexercise ofanyconvertiblesecuritiesorshare options adjustments to)warrants,debentures orotherinstrumentsconvertibleintoshares, require shares tobeissued,includingbutnotlimitedthecreation andissueof(aswellas make orgrantoffers, agreements oroptions(collectively, “Instruments”)thatmightorwould NOTICE OFANNUALGENERALMEETING (8) “That: (7) (9) “That: (4) (c) (b) (a) total numberofissuedordinary shares oftheCompany, excludingtreasury shares, from timetotime.” delivered, pursuant to theRestrictedShare Share PlanandthePerformance Plan,shall notexceed10%ofthe issued, whenaggregated withexistingordinary shares (includingshares heldintreasury) delivered and/ortobe provided thattheaggregate numberofnewordinary shares allottedandissuedand/ortobe (b) (a) “That authoritybeandishereby giventotheDirectors of theCompanyto: (a) whichever istheearlier.” the datebywhichnextAnnualGeneralMeetingofCompanyisrequired bylawtobeheld, shall continueinforce untiltheconclusionofnextAnnualGeneralMeetingCompanyor (unless revoked orvariedbytheCompanyingeneralmeeting)authorityconferred bythisResolution and/or thisResolution.” consider expedient or necessary or in the interests of the Company to give effect to the IPT Mandate such actsandthings(includingexecutingalldocumentsasmayberequired) astheyand/orhemay the Directors of theCompany and/or anyofthem be andare hereby authorisedtocompleteanddoall until theconclusionofnextAnnualGeneralMeetingCompany;and the IPTMandateshall,unlessrevoked orvariedbytheCompanyingeneralmeeting,continueforce Transactions (the“IPTMandate”); commercial and in accordancemade on normal terms with the review procedures for such Mandated Mandated Interested Persons describedinAppendix1to the LettertoShareholders dated5January2017(the“Letter”),withanypartywhoisoftheclass any ofthetransactionsfallingwithintypesMandatedTransactions describedinAppendix1to companies thatare considered tobe“entitiesatrisk”underChapter9,oranyofthem,enterinto the Singapore Exchange Securities Trading Limited,fortheCompany, itssubsidiariesandassociated approval beandishereby given,forthepurposesofChapter9ListingManual(“”) pursuant tothevestingofawards undertheRestrictedShare Share Planand/or thePerformance Plan, allot andissuesuchnumberofordinary shares of theCompanyasmayberequired tobedelivered Share SharePlan”) and/ortheFCLPerformance Plan(the“Performance Plan”);and grant awards inaccordance withtheprovisions oftheFCLRestrictedShare Plan(the“RestrictedShare (ii) (i) time touptheMaximumPrice(ashereafter defined),whetherbywayof: Percentage (ashereafterby theDirectors defined),atsuchpriceorpricesasmaybedetermined from acquire issuedordinary shares oftheCompany(“Shares”) notexceedinginaggregate theMaximum the exercise by the Directors of the Company of all the powers of theCompany to purchase or otherwise for thepurposesofSections76Cand76ECompanies Act,Chapter50(the“CompaniesAct”), the CompaniesAct, by theDirectors astheyconsiderfit,whichscheme(s)shall satisfyalltheconditionsprescribed by Exchange) inaccordance orformulated withanyequalaccessscheme(s)as maybedetermined off-market purchase(s) (ifeffected otherwisethan ontheSGX-STor, asthecasemaybe,Other the Shares mayforthetimebeingbelistedandquoted(“OtherExchange”);and/or transacted through theSGX-STtradingsystemand/oranyothersecuritiesexchange onwhich market purchase(s) ontheSingapore SecuritiesExchangeTrading Limited(the“SGX-ST”) the Letter, provided thatsuchtransactionsare 331
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES NOTICE OFANNUALGENERALMEETING Singapore, 5January2017 Company Secretary Catherine Yeo By Order oftheBoard (b) (d) (c)
(iii) (ii) (i) and expiringontheearliestof: and from timetoduringtheperiod commencing from thedateofpassing ofthisResolution of theCompanypursuanttoShare Purchase Mandate maybeexercised bytheDirectors atanytime unless varied or revoked by theCompany in generalmeeting,theauthorityconferred onthe Directors approved generallyandunconditionally(the“Share Purchase Mandate”); may be, Other Exchange as may for the time being be applicable, be and is hereby authorised and and otherwiseinaccordance withallotherlawsandregulations andrulesoftheSGX-STor, asthecase contemplated and/orauthorisedbythisResolution.” consider expedientornecessaryintheinterests oftheCompanytogiveeffect tothetransactions such actsandthings(includingexecutingalldocuments asmayberequired) astheyand/orhemay the Directors of theCompanyand/oranythem be andare hereby authorised tocompleteanddoall Shares; and fees andotherrelated expenses) whichshallnotexceed105%oftheAverage ClosingPriceofthe (excluding related brokerage, commission, applicable goods and services tax, stamp duties, clearance “Maximum Price”inrelation toaShare tobepurchased oracquired, meansthepurchase price at thatdate);and at thedateofpassingthisResolution(excludinganyShares whichare heldastreasury shares as “Maximum Percentage” meansthatnumberofissuedShares representing 2%oftheissuedShares as access schemeforeffecting the off-market purchase; purchase oracquisitionof Shares from holdersofShares, statingtherein therelevantofequal terms “date ofthemakingoffer ” meansthedateonwhichCompanymakesanoffer forthe the relevant five-dayperiod; be adjusted,inaccordance with thelistingrulesofSGX-ST, foranycorporateactionthatoccursafter case maybe,thedateofmaking of theoffer pursuant tothe off-market purchase, anddeemedto Other Exchange, immediately preceding the date of the market purchase by the Company or, as the consecutive market days on which the Shares are transacted on the SGX-ST or, as the case may be, “Average ClosingPrice”meanstheaverageofclosingmarketpricesaShare overthefive in thisResolution: are carriedouttothefullextentmandated; the dateonwhichpurchases andacquisitionsofShares pursuanttotheShare Purchase Mandate held; and the date by which the next Annual General Meeting of the Company is required by law to be the dateonwhichnextAnnualGeneralMeetingofCompanyisheld; (d) (c) (b) (a) 1. Notes: NOTICE OFANNUALGENERALMEETING Explanatory notes: 3. 2. to theLetterformore details. interested persons,asdescribedintheLettertoShareholders dated5January2017(the“Letter”).Pleaserefer Listing Manual,oranyofthem,toenterintocertaininterested persontransactions withspecifiedclassesof subsidiaries andassociatedcompaniesthatare considered tobe“entitiesatrisk”underChapter9ofthe The Ordinary Resolutionproposed initem(8)aboveistorenew themandatetoenableCompany, its Restricted Share Share PlanandthePerformance Plan. number of issued ordinary shares oftheCompany, excludingtreasury shares, overthe 10-year duration of the pursuant totheRestrictedShare Share PlanandthePerformance Plan,shallnotexceed 10%ofthetotal aggregated with existing ordinary shares (including shares heldin treasury) delivered and/or to be delivered, that theaggregate numberofnewordinary shares allottedandissuedand/ortobeissued,when “Restricted Share Plan”) and grant awards and to issue ordinary shares of the Company pursuant to the FCL Restricted Share Plan (the The Ordinary Resolution proposed initem(7)aboveistoauthorisetheDirectors oftheCompanytooffer of 20%forissuesotherthanonapro rata basis,calculatedasdescribedintheResolution. a limitof50%thetotalnumberissuedshares oftheCompany, excludingtreasury shares, withasub-limit instruments thatmightrequire shares tobeissued,andissueshares inpursuanceofsuchinstruments,upto of theAnnualGeneralMeetinguntilnexttoissueshares and/ormakeorgrant The Ordinary Resolutionproposed initem(6)aboveistoauthorisetheDirectors oftheCompanyfrom thedate Directors” intheCompany’s and“Corporate Governance” AnnualReport2016. on the DirectorsDetailed information who are proposed to be re-appointed can be found under “Board of (a) meeting. 80 RobinsonRoad#11-02,Singapore 068898,notlessthan72hoursbefore thetimeappointedforholding Office oftheCompanyat Tricor BarbinderShare RegistrationServices (adivisionofTricor Singapore Pte.Ltd.), The instrumentappointingaproxy orproxies isenclosed)mustbedepositedattheShare (aform Registration A proxy neednotbeamemberoftheCompany. hasthemeaningascribedtoitinSection181ofCompaniesAct,Chapter 50. “Relevant intermediary” (b) of proxy. proportion ofhisshareholding toberepresented concerned byeachproxy shallbespecifiedintheform speak andvoteatthemeeting.Where suchmember’s ofproxy form appointsmore thanoneproxy, the A member who is not a relevant is entitled to appoint not more intermediary than two proxies to attend, specified in the form ofproxy.specified intheform proxies, thenumberandclassofshares inrelation towhicheachproxy hasbeenappointedshallbe share orshares heldbysuchmember. Where suchmember’s ofproxy form appointsmore thantwo and voteatthemeeting,buteachproxy mustbeappointedtoexercise therightsattachedtoadifferent A memberwhoisarelevantentitledtoappointmore intermediary thantwoproxies toattend,speak and the FCL Performance Share Shareand theFCLPerformance Plan(the“Performance Plan”)provided 333
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FRASERS CENTREPOINT LIMITED & SUBSIDIARIES penalties, liabilities,claims,demands,lossesanddamages asaresult ofthemember’s breach ofwarranty. or representative(s) for the Purposes, and (iii) agrees that the member will indemnify the Companyin respect of any use anddisclosure bythe Company(oritsagentsorserviceproviders) ofthepersonaldatasuchproxy(ies) and/ providers), the memberhasobtainedpriorconsent of suchproxy(ies) and/or representative(s) forthecollection, the personaldataofmember’s proxy(ies) and/orrepresentative(s) totheCompany(oritsagentsorservice over rules,regulations and/or guidelines(collectively, the“Purposes”),(ii)warrantsthatwhere thememberdiscloses in order fortheCompany (oritsagentsorserviceproviders) tocomplywithanyapplicablelaws,listingrules,take- of theattendancelists,minutesandotherdocumentsrelatingthereof), totheAGM(includinganyadjournment and representatives thereof) appointed for theAGM(includinganyadjournment andpreparation andcompilation of the processing, administration and analysis by the Company (or its agents or service providers) of proxies and use anddisclosure ofthemember’s personaldatabytheCompany(oritsagentsorserviceproviders) forthepurpose General Meeting(“AGM”) By submittinganinstrumentappointingaproxy(ies) and/orrepresentative(s) toattend,speakandvoteattheAnnual Personal dataprivacy: (e) NOTICE OFANNUALGENERALMEETING Please refer totheLetter for more details. Letter. for thefinancialyearended30September2016andcertainassumptions,are setoutinparagraph3.7ofthe off-market purchase respectively, basedontheauditedfinancialstatementsofCompanyanditssubsidiaries Trading Limited immediately preceding the LatestPracticable Date), in thecaseofamarketpurchase and an consecutive marketdaysonwhichtheordinary shares were tradedontheSingapore ExchangeSecurities the priceequivalentto5%aboveaverageofclosingmarketpricesordinary shares forthefive shares (excludingtreasury shares) asatthatdate,themaximumpriceofS$1.62foroneordinary share (being ordinary shares on13 Purely forillustrativepurposesonly, thefinancialeffects ofanassumedpurchase oracquisition of57,999,928 purchased oracquired andwhethertheordinary shares purchased oracquired are heldintreasury orcancelled. the purchase oracquisitionismadeoutofcapitalprofits, andthepriceatwhichsuchordinary shares were the dateofthisNoticeasthesewilldependonnumberordinary shares purchased oracquired, whether or acquire itsordinary shares, andtheimpactonCompany’s financialpositioncannotbeascertainedasat purchase oracquisition of itsordinary shares. Theamountoffinancingrequired fortheCompanytopurchase resourcesThe Companyintendstouseinternal borrowings orexternal acombinationofbothtofinancethe Resolution. or otherwiseacquire itsissuedordinary shares, andsubjecttotheconditionssetoutin ontheterms The Ordinary Resolutionproposed initem(9)above istorenew themandatetoallowCompanypurchase and/or any adjournment thereof,and/or anyadjournment amemberoftheCompany(i)consentstocollection, December 2016(the“LatestPracticableDate”),representing 2%oftheissuedordinary FRASERS CENTREPOINT LIMITED IMPORTANT (Company Registration No. 196300440G) 1. Relevant intermediaries as defined in Section 181 of the Companies Act, Chapter 50 may appoint more than two proxies to attend, speak and vote (Incorporated in Singapore) at the Annual General Meeting. 2. For CPF/SRS investors who have used their CPF/SRS monies to buy shares in Frasers Centrepoint Limited, this form of proxy is not valid for use and shall be ineffective for all intents and purposes if used or purported to be used by them. CPF/SRS investors should contact their respective Agent Banks/SRS Operators if they have any queries regarding their appointment as proxies. 3. By submitting an instrument appointing a proxy(ies) and/or representative(s), PROXY FORM the member accepts and agrees to the personal data privacy terms set out ANNUAL GENERAL MEETING in the Notice of Annual General Meeting dated 5 January 2017.
I/We ______ (Name) ______ (NRIC/Passport/Co Reg Number) of ______(Address) being a member/members of Frasers Centrepoint Limited (the “Company”), hereby appoint: Proportion of Shareholdings Name Address NRIC/Passport Number No. of Shares %
and/or (delete as appropriate) Proportion of Shareholdings Name Address NRIC/Passport Number No. of Shares %
or failing him/them, the Chairman of the Annual General Meeting (“AGM”) as my/our proxy/proxies to attend, speak and vote for me/us on my/our behalf at the AGM of the Company to be held at 2.00 p.m. on 24 January 2017 at Ballrooms II and III, Level 2, InterContinental Singapore, 80 Middle Road, Singapore 188966, and at any adjournment thereof. I/We direct my/our proxy/proxies to vote for or against the resolutions to be proposed at the AGM as indicated below. If no specific direction as to voting is given, the proxy/proxies may vote or abstain from voting at his/their discretion, as he/they may on any other matter arising at the AGM.
No. of Votes No. of Votes NO. RESOLUTIONS RELATING TO: For* Against* ROUTINE BUSINESS 1. To receive and adopt the Directors’ statement and audited financial statements for the year ended 30 September 2016 and the auditors’ report thereon. 2. To approve a final tax-exempt (one-tier) dividend of 6.2 cents per share in respect of the year ended 30 September 2016. 3. (a) To re-appoint Director: Mr Philip Eng Heng Nee (b) To re-appoint Director: Mr Charles Mak Ming Ying (c) To re-appoint Director: Mr Wee Joo Yeow (d) To re-appoint Director: Mr Sithichai Chaikriangkrai 4. To approve Directors’ fees of up to S$2,000,000 payable by the Company for the year ending 30 September 2017 (last year: up to S$2,000,000). 5. To re-appoint KPMG LLP as the auditors of the Company and to authorise the Directors to fix their remuneration. SPECIAL BUSINESS 6. To authorise Directors to issue shares and to make or grant convertible instruments. 7. To authorise Directors to grant awards and to allot and issue shares pursuant to the FCL Restricted Share Plan and/or the FCL Performance Share Plan. 8. To approve the proposed renewal of the mandate for interested person transactions. 9. To approve the proposed renewal of the share purchase mandate.
* Voting will be conducted by poll. If you wish to exercise all your votes “For” or “Against” the relevant resolution, please tick (ü) within the relevant box provided. Alternatively, if you wish to exercise your votes both “For” and “Against” the relevant resolution, please indicate the number of shares in the boxes provided.
Dated this ______day of ______2017.
Total Number of Shares held (Note 1) Signature(s) of Member(s) or Common Seal
IMPORTANT: PLEASE READ NOTES OVERLEAF fold and seal here
NOTES TO PROXY FORM: 1. If the member has shares entered against his name in the Depository Register (maintained by The Central Depository (Pte) Limited), he should insert that number of shares. If the member has shares registered in his name in the Register of Members (maintained by or on behalf of the Company), he should insert that number of shares. If the member has shares entered against his name in the Depository Register and registered in his name in the Register of Members, he should insert the aggregate number of shares. If no number is inserted, this form of proxy will be deemed to relate to all the shares held by the member. 2. (a) A member who is not a relevant intermediary is entitled to appoint not more than two proxies to attend, speak and vote at the meeting. Where such member’s form of proxy appoints more than one proxy, the proportion of his shareholding concerned to be represented by each proxy shall be specified in the form of proxy. (b) A member who is a relevant intermediary is entitled to appoint more than two proxies to attend, speak and vote at the meeting, but each proxy must be appointed to exercise the rights attached to a different share or shares held by such member. Where such member’s form of proxy appoints more than two proxies, the number and class of shares in relation to which each proxy has been appointed shall be specified in the form of proxy. “Relevant intermediary” has the meaning ascribed to it in Section 181 of the Companies Act, Chapter 50. 3. A proxy need not be a member of the Company. 4. The instrument appointing a proxy or proxies must be deposited at the Share Registration Office of the Company at Tricor Barbinder Share Registration Services (a division of Tricor Singapore Pte. Ltd.), 80 Robinson Road #11-02, Singapore 068898, not less than 72 hours before the time appointed for holding the meeting. 5. Completion and return of this instrument appointing a proxy or proxies shall not preclude a member from attending and voting at the meeting. Any appointment of a proxy or proxies shall be deemed to be revoked if a member attends the meeting in person, and in such event, the Company reserves the right to refuse to admit any person or persons appointed under the instrument of proxy, to the meeting. 6. The instrument appointing a proxy or proxies must be under the hand of the appointor or of his attorney duly authorised in writing. Where the instrument appointing a proxy or proxies is executed by a corporation, it must be executed either under its common seal or under the hand of its attorney or a duly authorised officer. 7. Where an instrument appointing a proxy or proxies is signed on behalf of the appointor by an attorney, the letter or power of attorney or a duly certified copy thereof must (failing previous registration with the Company) be lodged with the instrument of proxy, failing which the instrument may be treated as invalid. 8. The Company shall be entitled to reject an instrument appointing a proxy or proxies which is incomplete, improperly completed, illegible or where the true intentions of the appointor are not ascertainable from the instructions of the appointor specified in the instrument (including any related attachment). In addition, in the case of a member whose shares are entered in the Depository Register, the Company may reject an instrument appointing a proxy or proxies if the member, being the appointor, is not shown to have shares entered against his name in the Depository Register as at 72 hours before the time appointed for holding the meeting, as certified by The Central Depository (Pte) Limited to the Company. fold here
Affix Postage Stamp
THE COMPANY SECRETARY FRASERS CENTREPOINT LIMITED c/o Tricor Barbinder Share Registration Services (A division of Tricor Singapore Pte. Ltd.) 80 Robinson Road #11-02 Singapore 068898
fold here
FRASERS CENTREPOINT LIMITED Company Registration Number: 196300440G
438 Alexandra Road #21-00 Alexandra Point Singapore 119958 Phone: +65 6276 4882 Fax: +65 6276 6328 fraserscentrepoint.com