Annual Report 2017 CONTENTS 2 Corporate Information 4 Corporate Profile 10 Chairman’S Statement 15 Financial Highlights 16 Management Discussion and Analysis 17 I
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(Incorporated in the Cayman Islands with limited liability) Stock Code: 0832.HK From the land of Henan, for the people of China Annual Report 2017 CONTENTS 2 Corporate Information 4 Corporate Profile 10 Chairman’s Statement 15 Financial Highlights 16 Management Discussion and Analysis 17 I. Financial Review 23 II. Review of Operations 45 III. Business Outlook 52 Investor Relations Report 55 Environmental, Social and Governance Report 63 Corporate Governance Report 77 Profile of Directors and Senior Management 84 Directors’ Report 97 Independent Auditor’s Report 103 Consolidated Income Statement 104 Consolidated Statement of Comprehensive Income 105 Consolidated Statement of Financial Position 107 Consolidated Statement of Changes in Equity 109 Consolidated Cash Flow Statement 112 Notes to the Financial Statements 221 Summary of Financial Information Corporate Information BOARD OF DIRECTORS COMPANY SECRETARY Executive Directors Mr. Kwok Pak Shing (resigned on 26 June 2017) Mr. Wu Po Sum (Chairman) Mr. Deng Ren Yu (appointed on 10 July 2017 and Mr. Liu Weixing (appointed on 24 March 2017) resigned on 30 September 2017) Ms. Yan Yingchun Mr. Yeung Wai Leung (appointed on 27 October 2017) Non-executive Directors REGISTERED OFFICE Mr. Lucas Ignatius Loh Jen Yuh (Vice-chairman) Cricket Square Mr. Puah Tze Shyang Hutchins Drive Ms. Wu Wallis (alias Li Hua) P.O. Box 2681 Grand Cayman Independent Non-executive Directors KY1-1111 Mr. Cheung Shek Lun Cayman Islands Mr. Xin Luo Lin Mr. Muk Kin Yau (resigned on 1 January 2018) PRINCIPAL PLACE OF BUSINESS IN THE PRC Dr. Sun Yuyang (appointed on 8 January 2018) Block E, Jianye Office Building Nongye East Road, Zhengzhou City BOARD COMMITTEES Henan Province, the PRC Audit Committee Mr. Cheung Shek Lun (Chairman) PRINCIPAL PLACE OF BUSINESS Mr. Xin Luo Lin IN HONG KONG Mr. Lucas Ignatius Loh Jen Yuh Room 7701B-7702A 77th Floor, International Commerce Centre Remuneration Committee 1 Austin Road West Mr. Xin Luo Lin (Chairman) Kowloon, Hong Kong Mr. Wu Po Sum Mr. Cheung Shek Lun PRINCIPAL SHARE REGISTRAR AND TRANSFER OFFICE Nomination Committee SMP Partners (Cayman) Limited Mr. Wu Po Sum (Chairman) 3rd Floor, Royal Bank House, Mr. Cheung Shek Lun 24 Shedden Road, P.O. Box 1586, Mr. Xin Luo Lin Grand Cayman, KY1-1110, Cayman Islands CHIEF EXECUTIVE OFFICER HONG KONG BRANCH SHARE REGISTRAR Mr. Chen Jianye (resigned on 24 March 2017) AND TRANSFER OFFICE Mr. Yuan Xujun (appointed on 24 March 2017) Computershare Hong Kong Investor Services Limited Shops 1712–1716 17th Floor, Hopewell Centre 183 Queen’s Road East, Wanchai, Hong Kong 2 Central China Real Estate Limited Corporate Information (Continued) PRINCIPAL BANKERS SHAREHOLDERS’ INFORMATION Bank of China (Hong Kong) Limited Share listing China Construction Bank Corporation The company’s shares are listed on the Main Board of Industrial and Commercial Bank of China (Asia) Limited The Stock Exchange of Hong Kong Limited LEGAL ADVISERS Ordinary Shares (as at 31 December 2017) As to Hong Kong Law Shares outstanding : 2,449,262,560 shares Li & Partners Nominal value : HK$0.10 per share As to Cayman Islands Law INVESTOR RELATIONS CONTACT Conyers Dill & Pearman (Cayman) Limited Email address : [email protected] INDEPENDENT AUDITORS HEAD OF INVESTOR RELATIONS & CHIEF KPMG INVESTMENT OFFICER Certified Public Accountants Mr. Mai Vinh WEBSITE OF THE COMPANY www.jianye.com.cn FINANCIAL CALENDAR 2017 annual results announcement : 12 March 2018 Book closure period (for determining shareholders’ : 16 April 2018 to 19 April 2018 (both days inclusive) eligibility to attend and vote at the annual general meeting (the “2018 AGM”)) 2018 AGM : 19 April 2018 Annual Report 2017 3 Corporate Profile Yanling Jianye The Mist Hot Spring Hotel 4 Central China Real Estate Limited Corporate Profile Central China Real Estate Limited (hereinafter referred to as “CCRE” or the “Company”, together with its subsidiaries hereinafter referred to as the “Group”) was incorporated in the Cayman Islands on 15 November 2007 as an exempt company with limited liability, the shares of which were listed on the Main Board of The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) on 6 June 2008. The Group has been granted the “First Class Honor of Real Estate Developer” in the People’s Republic of China (the “PRC” or “China”). The Company has been committed to the development Xinxiang U-Town of branded properties as its principal activity since its establishment. Over 25 years, we have continued to The Company positions itself as a facilitator of urbanisation guide residents to new exposures in lifestyle through our and all-round social progress for Henan Province. Having articulately crafted architectural masterpieces in honour taken root in Henan Province for 25 years, we are resolute of our core value of “Taking Root in Central China and as ever in our vision and mission of “building quality houses Contributing to Society.” The Company is of the view that for the people of Henan”. With the development of housing enterprises relate to society in the same way as trees complexes such as “Forest Peninsula”, “U-Town”, “Code relate to the earth. When we establish our presence One City”, “Sweet-Scented Osmanthus Garden”, “Jianye in a city, we cooperate with our local peer developers Eighteen Cities” and “New Asia”, we have improved the to contribute to the local community by improving the standard of residential housing in various cities in the Henan standards of construction, increasing tax collections for local Province. In addition, the launch of light-asset model of the governments and creating job opportunities. Our relentless Company has secured synergetic effect with its property efforts in driving the urbanisation process and promoting development business, making important contributions the economic and social growth in Henan Province have to the urbanisation process of the province. Meanwhile, won the accolades of government authorities, professionals, the Company endeavours to construct a “tailor-made” peers, investors, customers and our employees. mega service regime by integrating internal and external resources, such as property, hotel, commerce, green house and other services, with a view to activating the “New Blue Ocean Strategy” and transforming the Company from an urban complex developer to a new lifestyle services provider for urban residents. The Company is firmly committed to its philosophy of “providing customers with zero-defect products and first-rated services”. In addition, we apply concepts of scientific decision-making, management standardisation and operation professionalisation in our business management to ensure the quality of our products and services. Jianye Foodcourt Annual Report 2017 5 Corporate Profile (Continued) Sky Mansion In its persistent professional pursuit of premium residential housing development over the past 25 years, the Company has fostered a “CCRE model” focused on provincial and regional development, created a brand name well trusted for social responsibility, groomed a high calibre management team, given substance to the corporate philosophy of “perseverance for excellence” and embarked on a development cycle of “ongoing profitability and stable growth”. As of now, the Company has established its presence in Henan Province’s 18 prefecture-level cities and 64 countylevel cities. As at 31 December 2017, the Company had completed development projects with an accumulated aggregate gross floor area (“GFA”) of approximately 22.27 million square metres (“sq. m.”) and owned 65 projects, total GFA under development of approximately 8.42 million sq. m. and land reserves GFA of approximately 31.88 million sq. m., including beneficially interested GFA of approximately 24.25 million sq. m.. During the reporting period, GFA measured approximately 5.87 million sq. m. for newly commenced projects. 6 Central China Real Estate Limited Corporate Profile (Continued) In line with its corporate culture underpinned by “honesty, responsibility, integrity and focus”, a state of business featuring a high level of integration between “economic and social benefits, material and spiritual pursuits, corporate and staff interests, strategic objectives and execution process” is coming into shape. The Company was among the “2017 Top 50 Chinese Property Developers” in the “2017 Assessment Report on Top 500 Chinese Property Developers” published on 22 March 2017 and topped the list of “Top 10 Chinese Property Developers in Regional Operations” for nine consecutive years in a row. According to the Evaluation and Research Report on the Listed Real Estate Companies in the PRC in 2017 published on 25 May 2017, the Company ranked 26th on the “China Real Estate Listed Company Ranking List” and ranked 4th among the listed property companies in China in terms of operations performance. With a brand value of RMB11.146 billion, CCRE ranked 28th among the “2017 Top 50 China Real Estate Developers Brand Value” published on 13 September 2017. Turning dreams into reality, golden age coming along. The Company adheres to its corporate philosophy of “Perseverance for Excellence” and its core value of “Taking Root in Central China and Contributing to Society”. The Company remains committed to making contributions to the development of the real estate industry and the private economic sector, as well as the strengthening of the nation and the prosperity of the country. Yanling Jianye The Mist Hot Spring Hotel Annual Report 2017 7 Corporate Profile (Continued) PROJECTS OVERVIEW As