Annual Report 2013 Annual Report
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Annual Report 2013 (Incorporated in Hong Kong with limited liability) Stock Code: 00817 FRANSHION PROPERTIES (CHINA) LIMITED FRANSHION PROPERTIES UNLEASHING FUTURE VITALITY OF THE CITY Annual Report 2013 Our Mission Unleashing future vitality of the city Our Vision Becoming a well-respected and leading quality property developer Our Brand Philosophy Aim high with vision building for the future Franshion Properties (China) Limited Annual Report 2013 4 Major Events 6 Corporate Information 7 Financial Highlights Contents 8 Chairman’s Statement 12 Honours and Awards 14 Management Discussion and Analysis 104 Investor Relations Report 107 Corporate Social Responsibility Report 112 Profile of Directors and Senior Management 122 Corporate Governance Report 136 Report of the Directors 157 Independent Auditors’ Report 159 Consolidated Statement of Profit or Loss 160 Consolidated Statement of Comprehensive Income 161 Consolidated Statement of Financial Position 163 Consolidated Statement of Changes in Equity 165 Consolidated Statement of Cash Flows 167 Statement of Financial Position 168 Notes to Financial Statements 264 Five-Year Financial Information 002 Annual Report 2013 Franshion Properties (China) Limited Company Overview Property Property Hotel Development Leasing Operations Franshion Properties Business Segments Franshion Properties (China) Limited (stock code: 00817) is a platform enterprise under the real estate and hotel segments of Sinochem Group, one of the top 500 world’s enterprises (ranking the 119th among the top 500 world’s enterprises in 2013 by “Fortune”). On 17 August 2007, the Company was listed on the Main Board of The Stock Exchange of Hong Kong Limited. It is now one of the component stocks of the Hong Kong Hang Seng Composite Index. Sinochem Group is one of the state-owned enterprises that are approved by the State-owned Assets Supervision and Administration Commission to engage principally in property development and hotel operations. Franshion Properties is a large-scale and high-end property developer and operator specialising in developing world-class artistic urban landmarks in pursuit of harmony between man, architecture and nature in adherence to its corporate mission of “Unleashing Future Vitality of the City”. Its business segments cover high-end property development, business and commercial leasing as well as hotel investments and operations, generating synergies from the segments. It has established a series of high-end products that feature “Jin Mao” as the core brand. Franshion Properties has developed several top quality real estate projects in Beijing, Shanghai, Sanya and Changsha, and has a number of landmark projects in many cities such as Shanghai Jin Mao Tower, Beijing Chemsunny World Trade Centre and Nanjing International Center. It has also invested in a number of five-star luxury hotels. Through successful development and operation of a series of prime quality projects, Franshion Properties has gained a significant foothold in the real estate industry in China. Leveraging on its unique growth pattern, experienced management team and the strong backing from its parent company, Sinochem Group, Franshion Properties can capitalise on tremendous opportunities arising from the fast-growing PRC real estate industry and win more opportunities in the acquisition and integration of resources. Franshion Properties (China) Limited Annual Report 2013 003 Company Overview PROPERTY Contract Sales Amount DEVELOPMENT (RMB million) Strong Performance Property development projects and primary 2013 20,994.0 land development projects with a total gross floor area of approximately 7.79 million square metres and approximately 18.73 2012 15,792.9 million square metres respectively During the year, sales results of property development projects were good where contracted sales of properties and sales amount for primary land development totalled RMB20,994.0 million, and land % reserves were expanded with the successful + acquisitions in Beijing, Shanghai, Changsha, 33 Ningbo, Chongqing and Guangzhou PROPERTY LEASING Rental Revenue Stable Income (HK$ million) Five high-end investment properties with a total gross floor 2013 1,248.8 area of approximately 530,000 square metres 2012 1,106.4 High rental level and high occupancy rate of investment properties, outperforming its peers % +13 Hotel Revenue HOTEL OPERATIONS (HK$ million) Industry Leader Seven luxury hotels offering 3,030 2013 2,061.2 guest rooms 2012 2,010.2 Remarkable performance of hotel operations, outperforming its peers % +3 004 Annual Report 2013 Franshion Properties (China) Limited Major Events January 2013 • Changsha Meixi Lake International New City was nominated as the one of the first batch national smart cities (trial) (國家智慧城市試點) of the Ministry of Housing and Urban-Rural Development of the PRC. • Franshion Properties acquired the land parcel of Beijing Yizhuang Jin Mao Yue Project. February 2013 • Franshion Properties successfully acquired Nanjing International Center Project. March 2013 • Phase VI of Beijing Guangqu Jin Mao Palace Project – the Yue Mansion (悅公館) commenced sales and attained an absorption rate of 100%. April 2013 • Chairman HE Cao was honoured as one of the “Top 20 Pudong New District Economic Figures for 2012” and was granted the “Industry Development Award for 2012” (浦東新區2012年度經濟人物20強暨2012年度 行業開拓獎). May 2013 • Phase II of Beijing Asian Olympics Jin Mao Yue Project commenced sales and attained an absorption rate of 100%. July 2013 • Phase I of Qingdao Jin Mao Bay Project commenced the second round sales with an absorption rate of 95%. • Phase II of Changsha Jin Mao Meixi Lake Project commenced sales with an absorption rate of 82%. August 2013 • Franshion Properties issued US$200 million senior notes by way of private placement for the first time. The notes have a coupon rate of 6.4% and a term of 8.67 years. • Suzhou Gusu Jin Mao Palace Project introduced Warburg Pincus, a global leading private equity firm to subscribe its equity interest at a consideration of US$81.95 million. Franshion Properties (China) Limited Annual Report 2013 005 Major Events September 2013 • Franshion Properties acquired the land parcel of Ningbo Nantang Jin Mao Palace Project. • Franshion Properties acquired the land parcel of Guangzhou Nansha Project. October 2013 • Franshion Properties successfully issued US$300 million notes with a term of five years at low cost with interest rate of 5.375% per annum. • Franshion Properties became the second investor of Phase II of Changsha Meixi Lake International Service and Technology Innovation New City Project. November 2013 • Phase I of Meixi Lake Jin Mao Yue Project commenced sales with an absorption rate of 86%. The selling price was at record high in the northern district of Meixi Lake. • Phase I of Suzhou Gusu Jin Mao Palace Project commenced sales with an absorption rate of 90%. • Jin Mao Properties (金茂物業公司) sold 1,000 tonnes carbon emission quota. This represents the first carbon emission related transaction in the PRC construction industry. December 2013 • Franshion Properties acquired the land parcel of Chongqing Panlong Project. • Ningbo Nantang Jin Mao Palace Project introduced The Blackstone Group L.P., a global leading private equity investor to subscribe its equity interests at a consideration of US$127.86 million. • Phase I of Beijing Yizhuang Jin Mao Yue Project commenced sales with an absorption rate of 95%. 2014 • Franshion Properties acquired Hangzhou Gongshu District Project and Shanghai Zhabei Daning International Community Project. • Shanghai North Bund Project was given the honourary title of the “National Green Building Model Site in Eastern China” (華東地區國家綠色建築示範推廣基地). 006 Annual Report 2013 Franshion Properties (China) Limited Corporate Information COMPANY NAME LEGAL ADVISORS Franshion Properties (China) Limited Latham & Watkins 18th Floor, One Exchange Square PRINCIPAL OFFICE 8 Connaught Place Rooms 4702-4703 Central, Hong Kong 47th Floor, Office Tower, Convention Plaza No. 1 Harbour Road Tian Yuan Law Firm Wan Chai, Hong Kong 11th Floor, Tower C, Corporate Square 35 Financial Street, Xicheng District NON-EXECUTIVE DIRECTORS Beijing, People’s Republic of China Ms. LI Xuehua (Vice Chairman) Mr. YANG Lin AUDITORS Ms. SHI Dai Ernst & Young 22nd Floor, CITIC Tower EXECUTIVE DIRECTORS 1 Tim Mei Avenue, Central, Hong Kong Mr. HE Cao (Chairman) Mr. LI Congrui (Chief Executive Officer) STOCK CODE Mr. HE Binwu (Vice President) 00817 INDEPENDENT NON-EXECUTIVE SHARE REGISTRAR AND DIRECTORS TRANSFER OFFICE Mr. LAU Hon Chuen, Ambrose Computershare Hong Kong Investor Services Limited Mr. SU Xijia Shops 1712-1716, 17th Floor Mr. LIU Hongyu Hopewell Centre, 183 Queen’s Road East Wanchai, Hong Kong CHIEF FINANCIAL OFFICER Mr. JIANG Nan INVESTOR ENQUIRY Tel: 852-28299521 QUALIFIED ACCOUNTANT Fax: 852-28240300 Mr. LIAO Chi Chiun Email: [email protected] COMPANY SECRETARY WEBSITE Mr. LIAO Chi Chiun www.franshion.com AUTHORISED REPRESENTATIVES Mr. HE Cao Mr. LI Congrui Franshion Properties (China) Limited Annual Report 2013 007 Financial Highlights Percentage 2013 2012 change (HK$ million) (HK$ million) (%) Revenue 20,718.9 17,175.7 21 Gross profit 9,200.3 7,198.7 28 Profit attributable to owners of the parent – less: fair value gains on investment properties (net of deferred tax) 2,910.3 2,158.3 35 Add: fair value gains on investment properties (net of deferred tax) 1,316.9 1,219.4 8 Profit attributable to owners of the parent 4,227.2 3,377.7 25 Total assets 120,843.3 82,502.2 46 Equity attributable