Annual Report
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Kaisa Group Holdings Ltd. Kaisa Group (Incorporated in the Cayman Islands with limited liability) Stock Code: 1638 2020 ANNUAL REPORT Room 3306, Kerry Center, Ren Min South Road, Annual Report 2020 Luohu District, Shenzhen, Guangdong Province, China Tel : (86) 755 2518 1818 30/F, The Center 99 Queen’s Road Central, Central, Hong Kong Tel : (852) 8202 6888 www.kaisagroup.com For identifi cation purposes only CORPORATE OVERVIEW Established in 1999, Kaisa Group Holdings Ltd. (the “Company” or “Kaisa”), which together with its subsidiaries, is referred to as the “Group” or “Kaisa Group”) (stock code: 1638) is headquartered in Hong Kong. It was listed on the Main Board of The Hong Kong Stock Exchange Limited on 9 December 2009. Kaisa Group is a large-scale comprehensive investment group in China, with more than 20 groups and professional companies, over 100 branches and approximately 17,000 employees. Its total assets amount to approximately RMB310 billion. Kaisa Group owns 6 listed platforms around the world, namely Kaisa Group Holdings Ltd (1638.HK), Kaisa Prosperity Holdings Limited (2168. HK), Kaisa Health Group Holdings Limited (876.HK), Kaisa Jia Yun Technology Inc (300242.SZ), Nam Tai Property Inc (NYSE: NTP), Southern Shuanglin Bio-pharmacy Co. Ltd (000403.SZ). Currently, Kaisa’s businesses have covered major economic regions such as Guangdong-Hong Kong-Macao Greater Bay Area (the “Greater Bay Area“), the coordinated development area of Beijing- Tianjin-Hebei regions and the Yangtze River Economic Belt. Kaisa Group has entered more than 50 major cities across the country. Its business covers more than 20 industrial fields such as comprehensive development, urban renewal, healthcare, culture & leisure, sports, technology, property management, water-way passenger and cargo transportation, commercial operations, catering management, hotel operations, technology industry, football club, international education and so on. The Group is grateful to repay the support and be thankful for the times. Over the past 22 years, Kaisa Group has always regarded Kaisa Group implements the development strategy of “real estate social responsibility as its own one. It has funded more than 80 + urban renewal + industrial development” as three driving charitable projects in poverty alleviation, poverty relief, education, forces, and ranks the 24th in the “2021 China Top 100 Real Estate medical care, environmental protection, and fighting the epidemic, Companies in 2021” (2021中國房地產百強企業第24位), and with a cumulative amount of more than RMB1.6 billion. The continues to be the “No. 1 Chinese Real Estate Urban Renewal Group has also gradually established a complete charity platform Excellent Enterprise” (中國房地產城市更新優秀企業第一 of “Three Funds and One Foundation” (三金一會) comprising 名) in 2019-2021. Kaisa Public Welfare Foundation (佳兆業公益基金會), Kaisa Medical Workers Caring Fund (佳兆業白衣天使基金), Kaisa Kaisa Group has always stood at the height of the city’s Yushu Education Fund (佳兆業玉樹助學基金) and Kaisa comprehensive industrial operator. With “professionalism, Sanitation Workers Caring Fund (佳兆業環衛工關愛基金). innovation, value, and responsibilities” as its core corporate The Group continues to promote the advancement of public values, it possesses a global vision with an unwavering spirit of welfare undertakings through normalized, institutionalized, and innovation. While having multiple perspectives such as intensive standardized operating mechanisms. intelligence, green and low carbon and quality services, the Group focuses on the development of China’s urbanization, and has made positive contributions to promoting industrial upgrading, fostering urban development and enhancing urban value. CONTENTS CORPORATE INFORMATION 2 MILESTONES 4 AWARDS 12 CHAIRMAN’S STATEMENT 18 MANAGEMENT DISCUSSION AND ANALYSIS 24 PROJECT PORTFOLIO — SUMMARY 35 DIRECTORS AND SENIOR MANAGEMENT 69 CORPORATE GOVERNANCE REPORT 75 REPORT OF THE DIRECTORS 88 INDEPENDENT AUDITOR’S REPORT 106 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND 112 OTHER COMPREHENSIVE INCOME CONSOLIDATED STATEMENT OF FINANCIAL POSITION 114 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 116 CONSOLIDATED STATEMENT OF CASH FLOWS 118 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 120 FINANCIAL SUMMARY 277 2 KAISA GROUP HOLDINGS LTD. ANNUAL REPORT 2020 CORPORATE INFORMATION EXECUTIVE DIRECTORS NOMINATION COMMITTEE Mr. KWOK Ying Shing (Chairman) Mr. KWOK Ying Shing (Chairman) Mr. SUN Yuenan (Vice Chairman) Mr. RAO Yong Mr. MAI Fan (Vice Chairman) Mr. ZHANG Yizhao Mr. LI Haiming Mr. KWOK Hiu Kwan AUTHORISED REPRESENTATIVES Mr. SUN Yuenan NON-EXECUTIVE DIRECTOR Mr. MAI Fan Ms. CHEN Shaohuan COMPANY SECRETARY Mr. YU Kwok Leung INDEPENDENT NON-EXECUTIVE DIRECTORS REGISTERED OFFICE Mr. RAO Yong Cricket Square Mr. ZHANG Yizhao Hutchins Drive Mr. LIU Xuesheng P.O. Box 2681 Grand Cayman, KY1-1111 AUDIT COMMITTEE Cayman Islands Mr. RAO Yong (Chairman) Mr. ZHANG Yizhao PRINCIPAL PLACE OF BUSINESS IN THE PRC Ms. CHEN Shaohuan Room 3306, Kerry Center Ren Min South Road REMUNERATION COMMITTEE Luohu Mr. ZHANG Yizhao (Chairman) Shenzhen Mr. RAO Yong Guangdong Mr. KWOK Ying Shing China KAISA GROUP HOLDINGS LTD. ANNUAL REPORT 2020 3 CORPORATE INFORMATION PRINCIPAL PLACE OF BUSINESS LEGAL ADVISERS IN HONG KONG As to Hong Kong and U.S. law: 30/F, The Center Sidley Austin 99 Queen’s Road Central Central As to PRC law: Hong Kong King & Wood Mallesons PRINCIPAL SHARE REGISTRAR AND As to Cayman Islands law: TRANSFER OFFICE Harney Westwood & Riegels Royal Bank of Canada Trust Company (Cayman) Limited 4th Floor, Royal Bank House AUDITOR 24 Shedden Road Grant Thornton Hong Kong Limited George Town Grand Cayman KY1-1110 LISTING INFORMATION Cayman Islands Share Listing The Company’s ordinary shares are listed on the HONG KONG SHARE REGISTRAR Main Board of The Stock Exchange of Computershare Hong Kong Investor Services Limited Hong Kong Limited (Stock Code: 1638.HK) PRINCIPAL BANKERS Bank of China Limited COMPANY’S WEBSITE Industrial and Commercial Bank of China Limited http://www.kaisagroup.com Ping An Bank Company Limited China Citic Bank Corporation Limited China Minsheng Banking Corp. Ltd. 4 KAISA GROUP HOLDINGS LTD. ANNUAL REPORT 2020 MILESTONES KEEPING UP WITH THE TIMES AND STARTING A NEW CHAPTER OF DEVELOPMENT 1. 40 Years and Top 40 2. Establishment of the Party Committee In August 2020, Kaisa Group was listed as one of the “40 Most In October 2020, the Shenzhen Kaisa Group Committee of Respected Listed Companies (最受尊敬40家上市公司)” for the Communist Party of China (中共深圳市佳兆業集 the 40th Anniversary of Shenzhen Special Economic Zone, and 團委員會) was officially established, and will continue to Mr. Kwok Ying Shing, Chairman of Kaisa’s Board of Directors, explore new ideas and new models for Party building as a non- was named one of the “40 Most Respected Entrepreneurs (最 public enterprise in the future, and strive to be an exemplary 受尊敬40位企業家)”. demonstration for Party building in non-public enterprises in Shenzhen and even in China. 3. Entering the Era of Hundreds of Billions of Sales 4. Set up of Headquarters in Beijing In December 2020, Kaisa In October 2020, the Beijing headquarters was established to Group’s attributable make a comprehensive planning on the abundant financial, contracted sales hit media, technology, and human resources in Beijing and provide nearly RMB107 billion, strategic support for the Group’s business development. which exceeded its annual target and remarked an era of hundreds of billions of sales. KAISA GROUP HOLDINGS LTD. ANNUAL REPORT 2020 5 MILESTONES PARTICIPATING IN PUBLIC WELFARE TO DEMONSTRATE CORPORATE RESPONSIBILITIES 1. Fighting against the Epidemic with Love 2. Ongoing Assistance to Poverty Alleviation After the outbreak of the coronavirus epidemic in 2020, In June 2020, Kaisa Group once again donated RMB173 Kaisa Group has, in aggregate, donated money and supplies million to decisively win the fight against poverty and support amounting to nearly RMB20 million. The cultural and sports rural revitalization. Since 2017, Kaisa has donated a total of business, commercial business, and long-term rental apartments RMB513 million, which is fully used in the fight against poverty business under Kaisa Group also actively responded by reducing in Guangdong Province. It has been one of the Guangdong or exempting part of the rent, so as to help all tenants and enterprises with the largest accumulated donation in the past merchants affected to overcome the difficulties. four years. 3. Donation to Hong Kong University of Science and Technology (HKUST) Kaisa Group donated HK$200 million to support the scientific research and education of HKUST, and established a joint research institute to cultivate high-quality innovation and entrepreneurship projects. The establishment of the HKUST-Kaisa Joint Research Institute (香港科技大學-佳兆業聯合研究院) is an important measure taken by Kaisa Group to respond to the national strategy of strengthening the country through science and technology and to promote the high-quality development of enterprises through technological innovation. 6 KAISA GROUP HOLDINGS LTD. ANNUAL REPORT 2020 MILESTONES 4. Securing Production: Resumption of Construction 5. Stabilising Employment: Enthusiastic Response for and Work for Projects Nationwide Campus Recruitment in 2021 In April 2020, Kaisa’s Wuhan projects fully resumed work. This Kaisa Group’s 2021 global campus recruitment for Kaisa New indicated all sites under construction across the country have Generation (新佳族) launched more than ten live broadcasts resumed work, and all sales