A Century Properties Group, Inc

A CENTURY PROPERTIES GROUP, INC. 16 April 201 3 THE PHILIPPINE STOCK EXCHANGE, INC. PSE Center, Exchange Road, Ortigas Center Pasig City Attention: MS. JANET A. ENCARNACION Head, Disclosure Group Gentlemen: Attached please find the amended SEC Form 17-A Annual Report of Century Properties Group Inc. for fiscal year ending December 31,2012. Below are the revisions as submitted. 1. On ltem 1.4 Operations under Employees to revise the number of employees brokers and agents for 201 2; 2. On ltem 2 Properties under Overview to revise the number of land bank sq.m from 1,966,865 to 1,920,000sq.m. and total GFA from 2,192,338sq.m. to 2,304,483sq.m.; 3. On ltem 2.3 Properties under Management as of December 31,201 2 to change the figures from 933,197sq.m. GFA to 1,018,120sq.m. GFA; Commercial Properties to change from 1,259,141sq.m. GFA to 1,286,364sq.m GFA; 4. On ltem 2.4 Project Updates as of December 31, 2012 to revise total GFA from 1,371,878sq.m to 1,581,465sq.m. and revise total units from 18,893 to 18,757; 5. On ltem 5.2 Market Information to revise 2012 quarterly market price index fo high and low; 6. On ltem 6 Management Discussion and Analysis or Plan of Operations under Capital Expenditures to include 201 3 budgeted of Php7,2B to 8.2B; 7. On ltem 10 Executive Compensation to include Senior Management Officers namely Ms. Kristina Lowella I. Garcia, Jose Romarx C. Salas and Erickson Y. Manzano in the aggregate executive compensation. Neither revisions nor amendments were made in the Audited Consolidated 2012 Financial Statements nor were there any revisions in the Supplemental schedules as disclosed. Thank you. Very truly your? ZlST FLCOX PBC!FIC STAR BLDG., SF,': 3.1 FLIYi\T fi\iENUE CORNER MAKATI AVENUE, MAKATI CITY, PHILIPPlPiES 1200 ~&:~~;'~.~-ENTI-:"..-CC;:;~;,:~.C~!,;, PHONE: (632) 753-5500 TO 04 FAX: (632) 81 1-5676 COVER SHEET S.E.C. Registration Number (FORMERLY EAST ASIA POWER RESOURCES CORPORATION) (Company's Full Name) 21StFLOOR, PACIFIC STAR BUILDING, SEN. GIL PUYAT CORNER MAKATI AVE., MAKATI CIN (Business Address: No. Street City / Town / Province) lleko Lyree U. C~IJZ Contact Person Company Telephone Number SEC Form 17-A-A With 2012 Audited Consolidated FS mi 0 6 2 7 Month Day FORM TYPE Month Day Fiscal Year Annual Meeting Secondary- License Type, IfApplicable [777 Dept. Requiring this Doc. Amended Articles Number/Section Total Amount of Borrowings =I To be accomplished by SEC Personnel concerned File Number LCU 11111111 Document I.D. Cashier STAMPS Remarks = pls. use black ink for scanning purposes. SECURITIES AND EXCHANGE COMMISSION ANNUAL REPORT PURSUANT TO SECTION 17 SEC FORM 17-A OF THE SECURITIES REGULATION CODE AND SECTION 141 OF THE CORPORATION CODE OF THE PHILIPPINES 1. For the fiscal year ended: December 31, 2012 2. SEC Identification Number: 60566 3. BIR Tax Identification No.: 004-504-281-000 4. Exact name of issuer as specified in its charter: CENTURY PROPERTIES GROUP INC. 5. Province, Country or other jurisdiction of incorporation or organization: Philippines 6. Industry Classification Code: (SEC Use Only) 7. Address of principal office/Postal Code: 21ST Floor, Pacific Star Building, Sen Gil Puyat Avenue corner Makati Avenue, Makati City 8. Issuer's telephone number, including area code: (632) 7935500 9. Former name, former address, and former fiscal year, if changed since last report: 10. Securities registered pursuant to Sections 8 and 12 of the SRC, or Sec. 4 and 8 of the RSA: Each Class eNo of Shares of Common Stock Outstanding as Issued of December 31, 2012 COMMON (12/31/2012) 8,899,724,027 shares of stock 11. Are any or all of these securities listed on a Stock Exchange. Yes [ X ] 3,554,720,004 common shares No [ ] If yes, state the name of such stock exchange and the classes of securities listed therein: Philippine Stock Exchange, Inc. Common Shares 12. Check whether the issuer: (a) has filed all reports required to be filed by Section 17 of the SRC and SRC Rule 17 thereunder or Section 11 of the RSA and RSA Rule 11(a)-1 thereunder, and Sections 26 and 141 of The Corporation Code of the Philippines during the preceding twelve (12) months (or for such shorter period that the registrant was required to file such reports); Yes [ X ] No [ ] (b) has been subject to such filing requirements for the past ninety (90) days. Yes [ X ] No [ ] 13. State the aggregate market value of the voting stock held by non-affiliates of the registrant. P3,596,043,312.60 billion as of December 2012; P6,837,682,629.40 billion as of 31 March 2013 APPLICABLE ONLY TO ISSUERS INVOLVED IN INSOLVENCY/SUSPENSION OF PAYMENTS PROCEEDINGS DURING THE PRECEDING FIVE YEARS: 14. Check whether the issuer has filed all documents and reports required to be filed by Section 17 of the Code subsequent to the distribution of securities under a plan confirmed by a court or the Commission. Yes [x ] No [ ] DOCUMENTS INCORPORATED BY REFERENCE 15. If any of the following documents are incorporated by reference, briefly describe them and identify the part of SEC Form 17-A into which the document is incorporated: Consolidated Financial Statements as of and for year ended December 31, 2012 ( incorporated as reference for Item 7 to 12 of SEC Form 17-A) ___________________________________________________________________________ CENTURY PROPERTIES GROUP INC. Page 2 of 54 SEC Form 17-A TABLE OF CONTENTS PART I. BUSINESS AND GENERAL INFORMATION…………………………………………………. 4 Item 1 Business……………………………………………………………………………………………... 4 Item 1.1 Overview………………………………………………………………………….. 4 Item 1.2 Recent Transactions…………………………………………………………….. 5 Item 1.3 Subsidiaries………………………………………………………………………. 6 Item 1.4 Operations………………………………………………………………………... 6 Item 1.5 Regulations………………………………………………………………………. 10 Item 1.6 Risks………………………………………………………………………………. 13 Item 1.7 Corporate Social Responsibility………………………………………………... 22 Item 2. Properties……………………………………………………………………………………………. 23 Item 2.1 Overview………………………………………………………………………….. 23 Item 2.2 Completed Projects as of December 31, 2012………………………………. 24 Item 2.3 Properties under Management as of December 31, 2012………………….. 25 Item 2.4 Project Updates as of December 31, 2012…………………………………… 27 Item 2.5 Company Owned Properties…………………………………………………… 28 Item 3. Legal Proceedings………………………………………………………………………………….. 28 Item 4. Submission of Matters to a Vote of Security Holders…………………………………………… 28 PART II. OPERATIONAL AND FINANCIAL INFORMATION…………………………………………. 29 Item 5. Company’s Common Equity and Related Stockholders Matters……………………………… 29 Item 5.1 Market Information………………………………………………………………. 29 Item 5.2 Stockholders……………………………………………………………………... 29 Item 5.3 Dividends…………………………………………………………………………. 30 Item 5.4 Recent Sales of Unregistered or Exempt Securities, including Recent Issuance of Securities Constituting an Exempt Transaction………………... 30 Item 6. Management Discussion and Analysis or Plan of Operation…………………………………... 31 Item 7. Financial Statements……………………………………………………………………………….. 43 Item 8. Information on Independent Accountants and Other Related Matters………………………... 43 PART III. CONTROL AND COMPENSATION INFORMATION……………………………………...... 44 Item 9. Directors and Executive Officers of the Company……………………………………………… 45 Item 10. Executive Compensation………………………………………………………………………….. 48 Item 11. Security Ownership of Certain Beneficial Owners and Management………………………... 49 Item 11.1 Security Ownership of Certain Persons and Beneficial Owners…………… 49 Item 11.2 Security Ownership of Management……………………………………….….. 49 Item 11.3 Voting Trust Holders of 5% or More…………………………………………… 50 Item 11.4 Changes in Control……………………………………………………………… 50 Item 12 Certain Relationships and Related Transactions……………………………………………….. 50 PART IV. CORPORATE GOVERNANCE………………………………………………………………... 51 PART V. EXHIBITS AND SCHEDULES………………………………………………………………….. 51 SIGNATURES………………………………………………………………………………………………... 54 INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTARY SCHEDULES ___________________________________________________________________________ CENTURY PROPERTIES GROUP INC. Page 3 of 54 SEC Form 17-A PART I. BUSINESS AND GENERAL INFORMATION ITEM 1. BUSINESS 1.1 OVERVIEW Century Properties Group, Incorporated, formerly East Asia Power Resources Corporation (“EAPRC”), (“CPGI” or the “Company” or “Century”) was originally incorporated on March 23, 1975 as Northwest Holdings and Resources Corporation. In September 26, 2011, the Board of Directors of CPGI approved the change in the Company’s corporate name to its present name, as well as the change in its primary business purpose from power generation to that of a holding company and real estate business. Between May and November 2011, Century Properties Inc (“CPI” or “Parent Company”) entered into a series of transactions with EAPRC, a corporation organized under the laws of the Philippines and listed on the Philippine Stock Exchange, whereby, among other things, CPI acquired 96.99% of EAPRC’s Common Shares and EAPRC acquired all of the subsidiaries of CPI. Century is one of the leading real estate companies in the Philippines with over 27 years of experience. Currently, the Company has four subsidiaries namely Century City Development Corporation, Century Limitless Corporation, Century Communities Corporation, and Century Properties Management (collectively known as the “Subsidiaries”). Through its Subsidiaries, Century develops, markets and sells residential, office, medical and retail properties in the Philippines, as well as manages residential and commercial properties in the Philippines. As of December 31, 2012, the Company completed

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