Kerry Properties Limited Annual Report 2006 Annual
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Stock Code : 683 KERRY PROPERTIES LIMITED ANNUAL REPORT 2006 KERRY PROPERTIES LIMITED 13/F - 14/F, Cityplaza 3, 14 Taikoo Wan Road, Taikoo Shing, Hong Kong Telephone: (852) 2967 2200 (Incorporated in Bermuda with limited liability) Facsimile: (852) 2967 9480 www.kerryprops.com ANNUAL REPORT 2006 We express the accomplishment and diversity of Kerry Properties with an artistically stylish and colourful montage depicting existing assets and future projects. The varying elements and visuals of the montage allow us to emphasize the company’s extensive portfolio that reflects our vision into the future. The Group’s future performance will be built on the strength of past results, and on the integrity of our people. Our commitment to innovate, rather than to simply reproduce, is key to differentiating the business and generating sustainable value for stakeholders over the long-term. PROPERTY The property division of Kerry Properties Limited follows a strategy of investing in prime locations, typically in areas with limited supply of quality land, and focusing on large-scale mixed-use property projects that lend themselves to the creation of scale, scope and synergy effects that enhance their attractiveness. LOGISTICS NETWORK Kerry Logistics Network Limited (Kerry Logistics) is positioned as a leading Asian-based international logistics operator. The Division delivers a seamless and integrated range of services that bring tangible results to cost efficiency, customer satisfaction and bottom-line results. Our customers are from industries as diverse as fresh produce to fashion and electronics to food & beverage and we provide a comprehensive range of logistics solutions to suit their industry specific needs. INFRASTRUCTURE The Infrastructure Division holds great promise as a vehicle to support investment into environmentally friendly projects in the utilities sector, particularly in the Mainland. It is also a reliable source of recurrent income for the Group. CORPORATE INFORMATION & KEY DATES BOARD OF DIRECTORS PRINCIPAL BANKERS HEAD OFFICE AND PRINCIPAL Executive Directors Agricultural Bank of China PLACE OF BUSINESS Mr ANG Keng Lam Bank of China (Hong Kong) Limited 13/F – 14/F, Cityplaza 3 Chairman 14 Taikoo Wan Road Bank of Communications Co., Ltd. Taikoo Shing, Hong Kong Mr WONG Siu Kong The Bank of Tokyo-Mitsubishi UFJ, Ltd. Deputy Chairman and Managing Director BNP Paribas BRANCH OFFICE Mr HO Shut Kan Calyon 21/F, CITIC Tower Mr MA Wing Kai, William China Construction Bank Corporation No 1 Tim Mei Avenue Citigroup Central, Hong Kong Independent DBS Bank Ltd. WEBSITE Non-executive Directors Hang Seng Bank Limited www.kerryprops.com Mr William Winship FLANZ The Hongkong and Shanghai Banking Corporation Limited Mr LAU Ling Fai, Herald Industrial and Commercial Bank Mr Christopher Roger MOSS, O.B.E. PRINCIPAL SHARE REGISTRAR of China (Asia) Limited AND TRANSFER OFFICE Mizuho Corporate Bank, Ltd. Butterfield Fund Services (Bermuda) Limited Non-executive Director Standard Chartered Bank Rosebank Centre Mr TSE Kai Chi (Hong Kong) Limited 11 Bermudiana Road Wing Lung Bank, Limited Pembroke Bermuda HM08 AUDIT COMMITTEE Mr Christopher Roger MOSS, O.B.E. AUDITOR Chairman PricewaterhouseCoopers HONG KONG BRANCH Mr LAU Ling Fai, Herald REGISTRAR AND TRANSFER OFFICE Mr TSE Kai Chi PROPERTY VALUERS Abacus Share Registrars Limited Savills Valuation and Professional 26/F, Tesbury Centre FINANCE COMMITTEE Services Limited 28 Queen’s Road East Mr ANG Keng Lam DTZ Debenham Tie Leung Limited Wanchai, Hong Kong Mr WONG Siu Kong Mr HO Shut Kan LEGAL ADVISERS CONTACT Hong Kong Law Corporate Communications Department Kerry Properties Limited Deacons REMUNERATION COMMITTEE 13/F – 14/F, Cityplaza 3 Mr ANG Keng Lam Stephenson Harwood & Lo 14 Taikoo Wan Road Chairman Taikoo Shing, Hong Kong Mr WONG Siu Kong Telephone: (852) 2967 2200 Bermudian Law Facsimile: (852) 2967 9480 Mr William Winship FLANZ Appleby Spurling Hunter Mr LAU Ling Fai, Herald KEY DATES Mr Christopher Roger MOSS, O.B.E. PRC Law Closure of Registers of Members Fangda Partners 30 April 2007 to 3 May 2007 EXECUTIVE COMMITTEE (both days inclusive) Mr ANG Keng Lam STOCK CODES Mr WONG Siu Kong Stock Exchange of Hong Kong: 683 Annual General Meeting Mr HO Shut Kan Bloomberg: 683 HK 3 May 2007 Mr MA Wing Kai, William Reuters: 683.HK REGISTERED OFFICE Proposed Payment of QUALIFIED ACCOUNTANT Final Dividend/ Despatch of Mr YU Kam Wah Canon’s Court 22 Victoria Street Share Certificates in respect of Hamilton HM12 Scrip Dividend COMPANY SECRETARY Bermuda 8 June 2007 Ms LI Siu Ching, Liz CONTENTS 4 FINANCIAL HIGHLIGHTS 8 2006 BUSINESS HIGHLIGHTS 10 CHAIRMAN’S STATEMENT MANAGEMENT DISCUSSION & ANALYSIS 15 OVERALL RESULTS 16 REVIEW OF PROPERTY BUSINESS 28 REVIEW OF LOGISTICS BUSINESS 33 REVIEW OF INFRASTRUCTURE BUSINESS 34 FINANCIAL REVIEW 36 PARTICULARS OF PROPERTIES HELD 48 CORPORATE SOCIAL RESPONSIBILITY REPORT 52 2006 Awards and Citations 54 CORPORATE GOVERNANCE REPORT 70 AUDIT COMMITTEE REPORT 71 REMUNERATION COMMITTEE REPORT 72 INTERNAL CONTROLS 73 DIRECTORS AND SENIOR MANAGEMENT 77 REPORT OF THE DIRECTORS 92 AUDITOR’S REPORT 94 CONSOLIDATED INCOME STATEMENT 95 CONSOLIDATED BALANCE SHEET 96 BALANCE SHEET 97 CONSOLIDATED CASH FLOW STATEMENT 98 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 100 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 172 TEN-YEAR FINANCIAL SUMMARY FINANCIAL HIGHLIGHTS two-year overview FY 2006 FY 2005 % Change Turnover (HK$M) 10,193 8,009 +27% Gross profit (HK$M) 2,792 2,273 +23% Gross profit margin (%) 27.4 28.4 Operating profit (HK$M) 5,388 3,246 +66% Operating profit margin (%) 52.9 40.5 Profit attributable to shareholders (HK$M) – before fair value change of properties 2,944 1,759 +67% – after fair value change of properties 4,689 3,067 +53% Net profit margin (%) – before fair value change of properties 28.9 22.0 – after fair value change of properties 46.0 38.3 Earnings per share (HK$) – before fair value change of properties 2.40 1.45 +66% – after fair value change of properties 3.83 2.53 +51% Shareholders’ equity (HK$M) 29,325 25,221 +16% Net borrowings (HK$M) 10,202 9,184 +11% Net asset value per share (HK$) 23.68 20.73 +14% Share price as at 31 December (HK$) 36.35 20.55 +77% Price earnings ratio# (times) – before fair value change of properties 15.1 14.2 – after fair value change of properties 9.5 8.1 Market capitalization as at 31 December# (HK$M) 45,012 25,001 +80% Dividend per share (HK$) 0.85 0.70 +21.4% Dividend payout ratio (%) – before fair value change of properties 35.4 48.3 – after fair value change of properties 22.2 27.7 Dividend cover (times) – before fair value change of properties 2.8 2.1 – after fair value change of properties 4.5 3.6 Dividend yield# (%) 2.3 3.4 Return on shareholders’ equity (%) – before fair value change of properties 10.0 7.0 – after fair value change of properties 16.0 12.2 Gearing (%) 34.8 36.4 Interest cover (times) – before fair value change of properties 7.3 9.9 – after fair value change of properties 11.7 16.1 Current ratio (times) 2.1 1.7 Liquidity ratio (times) 1.8 1.5 Premium/(discount) to net asset value# (%) 53.5 (0.9) # Based on share prices as at 31 December 2006 an d 31 December 2005, respectively. 4 KERRY PROPERTIES LIMITED BREAKDOWN OF TOTAL TURNOVER HK$ Million 12,000 Proceeds from sales of properties Development consultancy and project management fees 10,193 10,000 Warehouse income 28% Logistics income 8,000 8,009 Hotel revenue 15% 1% 4% Rental income 1% 5% 6,000 5,156 5,102 4,204 29% 54% The Group recorded a 27% increase in total turnover for FY2006 to 4,000 53% 1% 64% 36% 8% HK$10,193 million (2005: HK$8,009 million). 1% 1% 9% 2,000 8% 41% 18% 31% 3% 4% 4% 5% 4% 16% 19% 16% 11% 10% 0 FY 2002 FY 2003 FY 2004 FY 2005 FY 2006 BREAKDOWN OF RECURRENT INCOME HK$ Million 8,000 Development consultancy and project management fees 7,332 1% 6,797 6% Warehouse income 1% 6% Logistics income 6,000 Hotel revenue Rental income Net Profit Net Profit before fair after fair 75% Recurrent value change value change 4,000 3,605 75% 1% Total Turnover Income of properties of properties 11% 2,670 2% HK$ Million HK$ Million % Weighting HK$ Million HK$ Million 2,423 2% 13% 2,000 16% 59% FY 2002 5,156 2,423 47% 860 600 38% 49% 5% 5% FY 2003 4,204 2,670 64% 824 395 10% 7% 7% 34% 29% 22% 13% 13% FY 2004 5,102 3,605 71% 1,580 2,271 0 FY 2005 8,009 6,797 85% 1,759 3,067 FY 2006 10,193 7,332 72% 2,944 4,689 FY 2002 FY 2003 FY 2004 FY 2005 FY 2006 PROFIT ATTRIBUTABLE TO SHAREHOLDERS HK$ Million 5,000 4,689 The Group‘s net profit attributable to shareholders for FY 2006 increased by 53% to HK$4,689 million (2005: HK$3,067 million). 4,000 3,067 3,000 2,271 2,000 1,000 600 395 0 FY 2002 FY 2003 FY 2004 FY 2005 FY 2006 ANNUAL REPORT 2006 5 FINANCIAL HIGHLIGHTS (Continued) PROFIT ATTRIBUTABLE TO SHAREHOLDERS BY DIVISION (before fair value change of properties) HK$ Million 2,500 FY 2006 Profit attributable to shareholders 2006 2005 2,023 FY 2005 (by division) HK$ Million HK$ Million % Change 2,000 PRC Property 213 295 -28% Hong Kong Property 2,023 780 159% 1,500 Overseas Property 38 65 -42% Logistics Network 673 507 33% 1,000 780 Infrastructure 31 38 -18% 673 507 Project, Property Management and Others (34) 74 -146% 500 295 213 2,944 1,759 67% 65 74 38 38 31 0 (34) PRC Network Property Property Property Logistics Overseas and Others Hong Kong Infrastructure Management Project, Property PROFIT ATTRIBUTABLE TO SHAREHOLDERS BY DIVISION (after fair value change of properties) HK$ Million 3,000 FY 2006 Profit attributable to shareholders 2006 2005 2,676