ANNUAL REPORT 2015 Our Company
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ANNUAL REPORT 2015 Our Company CITIC Limited (SEHK: 00267) is the largest conglomerate in China and a constituent of the Hang Seng Index. Among our diverse businesses, we focus primarily on financial services, resources and energy, manufacturing, engineering contracting and real estate. Tracing our roots to the beginning of China’s opening and reform, we are driven today by the same values that defined our start: a pioneering spirit, a commitment to innovation and a focus on the long term. We embrace world-class technologies and aim always for international best practice. While sectors evolve and economies change, we adapt and our businesses last. Our platform is unique, and we use its diversity and scale to capture opportunities wherever they emerge — throughout the Chinese economy and around the world. Guiding us as we grow is our fundamental commitment to create long-term value for all of our shareholders. Resources & Energy CITIC Resources (59.50% ) CITIC Mining International (100%) CITIC Metal (100%) Manufacturing CITIC United Asia (100%) Sunburst Energy CITIC Pacific Special Steel (100%) (100%) CITIC Heavy Industries (67.27%) CITIC Dicastal (100%) Financial Services CITIC Bank (64.29%) Engineering Contracting CITIC Trust (100%) CITIC Construction (100%) CITIC-Prudential (50%) CITIC Limited CITIC Engineering Design CITIC Securities (16.50%) (00267.HK) (100%) Others Real Estate CITIC Telecom International CITIC City Investment & (58.76%) Development (100%) Dah Chong Hong (56.07%) CITIC Industrial Investment (100%) CITIC Environment (100%) As at 29 February 2016 Contents 2 Highlights 4 Chairman’s Letter to Shareholders Our Businesses 10 Financial Services 22 Resources & Energy 28 Manufacturing 36 Engineering Contracting 42 Real Estate 50 Others 54 Special feature: CITIC Dicastal 66 Financial Review 76 Risk Management 83 Corporate Governance 110 Board of Directors 115 Senior Management 116 Report of the Directors 142 Environmental, Social and Governance Report 160 Past Performance and Forward Looking Statement FINANCIAL STATEMENTS 161 Contents of Financial Statements and Notes 162 Consolidated Income Statement 164 Consolidated Statement of Comprehensive Income 165 Consolidated Balance Sheet 167 Consolidated Statement of Changes in Equity 169 Consolidated Cash Flow Statement 171 Notes to the Consolidated Financial Statements 315 Independent Auditor’s Report 317 Major Properties Held by the Group 319 Corporate Information CITIC LIMITED 2 Highlights Increase/ In HK$ million 2015 2014 (Decrease) Revenue 416,813 402,124 14,689 Profit before taxation 81,306 77,800 3,506 Profit attributable to ordinary shareholders 41,812 39,834 1,978 Earnings per share (HK$) Basic 1.58 1.60 (0.02) Diluted 1.57 1.60 (0.03) Dividend per share (HK$) 0.30 0.215 0.085 Net cash generated from operating activities 309 58,937 (58,628) Capital expenditure 76,174 60,235 15,939 Total assets 6,803,309 5,947,831 855,478 Total liabilities 6,140,140 5,372,324 767,816 Total ordinary shareholders’ funds and perpetual capital securities 492,902 431,960 60,942 Return on total assets (%) 1% 1% – Return on net assets (%) 9% 10% (1%) Staff employed 133,526 125,273 8,253 Profit/(loss) attributable to Business assets Revenue ordinary shareholders Our Businesses Increase/ Increase/ Increase/ In HK$ million 2015 (Decrease) 2015 (Decrease) 2015 (Decrease) Financial services 6,211,176 888,666 205,378 40,529 52,753 11,486 Resources and energy 141,693 (6,210) 45,664 (6,122) (17,251) (4,238) Manufacturing 97,208 (11,293) 60,077 (11,768) 2,496 (425) Engineering contracting 42,245 (1,775) 14,676 (2,451) 2,601 220 Real estate 232,809 17,714 27,528 (2,381) 4,137 (557) Others 113,738 16,365 63,348 (2,868) 2,501 (1,195) ANNUAL REPORT 2015 3 Assets by business Assets of non-financial Profit attributable to businesses ordinary shareholders HK$ billion HK$ billion HK$ million Financial services Resources and energy Profit attributable to ordinary shareholders Non-financial businesses Manufacturing Engineering contracting Real estate 48,430 Others 41,812 CITIC Pacific 39,834 43100 165 233 219 9,233 230 6,954 233 219 86 98 215 44 109 148 624 4,691 614 5,323 628 6,211 114 233 42 97 142 2011 2012 2013 2014 2015 2011 2012 2013 2014 2015 2011 2012 2013 2014 2015 (Restated)(Restated) Total ordinary shareholders’ funds and perpetual capital Dividend per share securities HK$ million HK$ Perpetual capital Interim dividend per share securities Final dividend per share Ordinary shareholders’ funds 13,838 479,066 13,836 418,126 13,834 5,953 5,951 0.300.30 0.15 0.25 0.15 0.20 0.10 0.015 78,725 371,776 75,007 0.20 0.10 2011 2012 2013 2014 2015 2011 2012 2013 2014 2015 Earnings per share Ordinary shareholders’ funds Note: Assets by business, profit attributable per share to ordinary shareholders, total ordinary shareholders’ funds and HK$ HK$ perpetual capital securities, earnings Earnings per share Ordinary shareholders’ funds per share per share and ordinary shareholders’ funds per share for the years from 2011 to 2012 are from the 21.57 annual reports of the former CITIC 2.53 20.55 Pacific. Those for the years from 16.79 16.47 2013 to 2015 are from the audited 1.94 1.91 14.93 information of CITIC Limited. 1.60 1.58 2011 2012 2013 2014 2015 2011 2012 2013 2014 2015 CITIC LIMITED 4 Chairman’s Letter to Shareholders Dear Shareholders, for our affiliated companies is something we take very seriously. Finally, I will talk about how we are ensuring In 2015, the volatility in commodity, currency and competitiveness across our businesses to create long- capital markets, together with China’s slowing growth term value for you. rate, were the headline themes preoccupying investors globally. However, we see that the absolute scale and Our annual report, including my letter, is one of the opportunity of China’s economy remains massive, with important ways we communicate with you, our China in the midst of a structural transition towards a shareholders, as well as potential investors. We strive to more service-and consumption-oriented economy. improve our disclosure incrementally each year and offer China’s development may have entered a “new normal,” detailed descriptions and reports on our businesses. but increasingly Chinese businesses are becoming more There are a number of companies within CITIC Limited globally competitive as they focus on sustainable growth that are unlisted and as such don’t report publicly. We and innovation. have heard clear feedback from our shareholders that you wish to receive more information about these The macroeconomic environment has been turbulent companies. Therefore, we’ve decided to spotlight one and, internally, 2015 was a year of change. Investors business each year. We will begin with CITIC Dicastal, the such as CP Group, Itochu Corporation and Youngor largest automobile aluminium wheel manufacturer and provided substantial new capital to CITIC Limited. As a exporter in the world. result, we have a much stronger balance sheet, which provides us with the financial flexibility to seize the right Financial Performance opportunities. Our transformation continues in 2016, as evidenced most recently by our decision to reposition Naturally, our results reflect the events of the past year, our property business. and they are also indicative of our efforts to retain strong market leadership in our industries and to invest in In this letter, I want to highlight four areas. First, I would innovation. like to explain why we have decided to partner with a leading Chinese property developer. Second, I will For 2015, our profit attributable to ordinary shareholders talk about our investments outside China and our was HK$41.8 billion, 5% more than last year. The bulk continuing journey of “going global.” Third, following a of the profit was contributed by financial services, serious challenge in our brand and risk management, I particularly by CITIC Bank. Our results were affected by a want to provide assurance that strengthening oversight significant loss recorded in our resources business due to ANNUAL REPORT 2015 5 historically low crude oil prices as well as the depressed 10% stake in COLI and some of its commercial real price of other commodities. A HK$12.5 billion after tax estate assets. non-cash impairment charge was also taken on our magnetite iron ore project in Western Australia, primarily Our rationale for this transaction is simple. We believe due to a sharp decline in the price of iron ore, which was COLI can best unlock the value of our quality residential another factor that affected the bottom line. land bank. This partnership also ensures that we can continue to participate in the growth of China’s In my letter to you last year, I said that we wanted to residential market. Fundamentally, this change in our achieve a better balance between our financial and non- property business model is a constructive, commercially financial businesses. Unfortunately, progress in 2015 sensible way to add value to CITIC Limited. has been slower than we would have liked, and the impairment made was a key factor. Clearly, we still have To manage our property business going forward, we a lot of work ahead to grow and improve the profitability established CITIC City Development and Investment Co. of our non-financial businesses. CITIC Limited’s vice chairman and president, Mr Wang Jiong, is personally taking charge as chairman of the new Our board recommends a final dividend of HK$0.20 per company, CITIC City. Mr Liu Yong, who previously led share to shareholders, giving a total dividend of HK$0.30 CITIC Pacific Properties, now serves as CEO of CITIC City per share for the year 2015.