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Sustainable Growth Sustainable Growth CapitaMalls Asia Limited Annual Report 2013 (Incorporated in the Republic of Singapore with limited liability) (Singapore Stock Code: JS8) (Hong Kong Stock Code: 6813) Sustainable Growth CapitaMalls Asia Limited (CMA) is focused on delivering stable returns through developing, owning, operating and enhancing shopping malls in Singapore, China, Malaysia, Japan and India. Through a sustainable and integrated business model underpinned by strong recurring income, we are well-positioned to ride on the growth of consumption in Asia. Leveraging on our strong management, execution capabilities and rich pool of talent, CMA continues to extend our leadership in shopping malls across the region. Clarity Clarity enables us to enhance organisational performance through operational excellence and efficiencies. Corporate Profile 2 Contents Financial Highlights FY 2013 3 Letter to Shareholders 4 Year in Brief 2013 10 Awards & Accolades 12 Our Business Structure 13 Our Property Interests 14 Corporate Governance Portfolio & Sustainability Details Board of Directors 18 Portfolio Details 90 Senior Management 30 Corporate Governance 33 Finanical Enterprise Risk Management 54 Statements Investor & Media Relations 57 Directors’ Report 102 Corporate Social Responsibility 60 Statement by Directors 114 People & Talent Management 63 Independent Auditors’ Report 115 Business Statements of Review Financial Position 117 Business Review Income Statements 118 – Singapore 66 Statements of – China 68 Comprehensive Income 119 – Malaysia 70 Consolidated Statements of Changes in Equity 120 – Japan 72 Statements of Changes – India 74 in Equity 122 Financial Review & Consolidated Statements Capital Management 76 of Cash Flows 123 5-Year Financial Summary 84 Notes to Financial Economic Value Added Statements 125 Statements 86 Value Added Statements 87 Appendix Supplemental Information 205 Shareholding Statistics 212 Notice of Annual General Meeting 214 Proxy Form 223 Corporate Information 1 Corporate Profile CMA is one of the largest listed shopping mall developers, owners and managers in Asia by total property value of Vision assets and geographic reach. CMA has an integrated shopping mall business model encompassing retail real To be Asia’s leading mall developer, owner and manager. estate investment, development, mall operations, asset management and fund management capabilities. It has interests in and manages a pan-Asian portfolio of 105 shopping malls across 53 cities in the five countries of Singapore, China, Malaysia, Japan and India, with a total Mission property value of approximately S$34.3 billion and a total GFA of approximately 98.5 million sq ft. To constantly innovate, achieve sustainable growth and create value through acquisition, development and management of our Shopping malls in the portfolio include ION Orchard and retail platforms. Plaza Singapura – which are located in one of the world’s most famous shopping streets, Orchard Road – Raffles City For Investors: Singapore and Clarke Quay in Singapore. Our landmark Deliver sustainable total returns shopping malls in China are CapitaMall Crystal in Beijing, For Tenants: Hongkou Plaza in Shanghai and Raffles City Shanghai; and Create profitable opportunities CapitaMall Jinniu in Chengdu. The portfolio also includes Gurney Plaza in Penang, Malaysia; Olinas Mall in Tokyo, Japan; For Shoppers: as well as Forum Value Mall in Bangalore, India. Create delightful shopping and lifestyle experiences CMA’s principal business strategy is to invest in, develop and For Employees: manage a diversified portfolio of real estate used primarily Provide opportunities to realise personal potential and achieve for retail purposes in Asia, and to strengthen its market position professional growth as a leading developer, owner and manager of shopping malls For Community: in Asia. Promote social responsibility and environmental sustainability Japan China India Malaysia Singapore 2 Clarity CapitaMalls Asia Limited Annual Report 2013 Financial Highlights FY 2013 Financial Profit After Tax & Revenue Under Performance Minority Interest (PATMI) +9.9% Management +17.0% FY 2013 S$600.0m S$2.1b Total Net Asset Value Total Revenue (NAV) +10.4% +5.3% S$7.2b S$380.4m Highlights of FY 2013 98.5 S$34.3 105 million sq ft billion malls BY TOTAL GFA (%) BY PROPERTY VALUE (%) BY NUMBER OF MALLS Singapore 14.8 Singapore 45.0 Singapore 20 China 70.4 China 47.3 China 62 Malaysia 5.6 Malaysia 4.5 Malaysia 6 Japan 2.5 Japan 2.0 Japan 8 India 6.7 India 1.2 India 9 Shopper Traffic & Singapore 1 China 2 M alaysia 3 Japan 4 India Tenants’ Sales shopper traffic shopper traffic shopper traffic shopper traffic shopper traffic +2.4% +2.2% (2.5%) +3.4% +6.1% tenants’ sales tenants’ sales tenants’ sales tenants’ sales tenants’ sales +3.2% +10.1% – +6.0% +4.4% Growth figures are for malls opened before 1 January 2012. 1 Excludes JCube, The Star Vista, Westgate and Bedok Mall. 2 Excludes three master leased malls under CRCT. Excludes tenants’ sales from supermarkets and department stores. 3 Point of sales system not ready. 4 For Vivit Minami-Funabashi and Chitose Mall only. 3 Letter to Shareholders The Group will remain focused on sharpening its execution and growing its underlying recurring income while continuing to deepen its presence in key gateway cities and ride on Asia’s consumption growth. With a strong balance sheet and pipeline of malls under development, CMA will continue to perform on a sustainable growth trajectory. (Left) Lim Beng Chee, Chief Executive Officer | (Right) Ng Kee Choe, Chairman 4 Clarity CapitaMalls Asia Limited Annual Report 2013 DEAR SHAREHOLDERS, Singapore CMA maintained its market S$600.0m CapitaMalls Asia (CMA) delivered leadership in Singapore through Profit After a strong set of results for 2013 its portfolio of 20 malls. For malls Tax And Minority despite the volatile macro that opened prior to 2012, tenants’ environment. The Group leveraged sales per square foot increased Interests its operational excellence, growth by a healthy 3.2% while same mall For the year ended pipeline and financial strength net property income grew by a 31 December 2013, to further build its scale and stronger 4.5% compared to the the Group posted profit strengthen its market positions previous year. after tax and minority in key cities. CMA now owns and interests (PATMI) of manages 105 shopping malls CMA also opened two malls S$600.0 million, a 9.9% across Singapore, China, Malaysia, that were highly anticipated growth over 2012. Japan and India, of which 85 are in 2013. Westgate in Jurong operational and the remaining Gateway opened with about 20 are under development. 90.0% committed occupancy. As a premier family and lifestyle KEY FINANCIAL HIGHLIGHTS mall, Westgate brings city centre For the year ended 31 December shopping to the west of Singapore. 2013, the Group posted profit Bedok Mall, which opened with full after tax and minority interests occupancy, is the first major mall in (PATMI) of S$600.0 million, a 9.9% Singapore’s largest housing estate. S$ growth over 2012. Reflecting the Bedok Residences, the residential 2.2b New Investments strength of its underlying business, apartments above the mall, is on operating PATMI increased 40.1% track for completion by 2015. The Group acquired to S$246.3 million. The Group’s stakes in four shopping net tangible assets (NTA) per CMA’s position in Singapore was malls in 2013 across share rose from S$1.67 to S$1.84. further strengthened with the Singapore and China Including the total dividends paid acquisition of Project Jewel at with a total investment out, the total growth in NTA in Changi Airport through a 49:51 commitment of more than S$2.2 billion to 2013 was 12.2%. joint venture with Changi Airport strengthen its growth Group. With a total gross floor area pipeline. FOCUS ON CORE MARKETS (GFA) of 1,443,000 square feet and OF SINGAPORE, CHINA total development cost of about AND MALAYSIA S$1.47 billion, this iconic mixed-use The Group’s long-term strategy development will comprise facilities is to focus on cities and regions for airport operations, indoor in its core markets of Singapore, gardens, leisure attractions, retail China and Malaysia. The Group offerings, hotel facilities and a car acquired stakes in four shopping park, all under one roof. It will be a malls in 2013 across Singapore “must visit” destination for tourists, S$ 1,004.3m and China with a total investment transiting airport passengers and Cash Position commitment of more than Singapore residents when it is S$2.2 billion to strengthen completed in 2018. CMA ended the year with its growth pipeline. S$1,004.3 million cash, China maintaining a healthy Total assets under management, CMA presently has a portfolio of balance sheet and including the three listed real 62 shopping malls across 37 cities liquidity position with a estate investment trusts (REITs) in China, with a total GFA of 69.4 net debt to total assets ratio, on an effective and six private funds that CMA million square feet. Of these, 51 basis, of 36.0%. manages, reached S$25.3 billion malls are operational and 11 under as at 31 December 2013. development. In 2013, tenants’ 5 Letter to Shareholders sales increased by a strong 13.2% CMA started construction of into CapitaMalls China while same mall net property Melawati Mall in October. Located Development Fund III. income grew by 13.1% compared on prime commercial land in to 2012. Taman Melawati north-east of The Directors are pleased to Kuala Lumpur, Melawati Mall is propose a final dividend of 1.75 CMA successfully opened two a 50:50 joint venture with Sime Singapore cents a share for malls in 2013, both in Chengdu. Darby Property. It is the Group’s FY 2013. Including the interim They are CapitaMall Meilicheng first greenfield development dividend of 1.75 Singapore cents and the second phase of in Malaysia and is targeted for a share declared in July 2013, CapitaMall Jinniu.
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