Healthy, Low-Carbon Lifestyle
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(Incorporated in the Cayman Islands with limited liability) HKEx Stock Code: 3883 Building a healthy, low-carbon lifestyle Annual Report 2009 Group Introduction China Aoyuan Property Group Limited (“China Aoyuan” or the “Company”) and its subsidiaries (the “Group”) have been developing real estate market for over ten years with innovative idea of composite property, bringing the concept of healthy living concept of low carbon, sports and regimen into residential communities. Thereafter, the Group introduced the Cathay Capital Group, a US investment fund, as one of its substantial shareholders, and the Company was listed on the Main Board of The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) on 9 October 2007 (Stock Code: 3883), which opened the door to the international capital market. The real estate projects currently held by the Group are mainly located in Guangdong Province (including Panyu, Nansha, Qingyuan and Zhongshan etc), Beijing and Shenyang; the others are located in Chongqing, Guangxi and Jiangxi, etc. The Group’s strategy is to implement regional focus with a strategic deploy embracing fi ve major economical circle within the Mainland, including Pearl River Delta, Yangtze River Delta, Pan Bohai Rim, Beibuwan as well as Central and Western China, as our core regions. The Group has established its future direction, adhering to its development concept of “building a healthy low-carbon life” while formulating a “low carbon and healthy house” technology supporting system. China Aoyuan will selectively apply such concept in accordance with different features of respective projects and incorporate the brand concept of “low carbon and health” respective its project development and construction, striving to provide our customers with splendid products and create a healthy lifestyle. Contents Corporate Information 02 Financial Highlights 04 Year in Review 06 Honors and Awards 08 Chairman’s Statement 10 Management Discussion and Analysis 12 Directors and Senior Management 20 Projects Summary 28 Corporate Governance Report 46 Report of the Directors 54 Independent Auditor’s Report 63 Consolidated Statement of Comprehensive Income 65 Consolidated Statement of Financial Position 66 Consolidated Statement of Changes in Equity 68 Consolidated Statement of Cash Flows 69 Notes to the Consolidated Financial Statements 71 Financial Summary 136 Corporate Information Directors Place of Business in Hong Kong Executive Directors Room 5105, 51/F, The Center 99 Queen’s Road Central Mr. Guo Zi Wen (chairman and chief executive offi cer) Hong Kong Mr. Guo Zi Ning Mr. Hu Da Wei Mr. Lam Kam Tong Company Website Ms. Xin Zhu http://aoyuan.com.cn Non-executive Directors Mr. Wu Jie Si (vice chairman) Mr. Paul Steven Wolansky (vice chairman) Company Secretary Mr. Leung Ping Chung, Hermann (Mr. Leung is also the alternate Director of Mr. Lam Kam Tong Mr. Paul Steven Wolansky) Independent non-executive Directors Authorized Representatives Mr. Ma Kwai Yuen Mr. Guo Zi Wen Mr. Song Xian Zhong Mr. Guo Zi Ning Mr. Tsui King Fai Members of the Audit Committee Registered Offi ce Mr. Ma Kwai Yuen (chairman) Cricket Square Mr. Song Xian Zhong Hutchins Drive Mr. Tsui King Fai 02 P.O. Box 2681 China Aoyuan Property Group Limited Group China Aoyuan Property Grand Cayman KY1-1111 Members of the Remuneration Cayman Islands Committee Principal Place of Business in the PRC Mr. Leung Ping Chung, Hermann (chairman) Mr. Ma Kwai Yuen Mr. Tsui King Fai Nanguo Aoyuan Hanxi Road Zhong Cun Town Panyu Annual Report 2009 PRC Corporate Information (continued) Members of the Nomination Principal Share Registrar and Committee Transfer Offi ce Mr. Guo Zi Wen (chairman) Butterfi eld Fund Services (Cayman) Limited Mr. Leung Ping Chung, Hermann Butterfi eld House Mr. Ma Kwai Yuen 68 Fort Street Mr. Song Xian Zhong P.O. Box 705 Mr. Tsui King Fai Grand Cayman KY1-1107 Cayman Islands Principal Bankers Hong Kong Branch Share Registrar Agricultural Bank of China and Transfer Offi ce Bank of China Limited China Merchants Bank Co., Ltd. Computershare Hong Kong Investor Services Limited Bank of Communications Co., Ltd. Shops 1712–1716, 17/F Industrial and Commercial Bank of China Limited Hopewell Centre Nanyang Commercial Bank Limited 183 Queen’s Road East Wanchai Hong Kong 03 China Aoyuan Property Group Limited Group China Aoyuan Property Annual Report 2009 Financial Highlights Results Highlights For the year ended 31 December 2009 (RMB‘000) 2009 2008 Revenue 2,364,467 619,941 Gross profi t 439,714 22,777 Net profi t (loss) 326,297 (57,465) Attributable to: – Owners of the Company 320,133 (57,153) – Minority interests 6,164 (312) Earnings (Loss) per share (cents) – Basic 13.23 (2.54) – Diluted 12.66 (6.28) Revenue Analysis For the year ended 31 December 2009 (RMB’000) 2009 2008 Property development 2,348,145 609,015 Property investment 15,086 9,525 Others 1,236 1,401 Total 2,364,467 619,941 04 China Aoyuan Property Group Limited Group China Aoyuan Property Annual Report 2009 Financial Highlights (continued) Property Sales Revenue Analysis For the year ended 31 December 2009 Sales Revenue Delivered Area Amount (’000 sq.m.) (RMB’000) Apartments 449.6 1,860,338 Villas and townhouses 65.9 420,790 Commercial properties 7.3 67,017 Total 522.8 2,348,145 Sales Revenue Apartments 79% Villas and Townhouses 18% Commercial properties 3% Balance Sheet Summary 05 As at 31 December 2009 Limited Group China Aoyuan Property (RMB’000) 2009 2008 Total assets 11,725,341 8,348,410 Total liabilities 5,972,381 3,459,025 Total equity 5,752,960 4,889,385 Annual Report 2009 Year in Review January 2009 February 2009 March 2009 Nanguo Aoyuan Central Green group Chongqing Aoyuan • City of Health International Regimen Residential Group was formally launched with grand Aroma No. 1 group was formally and Shanhailin Residential Group, two opening. launched with grand opening. groups of Nansha Aoyuan were launched with grand opening. 1 3 2 4 6 5 06 China Aoyuan Property Group Limited Group China Aoyuan Property April 2009 May 2009 June 2009 Aoyuan joined force with Guangzhou Shenyang Aoyuan • International Shenyang Aoyuan • International New University of Chinese Medicine and the Animation City formally began its ground- Town held a signing ceremony. signing ceremony for Regimen Center of breaking. Guangzhou University of Chinese Medicine and Nansha Aoyuan was June 2009 ceremoniously held. The Group announced the acquisition of Annual Report 2009 Aoyuan Zhongshan Plaza. Year in Review (continued) July 2009 August 2009 September 2009 China Aoyuan Property Group Limited Chongqing Aoyuan • City of Health Gold The Group launched an ideal experience acquired a part of the equity interest of Palme group was launched with grand hall on 2009 Guangzhou Real Estate “Chang’an Ave”, a high-end project in opening. Exposition, and introduced its brand Beijing. concept and demonstrated each project to the general public. 8 7 9 10 9 12 07 China Aoyuan Property Group Limited Group China Aoyuan Property September 2009 October 2009 December 2009 Qingyuan Aoyuan • Academy Villa was As at October 2009, the Group Fogang Aoyuan and Qingyuan Aoyuan launched with grand opening. completed its 2009 full-year sales target organized the THANK YOU OWNERS ahead of schedule. activities. Annual Report 2009 Honors and Awards 1. 2. 3. 4. 08 China Aoyuan Property Group Limited Group China Aoyuan Property 5. Annual Report 2009 Honors and Awards (continued) 1. Winning “Top 20 Guangdong Property Enterprises with High Credit” title for eight consecutive years Awarded to: China Aoyuan Property Group Limited Issued by: Bank of China Limited — Guangdong Branch, Industrial and Commercial Bank of China Limited — Guangdong Branch, China Construction Bank Corporation — Guangdong Branch, Agricultural Bank of China — Guangdong Branch, People’s Daily Online 2. 3. Winning “Enterprise of Observing Top 20 Most Competitive Contract and Valuing Credit” title Guangdong Real Estate for ten consecutive years Enterprises Awarded to: Aoyuan Group Company Limited Awarded to: Aoyuan Group Company Limited Issued by: Guangzhou Contract Management Issued by: Enterprise Management and Decision Association Science Institution of Guangdong Published by: Administration Bureau for Industry and Academy of Social Sciences(廣東省社 Commerce of Guangzhou Municipality 會科學院企業管理與決策科學研究 所), Guangdong Local Situations Research Centre(廣東省省情調查研 究中心) 4. 5. Top 10 Guangdong Residential Top 10 Chongqing Integrated Group Brand Contribution Real Estate 09 Enterprises Limited Group China Aoyuan Property Awarded to: Aoyuan Group Company Limited Awarded to: Chongqing Chuangguan Real Estate Issued by: Guangdong Construction News Offi ce of Development Company Limited(重慶 Yangcheng Evening News Group 創冠房地產開發有限公司) Issued by: Chongqing Daily News Annual Report 2009 Chairman’s Statement Mr. Guo Zi Wen Chairman 10 China Aoyuan Property Group Limited Group China Aoyuan Property Annual Report 2009 Chairman’s Statement (continued) Dear Shareholders, On behalf of the Board of Directors of the Company, I am pleased to present the annual report of the Group for 2009. 2009 was a mixed and volatile year for the PRC and global economy. On the background of global fi nancial crisis, the development of many enterprises reached a bottle-neck while China Aoyuan decisively capitalized on this turning point to achieve tremendous enhancement in various aspects: the formulation of the “Result is King” appraisal system enabled the Group to accomplish its anticipated sales target for the whole year in October 2009; the mergers and acquisitions strategy showed striking effectiveness with success gained in Chang’an Ave, Aoyuan Zhongshan Plaza and Aoyuan Plaza; while the operating capacity of the operation and management team was continuously strengthened. With product standardization and systematic launch, China Aoyuan’s concept of being outstanding was well recognized and made signifi cant contribution to the Group’s operation. 2009 witnessed China Aoyuan’s rapid development, and more importantly, further upgrading was achieved in composite property, especially the concept of healthy living.