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SINOCHEM HONG KONG (GROUP) COMPANY LIMITED Report of The SINOCHEM HONG KONG (GROUP) COMPANY LIMITED Report of the Directors and Audited Consolidated Financial Statements 31 December 2018 CONTENTS Pages REPORT OF THE DIRECTORS 1 - 2 INDEPENDENT AUDITOR’S REPORT 3 - 6 AUDITED FINANCIAL STATEMENTS Consolidated statement of comprehensive income 7 - 8 Consolidated statement of financial position 9 - 10 Consolidated statement of changes in equity 11 - 14 Consolidated statement of cash flows 15 - 17 Notes to consolidated financial statements 18 - 152 SINOCHEM HONG KONG (GROUP) COMPANY LIMITED REPORT OF THE DIRECTORS The directors present their report and the audited consolidated financial statements of the Company and its subsidiaries (collectively the “Group”) for the year ended 31 December 2018. Principal activities and business review The principal activity of the Company is investment holding. Details of the principal activities of the Company’s principal subsidiaries, joint ventures and associates are set out in notes 1, 18 and 19 to the consolidated financial statements, respectively. There were no significant changes in the nature of the Group’s principal activities during the year. Results and dividends The Group’s profit for the year ended 31 December 2018 and the Group’s financial position at that date are set out in the consolidated financial statements on pages 7 to 152. Dividends amounting to US$110,198,000 (equivalent to HK$862,353,000) were declared to the immediate parent during the year ended 31 December 2018. Details of dividends distribution during the year are set out in note 10 to the consolidated financial statements. Share capital There were no movements in the Company’s share capital during the year. Distributable reserves At 31 December 2018, the Group's reserves available for distribution, calculated in accordance with the provisions of sections 291, 297 and 299 of the Hong Kong Companies Ordinance, amounted to HK$20,373,872,000. Directors The directors of the Company during the year and as at the date of this report are as follows: Li Lin Lin Yu (appointed on 1 June 2018) Hu Xuejing (resigned on 1 June 2018) Ning Gaoning In accordance with the Company’s articles of association, all the directors shall retire and, being eligible, offer themselves for re-election at the forthcoming annual general meeting. Directors’ rights to acquire shares At no time during the year was the Company or any of its holding companies, subsidiaries or fellow subsidiaries a party to any arrangement to enable the Company’s directors to acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body corporate, nor were any such rights exercised by them. Directors' interests in transactions, arrangements or contracts No director nor a connected entity of a director had a material interest, either directly or indirectly, in any transaction, arrangements or contracts of significance to the business of the Company to which the holding companies of the Company, or any of the Company’s subsidiaries or fellow subsidiaries was a party during the year. 1 SINOCHEM HONG KONG (GROUP) COMPANY LIMITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Year ended 31 December 2018 Notes 2018 2017 HK$’000 HK$’000 CONTINUING OPERATIONS REVENUE 4 76,287,032 64,093,911 Cost of sales (56,280,005) (49,648,550 ) Gross profit 20,007,027 14,445,361 Other income, gains and losses, net 5 3,208,468 2,311,478 Selling and distribution expenses ( 2,323,274 ) ( 2,096,278 ) Administrative expenses ( 3,624,661 ) ( 3,182,502 ) Fair value changes of investment properties 235,291 208,496 Finance costs: 6 Interest expenses ( 4,256,563 ) ( 3,545,273 ) Transaction costs ( 55,172 ) ( 48,129 ) Share of profits and losses of: Joint ventures 470,081 52,053 Associates 148,649 ( 65,365 ) PROFIT BEFORE TAX FROM CONTINUING OPERATIONS 7 13,809,846 8,079,841 Income tax expense 8 ( 5,094,138 ) ( 4,275,275 ) PROFIT FOR THE YEAR FROM CONTINUING OPERATIONS 8,715,708 3,804,566 DISCONTINUED OPERATIONS Profit for the year from discontinued operations 9 - 691,808 PROFIT FOR THE YEAR 8,715,708 4,496,374 Attributable to: Owners of the parent 2,772,654 2,322,483 Non-controlling interests 5,943,054 2,173,891 8,715,708 4,496,374 7 SINOCHEM HONG KONG (GROUP) COMPANY LIMITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (continued) Year ended 31 December 2018 Notes 2018 2017 HK$’000 HK$’000 PROFIT FOR THE YEAR 8,715,708 4,496,374 OTHER COMPREHENSIVE INCOME/(LOSS) Other comprehensive income that may be reclassified to profit or loss in subsequent periods: Available-for-sale investments: Changes in fair value - 413,889 Reclassification adjustments for losses included in profit or loss - disposal of investments - ( 231,693 ) Exchange differences: Exchange differences on translation of foreign operations ( 6,063,308 ) 6,906,819 Reclassification adjustments for foreign operations disposed of during the year 42 ( 45,666 ) 311,617 Net investment hedges, net of tax 3,646 ( 91,329 ) Cash flow hedges, net of tax 29,520 ( 18,674 ) Net other comprehensive income that may be reclassified to profit or loss in subsequent periods (6,075,808 ) 7,290,629 Other comprehensive income that will not be reclassified to profit or loss in subsequent periods: Gain on property revaluation, net of tax 38,786 179,767 Changes in fair value of equity investments designated at fair value through other comprehensive income, net of tax ( 367,225 ) - Net other comprehensive loss that will not be reclassified to profit or loss in subsequent periods ( 328,439 ) 179,767 OTHER COMPREHENSIVE (LOSS)/INCOME FOR THE YEAR, NET OF TAX ( 6,404,247 ) 7,470,396 TOTAL COMPREHENSIVE INCOME FOR THE YEAR 2,311,461 11,966,770 Attributable to: Owners of the parent ( 500,526 ) 6,435,259 Non-controlling interests 2,811,987 5,531,511 2,311,461 11,966,770 8 SINOCHEM HONG KONG (GROUP) COMPANY LIMITED CONSOLIDATED STATEMENT OF FINANCIAL POSITION 31 December 2018 31 December 31 December Notes 2018 2017 HK$’000 HK$’000 NON-CURRENT ASSETS Property, plant and equipment 11 15,539,294 15,964,002 Land under development 12 10,924,008 10,764,743 Properties under development 13 57,201,366 50,096,965 Investment properties 14 33,856,049 34,148,727 Prepaid land lease payments 15 2,215,984 2,397,575 Goodwill 16 4,027,608 4,056,810 Intangible assets 17 674,498 730,134 Investments in joint ventures 18 8,857,161 4,043,164 Investments in associates 19 8,704,818 5,584,783 Available-for-sale investments - 2,284,356 Equity investments designated at fair value through other comprehensive income 20 1,767,098 - Amounts due from related parties 21 30,858,344 33,643,023 Deferred tax assets 36 2,292,500 1,866,535 Amounts due from non-controlling shareholders 22 4,137,590 3,590,662 Other non-current assets 23 1,853,694 502,764 Total non-current assets 182,910,012 169,674,243 CURRENT ASSETS Inventories 24 6,476,494 6,638,299 Land under development 12 3,537,625 8,226,615 Properties under development 13 55,320,904 29,488,514 Properties held for sale 25 10,261,498 14,083,435 Prepaid land lease payments 15 77,327 80,423 Trade and bills receivables 26 1,501,595 1,661,962 Contract assets 27 176,331 - Prepayments, other receivables and other assets 28 25,126,765 25,696,013 Amounts due from related parties 21 54,647,894 40,617,081 Tax recoverable 3,408,620 2,563,049 Derivative financial instruments 29 8,303 11,988 Restricted bank balances 30 5,087,435 3,870,247 Cash and cash equivalents 30 28,319,827 27,671,639 Other financial assets 23 305,663 7,182,594 Assets held for sale 31 - 9,627,989 Total current assets 194,256,281 177,419,848 continued/… 9 SINOCHEM HONG KONG (GROUP) COMPANY LIMITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Year ended 31 December 2018 Attributable to non-controlling Notes Attributable to owners of the parent interests Investment Asset revaluation Other Perpetual Cash flow Share of Issued Capital revaluation Merger Statutory /Fair value Translation contribution capital hedge Retained net assets of Total capital reserve reserve reserve reserve reserve reserve reserve securities reserve profits Total subsidiaries equity HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 (Note a) (Note b) (Note c) (Note d) At 31 December 2017 24,468,400 (1,604,008) 572,726 (3,836,771) 3,874,941 473,824 1,665,236 2,427,365 4,619,260 (34,693) 19,314,228 51,940,508 61,691,352 113,631,860 Effect of adoption of HKFRS 9 - - - - - ( 19,319) - - - - 56,660 37,341 33,582 70,923 Effect of adoption of HKFRS 15 - - - - - - - - - - 36,794 36,794 69,234 106,028 At 1 January 2018 (restated) 24,468,400 (1,604,008) 572,726 (3,836,771) 3,874,941 454,505 1,665,236 2,427,365 4,619,260 (34,693) 19,407,682 52,014,643 61,794,168 113,808,811 Profit for the year - - - - - - - - - - 2,772,654 2,772,654 5,943,054 8,715,708 Other comprehensive income/(loss) for the year Changes in fair value of equity investments designated at fair value through other comprehensive income, net of tax - - - - - (351,656) - - - - - ( 351,656) ( 15,569) ( 367,225) Cash flow hedges, net of tax - - - - - - - - - 55,725 - 55,725 ( 26,205) 29,520 Net investment hedges, net of tax 29 - - - - - - - - - 1,818 - 1,818 1,828 3,646 Gains on property revaluation, net of tax - - 31,094 - - - - - - - - 31,094 7,692 38,786 Reclassification adjustments of exchange differences for foreign operations disposed of during the year 42 - - - - - - ( 22,766) - - - - ( 22,766) ( 22,900) ( 45,666) Exchange differences on translation of foreign operations - - - - - - (2,987,395) - - - - ( 2,987,395) ( 3,075,913)
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