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Contents 2 Board of Directors and Committees 3 Corporate Information and Information for Shareholders 4 Financial Highlights and Land Bank 6 Group Financial Summary 7 Business Structure 8 Chairman’s Statement 19 Business Model and Strategic Direction 21 Review of Operations 21 Hong Kong Property Business 33 Mainland Property Business 45 Property Related Businesses 48 Telecommunications and Information Technology 49 Infrastructure and Other Businesses 51 Corporate Finance 52 Financial Review 54 Investor Relations 56 Sustainable Development 56 Customer Service 57 Staff Development and Personal Growth 58 Environmental Protection and Promotion 58 The Group and the Community 60 Corporate Governance Report 72 Directors’ Report 92 Directors’ Biographical Information 104 Executive Committee 105 Financial Statements SUN HUNG KAI PROPERTIES LIMITED Annual Report 2012/13 1 Board of Directors and Committees Board of Directors Executive Directors Kwok Ping-kwong, Thomas (Chairman & Managing Director) Kwok Ping-luen, Raymond (Chairman & Managing Director) Wong Chik-wing, Mike (Deputy Managing Director) Lui Ting, Victor (Deputy Managing Director) Chan Kui-yuen, Thomas Kwong Chun Chan Kwok-wai, Patrick (Chief Financial Officer) Kwok Kai-fai, Adam (Alternate Director to Kwok Ping-kwong, Thomas) Kwok Ho-lai, Edward (Alternate Director to Kwok Ping-luen, Raymond) Non-Executive Directors Lee Shau-kee (Vice Chairman) Kwok Ping-sheung, Walter Woo Po-shing Kwan Cheuk-yin, William Wong Yick-kam, Michael Woo Ka-biu, Jackson (Alternate Director to Woo Po-shing) Independent Non-Executive Directors Yip Dicky Peter Wong Yue-chim, Richard Li Ka-cheung, Eric Fung Kwok-lun, William Leung Nai-pang, Norman Leung Kui-king, Donald Leung Ko May-yee, Margaret Committees Executive Committee Kwok Ping-kwong, Thomas Kwok Ping-luen, Raymond Wong Chik-wing, Mike Lui Ting, Victor Chan Kui-yuen, Thomas Kwong Chun Chan Kwok-wai, Patrick So Chung-keung, Alfred Tung Chi-ho, Eric Chow Kwok-yin, Eric Wong Chin-wah, Jimmy Yung Sheung-tat, Sandy Audit Committee Li Ka-cheung, Eric* Yip Dicky Peter Wong Yick-kam, Michael Leung Kui-king, Donald Remuneration Committee Wong Yue-chim, Richard* Li Ka-cheung, Eric Kwan Cheuk-yin, William Leung Nai-pang, Norman Nomination Committee Wong Yue-chim, Richard* Kwan Cheuk-yin, William Yip Dicky Peter Leung Nai-pang, Norman * Committee Chairman SUN HUNG KAI PROPERTIES LIMITED Annual Report 2012/13 2 Corporate Information and Information for Shareholders Corporate Information Company Secretary Share Registrar Principal Bankers Yung Sheung-tat, Sandy Computershare Hong Kong Bank of China (Hong Kong) Limited Investor Services Limited The Hongkong and Shanghai Banking Auditor Shop Nos. 1712–1716 Corporation Limited Deloitte Touche Tohmatsu 17th Floor, Hopewell Centre The Bank of Tokyo – Mitsubishi UFJ, Ltd. Registered Office 183 Queen’s Road East Mizuho Corporate Bank, Ltd. Wanchai Sumitomo Mitsui Banking Corporation 45th Floor, Sun Hung Kai Centre Hong Kong Bank of Communications Co., Ltd. 30 Harbour Road United Overseas Bank Limited Solicitors Hong Kong Industrial and Commercial Bank of China Limited Telephone : (852) 2827 8111 Woo, Kwan, Lee & Lo Hang Seng Bank Limited Facsimile : (852) 2827 2862 Mayer Brown JSM Agricultural Bank of China Limited Website : www.shkp.com Winston Chu & Company E-mail : [email protected] Clifford Chance Information for Shareholders Share Listing Financial Calendar for 2012/13 The Company’s shares are listed on The Stock Exchange Interim results announcement : 28 February 2013 of Hong Kong Limited (“Stock Exchange”) and are traded Interim dividend paid : 25 April 2013 over the counter in the United States in the form of Annual results announcement : 12 September 2013 American Depositary Receipts (“ADR”). Closure of register of members1 : 11 to 14 November 2013 (both days inclusive) Stock Code Annual general meeting : 14 November 2013 2 Stock Exchange : 16 Closure of register of members : 20 to 22 November 2013 Bloomberg : 16 HK Equity (both days inclusive) Reuters : 0016.HK Final dividend payable : on or about 19 December 2013 Trading Symbol for ADR : SUHJY CUSIP : 86676H302 Notes: Investor Relations Contact 1. For the purpose of ascertaining shareholders’ entitlement to attend and vote at the Telephone : (852) 3766 5787 annual general meeting. Facsimile : (852) 2116 0597 2. For the purpose of ascertaining shareholders’ entitlement to the proposed final E-mail : [email protected] dividend. Choice of Language or Means of Receipt of Corporate Communications This annual report is now available in printed form in English and in Chinese, and on the website of the Company. If (i) shareholders, who have received or chosen to receive printed copies of this annual report in English or in Chinese, wish to receive the same in the other language; or (ii) shareholders, who have received or chosen to receive or are deemed to have consented to receive this annual report by electronic means, wish to receive printed copies; or (iii) shareholders for any reason have difficulty in receiving or gaining access to this annual report on the Company’s website, they may obtain printed copies free of charge by sending a request to the Company c/o the Share Registrar, Computershare Hong Kong Investor Services Limited, by post to 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong or by email at [email protected]. For shareholders who wish to change their choice of language or means of receipt of the Company’s future corporate communications free of charge, they may at any time notify the Company by giving reasonable notice (of not less than 7 days) to the Company c/o the Share Registrar by post or by email or by completing and returning the accompanying Change Request Form. SUN HUNG KAI PROPERTIES LIMITED Annual Report 2012/13 3 Financial Highlights and Land Bank For the year ended 30 June 2013 2012 Change (%) Financial Highlights (HK$ million) Revenue 53,793 68,400 -21.4 Profit attributable to the Company’s shareholders – Reported 40,329 43,080 -6.4 – Underlying1 18,619 21,678 -14.1 Gross rental income2 16,019 14,444 +10.9 Net rental income2 12,236 11,069 +10.5 Financial Ratios Net debt to shareholders’ funds (%) 12.5 16.4 -3.93 Dividend payout (%) 47.5 40.0 +7.53 Financial Information per Share (HK$) Earnings per share for profit attributable to the Company’s shareholders – Reported 15.28 16.63 -8.1 – Underlying 7.05 8.37 -15.8 Dividends – Interim dividend 0.95 0.95 – – Final dividend 2.40 2.40 – – Full-year dividend 3.35 3.35 – Shareholders’ funds 144.48 132.49 +9.0 Land Bank in Hong Kong (gross floor area in million square feet) Properties under development4 18.0 18.1 -0.6 Completed investment properties6 28.6 28.5 +0.4 Total 46.6 46.6 – Land Bank on the mainland (gross floor area in million square feet) Properties under development5 71.6 74.4 -3.8 Completed investment properties6 9.5 9.4 +1.1 Total 81.1 83.8 -3.2 Notes: 1. Underlying profit attributable to the Company’s shareholders excluded the net effect of changes in the valuation of investment properties 2. Including contributions from jointly controlled entities and associates 3. Change in percentage points, dividend payout based upon underlying profit 4. Excluding 232,000 square feet of gross floor area from a project acquired after the financial year end and over 27 million square feet of farmland in terms of site area 5. Excluding 7.6 million square feet of gross floor area from a project acquired after the financial year end 6. The Group has a 50% stake in a premium 950,000-square-foot shopping mall in Singapore in addition to property holdings in Hong Kong and on the mainland SUN HUNG KAI PROPERTIES LIMITED Annual Report 2012/13 4 Financial Highlights and Land Bank # Comparative figures for FY 2009–2010 were restated for the early adoption of HKAS 12 (Amendments) Properties Under Development Completed Investment Properties SUN HUNG KAI PROPERTIES LIMITED Annual Report 2012/13 5 Group Financial Summary Key Financial Information and Ratios (Restated)1 Financial year 2013 2012 2011 2010 2009 HK$ HK$ HK$ HK$ HK$ Reported earnings per share 15.28 16.63 18.71 11.71 3.89 Underlying earnings per share 7.05 8.37 8.36 5.41 4.84 Dividends per share 3.35 3.35 3.35 2.70 2.50 Shareholders’ funds at book value per share 144.48 132.49 119.44 102.42 92.98 Net debt / Shareholders’ funds (%) 12.5 16.4 17.1 14.1 14.2 2 Interest cover (times) 8.7 13.7 18.3 17.6 14.9 Key Income Statement Items (Restated)1 For the year ended 30 June 2013 2012 2011 2010 2009 HK$M HK$M HK$M HK$M HK$M Revenue 53,793 68,400 62,553 33,211 34,234 Operating profit before change in fair value of investment properties 19,300 24,988 21,366 13,842 13,983 Operating profit after change in fair value of investment properties 38,487 44,470 46,436 30,311 11,329 Profit attributable to the Company’s shareholders 40,329 43,080 48,097 30,039 9,984 Underlying profit attributable to the Company’s 3 shareholders 18,619 21,678 21,479 13,883 12,415 Key Statement of Financial Position Items (Restated)1 As at 30 June 2013 2012 2011 2010 2009 HK$M HK$M HK$M HK$M HK$M Investment properties and fixed assets 281,637 252,458 230,759 200,826 180,205 Associates and jointly controlled entities 53,534 49,515 41,935 35,826 31,775 Other financial assets and loans 4,176 4,109 3,637 3,900 3,418 Intangible assets 4,937 4,699 5,049 4,357 4,647 Net current assets 117,295 114,862 93,017 65,170 68,615 Non-current liabilities (71,050) (74,684) (62,202) (42,054) (45,595) Net assets 390,529 350,959 312,195 268,025 243,065 Share capital 1,335 1,308 1,285 1,285 1,282 Share premium and reserves 384,577 345,251 305,680 261,936 237,117 Shareholders’ funds 385,912 346,559 306,965 263,221 238,399 Non-controlling interests 4,617 4,400 5,230 4,804 4,666 Total Equity 390,529 350,959 312,195 268,025 243,065 Notes: 1.
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