Annual Report 2012 / the Wharf (Holdings) Limited
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“Mein Baum” by Lee Chang-Min, 2008 Oil on canvas, 270 X 220 cm. Corporate Profile Backed by a long standing mission of “Building for Tomorrow” and a distinguished track record, 2012 marked a record year for Wharf. The Group’s strong value creation ability and product leadership in new and existing projects are evidenced by and culminated in a record financial performance in 2012 — a return on Shareholder’s equity of 21% and an increase in core profit by 37% to HK$11 billion, nearly four times the value of the entire Company in 1982. Its net book value stood at HK$249 billion in 2012, a surge when compared with HK$3 billion in 1982. The Group’s prudent and disciplined financial management ensures sustainability at all times. With prime real estate as the Group’s primary strategic focus, site acquisition, financing, development planning, design, construction and marketing are its core competencies. Mall development and retail management remain its strategic differentiation. Select investment properties form the backbone of Wharf’s business model. The entire investment property portfolio (including hotels) represented 61% of Wharf’s total operating profit in 2012. Landmark Harbour City and Times Square lead Wharf’s prized portfolio of select investment properties. They represented 50% of Wharf’s total business assets and accounted for nearly 10% of total Hong Kong retail sales in 2012 with unique critical mass. They command a combined value of HK$177 billion, underpinned by a 20% compound annual growth rate in retail sales in the past 10 years. Our leadership position in retail is further maintained with the new lease for the Ocean Terminal lot. Wharf’s mission of Building for Tomorrow underlines the Group’s asset expansion programme in recent years. The new base includes a land bank of 12.3 million square metres across 15 cities, a fast emerging hotel business and valuable port assets in China. The Mainland portfolio contributes to 30% of the Group’s core profit. Two International Finance Square (IFS) projects under development in Chengdu and Changsha lead Wharf’s new select investment properties and create substantial new value. Each is designed to be a prime property as large as Harbour City and as dominant in their respective markets. Three other IFSs are also being built in Chongqing, Wuxi and Suzhou. Rental income from the Mainland for the first time exceeded HK$1 billion in 2012 and it will multiply upon the completion of the five IFSs by 2016. China property is our second most important business with attributable property sales (excluding Greentown China Holdings Limited (“Greentown”)) in 2012 totaled RMB15 billion. In mid-2012, the Group acquired 25% of equity stake in Greentown, a leading property developer in the Mainland, for about HK$2.7 billion. This timely investment added synergy to Wharf’s China development initiative and increased our attributable development land bank in the Mainland by 50% to 18 million square metres across more than 40 cities. The Group’s Marco Polo Hotels operates 13 owned or managed hotels in Asia Pacific, principally in China. 10 new hotels will come on stream over the next five years to significantly expand Marco Polo’s network. Also contributing to Wharf’s presence in the Mainland are key port assets along the China coast, the most dynamic coastline in the world for cargo movement in the coming decades. “Building for Tomorrow” also extends to Wharf’s corporate social responsibility (“CSR”). An up to 1% of annual core profit is earmarked to support the community backed by our enthusiastic staff volunteers through our ’Business-in-Community’ initiative. In 2012, besides “Caring Company” logo, the Group’s flagship Project WeCan was awarded the Outstanding Partnership Project Award, a prestigious honour by the Hong Kong Council of Social Service to recognise the partnership commitment and the collective efforts demonstrated in the Project to support the deserving students. We are also named a constituent member of Hang Sang Sustainability Benchmark Index with an A-rating for the Group’s sound performance in CSR. Contents 1 Corporate Profile 4 Corporate Information 36 China 6 Group Business Structure Properties 7 Chairman’s Statement 12 Financial Highlights 14 Managing Director’s Report 54 The Peak Portfolio & Other Hong Kong Properties 16 Harbour City 34 Plaza Hollywood 58 Marco Polo 26 Hotels Times Square 70 Corporate Social Responsibility 64 102 Financial Review Modern Terminals 110 Corporate Governance Report 134 Report of the Directors 149 Independent Auditor’s Report 150 Consolidated Income Statement 151 Consolidated Statement of Comprehensive Income 152 Consolidated Statement of Financial Position 154 Company Statement of Financial Position 155 Consolidated Statement of Changes in Equity 156 Consolidated Statement of Cash Flows 158 Notes to the Financial Statements 203 Principal Accounting Policies 69 220 Principal Subsidiaries, Associates and Jointly Other Controlled Entities Businesses 224 Schedule of Principal Properties 238 Ten-year Financial Summary “Mein Baum” (Detail) by Lee Chang-Min, 2008 Oil on canvas, 270 X 220 cm. 4 Annual Report 2012 / The Wharf (Holdings) Limited Corporate Information Board of Directors Mr Peter K C Woo, GBM, GBS, JP, Chairman Mr Stephen T H Ng, Deputy Chairman & Managing Director Mr Andrew O K Chow, Vice Chairman Ms Doreen Y F Lee, Executive Director Mr T Y Ng, Executive Director Mr Paul Y C Tsui, Executive Director & Group Chief Financial Officer Ms Y T Leng Independent Non-executive Directors Mr Alexander S K Au, OBE* Professor Edward K Y Chen, GBS, CBE, JP Dr Raymond K F Ch’ien, GBS, CBE, JP Hon Vincent K Fang, SBS, JP* Mr Hans Michael Jebsen, BBS* Prof the Hon Arthur K C Li, GBS, JP Mr James E Thompson, GBS* * Members of the Audit Committee Annual Report 2012 / The Wharf (Holdings) Limited 5 “Purusha VI” (Detail) by Sohan Qadri, 2008 Ink and dye on paper, 100 X 140 cm. Secretary Registrars Mr Wilson W S Chan, FCIS Tricor Tengis Limited 26th Floor, Tesbury Centre Auditors 28 Queen’s Road East KPMG, Certified Public Accountants Wanchai, Hong Kong Principal Banker Registered Office The Hongkong and Shanghai Banking Corporation Limited 16th Floor, Ocean Centre, Harbour City, Canton Road, Kowloon, Hong Kong Telephone: (852) 2118 8118 Fax: (852) 2118 8018 Website: www.wharfholdings.com 6 Annual Report 2012 / The Wharf (Holdings) Limited Group Business Structure Peter Woo Chairman LOGISTICS, HOTELS, DEVELOPMENT INVESTMENT COMMUNICATIONS, PROPERTIES PROPERTIES MEDIA & (CHINA) ENTERTAINMENT Wharf China Wharf Wharf Development China Estates Estates 100% 100% 100% 68% 100% 100% 100% 100% 100% 74% Andrew Chow Doreen Lee Doreen Lee Stephen Ng Chairman Vice Chairman & Vice Chairman & Chairman Senior Managing Director Senior Managing Director T Y Ng Vice Chairman & Yen Leng Senior Managing Director Executive Director % refers to the effective equity interest held by the Group Annual Report 2012 / The Wharf (Holdings) Limited 7 Chairman’s Statement A Record Year from Building for Tomorrow 2012 was a truly remarkable year in the history of our Company. It also marked 30 years for me at Wharf, which I joined as Managing Director in 1982. At that time, Wharf’s book value was HK$3.2 billion while its market capitalisation was HK$3 billion. In 2012, Wharf’s net book value stood at HK$249 billion with a market capitalisation of HK$184 billion. Core profit for 2012 exceeded HK$11 billion — nearly four times the value of the entire Company in 1982. Overall profit in 2012 topped HK$47 billion, a number that would have been unimaginable back in 1982 and was certainly not budgeted for at the beginning of 2012. We salute the late Sir YK Pao's wisdom and foresight in his strategic acquisition of control of Wharf which started in 1978. He took the Chair in June 1980. The robust foundation built by the late Sir YK and the vision he had for this company, makes Wharf what it is today. And it ensures that even in a challenging environment such as last year we were capable of achieving record- breaking results. I wish to acknowledge the tremendous contribution of my past and current senior colleagues and thank them for the success that Wharf enjoys today. Last year was plagued by challenges on the domestic and international fronts. Hong Kong reported a modest GDP growth rate of 1.4%, down from the above-trend rate of 4.9% in 2011. Nevertheless, the domestic sector held up reasonably well with private consumption expenditure grew steadily. Visitor arrivals increased by 16% to reach a new record of 48.6 million of which 72% came from Mainland China. Thriving inbound tourism continued demand for hotel rooms and consumer goods. Hong Kong retail sales posted a moderate growth rate of 9.8% in 2012, after a record performance in 2011. Meanwhile, China’s GDP growth rate decelerated to 7.8% in 2012, from 9.2% in 2011. The Mainland property market was affected by the introduction of home purchase restrictions at the beginning of the year but gradually stabilised in both housing prices and home-sale transactions. Cooling measures imposed by the government should facilitate a healthier and more sustainable market development in the longer term. Completion of the Beijing to Shenzhen high-speed railway during 2012 will consolidate business activity and stimulate economic growth, particularly in the central China region. The Central government’s commitment to double GDP by 2020 will further accelerate urbanisation, substantially grow the service sector and drive domestic demand. This should be a very positive force in spurring new demand for quality urban living and unique ‘shoppertainment’ experiences. In 1992, Wharf published the “Hong Kong Plus” paper, which highlighted the opportunities Hong Kong would have post 1997 with Mainland China — namely, the trade services explosion which would drive Hong Kong’s economic viability and the financial services platform which would complement this.