2020 ANNUAL REPORT Contents
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(Incorporated in Hong Kong with limited liability) (Stock Code: 156) 2020 ANNUAL REPORT Contents Page Corporate Information 2 Chairman’s Statement 3 Report of the Directors 5 Corporate Governance Report 34 Risk Management Report 45 Environmental, Social and Governance Report 53 Independent Auditor’s Report 75 Consolidated Statement of Profit or Loss 80 Consolidated Statement of Comprehensive Income 81 Consolidated Statement of Financial Position 82 Consolidated Statement of Changes in Equity 84 Consolidated Statement of Cash Flows 86 Notes to the Financial Statements 88 Particulars of Principal Subsidiaries 180 Particulars of Principal Associates 187 Particulars of Principal Joint Ventures 188 Particulars of Joint Operation 189 Schedule of Major Properties 190 Summary of Financial Information 192 Corporate Information BOARD OF DIRECTORS SECRETARY Executive Directors Ms. Millie Yuen Fun Luk Dr. Stephen Riady (Chairman) Mr. John Luen Wai Lee, BBS, JP AUDITOR (Chief Executive Officer) Ernst & Young Mr. James Siu Lung Lee Certified Public Accountants Registered Public Interest Entity Auditor Non-executive Director Mr. Leon Nim Leung Chan PRINCIPAL BANKERS Fubon Bank (Hong Kong) Limited Independent non-executive Directors China CITIC Bank International Limited Mr. Edwin Neo UBS AG Mr. King Fai Tsui CIMB Bank Berhad Mr. Victor Ha Kuk Yung SOLICITORS COMMITTEES Howse Williams Audit Committee Mr. Victor Ha Kuk Yung (Chairman) REGISTRAR Mr. Leon Nim Leung Chan Mr. Edwin Neo Tricor Tengis Limited Mr. King Fai Tsui Level 54, Hopewell Centre 183 Queen’s Road East Remuneration Committee Hong Kong Mr. King Fai Tsui (Chairman) Mr. Leon Nim Leung Chan REGISTERED OFFICE Mr. Victor Ha Kuk Yung 40th Floor, Tower Two Mr. Edwin Neo Lippo Centre Dr. Stephen Riady 89 Queensway Hong Kong Nomination Committee Mr. King Fai Tsui (Chairman) STOCK CODE Mr. Leon Nim Leung Chan 156 Mr. Victor Ha Kuk Yung Mr. Edwin Neo WEBSITE Dr. Stephen Riady www.lcr.com.hk 2 Lippo China Resources Limited 2020 Annual Report Chairman’s Statement I hereby present the annual report of the Company (together with its subsidiaries, the “Group”) for the nine months ended 31 December 2020 (the “Period”). The operating environment for the Period was challenging. The COVID-19 pandemic has had far-reaching economic and social consequences around the globe. The performance and the operation of the Group and its associates were inevitably affected. Various COVID-19 containment measures affected the food businesses of the Group during the Period. With the COVID-19 pandemic expected to continue through 2021, challenges and uncertainties for food businesses remain. The recovery of the food businesses is expected to be slow until the lifting of the various restrictive measures. The Group has diversified its brands by introducing “Chatterbox Café” and “Chatterbox Express” in Hong Kong. The performance of the new brands are encouraging amid the difficult operating environment. The patient loads of the medical centres and clinics of Healthway Medical Corporation Limited (“HMC”) were adversely affected by the circuit breaker measures imposed by the Singapore Government during the outbreak of the pandemic. With the recovery of the COVID-19 situation and the uplifting of lockdown measures in Singapore, the operating environment of HMC was improved. In addition, HMC has actively participated in the Singapore Government’s range of initiatives for fighting the pandemic by managing three vaccination centres for COVID-19 vaccines and performing COVID-19 Polymerase Chain Reaction testing, serology testing and pre-departure tests. Demand for quality healthcare in the Asia-Pacific region remains strong given the growth in the aging population. The Group is optimistic about the prospects in the healthcare sector. The PRC is the only major economy in the world reporting economic growth in 2020 after successfully controlling the pandemic, while Singapore and other Asian countries in which the Group and its associates have operations are at varying degrees of lockdown, relaxation of control measures and economic recovery on the back of vaccine rollout. However, as the pandemic is widely expected to persist in 2021, uncertainties and risks in the global economy remain. The Group and its associates will continue to exercise prudence in capital and expenditure management as well as seeking for new business opportunities. Faced with the unprecedented challenge of the COVID-19 pandemic, the Group implemented different safety measures for its employees such as distributing free surgical masks and offering work from home arrangement and flexible working hours during the Period. The Group recorded a consolidated loss attributable to shareholders of approximately HK$12 million for the Period, as compared to a consolidated loss of approximately HK$361 million for the year ended 31 March 2020. The loss was mainly attributable to fair value losses on investment properties and operating loss due to COVID-19 pandemic while partially offset by net fair value gain on financial instruments at fair value through profit or loss during the Period. 2020 Annual Report Lippo China Resources Limited 3 Chairman’s Statement (continued) The Directors have proposed a final cash dividend of HK0.35 cent per share for the Period. Together with the interim dividend, total dividends for the Period will be HK0.55 cent per share. I would like to give my heartfelt thanks to my fellow Directors, our management and staff for their contributions and diligent work during such challenging times as well as to shareholders for their continued support to the Company. Stephen Riady Chairman 30 March 2021 4 Lippo China Resources Limited 2020 Annual Report Report of the Directors The Directors hereby present their report together with the audited financial statements for the nine months ended 31 December 2020 (the “Period”). BUSINESS REVIEW Overview The prolonged novel coronavirus (COVID-19) pandemic has severely impacted businesses and economies worldwide. Various COVID-19 containment measures such as travel restrictions and social distancing measures are still implemented in different parts of the world including the places at which the Group and its associates have operations. The businesses of the Group and its associates were affected by the pandemic. Results for the Period Pursuant to a resolution of the Board of Directors passed on 18 September 2020, the Company’s financial year end date was changed from 31 March to 31 December. Accordingly, the current financial period covers a nine-month period from 1 April 2020 to 31 December 2020, and the comparative figures cover a twelve-month period from 1 April 2019 to 31 March 2020 (“year ended 31 March 2020”), which may not be comparable with amounts shown for the Period. Due to the prolonged COVID-19 pandemic, the operating environment of the Group and its associates was difficult and challenging. The Group recorded a consolidated loss attributable to shareholders of HK$12 million for the Period, as compared to a consolidated loss of HK$361 million for the year ended 31 March 2020. The loss was mainly attributable to fair value losses on investment properties and operating loss due to COVID-19 pandemic while partially offset by net fair value gain on financial instruments at fair value through profit or loss during the Period. Various COVID-19 containment measures affected the food businesses of the Group during the Period. Coupled with the absence of contribution from the food court business which was disposed of in October 2019 and the impact of the restrictive measures under COVID-19, revenue for the Period dropped to HK$492 million (year ended 31 March 2020 – HK$856 million). Food businesses remain the principal sources of revenue of the Group, contributing to 91% (year ended 31 March 2020 – 92%) of total revenue for the Period. The Group’s other operating expenses mainly included selling and distribution expenses and utilities charges for food businesses, legal and professional fees, consultancy and service fees, and repairs and maintenance expenses. Other operating expenses amounted to HK$140 million for the Period (year ended 31 March 2020 – HK$183 million). 2020 Annual Report Lippo China Resources Limited 5 Report of the Directors (continued) BUSINESS REVIEW (continued) Results for the Period (continued) Food businesses The Group’s food businesses segment recorded a revenue of HK$446 million (year ended 31 March 2020 – HK$785 million), mainly from food manufacturing and food retail operations in chains of cafés and bistros. The substantial decrease in revenue was mainly due to the completion of the disposal of the food court business in October 2019, the adverse impact of the prolonged COVID-19 pandemic on the Group’s food businesses for the Period and the shorter reporting period due to the change of financial year end date. The food retail operations were subject to tight social distancing measures, seating restrictions, reduced dining hours and other restrictive policies. The customer traffic dropped significantly. In particular, the Chinese restaurant was affected significantly due to the cancellation of banquets and events under the restrictive policies of the local government during the COVID-19 pandemic. Other than launching different promotions and takeaway product activities, e-commerce business strategy has been implemented to drive takeaway and delivery sales through on-line delivery platforms. The local government’s Anti-epidemic Fund and wage subsidies for Employment Support