2020 Annual Report of C&D International Investment Group Limited
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CONTENTS Page 2 CORPORATE INFORMATION 3–7 CHAIRMAN’S STATEMENT 8–31 MANAGEMENT DISCUSSION AND ANALYSIS 32–37 BIOGRAPHICAL DETAILS OF DIRECTORS AND SENIOR MANAGEMENT 38–60 DIRECTORS’ REPORT 61–73 CORPORATE GOVERNANCE REPORT 74–132 ENVIRONMENTAL, SOCIAL AND GOVERNANCE REPORT 133–136 INDEPENDENT AUDITOR’S REPORT 137–138 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME 139–140 CONSOLIDATED STATEMENT OF FINANCIAL POSITION 141–143 CONSOLIDATED STATEMENT OF CASH FLOWS 144–145 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 146–271 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 272 FINANCIAL SUMMARY 273–290 PROPERTIES PORTFOLIO This annual report is made in English and Chinese. In the case of any inconsistency, the English version shall prevail. 1 C&D International Investment Group Limited ANNUAL REPORT 2020 CORPORATE INFORMATION BOARD OF DIRECTORS PRINCIPAL BANKERS (in alphabetical order) Executive Directors Agricultural Bank of China Limited Mr. ZHUANG Yuekai (Chairman) Bank of Beijing Co., Ltd. Ms. ZHAO Chengmin Bank of China (Hong Kong) Limited Mr. LIN Weiguo (Chief Executive Officer) Bank of China Limited Bank of Communications Co., Ltd. Non-executive Directors Bank Of Hangzhou Co., Ltd. Bank Of Jiangshu Co., Ltd. Mr. HUANG Wenzhou China Construction Bank Corporation Ms. YE Yanliu China Everbright Bank Company Limited Mr. WANG Wenhuai (appointed on 20 April 2020) China Merchants Bank Co., Ltd. Ms. WU Xiaomin (resigned on 30 March 2020) China Minsheng Banking Corp., Ltd. Industrial and Commercial Bank of China Limited Independent Non-executive Directors Industrial Bank Co., Ltd Mr. WONG Chi Wai Ping An Bank Co., Ltd. Postal Savings Bank of China Mr. WONG Tat Yan, Paul Shanghai Pudong Development Bank Mr. CHAN Chun Yee REGISTERED OFFICE COMPANY SECRETARY Second Floor, Century Yard Cricket Square, P.O. Box 902 Miss LEUNG Ching Ching Grand Cayman, KY1-1103 Cayman Islands AUDIT COMMITTEE HEAD OFFICE AND PRINCIPAL PLACE OF BUSINESS IN HONG KONG Mr. WONG Chi Wai (Committee Chairman) Office No. 3517 Mr. WONG Tat Yan, Paul 35th Floor, Wu Chung House Mr. CHAN Chun Yee 213 Queen’s Road East Wanchai, Hong Kong REMUNERATION COMMITTEE PRINCIPAL SHARE REGISTRAR AND TRANSFER AGENT Mr. WONG Tat Yan, Paul (Committee Chairman) Tricor Services (Cayman Islands) Limited Mr. ZHUANG Yuekai (Note) Second Floor, Century Yard Mr. WONG Chi Wai Cricket Square, P.O. Box 902 Mr. CHAN Chun Yee Grand Cayman, KY1-1103 Cayman Islands NOMINATION COMMITTEE HONG KONG BRANCH SHARE REGISTRAR AND TRANSFER OFFICE Mr. ZHUANG Yuekai (Committee Chairman) Mr. CHAN Chun Yee Tricor Investor Services Limited Mr. WONG Chi Wai Level 54, Hopewell Centre 183 Queen’s Road East, Hong Kong Mr. WONG Tat Yan, Paul LEGAL ADVISER AS TO HONG KONG LAWS INDEPENDENT AUDITOR King & Wood Mallesons Grant Thornton Hong Kong Limited STOCK CODE 1908 COMPANY’S WEBSITE www.cndintl.com (the contents of which do not form part of this annual report) Note: Mr. ZHUANG Yuekai has ceased to act as a member of the remuneration committee of the Board with effect from 15 March 2021. C&D International Investment Group Limited 2 CHAIRMAN’S STATEMENT Dear Shareholders, I am pleased to present the annual report of C&D International Investment Group Limited (“C&D International Group” or the “Company”, and together with its subsidiaries, the “Group”) for the year ended 31 December 2020 (the “Year”). I. ANALYSIS ON ECONOMIC LANDSCAPE In 2020, the novel coronavirus epidemic (the “Epidemic”) swept the world which resulted in recession to different extent in major developed economies. The Epidemic has been brought under control by the Chinese government and the community through actively implementing strict preventive and control measures and thus certain achievement of growth for the Chinese economy remained during the Year. As China’s real estate industry completed its recovery in the middle of the Year, PRC local governments continued to emphasise the policy of “stabilising the real estate industry” to maintain control. The central bank has imposed the rule of “Three Red Lines” to restrict real estate corporate debts and strictly control the scale of housing loans for financial institutions, which has led to more regulated financing for real estate enterprises. The policy environment will further force consolidation and changes in the real estate industry. Due to the relatively small portion of the Company’s real estate projects in Wuhan, the Epidemic did not have a significant impact on the Company’s operations, financial information and financial positions during the Year. Focusing on the corporate orientation as the “integrated service provider in property development and real estate industry chain investment services”, the Group combined the respective strengths, opportunities of its state-owned enterprise background and market-based operating mechanism, and continued to drive the rapid growth of its business and asset base and the growing influence of its corporate brand to create value for our shareholders and society. II. RESULTS During the Year, the Group achieved operating revenue of approximately RMB42.74448 billion (2019: approximately RMB17.31926 billion (restated)), representing a year-on-year increase of approximately 146.8%; the profit for the year attributable to the equity holders of the Company of approximately RMB2.32163 billion (2019: approximately RMB1.71799 billion (restated)), representing a year-on-year increase of approximately 35.14%. 3 ANNUAL REPORT 2020 CHAIRMAN’S STATEMENT III. BUSINESS REVIEW In 2020, under the leadership of the board (the “Board”) of directors (the “Directors”) of the Company and by focusing on business directions of “accelerating expansion, consolidating the industry and spreading brand value”, the Company drove its development under the dual force of “Product + Service” and maintained growth momentum of various business indicators. (1) Property development business scale maintaining rapid growth with increasing comprehensive strength 1. Sustained growth in contracted sales: In 2020, the Company maintained its upward momentum in contracted sales. The Group, together with its joint ventures and associates, achieved a total contracted sales amount of approximately RMB90.77 billion (2019: approximately RMB50.78 billion, representing a year-on-year increase of approximately 78.75%) with a total contracted sales gross floor area (”GFA”) of approximately 4,653,100 sq.m. (2019: approximately 2,932,300 sq.m., representing a year-on-year increase of approximately 58.68%). The average selling price is approximately RMB19,500 per sq.m.. 2. Significant expansion of business layout: In 2020, the Company actively promoted the rapid expansion of its property development business and focused on acquiring quality property development projects to further broaden the Company’s business layout. During the Year, the Company newly invested in 52 property development lands. The saleable GFA of newly acquired projects was approximately 8,220,000 sq.m. with saleable value of approximately RMB143.3 billion. As at 31 December 2020, the Company invested a total of 128 property development projects (2019: 83, representing a year-on-year increase of approximately 54%) which were located in our five core areas including more than 30 cities within Haixi (including Xiamen, Zhangzhou, Quanzhou, Longyan and Putian), South-eastern China (including Fuzhou, Nanping, Sanming and Ningde) , Eastern China (including Suzhou, Shanghai, Wuxi, Hefei, Nanjing and Hangzhou), Southern China (including Guangzhou, Zhuhai, Shenzhen, Nanning and Guiyang) and Central China (including Changsha and Wuhan), and cultivated its presence in tier-two (strong tier-two) cities. As at 31 December 2020, the saleable GFA of land reserves was approximately 12,320,000 sq.m. (2019: approximately 9,350,000 sq.m., representing a year-on-year increase of approximately 32%) with saleable value of approximately RMB213.1 billion (2019: approximately RMB162.0 billion, representing a year-on-year increase of approximately 32%), which provided a solid foundation for the Group’s growth in the future. 3. Crafting the standardised product collections: The Company has focused on “high-end improvement projects” by launching the “Zen Chinese Style” series of products such as “emptiness, imagery, simplicity, and plainness* (空、象、簡、樸)” and incorporating modern construction materials and techniques into the essence of traditional Chinese architecture and culture in order to create a leading Chinese style product with cultural atmosphere. The Group’s products have been standardised and modularised to expand the Group’s product portfolio and reduce development costs and development period. On the other hand, under the principle of unity, we have systematically managed all aspects of architecture, landscape and interiors to give each project its own unique characteristics and style, and our brand influence is industry-leading, highly recognised and widely acclaimed by property owners and all sectors. C&D International Investment Group Limited 4 CHAIRMAN’S STATEMENT (2) Consolidating the service layout of the real estate industry chain and continuously optimising service quality 1. Promoting innovation in commercial assets management operations: During the Year, the Company’s commercial assets management projects were located mainly in Shanghai and Nanning with a total GFA under our management of approximately 145,000 sq.m.. In 2020, the Company’s commercial assets management business actively developed online and offline channels