F ar East Consortium Stock Code股份代號： 035 International Limited 遠東發展有限公司 Ann u al R e po r t 2012 年報 16th Floor, Far East Consortium Building, 121 Des Voeux Road Central, Hong Kong 年報 香港德輔道中121號遠東發展大廈16樓 2012 Annual Report Website 網址：www.fecil.com.hk STAR RUBY Hong Kong Corporate Information BOARD OF DIRECTORS PRINCIPAL BANKERS Executive Directors Hong Kong David CHIU, Tan Sri Dato’, B.Sc. Cathay United Bank Company, Limited (Chairman and Chief Executive Offi cer) Chong Hing Bank Limited Dennis CHIU, B.A. Citic Bank International Limited Craig Grenfell WILLIAMS, B. ENG. (CIVIL) Dah Sing Bank, Limited DBS Bank (Hong Kong) Limited Non-Executive Director Hang Seng Bank Limited Daniel Tat Jung CHIU Industrial and Commercial Bank of China (Asia) Limited Nanyang Commercial Bank, Limited Independent Non-Executive Directors Public Bank (Hong Kong) Limited Kwok Wai CHAN The Hongkong and Shanghai Banking Corporation Limited Peter Man Kong WONG, J.P. Wing Hang Bank, Limited Kwong Siu LAM Malaysia AUDIT COMMITTEE AmBank (M) Berhad Kwok Wai CHAN (Chairman) OCBC Bank (Malaysia) Berhad Peter Man Kong WONG Public Bank Berhad Kwong Siu LAM Singapore NOMINATION COMMITTEE The Hongkong and Shanghai Banking Corporation Limited David CHIU (Chairman) Kwok Wai CHAN Australia Peter Man Kong WONG Australia and New Zealand Banking Group Limited Kwong Siu LAM Commonwealth Bank of Australia Limited REMUNERATION COMMITTEE Mainland China Kwok Wai CHAN (Chairman) Agricultural Bank of China Limited David CHIU China Construction Bank Corporation Peter Man Kong WONG DBS Bank (China) Limited HSBC Bank (China) Company Limited EXECUTIVE COMMITTEE Shanghai Pudong Development Bank Company, Limited David CHIU Wing Hang Bank (China) Limited Dennis CHIU Craig Grenfell WILLIAMS PLACE OF INCORPORATION Chris Cheong Thard HOONG Cayman Islands Denny Chi Hing CHAN Boswell Wai Hung CHEUNG REGISTERED OFFICE P.O. Box 1043, Ground Floor, MANAGING DIRECTOR Caledonian House, Mary Street, Chris Cheong Thard HOONG, B. ENG, ACA George Town, Grand Cayman, Cayman Islands, CHIEF OPERATING OFFICER British West Indies Denny Chi Hing CHAN PRINCIPAL OFFICE CHIEF FINANCIAL OFFICER AND 16th Floor, Far East Consortium Building, COMPANY SECRETARY 121 Des Voeux Road Central, Boswell Wai Hung CHEUNG Hong Kong AUTHORIZED REPRESENTATIVES SHARE REGISTRAR David CHIU Tricor Standard Limited Boswell Wai Hung CHEUNG 26th Floor, Tesbury Centre, 28 Queen’s Road East, LEGAL ADVISORS Wanchai, Woo, Kwan, Lee & Lo Hong Kong Reed Smith Richards Butler Maples and Calder LISTING INFORMATION HWL Ebsworth Lawyers Ordinary Shares (Code: 035) Convertible Bonds 2015 (Code: 4317) AUDITOR The Stock Exchange of Hong Kong Limited Deloitte Touche Tohmatsu Certifi ed Public Accountants WEBSITE Hong Kong http://www.fecil.com.hk Note: This annual report was originally prepared in English and was subsequently translated into Chinese. In the event of any inconsistency between the 2 versions, the English version shall prevail. Far East Consortium International Limited 2012 Annual Report Contents Report of Chairman and Chief Executive Offi cer 4-7 Profi le of Directors and Senior Management 8-10 Five-Year Financial Summary 11 Management Discussion and Analysis 12-21 Directors’ Report 22-32 Corporate Governance Report 33-40 Independent Auditor’s Report 41 Consolidated Income Statement 42 Consolidated Statement of Comprehensive Income 43 Consolidated Statement of Financial Position 44-45 Consolidated Statement of Changes in Equity 46-47 Consolidated Statement of Cash Flows 48-49 Notes to the Consolidated Financial Statements 50-129 List of Major Properties Held by the Group 130-145 Glossary 146-149 The Year at a Glance 150-151 Property Development and Hotel Portfolio 152-153 2 3 Report of Chairman and Chief Executive Offi cer Far EastEaasts ConsortiumConsortiuiuummI InternationalInternational LiLimitedmited 20122012 AnnualAnnuaual ReportReport Report of Chairman and Chief Executive Offi cer I am pleased to present the annual results of Far East Consortium International Limited (the “Company”) together with its subsidiaries (the “Group”) for the fi nancial year ended 31 March 2012. Despite uncertainties in the global economic environment, we continue to see growth in the Group’s overall business during the fi nancial year ended 31 March 2012 with a 13.7% increase in the net profi t attributable to owners of the Company. Our property division launched a number of major projects and achieved a cumulative presale totaling HK$4.8 billion as at 31 March 2012. Our hotel division performed extremely well with a record of net profi t attributable the owners of the Company of approximately HK$442 million. Our car park division continued to make steady contribution to the Group with turnover reaching HK$537 million during the fi nancial year ended 31 March 2012. These achievements were the direct results of our strategic efforts to actively develop and diversify our residential development pipeline and to expand our business which has revenue stream with recurring nature, namely, the car park and hotel operations. Star Ruby, Hong Kong 684 Clear Water Bay Road, Hong Kong PROPERTY DEVELOPMENT In the past years, the Group has undertaken signifi cant steps to strengthen its residential property development pipeline and made preparation work for new launches. During the fi nancial year 2012, we launched stage 2 of the Upper West Side project (namely Madison at Upper West Side) in Melbourne, Australia and the Star Ruby, Hong Kong. Together with presales recorded at stage 1 of Upper West Side and presales recorded at Dorsett Regency Residences in Singapore (which is owned by Kosmopolito Hotels International Ltd (“KHI”)), the Group’s total cumulative presales as at 31 March 2012 amounted to HK$4.8 billion. Following the fi nancial year end, the Group launched the presale of 288 apartments in its California Garden project in Shanghai, Mainland China. Through a joint venture set up between KHI and Mayland Valiant Sdn Bhd, the pre-sale of 1,989 serviced apartments at Subang (named as Dorsett Place Waterfront, Subang) in Malaysia was also launched. Other new residential development projects/phases for launch in the coming 24 months include projects in Guangzhou, Shanghai, Hong Kong and Malaysia. Total Gross Floor Area (“GFA”) of the properties available for sale and presale amounted to approximately 3.5 million sq. ft. during this period. With current presales and anticipated new projects in the pipeline, the Group expects fi nancial performance of the property development business to be strong in the coming years. 4 5 Report of Chairman and Chief Executive Offi cer The Group will continue to focus on developing future projects in the regions where we have an existing presence. The diversifi ed location of our presence allows the Group to take advantage of the property cycle in different markets and the effect of cyclical risks can therefore be reduced. Our current development pipeline together with our land bank amounted to approximately 10 million sq. ft. in GFA as at 31 March 2012, which is suffi cient for our property development in the coming 6 to 7 years. The Group will continue to search for attractive development opportunities to replenish our pipeline going forward. Dorsett Regency London, London HOTEL OPERATION KHI being a hotel developer, owner and operator has business spreading over Hong Kong, Mainland China, Malaysia, Singapore and the United Kingdom. During the fi nancial year 2012, KHI continued to achieve strong growth in both room rates and occupancy rates with average daily Revenue Per Available Room (“RevPar”) at HK$663, representing an increase of 23.9%, compared with last year. As at 31 March 2012, KHI was operating approximately 4,000 rooms. This is expected to increase to approximately 7,000 rooms in the upcoming years. Such increase is expected to continue to generate growth in operating profi t. The transaction involving a disposal of Dorsett Regency, Kennedy Town in Hong Kong has again proven the Group’s capability in creating value for our shareholders. The Group will continue its strategy to recycle its capital by selling smaller hotels and investing in bigger ones with greater number of rooms and better operational effi ciencies. This anticipated disposal, which is expected to be completed in September 2012, together with the Group’s hotel development pipeline, and the expected contribution from sales of serviced apartments in Singapore (namely Dorsett Regency Residences) and Malaysia (namely Dorsett Place Waterfront, Subang), will continue to drive a strong growth of KHI in the coming few years. CAR PARK OPERATION The Group’s car park business continued to grow with revenue reaching HK$537 million for the year ended 31 March 2012, representing an increase of 15.7% as compared with last year. Steady growth in the business strengthened recurring cash fl ow stream. As at 31 March 2012, the Group managed more than 250 car parks, consisting of a car park management portfolio of approximately 49,000 car park bays. During the fi nancial year 2012, approximately 3,000 car parks bays under management were added to the portfolio. With steady increase in the number of car park bays under management, the car park business is expected to continue to contribute to stable income and cash fl ow to the Group. INVESTMENT PROPERTY The Group’s investment properties have provided a stable source of rental income to the Group. In June 2012, the Group disposed of an investment property (namely 51 strata units in Parkway Centre) in Singapore. The disposal provided an additional capital for the Group’s future expansion. The property investment business will continue to provide the Group with solid cash fl ow stream. Far East Consortium International Limited 2012 Annual Report Report of Chairman and Chief Executive Offi cer FINANCIAL POSITION With total assets of approximately HK$24.1 billion as at 31 March 2012 including the valuation surplus on hotel assets amounting to HK$7,750 million which is not recorded in the consolidated fi nancial statements, the net gearing ratio of the Group was 28.8% as at 31 March 2012.