CORPORATE PROFILE Agile Group Holdings Limited (Stock Code: 3383) and its subsidiaries are principally engaged in the development of large-scale mixed-use property projects, with extensive presence in the businesses of property management, environmental protection, construction, real estate construction management and commercial. As a renowned brand in China, the Group has established diversified businesses in various cities and districts in China and overseas. As at 31 December 2019, the Group had a land bank with a total attributable planned GFA of 39.70 million sq.m.. Shares of Agile have been listed on the Main Board of Hong Kong Stock Exchange since 2005 and are constituent stocks of Hang Seng Composite Index, Hang Seng Global Composite Index, Hang Seng Stock Connect Hong Kong Index Series, Hang Seng Mainland China Companies High Dividend Yield Index, Hang Seng Mainland Properties Index, Hang Seng High Beta Index, Hang Seng China (Hong Kong-listed) 100 Index, MSCI China Index and Lippo Select HK & Mainland Property Index. BUSINESS STRUCTURE Agile will continue to adopt the operating model of “focusing on property development, supported by a diversified range of businesses” (“1+N”), driving the solid growth of each business segment. P. 40 A-Living The GFA under management and contracted GFA were 234.0 million Property sq.m. and 356.2 million sq.m. Environmental Development respectively Protection A land bank with a total attributable Optimising its regional presence, planned GFA of 39.70 million sq.m. driving the development of its in 75 cities business segments including hazardous waste treatment, water treatment and common solid P. waste treatment P. 26 42 CONTENTS 2 Financial Highlights 50 Investor Relations 4 Milestones 2019 52 Directors’ Profile 6 Major Honours and Awards 57 Senior Management’s Profile 8 Chairman’s Statement 59 Corporate Governance Report 16 Management Discussion and Analysis 82 Report of the Directors 26 Property Development 98 Independent Auditor’s Report 28 Business Overview 104 Consolidated Balance Sheet 30 Project Overview 106 Consolidated Income Statement 32 Land Bank Table 107 Consolidated Statement of Comprehensive Income 40 A-Living 108 Consolidated Statement of Changes in Equity 42 Environmental Protection 110 Consolidated Statement of Cash Flows 44 Agile City 112 Notes to the Consolidated Financial Statements 46 Real Estate Construction Management 223 Five-year Financial Summary 48 Commercial 225 Corporate Information 230 Glossary P. P. 44 48 Agile City Commercial Commercial projects including Principal businesses including Real Estate hotels, investment properties, Habitat Technology and Engineering, community retail and culture and Procurement, Construction Construction Management tourism retail. Services including design and application for construction, construction management, cost control, brand export and product marketing P. 46 AGILE GROUP HOLDINGS LIMITED 2019 Annual Report 1 FINANCIAL HIGHLIGHTS Income Statement Highlights For the year ended 31 December 2019 2018 Change Revenue (RMB million) 60,239 56,145 +7.3% Gross profit (RMB million) 18,358 24,674 -25.6% Net profit (RMB million) 9,233 8,358 +10.5% Profit attributable to shareholders of the Company (RMB million) 7,512 7,125 +5.4% Basic earnings per share (RMB) 1.935 1.835 +5.4% Distributed interim dividend per share (HK cents) 60.0 50.0 +20.0% Proposed final dividend per share (HK cents) 40.0 50.0 -20.0% Full year dividend per share (HK cents) 100.0 100.0 – Balance Sheet Highlights As at 31 December 2019 2018 Change Total assets (RMB million) 273,232 230,446 +18.6% Cash and cash equivalents (RMB million) 33,551 35,776 -6.2% Restricted cash (RMB million) 9,004 9,285 -3.0% Short-term borrowings (RMB million) 42,297 35,333 +19.7% Long-term borrowings (RMB million) 54,373 53,196 +2.2% Shareholders’ equity (RMB million) 44,474 41,239 +7.8% Return on equity (ROE) 16.9% 17.3% -0.4 percentage points Total debt/total assets 35.4% 38.4% -3.0 percentage points Net debt/total equity 82.8% 79.1% +3.7 percentage points 2 AGILE GROUP HOLDINGS LIMITED 2019 Annual Report FINANCIAL HIGHLIGHTS (CONTINUED) Revenue Gross Prot and Gross Prot Margin (RMB million) (RMB million/%) 60,239 24,674 70000 25000 100 18,358 60000 56,145 20,687 51,607 20000 80 46,679 50000 15000 60 40000 12,366 43.9% 30000 30.5% 10000 40 40.1% 20000 5000 26.5% 20 10000 0 0 0 2016 2017 2018 2019 2016 2017 2018 2019 Net Prot and Net Prot Margin Prot Attributable to Shareholders (RMB million/%) of the Company (RMB million) 7,512 9,233 10000 30 8000 7,125 8,358 7000 8000 24 6,025 6,780 6000 6000 18 5000 4000 14.9% 15.3% 4000 12 3000 3,050 13.1% 2,284 2000 2000 6 6.5% 1000 0 0 0 2016 2017 2018 2019 2016 2017 2018 2019 Total Assets Shareholders’ Equity (RMB million) (RMB million) 273,232 44,474 300000 50000 41,239 250000 230,446 40000 35,310 36,335 200000 163,358 30000 150000 131,725 20000 100000 10000 50000 0 0 2016 2017 2018 2019 2016 2017 2018 2019 AGILE GROUP HOLDINGS LIMITED 2019 Annual Report 3 MILESTONES 2019 March Golden Credit Rating assigned the highest onshore credit rating “AAA” to the Company. 0 0 June 3 The Company was granted a 24-month term loan facility of MOP1,854 million, a successful expansion of offshore 0 finance in terms of currency and channel. July The Company held the “Press6 Conference on Empathy – Agile Charity Theme”, demonstrating the core charity philosophy of the Company in practising corporate social responsibility. 07 4 AGILE GROUP HOLDINGS LIMITED 2019 Annual Report MILESTONES 2019 (CONTINUED) September0 The Company was included as a constituent stock of Hang Seng Mainland China Companies High Dividend Yield Index.9 Moody’s affirmed the corporate family rating of Ba2 to the Company with a stable outlook. S&P affirmed the long-term issuer credit rating of BB to the Company with a stable outlook. The property development business announced the launch of its cultural tourism properties brand “LOHAS WORLD” and its cultural tourism properties projects in over 10 cities in China. The property management business, A-Living, announced the acquisition of 60% equity interest in CMIG PM and New CMIG PM, which is the largest ever merger and acquisition in the industry 7 and a significant leap in business scale. December The construction business renamed itself “Agile City” and unveiled a new brand logo. 1 The accumulated pre-sale amount of the Company again exceeded the RMB100 billion mark, reaching RMB117.97 billion. 2 AGILE GROUP HOLDINGS LIMITED 2019 Annual Report 5 MAJOR HONOURS AND AWARDS Corporate Social Responsibility Capital Markets Caring Company HKIRA Investor Relations Awards – Certificate of The Hong Kong Council of Social Service Excellence Hong Kong Investor Relations Association Green Development Enterprise of the Year Southern Weekly LACP 2018 Vision Awards – Silver Award League of American Communications Professionals LLC China Valuable Real Estate Awards – Corporate (LACP) Citizen of the Year National Business Daily LACP 2018 Vision Awards – Top 80 Chinese Reports League of American Communications Professionals LLC Corporate Social Responsibility Award 2019 (LACP) Capital magazine LACP 2018 Vision Awards – Outstanding Production Green Office Awards Labelling Scheme and Values Eco-Healthy Workplace League of American Communications Professionals LLC World Green Organisation (LACP) Hong Kong Green Organisation Certification LACP 2018 Vision Awards – Technical Achievement – Wastewi$e Certificate – Excellence Award Environmental Campaign Committee League of American Communications Professionals LLC ACCA Approved Employer (LACP) – Trainee Development (Gold) 2019 International ARC Awards – Honors – Interior ACCA Design: Real Estate Development/ SVC Residential Award for Outstanding Contribution in Corporate Properties Social Responsibility MerComm, Inc. China Business Journal 2019 International ARC Awards – Honors – Outstanding Enterprise of the Year for Poverty Photography: Real Estate Development/ SVC Alleviation Residential Properties 21st Century Business Herald MerComm, Inc. 2019 Enterprises of Charity Innovation 2019 Galaxy Awards – Honors – International Financial News Annual Report – Print: Property Development MerComm, Inc. Best Employer Branding Practice Best Innovative Employee C&B Program HRflag, WINGs and YIKE talks InnoESG Prize 2019 UNESCO Hong Kong Association Global Peace Centre; Rotarian Action Group for Peace; WoFoo Social Enterprises; SocietyNext Foundation 6 AGILE GROUP HOLDINGS LIMITED 2019 Annual Report MAJOR HONOURS AND AWARDS (CONTINUED) Corporate Governance Award for Outstanding Practice in Innovative Headline NO.1 Award 2019 – No. 1 China’s Financial Management Sharing Center of Chinese Property Developer in Greater Bay Area Enterprises 2019 Headline Daily Committee of China’s Corporate Financial Valuation Experts, China CFO Development Centre Award for Operational Capability of China Listed Real Estate Enterprise 2019 In-house Counsel Awards Gelonghui China Business Law Journal China Top 500 Private Enterprises The Listed Enterprise Excellence Awards 2019 All-China Federation of Industry and Commerce – Corporate Governance Awards China Top 100 Private Service Enterprises Capital Weekly magazine All-China Federation of Industry and Commerce Hong Kong Outstanding Enterprises 2019 Corporate Brand – Main Board Category Outstanding China Real Estate Enterprise 2018 Extraordinary Enterprises Awards 2019 Quamnet Economic Digest magazine MPW Elite Awards 2018 – Brand Value Communication Award Provider of Quality Lifestyles Times Media Ming Pao Weekly Best Product Development Capability China Property Award of Supreme Excellence 2019 China Investment Network Organising Committee of China Property Award of Supreme Excellence AGILE GROUP HOLDINGS LIMITED 2019 Annual Report 7 The Group remains confident about the future development of its business segments, and firmly believes that we will succeed in combating the epidemic with our concerted efforts. In the meantime, the Group will continue to deliver steady growth by enhancing internal management capabilities, optimising operational management model, improving training system, reinforcing brand image and continuously upgrading product and service quality.