COVER SHEET 6 0 5 6 6 S.E.C. Registration Number C E N T U R Y P R O P E R T I E S G R O U P I N C . (FORMERLY EAST ASIA POWER RESOURCES CORPORATION) (Company’s Full Name) 21st FLOOR, PACIFIC STAR BUILDING, SEN. GIL PUYAT CORNER MAKATI AVE., MAKATI CITY (Business Address: No. Street City / Town / Province) Isabelita Ching-Sales (632) 7938220 Contact Person Company Telephone Number (SEC FORM 17-A) 1 2 3 1 Month Day FORM TYPE Month Day Fiscal Year Annual Meeting Secondary License Type, If Applicable Dept. Requiring this Doc. Amended Articles Number/Section Total Amount of Borrowings ---------------------------------------------------------------------------------------------------------------------------------------------------------------- ----- To be accomplished by SEC Personnel concerned File Number LCU Document I.D. Cashier STAMPS Remarks = pls. use black ink for scanning purposes. SECURITIES AND EXCHANGE COMMISSION ANNUAL REPORT PURSUANT TO SECTION 17 SEC FORM 17-A OF THE SECURITIES REGULATION CODE AND SECTION 141 OF THE CORPORATION CODE OF THE PHILIPPINES 1. For the fiscal year ended: December 31, 2015 2. SEC Identification Number: 60566 3. BIR Tax Identification No.: 004-504-281-000 4. Exact name of issuer as specified in its charter: CENTURY PROPERTIES GROUP INC. 5. Province, Country or other jurisdiction of incorporation or organization: Philippines 6. Industry Classification Code: (SEC Use Only) 7. Address of principal office/Postal Code: 21st Floor, Pacific Star Building, Sen Gil Puyat Avenue corner Makati Avenue, Makati City 8. Issuer's telephone number, including area code: (632) 7935500 9. Former name, former address, and former fiscal year, if changed since last report: 10. Securities registered pursuant to Sections 8 and 12 of the SRC, or Sec. 4 and 8 of the RSA: Title of Each Class No. of Shares of Common Stock Outstanding and as Issued of December 31, 2015 COMMON (12/31/2015) 11,599,600,690 shares of stock outstanding 100,123,000 treasury shares 11. Are any or all of these securities listed on a Stock Exchange. Yes [ X ] 4,285,040,062 common shares No [ ] If yes, state the name of such stock exchange and the classes of securities listed therein: Philippine Stock Exchange, Inc. Common Shares 12. Check whether the issuer: (a) has filed all reports required to be filed by Section 17 of the SRC and SRC Rule 17 thereunder or Section 11 of the RSA and RSA Rule 11(a)-1 thereunder, and Sections 26 and 141 of The Corporation Code of the Philippines during the preceding twelve (12) months (or for such shorter period that the registrant was required to file such reports); Yes [ X ] No [ ] (b) has been subject to such filing requirements for the past ninety (90) days. Yes [ X ] No [ ] 13. State the aggregate market value of the voting stock held by non-affiliates of the registrant. P2,123,974,972.00 billion as of December 31, 2015 APPLICABLE ONLY TO ISSUERS INVOLVED IN INSOLVENCY/SUSPENSION OF PAYMENTS PROCEEDINGS DURING THE PRECEDING FIVE YEARS: 14. Check whether the issuer has filed all documents and reports required to be filed by Section 17 of the Code subsequent to the distribution of securities under a plan confirmed by a court or the Commission. Yes [ ] No [X] DOCUMENTS INCORPORATED BY REFERENCE 15. If any of the following documents are incorporated by reference, briefly describe them and identify the part of SEC Form 17-A into which the document is incorporated: Consolidated Financial Statements as of and for year ended December 31, 2015 (Incorporated as reference for Item 7 to 12 of SEC Form 17-A) ________________________________________________________________________ CENTURY PROPERTIES GROUP INC. Page 2 of 74 SEC Form 17-A TABLE OF CONTENTS – DOUBLE CHECK AFTER FINAL COMMENTS PART I. BUSINESS AND GENERAL INFORMATION 5 Item 1 Business……………………………………………………………………………………………... 5 Item 1.1 Overview………………………………………………………………………….. 5 Item 1.2 Recent Transactions…………………………………………………………….. 6 Item 1.3 Subsidiaries and Associate………..……………………………………………. 7 Item 1.4 Operations………………………………………………………………………... 8 Item 1.5 Regulations………………………………………………………………………. 15 Item 1.6 Risks………………………………………………………………………………. 18 Item 1.7 Corporate Social Responsibility………………………………………………... 30 Item 2. Properties……………………………………………………………………………………………. 31 Item 2.1 Overview………………………………………………………………………….. 31 Item 2.2 Completed Projects as of December 31, 2015………………………………. 32 Item 2.3 Properties under Management as of December 31, 2015………………….. 33 Item 2.4 Project Updates as of December 31, 2015…………………………………… 35 Item 2.5 Company Owned Properties…………………………………………………… 36 Item 3. Legal Proceedings………………………………………………………………………………….. 36 Item 4. Submission of Matters to a Vote of Security Holders…………………………………………… 36 PART II. OPERATIONAL AND FINANCIAL INFORMATION…………………………………………. 37 Item 5. Company‟s Common Equity and Related Stockholders Matters……………………………… 37 Item 5.1 Market Information………………………………………………………………. 37 Item 5.2 Stockholders……………………………………………………………………... 38 Item 5.3 Dividends…………………………………………………………………………. 39 Item 5.4 Recent Sales of Unregistered or Exempt Securities, including Recent Issuance of Securities Constituting an Exempt Transaction………………... 39 ________________________________________________________________________ CENTURY PROPERTIES GROUP INC. Page 3 of 74 SEC Form 17-A Item 6. Management Discussion and Analysis or Plan of Operation…………………………………... 40 Item 7. Financial Statements……………………………………………………………………………….. 55 Item 8. Information on Independent Accountants and Other Related Matters………………………... 56 PART III. CONTROL AND COMPENSATION INFORMATION……………………………………...... 57 Item 9. Directors and Executive Officers of the Company……………………………………………… 57 Item 10. Executive Compensation………………………………………………………………………….. 62 Item 11. Security Ownership of Certain Beneficial Owners and Management………………………... 63 Item 11.1 Security Ownership of Certain Persons and Beneficial Owners…………… 63 Item 11.2 Security Ownership of Management……………………………………….….. 63 Item 11.3 Voting Trust Holders of 5% or More…………………………………………… 64 Item 11.4 Changes in Control……………………………………………………………… 64 Item 12 Certain Relationships and Related Transactions……………………………………………….. 64 PART IV. CORPORATE GOVERNANCE………………………………………………………………... 66 PART V. EXHIBITS AND SCHEDULES………………………………………………………………….. 67 SIGNATURES………………………………………………………………………………………………... 73 INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTARY SCHEDULES ________________________________________________________________________ CENTURY PROPERTIES GROUP INC. Page 4 of 74 SEC Form 17-A PART I. BUSINESS AND GENERAL INFORMATION ITEM 1. BUSINESS 1.1 OVERVIEW Century Properties Group, Inc., (“CPGI”) is one of the leading real estate companies in the Philippines with a 30-year track record. The Company is primarily engaged in the development, marketing, and sale of mid- and high-rise condominiums and single detached homes, leasing of retail and office space, and property management. Currently, the Company has five principal wholly-owned subsidiaries, namely, Century City Development Corporation, Century Limitless Corporation, Century Communities Corporation, Century Properties Management, Inc. and Century Properties Hotel and Leisure, Inc. (collectively known as the “Subsidiaries”). Through its Subsidiaries, the Company develops, markets and sells residential, office, medical and retail properties in the Philippines, as well as manages residential and commercial properties in the Philippines. As of December 31, 2015, the Company completed the following: 10 residential condominium buildings, consisting of 7,120 units with a total gross floor area (GFA) of 513,656 sq.m. (with parking); a retail commercial building with 52,233 sq.m. of GFA (with parking); and a medical office building, comprised of 547 units and 74,103 sq.m. of GFA (with parking). This is in addition to the 19 buildings totaling 3,768 units and 518,634 sq.m. of GFA that were completed prior to 2010 by the founding principals‟ prior development companies, the Meridien Group of Companies. Noteworthy developments are the Essensa East Forbes and South of Market in Fort Bonifacio, SOHO Central in the Greenfield District of Mandaluyong City, Pacific Place in Ortigas, Le Triomphe, Le Domaine and Le Metropole in Makati City, and the Gramercy Residences in Century City in Makati City. GFA in sq.m. Residential Projects Location Type (with parking) Units Year Completed Gramercy Residences Makati City Residential 121,595 1,428 2012 Knightsbridge Residences Makati City Residential 87,717 1,328 2013 Rio Parañaque City Residential 42,898 756 2013 Santorini Parañaque City Residential 36,126 553 2013 St. Tropez Parañaque City Residential 36,260 580 2013 Milano Makati City Residential 64,304 511 2015 Positano Parañaque City Residential 34,817 597 2015 Niagara Mandaluyong Residential 33,709 474 2015 City Sutherland Mandaluyong Residential 41,705 735 2015 City Osmeña West Quezon City Residential 14,525 158 2015 Total 513,656 7,120 Commercial/Office Location Type GFA in sq.m. Units Year Completed Projects (with parking) Century City Mall Makati City Retail 52,233 N/A 2013 Centuria Medical Makati Makati City Medical Office 74,103 547 2014 Total 126,336 Note: Excludes projects completed by Meridien In addition, the Company has agreed to purchase 50% of the usage and leasehold rights of Asian Century Center, an office building in Bonifacio Global City. Asian Century Center is currently being developed by Asian Carmakers Corporation. ________________________________________________________________________ CENTURY