GREENTOWN CHINA HOLDINGS LIMITED GREENTOWN ANNUAL REPORT 2015 2015 ANNUAL 2015 ANNUAL REPORT GREENTOWN CHINA HOLDINGS LIMITED (incorporated in the Cayman Islands with limited liability) (Stock Code: 03900) Welcome to your home of Greentown. Walk into a world of luxury and style. Transform your dreams into reality here. From the minute you set foot on the majestic doorway that leads into the elegant hallway, you will be embraced by the luxury and grace of a bygone era. Traditional style combined with contemporary detailing gives the place a personal touch with a flair of splendour. Each unit is tastefully designed for home lovers who have an eye for quality and beauty. Nestled in breath-taking landscaped gardens, these homes allow you to experience the magical powers of nature in your own private setting. Join the Greentown family and live the dream of many others today. Find your home with Greentown and enjoy the luxury of life with peace of mind. Contents 002 Corporate Profile 004 Corporate Information 006 Financial Highlights 008 Chairman’s Statement 010 CEO’s Report 012 Property Portfolio 025 Management Discussion and Analysis 042 Biographical Details of Directors and Senior Management 052 Sustainability and Corporate Social Responsibility 060 Investor Relations 064 Corporate Governance Report 071 Report of the Directors 092 Independent Auditor’s Report 094 Consolidated Financial Statements 218 Definition 002 Greentown China Holdings Limited Annual Report 2015 Corporate Profile GREENTOWN CHINA HOLDINGS LIMITED IS ONE OF THE LEADING PROPERTY DEVELOPERS IN CHINA. IT COMMANDS A LEADING POSITION IN THE INDUSTRY BY LEVERAGING ON ITS QUALITY PROPERTIES, UNIQUE ARCHITECTURAL AESTHETICS AND CUSTOMER-FOCUSED RESIDENCE SERVICES. THE COMPANY WAS JOINTLY VOTED AS “2015 TOP 10 CHINESE REAL ESTATE ENTERPRISES BY COMPREHENSIVE STRENGTH” FOR THE 11TH CONSECUTIVE YEAR BY THE DEVELOPMENT RESEARCH CENTER OF THE STATE COUNCIL, THE INSTITUTE OF REAL ESTATE STUDIES AT TSINGHUA UNIVERSITY AND THE CHINA INDEX ACADEMY, REELECTED AS “TOP 10 LARGEST CHINESE REAL ESTATE ENTERPRISES”. AND WAS AGAIN NAMED “2015 TOP 10 BRANDS OF CHINESE REAL ESTATE COMPANIES (DIVERSIFIED OWNERSHIP) FOR THE 12TH CONSECUTIVE YEAR WITH A BRAND VALUE OF RMB21.183 BILLION. MEANWHILE, WITH THE EFFORTS ON SAFEGUARDING THE BUILDING OF PROPERTIES AND CHARITY SERVICES, GREENTOWN WAS AWARDED “CHINA REAL ESTATE ENTERPRISES WITH SENSE OF SOCIAL RESPONSIBILITY”. Jinan National Games Project Greentown China Holdings Limited Annual Report 2015 003 Corporate Profile Over 21 years of development, Greentown sets a milestone of Greentown’s asset- On 27 March 2015, CCCG completed the has been based in Zhejiang Province, light business model from platform- share sale transaction with Mr SONG one of the most economically vibrant based to collective management. At Weiping and other related shareholders provinces in the PRC. With property present, Greentown Management Group pursuant to which CCCG acquired an projects covering most of the economically undertakes 60 projects with a total GFA of aggregate of 524,851,793 shares of the prosperous cities in Zhejiang Province 19.21 million sqm. Total saleable amount Company at HK$11.46 per share in cash such as Hangzhou, Ningbo, Taizhou, are expected to be over approximately (representing a total consideration of Shaoxing and other cities amongst the Top 136.3 billion. approximately HK$6.015 billion). On 4 June 100 national most competitive county-level 2015, CCCG acquired another 100 million cities in Zhejiang Province, Greentown Being one of the leading large-scale shares of the Company at HK$11.46 per has a sizable operation scale and enjoys property developers in the PRC and well share. As at the date of this report, CCCG a wide recognition. Since the initiation of known for its brand image of “building held approximately a 28.9% stake in the national strategies from the year of 2000, high-end positioned properties”, Company, making it the single largest Greentown has successfully set foot in Greentown successfully offers six major shareholder. other major cities located in Yangtze River classic series of products including Delta, including Shanghai, Xuzhou and residential property, public property, As at 31 December 2015, the premier Wuxi, and in major cities in Bohai Rim commercial property, urban complex, land bank of Greentown Group comprised Economic Belt, including Beijing, Tianjin, ideal town and security property based a total GFA of over 31.24 million sqm Qingdao, Jinan, Shenyang, Dalian and other on its knowledge in human idealism ensuring Greentown Group’s sustainable provincial cities, such as Hefei in Anhui and extensive studies in global areas as and steady development in the coming Province, Zhengzhou in Henan Province, well as its own adjustment, practice and future. Leveraging on its quality human Changsha in Hunan Province, and Urumqi renovation. It forges ideal residents with resources and highly effective corporate in Xinjiang, established an excellent brand fine material. management structure, Greentown has image in various cities. established a strong presence in all cities On 8 June 2012, Wharf was introduced where it operates. The Group’s experience From September 2010, Greentown as a strategic shareholder of Greentown. in developing numerous high-quality initiated the Construction Management The aggregate investment from Wharf projects and outstanding operational Business, which comprises the amounted to approximately HK$5.1 billion capabilities have provided a strong commercial construction management, (equivalent to approximately RMB4.16 momentum for its further expansion. government construction management billion), including the subscription of and capital construction management. approximately 490 million placing shares In September 2015, due to Greentown’s and the subscription of convertible new strategic development needs, securities (which have been redeemed in Greentown Management Group was full in February 2014). As at the date of this formally established, which becomes the report, Wharf (through its wholly-owned principal of brand name, management subsidiary) was interested in approximately and resources output of Greentown and 25% of the total issued share capital of the Company. 004 Greentown China Holdings Limited Annual Report 2015 Corporate Information Board of Directors Registered Office Company Secretary Executive Directors Maples Corporate Services Limited Mr FUNG Ching, Simon Mr SONG Weiping (Co-chairman) PO Box 309, Ugland House Mr LIU Wensheng (Co-chairman) South Church Street Authorized Representatives Mr SUN Guoqiang George Town, Grand Cayman Mr CAO Zhounan Mr SHOU Bainian KY1-1104, Cayman Islands Mr FUNG Ching, Simon Mr CAO Zhounan Mr LI Qingan Share Registrar in Hong Kong Principal Bankers Mr LI Yongqian Computershare Hong Kong Investor Bank of China Limited Services Limited Industrial and Commercial Bank Independent Non-Executive Directors Shops 1712–1716, of China Limited Mr JIA Shenghua 17th Floor, Hopewell Centre Agricultural Bank of China Limited Mr KE Huanzhang 183 Queen’s Road East China Construction Bank Corporation Mr SZE Tsai Ping, Michael Wanchai, Hong Kong The Hong Kong And Shanghai Mr HUI Wan Fai Banking Corporation Limited Share Registrar in Cayman Audit Committee Standard Chartered Bank Islands (Hong Kong) Limited Mr SZE Tsai Ping, Michael (Chairman) Royal Bank of Canada Trust Company Bank of Communications Co., Ltd. Mr JIA Shenghua (Cayman) Limited The Bank of East Asia, Limited Mr HUI Wan Fai 4th Floor, Royal Bank House Ping An Bank Co., Ltd 24 Shedden Road China Everbright Bank Nomination Committee George Town Grand Cayman Corporation Limited Mr SZE Tsai Ping, Michael (Chairman) KY1-1110 Cayman Islands Shanghai Pudong Development Mr LIU Wensheng Bank Co., Ltd. Mr SHOU Bainian Auditor Mr JIA Shenghua Deloitte Touche Tohmatsu Hangzhou Headquarters Mr KE Huanzhang 10/F, Block A, Century Plaza Mr HUI Wan Fai Legal Advisors No.1 Hangda Road Hangzhou, Zhejiang Remuneration Committee as to Hong Kong law: Ashurst Hong Kong PRC Mr JIA Shenghua (Chairman) (Postal code: 310007) Mr SUN Guoqiang as to PRC law: Mr SHOU Bainian Zhejiang T&C Law Firm Principal Place of Business in Mr KE Huanzhang Hong Kong Mr SZE Tsai Ping, Michael as to Cayman Islands law and Room 1406–1408, 14/F Mr HUI Wan Fai British Virgin Islands law: New World Tower 1 Maples and Calder 16–18 Queen’s Road Central Hong Kong Greentown China Holdings Limited Annual Report 2015 005 Corporate Information Investor Relations Notes: (1) The following changes have been effected during the year ended 31 December 2015: Email: [email protected] The following changes have been effected on 27 March 2015: Tel: (852) 2523 3138 (i) Mr ZHU Bixin has been appointed as an executive Director, co-chairman of the Board and a member of the nomination committee; Fax: (852) 2523 6608 (ii) Mr SUN Guoqiang has been appointed as an executive Director, a member of the investment committee in place of Mr SHOU Bainian and a member of the remuneration committee; Public Relations (iii) Mr Andrew Chow has been appointed as a non-executive Director and vice chairman of the Board, and a member of the remuneration committee and investment committee in place of Mr NG Tin Hoi, Stephen; Hill + Knowlton Strategies Asia (iv) Mr SONG Weiping has been re-designated from the chairman of the Board to a co-chairman of the Board; Email: [email protected] (v) Mr LUO Zhaoming has resigned as an executive Director and vice chairman of the Board; Tel: (852)