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Guoco Group Limited Interim / Quarterly Report 2007

Dec 27, 2007

48904_rns_2007-12-27_e283d57d-4896-4a4d-934e-5fb603c47a5f.pdf

Interim / Quarterly Report

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INTERIM REPORT 2007

CONTENTS

Page
Corporate Information 2
Managing Director and Chief Executive’s Statement 3-4
Other Information 5-10
Condensed Consolidated Income Statement 11
Condensed Consolidated Balance Sheet 12-13
Condensed Consolidated Statement of Changes in Equity 14
Condensed Consolidated Cash Flow Statement 15
Notes to the Condensed Consolidated Financial Statements 16-26

1

Interim Report 2007

CORPORATE INFORMATION

Place Of Incorporation Hong Kong

Board Of Directors

Executive Directors

Deacon Te Ken Chiu, J.P. (Chairman) Derek Chiu, B.A. (Managing Director and Chief Executive) Desmond Chiu, B.A. (Deputy Managing Director) Margaret Chiu, LL.B.

Non-executive Directors Chiu Ju Ching Lan, J.P. Dick Tat Sang Chiu, M.A. Tan Sri Dato’ David Chiu, B.SC. Dennis Chiu, B.A. Duncan Chiu, B.SC.

Independent Non-executive Directors Ip Shing Hing, J.P. Ng Wing Hang Patrick Choy Wai Shek Raymond, MH, J.P.

Alternate Directors Chan Chi Hing (Alternate Director to Deacon Te Ken Chiu) Tang Sung Ki, CPA, FCCA (Alternate Director to Desmond Chiu)

Company Secretary

Tang Sung Ki, CPA, FCCA

Qualifi ed Accountant

Audit Committee

Ip Shing Hing, J.P. Duncan Chiu, B.SC. Ng Wing Hang Patrick Choy Wai Shek Raymond, MH, J.P.

Remuneration Committee

Derek Chiu, B.A. Ng Wing Hang Patrick Choy Wai Shek Raymond, MH, J.P.

Principal Bankers

Allied Banking Corporation (Hong Kong) Limited Bank of China (Hong Kong) Limited Hang Seng Bank Limited Public Bank (Hong Kong) Limited The Bank of East Asia, Limited The Hongkong and Shanghai Banking Corporation Limited

Registered & Principal Offi ce

Suite 2308, 23rd Floor, Offi ce Tower, Convention Plaza, 1 Harbour Road, Wanchai, Hong Kong

Share Registrars

Tricor Standard Limited 26/F., Tesbury Centre, 28 Queen’s Road East, Hong Kong

Stock Exchange

The Shares of the Company are listed on The Stock Exchange of Hong Kong Limited

Tang Sung Ki, CPA, FCCA

Stock Code

Solicitors

037

Woo Kwan Lee & Lo

Website

Auditors

www.tricor.com.hk/webservice/00037

Deloitte Touche Tohmatsu Certifi ed Public Accountants Hong Kong

2

Far East Hotels & Entertainment Limited

MANAGING DIRECTOR AND CHIEF EXECUTIVE’S STATEMENT

Overall Results

For the six months ended 30 September 2007, Far East Hotels And Entertainment Limited (the “Company”) and its subsidiaries (the “Group”) recorded an unaudited consolidated net profi t attributable to shareholders of HK$12,718,989 (30/09/2006: net loss of HK$37,724,453).

Interim Dividend

The Board has resolved not to declare any interim dividend in respect of the six months ended 30 September 2007 (2006: Nil).

Review of Operations and Prospects

The turnover of Cheung Chau Warwick Hotel has increased by 25% compared with last corresponding period. During the period under review, a series of renovation and upgrading work of Cheung Chau Warwick Hotel has been completed. This includes the completion of 8 full seaview guest rooms, 1 suite, plus the adding of the Warwick Spa Room and the Multi-Function Room. For the fi rst time, singing events with local singers and live band were introduced at the Poolside buffet dinner during August and September of 2007.

With the strengthening of the sales team and the widening of the sales network, the turnover of Beijing Warwick International Apartments has increased by 22% compared with last corresponding period and the operating loss continues to narrow. As the 2008 Beijing Olympic Games event is approaching and the surrounding environment and facilities continue to improve, the management believes that the turnover of Beijing Warwick International Apartments will further increase.

In securities investment and trading, the Group has recorded a profi t of approximately HK$22.7 million.

In the long run, the Company will seek more business opportunities to maximize its return.

3

Interim Report 2007

Capital Reduction

On 1 June 2007, a special resolution was passed in an extraordinary general meeting to approve capital reduction of the Company which becomes effective on 20 July 2007. After the capital reduction becomes effective, the Company will have a capital structure that permits the payment of dividends (subject to performance) and the issue of new shares for potential future fund raising exercises.

Employees

The Group has approximately 100 employees. Employees are remunerated in accordance with nature of the job and market conditions. Staff incentive bonus would be granted to reward and motivate those well-performed employees.

Finance Activities

At 30/09/2007, the Group had bank credit facilities amounting to approximately HK$99,721,000 (31/03/2007: HK$97,238,000), of which approximately HK$90,721,000 (31/03/2007: HK$88,238,000) were utilised. These facilities were secured by legal mortgages over the Group’s properties and deposits.

At 30/09/2007, the Group had no material exposure under foreign exchange contracts, interest or currency swaps or other fi nancial derivatives.

Shareholders’ funds at 30/09/2007 amounted to approximately HK$396 million (31/03/2007: approximately HK$385 million). Accordingly, the Group’s gearing ratio (total bank credit facilities utilized to shareholders’ funds) at 30/09/2007 is 23% (31/03/2007: 23%).

4

Far East Hotels & Entertainment Limited

OTHER INFORMATION

Directors’ Interests in Shares and Underlying Shares

At 30 September 2007, the interests and short positions of the directors and the Company’s chief executives in the shares, underlying shares and debentures of the Company and its associated corporations (within the meaning of Part XV of the Securities and Futures Ordinance (the “SFO”)) which were required (a) to be notifi ed to the Company and The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) pursuant to Divisions 7 and 8 of Part XV of the SFO (including interests and short positions which they were taken or deemed to have under such provisions of the SFO); or (b) pursuant to section 352 of the SFO, to be entered in the register referred to therein; or (c) pursuant to the Model Code for Securities Transactions by Directors of Listed Issuers, were as follows:

(a) Ordinary shares of HK$0.10 each of the Company

Approximate
percentage
of issued
share capital
Personal Corporate of the
Name of Director interests interests Total Company
Mr. Deacon Te Ken Chiu 12,491,424 108,901,052 121,392,476 24.83%
(Note 1)
Mr. Derek Chiu 12,394,000 78,430,299 90,824,299 18.58%
(Note 2)
Madam Chiu Ju Ching Lan 188,000 188,000 0.04%
Mr. Dick Tat Sang Chiu 12,172,800 22,277,033 34,449,833 7.05%
(Note 3)
Mr. David Chiu 3,144,627 3,144,627 0.64%
Ms. Margaret Chiu 676,240 5,000,000 5,676,240 1.16%
(Note 4)

5

Interim Report 2007

Notes:

  1. Of the 108,901,052 shares, (i) 100,939,842 shares were held by various private companies controlled by Mr. Deacon Te Ken Chiu of which 72,182,400 shares were held by Achiemax Limited; (ii) 295,210 shares were held by Far East Consortium Limited, a wholly-owned subsidiary of Far East Consortium International Limited; and (iii) 7,666,000 shares were held by Brentford Investments Inc., a wholly-owned subsidiary of Far East Holdings International Limited. Mr. Deacon Te Ken Chiu is a controlling shareholder of these companies.

  2. The 78,430,299 shares were held by Energy Overseas Ltd., a company controlled by Mr. Derek Chiu.

  3. The 22,277,033 shares were held by various private companies controlled by Mr. Dick Tat Sang Chiu.

  4. The 5,000,000 shares were held by a private company controlled by Ms. Margaret Chiu.

(b) Share options of the Company

Pursuant to a share option scheme which was adopted by an ordinary resolution passed on 22 September 1995, particulars of share options granted and outstanding as at 30 September 2007 were as follows:

Name of Director
Capacity
Ms. Margaret Chiu
Benef cial owner
Mr. Tang Sung Ki
Benef cial owner
Number of
Number of
share options
underlying
held
shares
7,000,000
7,000,000
6,000,000
6,000,000
13,000,000
13,000,000

6

Far East Hotels & Entertainment Limited

Except 1,000,000 share options held by Mr. Derek Chiu that were expired on 8 September 2007, no share options were granted, expired or exercised during the period concerned.

At an extraordinary general meeting of the Company held on 1 June 2007, an ordinary resolution to approve the adoption of a new share option scheme that complies with the Listing Rules was duly passed by the shareholders. No share options were granted under this new share option scheme during the period concerned.

Save as disclosed above, as at 30 September 2007, none of the directors nor the Company’s chief executives nor their respective associates, had interests or short positions in the shares, underlying shares and debentures of the Company or its associated corporations (within the meaning of Part XV of the SFO) which were required (a) to be notifi ed to the Company and the Stock Exchange pursuant to Divisions 7 and 8 of Part XV of the SFO (including interests and short positions which they were taken or deemed to have under such provisions of the SFO); or (b) pursuant to section 352 of the SFO, to be entered in the register referred to therein; or (c) pursuant to the Model Code for Securities Transactions by Directors of Listed Issuers.

Substantial Shareholders

Save as the interests of certain directors disclosed under the section headed “DIRECTORS’ INTERESTS IN SHARES AND UNDERLYING SHARES”, according to the register of interests maintained by the Company pursuant to Section 336 of the SFO and so far as was known to the directors or chief executive of the Company, as at 30 September 2007, the following persons or corporations (other than a director or chief executive of the Company) had an interest or short positions in the shares or underlying shares of the Company which would fall to be disclosed to the Company under Divisions 2 and 3 of Part XV of the SFO or was, directly or indirectly, interested in 5% or more of

7

Interim Report 2007

the nominal value of any class of share capital carrying rights to vote in all circumstances at general meeting of any member of the Group or in any options in respect of such capital:

Approximate
percentage
of issued
Number of share capital
ordinary shares of the
Name of Shareholder Capacity held Company
Achiemax Limited Benef cial owner 72,182,400 14.77%
(Note 1)
Energy Overseas Ltd. Benef cial owner 78,430,299 16.04%
(Note 2)

Notes:

  1. Mr. Deacon Te Ken Chiu and Mr. Dennis Chiu are directors of Achiemax Limited.

  2. Energy Overseas Ltd. is a company controlled by Mr. Derek Chiu who is also its director.

Save as disclosed above, as at 30 September 2007 and so far as is known to the directors or chief executive of the Company, there was no other person (other than a director or chief executive of the Company) who had an interest or short positions in the shares or underlying shares of the Company which would fall to be disclosed to the Company under Divisions 2 and 3 of Part XV of the SFO or who was, directly or indirectly, interested in 5% or more of the nominal value of any class of share capital carrying rights to vote in all circumstances at general meeting of any member of the Group or in any options in respect of such capital.

Purchase, Sale or Redemption of the Company’s Listed Securities

During the period, neither the Company nor any of its subsidiaries purchased, sold or redeemed any of the Company’s listed securities.

8

Far East Hotels & Entertainment Limited

Corporate Governance

The Company has complied with Code of Corporate Governance Practices (the “Code”) as set out in Appendix 14 of the Listing Rules throughout the six months ended 30 September 2007, with deviations from code provision A.4.1 and A.4.2 of the Code in respect of the service term and rotation of directors.

None of the existing Non-executive Directors of the Company is appointed for a specifi c term and Managing Director is not subject to re-election by rotation by the Company’s Articles of Association (the “Articles”) 76. This constitutes a deviation from code provision A.4.1 and A.4.2 of the Code. However, all Directors of the Company excluding Managing Director are subject to the retirement by rotation at each annual general meeting under Articles 78 and 79 of the Company. In view of good Corporate Governance Practices, Managing Director voluntarily retired from his offi ce at the annual general meeting of the Company held on 24 August 2006 notwithstanding that he was not required to do so by the Company’s Article 76. As such, the Company considers that suffi cient measures have been taken to ensure that the Company’s Corporate Governance Practices are no less exacting than those in the Code.

Audit Committee

The Audit Committee of the Company comprises three independent non-executive directors, namely, Mr. Ip Shing Hing, Mr. Ng Wing Hang Patrick, Mr. Choy Wai Shek Raymond and one non-executive director, Mr. Duncan Chiu.

The audit committee has reviewed with management the accounting principles and practices adopted by the Group, and discussed fi nancial reporting matters, including a review of the unaudited interim fi nancial statements for the six months ended 30 September 2007.

9

Interim Report 2007

Remuneration Committee

The Company had established a Remuneration Committee with written terms of reference pursuant to the provisions set out in the Code. The committee comprises two independent non-executive directors, namely Mr. Ng Wing Hang Patrick, Mr. Choy Wai Shek Raymond and the Managing Director of the Company, Mr. Derek Chiu. The Remuneration Committee is principally responsible for formulation and making recommendation to the Board on the Group’s policy and structure for all remuneration of directors and senior management.

Model Code for Securities Transactions by Directors

The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers (the “Model Code”) set out in Appendix 10 of the Listing Rules.

Upon enquiry by the Company, all directors of the Company have confi rmed that they have complied with the required standard set out in the Model Code throughout the six months ended 30 September 2007.

Derek Chiu

Managing Director & Chief Executive

Hong Kong, 14 December 2007

10

Far East Hotels & Entertainment Limited

CONDENSED CONSOLIDATED INCOME STATEMENT

FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2007

Notes
Turnover
3
Revenue from hotel operation
Property rental income
License fee income
Cost of sales
Dividend income from listed securities
Increase (Decrease) in fair value of
held-for-trading investment
Gain on disposal of investment property
Other income
Administrative expenses
Finance costs
5
Share of results of associates
Prof t (Loss) before taxation
Taxation
6
Prof t (Loss) for the period
Earnings (Loss) per share
7
Six months ended
30 September
2007
2006
(unaudited)
(unaudited)

HK$
HK$ 66,440,650
78,816,826
8,258,442
6,574,945
3,855,265
3,154,352

637,255
(12,864,973)
(13,161,007)
(751,266)
(2,794,455)
33,241

22,674,665
(4,686,050)
50,010

901,224
818,263
(8,132,900)
(5,598,430)
(2,324,783)
(1,482,242)
268,798
(23,981,539)
12,718,989
(37,724,453)

12,718,989
(37,724,453)
Cents
Cents
2.60
(7.72)

11

Interim Report 2007

CONDENSED CONSOLIDATED BALANCE SHEET

AT 30 SEPTEMBER 2007

Notes
Non-current Assets
Property, plant and equipment
Investment properties
Prepaid lease payments
Interests in associates
8
Available-for-sale investments
Current Assets
Prepaid lease payments
Held-for-trading investments
Inventories
Trade and other receivables
9
Amounts due from associates
Amounts due from related companies
Pledged bank deposits
Bank balances and cash
Current Liabilities
Trade and other payables
10
Deposits received
Amounts due to associates
Amounts due to related companies
Amount due to a minority shareholder
Obligations under f nance leases
– due within 1 year
Secured bank borrowings
– due within 1 year
Net Current Assets
30/09/2007
31/03/2007
(unaudited)
(audited)

HK$
HK$ 108,711,111
110,092,520
124,024,535
125,024,535
1,043,438
1,057,446
5,354,026
11,785,228
182,697,045
186,004,545
421,830,155
433,964,274
28,050
28,050
28,995,975
20,480,520
426,830
415,956
2,418,612
2,064,018
203,562
203,562
572,489
572,488
2,372,807
2,324,734
51,394,820
40,230,730
86,413,145
66,320,058
7,060,218
7,175,104
307,549
463,346
1,182,085
6,777,085
182,856
171,822
2,060,400
2,213,400
122,390
442,773
5,311,671
4,264,068
16,227,169
21,507,598
70,185,976
44,812,460
492,016,131
478,776,734

12

Far East Hotels & Entertainment Limited

Notes
Capital and Reserves
Share capital
11
Reserves
Non-current Liabilities
Deferred taxation
Provision for long service payments
Obligations under f nance leases – due
after 1 year
Secured bank borrowings – due
after 1 year
30/09/2007
31/03/2007
(unaudited)
(audited)

HK$
HK$ 48,884,268
488,842,675
347,567,493
(104,290,439)
396,451,761
384,552,236
7,919,423
7,919,423
2,055,013
2,055,013
180,526
276,200
85,409,408
83,973,862
95,564,370
94,224,498
492,016,131
478,776,734

13

Interim Report 2007

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2007

At 1 April 2007 (Audited)
Capital reduction
Exchange differences arising
on translation of
foreign operations
Change in fair value of
available-for-sale investments
Prof t for the period
At 30 September 2007 (Unaudited)
At 1 April 2006 (Audited)
Exchange differences arising
on translation of
foreign operations
Change in fair value of
available-for-sale investments
Loss for the period
At 30 September 2006 (Unaudited)
Special
Capital
Investment
Property
Retained prof ts
Share
Share
Capital
capital
redemption
revaluation
revaluation
Exchange (accumulated
capital
premium
reserve
reserve
reserve
reserve
reserve
reserve
losses)
Total
HK$
HK$
HK$
HK$
HK$
HK$
HK$
HK$
HK$
HK$
488,842,675
92,805,386
21,223,231

28,990,000

2,938,532
(4,239,396) (246,008,192)
384,552,236
(439,958,407)
118,060,580

89,445,044




232,452,783








(956,594)

(956,594)





137,130



137,130








12,718,989
12,718,989
48,884,268
210,865,966
21,223,231
89,445,044
28,990,000
137,130
2,938,532
(5,195,990)
(836,420)
396,451,761
488,842,675
92,805,386
21,223,231

28,990,000
651,750

(1,197,963) (196,578,012)
434,737,067







(224,427)

(224,427)





(651,750)



(651,750)








(37,724,453)
(37,724,453)
488,842,675
92,805,386
21,223,231

28,990,000


(1,422,390) (234,302,465)
396,136,437

14

Far East Hotels & Entertainment Limited

CONDENSED CONSOLIDATED CASH FLOW STATEMENT

FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2007

Net cash from (used in) operating activities
Net cash from (used in) investing activities
Net cash (used in) from f nancing activities
Net increase (decrease) in cash and
cash equivalents
Cash and cash equivalents at beginning
of the period
Cash and cash equivalents at end of
the period
Six months ended
30 September
2007
2006
(unaudited)
(unaudited)
HK$
HK$ 2,410,497
(21,953,168)
9,164,282
(43,330,704)
(410,689)
32,699,219
11,164,090
(32,584,653)
40,230,730
38,852,673
51,394,820
6,268,020

15

Interim Report 2007

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1. Basis Of Preparation

The unaudited condensed consolidated interim fi nancial statements have been prepared in accordance with Hong Kong Accounting Standard 34 “Interim Financial Reporting” issued by the Hong Kong Institute of Certifi ed Public Accountants (“HKICPA”) and with the applicable disclosure requirements of Appendix 16 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”) and should be read in conjunction with the 2007 annual fi nancial statements.

2. Application Of New And Revised Hong Kong Financial Reporting Standards

The accounting policies used in the unaudited condensed consolidated interim fi nancial statements are consistent with those followed in the preparation of the Group’s annual fi nancial statements for the year ended 31st March 2007 except as described below:

In current period, the Group has applied, for the fi rst time, a number of new standards, amendments and interpretations (“new HKFRSs”), issued by the HKICPA that is effective for accounting periods beginning on or after 1st January, 2007. The adoption of the new HKFRSs has had no material effect on how the results and fi nancial position of the Group for the current and prior accounting periods have been prepared and presented. Accordingly, no prior period adjustment has been required.

The Group has not early applied the following new standards, amendment or interpretations that have been issued but are not yet effective. The directors of the Company anticipate that application of these standards, amendment or interpretations will have no material impact on the results and the fi nancial position of the Group. HKAS 23 (Revised) Borrowing Costs1 HKFRS 8 Operating Segments1 HK(IFRIC)-Int 12 Service Concession Arrangements2 HK(IFRIC)-Int 13 Customer Loyalty Programmes3 HK(IFRIC)-Int 14 HKAS 19 – The Limit on a Defi ned Benefi t Asset, Minimum Funding Requirements and their Interaction2

16

Far East Hotels & Entertainment Limited

  • 1 Effective for accounting periods beginning on or after 1 January 2009. 2 Effective for accounting periods beginning on or after 1 January 2008. 3 Effective for accounting periods beginning on or after 1 July 2008.

Certain comparative fi gures for prior accounting period have been restated to conform with the current period’s presentation.

3. Business And Geographical Segments

Business segments

2007
REVENUE
Turnover
RESULTS
Segment results
Bank interest income
Gain on disposal of investment
property
Unallocated corporate expenses
Finance costs
Share of results of associates
Prof t before taxation
Taxation
Prof t for the period
Securities
Hotel
Property
investment
Investment
operation
letting
and trading
holding Consolidated
HK$
HK$
HK$
HK$
HK$
Six months ended 30 September (unaudited)
8,258,442
3,855,265
54,326,943

66,440,650
Securities
Hotel
Property
investment
Investment
operation
letting
and trading
holding Consolidated
HK$
HK$
HK$
HK$
HK$
Six months ended 30 September (unaudited)
8,258,442
3,855,265
54,326,943

66,440,650
611,302
(1,362,568)
22,707,906
219,745

22,176,385
681,479
50,010
(8,132,900)
(2,324,783)
268,798
12,718,989
12,718,989

17

Interim Report 2007

Securities
Hotel
Property
investment
Investment
operation
letting
and trading
holding
Consolidated
HK$ HK$ HK$ HK$ HK$ 2006
Six months ended 30 September (unaudited)
REVENUE
Turnover
6,574,945
3,154,352
68,450,274
637,255
78,816,826
RESULTS
Segment results
(431,972)
(2,057,037)
(4,686,051)
26,571
(7,148,489)
Bank interest income
486,247
Unallocated corporate expenses
(5,598,430)
Finance costs
(1,482,242)
Share of results of associates
(23,981,539)
Loss before taxation
(37,724,453)
Taxation

Loss for the period
(37,724,453)
Geographical segments
Sales revenue by
geographical market
2007
2006
(unaudited)
(unaudited)
HK$
HK$ Hong Kong
62,585,385
75,662,474
Other regions in the
People’s Republic of China
3,855,265
3,154,352
66,440,650
78,816,826
Securities
Hotel
Property
investment
Investment
operation
letting
and trading
holding
Consolidated
HK$ HK$ HK$ HK$ HK$ Six months ended 30 September (unaudited)
6,574,945
3,154,352
68,450,274
637,255
78,816,826
Securities
Hotel
Property
investment
Investment
operation
letting
and trading
holding
Consolidated
HK$ HK$ HK$ HK$ HK$ Six months ended 30 September (unaudited)
6,574,945
3,154,352
68,450,274
637,255
78,816,826
Securities
Hotel
Property
investment
Investment
operation
letting
and trading
holding
Consolidated
HK$ HK$ HK$ HK$ HK$ Six months ended 30 September (unaudited)
6,574,945
3,154,352
68,450,274
637,255
78,816,826
(431,972)
(2,057,037)
(4,686,051)
26,571

(7,148,489)
486,247
(5,598,430)
(1,482,242)
(23,981,539)
(37,724,453)
(37,724,453)
66,440,650
78,816,826

18

Far East Hotels & Entertainment Limited

4. Depreciation And Amortisation

During the period, depreciation of HK$3,977,655 (2006: HK$3,807,388) was charged in respect of the Group’s property, plant and equipment.

During the period, amortisation of HK$14,008 (2006: HK$14,008) was charged in respect of the Group’s prepaid lease payments.

During the period, no amortisation (2006: HK$942,700) was charged in respect of the Group’s intangible assets.

5. Finance Costs

Interest on bank and other borrowings:
Wholly repayable within 5 years
Not wholly repayable within 5 years
Interest on f nance leases
Six months ended
30 September
2007
2006
(unaudited)
(unaudited)
HK$
HK$ 4,659
3,800
2,276,650
1,426,977
43,474
51,465
2,324,783
1,482,242

6. Taxation

No provision for Hong Kong Profi ts Tax has been made in the fi nancial statements as the Company and its subsidiaries have no assessable profi t in both periods.

19

Interim Report 2007

7. Earnings (Loss) Per Share

  • (a) Basic earnings (loss) per share

The calculation of basic earnings (loss) per share is based on the profi t for the period of HK$12,718,989 (2006: loss of HK$37,724,453) and 488,842,675 (2006: 488,842,675) ordinary shares in issue during the period.

  • (b) Diluted earnings (loss) per share

No diluted earnings per share has been presented for this period because the exercise price of the Company’s option was higher than the average market price per share.

No diluted loss per share is presented for last period as the exercise of the potential dilutive ordinary shares would result in a reduction in loss per share.

20

Far East Hotels & Entertainment Limited

8. Interests In Associates

The summarised fi nancial information in respect of the Group’s associates is set out below:

Results

Revenue
Prof t (loss) for the period
Group’s share of results
of associates for the period
Financial position
Total assets
Total liabilities
Net liabilities
Group’s share of net assets of associates
Six months ended
30 September
2007
2006
(unaudited)
(unaudited)
HK$
HK$ 2,033,520
2,099,389
537,596
(76,590,319)
268,798
(23,981,539)
30/09/2007
31/03/2007
(unaudited)
(audited)
HK$
HK$ 15,110,105
27,886,708
(69,642,400)
(69,556,599)
(54,532,295)
(41,669,891)
5,354,026
11,785,228

21

Interim Report 2007

9. Trade And Other Receivables

The Group generally allows an average credit period of not more than 30 days to its customers.

The following is an aged analysis of trade receivables at the reporting date:

0 – 30 days
31 – 60 days
Over 60 days
Trade receivables
Other receivables
30/09/2007
31/03/2007
(unaudited)
(audited)
HK$
HK$ 398,586
200,500
168,615
23,081
82,389
114,422
649,590
338,003
1,769,022
1,726,015
2,418,612
2,064,018

10. Trade And Other Payables

The following is an aged analysis of trade payables at the reporting date:

0 – 30 days
31 – 60 days
Over 60 days
Trade payables
Other payables
30/09/2007
31/03/2007
(unaudited)
(audited)
HK$
HK$ 492,587
800,790
436,776
229,556
1,608,551
1,652,950
2,537,914
2,683,296
4,522,304
4,491,808
7,060,218
7,175,104

22

Far East Hotels & Entertainment Limited

11. Share Capital

Authorised:
At 1 April
Capital reduction
At 30 September
Issued and fully paid:
At 1 April
Capital reduction
At 30 September
Number of shares
Share capital
2007
2006
2007
2006
HK$
HK$ 750,000,000
750,000,000
750,000,000
750,000,000


(675,000,000)
750,000,000
750,000,000
75,000,000
750,000,000
488,842,675
488,842,675
488,842,675
488,842,675


(439,958,407)
488,842,675
488,842,675
48,884,268
488,842,675

Pursuant to a special resolution passed at an extraordinary general meeting of the Company held on 1 June 2007, and the subsequent Order of the High Court of the Hong Kong Special Administrative Region (the “High Court”) granted on 20 July 2007, the Company effected a capital reduction which took effect on 20 July 2007 (the “Capital Reduction”). The paid-up capital on each of its issued ordinary shares of HK$1.00 was cancelled to the extent of HK$0.90 per share, and the nominal value of all of the ordinary shares of the Company, both issued and unissued, was reduced from HK$1.00 per share to HK$0.10 per share.

A total credit of HK$439,958,407.50 arose as a result of the Capital Reduction. An amount of HK$221,897,828 of the total credit was applied towards writing off the unconsolidated accumulated losses of the Company as at 31 March 2006, and HK$100,000,000 was transferred to a special capital reserve. The remaining balance of HK$118,060,579.50 was credited to the share premium account of the Company.

23

Interim Report 2007

An undertaking was given to the High Court by the Company in connection with the Capital Reduction. Pursuant to the undertaking, an amount of HK$100,000,000 arising from the Capital Reduction, and any reversal, on or after 1 April 2006, of the following provisions recorded in the books of account of the Company:

  • (1) the HK$11,419,494 impairment loss recognised in respect of the Company’s subsidiaries;

  • (2) various provisions in the aggregate amount of HK$131,025,752, against loans due from the Company’s subsidiaries;

  • (3) the HK$163,600,000 provision in respect of the Company’s investment in an associated company;

  • (4) the HK$3,500,000 provision for a deposit paid in respect of a proposed additional interest in a subsidiary; and

  • (5) the HK$1,200,000 provision in respect of long service awards/severance payments,

up to an aggregate amount of HK$221,897,828, shall be credited to a special capital reserve in the accounting records of the Company.

While any debt of or claim against the Company as at 20 July 2007 (the effective date of the Capital Reduction) remains outstanding, and the person entitled to the benefi t thereof has not agreed otherwise, the special capital reserve shall not be treated as realised profi ts and (for so long as the Company remains a listed company) shall be treated as an undistributable reserve pursuant to section 79C of the Hong Kong Companies Ordinance.

The undertaking is subject to the following provisos:

  1. the amount standing to the credit of the special capital reserve may be applied for the same purposes as a share premium account may be applied or may be reduced by the aggregate of any increase in the Company’s issued share capital or share premium account resulting from an issue of shares for cash or other new consideration or upon a capitalisation of distributable reserves after 20 July 2007; and

24

Far East Hotels & Entertainment Limited

  1. an amount of up to HK$100,000,000 of the special capital reserve may be applied by the Company for the purpose of eliminating any loss sustained after 31 March 2006, provided that such loss is referable to an audited balance sheet of the Company as published from time to time, and provided further that if subsequent to the elimination, any of the Company’s investments against which provision for impairment loss or diminution in value has been made shall be revalued in the accounting records of the Company in excess of the provision, or such investment shall be realised for a sum in excess of the amount of such provision, then a sum equal to the amount of the revaluation or the sum realised in excess of the amount of the provision, up to an aggregate amount of HK$100,000,000, shall be recredited to the special capital reserve.

12. Commitments

(a) Operating lease arrangements

The Group as lessee:

At 30/9/2007, the Group had commitments for future minimum lease payments under non-cancellable operating leases in respect of premises which fall due as follows:

Within one year
In the second to f fth year inclusive
Over f ve years
30/09/2007
31/03/2007
(unaudited)
(audited)
HK$
HK$ 3,674,020
3,643,866
12,856,078
13,375,464
38,116,422
41,798,325
54,646,520
58,817,655

25

Interim Report 2007

The Group as lessor:

Property rental income earned during the period was HK$3,855,265 (2006: HK$3,154,352).

At 30/9/2007, the Group had not contracted with tenants for future minimum lease payments under non-cancellable operating leases.

(b) Capital commitments

==> picture [291 x 123] intentionally omitted <==

----- Start of picture text -----

30/09/2007 31/03/2007
(unaudited) (audited)
HK$ HK$
Capital expenditure contracted for but not
provided in the fi nancial statements in
respect of:
Acquisition of property, plant
and equipment – 274,954
----- End of picture text -----

26

Far East Hotels & Entertainment Limited