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Harbour Centre Development Limited — Annual Report 2013
Jun 19, 2013
48902_rns_2013-06-19_ddf0cf23-a12f-4147-a1ee-2eaf7ac5222a.pdf
Annual Report
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
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FAR EAST CONSORTIUM INTERNATIONAL LIMITED
(Incorporated in the Cayman Islands with limited liability) Website: http://www.fecil.com.hk
(Stock Code: 35)
ANNOUNCEMENT OF RESULTS FOR THE YEAR ENDED 31 MARCH 2013
RESULTS
The board of directors (the “Board”) of Far East Consortium International Limited (the “Company”) is pleased to announce the audited consolidated results of the Company and its subsidiaries (collectively, the “Group”) for the year ended 31 March 2013 as follows:
FINANCIAL HIGHLIGHTS
-
Revenue increased by 111.9% to approximately HK$3.7 billion.
-
Net profit attributable to shareholders increased by 101.5% to approximately HK$903 million. Earnings per share increased by 117.4% to HK$0.50.
-
Net assets attributable to shareholders increased from HK$3.80 per share to HK$4.53 per share. Adjusting for hotel revaluation surplus, net assets attributable to shareholders as at 31 March 2013 came to HK$8.45 per share[(i)] .
-
Net gearing ratio was at 25.4%[(i)] and cash position was at approximately HK$3.2 billion as at 31 March 2013.
-
Final dividend of HK$0.11 per share was recommended for the year ended 31 March 2013 (2012: HK$0.05 per share).
-
Contracted presale value of properties under development amounted to approximately HK$4.9 billion as at 31 March 2013 after booking substantial revenue from property development.
Note:
- (i) Revaluation surplus on hotel assets of approximately HK$9,459 million as at 31 March 2013 was not recognized in the Company’s consolidated financial statements, but adjusted for calculation of net asset value per share and the net gearing ratio.
– 1 –
CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 31 MARCH 2013
| NOTES Revenue Cost of sales and services Depreciation and amortisation of hotel and car park assets Gross profit Other income Gain on disposal of property, plant and equipment Gain on disposal of a subsidiary Other gains and losses 4 Administrative expenses – Hotels operation and management – Others Pre-opening expenses – Hotels operation and management Selling and marketing expenses Share of results of associates Share of results of jointly controlled entities Finance costs 5 Profit before taxation Income tax credit (expense) 6 Profit for the year 7 Attributable to: Shareholders of the Company Non-controlling interests Earnings per share Basic (HK cents) 8 Diluted (HK cents) |
2013 HK$’000 3,732,172 (2,547,512) (158,010) 1,026,650 16,282 424 458,358 218,603 (272,478) (214,826) (26,107) (85,646) 73,656 (2,904) (168,033) 1,023,979 54,391 1,078,370 903,046 175,324 1,078,370 50 50 |
2012 HK$’000 1,760,951 (778,045) (135,304) 847,602 18,181 380,799 – 87,566 (253,929) (187,549) (8,651) (30,741) 23,843 7,014 (166,479) 717,656 (103,131) 614,525 448,102 166,423 614,525 23 23 |
|---|---|---|
– 2 –
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2013
| Profit for the year Other comprehensive income (expense) for the year: Exchange differences arising on translation of foreign operations Revaluation increase (decrease) on available-for-sale investments Fair value adjustment on cross currency swap contracts designated as cash flow hedge Reclassification to profit or loss on disposal of available-for-sale investments Reclassification from hedging reserve to profit or loss Other comprehensive income for the year Total comprehensive income for the year Total comprehensive income attributable to: Shareholders of the Company Non-controlling interests |
2013 HK$’000 1,078,370 16,228 3,190 (7,593) (2,838) (6,000) 2,987 1,081,357 906,092 175,265 1,081,357 |
2012 HK$’000 614,525 41,379 (17,763) – 15,027 – 38,643 653,168 468,578 184,590 653,168 |
|---|---|---|
– 3 –
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AT 31 MARCH 2013
| NOTES Non-current Assets Investment properties Property, plant and equipment Prepaid lease payments Other assets Goodwill Other intangible assets Interests in associates Interests in jointly controlled entities Available-for-sale investments Financial assets at fair value through profit or loss Deposits for acquisition of property, plant and equipment Amounts due from associates Amount due from a jointly controlled entity Amount due from an investee company Other receivables Pledged deposits Deferred tax assets Current Assets Properties for sale Completed properties Properties for/under development Other inventories Prepaid lease payments Debtors, deposits and prepayments 10 Other receivables Tax recoverable Available-for-sale investments Financial assets at fair value through profit or loss Derivative financial instruments Pledged deposits Restricted bank deposits Deposit in a financial institution Time deposits Bank balances and cash Assets classified as held for sale |
2013 HK$’000 2,431,917 6,653,119 595,036 296,250 68,400 – 315,608 47,115 110,300 36,304 133,864 70,744 27,295 119,995 45 34,788 5,000 10,945,780 295,582 4,142,719 9,034 16,034 412,836 142,365 87,212 41,120 96,862 5,354 141,516 257,117 100,000 12,500 2,620,653 8,380,904 91,410 8,472,314 |
2012 HK$’000 2,456,469 5,988,002 597,485 – 68,400 2,100 256,158 90,966 16,190 7,750 149,315 70,784 26,936 119,995 141,407 25,252 – |
|---|---|---|
| 10,017,209 | ||
| 100,699 3,797,152 10,719 18,867 280,570 – 11,386 18,694 458 10 342,672 971 – – 1,374,980 |
||
| 5,957,178 418,928 |
||
| 6,376,106 |
– 4 –
| NOTES Current Liabilities Creditors and accruals 11 Customers’ deposits received Obligations under finance leases Amounts due to related companies Amounts due to associates Amounts due to non-controlling shareholders of subsidiaries Derivative financial instruments Tax payable Secured bank and other borrowings Liabilities associated with assets classified as held for sale Net Current Assets Total Assets less Current Liabilities Non-current Liabilities Secured bank and other borrowings Obligations under finance leases Convertible bonds Bonds Derivative financial instruments designated as hedging instruments Deferred tax liabilities Net Assets Capital and Reserves Share capital Share premium Reserves Equity attributable to shareholders of the Company Non-controlling interests Total Equity |
2013 HK$’000 837,209 958,346 158 62,660 12,453 30,070 20,290 185,506 4,713,839 6,820,531 – 6,820,531 1,651,783 12,597,563 1,904,089 1,010 31,169 1,250,000 7,593 253,242 3,447,103 9,150,460 176,891 2,617,925 5,217,714 8,012,530 1,137,930 9,150,460 |
2012 HK$’000 606,298 197,140 218 46,165 12,877 30,070 1,245 345,774 1,764,289 |
|---|---|---|
| 3,004,076 2,994 |
||
| 3,007,070 | ||
| 3,369,036 | ||
| 13,386,245 | ||
| 4,620,800 474 30,074 – – 234,888 |
||
| 4,886,236 | ||
| 8,500,009 | ||
| 195,976 2,822,611 4,433,033 |
||
| 7,451,620 1,048,389 |
||
| 8,500,009 |
– 5 –
NOTES
FOR THE YEAR ENDED 31 MARCH 2013
1. GENERAL
The Company is a public limited company incorporated in the Cayman Islands with its shares listed on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”). In addition, the consolidated financial statements included applicable disclosures required by the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and by the Hong Kong Companies Ordinance.
2. APPLICATION OF NEW AND REVISED HONG KONG FINANCIAL REPORTING STANDARDS (“HKFRSs”)
In the current year, the Group has applied the following amendments to HKFRSs issued by the Hong Kong Institute of Certified Public Accountants (“HKICPA”) which are effective for the Group’s financial year beginning on 1 April 2012.
Amendments to HKFRSs 7
Financial Instruments: Disclosures – Transfers of Financial Assets
The application of the amendments to HKFRSs has had no material effect on the consolidated financial statements for the current or prior accounting periods.
New and revised HKFRSs issued but not effective
The Group has not early applied the following new and revised standards, amendments or interpretation that have been issued but are not yet effective:
Amendments to HKFRSs Annual Improvements to HKFRSs 2009 - 2011 Cycle[1] Amendments to HKFRS 7 Disclosures - Offsetting Financial Assets and Financial Liabilities[1] Amendments to HKFRS 9 Mandatory Effective Date of HKFRS 9 and and HKFRS 7 Transition Disclosures[3] Amendments to HKFRS 10, Consolidated Financial Statements, Joint Arrangements HKFRS 11 and HKFRS 12 and Disclosure of Interests in Other Entities: Transition Guidance[1] Amendments to HKFRS 10, Investment Entities[2] HKFRS 12 and HKAS 27 HKFRS 9 Financial Instruments[3] HKFRS 10 Consolidated Financial Statements[1] HKFRS 11 Joint Arrangements[1] HKFRS 12 Disclosure of Interests in Other Entities[1] HKFRS 13 Fair Value Measurement[1] Amendments to HKAS 1 Presentation of Items of Other Comprehensive Income[4] HKAS 19 (as revised in 2011) Employee Benefits[1] HKAS 27 (as revised in 2011) Separate Financial Statements[1] HKAS 28 (as revised in 2011) Investments in Associates and Joint Ventures[1] Amendments to HKAS 32 Offsetting Financial Assets and Financial Liabilities[2] HK(IFRIC) - Int 20 Stripping Costs in the Production Phase of a Surface Mine[1]
– 6 –
- 1 Effective for annual periods beginning on or after 1 January 2013 2 Effective for annual periods beginning on or after 1 January 2014 3 Effective for annual periods beginning on or after 1 January 2015 4 Effective for annual periods beginning on or after 1 July 2012
Annual Improvements to HKFRSs 2009 - 2011 Cycle issued in June 2012
The Annual Improvements to HKFRSs 2009 - 2011 Cycle include a number of amendments to various HKFRSs. The amendments are effective for annual periods beginning on or after 1 January 2013. Amendments to HKFRSs include the amendments to HKAS 16 Property, Plant and Equipment and the amendments to HKAS 32 Financial Instruments: Presentation .
The amendments to HKAS 16 clarify that spare parts, stand-by equipment and servicing equipment should be classified as property, plant and equipment when they meet the definition of property, plant and equipment in HKAS 16 and as inventory otherwise. The directors do not anticipate that the application of the amendments will have a material effect on the Group’s consolidated financial statements.
The amendments to HKAS 32 clarify that income tax on distributions to holders of an equity instrument and on transaction costs of an equity transaction should be accounted for in accordance with HKAS 12 Income Taxes. The directors anticipate that the amendments to HKAS 32 will have no effect on the Group’s consolidated financial statements as the Group has already adopted this treatment.
HKFRS 9 Financial Instruments
HKFRS 9 issued in 2009 introduces new requirements for the classification and measurement of financial assets. HKFRS 9 amended in 2010 includes requirements for financial liabilities and for derecognition.
Key requirements of HKFRS 9 are described as follows:
-
All recognised financial assets that are within the scope of HKAS 39 Financial Instruments: Recognition and Measurement are subsequently measured at amortised cost or fair value. Specifically, debt investments that are held within a business model whose objective is to collect the contractual cash flows, and that have contractual cash flows that are solely payments of principal and interest on the principal outstanding are generally measured at amortised cost at the end of subsequent accounting periods. All other debt investments and equity investments are measured at their fair values at the end of subsequent accounting periods. In addition, under HKFRS 9, entities may make an irrevocable election to present subsequent changes in the fair value of an equity investment (that is not held for trading) in other comprehensive income, with only dividend income generally recognised in profit or loss.
-
With regard to the measurement of financial liabilities (designated as at fair value through profit or loss,) HKFRS 9 requires that the amount of change in the fair value of the financial liability that is attributable to changes in the credit risk of that liability is presented in other comprehensive income, unless the recognition of the effects of changes in the liability’s credit risk in other comprehensive income would create or enlarge an accounting mismatch in profit or loss. Changes in fair value of financial liabilities attributable to changes in the financial liability’s credit risk are not subsequently reclassified to profit or loss. Under HKAS 39, the entire amount of the change in the fair value of the financial liability designated as at fair value through profit or loss was presented in profit or loss.
– 7 –
HKFRS 9 is effective for annual periods beginning on or after 1 January 2015, with earlier application permitted.
The directors of the Company anticipate that HKFRS 9 will be adopted in the Group’s financial statements for the financial period beginning 1 April 2015 and may have significant impact on amounts reported in respect of the Group’s financial assets and financial liabilities. Regarding the Group’s financial assets, it is not practicable to provide a reasonable estimate of that effect until a detailed review has been completed.
New and revised standards on consolidation, joint arrangements, associates and disclosure
In June 2011, a package of five standards on consolidation, joint arrangements, associates and disclosures was issued, including HKFRS 10, HKFRS 11, HKFRS 12, HKAS 27 (as revised in 2011) and HKAS 28 (as revised in 2011).
Key requirements of these five standards are described below.
HKFRS 10 replaces the parts of HKAS 27 Consolidated and Separate Financial Statements that deal with consolidated financial statements. HK(SIC) - Int 12 Consolidation - Special Purpose Entities will be withdrawn upon the effective date of HKFRS 10. Under HKFRS 10, there is only one basis for consolidation that is, control. In addition, HKFRS 10 includes a new definition of control that contains three elements: (a) power over an investee, (b) exposure, or rights, to variable returns from its involvement with the investee, and (c) the ability to use its power over the investee to affect the amount of the investor’s returns. Extensive guidance has been added in HKFRS 10 to deal with complex scenarios.
HKFRS 11 replaces HKAS 31 Interests in Joint Ventures HKFRS 11 deals with how a joint arrangement of which two or more parties have joint control should be classified. HK(SIC) - Int 13 Jointly Controlled Entities - Non-Monetary Contributions by Ventures will be withdrawn upon the effective date of HKFRS”. Under HKFRS 11, joint arrangements are classified as joint operations or joint ventures, depending on the rights and obligations of the parties to the arrangements. In contrast, under HKAS 31, there are three different types of joint arrangements: jointly controlled entities, jointly controlled assets and jointly controlled operations. In addition, joint ventures under HKFRS 11 are required to be accounted for using the equity method of accounting, whereas jointly controlled entities under HKAS 31 can be accounted for using the equity method of accounting or proportionate accounting.
HKFRS 12 is a disclosure standard and is applicable to entities that have interests in subsidiaries, joint arrangements, associates and/or unconsolidated structured entities. In general, the disclosure requirements in HKFRS 12 are more extensive than those in the current standards.
In July 2012, the amendments to HKFRS 10, HKFRS 11 and HKFRS 12 were issued to clarify certain transitional guidance on the application of these five HKFRSs for the first time.
These five standards, together with the amendments relating to the transitional guidance, are effective for annual periods beginning on or after January 2013 with earlier application is permitted provided that all of these standards are applied at the same time.
The directors anticipate that these standards will be adopted in the Group’s financial period beginning 1 April 2013. However, the directors are in the process of assessing the potential impact of these standards, and at this stage have not yet determined the effect of the application of these standards on amounts reported in the consolidated financial statements.
– 8 –
HKFRS 13 Fair Value Measurement
HKFRS 13 establishes a single source of guidance for fair value measurements and disclosures about fair value measurements. The standard defines fair value, establishes a framework for measuring fair value, and requires disclosures about fair value measurements. The scope of HKFRS 13 is broad; it applies to both financial instrument items and non-financial instrument items for which other HKFRSs require or permit fair value measurements and disclosures about fair value measurements, except in specified circumstances. In general, the disclosure requirements in HKFRS 13 are more extensive than those in the current standards. HKFRS 13 is effective for annual periods beginning on or after 1 January 2013, with earlier application permitted.
The directors anticipate that HKFRS 13 will be adopted in the Group’s financial period beginning 1 April 2013 and the application of the new standard may affect certain amounts reported in consolidated financial statements and result in more extensive disclosures in the consolidated financial statements.
The directors of the Company anticipate that the application of the other and revised standards, amendments or interpretation will have no material impact on the consolidated financial statements of the Group.
Amendments to HKAS 1 Presentation of Items of Other Comprehensive Income
The amendments to HKAS 1 Presentation of Items of Other Comprehensive Income introduce new terminology for the statement of comprehensive income and income statement. Under the amendments to HKAS 1, an ‘income statement’ is renamed as a ‘statement of profit or loss’. The amendments to HKAS 1 retain the option to present profit or loss and other comprehensive income in either a single statement or in two separate but consecutive statements. However, the amendments to HKAS 1 require items of other comprehensive income to be grouped into two categories: (a) items that will not be reclassified subsequently to profit or loss; and (b) items that may be reclassified subsequently to profit or loss when specific conditions are met. Income tax on items of other comprehensive income is required to be allocated on the same basis – the amendments do not change the option to present items of other comprehensive income either before tax or net of tax.
The amendments to HKAS 1 are effective for the Group’s annual period beginning on 1 April 2013. The presentation of items of other comprehensive income will be modified accordingly when the amendments are applied in future accounting periods.
The directors of the Company anticipate that the application of the other new and revised standards, amendments or interpretation will have no material impact on the consolidated financial statements of the Group.
3. SEGMENT INFORMATION
The Group determines its operating segments based on internal reporting about components that are regularly reviewed by the chief operating decision maker. Information reported to the Group’s chief operating decision makers, who are the executive directors of the Company, for the purposes of resource allocation and assessment of performance is mainly focused on the property development, property investment, hotel operation and management, and car park operation in each of the geographical locations as stated below, securities and financial product investments and other operations, which mainly include provision of engineering services and second mortgage loans.
– 9 –
Segment revenue and results
The following is an analysis of the Group’s revenue and results by reportable and operating segment. Segment profit (loss) represents the pre-tax profit (loss) earned (incurred) by each segment without allocation of central administrative costs, directors’ salaries and certain finance costs.
| Property development – Australia – Hong Kong (“HK”) – Malaysia – Other regions in People’s Republic of China excluding HK (“PRC”) Property investment – HK – PRC – Singapore Hotel operation and management – HK – Malaysia – PRC – Singapore – United Kingdom (“UK”) Car park operation – Australia – Malaysia Securities and financial product investments Other operations Segment revenue/segment profit Unallocated corporate expenses Finance costs Profit before taxation Income tax credit (expense) Profit for the year |
Segment 2013 HK$’000 1,838,519 95,174 478 11,377 1,945,548 32,769 12,848 16,166 61,783 744,712 288,140 120,090 – – 1,152,942 549,812 17,548 567,360 4,535 4 3,732,172 |
revenue 2012 HK$’000 3,533 13,632 736 28,391 46,292 28,365 12,215 25,916 66,496 707,866 294,162 94,069 – – 1,096,097 518,496 18,571 537,067 12,583 2,416 1,760,951 |
Segment profit (loss) 2013 2012 HK$’000 HK$’000 159,995 (6,843) 24,825 (13,719) 1,790 2,354 (13,070) 2,955 173,540 (15,253) 372,992 155,673 (17,789) (3,914) (14,241) 35,552 340,962 187,311 702,899 660,284 45,486 48,149 (43,675) (28,120) (13,366) (6,229) 979 (717) 692,323 673,367 38,308 42,433 7,559 8,427 45,867 50,860 3,765 (41,769) (71,602) 1,948 1,184,855 856,464 (92,848) (63,032) (68,028) (75,776) 1,023,979 717,656 54,391 (103,131) 1,078,370 614,525 |
Segment profit (loss) 2013 2012 HK$’000 HK$’000 159,995 (6,843) 24,825 (13,719) 1,790 2,354 (13,070) 2,955 173,540 (15,253) 372,992 155,673 (17,789) (3,914) (14,241) 35,552 340,962 187,311 702,899 660,284 45,486 48,149 (43,675) (28,120) (13,366) (6,229) 979 (717) 692,323 673,367 38,308 42,433 7,559 8,427 45,867 50,860 3,765 (41,769) (71,602) 1,948 1,184,855 856,464 (92,848) (63,032) (68,028) (75,776) 1,023,979 717,656 54,391 (103,131) 1,078,370 614,525 |
Segment profit (loss) 2013 2012 HK$’000 HK$’000 159,995 (6,843) 24,825 (13,719) 1,790 2,354 (13,070) 2,955 173,540 (15,253) 372,992 155,673 (17,789) (3,914) (14,241) 35,552 340,962 187,311 702,899 660,284 45,486 48,149 (43,675) (28,120) (13,366) (6,229) 979 (717) 692,323 673,367 38,308 42,433 7,559 8,427 45,867 50,860 3,765 (41,769) (71,602) 1,948 1,184,855 856,464 (92,848) (63,032) (68,028) (75,776) 1,023,979 717,656 54,391 (103,131) 1,078,370 614,525 |
|---|---|---|---|---|---|
| 159,995 24,825 1,790 (13,070) |
(6,843) (13,719) 2,354 2,955 |
||||
| (15,253) | |||||
| 372,992 (17,789) (14,241) |
155,673 (3,914) 35,552 |
||||
| 187,311 | |||||
| 702,899 45,486 (43,675) (13,366) 979 |
660,284 48,149 (28,120) (6,229) (717) |
||||
| 673,367 | |||||
| 38,308 7,559 |
42,433 8,427 |
||||
| 50,860 (41,769) 1,948 856,464 (63,032) (75,776) 717,656 (103,131) 614,525 |
– 10 –
Segment assets
None of the segments derived any revenue from transactions with other segments. No revenue from any single customer contributed over 10% of the total revenue of the Group. The following is an analysis of the Group’s assets by reportable segments as at the end of the reporting period. Segment assets represent assets held by each segment without allocation of corporate assets which are mainly bank balances and cash deposits in a financial institution.
| Property development – Australia – HK – Malaysia – PRC Property investment – HK – PRC – Singapore Hotel operation and management – HK – Malaysia – PRC – Singapore – UK Car park operation – Australia – Malaysia Securities and financial product investments Other operations Segment assets Unallocated corporate assets Total assets |
2013 HK$’000 1,196,815 1,220,918 373,007 2,430,818 5,221,558 2,151,464 6,887 297,758 2,456,109 3,640,069 1,077,778 2,059,279 943,753 558,740 8,279,619 721,398 154,050 875,448 300,204 294,022 17,426,960 1,991,134 19,418,094 |
2012 HK$’000 |
|---|---|---|
| 1,513,133 730,396 382,398 1,772,613 |
||
| 4,398,540 | ||
| 1,730,192 3,671 605,411 |
||
| 2,339,274 | ||
| 3,592,814 1,071,588 1,927,506 694,845 261,043 |
||
| 7,547,796 | ||
| 707,176 155,996 |
||
| 863,172 50,763 352,437 15,551,982 841,333 16,393,315 |
– 11 –
4. OTHER GAINS AND LOSSES
| Change in fair value of investment properties Gain (loss) on disposal of available-for-sale investments Change in fair value of financial assets at fair value through profit or loss Change in fair value of investments held for trading Change in fair value of derivative financial instruments Loss on transfer of property inventory to investment properties Impairment loss on interest in a jointly controlled entity Net impairment loss (recognised) reversed on bad and doubtful debts 5. FINANCE COSTS Interest on bank borrowings – wholly repayable within five years – not wholly repayable within five years Other loans wholly repayable within five years Convertible bonds Bonds Finance leases Amortisation of front-end fee Others Total interest costs Less: amounts capitalised to properties under development – investment properties – properties for owners’ occupation – properties for sale |
2013 HK$’000 298,603 2,838 – 5,140 (11,380) – (40,951) (35,647) 218,603 2013 HK$’000 314,817 27,110 4,550 2,182 5,432 21 15,215 1,338 370,665 (3,239) (45,749) (153,644) 168,033 |
2012 HK$’000 148,302 (15,027) 145 (9,975) (34,403) (2,004) – 528 87,566 2012 HK$’000 172,730 40,203 785 35,709 – 29 16,889 2,025 268,370 (1,744) (23,787) (76,360) 166,479 |
|---|---|---|
– 12 –
6. INCOME TAX (CREDIT) EXPENSE
| The income tax (credit) expense comprises: Current tax: Hong Kong Profits Tax PRC Enterprise Income Tax (“EIT”) PRC Land Appreciation Tax (“LAT”) Australia Income Tax Malaysia Income Tax Singapore Income Tax (Over) under provision in prior years: Hong Kong Profits Tax PRC LAT (note) Malaysia Income Tax Australia Income Tax Singapore Income Tax Deferred taxation |
2013 HK$’000 47,488 49,560 – 22,005 6,248 1,166 126,467 4,312 (192,657) 43 – – (188,302) 7,444 (54,391) |
2012 HK$’000 59,864 5,390 3,652 9,620 12,476 162 91,164 (5,942) – 5 7,355 (30) 1,388 10,579 103,131 |
|---|---|---|
Hong Kong Profits Tax is calculated at 16.5% of the estimated assessable profit for the year of each individual companies comprising the Group less tax losses brought forward where applicable.
PRC EIT is calculated in accordance with the EIT Law and Implementation Regulations of the EIT Law at the rate of 25%.
PRC LAT is levied at progressive rates ranging from 30% to 60% on the appreciated land value of the properties sold, less deduction in accordance with the relevant PRC Tax laws and regulations.
The domestic statutory tax rate of Australia, Malaysia and Singapore is 30%, 25% and 17% of the estimated assessable profit for the year.
- Note: During the year ended 31 March 2013, the local tax authority in PRC agreed to use the deemed levying rates to calculate the PRC LAT for certain property development projects of the Group that have been sold and recognised as revenue in the consolidated financial statements in previous years, for which PRC LAT based on the progressive rates was provided for. The resulting overprovision of PRC LAT amounting to HK$192,657,000 was reversed in the current year.
– 13 –
7. PROFIT FOR THE YEAR
| Profit for the year has been arrived at after charging: Cost of properties sold recognised as an expense Auditor’s remuneration Depreciation Amortisation of prepaid lease payments Less: Amount capitalised to properties under development for owners’ occupation Amortisation of intangible assets Amortisation of investment in a jointly controlled entity (included in share of results of jointly controlled entities) Staff costs Directors’ emolument Other staff Share option payment expense for other staff Share of taxation of associates (included in share of results of associates) and crediting: Rental income, net of outgoings of HK$24,068,000 (2012: HK$20,033,000) Gain on disposal of property, plant and equipment: – Hotel property – Others Dividend income from: Investment held for trading – Listed Available-for-sale investments – Listed – Unlisted Bank interest income |
2013 HK$’000 1,678,976 10,774 163,798 13,256 (1,120) 12,136 2,100 2,904 19,220 465,898 3,861 488,979 1,705 87,785 – 424 424 2,265 2,496 – 4,761 6,754 |
2012 HK$’000 14,761 11,569 138,392 |
|---|---|---|
| 9,537 (1,094) |
||
| 8,443 2,572 2,904 22,446 400,931 5,382 428,759 869 93,389 |
||
| 380,288 511 |
||
| 380,799 | ||
| 1,847 2,244 21 |
||
| 4,112 3,808 |
– 14 –
8. EARNINGS PER SHARE
The calculation of the basic and diluted earnings per share attributable to the shareholders of the Company is based on the consolidated profit for the year attributable to the shareholders of the Company of HK$903,046,000 (2012: HK$448,102,000) and the number of shares calculated as follows:
| Weighted average number of ordinary shares for the purpose of basic earnings per share Effect of dilutive potential ordinary shares – Company’s share options Weighted average number of ordinary shares for the purpose of diluted earnings per share |
2013 ’000 1,816,434 1,076 1,817,510 |
2012 ’000 1,932,776 – |
|---|---|---|
| 1,932,776 |
The computations of diluted earnings per share for both years did not assume the conversion of the Company’s outstanding convertible bonds since their exercise would result in an increase in earnings per share. In addition, the computations for both years did not assume the exercise of its indirect subsidiary Dorsett’s share options as the exercise prices of those options are higher than the average market prices of the Dorsett’s shares during the years.
Further, the computation of diluted earnings per share for the year ended 31 March 2012 did not assume the exercise of the Company’s outstanding share options as the exercise prices of those options are higher than the average market prices of the Company’s shares during the year.
9. DIVIDENDS
| Dividends recognised as distribution during the year: 2013 interim dividend of HK2 cents per share (2012: HK1 cent per share) 2012 final dividend of HK5 cents per share (2012: 2011 final dividend of HK5 cents per share) |
2013 HK$’000 35,122 86,488 121,610 |
2012 HK$’000 19,496 95,913 |
|---|---|---|
| 115,409 |
A final dividend for the year ended 31 March 2013 of HK11 cents (2012: HK5 cents) per share has been proposed by the directors and is subject to approval by the shareholders in the forthcoming annual general meeting.
Shareholders have an option to elect cash in lieu of new shares of the Company for the dividend proposed and paid during the year.
– 15 –
10. DEBTORS, DEPOSITS AND PREPAYMENTS
Included in debtors, deposits and prepayments are trade debtors of HK$79,902,000 (2012: HK$73,300,000).
Trade debtors mainly represent of receivable from renting of properties and use of hotel facilities. Rentals are payable on presentation of demand notes. Hotel room revenue is normally settled by cash or credit card. The Group allows an average credit period of 60 days to its corporate customers and travel agents.
Sale of properties are settled according to the payment terms of individual contract but have to be fully settled before transfer of the legal titles.
The following is an aged analysis of trade debtors based on the invoice date which approximated the respective revenue recognition date, at the end of the reporting period:
| 0–60 days 61–90 days Over 90 days |
2013 HK$’000 70,863 2,818 6,221 79,902 |
2012 HK$’000 63,441 4,192 5,667 |
|---|---|---|
| 73,300 |
11. CREDITORS AND ACCRUALS
Included in creditors and accruals are trade creditors of HK$225,266,000 (2012: HK$255,372,000). The following is an aged analysis of the trade creditors:
| 0–60 days 61–90 days Over 90 days |
2013 HK$’000 140,680 1,374 83,212 225,266 |
2012 HK$’000 162,478 5,747 87,147 |
|---|---|---|
| 255,372 |
– 16 –
FINAL DIVIDEND
The Board has recommended the payment of a final dividend for the year ended 31 March 2013 of HK11 cents (2012: HK5 cents) per ordinary share (the “Proposed Final Dividend”). The Proposed Final Dividend will be paid to the shareholders of the Company (the “Shareholders”) whose names appear on the Company’s Register of Members on 9 September 2013. The Proposed Final Dividend will be paid in the form of a scrip dividend with Shareholders being given an option to elect to receive cash in lieu of all or part of their scrip dividend entitlements (the “Scrip Dividend Scheme”).
The Scrip Dividend Scheme will be subject to (i) Shareholders’ approval of the Proposed Final Dividend at the Company’s forthcoming annual general meeting to be held on 29 August 2013 (the “2013 AGM”); and (ii) the Stock Exchange granting listing of and permission to deal in the new shares to be allotted thereunder. For the purpose of determining the number of new shares to be allotted, the market value of new shares will be calculated as the average of the closing prices of the existing shares of the Company on the Stock Exchange for the 5 trading days prior to and including 9 September 2013. Full details of the Scrip Dividend Scheme will be set out in a circular which is expected to be sent to Shareholders together with a form of election on or around 18 September 2013. Dividend warrants and/or new share certificates will be posted on or around 24 October 2013.
CLOSURE OF REGISTER OF MEMBERS
Details of the periods of closure of the Company’s Register of Members are as follows:–
(a) For determining the entitlement to attend and vote at the 2013 AGM
As set out above, the 2013 AGM is scheduled to be held on Thursday, 29 August 2013. For determining the entitlement to attend and vote at the 2013 AGM, the Register of Members of the Company will be closed from Tuesday, 27 August 2013 to Thursday, 29 August 2013, both days inclusive, during which period no transfer of shares of the Company will be registered. In order to be eligible to attend and vote at the 2013 AGM, unregistered holders of shares of the Company should ensure that all share transfer documents accompanied by the relevant share certificates must be lodged with the Company’s branch share registrar in Hong Kong, Tricor Standard Limited, at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong, for registration not later than 4:30 p.m. on Monday, 26 August 2013.
– 17 –
(b) For determining the entitlement to the Proposed Final Dividend
As stated above, the Proposed Final Dividend is subject to the approval of Shareholders at the 2013 AGM. For determining the entitlement to the Proposed Final Dividend, the Register of Members of the Company will also be closed from Thursday, 5 September 2013 to Monday, 9 September 2013, both days inclusive, during which period no transfer of shares of the Company will be registered. In order to qualify for entitlement to the Proposed Final Dividend, unregistered holders of shares of the Company should ensure that all share transfer documents accompanied by the relevant share certificates must be lodged with the Company’s branch share registrar in Hong Kong, Tricor Standard Limited, at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong, for registration not later than 4:30 p.m. on Wednesday, 4 September 2013.
FINANCIAL REVIEW
1. Annual results
The Company’s consolidated revenue for the financial year ended 31 March 2013 was approximately HK$3,732 million, an increase of 111.9% as compared with last financial year. Revenue from property development business amounted to approximately HK$1,946 million for the financial year ended 31 March 2013, a substantial increase as compared with last financial year. This was mainly due to the completion of Stage 1 of Upper West Side project in Australia and an increase in sales of the remaining apartments at Bakerview, Hong Kong during the financial year. Hotel operation and car park business contributed revenue of approximately HK$1,153 million and HK$567 million respectively, an increase of 5.2% and 5.6% respectively as compared with last financial year. Revenue from investment properties was approximately HK$62 million, a decrease of 7.1% as compared with last financial year due to a disposal of an investment building during the year.
Gross profit of the Company for the financial year ended 31 March 2013 was approximately HK$1,027 million, an increase of 21.1% as compared with last financial year. The increase was mainly due to increase in sales of residential properties of Stage 1 of Upper West Side in Australia and continued growth in hotel and car park operations.
Net profit attributable to shareholders of the Company for the financial year ended 31 March 2013 amounted to approximately HK$903 million, an increase of 101.5% as compared with last financial year. The major reasons for the increase were: (i) completion of Stage 1 of Upper West Side in Australia; (ii) gain on disposal of a subsidiary holding Dorsett Regency Hotel, Hong Kong located at Kennedy Town, Hong Kong; (iii) growth in hotel operating performance; (iv) increase in gain on fair value of investment properties; and (v) write back of an over provision of land appreciation tax.
– 18 –
2. Liquidity and financial resources
| Bank loans, convertible bonds and borrowings Bank and cash balances Net Debt Carrying amount of total equity Add: hotel revaluation surplus Total equity Net gearing ratio |
As at 31 March 2013 Consolidated Dorsett Group HK$ million HK$ million 3,871 7,900 882 3,167 2,989 4,733 3,786 9,150 9,459 9,459 13,245 18,609 22.6% 25.4% |
As at 31 March 2013 Consolidated Dorsett Group HK$ million HK$ million 3,871 7,900 882 3,167 2,989 4,733 3,786 9,150 9,459 9,459 13,245 18,609 22.6% 25.4% |
|---|---|---|
| 4,733 | ||
| 9,150 9,459 |
||
| 18,609 | ||
| 25.4% |
As at 31 March 2013, the Company’s total consolidated equity amounted to approximately HK$9,150 million, an increase of 7.7% as compared with that as at 31 March 2012. Dorsett Hospitality International Limited (“Dorsett”) recorded a revaluation surplus of approximately HK$9,459 million over the carrying value of its hotel portfolio as at 31 March 2013. This surplus was not recognized in the Company’s consolidated statement of financial position. Taking into account the hotel assets revaluation surplus, Dorsett’s net gearing ratio was 22.6% and the net gearing ratio of the Group was 25.4%.
On 4 March 2013, the Company issued a 3-year bond due in 2016 with an aggregate principal amount of CNY1 billion at a fixed rate of 5.875% per annum. The Company entered into CNY/USD cross currency swap contracts in relation to the bond and was able to reduce the effective interest rate to approximately 4.67% per annum. The net proceeds of the issue, after deduction of commission and administrative expenses, amounted to approximately CNY988 million (approximately HK$1.24 billion). The Group intends to use the amount raised for business development and general corporate purposes.
– 19 –
3. Repurchase of 230 million shares at HK$1.23 per share
In July 2012, the Company completed the repurchase of 230 million shares (11.7% of the issued share capital before the repurchase) of the Company and the repurchased shares were cancelled. The share repurchase contributed to a significant enhancement in NAV per share as shown in (4) below.
4. Net asset value
| Equity attributable to shareholders of the Group Add: Hotel revaluation surplus (adjusted for minority shareholders’ interests) Total net asset value No. of shares issued (“million”) Net asset value (“NAV”) per share |
As at 31 March 2013 HK$ million 8,013 6,929 14,942 1,769 HK$8.45 |
As at 31 March 2012 HK$ million 7,452 5,677 |
|---|---|---|
| 13,129 | ||
| 1,960 | ||
| HK$6.70 |
Adjusting for revaluation surplus on hotel assets as at 31 March 2013 of approximately HK$9,459 million (HK$7,750 million as at 31 March 2012) and minority shareholders’ interests, NAV per share as at 31 March 2013 was approximately at HK$8.45. This represents HK$1.75 per share increase in NAV during the year.
– 20 –
5. Capital commitments
| Capital expenditure contracted for but not provided in the consolidated financial statements in respect of: Acquisition, development and refurbishment of hotel properties Others Capital expenditure authorized but not contracted for in respect of: Development and refurbishment of hotel properties Others |
2013 HK$’000 768,622 12,180 780,802 27,673 16,474 44,147 824,949 |
2012 HK$’000 585,760 4,421 |
|---|---|---|
| 590,181 | ||
| 319,593 19,274 |
||
| 338,867 | ||
| 929,048 |
6. Subsequent events
- (i) Bond issue by Dorsett
On 3 April 2013, Dorsett issued a 5-year bond due in 2018 with an aggregate principal amount of CNY850 million at a fixed rate of 6% per annum. Dorsett also entered into CNY/USD cross currency swap contracts in relation to the bond with the effect of lowering the effective interest rate to approximately 4.97% per annum. The net proceeds of the issue, after deduction of commission and administrative expenses, amounted to approximately CNY840 million (approximately HK$1.05 billion) and it is intended that the proceeds will be used for future acquisitions and expansion, and for general corporate purposes.
– 21 –
(ii) Land acquisition
On 15 April 2013, the Group acquired a piece of land located at 605–611 Lonsdale Street, Melbourne, Australia which is adjacent to the current Upper West Side development for AU$10 million. The site area is approximately 12,000 square feet (“sq. ft.”). and the Group intends to amalgamate the site with the existing Upper West Side development in order to add an additional residential tower to the overall development.
On 14 June 2013, the Group entered into a contract to acquire a piece of land located at 244–276 Spencer Street, Melbourne, Australia for AU$75 million. The site is also adjacent to the Upper West Side development and has an area of approximately 1.176 hectare. Currently the site is with a planning permit for residential development with a sellable area of approximately 2.2 million sq. ft.. The Group will review the plan and may apply to amend current planning permit with the objective of optimizing the financial return and strategic value of the investment. The said acquisition enlarges the development land bank of the Group by approximately 20%.
- (iii) Compulsory acquisition of Pearl Centre, Singapore
On 24 April 2013, the Group accepted the offer of compensation under the Land Acquisition Act of Singapore, by the Collector of Land Revenue of the government of Singapore for the compulsory acquisition of the Group’s interest in Pearl Centre in Singapore. Together with the ex-gratia payments, the total compensation sum was approximately SG$89 million.
The Group is expected to record a gain of approximately SG$33 million (equivalent to approximately HK$206 million) in relation to the sale. The sale would provide a good opportunity for the Group to monetize one of its investment properties, realize shareholders’ value created by the Group as well as reduce the Group’s total bank borrowings. The sale will also provide additional cash flows to the Group to enable it to redeploy its resources to other value-accretive investment opportunities.
- (iv) New loan facility of Dorsett
In June 2013, Dorsett executed a 5-year loan facility amounting to HK$1.75 billion to refinance Dorsett’s existing syndicated loan due in September 2013. The new loan facility requires 2 hotel assets in Hong Kong to be pledged which will result in 4 hotel assets in Hong Kong to be released and become unencumbered upon refinancing.
– 22 –
BUSINESS REVIEW
1. Property division
The business of the Group’s property division includes property development and investment property holding.
The Group’s investment properties comprise mainly retail and office buildings located in Shanghai, Hong Kong and Singapore. As at 31 March 2013, these properties were valued at approximately HK$2.4 billion. A fair value gain of approximately HK$299 million was recorded in respect of the Group’s investment properties during the financial year ended 31 March 2013. Revenue from investment properties for the financial year ended 31 March 2013 decreased to approximately HK$62 million, representing a decrease of 7.1% as compared with last financial year, due to a disposal of an investment building in Singapore during the financial year.
The Group has a diversified portfolio in property development which is located in Australia, Shanghai, Guangzhou, Hong Kong, Kuala Lumpur and Singapore. To cater for the Group’s local development needs, the Group has established strong local teams for property development at these locations. The diversification allows the Group to take advantage of the different property cycles in different regions. This strategy has resulted in a relatively low land cost base for the Group’s development projects. Most of the Group’s property developments are focused on mass residential market in Asia Pacific where the Group can benefit from the growing affluence of the middle class. As at 31 March 2013, the Gross Floor Area (“GFA”) in our property development pipeline reached approximately 10 million sq. ft., which is sufficient for the Group’s development in the coming 6 to 7 years. The Group is also aggressively looking for residential sites in the regions to add to its pipeline.
As at 31 March 2013, total cumulative contracted presale value of properties under development amounted to approximately HK$4.9 billion. Completion and delivery of the developments are expected in the coming three years. As revenue will only be recognized when sales of property development are completed, the above presale was not reflected in the consolidated income statement.
– 23 –
A breakdown of contracted presale value of properties as at 31 March 2013 is given below:
| Developments Location Upper West Side Stage 1 Australia Upper West Side Stage 2 Australia Upper West Side Stage 3 Australia Star Ruby Hong Kong Sevilla Crest Hong Kong The Royal Crest, California Garden Mainland China Dorsett Regency Residences(i) Singapore Dorsett Place Waterfront Subang(ii) Malaysia Total presale value as at 31 March 2013 |
Contracted presale value (HK$ Million)(iii) 331 1,948 229 511 110 593 500 678 |
|---|---|
| 4,900 |
-
(i) The development of Dorsett Regency Residences in Singapore is owned by Dorsett.
-
(ii) Dorsett Place Waterfront Subang in Malaysia is a joint venture carried out by Dorsett and Mayland Valiant on a 50:50 sharing profit basis. For further details, please refer to the Company’s circular dated 14 October 2011.
-
(iii) All presale value indicated is net of sales tax and goods and services tax.
In total, the Group has 12 projects of approximately 5.4 million sq. ft. in GFA currently under various stages of development across the regions. The Group targets to launch 4-6 new projects in the current financial year. Among these, the Group has launched Sevilla Crest in Sai Yeung Choi Street North, Sham Shui Po, Hong Kong consisting of approximately 39,000 sq. ft. in GFA and “Midtown at Upper West Side”, the Stage 3 of Upper West Side consisting of 282 apartments. Other new residential development projects planned for launch include projects in Guangzhou (Huadijiayuan), Shanghai (The Royal Crest), Hong Kong (Hill Road, West Point) and Malaysia (Lot 470, JalanImbi, Kuala Lumpur). The presale initiative will secure revenue for the Group in the coming years.
– 24 –
Australia
Currently, the Group’s focus in Australia is the Upper West Side project which is a high rise residential development located at central business district in Melbourne. The total development consists of more than 1.3 million sq. ft. in GFA. In April 2013, a piece of land with site area of approximately 12,000 sq. ft. adjacent to the current Upper West Side development was added to the residential development portfolio. In June 2013, the Group acquired another piece of land (next to the current Upper West Side development) with site area of approximately 1.176 hectare and expected to develop 3,000 residential apartments. Currently the site is with a planning permit for residential development to build a sellable area of approximately 2.2 million sq. ft.. The said acquisition added approximately 20% to the current development land bank of the Group.
Stage 1 of Upper West Side development consists of 700 apartments. During the financial year ended 31 March 2013, approximately 80% of apartments were settled. The remaining balance is expected to be settled in the coming financial year.
Stage 2 of Upper West Side development (named “Madison at Upper West Side”) consists of 584 apartments. As at 31 March 2013, contracted presale value of the Stage 2 reached approximately HK$1,948 million, amounting to approximately 94% of Stage 2 development. Completion of Stage 2 is expected to be in the financial year ending 31 March 2015.
Stage 3 of Upper West Side development (named “Midtown at Upper West Side”) consists of 282 apartments. As at 31 March 2013, contracted presale value of the Stage 3 reached approximately HK$229 million, amounting to approximately 24% of the Stage 3 development. Construction works will commence soon and the development is expected to be completed in the financial year ending 31 March 2016.
With the success of the first 3 stages, the Group is currently finalizing the development plan for Stages 4 and 5 (the newly acquired land) of Upper West Side. Subject to planning approval, Stages 4 and 5 are expected to comprise 630 apartments and 420 apartments respectively.
– 25 –
Mainland China
The Group’s Shanghai California Garden is a township development, of which approximately 4,000 residential units have been built and sold. This development comprises a diversified portfolio of residences including low rise apartments, high rise apartments and houses. One of the phases, namely “The Royal Crest” consisting 288 low rise residential apartments (approximately 270,000 sq. ft. in GFA) was launched during the year and was 100% presold as at 31 March 2013. The total presale value was approximately HK$593 million. The development is expected to be completed in financial year 2014. Currently developments of a further 1,000 residential apartments and 130 houses with a total GFA of approximately 1.2 million sq. ft. are underway. Completion is expected to be in financial years 2014 and 2015.
In Guangzhou, the Huadijiayuen project, located in Liwan district, consists of approximately 1 million sq. ft. in GFA. Construction works has commenced and 5 blocks of residential buildings with approximately 600 high rise apartments are being constructed. Presale and completion are expected to take place in financial years 2014 and 2015 respectively.
Hong Kong
The Group has been actively building its development pipeline in Hong Kong. Currently, there are 6 residential development projects. The Group will continue to increase its land bank through acquisition of redevelopment sites as well as participating in government tender or auction.
Star Ruby, located at No. 1–11A, San Wai Street, Hung Hom, Kowloon, commenced its presale during the year. As at 31 March 2013, the total presale amounted to HK$511 million, representing approximately 74% of the development. The project comprises 124 high rise residential apartments with approximately 66,000 sq. ft. in GFA. The development is expected to be completed in the financial year 2015.
Sevilla Crest, located at No. 287–293, Sai Yeung Choi Street North, Sham Shui Po, commenced its presale in the second half of the financial year 2013. As at 31 March 2013, total presale was approximately HK$110 million amounting to approximately 23% of the development. The development consists of 39,000 sq. ft. in GFA. Completion is expected in the financial year 2015.
– 26 –
No. 684, Clearwater Bay Road, Sai Kung is a residential redevelopment project by converting 6 old villas into 4 new villas, with a total GFA of approximately 20,000 sq. ft.. The development has been completed and put in market for sale.
The Group’s development project at No. 90–100 Hill Road in Pok Fu Lam, consists of approximately 45,000 sq. ft. in GFA. The project is now in the final planning stage following the Group’s complete acquisition of the entire ownership of the site in the second half of last financial year.
The Group’s development project at Tan Kwai Tsuen, Hung Shui Kiu in Yuen Long, consists of approximately 50,000 sq. ft. in GFA. The project is to build 24 townhouses and now under development. Completion is expected in the financial year 2015.
In November 2012, the Company acquired 90% ownership of a residential redevelopment site located at No. 68–86 Wan Fung Street, Wong Tai Sin, Kowloon. The development site consists of approximately 91,000 sq. ft. in GFA. The Group now has more than 94% ownership of the site and is still in the process of acquiring the remaining stake. The development is still in a planning stage currently.
Malaysia
Dorsett Bukit Bintang is a residential project adjacent to Dorsett Regency Kuala Lumpur. The project consists of approximately 220,000 sq. ft. in GFA. The Group is currently planning the launch of the presale and the project is expected to be completed in the financial year 2016.
Dorsett Place Waterfront Subang is a 50:50 joint venture between Dorsett and Mayland Valiant. This development is adjacent to Grand Dorsett Subang in Kuala Lumpur and comprises 1,989 units of hotel suite apartments of two 17-storey high apartment blocks with a car park providing 1,329 car parking spaces. The total net floor area is approximately 1,000,000 sq. ft.. Presale value as at 31 March 2013 amounted to approximately HK$678 million, representing approximately 30% of the development.
Singapore
Dorsett Residences is a residential component of the Dorsett Singapore, located on the Outram Park MRT Station. The development comprises 68 serviced apartments and has been 100% presold. As at 31 March 2013, presale value amounted to approximately HK$500 million. Completion is expected to be in financial year 2014. The project is wholly owned by Dorsett.
– 27 –
2. Hotel operation and management – Dorsett Hospitality International Limited
The Group, through its 73.25% owned subsidiary, Dorsett Hospitality International Limited (“Dorsett”), operates its hotel business. For the financial year ended 31 March 2013 Dorsett recorded revenue of approximately HK$1,153 million, representing an increase of 5.2% as compared with last financial year. The increase was driven primarily from revenue growth in Hong Kong and Mainland China. Hong Kong remains the biggest revenue contributor to the Group’s hotel operation, accounting for approximately 64.6% of the total hotel revenue.
The following tables set out a breakdown of revenue and operating statistics of the Groups’s hotel operations.
Hotel revenue breakdown
| 2013 | 2012 | |||
|---|---|---|---|---|
| % of | % of | |||
| HK$’000 | Total | HK$’000 | Total | |
| Hong Kong | ||||
| Room revenue | 689,676 | 656,512 | ||
| Food and beverage revenue | 21,403 | 14,853 | ||
| Leasing revenue | 14,198 | 12,627 | ||
| Other revenue | 19,435 | 23,874 | ||
| Total | 744,712 | 64.6% | 707,866 | 64.6% |
| Mainland China | ||||
| Room revenue | 73,131 | 51,498 | ||
| Food and beverage revenue | 15,484 | 12,553 | ||
| Leasing revenue | 29,453 | 28,089 | ||
| Other revenue | 2,022 | 1,929 | ||
| Total | 120,090 | 10.4% | 94,069 | 8.6% |
| Malaysia | ||||
| Room revenue | 168,040 | 172,560 | ||
| Food and beverage revenue | 101,605 | 104,484 | ||
| Leasing revenue | 3,897 | 4,155 | ||
| Other revenue | 14,598 | 12,963 | ||
| Total | 288,140 | 25.0% | 294,162 | 26.8% |
| Group Total | ||||
| Room revenue | 930,847 | 80.8% | 880,570 | 80.4% |
| Food and beverage revenue | 138,492 | 12.0% | 131,890 | 12.0% |
| Leasing revenue | 47,548 | 4.1% | 44,871 | 4.1% |
| Other revenue | 36,055 | 3.1% | 38,766 | 3.5% |
| Total | 1,152,942 | 100.0% | 1,096,097 | 100.0% |
– 28 –
Hotel operating statistics
| 2013 | 2012 | |
|---|---|---|
| Owned | ||
| Hong Kong | ||
| Available Room Nights | 740,220 | 705,512 |
| Occupied Room Nights | 690,566 | 677,103 |
| Occupancy rate | 93.3% | 96.0% |
| Average room rate (HK$) | 997 | 969 |
| RevPAR (HK$) | 930 | 930 |
| Mainland China | ||
| Available Room Nights | 201,480 | 192,500 |
| Occupied Room Nights | 141,524 | 103,714 |
| Occupancy rate | 70.2% | 53.9% |
| Average room rate (HK$) | 549 | 541 |
| RevPAR (HK$) | 385 | 291 |
| Malaysia | ||
| Available Room Nights | 491,111 | 468,759 |
| Occupied Room Nights | 336,032 | 349,523 |
| Occupancy rate | 68.4% | 74.6% |
| Average room rate (HK$) | 498 | 494 |
| RevPAR (HK$) | 341 | 368 |
| Managed Hong Kong | ||
| Available Room Nights | 47,215 | 37,454 |
| Occupied Room Nights | 39,148 | 29,854 |
| Occupancy rate | 82.9% | 79.7% |
| Average room rate (HK$) | 1,441 | 1,534 |
| RevPAR (HK$) | 1,195 | 1,223 |
| Group Total | ||
| Available Room Nights | 1,480,026 | 1,404,225 |
| Occupied Room Nights | 1,207,270 | 1,160,194 |
| Occupancy rate | 81.6% | 82.6% |
| Average room rate (HK$) | 820 | 802 |
| RevPAR (HK$) | 668 | 663 |
– 29 –
Acquisitions and disposals
Dorsett has completed the following significant transactions during financial year ended 31 March 2013.
In April 2012, the Group acquired the Big Orange industrial building located at Kwai Chung, Hong Kong from an independent third party at a consideration of HK$210 million. The Group intends to convert the property into a 420-guestroom hotel, which will be branded as an additional member to the Group’s three-star Silka series of hotels, namely “Silka Tsuen Wan, Hong Kong”.
To demonstrate the value of the Group’s assets, in September 2012, Dorsett monetised and completed the disposal of Hong Kong (SAR) Hotel Limited (“HKSAR Hotel”) holding Dorsett Regency Hotel, Hong Kong (“Dorsett Regency HK”) which is located in Kennedy Town, Hong Kong for an aggregate consideration of approximately HK$802 million. The disposal resulted in a gain of approximately HK$458 million. Further to the disposal, Dorsett entered into a management contract with HKSAR Hotel to manage the Dorsett Regency HK.
Pursuing the “Chinese Wallet” strategy, the Group continued to expand its hotel portfolio in selected strategic regions in the United Kingdom with the acquisition of a property which is currently an office building situated above the Aldgate underground station on London underground’s Circle Line and Metropolitan Line for a consideration of approximately £14.1 million (equivalent to approximately HK$178 million) in October 2012. The Group intends to redevelop the property into a hotel, to be named “Dorsett City, London”.
Business and project development
As at 31 March 2013, the Group owned and operated 17 hotels (4,894 rooms) and managed 2 third party hotels (260 rooms). Of these hotels, Dorsett Kwun Tong (361 rooms) commenced operations in August 2012, whilst Dorsett Chengdu (556 rooms) and Dorsett Singapore (285 rooms) started trial operations during the year. In addition, there are 6 hotels which are under development, of which 2 are expected to open during the financial year ending 31 March 2014. When all pipeline hotels become operational, the Group will own 23 hotels with more than 7,000 rooms and manage 2 third party hotels with 260 rooms.
– 30 –
Rebranding
In order to further strengthen awareness of Dorsett hotels and reinforce competitive advantage, several high level changes to the overall brand architecture were made. With effect from 31 August 2012, the full English name of Dorsett has been changed from “Kosmopolito Hotels International Limited” to “Dorsett Hospitality International Limited” and the Chinese name of Dorsett has been changed from “麗悅酒店集團有限公 司” to “帝盛酒店集團有限公司”. The change of name was an important part of the brand alignment exercise, which would strengthen brand awareness for marketing efficiency and would be essential to Dorsett’s further expansion through development, acquisition and management contracts. Furthermore, individual hotels are also under a tentative timetable to change their names.
To enhance its brand architecture, Dorsett has also consolidated its hotel portfolio, by reclassifying hotels under 3 brands to cover different market segments: boutique range “d. Collection”, a series of upscale, charismatic hotels in prime locations carefully chosen for their proximity to the pulse of each city; “Dorsett Hotels & Resorts”, comprising the upscale Dorsett Grand Hotels offering tasteful and rich hospitality experience; mid scale Dorsett Hotels comprising contemporary urban hotels in central locations; and the valueled “Silka Hotels” famed for convenience, speedy service and attractive room rates.
3. Car park business
The Company’s car park management portfolio comprises third-party-owned car parks and self-owned car parks located in Australia, New Zealand and Hartamas shopping mall in Kuala Lumpur, Malaysia. As at 31 March 2013, the whole portfolio consisted of approximately 50,000 car park bays with more than 270 car parks under the Group’s management. In this portfolio, 20 were self-owned car parks amounting to approximately 5,600 car park bays. They are located in Australia and Malaysia. The remaining car parks were third-party-owned car parks under the Group’s management. Third-party owners included local governments, shopping malls, retailers, universities, airports, hotels, hospitals, government departments and commercial and office buildings. During the financial year ended 31 March 2013, approximately 25 car parks with 900 car park bays were added to the Group’s management portfolio.
For the financial year ended 31 March 2013, the Group’s car park division generated revenue of approximately HK$567 million, representing an increase of 5.6% as compared with last financial year. The division recorded steady growth and will continue to contribute to the recurring income of the Group.
– 31 –
On 30 May 2012, the Group acquired 2.3% of the total issued share capital of Care Park Group Pty Ltd (“Care Park”). Following the transaction, the Group increased its shareholding in Care Park to 76.05%.
OUTLOOK
Global economies are expected to remain challenging although there are signs of recovery in the US economy. Tightening measures targeted at the property sector in mainland China, Hong Kong and Singapore are affecting overall market sentiment. However, the Group believes that the fundamental demand for mass market residential housing in these regions remains strong. The Group will continue with the presale program of its pipeline projects to lock in revenue for future years. The Group will also strive to add new projects to its pipeline and is actively seeking opportunities in Asia. The Group’s aim is to achieve a sustainable long term growth in earnings through constant replenishment of our land bank.
On hotel division, the Group expects room supply in Hong Kong to increase. However, the Group believes that occupancy rate is likely to be supported by continued growth in inbound, specifically from mainland China as the country’s consumers’ spending continue to increase and the Renminbi remains strong versus other currencies. With the stabilization in operation of newly opened hotels and the additional new hotels in this financial year, the Group expects the growth for the hotel division mainly comes from room additions.
The Group’s foundation for growth is good and it remains confident it can continue to bring long term growth to its shareholders.
EMPLOYEES AND REMUNERATION POLICIES
The number of employees of the Group as at 31 March 2013 was approximately 3,000. The Group provides its employees with comprehensive benefit packages and career development opportunities, including medical benefits and both internal and external trainings appropriate to each individual’s requirements.
CORPORATE GOVERNANCE
Throughout the year ended 31 March 2013, the Company has complied with the code provisions (the “Code Provisions”) set out in the Corporate Governance Code (the “CG Code”) contained in Appendix 14 to the Rules Governing the Listing of Securities on the Stock Exchange, except for the deviations from Code Provisions A.2.1 and A.6.7 described below.
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Pursuant to Code Provision A.2.1 of the CG Code, the roles of Chairman and Chief Executive Officer should be separate and should not be performed by the same individual. Currently Tan Sri Dato’ David CHIU assumes the roles of both the Chairman and Chief Executive Officer of the Company. The Board believes that this structure provides the Group with strong and consistent leadership and allows for more effective and efficient business planning and decisions as well as execution of long term business strategies. As such, it is beneficial to the business prospects of the Group.
Pursuant to Code Provision A.6.7 of the CG Code, independent non-executive directors and other non-executive directors should attend general meetings. Due to their unavoidable business engagement, the non-executive director and one of the independent non-executive directors of the Company were unable to attend the extraordinary general meetings held on 20 July 2012 and the non-executive director of the Company was unable to attend the annual general meeting held on 31 August 2012.
AUDIT COMMITTEE
The Audit Committee, comprising all of the Company’s three independent non-executive directors, namely Mr. Kwok Wai CHAN, Mr. Peter Man Kong WONG and Mr. Kwong Siu LAM, has reviewed the audited consolidated results of the Group for the year ended 31 March 2013.
SCOPE OF WORK OF MESSRS. DELOITTE TOUCHE TOHMATSU
The figures in respect of the Group’s consolidated statement of financial position as at 31 March 2013, the consolidated income statement, the consolidated statement of comprehensive income and the related notes thereto for the year then ended as set out in the preliminary announcement have been agreed by the Group’s auditor, Messrs. Deloitte Touche Tohmatsu, to the amounts set out in the Group’s audited consolidated financial statements for the year. The work performed by Messrs. Deloitte Touche Tohmatsu in this respect did not constitute an assurance engagement in accordance with Hong Kong Standards on Auditing, Hong Kong Standards on Review Engagements or Hong Kong Standards on Assurance Engagement issued by the Hong Kong Institute of Certified Public Accountants and consequently no assurance has been expressed by Messrs. Deloitte Touche Tohmatsu on the preliminary announcement.
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PURCHASE, SALE OR REDEMPTION OF LISTED SECURITIES
During the year ended 31 March 2013, the Company completed an off-market repurchase of a total of 230 millions shares of the Company from Penta Investment Advisers Limited at the price of HK$1.23 per share and details of which are as follows:
| Number of | Aggregate | ||
|---|---|---|---|
| shares | Price | consideration | |
| Month of repurchase | repurchased | per share | paid |
| HK$ | HK$ | ||
| July 2012 | 230,000,000 | 1.23 | 282,900,000 |
Save as disclosed above, neither the Company nor any of its subsidiaries has purchased, sold or redeemed any of the Company’s listed securities during the year.
PUBLICATION OF THE RESULTS AND ANNUAL REPORT
This results announcement is published on the website of the Stock Exchange at www.hkexnews.hk and on the website of the Company at www.fecil.com.hk. The Annual Report of the Company for the year ended 31 March 2013 and the notice of 2013 AGM will be despatched to the Shareholders and will also be available for viewing at each of the websites of the Stock Exchange and the Company in due course.
By order of the Board of
Far East Consortium International Limited Boswell Wai Hung CHEUNG Chief Financial Officer and Company Secretary
Hong Kong, 19 June 2013
As at the date of this announcement, the Board comprises five executive directors, namely Tan Sri Dato’ David CHIU, Mr. Cheong Thard HOONG, Mr. Chi Hing CHAN, Mr. Dennis CHIU and Mr. Craig Grenfell WILLIAMS; one non-executive director, Mr. Daniel Tat Jung CHIU; and three independent non-executive directors, namely Mr. Kwok Wai CHAN, Mr. Peter Man Kong WONG and Mr. Kwong Siu LAM.
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