1978 ANNUAL REPORT 年報 2020 Stock Code 股份代號: 25 1 哇集團 Group 目錄 | --- | --- | --- | --- | |-------|-------|-------|--------------------------| | | | | | | | | 2 | 公司資料 | | | | 3 | 摘要 | | | | 6 | 本集團之物業╱項目位置 | | | | 7 | 物業組合 | | | | 12 | 主席報告 | | | | 14 | 總裁報告 | | | | 19 | 董事個人資料 | | | | 22 | 財務摘要 | | | | 25 | 管理層論述與分析 | | | | 34 | 財務日誌 | | | | 35 | 企業管治報告 | | | | 52 | 董事會報告 | | | | 68 | 獨立核數師報告 | | | | 73 | 綜合損益表 | | | | 75 | 綜合損益及其他全面收益表 | | | | 76 | 綜合財務狀況表 | | | | 78 | 綜合權益變動表 | | | | 79 | 綜合現金流量表 | | | | ...

Financial Performance - For the period ending June 30, 2020, the company reported revenue of HKD 315,100,000, a decrease of 27% compared to HKD 433,900,000 in 2019[7] - The attributable profit to shareholders was HKD 56,000,000, down 40% from HKD 93,500,000 in the previous year[7] - The profit for the same period was HKD 56 million, down 40.1% from HKD 93.5 million in 2019, primarily due to reduced hotel operating returns[30] - Total revenue for the six months ended June 30, 2020, was HKD 315,145,000, a decrease of 27.3% compared to HKD 433,860,000 for the same period in 2019[98] - The company reported a total comprehensive loss of (105,462,000) HKD for the period, compared to a gain of 155,783,000 HKD in 2019, marking a substantial decline[102] - The total profit for the period was 55,955,000 HKD, down from 93,491,000 HKD in the same period of 2019, indicating a decrease of about 40.1%[102] - The company’s basic earnings per share (EPS) for the six months ended June 30, 2020, decreased to 8.4 HKD from 14.1 HKD in 2019, representing a decline of approximately 40.4%[100] Asset and Liabilities - The net asset value of the group was HKD 11,149,100,000, with a net asset value per share of HKD 16.8[7] - The net asset value per share as of June 30, 2020, was HKD 9.3, a slight decrease from HKD 9.4 as of December 31, 2019[32] - Total property assets by region as of June 30, 2020, were HKD 8,626.6 million, down from HKD 9,063.6 million as of December 31, 2019[33] - The market value of hotel properties as of June 30, 2020, was HKD 5.6 billion, compared to HKD 5.9 billion as of December 31, 2019[33] - The company's total equity as of June 30, 2020, was 6,125,257,000 HKD, down from 6,250,387,000 HKD at the end of 2019, a decrease of approximately 2.0%[106] - The total liabilities decreased to 7,060,078,000 HKD from 6,703,919,000 HKD, indicating an increase of about 5.3%[106] Property Development and Investments - The company is involved in a joint venture project in West Kowloon, covering approximately 1,000,000 square feet, with a 10% ownership stake[11] - The residential development project at 1 Shouson Hill Road East is currently under renovation, with a total saleable area of approximately 30,000 square feet[13] - The group is developing a high-end residential project "Grand Victoria" in West Kowloon, expected to be completed in 2022, with pre-sales tentatively starting in Q4 of the current year[37] - The company fully owns properties in key locations, including Hong Kong, London, and Queensland, Australia, with significant square footage[30][33] Hotel Operations - The Crowne Plaza Hotel in Causeway Bay has 263 rooms and has been operational since late 2009, catering to both business and leisure travelers[17] - The hotel operations revenue decreased significantly to HKD 21,420,000 from HKD 119,163,000, representing a decline of 82.0%[98] - The occupancy rate of the investment property at 50 Wellington Street, Central, Hong Kong was 84% as of June 30, 2020, generating rental income of HKD 9,300,000 for the six months ended June 30, 2020[37] Financial Stability and Strategy - The company is committed to maintaining its financial stability and exploring acquisition opportunities to strengthen its market position[12] - The group has implemented prudent risk and crisis management strategies to navigate the ongoing economic challenges[61] - The company plans to continue its market expansion efforts, focusing on enhancing its product offerings and exploring potential acquisitions[109] Employee and Corporate Governance - The group has adopted an employee stock option plan and a share award plan to retain and motivate management and high-performing employees[48] - As of June 30, 2020, the total number of employees in the group was 135, a decrease from 236 in 2019[52] - The board is responsible for maintaining effective risk management and internal control systems to protect shareholder interests[64] - The group has adhered to all principles and provisions of the corporate governance code as per the listing rules during the six months ended June 30, 2020[63] Market Conditions and Economic Outlook - The number of overnight visitors in the tourism sector decreased by 91% in the first half of 2020 compared to the same period last year[60] - The economic outlook remains uncertain, with expectations of continued contraction until widespread vaccination against COVID-19 occurs[57] - The group anticipates that local and external demand weakness will further hinder the expected slow recovery process[57] - Future guidance indicates a cautious optimism, with expectations for gradual recovery in market conditions and potential revenue growth in the upcoming quarters[109] Cash Flow and Financing - Net cash generated from operating activities for the six months ended June 30, 2020, was HKD 268,912, a decrease of 19.5% compared to HKD 334,365 in 2019[114] - The company incurred a net cash outflow from financing activities of HKD 2,437,234, a substantial increase from HKD 37,934 in the previous year[114] - The company's bank borrowings due within one year decreased to 4,519,751,000 HKD from 5,765,168,000 HKD, a reduction of about 21.6%[104] Shareholder Information - As of June 30, 2020, the total number of issued shares of the company was 662,288,726 shares[82] - Director Lu Rongzi held a total of 446,392,255 shares, representing approximately 67.40% of the issued share capital[70] - The major shareholder NLI held 338,779,740 shares, accounting for approximately 51.15% of the issued share capital[76]

Financial Performance - Revenue for the year ended December 31, 2019, was HKD 816.4 million, representing a 5% increase from HKD 778.8 million in 2018[6] - Shareholders' profit for the same period was HKD 173.1 million, a significant increase of 43% compared to HKD 121.0 million in 2018[6] - Basic earnings per share attributable to shareholders increased to HKD 0.26 from HKD 0.18 in 2018[14] - Profit attributable to shareholders for the year was HKD 173,100,000, up 42.8% from HKD 121,300,000 in 2018, resulting in a basic earnings per share of HKD 26.1 compared to HKD 18.2 in 2018[79] - The total proposed dividend for the year is HKD 5 per share, consistent with the previous year[85] Assets and Liabilities - The total assets as of December 31, 2019, amounted to HKD 20,537.8 million, up from HKD 19,986.1 million in 2018[14] - The adjusted net asset value attributable to shareholders was HKD 11,564.2 million, compared to HKD 11,405.4 million in the previous year[14] - The total liabilities as of December 31, 2019, were HKD 14,287.4 million, an increase from HKD 13,974.5 million in 2018[14] - As of December 31, 2019, the group's bank borrowings amounted to HKD 11,060,000,000, an increase from HKD 10,979,400,000 in 2018[97] - The net debt recorded was HKD 2,371,500,000, up from HKD 1,502,900,000 in 2018, with a debt-to-asset ratio of 16.5%, compared to 11.5% in 2018[97] Property Development and Investment - The company has developed over 200 residential, commercial, and industrial property projects across multiple countries, including Hong Kong, the UK, Australia, New Zealand, Canada, and mainland China[10] - The company is currently developing a waterfront residential project in West Kowloon, covering approximately 1,000,000 square feet, with a 10% ownership stake[29] - The company owns a commercial building in Central Hong Kong, with a total area of 58,207 square feet and a 58.83% ownership stake[41] - The Lizard Island Resort in Queensland, Australia, is recognized as one of the world's most luxurious island resorts, featuring 40 beachfront villas[50] - The group acquired a commercial property in Hong Kong for approximately HKD 780,000,000, generating revenue of HKD 3,300,000 for the year[88] Hotel Operations - The hotel operations segment showed a strong performance, achieving a revenue growth of 24.6% in 2019, up from 22.1% in 2018[21] - The group's hotel operations in Hong Kong experienced a decline in revenue due to social unrest, prompting cost-saving measures to increase market share[95] - The hotel industry in Hong Kong experienced significant challenges in 2019, with inbound tourism severely impacted in the second half of the year[106] Corporate Governance - The board consists of eight members, including two executive directors, two non-executive directors, and four independent non-executive directors, ensuring a balanced governance structure[113] - The board held four meetings in 2019, with all executive directors attending all meetings, demonstrating active engagement in governance[126] - The company has adopted a board diversity policy since August 2013, emphasizing the importance of diverse backgrounds and experiences in board appointments[121] - The company has implemented a comprehensive internal control and risk management system to ensure compliance with relevant regulations and standards[117] - The independent non-executive directors constitute over one-third of the board, providing valuable guidance and independent judgment for the group's development and risk management[133] Environmental Responsibility - The group has implemented energy-saving measures to reduce electricity consumption and paper usage, including the use of energy-efficient office equipment and LED lighting systems[200] - The group encourages material conservation and has policies in place to minimize waste generated from business activities[200] - Since 2015, the financial reports have been printed on Forest Stewardship Council (FSC) certified paper[200] - The group promotes the recycling of electronic waste, sending discarded electrical and electronic products to recyclers[200] - The group has a corporate social responsibility policy that reflects its commitment to environmental protection[200] Future Plans and Strategies - The company aims to continue enhancing its project portfolio to create greater value for shareholders while actively giving back to society[10] - The company plans to announce its annual results for the year 2019 on March 31, 2020, and interim results for 2020 by August 31, 2020[60] - The group plans to improve efficiency and cost management to maintain business development amid unprecedented challenges in the hotel sector due to the COVID-19 pandemic[106] - The UK real estate investment portfolio is expected to continue contributing stable rental income despite economic uncertainties caused by Brexit and the pandemic[107] - The group will cautiously plan and adjust sales and leasing strategies based on market conditions moving forward[107]

Financial Performance - For the six months ended June 30, 2019, revenue was HKD 433.9 million, representing a 14% increase from HKD 380.3 million in 2018[10]. - Shareholders' profit attributable to the company was HKD 93.5 million, also a 14% increase from HKD 82.1 million in 2018[10]. - Profit for the same period was HKD 93.5 million, up 13.4% from HKD 82.4 million in 2018, primarily due to increased returns from financial investments[28]. - Basic earnings per share increased to HKD 14.1 from HKD 12.3, representing a growth of 14.6%[91]. - The company reported a net profit of HKD 93,491,000[107]. - The company's adjusted profit attributable to shareholders for the six months ended June 30, 2019, was HKD 95,480,000, compared to HKD 75,816,000 in 2018, reflecting an increase of 25.9%[14]. - Total comprehensive income for the period was HKD 155,783,000, compared to HKD 38,396,000 in 2018, marking a substantial increase[94]. Assets and Liabilities - As of June 30, 2019, the net asset value attributable to shareholders was HKD 11.75 billion, with a net asset value per share of HKD 17.7[10]. - The group's total property assets as of June 30, 2019, amounted to HKD 7,916.1 million, up from HKD 7,717.9 million as of December 31, 2018[32]. - The group's total bank deposits, cash, and cash equivalents amounted to HKD 7,624,200,000, an increase from HKD 7,471,200,000 on December 31, 2018[42]. - The group's net debt as of June 30, 2019, was HKD 1,360,300,000, down from HKD 1,502,900,000 on December 31, 2018, with a debt-to-asset ratio of 10.1%[43]. - The total bank borrowings as of June 30, 2019, were HKD 11,143,500,000, compared to HKD 10,979,400,000 on December 31, 2018[43]. - Non-current assets totaled HKD 10,937,481,000, slightly down from HKD 10,971,977,000 at the end of 2018[96]. - Current liabilities decreased to HKD 7,711,875,000 from HKD 6,442,974,000, indicating improved liquidity management[96]. Property Development and Investment - The company has developed over 200 residential, commercial, and industrial projects across Hong Kong, the UK, Australia, New Zealand, Canada, and mainland China[9]. - The group is focusing on property development and investment projects, including residential projects in Hong Kong and investment properties in the UK and Australia[36]. - The group is currently developing a premium residential project in West Kowloon, expected to be completed in 2022[37]. - The West Kowloon waterfront residential development project covers approximately 208,200 square feet and is in partnership with several developers[12]. - The residential project at Shouson Hill Road East includes 20 independent houses, each with spacious private gardens and indoor parking[17]. Hotel Operations - The Hong Kong Crowne Plaza hotel offers 263 rooms and suites, making it one of the largest in the area, and has been operational since late 2009[14]. - The Hong Kong Crowne Plaza Hotel's operational performance in the first half of 2019 was lower than the same period in 2018 due to a general decline in the Hong Kong tourism market[41]. - Hotel operations revenue was HKD 119,163,000, slightly down from HKD 119,635,000 in the previous year[166]. - Hotel operating expenses were HKD 28,957,000, slightly down from HKD 29,307,000 year-on-year[184]. Financial Investments - Financial investment returns, specifically interest income, rose to HKD 214,087,000, a significant increase of 39.5% from HKD 153,401,000[89]. - The segment profit for the financial investment division was HKD 234,760,000, contributing to a total consolidated profit before tax of HKD 101,610,000[172]. - The company reported a total interest income from bank deposits of HKD (90,056,000) for the six months ended June 30, 2019, compared to HKD (70,482,000) in 2018, reflecting an increase of 27.7%[10]. Dividends and Shareholder Information - The board declared an interim dividend of HKD 0.02 per share for the six months ended June 30, 2019, consistent with the previous year[34]. - Major shareholders include NLI with 338,779,740 shares (51.16% of issued share capital) and NYH, SEA Fortune, and Port Lucky each holding 107,612,515 shares (16.25%)[68]. - The total number of issued shares as of June 30, 2019, was 662,208,726 shares[72]. - The company declared dividends amounting to HKD 19,780,000 during the reporting period[103]. Economic Outlook - The group anticipates a continued economic slowdown for the remainder of 2019, with the IMF lowering the global growth forecast from 3.5% to 3.2%[52]. - The group expects China's GDP growth to slow to 6.2% in 2019, the lowest since 1992, due to trade tensions and manufacturing weakness[52]. - Hong Kong's GDP growth for Q2 2019 was only 0.3%, leading the government to revise its growth forecast for the year from 2%-3% down to 0%-1%[53]. - Despite an increase in visitors from mainland China in the first half of 2019, social unrest significantly impacted inbound tourism, leading to a substantial decrease in visitor numbers and severely affecting the local hotel industry[53]. Accounting Standards and Compliance - The company applied the new and revised Hong Kong Financial Reporting Standards, including HKFRS 16, which replaced HKAS 17, impacting the accounting policies for leases[119]. - The implementation of HKFRS 16 resulted in the recognition of right-of-use assets and lease liabilities at the present value of future lease payments[128]. - The new accounting standards did not have a significant impact on the financial position and performance of the company during the reporting period[119]. - The company will continue to monitor the impact of these accounting changes on its financial reporting and compliance[119]. Valuation and Fair Value - The group utilizes market observable data to estimate the fair value of investment properties[200]. - Independent qualified external valuers conduct valuations at each reporting period end, ensuring they have relevant experience in the area[200]. - The highest and best use of properties is considered based on current usage situations when estimating fair value[200].

Financial Performance - Revenue from continuing operations for the year ended December 31, 2018, was HKD 778.8 million, an increase of 35% from HKD 576.4 million in 2017[5] - Profit from continuing operations for the year ended December 31, 2018, was HKD 121.3 million, a significant increase of 200% from HKD 40.4 million in 2017[5] - Shareholders' profit for the year was HKD 121.0 million, down from HKD 267.3 million in 2017[5] - Basic earnings per share attributable to shareholders for 2018 was HKD 0.18, compared to HKD 0.39 in 2017[14] - The profit attributable to shareholders for the year was HKD 121 million, down 54.7% from HKD 267.3 million in 2017, resulting in a basic earnings per share of HKD 0.182 compared to HKD 0.393 in 2017[64] Assets and Liabilities - As of December 31, 2018, the net asset value attributable to shareholders was HKD 11,405.4 million, with a net asset value per share of HKD 17.2[5] - The total assets as of December 31, 2018, were HKD 19,986.1 million, compared to HKD 19,011.1 million in 2017[12] - The total liabilities as of December 31, 2018, were HKD 13,974.5 million, up from HKD 12,867.0 million in 2017[12] - The net asset value per share remained stable at HKD 9.1 as of December 31, 2018, compared to HKD 9.1 as of December 31, 2017[68] - The group's investment properties in Hong Kong, the UK, and Australia had a total asset value of HKD 7,717.9 million as of December 31, 2018, down from HKD 8,593.6 million in 2017[69] Property Development and Investment - The company plans to continue its market expansion and enhance its property portfolio in response to changing market conditions[8] - The group plans to expand its property portfolio with new developments in both residential and hotel sectors[38] - The group continues to focus on property development and investment projects, with key projects including residential developments in Hong Kong and investment properties in London[72] - The group acquired a waterfront residential site in West Kowloon for HKD 17 billion, which is expected to be completed by 2022[73] - The residential development project in West Kowloon has a total floor area of approximately 91,700 square meters[38] Market Conditions and Economic Outlook - The company aims to expand market share despite challenging market conditions[77] - The economic outlook for 2019 is projected to grow between 6% to 6.5% in mainland China, supported by reduced reliance on external demand and government fiscal policies[88] - In 2018, Hong Kong's overall economic growth was 3.0%, but it slowed significantly in the fourth quarter to 1.3% due to external factors such as global economic slowdown and trade disputes[89] - The Hong Kong government forecasts economic growth of 2% to 3% for 2019, driven by strong local demand and ongoing supply constraints in the property market[89] - The company anticipates a slowdown in hotel business growth in 2019 due to global political uncertainties and economic pressures[94] Corporate Governance - The company has adopted a dividend policy outlining the frequency, form, and criteria for dividend distribution[106] - The board has established a three-year term for non-executive directors to enhance corporate governance practices[106] - The board consists of seven members, including two executive directors, two non-executive directors, and three independent non-executive directors, ensuring over one-third of the board is independent[137] - The company has adopted a board diversity policy since August 2013, considering various factors such as cultural background, experience, and gender in director appointments[107] - The company confirmed that all directors complied with the standards set out in the code of conduct for securities trading during the year ended December 31, 2018[162] Internal Controls and Audit - The company has implemented an effective internal control system, including a clear management structure and regular reviews of financial performance by the board[173] - An independent consultant was hired to conduct an internal audit review, which did not identify any significant issues within the internal control system[174] - The independent auditor's report responsibilities and findings were discussed, ensuring the financial statements were prepared in accordance with applicable financial reporting standards[168] - The Audit Committee recommended the reappointment of the independent auditor and reviewed the related audit fees[148] - The total fees paid to Deloitte for audit and non-audit services for the year ended December 31, 2018, amounted to HKD 2,455,000, with audit services costing HKD 1,600,000 and non-audit services costing HKD 855,000[169]