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上实城市开发(00563) - 董事名单与其角色和职能
2025-03-21 11:57
(於百慕達註冊成立之有限公司) (股份代號:563) 獨立非執行董事 杜惠愷先生, B.B.S.,太平紳士 范仁達博士 李家暉先生, M.H 陳浩華博士 | | 董事委員會 | 審核 | 提名 | 薪酬 | 投資評證 | | --- | --- | --- | --- | --- | --- | | 董事 | | 委員會 | 委員會 | 委員會 | 委員會 | | 黃海平先生 | | | C | | | | 唐鈞先生 | | | | | M | | 周亞棟女士 | | | | | M | | 杜惠愷先生, | B.B.S.,太平紳士 | M | M | C | | | 范仁達博士 | | M | M | M | C | | 李家暉先生, | M.H | C | | | | | 陳浩華博士 | | | | M | | 上海實業城市開發集團有限公司(「本公司」)董事(「董事」)會(「董事會」)現共有七名 董事,每名董事的姓名、角色和職能載列如下: 執行董事 黃海平先生 (主席) 唐鈞先生 (總裁) 周亞棟女士 本公司已設立四個董事委員會,並制定有關職權範圍。下表提供各董事會成員於各 董事委員會所擔任的職務。 附註 ...
上实城市开发(00563) - 2024 - 年度业绩
2025-03-21 11:51
Financial Performance - The company reported a revenue of HKD 12,440,369 thousand for the year ending December 31, 2024, representing a 56.4% increase compared to HKD 7,953,596 thousand in 2023[4] - Gross profit decreased to HKD 2,130,708 thousand, down 35.9% from HKD 3,325,390 thousand, resulting in a gross margin of 17.1%, a decline of 24.7 percentage points[4] - The company recorded a loss attributable to shareholders of HKD 331,190 thousand, compared to a profit of HKD 494,570 thousand in the previous year[4] - Basic loss per share was HKD (6.93), a significant drop from HKD 10.32 in 2023[6] - The company reported a net loss attributable to shareholders of HKD 331,190 for 2024, compared to a profit of HKD 494,570 in 2023[34] - The income tax expense for 2024 was HKD 587,926, significantly lower than HKD 1,364,542 in 2023, reflecting a decrease of 56.9%[30] - The group recorded a net loss of HKD 372,828,000 for the year, compared to a profit of HKD 490,713,000 in 2023, primarily due to lower gross margins and impairment losses[61] Assets and Liabilities - Total assets decreased to HKD 31,023,995 thousand from HKD 38,058,440 thousand, indicating a reduction in asset base[10] - The net asset value per share for shareholders was HKD 2.73, down 6.5% from HKD 2.92 in 2023[4] - The company’s debt-to-equity ratio increased to 64.8% from 58.4%[4] - The fair value of investment properties decreased to HKD 20,645,374,000 in 2024 from HKD 21,437,687,000 in 2023, reflecting a loss of HKD 703,073,000[37] - The total amount of properties held for sale and under development decreased to HKD 14,578,442,000 in 2024, down 35.6% from HKD 22,615,376,000 in 2023[37] - Trade payables increased significantly to HKD 1,783,306,000 in 2024, up 77.0% from HKD 1,007,357,000 in 2023[42] Revenue Sources - Total revenue for the year 2024 reached HKD 11,646,525, an increase of 62.5% compared to HKD 7,180,575 in 2023[25] - Property sales contributed HKD 11,351,331 to the total revenue, up from HKD 6,870,636 in the previous year, representing a growth of 65.8%[25] - Property sales revenue accounted for 91.2% of total revenue, amounting to HKD 11,351,331,000, up from 86.4% in the previous year[54] - Other income decreased to HKD 109,696 in 2024 from HKD 136,130 in 2023, a decline of 19.4%[27] Cash Flow and Financing - The company’s cash and cash equivalents decreased to HKD 5,342,774 thousand from HKD 5,985,911 thousand[8] - Financing costs totaled HKD 659,163 in 2024, down 28.0% from HKD 915,940 in 2023[30] - The group’s cash and cash equivalents amounted to HKD 5,342,774,000 as of December 31, 2024, down from HKD 5,985,911,000 in 2023[62] Dividends and Share Repurchase - The company did not declare any final or special dividends for the year[4] - The company did not recommend any final or special dividends for the year ending December 31, 2024, compared to a final dividend of HKD 0.021 and a special dividend of HKD 0.008 per share for the previous year[35] - The group repurchased shares 12 times, totaling 9,368,000 shares at a cost of HKD 3,317,670,000, representing 0.20% of the issued share capital[52] - The company repurchased a total of 9,368,000 shares at a total cost of HKD 3,317,670 during the year ending December 31, 2024[81] Market and Operational Insights - The real estate market in mainland China faced challenges in 2024, with a 10.6% year-on-year decline in real estate development investment[44] - The company plans to continue focusing on high-quality project development and exploring urban renewal opportunities in key cities[48] - The group expects the real estate market to stabilize and recover gradually in 2025, supported by government policies aimed at boosting demand and optimizing supply[68] - The company has a land reserve of 27 projects across 10 key cities in mainland China, with a total planned saleable area of approximately 3,323,000 square meters[48] - The company has 9 ongoing projects with a total construction area of 1,933,000 square meters as of December 31, 2024[50] Governance and Compliance - The audit committee has reviewed the audited financial statements for the year ending December 31, 2024, and discussed accounting principles and financial reporting matters with management and auditors[77] - The company maintains compliance with the public float requirements as stipulated by the listing rules[80] - The company has adopted a customized code of conduct for securities trading by directors and relevant employees, ensuring compliance with the standard code[86] - Dr. Fan Renda has been appointed as the Chairman of the Environmental, Social and Governance Committee of Tianfu (Cayman) Holdings Limited, effective May 10, 2024[87] - The board of directors will undergo changes effective March 21, 2025, with the announcement of new appointments[91] Acknowledgments - The company expresses gratitude to the board, management, employees, customers, suppliers, business partners, and shareholders for their continued support[90]
上实城市开发(00563) - 根据上市规则第13.51B(2)及13.51(2)(u)条作出之公告
2025-03-17 10:07
香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負責, 對其準確性或完整性亦不發表任何聲明,並明確表示,概不對因本公告全部或任何 部分內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 (於百慕達註冊成立之有限公司) 本公司董事會(「董事會」)(除范博士外)已審閱證監會新聞稿的內容。考慮到(i)尚未 對范博士作出取消其董事資格的法庭命令或判決;(ii)證監會新聞稿所載事項沒有 涉及任何有關范博士的不誠實或欺詐行為;及(iii)考慮范博士的背景、專業知識及 貢獻後,董事會(除范博士外)認為范博士仍適合擔任本公司獨立非執行董事。董事 會將持續留意和評估上述法律程序的發展,並會在適當時候進一步發表公告。 (股份代號:563) 根據上市規則第13.51B(2)及 13.51(2)(u)條作出之公告 本公告由上海實業城市開發集團有限公司(「本公司」)根據香港聯合交易所有限公司 (「聯交所」)證券上市規則(「上市規則」)第13.51B(2)及13.51(2)(u)條作出。 茲提述本公司日期為二零二三年十二月十一日的公告,內容有關聯交所對金至尊集 團(國際)有限公司(於聯交所上市的公司,前稱香港資源 ...
上实城市开发(00563) - 董事会会议日期
2025-03-07 09:02
香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負責, 對其準確性或完整性亦不發表任何聲明,並明確表示,概不對因本公告全部或任何 部分內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 (於百慕達註冊成立之有限公司) (股份代號:563) 陳建柱 香港,二零二五年三月七日 於本公告日期,董事會成員包括執行董事黃海平先生、唐鈞先生及周亞棟女士,以 及獨立非執行董事杜惠愷先生, B.B.S.,太平紳士 、范仁達博士、李家暉先生, M.H. 及 陳浩華博士。 董事會會議日期 上海實業城市開發集團有限公司(「本公司」)董事會(「董事會」)謹此宣佈,董事會會 議將於二零二五年三月二十一日(星期五)假座香港皇后大道中五號衡怡大廈十一樓 舉行,藉以(其中包括)考慮及批准本公司及其附屬公司截至二零二四年十二月三十 一日止年度之全年業績及建議宣派末期股息(如有)之事宜。 承董事會命 上海實業城市開發集團有限公司 公司秘書 ...
上实城市开发(00563) - 盈利警告
2025-02-28 14:30
– 1 – (i) 與去年相比,毛利率減少約23至26個百份點至約15%至18%,主要由於(1)年內 交付項目中毛利率較高的項目較去年有所減少;(2)年內銷售單價因市場情況下 調;及(3)年內就物業項目確認若干減值虧損所致;及 (ii) 截至二零二四年十二月三十一日止年度本集團之投資物業重估虧損介乎約680 百萬港元至720百萬港元,而去年重估虧損則為約39.8百萬港元,乃由於中國內 地物業市場下行調整所致。 香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負責, 對其準確性或完整性亦不發表任何聲明,並明確表示概不就因本公告全部或任何部 分內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 (於百慕達註冊成立之有限公司) (股份代號:563) 盈利警告 本公告乃由上海實業城市開發集團有限公司(「本公司」,連同其附屬公司統稱「本集 團」)根據香港聯合交易所有限公司證券上市規則(「上市規則」)第13.09(2)條及香港 法例第571章《證券及期貨條例》第XIVA部下之內幕消息條文(定義見上市規則)而 作出。 本公司董事會(「董事會」)謹此通知本公司股東(「股東」)及潛在投資者,根據對本集 ...
上实城市开发(00563) - 更改香港股份过户登记分处
2025-01-13 09:12
香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負責, 對其準確性或完整性亦不發表任何聲明,並明確表示概不就因本公告全部或任何部 分內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 (於百慕達註冊成立之有限公司) 電話號碼:(852) 2980 1333 傳真號碼:(852) 2810 8185 由二零二五年一月二十七日起,有關本公司之股份過戶及登記手續將由卓佳證券登 記有限公司辦理。於二零二五年一月二十四日下午四時三十分後仍未領取之股票, 可於二零二五年一月二十七日起從卓佳證券登記有限公司領取。 承董事會命 上海實業城市開發集團有限公司 公司秘書 香港,二零二五年一月十三日 (股份代號:563) 更改香港股份過戶登記分處 上海實業城市開發集團有限公司(「本公司」)董事會(「董事會」)宣佈自二零二五年一 月二十七日起,本公司之香港股份過戶登記分處將更改為: 卓佳證券登記有限公司 香港夏慤道16號 遠東金融中心17樓 陳建柱 於本公告日期,董事會成員包括執行董事黃海平先生、唐鈞先生及周亞棟女士,以 及獨立非執行董事杜惠愷先生, B.B.S.,太平紳士 、范仁達博士、李家暉先生, M.H ...
上实城市开发(00563) - 根据上市规则第13.18条作出的公告
2024-11-27 11:00
香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負責, 對其準確性或完整性亦不發表任何聲明,並明確表示概不就因本公告全部或任何部 分內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 (於百慕達註冊成立之有限公司) 於本公告日期,上實控股及上實集團在本公司已發行股本總額中分別實益擁有約 43.12%及70.438%(包括就《證券及期貨條例》(第571章)而言被視為或當作擁有上 實控股所持股份之權益)之權益。 根據上市規則第13.21條之規定,只要上述責任繼續存在,本公司將會繼續在其後之 中期及年度報告中作出披露。 承董事會命 上海實業城市開發集團有限公司 (股份代號:563) 根據上市規則第13.18條作出的公告 本公告由上海實業城市開發集團有限公司(「本公司」)根據香港聯合交易所有限公司 證券上市規則(「上市規則」)第13.18條作出。 茲提述本公司日期分別為二零二零年十一月四日、二零二一年十一月二十五日、二 零二二年十二月九日及二零二三年十一月三十日之公告,內容有關一家銀行授予達 500,000,000港元之循環貸款融通(「該等公告」)。除另有界定者外,在本公告內使用 之詞彙與該等 ...
上实城市开发(00563) - 2024 - 中期财报
2024-09-12 09:09
[Company Information](index=2&type=section&id=Company%20Information) This section provides core company governance and operational data, including executive directors, independent non-executive directors, committee members, registered office, principal place of business, principal bankers, and auditors - Board and committee changes: Lou Jun resigned as executive director, Zhou Yadong appointed as executive director; Qiao Zhigang resigned as independent non-executive director, Dr. Chen Haohua appointed as independent non-executive director[1](index=1&type=chunk) - The company's auditor is **Deloitte Touche Tohmatsu**[1](index=1&type=chunk) [Financial Highlights](index=3&type=section&id=Financial%20Highlights) During the reporting period, the company's revenue significantly increased by 65.8% year-on-year, while loss attributable to shareholders narrowed to HK$232 million; net debt to total equity ratio rose to 65.1%, and current ratio slightly decreased to 1.3 Financial Performance Summary | Indicator | For the six months ended June 30, 2024 | For the six months ended June 30, 2023 | | :--- | :--- | :--- | | Revenue (HK$ Thousand) | 2,980,833 | 1,797,834 | | Loss attributable to owners of the Company (HK$ Thousand) | (231,564) | (302,936) | | Basic loss per share (HK Cents) | (4.84) | (6.32) | Financial Ratios | Financial Ratio | As at June 30, 2024 | As at December 31, 2023 | | :--- | :--- | :--- | | Net debt to total equity ratio (%) | 65.1% | 58.4% | | Current ratio | 1.3 | 1.4 | - As of June 30, 2024, proceeds from pre-sale of properties received were **HK$8.227 billion**, largely consistent with **HK$8.256 billion** at the end of 2023[3](index=3&type=chunk) [Chairman's Statement](index=4&type=section&id=Chairman%27s%20Statement) Facing a complex macroeconomic environment and a real estate market in adjustment, the company adhered to a "seeking progress while maintaining stability" strategy, focusing on quality projects in core cities, with successful project deliveries and steady contract sales in the first half - Macro environment: In H1 2024, China's GDP grew by **5.0%** YoY, but the real estate market remained in adjustment, with property development investment down **10.1%** YoY; government policies shifted towards "destocking" and "stabilizing the market"[6](index=6&type=chunk) - Operating strategy and performance: The company maintained a "seeking progress while maintaining stability, pragmatic and forward-looking" approach, with projects like Shanghai Qingpu SIUD Cloudland, Yantai SIUD Yunlu, and Xi'an Natureland completed delivery during the period; contract sales for projects such as Xi'an Natureland and Tianjin SIUD Yangshan progressed steadily[6](index=6&type=chunk) - Investment properties: Actively developed rental housing business, with long-term rental projects like Shanghai Chenkai Xin Community and Chenkai Hui Community contributing stable rental income, and Chenkai Chuang Community expected to be completed in H2[6](index=6&type=chunk) - Future outlook: Real estate market activity is expected to rebound in H2; the Group will continue its strategic positioning as a "core urban industrial-city integrated developer," focusing on developing and operating high-quality core assets, with Shanghai as its core, and deepening its presence in first- and second-tier cities[7](index=7&type=chunk) [Management Discussion and Analysis](index=6&type=section&id=Management%20Discussion%20and%20Analysis) In H1 2024, amidst a slow but pressured real estate market recovery, the Group's revenue grew 65.8% YoY to HK$2.98 billion, driven by increased property deliveries, though contract sales declined 54.4% YoY to RMB2.28 billion and gross profit margin fell to 20.8%, narrowing the loss to HK$188 million [Real Estate Market Environment](index=6&type=section&id=Real%20Estate%20Market%20Environment) In H1 2024, China's real estate market continued its slow recovery but faced downward pressure from conservative investment confidence and weak new home sales; policy focus shifted to "destocking" and "market stabilization," though property developers still faced significant financing and debt repayment challenges - Policy direction: The Central Political Bureau meeting set the tone for real estate policy, proposing "coordinated research on digesting existing housing stock and optimizing incremental housing," with policy focus shifting to "destocking" and "stabilizing the market"[8](index=8&type=chunk) - Developer financing challenges: In H1, real estate enterprise bond financing totaled approximately **RMB282.29 billion**, a **26.1%** YoY decrease; simultaneously, maturing bonds reached **RMB279.9 billion**, indicating significant financial pressure on developers[8](index=8&type=chunk) [Business Review](index=7&type=section&id=Business%20Review) In the first half, the Group maintained its "seeking progress while maintaining stability" strategy, achieving contract sales of RMB2.28 billion, a 54.4% YoY decrease, primarily from second-tier city projects; 9 projects were under construction, with 78,600 square meters delivered, and investment properties generated stable rental income from 1.126 million square meters Contract Sales Performance | Indicator | H1 2024 | H1 2023 | YoY Change | | :--- | :--- | :--- | :--- | | Contract Sales (RMB) | 2.284 billion | 5.010 billion | -54.4% | | Contract Sales Area (Square Meters) | 98,000 | - | -42.0% | | Average Selling Price (RMB/Square Meter) | Approx. 23,300 | - | Decrease | - Key sales projects: Xi'an Natureland, Tianjin SIUD Yangshan, Yantai SIUD Yunlu, and Shanghai SIUD Wanghai were the main sales contributors, accounting for **39.7%**, **35.9%**, **6.8%**, and **6.4%** of total contract sales, respectively[10](index=10&type=chunk) - Investment property rental income increased by **1.5%** YoY to **HK$381 million**; long-term rental projects like Shanghai Chenkai Xin Community achieved an occupancy rate of **97%**[12](index=12&type=chunk) - Land reserves are distributed across **10 key mainland cities**, with future saleable planned GFA of approximately **3.406 million square meters**, sufficient for **3 to 5 years** of development[13](index=13&type=chunk) - During the period, **9,368,000 shares** were repurchased, involving **HK$3.318 million**, representing **0.20%** of issued shares[14](index=14&type=chunk) [Financial Performance](index=9&type=section&id=Financial%20Performance) Total revenue in the first half increased by 65.8% YoY to HK$2.98 billion, driven by project deliveries like Shanghai SIUD Yunrui; property sales remained the primary revenue source at 82.3%, but gross profit declined 19.6% and gross profit margin fell to 20.8% due to product mix and price adjustments, resulting in a narrowed loss attributable to shareholders of HK$232 million Financial Performance Indicators | Financial Indicator | H1 2024 (Unaudited) (HK$ Thousand) | H1 2023 (Unaudited) (HK$ Thousand) | YoY Change | | :--- | :--- | :--- | :--- | | Total Revenue | 2,980,833 | 1,797,834 | +65.8% | | - Property Sales Revenue | 2,453,892 | 1,271,776 | +93.0% | | - Rental Income | 381,338 | 375,736 | +1.5% | | Gross Profit | 620,521 | 772,063 | -19.6% | | Gross Profit Margin | 20.8% | 42.9% | -22.1 percentage points | | Loss for the Period | (188,301) | (323,180) | -41.7% | | Loss attributable to owners of the Company | (231,564) | (302,936) | -23.6% | - Revenue growth was primarily due to the delivery of multiple projects, with Shanghai SIUD Yunrui contributing approximately **HK$1.57 billion** in revenue[15](index=15&type=chunk) - A net impairment loss on revaluation of investment properties of approximately **HK$210 million** was recorded, mainly due to a decrease in the fair value of Shanghai World Trade Centre and Chenkai International Plaza[17](index=17&type=chunk) [Liquidity and Financial Resources](index=10&type=section&id=Liquidity%20and%20Financial%20Resources) As of June 30, 2024, the Group held HK$5.36 billion in bank balances and cash; the net debt to total equity ratio increased to 65.1% from 58.4% at year-end, and the current ratio was 1.3 times, with total loans of approximately HK$18.23 billion, largely stable from year-end Liquidity and Financial Resources | Indicator | As at June 30, 2024 | As at December 31, 2023 | | :--- | :--- | :--- | | Bank Balances and Cash (HK$ Thousand) | 5,362,707 | 5,985,911 | | Total Loans (HK$ Thousand) | 18,229,744 | 18,002,416 | | Net Debt to Total Equity Ratio | 65.1% | 58.4% | | Current Ratio | 1.3 times | 1.4 times | [Outlook](index=11&type=section&id=Outlook) For the second half, despite ongoing market adjustment pressures, central government policies aimed at "destocking" and "market stabilization" are expected to boost industry confidence; the Group will continue to deepen its presence in Shanghai and core first- and second-tier cities, prudently increasing quality land reserves and investment projects - Market expectations: The Third Plenary Session of the 20th Central Committee provided direction for real estate development, reiterating a loose policy stance and emphasizing the construction of a new development model; the market anticipates further "destocking" and "market stabilization" policies to stimulate a steady market recovery[25](index=25&type=chunk) - Company strategy: The company will firmly maintain development confidence, continue to focus on the Shanghai metropolitan area, deepen its presence in the Yangtze River Delta and other core first- and second-tier cities, prudently explore investments, and strive for stable business development[25](index=25&type=chunk) [Project Portfolio Analysis](index=12&type=section&id=Project%20Information) As of June 30, 2024, the Group owned 28 real estate projects across 10 major Chinese cities, encompassing mid-to-high-end residential, commercial, office, and serviced apartment properties; future saleable land reserves totaled approximately 3.41 million square meters, with the Yangtze River Delta region accounting for 53.7%, and investment properties totaling about 1.126 million square meters [Project Information Overview](index=12&type=section&id=Project%20Information) As of June 30, 2024, the Group owned 28 projects across 10 cities, with a total planned GFA of approximately 12.69 million square meters, of which future saleable area is about 3.41 million square meters and under-construction area is about 1.58 million square meters; the Yangtze River Delta region is the primary distribution area for future saleable area, accounting for 53.7% Project Area Summary | Indicator | Area (Square Meters) | | :--- | :--- | | Total Planned GFA | 12,687,998 | | Total Saleable GFA | 10,296,895 | | Future Saleable Area | 3,406,698 | | Under-Construction Area | 1,579,951 | - Future saleable GFA is primarily distributed in the **Yangtze River Delta region (53.7%)**, followed by **Xi'an (14.5%)** and **Wuhan (12.0%)**[32](index=32&type=chunk) [Key Investment Properties](index=13&type=section&id=Key%20Investment%20Properties) The Group's key investment properties have a total planned GFA of approximately 1.126 million square meters, distributed across 7 key cities including Shanghai, Beijing, Chongqing, and Shenzhen, comprising commercial centers, office buildings, exhibition halls, and affordable rental housing, providing stable rental income - Total investment property area is approximately **1,125,879 square meters**[30](index=30&type=chunk)[31](index=31&type=chunk) - Core investment properties include Shanghai World Trade Centre (**285,000 square meters**), Chenkai International Plaza (**45,000 square meters**), and Chengshangcheng (**317,000 square meters**)[30](index=30&type=chunk) [Introduction to Key Projects in China](index=13&type=section&id=%E4%BA%8E%E4%B8%AD%E5%9B%BD%E4%B8%BB%E8%A6%81%E9%A0%85%E7%9B%AE%E4%BB%8B%E7%B4%B9) This section details the Group's key projects in core cities like Shanghai, Yantai, Wuhan, Beijing, Tianjin, Shenyang, Wuxi, and Xi'an, showcasing diverse project types including large residential communities, TOD complexes, high-end villas, commercial office complexes, and large ecological residential projects, reflecting the Group's diversified product development capabilities and strategic focus on core cities - Projects in the Shanghai region hold significant importance, covering various formats such as residential, commercial, TOD, and long-term rental apartments, including Wanyuan City, TODTOWN Tianhui, and SIUD Tinghai[33](index=33&type=chunk)[35](index=35&type=chunk)[56](index=56&type=chunk) - The Group has strategically positioned landmark or regionally influential projects in other core cities, such as Beijing's Xidiaoyutai Royal Mansion, Tianjin's SIUD Yangshan, and Xi'an's Natureland and SIUD Qiyuan[62](index=62&type=chunk)[63](index=63&type=chunk)[68](index=68&type=chunk)[69](index=69&type=chunk) [Other Information and Corporate Governance](index=25&type=section&id=Other%20Information) This section covers important disclosures including dividends, share repurchases, corporate governance, connected transactions, and director information; the Board recommended no interim dividend, the company repurchased 9.368 million shares, complied with corporate governance codes, disclosed loan agreements with controlling shareholder covenants, and updated director and major shareholder information [Dividends and Share Repurchases](index=25&type=section&id=Interim%20Dividend) The Board did not recommend any interim dividend for the six months ended June 30, 2024; during the period, the company repurchased a total of 9,368,000 ordinary shares on the Stock Exchange for approximately HK$3.318 million, which were cancelled on March 26, 2024 - The Board did not recommend an interim dividend for 2024[70](index=70&type=chunk) Share Repurchase Summary | Share Repurchase Summary | | | :--- | :--- | | Number of Ordinary Shares Repurchased | 9,368,000 shares | | Total Consideration Paid (HK$) | 3,317,670 | [Corporate Governance and Compliance](index=26&type=section&id=Corporate%20Governance) During the reporting period, the company consistently complied with the Corporate Governance Code; it disclosed three loan agreements requiring the controlling shareholder (SIIC Group) to maintain a minimum shareholding of not less than 51% and effective control, with any breach constituting an event of default; the Audit Committee reviewed the unaudited interim financial statements - The company complied with the Corporate Governance Code in Appendix C1 of the Listing Rules[74](index=74&type=chunk) - The company has three loan agreements requiring the controlling shareholder, SIIC Group, to maintain not less than **51%** equity interest and effective control; as of June 30, 2024, SIIC Group beneficially owned approximately **70.52%** of the company's share capital[76](index=76&type=chunk)[77](index=77&type=chunk) - The Audit Committee, comprising three independent non-executive directors, reviewed the interim financial statements, and external auditor Deloitte conducted a review in accordance with Hong Kong Standard on Review Engagements 2410[78](index=78&type=chunk) [Directors' and Shareholders' Interests](index=28&type=section&id=Directors%27%20and%20Chief%20Executive%27s%20Interests%20and%20Short%20Positions%20in%20Shares%20and%20Underlying%20Shares%20of%20the%20Company%20and%20its%20Associated%20Corporations) As of June 30, 2024, Director Mr. Tang Jun held 178,000 company ordinary shares and 65,000 ordinary shares of associated corporation SIIC Holdings; major shareholders SIIC Holdings and SIIC Group were deemed to hold 44.16% and 70.52% equity interests respectively; post-reporting period, Mr. Lou Jun resigned, and Ms. Zhou Yadong and Dr. Chen Haohua were appointed as executive and independent non-executive directors - Director Mr. Tang Jun held **178,000** company shares[79](index=79&type=chunk) Major Shareholders | Major Shareholder | Capacity | Shareholding Percentage | | :--- | :--- | :--- | | SIIC Holdings | Held by controlled corporations | 44.16% | | SIIC Group | Held by controlled corporations | 70.52% | - Changes in director information: Mr. Lou Jun resigned as executive director, Ms. Zhou Yadong was appointed as executive director, and Dr. Chen Haohua was appointed as independent non-executive director, all effective July 15, 2024[86](index=86&type=chunk) [Condensed Consolidated Financial Statements](index=31&type=section&id=Condensed%20Consolidated%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements for the six months ended June 30, 2024, reviewed by Deloitte Touche Tohmatsu, showing total revenue of HK$2.98 billion, a loss for the period of HK$188 million, total assets of HK$56.53 billion, and equity attributable to owners of the Company of HK$13.29 billion, with detailed notes explaining key accounting policies and transactions [Review Report](index=31&type=section&id=Condensed%20Consolidated%20Financial%20Statements%20Review%20Report) The Group's external auditor, Deloitte Touche Tohmatsu, reviewed these interim financial statements in accordance with Hong Kong Standard on Review Engagements 2410, concluding that they found no matters leading them to believe the condensed consolidated financial statements were not prepared in all material respects in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" - Auditor Deloitte Touche Tohmatsu issued an unmodified review conclusion, stating that the financial statements materially comply with the requirements of Hong Kong Accounting Standard 34[89](index=89&type=chunk)[90](index=90&type=chunk) [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=32&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the six months ended June 30, 2024, the Group's total revenue was HK$2.98 billion, a 65.8% YoY increase, while gross profit was HK$621 million, a 19.6% YoY decrease; due to factors like fair value loss on investment properties and finance costs, a loss for the period of HK$188 million was recorded, significantly narrowed from HK$323 million in the prior year, with loss attributable to owners of the Company at HK$232 million Statement of Profit or Loss and Other Comprehensive Income | Item (HK$ Thousand) | H1 2024 (Unaudited) | H1 2023 (Unaudited) | | :--- | :--- | :--- | | Total Revenue | 2,980,833 | 1,797,834 | | Gross Profit | 620,521 | 772,063 | | Loss Before Tax | (65,932) | 57,341 (Profit) | | Loss for the Period | (188,301) | (323,180) | | Loss attributable to owners of the Company | (231,564) | (302,936) | | Basic Loss Per Share (HK Cents) | (4.84) | (6.32) | [Condensed Consolidated Statement of Financial Position](index=34&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2024, the Group's total assets were HK$56.53 billion, a decrease from HK$59.02 billion at the end of 2023; total liabilities were HK$36.85 billion, and equity attributable to owners of the Company was HK$13.29 billion, with investment properties being the largest non-current asset at HK$21.28 billion and properties under development for sale and properties held for sale at HK$21.09 billion in current assets Statement of Financial Position | Item (HK$ Thousand) | As at June 30, 2024 (Unaudited) | As at December 31, 2023 (Audited) | | :--- | :--- | :--- | | **Total Assets** | **56,529,184** | **59,016,220** | | Non-Current Assets | 28,486,589 | 28,773,636 | | Current Assets | 28,042,595 | 30,242,584 | | **Total Liabilities** | **36,854,648** | **38,507,726** | | Current Liabilities | 20,858,767 | 20,957,780 | | Non-Current Liabilities | 15,995,881 | 17,549,946 | | **Total Equity** | **19,674,536** | **20,508,494** | | Equity attributable to owners of the Company | 13,293,915 | 14,010,969 | [Condensed Consolidated Statement of Changes in Equity](index=36&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) As of June 30, 2024, equity attributable to owners of the Company decreased from HK$14.01 billion at the beginning of the year to HK$13.29 billion, primarily due to a loss for the period of HK$232 million, a decrease in reserves of HK$343 million from exchange differences, and dividends paid of HK$139 million, with share capital and share premium also reduced by share repurchases and cancellations - Equity attributable to owners of the Company decreased by approximately **HK$717 million**, from **HK$14,010,968 thousand** at the beginning of the period to **HK$13,293,915 thousand** at the end of the period[95](index=95&type=chunk) - Key items contributing to the decrease in equity include: total comprehensive expense for the period of **HK$574 million** (including loss for the period and exchange differences), and dividends recognized as distribution of **HK$139 million**[95](index=95&type=chunk) [Condensed Consolidated Cash Flow Statement](index=38&type=section&id=Condensed%20Consolidated%20Cash%20Flow%20Statement) In H1 2024, the Group experienced a net cash outflow from operating activities of HK$166 million, compared to a net inflow of HK$1.727 billion in the prior year, mainly due to changes in working capital; net cash outflow from investing activities was HK$375 million, while net cash inflow from financing activities was HK$63 million, resulting in a decrease in cash and cash equivalents from HK$5.99 billion at the beginning of the period to HK$5.36 billion at period-end Cash Flow Statement Summary | Item (HK$ Thousand) | H1 2024 (Unaudited) | H1 2023 (Unaudited) | | :--- | :--- | :--- | | Net Cash from Operating Activities | (165,868) | 1,727,131 | | Net Cash Used in Investing Activities | (374,511) | (267,981) | | Net Cash from Financing Activities | 63,036 | 453,328 | | Net Decrease in Cash and Cash Equivalents | (477,343) | 1,912,478 (Increase) | | Cash and Cash Equivalents at End of Period | 5,362,707 | 6,131,301 | [Summary of Notes to the Financial Statements](index=40&type=section&id=Condensed%20Consolidated%20Financial%20Statements%20Notes) The notes to the financial statements provide detailed explanations of the financial data; revenue primarily derived from property sales in China, with no segment reporting required due to a single business segment; a fair value loss of HK$210 million on investment properties was recognized due to market changes; related party transactions and balances involved controlling shareholders, joint ventures, and non-controlling shareholders; the company provided financial guarantees for property buyers and a joint venture - Revenue recognition: Property sales revenue is recognized at a point in time, amounting to **HK$2.45 billion** in H1 2024; hotel operations and property management revenue are recognized over time[102](index=102&type=chunk) - Changes in investment properties: A net fair value decrease of approximately **HK$210 million** was recognized in profit or loss; there were also transfers of properties held for sale and owner-occupied properties to investment properties[109](index=109&type=chunk) - Financial guarantees: The Group provided mortgage loan guarantees of **HK$861 million** for property buyers and **HK$106 million** for bank financing of a joint venture[125](index=125&type=chunk) - Dividends: Final dividend and special dividend for 2023, totaling **HK$139 million**, were declared and recognized during the period; the Board did not recommend an interim dividend for 2024[136](index=136&type=chunk)[137](index=137&type=chunk)
上实城市开发(00563) - 2024 - 中期业绩
2024-08-28 11:48
Financial Performance - Total revenue for the six months ended June 30, 2024, was HKD 2,980,833 thousand, a 65.5% increase from HKD 1,797,834 thousand in the same period of 2023[2] - Gross profit for the period was HKD 620,521 thousand, down 19.5% from HKD 772,063 thousand year-on-year[2] - The company reported a net loss of HKD 188,301 thousand for the six months ended June 30, 2024, compared to a net loss of HKD 323,180 thousand in the same period of 2023, representing a 41.7% improvement[3] - The company’s total comprehensive loss for the period was HKD 655,087 thousand, compared to HKD 1,207,577 thousand in the same period of 2023, indicating a significant reduction in losses[3] - The basic loss per share for the period was HKD 4.84, an improvement from HKD 6.32 in the same period last year[3] - The basic loss per share attributable to the owners of the company for the six months ended June 30, 2024, was HKD (231,564,000), compared to HKD (302,936,000) in 2023[15] Assets and Liabilities - Total assets as of June 30, 2024, amounted to HKD 28,486,589 thousand, a decrease from HKD 28,773,636 thousand as of December 31, 2023[4] - Current liabilities totaled HKD 20,858,767 thousand, slightly down from HKD 20,957,780 thousand at the end of 2023[5] - The company’s cash and cash equivalents were HKD 5,362,707 thousand, down from HKD 5,985,911 thousand at the end of 2023[4] - The total trade and other receivables as of June 30, 2024, amounted to HKD 1,147,078,000, a decrease from HKD 1,225,545,000 as of December 31, 2023[17] - The group’s trade payables as of June 30, 2024, amounted to HKD 1,180,947,000, an increase from HKD 1,007,357,000 as of December 31, 2023[21] - The total loans amounted to approximately HKD 18,229,744,000, an increase from HKD 18,002,416,000 at the end of 2023[38] Revenue Sources - Revenue from customer contracts for the six months ended June 30, 2024, was HKD 2,599,495,000, a 83.6% increase from HKD 1,422,098,000 in 2023[9] - Property sales revenue reached HKD 2,453,892,000, accounting for 82.3% of total revenue, up from 70.7% in the same period last year[30] - The group's rental income for the period increased by 1.5% to HKD 381,338,000 compared to HKD 375,736,000 in the same period of 2023[27] Investment and Financing - Investment property fair value loss was HKD 210,465 thousand, significantly higher than HKD 2,263 thousand in the previous year[2] - The financing costs totaled HKD 315,250,000 for the six months ended June 30, 2024, down 26.6% from HKD 429,251,000 in 2023[11] - The income tax expense for the six months ended June 30, 2024, was HKD 122,369,000, a decrease of 67.8% compared to HKD 380,521,000 in 2023[13] - The company capitalized HKD 32,984,000 of financing costs related to properties under development for the six months ended June 30, 2024[11] - The group repaid bank and other borrowings amounting to HKD 1,590,738,000 in the six months ended June 30, 2024[22] - The group obtained new bank and other borrowings of HKD 2,192,743,000 during the same period[22] Market and Sales Performance - For the six months ended June 30, 2024, the group's contracted sales amounted to RMB 2,283,730,000, a decrease of 54.4% compared to RMB 5,009,840,000 for the same period in 2023[25] - The total contracted sales area was 98,000 square meters, down 42.0% year-on-year, with an average selling price of approximately RMB 23,300 per square meter[25] - The overall market for real estate remains under pressure, with a 26.1% year-on-year decline in bond financing for real estate companies[23] Strategic Focus and Future Plans - The group is focusing on core cities and quality projects, adjusting operational strategies to ensure smooth project deliveries[24] - The group plans to focus on the Yangtze River Delta region and other core first- and second-tier cities for future development[41] Corporate Governance and Compliance - The company has complied with the Corporate Governance Code as set out in the Listing Rules during the six months ended June 30, 2024[46] - The Audit Committee, consisting of three independent non-executive directors, reviewed the unaudited interim financial statements for the six months ended June 30, 2024[48] - Deloitte Touche Tohmatsu has reviewed the company's unaudited condensed consolidated financial statements for the six months ended June 30, 2024[49] - There were changes in the board of directors, including the appointment of new executive and independent non-executive directors effective July 15, 2024[50] Shareholder Information - No interim dividend is recommended for the six months ended June 30, 2024, consistent with the previous year[42] - During the six months ended June 30, 2024, the company repurchased a total of 9,368,000 ordinary shares at a total cost of HKD 3,317,670, excluding transaction costs[44] - The repurchased shares were cancelled on March 26, 2024, resulting in a reduction of the company's issued share capital[44] - As of June 30, 2024, the issued and paid-up share capital of the company was HKD 191,216,607.56, divided into 4,780,415,189 ordinary shares with a par value of HKD 0.04 each[43] Other Financial Information - The group experienced a net loss of HKD 19,850,000 from other expenses, a significant improvement from a net loss of HKD 106,081,000 in the same period last year[35] - The distribution and selling expenses increased by 13.2% to HKD 107,098,000, primarily due to enhanced promotional efforts[33] - The group held cash and cash equivalents of HKD 5,362,707,000, down from HKD 5,985,911,000 at the end of 2023[37]
上实城市开发(00563) - 2023 - 年度财报
2024-04-12 11:24
Real Estate Projects - The company has 28 real estate projects across 10 major cities in China, providing approximately 3.48 million square meters of future saleable area[12] - The flagship project, Xi'an Natural World, has been a significant contributor to sales success during the year[23] - The company has established multiple commercial projects in key cities, with a total investment property area of approximately 1,126,000 square meters[54] - The company is focusing on expanding its presence in Shanghai, with multiple projects in the Minhang District and surrounding areas[107] - The company aims to enhance its product offerings by integrating residential, commercial, and cultural functions within its developments[106] - The company is committed to developing low-density residential communities with a green space ratio exceeding 35% in its projects[119] Financial Performance - In 2023, the company achieved total contracted sales of RMB 8.229 billion and total revenue of HKD 7.954 billion, with a net profit of HKD 0.491 billion, representing a year-on-year increase of 21.6% in profit attributable to shareholders[40] - The company's rental income significantly increased by 42.8% year-on-year to HKD 0.773 billion, recovering to pre-pandemic levels due to the steady recovery of the consumption market[42] - The company reported a total revenue of HKD 7,953,596,000 in 2023, a decrease of 27.8% from HKD 11,022,496,000 in 2022[56] - Property sales revenue amounted to HKD 6,870,636,000, accounting for 86.4% of total revenue, down from 93.2% in 2022[56] - The gross profit for the year was HKD 3,325,390,000, an 11.9% increase from the previous year, with a gross margin of 41.8%, up 14.9 percentage points[56] - The company reported a profit of approximately HKD 490,713,000 for the year, a year-on-year increase of 60.9% from HKD 305,001,000 in 2022[81] Debt and Capital Management - The net debt to equity ratio decreased to 58.4% year-on-year, indicating improved financial stability[24] - The company issued a second tranche of domestic corporate bonds totaling RMB 1.8 billion with a maturity of three years and a coupon rate of 3.5%[24] - The company plans to issue domestic corporate bonds in 2024 to expand capital, with a total principal amount of RMB 1,800,000,000 issued in 2023 at a coupon rate of 3.5%[88] - The company reported a total loan amount of approximately HKD 18,002,416,000 as of December 31, 2023, an increase from HKD 17,658,754,000 the previous year[67] - The company's total cash and cash equivalents were HKD 5,985,911,000 as of December 31, 2023, up from HKD 4,477,602,000 in the previous year[68] Strategic Focus and Development - The company plans to focus on the strategic positioning of being a "core urban integrated development operator" and aims to enhance its innovative operational management capabilities[47] - The company aims to integrate digital and intelligent planning into its projects to enhance urban living environments[47] - The company plans to continue its digital transformation to enhance operational efficiency and support high-quality diversified development[56] - The company is cautiously expanding its land reserves while monitoring market conditions for quality land acquisition opportunities[43] - The company aims to increase high-quality land reserves and further diversify its development strategy in response to market changes[50] Market Conditions and Economic Environment - The GDP of China grew by 5.2% in 2023, providing a resilient economic backdrop for the company's operations[40] - The overall real estate policy adjustments exceeded 1,000 times in 2023, with local governments implementing supportive measures to boost market confidence[42] - The rental market demand has shown signs of recovery, contributing positively to the company's financial performance[42] Shareholder Communication and Dividends - The company's board proposed a dividend of HKD 0.029 per share to share the development results with shareholders[40] - The company plans to distribute a final cash dividend of 2.1 HK cents per share and a special cash dividend of 0.8 HK cents per share[68] - The company emphasizes creating value for shareholders and maintaining effective communication regarding business decisions[172] - The company emphasizes maintaining close communication with investors through regular meetings, conference calls, and shareholder meetings to keep them informed about the company's operational status and financial performance[182] - The company plans to enhance communication with domestic investors, particularly in Shanghai and the Greater Bay Area, to effectively convey the group's long-term strategy and operational updates[192] Awards and Recognition - The company has received multiple awards in 2023, including recognition in the "Top 100 Real Estate Development Enterprises" and "Top 50 State-Owned Enterprises" categories[25] - In 2023, the company received multiple accolades, including being recognized as one of the "Top 50 Real Estate Development Enterprises" and "Top 5 in Risk Control" during the industry evaluation[45]