China Everbright LimitedHKEX: 165

Overseas regulatory announcement - financial statement announcement for 4th quarter ended 31st december 2019

· Issued by China Everbright Limited

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.

CHINA EVERBRIGHT LIMITED

(incorporated in Hong Kong with limited liability)

(Stock code: 165)

OVERSEAS REGULATORY ANNOUNCEMENT

This announcement is made by China Everbright Limited (the "Company") pursuant to Rule 13.10B of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.

Please refer to the following announcement which has been published by Ying Li International Real Estate Limited ("Ying Li") on the website of Singapore Exchange Securities Trading Limited ("SGX-ST") on 28 February 2020. As at the date of this announcement, Ying Li is a subsidiary of the Company, whose shares are listed on the Mainboard of SGX-ST.

By order of the Board

China Everbright Limited

Chan Ming Kin Desmond

Company Secretary

Hong Kong, 28 February 2020

As at the date of this announcement, the Directors of the Company are:

Executive Directors:

Independent Non-executive Directors:

Dr. Cai Yunge (Chairman)

Dr. Lin Zhijun

Dr. Zhao Wei (Chief Executive Officer)

Dr. Chung Shui Ming Timpson

Mr. Tang Chi Chun Richard

Mr. Law Cheuk Kin Stephen

Mr. Zhang Mingao

Mr. Yin Lianchen

Page 1 of 21

Ying Li International Real Estate Ltd

(Company Registration No: 199106356W)

Financial Statement Announcement for 4th Quarter ended 31st December 2019

Part 1 - INFORMATION REQUIRED FOR ANNOUNCEMENTS OF QUARTERLY (Q1, Q2 & Q3), HALF-YEAR AND FULL YEAR RESULTS

1(a) A statement of comprehensive income (for the group), together with a comparative statement for the corresponding period of the immediately preceding financial year.

The Board of Directors announces the unaudited results of the Group for the 4th quarter and twelve months ended 31st December 2019.

Group

4th Qtr

4th Qtr

Increase /

Jan to Dec

Jan to Dec

Increase /

2019

2018

(Decrease)

2019

2018

(Decrease)

Restated*

Restated*

RMB ('000)

RMB ('000)

%

RMB ('000)

RMB ('000)

%

Revenue

80,552

193,523

(58.4%)

358,925

752,631

(52.3%)

Cost of sales

(47,688)

(89,487)

(46.7%)

(152,061)

(455,466)

(66.6%)

Gross profit

32,864

104,036

(68.4%)

206,864

297,165

(30.4%)

Other income

7,824

231,122

(96.6%)

27,307

239,060

(88.6%)

Selling expenses

(30,179)

(31,336)

(3.7%)

(70,192)

(66,783)

5.1%

Administrative expenses

(56,473)

(43,846)

28.8%

(140,864)

(135,124)

4.2%

Change in fair value of investment properties

(4,600)

63,814

n.m.

(371,690)

63,814

n.m.

Change in fair value of other investment

(138,201)

128,000

n.m.

(138,201)

128,000

n.m.

Finance costs

(39,833)

(50,838)

(21.6%)

(171,279)

(228,195)

(24.9%)

Other expenses

6,645

(320,698)

n.m.

(17,440)

(514,057)

(96.6%)

(Loss)/profit before Income Tax

(221,953)

80,254

n.m.

(675,495)

(216,120)

212.6%

Taxation - current tax

-

(66,589)

(100.0%)

-

(75,504)

(100.0%)

- deferred tax

50,365

31,957

57.6%

149,571

40,296

271.2%

(Loss)/profit for the period

(171,588)

45,622

n.m.

(525,924)

(251,328)

109.3%

Foreign currency translation differences(at nil tax)

(6,434)

778

n.m.

(39,687)

(31,990)

24.1%

Total comprehensive (loss)/profit for the period

(178,022)

46,400

n.m.

(565,611)

(283,318)

99.6%

(Loss)/profit attributable to:

Ordinary shareholders of the company

(171,166)

47,761

n.m.

(523,432)

(248,159)

110.9%

Non-Controlling Interest (NCI)

(422)

(2,139)

(80.3%)

(2,492)

(3,169)

(21.4%)

(171,588)

45,622

(476.1%)

(525,924)

(251,328)

109.3%

Total comprehensive (loss)/profit attributable to:

Ordinary shareholders of the company

(177,600)

48,539

n.m.

(563,119)

(280,149)

101.0%

Non-Controlling Interest (NCI)

(422)

(2,139)

n.m.

(2,492)

(3,169)

(21.4%)

(178,022)

46,400

n.m.

(565,611)

(283,318)

99.6%

n.m. - not meaningful

*Please refer to Note A in page 7.

Page 2 of 21

1(b) A statement of financial position (for the issuer and group), together with a comparative statement as at the end of the immediately preceding financial year.

ASSETS

Non-current assets:

Property, plant and equipment Investment in subsidiaries Investment properties Other investment

Deferred assets

Total non-current assets

Current assets: Development properties Trade and other receivables Amount due from subsidiaries Cash and cash equivalents Total current assets

Total assets

EQUITY AND LIABILITIES

Group

Company

31-Dec-19

31-Dec-18

1-Jan-18

31-Dec-19

31-Dec-18

1-Jan-18

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

Restated*

Restated*

Restated**

Restated**

38,534

42,652

48,493

77

529

979

-

-

-

2,966,325

2,966,325

2,966,325

4,162,080

4,535,896

4,486,742

-

-

-

869,799

1,008,000

880,000

-

-

-

27,529

27,529

27,529

-

-

-

5,097,942

5,614,077

5,442,764

2,966,402

2,966,854

2,967,304

1,131,959

1,213,135

1,581,157

-

-

-

490,365

1,663,545

2,934,836

1,562

2,422

1,408,321

-

-

-

2,812,930

2,313,708

1,295,563

1,002,498

750,510

626,910

150,043

15,488

9,184

2,624,822

3,627,190

5,142,903

2,964,535

2,331,618

2,713,068

7,722,764

9,241,267

10,585,667

5,930,937

5,298,472

5,680,372

Capital and reserves:

Capital contribution

4,028,372

4,028,372

4,028,372

4,028,372

4,028,372

4,028,372

Reverse acquisition reserve

(2,034,754)

(1,993,712)

(1,993,712)

-

-

-

Statutory common reserve

91,018

91,018

88,588

-

-

-

Convertible bond reserve

42,458

42,458

42,458

42,458

42,458

42,458

Perpetual convertible security

878,970

878,970

878,970

878,970

878,970

878,970

Translation reserve

(78,710)

(39,023)

(7,033)

(21,055)

(9,470)

(17,510)

Retained profits/(accumulated losses)

63,724

750,806

1,106,771

(1,177,448)

(1,012,302)

(553,505)

2,991,078

3,758,889

4,144,414

3,751,297

3,928,028

4,378,785

Non-Controlling interest

12,646

15,138

18,307

-

-

-

Total equity

3,003,724

3,774,027

4,162,721

3,751,297

3,928,028

4,378,785

Non-current liabilities:

Deferred taxation

566,459

722,214

762,510

-

-

-

Borrowings

1,518,020

2,157,466

2,820,427

-

-

325,997

Total non-current liabilities

2,084,479

2,879,680

3,582,937

-

-

325,997

Current liabilities:

Trade and other payables

1,104,738

1,241,858

1,640,434

213,568

92,426

155,933

Amount due to subsidiaries

-

-

-

1,490,513

746,480

791,365

Provision for taxation

221,044

209,649

106,913

-

-

-

Borrowings

1,308,779

1,136,053

1,092,662

475,559

531,538

28,292

Total current liabilities

2,634,561

2,587,560

2,840,009

2,179,640

1,370,444

975,590

Tota liabilities

4,719,040

5,467,240

6,422,946

2,179,640

1,370,444

1,301,587

Total equity and liabilities

7,722,764

9,241,267

10,585,667

5,930,937

5,298,472

5,680,372

  • Please refer to Note A in page 7. ** Please refer to Note B in page 11.

Page 3 of 21

Notes to the Statement of Financial Position

Trade and other receivables comprise of the following:

Group

Company

31-Dec-19

31-Dec-18

1-Jan-18

31-Dec-19

31-Dec-18

1-Jan-18

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

Restated

Restated

Restated

Restated

Trade receivables

28,380

55,478

62,425

-

-

-

Other receivables:

- Deposit for land acquisition

-

-

519,748

-

-

-

- Rental deposits

1,057

625

605

874

613

593

- Prepayments

155,860

186,429

189,392

289

1,743

6,405

- Advance placed with contractors, suppliers and

4,978

6,173

32,534

-

-

-

- Refundable deposits

17,001

19,868

43,624

-

-

-

- Proceed receivable from disposal of subsidiaries/land

262,710

1,352,710

2,035,350

-

-

1,401,260

- Others

20,379

42,262

51,158

399

66

63

Total receivables

490,365

1,663,545

2,934,836

1,562

2,422

1,408,321

Trade and other payables comprise of the following:

Group

Company

31-Dec-19

31-Dec-18

1-Jan-18

31-Dec-19

31-Dec-18

1-Jan-18

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

Restated

Restated

Restated

Restated

Trade payables

157,657

320,068

627,285

-

-

-

Other payables:

- Other tax payables

50,011

24,877

34,116

30,681

6,511

-

- Accrued expenses

281,472

188,339

182,733

182,887

85,915

155,933

- Advance payment from customers

47,492

135,824

333,643

-

-

-

- Rental and other deposits

43,577

67,098

56,509

-

-

-

- Project deposits

-

10,000

10,000

-

-

-

- Advances from sub-contractors

14,251

8,815

12,088

-

-

-

- Other payables

510,278

486,837

384,060

-

-

-

Total payables

1,104,738

1,241,858

1,640,434

213,568

92,426

155,933

1(b)(ii) Aggregate amount of group's borrowings and debt securities

Group

31-Dec-19

31-Dec-18

01-Jan-18

Secured

Unsecured

Secured

Unsecured

Secured

Unsecured

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

Borrowings

Amount repayable within twelve months

1,134,380

174,399

792,103

343,950

1,092,662

-

Amount repayable after twelve months from

the reporting date

1,518,020

-

2,157,466

-

2,494,430

325,997

2,652,400

174,399

2,949,569

343,950

3,587,092

325,997

Details of any collateral

Secured borrowings refer to borrowings secured against the subsidiaries' development properties, completed development properties for sale, investment properties and cash deposits.

In accordance with SFRS(I)-1, the Company has adopted the practice to record loans with repayment periods that falls within its operating cycle as current liabilities.

Page 4 of 21

1(c) A statement of cash flows (for the group), together with a comparative statement for the corresponding period of the immediately preceding financial year.

Group

4th Qtr

4th Qtr

Jan to Dec

Jan to Dec

2019

2018

2019

2018

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

Restated*

Restated*

Operating activities

(Loss)/profit before taxation

(221,953)

80,254

(675,495)

(216,120)

Adjustments for:

Depreciation of property, plant and equipment

1,287

1,453

4,596

6,178

Amortisation of other non-current assets

1,999

1,503

7,474

5,936

Change in fair value loss/(gain) of investment properties

4,600

(63,814)

371,690

(63,814)

Change in fair value loss/(gain) of other investment

138,201

(128,000)

138,201

(128,000)

Interest expense

39,833

50,838

171,279

228,195

Interest income

(6,163)

(567)

(15,176)

(5,821)

Gain on disposal of subsidiaries

-

(227,933)

-

(227,933)

Loss on disposal of property, plant and equipment

432

122

434

161

Impairment on other receivables

-

312,640

24,224

325,960

Unrealised exchange (gain)/loss

(14,522)

27,797

(35,821)

47,830

Operating (loss)/profit before working capital changes

(56,286)

54,293

(8,594)

(27,428)

Change in development properties

16,640

(15,266)

81,176

368,022

Change in trade and other receivables

(17,730)

4,720

1,143,821

1,140,550

Change in trade and other payables

(37,016)

47,001

(235,660)

(354,364)

Cash (used in)/generated from operations

(94,392)

90,748

980,743

1,126,780

Interest paid

(39,320)

(77,560)

(179,625)

(221,089)

Interest received

6,163

442

14,964

5,610

Income tax paid

(435)

(12)

(435)

(20,698)

Net cash(used in)/generated from operating activities

(127,984)

13,618

815,647

890,603

Cash flow from investing activities

Acquisition of property, plant and equipment

(602)

(2)

(908)

(475)

Net cash used in investing activities

(602)

(2)

(908)

(475)

Cash flow from financing activities

Repayment of minority interest

-

-

(92,163)

-

Change in restricted bank balances

(4,016)

27,423

(8,342)

(204,965)

Proceed from loans and borrowings

693,712

-

998,160

252,663

Payment of interest on perpetual convertible securities

-

-

-

(93,662)

Repayment of borrowings

(659,148)

(152,438)

(1,465,561)

(924,190)

Net cash generated from/(used in) financing activities

30,548

(125,015)

(567,906)

(970,154)

Net (decrease)/ increase in cash and cash equivalents

(98,038)

(111,399)

246,833

(80,026)

Effects of exchange rate changes on cash and cash equivalents

5,009

(768)

(3,188)

(1,339)

Cash and cash equivalents at beginning of period

715,731

491,224

379,057

460,422

Cash and cash equivalents at end of period

622,702

379,057

622,702

379,057

Restricted cash

379,796

371,453

379,796

371,453

Cash and cash equivalents in the statement of financial position

1,002,498

750,510

1,002,498

750,510

* Please refer to Note A in page 7.

Page 5 of 21

1(d)(i)

A statement (for the issuer and group) showing either (i) all changes in equity or (ii) changes in equity other than those arising from capitalisation issues and distributions to shareholders,

together with a comparative statement for the corresponding period of the immediately preceding financial year.

Consolidated Statement of Changes in Equity for the period ended 31 December 2019

Total

Reverse

Convertible

Statutory

Perpetual

attributable to

Non-

Group

Capital

acquisition

bonds (equity

common

convertible

Translation

Retained

Ordinary shareholders

Controlling

contribution

reserve

component)

reserve

security

reserve

profits

of the Company

Interest

Total

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

Balance at 31 December 2018-previously stated

4,028,372

(1,993,712)

42,458

91,018

878,970

(62,172)

2,347,351

5,332,285

56,607

5,388,892

Prior years adjustments (Note A)

-

-

-

-

-

23,149

(1,596,545)

(1,573,396)

(41,469)

(1,614,865)

Balance at 1 January 2019-restated

4,028,372

(1,993,712)

42,458

91,018

878,970

(39,023)

750,806

3,758,889

15,138

3,774,027

Total comprehensive loss for the period-previously stated

-

-

-

-

-

15,368

(17,224)

(1,856)

(1,055)

(2,911)

Prior period adjustments

-

-

-

-

-

-

(12,157)

(12,157)

78

(12,079)

Total comprehensive loss for the period

-

-

-

-

-

15,368

(29,381)

(14,013)

(977)

(14,990)

Perpetual convertible securities interest

-

-

-

-

-

-

(24,030)

(24,030)

-

(24,030)

Balance at 31 March 2019

4,028,372

(1,993,712)

42,458

91,018

878,970

(23,655)

697,395

3,720,846

14,161

3,735,007

Total comprehensive loss for the period

-

-

-

-

-

(28,666)

(298,816)

(327,482)

(478)

(327,960)

Perpetual convertible securities interest

-

-

-

-

-

-

(24,571)

(24,571)

-

(24,571)

Balance at 30 June 2019

4,028,372

(1,993,712)

42,458

91,018

878,970

(52,321)

374,008

3,368,793

13,683

3,382,476

Acquisition of non-controlling interest

-

(41,042)

-

-

-

-

(51,120)

(92,162)

-

(92,162)

Total comprehensive loss for the period

-

-

-

-

(19,955)

(24,069)

(44,024)

(615)

(44,639)

Perpetual convertible securities interest

-

-

-

-

-

(24,841)

(24,841)

-

(24,841)

Balance at 30 September 2019

4,028,372

(2,034,754)

42,458

91,018

878,970

(72,276)

273,978

3,207,766

13,068

3,220,834

-

Total comprehensive loss for the period

-

-

-

-

(6,434)

(171,166)

(177,600)

(422)

(178,022)

Perpetual convertible securities interest

-

-

-

-

-

(39,088)

(39,088)

-

(39,088)

Balance at 31 December 2019

4,028,372

(2,034,754)

42,458

91,018

878,970

(78,710)

63,724

2,991,078

12,646

3,003,724

-

-

-

-

-

-

-

-

-

-

Balance at 31 December 2017-previously stated

4,028,372

(1,993,712)

42,458

88,588

878,970

(14,769)

2,204,600

5,234,507

59,202

5,293,709

Prior years adjustments (Note A)

-

-

-

-

-

7,736

(1,097,829)

(1,090,093)

(40,895)

(1,130,988)

Balance at 1 January 2018-restated

4,028,372

(1,993,712)

42,458

88,588

878,970

(7,033)

1,106,771

4,144,414

18,307

4,162,721

Total comprehensive income for the period-previously stated

-

-

-

-

-

(1,505)

4,690

3,185

134

3,319

Prior years adjustments (Note A)

-

-

-

-

-

15,872

(22,770)

(6,898)

(1,088)

(7,986)

Total comprehensive loss for the period

-

-

-

-

14,367

(18,080)

(3,713)

(954)

(4,667)

Perpetual convertible security interest

-

-

-

-

-

-

(31,123)

(31,123)

-

(31,123)

Balance at 31 March 2018

4,028,372

(1,993,712)

42,458

88,588

878,970

7,334

1,057,568

4,109,578

17,353

4,126,931

Total comprehensive loss for the period-previously stated

-

-

-

-

-

(10,033)

(34,093)

(44,126)

(901)

(45,027)

Prior years adjustments (Note A)

-

-

-

-

-

388

(23,672)

(23,284)

1,132

(22,152)

Total comprehensive loss for the period

-

-

-

-

-

(9,645)

(57,765)

(67,410)

231

(67,179)

Perpetual convertible securities interest

-

-

-

-

-

(24,572)

(24,572)

-

(24,572)

Balance at 30 June 2018

4,028,372

(1,993,712)

42,458

88,588

878,970

(2,311)

975,231

4,017,596

17,584

4,035,180

Total comprehensive loss for the period-previously stated

-

-

-

-

-

(37,488)

(31,865)

(69,353)

(983)

(70,336)

Prior years adjustments (Note A)

-

-

-

-

-

(2)

(188,210)

(188,212)

676

(187,536)

Total comprehensive loss for the period

-

-

-

-

-

(37,490)

(220,075)

(257,565)

(307)

(257,872)

Perpetual convertible securities interest

-

-

-

-

-

(24,841)

(24,841)

-

(24,841)

Balance at 30 September 2018

4,028,372

(1,993,712)

42,458

88,588

878,970

(39,801)

730,315

3,735,190

17,277

3,752,467

Total comprehensive income for the period-previously stated

-

-

-

-

-

1,623

311,825

313,448

(845)

312,603

Prior years adjustments (Note A)

(845)

(264,064)

(264,909)

(1,294)

(266,203)

Total comprehensive income for the period

-

-

-

-

-

778

47,761

48,539

(2,139)

46,400

Perpetual convertible security interest

-

-

-

-

-

-

(24,840)

(24,840)

-

(24,840)

Balance at 31 December 2018

4,028,372

(1,993,712)

42,458

91,018

878,970

(39,023)

750,806

3,758,889

15,138

3,774,027

Page 6 of 21

Statement of Changes in Equity of the Company for the period ended 31 December 2019

Convertible

Perpetual

Company

Capital

bonds (equity

Translation

convertible

Retained

contribution

component)

reserve

security

profits

Total

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

Balance at 31 December 2018-as previously stated

4,028,372

42,458

(8,576)

878,970

(705,285)

4,235,939

Prior years adjustments (Note B)

-

-

(894)

-

(307,017)

(307,911)

Balance at 1 January 2019-restated

4,028,372

42,458

(9,470)

878,970

(1,012,302)

3,928,028

Total comprehensive loss for the period-previously stated

-

-

15,368

-

(17,224)

(1,856)

Prior period adjustments

-

-

(19,912)

-

924

(18,988)

Total comprehensive loss for the period

-

-

(4,544)

-

(16,300)

(20,844)

Perpetual convertible securities interest

-

-

-

(24,030)

(24,030)

Balance at 31 March 2019

4,028,372

42,458

(14,014)

878,970

(1,052,632)

3,883,154

Total comprehensive loss for the period

-

-

(2,727)

-

(13,355)

(16,082)

Perpetual convertible securities interest

-

-

-

(24,571)

(24,571)

Balance at 30 June 2019

4,028,372

42,458

(16,741)

878,970

(1,090,558)

3,842,501

Total comprehensive income for the period

-

-

(1,441)

-

6,611

5,170

Perpetual convertible securities interest

-

-

-

-

(24,843)

(24,843)

Balance at 30 September 2019

4,028,372

42,458

(18,182)

878,970

(1,108,790)

3,822,828

Total comprehensive loss for the period

-

-

(2,873)

-

(29,570)

(32,443)

Perpetual convertible securities interest

-

-

-

-

(39,088)

(39,088)

Balance at 31 December 2019

4,028,372

42,458

(21,055)

878,970

(1,177,448)

3,751,297

-

-

-

-

Balance at 31 December 2017-previously stated

4,028,372

42,458

(24,383)

878,970

(554,399)

4,371,018

Prior years adjustments (Note B)

-

-

6,873

-

894

7,767

Balance at 1 January 2018-restated

4,028,372

42,458

(17,510)

878,970

(553,505)

4,378,785

Total comprehensive loss for the period-previously stated

-

-

(18,890)

-

(12,143)

(31,033)

Prior years adjustments (Note B)

-

-

14,225

-

-

14,225

Total comprehensive loss for the period

-

-

(4,665)

-

(12,143)

(16,808)

Perpetual convertible securities interest

-

-

-

(31,123)

(31,123)

Balance at 31 March 2018

4,028,372

42,458

(22,175)

878,970

(596,771)

4,330,854

Total comprehensive loss for the period-previously stated

-

-

11,989

-

(19,464)

(7,475)

Prior years adjustments (Note B)

-

-

(9,162)

-

1

(9,161)

Total comprehensive loss for the period

-

-

2,827

-

(19,463)

(16,636)

Perpetual convertible securities interest

-

-

-

-

(24,572)

(24,572)

Balance at 30 June 2018

4,028,372

42,458

(19,348)

878,970

(640,806)

4,289,646

Total comprehensive loss for the period-previously stated

-

-

41,232

-

(10,352)

30,880

Prior years adjustments (Note B)

-

-

(33,193)

-

(3)

(33,196)

Total comprehensive loss for the period

-

-

8,039

-

(10,355)

(2,316)

Perpetual convertible securities interest

-

-

-

-

(24,839)

(24,839)

Balance at 30 September 2018

4,028,372

42,458

(11,309)

878,970

(676,000)

4,262,491

Total comprehensive loss for the period-previously stated

-

-

(18,524)

-

(3,553)

(22,077)

Prior years adjustments (Note B)

-

-

20,363

-

(307,909)

(287,546)

Total comprehensive loss for the period

-

-

1,839

-

(311,462)

(309,623)

Perpetual convertible securities interest

-

-

-

-

(24,840)

(24,840)

Balance at 31 December 2018

4,028,372

42,458

(9,470)

878,970

(1,012,302)

3,928,028

Page 7 of 21

Certain amounts in the comparative information above have been reclassified to conform to the current period Financial Statement due to prior years adjustments and reclassification as set out in Note A and Note B below.

Note A: PRIOR YEARS ADJUSTMENTS / RECLASSIFICATIONS IN THE STATEMENT OF FINANCIAL POSITION FOR THE GROUP

The Company has restated the Statement of Financial Position for the Group, in accordance with SFRS(I) 8 Accounting Policies, Changes in Accounting Estimates and Errors to take into consideration the prior years adjustments ("PYAs") and reclassifications as set out below:

IN RESPECT OF THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As reported

As restated

as at 31

as at 31

December 2018

PYAs

Reclassification

December 2018

THE GROUP

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

Statement of Financial Position

Current Assets

Development properties

1,845,275

(640,318)

8,178

1,213,135

Trade and other receivables

2,031,392

(357,071)

(10,776)

1,663,545

Capital and Reserves

Translation reserve

(62,172)

(656)

23,805

(39,023)

Retained profits

2,347,351

(1,596,545)

-

750,806

Non-Controlling Interest

56,607

(41,469)

-

15,138

Non-Current Liabilities

Deferred taxation

641,795

(136,922)

217,341

722,214

Borrowings

2,166,724

-

(9,258)

2,157,466

Current Liabilities

Trade and other payables

746,702

573,481

(78,325)

1,241,858

Provision for taxation

170,346

204,723

(165,420)

209,649

Borrowings

1,126,795

-

9,258

1,136,053

As reported

As restated

as at 1

as at 1

January 2018

PYAs

Reclassification

January 2018

THE GROUP

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

Statement of Financial Position

Current Assets

Development properties

2,099,791

(651,761)

133,127

1,581,157

Trade and other receivables

2,917,625

(22,521)

39,732

2,934,836

Capital and Reserves

Translation reserve

(14,769)

-

7,736

(7,033)

Retained profits

2,204,600

(1,097,833)

4

1,106,771

Non-Controlling Interest

59,202

(40,895)

-

18,307

Non-Current Liabilities

Deferred taxation

634,322

(61,727)

189,915

762,510

Current Liabilities

Trade and other payables

1,098,922

404,353

137,159

1,640,434

Provision for taxation

147,048

121,820

(161,955)

106,913

Page 8 of 21

IN RESPECT OF THE CONSOLIDATED STATEMENT OF COMPRESHENSIVE INCOME

As Previous Stated 2018

PYAs and Reclassification

Restated 2018

1st Qtr

2nd Qtr

3rd Qtr

4th Qtr

Jan - Dec

1st Qtr

2nd Qtr

3rd Qtr

4th Qtr

Jan - Dec

1st Qtr

2nd Qtr

3rd Qtr

4th Qtr

Jan - Dec

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

Revenue

309,549

183,843

146,200

181,461

821,053

(124,987)

(31,665)

76,168

12,062

(68,422)

184,562

152,178

222,368

193,523

752,631

Cost of sales

(225,048)

(99,834)

(80,056)

(116,813)

(521,751)

119,117

11,916

(92,074)

27,326

66,285

(105,931)

(87,918)

(172,130)

(89,487)

(455,466)

Other income

1,762

4,631

1,545

230,466

238,404

-

-

-

656

656

1,762

4,631

1,545

231,122

239,060

Selling expense

(11,450)

(14,105)

(22,050)

(40,615)

(88,220)

2,569

3,494

6,095

9,279

21,437

(8,881)

(10,611)

(15,955)

(31,336)

(66,783)

Administrative

expense

(17,176)

(55,638)

(26,226)

(48,168)

(147,208)

(14,099)

25,332

(3,471)

4,322

12,084

(31,275)

(30,306)

(29,697)

(43,846)

(135,124)

Finance costs

(48,489)

(49,831)

(54,124)

(50,838)

(203,282)

(17,147)

(7,766)

-

-

(24,913)

(65,636)

(57,597)

(54,124)

(50,838)

(228,195)

Other expenses

-

-

-

-

-

10,688

(30,793)

(173,254)

(320,698)

(514,057)

10,688

(30,793)

(173,254)

(320,698)

(514,057)

Foreign

currency

translation

(1,505)

(10,033)

(37,488)

1,623

(47,403)

15,872

388

(2)

(845)

15,413

14,367

(9,645)

(37,490)

778

(31,990)

differences

Non-Controlling

interests (NCI)

134

(901)

(983)

(845)

(2,595)

(1,088)

1,132

676

(1,294)

(574)

(954)

231

(307)

(2,139)

(3,169)

Page 9 of 21

IN RESPECT OF THE CONSOLIDATED STATEMENT OF CASH FLOWS

As Previous Stated 2018

PYAs and Reclassification

Restated 2018

1st Qtr

2nd Qtr

3rd Qtr

4th Qtr

Jan - Dec

1st Qtr

2nd Qtr

3rd Qtr

4th Qtr

Jan - Dec

1st Qtr

2nd Qtr

3rd Qtr

4th Qtr

Jan - Dec

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

Cash flows from operating activities

Profit/(Loss)

before taxation

9,148

(30,934)

(34,711)

347,307

290,810

(23,859)

(29,482)

(186,536)

(267,053)

(506,930)

(14,711)

(60,416)

(221,247)

80,254

(216,120)

Interest expense

48,488

49,831

54,124

50,839

203,282

17,147

(17,147)

24,914

(1)

24,913

65,635

32,684

79,038

50,838

228,195

Interest income

(764)

(3,846)

(644)

(567)

(5,821)

36

(36)

-

-

-

(728)

(3,882)

(644)

(567)

(5,821)

Other expenses

-

-

-

-

-

-

-

13,320

312,640

325,960

-

-

13,320

312,640

325,960

Unrealised

exchange

loss/(gain)

-

-

51,417

(19,004)

32,413

4,721

15,747

(51,852)

46,801

15,417

4,721

15,747

(435)

27,797

47,830

Change in

development

properties

198,414

10,353

70,243

(24,494)

254,516

(38,524)

(11,309)

154,111

9,228

113,506

159,890

(956)

224,354

(15,266)

368,022

Change in trade

and other

receivables

(7,177)

1,124,322

(49,526)

8,635

1,076,254

(3,337)

2,328

69,220

(3,915)

64,296

(10,514)

1,126,650

19,694

4,720

1,140,550

Change in trade

and other

payables

(295,912)

(37,832)

(128,028)

105,179

(356,593)

71,194

12,516

(23,303)

(58,178)

2,229

(224,718)

(25,316)

(151,331)

47,001

(354,364)

Interest paid

(41,890)

(55,784)

(45,855)

(52,647)

(196,176)

(24,913)

24,913

-

(24,913)

(24,913)

(66,803)

(30,871)

(45,855)

(77,560)

(221,089)

Interest received

735

3,789

520

566

5,610

(37)

37

124

(124)

-

698

3,826

644

442

5,610

Cash flow from financing activities

Proceed from

loans and

borrowings

108,348

144,315

-

-

252,663

(2,424)

2,424

-

-

-

105,924

146,739

-

-

252,663

Restricted cash

268,113

564,564

398,876

371,453

371,453

-

-

-

(9,636)

(9,636)

268,113

564,564

398,876

361,817

361,817

Page 10 of 21

1. Development properties

The management accounted for the difference between the budgeted and actual cost (i.e. unit cost per square metre) of the projects developed by the Group, then standardized the timing of revenue and costs of sales recognition. Accordingly, the management made corresponding provisions based on the total variance amounting to RMB393.41 million (1 January 2018: RMB404.85 million).

The management has also written down the costs of certain inventories for two projects launched since 2016 amounting to RMB246.91 million (1 January 2018: RMB246.91 million), based on the current net realisable value of the two projects.

2. Trade and other receivables

(a) Balance receivable from disposal of subsidiaries/land

The Group had previously entered into a sale and purchase agreement ("SPA") for the disposal of two subsidiaries to a third party (the "Buyer") for a consideration of RMB3,285.35 million ("Consideration"). As at the date of this financial statement, the Group has received a total payment of RMB2,710.00 million of the Consideration from the Buyer, with a balance of RMB575.35 million remaining payable by the Buyer. Based on the SPA, the Buyer has the right to deduct from the Consideration in the event of non- fulfillment of certain conditions. The management has accessed the recoverability of the balance Consideration and has made provision for impairment losses amounting to RMB327.75 million (1 January 2018: RMB15.10 million) in relation to the balance Consideration receivable based on the available information at the date of each financial statement.

(b) Other receivables

In addition, the management recognized impairment on other receivables amounting to RMB29.32 million (1 January 2018: RMB7.42 million).

3. Trade and other payables

(a) Provision for litigation liabilities

The Company's subsidiary, Chongqing Yingli Real Estate Development Co., Ltd. ("CQYL Real Estate"), is a party to several litigation claims and disputes in People's Republic of China ("PRC") which arose in the previous financial years ("Litigation Matters"). As at the date of this financial statement, while there were certain preliminary judgments made by the courts in PRC in favour of the Group, these Litigation Matters have not concluded as counterparties had filed for appeal against these court judgements. Accordingly, taking into account the information available to the management and the advice obtained from the Group's legal advisers in respect of the potential outcome of the Litigation Matters, the management estimates that the maximum liability faced by the Group as a result of the Litigation Matters could be potentially RMB434.02 million (1 January 2018: RMB270.00 million) (the "Liability"). As it is uncertain at this stage whether CQYL Real Estate would be discharged from any of the liabilities arising from the Litigation Matters, the management has made provisions in respect of the Liability in the financial statement.

(b) Other payables

The management has also made provisions in relation to the under recognition of liabilities amounting to RMB139.46 million (1 January 2018: RMB134.35 million).

4. Deferred taxation

The management recognized additional deferred taxation assets amounting to RMB136.92 million (1 January 2018: RMB61.73 million) based on the temporary differences between the accounting and tax bases arose from the provision liabilities of the Group as well as the writing down of the Group's assets as set out in Note A.

5. Provision for taxation

The management has recalculated the provision of Land Appreciation Tax ("LAT") of the projects developed and made additional provisions amounting to RMB131.22 million (1 January 2018: RMB121.82 million) in the related financial period. The management has also provided for the capital gain taxes amounting to RMB73.50 million (1 January 2018: Nil) derived from the disposal of subsidiaries in 2017 and 2018.

Page 11 of 21

Note B: PRIOR YEARS ADJUSTMENTS / RECLASSIFICATIONS IN THE STATEMENT OF FINANCIAL POSITION FOR THE COMPANY

The Company has restated the Statement of Financial Position for the Company, in accordance with SFRS(I) 8 Accounting Policies, Changes in Accounting Estimates and Errors to take into consideration the PYAs and reclassifications as set out below:

As reported

As restated

as at 31

as at 31

December 2018

PYAs

Reclassification

December 2018

THE COMPANY

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

Statement of Financial Position

Current Assets

Trade and other receivables

103,682

(302,056)

200,796

2,422

Amount due from subsidiaries

2,587,709

-

(274,001)

2,313,708

Capital and Reserves

Translation reserve

(8,576)

(894)

-

(9,470)

Accumulated losses

(705,285)

(307,017)

-

(1,012,302)

Current Liabilities

Trade and other payables

85,915

6,511

-

92,426

Amount due to subsidiaries

820,341

(656)

(73,205)

746,480

As reported

As restated

as at 1

as at 1

January 2018

PYAs

Reclassification

January 2017

THE COMPANY

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

Statement of Financial Position

Current Assets

Trade and other receivables

1,211,796

-

196,525

1,408,321

Amount due from subsidiaries

1,368,768

-

(73,205)

1,295,563

Capital and Reserves

Translation reserve

(24,383)

(894)

7,767

(17,510)

Accumulated losses

(554,399)

894

-

(553,505)

Current Liabilities

Trade and other payables

69,553

-

86,380

155,933

Amount due to subsidiaries

762,192

-

29,173

791,365

1. Trade and other receivables

With referred to Note A(2)(a), the management has made provision for impairment losses amounting to RMB302.06 million (1 January 2018: Nil) on the Consideration receivable.

2. Trade and other payables

The management has adjusted the under-provision of withholding tax on the disposal of a PRC subsidiary amounting to RMB6.51 million (1 January 2018: Nil).

1(d)(ii) Details of any changes in the company's share capital arising from rights issue, bonus issue, subdivision, consolidation, share buy-backs, exercise of share options or warrants, conversion of other issues of equity securities, issue of shares or cash or as consideration for acquisition or for any other purpose since the end of the previous period reported on. State also the number of shares that may be issued on conversion of all the outstanding convertibles as at the end of the current financial period reported on and as at the end of the corresponding period of the immediately preceding financial year

Perpetual Subordinated Convertible Callable Securities ("Perpetual Convertible Securities")

On 17 October 2014, the Company had issued S$165,000,000 in aggregate principal amount of Tranche 1 Perpetual Convertible Securities and S$20,000,000 in aggregate principal amount of Tranche 2 Perpetual Convertible Securities to Everbright Hero Mauritius Limited, the nominee of Everbright Hero Holdings Limited pursuant to a subscription agreement dated 30 June 2014.

Page 12 of 21

The number of shares that may be issued on conversion of the outstanding securities at the end of the period:

As at

As at

31 December 2019

31 December 2018

No. of shares

No. of shares

The number of shares that may be issued on conversion of outstanding

581,761,006

581,761,006

securities at the end of the period

No conversion of the securities into Shares has taken place since the date of issuance. The Exercise Price of the Convertible

Securities is S$0.318 per Share.

There were no outstanding share options and share awards granted under the Ying Li Employee Share Option Scheme ("Ying Li

ESOS") and Ying Li Performance Share Plan ("Ying Li PSP") respectively as at 31 December 2019 (31 December 2018: Nil).

The Company did not hold any treasury shares as at 31 December 2019 (31 December 2018: Nil).

None of the subsidiaries held shares in the Company as at 31 December 2019 (31 December 2018: Nil).

1(d)(iii)

To show the total number of issued shares excluding treasury shares as at the end of the current financial period and as at the

end of the immediately preceding year.

The total number of issued shares as at 31 December 2019 was 2,557,040,024 (31 December 2018: 2,557,040,024).

1(d)(iv)

A statement showing all sales, transfer, cancellation and/or use of treasury shares as at the end of the current financial period

reported on.

Not applicable.

1(d)(v)

A statement showing all sales, transfer, cancellation and/or use of subsidiary holdings as at the end of the current financial

period reported on.

Not applicable.

  • Whether the figures have been audited or reviewed, and in accordance with which auditing standard or practice. Not applicable.
  • Where the figures have been audited or reviewed, the auditors' report (including any modifications or emphasis of a matter).

Not applicable.

3A Where the latest financial statements are subject to an adverse opinion, qualified opinion or disclaimer of opinion: -

  1. Updates on the efforts taken to resolve each outstanding audit issue.
  2. Confirmation from the Board that the impact of all outstanding audit issues on the financial statements have been adequately disclosed.

This is not required for any audit issue that is a material uncertainty relating to going concern.

Not applicable.

  • Whether the same accounting policies and methods of computation as in the issuer's most recently audited annual financial statements have been applied.
    The Group has adopted the new/revised SFRS(I)s that are effective for annual period beginning on or after 1 January 2019. Changes to the Group's accounting policies have been made as required, in accordance with the transitional provisions in the respective SFRS(I)s, SFRS(I) Interpretations and amendments to SFRS(I)s.
    The following are the new or amended SFRS(I)s and SFRS(I) Interpretations that are relevant to the Group:
    • SFRS(I) 16 Leases
    • SFRS(I) INT 23 Uncertainty over Income Tax Treatments
    • Amendments to SFRS(I) 9 - Prepayment Features with Negative Compensation
    • Amendments to SFRS(I) 1-12 Income tax consequences of payments on financial instruments classified as equity

Page 13 of 21

Adoption of SFRS(I) 16:

SFRS(I) 16 Leases introduces a single, on-balance sheet lease accounting model for leases. A lessee recognises a right-of-use (ROU) asset representing its right to use the underlying asset and a lease liability representing its obligation to make lease payments. There are recognition exemptions for short-term leases and leases of low-value items. Lessor accounting remains similar to the current standard, i.e. lessors continue to classify leases as finance or operating leases. The Group and the Company have adopted SFRS(I) 16 Leases on 1 January 2019. The adoption of this new standard did not result in substantial changed to the Group and the Company's accounting policies and has no material effect on the amounts reports for the current financial year.

Other than the above, the adoption of the above SFRS(I)s, SFRS(I) Interpretations and amendments to SFRS(I)s did not have any significant impact on the financial statements of the Group.

  • If there are any changes in the accounting policies and methods of computation, including any required by an accounting standard, what has changed, as well as the reasons for, and the effect of, the change.
    Not applicable.
  • Earnings per ordinary share of the group for the current financial period reported on and the corresponding period of the immediately preceding financial year, after deducting any provision for preference dividends: -
    1. Based on the weighted average number of ordinary shares on issue; and
    2. On a fully diluted basis (detailing any adjustments made to the earnings).

Group

4th Qtr

4th Qtr

Jan to Dec

Jan to Dec

2019

2018

2019

2018

Restated

Restated

Earnings per ordinary share:

(i)

Based on weighted average no. of

ordinary shares in issue (RMB per share)

(0.067)

0.019

(0.205)

(0.097)

(ii)

On a fully diluted basis (RMB per share)

(0.055)

0.015

(0.167)

(0.079)

Number of shares in issue:

(i)

Based on weighted ave no. of

ordinary shares in issue ('000)

2,557,040

2,557,040

2,557,040

2,557,040

(ii)

On a fully diluted basis ('000)

3,138,801

3,138,801

3,138,801

3,138,801

Earnings per ordinary share equals to the Group's profit for the financial periods attributable to the shareholders of the Company divided by the weighted average number of ordinary shares issued during the period under review.

Diluted earnings per ordinary share is calculated based on the similar basis as the earnings per share, except that the weighted average number of ordinary shares outstanding are adjusted for the effects of all dilutive potential ordinary shares. The Company has one category of dilutive potential ordinary shares: perpetual convertible securities, as of 31 December 2019.

  • Net asset value (for the issuer and group) per ordinary share based on issued share capital of the issuer at the end of the: -
    1. current financial period reported on; and
    2. immediately preceding financial year.

Group

Company

31-Dec-19

31-Dec-18

31-Dec-19

31-Dec-18

Restated

Restated

Net Asset Value (RMB'000)

3,003,724

3,774,027

3,751,297

3,928,028

Based on existing issued share capital (RMB per share)

1.17

1.48

1.47

1.54

Net Asset Value has been computed based on the

number of share issued (000')

2,557,040

2,557,040

2,557,040

2,557,040

Page 14 of 21

  • A review of the performance of the group, to the extent necessary for a reasonable understanding of the group's business. It must include a discussion of the following: -
    1. any significant factors that affected the turnover, costs, and earnings of the group for the current financial period reported on, including (where applicable) seasonal or cyclical factors; and
    2. any material factors that affected the cash flow, working capital, assets or liabilities of the group during the current financial period reported on.

STATEMENT OF COMPREHENSIVE INCOME

Due to the nature of the industry that the Group operates in, recognition of revenue from the sale of properties is driven by project hand-over. Consequently, quarterly results may not be a good indication of profitability trend.

For the 12 months and quarter ended 31 December 2019

Revenue

Group

Revenue

Increase /

Increase /

4th Qtr

4th Qtr

Jan to Dec

Jan to Dec

(Decrease)

(Decrease)

2019

2018

2019

2018

RMB ('000)

RMB ('000)

%

RMB ('000)

RMB ('000)

%

Restated

Restated

Sale of Properties

25,400

138,945

(81.7%)

141,580

543,972

(74.0%)

Rental Income

55,152

54,578

1.1%

217,345

208,659

4.2%

80,552

193,523

(58.4%)

358,925

752,631

(52.3%)

Revenue for 4QFY2019 declined by 58.4% Y-o-Y, or RMB113.0 million to RMB80.5 million (4QFY2018: RMB193.5 million). The decline was due to a decrease in sale of properties by RMB113.5 million, mainly attributable to lesser office units at Ying Li International Plaza, commercial units at Ying Li International Electrical and Hardware Centre ("Ying Li IEC") being handed over and lower revenue recognised in 4QFY2019. Rental income increased by 1.1% Y-o-Y or RMB0.5 million to RMB55.2 million (4QFY2018: RMB54.6 million), mainly due to a gradual increase in occupancy rates of the rented properties from IFC office and Ying Li IMIX Park Jiefangbei Mall.

For the full year 2019, revenue of the Group decreased by 52.3% Y-o-Y, or RMB393.7 million to RMB358.9 million (FY2018: RMB752.6 million). The decline was due to a decrease in sale of properties by RMB402.4 million, mainly attributable to lesser office units at Ying Li International Plaza, residential unit at Lion City Garden, commercial units at Ying Li IEC being handed over and lower revenue recognised in FY2019. Rental income increased by 4.2% Y-o-Y or RMB8.7 million to RMB217.3 million (FY2018: RMB208.6 million), mainly due to a gradual increase in occupancy rates of the rented properties from IFC office and Ying Li International Plaza office.

Gross profit

Group

Gross profit

4th Qtr

4th Qtr

Increase /

Jan to Dec

Jan to Dec

Increase /

2019

2018

(Decrease)

2019

2018

(Decrease)

RMB ('000)

RMB ('000)

%

RMB ('000)

RMB ('000)

%

Restated

Restated

Sale of Properties

238

62,356

(99.6%)

39,271

128,423

(69.4%)

Rental Income

32,626

41,680

(21.7%)

167,593

168,742

(0.7%)

32,864

104,036

(68.4%)

206,864

297,165

(30.4%)

Gross profit of the Group for 4QFY2019 decreased by 68.4% Y-o-Y or RMB71.1 million, to RMB32.9 million (4QFY2018: RMB104.0 million) in tandem with the decrease in revenue. The decrease mainly attributable to the lower gross profit contribution from sales of properties segment which decreased by RMB62.1 million

Gross profit for the full year decreased by 30.4% Y-o-Y or RMB90.3 million, to RMB206.9 million (FY2018: RMB 297.2 million). The decrease was due to the decrease in revenue, partially offset by increased in rental income segment's gross profit.

Page 15 of 21

Gross profit margin

Group

Gross profit and margin

4th Qtr

4th Qtr

Jan to Dec

Jan to Dec

2019

2018

2019

2018

RMB ('000)

%

RMB ('000)

%

RMB ('000)

%

RMB ('000)

%

Restated

Restated

Sale of Properties

238

0.9%

62,356

44.9%

39,271

27.7%

128,423

23.6%

Rental Income

32,626

59.2%

41,680

76.4%

167,593

77.1%

168,742

80.9%

32,864

40.8%

104,036

53.8%

206,864

57.6%

297,165

39.5%

Overall gross profit margin for 4QFY2019 decreased by 13.0%, to 40.8% (4QFY2018: 53.8%), primarily due to lower proportion of revenue contributed by sales of properties income segment.

The gross profit margin for FY2019 increased 18.1% Y-o-Y to 57.6% (FY2018: 39.5%). Gross profit from sale of properties increased by 4.1 percentage point due to mix of properties sold, including older completed commercial office properties with higher profit margin that were sold and handed over in FY2019.

Other income

Group

4th Qtr

4th Qtr

Jan to Dec

Jan to Dec

2019

2018

2019

2018

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

Restated

Restated

Interest income

6,163

567

15,176

5,821

Advertisement income

347

357

1,324

1,336

Gain on disposal of subsidiaries/land parcel

-

227,933

-

227,933

Government grant

-

-

-

5

Others

1,314

2,265

10,807

3,965

7,824

231,122

27,307

239,060

Other income for 4QFY2019 decreased by 96.6% Y-o-Y or RMB223.3 million, to RMB7.8 million (4QFY2018: RMB231.1 million), mainly due to a one-off gain on disposal of land parcel completed in 4QFY2018.

Selling expenses

Selling expenses in 4QFY2019 remains relatively stable at RMB30.2million (4QFY2018: RMB31.3 million).

Selling expenses for FY2019 increased slightly by RMB3.4 million as compared to FY2018 mainly due to an increase in advertising and promotion activities. The increase in selling expenses was in tandem with the increased rental income.

Administrative expenses

For 4QFY2019, administrative expenses increased by 28.8% Y-o-Y or RMB12.6 million, to RMB56.4 million (4QFY2018: RMB43.8 million), mainly due to higher advisory service, legal and professional fees.

Administrative expenses for the full year 2019 increased by RMB5.7 million (4.2% Y-o-Y) as compared to the prior year mainly due to legal and professional fees.

Change in fair value of investment properties

In the light of weakening property and office rental market in Chongqing in year 2019, Colliers International (Hong Kong) Limited was commissioned to provide an updated, independent valuation on the investment properties held by the group for year 2019. Based on the completed valuation report, the Group recognised a fair value loss of RMB371.6 million in FY2019.

Change in fair value on other investment

As at 31 December 2019, Cushman & Wakefield Shenzhen Valuation Co., Ltd. Beijing Branch was commissioned to provide an updated, independent valuation on other investment. Based on the completed valuation report, the Group recognised a fair value loss of RMB138.2 million in 4QFY2019 due to the decrease in fair value of Beijing Tongzhou Project following from the tougher policies introduced by local authorities in property sector.

Page 16 of 21

Finance costs

Finance costs in 4QFY2019 decreased by 21.6% Y-o-Y or RMB11.0 million to RMB39.8 million (4QFY2018: RMB50.8 million), mainly due to a decrease in outstanding loan principal.

Other expenses

Group

4th Qtr

4th Qtr

Jan to Dec

Jan to Dec

2019

2018

2019

2018

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

Restated

Restated

Impairment loss on other receivables

-

312,640

24,223

325,960

Provision of liabilities on legal cases

-

6,241

3,899

164,021

Others

4,698

-

7,007

6,612

Exchange (gain) / loss, net

(11,343)

1,817

(17,689)

17,464

(6,645)

320,698

17,440

514,057

For FY2019, Other expenses decreased by RMB496.6 million mainly due to the Group having recognised significant impairment loss on other receivables and provision of liabilities on legal cases in 4QFY2018, no similar expense was incurred in 4QFY2019.

Taxation

Group

4th Qtr

4th Qtr

Increase /

Jan to Dec

Jan to Dec

Increase /

2019

2018

(Decrease)

2019

2018

(Decrease)

RMB ('000)

RMB ('000)

%

RMB ('000)

RMB ('000)

%

Restated

Restated

Income tax

-

(66,589)

(100.0%)

-

(75,504)

(100.0%)

Deferred tax

50,365

31,957

57.6%

149,571

40,296

271.2%

50,365

(34,632)

n.m.

149,571

(35,208)

n.m.

n.m. - not meaningful

For 4QFY2019 and FY2019, taxation credit increased by RMB85.0 million and RMB184.8 million as compared to 4QFY2018 and FY2018, respectively, mainly due to income tax from gain on disposal of land parcel completed in 4QFY2018 net-off against deferred tax credit recognised as a result of a decrease in fair value of investment properties and other investment.

Loss attributable to ordinary shareholders of the Company

Group

4th Qtr

4th Qtr

Increase /

Jan to Dec

Jan to Dec

Increase /

2019

2018

(Decrease)

2019

2018

(Decrease)

RMB ('000)

RMB ('000)

%

RMB ('000)

RMB ('000)

%

Restated

Restated

(Loss)/profit attributable to:

Ordinary shareholders of the Company

(171,166)

47,761

n.m.

(523,432)

(248,159)

110.9%

Non-Controlling Interest (NCI)

(422)

(2,139)

(80.3%)

(2,492)

(3,169)

(21.4%)

(171,588)

45,622

n.m.

(525,924)

(251,328)

109.3%

n.m. - not meaningful

Overall, the Group reported in a loss attributable to the ordinary shareholders of the Company which increased by RMB275.3 million in FY2019 as compared to FY2018, mainly due to a decrease in fair value of investment properties amounting to RMB371.7 million recognised in 2QFY2019 and other investment amounting to RMB138.2 million recognised in 4QFY2019.

STATEMENT OF FINANCIAL POSITION

Total Assets of the Group decreased by 16.4% or RMB1,518.5 million, to RMB7,722.8 million (31 December 2018: RMB9,241.3 million), mainly due to (i) a decrease in fair value of investment properties and other investment for RMB512.0 million, (ii) a decrease in development properties of RMB81.2 million arising from the handover of completed properties to purchasers, (iii) a decrease in trade and other receivables of RMB1,173.2 million arising from consideration on disposal of subsidiaries / land parcel proceed received in 2QFY2019, and offset by an increase in cash and cash equivalents of RMB 252.0 million.

Page 17 of 21

The Group's total liabilities decreased by 13.7% or RMB748.2 million, to RMB4,719.0 million (31 December 2018: RMB5,467.2 million), mainly due to (i) a net decrease in bank loan of RMB466.7 million as a result of loan principal repayment, (ii) a decrease in trade and other payables of RMB137.1 million, and (iii) a decrease in deferred taxation liabilities of RMB155.8 million mainly due to a fair value decrease on investment properties and other investment.

The Group's total equity decreased by 20.4% or RMB770.3million to RMB3,003.7 million (31 December 2018: RMB3,774.0 million), mainly due to a decrease in retained profits of RMB687.1 million.

STATEMENT OF CASH FLOW

In 4QFY2019, the decrease in unrestricted cash and cash equivalent of RMB98.0 million was mainly due to:

  1. net cash outflows of RMB128.0 million from operating activities;
  2. net cash outflows of RMB0.6 million from investing activities; and
  1. net cash inflows of RMB30.6 million from financing activities.

The net cash outflows from operating activities of RMB128.0 million was mainly attributable to: (i) cash used in operating before working capital changes of RMB56.0 million, (ii) increased trade and other receivables of RMB18.0 million, (iii) net settlement to trade and other payables of RMB37.0 million, and (iv) net interest and tax paid of RMB33.6million, offset by a decrease in development properties of RMB16.6 million.

Net cash inflows from financing activities of RMB30.6 million was due to the net proceeds of borrowings amounting to RMB34.6 million, and offset against the net increase in restricted deposits with financial institutions amounting to RMB4.0 million to secure borrowing.

  • Where a forecast, or a prospect statement, has been previously disclosed to shareholders, any variance between it and the actual results.
    The results announced are in line with the previous comments by the Board of Directors.

10 A commentary at the date of the announcement of the significant trends and competitive conditions of the industry in which the group operates and any known factors or events that may affect the group in the next reporting period and the next 12 months.

Outlook

Generally linked to the country's economic growth, the real estate market form an integral part of the domestic economy. Over the past year, China has faced weakening market conditions in the domestic economy and deteriorating external environment, particularly with the US-China trade tensions. Faced with these economic challenges, China's economy grew by 6.1% in 2019, which was the lowest annual growth rate for the past 29 years. With the outbreak of COVID-19, there could be dampening effect on overall China economic growth in 2020.

In addition, the Chinese government has implemented new regulations and controls over the past few years to prevent the real estate industry from overheating and facilitate the development of a long-term management mechanism for the real estate market.

In Chongqing, where the Group's core real estate business activities are based, it has posted double-digit economic growth for more than a decade, until it fell below 10% in 2017. According to Chongqing Statistics Bureau, Chongqing posted a gross domestic product ("GDP") growth of 6.3% Y-o-Y to RMB 2,361 billion in 2019.

The Group currently has two real estate projects in Chongqing that are under development, namely Lion City Garden that is a retail/residential property project and Ying Li International Hardware and Electrical Centre ("IEC") that is a commercial property project. The Lion City Garden is at Phase 2D of development, while the bespoke development IEC project is at Phase 2B. Majority of the buyers of IEC's Phase 1A and Phase 2A have already taken over the ownership of their respective units. The management is also evaluating the options and appropriate timing to develop the unutilised land portions of these two projects.

The Group's investment property portfolio comprises of integrated office and retail developments, residential properties and commercial properties.

On the office rental segment, the Group continues to focus on retaining existing quality tenants and attracting new tenants by integrated new innovations and creating conducive spaces.

On the retail rental segment, the Group continues to closely monitor new retail trends to create new retail concepts with its tenants so that its retail properties continue to be relevant and interesting to its targeted group of consumers at various locations.

Page 18 of 21

The Group's investment in Beijing New Everbright Centre, located at Beijing Tongzhou, Phase 1 construction, consisting of 4 SOHO towers, has been completed while two office towers of the Phase 2 construction has been recently completed with part of the retail podium still under construction. One of the officer tower of Phase 2 has been sold with a framework agreement signed while the remaining tower has been put up for sale to prospective buyers as at end December 2019. Phase 3 construction consist of one premium office tower and the remaining part of the retail podium was at the piling stage as of end December 2019.

Impact of the coronavirus disease 2019 ("COVID-19")

Due to the COVID-19 outbreak in China, as announced on 6 February 2020, the Group has temporary closed the three retail shopping malls, except for two supermarkets, under its investment property portfolio in accordance with the latest directives from the Chinese government and local authorities in Chongqing. The re-opening dates of the abovementioned retail shopping malls will be announced in due course.

The Group has also instituted precautionary measures to protect the health and safety of its employees, by requiring employees to put face masks at work, conducting temperature checks, contact tracing of employees when they return to work and intensifying the cleaning and disinfecting of common areas. In addition, the Group's employees are advised to work remotely from home unless otherwise required.

The Group will continue to monitor the COVID-19 situation closely, maintain communications with the relevant authorities in Chongqing and implement additional short-term precautionary measures, if required.

As the situation relating to the spread of the COVID-19 remains uncertain, it is currently difficult to ascertain the financial impact it has on the financial performance of the Group. Nevertheless, the Group looks forward to resuming normal operations of its retail shopping malls in Chongqing as soon as it is appropriate to do so.

The Company will provide further updates as soon as there are material developments of the situation.

11 Dividend

  1. Whether an interim (final) ordinary dividend has been declared (recommended); and No final dividend was declared or recommended.
  2. (i) Amount per share. Not applicable.
    (ii) Previous corresponding period

No final dividend was declared or recommended in the previous corresponding period.

  1. Whether the dividend is before tax, net of tax or tax exempt. If before tax or net of tax, state the tax rate and the country where the dividend is derived. (If the dividend is not taxable in the hands of shareholders, this must be stated).
    Not applicable.
  2. The date the dividend is payable. Not applicable.
  3. The date on which Registrable Transfers received by the company (up to 5.00 pm) will be registered before entitlements to the dividend are determined.
    Not applicable.
  1. If no dividend has been declared/recommended, a statement to that effect and the reasons for the decision.
    No dividend has been declared or recommended for the period. In considering whether to recommend a dividend, the Board has taken a conservative view which includes the macro uncertainties, cash flow and working capital requirements, to mitigate financial risks by retaining a low gearing ratio.
  2. If the Group has obtained a general mandate from shareholders for IPTs, the aggregate value of such transactions as required under Rule 920(1)(a)(ii). If no IPT mandate has been obtained, a statement to that effect
    The Group has not obtained a general mandate from shareholders for IPTs.

Page 19 of 21

  1. Negative assurance confirmation on interim financial results under SGX Listing Rule 705(5) of the Listing Manual. Not applicable.
  2. Confirmation that the issuer has procured undertakings from all its directors and executive officers (in the format set out in Appendix 7.7) under Rule 720(1).
    The Group has procured undertakings from all its directors and executive officers in the format as set out in Appendix 7.7 of the SGX Listing Manual.

Part 2 - ADDITIONAL INFORMATION REQUIRED FOR FULL YEAR ANNOUNCEMENT (This part is not applicable to Q1, Q2, Q3 or Half Year Results)

16 Segmented revenue and results for business or geographical segments (of the Group) in the form presented in the issuer's most recently audited annual financial statements, with comparative information for the immediately preceding year

  1. Business segments

Property

Property

31 December 2019

Investment

Development

Others

Total

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

Revenues

217,345

141,580

-

358,925

Segment result

45,180

(7,129)

(35,026)

3,025

Interest expense

(24,165)

(37,940)

(109,174)

(171,279)

Interest income

-

-

15,176

15,176

Sublet rental income

-

-

188

188

Advertisement income

1,324

-

-

1,324

Sundry incomes

9,973

-

646

10,619

Changes in fair value of investment properties

(371,690)

-

-

(371,690)

Changes in fair value of other investment

-

(138,201)

-

(138,201)

Impairment loss on other receivables

-

-

(24,223)

(24,223)

Loss on disposal of property, plant and equipment

-

-

(434)

(434)

Loss before tax

(339,378)

(183,270)

(152,847)

(675,495)

ASSETS

Segment assets

4,180,841

2,547,673

966,721

7,695,235

Unallocated assets

-

-

27,529

27,529

Total assets

-

-

-

7,722,764

LIABILITIES

Segment liabilities

2,171,296

681,940

1,213,421

4,066,657

Unallocated liabilities

-

-

652,383

652,383

Total liabilities

-

-

-

4,719,040

OTHER INFORMATION

Capital expenditure

-

-

908

908

Depreciation

-

-

4,596

4,596

Page 20 of 21

Business segments

Property

Property

31 December 2018

Investment

Development

Others

Total

RMB ('000)

RMB ('000)

RMB ('000)

RMB ('000)

Restated

Restated

Restated

Restated

Revenues

208,659

543,972

-

752,631

Segment result

44,643

80,970

(47,658)

77,955

Interest expense

(125,776)

(46,222)

(56,197)

(228,195)

Interest income

-

-

5,821

5,821

Government grant

-

5

-

5

Sublet rental income

-

-

365

365

Advertisement income

1,336

-

-

1,336

Sundry incomes

3,519

-

81

3,600

Disposal of land parcel/subsidiaries

-

227,933

-

227,933

Changes in fair value of investment properties

63,814

-

-

63,814

Changes in fair value of other investment

-

128,000

-

128,000

Impairment loss on other receivables

-

(312,640)

(13,320)

(325,960)

Provision of liabilities on legal cases

-

-

(164,021)

(164,021)

Other expenses

-

(6,612)

-

(6,612)

Loss on disposal of property, plant and equipment

-

-

(161)

(161)

Loss before tax

(12,464)

71,434

(275,090)

(216,120)

ASSETS

Segment assets

4,557,905

3,766,410

861,894

9,186,209

Unallocated assets

-

-

55,058

55,058

Total assets

-

-

-

9,241,267

LIABILITIES

Segment liabilities

2,255,700

1,746,581

665,463

4,667,744

Unallocated liabilities

-

-

799,496

799,496

Total liabilities

-

-

-

5,467,240

OTHER INFORMATION

Capital expenditure

-

-

475

475

Depreciation

-

-

6,178

6,178

  1. The Group derived all of its revenue from the PRC and its non-current assets (i.e. investment properties and property, plant and equipment) are mainly located in the PRC. Therefore, no geographical segment information is presented.
  1. In the review of performance, the factors leading to any material changes in contributions to turnover and earnings by the business or geographical segments.
    Please refer to review of actual performance as disclosed in paragraph 8 of this announcement.
  2. Breakdown of sales as follows: -

Group

Jan to Dec

Jan to Dec

Increase/

2019

2018

(Decrease)

RMB ('000)

RMB ('000)

%

Restated

(a)

Sales reported for first half year

137,158

336,740

(59.3%)

(b)

Operating loss after tax before deducting

non-controlling interest reported for first half year

(329,652)

(76,568)

330.5%

(c)

Sales reported for second half year

221,767

415,891

(46.7%)

(d)

Operating loss after tax before deducting

non-controlling interest reported for second half year

(196,272)

(174,760)

12.3%

Page 21 of 21

19. A breakdown of the total annual dividend (in dollar value) for the issuer's latest full year and its previous full year as follows: -

  1. Ordinary
  2. Preference
  3. Total

Not applicable.

20 Disclosure of person occupying a managerial position in the issuer or any of its principal subsidiaries who is a relative of a director or chief executive officer or substantial shareholder of the issuer pursuant to Rule 704(13). If there are no such persons, the issuer must make an appropriate negative statement

Pursuant to Rule 704(13) of the Listing Manual, the Company confirms that there is no person occupying a managerial position in the Company or in any of its principal subsidiaries who is a relative of a director, chief executive officer or substantial shareholder of the Company.

BY ORDER OF THE BOARD

Hu Bing

Group Chief Executive Officer and Executive Director 28 February 2020