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Interim Report 2007 | |||
01 | |||
| CONTENTS | |||
| Interim Report 2007 C C Land HOLDINGS L IMITED | |||
| PAGE(S) | |||
| Corporate Information 2 | |||
| Management Discussion & Analysis 3 | |||
| Disclosure of Interests 13 | |||
| Corporate Governance and Other Information 18 | |||
| Consolidated Income Statement 19 | |||
| Consolidated Balance Sheet 20 | |||
| Consolidated Statement of Changes in Equity 22 | |||
| Condensed Consolidated Cash Flow Statement 23 | |||
| Notes to the Condensed Consolidated Financial Statements 24 |
02
C C Land HOLDINGS L IMITED Interim Report 2007
CORPORATE INFORMATION
DIRECTORS
Executive directors
Mr. Cheung Chung Kiu (Chairman)
Dr. Lam How Mun Peter
(Deputy Chairman & Managing Director)
Mr. Lam Hiu Lo
Mr. Leung Chun Cheong
Mr. Leung Wai Fai
Ms. Poon Ho Yee Agnes
Mr. Tsang Wai Choi
Mr. Wu Hong Cho
Independent non-executive directors
Mr. Lam Kin Fung Jeffrey
Mr. Wong Yat Fai
AUDIT COMMITTEE
Mr. Lam Kin Fung Jeffrey (Chairman)
Mr. Wong Yat Fai
REMUNERATION COMMITTEE
Mr. Cheung Chung Kiu (Chairman)
Dr. Lam How Mun Peter
Mr. Lam Kin Fung Jeffrey
Mr. Wong Yat Fai
COMPANY SECRETARY
Ms. Cheung Fung Yee
REGISTERED OFFICE
Clarendon House
2 Church Street
Hamilton HM 11
Bermuda
HEAD OFFICE AND PRINCIPAL
PLACE OF BUSINESS
7th Floor
China United Centre
28 Marble Road
North Point
Hong Kong
LEGAL ADVISORS
Hong Kong
Cheung, Tong & Rosa
Woo Kwan Lee & Lo
Bermuda
Conyers Dill & Pearman
AUDITORS
Ernst & Young
Certified Public Accountants
QUALIFIED ACCOUNTANT
Mr. Leung Chun Cheong
PRINCIPAL BANKERS
The Hongkong & Shanghai Banking
Corporation Limited
BNP Paribas
SHARE REGISTRARS AND
TRANSFER OFFICES
Principal share registrar and transfer office
The Bank of Bermuda Limited
Bank of Bermuda Building
6 Front Street
Hamilton HM 11
Bermuda
Hong Kong branch share registrar and transfer office
Tricor Secretaries Limited
26th Floor, Tesbury Centre
28 Queen’s Road East
Wanchai
Hong Kong
WEBSITE ADDRESS
http://www.ccland.com.hk
STOCK CODE
1224
03
MANAGEMENT DISCUSSION & ANALYSIS
Interim Report 2007 C C Land HOLDINGS L IMITED
On behalf of the Board of Directors (the “Directors” or the “Board”) of C C Land Holdings Limited (the “Company”),
I am pleased to present the unaudited consolidated results of the Company and its subsidiaries (collectively the
“Group”) for the six months ended 30 June 2007.
BUSINESS REVIEW
During the period under review, the principal activities of the Group are PRC property development and investment,
manufacture and sale of packaging products and soft luggage, and treasury investments. Revenue and profit
attributable to shareholders for the Group increased by 17.5% to HK$460.0 million (six months ended 30 June 2006:
HK$391.6 million) and 1,428.0% to HK$573.0 million (six months ended 30 June 2006: HK$37.5 million). The revenue
of the PRC property business, packaging business, luggage business and other businesses are HK$10.1 million,
HK$188.3 million, HK$254.3 million and HK$7.3 million respectively.
The substantial increase in profit attributable to shareholders was mainly due to the contribution from the PRC property
development and investment business. Other income recorded in the period included the recovery of receivables
and fair value gain on investment properties to a total amount of HK$69.3 million (six months ended 30 June 2006:
HK$1.3 million). The Corporate Income Tax Law approved by the National People’s Congress on 16 March 2007 will
become effective from 1 January 2008. The corporate income tax rate applicable to the Group’s subsidiaries in
China will then decrease from 33% to 25%. As a result, a tax credit of HK$506.3 million in respect of deferred tax
liabilities was recorded in the period.
The packaging business contributed HK$16.7 million to profits (including a share of loss from an associate of HK$0.7
million). The luggage business has turned around from a loss of HK$0.6 million in the same period last year to
produce a profit of HK$3.6 million in the current period.
Other expenses of HK$26.2 million (six months ended 30 June 2006: HK$2.3 million) was recorded, in accordance
with the Hong Kong Financial Reporting Standards, for an equity-settled share option expense in the amount of
HK$24.5 million (six months ended 30 June 2006: Nil) in respect of share options granted to certain directors and
eligible employees of the Group. The increases in selling and distribution costs, administrative expenses, and finance
costs were attributable to the inclusion of the property business acquired in late 2006.
Earnings per share for the period was 31.74 HK cents (six months ended 30 June 2006: 9.50 HK cents after adjustment
to reflect the consolidation of the Company’s shares on 11 January 2007) and diluted earnings per share was 31.73
HK cents (six months ended 30 June 2006: Nil).
PRC PROPERTY AND INVESTMENT BUSINESS
According to the preliminary estimation by the National Bureau of Statistics of China, the gross domestic product
(“GDP”) of China in the first half of 2007 was RMB10,677 billion, an year-on-year increase of 11.5%, which was 0.5%
above the growth rate in the corresponding period last year. The total investment in real estates development in the
first half of 2007 was RMB989 billion, up by 28.5% from the same period last year, in which investment in residential
properties reached RMB696 billion, an increase of 30.8%. All these figures show that the growing Chinese economy
has maintained a steady growth rate, especially in the real estate market.
04
C C Land HOLDINGS L IMITED Interim Report 2007
MANAGEMENT DISCUSSION & ANALYSIS
Over the past year, the central government has adopted a series of macro-control policies to maintain China’s economic
growth at a steady and sustainable level. Certain policies relevant to the real estate market to address the issue of
escalation of property prices included raising bank lending rates, tightening control over execution of land appreciation
tax and imposing value-added tax on the gain from disposal of properties by foreign investors, were announced. The
Group believes the implementation of such macro-control policies are essential to the continued development of a
healthy real estate market in China in the long run.
In June 2007, both Chongqing and Chengdu were awarded the status of “Comprehensive Reform Trial Zones District”.
By expediting the urban-rural integration and building of modernized rural areas, the economic growth of these two
cities is expected to be more than robust. Both GDPs of Chongqing and Chengdu in the first half of 2007 increased
by 14.5% and 14.4% respectively which are higher than the average GDP for the country. The directors believe that
the real estates markets in Chongqing and Chengdu will see some of the most rapid growth in the mainland in the
coming years. The demand for residential properties will further increase and property prices will continue to rise.
The Group will expand its land banks and is targeting to become a leading property developer in Western China.
PROPERTY DEVELOPMENT AND SALES PERFORMANCE
In line with the Group’s strategy to develop properties for the middle and high end markets, most of the property
projects are residential properties for sale. The Group expects that a total GFA of about 5.5 million sq. m. will be
completed by 2010, out of which 150,000 sq. m. are up for presale in 2007.
The sales of the California One Project, beginning in March 2007 was excellent. So far, 419 apartment units out of the
474 available have been sold. The project comprises of apartments, hotel and office with a total GFA of about 52,000
sq. m. and is expected to be completed in the first half of 2008.
The first two blocks of the first phase of the No.1 Peak Road Project (part of a mega-residential complex of 969,020
sq. m.) which includes 383 residential units with a total GFA of about 38,800 sq. m. is expected to be launched to the
market for presale in September 2007. The first phase has 755 high-end residential units with a total GFA of about
77,700 sq. m. and car parking spaces of about 20,600 sq. m..
05
MANAGEMENT DISCUSSION & ANALYSIS
Interim Report 2007 C C Land HOLDINGS L IMITED
As at 7 September 2007, details of projects held under development are as follows:
Locations/ Expected The Group’s
Land Lot Nos. Completion Date GFA (sq. m.) Interests
Chongqing, Yubei District
— 15,16,17-1 end 2008-2009 969,020 100.0%
— 9mid 2010 364,433 100.0%
— 10-1 mid 2009 349,962 100.0%
— 6-1 end 2008-2009 84,747 100.0%
— 19 mid 2010 382,770 100.0%
— 4mid 2010 596,374 100.0%
— 35 mid 2010 266,686 100.0%
— 3-1 mid 2010 301,288 100.0%
— Longta No. 3 and Longta No. 4 She,
Longxi Street Zone # end 2009 338,806 100.0%
— Others 2008-2009 162,509 100.0%
Chongqing, Jiangbei District
— Huaxin Street, Jie Dao Qiao Bei Village and
No.1 Zhongxin Section after 2010 1,029,879 25.0%
Chengdu, Wenjiang District
— 12/1/65 mid 2008-2009 555,000 50.0%
Chengdu, Dujiangyan District early 2009 61,000 100.0%
Sichuan, Pengshan County
— Binjiang New Town end 2009-2010 1,000,005 60.0%
Kunming, Gaoxin District
— R-1-7 end 2009 25,864 70.0%
— R-1-10 end 2009 36,582 70.0%
Total 6,524,925
#Pending approval from the authorities for completion. <refer to ‘Post Balance Sheet Events — point 5’ below>
06
C C Land HOLDINGS L IMITED Interim Report 2007
MANAGEMENT DISCUSSION & ANALYSIS
LAND DEVELOPMENT
In February 2007, the Group acquired a 60% equity interest in a project company at a consideration of HK$171
million. The project company owns the land development rights for two land tracts in Dujiangyan, Chengdu, with a
total site area of approximately 902,000 sq. m.. The land development entails layout works and tenants relocation
issues for the land tracts to bring them to a condition ready for sale in land auctions. The Group will share the profit
from the auctions according to pre-determined profit sharing ratios as stipulated in the contract with the local PRC
authority. The Group took part in the first of a series of auctions for these land tracts, and succeeded in securing the
first available lot of 61,217 sq. m. at a price of RMB106.5 million. The Group will participate in the subsequent
auctions for the remaining land lots.
INVESTMENT PROPERTY
Retaining premium properties which have excellent potential for capital appreciation as long term investments and
providing stable recurring income is another key to success for a property developer. The Group will maintain a
balanced portfolio of properties held for sale and investments. We believe these would not only strengthen our
recurring income base but also maximize returns to our shareholders.
The total book value of the Group’s investment properties amounted to HK$178.9 million as at 30 June 2007, with a
corresponding attributable GFA of 74,786 sq. m.. The portfolio comprises properties of diversified usage: commercial
(37.8%), residential (5.5%) and car parking spaces (56.7%). The prime locations of the Group’s investment properties
had resulted in the overall occupancy rate standing at a high level of 74.8% and contributed a gross rental income of
HK$7.2 million for the six months ended 30 June 2007. From an appraisal conducted by an independent valuer, the
investment properties contributed a revaluation gain of HK$16.5 million during the period under review.
A summary breakdown of the investment properties is shown below:
Attributable Occupancy The Group’s
Property Location Usage GFA (sq. m.) Rate Interest
California Garden, Commercial 22,060 52.6% 100%
Longxi Town, Residential 4,118 12.9% 100%
Yubei District, Car parking spaces 15,646 100.0% 100%
Chongqing, PRC
California City Garden, Commercial 4,685 28.4% 100%
Longxi Town, Car parking spaces 12,094 100.0% 100%
Yubei District,
Chongqing, PRC
Kechuang Building, Car parking spaces 3,691 100.0% 100%
Longxi Town,
Yubei District,
Chongqing,
PRC
Huijingtai, Commercial 1,541 6.5% 100%
Longxi Town, Car parking spaces 10,951 100.0% 100%
Yubei District,
Chongqing, PRC
Total 74,786
07
MANAGEMENT DISCUSSION & ANALYSIS
Interim Report 2007 C C Land HOLDINGS L IMITED
LAND BANKS
Land banks are part of the key to success for a property developer. We started of by acquiring a main land bank for
our development plans in the Yubei District of Chongqing through the acquisition of Chongqing Zhongyu Property
Development Co. Ltd. (“Chongqing Zhongyu”) in November 2006.
In January 2007, the Group acquired a 50% equity interest in a property company in Wenjiang, Chengdu, at a
consideration of HK$96 million (HK$346 per sq. m. GFA). The land held under the property company has a total site
area of approximately 369,960 sq. m. with a plot ratio of 1.5 and is earmarked for an upmarket residential development
project with a total GFA of approximately 555,000 sq. m., in which the Group’s attributable interest is 277,500 sq. m..
Wenjiang is located in the suburban western side of Chengdu, about 16 km. from the city center.
In May 2007, the Group expanded its land bank portfolio to Yunnan, another important city in Western China, by
successfully acquiring, through auction, a 70% interest in a land lot in the Gaoxin District, Kunming, with a site area
of approximately 18,660 sq. m. at a price of RMB86 million. The development of this project is now in progress.
Presales will start in the first half of 2008.
On 15 July 2007, the Group acquired a 60% equity interest in a company for a consideration of RMB45 million. The
company owns a land bank in the Pengshan County, south of Chengdu, which is zoned for residential development
with a total site area of approximately 333,335 sq. m. and a total GFA of approximately 1,000,005 sq. m..
On 17 August 2007, the Group entered into a memorandum of agreement in relation to a joint venture with two other
Hong Kong property developers, for the development of a piece of land in Chongqing. The land was acquired at a
land auction at a land premium of RMB4.18 billion, of which the Group has 25% interest. The land is located along
the north bank of the Jialing River, and 2 km. away from the Jiangbei Central Business District. The land has an area
of approximately 205,086 sq. m. with a GFA 1,029,879 sq. m. and is zoned for the development of residential/
commercial projects.
On 3 September 2007, the Group successfully acquired through auction a site in Dujiangyan, Chengdu, at a
consideration of RMB106.5 million. This site is from the one of the land tracts over which the Group has land
development right. The newly acquired land is a residential site occupying a site area of 61,217 sq. m. and has a plot
ratio of 1. The land will be developed into a low-density townhouse project, targeting the mid to high-end market and
is expected to be launched for presale in late 2008.
On 5 September 2007, the Group entered into an agreement to acquire the entire equity interest in a property company
in Chongqing at a consideration of RMB660 million. The acquisition is subject to the granting of a new business
licence to the Group by the government authorities. The company owns a piece of land in the Yubei District of
Chongqing with a net area of 146,825 sq. m. for building purposes, yielding a buildable GFA of approximately
338,806 sq. m..
The Group will continue its efforts to expand its land banks with good development potentials by merger, and acquisition
through private treaties, tenders, and auctions.
08
C C Land HOLDINGS L IMITED Interim Report 2007
MANAGEMENT DISCUSSION & ANALYSIS
As of 7 September 2007, the Group’s total land bank stood at 6,624,992 sq. m.. The Group’s land bank comprises a
well-diversified portfolio of properties. The breakdown by usage is as follows:
Completed
Properties Properties Completed
held for held for Properties Land held for
Investment Own Use held for Sales Future Development Total
Usage GFA (sq. m.) GFA (sq. m.) GFA (sq. m.) GFA (sq. m.) GFA (sq. m.)
Total Attributable
Commercial 28,286 9,128 572,229 564,469 609,643
Residential 4,118 2,311 4,984,706 3,523,821 4,991,135
Office 339,131 339,131 339,131
Hotel & serviced
apartment 63,753 63,753 63,753
Townhouse & villa 22,630 22,630 22,630
Others (Car parking
spaces & other
auxiliary facilities) 42,382 13,842 542,476 542,476 598,700
Total 74,786 22,970 2,311 6,524,925 5,056,280 6,624,992
The breakdown of the land bank for development by location is as follows:
Total Attributable
Location GFA (sq. m.) GFA (sq. m.) Percentage
Chongqing 4,846,474 4,074,065 74.3
Sichuan
— Chengdu 616,000 338,500 9.4
— Pengshan 1,000,005 600,003 15.3
Yunnan
— Kunming 62,446 43,712 1.0
Total 6,524,925 5,056,280 100.0
09
MANAGEMENT DISCUSSION & ANALYSIS
Interim Report 2007 C C Land HOLDINGS L IMITED
MANUFACTURING BUSINESS
PACKAGING BUSINESS
The packaging business continued to report robust performance for the first half of 2007. Sales revenue and gross
profit in the packaging business increased by 24.0% and 15.6% to HK$188.3 million and HK$37.1 million respectively
(six months ended 30 June 2006: HK$151.9 million and HK$32.1 million respectively). This was primarily attributable
to the growth in economy in the Group’s major markets, and to contributions delivered by vertical expansion into
acrylic display items and point of sales display products.
The vertical integration was the result of acquisition of a 51% equity interest in a company in April 2007. This expansion
is able to complement the existing product lines, providing opportunities for further growth.
Whilst the result of the packaging business showed satisfactorily growth for the period, it appears that fluctuations in
raw material prices, and increases in labour and operating costs as a result of the appreciation of the RMB will
continue. In order to counter the increases in operating costs and to improve profit margins, the packaging business
will focus on enhancing productivity and efficiency in its manufacturing processes.
LUGGAGE BUSINESS
There was strong growth for the luggage business during the first six months of 2007 despite fierce competition.
Revenue grew by 14.7% to HK$254.3 million (six months ended 30 June 2006: HK$221.7 million) and recorded a net
profit of HK$5.9 million (six months ended 30 June 2006: net loss of HK$1.3 million).
The Group expects stiff market competition to continue in the second half of 2007. The management will streamline
productivity and seek to diversify its customers base, including exposure to the PRC market.
OTHER BUSINESSES
Turnover of the treasury investment for the period amounted to HK$7.3 million (six months ended 30 June 2006:
HK$18.0 million), and recorded a profit of HK$19.2 million (six months ended 30 June 2006: HK$20.1 million). A
substantial portion of the reported profits represented unrealized holding gain of securities of HK$11.4 million (six
months ended 30 June 2006: HK$5.2 million), and gain on disposal of securities of HK$4.1 million (six months ended
30 June 2006: HK$17.2 million).
The share of loss from the 30% owned associated company, Technical International Holdings Limited, amounted to
HK$0.7 million (six months ended 30 June 2006: HK$1.8 million). This is in line with the seasonal trade nature of its
business, which historically attains higher turnovers and profits in the second half year.
10
C C Land HOLDINGS L IMITED Interim Report 2007
MANAGEMENT DISCUSSION & ANALYSIS
PROSPECTS
PRC PROPERTY DEVELOPMENT AND INVESTMENT BUSINESS
Upon the acquisition of Chongqing Zhongyu in November 2006, the Company extended its business into the China
property markets. This opens an advantageous business channel and sets up a broader platform for the Group to
capitalise on the booming China economy. The outlook for China’s real estate market is promising, resting on the
continued robust growth in economy, the accelerating rate of urbanization, and the increasing income per capita of
the Chinese population. The Group will look to expand its land banks through auctions, tenders, mergers, and
acquisitions.
MANUFACTURING BUSINESS
The outlook for this year is favorable notwithstanding the adverse effects of increasing operating costs and appreciation
of the Renminbi. The Group is optimistic that the business opportunities in the packaging business, the core
manufacturing business of the Group, will remain buoyant given the steady economic growth overseas.
FINANCIAL REVIEW
LIQUIDITY AND FINANCIAL RESOURCES
As at 30 June 2007, the Group’s bank and cash balances amounted to HK$591.4 million (31 December 2006:
HK$1,312.5 million) and had bank borrowings of about HK$685.0 million (31 December 2006: HK$718.0 million), of
which HK$452.3 million (31 December 2006: HK$591.7 million) are due within one year. The respective bank borrowings
for the manufacturing and property arms amounted to HK$46.9 million and HK$638.1 million respectively. The total
equity at that date stood at HK$6,124.7 million (31 December 2006: HK$5,433.4 million). The gearing ratio, calculated
as total borrowings over total equity, was 11.2% (31 December 2006: 13.2%).
Taking into account the financial resources available to the Group, the Group has sufficient working capital to finance
its operation. The rise in finance costs for the period to HK$8.3 million (six months ended 30 June 2006: HK$1.2
million as restated) was attributable to borrowings financing the subsidiary’s property development projects.
WORKING CAPITAL
The Group had current assets amounting to HK$1,698.2 million (31 December 2006: HK$1,778.6 million) while current
liabilities stood at HK$1,040.3 million (31 December 2006: HK$1,181.4 million). The Group’s liquidity is in a healthy
position with a current ratio of 1.6 (31 December 2006: 1.5).
11
MANAGEMENT DISCUSSION & ANALYSIS
Interim Report 2007 C C Land HOLDINGS L IMITED
INVESTMENTS
At 30 June 2007, the Group held a portfolio of listed securities with a market value of HK$95.7 million (31 December
2006: HK$40.6 million) and a convertible note of HK$35.5 million (31 December 2006: HK$32.7 million) issued by a
company listed on The amount of dividend, interest and other income
from investments for the period was HK$5.8 million (six months ended 30 June 2006: HK$0.7 million). The unrealized
holding gain on listed securities reflected in the current period amounted to HK$11.4 million (six months ended 30
June 2006: HK$5.2 million). The Group’s PRC subsidiary has investments in equity securities amounting to HK$48.0
million (31 December 2006: HK$46.6 million) held for long term purposes.
CAPITAL EXPENDITURE
Since diversification into the PRC property business, the Group had executed land and land development right
acquisitions for the six months ended 30 June 2007 amounting to HK$355 million. These acquisitions were entirely
financed by internal resources.
CONTINGENT LIABILITIES
At 30 June 2007, the Group had the following contingent liabilities:
a. Guarantees given to banks in connection with facilities granted to an associated company to the amount of
HK$13.5 million (31 December 2006: HK$12.0 million).
b. Guarantees in respect of the mortgage facilities granted by certain banks to certain purchasers of the Group’s
properties to the amount of HK$30.6 million (31 December 2006: HK$29.7 million).
PLEDGE OF ASSETS
At 30 June 2007, the Group has pledged the followings:
a. Leasehold properties as security for general banking facilities granted to the Group HK$6.1 million
b. Fixed deposits as security for general banking facilities granted to a subsidiary HK$3.1 million
c. A piece of land and the building erected thereon where a subsidiary’s HK$25.6 million
production facility is located as security for revolving credit bank facilities
granted to the subsidiary
d. Properties under development and investment properties pledged to secure RMB3,111.9 million
banking facilities granted to a PRC subsidiary
e. Time deposits as security for short term bank borrowings granted to a PRC USD5.6 million
subsidiary (for its property business)
12
C C Land HOLDINGS L IMITED Interim Report 2007
MANAGEMENT DISCUSSION & ANALYSIS
EXCHANGE RISKS
Sales and purchase transactions of the Group’s manufacturing business are primarily conducted in US dollars, Hong
Kong dollars and/or Renminbi, while transactions for the property business are denominated in Renminbi. The exposure
to foreign exchange risk is thus minimal.
EMPLOYEES
At 30 June 2007, the Group had approximately 6,701 employees. The Group remunerates its staff based on their
merit, qualification and competence. The Group has also established an incentive bonus scheme, in which the
benefits are determined based on the performance of the individual employees. Employees are eligible to be granted
share options under the Company’s share option scheme at the discretion of the Board. Other benefits include
contribution to a provident fund scheme or mandatory provident fund, and medical insurance.
During the period, options to subscribe for 15 million shares in total at exercise prices of HK$4.81, HK$5.26 and
HK$5.37 per share were granted on even dates under the share option scheme to certain directors and eligible
employees of the Group. Total fair value of these share options granted was approximately HK$33.5 million. An
amount of HK$24.5 million was charged as equity-settled share option expense to the income statement for the
period ended 30 June 2007.
POST BALANCE SHEET EVENTS
The following events took place subsequent to 30 June 2007:
1. On 15 July 2007, the Group acquired a 60% equity interest in a company for a consideration of RMB45 million.
The company owns a land bank for residential development with a total site area of approximately 333,335 sq.
m. and a total GFA of approximately 1,000,005 sq. m. in Pengshan County, Sichuan Province.
2. On 24 July 2007, the Group placed 360 million new shares to independent investors at a price of HK$8.10 per
share, raising approximately HK$2,862 million to finance the property business expansion, acquisition of land
bank, and for general working capital.
3. On 8 August 2007, options were granted to certain directors and eligible employees of the Group to subscribe
for a total of 12.9 million shares at an exercise price of HK$8.73 per share.
4. On 17 August 2007, the Group entered into a memorandum of agreement in relation to a joint venture with two
Hong Kong property developers for the development of a piece of land in Chongqing, the PRC. The land was
acquired at auction at a land premium of RMB4.18 billion, of which the Group has a 25% interest. The land site
is approximately 205,086 sq. m. with a GFA of 1,029,879 sq. m. and is zoned for development of residential/
commercial projects.
5. On 5 September 2007, the Group entered into an agreement to acquire the entire equity interest in a property
company in Chongqing at a consideration of RMB660 million. The acquisition is subject to the granting of a
new business licence to the Group by government authorities. The company owns a piece of land in the Yubei
District of Chongqing with a net area of 146,825 sq. m. for building purposes, yielding a buildable GFA of
approximately 338,806 sq. m..
13
DISCLOSURE OF INTERESTS
Interim Report 2007 C C Land HOLDINGS L IMITED
DIRECTORS’ AND CHIEF EXECUTIVES’ INTERESTS AND SHORT POSITIONS
IN SHARES, UNDERLYING SHARES AND DEBENTURES
As at 30 June 2007, the interests and short positions of the directors and chief executives of the Company and their
associates in the shares, underlying shares and debentures of the Company or any of its associated corporations
(within the meaning of Part XV of the Securities and Futures Ordinance (the “SFO”)) as recorded in the register
required to be kept by the Company under Section 352 of the SFO, or as otherwise notified to the Company and The
Stock Exchange of Hong Kong Limited (the “Stock Exchange”) pursuant to the Model Code for Securities Transactions
by Directors of Listed Issuers (the “Model Code”) of the Rules Governing the Listing of Securities on the Stock
Exchange (the “Listing Rules”), were as follows:
(a) INTERESTS IN SHARES OF THE COMPANY (LONG POSITIONS)
Approximate
Number of percentage of
Name of director Nature of interest shares held issued share capital
Mr. Cheung Chung Kiu Corporate (Notes 1 & 2) 1,285,668,207 71.21%
Dr. Lam How Mun Peter Personal 11,000 0.00%
Mr. Leung Chun Cheong Personal 34,000 0.00%
Ms. Poon Ho Yee Agnes Personal 104,000 0.01%
(b) INTERESTS IN SHARE OPTIONS OF THE COMPANY (LONG POSITIONS)
Number of
share options Approximate
granted and percentage of
Name of director Nature of interest not yet exercised issued share capital
Dr. Lam How Mun Peter Personal 17,939,000 0.99%
Mr. Leung Chun Cheong Personal 1,000,000 0.06%
Mr. Leung Wai Fai Personal 2,000,000 0.11%
Ms. Poon Ho Yee Agnes Personal 1,000,000 0.06%
Mr. Wu Hong Cho Personal 800,000 0.04%
Details of the directors’ interest in the share options of the Company are set out in section headed “Share
Options” below.
14
C C Land HOLDINGS L IMITED Interim Report 2007
DISCLOSURE OF INTERESTS
DIRECTORS’ AND CHIEF EXECUTIVES’ INTERESTS AND SHORT POSITIONS
IN SHARES, UNDERLYING SHARES AND DEBENTURES (continued)
(c) INTERESTS IN CONVERTIBLE NOTE OF THE COMPANY (LONG POSITIONS)
A convertible note in the principal sum of HK$2,552,000,000 was issued on 7 November 2006 to Thrivetrade
Limited (“Thrivetrade”) in which Mr. Cheung Chung Kiu had 100% beneficial interest. As at 30 June 2007,
Thrivetrade had exercised the conversion right attached to the convertible note in an amount of
HK$2,551,999,998.80 and accordingly a total number of 911,428,571 shares were issued by the Company to
Thrivetrade. Such shares were part of the shares interested by Mr. Cheung Chung Kiu as disclosed under
paragraph (a) “Interests in shares of the Company (long positions)” above. The HK$1.20 principal amount
outstanding on the convertible notes will be repaid in accordance with the terms of the convertible notes.
Notes:
1. 254,239,636 of such shares were held through Regulator Holdings Limited (“Regulator”), an indirect wholly-owned
subsidiary of Yugang International Limited (“Yugang”, which was owned by Chongqing Industrial Limited
(“Chongqing”), Timmex Investment Limited (“Timmex”) and Mr. Cheung Chung Kiu in aggregate as to 42.25%). Mr.
Cheung Chung Kiu was deemed to be interested in the same number of shares held by Regulator by virtue of his
indirect shareholding interests in Chongqing. As Mr. Cheung Chung Kiu had 100% beneficial interest in Timmex, he
was also deemed to be interested in the same number of shares held by Timmex through Regulator.
1,031,428,571 of such shares were held through Thrivetrade, a company wholly-owned by Mr. Cheung Chung Kiu.
Accordingly, he was also deemed to be interested in the same number of shares in which Thrivetrade was interested.
2. Mr. Cheung Chung Kiu, Peking Palace Limited, Miraculous Services Limited and Prize Winner Limited had 35%,
30%, 5% and 30% equity interest in Chongqing respectively. Peking Palace Limited and Miraculous Services Limited
were beneficially owned by Palin Discretionary Trust, a family discretionary trust, the objects of which included Mr.
Cheung Chung Kiu and his family. Prize Winner Limited was beneficially owned by Mr. Cheung Chung Kiu and his
associates. Mr. Cheung Chung Kiu had 100% beneficially interest in Timmex.
Save as disclosed above, as at 30 June 2007, the Company had not been notified of any interests or short positions
in the shares, underlying shares and debentures of the Company or any of its associated corporations (within the
meaning of Part XV of the SFO) as recorded in the register to be kept by the Company under Section 352 of the SFO,
or as otherwise notified to the Company and the Stock Exchange pursuant to the Model Code of the Listing Rules.
15
DISCLOSURE OF INTERESTS
Interim Report 2007 C C Land HOLDINGS L IMITED
SHARE OPTIONS
The Company operates a share option scheme (the “Scheme”) which was adopted on 29 April 2005, details of the
Scheme were disclosed in the Company’s circular dated 13 April 2005.
Details of the options to subscribe for shares of the Company granted under the Scheme and their movement during
the period were as follows:
Number of share option
Name or At 1 Granted Exercised Expired Forfeited Exercise
category of January during during during during At 30 Exercisable price per
participant 2007 the period the period the period the period June 2007 Date of grant period share HK$
Lam How Mun Peter 2,000,000 — — — — 2,000,000 11-12-2006 01-01-2008 to 4.95
1
31-12-2017
1,939,000 — — — — 1,939,000 11-12-2006 01-01-2009 to 4.95
1
31-12-2018
—6,000,000 — — — 6,000,000 16-02-2007 01-01-2008 to 4.81
2
31-12-2017
—2,000,000 — — — 2,000,000 19-04-2007 01-01-2008 to 5.26
3
31-12-2017
—2,000,000 — — — 2,000,000 19-04-2007 01-01-2009 to 5.26
3
31-12-2018
—4,000,000 — — — 4,000,000 27-04-2007 01-01-2008 to 5.37
4
31-12-2017
3,939,000 14,000,000 — — — 17,939,000
Leung Chun Cheong 500,000 — — — — 500,000 11-12-2006 01-01-2008 to 4.95
1
31-12-2017
500,000 — — — — 500,000 11-12-2006 01-01-2009 to 4.95
1
31-12-2018
1,000,000 — — — — 1,000,000
Leung Wai Fai 1,000,000 — — — — 1,000,000 11-12-2006 01-01-2008 to 4.95
1
31-12-2017
1,000,000 — — — — 1,000,000 11-12-2006 01-01-2009 to 4.95
1
31-12-2018
2,000,000 — — — — 2,000,000
Poon Ho Yee Agnes 500,000 — — — — 500,000 11-12-2006 01-01-2008 to 4.95
1
31-12-2017
500,000 — — — — 500,000 11-12-2006 01-01-2009 to 4.95
1
31-12-2018
1,000,000 — — — — 1,000,000
16
C C Land HOLDINGS L IMITED Interim Report 2007
DISCLOSURE OF INTERESTS
SHARE OPTIONS (continued)
Number of share option
Name or At 1 Granted Exercised Expired Forfeited Exercise
category of January during during during during At 30 Exercisable price per
participant 2007 the period the period the period the period June 2007 Date of grant period share HK$
Wu Hong Cho 400,000 — — — — 400,000 11-12-2006 01-01-2008 to 4.95
1
31-12-2017
400,000 — — — — 400,000 11-12-2006 01-01-2009 to 4.95
1
31-12-2018
800,000 — — — — 800,000
Other employees
In aggregate 3,700,000 — — — — 3,700,000 11-12-2006 01-01-2008 to 4.95
1
31-12-2017
3,700,000 — — — — 3,700,000 11-12-2006 01-01-2009 to 4.95
1
31-12-2018
— 500,000 — — — 500,000 19-04-2007 01-01-2008 to 5.26
3
31-12-2017
— 500,000 — — — 500,000 19-04-2007 01-01-2009 to 5.26
3
31-12-2018
7,400,000 1,000,000 — — — 8,400,000
Grand Total 16,139,000 15,000,000 — — — 31,139,000
Notes to the reconciliation of share options outstanding during the period:
The vesting period of the share options is from the date of grant until the commencement of the exercisable period.
The exercise price of the share options is subject to adjustment in case of rights or bonus issues, or other similar changes
in the Company’s share capital.
1
The closing price on the trading day immediately prior to the date of grant of the options per share is HK$4.90. Details of
the options granted before the implementation of consolidation of shares on 11 January 2007 have been adjusted accordingly.
2
The closing price on the trading day immediately prior to the date of grant of the options per share is HK$4.67.
3
The closing price on the trading day immediately prior to the date of grant of the options per share is HK$5.40.
4
The closing price on the trading day immediately prior to the date of grant of the options per share is HK$5.40.
17
DISCLOSURE OF INTERESTS
Interim Report 2007 C C Land HOLDINGS L IMITED
DISCLOSEABLE INTERESTS AND SHORT POSITIONS OF SHAREHOLDERS UNDER SFO
At 30 June 2007, the following persons (other than directors or chief executives of the Company) had interests or
short positions in the shares or underlying shares of the Company which were recorded in the register required to be
kept by the Company under Section 336 of the SFO:
Approximate
Number of percentage of
shares held issued share
Name of shareholder Capacity (long positions) capital
Regulator Beneficial interest 254,239,636 (Note 1) 14.08%
Yugang International (B.V.I.) Interest of controlled 254,239,636 (Note 1) 14.08%
Limited (“Yugang-BVI”) corporations
Yugang Interest of controlled 254,239,636 (Note 1) 14.08%
corporations
Chongqing Interest of controlled 254,239,636 (Note 1) 14.08%
corporations
Palin Holdings Limited (“Palin”) Interest of controlled 254,239,636 (Note 1) 14.08%
corporations
Thrivetrade Beneficial interest 1,031,428,571 (Note 2) 57.13%
Indus Capital Partners, LLC Corporate 99,671,000 5.52%
Sheldon Fenton Kasowitz Interest of controlled 99,671,000 5.52%
corporations
David Nathan Kowitz Interest of controlled 99,671,000 5.52%
corporations
Notes:
1. The interests held by Regulator, Yugang-BVI, Yugang, Chongqing and Palin respectively as shown above refer to interests
in the same block of shares. Regulator is a direct wholly-owned subsidiary of Yugang-BVI, Yugang-BVI is in turn a direct
wholly-owned subsidiary of Yugang. Yugang was owned by Chongqing, Timmex and Mr. Cheung Chung Kiu in aggregate
as to 42.25%. Chongqing, Timmex and Palin are controlled by Mr. Cheung Chung Kiu. The said interests were also included
in the interest in shares of the Company of Mr. Cheung Chung Kiu as disclosed under the paragraph (a) “Interests in shares
of the Company (long positions)” above.
2. These shares were also included in the interest in shares of the Company of Mr. Cheung Chung Kiu as disclosed under the
paragraph (a) “Interests in shares of the Company (long positions)” above.
Save as disclosed above, as at 30 June 2007, the Company has not been notified of any other relevant interests or
short positions in the shares or underlying shares of the Company to be recorded in the register required to be kept
by the Company under Section 336 of the SFO.
18
C C Land HOLDINGS L IMITED Interim Report 2007
CORPORATE GOVERNANCE AND OTHER INFORMATION
CODE ON CORPORATE GOVERNANCE PRACTICES
In the opinion of the directors, the Company has complied with the code provisions as set out in the Code on
Corporate Governance Practices (the “Code”) contained in Appendix 14 of the Listing Rules throughout the six
months ended 30 June 2007, except for the following deviation:
Code Provision A.4.1 stipulates that non-executive directors should be appointed for a specific term, subject for re-
election. None of the existing non-executive directors are appointed for a specific term. However, all the non-executive
directors shall be subject to retirement by rotation at the annual general meetings at least once every three years
pursuant to the Company’s Bye-laws. As such, the Board considers that sufficient measures have been taken to
ensure that the Company’s corporate governance practices are no less exacting than those in the Code.
RULES 3.10 AND 3.21 OF THE LISTING RULES
Following the resignation of Mr. Wong Wai Kwong David on 26 July 2007 as independent non-executive director,
audit committee member and remuneration committee member of the Company, the number and qualification of
independent non-executive director of the Company fail to meet the requirements under rule 3.10 of the Listing Rules
and the composition of the Company’s audit committee fails to meet the requirement under rule 3.21 of the Listing
Rules. Also, a majority of members of the remuneration committee has temporarily not been formed by independent
non-executive directors. As such, the Board would make its best endeavors to identify an appropriate person for
appointment as the independent non-executive director, audit committee member and remuneration committee
member of the Company within three months from the date of his resignation.
MODEL CODE FOR SECURITIES TRANSACTIONS BY DIRECTORS
The Company has adopted the Model Code set out in Appendix 10 of the Listing Rules as its own code of conduct
regarding securities transactions by the directors. Following specific enquiry by the Company, all directors have
confirmed that they have complied with the required standard set out in the Model Code throughout the six months
ended 30 June 2007.
PURCHASE, SALE OR REDEMPTION OF THE COMPANY’S LISTED SECURITIES
During the six months ended 30 June 2007, neither the Company nor any of its subsidiaries purchased, sold or
redeemed any of the Company’s listed securities.
AUDIT COMMITTEE
The Audit Committee has discussed with the management and external auditors the accounting principles and
policies adopted by the Group, and has reviewed the Group’s unaudited interim financial statements for the six
months ended 30 June 2007.
APPRECIATION
On behalf of the Board, I would like to express our sincere gratitude to the Group’s management and staff for their
invaluable service and contribution. We also wish to thank all of our customers, shareholders and business associates
for their trust and support during the period, and sincerely look forward to your continued support in future.
By order of the Board
Lam How Mun Peter
Deputy Chairman & Managing Director
Hong Kong, 21 September 2007
19
CONSOLIDATED INCOME STATEMENT
For the six months ended 30 June 2007
Interim Report 2007 C C Land HOLDINGS L IMITED
Six months ended 30 June
2007 2006
(Unaudited) (Unaudited)
Notes HK$’000 HK$’000
REVENUE 3, 4 459,984 391,558
Cost of sales (382,477) (326,353)
Gross profit 77,507 65,205
Other income and gains 4 100,546 16,734
Selling and distribution costs (11,838) (8,585)
Administrative expenses (47,867) (24,312)
Other expenses (26,170) (2,341)
Finance costs (8,278) (1,230)
Share of losses of associates (712) (1,812)
Share of loss of a jointly-controlled entity (2,530) —
PROFIT BEFORE TAX 5 80,658 43,659
Tax 6 495,160 (6,811)
PROFIT FOR THE PERIOD 575,818 36,848
Attributable to:
Equity holders of the parent 572,990 37,518
Minority interests 2,828 (670)
575,818 36,848
EARNINGS PER SHARE ATTRIBUTABLE TO
ORDINARY EQUITY HOLDERS OF THE PARENT 8
Basic 31.74 HK cents 9.50HK cents
Diluted 31.73 HK cents N/A
20
C C Land HOLDINGS L IMITED Interim Report 2007
CONSOLIDATED BALANCE SHEET
As at 30 June 2007
30 June 31 December
2007 2006
(Unaudited) (Audited)
Notes HK$’000 HK$’000
NON-CURRENT ASSETS
Property, plant and equipment 9 274,928 267,654
Investment properties 178,851 128,262
Prepaid lease payments 25,283 25,510
Goodwill 43,521 35,139
Interests in associates 32,588 33,300
Interest in a jointly-controlled entity 93,656 —
Convertible note receivable — loan portion 31,827 30,983
Available-for-sale equity investments 48,028 46,612
Properties under development 9 6,559,353 6,424,561
Total non-current assets 7,288,035 6,992,021
CURRENT ASSETS
Properties under development held for sale 9 353,377 82,689
Land development rights 184,707 —
Completed properties for sale 7,628 1,365
Prepaid lease payments 655 639
Inventories 83,966 90,463
Trade receivables 10 220,965 117,519
Prepayments, deposits and other receivables 152,162 79,565
Equity investments at fair value through profit or loss 95,697 40,581
Conversion option derivative 3,693 1,743
Loans to associates 3,000 8,976
Tax recoverable 315 2,486
Due from a joint venture partner — 39,676
Deposits with brokerage companies 662 344
Pledged time deposits 55,721 160,756
Cash and cash equivalents 535,653 1,151,788
Total current assets 1,698,201 1,778,590
21
CONSOLIDATED BALANCE SHEET
As at 30 June 2007
Interim Report 2007 C C Land HOLDINGS L IMITED
30 June 31 December
2007 2006
(Unaudited) (Audited)
Notes HK$’000 HK$’000
CURRENT LIABILITIES
Trade and bills payables 11 207,504 133,837
Other payables and accruals 200,652 147,853
Loans from minority shareholders of subsidiaries 23,394 8,000
Interest-bearing bank borrowings 12 452,272 591,689
Tax payable 22,480 22,015
Due to a related party 19,999 20,013
Consideration payable on acquisition of associates — 3,000
Consideration payable on acquisition of subsidiaries 114,000 255,000
Total current liabilities 1,040,301 1,181,407
NET CURRENT ASSETS 657,900 597,183
TOTAL ASSETS LESS CURRENT LIABILITIES 7,945,935 7,589,204
NON-CURRENT LIABILITIES
Interest-bearing bank borrowings 12 232,759 126,295
Deferred tax liabilities, net 1,588,494 2,029,474
Total non-current liabilities 1,821,253 2,155,769
Net assets 6,124,682 5,433,435
EQUITY
Equity attributable to equity holders of the parent
Issued capital 180,538 180,538
Reserves 5,885,339 5,155,951
Proposed dividend — 90,269
6,065,877 5,426,758
Minority interests 58,805 6,677
Total equity 6,124,682 5,433,435
22
C C Land HOLDINGS L IMITED Interim Report 2007
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the six month ended 30 June 2007
Attributable to equity holders of the parent
Share Exchange Share Proposed
Issued premium Surplus fluctuation Retained option final Minority
capital account account reserve profits reserve dividend Total interests Total
HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000
At 1 January 2007 (audited) 180,538 4,276,770 90,554 22,994 763,661 1,972 90,269 5,426,758 6,677 5,433,435
Exchange realignment recognised
directly in equity — — — 131,897 — — — 131,897 330 132,227
Profit for the period — — — — 572,990 — — 572,990 2,828 575,818
Total income and expense
for the period — — — 131,897 572,990 — — 704,887 3,158 708,045
Acquisition of shareholding of
subsidiaries — — — — — — — — 33,576 33,576
Contributions from minority
shareholders — — — — — — — — 15,394 15,394
Final 2006 dividend declared
and paid — — — — — — (90,269) (90,269) — (90,269)
Equity — settled share
option arrangement — — — — — 24,501 — 24,501 — 24,501
At 30 June 2007 (unaudited) 180,538 4,276,770 90,554 154,891 1,336,651 26,473 — 6,065,877 58,805 6,124,682
Attributable to equity holders of the parent
Share Exchange Proposed
Issued premium Surplus fluctuation Retained final Minority
capital account account reserve profits dividend Total interests Total
HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000
At 1 January 2006 (audited) 39,395 199,901 90,554 183 226,059 23,637 579,729 3,652 583,381
Profit for the period and total income
and expense for the period
ended 30 June 2006 — — — — 37,518 — 37,518 (670) 36,848
Final 2005 dividend declared and paid — — — — — (23,637) (23,637) — (23,637)
At 30 June 2006 (unaudited) 39,395 199,901 90,554 183 263,577 — 593,610 2,982 596,592
23
CONDENSED CONSOLIDATED CASH FLOW STATEMENT
For the six months ended 30 June 2007
Interim Report 2007 C C Land HOLDINGS L IMITED
Six months ended 30 June
2007 2006
(Unaudited) (Unaudited)
HK$’000 HK$’000
NET CASH OUTFLOW FROM OPERATING ACTIVITIES (163,433) (28,589)
NET CASH (OUTFLOW)/INFLOW FROM INVESTING ACTIVITIES (319,029) 69,692
NET CASH OUTFLOW FROM FINANCING ACTIVITIES (123,222) (3,186)
NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS (605,684) 37,917
CASH AND CASH EQUIVALENT AT BEGINNING OF THE PERIOD 1,151,788 160,049
EFFECT OF FOREIGN EXCHANGE RATE CHANGES, NET (10,451) —
CASH AND CASH EQUIVALENTS AT END OF THE PERIOD 535,653 197,966
ANALYSIS OF BALANCES OF CASH AND
CASH EQUIVALENTS
Cash and bank balances 414,093 42,181
Non-pledged time bank deposits with original maturity
of less than three months when acquired 121,560 155,785
535,653 197,966
24
C C Land HOLDINGS L IMITED Interim Report 2007
NOTES TO THE CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
30 June 2007
1. BASIS OF PREPARATION
The unaudited interim condensed consolidated financial statements for the six months ended 30 June 2007
have been prepared in accordance with Hong Kong Accounting Standard (“HKAS”) 34 “Interim Financial
Reporting” issued by the Hong Kong Institute of Certified Public Accountants (“HKICPA”) and the applicable
disclosure requirements of Appendix 16 of the Rules Governing the Listing of Securities on The Stock Exchange
of Hong Kong Limited (“the Listing Rules”).
The interim condensed consolidated financial statements do not include all the information and disclosures
required in the annual financial statements, and should be read in conjunction with the Group’s annual financial
statements as at 31 December 2006.
2. PRINCIPAL ACCOUNTING POLICIES
The interim condensed consolidated financial statements have been prepared under the historical cost basis
except for certain financial instruments and investment properties, which are measured at fair values.
The accounting policies and the basis of preparation adopted in preparing these unaudited interim condensed
consolidated financial statements are consistent with those used in the preparation of the Group’s annual
financial statements for the year ended 31 December 2006, except as described below.
In the current interim period, the Group has applied, for the first time, the following new standard, amendment
and Interpretations (the “new HKFRSs”) issued by the HKICPA, which are effective for the Group’s financial
periods beginning on or after 1 January 2007.
HKAS 1 (Amendment) Capital Disclosures
HKFRS 7 Financial Instruments: Disclosures
HK(IFRIC)-Int 7 Applying the Restatement Approach under HKAS 29 Financia
Reporting in Hyperinflationary Economies
HK(IFRIC)-Int 8 Scope of HKFRS 2
HK(IFRIC)-Int 9 Reassessment of Embedded Derivatives
HK(IFRIC)-Int 10 Interim Financial Reporting and Impairment
The adoption of these new HKFRSs had no material effect on the results of operations and financial position of
the Group for the current or prior accounting periods. Accordingly, no prior period adjustment has been
recognised.
The Group has not early applied the following new and revised standards and interpretations that have been
issued but are not yet effective, in the interim condensed consolidated financial statements.
HKAS 23 (Revised) Borrowing Costs
1
HKFRS 8 Operation Segments
1
HK(IFRIC)-Int 11 HKFRS 2: Group and Treasury Share Transactions
2
HK(IFRIC)-Int 12 Service Concession Arrangements
3
1
Effective for annual periods beginning on or after 1st January 2009
2
Effective for annual periods beginning on or after 1st March 2007
3
Effective for annual periods beginning on or after 1st January 2008
The Group is in the process of assessing the potential impact of these standards or interpretations but not yet
in a position to determine whether these standards or interpretations will have a significant impact on how its
results of operations and financial position are prepared and presented. These standards or interpretations
may result in changes in the future as to how the results and financial position are prepared and presented.
25
NOTES TO THE CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
30 June 2007
Interim Report 2007 C C Land HOLDINGS L IMITED
3. SEGMENT INFORMATION
The Group’s operating businesses are structured and managed separately according to the nature of their
operations and the products and services they provide. Each of the Group’s business segments represents a
strategic business unit that offers products and services which are subject to risks and returns that are different
from those of the other business segments. Summary details of the business segments are as follows:
Sales of packaging products — Manufacture and trading of watch boxes, gift boxes, spectacles
segment cases, bags and pouches, display units and acrylic products
Sales of travel bags segment — Manufacture and trading of soft luggages, travel bags,
backpacks and brief cases
Treasury investment segment — Investments in securities and convertible notes,
and provision of financial services
Property development and — Development and investment of properties located in the
investment segment Mainland China
BUSINESS SEGMENTS
The following tables present revenue and profit information regarding the Group’s business segments for the
six months ended 30 June 2007 and 2006, respectively.
For the six months ended 30 June 2007 — unaudited
Property
Sale of Sale of development
packaging travel Treasury and
products bags investment investment Total
HK$’000 HK$’000 HK$’000 HK$’000 HK$’000
Segment revenue:
Sales to external customers 188,345 254,258 7,258 10,123 459,984
Segment results 17,169 12,159 29,206 59,414 117,948
Unallocated corporate expenses (35,706)
Unallocated corporate income 9,936
Share of losses of:
Associates (712)
A jointly-controlled entity (2,530) (2,530)
Finance costs (8,278)
Profit before tax 80,658
Tax 495,160
Profit for the period 575,818
26
C C Land HOLDINGS L IMITED Interim Report 2007
NOTES TO THE CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
30 June 2007
3. SEGMENT INFORMATION (continued)
BUSINESS SEGMENTS (continued)
For the six months ended 30 June 2006 — unaudited
Sale of Sale of
packaging travel Treasury
products bags investment Total
HK$’000 HK$’000 HK$’000 HK$’000
Segment revenue:
Sales to external customers 151,900 221,677 17,981 391,558
Segment results 18,893 1,113 23,856 43,862
Unallocated corporate expenses (5,757)
Unallocated corporate income 8,692
Share of losses of associates (1,812)
Finance costs (1,326)
Profit before tax 43,659
Tax (6,811)
Profit for the period 36,848
GEOGRAPHICAL SEGMENTS
The following table provides an analysis of the Group’s revenue by geographical market, irrespective of the
origin of the goods:
Six months ended 30 June
2007 2006
(Unaudited) (Unaudited)
HK$’000 HK$’000
North and South America 245,077 192,663
Europe 96,057 109,378
Hong Kong 67,083 64,668
PRC 24,111 —
Others 27,656 24,849
459,984 391,558
27
NOTES TO THE CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
30 June 2007
Interim Report 2007 C C Land HOLDINGS L IMITED
4. REVENUE, OTHER INCOME AND GAINS
An analysis of the Group’s revenue, other income and gains is as follows:
Six months ended 30 June
2007 2006
(Unaudited) (Unaudited)
HK$’000 HK$’000
Revenue
Sale of goods 442,603 373,577
Sale of properties 1,112 —
Gross rental income 7,205 —
Realised gain on derecognition of investments held for trading — 17,229
Gain on disposal of listed equity investments
at fair value through profit or loss 5,259 —
Dividend income from listed investments 1,529 673
Dividend income from unlisted investments 680 —
Imputed interest income from convertible note receivable 1,596 79
459,984 391,558
Other income and gains
Interest income on bank deposits 14,232 4,280
Fair value gains on investments at fair value
through profit or loss, net 11,421 5,168
Fair value gains on conversion option derivative 1,951 —
Gain arising from redemption of convertible note receivable — 1,333
Gain on disposal of property, plant and equipment 81 —
Gain on disposal of a subsidiary — 3,082
Write-back of impairment of trade receivables 1,858 —
Write-back of impairment of other receivables 50,866 —
Fair value gains on investment properties 16,531 1,330
Others 3,606 1,541
100,546 16,734
28
C C Land HOLDINGS L IMITED Interim Report 2007
NOTES TO THE CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
30 June 2007
5. PROFIT BEFORE TAX
The Group’s profit before tax is arrived at after charging:
Six months ended 30 June
2007 2006
(Unaudited) (Unaudited)
HK$’000 HK$’000
Cost of inventories sold 292,395 265,765
Cost of properties sold 1,514 —
Depreciation 7,689 5,062
Impairment of goodwill 587 1,900
Amortisation on prepaid lease payments 235 318
Employee benefits expense (including directors’ remuneration):
— Salaries, wages and pensions 20,242 14,607
— Equity settled option expenses 24,501 —
6. TAX
Hong Kong profits tax has been provided at the rate of 17.5% (2006: 17.5%) on the estimated assessable
profits arising in Hong Kong during the period. Taxes on profits assessable in Mainland China have been
calculated at the rates of tax prevailing in Mainland China, based on existing legislation, interpretations and
practices in respect thereof.
Six months ended 30 June
2007 2006
(Unaudited) (Unaudited)
HK$’000 HK$’000
Group:
Hong Kong
— Current 6,950 6,811
— Overprovision in prior period (1,480) —
5,470 6,811
Deferred (500,630) —
Total tax (credit)/charge for the period (495,160) 6,811
29
NOTES TO THE CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
30 June 2007
Interim Report 2007 C C Land HOLDINGS L IMITED
6. TAX (continued)
On 16 March 2007, the National People’s Congress approved the Corporate Income Tax Law of the People’s
Republic of China (the “New CIT Law”), which will be effective from 1 January 2008. Under the New CIT Law,
the corporate income tax rate applicable to domestic companies from 1 January 2008 will decrease from 33%
to 25%. Accordingly, the corporate income tax rate of the Group’s subsidiaries in Mainland China will decrease
from 33% to 25% on 1 January 2008 and thereafter. This reduction in the income tax rate will directly reduce
the Group’s effective tax rate prospectively from 2008.
According to HKAS 12, deferred tax assets and deferred tax liabilities are measured at the tax rates that are
expected to apply to the period when the asset is realised or the liability is settled. As a result, the change in
the corporate income tax rate has increased tax credit of the current period and decreased deferred tax
liabilities, both by HK$506,271,143, for the six months ended 30 June 2007.
At the date of approval of these interim financial statements, detailed implementation and administrative
requirements relating to the New CIT Law have yet to be announced. These detailed requirements include
regulations concerning the computation of taxable income, as well as specific preferential tax treatments and
their related transitional provisions. The Group will further evaluate the impact of the New CIT Law on its
operating results and financial positions of future periods as more detailed requirements are issued.
7. DIVIDENDS
During the six months ended 30 June 2007, a final dividend of HK$0.05 per share for 2006, amounting to
approximately HK$90,269,000 (2006: HK$0.06 per share for 2005, amounting to approximately HK$23,637,000)
was declared and paid to the shareholders. The directors do not recommend the payment of any interim
dividend for the six months ended 30 June 2007 (2006: Nil).
8. EARNINGS PER SHARE ATTRIBUTABLE TO ORDINARY EQUITY HOLDERS
OF THE PARENT
The calculation of the basic earnings per share for the six months ended 30 June 2007 is based on the
unaudited consolidated net profit from ordinary activities attributable to equity holders of the parent of
HK$572,990,000 (2006: HK$37,518,000) and the weighted average of 1,805,382,258 (2006: 393,953,687)
ordinary shares in issue during the periods.
The comparative amounts have been restated to reflect the consolidation of the Company’s shares on 11
January 2007, where every ten shares of the Company of HK$0.01 each were consolidated into one share of
HK$0.10 each.
30
C C Land HOLDINGS L IMITED Interim Report 2007
NOTES TO THE CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
30 June 2007
8. EARNINGS PER SHARE ATTRIBUTABLE TO ORDINARY EQUITY HOLDERS
OF THE PARENT (continued)
The calculation of diluted earnings per share amounts is based on the profit for the six months ended 30 June
2007 attributable to ordinary equity holders of the parent. The weighted average number of ordinary shares
used in the calculation is the total of the number of ordinary shares in issue during the period of 1,805,382,258,
as used in the basic earnings per share calculation, and the weighted average number of ordinary shares
assumed to have been issued at no consideration of 729,145 on the deemed exercise of all dilutive potential
ordinary shares into ordinary shares.
A diluted earning per share amount for the six months ended 30 June 2006 has not been disclosed as no
diluting events existed during that period.
9. ADDITIONS TO PROPERTY, PLANT AND EQUIPMENT/PROPERTIES
UNDER DEVELOPMENT
During the six months ended 30 June 2007, the Group incurred approximately HK$12,263,000 (2006:
HK$3,385,000) on the acquisition of property, plant and equipment.
During the six months ended 30 June 2007, the Group incurred approximately HK$209,708,000 (2006: Nil) on
the purchase of properties under development.
10.TRADE RECEIVABLES
An aged analysis of the trade receivables as at the balance sheet date, based on the invoice date and net of
provisions, is as follows:
30 June 31 December
2007 2006
(Unaudited) (Audited)
HK$’000 HK$’000
Within 1 month 115,558 68,531
1 to 2 months 47,513 26,528
2 to 3 months 31,047 15,327
Over 3 months 26,847 7,133
220,965 117,519
The Group allows an average credit period of less than 90 days to its trade customers.
31
NOTES TO THE CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
30 June 2007
Interim Report 2007 C C Land HOLDINGS L IMITED
11.TRADE AND BILLS PAYABLES
An aged analysis of the trade and bills payables as at the balance sheet date, based on the invoice date, is as
follows:
30 June 31 December
2007 2006
(Unaudited) (Audited)
HK$’000 HK$’000
Within 1 month 74,234 55,788
1 to 2 months 55,540 40,748
2 to 3 months 31,319 12,330
Over 3 months 46,411 24,971
207,504 133,837
The trade payables are non-interest-bearing and are normally settled on 60-day terms.
12.INTEREST-BEARING BANK BORROWINGS
30 June 31 December
2007 2006
(Unaudited) (Audited)
HK$’000 HK$’000
Discounted bills with recourse 41,064 34,509
Secured bank loan 643,967 683,475
685,031 717,984
Portion classified as current liabilities (452,272) (591,689)
Long term portion 232,759 126,295
13.BUSINESS COMBINATION
On 2 April 2007, the Group entered into a sale and purchase agreement to acquire a 51% in the issued share
capital of Theme Production House Limited (“Theme Production”), a company incorporated in Hong Kong, for
a cash consideration of HK$10 million. The transaction was completed on 4 April 2007. Theme Production is
engaged in the business of the trading of acrylic products and point of sales display items.
The total consideration of HK$10 million was satisfied in cash, of which HK$1 million was paid during the
period, and the remaining balance of HK$9 million shall be paid after finalisation of the adjustment as referred
to in the sale and purchase agreement.
32
C C Land HOLDINGS L IMITED Interim Report 2007
NOTES TO THE CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
30 June 2007
13.BUSINESS COMBINATION (continued)
The fair values of the identifiable assets and liabilities of Theme Production as at the date of acquisition and
the corresponding carrying amounts immediately before the acquisition were as follows:
Fair value
recognised Carrying
on acquisition amount
(Unaudited) (Unaudited)
HK$’000 HK$’000
Property, plant and equipment 326 326
Inventories 111 111
Trade receivables 2,931 2,931
Tax receivables 201 201
Deposits 328 328
Cash and bank balances 3,001 3,001
Trade and other payables (4,875) (4,875)
2,023 2,023
Minority interests (992)
Goodwill on acquisition 8,969
Total consideration 10,000
Satisfied by:
Cash paid 1,000
Consideration payable 9,000
10,000
14.COMMITMENTS
30 June 31 December
2007 2006
(Unaudited) (Audited)
HK$’000 HK$’000
Capital expenditure contracted, but not provided for:
— Property, plant and equipment 273 —
— Property development expenditure 78,744 27,906
33
NOTES TO THE CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
30 June 2007
Interim Report 2007 C C Land HOLDINGS L IMITED
15.CONTINGENT LIABILITIES
At the balance sheet date, contingent liabilities not provided for in the financial statements were as follows:
30 June 31 December
2007 2006
(Unaudited) (Audited)
Note HK$’000 HK$’000
Guarantees given to banks in connection
with facilities granted to associates 13,500 12,000
Guarantees in respect of mortgage
facilities for certain customers (i) 30,643 29,740
44,143 41,740
Note:
(i) The Group provided guarantees in respect of the mortgage facilities granted by certain banks to certain purchasers
of the Group’s properties. Under the arrangement, in the event of default in mortgage payments by the purchasers,
the Group is obliged to repay the outstanding mortgage principals together with the accrued interest and penalty
owed by the purchasers to the banks.
The directors consider that in case of default in payments, the net realisable value of the related properties can
cover the repayment of the outstanding mortgage principals together with the accrued interest and penalty and
therefore no provision for the guarantees has been made in the financial statements.
16.SHARE-BASED PAYMENT
The following share options were outstanding during the period:
Number of share options Exercise Closing
Granted price of price of the
Date of grant of At 1 January during the At 30 June Exercise period share Company’s
share options 2007 period 2007 of share options options shares
HK$ per share HK$ per share
11-12-2006 8,100,000 — 8,100,000 01-01-2008 to 31-12-2017 4.95 4.90
11-12-2006 8,039,000 — 8,039,000 01-01-2009 to 31-12-2018 4.95 4.90
16-02-2007 — 6,000,000 6,000,000 01-01-2008 to 31-12-2017 4.81 4.67
19-04-2007 — 2,500,000 2,500,000 01-01-2008 to 31-12-2017 5.26 5.40
19-04-2007 — 2,500,000 2,500,000 01-01-2009 to 31-12-2018 5.26 5.40
27-04-2007 — 4,000,000 4,000,000 01-01-2008 to 31-12-2017 5.37 5.40
16,139,000 15,000,000 31,139,000
The vesting period of the share options is from the date of grant until the commencement of the exercise period.
The closing price of the Company’s shares represents the Stock Exchange closing price on the trading day
immediately prior to the date of grant of the share options.
34
C C Land HOLDINGS L IMITED Interim Report 2007
NOTES TO THE CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
30 June 2007
16.SHARE-BASED PAYMENT (continued)
The fair value of share options granted during the period was HK$33,455,000. The Group recognised a share
option expense of HK$24,501,000 during the six months ended 30 June 2007 (2006: Nil).
The fair value of the share options granted during the period was estimated as at the date of grant, using a
binomial model, taking into account the terms and conditions upon which the options were granted. The
following table lists the inputs to the model used:
Dividend yield (%) 0.58
Expected volatility (%) 57.96 to 58.15
Risk-free interest rate (%) 4.20 to 4.28
No other feature of the options granted was incorporated into the measurement of fair value.
17.PLEDGE OF ASSETS
At the balance sheet date, the Group pledged certain of its assets as securities for banking facilities granted
to the Group. The aggregate carrying values of the assets are listed below:
30 June 31 December
2007 2006
(Unaudited) (Audited)
HK$’000 HK$’000
Property, plant and equipment 28,637 69,038
Investment properties 69,998 13,924
Leasehold interest in lands 3,120 2,839
Properties under development 3,123,483 4,195,215
Time deposits 46,588 160,756
35
NOTES TO THE CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
30 June 2007
Interim Report 2007 C C Land HOLDINGS L IMITED
18.RELATED PARTY TRANSACTIONS
During the period, the Group entered into transactions with related parties as follows:
(a) Transactions with related parties
Six months ended 30 June
2007 2006
(Unaudited) (Unaudited)
HK$’000 HK$’000
Sales of goods to an associate 17 65
Sales of goods to a minority shareholder of a subsidiary — 13,431
(b) Compensation of key management personnel of the Group:
Six months ended 30 June
2007 2006
(Unaudited) (Unaudited)
HK$’000 HK$’000
Short term employee benefits 4,533 4,006
Share-based payments 17,344 —
Total compensation paid to key management personnel 21,877 4,006
(c) At 30 June 2007, the Group executed guarantees amounting to HK$13,500,000 (31 December 2006:
HK$12,000,000) to banks as securities for banking facilities granted to its associates, the Technical
Group.
(d) Provision of buildings to a related party for the operation of a school at nil rental
The Group’s buildings and prepaid lease payments with an aggregate carrying amount of approximately
RMB15,428,000 were provided to a family member of a director of a subsidiary for the operation of a
school at nil rental.
36
C C Land HOLDINGS L IMITED Interim Report 2007
NOTES TO THE CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
30 June 2007
19.POST BALANCE SHEET EVENTS
(a) On 15 July 2007, the Group entered into an agreement to acquire a 60% equity interest in a company
for a cash consideration of RMB45 million. The company owns a land bank in Mainland China scheduled
for residential development with a total site area of approximately 333,335 square metres and a total
gross floor area of approximately 1,000,005 square metres.
(b)On 24 July 2007, the Group placed 360,000,000 new shares to independent investors at a price of
HK$8.10 per share, raising a proceed of approximately HK$2,862 million to finance the Group’s property
development business and for general working capital.
(c) On 8 August 2007, options were granted to certain directors and eligible employees of the Group to
subscribe for a total of 12.9 million shares at an exercise price of HK$8.73 per share.
(d)On 17 August 2007, the Group participated in a joint venture, in which the Group has a 25% equity
interest, with two other property developers in Hong Kong in acquiring by auction the land use right of
a parcel of land in the Jiangbei District of Chongqing at a consideration of RMB4,180 million. The land
site is approximately 205,086 square metres with a gross floor area of 1,029,879 square metres and is
scheduled for development of residential/commercial projects.
(e)On 5 September 2007, the Group entered into an agreement to acquire a 100% equity interest in a
property development company registered in Chongqing, Mainland China which owns a piece of land
in Yubei District of Chongqing with a net area of 146,825 square metres for property development
purposes, with a gross floor area of approximately 338,806 square metres. The consideration for the
acquisition amounted to RMB660 million.
20.COMPARATIVE AMOUNTS
During the period, the Group considered it more appropriate to reclassify certain income, gains and expenses
information in order to better reflect the underlying nature of these income statement items. Accordingly, the
relevant comparative amounts of these items on the face of the income statement and the related notes to the
financial statements have been reclassified to conform with the current period’s presentation.
21.APPROVAL OF THE INTERIM FINANCIAL STATEMENTS
These unaudited interim condensed consolidated financial statements were approved by the board of directors
on 21 September 2007.
