wing tai holdings limited · 2019-01-16 · on the cover: the strikingly bold lines of visioncrest...

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annual report 2008

WINNING PARTNERSHIPS

ANNUAL REPORT 08

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SNP* WING TAI ANNUAL REPORT_D1008-7 / 4150COVER_OBC-OFC WT) AR Cover&Inside-09.30_.indd 2 / 10 / 2008

On the cover:The strikingly bold lines of VisionCrest Residence

01 chairman’s message

03 corporate data board of directors / 04key management / 07

08 architectural cohesionDesigns that wow residents and invite more than a second look.

14 inviting havensLuxurious branded hospitality beckons across key cities in Southeast Asia.

16 top-drawer tie-upsThe addition of top lifestyle brands garners a bigger slice of the retail and lifestyle pie.

18 masterful collaborationSuccessful joint ventures and partnerships enliven the calendar with verve and colour.

20 corporate governance When only the highest standards of corporate performance and accountability will suffi ce.

25 fi nancial reportsAll the fi gures and statistics that chart a year of strong fi nancial performance.

WING TAI HOLDINGS LIMITED

ANNUAL REPORT 2008

SNP* WING TAI ANNUAL REPORT_D1008-7 / 4150COVER_IFC-IBC WT) AR Cover&Inside-09.30_.indd 2 / 10 / 2008

CHAIRMAN’SMESSAGE

The Singapore economy grew by 7.7% in 2007 and expanded by 4.5% in the fi rst half of 2008, despite slowdowns in major external economies

and global concerns with infl ation.

Overview The Singapore economy grew by 7.7% in 2007 and expanded by 4.5% in the fi rst half of 2008, despite slowdowns in major external economies and global concerns with infl ation. However, the Singapore residential property market slowed down in the second half of 2007, due to the US sub-prime concern and a volatile stock market. The Group recorded revenue of S$428.2 million for the fi nancial year ended 30 June 2008. Revenue on development properties for the current year was mainly recognised from units sold in The Riverine by the Park in Singapore, The Meritz and Sering Ukay in Malaysia, and The Lakeside in China. While the Group’s operating profi t decreased from S$421.9 million to S$204.8 million in the current year, due primarily to lower sales from the development properties division, its share of results of associated and joint venture companies increased by S$12.9 million to S$123.0 million in the current year. The increase was due to the higher contributions from VisionCrest and Casa Merah in Singapore, as well as USI Holdings in Hong Kong. The Group’s net profi t attributable to shareholders decreased from S$381.8 million to S$229.3 million in the current year, as a result of the lower operating profi t as well as lower fair value gains on investment properties. Excluding the fair value gains, the underlying profi t of the Group will be S$157.8 million for the current year, as compared to S$181.8 million in the previous year. The Group’s net gearing ratio was reduced to 0.40 times as at 30 June 2008 from 0.43 times as at 30 June 2007, resulting from cash generated from the sales of residential property units and the increase in the Group’s net asset value in the current year. The Board of Directors have recommended a fi rst and fi nal one-tier dividend of 3 cents per share and a special one-tier dividend of 3 cents per share for the current year.

Business Performance The Group’s residential developments released in Singapore so far were fully sold, other than Helios Residences and VisionCrest Residence which were over 50% and 93% sold respectively. We shall be releasing new developments viz. L’VIV on Newton Road, the Alexandra Road site and Belle Vue Residences on Oxley Rise designed by renowned Japanese architect Toyo Ito. Other high-end developments in the pipeline include Le Nouvel Ardmore and the proposed development at Anderson Road by Pritzker Prize laureate Jean Nouvel. The Group’s residential development portfolio in Singapore is approximately 1.3 million square feet in combined gross fl oor area. Projects in Malaysia also progressed well.

SNP* WING TAI ANNUAL REPORT_D1008-7 / 4150 WT) AR Corp-09.30_.indd 1 WT) AR Corp-09.30_.indd 1 10/2/08 9:58:03 PM10/2/08 9:58:03 PM

“We look forward to continual collaboration and leverage on the strength of our

alliances and winning partnerships.”

The Meritz was fully sold and handed over to owners in early 2008. Sering Ukay was well-received, with Phase 1 84% sold and Phase 2, 89% sold. The Group plans to release new developments in the prime areas of Kuala Lumpur viz. at Menara DNP also by Jean Nouvel, Bukit Ceylon and U-Thant. The Group’s residential development portfolio in Malaysia is approximately 10 million square feet in combined gross fl oor area in Kuala Lumpur and Penang. The Group continued with steady progress in China with its developments in Suzhou, and together with its consortium of international joint venture partners, continued to pursue business opportunities in other fast growing cities. A Shanghai offi ce was opened in early 2008. In Hong Kong, USI Holdings initiated several joint venture projects, which included a strategic consortium to develop Tai Po Town Nos. 186 to 188 to be designed by London-based Foster + Partners, as well as the redevelopment of a premier site at Seymour Road, Mid Levels. The Group’s portfolio of investment properties continued to achieve high occupancies and steady performance from high rental rates committed, in buoyant offi ce and hospitality markets. Lanson Place Central Park Residences in Beijing soft-opened to coincide with the Beijing Olympics, adding to our network of hospitality services. In lifestyle retail, there was an addition of premium brands, viz. Zone and Cova in Singapore; and Canali in Malaysia.

Looking Ahead The global economic environment is likely to remain challenging for the rest of the year and into 2009. However, given the Singapore government’s continuing efforts in restructuring the economy and transforming Singapore into a global city, we remain confi dent of the sound underlying fundamentals of the property market here and of the long-term prospects of markets in the region.

Appreciation I would like to thank members of the Board for their counsel in the Group. I would also like to thank the management and staff for their contribution and commitment. This year, we celebrate Wing Tai’s 45th Anniversary. We overcame challenges and grew our business progressively. Today, we benefi t from the strong support of our shareholders, bankers, business partners and customers, whom I must thank. We look forward to continual collaboration and leverage on the strength of our alliances and winning partnerships.

CHENG WAI KEUNGChairman30 September 2008

02chairman’s message / Wing Tai annual report 2008


BOARD OF DIRECTORS

Cheng Wai KeungChairman

Edmund Cheng Wai WingDeputy Chairman

Boey Tak HapCheng Man TakTan Sri Dato’ Mohamed Noordin bin HassanLee Han YangLee Kim WahLoh Soo EngPhua Bah LeePaul Tong Hon To

AUDIT COMMITTEE

Paul Tong Hon To Chairman

Boey Tak HapLee Han YangPhua Bah Lee

REMUNERATION COMMITTEE

Lee Han YangChairman

Boey Tak HapTan Sri Dato’ Mohamed Noordin bin HassanLoh Soo Eng

NOMINATING COMMITTEE

Loh Soo EngChairman

Cheng Wai KeungTan Sri Dato’ Mohamed Noordin bin HassanPhua Bah Lee

COMPANY SECRETARIES

Gabrielle TanOoi Siew Poh

EXECUTIVE DIRECTORS

Cheng Wai KeungManaging Director

Edmund Cheng Wai WingDeputy Managing Director

Lee Kim WahFinance Director

EXECUTIVE OFFICERS

Tan Hwee BinChief Operating Offi cer

Karine LimGeneral ManagerGroup Human Resource

SUBSIDIARY COMPANIES

DNP Holdings Berhad

Dato’ Roger Chan Wan ChungExecutive Director

Wing Tai Land

Chng Chee BeowExecutive Director

Wing Tai Retail

Helen KhooExecutive Director

Wing Tai Property Management

Len Siew LianGeneral Manager (Marketing)

REGISTERED OFFICE

3 Killiney Road #10-01 Winsland House I Singapore 239519Tel: 6280 9111Fax: 6732 9956Website: www.wingtaiasia.com.sg

REGISTRAR & TRANSFER OFFICE

Tricor Barbinder Share

Registration Services

(A division of Tricor SingaporePte. Ltd.)8 Cross Street#11-00 PWC BuildingSingapore 048424

AUDITORS

PricewaterhouseCoopers

Certifi ed Public Accountants8 Cross Street #17-00 PWC BuildingSingapore 048424

Quek Bin HweeAudit Partner(Year of appointment: 2006)

PRINCIPAL BANKERS

DBS Bank Limited

6 Shenton WayDBS BuildingSingapore 068809

The Hongkong and Shanghai Banking

Corporation Limited

21 Collyer QuayHSBC BuildingSingapore 049320

Malayan Banking Berhad

2 Battery RoadMaybank TowerSingapore 049907

Overseas-Chinese Banking

Corporation Limited

65 Chulia StreetOCBC CentreSingapore 049513

The Bank of Tokyo-Mitsubishi

UFJ, Ltd 9 Raffl es Place #01-01 Republic PlazaSingapore 048619

United Overseas Bank Limited

80 Raffl es Place UOB PlazaSingapore 048624

CORPORATE DATAWing Tai Holdings Limited is Singapore’s leading property developer and lifestyle company reputed for quality and design.

03Wing Tai annual report 2008 / corporate data


BOARD OF DIRECTORS

Cheng Wai Keung has been appointed Chairman of the Board of Wing Tai Holdings Limited (the “Company”) since 1994. He is also Managing Director of the Company and a member of the Nominating Committee. Mr Cheng is Chairman of Neptune Orient Lines Limited, Vice Chairman of Singapore-Suzhou Township Development Pte Limited and Managing Director of DNP Holdings Berhad. He holds directorships in public and private companies, including GP Batteries International Limited and has served on the boards of several government organisations. He was awarded the Distinguished Service Order (DUBC) by the Singapore Government in August 2007, and received the Public Service Star (Bar) (BBM-Lintang) in 1997 and Public Service Star (BBM) in 1987. He is appointed Justice of The Peace by the Singapore President since 2000, and has served on the Panel for Disciplinary Committees of Inquiry appointed by the Public Service Commission of the Prime Minister Offi ce since 2001. Mr Cheng graduated with Masters of Business Administration from the University of Chicago, after obtaining his Bachelor of Science degree from Indiana University. Mr Cheng was last re-elected Director on 26 October 2006.

Edmund Cheng Wai Wing is Deputy Chairman and Deputy Managing Director of the Company since joining the Company in 1984. He is responsible for property development, investment and management activities of the Group. Mr Cheng is Chairman of the Singapore Airport Terminal Services Limited and Mapletree Investments Pte Ltd. He sits on the boards of SNP Corporation Ltd and DNP Holdings Berhad. He is a member of the Nanyang Technological University’s Board of Trustees. He also chairs Singapore’s National Arts Council and DesignSingapore International Advisory Panel. He is a member of the International Council for Asia Society. Over the years, Mr Cheng has been appointed to lead several agencies, as Chairman of the Singapore Tourism Board, DesignSingapore Council, The Old Parliament House Limited, and The Esplanade Co Ltd where he is now a member. He sat on the board of the Singapore Airlines Limited, Urban Redevelopment Authority and Construction Industry Development Board. He was President of REDAS (Real Estate Developers’ Association of Singapore) and now serves as a member on its Presidential Council. He was awarded the Public Service Star Award (BBM) in 1999 by the Singapore Government. He was also recognised by Tourism Awards Singapore as Outstanding Contributor to Tourism in 2002. Mr Cheng graduated from Northwestern University and Carnegie Mellon University in USA, with a Bachelor’s degree in Civil Engineering and Master’s in Architecture. Mr Cheng was last re-elected Director on 13 October 2005.

04board of directors / Wing Tai annual report 2008


Boey Tak Hap has been a non-executive director since 2 May 1997. He is a member of both the Audit Committee and Remuneration Committee. Mr Boey was formerly the Chief of Army, Singapore Armed Forces and the President and CEO of Singapore Power Group. He was also the President and CEO of SMRT Corporation as well as Chief Executive of the Public Utilities Board. Mr Boey graduated from the University of Manchester Institute of Science and Technology with a Bachelor of Science degree in Automatic Control and System Engineering with Management Sciences. In January 2002, he was conferred the Honorary Doctorate of Doctor of Engineering by his alma mater. He also holds a Diploma in Business Administration from the National University of Singapore and has attended the Harvard Business School’s Advanced Management Programme in Boston, USA. Mr Boey was last re-elected as Director on 26 October 2006.

Cheng Man Tak has been a non-executive director since 11 May 1981. He serves as a director of the Federation of Hong Kong Garment Manufacturers and is a member of the Occupational Safety and Health Council of Hong Kong and an authority member of Clothing Industry Training Authority. He is also a member of the Advisory Committee of Poly University (Institute of Textile and Clothing Industries) in Hong Kong. Mr Cheng graduated from the University of Southern California with a Bachelor of Science degree and holds a Masters in Business Administration from Pepperdine University, USA. Mr Cheng was last re-elected as Director on 13 October 2005.

Tan Sri Dato’ Mohamed Noordin bin Hassan has been a non-executive director since 27 September 2002 and is currently a member of both the Nominating Committee and Remuneration Committee. Tan Sri Dato’ Mohamed Noordin has more than 40 years of working experience with the government of Malaysia and the private sector serving in various government departments at District, State and Federal levels including as Deputy Secretary General, Ministry of Trade and Industry, Secretary General, Ministry of Science, Technology and Environment and Secretary General, Ministry of Education. He retired from the Malaysian Civil Service in September 1994 and was subsequently offered a job with the Malaysian government owned company, Petronas Berhad. He served Petronas Berhad until 31 August 2000, fi rst as Vice-President in charge of Group Human Resource, subsequently as Vice President of Education. Tan Sri Dato’ Mohamed Noordin is currently the Chairman of DNP Holdings Berhad in Malaysia. He also sits on the Board of several subsidiaries of DNP Holdings Berhad as well as other companies in Malaysia. Tan Sri Dato’ Mohamed Noordin graduated from the University of Malaya with a Bachelor of Arts (Honours) degree in Economics. He also holds a Masters degree in Public and International Affairs from the University of Pittsburgh, USA. Tan Sri Dato’ Mohamed Noordin was last re-elected as Director on 13 October 2005.

Lee Han Yang has served as a non-executive director since 3 January 1989 and is currently Chairman of the Remuneration Committee and a member of the Audit Committee. He is a Barrister-at-Law of Lincoln’s Inn, London. He is an Advocate and Solicitor of the Supreme Court of Singapore and is a Consultant at Messrs Belinda Ang Tang & Partners. He is also a director of several public and private companies in Singapore. Mr Lee is an active member of the Law Society of Singapore and has served on several committees of the Law Society. At present, he serves on the board of the

05Wing Tai annual report 2008 / board of directors


National Council of Social Service and the Society for the Physically Disabled. In August 2006, he was awarded the Public Service Star (BBM) by the President of Singapore. Mr Lee was last re-appointed as Director on 30 October 2007.

Lee Kim Wah has served as an executive director since 2 May 1977. He is responsible for the fi nance, human resource and administrative functions of the Group. Educated in Accountancy in Australia, Mr Lee was a Manager in a public accounting fi rm, prior to joining the Company. He has been with the Group for more than 30 years. Mr Lee was conferred the Public Service Medal (PBM) in 2000 and is currently the Treasurer of the Singapore National Employers’ Federation. Mr Lee was last re-elected as Director on 30 October 2007.

Loh Soo Eng was an executive director for the property division of the Wing Tai Group since 1991. He retired as an executive director on 1 June 2004 and is currently serving as a non-executive director. He is currently Chairman of the Nominating Committee and a member of the Remuneration Committee. Mr Loh is a director of USI Holdings Limited. His past experiences are in power station, oil company, shipbuilding and shiprepairing industries as well as banking. Prior to joining the Company, Mr Loh was with the DBS Group for 17 years, holding the posts of Executive Director of Raffl es City Pte Ltd, and General Manager of DBS Land. He has also served on a few Government committees, including SAFTI Military College and Temasek Polytechnic. He was a Chairman of SLF Properties Pte Ltd and SLF Management Services Pte Ltd and was President of Real Estate Developers’ Association of Singapore (REDAS) from 2001 to 2003. Mr Loh graduated with a Bachelor of Engineering (Mechanical) from the University of Adelaide, Australia. Mr Loh was last re-elected as Director on 30 October 2007.

Phua Bah Lee has served as a non-executive director since 11 January 1989 and is currently a member of both the Audit Committee and Nominating Committee. Mr Phua currently holds directorships in a number of public and private companies. He was the Parliamentary Secretary of the Ministry of Communications (1968 to 1971), Senior Parliamentary Secretary of the Ministry of Defence (1972 to 1988) and a member of Parliament for the Tampines Constituency (1968 to 1988). Mr Phua graduated from Nanyang University in Singapore with a Bachelor of Commerce degree. Mr Phua was last re-appointed as Director on 30 October 2007.

Paul Tong Hon To has been a non-executive director since 16 August 2007. He is currently Chairman of the Audit Committee. Mr Tong is currently Executive Vice President and General Counsel of Johnson Electric Holdings Limited, where he was appointed as Chief Financial Offi cer in 1995. He has many years of senior management experience in manufacturing and trading businesses with global operations. Mr Tong obtained his BSc (Economics) and postgraduate Certifi cate of Management Studies from the University of London and the University of Oxford in England respectively. He was admitted as a Barrister of the Middle Temple in England, the Supreme Court of Hong Kong and the High Court of Australia. He is also a CPA of The Hong Kong Institute of Certifi ed Public Accountants and an Associate Member of The Institute of Chartered Secretaries and Administrators. Mr Tong was last re-elected as Director on 30 October 2007.

06board of directors / Wing Tai annual report 2008


KEY MANAGEMENT

Tan Hwee Bin is Chief Operating Offi cer of Wing Tai Holdings Limited. Prior to joining the Group in November 2000, she was Asia Pacifi c Regional Finance & IT Director, and Global Finance Director in a multinational corporation, and has worked in Hong Kong and China. Ms Tan is a Certifi ed Public Accountant and graduated with a Bachelor of Accountancy degree from the National University of Singapore. She has attended management courses in Oxford University and INSEAD at Fontainebleau; in 2005, she completed the Advanced Management Program at Harvard Business School in Boston. Ms Tan is Director of NTUC Fairprice Co-operative Ltd. She is also a member of Central Singapore Community Development Council and the Finance and Establishment Committee of Chinese Development Assistance Council.

Chng Chee Beow is Executive Director of Wing Tai Land and has been with the Group since October 1987. He is a registered Architect by profession. Mr Chng is currently the Honorary Treasurer of REDAS Management Committee and Chairman of SRP-Real Estate Management and Maintenance Industry (SRP-REMMI)-Industry Lead Body. He is a member of BCA Construction Excellence Awards Assessment Committee, Green Mark Advisory Committee, Professional Engineer Board Investigation Panel and URA Design Advisory Committee. He is also an active member of several government and private bodies. He graduated with a Bachelor of Architecture degree and has a post-graduate Diploma in Building Science from the National University of Singapore.

Karine Lim is General Manager, Group Human Resource and has been with the Group since March 2004. Prior to joining the Group, she has more than 18 years of human resource management experience in the retail, property and public transport industries. She graduated with a Bachelor of Arts (Honours) degree from the National University of Singapore and has acquired a Diploma in Human Resource Management from the Singapore Human Resource Institute.

Helen Khoo is Executive Director of Wing Tai Retail and oversees the Group’s retail and food businesses. Prior to joining the Group in 1995, she was based in Hong Kong as senior executive with a transnational corporation holding a diversifi ed portfolio. With over 20 years of experience in the retail and fast food business, Mrs Khoo drives the Group’s growth and expansion in its portfolio of retail brands. Having led the retail arm of the Company to winning various industry awards, Mrs Khoo was herself awarded by the International Management Action Award (IMAA) recognising excellence in People Management. She is an active council member of the Singapore Retailers Association and Orchard Road Business Association. She graduated with a Bachelor of Arts degree from the University of Hong Kong.

Dato’ Roger Chan Wan Chung joined DNP Holdings Berhad as General Manager in June 1971 and he is one of the pioneer staff of DNP Group. With over 30 years’ experience in the garment business, he assists the Managing Director in overseeing the day-to-day operation of the DNP Group. He was appointed to the DNP Board on 18 August 1998 and currently sits on the Board of several subsidiaries of DNP Group and other private limited companies.

Len Siew Lian is General Manager (Marketing) of Wing Tai Property Management. She oversees marketing and project launches of the Group’s development properties for sale. She joined the Group in September 1989 where she was mainly involved in the commercial leasing of both offi ce and retail, having spent her early career with an international property consultancy fi rm. She graduated with a Bachelor of Science (Estate Management) degree from the National University of Singapore and completed the Advanced Management Program at Harvard Business School in Boston.

07Wing Tai annual report 2008 / key management


Singapore Helios Residences at Cairnhill Circle continued to generate buyer interest, with over 20 units sold in the year. To date, over 50% of this 140-unit freehold condominium development has been sold through exclusive preview. VisionCrest Residence at Oxley Rise was 93% sold, with 49 units sold in the current year. Temporary Occupation Permits were obtained for The Grange and VisionCrest Commercial in March 2008, both fully sold. The Group’s investment in commercial properties fared well, as Singapore’s offi ce market remained active; Winsland House I and II achieved benchmark rental rates during the year. The Group has plans to release more unique developments, such as Le Nouvel Ardmore designed by French architect and Pritzker Prize laureate Jean Nouvel; Belle Vue Residences on Oxley Rise by renowned Japanese architect Toyo Ito; L’VIV at Newton Road, and a premium site on Alexandra Road which was acquired with two other partners in March 2008.

ARCHITECTURALCOHESIONDesigns that wow residents and invite more than a second look.

08property / Wing Tai annual report 2008


The GRANGE refl ects the superlative taste of a

different class of customers.


The MERITZOne of the Group’s latest high-end developments opposite KLCC. Decidedly swanky. Fully sold.


“During the year in review, the Group sold 411 units, achieving total sales values of

approximately S$816 million.”

Malaysia The Group’s property business activities in Malaysia were conducted through DNP Holdings Berhad, its subsidiary company listed on Bursa Malaysia Securities Berhad. The Meritz, a high-end development located opposite Kuala Lumpur City Centre (KLCC) was fully sold and handed over to owners in March 2008, ahead of contracted schedule. Phase 1 of Sering Ukay, a landed terrace development, was also completed and handed over to owners. This was 84% sold (148 units sold out of 176 units released). Phase 2 comprises 195 units, would be completed by end 2008, with 89% sold (133 units sold out of 149 units released). The Group currently has three on-going projects in prime areas of Kuala Lumpur, expected to come on-stream in 2009. A high-end twin-tower condominium development on the Menara DNP site was designed by acclaimed French architect Jean Nouvel. Planning approval was obtained, with piling and substructure works in progress. Verticas Residences on Bukit Ceylon, designed by Australian architect Guida Moseley Brown, consists of three blocks of 43-storey and one block of 4-storey high-end condominium. Piling works were completed and main building work is in progress. The development is scheduled for completion in 2011. Plans for the U-Thant site were submitted to the authorities, with approval expected to be received by the end of 2008. In Penang, Phase 3 of Taman Seri Impian, consisting 45 acres of 2-storey terrace houses, was 100% completed and 87% sold. Phase 1 of BM Utama, a 56-acre mixed housing development, was 65% completed and 56% sold when launched in December 2007. Four other smaller semi-detached and bungalow units projects viz. Sentinelle Watch, Sentinelle Gardens, Gems Garden and Jentayu Indah are presently being sold.

Hong Kong The Group’s property interests in Hong Kong were represented by investments in USI Holdings Limited, listed on the Stock Exchange of Hong Kong. In the year, USI Holdings undertook acquisition and joint ventures initiatives in Hong Kong and China. Following the strategic consortia with three developers to co-develop Tai Po Town Lot Nos. 187 and 188 in April 2007, the Group further acquired Tai Po Town Lot No. 186 in

11Wing Tai annual report 2008 / property


“USI Holdings Limited undertook acquisition and joint ventures initiatives

in Hong Kong and China.”

October 2007. These three sites will be designed by renowned London-based architect Foster + Partners, and developed into low-density high-end residential developments by 2010. USI Holdings has a 15% interest in the project, which has an aggregated attributable fl oor area of 300,000 square feet. A joint venture with leading US fi nancial services fi rm Wachovia Securities was established in November 2007 with plans to redevelop a 20,000 square feet premier residential site at Seymour Road, Mid-Levels. USI Holdings has a 30% interest in the project, which has approximately 165,000 square feet for development. The high-end residential development at 157 Argyle Street would provide approximately 100,000 square feet of fl oor space upon its scheduled completion in 2009. The second and fi nal phase of The Giverny, a high-end villa development in Hebe Haven, Sai Kung, was successfully relaunched in July 2007. Of the 43 villas available, 37 units were sold. W Square, an upscale retail and offi ce development in Wanchai was launched in January 2008. Landmark East, the twin-tower Grade A offi ce development in Kwun Tong, designed by award-winning architect fi rm Arquitectonica topped out in March 2008, with Temporary Occupation Permit expected to be obtained by the end of 2008.

China The Group remains confi dent on the long-term outlook of China’s property market and shall continue to extend its presence in key cities like Beijing, Tianjin, Shanghai and Suzhou. Property investment in Suzhou was conducted through subsidiary company Jiaxin (Suzhou) Property Development Co., Ltd. At The Lakeview, Phase 1 comprises two blocks of high-end apartments viz. Shang Hu Ge (101 units, 99% sold) and Ming Hu Ge (12 units, 17% sold). Construction work for Phase 3, comprising two high-end blocks of apartments with 190 units, recommenced in May 2008, expected to be completed by mid 2010. At The Lakeside, Phase 1 which consists of 64 apartments, 20 villas and fi ve townhouses, were fully sold save one apartment. In early 2008, the Group set up its China headquarter in Shanghai to pursue development opportunities in Shanghai and other fast growing cities, focusing on mid to high-end residential markets, commercial buildings and mixed development projects.

12property / Wing Tai annual report 2008


L’VIVLighting up the Newton

landscape with towering lifestyle suites and

charming views of the city.


INVITINGHAVENS

Luxurious branded hospitality beckons across key cities in Southeast Asia.

The Group continued to expand its Lanson Place chain of branded hospitality services strategically located in the key cities of Southeast Asia, China and Hong Kong. Lanson Place Winsland in Singapore, together with Lanson Place Ambassador Row and Lanson Place Kondominium No. 8 in Kuala Lumpur, kept their steady business performance during the year. Lanson Place Hong Kong maintained its position as a leading boutique hotel, with over 90% occupancy. It was voted Top 5 City Centre Hotel for 2007 by Small Luxury Hotels of the World. With its successful soft opening in June 2008, the Lanson Place Central Park Residences in Beijing welcomed visitors to the Chinese capital for the 2008 Beijing Olympics. In Shanghai, Jinlin Tiandi Residences remained highly popular, achieving over 95% occupancy.

14hospitality / Wing Tai annual report 2008


LANSON PLACECENTRAL PARK

Visitors from the four corners of the world resided here

during the Beijing Olympics.


TOP-DRAWER

TIE-UPSThe addition of top lifestyle brands garners a bigger slice of the retail and lifestyle pie.

I n Singapore, the Group has a portfolio of 17 brands with over 130 stores island-wide, including 15 new stores that opened in the year. The Group expanded its branded lifestyle interest with the addition of prominent labels. In Singapore, Zone Denmark opened its fi rst concept store in Asia at the Raffl es City Shopping Centre. In April 2008, the Group entered into a joint venture with Japan’s Fast Retailing to introduce Uniqlo to Singapore. The highly popular Japanese label is expected to be launched by 2009. Additionally, with the introduction of a premier Italian brand, Cova, in June 2008, the Group moved into the premium F&B segment. The Cova café at Paragon is the fi rst franchise café in Singapore and Southeast Asia. Many industry awards were won. Wing Tai Clothing topped the SME 1000 companies ranking for Return


facing pageG2000The G2 Black Labelis cut out for men and ladies with a modern take on life.

KAREN MILLENWith unique cloth from the fabric mills, no wonder every number feels so special.

Wing Tai annual report 2008 / retail+lifestyle

on Equity (ROE) Excellence for retail, setting benchmark. G2000 Apparel won two prestigious awards viz. the People Excellence Award by Spring Singapore in October 2007, and Singapore Service Class by the Singapore Quality Award Governing Council in November 2007. Wing Tai’s Topshop Style Advisor won the Tourism Host Award for Retail organised by the Singapore Tourism Board in March 2008. In November 2007, the Shop Manager of Dorothy Perkins won the Excellent Service Award Superstar Award for the retail category, organised by the Singapore Retail Association and Spring Singapore, as well as being recognised the Customer Service Professional of the Year by the Asia Pacifi c Customer Service Consortium in May 2008, beating candidates from Asia Pacifi c regions. Yoshinoya was again voted Top 3 restaurants in Singapore, to receive The People’s Choice – Vote for your favourite healthier dish award in October 2007. In Malaysia, the Group manages a dozen brands in over 50 stores, including Canali, Italy’s premier luxury suiting for men which was introduced in May 2008.

17


MASTERFUL COLLABORATION

Successful joint ventures and partnerships enliven the calendar with verve and colour.

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As a good corporate citizen, the Group actively invests in solutions for economic and social benefi ts of communities in which it operates. In May 2008, the Group presented the fi rst-ever solo Henri Matisse exhibition in Singapore, through its collaboration with the estate of Henri Matisse and Singapore Tyler Print Institute (STPI). The Group has also contributed towards the Kidney Dialysis Foundation, education, community development, societal aid and disaster relief programmes, like pledges for the Sichuan earthquake relief. The Group is attentive to the impact of its activities on the environment and aim to incorporate principles of sustainability, manifested in environment-friendly features and conservation efforts across its portfolio of contemporary developments.

H E N R I M AT ISSEThe Master: Works from 1917 – 1952

9 May - 16 August 2008

18calendar of events / Wing Tai annual report 2008


08/2007Announcement of full year results for year ended 30 June 2007

09/2007Zone, a leading Danish homeware brand has opened its fi rst store at Raffl es City Shopping Centre, the fi rst in Singapore and Asia

11/2007Casa Merah was awarded Green Mark Gold Award by the Building and Construction Authority

03/2008Temporary Occupation Permits were obtained by The Grange and VisionCrest Commercialin Singapore

03/2008Temporary Certifi cate of Fitness for Occupation was obtained by The Meritz in Kuala Lumpur, Malaysia

04/2008Joint venture between DNP and USI to acquire 115 condominium units, together with 115 car parking bays of Verticas Residences at Bukit Ceylon, Kuala Lumpur in Malaysia

04/2008Signing of agreement to establish joint venture with Fast Retailing to launch Uniqlo in Singapore in 2009, the fi rst in Singapore and Southeast Asia

11/2007Groundbreaking for Belle Vue Residences

03/2008Together with Morgan Stanley and Greatearth Developments, leasehold site at Alexandra Road was purchased at approximately S$288 million

01/2008Wing Tai Clothing came out tops for Return on Equity Excellence Award (for retail industry) in Singapore 1000 ranked and published by DP Information

09/2007Yoshinoya celebrated 10th Anniversary in Singapore

10/200743rd Annual General Meeting held at Raffl es Hotel Singapore

10/2007Received Friend of the Arts Award from the Singapore National Arts Council

05/2008 Wing Tai presented a rare collection of 56 works from the Estate of Henri Matisse in the fi rst-ever solo exhibition of the French master in Singapore, in partnership with STPI

05/2008Three developments viz. The Riverine by the Park, Helios Residences and L’VIV were awarded Green Mark Gold Awards

05/2008Canali, an internationally- renowned Italian luxury menswear brand was launched at The Pavilion Kuala Lumpur, the fi rst in Malaysia and Southeast Asia

06/2008Cova Pasticceria- Confetteria, a premium Italian café was launched at Paragon Shopping Centre, the fi rst in Singapore and Southeast Asia

06/2008Soft opening of Lanson Place Central Park Residences in Beijing, China

19Wing Tai annual report 2008 / calendar of events


CORPORATE GOVERNANCEThe Company is committed to upholding high standards of corporate

governance to enhance corporate performance and accountability. The Company has adopted the principles, structures and processes

of corporate governance as set out in this report.

BOARD MATTERS The Board’s Conduct of its Affairs The Board provides strategic guidance and entrepreneurial leadership for the Company and ensures that the Company has the necessary fi nancial and human resources to meet its objectives. Its principal functions include approving strategic business plans and major acquisitions or disposal of assets, reviewing Management performance, reviewing the Group’s corporate policies and fi nancial performance, approving quarterly and annual fi nancial results of the Group, and establishing a framework of prudent and effective controls to assess and manage risk. The Board continues to set the Company’s values and standards to ensure obligations to shareholders and other stakeholders are properly understood and met. The Board conducts regular meetings on a quarterly basis and as necessary when circumstances arise. A total of four Board meetings were held in the current fi nancial year. Details of attendance of the directors at the Board and Board Committee meetings are as follows:

Director’s Attendance at Board and Board Committee Meetings for FY2008

NAME BOARD AUDIT

COMMITTEEREMUNERATION

COMMITTEENOMINATING

COMMITTEE

Meetings Held: 4 Meetings Held: 4 Meetings Held: 4 Meetings Held: 1

Meetings Attended Meetings Attended Meetings Attended Meetings Attended

Cheng Wai Keung 4 1

Edmund Cheng Wai Wing 4

Boey Tak Hap 4 4 4

Cheng Man Tak 4

Tan Sri Dato’ Mohamed Noordin bin Hassan

4 2* 1

Lee Han Yang 4 4 4

Lee Kim Wah 4

Loh Soo Eng 4 2* 1*

Phua Bah Lee 4 4 2** 1

Paul Tong Hon To 4 4*

Notes:* Appointed as a member on 23 August 2007.

** Ceased to be a member on 23 August 2007.

Matters which require the Board’s approval include those involving material acquisition and disposal of assets, dividends and other returns to shareholders, fund raising exercises, corporate and fi nancial restructuring and interested person transactions of a material nature. The Board delegates certain functions to the various Board committees in execution of its responsibilities, namely, Audit, Nominating and Remuneration Committees. Each of these committees has its own terms of reference and reports its activities regularly to the Board. The contribution of each director is not focused solely on his attendance at Board and/or Committee meetings. A director’s contribution may extend beyond the confi nes of formal Board meetings, through sharing of views, advice, experience, and strategic

20corporate governance / Wing Tai annual report 2008


networking relationships which would further the interests of the Company. The Board is responsible for the overall strategy and direction of the Group and is regularly updated on changes to regulations and accounting standards. Where regulatory changes have an important bearing on the Company’s or directors’ disclosure obligations, directors are briefed during Board meetings. Newly appointed directors are given briefi ngs by Management on the Group’s business, directions and policies.

Board Composition and Balance The Board currently comprises a majority of non-executive and independent directors. There are 10 Board members, three of whom are executive directors and seven are non-executive directors (inclusive of six independent directors). The Board considers its current size and members whose core competencies, qualifi cations, skills and experience are extensive and complementary, to be appropriate. The Board will examine its size and composition whenever circumstances require it. The independence of each director is reviewed annually by the Nominating Committee to ensure that there is a strong and independent element on the Board and that its size is appropriate to the scope and nature of the Group’s operations. No individual or smaller group of individuals dominates the Board’s decision-making process.

Chairman and Managing Director There is no separation of roles between the Chairman and the Managing Director (“MD”) in the Company as there is adequate accountability and transparency as refl ected by the internal controls established within the Group. The Board is also well balanced with a strong and independent group of non-executive directors to maintain its independence. As Chairman, Mr Cheng Wai Keung assists the Board in developing policies and strategies as well as providing leadership to the Board and ensuring that Board meetings are held when necessary and that Board members are provided with complete, adequate and timely information. As MD, he supervises the management of the business and affairs of the Group, reviews major acquisitions or disposals, investments, strategic plans and funding requirements and ensures that the Board’s decisions and strategies are properly and effectively carried out. The sustained growth of the Company under Mr Cheng’s leadership shows his ability to discharge the responsibilities of both roles effectively.

BOARD COMMITTEES Board Membership The Nominating Committee (“NC”) comprises four members, namely, Mr Loh Soo Eng – Chairman of NC, Tan Sri Dato’ Mohamed Noordin bin Hassan, Mr Phua Bah Lee (all of whom are independent non-executive directors) and Mr Cheng Wai Keung. The NC has adopted specifi c written terms of reference. The principal functions of the NC are to make recommendations to the Board for the appointment and re-appointment of directors to the Board and to review the independence of each director annually. The NC will review the composition of the Board from time to time and to search and identify suitable candidates with the right qualifi cations, expertise and experience. Each candidate will be evaluated based on his ability to enhance the board through his contributions in his area of expertise and to improve the Group’s business strategies, controls or corporate governance. All directors are required to submit themselves for re-nomination and re-election once every three years. At least one-third of the directors retire at each Annual General Meeting (“AGM”) subject to re-election annually. Directors above the age of 70 are also required under the Companies Act to retire and offer themselves for re-appointment by the shareholders at every AGM. Key information on the directors are set out on pages 4 to 6 of this Annual Report.

Board Performance The NC’s evaluation of the performance of the Board as a whole will be conducted on an annual basis taking into account the level of participation and contribution of individual directors towards the Board’s effectiveness and competencies, strategic insight, fi nancial literacy, business judgment, sense of accountability and maintenance of expertise relevant to the Group. The aim of the evaluation is to assess if each director continues to contribute effectively and demonstrate commitment to their respective roles.

21Wing Tai annual report 2008 / corporate governance


Access to Information As and when the need arises and prior to each meeting, the Board is provided with timely and adequate information to enable full deliberation of issues to be considered. To ensure that the Board is able to fulfi l its responsibilities, the Management provides the Board with periodic management reports, forecasts/budgets, fi nancial statements and other relevant information of the Group. The Board has independent access to the Management team and the Company Secretary at all times. The Board seeks independent advice as and when necessary to enable it to discharge its responsibilities effectively. The Company Secretary attends all Board meetings and ensures that Board procedures are followed. The Company Secretary together with the Management team also ensure that the Company complies with all applicable statutory and regulatory rules.

REMUNERATION MATTERS The Remuneration Committee (“RC”) comprises four members, all of whom are independent non-executive directors. The RC members are Mr Lee Han Yang – Chairman of RC, Mr Boey Tak Hap, Tan Sri Dato’ Mohamed Noordin bin Hassan and Mr Loh Soo Eng. The RC reviews the remuneration of directors and key executives of the Group and obtains advice on remuneration matters as and when required from human resource advisers or consultants within and outside the Group. No director is involved in deciding his own remuneration. The RC makes recommendation on an appropriate framework of remuneration taking into account employment conditions within the industry and the Company’s performance to ensure that the package is competitive and suffi cient to attract, retain and motivate key executives. The Group’s remuneration policy comprises a fi xed component (in the form of base salary) and a variable component that is linked to the Company and individual performance. Directors who participate in Board Committees receive higher fees for the additional responsibilities. All directors’ fees are approved by shareholders at the Annual General Meeting of the Company before they are paid. A breakdown (in percentage terms) of the directors’ remuneration for FY2008 are as follows:

Remuneration Bands Fees (%) Salary (%)Bonus, Allowance

& Other Benefi ts (%)

S$3,000,001 to S$3,250,000

Cheng Wai Keung – 32 68 #

S$2,750,000 to S$3,000,000

Edmund Cheng Wai Wing – 32 68 #

S$750,000 to S$1,000,000

Lee Kim Wah – 44 56 ̂

Below S$250,000 –

Boey Tak Hap 100 – –

Cheng Man Tak 100 – –

Tan Sri Dato’ Mohamed Noordin bin Hassan

81 # – 19 #

Lee Han Yang 100 – –Loh Soo Eng 100 – –Phua Bah Lee 100 – –Paul Tong Hon To 100 – –

Notes:# Includes fees, allowance and other benefi ts from DNP Holdings Berhad.

** Other benefi ts include the cost of the fair value of share options in accordance with FRS 102 – Share Based Payment.



Instead of setting out the names of the top fi ve key executives who are not directors of the Company, we have shown a Group-wide cross-section of executives’ remuneration (one of whom is related to the Managing Director) by number of employees within bands of S$250,000. This gives a macro perspective of the remuneration pattern in the Group while maintaining confi dentiality of employees’ remuneration:

Range of Remuneration No. of Key Executives

Above S$750,001 3

S$500,001 to S$750,000 2

S$250,001 to S$500,000 6

Other than share options granted to Mr Lee Kim Wah as set out below, no options were granted to the directors of the Company during the fi nancial year.

Aggregate options Options granted since commencement of during the fi nancial year the Scheme to 30.06.2008

Aggregate options outstanding Number of Exercise Options Options as atName of participant options granted price (S$) granted exercised 30.06.2008

DIRECTOR OF THE COMPANY

2001 Scheme

Lee Kim Wah 132,000 3.136 877,200 468,000 409,200

ACCOUNTABILITY AND AUDIT Accountability Shareholders are provided with the Company’s performance, fi nancial position and prospects on a quarterly basis, while periodic management reports of the Company and its businesses are furnished to the Board.

The Audit Committee (“AC”) comprises four members, all of whom are independent non-executive directors. The AC members are Mr Paul Tong Hon To – Chairman of AC, Mr Boey Tak Hap, Mr Lee Han Yang and Mr Phua Bah Lee. Members of the AC have suffi cient fi nancial management expertise and experience to discharge its functions. It held four meetings in FY2008. The functions of the AC include the review of annual audit plan, internal audit process, the adequacy of internal controls and interested person transactions. The AC recommends to the Board the external auditors to be appointed or re-appointed taking into account the independence and objectivity of such external auditors as well as to review the scope, results and cost effectiveness of their audit procedures. The AC also reviews the quarterly and annual fi nancial statements before submitting to the Board for approval. The key function of the AC is to maintain a high standard of corporate governance. The AC has full access to and co-operation of the Management. The AC met with the internal and external auditors without the presence of the Management once during the year. Having reviewed the value of non-audit services by the external auditors to the Group, the AC is satisfi ed that the nature and extent of such services will not prejudice the independence and objectivity of the external auditors.

Internal Controls The Group’s internal fi nancial controls provide reasonable assurance that assets are safeguarded, proper accounting records are maintained, reliability of fi nancial information and

23Wing Tai annual report 2008 / corporate governance


compliance with applicable laws and regulations. Regular management meetings are held to report and monitor the performance of each department. The Board is satisfi ed that based on the information furnished to it and on its own observations, the internal controls (including fi nancial, operational and compliance controls) and risk management processes are satisfactory for the nature and size of the Group’s operations and business.

Interested Person Transaction The Company has established an internal policy in respect of any transactions with interested persons and has set out the procedures for review and approval of the Company’s interested person transactions. For FY2008, there were no interested person transactions.

Internal Audit The Company has adopted a set of internal controls which sets out approval limits for expenditure, investments and divestments and cheque signatory arrangements. The internal audit function of the Group is carried out by Messrs Kan & Co (“IA”) and its approach is consistent with the standards as required by the Institute of Internal Auditors. The IA reports their audit fi ndings to the AC and Management. The functions of the IA are to provide an objective opinion and assurance to the AC and Management as to the adequacy of the internal processes and controls, identify fi nancial and operational risks and to recommend policies and plans for effective compliance control. The IA submits its plans and recommendations to the AC for approval. The AC reviews the activities of the IA on a quarterly basis and is satisfi ed that there are adequate internal controls in the Company.

COMMUNICATION WITH SHAREHOLDERS Shareholders are updated on the business and affairs of the Company through the quarterly release of the Company’s results. Material and price-sensitive information is publicly released by the Company via SGXNET on an immediate basis where required by the Singapore Exchange Securities Trading Limited (SGX-ST). The Company does not practise selective disclosure. Timely and detailed disclosure of pertinent corporate information is communicated via SGXNET and the Company’s website. All shareholders receive the summary fi nancial report and/or annual report of the Company and notice of the AGM. The notice (also advertised in the press) and results are published via SGXNET. The Company also conducts media and analysts briefi ng for its full-year results. Shareholders are given the opportunity to raise relevant questions and communicate their views at the AGM. A shareholder can vote in person or appoint up to two proxies to attend and vote at the AGM in his/her absence.

DEALINGS IN SECURITIES The Company has adopted and implemented an internal guideline on share dealings in the Company’s securities in compliance with Rule 1207 (18)(c) of the Listing Manual of the SGX-ST. All the offi cers of the Company are prohibited from dealing in securities of the Company while in possession of price-sensitive information. They are also prohibited from dealing in securities of the Company during the closed period, which is two weeks before the date of announcement of results for each of the fi rst three quarters of the Company’s fi nancial year and one month before the date of announcement of the full-year fi nancial results.



FINANCIAL REPORTS

26 Five-year Financial Summary

27 Directors’ Report

31 Statement by Directors

32 Independent Auditor’s Report to the Members of Wing Tai Holdings Limited

33 Consolidated Income Statement

34 Balance Sheets

35 Consolidated Statement of Changes in Equity

37 Consolidated Cash Flow Statement

39 Notes to the Financial Statements

99 Shareholding Statistics

SNP•Wing Tai Annual Report/FinancialCD1008-22_3153 #175

Pms Refl ex Blue C��

fi nancial reports / Wing Tai annual report 2008

2008 2007 2006 2005 2004 $’000 $’000 $’000 $’000 $’000

Revenue 428,173 981,634 889,258 281,569 274,455

Property 199,753 787,540 761,049 221,086 229,558

Retail 162,183 135,216 89,062 56,938 35,610

Investment and others 66,237 58,878 39,147 3,545 9,287

Profi t before income tax 300,354 499,906 156,905 26,939 8,930

Profi t after income tax but before minority interests 255,234 441,751 135,742 25,356 14,709

Profi t attributable to equity holders of the Company 229,355 381,835 128,028 24,411 14,833

Shareholders’ equity 1,605,524 1,489,349 1,149,881 1,021,453 946,963

Total assets 3,232,634 3,133,185 2,745,606 2,576,312 2,248,131

Total liabilities and minority interests 1,627,110 1,643,836 1,595,725 1,554,859 1,301,168

Earnings per share * (cents) 30.11 52.08 17.50 3.34 2.13

Net tangible assets per share ($) 2.03 2.07 1.60 1.42 1.32

Gross dividends (cents) – cash dividends 6.00 8.00 6.00 3.00 2.00 – special rights dividends – 25.00 – – –

* The number of shares used for this purpose are as follows:

‘000

2008 761,618 2007 733,173 2006 731,715 2005 730,200 2004 695,150

The weighted average number of shares for the prior years have been adjusted to take into account the rights issue in 2008.

FIVE-YEAR FINANCIAL SUMMARYas at 30 June 2008


26


27Wing Tai annual report 2008 / fi nancial reports

The directors present their report to the members together with the audited fi nancial statements of the Group for the fi nancial year ended 30 June 2008 and the balance sheet of the Company as at 30 June 2008.

DIRECTORS

The directors of the Company at the date of this report are:

Cheng Wai Keung (Chairman and Managing Director) Edmund Cheng Wai Wing (Deputy Chairman and Deputy Managing Director) Boey Tak Hap Cheng Man Tak Tan Sri Dato' Mohamed Noordin bin Hassan Lee Han Yang Lee Kim Wah Loh Soo Eng Phua Bah Lee Paul Tong Hon To

ARRANGEMENTS TO ENABLE DIRECTORS TO ACQUIRE SHARES AND DEBENTURES

Except as disclosed in the “Share Options” section of this report, neither at the end of nor at any time during the fi nancial year was the Company a party to any arrangement, whose object was to enable the directors of the Company to acquire benefi ts through the acquisition of shares in, or debentures of, the Company or any other body corporate.

DIRECTORS' INTERESTS IN SHARES OR DEBENTURES

(a) The interests of the directors holding offi ce at the end of the fi nancial year in the shares and share options of the Company and related corporations according to the register of the directors' shareholdings were as follows:

Holdings registered Holdings in which a director in the name of director is deemed to have an interest

As at As at As at As atName of directors 1 July 2007 30 June 2008 1 July 2007 30 June 2008

Ordinary shares

Cheng Wai Keung – – 282,365,150 310,601,664Edmund Cheng Wai Wing – – 282,381,150 310,617,664Lee Han Yang 300,000 330,000 – –Lee Kim Wah 634,000 937,600 – –Loh Soo Eng 255,000 412,800 – –Phua Bah Lee 250,000 275,000 – –

Share options

Lee Kim Wah 720,000 409,200 – –Loh Soo Eng 120,000 – – –

Related corporationDNP HOLDINGS BERHAD

Ordinary shares

Loh Soo Eng 40,000 40,000 – –

Share options

Cheng Wai Keung 500,000 500,000 – –Edmund Cheng Wai Wing 500,000 500,000 – –

DIRECTORS’ REPORTfor the fi nancial year ended 30 June 2008



28fi nancial reports / Wing Tai annual report 2008

DIRECTORS’ INTERESTS IN SHARES OR DEBENTURES (continued)

(b) By virtue of Section 7 of the Companies Act (Cap. 50), Cheng Wai Keung and Edmund Cheng Wai Wing, who by virtue of their interest of not less than 20% in the issued capital of the Company, are also deemed to have an interest in the shares of the various subsidiary companies held by the Company.

(c) There is no change in any of the above-mentioned interest between 30 June 2008 and 21 July 2008.

DIRECTORS’ CONTRACTUAL BENEFITS

Since the end of the preceding fi nancial year, no director has received or become entitled to receive a benefi t by reason of a contract made by the Company or a related corporation with the director or with a fi rm of which he is a member or with a company in which he has a substantial fi nancial interest, except as disclosed in Note 33 to the fi nancial statements.

SHARE OPTIONS

(a) The Wing Tai Holdings Limited (2001) Share Option Scheme (the “Scheme”)

The Scheme was approved and adopted by the members of the Company at an Extraordinary General Meeting held on 31 August 2001.

The Share Option Scheme Committee of the Company has been designated as the committee responsible for the administration of the Scheme. The Committee comprises the following members:

Cheng Wai KeungLee Kim Wah

Pursuant to the Scheme, the full-time executives (including executive directors) of the Company or any of its subsidiary companies or associated companies and non-executive directors of the Company are eligible to participate in the Scheme. In addition, an executive or a non-executive director who is a controlling shareholder or his associate as defi ned in the Listing Manual of the SGX-ST shall be eligible to participate in the Scheme if (a) his participation in the Scheme and (b) the actual number of ordinary shares and the terms of the options to be granted have been approved by shareholders of the Company in separate resolutions for each such person.

There were no share options granted to the controlling shareholders or their associates.

During the fi nancial year, options were granted by the Company pursuant to the Scheme in respect of 2,483,000 ordinary shares in the Company, of which 132,000 options were granted to a director Lee Kim Wah, and 2,351,000 options were granted to 88 executives of the Group. There were no share options granted at a discount to the market price.

None of the participants of the Scheme received 5% or more of the total number of options available under the Scheme except for the following:

Aggregate options Options granted since commencement of during the fi nancial year the Scheme to 30.06.2008

Aggregate number Number of options of options Number outstanding Number of Exercise granted/ of options as at Name of participant options granted price ($) adjusted* exercised 30.06.2008

DIRECTOR OF THE COMPANY

Lee Kim Wah 132,000 3.136 * 877,200 468,000 409,200





SHARE OPTIONS (continued)

(a) The Wing Tai Holdings Limited (2001) Share Option Scheme (the “Scheme”) (continued)

At 30 June 2008, the following options to subscribe for 5,090,400 ordinary shares in the Company were outstanding:

Number of options Number Number Number As at granted/ of options of options of options As at ExerciseDate of grant 01.07.2007 adjusted* exercised forfeited expired 30.06.2008 price ($) Expiry date

02.11.2001 195,000 2,000 175,000 – – 22,000 0.616 * 01.11.201105.11.2002 215,000 – 205,000 10,000 – – 0.653 04.11.201228.11.2003 470,000 1,600 454,000 – – 17,600 0.677 * 27.11.201319.11.2004 785,000 58,600 274,900 – – 568,700 0.849 * 18.11.201430.09.2005 1,184,000 82,000 418,400 22,200 – 825,400 1.300 * 29.09.201505.09.2006 1,700,000 137,100 300,000 74,900 – 1,462,200 1.645 * 04.09.201606.09.2007 – 2,483,000 – 288,500 – 2,194,500 3.136 * 05.09.2017Total 4,549,000 2,764,300 1,827,300 395,600 – 5,090,400

* On 27 December 2007, the Company had adjusted the exercise price for each share option outstanding as at 24 December 2007 and granted additional share options in accordance with the rules of the Scheme.

(b) The DNP Holdings Berhad (“DNP”) Employees’ Share Option Scheme (the “ESOS”)

DNP Holdings Berhad (“DNP”), a subsidiary of the Company, implemented the ESOS approved by the shareholders of DNP at an Extraordinary General Meeting held on 11 May 2005.

The directors (including non-executive directors) and employees of DNP who as at the date of offer are confi rmed with at least one year of continuous service in DNP and its subsidiary companies are eligible to participate in the scheme. The ESOS will allow granting of options to all eligible directors and employees by giving them the rights to subscribe for new shares of RM1.00 each, subject to the terms and conditions of the by-laws of the ESOS.

The details of the ESOS have been disclosed in the Directors’ Report of DNP.

At 30 June 2008, the following options to subscribe for 4,428,500 ordinary shares in DNP were outstanding:

Number Number Number Number As at of options of options of options of options As at ExerciseDate of grant 01.07.2007 granted exercised forfeited expired 30.06.2008 price (RM) Expiry date

01.12.2005 2,443,500 – 298,100 49,200 – 2,096,200 1.00 15.05.201531.01.2007 3,325,000 – 609,100 383,600 – 2,332,300 1.00 15.05.2015Total 5,768,500 – 907,200 432,800 – 4,428,500

Except for the above, no other options were granted by the Company or any subsidiary companies during the fi nancial year and there were no unissued shares under options at the end of the fi nancial year.





AUDIT COMMITTEE

The Audit Committee consists of four non-executive independent directors. The members of the Committee at the date of this report are:

Paul Tong Hon To (Chairman)Boey Tak HapLee Han YangPhua Bah Lee

The Audit Committee reviewed the Group’s accounting policies and system of internal controls on behalf of the Board of Directors and performed the functions specifi ed in Section 201B (5) of the Companies Act (Cap. 50). In performing its functions, the Committee reviewed:

(a) the audit plans of the Company’s internal and external auditors and their evaluation of the system of internal controls arising from their audit examinations;

(b) the scope and results of internal audit procedures; and

(c) the quarterly results and the full year consolidated fi nancial statements of the Group for the fi nancial year ended 30 June 2008 before their submission to the Board of Directors for approval and the auditor’s report on these fi nancial statements.

The Audit Committee has nominated PricewaterhouseCoopers for re-appointment as auditors of the Company at the forthcoming Annual General Meeting.

INDEPENDENT AUDITOR

The independent auditor, PricewaterhouseCoopers, has expressed its willingness to accept re-appointment.

On behalf of the directors

CHENG WAI KEUNG EDMUND CHENG WAI WINGDirector Director

Singapore30 September 2008





In the opinion of the directors,

(a) the balance sheet of the Company and the consolidated fi nancial statements of the Group as set out on pages 33 to 98 are drawn up so as to give a true and fair view of the state of affairs of the Company and of the Group at 30 June 2008 and of the results of the business, changes in equity and cash fl ows of the Group for the fi nancial year then ended; and

(b) at the date of this statement, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they fall due.

On behalf of the directors

CHENG WAI KEUNG EDMUND CHENG WAI WINGDirector Director

Singapore30 September 2008

STATEMENT BY DIRECTORSfor the fi nancial year ended 30 June 2008




INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF WING TAI HOLDINGS LIMITED

for the fi nancial year ended 30 June 2008

We have audited the accompanying fi nancial statements of Wing Tai Holdings Limited (the “Company”) and its subsidiary companies (the “Group”) set out on pages 33 to 98 which comprise the balance sheets of the Company and of the Group as at 30 June 2008, and the consolidated income statement, consolidated statement of changes in equity and consolidated cash fl ow statement of the Group for the fi nancial year then ended, and a summary of signifi cant accounting policies and other explanatory notes.

MANAGEMENT’S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS

Management is responsible for the preparation and fair presentation of these fi nancial statements in accordance with the provisions of the Singapore Companies Act, Cap. 50 (the “Act”) and Singapore Financial Reporting Standards. This responsibility includes:

(a) devising and maintaining a system of internal accounting control suffi cient to provide a reasonable assurance that assets are safeguarded against loss from unauthorised use or disposition; and transactions are properly authorised and that they are recorded as necessary to permit the preparation of true and fair profi t and loss accounts and balance sheets and to maintain accountability of assets;

(b) selecting and applying appropriate accounting policies; and

(c) making accounting estimates that are reasonable in the circumstances.

AUDITOR’S RESPONSIBILITY

Our responsibility is to express an opinion on these fi nancial statements based on our audit. We conducted our audit in accordance with Singapore Standards on Auditing. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance as to whether the fi nancial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the fi nancial statements. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the fi nancial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the fi nancial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the fi nancial statements.

We believe that the audit evidence we have obtained is suffi cient and appropriate to provide a basis for our audit opinion.

OPINION

In our opinion,

(a) the balance sheet of the Company and the consolidated fi nancial statements of the Group are properly drawn up in accordance with the provisions of the Act and Singapore Financial Reporting Standards so as to give a true and fair view of the state of affairs of the Company and of the Group as at 30 June 2008, and the results, changes in equity and cash fl ows of the Group for the fi nancial year ended on that date; and

(b) the accounting and other records required by the Act to be kept by the Company and by those subsidiary companies incorporated in Singapore of which we are the auditors have been properly kept in accordance with the provisions of the Act.

PricewaterhouseCoopersPublic Accountants and Certifi ed Public Accountants

Singapore

30 September 2008




GROUP

2008 2007 Note $'000 $'000

Revenue 3 428,173 981,634Cost of sales (204,118) (636,640)Gross profi t 224,055 344,994

Other gains – net 4 139,740 219,362

Expenses – Distribution (74,106) (58,703) – Administrative (58,777) (69,928)– Other (26,157) (13,869)Operating profi t 204,755 421,856

Finance costs 7 (27,405) (32,057)

Share of profi t of associated and joint venture companies 123,004 110,107Profi t before income tax 300,354 499,906

Income tax expense 8(a) (45,120) (58,155)Total profi t 255,234 441,751

Attributable to:Equity holders of the Company 229,355 381,835Minority interests 25,879 59,916 255,234 441,751

Earnings per share attributable to equity holders of the Company (cents)Basic 9(a) 30.11 52.08Diluted 9(b) 30.05 51.99

CONSOLIDATED INCOME STATEMENTfor the fi nancial year ended 30 June 2008




BALANCE SHEETSas at 30 June 2008

GROUP COMPANY

2008 2007 2008 2007 Note $'000 $'000 $'000 $'000

ASSETSCurrent assets

Cash and cash equivalents 10 445,106 410,790 151,347 129,138Derivative fi nancial instruments 11 5,046 735 2,244 –Trade and other receivables 12 28,132 100,673 413,663 383,324Inventories 13 22,501 24,985 – –Development properties 14 1,042,807 987,359 – –Tax recoverable 6,385 7,534 4,811 6,177Other current assets 15 36,472 29,322 1,327 1,231 1,586,449 1,561,398 573,392 519,870Non-current assets

Available-for-sale fi nancial assets 16 7,170 33,183 3,189 3,793Trade and other receivables 17 238,623 248,528 520,200 586,567Investments in associated companies 18 451,461 431,586 – –Investments in joint venture companies 19 175,663 111,126 – –Investments in subsidiary companies 20 – – 238,740 241,300Investment properties 21 554,041 574,219 84,650 82,000Property, plant and equipment 22 219,227 173,145 14,812 10,935 1,646,185 1,571,787 861,591 924,595

Total assets 3,232,634 3,133,185 1,434,983 1,444,465

LIABILITIESCurrent liabilities

Trade and other payables 23 136,039 140,849 180,106 175,510Current income tax liabilities 25,051 26,134 3,357 2,357Derivative fi nancial instruments 11 14,925 10,063 – 10,019Borrowings 24 17,099 190,497 – – 193,114 367,543 183,463 187,886Non-current liabilities

Borrowings 24 1,077,310 864,355 275,000 275,000Deferred income tax liabilities 8(b) 79,217 52,425 2,418 158Other non-current liabilities 26 131,458 184,680 55,944 55,037 1,287,985 1,101,460 333,362 330,195

Total liabilities 1,481,099 1,469,003 516,825 518,081

NET ASSETS 1,751,535 1,664,182 918,158 926,384

EQUITYCapital and reserves attributable to equity holders of the Company

Share capital 27 837,585 688,316 837,585 688,316Other reserves 28 5,880 87,484 5,161 (1,622)Retained earnings 29 762,059 713,549 75,412 239,690 1,605,524 1,489,349 918,158 926,384Minority interests 146,011 174,833 – –TOTAL EQUITY 1,751,535 1,664,182 918,158 926,384




CONSOLIDATED STATEMENT OF CHANGES IN EQUITYfor the fi nancial year ended 30 June 2008

Attributable to equity holders of the Company

Share Other Retained Minority Total capital reserves earnings Total interests equity Note $'000 $'000 $'000 $'000 $'000 $'000

2008Beginning of fi nancial year 688,316 87,484 713,549 1,489,349 174,833 1,664,182

Cash fl ow hedges 28(b) – 1,328 – 1,328 – 1,328Currency translation differences 28(f) – (53,254) – (53,254) (7,649) (60,903)Revaluation gains on property, plant and equipment 28(c) – 3,623 – 3,623 29 3,652Share of capital reserves of associated companies 28(d) – (16,110) – (16,110) (1,360) (17,470)Share of post-acquisition reserves of interests previously held as strategic investments by an associated company – – 14,025 14,025 1,591 15,616Transfer from retained earnings to statutory reserve 28(h) – 137 (137) – – –Realisation of reserve upon disposal of an available-for-sale fi nancial asset 28(e) – (11,556) – (11,556) (10,573) (22,129)Realisation of reserve upon disposal of property, plant and equipment 28(c) – (359) 359 – – –Net gains/(losses) recognised directly in equity – (76,191) 14,247 (61,944) (17,962) (79,906)Net profi t – – 229,355 229,355 25,879 255,234

Total recognised gains/(losses) – (76,191) 243,602 167,411 7,917 175,328

Cost of share-based payment 28(a) – 1,759 – 1,759 57 1,816Issue of shares on exercise of rights 27 147,297 – – 147,297 – 147,297Issue of shares on exercise of share options 27 1,972 – – 1,972 – 1,972Issue of shares by a subsidiary company to minority shareholders – – – – 417 417Purchase of treasury shares 28(g) – (7,172) – (7,172) – (7,172)Ordinary and special cash dividends paid 25 – – (47,295) (47,295) – (47,295)Special rights dividends paid 25 – – (147,797) (147,797) – (147,797)Dividends paid by subsidiary companies to minority shareholders – – – – (29,888) (29,888)Acquisition of additional interest in a subsidiary company – – – – (6,604) (6,604)Liquidation of a subsidiary company – – – – (721) (721)End of fi nancial year 837,585 5,880 762,059 1,605,524 146,011 1,751,535




CONSOLIDATED STATEMENT OF CHANGES IN EQUITYfor the fi nancial year ended 30 June 2008

Attributable to equity holders of the Company

Share Other Retained Minority Total capital reserves earnings Total interests equity Note $'000 $'000 $'000 $'000 $'000 $'000

2007Beginning of fi nancial year, as previously reported 687,193 204,874 257,814 1,149,881 111,996 1,261,877Effect of adopting FRS 40 – (127,491) 108,399 (19,092) (213) (19,305)As restated 687,193 77,383 366,213 1,130,789 111,783 1,242,572

Fair value gains on available-for-sale fi nancial assets 28(e) – 11,556 – 11,556 11,463 23,019Cash fl ow hedges 28(b) – (12,225) – (12,225) – (12,225)Currency translation differences 28(f) – (10,884) – (10,884) 3,171 (7,713)Revaluation gains on property, plant and equipment 28(c) – 1,475 – 1,475 41 1,516Share of capital reserves of associated companies 28(d) – 18,941 – 18,941 841 19,782Net gains recognised directly in equity – 8,863 – 8,863 15,516 24,379Net profi t – – 381,835 381,835 59,916 441,751

Total recognised gains – 8,863 381,835 390,698 75,432 466,130

Cost of share-based payment 28(a) – 1,238 – 1,238 143 1,381Issue of shares on exercise of share options 27 1,123 – – 1,123 – 1,123Issue of shares by a subsidiary company to minority shareholders – – – – 2,402 2,402Ordinary and special cash dividends paid 25 – – (34,499) (34,499) – (34,499)Liquidation of a subsidiary company – – – – (6,486) (6,486)Acquisition of a subsidiary company – – – – 8,391 8,391Acquisition of additional interest in subsidiary companies – – – – (16,832) (16,832)End of fi nancial year 688,316 87,484 713,549 1,489,349 174,833 1,664,182

An analysis of the movements in each category within “Other Reserves” is presented in Note 28.




GROUP

2008 2007 Note $'000 $'000

Cash fl ows from operating activitiesTotal profi t 255,234 441,751Adjustments for:

Income tax expense 45,120 58,155Depreciation of property, plant and equipment 11,294 8,331Write–off of property, plant and equipment 263 –Dividend income (19,405) –Fair value gains on investment properties (90,634) (189,033)Revaluation loss on property, plant and equipment – 241Fair value losses/(gains) on derivative fi nancial instruments 1,879 (1,046)Negative goodwill arising from additional interest in a subsidiary company (591) (7,695)Gain on disposal of property, plant and equipment (718) (713)Gain on disposal of a subsidiary company – (742)Gain on disposal of an associated company – (4,024)Gain on disposal of an available-for-sale fi nancial asset (27,052) –Interest income (8,096) (12,218)Interest expense 27,405 32,057Share of profi t of associated and joint venture companies (123,004) (110,107)Share option expense 1,816 1,381Allowance for foreseeable losses on development properties 16,110 –Translation differences (4,246) (1,904)

Operating cash fl ow before working capital changes 85,375 214,434

Changes in operating assets and liabilities:Balances with associated and joint venture companies 4,370 4,056Development properties 23,220 100,598Inventories 2,484 (1,268)Debtors 55,040 (28,072)Creditors (16,250) (6,789)

Cash generated from operations 154,239 282,959Income tax (paid)/received (19,880) 34Net cash generated from operating activities 134,359 282,993

CONSOLIDATED CASH FLOW STATEMENTfor the fi nancial year ended 30 June 2008




GROUP

2008 2007 Note $'000 $'000

Cash fl ows from investing activitiesAcquisition of a subsidiary company, net of cash acquired 10 – 23,762Acquisition of additional interest in subsidiary companies 10 (6,013) (16,321)Acquisition of interest in joint venture companies (900) (300)Development expenditure on investment properties (2,184) (1,360)Purchases of property, plant and equipment (21,523) (12,255)Proceeds from disposal of property, plant and equipment 2,077 1,052Proceeds from disposal of a subsidiary company 10 – 2,935Proceeds from disposal of an available-for-sale fi nancial asset 30,899 –Repayment of loans by investee companies 19,668 –Acquisition of additional interest in an associated company (17,451) –Purchases of available-for-sale fi nancial assets – (2,340)Repayment of loans by associated and joint venture companies 1,899 1,493Dividends received 26,184 10,675Interest received 7,456 12,448Net cash generated from investing activities 40,112 19,789

Cash fl ows from fi nancing activities Proceeds from issue of ordinary shares 149,269 1,123 Proceeds from issue of ordinary shares by subsidiary company to minority shareholders 417 2,402 Repayment of the loans from minority shareholders (54,979) (78,380) Proceeds from borrowings 161,099 173,639 Repayment of borrowings (112,837) (220,526) Dividends paid to shareholders (195,092) (34,499) Dividends paid to minority shareholders (29,888) – Interest paid (47,892) (44,413) Purchase of treasury shares (7,172) –Net cash used in fi nancing activities (137,075) (200,654)

Net increase in cash and cash equivalents 37,396 102,128 Cash and cash equivalents at beginning of fi nancial year 410,790 308,538 Effects of currency translation on cash and cash equivalents (3,080) 124Cash and cash equivalents at end of fi nancial year 10 445,106 410,790

CONSOLIDATED CASH FLOW STATEMENTfor the fi nancial year ended 30 June 2008




NOTES TO THE FINANCIAL STATEMENTSfor the fi nancial year ended 30 June 2008

These notes form an integral part of and should be read in conjunction with the accompanying fi nancial statements.

1. GENERAL INFORMATION

Wing Tai Holdings Limited (the “Company”) is incorporated and domiciled in Singapore and is listed on the Singapore Exchange. The address of its registered offi ce is 3 Killiney Road, #10-01 Winsland House I, Singapore 239519.

The principal activity of the Company is that of an investment holding company. The principal activities of the Company’s subsidiary companies are shown in Note 35.

2. SIGNIFICANT ACCOUNTING POLICIES

2.1 Basis of preparation

These fi nancial statements have been prepared in accordance with Singapore Financial Reporting Standards (“FRS”). The fi nancial statements have been prepared under the historical cost convention, except as disclosed in the accounting policies below.

The preparation of fi nancial statements in conformity with FRS requires management to exercise its judgement in the process of applying the Group’s accounting policies. It also requires the use of accounting estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the fi nancial statements, and the reported amounts of revenues and expenses during the fi nancial year. Although these estimates are based on management’s best knowledge of current events and actions, actual results may ultimately differ from those estimates.

Interpretations and amendments to published standards effective in 2007

On 1 July 2007, the Group adopted the new or amended FRS and Interpretations to FRS (“INT FRS”) that are mandatory for application from that date. Changes to the Group’s accounting policies have been made as required, in accordance with the relevant transitional provisions in the respective FRS and INT FRS.

The following are the new or amended FRS and INT FRS that are relevant to the Group:

FRS 107 Financial Instruments: DisclosuresAmendments to FRS 1 Presentation of Financial Statements – Capital DisclosuresINT FRS 110 Interim Financial Reporting and ImpairmentINT FRS 111 Group and Treasury Share Transactions

The adoption of the above FRS or INT FRS did not result in any substantial changes to the Group’s accounting policies nor any signifi cant impact on these fi nancial statements. FRS 107 and the amended FRS 1 introduce new disclosures relating to fi nancial instruments and capital respectively.

2.2 Revenue recognition

Revenue for the Group comprises the fair value of the consideration received or receivable for the sale of properties and goods and rendering of services in the ordinary course of the Group’s activities and rental income from operating leases. Revenue is presented, net of goods and services tax, rebates and discounts, and after eliminating sales within the Group.

The Group recognises revenue when the amount of revenue and related cost can be reliably measured, it is probable that future economic benefi ts will fl ow to the entity and when the specifi c criteria for each of the Group’s activities are met as follows:

(a) Sale of goodsRevenue from sale of goods is recognised when a Group entity has delivered the products to the customer, the customer has accepted the products and collectibility of the related receivable is reasonably assured, except for income from sale of development properties, which is recognised using the percentage of completion method as disclosed in Note 2.8.

(b) Rendering of servicesRevenue from rendering of services is recognised when the services are rendered, using the percentage of completion method based on the actual service provided as a proportion of the total services to be performed.





2. SIGNIFICANT ACCOUNTING POLICIES (continued)

2.2 Revenue recognition (continued)

(c) Rental incomeRental income from operating leases (net of any incentives given to the lessees) is recognised on a straight-line basis over the lease term.

(d) Management feeManagement fee comprises charges for the management and maintenance of properties and fi nance and administration fees.

Revenue from management fee is recognised when management services are rendered.

(e) Dividend incomeDividend income is recognised when the right to receive payment is established.

(f) Interest incomeInterest income is recognised using the effective interest method.

2.3 Group accounting

(a) Subsidiary companiesSubsidiary companies are entities over which the Group has power to govern the fi nancial and operating policies, generally accompanied by a shareholding of more than one half of the voting rights. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity.

The purchase method of accounting is used to account for the acquisition of subsidiary companies. The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued or liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the acquisition. Identifi able assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values on the date of acquisition, irrespective of the extent of any minority interest. Please refer to Note 2.4 for the accounting policy on goodwill on acquisition of subsidiary companies.

Subsidiary companies are consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date on which control ceases.

In preparing the consolidated fi nancial statements, transactions, balances and unrealised gains on transactions between group entities are eliminated. Unrealised losses are also eliminated but considered an impairment indicator of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the accounting policies adopted by the Group.

Minority interest is that part of the net results of operations and of net assets of a subsidiary company attributable to interests which are not owned directly or indirectly by the Group. It is measured at the minorities’ share of the fair value of the subsidiary companies’ identifi able assets and liabilities at the date of acquisition by the Group and the minorities’ share of changes in equity since the date of acquisition, except when the minorities’ share of losses in a subsidiary company exceeds its interest in the equity of that subsidiary company. In such cases, the excess and further losses applicable to the minorities are attributed to the equity holders of the Company, unless the minorities have a binding obligation to, and is able to, make good the losses. When that subsidiary company subsequently reports profi ts, the profi ts applicable to the minority interests are attributed to the equity holders of the Company until the minorities’ share of losses previously absorbed by the equity holders of the Company are fully recovered.

Please refer to Note 2.5 for the accounting policy on investments in subsidiary companies in the separate fi nancial statements of the Company.






2.3 Group accounting (continued)

(b) Transactions with minority interests The Group applies a policy of treating transactions with minority interests as transactions with parties external to the Group. Disposals to minority interests result in gains and losses for the Group that are recognised in the income statement. Purchases from minority interests result in goodwill, being the difference between any consideration paid and the Group’s incremental share of the carrying value of identifi able net assets of the subsidiary company.

(c) Associated and joint venture companiesAssociated companies are entities over which the Group has signifi cant infl uence, but not control, generally accompanied by a shareholding of between and including 20% and 50% of the voting rights. Joint venture companies are entities over which the Group has contractual arrangements to jointly share the control over the economic activity of the entities with one or more parties.

Investments in associated and joint venture companies are accounted for in the consolidated fi nancial statements using the equity method of accounting. Investments in associated and joint venture companies in the consolidated balance sheet include goodwill (net of any accumulated impairment losses) identifi ed on acquisition. Please refer to Note 2.4 for the Group’s accounting policy on goodwill.

Investments in associated and joint venture companies are initially recognised at cost. The cost of an acquisition is measured at the fair value of the assets given, equity instruments issued or liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the acquisition.

In applying the equity method of accounting, the Group’s share of its associated and joint venture companies’ post-acquisition profi ts or losses is recognised in the income statement and its share of post-acquisition movements in reserves is recognised in equity directly. These post-acquisition movements are adjusted against the carrying amount of the investments. The amounts used for equity accounting are based on the most recent audited fi nancial statements of the associated and joint venture companies, and where the accounting period is not co-terminous with that of the Group, reference is made to the most recent audited fi nancial statements or management accounts of the companies concerned, made up to dates not more than three months prior to the end of the fi nancial year of the Group.

When the Group’s share of losses in an associated or joint venture company equals or exceeds its interest in the associated or joint venture company, including any other unsecured non-current receivables, the Group does not recognise further losses, unless it has incurred obligations or made payments on behalf of the associated or joint venture company.

Unrealised gains on transactions between the Group and its associated and joint venture companies are eliminated to the extent of the Group’s interest in the associated and joint venture companies. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associated and joint venture companies have been changed where necessary to ensure consistency with the accounting policies adopted by the Group.

Please refer to Note 2.5 for the accounting policy on investments in associated and joint venture companies in the separate fi nancial statements of the Company.

2.4 Goodwill on acquisitions

Goodwill represents the excess of the cost of an acquisition over the fair value of the Group’s share of the identifi able net assets and contingent liabilities of the acquired subsidiary, associated and joint venture companies at the date of acquisition.

Goodwill on subsidiary companies is recognised separately as intangible assets and carried at cost less accumulated impairment losses (Note 2.10). Goodwill on associated and joint venture companies is included in the carrying amount of the investments.






2.4 Goodwill on acquisitions (continued)

Gains and losses on the disposal of subsidiary, associated and joint ventures companies include the carrying amount of goodwill relating to the entity sold, except for the goodwill arising from the acquisitions prior to 1 January 2001. Such goodwill was adjusted against retained earnings in the year of acquisition and not recognised in the income statement on disposal.

2.5 Investments in subsidiary, associated and joint venture companies

Investments in subsidiary, associated and joint venture companies are carried at cost less accumulated impairment losses (Note 2.10) in the Company’s balance sheet.

On disposal of investments in subsidiary, associated and joint venture companies, the difference between disposal proceeds and the carrying amounts of the investments are recognised in the income statement.

2.6 Property, plant and equipment

(a) Measurement(i) Land and buildings

Land and buildings are initially recognised at cost.

Freehold and 999-year leasehold land are subsequently carried at revalued amounts less accumulated impairment losses (Note 2.10). Buildings and leasehold land are subsequently carried at revalued amounts less accumulated depreciation and accumulated impairment losses (Note 2.10). Properties under development are properties being constructed or developed and are carried at cost less accumulated impairment losses until construction or development is completed.

Land and buildings are revalued by independent professional valuers once every three years and whenever their carrying amounts are likely to differ materially from their revalued amounts. When an asset is revalued, any accumulated depreciation at the date of revaluation is eliminated against the gross carrying amount of the asset. The net amount is then restated to the revalued amount of the asset.

Increases in carrying amounts arising from revaluation, including currency translation differences are recognised in the asset revaluation reserve, unless they offset previous decreases in the carrying amounts of the same asset, in which case, they are recognised in the income statement. Decreases in carrying amounts that offset previous increases of the same asset are charged against the asset revaluation reserve. All other decreases in carrying amounts are recognised in the income statement.

(ii) Other property, plant and equipment All other items of property, plant and equipment are initially recognised at cost and subsequently carried at cost less accumulated depreciation and accumulated impairment losses (Note 2.10).

(iii) Components of costs The cost of an item of property, plant and equipment initially recognised includes its purchase price and any cost that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management, including borrowing costs incurred for the property under development. The projected cost of dismantlement, removal or restoration is recognised as part of the cost of property, plant and equipment if the obligation for the dismantlement, removal or restoration is incurred as a consequence of acquiring or using the asset.






2.6 Property, plant and equipment (continued)

(b) DepreciationFreehold and 999-year leasehold land and properties under development are not depreciated. Depreciation on other items of property, plant and equipment is calculated using the straight-line method to allocate their depreciable amounts over their estimated useful lives. The annual depreciation rates are as follows:

Leasehold land and buildings 1 – 3% or over the remaining lease period, whichever is shorterMotor vehicles 20%Offi ce equipment 10 – 33%Furniture and fi ttings 10% or over the remaining lease period, whichever is shorter

The residual values, estimated useful lives and depreciation method of property, plant and equipment are reviewed, and adjusted as appropriate, at each balance sheet date. The effects of any revision are recognised in the income statement when the changes arise.

(c) Subsequent expenditureSubsequent expenditure relating to property, plant and equipment that has already been recognised is added to the carrying amount of the asset only when it is probable that future economic benefi ts associated with the item will fl ow to the Group and the cost of the item can be measured reliably. All other repair and maintenance expense is recognised in the income statement when incurred.

(d) Disposal On disposal of an item of property, plant and equipment, the difference between the disposal proceeds and its carrying amount is recognised in the income statement. Any amount in asset revaluation reserve relating to that asset is transferred to retained earnings directly.

2.7 Investment properties

Investment properties for the Group are held for long-term rental yields and are not occupied substantially by the Group.

Investment properties are initially recognised at cost and subsequently carried at fair value, determined annually by independent professional valuers. Changes in fair values are recognised in the income statement.

If an investment property becomes substantially owner-occupied, it is reclassifi ed as property, plant and equipment and its fair value at the date of reclassifi cation becomes its cost for accounting purposes.

Investment properties are subject to renovations or improvements at regular intervals. The cost of major renovations and improvements is capitalised as addition and the carrying amounts of the replaced components are written off to the income statement. The cost of maintenance, repairs and minor improvement is charged to the income statement when incurred.

On disposal of an investment property, the difference between the disposal proceeds and the carrying amount is recognised in the income statement.

2.8 Development properties

Development properties are stated at cost plus attributable profi ts, less foreseeable losses, less progress payments received and receivable. An allowance is made where the estimated net realisable value of the development properties has fallen below their carrying value.

Cost includes cost of land and other direct and related expenditure, including interest on borrowings, incurred in developing the properties. Interest and other related expenditure are capitalised as and when the activities that are necessary to get the asset ready for its intended development are in progress.






2.8 Development properties (continued)

Revenue and cost on the sale of properties under development is recognised in the fi nancial statements using the percentage of completion method based on the stage of completion as certifi ed by the architects or quantity surveyors for the individual units sold. Losses are provided for in full as soon as they are foreseeable. Revenue from sale of development properties is disclosed in Note 3.

2.9 Properties held for sale

Properties held for sale are stated at the lower of cost and estimated net realisable value.

2.10 Impairment of non-fi nancial assets

(a) GoodwillGoodwill is tested for impairment annually and whenever there is an indication that the goodwill may be impaired. Goodwill included in the carrying amount of an investment in associated and joint venture company is tested for impairment as part of the investment, rather than separately.

For the purpose of impairment testing of goodwill, goodwill is allocated to each of the Group’s cash generating units (“CGU”) expected to benefi t from synergies arising from the business combination.

An impairment loss is recognised when the carrying amount of a CGU, including the goodwill, exceeds the recoverable amount of the CGU. Recoverable amount of a CGU is the higher of the CGU’s fair value less cost to sell and value in use. The total impairment loss of a CGU is allocated fi rst to reduce the carrying amount of goodwill allocated to the CGU and then to the other assets of the CGU pro-rata on the basis of the carrying amount of each asset in the CGU.

An impairment loss on goodwill is recognised in the income statement and is not reversed in a subsequent period.

(b) Property, plant and equipment Investments in subsidiary, associated and joint venture companies

Property, plant and equipment and investments in subsidiary, associated and joint venture companies are tested for impairment whenever there is any objective evidence or indication that these assets may be impaired.

For the purpose of impairment testing, the recoverable amount (i.e. the higher of the fair value less cost to sell and the value in use) is determined on an individual asset basis unless the asset does not generate cash fl ows that are largely independent of those from other assets. If this is the case, the recoverable amount is determined for the CGU to which the asset belongs.

If the recoverable amount of the asset (or CGU) is estimated to be less than its carrying amount, the carrying amount of the asset (or CGU) is reduced to its recoverable amount. The difference between the carrying amount and the recoverable amount is recognised as impairment loss in the income statement unless the asset is carried at revalued amount, in which case, such impairment loss is treated as a revaluation decrease. Please refer to Note 2.6 for the treatment of revaluation decrease.

An impairment loss for an asset other than goodwill is reversed if, and only if, there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognised. The carrying amount of an asset other than goodwill is increased to its revised recoverable amount, provided that this amount does not exceed the carrying amount that would have been determined (net of any accumulated amortisation or depreciation) had no impairment loss been recognised for the asset in prior years.

A reversal of impairment loss for an asset other than goodwill is recognised in the income statement, unless the asset is carried at revalued amount, in which case, such reversal is treated as a revaluation increase. However, to the extent that an impairment loss on the same revalued asset was previously recognised in the income statement, a reversal of that impairment is also recognised in the income statement.






2.11 Financial assets

(a) Classifi cationThe Group classifi es its fi nancial assets in the following categories: at fair value through profi t or loss, loans and receivables and available-for-sale. The classifi cation depends on the purpose for which the assets were acquired. Management determines the classifi cation of its fi nancial assets at initial recognition.

(i) Financial assets, at fair value through profi t or lossThis category has two sub-categories: fi nancial assets held for trading, and those designated at fair value through profi t or loss at inception. A fi nancial asset is classifi ed as held for trading if it is acquired principally for the purpose of selling in the short term. Financial assets designated as at fair value through profi t or loss at inception are those that are managed and their performances are evaluated on a fair value basis, in accordance with a documented Group investment strategy. Derivatives are also categorised as held for trading unless they are designated as hedges. Assets in this category are presented as current assets if they are either held for trading or are expected to be realised within 12 months after the balance sheet date.

(ii) Loans and receivablesLoans and receivables are non-derivative fi nancial assets with fi xed or determinable payments that are not quoted in an active market. They are presented as current assets, except for those maturing later than 12 months after the balance sheet date which are presented as non-current assets. Loans and receivables are presented as “trade and other receivables” and “cash and cash equivalents” on the balance sheet. It also includes interest receivables, deposits and sundry receivables classifi ed as “other current assets”.

(iii) Available-for-sale fi nancial assetsAvailable-for-sale fi nancial assets are non-derivatives that are either designated in this category or not classifi ed in any of the other categories. They are presented as non-current assets unless management intends to dispose of the assets within 12 months after the balance sheet date.

(b) Recognition and derecognitionRegular way purchases and sales of fi nancial assets are recognised on trade-date - the date on which the Group commits to purchase or sell the asset. Financial assets are derecognised when the rights to receive cash fl ows from the fi nancial assets have expired or have been transferred and the Group has transferred substantially all risks and rewards of ownership. On disposal of a fi nancial asset, the difference between the carrying amount and the sale proceeds is recognised in the income statement. Any amount in the fair value reserve relating to that asset is transferred to the income statement.

(c) Initial measurementFinancial assets are initially recognised at fair value plus transaction costs except for fi nancial assets at fair value through profi t or loss, which are recognised at fair value. Transaction costs for fi nancial assets at fair value through profi t or loss are recognised immediately in the income statement.

(d) Subsequent measurementFinancial assets, both available-for-sale and at fair value through profi t or loss are subsequently carried at fair value. Loans and receivables are subsequently carried at amortised cost using the effective interest method.

Changes in the fair values of fi nancial assets, at fair value through profi t or loss including the effects of currency translation, interest and dividends are recognised in the income statement when the changes arise.

Interest and dividend income on available-for-sale fi nancial assets are recognised separately in the income statement. Changes in the fair values of available-for-sale equity securities (i.e non-monetary items) are recognised in the fair value reserve, together with the related currency translation differences.






2.11 Financial assets (continued)

(e) ImpairmentThe Group assesses at each balance sheet date whether there is objective evidence that a fi nancial asset or a group of fi nancial assets is impaired and recognises an allowance for impairment when such evidence exists.

(i) Loans and receivablesSignifi cant fi nancial diffi culties of the debtor, probability that the debtor will enter bankruptcy, and default or signifi cant delay in payments are objective evidence that these fi nancial assets are impaired.

The carrying amount of these assets is reduced through the use of an impairment allowance account which is calculated as the difference between the carrying amount and the present value of estimated future cash fl ows, discounted at the original effective interest rate. When the asset becomes uncollectible, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are recognised against the same line item in the income statement.

The allowance for impairment loss account is reduced through the income statement in a subsequent period when the amount of impairment loss decreases and the related decrease can be objectively measured. The carrying amount of the asset previously impaired is increased to the extent that the new carrying amount does not exceed the amortised cost, had no impairment been recognised in prior periods.

(ii) Available-for-sale fi nancial assetsSignifi cant or prolonged declines in the fair value of the security below its cost and the disappearance of an active trading market for the security are objective evidence that the security is impaired.

The cumulative loss that was recognised in the fair value reserve is transferred to the income statement. The cumulative loss is measured as the difference between the acquisition cost (net of any principal repayments and amortisation) and the current fair value, less any impairment loss previously recognised in the income statement on debt securities.

The impairment losses recognised in the income statement on equity securities are not reversed through the income statement.

2.12 Financial guarantees

The Company has issued corporate guarantees to banks for borrowings of its subsidiary companies. These guarantees are fi nancial guarantees as they require the Company to reimburse the banks if the subsidiary companies fail to make principal or interest payments when due in accordance with the terms of their borrowings.

Financial guarantees are initially recognised at their fair values plus transaction costs in the Company’s balance sheet.

Financial guarantees are subsequently amortised to the income statement over the period of the subsidiary companies’ borrowings, unless it is probable that the Company will reimburse the bank for an amount higher than the unamortised amount. In this case, the fi nancial guarantees shall be carried at the expected amount payable to the bank in the Company’s balance sheet.

Intragroup transactions are eliminated on consolidation.

2.13 Inventories

Inventories are carried at the lower of cost and net realisable value. Cost is determined using the fi rst-in, fi rst-out method. The cost of fi nished goods and work-in-progress comprises raw materials, direct labour, other direct costs and related production overheads (based on normal operating capacity) but exclude borrowing costs. Net realisable value is the estimated selling price in the ordinary course of business, less applicable variable selling expenses.






2.14 Borrowings and borrowing costs

Borrowings are presented as current liabilities unless the Group has an unconditional right to defer settlement for at least 12 months after the balance sheet date.

Borrowings are initially recognised at fair value (net of transaction costs) and subsequently carried at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the income statement over the period of the borrowings using the effective interest method.

Borrowing costs are recognised in the income statement using the effective interest method except for those costs that are directly attributable to borrowings acquired specifi cally for the construction or development of properties. The actual borrowing costs incurred during the period up to the issuance of the temporary occupation permit less any investment income on temporary investment of these borrowings, are capitalised in the cost of the property under development.

2.15 Derivative fi nancial instruments and hedging activities

A derivative fi nancial instrument is initially recognised at its fair value on the date the contract is entered into and is subsequently carried at its fair value. The method of recognising the resulting gain or loss depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged.

The Group documents at the inception of the transaction the relationship between the hedging instruments and hedged items, as well as its risk management objective and strategies for undertaking various hedge transactions. The Group also documents its assessment, both at hedge inception and on an ongoing basis, of whether the derivatives designated as hedging instruments are highly effective in offsetting changes in cash fl ows of the hedged items.

The carrying amount of a derivative designated as a hedge is presented as a non-current asset or liability if the remaining expected life of the hedged item is more than 12 months, and as a current asset or liability, if the remaining expected life of the hedged item is less than 12 months.

(a) Cash fl ow hedgeInterest rate and cross currency swapsThe Group has entered into interest rate and cross currency swaps that are cash fl ow hedges for the Group’s exposure to interest rate risk on its borrowings. These contracts entitle the Group to receive interest at fl oating rates on notional principal amounts and oblige the Group to pay interest at fi xed rates on the same notional principal amounts, thus allowing the Group to raise borrowings at fl oating rates and swap them into fi xed rates.

The fair value changes on the effective portion of interest rate and cross currency swaps designated as cash fl ow hedges are recognised in the hedging reserve and transferred to the income statement when the interest expense on the borrowings are recognised in the income statement. The fair value changes on the ineffective portion of the interest rate and cross currency swaps are recognised separately in the income statement.

(b) Derivatives that are not designated or do not qualify for hedge accountingFair value changes on derivatives that are not designated or do not qualify for hedge accounting are recognised in the income statement when the changes arise.

2.16 Fair value estimation of fi nancial assets and liabilities

The fair values of fi nancial instruments traded in active markets (such as exchange-traded and over-the-counter securities and derivatives) are based on quoted market prices at the balance sheet date. The quoted market prices used for fi nancial assets are the current bid prices; the appropriate quoted market prices for fi nancial liabilities are the current ask prices.

The fair values of interest rate and cross currency swaps are calculated as the present value of the estimated future cash fl ows discounted at actively quoted interest rates. The fair values of currency forwards are determined using actively quoted forward exchange rates.






2.16 Fair value estimation of fi nancial assets and liabilities (continued)

The fair values of fi nancial liabilities carried at amortised cost are estimated by discounting the future contractual cash fl ows at the current market interest rates that are available to the Group for similar fi nancial liabilities.

The fair values of current fi nancial assets and liabilities carried at amortised cost, approximate their carrying amounts.

2.17 Operating Leases

(a) When the Group is the lessee:Leases of assets where substantially all risks and rewards incidental to ownership are retained by the lessors are classifi ed as operating leases. Payments made under operating leases (net of any incentives received from the lessors) are recognised in the income statement on a straight-line basis over the period of the lease.

Contingent rents are recognised as an expense in the income statement when incurred.

(b) When the Group is the lessor:Leases of investment properties where the Group retains substantially all risks and rewards incidental to ownership are classifi ed as operating leases. Rental income from operating leases (net of any incentives given to the lessees) is recognised in the income statement on a straight-line basis over the lease term.

Initial direct costs incurred by the Group in negotiating and arranging operating leases are added to the carrying amount of the leased assets and recognised as an expense in the income statement over the lease term on the same basis as the lease income.

Contingent rents are recognised as income in the income statement when earned.

2.18 Income taxes

Current income tax for current and prior periods is recognised at the amount expected to be paid to or recovered from the tax authorities, using the tax rates and tax laws that have been enacted or substantively enacted by the balance sheet date.

Deferred income tax is recognised for all temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the fi nancial statements except when the deferred income tax arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and affects neither accounting nor taxable profi t or loss at the time of the transaction.

A deferred income tax liability is recognised on temporary differences arising on investments in subsidiary, associated and joint venture companies, except where the Group is able to control the timing of the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.

A deferred income tax asset is recognised to the extent that it is probable that future taxable profi t will be available against which the deductible temporary differences and tax losses can be utilised.

Deferred income tax is measured:

(i) at the tax rates that are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled, based on tax rates and tax laws that have been enacted or substantively enacted by the balance sheet date; and

(ii) based on the tax consequence that will follow from the manner in which the Group expects, at the balance sheet date, to recover or settle the carrying amounts of its assets and liabilities.

Current and deferred income taxes are recognised as income or expense in the income statement, except to the extent that the tax arises from a business combination or a transaction which is recognised directly in equity. Deferred income tax arising from a business combination is adjusted against goodwill on acquisition.






2.19 Provisions

Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events; it is more likely than not that an outfl ow of resources will be required to settle the obligation; and the amount has been reliably estimated.

2.20 Employee compensation

(a) Defi ned contribution plansDefi ned contribution plans are post-employment benefi t plans under which the Group pays fi xed contributions into separate entities such as the Central Provident Fund on a mandatory, contractual or voluntary basis. The Group has no further payment obligations once the contributions have been paid.

(b) Share-based compensationThe Group operates an equity-settled, share-based compensation plan. The fair value of the employee services received in exchange for the grant of options is recognised as an expense in the income statement with a corresponding increase in the share option reserve over the vesting period. The total amount to be recognised over the vesting period is determined by reference to the fair value of the options granted on the date of grant. Non-market vesting conditions are included in the estimation of the number of shares under options that are expected to become exercisable on the vesting date. At each balance sheet date, the Group revises its estimates of the number of shares under options that are expected to become exercisable on the vesting date and recognises the impact of the revision of the estimates in the income statement, with a corresponding adjustment to the share option reserve over the remaining vesting period.

2.21 Currency translation

(a) Functional and presentation currencyItems included in the fi nancial statements of each entity in the Group are measured using the currency of the primary economic environment in which the entity operates (“functional currency”). The fi nancial statements are presented in Singapore Dollars.

(b) Transactions and balancesTransactions in a currency other than the functional currency (“foreign currency”) are translated into the functional currency using the exchange rates at the dates of the transactions. Currency translation differences from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at the closing rates at the balance sheet date are recognised in the income statement, unless they arise from borrowings in foreign currencies, other currency instruments designated and qualifying as net investment hedges and net investment in foreign operations. Those currency translation differences are recognised in the currency translation reserve in the consolidated fi nancial statements and transferred to the income statement as part of the gain or loss on disposal of foreign operation.

Non-monetary items measured at fair values in foreign currencies are translated using the exchange rates at the date when the fair values are determined.

(c) Translation of Group entities’ fi nancial statementsThe results and fi nancial position of all the Group entities that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

(i) Assets and liabilities are translated at the closing exchange rates at the date of the balance sheet;

(ii) Income and expenses are translated at average exchange rates (unless the average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated using the exchange rates at the dates of the transactions); and






2.21 Currency translation (continued)

(c) Translation of Group entities’ fi nancial statements (continued)

(iii) All resulting currency translation differences are recognised in the currency translation reserve.

Goodwill and fair value adjustments arising on the acquisition of foreign operations on or after 1 January 2005 are treated as assets and liabilities of the foreign operations and translated at the closing rates at the date of the balance sheet. For acquisitions prior to 1 January 2005, the exchange rates at the dates of acquisition are used.

2.22 Segment reporting

A segment is a distinguishable component of the Group engaged in providing products or services (business segment), or in providing products or services within a particular economic environment (geographical segment), that is subject to risks and returns that are different from those of other segments.

Segment information is presented in respect of the Group’s business and geographical segment. The primary format, business segment, is based on both the Group’s principal activities and its management and internal reporting structure. In presenting information on the basis of geographical segment, segment revenue is based on the geographical location of customers. Segment assets and segment capital expenditure are based on the geographical location of the assets.

Inter-segment pricing is determined on an arm’s length basis.

Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. Unallocated items comprise mainly current and deferred income tax assets and liabilities. Segment capital expenditure is the total cost incurred during the fi nancial year to acquire property, plant and equipment and investment properties.

2.23 Cash and cash equivalents

For the purpose of presentation in the consolidated cash fl ow statement, cash and cash equivalents include interest-bearing bank accounts, fi xed deposits with fi nancial institutions and cash and bank balances.

2.24 Share capital and treasury shares

Ordinary shares are classifi ed as equity. Incremental costs directly attributable to the issuance of new ordinary shares are deducted against the share capital account.

When any entity within the Group purchases the Company’s ordinary shares (“treasury shares”), the consideration paid including any directly attributable incremental cost is presented as a component within equity attributable to the Company’s equity holders, until they are cancelled, sold or reissued.

When treasury shares are subsequently cancelled, the cost of treasury shares are deducted against the share capital account if the shares are purchased out of capital of the Company, or against the retained earnings of the Company if the shares are purchased out of earnings of the Company.

When treasury shares are subsequently sold or reissued pursuant to the employee share option scheme, the cost of treasury shares is reversed from the treasury share account and the realised gain or loss on sale or reissue, net of any directly attributable incremental transaction costs and related income tax, is recognised in the capital reserve of the Company.

2.25 Dividends to Company’s shareholders

Dividends to the Company’s shareholders are recognised when the dividends are approved for payment.

2.26 Trade and other payables

Trade and other payables are initially recognised at fair value, and subsequently carried at amortised cost, using the effective interest method.





3. REVENUE

GROUP 2008 2007 $'000 $'000

Revenue from sale of:– development properties 162,890 752,936– goods and services 196,568 184,421Rental income 39,576 36,296Management fees 9,734 7,981Dividend income 19,405 – 428,173 981,634

4. OTHER GAINS – NET GROUP 2008 2007 $'000 $'000

Interest income from:– associated companies 55 54– joint venture companies 1,892 1,884– banks 6,149 10,280Negative goodwill arising from additional interest in a subsidiary company 591 7,695Gain on disposal of property, plant and equipment 718 713Gain on disposal of a subsidiary company – 742Gain on disposal of an associated company – 4,024Gain on disposal of an available-for-sale fi nancial asset 27,052 – Fair value gains on investment properties 90,634 189,033Fair value gains on derivative fi nancial instruments – 1,046Other miscellaneous gains 12,649 3,891 139,740 219,362

5. EXPENSES BY NATURE GROUP 2008 2007 $'000 $'000

Depreciation of property, plant and equipment (Note 22) 11,294 8,331Employee compensation (Note 6) 75,933 81,042Fair value losses/(gains) on derivative fi nancial instruments 1,879 (1,046)(Write-back of)/Allowance for impairment of trade receivables (151) 137Write-down of inventory 2,717 2,064Reversal of inventory write-down made in preceding fi nancial years – (1,326)Rental expense on operating leases 40,876 44,773Foreign exchange loss/(gain) 3,122 (162)Allowance for foreseeable losses on development properties 16,110 –Development cost included in cost of sales 83,898 518,642Raw materials and fi nished goods 88,211 75,170





6. EMPLOYEE COMPENSATION GROUP 2008 2007 $'000 $'000

Wages and salaries (including directors’ remuneration) 67,769 73,438Employer’s contribution to defi ned contribution plans including Central Provident Fund 6,348 6,223Share option expense 1,816 1,381 75,933 81,042

Please refer to Note 33(b) for directors’ remuneration.

7. FINANCE COSTS GROUP 2008 2007 $'000 $'000

Interest expense– joint venture companies 869 1,586– term loans 26,536 30,471 27,405 32,057

8. INCOME TAXES GROUP 2008 2007 $'000 $'000

(a) Income tax expense

Tax expense attributable to profi t is made up of:Current income tax– Singapore 13,397 18,775– Foreign 10,852 5,725 24,249 24,500Deferred income tax [Note 8(b)] 22,727 34,639 46,976 59,139

(Over)/under provision in preceding fi nancial years– Current income tax (2,483) (984)– Deferred income tax [Note 8(b)] 627 – 45,120 58,155

The Group is subject to income taxes in numerous jurisdictions. Signifi cant judgement is required in determining the capital allowances and deductibility of certain expenses during the estimation of the provision for income taxes. There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. The Group recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the fi nal tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the income tax and deferred income tax provisions in the period in which such determination is made.





8. INCOME TAXES (continued)

(a) Income tax expense (continued)

The income tax expense on profi t differs from the amount that would arise using the Singapore standard rate of income tax as explained below:

GROUP 2008 2007 % %

Singapore standard rate of income tax 18.0 18.0Different tax rates in other countries 1.6 0.8Expenses not deductible for tax purposes 5.0 0.6Income not subjected to tax (10.3) (3.5)Utilisation of previously unrecognised temporary differences 1.3 (4.1)Over provision in preceding fi nancial years (0.6) (0.2) 15.0 11.6

(b) Deferred income taxes

Deferred income tax assets and liabilities are offset when there is a legally enforceable right to set off current income tax assets against current income tax liabilities and when the deferred income taxes relate to the same fi scal authority. The amounts, determined after appropriate offsetting, are shown on the balance sheet as follows:

GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Deferred income tax liabilities to be settled after one year 79,217 52,425 2,418 158

Deferred income tax assets are recognised for tax losses carried forward to the extent that realisation of the related tax benefi ts through future taxable profi ts is probable. The Group had unrecognised tax losses of $158.0 million (2007: $153.8 million) at the balance sheet date which can be carried forward and available for set-off against future taxable income subject to meeting certain statutory requirements by those companies with unutilised tax losses in their respective countries of incorporation. These tax losses have no expiry date.

The movement in the deferred income tax assets and liabilities (prior to offsetting of balances within the same tax jurisdiction) during the fi nancial year was as follows:

Deferred income tax liabilities – Group

Recognition of Accelerated profi ts on percentage- tax depreciation Revaluation gains of-completion Others Total $’000 $’000 $’000 $’000 $’000

2008Beginning of fi nancial year 971 42,110 10,006 100 53,187Currency translation differences (44) (537) – – (581)Charged to equity [Note 28(c)] – 3,979 – – 3,979(Credited)/Charged to income statement [Note 8(a)] 3,329 24,382 (3,356) – 24,355End of fi nancial year 4,256 69,934 6,650 100 80,940






(b) Deferred income taxes (continued)

Deferred income tax liabilities – Group (continued)

Recognition of Accelerated profi ts on percentage- tax depreciation Revaluation gains of-completion Others Total $’000 $’000 $’000 $’000 $’000

2007Beginning of fi nancial year, as previously reported 1,013 2,384 5,272 100 8,769Effect of adopting FRS 40 – 10,523 – – 10,523As restated 1,013 12,907 5,272 100 19,292Currency translation differences 10 20 – – 30Credited to equity [Note 28(c)] – (203) – – (203)(Credited)/Charged to income statement [Note 8(a)] (52) 29,386 4,734 – 34,068End of fi nancial year 971 42,110 10,006 100 53,187

Deferred income tax assets – Group

Accelerated tax depreciation Provisions Tax losses Others Total $’000 $’000 $’000 $’000 $’000

2008Beginning of fi nancial year – 139 393 230 762Currency translation differences – (4) (27) (9) (40)Credited/(Charged) to income statement [Note 8(a)] 968 (107) 130 10 1,001End of fi nancial year 968 28 496 231 1,723

2007Beginning of fi nancial year – 142 384 799 1,325Currency translation differences – 2 7 (1) 8Credited/(Charged) to income statement [Note 8(a)] – (5) 2 568 (571)End of fi nancial year – 139 393 230 762

Deferred income tax liabilities – Company

Revaluation gains Others Total $’000 $’000 $’000

2008Beginning of fi nancial year – 158 158Charged to income statement 3,228 – 3,228End of fi nancial year 3,228 158 3,386

2007Beginning and end of fi nancial year – 158 158






(b) Deferred income taxes (continued)

Deferred income tax assets – Company

Accelerated tax depreciation Total $’000 $’000

2008Beginning of fi nancial year – –Credited to income statement 968 968End of fi nancial year 968 968

2007Beginning and end of fi nancial year – –

9. EARNINGS PER SHARE

(a) Basic earnings per share

Basic earnings per share is calculated by dividing the net profi t attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the fi nancial year.

GROUP 2008 2007 $'000 $'000

Net profi t attributable to equity holders of the Company 229,355 381,835

2008 2007 ‘000 ‘000

Weighted average number of ordinary shares in issue for basic earnings per share 761,618 733,173

Basic earnings per share (cents) 30.11 52.08

(b) Diluted earnings per share

The diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares in issue to assume conversion of all dilutive potential ordinary shares from share options. A calculation is done to determine the number of shares that could have been acquired at fair value (determined as the average annual market share price of the Company’s shares) based on the monetary value of the subscription rights attached to outstanding share options. The number of shares calculated as above is compared with the number of shares that would have been issued assuming the exercise of the share options. The difference is added to the denominator as an issue of ordinary shares for no consideration.





9. EARNINGS PER SHARE (continued)

(b) Diluted earnings per share (continued) GROUP 2008 2007 $'000 $'000

Net profi t attributable to equity holders of the Company for basic earnings per share 229,355 381,835Adjustments for share options of:– a subsidiary company (122) (108)– an associated company (167) (57)Net profi t used to determine diluted earnings per share 229,066 381,670

2008 2007 ‘000 ‘000

Weighted average number of ordinary shares in issue for basic earnings per share 761,618 733,173Adjustment for assumed conversion of share options 655 919Number of ordinary shares used to determine diluted earnings per share 762,273 734,092

Diluted earnings per share (cents) 30.05 51.99

The basic and diluted earnings per share for the prior year have been adjusted to take into account the rights issue during the current fi nancial year.

10. CASH AND CASH EQUIVALENTS GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Fixed deposits with fi nancial institutions 353,870 293,729 147,727 126,500Cash and bank balances 91,236 117,061 3,620 2,638 445,106 410,790 151,347 129,138

Included in cash and cash equivalents of the Group are amounts held under Housing Developers (Project Account) (Amendment) Rules 1997, totalling $68.9 million (2007: $101.6 million), the use of which is subject to restrictions imposed by the aforementioned rules.

At the balance sheet date, the carrying amounts of cash and cash equivalents approximated their fair values.

The fi xed deposits with fi nancial institutions mature on varying dates within 5 months (2007: 4 months) from the fi nancial year-end with the following weighted average effective interest rates:

GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000 % % % %

Singapore Dollar 0.7 2.1 0.6 2.1Ringgit Malaysia 2.9 2.9 – –Hong Kong Dollar 1.9 – 1.9 –

(a) Acquisition of a subsidiary company

(i) On 10 October 2006, Wing Tai Land Pte Ltd, a wholly-owned subsidiary of the Company, acquired an additional 20% of the issued share capital of Suzhou Property Development Pte Ltd (“SPD”) for a cash consideration of $3.7 million and the repayment of shareholder’s loan amounting to $7.4 million. The acquisition had increased the Group’s shareholding in SPD from 35% to 55% resulting in SPD becoming a subsidiary company of the Group.





10. CASH AND CASH EQUIVALENTS (continued)

(a) Acquisition of a subsidiary company (continued)

The above acquisition contributed a revenue of $19.2 million and an operating profi t of $2.5 million to the Group for the period from 10 October 2006 to 30 June 2007.

If the above acquisition had occurred on 1 July 2006, the Group’s revenue and profi t after tax and minority interests for the fi nancial year ended 30 June 2007 would have increased by $30.6 million and $2.6 million respectively.

(ii) The effects of acquisition of subsidiary companies on the cashfl ows of the Group were as follows: GROUP 2008 2007 $'000 $'000

Identifi able assets and liabilities: Development properties – 21,380Property, plant and equipment – 16,779Other current assets – 4,837Cash and cash equivalents – 34,862Total assets – 77,858

Trade and other payables – (23,455)Current income tax liabilities – (41)Other non-current liabilities – (36,830)Total liabilities – (60,326)

Net identifi able assets – 17,532Minority interests – (8,391)Investment held prior to acquisition – (5,413)Total cash consideration paid – 3,728

Total cash consideration paid – (3,728)Payment of shareholders’ loan – (7,372)Cash and cash equivalents in subsidiary company acquired – 34,862Net cash infl ow on acquisition – 23,762

(b) Disposal of a subsidiary company

On 30 April 2007, DNP Holdings Berhad, a subsidiary of the Company, disposed of its 100% interest in Dragon & Phoenix Development Sdn Bhd for a cash consideration of $2.9 million. The effects of disposal of a subsidiary company on the cashfl ows of the Group were as follows:

GROUP 2008 2007 $'000 $'000

Identifi able assets and liabilities:Development properties – 2,194Trade and other payables – (1)Net identifi able assets disposed – 2,193Gain on disposal of subsidiary company – 742Net cash infl ow on disposal – 2,935





10. CASH AND CASH EQUIVALENTS (continued)

(c) Acquisition of minority interests

During the fi nancial year ended 30 June 2008, DNP Holdings Berhad (“DNP”), a subsidiary of the Company, purchased its own shares for a cash consideration of $6.0 million. The share buyback has increased the Group’s shareholding in DNP from 54.1% to 55.3%. The Group recognised a decrease in minority interest of $6.6 million and a negative goodwill of $ 0.6 million (Note 4). The share buyback has also resulted in an increase in the Group’s effective equity interest in P. T. Windas Development from 58.5% to 58.8% as at 30 June 2008.

On 12 April 2007, Wing Tai Land Pte Ltd, a wholly owned subsidiary of the Company, acquired an additional 20% of the issued share capital of Suzhou Property Development Pte Ltd (“SPD”) for a cash consideration of $3.9 million and the payment of shareholder’s loan amounting to $7.2 million. The acquisition has increased the Group’s shareholding in SPD from 55% to 75%. The Group recognised a decrease in minority interest of $3.9 million.

During the fi nancial year ended 30 June 2007, Wing Tai Investment & Development Pte Ltd, a wholly owned subsidiary of the Company, acquired an additional 3.9% of the issued share capital of DNP for a cash consideration of $5.2 million. The acquisition has increased the Group’s shareholding in DNP from 50.2% to 54.1%. The Group recognised a decrease in minority interest of $12.9 million. The acquisition resulted in a negative goodwill of $7.7 million (Note 4).

The additional acquisition of 3.9% of DNP has resulted in an increase in the Group’s effective equity interest in P. T. Windas Development from 57.6% to 58.5%.

11. DERIVATIVE FINANCIAL INSTRUMENTS

In order to manage the risks arising from fl uctuations in foreign currency exchange rates and interest rates, the Group and the Company uses the following derivative fi nancial instruments:

(a) Interest rate and cross currency swaps

The Group and the Company have entered into interest rate and cross currency swap contracts that entitle them to receive interest at fl oating rates on notional principal amounts and oblige them to pay interest at fi xed rates on the same amounts. The interest rate and cross currency swaps allow the Group and the Company to raise long-term borrowings at fl oating rates and swap them into fi xed rates that are lower than those available if they borrowed at fi xed rates directly. Under the interest rate and cross currency swaps, the Group and the Company agree with other parties to exchange, at specifi ed intervals (mainly quarterly), the difference between the fi xed and fl oating rate interest amounts calculated by reference to the agreed notional principal amounts. Fair value gains and losses on the interest rate swaps recognised in the cash fl ow hedge reserve are transferred to the income statement as part of interest expense over the period of the borrowings.

(b) Currency forwards

Currency forwards are entered into to manage exposure to fl uctuations in foreign currency exchange rate on highly probable forecast transactions. These contracts do not qualify for hedge accounting.

GROUP COMPANY

Contract Fair value Contract Fair value notional notional amount Asset Liability amount Asset Liability $’000 $’000 $’000 $’000 $’000 $’000

2008Cash fl ow hedges– Interest rate swaps and cross currency swap 544,868 5,046 (13,781) 140,000 2,244 –Non-hedging instruments– Currency forwards 16,524 – (1,144) – – – 5,046 (14,925) 2,244 –





11. DERIVATIVE FINANCIAL INSTRUMENTS (continued) GROUP COMPANY

Contract Fair value Contract Fair value notional notional amount Asset Liability amount Asset Liability $’000 $’000 $’000 $’000 $’000 $’000

2007Cash fl ow hedges– Interest rate swaps and cross currency swaps 424,760 – (10,063) 324,760 – (10,019)Non-hedging instruments– Currency forwards 28,877 735 – – – – 735 (10,063) – (10,019)

At 30 June 2008, the fi xed interest rate on HKD interest rate swap is 4.4% (2007: Nil) per annum, and the fi xed interest rates on SGD interest rate swaps vary from 2.4% to 3.3% (2007: 2.1% to 3.3%) per annum. The main fl oating rates are Singapore Swap Offer Rate and Hong Kong Interbank Offered Rate.

Please refer to Note 2 for details of the fi nancial instrument and hedging policies.

12. TRADE AND OTHER RECEIVABLES – CURRENT GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Trade receivables 26,708 100,940 40 8Allowance for impairment of receivables (559) (1,559) – – 26,149 99,381 40 8

Due from subsidiary companies– non-trade [Note 12(i)] – – 541,607 493,110Allowance for impairment of receivables – – (128,661) (110,381) – – 412,946 382,729

Due from associated companies– non-trade [Note 12(ii)] 708 800 652 581

Due from joint venture companies– non-trade [Note 12(ii)] 1,275 492 25 6

Total current receivables 28,132 100,673 413,663 383,324

(i) Amounts due from subsidiary companies are unsecured and repayable on demand. Included in the amounts due from subsidiary companies are fi xed interest rate receivables of $250.8 million (2007: $234.1 million). The weighted average effective interest rate at balance sheet date is disclosed in Note 17 to the fi nancial statements.

(ii) Amounts due from associated and joint venture companies are unsecured, interest-free and repayable on demand.

The carrying amounts of current trade and other receivables approximated their fair value.





13. INVENTORIES GROUP 2008 2007 $'000 $'000

Raw materials 2,432 4,506Work-in-progress 2,003 4,124Finished goods 18,066 16,355 22,501 24,985

The cost of inventories recognised as expense and included in “cost of sales” amounted to $88.2 million (2007: $75.2 million).

14. DEVELOPMENT PROPERTIES GROUP 2008 2007 $'000 $'000

Properties under development Land at cost 1,177,073 1,110,856 Development costs 419,361 279,449 Overhead expenditure capitalised 111,872 86,652 1,708,306 1,476,957Attributable profi ts 149,408 91,397Allowance for foreseeable losses (61,986) (50,844) 1,795,728 1,517,510Progress payments received and receivable (778,528) (546,673) 1,017,200 970,837Properties held for sale 25,607 16,522 1,042,807 987,359

Value of properties under development mortgaged to secure long term banking facilities granted (Note 24) 764,189 602,269

Total interest capitalised during the fi nancial year 20,111 16,065

RAP 11 Pre-Completion Contracts for the Sale of Development Property

The Group uses the percentage of completion method for recognising revenue from partially completed residential projects. Had the completed contract method been adopted, the impact on the fi nancial statements of the Group will be as follows:

GROUP

Increase/(Decrease)

2008 2007 $'000 $'000

Opening retained earnings (45,864) (14,583)Revenue recognised for the fi nancial year 492,397 (275,442)Net profi t attributable to equity holders of the Company 1,153 (31,281)Carrying value of development properties (44,745) (91,397)Carrying value of investments in joint venture companies (11,022) (13,404)





14. DEVELOPMENT PROPERTIES (continued)

The development properties are as follows:

Group’s % of Expected Land Gross interest in Type of completion completion area fl oor area propertyLocation development Tenure at 30.06.2008 date (Sq m) (Sq m) (%)

Singapore

Lots 2144N & 96 units of Freehold 35 2009 3,282 11,486 1002446K TS17 at condominium398 Kallang Road housing(The Riverine by the Park)

Lots 212C PT, 140 units of Freehold 11 2010 7,399 20,717 100440W, 441V, condominium696P, 1151A housingPT 99643V, 99644P, 99649X, 99650K and 99651N TS27at Cairnhill Circle(Helios Residences)

Lots 373C, 395T 176 units of Freehold 18 2010 23,004 32,205 60and 643V condominiumTS20 at Oxley Walk housing(Belle Vue Residences)

Lot 726N TS28 at 100 units of Freehold – 2011 3,984 11,156 100Newton Road condominium(L’VIV) housing

Lot 715N 43 units of Freehold – 2012 5,624 15,746 100TS25 at 1A, condominiumArdmore Park housing(Le Nouvel Ardmore)

Malaysia

Lots 96, 149 and Mixed Freehold Phase 2 70 2009 504,683 89,082 55.3452 – 454 Mukim developmentof Ulu Klang, comprisingGombak, Selangor 566 units of(Sering Ukay) terrace and semi-detached houses and bungalows





14. DEVELOPMENT PROPERTIES (continued) Group’s % of Expected Land Gross interest in Type of completion completion area fl oor area propertyLocation development Tenure at 30.06.2008 date (Sq m) (Sq m) (%)

Malaysia (continued)

Various lots in 755 units of Freehold Phase 4 – 2010 51,751 30,865 55.311971 – 12030 terrace and Phase 5 – 2010Mukim 14, semi-detached Phase 6 90 2008various lots in houses and17128 – 17310 bungalowsand 20071 – 20094Mukim 15, Daerah SeberangPerai Tengah, Penang(Taman Seri Impian)

Lot 1315, Condominium Freehold – 2011 9,764 91,660 55.3Section 57, housingTown of Kuala Lumpur,Daerah Kuala Lumpur, Negeri WilayahPersekutuan(Verticas Residensi)

Lots 4326 – 4329 487 units Freehold Block A – – 22,662 27,824 55.3Mukim 6, 13600 of fl ats Block B – –Province Wellesley Block C 78 2008Central, Penang

PT 492, 502 15 units of Freehold – – 21,964 33,982 55.3572 – 573 and shophouses/various lots in vacant land838 – 3038 Mukim 6,13600 Province Wellesley Central,Penang

PT 1125 – 1641 Mixed Freehold/ Phase 1 57 2013 226,993 216,230 55.3Mukim 14, development 999-yearDaerah Seberang comprising leasePerai Tengah, 550 units of expiringPenang terrace and 2876(BM Utama) semi-detached houses and shops

14-A, Jalan Dato 270 units of Freehold – 2012 4,715 59,075 55.3Abdullah Tahir, apartment80300 Johor Bahru,Johor







Various lots in Vacant land Freehold – – 515,941 n/a 55.31130 – 1255,1379 – 1380 and1742 Mukim 15,Daerah SeberangPerai Tengah, Penang

Lot 1464 Vacant land Freehold – – 18,666 n/a 55.3Mukim 13, Tempat Relau,Daerah Timur Laut,Penang(Sentral Greens)

Various lots in Mixed Freehold – 2009 8,392 3,072 55.37891 – 7937 developmentMukim 13, comprisingSeberang Perai terrace Selatan, Penang and semi-(Taman Jentayu detachedIndah) houses and bungalows

Lot 90, Section 89 Vacant land Freehold – – 4,047 n/a 55.3Held under Geran No.Mukim 36258Town and District of Kuala Lumpur

Lot 247 Section 43 Vacant land Freehold – – 6,084 n/a 55.3Town of Kuala Lumpur(Menara DNP)

The People’s Republic of China

No. 63, Xinggang Apartments 70-year Phase 2 10 2009 9,740 32,975 75Street, Suzhou leaseIndustrial Park from 2000(The Lakeview)

No. 1, Xingzhou Mixed 70-year – – 19,518 18,990 75Street, Suzhou development leaseIndustrial Park comprising from 2000(The Lakeside) townhouses, bungalows and apartments






Indonesia

Jalan HR. Vacant land 30-year – – 16,080 n/a 58.8Rasuna Said, lease fromKaret Kuningan 1996, withSub-District, option toSetiabudi District extend theSouth Jakarta lease

n/a: not applicable

15. OTHER CURRENT ASSETS GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Interest receivables 670 30 – –Deposits 8,026 20,214 43 21Prepayments 14,011 2,913 258 405Sundry receivables 13,765 6,165 1,026 805 36,472 29,322 1,327 1,231

The carrying amounts of interest receivables, deposits and sundry receivables approximated their fair values.

16. AVAILABLE-FOR-SALE FINANCIAL ASSETS GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Beginning of fi nancial year 33,183 7,774 3,793 3,793Additions – 2,340 – –Disposals (30,887) – (604) –Fair value gains recognised in equity 4,923 23,019 – –Currency translation differences (49) 50 – –End of fi nancial year 7,170 33,183 3,189 3,793

Available-for-sale fi nancial assets are analysed as follows:

GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Unquoted equity shares– Singapore 7,170 7,774 3,189 3,793– Hong Kong SAR – 25,409 – – 7,170 33,183 3,189 3,793





17. TRADE AND OTHER RECEIVABLES – NON-CURRENT GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Loans to subsidiary companies [Note 17(i)]– interest-bearing – – 191,170 150,039– interest-free – – 346,449 446,174 – – 537,619 596,213Allowance for impairment of receivables – – (17,419) (9,646) – – 520,200 586,567

Loans to associated companies [Note 17(ii)]– interest-bearing 4,204 4,395 – –– interest-free 762 1,130 – – 4,966 5,525 – –Allowance for impairment of receivables (426) (494) – – 4,540 5,031 – –

Loans to joint venture companies [Note 17(iii)]– interest-bearing 76,917 49,779 – –– interest-free 137,321 165,864 – – 214,238 215,643 – –Allowance for impairment of receivables (6,686) (10,558) – – 207,552 205,085 – –

Loans to investee companies [Note 17(iv)] – 19,669 – –Loans to minority shareholders [Note 17(v)] 26,531 18,743 – – 26,531 38,412 – –

Total non-current receivables 238,623 248,528 520,200 586,567

(i) Loans to subsidiary companies are unsecured, have no fi xed terms of repayment and are not expected to be repayable within the next 12 months. Included in the loans to subsidiary companies are fi xed interest rate loans of $171.4 million (2007: $129.7 million) and fl oating interest rate loans of $19.8 million (2007: $20.3 million). The weighted average effective interest rates of loans to subsidiary companies at the balance sheet date are as disclosed below.

(ii) Loans to associated companies are unsecured, have no fi xed terms of repayment and are not expected to be repayable within the next 12 months. Included in the loans to associated companies are fi xed interest bearing amounts which bear a weighted average effective interest rate at the balance sheet date as disclosed below.

(iii) Included in the loans to joint venture companies are amounts of $183.2 million (2007: $87.7 million) which are subordinated to banking facilities of $1,059.8 million (2007: $140.1 million) granted by banks to the said joint venture companies.

The fl oating interest rate loans to joint venture companies bear a weighted average effective interest rate at the balance sheet date as disclosed below.

(iv) Loans to investee companies are unsecured, interest free and have no fi xed terms of repayment. The amounts are not expected to be repayable within the next 12 months.

(v) Loans by certain subsidiary companies to minority shareholders are made proportionate to the shareholders’ equity stake in the subsidiary companies on a pari passu basis with no interest charge. The loans are unsecured, interest-free, have no fi xed terms of repayment and are not expected to be repayable within the next 12 months.

The carrying amounts of non-current trade and other receivables approximated their fair values.





17. TRADE AND OTHER RECEIVABLES – NON-CURRENT (continued)

The weighted average effective interest rates at the balance sheet date were as follows:

Group

2008 2007 SGD SGD % %

Non-current interest-bearing loans to: – associated companies [Note 17(ii)] 2.5 2.5– joint venture companies [Note 17(iii)] 4.7 4.2

Company

2008 2007 SGD USD SGD USD % % % %

Current interest-bearing amounts due from subsidiary companies [Note 12(i)] 3.1 – 2.9 –Non-current interest-bearing loans to subsidiary companies [Note 17(i)] 4.2 4.9 3.9 7.4

18. INVESTMENTS IN ASSOCIATED COMPANIES GROUP 2008 2007 $’000 S’000

Carrying amount of investments in associated companies 451,461 431,586

The above carrying amount included the following:Share of associated companies’ capital reserves (17,470) 19,782Share of associated companies’ net profi ts 53,990 68,202

The summarised fi nancial information of associated companies is as follows: GROUP 2008 2007 $’000 $’000

Assets 2,664,459 1,098,344Liabilities (1,093,467) (444,460)

Revenue 482,334 425,102Net profi t 203,990 268,459

Share of associated companies’ contingent liabilities incurred jointly with other investors 23,947 114

Carrying amount of quoted equity shares 424,785 410,829

Market value of quoted equity shares 248,498 351,028

On 29 June 2007, USI Holdings Limited (“USI”) acquired the Group’s 27.7% interest in Winsor Properties Holdings Limited (“Winsor”) for new shares issued by USI. As a result, Winsor ceased to be an associated company of the Group and became a subsidiary of USI. At the fi nal closing date of the offer, the Group’s effective interest in USI increased from 18.9% to 30.6% and USI’s effective interest in Winsor was 79.3%.





18. INVESTMENTS IN ASSOCIATED COMPANIES (continued)

During the fi nancial year, the Group acquired additional interest in USI, which increased the Group’s effective interest to 32.5% as at 30 June 2008.

As at 30 June 2008, the carrying value of quoted equity shares is higher than the market value. The directors consider the carrying value of investment in associated companies appropriate and the shortfall temporary.

Details of the Group’s associated companies are listed in Note 35 to the fi nancial statements.

19. INVESTMENTS IN JOINT VENTURE COMPANIES

The following amounts represent the Group’s share of the assets, liabilities, income and expenses of the joint venture companies which are included in the consolidated balance sheet and income statement using equity accounting.

GROUP 2008 2007 $’000 $’000

Assets– Current assets 553,041 453,195– Non-current assets 191,440 17,361 744,481 470,556

Liabilities– Current liabilities (79,378) (78,388)– Non-current liabilities (489,440) (281,042) (568,818) (359,430)

Net Assets 175,663 111,126

Revenue 264,018 254,224Expenses (187,062) (206,803)Net profi t 69,014 41,905

The Group’s share of the capital commitments of the joint venture companies were as follows: GROUP 2008 2007 $’000 $’000

Contracted but not provided for 77,030 267,546

Details of the Group’s joint venture companies are listed in Note 35 to the fi nancial statements.

20. INVESTMENTS IN SUBSIDIARY COMPANIES COMPANY 2008 2007 $’000 $’000

Beginning of fi nancial year 241,300 253,392Disposal (1,000) –Allowance for impairment (1,560) (12,092)End of fi nancial year 238,740 241,300

Details of the Group’s subsidiary companies are listed in Note 35 to the fi nancial statements. The effects of the acquisition and disposal of subsidiary companies on the Group’s fi nancial position are disclosed in Note 10.





21. INVESTMENT PROPERTIES GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Beginning of fi nancial year, as previously reported 574,219 417,970 82,000 –Effect of adopting FRS 40 – (35,826) – 82,000As restated 574,219 382,144 82,000 82,000Additions from subsequent expenditure 2,184 1,360 – –Transfer to:– property, plant and equipment (42,053) – – –– development properties (66,892) – – – Fair value gains recognised in the income statement 90,634 189,033 2,650 –Currency translation differences (4,051) 1,682 – –End of fi nancial year 554,041 574,219 84,650 82,000

The investment properties are as follows:

Lettable Group’s area/ interest in land area property Location Description Tenure (Sq m) (%)

Singapore

(a) 3 Killiney Road (1st fl oor to 10-storey 99-year lease 13,313 100 9th fl oor, Winsland House I) commercial building from 1983

(b) 163 Penang Road 8-storey 99-year lease 7,315 100 (Winsland House II) commercial building from 1994

(c) 165 Penang Road Conservation house 99-year lease 584 100 (Winsland House II) from 1994

(d) 167 Penang Road 9-storey 99-year lease 6,030 100 (Lanson Place serviced apartments from 1994 Winsland Residences)

Malaysia

(e) Lot 263, Section 89A, 132 units of Freehold 21,990 55.3 Town of Kuala Lumpur condominium housing (Lanson Place Kondominium No. 8)

(f) Unit G2, Holiday Plaza, Shop unit Freehold 205 100 Johor Bahru





21. INVESTMENT PROPERTIES (continued) Lettable Group’s area/ interest in land area property Location Description Tenure (Sq m) (%)


(g) Lot 360 Mukim 17, Vacant land Freehold 2,282 55.3 Batu Ferringhi, Penang

(h) Lot 343 Mukim 3, Lot 1822, Vacant land Freehold 27,275 55.3 1823 and 1425 Mukim 4, 13600 Province Wellesley Central, Penang

(i) Lot 4868 Mukim 14, Vacant land Freehold 483 55.3 Daerah Seberang Perai Tengah, Penang

(j) Unit No. 2.04 – 2.06 Shop lots 99-year lease 342 55.3 Level 2 Komtar, expiring 2083 Penang Road, Penang

Investment properties are carried at fair value at the balance sheet date as determined by independent professional valuers based on the Direct Market Comparison Method and Investment Method.

Investment properties are leased to third parties under operating leases (Note 30).

Investment properties with a total valuation of $550.9 million (2007: $529.6 million) were mortgaged to banks to secure long term banking facilities granted to the subsidiary companies (Note 24).

The following amounts are recognised in the income statement:

GROUP 2008 2007 $’000 $’000

Rental income 30,039 23,793

Direct operating expenses arising from investment properties that generated rental income (8,026) (6,533)

Property tax and other direct operating expenses arising from an investment property that did not generate rental income (149) (132)





22. PROPERTY, PLANT AND EQUIPMENT Freehold Leasehold land and land and Motor Offi ce Furniture buildings buildings vehicles equipment and fi ttings Total $’000 $’000 $’000 $’000 $’000 $’000

Group

2008Cost or valuationBeginning of fi nancial yearCost – 608 3,514 11,911 32,236 48,269Valuation 131,337 26,248 – – – 157,585 131,337 26,856 3,514 11,911 32,236 205,854Transfer to properties held for sale – (8,812) – – – (8,812)Transfer from investment properties – 42,053 – – – 42,053Additions 15 4 1,898 11,304 8,302 21,523Disposals – (827) (1,314) (5,026) (1,573) (8,740)Write-off – – (80) (3,870) (596) (4,546)Revaluation (defi cit)/surplus (5) 7,636 – – – 7,631Currency translation differences (2,334) (924) (224) (1,125) (1,103) (5,710)End of fi nancial year 129,013 65,986 3,794 13,194 37,266 249,253

Representing:Cost – 451 3,794 13,194 37,266 54,705Valuation 129,013 65,535 – – – 194,548 129,013 65,986 3,794 13,194 37,266 249,253

Accumulated depreciationBeginning of fi nancial year 1,945 445 1,099 8,165 21,055 32,709Depreciation charge 872 1,140 985 5,875 2,422 11,294Disposals – (359) (1,213) (4,947) (862) (7,381)Write-off – – (80) (3,607) (596) (4,283)Currency translation differences (72) (94) (136) (1,039) (972) (2,313)End of fi nancial year 2,745 1,132 655 4,447 21,047 30,026

Net book value End of fi nancial year 126,268 64,854 3,139 8,747 16,219 219,227





22. PROPERTY, PLANT AND EQUIPMENT (continued) Freehold Leasehold land and land and Motor Offi ce Furniture buildings buildings vehicles equipment and fi ttings Total $’000 $’000 $’000 $’000 $’000 $’000

Group

2007Cost or valuationBeginning of fi nancial year, as previously reportedCost – 557 2,928 10,809 23,987 38,281Valuation 93,225 11,112 – – – 104,337 93,225 11,669 2,928 10,809 23,987 142,618Effect of adopting FRS 40 35,826 – – – – 35,826As restated 129,051 11,669 2,928 10,809 23,987 178,444Acquisition of subsidiary company – 16,617 112 50 – 16,779Transfer to properties held for sale – (2,555) – – – (2,555)Additions 501 908 1,106 1,544 8,196 12,255Disposals – (84) (705) (808) (259) (1,856)Write-off – – – (11) – (11)Revaluation surplus/(defi cit) 1,415 (337) – (18) – 1,060Currency translation differences 370 638 73 345 312 1,738End of fi nancial year 131,337 26,856 3,514 11,911 32,236 205,854

Representing:Cost – 608 3,514 11,911 32,236 48,269Valuation 131,337 26,248 – – – 157,585 131,337 26,856 3,514 11,911 32,236 205,854

Accumulated depreciationBeginning of fi nancial year 1,156 (756) 917 7,442 16,531 25,290Depreciation charge 837 1,152 800 1,293 4,249 8,331Disposals – (84) (662) (771) – (1,517)Write-off – – – (11) – (11)Adjustment on revaluation – (12) – – – (12)Currency translation differences (48) 145 44 212 275 628End of fi nancial year 1,945 445 1,099 8,165 21,055 32,709

Net book value End of fi nancial year 129,392 26,411 2,415 3,746 11,181 173,145





22. PROPERTY, PLANT AND EQUIPMENT (continued) Freehold land and Motor Offi ce Furniture buildings vehicles equipment and fi ttings Total $’000 $’000 $’000 $’000 $’000

Company

2008Cost or valuationBeginning of fi nancial yearCost – 1,110 2,549 6,605 10,264Valuation 8,094 – – – 8,094 8,094 1,110 2,549 6,605 18,358Additions – 1,244 773 3,308 5,325Disposals – (349) (29) (704) (1,082)End of fi nancial year 8,094 2,005 3,293 9,209 22,601

Representing:Cost – 2,005 3,293 9,209 14,507Valuation 8,094 – – – 8,094 8,094 2,005 3,293 9,209 22,601

Accumulated depreciationBeginning of fi nancial year 1,414 684 489 4,836 7,423Depreciation charge 45 320 152 204 721Disposals – (337) (18) – (355)End of fi nancial year 1,459 667 623 5,040 7,789

Net book valueEnd of fi nancial year 6,635 1,338 2,670 4,169 14,812





22. PROPERTY, PLANT AND EQUIPMENT (continued) Freehold land and Motor Offi ce Furniture buildings vehicles equipment and fi ttings Total $’000 $’000 $’000 $’000 $’000

Company

2007Cost or valuationBeginning of fi nancial year, as previously reportedCost – 1,355 2,128 5,240 8,723Valuation 88,680 – – – 88,680 88,680 1,355 2,128 5,240 97,403Effect of adopting FRS 40 (82,000) – – – (82,000)As restated 6,680 1,355 2,128 5,240 15,403Additions – – 441 1,366 1,807Disposals – – (17) (1) (18)Write-off – (245) (3) – (248)Revaluation surplus 1,414 – – – 1,414End of fi nancial year 8,094 1,110 2,549 6,605 18,358

Representing:Cost – 1,110 2,549 6,605 10,264Valuation 8,094 – – – 8,094 8,094 1,110 2,549 6,605 18,358

Accumulated depreciationBeginning of fi nancial year 943 748 430 4,749 6,870Depreciation charge 471 181 77 87 816Disposals – (245) (16) – (261)Write-off – – (2) – (2)End of fi nancial year 1,414 684 489 4,836 7,423

Net book valueEnd of fi nancial year 6,680 426 2,060 1,769 10,935

The freehold and leasehold land and buildings of the Group and Company were valued by independent professional valuers based on the Direct Market Comparison Method and Investment Method.

If the freehold and leasehold land and buildings stated at valuation were included in the fi nancial statements at cost less accumulated depreciation, their net book values would be as follows:

GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Freehold land and buildings 45,522 48,535 770 795Leasehold land and buildings 48,095 8,179 – – 93,617 56,714 770 795





22. PROPERTY, PLANT AND EQUIPMENT (continued)

The properties included in freehold and leasehold land and buildings are as follows: Lettable area/ land areaLocation Description Tenure (Sq m)

Singapore

(a) Lots 2694 and 5163 Mukim 22, 10-storey warehouse and Freehold 19,321 107 Tampines Road offi ce building and a 5-storey canteen

(b) Lot 94-59 Mukim 22, 9-storey warehouse and Freehold 9,840 105 Tampines Road offi ce building

(c) Lots 94-34, 94-72, 2248, 16 units of apartments in Freehold 1,665 2250 and 2278 Mukim 22, a 4-storey building 19 Valley Road

(d) 3 Killiney Road 10-storey commercial 99-year lease 2,669 (Basement 1 and 10th fl oor, building from 1983 Winsland House I)

Malaysia

(e) 3rd Floor, Binova Industrial Centre, Factory, offi ce and warehouse 99-year lease 1,201 Jalan 2/57B Segambut Bawah, expiring 2077 51200 Kuala Lumpur

(f) 166-A, Rifl e Range Road, Industrial land and buildings 60-year lease 14,983 11400 Penang expiring 2033

(g) 523, Ayer Puteh Road, Industrial land and buildings Freehold 6,156 Balik Pulau, 11000 Penang

(h) 57, Parit Buntar Industrial Complex, Industrial land and buildings 60-year lease 15,675 34200 Parit Buntar, Perak expiring 2039

(i) 12A-06 and 02-02, 2 units of condominium Freehold 218 72, Scotland Road, 10450 Penang housing

(j) Lot 583, Mukim Kota Lama, Industrial land and buildings 60-year lease 10,517 33000 Kuala Kangsar, Perak expiring 2050

(k) Plots 832 and 1522, Jejawi Industrial Industrial land and buildings 60-year leases 12,197 Estate, 02600 Arau, Kangsar, Perlis expiring 2045 and 2051





22. PROPERTY, PLANT AND EQUIPMENT (continued) Lettable area/ land areaLocation Description Tenure (Sq m)


(l) No. 1, Jalan Ampang Hilir 221 units of serviced apartments Freehold 22,766 Kuala Lumpur in a 20-storey building (Lanson Place Ambassador Row Residences)

(m) Various lots 837 – 871, Vacant land Freehold 34,151 1493 and 1617 Mukim 6, 13600 Province Wellesley Central, Penang

The People’s Republic of China

(n) Units 7A and 18A, Jin Hua Tower, 2 apartment units 70-year lease 632 Suzhou Garden Villa, from 1992 38 Shi Shan Road, Suzhou, Jiangsu

Property, plant and equipment with net book values amounting to $83.8 million (2007: $36.1 million) were mortgaged to banks to secure long term banking facilities granted to subsidiary companies (Note 24).

23. TRADE AND OTHER PAYABLES GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Due to subsidiary companies– non-trade [Note 23(i)] – – 172,649 159,805

Due to associated companies– non-trade [Note 23(ii)] 3,288 1,789 13 12

Due to joint venture companies– non-trade [Note 23(ii)] 3,569 7 – –

Due to related companies– non-trade [Note 23(ii)] 382 415 – –

Accrued project costs 27,937 35,732 – –Accrued operating expenses 44,678 42,967 4,802 11,917Trade creditors 42,124 32,917 – –Other creditors 11,531 24,178 2,383 3,624Tenancy deposits 2,530 2,844 259 152 128,800 138,638 7,444 15,693

Total trade and other payables 136,039 140,849 180,106 175,510





23. TRADE AND OTHER PAYABLES (continued)

(i) Non-trade amounts due to subsidiary companies are unsecured and repayable on demand. Included in the amounts due to subsidiary companies are fi xed interest rate payables of $25.5 million (2007: $35.9 million) and fl oating interest rate payables of $25.1 million (2007: $24.9 million).

(ii) Non-trade amounts due to associated, joint venture and related companies are unsecured, interest-free and repayable on demand.

The carrying amounts of trade and other payables approximated their fair values.


COMPANY 2008 2007 SGD SGD % %

Due to subsidiary companies 2.3 3.1

24. BORROWINGS GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Current

Secured term loan 6,485 75,698 – –Unsecured bank loans 10,614 114,657 – –Unsecured long term bank loans (current portion) – 142 – – 17,099 190,497 – –

Non–current

Secured bank loans 657,976 509,387 – –Unsecured medium term notes due 2010 50,000 50,000 50,000 50,000Unsecured medium term notes due 2011 100,000 100,000 100,000 100,000Unsecured transferable loan facility 125,000 125,000 125,000 125,000Unsecured bank loans 144,334 79,968 – – 1,077,310 864,355 275,000 275,000

Total borrowings 1,094,409 1,054,852 275,000 275,000

The carrying amounts of total borrowings approximated their fair values.





24. BORROWINGS (continued)

(a) Interest rate risks


Group

2008 2007 SGD RM USD HKD SGD RM USD HKD % % % % % % % %

Current

Secured term loan – 4.9 – – 3.8 5.2 – –Unsecured bank loans – 4.3 4.6 – 6.1 4.6 5.6 –Unsecured long term bank loans (current portion) – – – – – – – 5.2

Non–current

Secured bank loans 2.7 4.9 – – 3.6 5.2 – –Unsecured medium term notes due 2010 3.8 – – – 4.1 – – –Unsecured medium term notes due 2011 5.0 – – – 5.0 – – –Unsecured transferable loan facility 2.4 – – – 4.2 – – –Unsecured bank loans 4.0 – – 2.7 6.3 – – 5.2

Company

2008 2007 SGD SGD % %

Non-current

Unsecured medium term notes due 2010 3.8 4.1Unsecured medium term notes due 2011 5.0 5.0Unsecured transferable loan facility 2.4 4.2

The exposure of the borrowings of the Group and of the Company to interest rate changes and the contractual repricing dates at the balance sheet dates are as follows:

GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Less than one year 357,075 602,861 – –Between one and two years 145,918 100,000 75,000 –Between two and fi ve years 491,416 351,991 200,000 275,000More than fi ve years 100,000 – – – 1,094,409 1,054,852 275,000 275,000





24. BORROWINGS (continued)

(b) Security granted

The secured borrowings are secured on the following assets: GROUP

2008 2007 Note $’000 $’000

Development properties 14 764,189 602,269Investment properties 21 550,907 529,556Property, plant and equipment 22 83,849 36,100 1,398,945 1,167,925

25. DIVIDENDS GROUP AND COMPANY

2008 2007 $’000 $’000

Dividends paid in respect of the preceding fi nancial year

First and fi nal dividend of 3 cents (2007: 3 cents) per share less tax of 18% (2007: 20%) 17,736 17,250Special cash dividend of 5 cents (2007: 3 cents) per share less tax of 18% (2007: 20%) 29,559 17,249Special rights dividend of 25 cents (2007: Nil) per share less tax of 18% 147,797 – 195,092 34,499

The directors have recommended a fi rst and fi nal exempt (one-tier) cash dividend in respect of the fi nancial year ended 30 June 2008 of 3 cents per share and a special exempt (one-tier) cash dividend of 3 cents per share. These fi nancial statements do not refl ect these proposed dividends, which will be accounted for in the shareholders’ equity as an appropriation of retained earnings in the fi nancial year ending 30 June 2009.

On 6 November 2007, the Company announced a renounceable non-underwritten rights issue of up to 72,179,600 new ordinary shares in the capital of the Company at an issue price of $2.05 for each rights share, on the basis of one rights share for every ten existing ordinary shares of the Company and the availability of an option to elect to use the net special rights dividend to subscribe for the rights shares.

The proposed fi rst and fi nal dividend, special cash dividend and special rights dividend in respect of the fi nancial year ended 30 June 2007 has been accounted for in the shareholders’ equity as an appropriation of retained earnings in the current fi nancial year.

26. OTHER NON-CURRENT LIABILITIES GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Tenancy deposits 3,917 3,414 67 40Loans from minority shareholders [Note 26(i)] 124,481 171,671 – –Loans from subsidiary companies [Note 26(ii)] – – 46,441 46,875Others 3,060 9,595 9,436 8,122 131,458 184,680 55,944 55,037

(i) Loans from minority shareholders are unsecured, have no fi xed terms of repayment and are not expected to be repayable within the next 12 months. Included in the loans from minority shareholders are fi xed interest rate amounts of $67.2 million (2007: $98.2 million) which bear a weighted average effective interest rate of 3.8% (2007: 3.7%) per annum at the balance sheet date.

(ii) Loans from subsidiary companies are unsecured, interest-free, have no fi xed terms of repayment and are not expected to be repayable within the next 12 months.

The carrying amounts of other non-current liabilities approximated their fair values.





27. SHARE CAPITAL

Group and Company

Issued share capital

Number of shares Amount ‘000 $’000

2008Beginning of fi nancial year 719,421 688,316Issue of shares on exercise of rights 72,096 147,297Issue of shares on exercise of share options 1,827 1,972End of fi nancial year 793,344 837,585

2007Beginning of fi nancial year 718,228 687,193Issue of shares on exercise of share options 1,193 1,123End of fi nancial year 719,421 688,316

The issued and paid up capital increased during the fi nancial year due to the:

(i) Renounceable non-underwritten rights issue of 72,095,958 (2007: Nil) new ordinary shares in the capital of the Company at an issue price of $2.05 for each rights share, on the basis of one rights share for every ten existing ordinary shares of the Company held.

(ii) Issuance of 1,827,300 (2007: 1,193,000) new ordinary shares upon the exercise of employee share options at the exercise price of between $0.616 and $1.645 (2007: $0.678 and $1.43).

All issued ordinary shares are fully paid. The newly issued shares rank pari passu in all respects with the previously issued shares.

The Wing Tai Holdings Limited (2001) Share Option Scheme (the “Scheme”)

The Scheme was approved and adopted by the members of the Company at an Extraordinary General Meeting held on 31 August 2001.

On 6 September 2007, pursuant to the Scheme, the Company granted options to qualifying employees to purchase ordinary shares of the Company at the exercise price of $3.45 per share. These options can be exercised only after twelve months from the date of grant and not later than 10 years from such date.

Movements in the number of unissued ordinary shares under options during the fi nancial year and their exercise prices were as follows:

Number of options Number Number Number As at granted/ of options of options of options As at ExerciseDate of grant 01.07.2007 adjusted* exercised forfeited expired 30.06.2008 price ($) Expiry date

200802.11.2001 195,000 2,000 175,000 – – 22,000 0.616 * 01.11.201105.11.2002 215,000 – 205,000 10,000 – – 0.653 04.11.201228.11.2003 470,000 1,600 454,000 – – 17,600 0.677 * 27.11.201319.11.2004 785,000 58,600 274,900 – – 568,700 0.849 * 18.11.201430.09.2005 1,184,000 82,000 418,400 22,200 – 825,400 1.300 * 29.09.201505.09.2006 1,700,000 137,100 300,000 74,900 – 1,462,200 1.645 * 04.09.201606.09.2007 – 2,483,000 – 288,500 – 2,194,500 3.136 * 05.09.2017Total 4,549,000 2,764,300 1,827,300 395,600 – 5,090,400





27. SHARE CAPITAL (continued)

The Wing Tai Holdings Limited (2001) Share Option Scheme (the “Scheme”) (continued)

Number Number Number Number As at of options of options of options of options As at ExerciseDate of grant 01.07.2006 granted exercised forfeited expired 30.06.2007 price ($) Expiry date

200702.11.2001 286,000 – 91,000 – – 195,000 0.678 01.11.201105.11.2002 276,500 – 61,500 – – 215,000 0.653 04.11.201228.11.2003 870,500 – 390,500 10,000 – 470,000 0.745 27.11.201319.11.2004 1,281,000 – 403,000 93,000 – 785,0000 0.934 18.11.201430.09.2005 1,575,000 – 247,000 144,000 – 1,184,000 1.430 29.09.201505.09.2006 – 1,905,000 – 205,000 – 1,700,000 1.810 04.09.2016Total 4,289,000 1,905,000 1,193,000 452,000 – 4,549,000

* On 27 December 2007, the Company had adjusted the exercise price for each share option outstanding as at 24 December 2007 and granted additional share options in accordance with the rules of the Scheme. The incremental fair value on additional share options granted was not signifi cant.

Out of the outstanding options on 5,090,400 (2007: 4,549,000) shares, options on 1,139,300 (2007: 1,357,000) shares are exercisable. Options exercised in 2008 resulted in 1,827,300 (2007: 1,193,000) shares being issued at an average price of $1.08 (2007: $0.94) each. The weighted average share price at the time of issue was $3.42 (2007: $2.14) per share.

The fair value of options granted on 6 September 2007 (2007: 5 September 2006) determined using the Binomial valuation model, was $2,533,000 (2007: $1,272,000). The signifi cant inputs into the model were share price at grant date of $3.30 (2007: $1.88), exercise price as shown above, standard deviation of expected share price returns of 36.9% (2007: 37.9%), option life as shown above and annual risk-free interest rate of 2.7% (2007: 3.3%). The volatility measured at the standard deviation of expected share price returns is based on statistical analysis of weekly share prices over the past fi ve years.

28. OTHER RESERVES GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Share option reserve 4,419 2,660 4,204 2,512Cash fl ow hedge reserve (8,735) (10,063) 2,244 (10,019)Asset revaluation reserve 84,891 81,627 5,885 5,885Share of capital reserves of associated and joint venture companies 12,210 28,320 – –Fair value reserve – 11,556 – –Currency translation reserve (79,870) (26,616) – –Treasury shares reserve (7,172) – (7,172) –Statutory reserve 137 – – – 5,880 87,484 5,161 (1,622)

(a) Share option reserve

Beginning of fi nancial year 2,660 1,422 2,512 1,419Employee share option scheme:– Value of employee services (Notes 6 and 27) 1,816 1,381 1,692 1,093Minority interests (57) (143) – –End of fi nancial year 4,419 2,660 4,204 2,512





28. OTHER RESERVES (continued) GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

(b) Cash fl ow hedge reserve

Beginning of fi nancial year (10,063) 2,162 (10,019) 1,874Fair value gains/(losses) on cash fl ow hedges 1,328 (12,225) (1,111) (11,893)Transfer to income statement upon realisation – – 13,374 –End of the fi nancial year (8,735) (10,063) 2,244 (10,019)

(c) Asset revaluation reserve

Beginning of fi nancial year, as previously reported 81,627 118,529 5,885 80,489Effect of adopting FRS 40 – (38,377) – (76,018)As restated 81,627 80,152 5,885 4,471Surplus on revaluation of property, plant and equipment (Note 22) 7,631 1,313 – 1,414Deferred income tax (charged)/credited to equity [Note 8(b)] (3,979) 203 – –Transfer to retained earnings upon realisation (664) – – –Minority interests 276 (41) – –End of fi nancial year 84,891 81,627 5,885 5,885

(d) Share of capital reserves of associated and joint venture companies

Beginning of fi nancial year 28,320 98,493 – –Effect of adopting FRS 40 – (89,114) – –As restated 28,320 9,379 – –Share of capital reserves of associated companies (17,470) 19,782 – –Minority interests 1,360 (841) – –End of the fi nancial year 12,210 28,320 – –

Capital reserves of associated and joint venture companies arise from currency translation and other reserves which are not distributable.

(e) Fair value reserve

Beginning of fi nancial year 11,556 – – –Fair value gains on available-for-sale fi nancial assets (Note 16) 4,923 23,019 – –Transfer to income statement upon realisation (27,052) – – –Minority interests 10,573 (11,463) – –End of fi nancial year – 11,556 – –





28. OTHER RESERVES (continued) GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

(f) Currency translation reserve

Beginning of fi nancial year (26,616) (15,732) – –Translation of fi nancial statements of foreign subsidiary, associated and joint venture companies (47,116) (3,252) – –Translation of foreign currency denominated loans which are quasi-equity in nature (13,787) (4,461) – –Minority interests 7,649 (3,171) – –End of fi nancial year (79,870) (26,616) – –

(g) Treasury shares reserve

Beginning of fi nancial year – – – –Purchase of treasury shares (7,172) – (7,172) –End of fi nancial year (7,172) – (7,172) –

(h) Statutory reserve

Beginning of fi nancial year – – – –Transfer from retained earnings 182 – – –Minority interests (45) – – –End of fi nancial year 137 – – –

Total other reserves 5,880 87,484 5,161 (1,622)

29. RETAINED EARNINGS

(a) Retained earnings of the Group are distributable except for accumulated retained earnings of associated and joint venture companies amounting to $200.8 million (2007: $81.7 million), and the amount of $7.2 million (2007: Nil) utilised to purchase treasury shares. Retained earnings of the Company are distributable except for the amount of $7.2 million (2007: Nil) utilised to purchase treasury shares.

(b) Movements in retained earnings for the Company were as follows: COMPANY 2008 2007 $’000 $’000

Beginning of fi nancial year, as previously reported 239,690 184,375Effect of adopting FRS 40 – 76,018As restated 239,690 260,393Net profi t 30,814 13,796Dividends paid (Note 25) (195,092) (34,499)End of fi nancial year 75,412 239,690





30. COMMITMENTS

(a) Capital commitments

Capital expenditures contracted for at the balance sheet date but not recognised in the fi nancial statements, excluding those relating to investments in joint venture companies (Note 19), are analysed as follows:

GROUP 2008 2007 $’000 $’000

Commitments in respect of contracts placed 260,481 131,128

Authorised but not contracted for – 7,417

(b) Operating lease commitments – where a group company is a lessee

The Group leases various retail units under non-cancellable operating lease agreements. The leases have varying terms, escalation clauses and renewal rights. The lease expenditure charged to the income statement during the fi nancial year is disclosed in Note 5.

The future minimum lease payable under non-cancellable operating leases contracted for at the balance sheet date but not recognised as liabilities, are as follows:

GROUP 2008 2007 $’000 $’000

Not later than one year 30,997 22,803Between one and fi ve years 33,257 24,173 64,254 46,976

(c) Operating lease commitments – where a group company is a lessor

The Group and Company leases out offi ce units and serviced apartments under non-cancellable operating lease agreements. The leases have varying terms, escalation clauses and renewal rights.

The future minimum lease receivable under non-cancellable operating leases contracted for at the balance sheet date but not recognised as receivables, are as follows:

GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Not later than one year 20,518 15,292 1,189 558Between one and fi ve years 18,509 18,504 1,122 449 39,027 33,796 2,311 1,007

31. CONTINGENT LIABILITIES

The details and estimates of maximum amounts of contingent liabilities, excluding those relating to investments in associated companies (Note 18), were as follows:

GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Guarantees issued to banks for credit facilities granted to:– subsidiary companies – – 203,667 229,054– associated companies 8,280 8,280 8,280 8,280– joint venture companies – 2,040 – 2,040

8,280 10,320 211,947 239,374

The Company has given guarantees for all liabilities of a subsidiary company incurred under a tender bond facility amounting to $15.0 million (2007: $15.0 million) granted by a bank to the subsidiary company.





32. FINANCIAL RISK MANAGEMENT

Financial risk factorsThe Group’s activities expose it to market risk (including currency risk and interest rate risk), credit risk and liquidity risk. The Group’s overall risk management strategy seeks to minimise adverse effects from the unpredictability of fi nancial markets on the Group’s fi nancial performance. After identifying and evaluating its exposure to the fi nancial risks, the Group establishes policies to monitor and manage these risks in accordance with its risk management philosophy. The Group uses fi nancial instruments such as currency forwards, cross currency swaps, interest rate swaps and foreign currency borrowings to hedge certain fi nancial risk exposures.

(a) Market risk

(i) Currency riskThe Group operates in Asia with dominant operations in Singapore, Malaysia, Hong Kong SAR and the People’s Republic of China. Entities in the Group may transact in currencies other than their respective functional currencies. Currency risk arises within entities in the Group when transactions are denominated in foreign currencies. The Group may enter into currency forwards to hedge its foreign currency transactions.

The Group also holds long-term overseas investments and its net assets are exposed to currency translation risk. The Group uses natural hedging opportunities, like borrowing in the currency of the country in which these investments are located whenever practicable. The exchange differences arising from such translations are captured under the currency translation reserve. These translation differences are reviewed and monitored on a regular basis.

The Group’s currency exposure is as follows:

SGD RM USD HKD Other Total $’000 $’000 $’000 $’000 $’000 $’000

2008Financial assetsCash and cash equivalents 360,290 19,252 16,969 2,475 46,120 445,106Available-for-sale fi nancial assets 7,170 – – – – 7,170Trade and other receivables (current and non-current) 243,463 16,449 2,521 4,314 8 266,755Other fi nancial assets 17,595 1,508 137 2,452 769 22,461 628,518 37,209 19,627 9,241 46,897 741,492

Financial liabilitiesTrade and other payables (current and non-current) (83,900) (33,281) (3,303) (6,449) (9,106) (136,039)Other fi nancial liabilities (123,095) (48) (5,255) – – (128,398)Borrowings (929,708) (37,234) (54,051) (73,416) – (1,094,409) (1,136,703) (70,563) (62,609) (79,865) (9,106) (1,358,846)

Net fi nancial assets/(liabilities) (508,185) (33,354) (42,982) (70,624) 37,791 (617,354)

Net fi nancial liabilities/(assets) denominated in the respective entities’ functional currencies 489,409 43,836 55,884 2,953 (39,879)

Firm commitments and highly probable forecast transactions in foreign currencies – – (3,869) – (5,621)

Currency forwards and cross currency swaps (53,918) – 6,200 – 10,324Currency exposure (72,694) 10,482 15,233 (67,671) 2,615





32. FINANCIAL RISK MANAGEMENT (continued)

(a) Market risk (continued)

(i) Currency risk (continued) SGD RM USD HKD Other Total $’000 $’000 $’000 $’000 $’000 $’000

2007Financial assets Cash and cash equivalents 353,946 18,206 2,704 284 35,650 410,790Available-for-sale fi nancial assets 7,774 – – 25,409 – 33,183 Trade and other receivables (current and non-current) 305,061 13,036 2,251 28,016 837 349,201Other fi nancial assets 11,846 2,774 11,542 53 194 26,409 678,627 34,016 16,497 53,762 36,681 819,583

Financial liabilitiesTrade and other payables (current and non-current) (89,658) (21,965) (3,243) (3,940) (22,043) (140,849)Other fi nancial liabilities (172,327) (634) (5,912) (2,748) – (181,621)Borrowings (878,575) (55,027) (118,131) (3,119) – (1,054,852) (1,140,560) (77,626) (127,286) (9,807) (22,043) (1,377,322)

Net fi nancial assets/(liabilities) (461,933) (43,610) (110,789) 43,955 14,638 (557,739)

Net fi nancial liabilities/(assets) denominated in the respective entities’ functional currencies 406,815 54,377 119,259 (15,935) (19,829)

Firm commitments and highly probable forecast transactions in foreign currencies – – (5,679) 4,313 (2,859)

Currency forwards and cross currency swaps (117,687) – 7,953 (13,354) 7,570Currency exposure (172,805) 10,767 10,744 18,979 (480)







(i) Currency risk (continued)

The Company’s currency exposure is as follows:

SGD USD HKD Total $’000 $’000 $’000 $’000

2008Financial assetsCash and cash equivalents 148,883 44 2,420 151,347Available-for-sale fi nancial assets 3,189 – – 3,189Trade and other receivables (current and non-current) 896,178 35,805 1,880 933,863Other fi nancial assets 1,066 2 1 1,069 1,049,316 35,851 4,301 1,089,468

Financial liabilitiesTrade and other payables (current and non-current) (109,170) (53,785) (17,151) (180,106)Other fi nancial liabilities (43,034) (3,474) – (46,508)Borrowings (275,000) – – (275,000) (427,204) (57,259) (17,151) (501,614)

Net fi nancial assets/(liabilities) 622,112 (21,408) (12,850) 587,854

Net fi nancial assets denominated in the Company’s functional currency (622,112) – –Currency exposure – (21,408) (12,850)

2007Financial assetsCash and cash equivalents 128,974 41 123 129,138Available-for-sale fi nancial assets 3,793 – – 3,793Trade and other receivables (current and non-current) 870,740 40,251 58,900 969,891Other fi nancial assets 826 – – 826 1,004,333 40,292 59,023 1,103,648

Financial liabilitiesTrade and other payables (current and non-current) (58,525) (91,841) (25,144) (175,510)Other fi nancial liabilities (43,007) (3,908) – (46,915)Borrowings (275,000) – – (275,000) (376,532) (95,749) (25,144) (497,425)

Net fi nancial assets/(liabilities) 627,801 (55,457) 33,879 606,223

Net fi nancial assets denominated in the Company’s functional currency (627,801) – –Currency exposure – (55,457) 33,879







(i) Currency risk (continued)

If the RM, USD and HKD change against the SGD by 1% (2007: 1%) each with all other variables including tax rate being held constant, the effects arising from the net fi nancial liability/asset position will be as follows:

2008 2007 Increase/(Decrease)

Profi t Profi t after tax Equity after tax Equity $'000 $'000 $’000 $’000

Group

RM against SGD– strengthened 105 – 108 –– weakened (105) – (108) –

USD against SGD– strengthened 191 – 164 –– weakened (191) – (164) –

HKD against SGD– strengthened (677) – (107) 254– weakened 677 – 107 (254)

Company

USD against SGD– strengthened (214) – (555) –– weakened 214 – 555 –

HKD against SGD– strengthened (129) – 339 –– weakened 129 – (339) –

(ii) Cash fl ow and fair value interest rate risks

Cash fl ow interest rate risk is the risk that the future cash fl ows of a fi nancial instrument will fl uctuate because of changes in market interest rates. Fair value interest rate risk is the risk that the fair value of a fi nancial instrument will fl uctuate due to changes in market interest rates.

The Group’s exposure to cash fl ow interest rate risks arises mainly from variable rate borrowings. The Group manages these cash fl ow interest rate risks by maintaining a prudent mix of fi xed and fl oating rate borrowings and using fl oating-to-fi xed interest rate swaps.

The Group’s borrowings at variable rates on which effective hedges have not been entered into, are denominated mainly in SGD. If the SGD interest rates increase/decrease by 1% (2007: 1%) with all other variables including tax rate being held constant, the profi t after tax will be lower/higher by $2,856,000 (2007: $3,702,000) as a result of higher/lower interest expense on these borrowings.






(b) Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in fi nancial loss to the Group. The major classes of fi nancial assets of the Group and of the Company are bank deposits and trade receivables. The Group has no signifi cant concentration of credit risk with any single entity. The Group has policies in place to ensure that sales of products and services are made only to customers with acceptable credit standing. Derivative counterparties and cash transactions are limited to high credit quality fi nancial institutions. The Group has policies that limit the amount of credit exposure to any fi nancial institution.

As the Group and the Company does not hold any collateral, the maximum exposure to credit risk for each class of fi nancial instruments is the carrying amount of that class of fi nancial instruments presented on the balance sheet, except as disclosed in Note 31.

The credit risk for trade receivables is as follows:

GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

By business segments

Development properties 18,723 90,390 – –Investment properties 931 1,060 – –Retail 2,277 1,622 – –Others 4,218 6,309 40 8 26,149 99,381 40 8

(i) Financial assets that are neither past due nor impairedBank deposits that are neither past due nor impaired are mainly deposits with banks with high credit-ratings assigned by international credit-rating agencies. Trade and other receivables that are neither past due nor impaired are substantially companies with a good collection track record with the Group.

(ii) Financial assets that are past due and/or impairedThere is no other class of fi nancial assets that is past due and/or impaired except for trade and other receivables.

The age analysis of trade receivables past due but not impaired is as follows:

GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Past due less than 3 months 6,993 22,937 40 8Past due 3 to 6 months 807 786 – –Past due over 6 months 992 650 – –

8,792 24,373 40 8






(b) Credit risk (continued)

The carrying amount of trade and other receivables individually determined to be impaired and the movement in the related allowance for impairment are as follows:

GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Gross amount 7,785 12,723 335,478 335,479Less: Allowance for impairment (7,671) (12,611) (146,080) (120,027) 114 112 189,398 215,452

Beginning of fi nancial year 12,611 27,399 120,027 132,886Allowance made 15 993 41,828 13,398Allowance written back (4,038) (16,532) (15,775) (26,257)Allowance utilised (807) – – –Currency translation differences (110) 751 – –End of fi nancial year 7,671 12,611 146,080 120,027

The impaired trade and other receivables arose mainly from loans to subsidiary and joint venture companies for which recoverability is uncertain.

(c) Liquidity risk

The Group actively manages its debt maturity profi le, operating cash fl ows and the availability of funding so as to ensure that all refi nancing, repayment and funding needs are met. The Group adopts prudent liquidity risk management by maintaining suffi cient cash and the availability of funding through an adequate amount of committed credit facilities. The Group constantly raises committed funding from both capital markets and fi nancial institutions and prudently balances its portfolio with short term funding so as to achieve overall cost effectiveness.

The table below analyses the maturity profi le of the Group’s and Company’s fi nancial liabilities (including derivative fi nancial liabilities) based on contractual undiscounted cash fl ows.

Less than Between 1 Between 2 1 year and 2 years and 5 years Over 5 years $’000 $’000 $’000 $’000

Group

2008Net–settled interest rate swaps 3,620 3,408 7,954 292Gross–settled cross currency swap– Receipts – (53,918) – –– Payments 679 66,130 – –Gross–settled currency forwards– Receipts (15,432) – – –– Payments 16,524 – – –Trade and other payables 136,039 – – –Other fi nancial liabilities – 128,557 2,417 –Borrowings 17,099 288,810 760,993 101,450 158,529 432,987 771,364 101,742






(c) Liquidity risk (continued)

Less than Between 1 Between 2 1 year and 2 years and 5 years Over 5 years $’000 $’000 $’000 $’000

Group

2007Net-settled interest rate swaps 432 207 74 –Gross-settled cross currency swaps– Receipts (61,472) (1,368) (62,023) –– Payments 65,758 – 65,452 –Gross-settled currency forwards– Receipts (29,145) – – –– Payments 28,296 – – –Trade and other payables 140,849 – – –Other fi nancial liabilities – 183,363 1,890 –Borrowings 190,497 140,601 705,512 108,997 335,215 322,803 710,905 108,997

Company

2008Trade and other payables 180,106 – – –Other fi nancial liabilities – 46,508 – –Borrowings – 84,520 211,750 – 180,106 131,028 211,750 –

2007Net-settled interest rate swaps 145 144 74 –Gross-settled cross currency swaps– Receipts (61,472) (1,368) (62,023) –– Payments 65,758 – 65,452 –Trade and other payables 175,510 – – –Other fi nancial liabilities – 46,915 – –Borrowings – 12,318 200,294 104,295 179,941 58,009 203,797 104,295

(d) Capital risk

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern and to maintain an optimal capital structure so as to maximise shareholder value. In order to maintain or achieve an optimal capital structure, the Group may adjust the amount of dividend payment, return capital to shareholders, issue new shares, buy back issued shares, obtain new borrowings or sell assets to reduce borrowings.

Management monitors capital based on debt-equity ratio. The debt-equity ratio is calculated as net debt divided by shareholders’ equity. Net debt is calculated as borrowings less cash and cash equivalents.






(d) Capital risk (continued) GROUP COMPANY 2008 2007 2008 2007 $'000 $'000 $’000 $’000

Borrowings 1,094,409 1,054,852 275,000 275,000Cash and cash equivalents (445,106) (410,790) (151,347) (129,138)Net debt 649,303 644,062 123,653 145,862

Shareholders’ equity 1,605,524 1,489,349 918,158 926,384

Debt-equity ratio 40% 43% 13% 16%

The Group and the Company are in compliance with all externally imposed capital requirements for the fi nancial years ended 30 June 2007 and 2008.

33. RELATED PARTY TRANSACTIONS

In addition to the related party information disclosed elsewhere in the fi nancial statements, the following signifi cant transactions took place between the Group and related parties during the fi nancial year at terms agreed between the parties:

(a) Rendering of services GROUP 2008 2007 $’000 $’000

Commission income received from:– associated companies 40 28– joint venture companies 403 809

Management and service fees received from:– associated companies 1,962 240– joint venture companies 1,455 3,285

Management fees paid to an associated company 580 571

Reimbursement of administrative costs and service fees to associated companies 100 48

Reimbursement of administrative costs and service fees from associated companies 2,184 686

Financial, secretarial and administrative fees received from:– associated companies 15 30– joint venture companies 75 177

Rental income from an associated company 2,170 1,636

(b) Key management personnel compensation GROUP 2008 2007 $’000 $’000

Key management personnel compensation is as follows:

Salaries and other short term employee benefi ts 8,591 10,314Share option expense 453 329 9,044 10,643

Included in the above is compensation to directors of the Company which amounted to $4.9 million (2007: $6.3 million).





34. SEGMENT INFORMATION

(a) Primary reporting format – business segments

At 30 June 2008, the Group is organised into three main business segments - development properties, investment properties and retail. Other operations of the Group comprise mainly garment manufacturing and investment holding, neither of which constitutes a separately reportable segment.

Development Investment properties properties Retail Others Group $’000 $’000 $’000 $’000 $’000

2008Revenue 163,653 36,100 162,183 66,237 428,173

Segment result 44,763 112,039 2,955 36,902 196,659Interest income 8,096 204,755Finance costs (27,405)Share of profi t of associated and joint venture companies 69,000 2,418 2,723 48,863 123,004Profi t before income tax 300,354Income tax expense (45,120)Total profi t 255,234

Segment assets 1,316,244 629,951 57,644 381,211 2,385,050Investments in associated companies – 13,412 10,459 427,590 451,461Investments in joint venture companies 175,629 – – 34 175,663Due from associated and joint venture companies 208,814 346 651 4,264 214,075 1,700,687 643,709 68,754 813,099 3,226,249Unallocated assets 6,385Consolidated total assets 3,232,634

Segment liabilities 182,167 10,989 25,627 63,639 282,422Borrowings 482,856 187,894 – 423,659 1,094,409 665,023 198,883 25,627 487,298 1,376,831Unallocated liabilities 104,268Consolidated total liabilities 1,481,099

Capital expenditure 402 5,386 9,859 8,060 23,707Depreciation 214 1,311 6,089 3,680 11,294





34. SEGMENT INFORMATION (continued)

(a) Primary reporting format – business segments (continued)

Development Investment properties properties Retail Others Group $’000 $’000 $’000 $’000 $’000

2007Revenue 757,602 29,938 135,216 58,878 981,634

Segment result 219,363 206,626 8,844 (25,195) 409,638Interest income 12,218 421,856Finance costs (32,057)Share of profi t of associated and joint venture companies 41,881 8,131 2,549 57,546 110,107Profi t before income tax 499,906Income tax expense (58,155)Total profi t 441,751

Segment assets 1,329,049 608,245 50,853 383,384 2,371,531Investments in associated companies – 10,994 7,736 412,856 431,586Investments in joint venture companies 111,082 – – 44 111,126Due from associated and joint venture companies 205,577 636 1,046 4,149 211,408 1,645,708 619,875 59,635 800,433 3,125,651Unallocated assets 7,534Consolidated total assets 3,133,185

Segment liabilities 219,688 9,396 18,302 88,206 335,592Borrowings 408,200 192,394 – 454,258 1,054,852 627,888 201,790 18,302 542,464 1,390,444Unallocated liabilities 78,559Consolidated total liabilities 1,469,003

Capital expenditure 770 1,958 7,016 3,871 13,615Depreciation 873 894 4,297 2,267 8,331

(b) Secondary reporting format – geographical segments

The Group’s three main business segments operate in three main geographical areas – Singapore, The People’s Republic of China (PRC)/Hong Kong SAR and Malaysia.

Revenue Total assets Capital expenditure

2008 2007 2008 2007 2008 2007 $’000 $’000 $’000 $’000 $’000 $’000

Singapore 238,652 826,154 2,337,261 2,229,040 16,805 8,540PRC/Hong Kong SAR 23,218 19,242 504,474 504,366 30 711Malaysia 166,303 101,718 376,173 384,614 6,872 4,364Other countries – 34,520 14,726 15,165 – – 428,173 981,634 3,232,634 3,133,185 23,707 13,615





35. COMPANIES IN THE GROUP

Information relating to the companies in the Group is given below, with the exception of inactive and dormant companies. Singapore-incorporated subsidiary companies and associated companies in which the Group has management control are audited by PricewaterhouseCoopers Singapore, unless otherwise indicated. Equity held by the Group Country of incorporation/ 2008 2007 place of business Principal activities % %

(a) Wing Tai Holdings Limited Singapore Investment holding n/a n/a

(b) Subsidiary companies DNP Holdings Berhad ! Malaysia – Quoted on Manufacturing and trading 55.3 54.1

the Bursa Malaysia of garments, property Securities Berhad development and investment holding

Angel Wing (M) Sdn Bhd *, ! Malaysia Property development 55.3 54.1

Brave Dragon Ltd *, % British Virgin Investment holding 89.4 89.4 Islands (BVI)/ Hong Kong SAR

Crossbrook Group Ltd # BVI/ Investment holding 100 100 Hong Kong SAR

DNP Clothing Sdn Bhd *, ! Malaysia Retailing of garments 55.3 54.1

DNP Garment *, ! Malaysia Manufacture of textile 55.3 54.1Manufacturing Sdn Bhd garments

DNP Land Sdn Bhd *, ! Malaysia Property development 55.3 54.1

DNP Property Management *, ! Malaysia Project management and 55.3 54.1Sdn Bhd maintenance of properties

Dragon & Phoenix *, ! Malaysia Manufacture of textile 55.3 54.1Serba Pakaian Sdn Bhd garments

Evermore Investment * Singapore Property investment and 85 85Pte Ltd development

Fox Fashion Apparel (S) Pte Ltd * Singapore Retailing of garments 100 100

Grand Eastern *, ! Malaysia Property development 55.3 54.1Realty & Development Sdn Bhd

Harta-Aman Sdn Bhd *, ! Malaysia Property development 55.3 54.1

Hartamaju Sdn Bhd *, ! Malaysia Property development 55.3 54.1

Jiaxin (Suzhou) Property *, @ The People’s Property development, 75 75Development Co., Ltd Republic of investment and China (PRC) management

Nester Investments Limited *, # BVI/Hong Kong SAR Investment holding 100 100

Nian Sheng Investments *, ! BVI/ Investment holding 55.3 54.1Limited Hong Kong SAR

P. T. Windas Development *, @ Indonesia Property investment 58.8 58.5 and development

Richdeal Investment * Singapore Property investment 66.7 66.7 Pte Ltd and development





35. COMPANIES IN THE GROUP (continued) Equity held by the Group Country of incorporation/ 2008 2007 place of business Principal activities % %

(b) Subsidiary companies (continued)

Rondall Enterprises Limited *, % Hong Kong SAR Investment holding 100 100

Sedi-Intan Sdn Bhd *, ! Malaysia Trading in garments 55.3 54.1

Sediperak Sdn Bhd *, ! Malaysia Manufacture of textile 55.3 54.1 garments

Seniharta Sdn Bhd *, ! Malaysia Property investment 55.3 54.1

Sri Rampaian Sdn Bhd *, ! Malaysia Manufacture of textile 55.3 54.1 garments

Starpuri Development Sdn Bhd *, ! Malaysia Property development 55.3 54.1

Suzhou Property * Singapore Property development 75 75Development Pte Ltd and investment holding

Tanahnaga Sdn Bhd *, ! Malaysia Property development 55.3 54.1

Tanako Sdn Bhd *, ! Malaysia Manufacture of textile 55.3 54.1 garments

Welwyn Investment Pte Ltd * Singapore Property investment and 90 90 development

Winace Investment Pte Ltd * Singapore Investment holding 100 100

Wincharm Investment Pte Ltd * Singapore Investment holding 100 100

Windeal Investment Pte Ltd * Singapore/PRC Property Investment 100 100

Wingain Investment Pte Ltd * Singapore Property investment 66.7 66.7

Wingold Investment Pte Ltd * Singapore Investment holding 100 100

Winglow Investment Pte. Ltd. * Singapore Investment holding 100 100

Wingrace Investment Pte Ltd * Singapore Property investment and 100 100 development

Wingrove Investment Pte Ltd * Singapore Property investment and 75 75 development

Winhome Investment Pte Ltd *, < Singapore Property investment and 60 60 development

Winmax Investment Pte Ltd * Singapore Property investment 100 100

Winnervest Investment Pte Ltd * Singapore Property investment and 100 100 development

Winnorth Investment Pte Ltd * Singapore Property investment and 100 100 development

Winquest Investment Pte Ltd * Singapore Property investment and 60 60 development

Winrose Investment Pte Ltd * Singapore Property investment and 100 100 development

Winshine Investment Pte Ltd * Singapore Property investment 100 100






(b) Subsidiary companies (continued)

Winsland Investment Pte Ltd * Singapore Property investment 100 100

Winswift Investment Pte Ltd * Singapore Investment holding 55.3 54.1

Wintrust Investment Pte Ltd * Singapore Property investment, 100 100 development and investment holding

Winwill Investment Pte Ltd * Singapore Investment holding 60 60

Winworth Investment Pte Ltd * Singapore Property investment 85 85 and development

Wing Mei (M) Sdn Bhd *, ! Malaysia Property investment 55.3 54.1

Wing Tai (China) * Singapore Investment holding 100 100Investment Pte. Ltd.

Wing Tai (China) * Singapore Property investment 100 –Management Pte. Ltd. and development

Wing Tai Branded * Singapore Café operator and retailer 100 –Lifestyle Pte. Ltd. for household appliances, articles and equipment

Wing Tai Clothing Pte Ltd * Singapore Retailing of garments 100 100

Wing Tai Investment Singapore Management and 100 100& Development Pte Ltd administration of projects and investment holding

Wing Tai Investment * Singapore Management of investment 100 100Management Pte Ltd properties

Wing Tai Land Pte Ltd Singapore Investment holding 100 100

Wing Tai Property * Singapore Project management and 100 100Management Pte Ltd maintenance of properties

Wing Tai Retail Pte. Ltd. Singapore Investment holding 100 100(formerly known as Wing TaiGarment Manufactory(Singapore) Pte Ltd)

Wing Tai Retail Management * Singapore Management of retail 100 100Pte. Ltd. (formerly known as operationsWing Tai Retail Pte Ltd)

Yoshinoya (S) Pte Ltd * Singapore Restaurant operator 100 100






(c) Associated companies USI Holdings Limited *, % Bermuda – Property development, 32.5 30.6

Quoted on The property investment Stock Exchange and management, of Hong Kong Limited hospitality investment and /Hong Kong SAR management, garment manufacturing and trading, branded products distribution and other investing activities

Burlington Square *, & Singapore Property investment 50 50Investment Pte Ltd

Burlington Square *, & Singapore Property trading 50 50Properties Pte Ltd

G2000 Apparel (S) Pte Ltd * Singapore Retailing of garments 45 45

(d) Joint venture companies Choice Homes Beta Pte Ltd *, ^ Singapore Property investment 30 30

and development

Orwin Development Limited * Singapore Property investment 40 40 and development

Summervale Properties Pte Ltd *, & Singapore Property investment 50 50 and development

Winfame Investment Pte Ltd * Singapore Property investment 50 50 and development

Wingem Investment Pte Ltd * Singapore Property investment 45 45 and development

Winpeak Investment Pte Ltd * Singapore Property investment 45 45 and development

Winpride Investment Pte. Ltd. *, > Singapore Property investment 40 100 and development

Winwave Investment Pte Ltd * Singapore Property investment 50 50 and development

* Held by Group companies.! Audited by Ernst and Young, Malaysia.# These companies are not required to be audited by law in the country of incorporation, but the unaudited fi nancial statements are reviewed

by PricewaterhouseCoopers, Singapore as part of the audit of the consolidated fi nancial statements.> Winpride Investment Pte. Ltd. was a subsidiary company in the preceding fi nancial year.< The entity is 60% held by Winwill Investment Pte Ltd and is classifi ed as a subsidiary company as it is controlled by the Group.% Audited by PricewaterhouseCoopers, Hong Kong.@ Audited by other PricewaterhouseCoopers fi rms outside Singapore.& Audited by KPMG, Singapore.^ Audited by Deloitte & Touche LLP, Singapore.





36. NEW OR REVISED ACCOUNTING STANDARDS AND INTERPRETATIONS

Certain new standards, amendments and interpretations to existing standards have been published and are mandatory for the Group’s accounting periods beginning on or after 1 July 2008 or later periods and which the Group has not early adopted. The Group’s assessment of the impact of adopting those standards, amendments and interpretations that are relevant to the Group is set out below:

(a) FRS 1(R) Presentation of Financial Statements (effective for annual periods beginning on or after 1 January 2009)

The revised standard requires:• All changes in equity arising from transactions with owners in their capacity as owners to be presented separately from

components of comprehensive income;

• Components of comprehensive income not to be included in statement of changes in equity;

• Items of income and expenses and components of other comprehensive income to be presented either in a single statement of comprehensive income with subtotals, or in two separate statements (a separate statement of profi t and loss followed by a statement of comprehensive income);

• Presentation of restated balance sheet as at the beginning of the comparative period when entities make restatements or reclassifi cations of comparative information.

The revisions also include changes in the titles of some of the fi nancial statements’ primary statements.

The Group will apply the revised standard from 1 July 2009 and provide comparative information that conforms to the requirements of the revised standard. The key impact of the application of the revised standard is the presentation of an additional primary statement, that is, the statement of comprehensive income.

(b) FRS 108 Operating Segments (effective for annual periods beginning on or after 1 January 2009)

FRS 108 supersedes FRS 14 Segment Reporting and requires the Group to report the fi nancial performance of its operating segments based on the information used internally by management for evaluating segment performance and deciding on allocation of resources. Such information may be different from the information included in the fi nancial statements, and the basis of its preparation and reconciliation to the amounts recognised in the fi nancial statements shall be disclosed.

The Group will apply FRS 108 from 1 July 2009 and provide comparative information that conforms to the requirements of FRS 108. The Group does not expect the new operating segments to be signifi cantly different from the business segments currently disclosed.

(c) Revised FRS 23 Borrowing Costs (effective for annual periods beginning on or after 1 January 2009)

The revised standard removes the option to recognise immediately as an expense borrowing costs that are attributable to qualifying assets, except for those borrowing costs on qualifying assets that are measured at fair value or inventories that are manufactured or produced in large quantities on a repetitive basis.

The Group will apply the revised FRS 23 from 1 July 2009. As the Group has been capitalising the relevant borrowing costs, the revised standard is not expected to have any impact to the Group.

37. AUTHORISATION OF FINANCIAL STATEMENTS

These fi nancial statements were authorised for issue in accordance with a resolution of the Board of Directors on 30 September 2008.




SHARE CAPITAL

No. of Issued Shares : 793,348,260No. of Issued Shares (excluding Treasury Shares) : 788,915,260No./percentage of Treasury Shares : 4,433,000 (0.56%)Class of Shares : Ordinary SharesVoting Rights (excluding Treasury Shares) : 1 vote per share

DISTRIBUTION OF SHAREHOLDERS

Size of Shareholdings No. of Shareholders % No. of Shares %

1 to 999 408 3.62 118,781 0.021,000 to 10,000 8,969 79.64 34,191,514 4.3310,001 to 1,000,000 1,861 16.53 51,411,307 6.521,000,001 and above 24 0.21 703,193,658 89.13Total 11,262 100.00 788,915,260 100.00

TWENTY LARGEST SHAREHOLDERS

Name No. of Shares %

1 Wing Sun Development Private Limited 222,235,490 28.172 DBS Nominees Pte Ltd 143,859,700 18.243 Winlyn Investment Pte Ltd 72,717,436 9.224 HSBC (Singapore) Nominees Pte Ltd 66,568,563 8.445 Citibank Nominees Singapore Pte Ltd 55,457,326 7.036 DBSN Services Pte Ltd 31,352,588 3.977 Nu Chan Sing Pte Ltd 18,333,332 2.328 DBS Vickers Securities (Singapore) Pte Ltd 17,573,928 2.239 United Overseas Bank Nominees Pte Ltd 17,513,009 2.2210 Empire Gate Holdings Limited 12,119,572 1.5411 Raffl es Nominees Pte Ltd 7,843,663 0.9912 UOB Kay Hian Pte Ltd 6,187,730 0.7813 DB Nominees (Singapore) Pte Ltd 5,509,200 0.7014 OCBC Nominees Singapore Pte Ltd 5,392,260 0.6815 Morgan Stanley Asia (Singapore) Securities Pte Ltd 3,736,040 0.4716 Winway Investment Pte Ltd 3,529,166 0.4517 Merrill Lynch (Singapore) Pte Ltd 3,496,154 0.4418 Oversea Chinese Bank Nominees Pte Ltd 1,629,933 0.2119 Phillip Securities Pte Ltd 1,571,906 0.2020 Cheng Kar Yunn Karen 1,430,000 0.18 Total 698,056,996 88.48

PERCENTAGE OF SHAREHOLDING HELD IN THE HANDS OF PUBLIC

As at 9 September 2008, approximately 54.96% of the issued ordinary shares of the Company are held by the public. Rule 723 of the Listing Manual of the Singapore Exchange Securities Trading Limited has accordingly been complied with.

SHAREHOLDING STATISTICSas at 9 September 2008




SUBSTANTIAL SHAREHOLDERS AS SHOWN IN THE REGISTER OF SUBSTANTIAL SHAREHOLDERS

Name Interest (No. of Ordinary Shares)

Cheng Wai Keung 310,601,664 1

Edmund Cheng Wai Wing 310,617,664 2

Christopher Cheng Wai Chee 307,194,998 3

Edward Cheng Wai Sun 307,072,498 4

Deutsche Bank International Trust Co. (Cayman) Limited 307,072,498 4

Deutsche Bank International Trust Co. (Jersey) Limited 307,072,498 4

Wing Sun Development Private Limited 222,235,490

Wing Tai Asia Holdings Limited 234,355,062 5

Winlyn Investment Pte Ltd 72,717,436

Terebene Holdings Inc 72,717,436 6

Metro Champion Limited 72,717,436 7

European Investors, Inc. 39,801,470

1 Includes 310,601,664 shares benefi cially owned by Wing Sun Development Private Limited, Winlyn Investment Pte Ltd, Winway Investment Pte Ltd and Empire Gate Holdings Limited.

2 Includes 310,601,664 shares benefi cially owned by Wing Sun Development Private Limited, Winlyn Investment Pte Ltd, Winway Investment Pte Ltd and Empire Gate Holdings Limited and 16,000 shares benefi cially held by Mrs Kit Heng Wong-Cheng.

3 Includes 307,072,498 shares benefi cially owned by Wing Sun Development Private Limited, Winlyn Investment Pte Ltd and Empire Gate Holdings Limited and 122,500 shares owned by a nominee, DBS Vickers Securities (S) Pte Ltd.

4 Includes 307,072,498 shares benefi cially owned by Wing Sun Development Private Limited, Winlyn Investment Pte Ltd and Empire Gate Holdings Limited.

5 Includes 234,355,062 shares benefi cially owned by Wing Sun Development Private Limited and Empire Gate Holdings Limited.

6 Shares benefi cially owned by Winlyn Investment Pte Ltd in which Terebene Holdings Inc is deemed to have an interest.

7 Shares benefi cially owned by Winlyn Investment Pte Ltd in which Metro Champion Limited is deemed to have an interest.

SHAREHOLDING STATISTICSas at 9 September 2008



On the cover:The strikingly bold lines of VisionCrest Residence

01 chairman’s message

03 corporate data board of directors / 04key management / 07

08 architectural cohesionDesigns that wow residents and invite more than a second look.

14 inviting havensLuxurious branded hospitality beckons across key cities in Southeast Asia.

16 top-drawer tie-upsThe addition of top lifestyle brands garners a bigger slice of the retail and lifestyle pie.

18 masterful collaborationSuccessful joint ventures and partnerships enliven the calendar with verve and colour.

20 corporate governance When only the highest standards of corporate performance and accountability will suffi ce.

25 fi nancial reportsAll the fi gures and statistics that chart a year of strong fi nancial performance.

WING TAI HOLDINGS LIMITED

ANNUAL REPORT 2008

SNP* WING TAI ANNUAL REPORT_D1008-7 / 4150COVER_IFC-IBC WT) AR Cover&Inside-09.30_.indd 2 / 10 / 2008

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annual report 2008

WINNING PARTNERSHIPS

ANNUAL REPORT 08

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SNP* WING TAI ANNUAL REPORT_D1008-7 / 4150COVER_OBC-OFC WT) AR Cover&Inside-09.30_.indd 2 / 10 / 2008

wing tai holdings limited · 2019-01-16 · on the cover: the strikingly bold lines of visioncrest...

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