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F i n a n c i a l H i g H l i g H t s i n 2 0 1 4
+2.4%
11.187¢
DisTRibUTioN
PER UNiT
+5.8%
$118.1
MillioN
NET PRoPERTy
iNCoME
+5.9%
$95.4
MillioN
DisTRibUTioN To
UNiTholDERs
+6.8%
$168.8
MillioN
gRoss REVENUE
+4.5%
$1.85
PER UNiT
NET AssET VAlUE
Frasers Cent repoin t Trust del ive re d anothe r st rong set of re sul ts
wi t h new-h ighs in DPU, earnings and NAV.
14_0307 FCT_AR 2014 Editorial_v21FA.indd 1
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a b o u t F r a s e r s
c e n t r e p o i n t t r u s t
Frasers Centrepoint Trust (FCT) is a leading developer-
sponsored retail real estate investment trust (REiT) with
six quality suburban malls in singapore.
FCT’s current portfolio comprises Causeway Point, Northpoint,
Changi City Point, yewTee Point, bedok Point and Anchorpoint.
With combined appraised value of s$2.4 billion as at
30 september 2014, FCT’s malls enjoy wide captive markets,
good connectivity and high occupancy. FCT also receives
steady overseas returns via its 31% strategic stake in
hektar REiT.
FCT is focused on increasing shareholder value by pursuing
organic, enhancement and acquisition growth strategies.
With proactive lease management initiatives, FCT is well-
placed to achieve sustainable rental growth. To unlock the
full potential of its assets, FCT continues to enhance existing
assets to maximise their performance. The potential
acquisitions of new assets will help FCT gain greater scale
and drive further income growth for unitholders.
FCT was listed on the Main board of the singapore Exchange
securities Trading limited on 5 July 2006. The trust is
managed by Frasers Centrepoint Asset Management
ltd. (FCAM), a real estate management company and a
subsidiary of Frasers Centrepoint limited (FCl).
s t r u c t u r e o F F r a s e r s c e n t r e p o i n t t r u s t
o u r
v i s i o n
o u r
M i s s i o n
• our vision is to be “your Malls of Choice” to our
stakeholders: Tenants, shoppers and investors.
• We aim to be a fair and value-adding landlord to
our Tenants.
• We aspire to create and offer a vibrant and exciting
shopping experience to meet the expectations of
our shoppers.
• We endeavour to be the REiT of choice affording
stable, sustainable and growing distributions to
our investors.
Frasers Centrepoint Trust’s mission is to provide its
unitholders with a regular and stable distribution by
investing primarily in quality income-producing retail
properties in singapore and overseas, and to achieve
long-term growth in net asset value.
14_0307 FCT_AR 2014 Editorial_v21FA.indd 2
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s t r u c t u r e o F F r a s e r s c e n t r e p o i n t t r u s t
A N N U A l
R E P o R T
2 0 1 4
unitHolDers
Distributions
holdings of Units
in Frasers
Centrepoint Trust
Manager
Frasers
Centrepoint Asset
Management ltd.
Management
services
Management
fees
Acts on
behalf of
Unitholders
Trustee
fees
trustee
hsbC institutional
Trust services
(singapore) limited
Net property
income
ownership
of assets
propertY
Manager
Frasers
Centrepoint
Property
Management
services Pte. ltd.
Property
management
services
Property
management
fees
Fct portFolio
• Causeway Point
• Northpoint
• Changi City Point
• bedok Point
• yewTee Point
• Anchorpoint
14_0307 FCT_AR 2014 Editorial_v21FA.indd 3
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3
F R A s E R s
C E N T R E P o i N T
T R U s T
p e r F o r M a n c e a t a g l a n c e
p e r F o r M a nce a t a gl a nce
gross reve nue
($ Million)
n e t pro pe rtY inc o M e
($ M il lio n)
+6.8%
168.8
+5.8%
158.0
147.2
114.7
117.9
111.6
118.1
104.4
80.1
82.6
Fy2010
Fy2011
Fy2012
Fy2013
Fy2014
Fy2010
Fy2011
Fy2012
Fy2013
Fy2014
net asset value per unit
($)
D istri butio n p er uni t
(¢ )
+4.5%
1.77
1.85
1.53
1.40
1.29
8.20
8.32
+2.4%
10.93
11.187
10.01
Fy2010
Fy2011
Fy2012
Fy2013
Fy2014
Fy2010
Fy2011
Fy2012
Fy2013
Fy2014
4
14_0307 FCT_AR 2014 Editorial_v21FA.indd 4
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p e r F o r M a n c e a t a g l a n c e
p e r F o r M a n c e a t a g l a n c e
A N N U A l
R E P o R T
2 0 1 4
5-Year Fi nan cia l Hig Hlig Hts
Fy2010
Fy2011
Fy2012
Fy2013
Fy2014
sElECTED iNCoME sTATEMENT AND DisTRibUTioN DATA
gross Rent ($‘000)
other revenue ($‘000)
gross revenue ($‘000)
net property income ($‘000)
Distributable income (s$‘000)
sElECTED bAlANCE shEET DATA
Total Assets ($ million)
Total borrowings ($ million)
Net Assets ($ million)
100,349
103,644
131,280
140,329
149,453
14,389
14,240
15,923
17,630
19,301
114,738
117,884
147,203
157,959
168,754
80,050
82,618
104,430
111,590
118,096
59,177
64,375
82,348
90,131
95,442
1,516.2
1,786.8
1,917.1
2,134.5
2,521.8
460.0
559.0
577.0
589.0
739.0
989.3
1,151.9
1,263.0
1,462.4
1,698.7
Value of portfolio properties ($ million)
1,439.0
1,697.0
1,816.0
2,019.5
2,400.0
KEy FiNANCiAl iNDiCAToRs
Distribution per Unit (cents)
Net asset Value per Unit ($)
Ratio of Total borrowings to Total Assets (gearing in %)
interest Coverage (times)
8.20
1.29
30.3
4.43
8.32
1.40
31.3
4.62
10.01
10.93
11.187
1.53
30.1
5.56
1.77
27.6
6.15
1.85
29.3
6.20
Fct unit price per ForManc e (1 octo ber 20 13 - 30 se pte M ber 2 01 4)
FCT Unit Price (s$)
2.10
2.00
1.90
1.80
1.70
1.60
oct
Nov
Dec
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
sep
Fy2013
source: bloomberg
Unit Price (lhs)
Volume (Rhs)
Fy2014
* opening price on 1 october 2013: $1.845 * Closing price on 30 september 2014: $1.885
high price on 29 August 2014, s$2.00 low Price on 4 February 2014, s$1.66 Average daily traded volume 1.2 million
Volume
10,000,000
8,000,000
6,000,000
4,000,000
2,000,000
0
5
14_0307 FCT_AR 2014 Editorial_v21FA.indd 5
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F R A s E R s
C E N T R E P o i N T
T R U s T
l e t t e r t o u n i t H o l D e r s
l e t t e r t o u n i tHo lDe r s
D ear unitHolDers,
We are pleased to present Frasers Centrepoint Trust (FCT or
the Trust)’s Annual Report 2014 for the financial year ended
30 september 2014 (Fy2014).
eig HtH consecutive Year oF Dpu growtH
anD recorD earnings
FCT has delivered another strong set of results for the year
with new-highs in distribution per unit (DPU), earnings and
net asset value (NAV) per unit. DPU for Fy2014 was 11.187
cents, an increase of 2.4% over the 10.93 cents achieved
in the previous year. This is the eighth consecutive year of
DPU growth since FCT’s listing, which further affirms FCT’s
strategy in sustaining steady unitholders’ return and growth
through asset acquisitions, asset enhancement initiatives
and organic means.
gross revenue for Fy2014 increased 6.8% year-on-year to
$168.8 million and net property income was up 5.8% to $118.1
million, both new-highs for FCT. The growth in revenue and
net property income was driven by contribution from Changi
City Point which FCT acquired on 16 June 2014, growth from
step-up rents from current leases as well as better rental
rates achieved for new and renewed leases signed during
the year. Net property income margin for the portfolio eased
slightly to 70%, from 71% in the previous year, as property
expenses increased. our two largest malls, Causeway Point
and Northpoint, continued to perform well. Net property
income of Causeway Point and Northpoint grew 4% and 2%
year-on-year, respectively, and the net property income
margin for both malls held steady at about 72%.
The operating performance of FCT’s portfolio was healthy with
overall portfolio occupancy at 99% and average rental reversion
for the year at 6.5%. our portfolio tenant sales improved by
0.6% year-on-year despite a decline in shopper traffic, with
shoppers spending more on food & beverages and on dining at
restaurants and food courts. The sales performance for other
trades such as fashion, healthcare and services were more
muted, and this was in-line with the subdued trend noted in
the singapore Retail sales index excluding automobile sales
during the year under review.
s uc c essFul co M p let io n oF t He ac q uis ition
o F c Hang i c it Y po int
The Trust completed the acquisition of Changi City Point,
FCT’s largest post-iPo addition, on 16 June 2014. Valued at
$305 million, the acquisition was funded by a combination
of new equity through placement of new FCT units and bank
borrowings. We were delighted with the strong investor
support for the placement exercise, which was four times
oversubscribed on the back of strong demand from new
and existing Asian and European institutional investors. The
6
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l e t t e r t o u n i tHo lDe r s
l e t t e r t o u n i t H o l D e r s
A N N U A l
R E P o R T
2 0 1 4
resultant issue price of $1.835 per new unit represented a
tight 2.5% discount to the adjusted volume-weighted average
price. This is a strong testament to investors’ confidence in
FCT and its growth strategy. The addition of Changi City Point
is DPU-accretive and it further strengthens FCT’s ability to
continue to deliver steady performance.
Fct ’s Fina nc ial p os i ti on re M ai n s s tro ng
FCT’s financial position remains strong with gearing level at
29.3% as at 30 september 2014. Total assets grew by $387.3
million or 18% to $2.52 billion, from $2.13 billion a year ago.
This is mainly attributed to the addition of Changi City Point to
the portfolio and the recognition of $69.5 million net surplus
on revaluation of FCT’s properties. NAV per unit of FCT stood
at $1.85 as at 30 september 2014, compared to $1.77 a year
ago. our all-in average cost of borrowings remained stable
at 2.5% and the weighted-average debt maturity of FCT as
at 30 september 2014 was 2.5 years. our risk exposure to
interest rate volatility in the near-term remains low, given that
substantial portion of our borrowings are on fixed rates, or
have been swapped to fixed rates. FCT continues to enjoy good
credit standings with our lenders and credit rating agencies
and we will continue to explore various capital markets
strategies that optimise our capital structure.
l ease renewals anD c H an gi c i t Y poi nt to
contribute to grow t H i n FY 201 5
About 39% of the portfolio’s leases by gross rental income
(gRi) will be due for renewal in the financial year 2015. several
malls, including Causeway Point and Northpoint, will see a
significant portion of their leases due for renewal. These two
malls are the best performing malls in FCT’s portfolio and
they enjoy robust leasing demand. We are confident that these
two malls will be able to achieve healthy rental reversions
that will contribute to the growth of FCT in Fy2015.
Changi City Point will add its first full-year contribution to FCT
in Fy2015. The mall has delivered performance that met the
forecast since the acquisition. The mall is embarking on its
first lease renewal cycle. We will be taking this opportunity
to optimise the tenant-mix of the mall to better cater to the
growing but eclectic catchment around the Expo MRT station.
our shoppers comprise the growing office crowd, visitors to
Expo events, nearby residents, as well as the soon-to-be-
opened singapore University of Technology and Design.
longer-term growth catalysts include potential acquisition of
retail assets from the sponsor, Frasers Centrepoint limited.
These include existing malls and greenfield developments
in the sponsor’s portfolio which can potentially be acquired
by FCT in the future. in addition to these assets, FCT is also
seeking other asset acquisition opportunities in singapore
and overseas. going forward, we will continue to pursue our
strategy of growth through organic and acquisitive means.
g o o D i n v e s t o r r e l at i o n s a n D r e s e a r c H
c ov erage
We recognise the importance of good investor relations in the
competitive global capital markets and we invest appreciable
amount of time and resources to continue to improve in this
aspect. Through the years, we continue to build on FCT’s track
record as a growing REiT with steady returns, good financial
performance, corporate governance and disclosures. This has
attracted increasing interests from investors and research
analysts, contributing to FCT’s improved trading liquidity and
profile among investors. We met with more than 300 investors
in Fy2014, 12% up from the previous year, through non-deal
roadshows, conferences and meetings. FCT is also well-covered
by the equity research analysts; it is currently covered by 16
analysts with a predominantly positive view on the stock.
out lo o k
The Monetary Authority of singapore (MAs) said in october
that it expects singapore’s economy to grow between 2.5%
and 3.5 per cent for the whole of 2014, and that this pace of
growth is likely to continue into 2015. MAs also said that the
labour market is expected to remain tight in the near-term and
businesses are likely to continue to face higher manpower costs.
While concerns persist over manpower shortage and slowing
retail sales growth, the rising average household income
and low unemployment rate will continue to underpin non-
discretionary expenditure, which will benefit FCT’s well-located
suburban malls. barring any unforeseen circumstances, we
expect FCT’s performance to remain sustainable in Fy2015.
ac know le Dg eM e nts
Mr Anthony Cheong stepped down from the board of Directors as
non-executive director and as a member of the Audit Committee
on 30 september 2014. he relinquished his appointment as
Company secretary of the Manager on 30 June 2014. Mr Cheong
served as a director and company secretary of the Manager since
the inception of FCT in July 2006. on behalf of the board, we
would like to thank Mr Cheong for his contributions, dedication
and invaluable counsel to the board and the Trust.
We would like to express gratitude to our fellow members
of the board for their stewardship and wisdom that has
enabled the Trust to continue to gain growth momentum.
We would also like to thank the management and staff for
their dedication and excellent work. Finally, we thank our
Unitholders, business partners, tenants and shoppers for
their continued support for FCT.
Thank you.
Mr pHilip eng
Chairman
Dr cHew tuan cHiong
Chief Executive officer
7
14_0307 FCT_AR 2014 Editorial_v21FA.indd 7
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Chang i Ci ty Point , FCT’s newest ad d itio n to its po r tfo l io . Th e ma ll wa s a cq u ired on 16 Ju ne 2014.
14_0307 FCT_AR 2014 Editorial_v21FA.indd 8
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g R o W T h W i T h
g R E A T E R i N C o M E
D i V E R s i F i C A T i o N
As we grow our portfolio through acquisition of
new assets, we also achieve greater income diversification
that strengthens our ability to continue to
deliver steady performance.
14_0307 FCT_AR 2014 Editorial_v21FA.indd 9
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F R A s E R s
C E N T R E P o i N T
T R U s T
c o r p o r a t e i n F o r M a t i o n
F i n a n c i a l Y e a r 2 0 1 4 i n b r i eF
Frasers centrepoint trust
t He M anag er
registe reD a DDress
hsbC institutional Trust services
(singapore) limited
21 Collyer Quay #10-02
hsbC building
singapore 049320
website aDDress
www.fct.sg
tr us tee
hsbC institutional Trust services
(singapore) limited
21 Collyer Quay #03-01
hsbC building
singapore 049320
Phone: (65) 6658-6906
Fax: (65) 6534-5526
auDito r
Ernst & young llP
Partner-in-charge: Mr Nagaraj sivaram
(since financial year 2012)
one Raffles Quay
level 18 North Tower
singapore 048583
Phone: (65) 6535-7777
Fax: (65) 6532-7662
bankers
Citibank N.A.
Dbs bank ltd
oversea-Chinese banking
Corporation ltd
standard Chartered bank
unit registrar
boardroom Corporate & Advisory
services Pte ltd
50 Raffles Place
#32-01 singapore land Tower
singapore 048623
Phone: (65) 6536-5355
Fax: (65) 6536-1360
re gis tere D aD Dre ss
Frasers Centrepoint Asset
Management ltd
438 Alexandra Road
#21-00 Alexandra Point
singapore 119958
Phone: (65) 6276-4882
Fax: (65) 6272-8776
D ire cto rs oF t He M anag er
Mr philip eng Heng nee
independent Non-Executive Chairman
Dr chew tuan chiong
CEo and Executive Director
Mr anthony cheong Fook seng1
Non-Executive Director
Mr chia khong shoong
Non-Executive Director
Mr bobby chin Yoke choong
independent Non-Executive Director
Mr lim ee seng
Non-Executive Director
Mr soh kim soon
independent Non-Executive Director
Mr christopher tang kok kai
Non-Executive Director
auD it c o M M it tee
Mr bobby Chin yoke Choong (Chairman)
Mr Anthony Cheong Fook seng1
Mr Philip Eng heng Nee2
Mr soh Kim soon
c oM pa nY se cre tarY
Mr Piya Treruangrachada
1 Mr Anthony Cheong Fook seng resigned from the board as director and member of the Audit Committee on 30 september 2014.
2 Mr Philip Eng heng Nee has been appointed a member of of the Audit Committee on 30 september 2014.
10
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c o r p o r a t e i n F o r M a t i o n
F i n a n c i a l Y e a r 2 0 1 4 i n b r i e F
A N N U A l
R E P o R T
2 0 1 4
D
e
c
e
M
b
e
r
2
0
1
3
j
a
n
u
a
r
Y
2
0
1
4
a
p
r
i
l
2
0
1
4
FCT MTN Pte ltd (FCT MTN), a
wholly-owned subsidiary of hsbC
institutional Trust services, (the
trustee of FCT) issued s$60
million 2.535% Medium Term
Notes due 2017 under FCT’s s$1
billion Multicurrency Medium
Term Note Programme
FCT announced gross revenue
for 1Q14 was up 5% year-on-year
and DPU rose 4% to 2.50 cents
FCT convened its fifth Annual
general Meeting on 21 January
2014. All resolutions as set out
in the Notice of AgM were duly
passed
FCT announced gross revenue for
2Q14 was up 2.9% year-on-year
and DPU was up 7% to 2.88 cents.
FCT announced the proposed
acquisition of Changi City Point
for s$305 million
M
a
Y
2
0
1
4
FCT convened Extraordinary
g e n e ra l M e e t i n g ( E g M ) i n
connection with the acquisition of
Changi City Point. All resolutions
tabled at the EgM were duly
passed
FCT l a u n c h e d t h e P r i va te
Placement of 88 Million New Units
FCT raised s$161.5 million
in gross proceeds from the
placement of 88 million New
Units at an issue Price of s$1.835
per New Unit
FCT completes the acquisition
of Changi City Point, the third
largest mall in its portfolio of
six malls
FCT re p o r t e d 3 Q 1 4 g ro s s
revenue was up 3.1% year-on-
year and DPU was up 6.0% to
3.022 cents.
FCT achieved strong performance
for Fy2014. Full year revenue
increased 16.1% year-on-year
and DPU rose 2.4% to 11.187
cents. it was also the eighth
consecutive year of DPU growth
since FCT’s listing.
j
u
n
e
2
0
1
4
j
u
l
Y
2
0
1
4
o
c
t
o
b
e
r
2
0
1
4
11
14_0307 FCT_AR 2014 Editorial_v21FA.indd 11
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F R A s E R s
C E N T R E P o i N T
T R U s T
i n v e s t o r r e l a t i o n s
i n v e s t o r re l a t i o n s
o pen anD trans parent co MMunication s
Frasers Centrepoint Asset Management ltd (FcaM), as
Manager of Frasers Centrepoint Trust (Fct), is committed to
maintaining open and transparent communications with its
unitholders and the investment community. FCAM provides
factual and timely disclosure on all material information
concerning FCT. general information on FCT including annual
reports, portfolio information and investor presentations are
updated regularly on FCT’s website. All news releases and
company announcements are also available on the sgX-sT
website.
activ e engag eM e nt w itH in sti tutio nal
an D retai l inv estors
senior management of FCAM meets regularly with FCT’s
investors and analysts at conferences (both overseas and
local), one-on-one meetings, quarterly post-results luncheons
and non-deal roadshows to apprise them of FCT’s corporate
developments and financial performance. During the year
under review, FCT participated in overseas non-deal investor
roadshows to Europe, Japan, Thailand and investor conferences
hosted by major financial institutions. The management also
participated in investment forums such as the sgX sector
Connect and the invest Fair 2014 to outreach to retail investors.
Management representative from FCAM giving a presentation at the sgX sector Connect on 15 August 2014. (Photo Credit: sgX)
a nnual genera l Meeting ( ag M) a nD
extraorDinarY general Meeting ( egM )
The AgM and EgM are important channels for communication
between the board of directors, management of FCAM and the
unitholders of FCT. FCT convened its 5th AgM on 21 January
2014 and an EgM in connection with the acquisition of Changi
City Point on 29 May 2014. The voting for all resolutions at
the AgM and EgM were conducted via electronic polls. All
resolutions tabled at the AgM and EgM were duly passed
and the results of the polls were announced on the sgX and
FCT websites on the same day of the events.
inv e sto r c o nFe re nc e s anD no n-D e al
roaD sHows
singapore
• Morgan stanley 12th Annual Asia Pacific summit
• Nomura AsEAN All Access 2014
• The bank of America Merrill lynch AsEAN star Conference
• Maybank KimEng invest AsEAN Conference
• Citi AsEAN investor Conference
• Dbs Pulse of Asia Conference 2014
• Macquarie AsEAN Conference
• Ubs AsEAN Conference 2014
• sgX sector Connect
• invest Fair 2014
12
14_0307 FCT_AR 2014 Editorial_v21FA.indd 12
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i n v e s t o r re l a t i o n s
i n v e s t o r r e l a t i o n s
A N N U A l
R E P o R T
2 0 1 4
overseas
• Citi/Dbs bank Non-Deal Roadshow (hong Kong, singapore)
• Dbs-sgX bangkok REiT Non-Deal Roadshow (bangkok,
Fy 2 0 15
Fi NANCiAl CAl E NDAR*
Thailand)
• Ubs Tokyo Non-Deal Roadshow (Japan)
• The bank of America Merrill lynch global Real Estate
Conference (New york, UsA)
• ClsA london Access and Europe Non-Deal Roadshow
(Europe)
• Citi Asia Pacific Property Conference 2014 (hong Kong)
The management met or spoke with 307 institutional investors
Fy2014, compared to 273 investors in Fy2013. The investors
generally view FCT favourably because of its established
track record in distribution growth, stability, good growth
prospects, attractive total return, good corporate governance
and transparent management.
As at 28 November 2014, the sponsor group (comprising
Frasers Centrepoint limited and FCAM) held 41.26% of
the total FCT issued units. The remaining 58.74% were
held by institutional and retail investors. There were
5,854 CDP-registered unitholders of FCT and an additional
685 investors who held their units under their CPF-investment
accounts.
accolaDes
Mr Chen, FCT’s head of investor Relations and Research, was
named one of the 3 winners for best iR Professional for the
Property Category (sell-side) in institutional investor’s 2014
All-Asia Executive Team.
c overage bY equitY researcH Houses
During the year under review, there were 16 equity research
firms which provided equity research coverage on FCT. The
research firms were (in alphabetical order):
Date
activity
23 January
Annual general Meeting
23 January
1Q Fy2015 Results Announcement
End February
1Q Fy2015 Distribution Payment
22 April
End May
22 July
2Q Fy2015 Results Announcement
2Q Fy2015 Distribution Payment
3Q Fy2015 Results Announcement
End August
3Q Fy2015 Distribution Payment
21 october
4Q Fy2015 Results Announcement
End November 4Q Fy2015 Distribution Payment
* Note: Dates are indicative and are subject to change
enq u irie s
For general enquiries on FCT,
please contact:
Mr Chen Fung leng
head, investor Relations & Research
Frasers Centrepoint Asset Management ltd
Tel: (65) 6277-2657
Email: ir@fraserscentrepointtrust.com
uni t re gist rar
boardroom Corporate & Advisory services Pte ltd
Phone: (65) 6536-5355
Fax: (65) 6536-1360
Website: www.boardroomlimited.com
1. bank of America-Merrill lynch
2. bNP Paribas
3. ClsA
4. Credit suisse
5. CiMb Research
6. Citi investment Research
7. Daiwa Capital Markets
8. Dbs Vickers securities
9. DMg & Partners securities
10. hsbC
11. J.P. Morgan
12. oCbC investment Research
13. Religãre institutional Research
14. standard Chartered bank
15. Ubs
16. Uob Kay hian Research
14_0307 FCT_AR 2014 Editorial_v21FA.indd 13
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13
The a trium of Causewa y Point, the l arg est ma l l i n FCT’s p ortfoli o.
s U s T A i N E D
g R o W T h
FCT has grown from strength to
strength over the last eight years.
going forward, FCT will continue
to leverage on its strength in
asset management to optimise
returns from its existing assets,
execute asset enhancement
initiatives to keep its assets
competitive and appeal to shoppers.
it will also continue to seek
growth opportunities through
acquisition of new assets.
14_0307 FCT_AR 2014 Editorial_v21FA.indd 15
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F R A s E R s
C E N T R E P o i N T
T R U s T
b o a r D o F D i r e c t o r s
b o a r D o F D i r e c t o r s
M r p H i l i p e n g H e n g n e e , 6 8
C h A i R M A N , N o N - E X E C U T i V E A N D
i N D E P E N D E N T D i R E C T o R
D r c H e w t u a n c H i o n g , 5 6
E X E C U T i V E A N D
N o N - i N D E P E N D E N T D i R E C T o R
Date of appointment as Director
3 April 2006
Date of appointment as Director
14 July 2010
length of service as Director (as at 30 september 2014)
8 years 6 months
length of service as Director (as at 30 september 2014)
4 years 2 months
board committee served on
Nil
board committee served on
Nil
academic & professional qualifications
• bachelor of Commerce in Accountancy, University of
academic & professional qualifications
• bachelor of Engineering (First Class honours), Monash
New south Wales
University
• Associate Member, institute of Chartered Accountants
in Australia
present Directorships (as at 30 september 2014)
listed companies
• Ezra holdings limited
• Frasers Centrepoint limited
• mDR limited (Non-Executive Chairman)
• PT Adira Dinamika Multi Finance, Tbk (Commissioner)
• The hour glass limited
others
• hektar Asset Management sdn bhd
• heliconia Capital Management Private limited
• KK Women’s and Children’s hospital Pte ltd
• NTUC income insurance Cooperative limited
• singapore health services Pte ltd
• Vanda 1 investments Pte ltd
Major appointments (other than Directorships)
• singapore’s Non-Resident high Commissioner to Canada
past Directorships in listed companies held over
the preceding 3 years (from 01 october 2011 to
30 september 2014)
• Asia Pacific breweries limited
• Fraser and Neave, limited
• hup soon global Corporation limited
others
• Mr Philip Eng spent 23 years with the Jardine Cycle &
Carriage group before retiring in February 2005 as group
Managing Director
• Master of Engineering, National University of singapore
• Doctor of Philosophy, University of Cambridge
• Chartered Engineer, The Engineering Council UK
• Fellow, The institution of Engineers singapore
• Fellow, Academy of Engineering singapore
present Directorships (as at 30 september 2014)
listed companies
Nil
others
• openNet Pte ltd
• CityNet infrastructure Management Pte ltd
• Frasers Property Australia Pty ltd
• hektar Asset Management sdn bhd
Major appointments (other than Directorships)
• Chief Executive officer, Frasers Centrepoint Asset
Management ltd
past Directorships in listed companies held over
the preceding 3 years (from 01 october 2011 to
30 september 2014)
Nil
others
• Previously Chief Executive officer of the science Centre
singapore (1995 – 2010)
• Public Administration Medal (silver) (singapore)
• sugden Award by the Combustion institute (UK)
• iPs Cadi scientific Medal by the institute of Physics singapore
• President’s Award by Asia Pacific Association of science &
Technology Centres
16
14_0307 FCT_AR 2014 Editorial_v21FA.indd 16
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b o a r D o F D i r e c t o r s
b o a r D o F D i r e c t o r s
A N N U A l
R E P o R T
2 0 1 4
M r a n t H o n Y c H e o n g Fo o k s e n g , 6 0
E X E C U T i V E A N D
N o N - i N D E P E N D E N T D i R E C T o R
M r c H i a k H o n g s H o o n g , 4 3
N o N - E X E C U T i V E A N D
N o N - i N D E P E N D E N T D i R E C T o R
Date of appointment as Director
27 January 2006
Date of appointment as Director
1 september 2009
length of service as Director (as at 30 september 2014)1
8 years 8 months
length of service as Director (as at 30 september 2014)
5 years 1 month
board committee served on
• Audit Committee (Member)
board committee served on
Nil
academic & professional qualifications
• Member, institute of Chartered Accountants in England &
academic & professional qualifications
• bachelor of Commerce (Accounting and Finance)
Wales
(First Class honours), University of Western Australia
• Fellow Member, institute of singapore Chartered Accountants
• Master of Philosophy (Management studies), Cambridge
present Directorships (as at 30 september 2014)
listed companies
• Fraser & Neave holdings bhd
others
• Fraser and Neave limited group
Major appointments (other than Directorships)
• group Company secretary of Fraser and Neave, limited
• Acting Chief Executive officer, Times Publishing group (up
to 30 september 2014)
University
present Directorships (as at 30 september 2014)
listed companies
Nil
others
• Frasers Centrepoint Asset Management (Commerical) ltd,
the Manager of Frasers Commerical Trust
Major appointments (other than Directorships)
• Frasers Centrepoint limited (Chief Financial officer)
past Directorships in listed companies held over
the preceding 3 years (from 01 october 2011 to
30 september 2014)
• gemdale Properties and investment Corporation limited
past Directorships in listed companies held over
the preceding 3 years (from 01 october 2011 to
30 september 2014)
• gemdale Properties and investment Corporation limited
(formerly known as Frasers Property (China) limited)
others
Nil
others
• Previously, Director, investment banking, The hong Kong
& shanghai banking Corporation ltd
1 Mr Anthony Cheong Fook seng resigned from the board on 30 september
2014. Mr Cheong’s resignation was pursuant to the planned cessation and
handing over consequent to the separate listing of FCl on the sgX-sT.
17
14_0307 FCT_AR 2014 Editorial_v21FA.indd 17
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F R a S E R S
C E n T R E P o I n T
T R U S T
B o A r D o F D i r e C T o r S
B o A r D o F D i r e C T o r S
M r B o B B y C h i n yo k e C h o o n g , 6 3
n o n - E X E C U T I V E a n d
n o n - I n d E P E n d E n T d I R E C T o R
M r L i M e e S e n g , 6 3
n o n - E X E C U T I V E a n d
n o n - I n d E P E n d E n T d I R E C T o R
Date of appointment as Director
3 april 2006
Date of appointment as Director
27 January 2006
Length of service as Director (as at 30 September 2014)
8 years 6 months
Length of service as Director (as at 30 September 2014)
8 years 8 months
Board committee served on
• audit Committee (Chairman)
Academic & Professional Qualifications
• Bachelor of accountancy, University of Singapore
• Fellow Chartered accountant of Singapore
• associate member, Institute of Chartered accountants in
England and Wales
Present Directorships (as at 30 September 2014)
Listed companies
• aV Jennings Limited
• Ho Bee Land Limited
• Sembcorp Industries Limited
• Singapore Telecommunications Limited
• Yeo Hiap Seng Limited
others
• nTUC Enterprise Co-operative Limited (deputy Chairman)
• nTUC Fairprice Co-operative Limited (Chairman)
• Singapore Labour Foundation
• Temasek Holdings (Private) Limited
Major appointments (other than Directorships)
• Council of Presidential advisers (Member)
Past Directorships in listed companies held over
the preceding 3 years (from 01 october 2011 to
30 September 2014)
• neptune orient Lines Limited
• oversea-Chinese Banking Corporation Limited
Board committee served on
• Former Chairman of the Board from 1 July 2008 to 23 april 2009
Academic & Professional Qualifications
• Bachelor of Engineering (Civil Engineering), University of
Singapore
• Master of Science (Project Management), national University
of Singapore
• Fellow, Singapore Institute of directors
• Member, The Institution of Engineers Singapore
Present Directorships (as at 30 September 2014)
Listed companies
nil
others
• Frasers Centrepoint asset Management (Commercial) Limited
• Frasers Hospitality Trust Management Pte Ltd
• Frasers Hospitality asset Management Pte Ltd
• Frasers australand Pty Ltd
• australand Holdings Limited
• australand Property Limited
• australand Investments Limited
Major appointments (other than Directorships)
• Group Chief Executive officer, Frasers Centrepoint Limited
• 2nd Vice-President, Real Estate development association
of Singapore
Past Directorships in listed companies held over
the preceding 3 years (from 01 october 2011 to
30 September 2014)
• Gemdale Properties and Investment Corporation Limited
others
• Former Managing Partner of KPMG Singapore
• Former Board member of Urban Redevelopment authority (URa)
from 1997 to 2006, and its Chairman from 2001 to 2006
others
• awarded Public Service Medal, Singapore
• Former Board member of the Building and Construction
authority of Singapore (2005 to 2009)
• Former Council member of the Singapore Chinese Chamber
• Former Chairman of Singapore Totalisator Board from 2006
of Commerce and Industry (2000 to 2004)
to 2012
18
• Previously Managing director of MCL Land Limited (1996 to 2004)
• Previously General Manager of the property division of First
Capital Corporation Limited
14_0307 FCT_AR 2014 Editorial_v21FA.indd 18
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B O A r D O F D i r e C t O r S
B O A r D O F D i r e C t O r S
A N N U A L
R E P O R T
2 0 1 4
M r S O h K i M S O O n , 6 8
N O N - E X E C U T I V E A N D
I N D E P E N D E N T D I R E C T O R
M r C h r i S tO P h e r tA n g KO K K A i , 5 3
N O N - E X E C U T I V E A N D
N O N - I N D E P E N D E N T D I R E C T O R
Date of appointment as Director
23 March 2006
Date of appointment as Director
27 January 2006
Length of service as Director (as at 30 September 2014)
8 years 6 months
Length of service as Director (as at 30 September 2014)
8 years 8 months
Board committee served on
• Audit Committee (Member)
Board committee served on
Nil
Academic & Professional Qualifications
• Bachelor of Arts (Honours), University of Singapore
• Associate, Chartered Institute of Bankers
Academic & Professional Qualifications
• Bachelor of Science, National University of Singapore
• Master of Business Administration, National University
Present Directorships (as at 30 September 2014)
Listed companies
• EnGro Corporation Limited
Others
• ORIX Investment and Management Private Limited
• ORIX Leasing Singapore Limited
Major appointments (other than Directorships)
• Chairman of ORIX Investment and Management Private
Limited
of Singapore
Present Directorships (as at 30 September 2014)
Listed companies
Nil
Others
• Frasers Centrepoint Asset Management (Commercial) Limited
• Hektar Asset Management Sdn Bhd
• Republic Polytechnic (Member of the Board of Governors)
• REIT Association of Singapore (Member of the Executive
Committee)
Past Directorships in listed companies held over
the preceding 3 years (from 01 October 2011 to
30 September 2014)
Nil
Major appointments (other than Directorships)
• Chief Executive Officer, Frasers Centrepoint Commercial,
Frasers Centrepoint Limited
• Chief Executive Officer, Greater China, Frasers Centrepoint
Others
• Previously Senior Managing Director of DBS Bank
Limited
Past Directorships in listed companies held over
the preceding 3 years (from 01 October 2011 to
30 September 2014)
• Gemdale Properties and Investment Corporation Limited
Others
• Mr Tang was the Chief Executive Officer of Frasers Centrepoint
Asset Management Ltd., the Manager of Frasers Centrepoint
Trust, from July 2006 to February 2010. He had previously
worked with DBS Bank, DBS Land and British Petroleum
19
14_0307 FCT_AR 2014 Editorial_v21FA.indd 19
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F R A s E R s
C E N T R E P o i N T
T R U s T
t r u s t M a n a g e M e n t t e a M
p r o p e r t Y M a n a g e M e n t t e a M
From left to right: Mr Alex Chia, Ms Tay hwee Pio, Mr Chen Fung leng, Dr Chew Tuan Chiong and Ms lim Poh Tin
D r c H e w t u a n c H i o n g
Chi EF EXEC UTi V E oFFiCER AND EXECUTiVE DiRECToR
Please refer to Dr Chew’s biography in the section on ‘board
of Directors’.
building Maintenance and Management from Ngee Ann
Technical College and Management studies from singapore
institute of Management. she obtained her bachelor of
science (honours) degree in Real Estate Management from
oxford brookes University.
M r a l e x c H i a
h E A D , i N V E s T M E N T
M s t a Y H w e e p i o
F i N A N C i A l C o N T R o l l E R
Alex leads the investment team that is responsible for the
expansion of FCT’s asset portfolio with the objective of ensuring
optimum investment returns.
Alex has over 8 years of business development experience in
serviced residence industry covering the Pan Asia market.
he also has more than 5 years of retail experience in areas
of operations and project planning.
Alex holds a bachelor Degree in business Administration from
National University of singapore and an MbA from University
of hull, United Kingdom.
M s l i M p o H t i n
g E N E R A l M A N A g E R A N D h E A D ,
A s s E T M A N A g E M E N T
Poh Tin’s responsibilities include formulating business and
asset enhancement plans in relation to FCT’s properties
with short, medium and long-term objectives. This involves
working together with the Property Manager to ensure that
the property business plans are executed diligently.
Poh Tin has more than 25 years of experience in real estate
asset and property management. she holds Diplomas in
hwee Pio is responsible for the financial, taxation, treasury
and compliance functions of Frasers Centrepoint Trust. she
has over 20 years of financial experience in the real estate
industry. Prior to joining FCT, hwee Pio was based in shanghai
for 10 years, of which she was the financial controller for
Frasers Centrepoint limited’s business operations in China
since year 2006. before joining Frasers Centrepoint limited,
hwee Pio held financial positions at Keppel land, guocoland
and KPMg.
hwee Pio is a singapore Chartered Accountant (CA) with the
institute of singapore Chartered Accountants and she is a
Fellow with the Association of Chartered Certified Accountants.
M r c H e n F u n g l e n g
h E A D , i N V E s T o R R E l A T i o N s A N D R E s E A R C h
Fung leng is responsible for FCT’s investor relations
function, he covers investor targeting, media and unitholder
communication, as well as to provide market intelligence and
research support to management. Fung leng holds a Master
of science degree in industrial and systems Engineering and
a bachelor’s degree in Mechanical Engineering (honours),
both degrees from the National University of singapore.
20
14_0307 FCT_AR 2014 Editorial_v21FA.indd 20
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Frasers Centrepoint asset ManageMent Ltd
t r u s t M a n a g e M e n t t e a M
p r o p e r t Y M a n a g e M e n t t e a M
A N N U A l
R E P o R T
2 0 1 4
From left to right: Mr Edmund Tan, Mr Chia shee liang, Ms Jill Ng and Ms see san san
M r c H i a s H e e l i a n g
g E N E R A l M A N A g E R
M s j i l l n g
h E A D , A D V E R T i s i N g & P R o M o T i o N s
shee liang, who has more than 20 years of experience in
the real estate sector, leads the Property Management team
in managing the portfolio of retail properties of Frasers
Centrepoint limited (FCl) group. shee liang spent 17 years
working overseas in China, hong Kong, Taipei and indonesia,
specialising in retail management and consultancies. Prior to
joining FCl, shee liang was head of Property Management
with savills, singapore. he has extensive hands on experience
in leading and coordinating shopping centres and mixed
development that comprises retail, residential, hotel and office,
from conceptual planning stage to pre and post operational
stages of the development process. The sizes of projects ranged
from 50,000 to 200,000 sqm. shee liang obtained his b.sc
(Estate Management) from National University of singapore.
M s s e e s a n s a n
h E A D , l E A s i N g
san san heads the leasing function across ten malls in the FCl
group and she has more than 20 years of work experience.
Prior to this, san san was Assistant general Manager of
Marina Centre holdings (MCh) where she was responsible for
marketing/leasing the shopping mall, leisure-plex and office
block at Marina square, singapore’s third largest shopping
mall. Prior to joining MCh, san san gained extensive marketing
and management experience in the retail, industrial and
residential sector working for Jones lang Wootton, Colliers
Jardine, and Colliers goh & Tan. san san holds a bachelor
Degree in Estate Management from the National University
of singapore and a graduate diploma in marketing from the
Marketing institute of singapore.
Jill has 14 years of experience in sales and marketing in the
field of information technology, event management and mall
management. Prior to joining Frasers Centrepoint she was
part of the development marketing team for a greenfield retail
mall. she also led Marketing Communications at singapore’s
largest suburban mall where she spearheaded branding,
loyalty, service excellence and promotions. Jill has a Degree
in business Administration from Macquarie University and a
Diploma in hospitality Management from Temasek Polytechnic.
M r e D M u n D t a n
h E A D , R E T A i l D E s i g N M A N A g E M E N T
Edmund leads the retail designs function, responsible for the
review and approval of shop front designs and layouts across
10 Frasers Centrepoint malls. he develops and implements
retail design guidelines to maintain standards and quality in
tenancy designs. he is also involved in asset enhancement
initiatives, design and feasibility studies to continuously
improve the standards of both interior and tenancy designs
in the malls.
Prior to joining Frasers Centrepoint, Edmund has 11 years
of working experience in design conceptualisation, space
planning and project management in retail, corporate office
and hospitality sectors in singapore and in overseas. he
graduated in interior Design from the lasalle-siA, College
of the Arts.
21
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Frasers Centrepoint property ManageMent serviCes F R A s E R s
C E N T R E P o i N T
T R U s T
c o M M u n i t Y e n g a g e M e n t
c ontributing to t He co MMunitY
our malls actively support community events for charitable
and social causes. our mall and property management
teams work regularly with the community and charitable
organisations as well as government agencies to provide
the venue and support for the organisation of charitable
and social events. The events which we supported this year
include the Arts Exhibition for Very special Arts singapore,
the Family Monopoly Challenge and activities for the elderly
and underprivileged in the communities.
Frasers centrepoint Mall’s Fa MilY
MonopolY cHallenge
The popular board game Monopoly went life-sized at Family
Monopoly Challenge organised by Frasers Centrepoint Malls.
The event, which stretched over a month from 23 May to
29 June 2014, was organized to raise funds for the Care &
share Movement under the Community Chest and to support
the international year of the Family. Many families, under
the care of the Family service Centres supported by the
Community Chest, were invited to participate in this highly
interactive and fun-filled game.
Minister for social and Family Development, Mr Chan Chun
sing, also joined in the fun for a charitable round of the game
with the participating families at Causeway Point on 25 May
2014. The Family Monopoly Challenge event raised proceeds
of s$31,800 which went to the Community Chest in support
of needy families.
re ac Hin g o ut to tHo se in ne eD
our malls hosted several groups of the elderly and
underprivileged in their communities. Causeway Point hosted
the Forever Friends shows for 55 children from three homes/
orphanages – Melrose home, sunbeam Place and Pertapis
Children’s home. These children were also treated to dinner
at Pasta Mania and a make-a-bear workshop. Causeway Point
treated 30 needy families from the North-West CDC to lunch
with two local celebrities, Calvin soh and Taufik batisah.
Anchorpoint worked with Privileged Enterprise group to
host performances and activities for the elderly from various
nursing homes and elderly homes, and sponsored 100 mini
hampers for the elderly.
v e rY sp ec ial arts e xHibi tio n at
c Hang i c itY p o int
Very special Arts singapore (VsA singapore) held its annual
arts exhibition 2014 at Changi City Point on 15 – 21 August
2014. VsA singapore is a charity organisation which provides
people with disabilities opportunities to access the arts for
rehabilitation and social integration. The Very special Arts
exhibition is a showcase of a diverse range of magnificent
artworks by the artists with disabilities. Changi City Point
sponsors the VsA singapore the venue for their exhibition
annually. Changi City Point was recently awarded 2014 Arts
supporter Award by the National Arts Council, for its support
for VsA singapore and the arts.
Minister for social and Family Development, Mr Chan Chun sing lent
his support to the Family Monopoly Challenge at Causeway Point.
Mr Daniel Tan, an artist from VsA singapore, poses with his water
colour painting at the exhibition (Photo credit: K Jen Photography)
22
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coM Mu n i tY en g a g eMe n t
o p e r a t i o n s
& F i n a n c i a l
r e v i e w
2 4
o P E R A T i o N s
R E V i E W
2 9
F i N A N C i A l
R E V i E W
14_0307 FCT_AR 2014 Editorial_v21FA.indd 23
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F R A s E R s
C E N T R E P o i N T
T R U s T
o p e r a t i o n s & F i n a n c i a l r e v i e w
op e r a t i o ns & F i n a n c i a l re v i e w
o p e r a t i o n s r e v i e w
lease renewals in FY2014
During the year in review, a total of 212 leases, which
accounted for 260,632 square feet or 24.0% of FCT’s total
net lettable area (the nla), were renewed with an average
rental reversion of 6.5% (Fy2013: 7.7%). Rental reversion
refers to the variance between the average rental rate
of the renewed leases and the preceding expired leases
which were contracted typically 3 years ago. All malls,
with the exception of bedok Point, recorded positive rental
reversions of between 6.5% and 17.7% for the year.
The average occupancy cost for the portfolio for the
12-month period between october 2013 and september
2014 was 16.4% (excluding Changi City Point which was
acquired on 16 June 2014). The occupancy cost is the ratio
of gross rent to the tenant’s turnover.
summary of lease renewals from 1 o ctober 2 013 to 30 septem be r 201 4
PRoPERTy
Causeway Point
Northpoint
Changi City Point*
bedok Point
yewTee Point
Anchorpoint
Fct portfolio
Number
of lease
renewals
Aggregate NlA of
renewed leases
(sq ft)
Renewed NlA
as percentage of
property’s NlA
Average rental
reversion
positive/(negative)
82
41
1
46
18
24
212
153,975
36,287
172
41,012
8,138
21,048
260,632
37.0%
15.4%
0.1%
49.6%
11.0%
29.7%
24.0%
11.3%
6.6%
17.7%
(15.4)%
9.9%
6.5%
6.5%
* For the period from 16 June to 30 september 2014.
ThE oPERATiNg
PERFoRMANCE oF
FCT’s PoRTFolio
WAs hEAlThy
WiTh oVERAll
PoRTFolio
oCCUPANCy
AT 99% AND
AVERAgE RENTAl
REVERsioN FoR ThE
yEAR AT 6.5%
24
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op e r a t i o ns & F i n a n c i a l re v i e w
o p e r a t i o n s & F i n a n c i a l r e v i e w
A N N U A l
R E P o R T
2 0 1 4
lease expiry profile
The lease expiry profiles for FCT portfolio and for the
respective malls from Fy2015 to Fy2019 are presented in the
tables below. our leases have average lease duration of 3
years. Certain key or anchor tenants may be offered longer
tenure depending on the lease structure. The lease expiry
profile is relatively well-staggered with leases accounting
for 39.4% and 26.4% of FCT’s gross Rental income (the
gri) due for renewals in Fy2015 and Fy2016, respectively.
The aggregate NlA of the leases in FCT portfolio which
are due for renewal in Fy2015 is 392,349 square feet.
Causeway Point and Northpoint, the two largest malls in
FCT portfolio, together account for 242,086 square feet or
62% of the total NlA due for renewals in Fy2015.
As at 30 september 2014, the weighted average lease expiry of
FCT portfolio stood at 1.43 years by NlA, and 1.40 years by gRi.
lease e xpiry profile of Fct portfolio and by propert y as a t 3 0 s eptem be r 201 4
FCT PoRTFolio
Fy2015
Fy2016
Fy2017
Fy2018
Fy2019
Number of leases expiring
NlA of expiring leases as % of the portfolio’s total
leased area
299
210
209
36.5%
27.2%
31.1%
8
4.9%
Total NlA of expiring leases (sq ft)
392,349
292,319
333,671
52,879
gRi of expiring leases as % of the portfolio’s gRi
39.4%
26.4%
31.1%
2.5%
1
0.3%
2,877
0.6%
CAUsEWAy PoiNT
Fy2015
Fy2016
Fy2017
Fy2018
Fy2019
Number of leases expiring
78
58
88
3
Expiries as % mall’s total leased area
25.5%
25.4%
38.4%
10.7%
Total NlA of expiring leases (sq ft)
106,095
105,524
159,324
44,424
gRi of expiring leases as % of the mall’s gRi
32.0%
23.5%
39.9%
4.5%
–
0.0%
–
0.0%
NoRThPoiNT
Fy2015
Fy2016
Fy2017
Fy2018
Fy2019
Number of leases expiring
81
47
42
Expiries as % mall’s total leased area
58.1%
21.1%
17.8%
Total NlA of expiring leases (sq ft)
135,991
49,464
41,624
gRi of expiring leases as % of the mall’s gRi
50.8%
25.7%
19.8%
3
1.8%
4,109
1.5%
1
1.2%
2,877
2.3%
bEDoK PoiNT
Fy2015
Fy2016
Fy2017
Fy2018
Fy2019
Number of leases expiring
Expiries as % mall’s total leased area
Total NlA of expiring leases (sq ft)
16
12
24
30.2%
17.4%
48.9%
24,506
14,156
39,727
gRi of expiring leases as % of the mall’s gRi
33.5%
19.2%
45.4%
1
3.5%
2,818
1.9%
–
0.0%
–
0.0%
25
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F R A s E R s
C E N T R E P o i N T
T R U s T
o p e r a t i o n s & F i n a n c i a l r e v i e w
op e r a t i o ns & F i n a n c i a l re v i e w
ChANgi CiTy PoiNT
Fy2015
Fy2016
Fy2017
Fy2018
Fy2019
Number of leases expiring
Expiries as % mall’s total leased area
Total NlA of expiring leases (sq ft)
gRi of expiring leases as % of the mall’s gRi
64
32.1%
65,186
37.9%
52
43.5%
88,339
41.0%
19
24.4%
49,417
21.1%
–
0.0%
–
0.0%
–
0.0%
–
0.0%
yEWTEE PoiNT
Fy2015
Fy2016
Fy2017
Fy2018
Fy2019
Number of leases expiring
Expiries as % mall’s total leased area
Total NlA of expiring leases (sq ft)
41
20
15
53.3%
18.7%
28.0%
37,901
13,292
19,935
gRi of expiring leases as % of the mall’s gRi
54.5%
20.4%
25.1%
–
0.0%
–
0.0%
–
0.0%
–
0.0%
ANChoRPoiNT
Fy2015
Fy2016
Fy2017
Fy2018
Fy2019
Number of leases expiring
Expiries as % mall’s total leased area
Total NlA of expiring leases (sq ft)
19
21
21
32.7%
31.0%
34.1%
22,670
21,544
23,644
gRi of expiring leases as % of the mall’s gRi
28.2%
31.8%
38.4%
1
2.2%
1,528
1.6%
–
0.0%
–
0.0%
leases with gross turnover rent and step-up clauses
Nearly all our leases include step-up clauses that provide
for annual rental increment of between 1% and 2% during
the lease term. in addition, 95% of the occupied leases
include gross Turnover rent (gto) clauses, which the
tenants would pay between 0.5% and 1% of their sales as
part of the gross rent under the lease agreements. The
aggregate gTo as a percentage of FCT’s gross revenue
was approximately 5% for the year under review, this is
unchanged from Fy2013.
percentage of occupied leases w ith gto a nd step- up cla us es
With gTo clause
With step-up clause
95.3%
99.2%
94.0%
99.2%
+1.3%-point
No Change
Fy2014
Fy2013
Change
Mall occupancy
Average portfolio occupancy as at 30 september 2014 stood
at 98.9%. Excluding Changi City Point which was acquired
on 16 June 2014, the average portfolio occupancy was
99.1%, which was 0.7%-point higher than a year ago. The
better occupancy was attributed to the improvement in
occupancy at Anchorpoint and yewTee Point. The occupancy
at Causeway Point and Northpoint remained stable at
above 99% in the year under review.
26
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op e r a t i o ns & F i n a n c i a l re v i e w
o p e r a t i o n s & F i n a n c i a l r e v i e w
A N N U A l
R E P o R T
2 0 1 4
occupancy by property
PRoPERTy
Causeway Point
Northpoint
Changi City Point(1)
bedok Point
yewTee Point
Anchorpoint
total Fct portfolio
As at 30
september 2014
As at 30
september 2013
increase
99.8%
99.4%
97.9%
98.2%
96.6%
97.8%
99.1%
(excluding CCP)
98.9%
(including CCP)
99.5%
99.3%
–
96.7%
92.7%
96.9%
98.4%
0.3%-point
0.1%-point
–
1.5%-point
3.9%-point
0.9%-point
0.7%-point
(1) Changi City Point (CCP) was acquired on 16 June 2014.
shopper traffic
The total shopper traffic in Fy2014, excluding Changi City
Point which was acquired on 16 June 2014, was 83.5 million
(Fy2013: 87.5 million), a decrease of 4.6% year-on-year.
The shopper traffic at Changi City Point for the 3 months
ended september 2014 was 2.69 million.
All the malls showed decline in shopper traffic in the year
under review, compared with the same period a year ago.
The decline in shopper traffic could be attributed to the
combination of factors including the increase of 3.5% in
overall private retail space from 44.3 million square feet in
Q3 2013 to 45.8 million square feet in Q3 20141; the growth of
e-commerce (online purchases) as an alternative shopping
avenue; and the increase in residents’ expenditure abroad
as a proportion of their private consumption expenditure2,
helped by the strong singapore dollar and attractive travel
packages offered by low cost carriers.
shopper traffi c by p roperty (Million)
PR o PE R Ty
Causeway Point
Northpoint
bedok Point
yewTee Point
Anchorpoint
total Fct portfolio, excluding changi city point
Fy2014
Fy2013
Decrease
22.4
40.3
5.3
11.7
3.8
83.5
23.4
41.7
6.6
11.8
4.0
87.5
(4.3)%
(3.3)%
(19.7)%
(0.8)%
(5.0)%
(4.6)%
1 DTZ Debenham Tie leung (sEA). Retail Property Market overview. singapore, 4 November 2014. PDF file.
2
The Residents’ Expenditure Abroad as a percentage of Private Consumption Expenditure has increased from 17.5% in 2010 to 18.9% in 2013.
Department of statistics, Ministry of Trade and industry, singapore. yearbook of statistics singapore 2014. Web. 1 November 2014. Department
of statistics, Ministry of Trade and industry.
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27
F R A s E R s
C E N T R E P o i N T
T R U s T
o p e r a t i o n s & F i n a n c i a l r e v i e w
o p e r a t i o n s & F i n a n c i a l r e v i e w
trade sector analysis
FCT’s diversified portfolio comprises 11 major trade sectors
of which Food & Restaurants and Fashion were the dominant
trade sectors. Food & Restaurants accounted for 30.7%
of FCT’s total NlA as at 30 september 2014, compared to
28.4% a year ago. Correspondingly, the gRi contribution
from Food & Restaurants has also increased to 33.8%
of FCT’s total gRi as at 30 september 2014, from 32.2%
a year ago. The increase in the proportion of Food and
Restaurant in the trade mix was mainly attributed to the
inclusion of Changi City Point in the portfolio. Food and
Restaurants trade sector accounted for about 40% of Changi
City Point total NlA, which is higher than the average of
the FCT portfolio.
trade sector’s nla as percentage
of Fct’s total nla
trade sector’s gross rental income (gri) as
percentage of Fct’s total gri
trade classifications
Food & Restaurants
Fashion
household
services/Education
supermarket
Department store
beauty, hair, Cosmetics, Personal Care
leisure/Entertainment
books, Music, Art & Craft, hobbies
sports Apparels & Equipment
healthcare
Vacant
total
30.7%
15.5%
9.7%
8.6%
8.1%
5.7%
5.4%
5.4%
3.8%
3.2%
2.8%
1.1%
100.0%
trade classifications
Food & Restaurants
Fashion
services/Education
household
beauty, hair, Cosmetics, Personal Care
supermarket
healthcare
books, Music, Art & Craft, hobbies
Department store
sports Apparels & Equipment
leisure/Entertainment
total
33.8%
22.5%
8.2%
8.1%
7.4%
4.6%
4.1%
3.2%
3.1%
2.8%
2.2%
100.0%
28
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op e r a t i o ns & F i n a n c i a l re v i e w
o p e r a t i o n s & F i n a n c i a l r e v i e w
A N N U A l
R E P o R T
2 0 1 4
top 10 tenants by gross rental income (gri)
The top ten largest tenants in FCT’s portfolio collectively
accounted for 22.0% of the total gRi as at 30 september
2014 (30 september 2013: 22.1%). our largest tenant,
Cold storage singapore (1983) Pte ltd, the operator of
Cold storage supermarkets, the guardian Pharmacy and
7-Eleven stores in FCT malls, accounted for 5.1% of the
portfolio gRi in Fy2014.
top 10 tenants by gross rental income as a t 3 0 septem be r 201 4
TENANT
TRAD E s E CToR
Cold storage singapore (1983) Pte ltd1
Metro (Private) limited2
Courts (singapore) limited
Copitiam Pte ltd3
Koufu Pte ltd
Food Republic Pte ltd
Watson's Personal Care stores Pte ltd
NTUC FairPrice Co-operative ltd4
McDonald's Restaurants Pte ltd
Aspial Corporation ltd5
total (top 10)
supermarket
Departmental store
household
Food & Restaurants
Food & Restaurants
Food & Restaurants
beauty, hair, Cosmetics, Personal Care
supermarket
Food & Restaurants
Fashion
gRi %
5.1%
3.0%
2.6%
2.2%
2.1%
1.6%
1.4%
1.4%
1.3%
1.3%
22.0%
includes the leases for Cold storage supermarket, guardian Pharmacy and 7-Eleven stores
includes the leases for Metro departmental store and Clinique service Centre
1
2
3 operator of the Kopitiam food courts
4
5
includes leases for NTUC FairPrice and NTUC healthcare (Unity)
include leases for lee hwa Jewellery, CiTigEMs, goldheart Jewellery and Maxi-Cash
F i n a n c i a l r e v i e w
performance comparison between FY2014 and FY2013
gross revenue for the year ended 30 september 2014
was $168.8 million, an increase of $10.8 million or 6.8%
over the corresponding period last year. The increase
was mainly contributed by increase in contribution from
Causeway Point and the addition of Changi City Point to
the portfolio on 16 June 2014.
FCT’s property portfolio continued to achieve positive
rental reversions during the year. Rentals from renewal
and replacement leases from the Properties commencing
during the period, showed an average increase of 6.5%
over the expiring leases.
Property expenses for the year ended 30 september 2014
totalled $50.7 million, an increase of $4.3 million or 9.2%
from the corresponding period last year. increase was
mainly due to higher maintenance expenses, as well as
the addition of Changi City Point to the portfolio on 16
June 2014.
hence, net property income was $118.1 million, which
was s$6.5 million or 5.8% higher than the corresponding
period last year.
Non-property expenses net of interest income of $33.0
million was $2.3 million higher than the corresponding
period last year due to higher borrowing costs and higher
Manager’s management fees arising from improvement
in net property income and the increase in total assets.
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29
F R A s E R s
C E N T R E P o i N T
T R U s T
o p e r a t i o n s & F i n a n c i a l r e v i e w
op e r a t i o ns & F i n a n c i a l re v i e w
Total return included:
(i) unrealised gain of $3.9 million arising from fair valuation
of interest rate swaps for the hedging of interest rate in
respect of $301 million of the mortgage loans;
(ii) surplus on revaluation of the Properties of $69.5 million;
and
(iii) share of associate’s results from operations of $5.0
million and from revaluation surplus of $1.5 million.
income available for distribution for the year ended
30 september 2014 was $95.4 million, which was $5.3
million higher compared to the corresponding period in
the preceding financial year.
Distribution per unit for Fy2014 grew 2.4% year-on-year
to a new-high of 11.187 cents.
Financial Highlights ($’ 000)
FiNANCiAl yEAR ENDED 30 sEPT EM bER
Fy2014
Fy2013
increase
gross rent
other revenue
gross revenue
Property expenses
net property income
D istribution statements ($’0 00)
149,453
19,301
168,754
(50,658)
118,096
140,329
17,630
157,959
(46,369)
111,590
6.5%
9.5%
6.8%
9.2%
5.8%
FiNANCiAl yEAR ENDED 30 sEPT EM bER
Fy2014
Fy2013
increase
net income
Net tax adjustments
Distribution from Associate
income available for distribution
Distribution to unitholders
Distribution per unit (cents)
85,139
5,727
4,576
95,442
95,442
80,916
4,772
4,443
90,131
90,131
5.2%
20.0%
3.0%
5.9%
5.9%
FiNANCiAl yEAR ENDED 30 sEPT EM bER
Fy2014
Fy2013
increase
First quarter (1 oct – 31 Dec)
second quarter (1 Jan – 31 Mar)
Third quarter (1 Apr – 30 Jun)
Fourth quarter (1 Jul – 30 sep)
Full Year (1 oct – 30 sep)
2.50
2.88
3.022
2.785
11.187
2.40
2.70
2.85
2.98
10.93
4.2%
6.7%
6.0%
*(6.5)%
2.4%
* Fourth quarter Fy2013 (1 July – 30 september 2013) DPU included 0.35 cents of retained cash from earlier quarters. if this retained cash was
excluded, the DPU for Fourth quarter Fy2014 would be 5.9% higher than fourth quarter Fy2013.
30
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op e r a t i o ns & F i n a n c i a l re v i e w
o p e r a t i o n s & F i n a n c i a l r e v i e w
A N N U A l
R E P o R T
2 0 1 4
total assets and net assets value per unit
As at 30 september 2014, the total assets of FCT stood at
$2.52 billion, an increase of 18.3% from $2.13 billion a year
ago. This resulted from the addition of Changi City Point
(acquired on 16 June 2014) and the recognition of $69.5
million of net surplus on revaluation of FCT’s properties.
FCT’s net assets as at 30 september 2014 stood at $1.70
billion, an increase of $236.3 million or 16.2% compared
to a year ago. Correspondingly, the net asset value (NAV)
of FCT increased to $1.85 per unit from $1.77 a year ago.
net asset value per unit
As AT
NAV per unit
30 sep 2014
30 sep 2013
$1.85(a)
$1.77(b)
(a) Computed based on 915,779,232 units, comprising (i) 915,415,215 units in issue as at 30 september 2014; and (ii) 364,017 units issuable to the
Manager in october 2014 at an issue price of s$1.9085 per unit, in satisfaction of 20% of the management fee payable to the Manager for the
quarter ended 30 september 2014.
(b) Computed based on 824,704,435 units, comprising (i) 824,382,795 units in issue as at 30 september 2013; and (ii) 321,640 units issued to the
Manager in october 2013 at an issue price of s$1.8515 per unit, in satisfaction of 20% of the management fee payable to the Manager for the
quarter ended 30 september 2013.
a ppraised value of properti es*
Valuation
@30.09.2014
($ million)
Valuation
@30.09.2013
($ million)
Revaluation
surplus/(Deficit)
($ million)
Capitalisation Rate(a)
2014
2013
PRoPERTy
Causeway Point
Northpoint
bedok Point
yewTee Point
Anchorpoint
Changi City Point
total
1,058.0
655.0
120.0
168.0
93.0
306.0
2,400.0
1,006.0
638.0
128.5
161.0
86.0
305.0(b)
2,324.5
less: Adjustments for capital expenditure, acquisition fee and
related expenses
Add: Adjustments for amortisation of rental incentives
Net Revaluation surplus
5.35%
5.25%
5.50%
5.50%
5.50%
5.70%
5.35%
5.25%
5.50%
5.60%
5.45%
NA
52.0
17.0
(8.5)
7.0
7.0
1.0
75.5
(7.5)
1.5
69.5
* The properties were valued by one of Jones lang lasalle Property Consultants Pte ltd, Knight Frank Pte ltd or Colliers international Consultancy
& Valuation (singapore) Pte ltd on 30 sep 2014. Valuation methods used include: capitalisation approach, discounted cash flows analysis and
direct comparison method in determining the fair values of the properties. Annual valuations are required by the Code on Collective investment
schemes.
(a) As indicated by property valuers.
(b) Valuation as at acquisition date on 16 June 2014.
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31
F R A s E R s
C E N T R E P o i N T
T R U s T
o p e r a t i o n s & F i n a n c i a l r e v i e w
op e r a t i o ns & F i n a n c i a l re v i e w
Financial performance review by property
gross revenue by property ($’000)
FiNANCiAl yEAR ENDED 30 sEPT EM bER
Fy2014
Fy2013
Causeway Point
Northpoint
bedok Point
yewTee Point
Anchorpoint
Changi City Point
total Fct
NM: not meaningful.
78,233
49,491
10,805
13,738
8,663
(a)7,824
168,754
75,128
48,804
12,242
13,156
8,629
–
157,959
increase/
(Decrease)
4.1%
1.4%
(11.7)%
4.4%
0.4%
NM
6.8%
(a) Changi City Point was acquired on 16 June 2014. The revenue for Changi City Point is for the period 16 June 2014 to 30 september 2014.
property expense s by p roperty ($’000)
FiNANCiAl yEAR ENDED 30 sEPT EM bER
Fy2014
Fy2013
Causeway Point
Northpoint
bedok Point
yewTee Point
Anchorpoint
Changi City Point
total Fct
NM: not meaningful.
21,752
13,512
4,573
4,174
3,986
(b)2,661
50,658
20,595
13,461
4,877
3,485
3,951
–
46,369
increase/
(Decrease)
5.6%
0.4%
(6.2)%
19.8%
0.9%
NM
9.2%
(b) Changi City Point was acquired on 16 June 2014. The property expenses for Changi City Point is for the period 16 June 2014 to 30 september 2014.
32
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op e r a t i o ns & F i n a n c i a l re v i e w
o p e r a t i o n s & F i n a n c i a l r e v i e w
net property income by property ($’000)
FiNANCiAl yEAR ENDED 30 sEPT EM bER
Fy2014
Fy2013
Causeway Point
Northpoint
bedok Point
yewTee Point
Anchorpoint
Changi City Point
total Fct
NM: not meaningful.
56,481
35,979
6,232
9,564
4,677
(c)5,163
118,096
54,533
35,343
7,365
9,671
4,678
–
111,590
A N N U A l
R E P o R T
2 0 1 4
increase/
(Decrease)
3.6%
1.8%
(15.4)%
(1.1)%
0.0%
NM
5.8%
(c) Changi City Point was acquired on 16 June 2014. The net property income for Changi City Point is for the period 16 June 2014 to 30 september 2014.
Causeway Point, Northpoint, yewTee Point and Anchorpoint
registered positive growth in revenue in the year under
review, mainly through step-up rentals, positive rental
reversions, higher rentals from new leases signed and
growth in other revenue including turnover rent and car park
income. bedok Point registered 11.7% decline in revenue,
due to lower average mall occupancy during the first nine
months of Fy2014 when the mall was undergoing addition
and alteration works for new tenants as well as a decrease
in average rental for renewed and new leases signed. Changi
City Point, which was acquired on 16 June 2014, contributed
$7.8 million in revenue for the period 16 June 2014 to 30
september 2014.
There was a 9.2% increase in property expenses due to
higher maintenance expenses in general and the addition
of Changi City Point (acquired on 16 June 2014). Expenses
at bedok Point was 6.2% lower year-on-year due mainly
to lower property tax and utilities expense. yewTee Point
saw a 19.8% year-on-year increase in property expense,
due mainly to a one-off contribution of maintenance fund
amounting to $335,000 to the sub-MCsT 3516 in the fourth
quarter of Fy2014. There was no such contribution in the
previous year.
Causeway Point and Northpoint registered healthy NPi
growth of 3.6% and 1.8%, respectively, in Fy2014. The net
property income of Anchorpoint was comparable to the
previous year. however bedok Point and yewTee Point saw
year-on-year decline of 15.4% and 1.1%, respectively. The
decline at bedok Point was due mainly to the decline in
the gross revenue while the decline at yewTee Point was
due mainly to the one-off contribution of maintenance
fund aforementioned.
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33
F R A s E R s
C E N T R E P o i N T
T R U s T
c a p i t a l r e s o u r c e s
c a p i t a l re s o u r c e s
overview
Frasers Centrepoint Asset Management (F caM), as
Manager (Manager) of Frasers Centrepoint Trust (Fct),
continues to maintain a prudent financial structure
and adequate financial flexibility to ensure that it has
access to capital resources at competitive cost. FCAM
proactively manages FCT’s cash flows, financial position,
debt maturity profile, cost of funds, interest rates exposure
and overall liquidity position. FCAM monitors and maintains
a level of cash and cash equivalents deemed adequate
by management to meet its operational needs. it also
maintains an amount of available banking facilities deemed
sufficient by management with several reputable banks
to ensure FCT has access to diversified sources of bank
borrowings.
sources oF FunDing
FCT relies on the debt capital and syndicated loans markets,
equity market and bilateral bank facilities for its funding
needs. FCAM maintains active relationship with several
reputable banks which are located in singapore. The
principal bankers of FCT are Dbs bank ltd, oversea-
Chinese banking Corporation, standard Chartered bank
and Citibank.
As at 30 september 2014, FCT has a total capacity of
$1,514 million from its sources of funding, of which $739
million or 48.8% has been utilised. The following table
summarises the capacity and the amount utilised for each
of the sources of funding:
c reD it rat ing s
FCT has corporate credit ratings from standard & Poor’s
Rating services (s&p) and Moody’s investors service
(Moody’s). s&P has given FCT a corporate rating of
“bbb+” with a stable outlook and Moody’s has given FCT
a corporate credit rating of “baa1” with a stable outlook.
in addition, s&P has also given a “bbb+” credit rating
for FCT’s multicurrency Medium Term Notes Programme
(Mtn programme).
Debt proFile
The Manager, on 12 December 2013, issued s$60 million
2.535% Medium Term Notes (notes) due 2017 under FCT’s
existing MTN programme. The proceeds from this issue
was utilised to refinance the s$60 million 2.8% Notes
which matured on 24 January 2014.
FCT’s total gross borrowings stood at s$739 million at 30
september 2014, of which $95 million of borrowing (about
13% of total borrowing) will mature in the next 12 months.
The total borrowings comprised $334 million in secured
bank borrowings, $150 million unsecured bank borrowings
and $255 million in unsecured Notes.
FCT’s gearing stood at 29.3% as at 30 september 2014.
The interest cover for the year ended 30 september 2014
was 6.20 times.
The weighted average debt maturity was 2.5 years as at
30 september 2014.
soURCEs oF FUND iNg
Type
Capacity
Amount Utilised
Utilised (%)
Revolving credit facility
Unsecured
$30 million
Medium Term Note Programme
Unsecured
$1,000 million
secured
$484 million
$1,514 million
$739 million
Nil
$255 million
$484 million
0.0%
25.5%
100.0%
48.8%
bank borrowings
total
34
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c a p i t a l re s o u r c e s
c a p i t a l r e s o u r c e s
A N N U A l
R E P o R T
2 0 1 4
D ebt pro File
FiNANCiAl yEAR ENDED 30 sEPT EM bER
2014
2013
Total borrowings
gearing1
interest Cover
Average cost of borrowing
Average Debt Maturity
$739 million
$589 million
29.3%
6.20 times
2.51%
2.5 years
27.6%
6.15 times
2.73%
2.85 years
1 Calculated as the ratio of total outstanding borrowings over the total assets as at the stated balance sheet date
D ebt Maturit Y proFile as at 30 s epteM ber 2 01 4
Ti MEFRAME
< 1 year
1-2 years
2-4 years
> 4 years
total borrowings
$739 million
Amount Due
(s$ million)
As % of
Total borrowings
95.0
264.0
250.0
130.0
739.0
12.9%
35.7%
33.8%
17.6%
100.0%
$264 million
(35.7% of
total debt)
$250 million
(33.8% of
total debt)
$95 million
(12.9% of
total debt)
$130 million
(17.6% of
total debt)
Total Debt
< 1 year
1-2 years
2-4 years
> 4 years
14_0307 FCT_AR 2014 Editorial_v21FA.indd 35
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35
F R A s E R s
C E N T R E P o i N T
T R U s T
r i s k M a n a g e M e n t
re t a i l pr o p e r tY M a r k e t o
v e r v i e w
by D T Z DEbE NhA M T iE l E U Ng (sE A ) PT E l T D.
4 N o V E MbE R 2 0 1 4
Effective risk management is a fundamental part of FCT’s
business strategy. Key risks, mitigating measures and
management actions are continually identified, reviewed
and monitored by management as part of FCAM’s enterprise-
wide risk management (erM) framework. Recognising and
managing risks are central to the business and to protecting
unitholders’ interests.
effectiveness. insurances are also in place to mitigate losses
resulting from unforeseen events. bCPs are regularly tested
for their effectiveness.
Human capital risk
FCAM has in place a career planning and development system
and conducts regular remuneration and benefits benchmarking
to attract and retain appropriate talent for the business.
risk Manage Ment FraMework
ERM reporting is facilitated through a web-based Corporate
Risk scorecard system which enables the reporting of risks
and risk status using a common platform in a consistent and
cohesive manner.
liquidity risk
in managing FCT, FCAM adheres closely to the covenants in
the loan agreements and property fund guidelines in the Code
of Collective investment schemes issued by the Monetary
Authority of singapore.
Risks are reported and monitored at the operational level using
a Risk scorecard which captures risks, mitigating measures,
timeline for action items and risk ratings. Where applicable,
Key Risk indicators (kris) are established to monitor risks. For
risks that are material, the mitigating measures and KRis are
presented in the form of a Key Risk Dashboard and reviewed
by the Management and Audit Committee on a regular basis.
Risk tolerance statements setting out the nature and extent
of significant risks which FCAM is willing to take in achieving
its strategic objectives are reviewed annually.
risk upDate
Formal risk reviews take place half yearly and the scorecard
is updated regularly. on a yearly basis, ERM validations are
held where the Management of FCAM provides assurance to
the Audit Committee, that key risks have been identified and
the mitigating measures are adequate, and the system of
risk management is adequate and effective to address risks
which are considered relevant and material to the operations.
FCAM also seeks to benchmark its ERM programme against
industry best practices and standards. in assessing areas for
improvement and how the ERM processes and practices can
be strengthened, reference was made to the best practices
in risk management including those set out in the Code of
Corporate governance 2012 and the Risk governance guidance
for listed boards issued by the Corporate governance Council
in May 2012.
As every staff has a role to play in risk management, ERM
and business continuity plans (bcps) awareness briefings
are conducted for new staff. Refresher sessions are also held
to update staff on relevant developments in the area of ERM
and bCPs, where required.
keY risks in Financial Year 2013/2014
operational risk
FCAM has established and strictly adheres to a set of standard
operating procedures designed to identify, monitor, report and
manage the operational risks associated with the day-to-day
management and maintenance of FCT malls. These procedures
and guidelines are regularly reviewed and benchmarked
against industry best practices to ensure relevance and
in addition, there is close monitoring by FCAM of FCT’s cash
flow position and requirements so as to ensure sufficient
liquidity reserves to finance its operations and meet any
short-term obligations.
investment risk
As FCT grows its investment portfolio via the acquisition of
new properties and other forms of permitted investments,
all investment opportunities are subject to a disciplined and
rigorous appraisal process. All investment proposals are
evaluated based on a comprehensive set of investment criteria
including alignment with FCT’s investment mandate, asset
quality, expected returns, sustainability of asset performance
and future growth potential, and having due regard to market
conditions and outlook.
interest rate risk
interest rate risk is managed by FCAM on an on-going basis
with the primary objective of limiting the extent to which net
interest expense could be affected by adverse movements
in interest rates.
For a major portion of FCT’s outstanding borrowings, FCAM
adopts a policy of hedging the floating-rate loans to fixed-
rates through interest rate swaps.
credit risk
FCAM has established credit limits for tenants and monitors
their debt levels on an ongoing basis. Credit evaluations are
performed before lease agreements are entered into with
tenants. Credit risk is also mitigated by collecting rental
deposits from the tenants. Cash and fixed deposits are placed
with regulated financial institutions.
compliance risk
FCT is subject to relevant laws and regulations including the
listing Manual of the singapore Exchange securities Trading
limited, the Code on Collective investment schemes issued
by the Monetary Authority of singapore and the tax rulings
issued by the inland Revenue Authority of singapore with
regard to the taxation of FCT and its Unitholders. Any changes
to these regulations may affect FCT’s operations and results.
FCAM has in place policies and procedures to facilitate
compliance with applicable laws and regulations. Management
keeps abreast of latest developments in relevant laws and
regulations through training and attending talks and briefings.
36
14_0307 FCT_AR 2014 Editorial_v21FA.indd 36
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r i s k M a n a G e M e n t
r e t a i l P r o P e r t y M a r k e t o v e r v i e w
B Y D T Z D E B E N H A M T I E L E U N G ( S E A ) P T E L T D .
4 N O v E M B E R 2 0 1 4
A N N U A L
R E P O R T
2 0 1 4
1.0 Macro-eco no Mic overv ie w
1.1 GDP Growth and inflation
After growing by 3.9% in 2013, Singapore’s economy expanded
at a more moderate pace. According to the Ministry of Trade and
Industry (MTI), real Gross Domestic Product (GDP) grew by 4.8%
y-o-y in Q1 2014 and 2.4% y-o-y in Q2 2014. Meanwhile, advance
estimates from the MTI saw GDP growth in Q3 2014 at 2.4%.
Overall unemployment remained low at 2.0% as at June 2014,
with job openings continuing to outnumber job seekers. Total
employment also grew by 27,700 in Q2 2014, though this was
slightly lower than the 28,300 increase in Q1 2014.
1.3 key Government Plans and Policies
The following plans highlight the growth opportunities and
prospects for the retail industry:
Growth was supported primarily by the services producing
industries, particularly the finance & insurance and business
services sectors. The wholesale and retail trade sector, a key
demand driver for retail space, also contributed significantly to
economic growth, though its performance was relatively mixed
(3.8% and 1.7% y-o-y growth in Q1 and Q2 2014 respectively).
• Population white Paper 2013 – Singapore’s population is
projected to reach 5.8 to 6.0 million by 2020 and 6.5 to 6.9
million by 2030. The government projects total population
growth rate to be around 1.3% - 1.6% per annum from 2010
to 2020 and 1.1% - 1.4% from 2020 to 2030. These projections
are expected to result in increased demand for retail space.
Headline inflation was moderate, registering a 1.4% increase
in Jan-Sep 2014 from Jan-Sep 2013. This was lower than the
2.4% y-o-y increase in 2013. The y-o-y inflation in Jan-Sep
2014 was largely driven by healthcare (3.3%), food (2.9%) and
education & stationery (2.9%).
1.2 Population and employment
Singapore’s total population was 5.47 million as at June 2014,
reflecting a y-o-y growth of 1.3%, lower than the average annual
growth of 2.6% from 2004 to 2013. Of the total population,
71% (3.87 million) are residents1, while the remaining 29%
(1.60 million) are non-residents.
Figure 1.1 highlights the resident population distribution
in Singapore based on the Urban Redevelopment Authority
(URA)’s planning boundaries. Resident population in the North
East and North Planning Regions saw sizeable y-o-y increases
as at June 2014 due to the completion of new residential
developments including public housing. This underpinned the
demand for retail space in these suburban regions.
Figure 1.1: resident Population in singapore (June 2014)
• Ministry of national Development (MnD) land Use Plan
2013 – Strategies to provide the physical capacity to
sustain a high quality living environment include doubling
the Mass Rapid Transit (MRT) network to about 360km by
2030 through five new MRT lines as well as 40 more new
bus services. This will benefit retail developments that
are close/ have direct connectivity to MRT stations.
• Urban redevelopment authority (Ura) Master Plan
2014 – There was a strong emphasis on decentralisation,
with plans to grow existing and new commercial and
industrial clusters in the suburban areas (Figure 1.2).
Notable strategies include the development of the North
Coast Innovation Corridor, which will see the expansion
of Woodlands Regional Centre into a major commercial
hub as well as the expansion of Changi Business Park.
Figure 1.2: commercial and industrial clusters by 2030
Source: DOS, URA, DTZ Consulting & Research, November 2014
1 Resident population comprises Singapore citizens and permanent
residents.
.
Source: URA, DTZ Consulting & Research, November 2014
Yishun is also expected to be rejuvenated, with upcoming
major future developments such as Northpoint City, an
integrated mixed-use development with an air-conditioned
bus interchange, residences, retail and a community club.
• Budget 2014 – Budget 2014 continued to focus on
productivity growth and innovation as well as managing
foreign workforce growth.
37
14_0307 FCT_AR 2014 Editorial_v21FA.indd 37
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F R A s E R s
C E N T R E P o i N T
T R U s T
r e t a i l p r o p e r t Y M a r k e t o v e r v i e w
re t a i l pr o p e r tY M a r k e t o
v e r v i e w
b y D T Z D E b E N h A M T i E l E U N g ( s E A ) P T E l T D .
4 N o V E M b E R 2 0 1 4
by D T Z DEbE NhA M T iE l E U Ng (sE A ) PT E l T D.
4 N o V E MbE R 2 0 1 4
1.4 Household expenditure and retail sales
According to the household Expenditure survey 2012/13 by the
Department of statistics singapore (Dos), average household
expenditure, a reflection of household retail spending, grew at
4.4% per annum between 2007/08 and 2012/13, higher than
the 2.6% annual growth between 2002/03 and 2007/08. The
increase in household expenditure was partly due to households
consuming better quality and higher-end products and services.
however, household expenditure growth moderated in the
recent quarters, as private consumption expenditure has
been growing at a slower pace, moderating from 3.9% y-o-y
in Q3 2012 to 1.3% y-o-y in Q2 2014.
Following the increase of 0.9% in 2013, nominal retail sales
(excluding motor vehicles) continued to grow by 0.1% y-o-y
in Q1 2014. however, it contracted by 1.1% y-o-y in Q2 2014.
The slower retail sales growth over the recent years can
be partially attributed to more residents spending abroad2,
more affordable international travel and e-retailing. Amid
the strengthening sgD and a decline in Mainland Chinese
visitors since h1 2014, the recent weak tourism performance
also contributed to the contraction in retail sales.
on a positive note, retail sales at department stores,
supermarkets and F&b, which are typically the major trades
for suburban malls, continued to grow by 2.6%, 0.1% and 4.4%
respectively in Q2 2014 (on a y-o-y basis).
1.5 outlook
global economic performance is expected to pick up in 2014,
underpinned by more optimistic economic growth expectations
in the Us and a reduced pace of fiscal consolidation in the
Eurozone. however, some uncertainties in the Us and China
as well as singapore’s labour constraints may pose some
risks to recovery.
Consumer confidence and retail sales in singapore are
expected to be lukewarm in 2014 due to the overall market
uncertainties, with growth in labour-intensive industries
being weighed down by labour constraints. Notwithstanding,
this situation is likely to improve in 2015 as the economy
restructures towards more value-added growth. According
to oxford Economics (oE), nominal retail sales are expected
to return to growth (3.0%) in 2015.
According to the MTi, singapore’s economy is expected to
grow by 2.5% to 3.5% in 2014. going into 2015, oE expects the
economy to perform more positively, with real gDP growing
by 3.5%.
2
This is reflected by 16% of private consumption expenditure (including
non-residents’ expenditure) being accounted by residents’ expenditure
abroad in 2013, compared with the 14% in 2007.
38
2. 0 p rivat e re tai l p ro pe rtY M arket 3
2.1 retail industry trends
growing presence of international retailers – Despite
intensifying competition among retailers locally and
regionally, singapore continues to attract international
retailers. Many international brands (including new-to-market
brands) continue to set up stores in singapore, while those
already in singapore have been expanding not only in the
popular orchard/scotts Road, but in the suburban Areas.
rise in suburban shopping – With the continuous improvement
in quality of shopping experience in suburban shopping
centres, shoppers are spending increasingly more time
at suburban shopping centres. This is likely to continue
as suburban shopping centres continue to attract new-to-
market and international brands.
shoppers are increasingly more discerning – According
to the household Expenditure survey 2012/13, expenditure
patterns among households reflect lifestyles changes and
consumption of higher quality products and services.
More people are dining out – The household Expenditure
survey showed that food serving services accounted for 64%
of the expenditure on food in 2012/13, up from 62% in 2007/08.
Notably, the share of spending in restaurants increased from
27% to 35% over the same period.
increase in non-shop4 retail trades such as F&b – in line
with the lifestyle changes, non-shop retail trades such as
F&b, entertainment and health & fitness have become a
critical component for retail. According to the URA’s Q3 2014
statistics, non-shop trades in the suburban Areas comprise
about 51% of retail space.
rise in technology in marketing and retailing – From grocery
shopping to high-street fashion, shoppers are increasingly
relying on technology for information and purchasing. The
rise of omni-channel retailing increases the pressure for
retailers to be up-to-date in their stock and ensure that the
brick-and-mortar retail experience is comparable or better
than the e-retail experience to attract shoppers.
3
This report focuses on retail space held by the private sector. According
to the URA, the private sector refers to individuals, organisations or
companies registered with the Accounting and Corporate Regulatory
Authority. it includes clan associations and other organisations registered
under the societies Act, Charities Act, Cooperative societies Act, etc.
4 Retail property statistics from the URA from 2004 to 2011 are based on
shop space, which is defined as space used or intended to be used for
any trade where the primary purpose is the sale of goods by retail, for
example, provision shop, take-away food shop, departmental store. space
used for the provision of services, such as tailoring, barber/beauty salon,
photographic and medical services are also included. With effect from Q1
2014, the URA’s coverage of the retail property market was expanded to
include non-shop retail uses i.e., F&b, entertainment and health & fitness
and will be referenced as retail space. This is only applicable for figures
from 2012 onwards.
14_0307 FCT_AR 2014 Editorial_v21FA.indd 38
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r e t a i l p r o p e r t Y M a r k e t o v e r v i e w
r e t a i l p r o p e r t Y M a r k e t o v e r v i e w
b y D T Z D E b E N h A M T i E l E U N g ( s E A ) P T E l T D .
4 N o V E M b E R 2 0 1 4
b y D T Z D E b E N h A M T i E l E U N g ( s E A ) P T E l T D .
4 N o V E M b E R 2 0 1 4
A N N U A l
R E P o R T
2 0 1 4
2.2 existing supply5
Private retail stock in singapore increased by 3.5% y-o-y from
44.3 million sq ft in Q3 2013 to 45.8 million sq ft in Q3 2014.
of the total retail stock, majority (49%, 22.7 million sq ft) was
in the suburban Areas, followed by 34% (15.6 million sq ft)
in the other City Areas and 17% (7.6 million sq ft) in orchard/
scotts Road.
supply since Q3 2013 was largely led by new completions in
the suburban Areas e.g., Westgate (410,000 sq ft6), bedok
Mall (220,000 sq ft) and oneKM (204,000 sq ft).
While there was some new supply from orchard/scotts
Road and other City Areas since 2013, the projects were
smaller in scale compared with the suburban Areas and
mainly from redevelopment/refurbishment projects e.g.,
orchardgateway, one Raffles Place and suntec City Mall.
2.3 potential supply
Ample new supply of private retail space is expected to
complete from Q4 2014 to 2018 (5.2 million sq ft), which is
about 11% of islandwide stock as at Q3 2014.
including the completions in Q1 to Q3 2014, about 2.4 million
sq ft of retail space will complete in year 2014, higher than
the 1.7 million sq ft in 2013 (Figure 2.1). New supply in 2014
is also higher than the 1.1 million sq ft7 annual average over
the past decade.
potential supply in orchard/scotts Road (3%, 138,000 sq ft)
is very limited.
Key pipeline projects till 2015 are highlighted in Table 2.1.
table 2.1: selected retail Developments in the pipeline
DE VE loPM EN T
location
q4 2014
Estimated
NlA (sq ft)
268 orchard Road
orchard/scotts Road
Capitol Piazza
other City Areas
big box
(Warehouse Retail)
suburban Areas
Eastpoint Mall
suburban Areas
The seletar Mall
suburban Areas
Fairprice hub
suburban Areas
Paya lebar square
suburban Areas
Alexandra Central
(strata-titled for sale)
suburban Areas
2015
Figure 2.1: retail new supply (2013 to 2018)
oUE Downtown 1
other City Areas
Million sq ft
2.4
1.7
3.0
2.5
2.0
1.5
1.0
0.5
0.0
1.0
1.1
1.1
0.5
2013
2014F
2015F
2016F
2017F
2018F
Completed
orchard/scotts Road
other City Areas
suburban Areas
other City Areas
Additions &
alterations to Marina
square and shopping
mall extension at
Raffles boulevard
south beach
other City Areas
Waterway Point
suburban Areas
suburban Areas
The Promenade @
Pelikat
(strata-titled for sale)
Additions &
alterations at
Tampines Mall
suburban Areas
27,500
122,000
133,000
400,000
200,000
188,000
130,000
95,000
35,000
155,000
150,000
60,000
370,000
58,000
source: URA, DTZ Consulting & Research, November 2014
source: URA, DTZ Consulting & Research, November 2014
Majority of the pipeline supply from Q4 2014 to 2018 is in
the suburban Areas (76%, 3.9 million sq ft), followed by
22% (1.1 million sq ft) in the other City Areas. Meanwhile,
5 Retail supply, demand and occupancy figures in this report are based
6
on URA’s statistics.
supply and demand figures are in Net lettable Area, unless stated
otherwise.
7 DTZ’s estimate.
Potential supply in the suburban Areas is mainly in growth
areas earmarked by the government e.g., big box at Jurong
lake District, Waterway Point at Punggol and Paya lebar
square at Paya lebar Central. Notably, big box is the
largest project in the pipeline supply from Q4 2014 to 2015
for the suburban Areas. it is developed under the Economic
Development board’s Warehouse Retail scheme introduced
in 2004, which allows industrial land to be used for retail
and warehousing.
39
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F R A s E R s
C E N T R E P o i N T
T R U s T
r e t a i l p r o p e r t Y M a r k e t o v e r v i e w
r e t a i l p r o p e r t Y M a r k e t o v e r v i e w
b y D T Z D E b E N h A M T i E l E U N g ( s E A ) P T E l T D .
4 N o V E M b E R 2 0 1 4
b y D T Z D E b E N h A M T i E l E U N g ( s E A ) P T E l T D .
4 N o V E M b E R 2 0 1 4
The pipeline supply in the suburban Areas from 2015 to 2017
is expected to be moderate, comprising mainly mid-sized
shopping malls e.g., the new EastPoint Mall (200,000 sq ft),
The seletar Mall (188,000 sq ft) and hillion Mall (168,000 sq
ft) which are located at relatively under-served residential
areas. going forward, 2018 will see two major suburban
retail projects, namely Changi Airport’s Project Jewel and
Northpoint City at yishun.
on a positive note, occupancy in the suburban Areas remained
relatively resilient compared with orchard/scotts Road,
declining by 2.2%-points from 94.8% in Q4 2013 to 92.6% in
Q3 2014 (Figure 2.3). This was moderate compared with the
decline in orchard/scotts Road, which fell by 3.4%-points
over the same period. This reflected the strong position of
suburban malls, which benefit from the growing population
catchments in the suburban regions.
Meanwhile, the government released a 3.9 ha commercial
site at Paya lebar Road for sale on the Confirmed list of
the h2 2014 gls Programme, with a potential to generate a
maximum of 40,000 sq m (430,556 sq ft) of retail gross Floor
Area (gFA). This site is expected to facilitate the development
of Paya lebar Central into a commercial node.
2.4 Demand and occupancy
Following the robust demand in 2013 (1.6 million sq ft)
which was driven by the completion of fully- or almost-fully
committed suburban malls e.g., Jem (584,000 sq ft), bedok
Mall (220,000 sq ft) and Westgate (410,000 sq ft), islandwide
retail space demand came under some pressure in Q1
to Q3 2014. on the back of a more challenging operating
environment, some retailers vacated their spaces e.g., Franc
Franc’s closure of its outlets in singapore and PARCo vacating
its space at Millena Walk. As a result, net absorption in Q1
to Q3 2014 was -355,200 sq ft (Figure 2.2).
Figure 2.2: net supply, net absorption and occupancy
sq ft
2,000,000
1,500,000
1,000,000
500,000
0
-500,000
-1,000,000
%
95.5
95.0
94.5
94.0
93.5
93.0
92.5
92.0
91.5
91.0
92.6%
2012
2013 Q1 2014 Q2 2014 Q3 2014
Figure 2.3: retail occupancy
100.0%
98.0%
96.0%
94.0%
92.0%
90.0%
88.0%
shop
retail (shop and non-shop)
92.6%
92.6%
92.2%
2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Q1’14 Q2’14 Q3’14
orchard/scotts Road
suburban Areas
other City Areas
source: URA, DTZ Consulting & Research, November 2014
2.5 rents
Weaker retail sales growth, consumer sentiments and tighter
labour market conditions since 2013, have generally weighed
down on rental growth. Amid the increased availability of
retail space, landlords have become more flexible on rents
by providing various incentives in their rental packages.
Average prime first-storey fixed gross retail rents in
the suburban Areas were relatively resilient, declining
marginally by 0.3% y-o-y to $33.60 per sq ft per month
in Q3 2014, while those in orchard/scotts Road remained
unchanged at $40.05 per sq ft (Figure 2.4). Meanwhile,
rents in the other City Areas fell the most in Q3 2014
(0.3% y-o-y).
Net supply (lhs)
Net Absorption (lhs)
occupancy (Rhs)
Figure 2.4: average prime First-storey retail Fixed
gross rents
source: URA, DTZ Consulting & Research, November 2014
$ per sq ft per month
Net supply8 (1.2 million sq ft) remained positive amid negative
net absorption9 in Q1 to Q3 2014. As a result, islandwide retail
occupancy fell from 95.0% in Q4 2013 to 92.6% in Q3 2014.
8 Net supply is new supply less retail space that is undergoing
refurbishment and/or redevelopment.
9 Net absorption is the change in the total occupied or let floor space
45
40
35
30
25
20
orchard/scotts Road
suburban Areas
other City Areas
40.05
33.60
23.40
2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Q1’14 Q2’14 Q3’14
over a specified period of time, either positive or negative.
source: DTZ Consulting & Research, November 2014
40
14_0307 FCT_AR 2014 Editorial_v21FA.indd 40
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re t a i l pr o p e r tY M a r k e t o
v e r v i e w
r e t a i l p r o p e r t Y M a r k e t o v e r v i e w
by D T Z DEbE NhA M T iE l E U Ng (sE A ) PT E l T D.
4 N o V E MbE R 2 0 1 4
b y D T Z D E b E N h A M T i E l E U N g ( s E A ) P T E l T D .
4 N o V E M b E R 2 0 1 4
A N N U A l
R E P o R T
2 0 1 4
2.6 outlook
Retail rentals in singapore are generally expected to hold up
for the rest of 2014, though overall prospects were impacted
by declining tenant sales at some shopping malls. Retailers
also continue to be cost-conscious as they grapple with the
rising business costs, amid the labour crunch. Meanwhile,
the retail market is expected to improve in 2015, in view that
the economy is expected to perform better as well as the
pipeline supply in the year being more moderate.
Retail rents in the suburban Areas are expected to be
relatively stable in 2015. While majority of the potential
supply is located in the suburban Areas, most of the pipeline
suburban malls have achieved high pre-commitment rates
(from 70% to over 90%), reflecting retailers’ interest in
expanding their presence in the suburban regions. This is
expected to help support rentals.
bolstered by their substantial primary catchments, many
suburban malls are popular among retailers seeking to
expand their presence into the suburban regions. For
example, some high-profile brands such as Coach and
swedish fashion brand Cos have already established their
presence in suburban malls.
suburban retail spaces, which are in close proximity or
integrated with transport nodes such as Northpoint and
Causeway Point, are expected to remain at the forefront of
the market. such developments are also likely to experience
stronger rental growth prospects.
l imitin g c on d itio ns
Where it is stated in the report that information has been supplied
to us in the preparation of this report by the sources listed, this
information is believed to be reliable and we will accept no
responsibility if this should be otherwise. All other information
stated without being attributed directly to another party is obtained
from our searches of records, examination of documents or
enquiries with relevant government authorities.
The forward statements in this report are based on our expectations
and forecasts for the future. These statements should be regarded
as our assessment of the future, based on certain assumptions on
variables which are subject to changing conditions. Changes in any
of these variables may significantly affect our forecasts.
Utmost care and due diligence has been taken in the preparation
of this report. We believe that the contents are accurate and our
professional opinion and advice are based on prevailing market
conditions as at the date of the report. As market conditions do
change, we reserve the right to update our opinion and forecasts
based on the latest market conditions.
DTZ gives no assurance that the forecasts and forward statements
in this report will be achieved and undue reliance should not be
placed on them.
DTZ Debenham Tie leung (sEA) Pte ltd or persons involved in the
preparation of this report disclaims all responsibility and will accept
no liability to any other party. Neither the whole nor any part, nor
reference thereto may be published in any document, statement or
circular, nor in any communications with third parties, without our
prior written consent of the form or context in which it will appear.
14_0307 FCT_AR 2014 Editorial_v21FA.indd 41
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41
14_0307 FCT_AR 2014 Editorial_v21FA.indd 42
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M a l l
p r o F i l e s
4 4
P o R T F o l i o
o V E R V i E W
4 6
C A U s E W A y
P o i N T
4 8
N o R T h P o i N T
5 0
C h A N g i C i T y
P o i N T
5 2
b E D o K P o i N T
5 4
y E W T E E P o i N T
5 6
A N C h o R P o i N T
5 8
h E K T A R R E i T
14_0307 FCT_AR 2014 Editorial_v21FA.indd 43
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F R A s E R s
C E N T R E P o i N T
T R U s T
F c t p o r t F o l i o s u M M a r Y
A s A T 3 0 s E P 2 0 1 4
F c t po r tF
o l i o suM Ma rY
As A T 3 0 s E P 2 0 1 4
causewaY point
net lettable area1
416,581 square feet
number of leases
227
title
99 years leasehold
commencing 30/10/95
(80 years remaining)
appraised value
$1,058 million
as % of portfolio
44.1%
gross revenue
($’000)
$78,233
net property income
($’000)
$56,481
occupancy rate
99.8%
key tenants by
gross rental income
Metro, Courts, Cold storage,
Cathay Cineplexes, Food
Republic, Uniqlo
annual shopper traffic
22.4 million
connectivity
Woodlands MRT station
& bus interchange
nortHpoint
net lettable area1
235,850 square feet
number of leases
174
title
99 years leasehold
commencing 1/4/90
(75 years remaining)
appraised value
$655 million
as % of portfolio
27.3%
gross revenue
($’000)
$49,491
net property income
($’000)
$35,979
occupancy rate
99.4%
key tenants by
gross rental income
Kopitiam, harvey Norman,
Cold storage, Popular
bookstore, oCbC bank
cHangi citY point
net lettable area1
207,239 square feet
number of leases
135
title
60 years leasehold
commencing 30/4/09
(55 years remaining)
appraised value
$306 million
as % of portfolio
12.7%
gross revenue
($’000)
$7,8242
net property income
($’000)
$5,1632
occupancy rate
97.9%
key tenants by
gross rental income
Cold storage, gain City,
Nike and Challenger
annual shopper traffic
40.3 million
annual shopper traffic
2.693 million
connectivity
yishun MRT station
& bus interchange
connectivity
Expo MRT station
1 Net lettable area as stated in valuation reports dated 30 september 2014 for the respective assets.
2
3
For the period 16 June 2014 to 30 september 2014.
shopper traffic was for 3 months period between July and september 2014. Changi City Point was acquired on 16 June 2014.
44
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F c t po r tF
o l i o suM Ma rY
As A T 3 0 s E P 2 0 1 4
F c t p o r t F o l i o s u M M a r Y
A s A T 3 0 s E P 2 0 1 4
beDok point
net lettable area1
82,713 square feet
number of leases
53
title
99 years leasehold
commencing 15/3/78
(62 years remaining)
appraised value
$120 million
as % of portfolio
5.0%
gross revenue
($’000)
$10,805
net property income
($’000)
$6,232
occupancy rate
98.2%
key tenants by
gross rental income
harvey Norman, K box,
sushi-Tei, Mind stretcher,
ssiksin Korea bbQ
annual shopper traffic
5.3 million
connectivity
bedok MRT station
& bus interchange
Yewtee point
net lettable area1
73,670 square feet
number of leases
76
title
99 years leasehold
commencing 3/1/06
(90 years remaining)
appraised value
$168 million
as % of portfolio
7.0%
gross revenue
($’000)
$13,738
net property income
($’000)
$9,564
occupancy rate
96.6%
key tenants by
gross rental income
NTUC FairPrice, Koufu,
Watson’s, Challenger, Xin
Wang hong Kong Cafe, West
Co’z Cafe
annual shopper traffic
11.7 million
connectivity
yewTee MRT station
& bus stop
ancHorpoint
net lettable area1
70,989 square feet
number of leases
62
title
Freehold
appraised value
$93 million
as % of portfolio
3.9%
gross revenue
($’000)
$8,663
net property income
($’000)
$4,677
occupancy rate
97.8%
key tenants by
gross rental income
Cold storage, gyu-Kaku,
Koufu,
Xin Wang hong Kong cafe
annual shopper traffic
3.8 million
connectivity
Near Queenstown MRT
station & bus stop
A N N U A l
R E P o R T
2 0 1 4
45
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F R A s E R s
C E N T R E P o i N T
T R U s T
cau s ewaY point
M a l l p r o F i l e
M a l l pr oFi l e
M all p roF il e
Causeway Point is the largest mall
in Woodlands, one of singapore’s
most populous residential estates.
it is conveniently located next to the
Woodlands regional bus interchange
and the Woodlands MRT station,
which serves as an interchange
station for the existing North-south
line and the new Thomson line in
the future.
With more than 200 stores and
food outlets spread over seven
retail levels (including basement
level), Causeway Point offers its
shoppers a one-stop shopping
a n d d i n i n g d e s t i n a t i o n . T h e
mall recorded gross revenue of
$78.2 million in Fy2014, up 4.1 %
from $75.1 million for the same
period a year ago.
Causeway Point has won the
prestigious Platinum Award in the
bCA’s greenMark program for its
host of environmental-friendly
features that reduces its energy
consumption and carbon footprint.
The mall has also received multiple
accolades in 2014 including: safety
& security Watch group (individual)
2014 from the Jurong Police Division
and sCDF, and the Excellent service
Award 2014 – gold Award.
property Description
Description
address
net lettable area
car park lots
title
Year acquired by Fct
Market valuation
annual shopper traffic
senior centre Manager:
assistant centre Manager:
building Manager:
key tenants
seven retail levels (including one basement
level) and seven car park levels (b2, b3 and 2nd
- 6th levels)
1 Woodlands square singapore 738099
416,581 sq ft1
843
99 years leasehold w.e.f 30 oct 1995
2006
$1,058 million as at 30 sep 2014
22.4 million (oct 2013 – sep 2014)
Ms Molly lim
Ms June Tan
Mr Fong yew Kay
Metro, Courts, Cold storage, Cathay
Cineplexes, Food Republic, Uniqlo
1
As indicated in the valuation report for Causeway Point, dated 30 september 2014, by Knight
Frank Pte. ltd.
M all performance Highlights
Financial year ended 30 s eptember
Fy2014
Fy2013
gross Revenue ($’000)
Property Expenses ($’000)
Net Property income ($’000)
occupancy
shopper Traffic (million)
46
78,233
21,752
56,481
99.8%
22.4
75,128
20,595
54,533
99.5%
23.4
increase/
(Decrease)
4.1%
5.6%
3.6%
0.3%-point
(4.3)%
14_0307 FCT_AR 2014 Editorial_v21FA.indd 46
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M a l l p r o F i l e
M a l l p r o F i l e
A N N U A l
R E P o R T
2 0 1 4
top tenants
As at 30 september 2014, Causeway Point has a total of 227 leases, excluding vacancy. The key tenants include Metro,
Courts, Cold storage supermarket, Food Republic and Cathay Cineplexes. The top ten tenants contributed collectively,
32.8% (Fy2013: 32.4%) of the mall’s total gross Rental income (gri).
Top 10 Tenants (by gRi) at Causew ay Poi nt a s a t 30 se p te mb e r 2 0 14
As % of mall’s gRi
Metro (Private) limited(a)
Courts (singapore) limited
Cold storage singapore (1983) Pte ltd(b)
Food Republic Pte ltd
Cathay Cineplexes Pte ltd
Uniqlo (singapore) Pte ltd
McDonald's Restaurants Pte ltd
Aspial Corporation ltd(c)
bagus Management Pte ltd
Esprit Retail Pte ltd
total
7.2%
6.1%
5.0%
3.9%
2.3%
2.2%
1.7%
1.5%
1.5%
1.4%
32.8%
(a)
includes leases for Metro departmental store and Clinique service Centre
(b) includes leases for Cold storage, guardian Pharmacy and 7-Eleven stores
include leases for lee hwa Jewellery, CiTigEMs and goldheart Jewellery
(c)
tenancy Mix
in terms of trade sectors, Food & Restaurants remained the top gRi contributor to the mall at 28.6%, (Fy2013: 28.8%),
followed by Fashion at 25.4% (Fy2013: 25.7%). The detailed breakdown of the trade mix by NlA and by gRi is presented
in charts below.
trade Mix by net lettable area (nla )
as percentage of Fct’s total nla
as at 30 septe mber 2014
tra d e sec tor’s gross ren ta l i n come (g ri )
a s percen ta ge of Fct’s tota l g ri
a s a t 30 septem be r 201 4
trade classifications
Food & Restaurants
Fashion
Department store
household
leisure/Entertainment
supermarket
books, Music, Art & Craft, hobbies
services/Education
beauty, hair, Cosmetics, Personal Care
healthcare
sports Apparels & Equipment
Vacant
total
23.4%
18.1%
14.4%
11.7%
9.2%
5.7%
4.5%
4.5%
4.2%
2.2%
1.9%
0.2%
100.0%
trade classifications
Food & Restaurants
Fashion
household
Department store
beauty, hair, Cosmetics, Personal Care
services/Education
healthcare
books, Music, Art & Craft, hobbies
supermarket
leisure/Entertainment
sports Apparels & Equipment
total
28.6%
25.4%
10.1%
7.1%
6.5%
6.2%
3.8%
3.6%
3.2%
2.9%
2.6%
100.0%
47
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F R A s E R s
C E N T R E P o i N T
T R U s T
n or tHpoint
M a l l p r o F i l e
M a l l pr oFi l e
M all p roF il e
Northpoint, opened in 1992, is
singapore’s pioneer suburban
retail mall. The mall is located in
the central of the populous yishun
estate.
The mall offers six retail levels of
shopping (including two basement
levels). it is connected to the yishun
bus interchange and is also linked to
the yishun MRT station via a direct
underground pedestrian underpass.
Northpoint consistently attracts
high shopper traffic flow from the
surrounding residential estate and
schools. shopper traffic in Fy2014
was 40.3 million or an average of
3.4 million per month, one of the
highest among suburban malls in
singapore.
Key tenants at Northpoint include
Cold storage, harvey Norman,
Kopitiam and Popular bookstore.
The mall also features a community
library and a 5,400 square feet
rooftop wet and dry children’s
playground.
Northpoint received the singapore
service Class Award (2012 - 2015)
awarded by spring singapore and
the Excellent service Award 2014 –
silver Award in 2014.
property Description
Description
address
net lettable area
car park lots
title
Year acquired by Fct
Market valuation
annual shopper traffic
centre Manager:
key tenants
six retail levels (including two basement levels)
and three levels of car park (b1 - b3)
930 yishun Avenue 2, Northpoint
singapore 769098
235,850 sq ft1
236
99 years leasehold w.e.f 1 Apr 1990
2006 (Northpoint 1), 2010 (Northpoint 2)
$655 million as at 30 sep 2014
40.3 million (oct 2013 – sep 2014)
Ms Cynthia Ng
Kopitiam, harvey Norman, Cold storage,
Popular bookstore, oCbC bank
1
As indicated in the valuation report for Northpoint, dated 30 september 2014, by Jones lang
lasalle Property Consultants Pte. ltd.
Mall performance Highlights
Fina ncial year ended 30 september
Fy2014
Fy2013
gross Revenue ($’000)
Property Expenses ($’000)
Net Property income ($’000)
occupancy
shopper Traffic (million)
48
49,491
13,512
35,979
99.4%
40.3
48,804
13,461
35,343
99.3%
41.7
increase/
(Decrease)
1.4%
0.4%
1.8%
0.1%-point
(3.3)%
14_0307 FCT_AR 2014 Editorial_v21FA.indd 48
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M a l l p r o F i l e
M a l l p r o F i l e
A N N U A l
R E P o R T
2 0 1 4
top tenants
As at 30 september 2014, Northpoint has a total of 174 leases, excluding vacancy. The key tenants include Kopitiam,
harvey Norman, Cold storage, Popular bookstore and oCbC bank. The top ten tenants contributed collectively, 29.7%
(Fy2013: 29.7%) of the mall’s total gross Rental income (gri).
Top 10 Tenants (by gRi) at North poi nt as a t 3 0 se p te mb e r 2 01 4
As % of mall’s gRi
Copitiam Pte ltd(a)
Cold storage singapore (1983) Pte ltd(b)
Aspial Corporation ltd(c)
Pertama Merchandising Pte ltd(d)
United overseas bank ltd
overseas-Chinese banking Corporation ltd
Popular book Company Pte ltd
suki sushi Pte ltd
Malayan banking berhad
g2000 Apparel (s) Pte ltd
total
6.6%
5.9%
2.5%
2.5%
2.4%
2.3%
2.0%
1.9%
1.9%
1.7%
29.7%
(a) operates the Kopitiam food court at Northpoint
(b)
includes leases for Cold storage, guardian Pharmacy and 7-Eleven stores
(c) include leases for CiTigEMs, goldheart Jewellery and Maxi-Cash
(d) operates the harvey Norman store at Northpoint
tenancy Mix
in terms of trade sectors, Food & Restaurants was the top gRi contributor to the mall at 31.9%, (Fy2013: 31.7%), followed by
Fashion at 27.4% (Fy2013: 27.7%). The detailed breakdown of the trade mix by NlA and by gRi is presented in charts below.
trade Mix by net lettable area (nla )
as percentage of Fct’s total nla
as at 30 septe mber 2014
tra d e sec tor’s gross ren ta l in come (g ri )
a s percen ta ge of Fct’s tota l g ri
a s a t 30 septem be r 201 4
trade classifications
Food & Restaurants
services/Education
Fashion
supermarket
books, Music, Art & Craft, hobbies
household
beauty, hair, Cosmetics, Personal Care
leisure/Entertainment
healthcare
sports Apparels & Equipment
Vacant
total
28.1%
17.4%
16.1%
8.8%
6.6%
6.2%
5.7%
4.5%
3.5%
2.5%
0.6%
100.0%
trade classifications
Food & Restaurants
Fashion
services/Education
beauty, hair, Cosmetics, Personal Care
healthcare
household
books, Music, Art & Craft, hobbies
supermarket
sports Apparels & Equipment
leisure/Entertainment
total
31.9%
27.4%
12.3%
7.1%
5.0%
4.9%
4.0%
2.9%
2.5%
1.9%
100.0%
49
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F R A s E R s
C E N T R E P o i N T
T R U s T
cHan g i citY point
M a l l p r o F i l e
M a l l pr oFi l e
M all p roF il e
Changi City Point is a three-storey
retail mall (with one basement)
located in Changi business Park,
next to the singapore Expo MRT
station and near singapore’s largest
convention and exhibition venue,
The singapore Expo.
Frasers Centrepoint Trust acquired
Changi City Point for $305 million on
16 June 2014. The mall is the third
largest by net lettable area among
Frasers Centrepoint Trust’s portfolio
of six retail malls.
The mall offers diverse shopping
and dining experience especially for
the working population in Changi
business Park; residents in nearby
precincts such as Tampines, bedok
and simei; and the visitors to the
singapore Expo. The key tenants
at the mall are Cold storage
supermarket, gain City, Challenger;
restaurants including Tung lok
signatures, Table Manners; and
many outlet stores such as Nike,
Adidas and hush Puppies. Families
can also enjoy the landscaped
rooftop garden that also features
a wet and dry children’s playground.
Changi City Point was awarded
the 2014 Arts supporter Award by
the National Arts Council and the
Excellent service Award 2014 – gold
Award in 2014.
property Description
Description
address
net lettable area
car park lots
title
Year acquired by Fct
Market valuation
annual shopper traffic
senior centre Manager:
assistant centre Manager:
building Manager:
key tenants
Three retail levels (including one basement level)
5 Changi business Park Central 1,
Changi City Point, singapore 486038
207,239 sq ft1
6272
60 years leasehold w.e.f 30 Apr 2009
2014
$306 million as at 30 sep 2014
23.2 million (Jul 2014 – sep 2014)3
Ms Emily Fong
Ms Nicole ho
Mr siow Chen Fatt
Cold storage, gain City, Nike and Challenger
1
As indicated in the valuation report for Changi City Point, dated 30 september 2014, by Knight
Frank Pte. ltd.
2 The car park lots are shared between Changi City Point, Capri by Fraser and oNE@Changi City.
3 The acquisition of Changi City Point was completed on 16 June 2014.
Mall performance Highlights
Fo r period: 16 June 2014 to 30 september 20 1 4*
gross Revenue ($’000)
Property Expenses ($’000)
Net Property income ($’000)
occupancy
shopper Traffic (million) for 3-month period between 1 July and 30 september 2014
The acquisition of Changi City Point was completed on 16 June 2014.
*
50
Fy2014
7,824
2,661
5,163
97.9%
2.69
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M a l l p r o F i l e
M a l l p r o F i l e
A N N U A l
R E P o R T
2 0 1 4
top tenants
As at 30 september 2014, Changi City Point has a total of 135 leases, excluding vacancy. The key tenants include Koufu,
Cold storage supermarket, gain City and Nike. The top ten tenants contributed collectively, 33.1% of the mall’s total
gross Rental income (gri).
Top 10 Tenants (by gRi) at Chan gi City Poi nt a s a t 3 0 s e p te mb e r 2 01 4
As % of mall’s gRi
Koufu Pte ltd
Cold storage singapore (1983) Pte ltd(a)
gain City best-Electric Pte ltd
Copitiam Pte ltd(b)
NiKE singapore Pte ltd
D & N singapore Pte ltd(c)
Tung lok Millennium Pte ltd
Redina Trading Pte ltd (hush Puppies outlet)
Challenger Technologies limited
RE & s Enterprise Pte ltd (ichiban sushi)
total
includes the leases for Cold storage, guardian Pharmacy and 7-Eleven store
(a)
(b) operator of the bagus food court at Changi City Point
(c) includes the leases for spaghetti goemon and The Asian Kitchen
7.9%
7.0%
4.4%
3.4%
1.9%
1.9%
1.7%
1.7%
1.7%
1.5%
33.1%
tenancy Mix
in terms of trade sectors, Food & Restaurants was the top gRi contributor to the mall at 44.1%, followed by Fashion
at 19.7%. The detailed breakdown of the trade mix by NlA and by gRi is presented in charts below.
trade Mix by net lettable area (nla )
as percentage of Fct’s total nla
as at 30 septe mber 2014
tra d e s ec tor’s gross ren ta l in come (g ri) as
percen ta ge of Fct’s tota l g ri
a s a t 30 septem be r 201 4
trade classifications
Food & Restaurants
Fashion
household
sports Apparels & Equipment
supermarket
services/Education
healthcare
beauty, hair, Cosmetics, Personal Care
Vacant
Department store
books, Music, Art & Craft, hobbies
leisure/Entertainment
total
40.4%
17.9%
8.9%
8.8%
7.4%
5.8%
3.7%
2.1%
2.1%
1.1%
1.0%
0.8%
100.0%
trade classifications
Food & Restaurants
Fashion
household
sports Apparels & Equipment
services/Education
supermarket
healthcare
beauty, hair, Cosmetics, Personal Care
books, Music, Art & Craft, hobbies
Department store
leisure/Entertainment
total
44.1%
19.7%
8.5%
6.2%
5.6%
5.4%
4.4%
3.3%
1.1%
1.0%
0.7%
100.0%
51
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F R A s E R s
C E N T R E P o i N T
T R U s T
be Dok point
M a l l p r o F i l e
M a l l pr oFi l e
M all p roF il e
bedok Point has five retail levels
(including one basement level) and
one basement car park. The mall
is located in the town centre of
bedok, which is one of the largest
residential estates in singapore by
population. The mall is well-served
by the nearby bedok MRT station
and the bedok bus interchange.
The mall offers an exciting array
o f re sta u ra n t s , fo o d o u t le t s ,
entertainment, retail and service
offerings, schools and enrichment
centres that makes it an attractive
destination for families, students and
PMEbs (Professionals, Managers,
Executives and businessmen)
around the precinct. The shops
and outlets at bedok Point include
anchor tenants harvey Norman
and K box, Challenger, sushi Tei,
ssiksin Korea bbQ, Mind stretcher,
The learning lab and Paradise
inn, among others. Total shopper
traffic to the mall in Fy2014 was
5.3 million.
bedok Point was awarded the bCA
green Mark gold Award in 2014.
property Description
Description
address
net lettable area
car park lots
title
Year acquired by Fct
Market valuation
annual shopper traffic
centre Manager:
senior building executive:
key tenants
Five retail levels (including one basement level)
and one basement car park
799 New Upper Changi Road singapore 467351
82,713 sq ft1
76
99 years leasehold w.e.f 15 Mar 1978
2011
$120 million as at 30 sep 2014
5.3 million (oct 2013 – sep 2014)
Ms Angela Wu Zhuo hui
Mr Woo Mun hoa
harvey Norman, K box, sushi Tei,
Mind stretcher, ssiksin Korea bbQ
1
As indicated in the valuation report for bedok Point, dated 30 september 2014, by Jones lang
lasalle Consultants Pte. ltd.
Mall performance Highlights
Fina ncial year ended 30 september
Fy2014
Fy2013
gross Revenue ($’000)
Property Expenses ($’000)
Net Property income ($’000)
occupancy
shopper Traffic (million)
52
10,805
4,573
6,232
98.2%
5.3
12,242
4,877
7,365
96.7%
6.6
increase/
(Decrease)
(11.7)%
(6.2)%
(15.4)%
1.5%-point
(19.7)%
14_0307 FCT_AR 2014 Editorial_v21FA.indd 52
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M a l l p r o F i l e
M a l l p r o F i l e
A N N U A l
R E P o R T
2 0 1 4
top tenants
As at 30 september 2014, bedok Point has a total of 52 leases, excluding vacancy. The key tenants include Pertama Merchandising
(operator of harvey Norman), Paradise group, K box Karaoke, sushi Tei, Korea buffet (operator of ssiksin) and Mind stretcher.
The top 10 tenants contributed collectively, 48.7% (Fy2013: 36.5%) of the mall’s total gross Rental income (gri).
Top 10 Tenants (by gRi) at bedok Poin t as a t 3 0 s e p te mb e r 2 0 14
As % of mall’s gRi
Pertama Merchandising Pte ltd
Paradise group holdings Pte ltd(a)
K box (bedok Central) Pte ltd
sushi-Tei Pte ltd
Korea buffet Pte ltd (ssiksin)
louisiana QsR Pte ltd
Mind stretcher learning Centre ltd
Pastamatrix international Pte ltd (Pastamania)
starbucks Coffee singapore Pte ltd
Creative Eateries Pte ltd
total
(a)
includes leases for Kung Fu Paradise and Paradise inn
8.2%
8.1%
7.0%
5.0%
4.3%
3.4%
3.3%
3.2%
3.1%
3.1%
48.7%
tenancy Mix
in terms of trade sectors, Food & Restaurants was the top gRi contributor to the mall at 46.2%, (Fy2013: 46.4%),
followed by household at 13.1% (Fy2013: 4.6%). The detailed breakdown of the trade mix by NlA and by gRi is presented
in charts below.
trade Mix by net lettable area (nla )
as percentage of Fct’s total nla
as at 30 septe mber 2014
tra d e sec tor’s gross ren ta l i n come (g ri )
a s percen ta ge of Fct’s tota l g ri
a s a t 30 septem be r 201 4
trade classifications
Food & Restaurants
household
services/Education
leisure/Entertainment
beauty, hair, Cosmetics, Personal Care
sports Apparels & Equipment
Fashion
books, Music, Art & Craft, hobbies
Vacant
total
36.8%
20.6%
15.2%
9.3%
9.2%
2.7%
2.6%
1.8%
1.8%
100.0%
trade classifications
Food & Restaurants
household
beauty, hair, Cosmetics, Personal Care
services/Education
leisure/Entertainment
Fashion
books, Music, Art & Craft, hobbies
sports Apparels & Equipment
total
46.2%
13.1%
13.0%
12.0%
7.0%
4.7%
2.0%
2.0%
100.0%
53
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F R A s E R s
C E N T R E P o i N T
T R U s T
Yew t ee point
M a l l p r o F i l e
M a l l pr oFi l e
M all p roF il e
yewTee Point has two retail levels
(including one basement level). The
mall is located in yew Tee, a housing
estate within a major residential
precinct Choa Chu Kang, north-west
of singapore. yewTee Point is served
by the adjacent yew Tee MRT station
and public bus services.
yewTee Point’s key tenants include
NTUC FairPrice, Koufu Food Court,
Watson’s, Challenger, Xin Wang
hong Kong Café and West Co’z Café,
among others. it draws shoppers
from the private apartments located
above the mall (yewTee Residence),
the yewTee housing estate, schools,
military camp and the nearby
industrial estate. Total shopper
traffic to the mall in Fy2014 was
11.7 million.
yewTee Point was awarded the
singapore service Class Award
(2012 - 2015) by spring singapore
and the Excellent service Award
2014 – silver Award in 2014.
p roperty Description
Description
address
net lettable area
car park lots
title
Year acquired by Fct
Market valuation
annual shopper traffic
centre Manager:
senior building executive:
key tenants
Two retail levels (including one basement level)
and one basement car park
21 Choa Chu Kang North 6 singapore 689578
73,670 sq ft1
83*
99 years leasehold w.e.f 3 Jan 2006
2010
$168.0 million as at 30 sep 2014
11.7 million (oct 2013 – sep 2014)
Ms Jazmine lim
Mr Patrick loh
NTUC FairPrice, Koufu, Watson’s, Challenger,
Xin Wang hong Kong Cafe, West Co’z Cafe
* Part of limited common property for the exclusive benefit of yewTee Point.
1 As indicated in the valuation report for yewTee Point, dated 30 september 2014, by Colliers
international Consultancy & Valuation (singapore) Pte. ltd.
Mall performance Highlight s
Fina ncial year ended 30 september
Fy2014
Fy2013
gross Revenue ($’000)
Property Expenses ($’000)
Net Property income ($’000)
occupancy
shopper Traffic (million)
54
13,738
4,174
9,564
96.6%
11.7
13,156
3,485
9,671
92.7%
11.8
increase/
(Decrease)
4.4%
19.8%
(1.1)%
3.9%-point
(0.8)%
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M a l l p r o F i l e
M a l l p r o F i l e
A N N U A l
R E P o R T
2 0 1 4
top tenants
As at 30 september 2014, yewTee Point has a total of 76 leases, excluding vacancy. The key tenants include NTUC FairPrice,
Koufu (operator of food court), Watson’s, among others. The top 10 tenants contributed collectively, 49.7% (Fy2013: 51.1%)
of the mall’s total gross Rental income (gri).
Top 10 Tenants (by gRi) at yewTee Poi nt a s a t 30 s e p te mb e r 2 0 14
As % of mall’s gRi
NTUC FairPrice Co-operative ltd(a)
Koufu Pte ltd
Kentucky Fried Chicken Management Pte ltd
Watson’s Personal Care stores Pte ltd
shakura Pigmentation Pte ltd
West Co’z Cafe Pte ltd
oldTown singapore Pte ltd
XWs Pte ltd (Xin Wang hK Café)
Pastamatrix international Pte ltd (Pastamania)
breadTalk Pte ltd (Toastbox)
total
(a)
includes leases for NTUC FairPrice and NTUC healthcare (Unity)
19.4%
10.0%
3.6%
3.6%
2.6%
2.2%
2.2%
2.1%
2.0%
2.0%
49.7%
tenancy Mix
in terms of trade sectors, Food & Restaurants was the top gRi contributor to the mall at 37.7%, (Fy2013: 34.1%), followed
by supermarket at 17.9% (Fy2013: 18.5%). The detailed breakdown of the trade mix by NlA and by gRi is presented in
charts below.
trade Mix by net lettab le area (nla)
as percentage of Fct’s total nla
as at 30 s eptember 2014
tra d e sec tor’s g ross ren ta l i n come (g ri)
a s percen ta ge of Fct’s tota l g ri
a s a t 30 septem be r 201 4
trade classifications
Food & Restaurants
supermarket
beauty, hair, Cosmetics, Personal Care
services/Education
Fashion
healthcare
Vacant
household
books, Music, Art & Craft, hobbies
sports Apparels & Equipment
total
36.7%
23.5%
12.7%
7.7%
5.9%
4.9%
3.4%
2.5%
2.2%
0.5%
100.0%
trade classifications
Food & Restaurants
supermarket
beauty, hair, Cosmetics, Personal Care
services/Education
Fashion
healthcare
household
books, Music, Art & Craft, hobbies
sports Apparels & Equipment
total
37.7%
17.9%
15.3%
7.9%
7.7%
6.9%
3.0%
3.0%
0.6%
100.0%
55
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F R A s E R s
C E N T R E P o i N T
T R U s T
a n cHor point
M a l l p r o F i l e
M a l l pr oFi l e
M all p roF il e
Anchorpoint has two retail levels
(including one basement level) and
an adjacent a 2-storey restaurant
building. The mall is located along
Alexandra Road, opposite to the
popular large home furnishing
store iKEA. Anchorpoint is well-
served by public bus services as well
as scheduled shuttle bus service
between the mall and the nearby
offices in the Alexandra area.
Anchorpoint offers an exciting range
of eateries and restaurants, retail
shopping and boutique outlets.
The stores and restaurants at
Anchorpoint include Cold storage,
Koufu (food court), Japanese bbQ
restaurant gyu-Kaku as well as
reputable retailers such as Charles
& Keith and Cotton on, among
others. Total shopper traffic to the
mall in Fy2014 was 3.8 million.
Anchorpoint was awarded the
singapore service Class Award
(2012 - 2015) by spring singapore.
property Description
Description
address
net lettable area
car park lots
title
Year acquired by Fct
Market valuation
annual shopper traffic
centre Manager:
senior building executive:
key tenants
Two retail levels (including one basement
level) and an adjacent a two-storey restaurant
building
368 and 370 Alexandra Road
singapore 159952/159953
70,989 sq ft1
128*
Freehold
2006
$93.0 million as at 30 sep 2014
3.8 million (oct 2013 – sep 2014)
Mr Raymond Chan Kin
Mr Abdul Rahman bin Anwar
Cold storage, gyu-Kaku, Koufu,
Xin Wang hong Kong Cafe
*
1
located at Anchorpoint but are part of a common property of strata sub-divided mixed-use
development, which comprises Anchorpoint and The Anchorage (a condominium), managed
by the MCsT Title plan No.2304.
As indicated in the valuation report for Anchorpoint, dated 30 september 2014, by Colliers
international Consultancy & Valuation (singapore) Pte ltd.
Mall performance Highlights
Fina ncial year ended 30 september
Fy2014
Fy2013
gross Revenue ($’000)
Property Expenses ($’000)
Net Property income ($’000)
occupancy
shopper Traffic (million)
56
8,663
3,986
4,677
97.8%
3.8
8,629
3,951
4,678
96.9%
4.0
increase/
(Decrease)
0.4%
0.9%
0.0%
0.9%-point
(5.0)%
14_0307 FCT_AR 2014 Editorial_v21FA.indd 56
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M a l l p r o F i l e
M a l l p r o F i l e
A N N U A l
R E P o R T
2 0 1 4
top tenants
As at 30 september 2014, Anchorpoint has a total of 62 leases, excluding vacancy. The key tenants include Cold storage
supermarket, Koufu (operator of food court), gyu-Kaku Japanese bbQ restaurant, Watson’s, among others. The top 10
tenants contributed collectively, 48.5% (Fy2013: 47.2%) of the mall’s total gross Rental income (gri).
Top 10 Tenants (by gRi) at Anchor point as a t 3 0 se p te mb e r 2 0 14
As % of mall’s gRi
Cold storage (1983) singapore Pte ltd(a)
Koufu Pte ltd
Royal Culinary Pte ltd (gyu-Kaku)
XWs Pte ltd (Xin Wang hong Kong Café)
Cotton on singapore Pte ltd
sarika Connoisseur Cafe Pte ltd (TCC)
sakuraya Foods Pte ltd
g2000 Apparel (s) Pte ltd
JP Food service Pte ltd (Jack’s Place)
Watson's Personal Care stores Pte ltd
total
10.1%
6.6%
4.6%
4.3%
4.2%
4.1%
4.0%
3.7%
3.6%
3.3%
48.5%
(a)
includes leases for Cold storage supermarket, guardian Pharmacy and 7-Eleven store.
tenancy Mix
in terms of trade sectors, Food & Restaurants was the top gRi contributor to the mall at 41.1%, (Fy2013: 42.1%),
followed by Fashion at 20.5% (Fy2013: 18.9%). The detailed breakdown of the trade mix by NlA and by gRi is presented
in charts below.
trade Mix by net lettable area (nla )
as percentage of Fct’s total nla
as at 30 septe mber 2014
tra d e sec tor’s gross ren ta l i n come (g ri )
a s percen ta ge of Fct’s tota l g ri
a s a t 30 septem be r 201 4
trade classifications
Food & Restaurants
Fashion
supermarket
beauty, hair, Cosmetics, Personal Care
household
services/Education
books, Music, Art & Craft, hobbies
Vacant
healthcare
total
39.7%
16.9%
15.2%
8.6%
6.9%
6.0%
2.5%
2.2%
2.0%
100.0%
trade classifications
Food & Restaurants
Fashion
beauty, hair, Cosmetics, Personal Care
supermarket
household
services/Education
books, Music, Art & Craft, hobbies
healthcare
total
41.1%
20.5%
10.2%
9.2%
6.9%
5.9%
3.7%
2.5%
100.0%
57
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F R A s E R s
C E N T R E P o i N T
T R U s T
M a l l p r o F i l e
M a l l pr oFi l e
He k ta r r eal estate i nvestMent tru st
i nvestment in Hektar reit
As at 30 september 2014, FCT holds 31.17% of the units
in hektar Real Estate investment Trust (H-reit). h-REiT,
an associate of FCT, is a retail-focused REiT in Malaysia
listed on the Main Market of bursa Malaysia securities
berhad. its property portfolio comprises subang Parade
in selangor; Mahkota Parade in Melaka; Wetex Parade &
Classic hotel in Muar, Johor; Central square in sungai
Petani and landmark Central in Kulim, both located in
Kedah. The properties in h-REiT portfolio have a total net
lettable area (nla) of 1.7 million square feet.
Hektar property profile as at 31 Dece mber 2 013
state
title
subang
parade
Mahkota
parade
wetex
parade
central
square
landmark
central
selangor
Melaka
Johor
Kedah
Kedah
Freehold
leasehold
(Expiring in
2101)
Freehold
Freehold
Freehold
net lettable area
(retail)
501,019 sq ft
484,029 sq ft
155,253 sq ft
303,117 sq ft
281,388 sq ft
tenancies
135
159
84
55
91
occupancy
at 31 December 2013
visitor traffic in
FY2013
100.0%
97.8%
96.8%
82.5%
93.7%
8.5 million
10.4 million
4.8 million
4.1 million
3.4 million
purchase price (rM)
280.0 million
232.0 million
117.5 million
83.0 million
98.0 million
valuation (rM)
at 31 December 2013
406.8 million
316.0 million
135.0 million
85.5 million
104.0 million
58
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M a l l pr oFi l e
M a l l p r o F i l e
A N N U A l
R E P o R T
2 0 1 4
top 10 tenants
The top ten tenants in the hektar’s portfolio contributed approximately 28.0% of total monthly rental income.
Tenant
Trade sector
Parkson
The store
seleria
Department store/supermarket
Department store/supermarket
Food & beverage
giant supermarket
Department store/supermarket
McDonald's
KFC
Food & beverage
Food & beverage
The Reject shop
Fashion & Footwear
Ampang superbowl
leisure & Entertainment/sports & Fitness
MPh bookstores
gifts/books/Toys/specialty
Kenny Rogers Roasters Food & beverage
Top 10 Tenants (by Monthly Rental income)
other Tenants
total
# based on monthly rental income for December 2013.
NlA
(sq ft)
NlA
(sq ft)
% Monthly
Rental
income#
254,009
273,198
11,098
96,283
14,676
17,431
29,663
61,717
22,075
7,096
787,246
937,560
1,724,806
14.7%
15.8%
0.6%
5.6%
0.9%
1.0%
1.7%
3.6%
1.3%
0.4%
45.6%
54.4%
100.0%
9.3%
5.8%
2.5%
1.7%
1.7%
1.6%
1.5%
1.4%
1.3%
1.2%
28.0%
72.0%
100.0%
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59
F R A s E R s
C E N T R E P o i N T
T R U s T
M a l l p r o F i l e
tenancy Mix
The portfolio tenancy mix is dominated by departmental
stores and supermarkets, which is led by Parkson and The
store, constitute approximately 37.7% of total portfolio NlA.
in terms of rental income, the largest segment remains
fashion and footwear, which contributes approximately
27.2% of monthly rental income.
portfol io tenancy Mix of Hektar
(by nla)
port folio ten a nc y M ix of Hekta r
(by ren ta l i n come)
trade classifications
Department store/supermarket
leisure & Entertainment, sports & Fitness
Fashion & Footwear
Food & beverage/Food Court
Electronics & iT
gifts/books/Toys/specialty
Education/services
housewares & Furnishing
others
total
38.0%
18.5%
13.3%
13.1%
7.4%
4.7%
1.7%
1.7%
1.6%
100.0%
trade classifications
Fashion & Footwear
Food & beverage/Food Court
Department store/supermarket
leisure & Entertainment, sports & Fitness
Electronics & iT
gifts/books/Toys/specialty
others
Education/services
housewares & Furnishing
total
27.2%
21.7%
16.9%
12.7%
7.9%
5.5%
3.6%
3.2%
1.3%
100.0%
l ease expiry profile as at 30 september 20 14
Fo r year ending 31 December
Fy2014
Fy2015
Fy2016
Number of tenancies expiring
NlA of tenancies expiring (square feet)
NlA of tenancies expiring as % of total NlA
% of Total Monthly Rental income*
198
682,016
40%
44%
165
755,945
44%
33%
116
207,870
12%
22%
* based on monthly rental income for December 2013. Figures may not round to 100% due to miscellaneous items.
source: hektar Annual Report 2013
60
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C O R P O R A T E
G O V E R N A N C E
6 2
C O R P O R A T E
G O V E R N A N C E
R E P O R T
14_0307 FCT AR 2014 Financial_v15.indd 61
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F r a s e r s
C e n t r e p o i n t
t r u s t
I ntroDUCtIon
C o r p o r a t e g o v e r n a n C e r e p o r t
Frasers Centrepoint trust (“FCt”) is a real estate investment trust (“reIt”) listed on the Main Board of the singapore
exchange securities trading Limited (“SgX-St”). FCt is managed by Frasers Centrepoint asset Management Ltd.
(“Manager”), which is a wholly-owned subsidiary of Frasers Centrepoint Limited (“FCL”).
the Manager is committed to upholding high standards of corporate governance to preserve and enhance FCt’s asset
value so as to maximise the returns from investments, and ultimately the distributions and total return to unitholders
(“Unitholders”) of FCt.
the Manager has general powers of management over the assets of FCt. the Manager’s main responsibility is to manage
FCt’s assets and liabilities for the benefit of unitholders. it ensures that the business of FCt is carried on and conducted in
a proper and efficient manner. it also supervises the property manager in its day-to-day management of the malls of FCt,
namely, anchorpoint, Causeway point, northpoint, Yewtee point, Bedok point and Changi City point, pursuant to property
management agreements entered into for each mall.
the primary role of the Manager is to set the strategic direction for FCt. this includes making recommendations to the
trustee on acquisitions, divestments and enhancement of assets.
as required under the licensing regime for reit managers, the Manager holds a Capital Markets services Licence (“CMS
Licence”) issued by the Monetary authority of singapore (“MaS”) to carry out reit management activities.
Listed on the Mainboard of the sGX-st, FCt adheres closely to the principles and guidelines of the Code of Corporate
Governance 2012 (the “Cg Code”) and other applicable laws, rules and regulations, including the sGX-st Listing Manual,
the Code on Collective investment schemes (the “Code on CIS”) and the securities and Futures act (the “SFa”).
this corporate governance report (“Cg report”) provides an insight on the Manager’s corporate governance framework
and practices in compliance with the principles and guidelines of the CG Code. as FCt is a listed reit, not all principles of
the CG Code may be applicable to FCt and the Manager. any deviations from the CG Code are explained.
B oarD MatterS
principle 1: the Board’s Conduct of affairs
the composition of the Board of Directors of the Manager (the “Board”) as at 30 september 2014 is as follows:
Mr philip eng Heng nee
Dr Chew tuan Chiong
Mr anthony Cheong Fook seng1
Mr Chia Khong shoong
Mr Bobby Chin Yoke Choong
Mr Lim ee seng
Mr soh Kim soon
Mr Christopher tang Kok Kai
Chairman, non-executive (independent)
Chief executive officer (non-independent)
non-executive (non-independent)
non-executive (non-independent)
non-executive (independent)
non-executive (non-independent)
non-executive (independent)
non-executive (non-independent)
1 Mr anthony Cheong Fook seng resigned from the Board on 30 september 2014. Mr Cheong’s resignation was pursuant to the planned cessation and handing
over consequent to the separate listing of FCL on the sGX-st.
the Board oversees the business affairs of FCt and the Manager, providing oversight, strategic direction and
entrepreneurial leadership, and sets strategic aims and directions of the Manager. it works closely with Management,
and has oversight of and reviews Management’s performance. the Board sets the values and standards of corporate
governance for the Manager and FCt, with the ultimate aim of safeguarding and enhancing unitholder value and
achieving sustainable growth for FCt. none of the Directors has entered into any service contract directly with FCt.
Management provides the Board with complete, timely and adequate information to keep the Directors updated on the
operations and financial performance of FCt.
62
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C o r p o r a t e g o v e r n a n C e r e p o r t
a n n u a L
r e p o r t
2 0 1 4
as part of the Manager’s internal controls, the Board has established a Manual of authority. this sets out the requisite
levels of authorisation required for particular types of transactions to be carried out, and specifies whether Board
approval needs to be sought. the matters reserved to the Board for approval include approval of annual budgets,
financial plans, financial statements, business strategy and material transactions of FCt, namely, major acquisitions,
divestments, funding and investment proposals, and appointment of key executives. to assist the Board to effectively
discharge its oversight and functions, appropriate delegations of authority to Management have been effected to
enhance operational efficiency. to assist the Board in its corporate governance and risk management responsibilities,
the audit Committee was established.
upon joining the Board, new Directors undergo an induction and/or orientation programme to provide them with
information on FCt’s business, strategic directions, governance practices, policies and business activities, including
major new projects. new independent Directors who join the Board are issued a formal letter of appointment setting
out relevant Directors’ duties and obligations, so as to acquaint them with their responsibilities as Directors of the
Manager.
the Manager sees to it that the Board is regularly updated on new developments in laws and regulations or changes
in regulatory requirements and financial reporting standards which are relevant to or may affect the Manager or FCt.
During the year, the Board was briefed and/or updated on: (1) Mas’ proposed enhancements to the regulatory regime
governing reits and reit managers, (2) the sGX-st sustainability reporting Guide which was updated on 27 June
2014 and (3) the revised notices to capital markets intermediaries on prevention of money laundering and countering
the financing of terrorism.
in addition to talks conducted by relevant professionals, members of the Board are encouraged to attend relevant
courses and seminars so as to keep themselves updated on developments and changes in FCt’s operating environment,
and to be members of the singapore institute of Directors (“SID”) and for them to receive journal updates and training
from siD to stay abreast of relevant developments in financial, legal and regulatory requirements, and the business
environment and outlook.
the Board meets regularly, at least once every quarter, to review the key activities, performance, business strategies
and significant operations and/or management matters pertaining to the Manager and/or FCt. in the event Directors
are unable to attend Board meetings physically, the Manager’s articles of association allows for such meetings to be
conducted via telephone, video conference or any other form of electronic or instantaneous communication. at least
once a year and if required, time is set aside after scheduled Board meetings for discussions amongst the members
of the Board without the presence of Management, in line with the guidelines of the CG Code, as this facilitates a more
effective check on Management.
the number of Board and audit Committee meetings held during the year ended 30 september 2014 and the attendance
of Directors at these meetings are disclosed below:
Meetings held for financial year ended 30 September 2014
Mr philip eng Heng nee
Dr Chew tuan Chiong
Mr anthony Cheong Fook seng2
Mr Chia Khong shoong
Mr Bobby Chin Yoke Choong
Mr Lim ee seng
Mr soh Kim soon
Mr Christopher tang Kok Kai
2 Mr anthony Cheong Fook seng resigned from the Board on 30 september 2014.
Board
Meetings
audit Committee
Meetings
6
6/6
6/6
6/6
6/6
6/6
6/6
6/6
6/6
4
na
na
4/4
na
4/4
na
4/4
na
63
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F r a s e r s
C e n t r e p o i n t
t r u s t
C o r p o r a t e g o v e r n a n C e r e p o r t
principle 2: Board Composition and guidance
For FY2014, the Board comprised eight members, of which three are independent non-executive Directors. the Ceo is
the only executive Director on the Board. the rest of the Board members are non-executive Directors.
the size of the Board is appropriate and adequate, having regard to the scope and nature of the Manager’s and FCt’s
business and operations. the Board is of the view that the current size and composition of the Board is appropriate for
the scope and nature of the operations of the Manager and FCt and facilitates effective decision-making. in line with
the CG Code, the Board is also of the view that the current size of the Board is not so large as to be unwieldy. in this
regard, the Board has taken into account the requirements of the business of the Manager and FCt and the need to
avoid undue disruptions from changes to the composition of the Board and the audit Committee. the Board considers
that its present size, composition and balance between executive, non-executive and independent Directors, is
appropriate and allows for a balanced exchange of views, robust deliberations and debates among members and
effective oversight over Management.
the current composition gives the Board the ability to consider and make decisions objectively and independently
on issues relating to FCt and the Manager. under the current composition, no one individual or group dominates the
Board’s decisions or its process. the composition of the Board is reviewed regularly to ensure that the Board has the
appropriate size and mix of expertise and experience. there is a strong and independent element on the Board.
Directors exercise their judgment independently and objectively in the interests of FCt and the Manager. the
Board reviews and assesses annually the independence of its directors based on the definitions and guidelines
of independence set out in the CG Code. in its review for the financial year ended 30 september 2014, the Board
determined the following with respect to the independence of directors:
Mr philip eng Heng nee
Dr Chew tuan Chiong
Mr anthony Cheong Fook seng3
Mr Chia Khong shoong
Mr Bobby Chin Yoke Choong
Mr Lim ee seng
Mr soh Kim soon
Mr Christopher tang Kok Kai
independent
non-independent
non-independent
non-independent
independent
non-independent
independent
non-independent
3 Mr anthony Cheong Fook seng resigned from the Board on 30 september 2014.
the Board members have core competencies and expertise and experience in various fields ranging from accounting
and finance, to business management. Coupled with relevant industry knowledge and strategic planning experience of
the Board members, the Board is well-placed to drive FCt’s continuous growth and success and deliver sustainable
unitholder value. Management is able to benefit from the diverse and objective perspectives of the Board members on
issues that are brought before the Board, with a healthy exchange of ideas and views between the Board and Management,
to help shape the strategic process. Directors of the Manager are not subject to periodic retirement by rotation. the
Board reviews its composition to ensure the appropriate size and diversity of skills, expertise and experience.
principle 3: Chairman and Chief executive officer
the positions of Chairman and Chief executive officer are held by separate persons. this is so that an appropriate
balance of power and authority, with clear divisions of responsibilities and accountability, can be attained. such
separation of roles between the Chairman and the Chief executive officer promotes robust deliberations by the Board
and Management on the business activities of FCt. the Chairman and Chief executive officer are not related to each
other, nor is there any other business relationship between them.
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the Chairman, who is non-executive and independent, leads and ensures the effectiveness of the Board. through
the Chairman’s continuing leadership of the Board, constructive discussions among the Board members as well as
between the Board and Management, and effective contribution by the Directors, are promoted. High standards of
corporate governance are upheld as a result.
the Chief executive officer has full executive responsibilities over the business direction and operations of the
Manager.
principle 4: Board Membership
the Manager does not consider it necessary for the Board to establish a nominating committee. in respect of the
search and nomination process for new directors, the Board identifies the relevant and/or desirable skills and
experience, and engages search companies as well as networking contacts to identify and shortlist candidates, to
spread its reach for the best person for the role.
the CG Code requires listed companies to fix the maximum number of board representations on other listed companies
that their directors may hold and to disclose this in their annual report. Details of such directorships and other
principal commitments of our Directors may be found on pages 16 to 19. in determining whether each Director is able
to devote sufficient time to discharge his duties, the Board has taken cognizance of the CG Code requirement, but is
of the view that its assessment should not be restricted to the number of board representations of each Director and
their respective principal commitments per se. Holistically, the contributions by the Directors to and during meetings
of the Board and the audit Committee as well as their attendance at such meetings should also be taken into account.
principle 5: Board performance
the Board has implemented a process to assess the performance of the Board and its decision-making processes.
Members of the Board are required to assess the Board’s performance, which includes areas such as the Board’s
composition and processes, effectiveness in its management of FCt’s performance, and such other areas which the
Board is of the view that improvements are required.
the findings of the assessment are reviewed by the Board with a view to improving its overall effectiveness in carrying
out its role. Based on such periodic reviews, the Board is of the view that it is operating effectively and each of its
members is contributing to its overall effectiveness and commits to maintain such effectiveness.
principle 6: access to Information
on an on-going basis, and prior to Board meetings, adequate and timely information is given by Management to
Board members, who have separate and independent access to Management and the Company secretary. under
the direction of the Chairman, the Company secretary ensures that Board procedures, and applicable rules and
regulations are complied with. He attends all Board meetings and acts as a channel of communication for information
flow and dissemination to and within the Board, as well as between senior Management and non-executive Directors.
the annual calendar of Board activities is scheduled in advance. Board papers are dispatched to Directors about a
week before scheduled meetings so that Directors have sufficient time to review and consider matters being tabled
and discussed at the meetings. senior executives are requested to attend the Board meetings to provide additional
insights into matters being discussed and to respond to any queries from Directors.
the Directors, either individually or as a group, may seek or obtain independent professional advice, where necessary,
in the furtherance of their duties and at the Manager’s expense.
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reMUneratIon MatterS
principle 7: remuneration Matters
principle 8: Level and Mix of remuneration
principle 9: Disclosure on remuneration
FCt, as a reit, is managed by the Manager which has experienced and well-qualified management personnel to
manage the operational matters of the Manager and FCt. the remuneration of the staff of the Manager and Directors’
fees are paid by the Manager from the fees it receives from FCt, and not by FCt.
For the financial year ended 30 september 2014, the Manager adopted the remuneration policies and practices of
FCL, which has a remuneration Committee (“FCL rC”) that oversees, inter alia, the framework of remuneration,
compensation and benefits for key executives of the Manager, including the Ceo. the level and mix of remuneration
and benefits, policies and practices of the FCL group, which includes the Manager, are reviewed by the FCL rC on
an annual basis. in undertaking such reviews, the FCL rC takes into consideration the performance of the Manager
as part of the FCL group, and that of individual employees. it also reviews and approves the framework for salary
reviews, performance bonuses and incentives for senior managers of the Manager as part of the FCL group-wide
review. remuneration of the Directors and officers of the Manager are not paid out of the trust property of FCt, but
are directly paid by the Manager from the fees it receives.
the Manager’s compensation framework comprises fixed pay and short term and long-term incentives. executive
remuneration is linked to, inter alia, individual performance based on an annual appraisal of each individual employee
of the Manager. the remuneration of non-executive Directors takes into account their level and quality of contribution
and their respective responsibilities, including attendance and time spent at Board meetings and Board Committee
meetings. save for the Ceo, Directors are paid a basic fee and attendance fees for attending Board meetings. the Ceo
does not receive Directors’ fees. non-executive Directors who perform services through Board Committees are paid
additional basic and attendance fees for such services. no Director decides his own fees. Directors’ fees are reviewed
periodically to benchmark such fees against the amounts paid by other major listed companies.
the Directors’ fees for the financial year ended 30 september 2014 are shown in the table below. the Chief executive
officer does not receive Directors’ fees. in determining the quantum of such fees, factors such as frequency of
meetings, time spent and responsibilities of Directors are taken into account.
Board Members
Mr philip eng Heng nee (Chairman)
Dr Chew tuan Chiong
Mr anthony Cheong Fook seng(1) (Member, audit Committee)
Mr Chia Khong shoong(2)
Mr Bobby Chin Yoke Choong (Member, audit Committee)
Mr Lim ee seng(2)
Mr soh Kim soon (Member, audit Committee)
Mr Christopher tang Kok Kai(2)
Directors’
Fees
$76,000
–
$45,000
$35,000
$56,000
$35,000
$51,000
$35,000
(1) Director’s fees are paid to Fraser & neave (s) pte Ltd. Mr anthony Cheong resigned from the Board and the audit Committee on 30 september 2014.
(2) Director’s fees are paid to FCL Management services pte Ltd
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a CCoUnt aBILItY anD aUDIt
principle 10: accountability
the Board, with the support of Management, is responsible for providing a balanced and understandable assessment
of FCt’s performance, position and prospects, on a quarterly basis. Quarterly and annual financial statements and
other material information are disseminated to unitholders through announcements to the sGX-st, and, where
applicable, press releases. Financial statements of FCt are prepared in accordance with the singapore Financial
reporting standards prescribed by the accounting standards Council.
principle 11: risk Management and Internal Controls
the Manager has established a sound system of risk management and internal controls comprising procedures and
processes to safeguard FCt’s assets and unitholders’ interests. the audit Committee reviews and reports to the
Board on the adequacy of such controls, including financial, compliance, operational and information technology
controls, and risk management procedures and systems, taking into consideration the recommendations of both
internal and external auditors.
Internal Controls
the audit Committee, through the assistance of internal and external auditors, reviews and reports to the Board
on the adequacy of the Manager’s system of controls, including financial, compliance, operational and information
technology controls. in assessing the effectiveness of internal controls, the audit Committee ensures primarily that
key objectives are met, material assets are properly safeguarded, fraud or errors in the accounting records are
prevented or detected, accounting records are accurate and complete, and reliable financial information is prepared
in compliance with applicable internal policies, laws and regulations.
risk Management
the Board, through the audit Committee, reviews the adequacy of the Manager’s risk management framework to
ensure that robust risk management and mitigating controls are in place. the Manager has adopted an enterprise-
wide risk management (“erM”) framework to enhance its risk management capabilities. Key risks, control measures
and management actions are continually identified, reviewed and monitored as part of the erM process. Financial
and operational key risk indicators are in place to track key risk exposures. apart from the erM process, key business
risks are thoroughly assessed by Management and each significant transaction is comprehensively analysed so that
Management understands the risks involved before it is embarked upon. an outline of the Manager’s erM framework
and progress report is set out on page 36.
periodic updates are provided to the audit Committee on FCt’s and the Manager’s risk profile. these updates would
involve an assessment of FCt’s and the Manager’s key risks by risk categories, its current status, the effectiveness of
any mitigating measures taken, and any proposals and plans by Management to manage such risks.
in addition to the erM framework, a comfort matrix of key risks, by which relevant material financial, compliance and
operational (including information technology) risks of FCt and the Manager have been documented to assist the Board
to assess the adequacy of the existing internal controls. the comfort matrix is prepared with reference to the strategies,
policies, processes, systems and reporting processes connected with the management of such key risks and presented
to the Board and the audit Committee. risk tolerance statements setting out the nature and extent of significant risks
which the Manager is willing to take in achieving its strategic objectives have been formalised and adopted.
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the Board has received assurance from the Ceo and the Financial Controller of the Manager that as at 30 september 2014:
(a)
(b)
(c)
the financial records of FCt have been properly maintained and the financial statements for the year ended
30 september 2014 give a true and fair view of FCt’s operations and finances;
the system of internal controls in place for FCt is adequate and effective as at 30 september 2014 to address
financial, operational, compliance and information technology risks which the Manager considers relevant and
material to FCt’s operations; and
the risk management system in place for FCt is adequate and effective as at 30 september 2014 to address risks
which the Manager considers relevant and material to FCt’s operations.
opinion of the Board on Internal Controls and risk Management Framework
Based on the internal controls established and maintained by the Manager, work performed by internal and external
auditors, reviews performed by Management and the audit Committee and assurance from the Ceo and the Financial
Controller of the Manager, the Board, with the concurrence of the audit Committee, is of the opinion that the internal
controls in place for FCt, were adequate and effective as at 30 september 2014 to address financial, operational,
compliance and information technology risks, which the Manager considers relevant and material to FCt’s operations.
Based on the risk management framework established and assurance from the Ceo and the Financial Controller of
the Manager, the Board is of the view that the risk management system in place for FCt was adequate and effective
as at 30 september 2014 to address risks which the Manager considers relevant and material to FCt’s operations.
the Board notes that the system of internal controls and risk management provides reasonable, but not absolute,
assurance that the Manager will not be adversely affected by any event that could be reasonably foreseen as it works
to achieve its business objectives.
in this regard, the Board also notes that no system of internal controls and risk management can provide absolute
assurance against the occurrence of material errors, poor judgment in decision making, human error, losses, fraud
or other irregularities.
principle 12: audit Committee
the audit Committee is governed by written terms of reference, with explicit authority to investigate any matter within its
terms of reference. it has full access to, and the co-operation of Management, and full discretion to invite any Director
or executive officer to attend its meetings. it has reasonable resources to enable it to discharge its functions effectively.
the audit Committee’s responsibilities include:
reviewing the effectiveness of the Manager’s internal control processes including financial, compliance and
risk management controls/framework, reviewing the results of audit findings, and directing prompt remedial
action by Management;
reviewing the financial statements and the audit report for recommendation to the Board for approval;
monitoring Management’s compliance with applicable rules and legislation, such as the listing rules of the
sGX-st, the Code on Cis and the sFa;
reviewing with the external auditors, the audit plans, audit reports and their evaluation of the system of internal
controls;
reviewing the appointment and re-appointment of the external auditors and their fees and recommending the
same to the Board for approval, as well as reviewing the adequacy of external audits in respect of cost, scope
and performance;
•
•
•
•
•
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•
•
•
reviewing the independence and objectivity of the external auditors, taking into consideration the non-audit
services provided by the external auditors. For FY2014, an aggregate amount in fees, comprising audit fees of
$92,000 and non-audit fees of $79,800 was paid/payable to FCt ’s external auditors;
reviewing the adequacy and effectiveness of the internal audit function, including its resources, audit
plans and the scope and effectiveness of the internal audit procedures; and
reviewing interested person/party transactions to ascertain compliance with internal procedures and
provisions of applicable laws and regulations.
in performing its functions, the audit Committee meets with the internal and external auditors and reviews the
internal and external audit plans and reports for FCt and the Manager, and the assistance given by Management
to the auditors. all audit findings and recommendations are presented to the audit Committee for discussion. in
addition, updates on changes in accounting standards and treatment are prepared by external auditors and circulated
to members of the audit Committee periodically.
For FY2014, the audit Committee comprised three non-executive Directors, two of whom including the Chairman, are
independent:
name
Mr Bobby Chin Yoke Choong
Mr anthony Cheong Fook seng
Mr soh Kim soon
role
Chairman
Member(1)
Member
(1) Mr anthony Cheong Fook seng resigned as a Member of the audit Committee on 30 september 2014 and Mr philip eng Heng nee was appointed as a
Member of the audit Committee on the same date.
the separation of the roles of the Chairman of the Board and the Chairman of the audit Committee ensures
greater independence of the audit Committee in the discharge of its duties. this is also with a view to increasing its
effectiveness in assisting the Board in the discharge of its statutory and other responsibilities in the areas of internal
controls, financial and accounting matters, compliance and risk management.
Members of the audit Committee collectively possess the accounting and related financial management, expertise
and experience required for the audit Committee to discharge its responsibilities and assist the Board in its oversight
over Management in the design, implementation and monitoring of risk management and internal control systems.
external auditors
ernst and Young LLp (“e&Y”) was re-appointed pursuant to the approval of the unitholders on 21 January 2014 as
external auditors of FCt. taking into consideration (i) the resources and experience of e&Y, (ii) the terms of e&Y’s
engagement, (iii) the size and complexity of FCt and its subsidiaries, (iv) the number and the experience of e&Y’s
supervisory and professional staff assigned to the audit of FCt, (v) the fees paid to e&Y for audit and non-audit
services performed by e&Y, and (vi) the independence and objectivity of e&Y based on their performance to date, the
audit Committee is of the view that e&Y is suitable to continue with its appointment as external auditors of FCt and
recommends to the Board its re-appointment. the audit Committee will continue to review the performance and the
suitability of e&Y as external auditors.
e&Y has attended the audit Committee meetings every quarter for the financial year ended 30 september 2014, and where
appropriate has met with the audit Committee without the presence of Management to discuss their findings, if any.
the Manager confirms that FCt complies with rules 712 and 715 of the Listing Manual in relation to the appointment
of e&Y as the auditor of FCt.
WHIStLe-BLoWIng poLICY
a Whistle-Blowing policy is in place to provide an avenue through which employees and any other persons may
report or communicate, in good faith and in confidence, any concerns relating to financial and other matters, so that
independent investigation of such matters can be conducted and appropriate follow-up action taken.
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principle 13: Internal audit
the Manager has in place an internal audit function which was supported by the internal audit Department (“Ia”)
of Fraser and neave, Limited (“F&n”). notwithstanding the demerger of FCL from the F&n group and the listing of
FCL on 9 January 2014, such internal audit services continued to be provided pursuant to a transitional arrangement
between F&n and FCL for shared corporate services. it is intended that the internal audit function will be supported
by the ia of FCL on cessation of the transitional arrangement.
the ia is independent of the activities that it audits. the Head of ia, who is a Chartered accountant of singapore,
reported directly to the Chairman of the audit Committee.
the Head of ia and most of the internal audit staff are members of the institute of internal auditors, singapore and
the department has adopted and complied with the standards for the professional practice of internal auditing set
by the institute of internal auditors. to ensure that the internal audits are effectively performed, it recruits and
employs suitably qualified staff with the requisite skills and experience. such staffs are also given relevant training
and development opportunities to update their technical knowledge and auditing skills. Key staff members of the ia
also receive relevant technical training and seminars organised by the institute of internal auditors, singapore and
other professional bodies.
the ia operates within the framework stated in its terms of reference. it adopts a risk-based audit methodology to
develop its audit plans, and its activities are aligned to key risks of FCt. Based on risk assessments performed, greater
focus and appropriate review intervals are set for higher risk activities, and material internal controls, including
compliance with FCt’s and the Manager’s policies, procedures and regulatory responsibilities.
During the year, ia conducted its audit reviews based on the approved internal audit plans. all audit reports detailing
audit findings and recommendations are provided to Management who would respond on the actions to be taken.
each quarter, ia would submit to the audit Committee a report on the status of the audit plan and on audit findings
and actions taken by Management on such findings. Key findings are highlighted at the audit Committee meetings
for discussion and follow-up action. the audit Committee monitors the timely and proper implementation of required
corrective, preventive or improvement measures undertaken by Management.
the audit Committee is satisfied that for the financial year ended 30 september 2014, the internal audit function is
adequately resourced to perform its functions, and has appropriate standing within FCt and the Manager.
UnItHoLDer rIgHtS anD reSponSIBILItIe S
principle 14: Unitholder rights
the Manager believes in treating all unitholders fairly and equitably. it aspires to keep all unitholders and other
stakeholders and analysts in singapore and beyond informed of FCt’s activities, including changes (if any) in FCt’s
business which are likely to materially affect the price or value of its units, in a timely and consistent manner.
unitholders are also given the opportunity to participate effectively and vote at general meetings of FCt, where
relevant rules and procedures governing such meetings (for instance, how to vote) are clearly communicated.
principle 15: Communication with Unitholders
the Manager strives to uphold high standards of disclosure and corporate transparency. it aims to provide timely,
effective and fair information relating to the FCt’s performance and its developments to its unitholders and the
investment community through announcements to the sGX-st and on FCt’s website, to enable them to make
informed investment decisions. the Manager has a dedicated investor relations manager (“Ir manager”) to facilitate
communication between FCt, its unitholders and the investment community.
the Manager meets and communicates regularly with unitholders and the investment community to keep them
apprised of FCt’s corporate developments and financial performance. During the year, the senior Management and
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the ir manager, met or spoke with 307 investors at investment conferences, non-deal road shows as well as one-on-
one and group meetings. the Manager also conducts post-result briefings for analysts and the media, following the
release of its half year and full year results. For its first quarter and third quarter results, this is done by conference
calls. the Manager makes available all its briefing materials, its financial information, its annual reports and all
announcements to the sGX-st on its website at www.fct.sg, with contact details for investors to channel their
comments and queries.
principle 16: Conduct of Unitholder Meetings
a copy of the FCt annual report is sent to all unitholders. in compliance with the Code on Cis, an annual General
Meeting (“agM”) is held after the close of each financial year allowing the Manager to interact with investors. the
Board supports and encourages active unitholder participation at aGMs. it believes that aGMs serve as an opportune
forum for unitholders to meet the Board and senior Management, and to interact with them. a unitholder is
allowed to appoint one or two proxies to attend and vote at the general meetings on his/her behalf. Board members
and appropriate senior Management are present at each unitholders’ meeting to respond to any questions from
unitholders. the external auditors are also present to address queries about the conduct of audit and the preparation
and content of the auditors’ report.
For greater transparency, the Manager has implemented electronic poll voting at its aGMs, whereby unitholders are
invited to vote on relevant resolutions by way of poll (instead of by show of hands), using hand held electronic devices.
this allows all unitholders present or represented at the meeting to vote on a one vote per unit basis. the voting
results of all votes cast for, or against, of each resolution are displayed at the meeting and announced to the sGX-st
after the meeting. the Manager will continue to use the electronic poll voting system at the forthcoming aGM.
D eaLIngS In UnItS
the Manager has adopted a dealing policy (“Dealing policy”) on securities trading which provides guidance with regard
to dealings in FCt units by its Directors, officers and employees. Directors, officers and employees are prohibited from
dealing in FCt units:
•
in line with the Listing rule 1207(19)(c) on Dealings in securities, two weeks before the date of announcement
of quarterly financial statements and one month before the date of announcement of full-year results
(“prohibition period”); and
•
at any time while in possession of unpublished material or price sensitive information.
Directors, officers and employees are also directed to refrain from dealing in FCt units on short-term considerations.
prior to the commencement of the prohibition period, Directors, officers and employees will be reminded not to
trade during this period or whenever they are in possession of unpublished price sensitive information. outside of the
prohibition period, any trades must be reported to the Board within 48 hours. every quarter, each Director, officer or
employee is required to complete and submit a declaration form to the Compliance officer to report any trades he/
she made in FCt units in the previous quarter and confirm that no trades were made during the prohibition period. a
quarterly report will be provided to the audit Committee. any non-compliance with the Dealing policy will be reported
to audit Committee for its review and instructions.
in compliance with the Dealing policy in relation to the Manager, prior approval from the Board is required before the
Manager deals or trades in FCt units. the Manager has undertaken that it will not deal in FCt units:
•
•
during the period commencing one month before the public announcement of FCt ’s full-year results and (where
applicable) property valuations and two weeks before the public announcement of FCt ’s quarterly results; or
whenever it is in possession of unpublished material price sensitive information.
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the Manager has also given an undertaking to the Mas that it will announce to the sGX-st the particulars of its
holdings in FCt units and any changes thereto within two business days after the date on which it acquires or disposes
of any FCt units, as the case may be.
C onFLICtS oF IntereSt
the Manager has put in place procedures to address potential conflicts of interest (including in relation to Directors,
officers and employees) which may arise in managing FCt. these include the following:
•
•
•
•
•
•
the Manager is to be dedicated to managing FCt and will not directly or indirectly manage other reits;
all executive officers of the Manager will be employed by the Manager;
all resolutions in writing of the Directors in relation to matters concerning FCt must be approved by a majority of
the Directors, including at least one independent Director;
at least one-third of the Board shall comprise independent Directors;
on matters where FCL and/or its subsidiaries have an interest (directly or indirectly), Directors nominated by them
shall abstain from voting. in such matters, the quorum must comprise a majority of independent Directors and must
exclude nominee Directors of FCL and/or its subsidiaries; and
an interested Director is required to disclose his interest in any proposed transaction with FCt and is required to
abstain from voting on resolutions approving the transaction.
I ntereSteD perSon tr anSa CtIonS
the Manager has established internal control procedures to ensure that all interested person transactions (“Ipts”)
are undertaken on normal commercial terms, and will not be prejudicial to the interests of FCt and the unitholders.
this may entail obtaining (where practicable) quotations from parties unrelated to the Manager, or obtaining one or
more valuations from independent professional valuers (in accordance with the property Funds Guidelines).
all ipts are entered in a register maintained by the Manager, including any quotations from unrelated parties and
independent valuations supporting the bases on which such transactions are entered into. the Manager incorporates
into its internal audit plan a review of the ipts recorded in the register to ascertain that internal procedures and
requirements of the Listing Manual and property Funds Guidelines have been complied with. the audit Committee
reviews the internal audit reports twice a year to ascertain that the guidelines and procedures established to monitor
ipts have been complied with. in addition, the trustee also has the right to review any such relevant internal audit
reports to ascertain that the property Fund Guidelines have been complied with.
in respect of transactions entered into or to be entered into by the trustee for and on behalf of FCt with an interested
person, the trustee is required to satisfy itself that such transactions are conducted on normal commercial terms,
are not prejudicial to the interests of FCt and the unitholders, and in accordance with all applicable requirements
of the property Funds Guidelines and/or the Listing Manual. the trustee has the ultimate discretion under the trust
Deed entered into between the trustee and the Manager constituting FCt to decide whether or not to enter into such
a transaction involving an interested person.
roLe oF tHe aUDIt CoMMIttee For Inte reSte D p e rSo n tran SaC tIo nS
the audit Committee reviews ipts periodically to ensure compliance with the internal control procedures and the
relevant provisions of the Listing Manual and property Funds Guidelines. any member who has an interest in a
transaction shall abstain from participating in the review and approval processes in relation to that transaction.
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F I N A N C I A L S
7 4
R E P O R T
O F T H E T R U S T E E
7 5
S T A T E M E N T
B Y T H E M A N A G E R
7 6
I N D E P E N D E N T
A U D I T O R ’ S R E P O R T
T O T H E
U N I T H O L D E R S
O F F R A S E R S
C E N T R E P O I N T
T R U S T
7 7
B A L A N C E S H E E T S
7 8
S T A T E M E N T S
O F T O T A L R E T U R N
7 9
D I S T R I B U T I O N
S T A T E M E N T S
8 0
S T A T E M E N T S O F
M O V E M E N T S
I N U N I T H O L D E R S ’
F U N D S A N D
T R A N S L A T I O N
R E S E R V E
8 1
P O R T F O L I O
S T A T E M E N T S
8 4
C A S H F L O W
S T A T E M E N T
8 6
N O T E S T O T H E
F I N A N C I A L
S T A T E M E N T S
1 2 3
U S E O F
P R O C E E D S
14_0307 FCT AR 2014 Financial_v15.indd 73
12/17/14 12:22 PM
F r a s e r s
C e n t r e p o i n t
t r u s t
r e p o r t o F t H e t r U S t e e
HsBC institutional trust services (singapore) Limited (the “trustee”) is under a duty to take into custody and hold the
assets of Frasers Centrepoint trust (the “trust”) and its subsidiary (collectively, the “Group”) in trust for the holders
(“unitholders”) of units in the trust (the “units”). in accordance with the securities and Futures act, Chapter 289,
of singapore, its subsidiary legislation and the Code on Collective investment schemes, the trustee shall monitor the
activities of Frasers Centrepoint asset Management Ltd. (the “Manager”) for compliance with the limitations imposed on
the investment and borrowing powers as set out in the trust deed dated 5 June 2006 (as amended by a first supplemental
deed dated 4 october 2006, a first amending and restating deed dated 7 May 2009 and a second supplemental deed dated
22 January 2010) (the “trust Deed”) between the Manager and the trustee in each annual accounting period and report
thereon to unitholders in an annual report.
to the best knowledge of the trustee, the Manager has, in all material respects, managed the trust during the period
covered by these financial statements set out on pages 77 to 122 in accordance with the limitations imposed on the
investment and borrowing powers set out in the trust Deed.
For and on behalf of the trustee,
HSBC Institutional trust Services (Singapore) Limited
antony Wade Lewis
Director
Singapore
12 november 2014
74
14_0307 FCT AR 2014 Financial_v15.indd 74
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S t a t e M e n t B Y t H e M a n a g e r
a n n u a L
r e p o r t
2 0 1 4
in the opinion of the directors of Frasers Centrepoint asset Management Ltd., the accompanying financial statements set
out on pages 77 to 122, comprising the Balance sheets and portfolio statements as at 30 september 2014, the statements
of total return, Distribution statements, statements of Movements in unitholders’ Funds and Cash Flow statement for
the year then ended, and a summary of significant accounting policies and other explanatory notes are drawn up so as to
present fairly, in all material respects, the financial positions of the Group and the trust as at 30 september 2014, the total
return, distributable income, movements in unitholders’ funds of the Group and of the trust and cash flow of the Group for
the year ended on that date in accordance with the recommendations of statement of recommended accounting practice
7 “reporting Framework for unit trusts” issued by the institute of singapore Chartered accountants and the provisions of
the trust Deed. at the date of this statement, there are reasonable grounds to believe that the Group and the trust will be
able to meet their financial obligations as and when they materialise.
For and on behalf of the Manager,
Frasers Centrepoint asset Management Ltd.
Mr philip eng Heng nee
Director
Singapore
12 november 2014
Dr Chew tuan Chiong
Director and Chief executive officer
14_0307 FCT AR 2014 Financial_v15.indd 75
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75
F r a s e r s
C e n t r e p o i n t
t r u s t
I n D e p e n D e n t a U D I t o r ’ S r e p o r t
t o t H e U n I t H o L D e r S o F F r a S e r S C e n t r e p o I n t t r U S t
( C o n s t i t u t e D i n t H e r e p u B L i C o F s i n G a p o r e p u r s u a n t t o a t r u s t D e e D D a t e D
5 J u n e 2 0 0 6 ( a s a M e n D e D a n D r e s t a t e D ) )
We have audited the accompanying financial statements of Frasers Centrepoint trust (the “trust”) and its subsidiary
(collectively, the “Group”), which comprise the Balance sheets and portfolio statements of the Group and the trust as at
30 september 2014, the statements of total return, Distribution statements, statements of Movements in unitholders’
Funds of the Group and the trust and Cash Flow statement of the Group for the year then ended, and a summary of
significant accounting policies and other explanatory information, as set out on pages 77 to 122.
Manager’S reS ponSIBILItY For tHe FI nanC Ia L Stat eM e ntS
the Manager of the trust is responsible for the preparation and fair presentation of these financial statements in accordance
with the recommendations of statement of recommended accounting practice 7 “reporting Framework for unit trusts”
issued by the institute of singapore Chartered accountants, and for such internal control as the Manager determines is
necessary to enable the preparation of financial statements that are free from material misstatement, whether due to
fraud or error.
aUDItor’S reSponSIBILItY
our responsibility is to express an opinion on these financial 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 about whether the financial statements are free from
material misstatement.
an audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial
statements. the procedures selected depend on the auditor’s judgement, including the assessment of the risk of material
misstatement of the financial statements, whether due to fraud or error. in making those risk assessments, the auditor
considers internal control relevant to the trust’s preparation and fair presentation of financial 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 trust’s internal control. an audit also includes evaluating the appropriateness of accounting policies
used and the reasonableness of accounting estimates made by the Manager, as well as evaluating the overall presentation
of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
opInIon
in our opinion, the financial statements present fairly, in all material respects, the financial positions of the Group and the
trust as at 30 september 2014, the total return, distributable income and movements in unitholders’ funds of the Group
and the trust and cash flows of the Group for the year then ended in accordance with the recommendations of statement
of recommended accounting practice 7 “reporting Framework for unit trusts” issued by the institute of singapore
Chartered accountants.
ernSt & YoUng LLp
public accountants and
Chartered accountants
singapore
12 november 2014
76
14_0307 FCT AR 2014 Financial_v15.indd 76
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a n n u a L
r e p o r t
2 0 1 4
B a L a n C e S H e e t S
a s a t 3 0 s e p t e M B e r 2 0 1 4
non-current assets
investment properties
Fixed assets
intangible assets
investment in subsidiary
investment in associate
Current assets
trade and other receivables
Cash and cash equivalents
total assets
Current liabilities
trade and other payables
Current portion of security deposits
Deferred income
interest-bearing borrowings
non-current liabilities
interest-bearing borrowings
non-current portion of security deposits
Deferred income
total liabilities
net assets
represented by:
unitholders’ funds
translation reserve
Unitholders’ funds and reserve
Units in issue (’000)
net asset value per Unit
* Denotes amount less than $500
note
Group
2014
$’000
2013
$’000
trust
2014
$’000
2013
$’000
3
4
5
6
7
8
9
10
11
12
12
11
13
14
15
2,400,000
113
84
–
74,512
2,474,709
2,019,500
121
–
–
71,727
2,091,348
2,400,000
113
84
*
63,843
2,464,040
2,019,500
121
–
*
63,843
2,083,464
5,336
41,741
47,077
2,521,786
3,456
39,706
43,162
2,134,510
5,336
41,741
47,077
2,511,117
3,456
39,706
43,162
2,126,626
39,895
17,534
778
95,000
153,207
644,000
25,277
625
669,902
823,109
1,698,677
45,662
14,249
704
60,000
120,615
529,000
21,990
550
551,540
672,155
1,462,355
39,909
17,534
778
95,000
153,221
644,000
25,277
625
669,902
823,123
1,687,994
45,671
14,249
704
60,000
120,624
529,000
21,990
550
551,540
672,164
1,454,462
1,706,126
(7,449)
1,698,677
1,470,618
(8,263)
1,462,355
1,687,994
–
1,687,994
1,454,462
–
1,454,462
915,415
$
1.85
824,383
$
1.77
915,415
$
1.84
824,383
$
1.76
the accompanying accounting policies and explanatory notes form an integral part of the financial statements.
77
14_0307 FCT AR 2014 Financial_v15.indd 77
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F r a s e r s
C e n t r e p o i n t
t r u s t
S t a t e M e n t S o F t o t a L r e t U r n
F o r t H e F i n a n C i a L Y e a r e n D e D 3 0 s e p t e M B e r 2 0 1 4
Gross revenue
property expenses
net property income
interest income
Borrowing costs
asset management fees
valuation fees
trustee’s fees
audit fees
other professional fees
other charges
net income
Distributions from associate
share of results of associate
– operations
– revaluation surplus
surplus on revaluation of investment properties
unrealised gain from fair valuation of derivatives
total return before tax
taxation
total return for the year
earnings per Unit (cents)
Basic
Diluted
note
Group
2014
$’000
2013
$’000
trust
2014
$’000
2013
$’000
16
17
18
19
3
20
21
168,754
(50,658)
118,096
82
(18,487)
(12,869)
(128)
(363)
(107)
(283)
(802)
85,139
–
5,028
1,520
69,497
3,879
165,063
–
165,063
157,959
(46,369)
111,590
35
(17,704)
(11,520)
(88)
(326)
(87)
(289)
(695)
80,916
–
4,910
2,333
195,741
3,866
287,766
–
287,766
168,754
(50,658)
118,096
82
(18,487)
(12,869)
(128)
(363)
(107)
(283)
(806)
85,135
4,576
–
–
69,497
3,879
163,087
–
163,087
157,959
(46,369)
111,590
35
(17,704)
(11,520)
(88)
(326)
(87)
(289)
(697)
80,914
4,443
–
–
195,741
3,866
284,964
–
284,964
19.30
19.30
34.93
34.93
19.07
19.07
34.59
34.59
the accompanying accounting policies and explanatory notes form an integral part of the financial statements.
78
14_0307 FCT AR 2014 Financial_v15.indd 78
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D I S t r I B U t I o n S t a t e M e n t S
F o r t H e F i n a n C i a L Y e a r e n D e D 3 0 s e p t e M B e r 2 0 1 4
a n n u a L
r e p o r t
2 0 1 4
income available for distribution to unitholders
at beginning of year
net income
net tax adjustments (note a)
Distributions from associate
income available for distribution to unitholders
Distributions to unitholders:
Distribution of 2.71 cents per unit for period
from 1/7/2012 to 30/9/2012
Distribution of 2.40 cents per unit for period
from 1/10/2012 to 31/12/2012
Distribution of 2.70 cents per unit for period
from 1/1/2013 to 31/3/2013
Distribution of 2.85 cents per unit for period
from 1/4/2013 to 30/6/2013
Distribution of 2.98 cents per unit for period
from 1/7/2013 to 30/9/2013
Distribution of 2.50 cents per unit for period
from 1/10/2013 to 31/12/2013
Distribution of 2.88 cents per unit for period
from 1/1/2014 to 31/3/2014
Distribution of 2.396 cents per unit for period
from 1/4/2014 to 9/6/2014
Distribution of 0.626 cents per unit for period
from 10/6/2014 to 30/6/2014
Group
2014
$’000
2013
$’000
trust
2014
$’000
2013
$’000
24,651
85,139
5,727
4,576
95,442
120,093
–
–
–
–
24,576
20,626
23,772
19,776
5,731
94,481
22,354
80,916
4,772
4,443
90,131
112,485
22,317
19,772
22,250
23,495
–
–
–
–
–
87,834
24,648
85,135
5,731
4,576
95,442
120,090
–
–
–
–
24,576
20,626
23,772
19,776
5,731
94,481
22,351
80,914
4,774
4,443
90,131
112,482
22,317
19,772
22,250
23,495
–
–
–
–
–
87,834
income available for distribution to unitholders at end of year
25,612
24,651
25,609
24,648
note a – net tax adjustments relate to the following items:
– asset management fees paid/payable in units
– trustee’s fees
– amortisation of loan arrangement fees
– amortisation of lease incentives
– Deferred income and amortisation of rental deposits
– other items
net tax adjustments
2,574
363
753
1,538
7
492
5,727
2,304
326
674
1,004
–
464
4,772
2,574
363
753
1,538
7
496
5,731
2,304
326
674
1,004
–
466
4,774
the accompanying accounting policies and explanatory notes form an integral part of the financial statements.
79
14_0307 FCT AR 2014 Financial_v15.indd 79
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F r a s e r s
C e n t r e p o i n t
t r u s t
S t a t e M e n t S o F M o v e M e n t S I n U n I t H o L D e r S ’
F U n D S a n D t r a n S L a t I o n r e S e r v e
F o r t H e F i n a n C i a L Y e a r e n D e D 3 0 s e p t e M B e r 2 0 1 4
Group
2014
$’000
2013
$’000
trust
2014
$’000
2013
$’000
net assets at beginning of year
1,462,355
1,263,030
1,454,462
1,255,047
operations
total return for the year
Unitholders’ transactions
Creation of units
– proceeds from placement
– issued as satisfaction of acquisition fee
– issued as satisfaction of asset management fees
issue expenses
Distributions to unitholders
net increase/(decrease) in net assets resulting from
unitholders’ transactions
165,063
287,766
163,087
284,964
161,480
3,050
2,474
(2,078)
(94,481)
–
–
2,285
–
(87,834)
161,480
3,050
2,474
(2,078)
(94,481)
–
–
2,285
–
(87,834)
70,445
(85,549)
70,445
(85,549)
Movement in translation reserve (note 13)
814
(2,892)
–
–
net assets at end of year
1,698,677
1,462,355
1,687,994
1,454,462
the accompanying accounting policies and explanatory notes form an integral part of the financial statements.
80
14_0307 FCT AR 2014 Financial_v15.indd 80
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a n n u a L
r e p o r t
2 0 1 4
p o r t F o L I o S t a t e M e n t S
a s a t 3 0 s e p t e M B e r 2 0 1 4
groUp
Description
of property
term of Lease
Location
existing use
occupancy
rate as at
30 september
at
valuation
2014
%
2014
$’000
2013
$’000
percentage of
total assets
2013
2014
%
%
investment properties in singapore
Causeway
point
99-year
leasehold
from
30 october 1995
1 Woodlands
square
northpoint
99-year
leasehold
from
1 april 1990
930 Yishun
avenue 2
anchorpoint
Freehold
Yewtee point
Bedok point
Changi
City point(1)
99-year
leasehold
from
3 January 2006
99-year
leasehold
from
15 March 1978
60-year
leasehold
from
30 april 2009
368 & 370
alexandra
road
21 Choa Chu
Kang north 6
799 new
upper Changi
road
5 Changi
Business
park Central 1
investment properties, at valuation
investment in associate (note 7)
other assets
total assets attributable to unitholders
(1) Changi City point was acquired on 16 June 2014.
Commercial
99.8
1,058,000
1,006,000
41.9
47.1
Commercial
99.4
655,000
638,000
26.0
29.9
Commercial
97.8
93,000
86,000
3.7
4.0
Commercial
96.6
168,000
161,000
6.7
7.6
Commercial
98.2
120,000
128,500
4.8
6.0
Commercial
97.9
306,000
–
12.1
–
2,400,000
74,512
2,474,512
47,274
2,521,786
2,019,500
71,727
2,091,227
43,283
2,134,510
95.2
2.9
98.1
1.9
100.0
94.6
3.4
98.0
2.0
100.0
the accompanying accounting policies and explanatory notes form an integral part of the financial statements.
81
14_0307 FCT AR 2014 Financial_v15.indd 81
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F r a s e r s
C e n t r e p o i n t
t r u s t
trUSt
Description
of property
p o r t F o L I o S t a t e M e n t S
a s a t 3 0 s e p t e M B e r 2 0 1 4
term of Lease
Location
existing use
occupancy
rate as at
30 september
at
valuation
2014
%
2014
$’000
2013
$’000
percentage of
total assets
2013
2014
%
%
investment properties in singapore
Causeway
point
northpoint
99-year
leasehold
from
30 october 1995
1 Woodlands
square
99-year
leasehold
from
1 april 1990
930 Yishun
avenue 2
anchorpoint
Freehold
Yewtee point
Bedok point
Changi
City point(1)
99-year
leasehold
from
3 January 2006
99-year
leasehold
from
15 March 1978
60-year
leasehold
from
30 april 2009
368 & 370
alexandra road
21 Choa Chu
Kang north 6
799 new upper
Changi road
5 Changi
Business
park Central 1
investment properties, at valuation
investment in associate (note 7)
other assets
total assets attributable to unitholders
(1) Changi City point was acquired on 16 June 2014.
Commercial
99.8 1,058,000 1,006,000
42.1
47.3
Commercial
99.4
655,000
638,000
26.1
30.0
Commercial
97.8
93,000
86,000
3.7
4.1
Commercial
96.6
168,000
161,000
6.7
7.6
Commercial
98.2
120,000
128,500
4.8
6.0
Commercial
97.9
306,000
–
12.2
–
63,843
2,400,000 2,019,500
63,843
2,463,843 2,083,343
43,283
2,511,117 2,126,626
47,274
95.6
2.5
98.1
1.9
100.0
95.0
3.0
98.0
2.0
100.0
the accompanying accounting policies and explanatory notes form an integral part of the financial statements.
82
14_0307 FCT AR 2014 Financial_v15.indd 82
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a n n u a L
r e p o r t
2 0 1 4
p o r t F o L I o S t a t e M e n t S
a s a t 3 0 s e p t e M B e r 2 0 1 4
on 30 september 2014, independent valuations of the investment properties were undertaken by Knight Frank pte Ltd
(“Knight Frank”), Jones Lang Lasalle property Consultants pte Ltd (“JLL”), and Colliers international Consultancy &
valuation (singapore) pte Ltd (“Colliers”). the Manager believes that these independent valuers possess appropriate
professional qualifications and recent experience in the location and category of the investment properties being valued.
the valuations were performed based on the following methods:
Description
of property
valuer
valuation Method
Causeway
point
Knight Frank
(2013: Knight Frank)
Capitalisation approach and discounted cash
flow analysis (2013: capitalisation approach
and discounted cash flow analysis)
northpoint
JLL
(2013: Colliers)
anchorpoint
Colliers
(2013: Knight Frank)
Yewtee point
Colliers
(2013: Knight Frank)
Capitalisation approach and discounted cash
flow analysis (2013: Capitalisation approach,
discounted cash flow analysis and direct
comparison method)
Capitalisation approach, discounted cash flow
analysis and direct comparison method (2013:
capitalisation approach and discounted cash
flow analysis)
Capitalisation approach, discounted cash flow
analysis and direct comparison method (2013:
capitalisation approach and discounted cash
flow analysis)
valuation
2014
$’000
2013
$’000
1,058,000
1,006,000
655,000
638,000
93,000
86,000
168,000
161,000
Bedok point
JLL
(2013: JLL)
Capitalisation approach and discounted cash
flow analysis (2013: capitalisation approach
and discounted cash flow analysis)
120,000
128,500
Changi
City point(1)
Knight Frank
(2013: not applicable)
Capitalisation approach and discounted cash
flow analysis (2013: not applicable)
306,000
–
(1) Changi City point was acquired on 16 June 2014.
the net changes in fair values of these investment properties have been recognised in the statements of total return in
accordance with the Group’s accounting policies.
the investment properties are leased to third party tenants. Generally, these leases contain an initial non-cancellable
period of three years. subsequent renewals are negotiated with individual lessees. Contingent rent, which comprises gross
turnover rent, recognised in the statements of total return amounted to $8,290,000 (2013: $7,802,000).
the accompanying accounting policies and explanatory notes form an integral part of the financial statements.
83
14_0307 FCT AR 2014 Financial_v15.indd 83
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F r a s e r s
C e n t r e p o i n t
t r u s t
C a S H F L o W S t a t e M e n t
F o r t H e F i n a n C i a L Y e a r e n D e D 3 0 s e p t e M B e r 2 0 1 4
operating activities
total return before tax
adjustments for:
allowance for doubtful receivables
Bad debts written off
Write back of allowance for doubtful receivables
Borrowing costs
interest income
asset management fees paid/payable in units
Depreciation of fixed assets
amortisation of intangible assets
share of associate’s results (including revaluation surplus)
surplus on revaluation of investment properties
unrealised gain from fair valuation of derivatives
amortisation of lease incentives
Deferred income recognised
operating income before working capital changes
Changes in working capital:
trade and other receivables
trade and other payables
Cash flows from operating activities
Investing activities
Distributions received from associate
interest received
Capital expenditure on investment properties
acquisition of fixed assets
acquisition of intangible assets
net cash outflow on purchase of investment properties (including acquisition fees
and expenses) (note B)
Cash flows used in investing activities
Financing activities
proceeds from borrowings
proceeds from issue of new units
repayment of borrowings
Borrowing costs paid
Distributions to unitholders
payment of issue and finance costs
Cash flows used in financing activities
net increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year (note 9)
Group
2014
$’000
2013
$’000
165,063
287,766
41
–
(57)
18,487
(82)
2,574
41
6
(6,548)
(69,497)
(3,879)
1,538
(1,026)
106,661
(1,598)
(4,793)
100,270
4,576
82
(1,473)
(33)
(90)
(298,682)
(295,620)
220,000
161,480
(70,000)
(16,517)
(94,481)
(3,097)
197,385
2,035
39,706
41,741
104
5
(70)
17,704
(35)
2,304
43
–
(7,243)
(195,741)
(3,866)
1,004
(986)
100,989
2,413
9,361
112,763
4,443
35
(9,483)
(35)
–
–
(5,040)
70,000
–
(58,000)
(14,772)
(87,834)
(280)
(90,886)
16,837
22,869
39,706
the accompanying accounting policies and explanatory notes form an integral part of the financial statements.
84
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C a S H F L o W S t a t e M e n t
F o r t H e F i n a n C i a L Y e a r e n D e D 3 0 s e p t e M B e r 2 0 1 4
a n n u a L
r e p o r t
2 0 1 4
note B net cash outflow on purchase of investment properties (including acquisition fees and expenses)
net cash outflow on purchase of investment properties (including acquisition fees and expenses) is set out below:
investment properties
security deposits
net identifiable assets acquired
acquisition fees and expenses
Less:
units issued for acquisition fee paid to the Manager
net cash outflow
Significant non-Cash transactions
Group
2014
$’000
2013
$’000
305,000
(6,703)
298,297
3,435
(3,050)
298,682
–
–
–
–
–
–
During the financial year, there were the following significant non-cash transactions:
(i)
(ii)
1,412,672 (2013: 1,181,891) units were issued and issuable in satisfaction of asset management fees payable in
units, amounting to a value of $2,573,856 (2013: $2,304,013) in respect of the financial year ended 30 september
2014; and
1,662,125 units were issued in June 2014 in satisfaction of acquisition fees of $3,050,000 in connection with the
acquisition of Changi City point completed on 16 June 2014.
the accompanying accounting policies and explanatory notes form an integral part of the financial statements.
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F r a s e r s
C e n t r e p o i n t
t r u s t
n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
the following notes form an integral part of the financial statements.
1.
g enera L
Frasers Centrepoint trust (the “trust”) is a singapore-domiciled unit trust constituted pursuant to a trust deed
dated 5 June 2006, and any amendment or modification thereof (the “trust Deed”), between Frasers Centrepoint
asset Management Ltd. (the “Manager”) and HsBC institutional trust services (singapore) Limited (the “trustee”).
the trust Deed is governed by the laws of the republic of singapore. the trustee is under a duty to take into custody
and hold the assets of the trust and its subsidiary (collectively, the “Group”) in trust for the holders (“unitholders”)
of units in the trust (the “units”). the address of the trustee’s registered office is 21 Collyer Quay #10-02 HsBC
Building singapore 049320.
the trust was formally admitted to the official List of the singapore exchange securities trading Limited (“sGX-st”)
on 5 July 2006 and was included in the Central provident Fund investment scheme (“CpFis”) on 5 July 2006.
the principal activity of the trust is to invest in income-producing properties used primarily for retail purposes, in
singapore and overseas, with the primary objective of delivering regular and stable distributions to unitholders and
to achieve long-term capital growth. the principal activity of the subsidiary is set out in note 6.
the financial statements were authorised for issue by the Manager and the trustee on 12 november 2014.
the trust has entered into several service agreements in relation to management of the trust and its property
operations. the fee structures of these services are as follows:
(a) property management fees
under the property management agreements, fees are charged as follows:
(i)
2.0% per annum of the gross revenue of the properties;
(ii)
(iii)
2.0% per annum of the net property income of the properties (calculated before accounting for the
property management fees); and
0.5% per annum of the net property income of the properties (calculated before accounting for the
property management fees), in lieu of leasing commissions.
the property management fees are payable monthly in arrears.
(b)
asset management fees
pursuant to the trust Deed, asset management fees comprise the following:
(i)
(ii)
a base fee equal to a rate of 0.3% per annum of the value of Deposited property (being all assets, as
stipulated in the trust Deed) of the trust; and
an annual performance fee equal to a rate of 5.0% per annum of the net property income (as defined
in the trust Deed) of the trust and any special purpose vehicles (as defined in the trust Deed) for each
financial year.
any increase in the rate or any change in the structure of the asset management fees must be approved
by an extraordinary resolution of unitholders passed at a unitholders’ meeting duly convened and held in
accordance with the provisions of the trust Deed.
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1.
g enera L (Cont’ D)
(b)
asset management fees (cont’d)
the Manager may elect to receive the fees in cash or units or a combination of cash and units (as it may in
its sole discretion determine). For the year ended 30 september 2014, the Manager has opted to receive an
average of 20% (2013: 20%) of the asset management fees in the form of units with the balance in cash. the
portion of the asset management fees in the form of units is payable on a quarterly basis in arrears, and the
portion in cash is payable on a monthly basis in arrears.
the Manager is also entitled to receive acquisition fee at the rate of 1% of the acquisition price and a
divestment fee of 0.5% of the sale price on all future acquisitions or disposals of properties or investments.
(c)
trustee’s fees
pursuant to the trust Deed, the trustee’s fees shall not exceed 0.1% per annum of the value of Deposited
property of the trust, subject to a minimum of $9,000 per month, excluding out-of-pocket expenses and Gst.
any increase in the maximum permitted or any change in the structure of the trustee’s fee must be approved
by an extraordinary resolution of unitholders passed at a unitholders’ meeting duly convened and held in
accordance with the provisions of the trust Deed.
the trustee’s fees are payable monthly in arrears.
2.
SUMM arY oF SIgnIFICant aCCoUn tIng p o LI CIe S
(a) Basis of preparation
the financial statements have been prepared in accordance with the recommendations of statement of
recommended accounting practice (“rap”) 7 “reporting Framework for unit trusts” issued by the institute
of singapore Chartered accountants (“isCa”), the applicable requirements of the Code on Collective
investment schemes (the “Cis Code”) issued by the Monetary authority of singapore (“Mas”) and the
provisions of the trust Deed. rap 7 requires the accounting policies to generally comply with the principles
relating to recognition and measurement under the singapore Financial reporting standards (“Frs”).
the financial statements, which are presented in singapore dollars and rounded to the nearest thousand,
unless otherwise stated, have been prepared on the historical cost basis except as disclosed in the accounting
policies below.
the preparation of the financial statements in conformity with rap 7 requires the Manager to make
judgements, estimates and assumptions that affect the application of accounting policies and the reported
amounts of assets, liabilities, income and expenses. the estimates and associated assumptions are based
on historical experience and relevant factors, including expectations of future events that are believed to be
reasonable under the circumstances. actual results may differ from these estimates.
estimates and underlying assumptions are reviewed on an ongoing basis. Financial impact arising from
revisions to accounting estimates are recognised in the period in which the estimates are revised and in any
future periods affected.
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2.
SUMM ar Y o F SIgn IFICant aCCoUn tI ng p oLI CIe S (C o nt’ D)
(a) Basis of preparation (cont’d)
in particular, information about significant areas of estimation, uncertainty and critical judgements in
applying accounting policies that have the most significant effect on the amount recognised in the financial
statements are described in the following notes:
(i)
note 3 – valuation of investment properties
(ii)
note 7 – accounting for investment in associate
(iii)
note 10 – valuation of interest rate swaps
(b)
adoption of new and revised standards
the accounting policies adopted are consistent with those of the previous financial year except in the current
financial year, the Group has adopted Frs 113 which is effective for the financial year beginning 1 october 2013.
according to the transition provisions of Frs 113 Fair value Measurement, Frs 113 has been applied
prospectively by the Group on 1 october 2013.
Frs 113 establishes a single source of guidance for all fair value measurements. Frs 113 does not prescribe
when an entity is required to use fair value, but rather provides guidance on how to measure fair value under
Frs when fair value is required or permitted. the Group has considered the specific requirements relating
to highest and best use, valuation premise, and principal (or most advantageous) market. the methods,
assumptions, processes and procedures for determining fair value were revisited and concluded to be in line
with the requirements under Frs 113.
Frs 113 mainly impacts the disclosures in the financial statements. it requires specific disclosures about fair
value measurements and disclosures of fair values, some of which replace existing disclosure requirements
in other standards, including Frs 107 Financial instruments: Disclosures. Frs 113 disclosures are provided
in multiple notes, including 3, 10 and 23.
the disclosure requirements of Frs 113 apply prospectively and need not be provided for comparative
periods before initial application. Consequently, comparatives of these disclosures have not been provided.
(c)
standards issued but not yet effective
the Group has not adopted the following standards that have been issued but not yet effective:
revised Frs 27 separate Financial statements
revised Frs 28 investments in associates and Joint ventures
Frs 111 Joint arrangements
Frs 110 Consolidated Financial statements
Frs 112 Disclosure of interest in other entities
effective date
(annual period
beginning on
or after)
1 January 2014
1 January 2014
1 January 2014
1 January 2014
1 January 2014
the Manager expects that the adoption of the above standards will have no material impact on the financial
statements in the period of initial application.
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2.
SUMM ar Y o F SIgn IFICant aCCoUn tI ng p oLI CIe S (C o nt’ D)
(d)
Foreign currency
transactions in foreign currencies are measured and recorded on initial recognition in singapore dollars,
the functional currency of the trust and subsidiary, at exchange rates approximating those ruling at the
transaction dates. Monetary assets and liabilities denominated in foreign currencies are translated at the
rate of exchange ruling at the balance sheet date. non-monetary items that are measured in terms of
historical cost in a foreign currency are translated using the exchange rates as at the dates of the initial
transactions. non-monetary items measured at fair value in a foreign currency are translated using the
exchange rates at the date when the fair value was determined.
exchange differences arising on the settlement of monetary items or on translating monetary items at the
balance sheet date are recognised in the statements of total return except for exchange differences arising
on monetary items that form part of the Group’s net investment in foreign operations, which are recognised
initially in equity as translation reserve in the Balance sheets and recognised in the statements of total
return on disposal of the foreign operation.
For consolidation purposes, the assets and liabilities of foreign operations are translated into singapore
dollars at the rate of exchange ruling at the balance sheet date and their profit or loss are translated at the
exchange rates prevailing at the date of the transactions. the exchange differences arising on translation are
taken directly to a separate component of equity as translation reserve. on disposal of a foreign operation,
the cumulative amount recognised in translation reserve relating to that particular foreign operation is
recognised in the statements of total return.
When associates that are foreign operations are partially disposed, the proportionate share of the
accumulated exchange differences is reclassified to the statements of total return.
(e)
investment properties
investment properties are stated at initial cost on acquisition, including transaction costs, and at valuation
thereafter. valuation is determined in accordance with the trust Deed, which requires the investment
properties to be valued by independent registered valuers in the following events:
•
•
in such manner and frequency required under the Cis Code issued by the Mas; and
at least once in each period of 12 months following the acquisition of each parcel of real estate property.
any increase or decrease on revaluation is credited or charged to the statements of total return as a net
revaluation surplus or deficit in the value of the investment properties.
subsequent expenditure relating to investment properties that have already been recognised is added to
the carrying amount of the asset when it is probable that future economic benefits, in excess of originally
assessed standard of performance of the existing asset, will flow to the Group and the trust. all other
subsequent expenditure is recognised as an expense in the period in which it is incurred.
investment properties are derecognised when either they have been disposed of or when the investment
property is permanently withdrawn from use and no future economic benefit is expected from its disposal.
any gains or losses on the retirement or disposal of an investment property are recognised in the statements
of total return in the year of retirement or disposal.
investment properties are not depreciated. investment properties are subject to continual maintenance and
regularly revalued on the basis set out above. For taxation purposes, the Group and the trust may claim
capital allowances on assets that qualify as plant and machinery under the income tax act.
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t r u s t
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3 0 s e p t e M B e r 2 0 1 4
2.
SUMM ar Y o F SIgn IFICant aCCoUn tI ng p oLI CIe S (C o nt’ D)
(f)
Basis of consolidation and investment in subsidiary
a subsidiary is an entity over which the Group has the power to govern the financial and operating policies
so as to obtain benefits from its activities.
in the trust’s balance sheet, investment in subsidiary is accounted for at cost less any impairment losses.
the consolidated financial statements incorporate the financial statements of the trust and its subsidiary
as of the balance sheet date. the financial statements of the subsidiary used in the preparation of the
consolidated financial statements are prepared for the same reporting date and using consistent accounting
policies as the trust.
a subsidiary is consolidated from the date of acquisition, being the date on which the Group obtains control,
and continues to be consolidated until the date that such control ceases. all intra-group balances, income
and expenses and unrealised gains and losses resulting from intra-group transactions are eliminated in full.
Business combinations are accounted for by applying the acquisition method. identifiable assets acquired
and liabilities assumed in a business combination are measured initially at their fair values at the acquisition
date. acquisition-related costs are recognised as expenses in the periods in which the costs are incurred and
the services are received.
When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate
classification and designation in accordance with the contractual terms, economic circumstances and
pertinent conditions as at the acquisition date. this includes the separation of embedded derivatives in host
contracts by the acquiree.
any contingent consideration to be transferred by the acquirer will be recognised at fair value at the
acquisition date. subsequent changes to the fair value of the contingent consideration, if deemed to be an
asset or liability within the scope of Frs 39, will be recognised either in the statements of total return or
as change to a separate component of equity. if the contingent consideration is classified as equity, it is not
remeasured until it is finally settled within equity.
in business combinations achieved in stages, previously held equity interests in the acquiree are remeasured to fair
value at the acquisition date and any corresponding gain or loss is recognised in the statements of total return.
the Group elects for each individual business combination whether non-controlling interest in the acquiree
(if any) is recognised on the acquisition date at fair value or at the non-controlling interest’s proportionate
share of the acquiree’s identifiable net assets.
any excess of the sum of the fair value of the consideration transferred in the business combination, the
amount of non-controlling interest in the acquiree (if any), and the fair value of the Group’s previously held
equity interest in the acquiree (if any), over the net fair value of the acquiree’s identifiable assets and liabilities
is recorded as goodwill. in instances where the latter amount exceeds the former, the excess is recognised
as gain on bargain purchase in the statements of total return on the acquisition date.
(g)
investment in associate
an associate is an entity, not being a subsidiary or a joint venture, in which the Group has significant influence.
the Group’s investment in associate is accounted for using the equity method. under the equity method,
the investment in associate is stated in the Balance sheets at cost plus post-acquisition changes in the
Group’s share of net assets of the associate. the Group’s share of results of the associate is recognised in the
statements of total return. Where there has been a change recognised directly in the equity of the associate,
the Group recognises its share of such changes in equity.
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2.
SUMM ar Y o F SIgn IFICant aCCoUn tI ng p oLI CIe S (C o nt’ D)
(g)
investment in associate (cont’d)
after application of the equity method, the Group determines whether it is necessary to recognise any
impairment loss with respect to the Group’s net investment in the associate. the Group determines at the
end of each reporting period whether there is any objective evidence that the investment in the associate is
impaired. if this is the case, the Group calculates the amount of impairment as the difference between the
recoverable amount of the associate and its carrying value and recognises the amount in the statements of
total return.
the associate is equity accounted for from the date the Group obtains significant influence until the date the
Group ceases to have significant influence over the associate.
Goodwill relating to an associate is included in the carrying amount of the investment and is neither
amortised nor tested individually for impairment. any excess of the Group’s share of the net fair value of the
associate’s identifiable assets, liabilities and contingent liabilities over the cost of the investment is excluded
from the carrying amount of the investment and is instead included as income in the determination of the
Group’s share of the associate’s results in the period in which the investment is acquired.
When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including
any unsecured receivables, the Group does not recognise further losses unless it has incurred obligations or
made payments on behalf of the associate.
Where the dates of the financial statements of the associate are not co-terminous with those of the Group,
the share of results is arrived at from the last audited financial statements available and unaudited
management accounts to the end of the accounting period. Consistent accounting policies are applied for
like transactions and events in similar circumstances. Where necessary, adjustments are made to bring the
accounting policies in line with those of the Group.
upon loss of significant influence over the associate, the Group measures and recognises any retained
investment at its fair value. any difference between the carrying amount of the associate upon loss of
significant influence and the fair value of the aggregate of the retained investment and proceeds from
disposal is recognised in the statements of total return.
(h)
Fixed assets
Fixed assets are stated at cost less accumulated depreciation and any impairment. the cost of an asset
comprises its purchase price and any directly attributable costs of bringing the asset to working condition
for its intended use. the cost of a fixed asset is recognised as an asset if, and only if, it is probable that
future economic benefits associated with the asset will flow to the Group and the cost of the asset can be
measured reliably. expenditure for additions, improvements and renewals are capitalised and expenditure
for maintenance and repair are charged to the statements of total return. When assets are derecognised
upon disposal or when no future economic benefits are expected from their use or disposal, their cost and
accumulated depreciation are removed from the financial statements and any gain or loss on derecognition
of the assets is included in the statements of total return.
Fixed assets are depreciated on the straight line method so as to write off the cost of the fixed assets over
their estimated useful lives. the principal annual rates of depreciation for equipment, furniture and fittings
range from 10% to 20%.
the carrying values of fixed assets are reviewed for impairment when events or changes in circumstances
indicate that the carrying value may not be recoverable.
the residual value, useful life and depreciation method are reviewed at each financial year-end, and adjusted
prospectively, if appropriate.
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C e n t r e p o i n t
t r u s t
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3 0 s e p t e M B e r 2 0 1 4
2.
SUMM ar Y o F SIgn IFICant aCCoUn tI ng p oLI CIe S (C o nt’ D)
(i)
intangible assets
software is initially recognised at cost and subsequently carried at cost less accumulated amortisation.
software is amortised over the estimated useful life and assessed for impairment whenever there is an
indication that the intangible asset may be impaired.
Changes in the expected useful life or the expected pattern of consumption of future economic benefits
embodies in the asset is accounted for by changing the amortisation period or method, as appropriate, and
are treated as changes in accounting estimates. the amortisation expense on intangible assets with finite
useful lives is recognised in the statements of total return in the expense category consistent with the
function of the intangible asset.
Gains or losses arising from de-recognition of an intangible asset are measured as the difference between
the net disposal proceeds and the carrying amount of the asset and are recognised in the statements of total
return when the asset is derecognised.
(j)
impairment of non-financial assets
the Group assesses at each reporting date whether there is any indication that an asset may be impaired. if
any such indication exists, or when annual impairment testing for an asset is required, the Group makes an
estimate of the asset’s recoverable amount.
an impairment loss is recognised in the statements of total return whenever the carrying amount of an
asset or its cash-generating unit exceeds its recoverable amount.
the recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value
less costs to sell and is determined for an individual asset, unless the asset does not generate cash inflows
that are largely independent of those from other assets or group of assets. in assessing value in use, the
estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects
current market assessments of the time value of money and the risks specific to the asset.
impairment losses recognised in prior periods are assessed at each reporting date for any indication that
the loss has decreased or no longer exists. if such indication exists, the recoverable amount is estimated.
an impairment loss is reversed 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. if that is the case, the carrying
amount of the asset is increased to its recoverable amount. an impairment loss is reversed only to the extent
that the asset’s carrying amount does not exceed the carrying amount that would have been determined,
net of depreciation, had no impairment loss been recognised for the asset in prior years. reversal of an
impairment loss is recognised in the statements of total return. after such a reversal, the depreciation
charge, if any, is adjusted in future periods to allocate the asset’s revised carrying amount, less any residual
value, on a systematic basis over its remaining useful life.
(k)
Financial assets
the Group determines the classification of its financial assets at initial recognition. When financial assets
are recognised initially, they are measured at fair value, plus, in the case of financial assets not at fair value
through profit or loss, directly attributable transaction costs.
non-derivative financial assets with fixed or determinable payments that are not quoted in an active market
are classified as loans and receivables. subsequent to initial recognition, loans and receivables are carried
at amortised cost using the effective interest method, less any impairment losses. Gains or losses are
recognised in the statements of total return when the loans and receivables are derecognised or impaired,
as well as through the amortisation process.
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2.
SUMM ar Y o F SIgn IFICant aCCoUn tI ng p oLI CIe S (C o nt’ D)
(k)
Financial assets (cont’d)
Financial assets at fair value through profit or loss include financial assets held for trading and financial
assets designated upon initial recognition at fair value through profit or loss. Financial assets classified as
held for trading include derivative financial instruments entered into by the Group that are not designated as
hedging instruments in hedge relationships as defined by Frs 39. Derivatives, including separated embedded
derivatives, are also classified as held for trading unless they are designated as effective hedging instruments.
subsequent to initial recognition, financial assets at fair value through profit or loss are measured at fair
value. any gains or losses arising from changes in fair value of the financial assets are recognised in the
statements of total return.
Financial assets are recognised on the Balance sheets when, and only when, the Group becomes a party to
the contractual provisions of the instruments. Financial assets are derecognised when the contractual rights
to receive cash flows from the assets have expired. on derecognition, the difference between the carrying
amount and the consideration received is recognised in the statements of total return.
all regular way purchases and sales of financial assets are recognised or derecognised on the trade date
i.e., the date that the Group commits to purchase or sell the asset. regular way purchases or sales are
purchases or sales of financial assets that require delivery of assets within the period generally established
by regulation or convention in the marketplace concerned.
(l)
Cash and cash equivalents
Cash and cash equivalents comprise cash balances and bank deposits.
(m)
impairment of financial assets
the Group assesses at each reporting date whether there is any objective evidence that a financial asset
is impaired.
For financial assets carried at amortised cost, the Group first assesses individually whether objective
evidence of impairment exists individually for financial assets that are individually significant, or collectively
for financial assets that are not individually significant. if the Group determines that no objective evidence
of impairment exists for an individually assessed financial asset, whether significant or not, it includes the
asset in a group of financial assets with similar credit risk characteristics and collectively assesses them
for impairment. assets that are individually assessed for impairment and for which an impairment loss is or
continues to be recognised are not included in a collective assessment of impairment.
if there is objective evidence that an impairment loss on financial assets carried at amortised cost has been
incurred, the amount of impairment loss is calculated as the difference between its carrying amount, and
the present value of estimated future cash flows discounted at the financial asset’s original effective interest
rate (i.e. the effective interest rate computed at initial recognition). the carrying amount of the asset is
reduced through the use of an allowance account. the amount of the loss and any subsequent write-back is
recognised in the statements of total return.
When the asset becomes uncollectible, the carrying amount of impaired financial assets is reduced directly
or if an amount was charged to the allowance account, the amounts charged to the allowance account are
written off against the carrying value of the financial asset.
to determine whether there is objective evidence that an impairment loss on financial assets has incurred,
the Group considers factors such as the probability of insolvency or significant financial difficulties of the
debtor and default or significant delay in payments.
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C e n t r e p o i n t
t r u s t
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2.
SUMM ar Y o F SIgn IFICant aCCoUn tI ng p oLI CIe S (C o nt’ D)
(m)
impairment of financial assets (cont’d)
if, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related
objectively to an event occurring after the impairment loss was recognised, the previously recognised
impairment loss is reversed. any subsequent reversal of an impairment loss is recognised in the statements
of total return to the extent that the carrying value of the asset does not exceed its amortised cost at the
reversal date.
(n)
Financial liabilities
Financial liabilities are recognised on the Balance sheets when, and only when, the Group becomes a party to
the contractual provisions of the financial instrument. the Group determines the classification of its financial
liabilities at initial recognition. Financial liabilities are initially recognised at the fair value of consideration
received, and in the case of financial liabilities other than those designated at fair value through profit or
loss, less directly attributable transaction costs.
Financial liabilities that are designated at fair value through profit or loss include financial liabilities held for
trading. Financial liabilities are classified as held for trading if they are acquired for the purpose of selling in
the near term. this category includes derivative financial instruments such as interest rate swaps entered
into by the Group to hedge its risks associated with interest rate fluctuations.
subsequent to initial recognition, financial liabilities at fair value through profit or loss are measured at fair
value. any gains or losses arising from changes in fair value of the financial liabilities are recognised in the
statements of total return.
after initial recognition, financial liabilities that are not carried at fair value through profit or loss are
subsequently measured at amortised cost using the effective interest rate method. Gains and losses
are recognised in the statements of total return when the liabilities are derecognised and through the
amortisation process.
a financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires.
(o) provisions
provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a
past event, it is probable that an outflow of resources embodying economic benefits will be required to settle
the obligation and the amount of the obligation can be estimated reliably.
provisions are reviewed at the end of each reporting period and adjusted to reflect the current best estimate.
if it is no longer probable that an outflow of economic resources will be required to settle the obligation, the
provision is reversed. if the effect of the time value of money is material, provisions are discounted using a
current pre-tax rate that reflects, where appropriate, the risks specific to the liability. When discounting is
used, the increase in the provision due to the passage of time is recognised as finance cost.
(p)
security deposits and deferred income
security deposits relate to rental deposits received from tenants at the Group’s investment properties. the
accounting policy for security deposits as a financial liability is set out in note 2(n).
Deferred income relates to the difference between consideration received for security deposits and its fair
value at initial recognition, and is credited to the statements of total return as gross rental income on a
straight line basis over individual lease term.
94
14_0307 FCT AR 2014 Financial_v15.indd 94
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n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
a n n u a L
r e p o r t
2 0 1 4
2.
SUMM ar Y o F SIgn IFICant aCCoUn tI ng p oLI CIe S (C o nt’ D)
(q)
Leases
the determination of whether an arrangement is or contains a lease is based on the substance of the
arrangement at inception date: whether fulfilment of the arrangement is dependent on the use of a specific
asset or assets or the arrangement conveys a right to use the asset even if that right is not explicitly specified
in an arrangement.
Leases where the Group retains substantially all the risks and rewards of ownership of the asset are
classified as operating leases. initial direct costs incurred in negotiating an operating lease are added to the
carrying amount of the leased asset and recognised over the lease term on the same bases as rental income.
the accounting policy for rental income is set out in note 2(r)(i).
(r)
revenue recognition
revenue is recognised to the extent it is probable that the economic benefits will flow to the Group and
the revenue can be reliably measured. revenue is measured at the fair value of consideration received or
receivable, excluding discounts, rebates, and sales taxes or duty. the following specific recognition criteria
must also be met before revenue is recognised:
(i)
rental income
rental income receivable under operating leases is recognised in the statements of total return
on a straight-line basis over the term of the lease, except where an alternative basis is more
representative of the pattern of benefits to be derived from the leased assets. Lease incentives
granted are recognised as an integral part of the total rental to be received. the aggregate cost of
incentives provided to lessees is recognised as a reduction of rental income over the lease term on a
straight-line basis. Contingent rent, which comprises gross turnover rental, is recognised as income
in the period in which it is earned.
(ii)
interest income
interest income is recognised in the statements of total return using the effective interest method.
(s)
expenses
(i)
property expenses
property expenses are recognised on an accrual basis. included in property expenses are property
management fees which are based on the applicable formula stipulated in note 1(a).
(ii)
asset management fees
asset management fees are recognised on an accrual basis based on the applicable formula
stipulated in note 1(b).
(iii)
trust expenses
trust expenses are recognised on an accrual basis. included in trust expenses are trustee’s fees
which are based on the applicable formula stipulated in note 1(c).
14_0307 FCT AR 2014 Financial_v15.indd 95
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95
F r a s e r s
C e n t r e p o i n t
t r u s t
n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
2.
SUMM ar Y o F SIgn IFICant aCCoUn tI ng p oLI CIe S (C o nt’ D)
(t)
taxation
(i)
Current income tax
Current income tax is the expected tax payable on the taxable income for the period, using tax rates
and tax laws enacted or substantively enacted at the balance sheet date.
(ii)
Deferred tax
Deferred tax is provided using the liability method on temporary differences at the balance sheet
date between the tax bases of assets and liabilities and their carrying amounts for financial reporting
purposes.
Deferred tax is not recognised for temporary differences that:
–
–
arises from the initial recognition of goodwill or of an asset or liability in a transaction that is
not a business combination and, at the time of the transaction, affects neither the accounting
profit nor taxable profit or loss; and
are associated with investments in subsidiaries and associates, where the timing of the
reversal of the temporary differences can be controlled and it is probable that the temporary
differences will not reverse in the foreseeable future.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year
when the assets are realised or the liabilities are settled, based on tax rates and tax laws that have
been enacted or substantively enacted at the balance sheet date.
(iii)
tax transparency
the inland revenue authority of singapore (“iras”) has issued a tax ruling on the income tax
treatment of the trust. subject to meeting the terms and conditions of the tax ruling which includes a
distribution of at least 90% of the taxable income of the trust, the trustee will not be assessed to tax
on the taxable income of the trust. instead, the distributions made by the trust out of such taxable
income are subject to tax in the hands of unitholders, unless they are exempt from tax on the trust’s
distributions (the “tax transparency ruling”). accordingly, the trustee and the Manager will deduct
income tax at the prevailing corporate tax rate from the distributions made to unitholders that are
made out of the taxable income of the trust, except:
–
–
Where the beneficial owners are individuals or Qualifying unitholders, the trustee and the
Manager will make the distributions to such unitholders without deducting any income tax;
and
Where the beneficial owners are foreign non-individual investors or where the units are held
by nominee unitholders who can demonstrate that the units are held for beneficial owners
who are foreign non-individual investors, the trustee and the Manager will deduct/withhold
tax at a reduced rate of 10% from the distributions.
a Qualifying unitholder is a unitholder who is:
(i)
a tax resident singapore-incorporated company;
(ii)
a non-corporate singapore constituted or registered entity (e.g. town council, statutory board,
charitable organisation, management corporation, club and trade and industry association
constituted, incorporated, registered or organised in singapore);
96
14_0307 FCT AR 2014 Financial_v15.indd 96
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n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
a n n u a L
r e p o r t
2 0 1 4
2.
SUMM ar Y o F SIgn IFICant aCCoUn tI ng p oLI CIe S (C o nt’ D)
(t)
taxation (cont’d)
(iii)
tax transparency (cont’d)
(iii)
(iv)
a singapore branch of a foreign company which has been presented a letter of approval from
the Comptroller of income tax granting waiver from tax deducted at source in respect of
distributions from the trust;
an agent bank or a supplementary retirement scheme (“srs”) operator acting as nominee
for individuals who have purchased units in the trust within the CpFis or the srs respectively;
or
(v)
a nominee who can demonstrate that the units are held for beneficial owners who are
individuals or who fall within the classes of unitholders listed in (i) to (iii) above.
the above tax transparency ruling does not apply to gains from the sale of real properties. such gains,
when determined by the iras to be trading gains, are assessable to tax on the trustee. Where the
gains are capital gains, the trustee will not be assessed to tax and may distribute the capital gains
without tax being deducted at source.
(iv)
sales tax
revenue, expenses and assets are recognised net of the amount of sales tax except:
–
Where the sales tax incurred on a purchase of assets or services is not recoverable from the
taxation authority, in which case the sales tax is recognised as part of the cost of acquisition
of the asset or as part of the expense item as applicable; and
–
receivables and payables that are stated with the amount of sales tax included.
the net amount of sales tax recoverable from, or payable to, the iras is included as part of receivables
or payables on the Balance sheets.
(u) Borrowing costs
Borrowing costs are expensed in the period they occur, and consist of interest and other costs that the Group
incurs in connection with the borrowing of funds.
(v)
segment reporting
For management purposes, the Group is organised into operating segments based on individual investment
property within the Group’s portfolio. the Manager regularly reviews the segment results in order to allocate
resources to the segments and to assess the segments’ performance. additional disclosures on each of
these segments are shown in note 25, including the factors used to identify the reportable segments and the
measurement basis of segment information.
(w) units and unit issuance expenses
proceeds from issuance of units are recognised as unithholders’ funds. incremental costs directly
attributable to the issuance of units are deducted against unitholders’ funds.
14_0307 FCT AR 2014 Financial_v15.indd 97
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97
F r a s e r s
C e n t r e p o i n t
t r u s t
n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
2.
SUMM ar Y o F SIgn IFICant aCCoUn tI ng p oLI CIe S (C o nt’ D)
(x)
Contingencies
a contingent liability is:
–
a possible obligation that arises from past events and whose existence will be confirmed only by the
occurrence or non-occurrence of one or more uncertain future events not wholly within the control of
the Group or the trust; or
–
a present obligation that arises from past events but is not recognised because:
(i)
it is not probable that an outflow of resources embodying economic benefits will be required
to settle the obligation; or
(ii)
the amount of the obligation cannot be measured with sufficient reliability.
a contingent asset is a possible asset that arises from past events and whose existence will be confirmed
only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the
control of the Group or the trust.
Contingent liabilities and assets are not recognised on the Balance sheets, except for contingent liabilities
assumed in a business combination that are present obligations and which the fair values can be reliably
determined.
(y)
related parties
a related party is defined as follows:
(i)
a person or a close member of that person’s family is related to the Group if that person:
(i)
has control or joint control over the Group;
(ii)
has significant influence over the Group; or
(iii)
is a member of the key management personnel of the Group or of a parent of the Group.
(ii) an entity is related to the Group if any of the following conditions applies:
(i)
(ii)
the entity and the Group are members of the same group (which means that each parent,
subsidiary and fellow subsidiary is related to the others).
one entity is an associate or joint venture of the other entity (or an associate or joint venture of
a member of a group of which the other entity is a member).
(iii)
both entities are joint ventures of the same third party.
(iv)
one entity is a joint venture of a third entity and the other entity is an associate of the third entity.
(v)
the entity is a post-employment benefit plan for the benefit of employees of either the Group
or an entity related to the Group.
(vi)
the entity is controlled or jointly controlled by a person identified in (i).
(vii)
a person identified in (i) (i) has significant influence over the entity or is a member of the key
management personnel of the entity (or of a parent of the entity).
98
14_0307 FCT AR 2014 Financial_v15.indd 98
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n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
a n n u a L
r e p o r t
2 0 1 4
3.
Inve StMent prop ertIeS
at beginning
purchase of an investment property
Capital expenditure
surplus on revaluation taken to statements of total return
at end
Group and trust
2014
$’000
2013
$’000
2,019,500
308,435
4,106
2,332,041
1,816,000
–
8,763
1,824,763
67,959
2,400,000
194,737
2,019,500
the investment properties owned by the Group and the trust are set out in the portfolio statements on pages 81 to 83.
northpoint has been mortgaged as security for a $264 million secured five-year term loan from DBs Bank Ltd,
oversea-Chinese Banking Corporation Limited and standard Chartered Bank (note 12).
Bedok point has been mortgaged as security for a $70 million secured five-year term loan from DBs Bank Ltd
(note 12).
During the current financial year, the trust completed the acquisition of Changi City point for a total consideration
of $308,434,956 (including transaction costs of $384,956 directly attributable to the acquisition and acquisition fees
paid to the Manager in units of $3,050,000, representing 1% of the purchase consideration paid of $305,000,000).
valuation processes
investment properties are stated at fair value based on valuations performed by external independent valuers who
possess appropriate recognised professional qualifications and relevant experience in the location and property
being valued. in accordance to Cis code, the Group rotates the independent valuers every two years.
in determining the fair value, the valuers have used valuation methods which involve certain estimates. the key
assumptions used to determine the fair value of investment properties include market-corroborated capitalisation
yields, terminal yields and discount rates. the Manager reviews the appropriateness of the valuation methodologies,
assumptions and estimates adopted and is of the view that they are reflective of the market conditions as at
30 september 2014.
the fair values are based on market values, being the estimated amount for which a property could be exchanged
on the date of the valuation between a willing buyer and a willing seller in an arm’s length transaction after proper
marketing wherein the parties have each acted knowledgeably, prudently and without compulsion.
Fair value hierarchy
•
•
•
Level 1:
quoted prices (unadjusted) in active markets for identical assets or liabilities that the Group
can access at the measurement date;
Level 2:
inputs other than quoted prices included within Level 1 that are observable for the asset or
liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and
Level 3:
inputs for the asset or liability that are not based on observable market data (unobservable inputs).
Fair value measurements that use inputs of different hierarchy levels are categorised in its entirety in the same
level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.
99
14_0307 FCT AR 2014 Financial_v15.indd 99
12/12/14 3:37 PM
F r a s e r s
C e n t r e p o i n t
t r u s t
n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
3.
InveStMent prop ertIeS (Cont’D )
at 30 September 2014
non-financial assets
investment properties
at 30 September 2013
non-financial assets
investment properties
Level 3 fair value measurements
Level 1
$’000
Level 2
$’000
Level 3
$’000
total
$’000
–
–
–
–
2,400,000
2,400,000
2,019,500
2,019,500
the following table shows the information about fair value measurements using significant unobservable
inputs (Level 3):
Description
investment
properties
Fair value at
30 september 2014
$’000
valuation
techniques
Key
unobservable
inputs
range of
unobservable
inputs
relationship of
unobservable
inputs to fair value
2,400,000
Capitalisation
approach
Capitalisation
rate
5.25% - 5.70%
Discounted cash
flow analysis
Discount rate
7.75% - 8.00%
the higher the rate,
the lower the fair
value.
the higher the rate,
the lower the fair
value.
a significant reduction in the capitalisation rate and/or discount rate in isolation would result in a significantly
higher fair value of the investment properties.
the key unobservable inputs correspond to:
•
•
Discount rate, based on the risk-free rate for 10-year bonds issued by the government in singapore, adjusted
for a risk premium to reflect the increased risk of investing in the asset class; and
Capitalisation rate which corresponds to a rate of return on investment properties based on the expected
income that the property will generate.
the net change in fair value of the properties recognised in the statements of total return has been adjusted for
amortisation of lease incentives as follows:
surplus on revaluation
amortisation of lease incentives
surplus on revaluation recognised in statements of total return
Group and trust
2014
$’000
2013
$’000
67,959
1,538
69,497
194,737
1,004
195,741
Direct operating expenses (including repairs and maintenance) arising from rental generating properties are
disclosed on note 17 to the financial statements.
the Group has no restrictions on the realisability of its investment properties and no contractual obligations to
purchase, construct or develop investment property or for repairs, maintenance or enhancements other than as
disclosed in note 26.
100
14_0307 FCT AR 2014 Financial_v15.indd 100
12/12/14 3:37 PM
n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
a n n u a L
r e p o r t
2 0 1 4
4.
FIXe D aSS etS
Cost
at beginning
additions
Disposals
at end
accumulated depreciation
at beginning
Charge for the year
Disposals
at end
Carrying amount
at beginning
at end
5.
Int ang IBLe aSS etS
Cost
at beginning
additions
at end
accumulated amortisation
at beginning
Charge for the year
at end
Carrying amount
at beginning
at end
equipment,
furniture and fittings
Group and trust
2014
$’000
2013
$’000
308
33
(17)
324
187
41
(17)
211
121
113
277
35
(4)
308
148
43
(4)
187
129
121
software
Group and trust
2014
$’000
2013
$’000
–
90
90
–
6
6
–
84
–
–
–
–
–
–
–
–
101
14_0307 FCT AR 2014 Financial_v15.indd 101
12/12/14 3:37 PM
F r a s e r s
C e n t r e p o i n t
t r u s t
n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
6.
InveSt Ment In SUBSIDIarY
unquoted equity investment, at cost
* Denotes amount less than $500.
Details of the subsidiary are as follows:
name of subsidiary
place of incorporation/business
FCt Mtn pte. Ltd.(1)
singapore
(1) audited by ernst & Young LLp, singapore
trust
2014
$’000
2013
$’000
*
*
effective equity
interest held by
the trust
2014
%
100
2013
%
100
FCt Mtn pte. Ltd. (“FCt Mtn”) is a wholly-owned subsidiary with share capital of $2 comprising 2 ordinary shares.
the principal activity of the subsidiary is the provision of treasury services, including lending to the trust the
proceeds from issuance of notes under an unsecured multicurrency medium term note programme.
7.
Inve St Ment In aSS oCIate
Quoted units, at cost
share of post-acquisition reserves
– operations
– revaluation surplus
translation difference
allowance for impairment
Group
trust
2014
$’000
2013
$’000
2014
$’000
2013
$’000
67,806
67,806
67,806
67,806
3,537
17,377
(7,449)
81,271
(6,759)
74,512
3,086
15,857
(8,263)
78,486
(6,759)
71,727
–
–
–
67,806
(3,963)
63,843
–
–
–
67,806
(3,963)
63,843
Fair value of investment based on published price quotation
73,361
73,568
73,361
73,568
102
14_0307 FCT AR 2014 Financial_v15.indd 102
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n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
a n n u a L
r e p o r t
2 0 1 4
7.
InveSt Ment In aSS oCIate (Cont’ D )
Details of the associate are as follows:
name of associate
place of incorporation/business
effective equity
interest held by the
Group and trust
2014
%
2013
%
Hektar real estate investment trust(1)
Malaysia
31.17
31.17
(1) audited by sJ Grant thornton, Malaysia
Hektar real estate investment trust (“H-reit”) is a real estate investment trust constituted in Malaysia by a trust
deed dated 5 october 2006. H-reit units are listed on the Main Board of Bursa Malaysia securities Berhad. the
principal investment objective of H-reit is to invest in income-producing real estate in Malaysia used primarily for
retail purposes.
as the results of H-reit are not expected to be announced in sufficient time to be included in the Group’s results
for the quarter ended 30 september 2014, the Group has estimated the results of H-reit for the quarter ended 30
september 2014 based on its results for the preceding quarter, adjusted for significant transactions and events
occurring up to the reporting date of the Group, if any.
the result for H-reit was equity accounted for at the Group level, net of 10% (2013: 10%) withholding tax in Malaysia.
the following summarised financial information relating to the associate has not been adjusted for the percentage
of ownership interest held by the Group:
assets and liabilities
non-current assets
Current assets
total assets
Current liabilities
non-current liabilities
total liabilities
results
revenue
expenses
revaluation surplus
total return for year
2014(2)
$’000
2013(3)
$’000
414,567
10,965
425,532
8,233
178,427
186,660
413,434
12,001
425,435
13,107
174,004
187,111
47,331
(29,360)
4,914
22,885
45,696
(29,087)
7,865
24,474
(2) the financial information is based on the latest available unaudited management accounts as at 30 June 2014 and for the six months ended
30 June 2014 and the pro-rated six month results from the audited financial statements for the period ended 31 December 2013.
(3) the financial information is based on the unaudited management accounts as at 30 June 2013 and for the six months ended 30 June 2013 and
the pro-rated six month results from the audited financial statements for the period ended 31 December 2012.
as at 30 september 2014 and 2013, the associate’s property portfolio comprises subang parade in selangor,
Mahkota parade in Melaka, Wetex parade in Muar, Johor, Central square and Landmark Central in Kedah.
103
14_0307 FCT AR 2014 Financial_v15.indd 103
12/12/14 3:37 PM
F r a s e r s
C e n t r e p o i n t
t r u s t
n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
8.
tra De anD otHer reCeI vaBLeS
trade receivables
allowance for doubtful receivables
net trade receivables
Deposits
prepayments
other receivables
amounts due from related party (trade)
Loan arrangement fees
Group and trust
2014
$’000
2013
$’000
1,964
(69)
1,895
63
273
17
932
2,156
5,336
1,373
(86)
1,287
77
199
2
–
1,891
3,456
trade receivables are recognised at their original invoiced amounts which represent their fair values on initial
recognition.
(i)
trade receivables that are past due but not impaired
the Group and the trust have trade receivables amounting to $1,895,000 (2013: $1,287,000) that are past due
at the balance sheet date but not impaired. the aging of receivables at the balance sheet date is as follows:
trade receivables past due but not impaired:
Less than 30 days
30 to 60 days
61 to 90 days
91 to 120 days
More than 120 days
Group and trust
2014
$’000
2013
$’000
1,685
128
39
5
38
1,895
866
243
34
76
68
1,287
104
14_0307 FCT AR 2014 Financial_v15.indd 104
12/12/14 3:37 PM
n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
a n n u a L
r e p o r t
2 0 1 4
8.
tra De anD otHer reCeI vaBLeS (Co nt’ D )
(ii)
trade receivables that are impaired
the Group’s and the trust’s trade receivables that are impaired at the balance sheet date and the movements
of the allowance account used to record the impairment are as follows:
trade receivables
allowance for impairment
Movement in allowance account:
at beginning
impairment loss recognised
Written back
allowance utilised
at end
Group and trust
2014
$’000
2013
$’000
69
(69)
–
86
41
(57)
(1)
69
86
(86)
–
90
104
(70)
(38)
86
trade receivables that are individually determined to be impaired at the balance sheet date relate to debtors
that are in significant difficulties and have defaulted on payments. the allowance for impairment recorded
in relation to these receivables represents the amount in excess of the security deposits held as collateral.
Based on the Group’s historical experience of the collection of trade receivables, the Manager believes that
there is no additional credit risk beyond those which have been provided for.
9.
CaSH anD CaSH eQUIva LentS
For purpose of the consolidated cash flow statement, cash and cash equivalents comprise the following at the
balance sheet date:
Cash at bank and on hand
Fixed deposits
Group and trust
2014
$’000
2013
$’000
18,741
23,000
41,741
25,706
14,000
39,706
the weighted average effective interest rate for fixed deposits is 0.69% (2013: 0.22%) per annum.
14_0307 FCT AR 2014 Financial_v15.indd 105
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105
F r a s e r s
C e n t r e p o i n t
t r u s t
n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
10.
tra De anD otHer paYaBLeS
trade payables and accrued operating expenses
amounts due to related parties (trade)
Deposits and advances
interest payable
other payables
Withholding tax
Fair value of interest rate swaps
Group
trust
2014
$’000
21,011
6,055
4,625
3,838
28
191
4,147
39,895
2013
$’000
24,765
4,637
3,625
3,654
28
928
8,025
45,662
2014
$’000
21,025
6,055
4,625
3,838
28
191
4,147
39,909
2013
$’000
24,774
4,637
3,625
3,654
28
928
8,025
45,671
included in trade payables and accrued operating expenses is an amount due to the trustee of $65,578 (2013: $56,246).
included in amounts due to related parties are amounts due to the Manager of $3,716,792 (2013: $3,186,015) and the
property Manager of $2,337,699 (2013: $1,451,172) respectively. the amounts due to related parties are unsecured,
interest free and payable within the next 3 months.
the trust entered into contracts to exchange, at specified intervals, the difference between floating rate and fixed
rate interest amounts calculated by reference to agreed notional amounts. as at balance sheet date, the trust has
interest rate swaps for:
(i)
notional contract amount of $100 million that matures in april 2015;
(ii)
notional contract amount of $159 million that matures in July 2016; and
(iii)
notional contract amount of $42 million that matures in June 2015.
the fair value of the interest rate swaps is determined using valuation technique as disclosed in note 23(b).
the Group does not apply hedge accounting.
106
14_0307 FCT AR 2014 Financial_v15.indd 106
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n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
a n n u a L
r e p o r t
2 0 1 4
11. DeF erreD InCoM e
Cost
at beginning
additions
Fully amortised
at end
accumulated amortisation
at beginning
Charge for the year
Fully amortised
at end
net deferred income
this comprises:
Current portion
non-current portion
Group and trust
2014
$’000
2013
$’000
2,913
1,175
(941)
3,147
1,659
1,026
(941)
1,744
2,812
872
(771)
2,913
1,444
986
(771)
1,659
1,403
1,254
778
625
1,403
704
550
1,254
14_0307 FCT AR 2014 Financial_v15.indd 107
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107
F r a s e r s
C e n t r e p o i n t
t r u s t
n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
12.
Int ere St-Bear Ing BorroWIngS
non-current liabilities
term loans (secured)
term loan (unsecured)
Loan from subsidiary (unsecured)
Medium term notes (unsecured)
Current liabilities
Loan from subsidiary (unsecured)
Medium term notes (unsecured)
a)
term loans (secured)
Group
2014
$’000
2013
$’000
trust
2014
$’000
2013
$’000
334,000
150,000
–
160,000
644,000
–
95,000
95,000
334,000
–
–
195,000
529,000
–
60,000
60,000
334,000
150,000
160,000
–
644,000
95,000
–
95,000
334,000
–
195,000
–
529,000
60,000
–
60,000
(i)
the trust obtained a $264 million 5-year secured term loan under a facility agreement dated
29 november 2010 between (i) the trustee, as borrower and (ii) DBs Bank Ltd, oversea-
Chinese Banking Corporation Limited and standard Chartered Bank, as lenders (the “$264
million secured term Loan“). the secured term loan bears interest at the swap-offer rate
plus a margin. the expected maturity date of the loan falls in July 2016.
the $264 million secured term Loan is principally secured by the following:
•
•
•
•
a mortgage over northpoint;
an assignment of the rights, benefits, title and interest of the trust in, under and arising out of
the insurances effected in respect of northpoint;
an assignment and charge of the rights, benefits, title and interest of the trust in, under and
arising out of the tenancy agreements, the sale agreements, the performance guarantees
(including sale proceeds and rental proceeds) and the bank accounts arising from, relating to
or in connection with northpoint; and
a first fixed and floating charge over all present and future assets of the trust in connection
with northpoint.
(ii)
in December 2011, the trust entered into a facility agreement with DBs Bank Ltd for a secured five-
year term loan of $70 million (the “$70 million secured term Loan”).
the $70 million secured term Loan is principally secured by the following:
•
•
•
•
a mortgage over Bedok point;
an assignment of the rights, benefits, title and interest of the trust in, under and arising out of
the insurances effected in respect of Bedok point;
an assignment and charge of the rights, benefits, title and interest of the trust in, under and
arising out of the tenancy agreements, the sale agreements, the performance guarantees
(including sale proceeds and rental proceeds) and the bank accounts arising from, relating to
or in connection with Bedok point; and
a first fixed and floating charge over all present and future assets of the trust in connection
with Bedok point.
108
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n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
a n n u a L
r e p o r t
2 0 1 4
12.
Int ere St-Bear Ing BorroWIngS ( C o nt’D )
b)
term loan (unsecured)
on 9 June 2014, the trust entered into a facility agreement with DBs Bank Ltd and Citibank n.a., singapore
branch for an unsecured term loan of $150 million. the unsecured term loan, which has 2 repayment dates
in June 2017 and June 2019, bears interest at swap-offer rate plus respective margins.
c)
Medium term notes (unsecured)
on 7 May 2009, the Group through its subsidiary, FCt Mtn, established a $500,000,000 Multicurrency
Medium term note programme (“FCt Mtn programme”). With effect from 14 august 2013, the maximum
aggregate principal amount of notes that may be issued under the FCt Mtn programme is increased from
$500,000,000 to $1,000,000,000. under the FCt Mtn programme, FCt Mtn may, subject to compliance with
all relevant laws, regulations and directives, from time to time issue notes (the “notes”) in singapore dollars
or any other currency.
the notes may be issued in various amounts and tenors, and may bear interest at fixed, floating, hybrid or
variable rates of interest. Hybrid notes or zero coupon notes may also be issued under the FCt Mtn programme.
the notes shall constitute direct, unconditional, unsubordinated and unsecured obligations of FCt Mtn
ranking pari passu, without any preference or priority among themselves, and pari passu with all other
present and future unsecured obligations (other than subordinated obligations and priorities created by
law) of FCt Mtn. all sums payable in respect of the notes are unconditionally and irrevocably guaranteed
by the trustee.
as at 30 september 2014, the aggregate balance of the notes issued by the Group under the FCt Mtn
programme amounted to $255 million (2013: $255 million), consisting of:
(i)
(ii)
(iii)
(iv)
(v)
$25 million (2013: $25 million) Fixed rate notes which mature on 12 February 2015 and bear a fixed
interest rate of 3.500% per annum payable semi-annually in arrear;
$70 million (2013: $70 million) Fixed rate notes which mature on 12 June 2015 and bear a fixed
interest rate of 2.300% per annum payable semi-annually in arrear;
$30 million (2013: $30 million) Fixed rate notes which mature on 12 June 2017 and bear a fixed
interest rate of 2.850% per annum payable semi-annually in arrear;
$70 million (2013: $70 million) Fixed rate notes which mature on 21 January 2020 and bear a fixed
interest rate of 3.000% per annum payable semi-annually in arrear; and
$60 million (2013: $nil) Fixed rate notes which mature on 12 December 2017 and bear a fixed interest
rate of 2.535% per annum payable semi-annually in arrear.
$60 million Fixed rate notes which bear a fixed interest rate of 2.80% per annum were repaid in January 2014.
d)
unsecured revolving credit facilities
the trust has obtained unsecured revolving credit facilities amounting to $30 million (2013: $30 million). as at
30 september 2014, total borrowings drawn down by the trust on these facilities amounted to $nil (2013: $nil).
14_0307 FCT AR 2014 Financial_v15.indd 109
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109
F r a s e r s
C e n t r e p o i n t
t r u s t
n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
13.
tran SLat Ion reServe
the translation reserve represents exchange differences arising from the translation of the financial statements of
foreign operations whose functional currency is different from that of the Group’s presentation currency.
at beginning
net effect of exchange differences arising from translation of
financial statements of foreign operations
at end
14. UnItS In ISSUe
Group
2014
$’000
8,263
(814)
7,449
2013
$’000
5,371
2,892
8,263
Group and trust
2014
2013
no. of units no. of units
’000
’000
Units in issue
at beginning
Issue of Units
– private placement
– issued as satisfaction of acquisition fee
– issued as satisfaction of asset management fees
at end
Units to be issued
– as asset management fees payable in units
total issued and issuable units at end
824,383
823,200
88,000
1,662
1,370
915,415
–
–
1,183
824,383
364
322
915,779
824,705
each unit represents an undivided interest in the trust. the rights and interests of unitholders are contained in the
trust Deed and include the rights to:
•
•
•
receive income and other distributions attributable to the units held;
participate in the termination of the trust by receiving a share of all net cash proceeds derived from the
realisation of the assets of the trust less any liabilities, in accordance with their proportionate interests in
the trust. However, a unitholder has no equitable or proprietary interest in the underlying assets of the trust
and is not entitled to the transfer to it of any assets (or part thereof) or of any estate or interest in any assets
(or part thereof) of the trust;
attend all unitholders’ meetings. the trustee or the Manager may (and the Manager shall at the request in
writing of not less than 50 unitholders or one-tenth number of the unitholders, whichever is lesser) at any
time convene a meeting of unitholders in accordance with the provisions of the trust Deed; and
•
one vote per unit.
110
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n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
a n n u a L
r e p o r t
2 0 1 4
14. UnI tS In ISSUe ( Cont’D)
the restrictions of a unitholder include the following:
•
•
a unitholder’s right is limited to the right to require due administration of the trust in accordance with the
provisions of the trust Deed; and
a unitholder has no right to request the Manager to redeem his units while the units are listed on sGX-st.
a unitholder’s liability is limited to the amount paid or payable for any units in the trust. the provisions of the trust
Deed provide that no unitholders will be personally liable to indemnify the trustee or any creditor of the trustee in
the event that liabilities of the trust exceed its assets.
15. net aSSet va LUe per UnIt
net asset value per unit is based on:
net assets
Group
2014
$’000
2013
$’000
trust
2014
$’000
2013
$’000
1,698,677
1,462,355
1,687,994
1,454,462
’000
’000
’000
’000
total issued and issuable units (note 14)
915,779
824,705
915,779
824,705
16. gro SS revenU e
Gross rental income
turnover rental income
Carpark income
others
Group and trust
2014
$’000
2013
$’000
149,453
8,290
4,729
6,282
168,754
140,329
7,802
4,472
5,356
157,959
111
14_0307 FCT AR 2014 Financial_v15.indd 111
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F r a s e r s
C e n t r e p o i n t
t r u s t
n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
17. propertY eXpenS eS
property tax
utilities
Maintenance
property management fees
Marketing expenses
allowance for doubtful receivables
Write back of allowance for doubtful receivables
Bad debts written off
Depreciation of fixed assets
amortisation of intangible assets
staff costs(1)
Carpark expenses
others
(1) relates to reimbursement of staff costs paid/payable to the property Manager.
the Group does not have any employees.
18. BorroWIng CoSt S
interest expense
amortisation of loan arrangement fees
19. aSS et ManageMent FeeS
Group and trust
2014
$’000
2013
$’000
15,312
5,347
13,601
6,490
4,394
41
(57)
–
41
6
3,132
1,561
790
50,658
14,144
6,220
10,233
6,102
4,586
104
(70)
5
43
–
2,648
1,644
710
46,369
Group and trust
2014
$’000
2013
$’000
17,734
753
18,487
17,030
674
17,704
asset management fees comprise $6,964,460 (2013: $5,940,568) of base fee and $5,904,820 (2013: $5,579,496) of
performance fee computed in accordance with the fee structure as disclosed in note 1(b) to the financial statements.
an aggregate of 1,412,672 (2013: 1,181,891) units were issued or are issuable to the Manager as satisfaction of the
asset management fees payable for the financial year ended 30 september 2014.
112
14_0307 FCT AR 2014 Financial_v15.indd 112
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n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
a n n u a L
r e p o r t
2 0 1 4
20.
taX atIon
reconciliation of effective tax
net income
income tax using singapore tax rate of 17% (2013: 17%)
non-tax deductible items
income not subject to tax
income exempt from tax
Group
trust
2014
$’000
2013
$’000
2014
$’000
2013
$’000
85,139
80,916
85,135
80,914
14,474
974
778
(16,226)
–
13,756
811
755
(15,322)
–
14,473
974
778
(16,225)
–
13,755
811
755
(15,321)
–
21.
e arnI ngS per UnI t
the calculation of basic earnings per unit is based on the weighted average number of units during the year and
total return for the year.
Group
2014
$’000
2013
$’000
trust
2014
$’000
2013
$’000
total return for year after tax
165,063
287,766
163,087
284,964
’000
’000
’000
’000
Weighted average number of units in issue
855,116
823,948
855,116
823,948
Diluted earnings per unit is the same as basic earnings per unit as there is no dilutive instrument in issue during the year.
22.
SIgn IFICant reLateD pa rtY tr anSa CtI o nS
During the financial year, other than the transactions disclosed in the financial statements, the following related
party transactions were carried out in the normal course of business on arm’s length commercial terms:
property management fees and reimbursement of expenses paid/payable
to the property Manager(1)
acquisition fees paid in units to the Manager in relation to the acquisition of
an investment property(1)
reimbursement of expenses paid/payable to the Manager
reimbursement of expenses paid/payable to a subsidiary of a unitholder
recovery of expenses paid on behalf of a subsidiary of a unitholder
recovery of net income receivable from related company of the Manager
acquisition of an investment property from related company of the Manager
(1)
in accordance with service agreements in relation to management of the trust and its property operations.
Group and trust
2014
$’000
2013
$’000
14,598
13,861
3,050
92
10
(8)
(904)
305,000
–
25
4
–
–
–
113
14_0307 FCT AR 2014 Financial_v15.indd 113
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F r a s e r s
C e n t r e p o i n t
t r u s t
n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
23.
FaI r vaLUe oF a SSetS anD LIaBILI tIe S
(a)
assets and liabilities measured at fair value
at 30 September 2014
Financial liabilities
interest rate swaps
at 30 September 2013
Financial liabilities
interest rate swaps
Level 1
$’000
Level 2
$’000
Level 3
$’000
total
$’000
–
–
4,147
8,025
–
–
4,147
8,025
During the financial years ended 30 september 2014 and 2013, there have been no transfers between the
respective levels.
(b)
Level 2 fair value measurements
interest rate swap contracts are valued using present value calculations by applying market observable
inputs existing at each balance sheet date into swap models. the models incorporate various inputs including
the credit quality of counterparties and interest rate curves.
(c)
Fair value of financial liabilities that are not carried at fair value and whose carrying amounts are not
reasonable approximation of fair values
the following fair values, which are determined for disclosure purposes, are estimated by discounting
expected future cash flows at market incremental lending rates for similar types of lending or borrowing
arrangements at the balance sheet date:
group and trust
Financial liabilities:
interest-bearing borrowings
(non-current)
security deposits (non-current)
as at 30.9.2014
$’000
as at 30.9.2013
$’000
Carrying
amount
Fair value
Carrying
amount
Fair value
644,000
25,277
669,277
645,728
25,016
670,744
529,000
21,990
550,990
532,921
21,667
554,588
(d)
Fair value of financial assets and liabilities that are not carried at fair value and whose carrying amounts are
reasonable approximation of fair values
the carrying amounts of financial assets and liabilities with maturity of less than one year (including trade and
other receivables, cash and cash equivalents, and trade and other payables) are reasonable approximation of
fair values, either due to their short-term nature or that they are floating rate instruments that are re-priced
to market interest rates on or near the balance sheet date.
114
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n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
a n n u a L
r e p o r t
2 0 1 4
24.
FInanCI aL rISK M anageMent
(a) Capital risk management
the primary objective of the Group’s capital management is to ensure that it maintains a strong and healthy
capital structure in order to support its business and maximise unitholder value.
the Group is subject to the aggregate leverage limit as defined in the property Fund Guidelines of the Cis
Code. the Cis Code stipulates that borrowings and deferred payments (together the “aggregate Leverage”)
of a property fund should not exceed 35.0% of the fund’s depository property. the aggregate Leverage of a
property fund may exceed 35.0% of its depository property (up to a maximum of 60.0%) only if a credit rating
from Fitch inc., Moody’s or standard and poor’s is obtained and disclosed to the public.
as at 30 september 2014, the Group’s aggregate Leverage stood at 29.3% (2013: 27.6%) of its depository
property, which is within the limit set by the property Fund Guidelines and externally imposed capital
requirements. the trust has maintained its corporate ratings of “BBB+” from standard and poor’s and
“Baa1” from Moody’s.
(b) Financial risk management objectives and policies
exposure to credit, interest rate and liquidity risks arises in the normal course of the Group’s business. the
Manager continually monitors the Group’s exposure to the above risks. there has been no change to the
Group’s exposure to these financial risks or the manner in which it manages and measures risks.
(i)
Credit risk
Credit risk is the potential financial loss resulting from the failure of a customer or counterparty to
settle its financial and contractual obligations to the Group as and when they fall due.
the Group’s objective is to seek continual revenue growth while minimising losses incurred due to
increased credit risk exposure. the Manager has established credit limits for customers and monitors
their balances on an ongoing basis. Credit evaluations are performed by the Manager before lease
agreements are entered into with customers. Credit risk is also mitigated by the rental deposits held
for each of the customers. in addition, receivables are monitored on an ongoing basis with the result
that the Group’s exposure to bad debts is not significant.
the Manager has established an allowance account for impairment that represents its estimate of
losses in respect of trade receivables due from specific customers. subsequently when the Group is
satisfied that no recovery of such losses is possible, the financial asset is considered irrecoverable
and the amount charged to the allowance account is written off against the carrying amount of the
impaired financial asset.
the maximum exposure to credit risk is represented by the carrying value of each financial asset on
the Balance sheets. at the balance sheet date, approximately 4.8% (2013: 5.9%) of the Group’s trade
receivables were due from 5 tenants who are reputable companies located in singapore.
trade and other receivables that are neither past due nor impaired represent creditworthy debtors
with good payment record with the Group. Cash and fixed deposits are placed with a local bank
regulated by the Mas.
information regarding financial assets that are either past due or impaired is disclosed in note 8.
14_0307 FCT AR 2014 Financial_v15.indd 115
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115
F r a s e r s
C e n t r e p o i n t
t r u s t
n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
24.
FInanCI aL rISK M anageMent (Cont ’D )
(b) Financial risk management objectives and policies (cont’d)
(ii)
interest rate risk
the Group’s exposure to changes in interest rates relates primarily to its interest-earning financial
assets and interest-bearing financial liabilities. interest rate risk is managed by the Manager on an
ongoing basis with the primary objective of limiting the extent to which net interest expense could be
affected by adverse movements in interest rates. the Manager adopts a policy of fixing the interest
rates for a portion of its outstanding borrowings using financial derivatives or other suitable financial
products.
sensitivity analysis for interest rate risk
it is estimated that a hundred basis points increase or decrease in interest rate at the balance sheet
date, with all other variables held constant, would decrease or increase the Group’s total return for
the year and unitholders’ funds by approximately $3,295,000 (2013: $6,288,000), arising mainly as a
result of change in the fair value of interest rate swap instruments. on outstanding borrowings not
covered by financial derivatives at the balance sheet date, it is estimated that a twenty five points
increase in interest rate, with all other variables held constant, would decrease the Group’s total
return for the year and unitholders’ funds by approximately $458,000 and a twenty five basis points
decrease in interest rate, with all other variables held constant, would increase the Group’s total
return for the year and unitholders’ funds by approximately $380,000, arising mainly as a result of
lower/higher interest expense on floating rate loans and borrowings. the assumed movement in
basis points for interest rate sensitivity analysis is based on current observable market environment.
116
14_0307 FCT AR 2014 Financial_v15.indd 116
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n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
a n n u a L
r e p o r t
2 0 1 4
24.
FInanCI aL rISK M anageMent (Cont ’D )
(b) Financial risk management objectives and policies (cont’d)
(iii) Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting financial obligations due to
shortage of funds. the Group’s objective is to maintain sufficient cash on demand to meet expected
operational expenses for a reasonable period, including the servicing of financial obligations. the
Manager monitors and maintains a level of cash and cash equivalents deemed adequate to finance the
Group’s operations and to mitigate the effects of fluctuations in cash flows. in addition, the Manager
monitors and observes the Cis Code issued by the Mas concerning limits on total borrowings.
the table below summarises the maturity profile of the Group’s and the trust’s financial liabilities at
the balance sheet date based on contractual undiscounted payments.
Within 1 year
$’000
1 to 5 years More than 5 years
$’000
$’000
total
$’000
as at 30 September 2014
group
trade and other payables
Derivative financial instruments
security deposits
interest-bearing borrowings
trust
trade and other payables
Derivative financial instruments
security deposits
interest-bearing borrowings
as at 30 September 2013
group
trade and other payables
Derivative financial instruments
security deposits
interest-bearing borrowings
trust
trade and other payables
Derivative financial instruments
security deposits
interest-bearing borrowings
35,748
4,147
18,520
109,756
168,171
35,762
4,147
18,520
109,756
168,185
37,637
8,025
15,347
75,108
136,117
37,646
8,025
15,347
75,108
136,126
–
–
25,720
663,919
689,639
–
–
25,720
663,919
689,639
–
–
22,188
552,498
574,686
–
–
22,188
552,498
574,686
–
–
10
644
654
–
–
10
644
654
–
–
–
2,744
2,744
–
–
–
2,744
2,744
35,748
4,147
44,250
774,319
858,464
35,762
4,147
44,250
774,319
858,478
37,637
8,025
37,535
630,350
713,547
37,646
8,025
37,535
630,350
713,556
117
14_0307 FCT AR 2014 Financial_v15.indd 117
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F r a s e r s
C e n t r e p o i n t
t r u s t
n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
25.
Seg Ment reportIng
Business segments
the Group is in the business of investing in the following shopping malls, which are considered to be the main
business segments: Causeway point, northpoint, anchorpoint, Yewtee point, Bedok point and Changi City point. all
these properties are located in singapore.
Management monitors the operating results of the business segments separately for the purpose of making
decisions about resource allocation and performance assessment. segment information is presented in respect of
the Group’s business segments, based on its management and internal reporting structure.
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 income-earning assets, interest-bearing
borrowings and their related revenue and expenses.
segment capital expenditure is the total costs incurred during the year to acquire segment assets that are expected
to be used for more than one year.
Geographical segments
the Group’s operations are primarily in singapore except for its associate, for which operations are in Malaysia.
118
14_0307 FCT AR 2014 Financial_v15.indd 118
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n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
a n n u a L
r e p o r t
2 0 1 4
25.
Seg Ment reportIng (Cont’D)
(a)
Business segments
Causeway
point northpoint anchorpoint
$’000
$’000
$’000
Yewtee
point
$’000
Bedok
point
$’000
Changi
City point
$’000
Group
$’000
68,530
9,703
78,233
44,469
5,022
49,491
7,724
939
8,663
12,024
1,714
13,738
9,597
1,208
10,805
7,109 149,453
19,301
7,824 168,754
715
56,481
35,979
4,677
9,564
6,232
5,163 118,096
50,079
17,179
6,865
6,996
(8,994)
(2,628)
82
(33,039)
85,139
3,879
6,548
69,497
165,063
66,294
8,834
75,128
43,792
5,012
48,804
7,700
929
8,629
11,623
1,533
13,156
10,920
1,322
12,242
– 140,329
–
17,630
– 157,959
54,533
35,343
4,678
9,671
7,365
– 111,590
107,750
68,426
5,024
14,004
537
35
(30,709)
80,916
3,866
7,243
– 195,741
287,766
2014
revenue and expenses
Gross rental income
others
Gross revenue
segment net
property income
interest income
unallocated expenses*
net income
unrealised gain from fair
valuation of derivatives
share of results
of associate
surplus on revaluation of
investment properties
total return for the year
2013
revenue and expenses
Gross rental income
others
Gross revenue
segment net
property income
interest income
unallocated expenses*
net income
unrealised gain from fair
valuation of derivatives
share of results
of associate
surplus on revaluation of
investment properties
total return for the year
* unallocated expenses include borrowing costs and asset management fees as disclosed in the statements of total return.
14_0307 FCT AR 2014 Financial_v15.indd 119
12/12/14 3:37 PM
119
F r a s e r s
C e n t r e p o i n t
t r u s t
n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
25.
Seg Ment reportIng (Cont’D)
(a)
Business segments (cont’d)
Causeway
point northpoint anchorpoint
$’000
$’000
$’000
Yewtee
point
$’000
Bedok
point
$’000
Changi
City point
$’000
Group
$’000
1,063,291
658,580
94,646 169,113 123,511
310,256 2,419,397
74,512
27,877
2,521,786
33,591
16,196
3,343
5,207
4,537
8,849
71,723
12,386
739,000
823,109
1
–
(3)
–
–
–
5
–
(13)
–
–
(6)
1
–
–
41
–
(57)
as at 30 September 2014
assets and liabilities
segment assets
investment in associate
unallocated assets
total assets
segment liabilities
unallocated liabilities
– trade and
other payables
– interest-bearing
borrowings
total liabilities
other segmental
information
allowance for
doubtful receivables
Bad debts written off
Write back of allowance
34
–
for doubtful receivables
(35)
amortisation of
lease incentives
Depreciation of
fixed assets
amortisation of
intangible assets
Capital expenditure
– investment properties
– Fixed assets
– intangible assets
1,545
480
(26)
(4)
(264)
(193)
1,538
15
1
3,466
7
15
6
1
301
4
15
2
1
109
–
15
8
1
–
–
15
9
1
1
1
41
6
230
–
15
308,435 312,541
33
90
22
15
120
14_0307 FCT AR 2014 Financial_v15.indd 120
12/12/14 3:37 PM
n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
a n n u a L
r e p o r t
2 0 1 4
25.
Seg Ment reportIng (Cont’D)
(a)
Business segments (cont’d)
Causeway
point northpoint anchorpoint
$’000
$’000
$’000
Yewtee
point
$’000
Bedok
point
$’000
Changi
City point
$’000
Group
$’000
1,020,933
640,956
87,433 162,443 134,599
– 2,046,364
71,727
16,419
2,134,510
38,450
15,674
3,271
4,571
4,809
–
66,775
as at 30 September 2013
assets and liabilities
segment assets
investment in associate
unallocated assets
total assets
segment liabilities
unallocated liabilities
– trade and
other payables
– interest-bearing
borrowings
total liabilities
other segmental
information
allowance for
doubtful receivables
Bad debts written off
Write back of allowance
for doubtful receivables
amortisation of
lease incentives
Depreciation of
fixed assets
amortisation of
intangible assets
51
–
(52)
474
16
–
Capital expenditure
– investment properties
– Fixed assets
8,726
7
6
5
(4)
445
5
–
18
8
5
–
(4)
24
4
–
–
5
15
–
–
4
10
–
–
4
27
–
(10)
57
8
–
19
11
16,380
589,000
672,155
–
–
–
–
–
–
–
–
104
5
(70)
1,004
43
–
8,763
35
121
14_0307 FCT AR 2014 Financial_v15.indd 121
12/12/14 3:37 PM
F r a s e r s
C e n t r e p o i n t
t r u s t
n o t e S t o t H e F I n a n C I a L S t a t e M e n t S
3 0 s e p t e M B e r 2 0 1 4
26.
CoMMI tMentS
Capital expenditure contracted but not provided for
Group and trust
2014
$’000
2013
$’000
2,406
5,966
the Group leases out its investment properties. non-cancellable operating lease rentals receivable are as follows:
receivable:
Within 1 year
after 1 year but within 5 years
after 5 years
27.
Cont Ingent LIaBILItY
Group and trust
2014
$’000
2013
$’000
137,143
126,877
85
264,105
122,817
110,601
–
233,418
pursuant to the tax transparency ruling from the iras, the trustee and the Manager have provided a tax indemnity
for certain types of tax losses, including unrecovered late payment penalties, that may be suffered by the iras should
the iras fail to recover from unitholders tax due or payable on distributions made to them without deduction of tax,
subject to the indemnity amount agreed with the iras. the amount of indemnity, as agreed with the iras, is limited to
the higher of $500,000 or 1.0% of the taxable income of the trust each year. each yearly indemnity has a validity period
of the earlier of seven years from the relevant year of assessment and three years from the termination of the trust.
28.
SUBS eQUent eve ntS
on 23 october 2014, the Manager declared a distribution of $25,506,000 to unitholders in respect of the period from
1 July 2014 to 30 september 2014.
on 28 october 2014, the trust issued 364,017 new units at a price of $1.9085 per unit in payment of 20% of its
management fees for the period from 1 July 2014 to 30 september 2014.
29.
FInan CIaL ratIoS
the following financial ratios are presented as required by rap 7:
expenses to weighted average net assets(1):
– including performance component of asset management fees
– excluding performance component of asset management fees
portfolio turnover rate(2)
Group
2014
%
0.96
0.57
–
2013
%
1.01
0.58
–
(1) the annualised ratios are computed in accordance with the guidelines of investment Management association of singapore. the expenses used
in the computation relate to expenses of the trust, excluding property expenses, interest expense and income tax expense.
(2) the annualised ratios are computed based on the lesser of purchases or sales of underlying investment properties of the Group expressed as a
percentage of daily average net asset value.
122
14_0307 FCT AR 2014 Financial_v15.indd 122
12/12/14 3:37 PM
a n n u a L
r e p o r t
2 0 1 4
U S e o F p r o C e e D S
status report on the specific use of the proceeds from the private placement of 88.0 million new units in the trust (the
“private placement”) completed on 29 May 2014 and listed on 10 June 2014:
Gross proceeds from the private placement
use of proceeds for part finance the purchase consideration of Changi City point, and professional
and other fees and expenses incurred in connection with the acquisition
Balance of proceeds at end of financial year
amount
$’million
161.5
(161.5)
–
such use of proceeds from the private placement is in accordance with the intended use of proceeds previously disclosed
in the trust’s annoucement dated 29 May 2014 in relation to, among other things, the private placement.
14_0307 FCT AR 2014 Financial_v15.indd 123
12/12/14 3:37 PM
123
F r a s e r s
C e n t r e p o i n t
t r u s t
S t a t I S t I C S o F U n I t H o L D e r S
ISSUeD an D FULLY p aID-Up UnItS
there were 915,779,232 units (voting rights: one vote per unit) outstanding as at 28 november 2014.
there is only one class of units.
the market capitalisation was s$1,735,401,645 based on closing unit price of s$1.895 on 28 november 2014.
top tWent Y UnItHoLDerS aS at 28 nov eM Be r 2 01 4
as shown in the register of unitholders
s/no unitholders
FCL trust Holdings pte. Ltd.
1.
HsBC (singapore) nominees pte Ltd
2.
Citibank nominees singapore pte Ltd
3.
DBs nominees (private) Limited
4.
DBsn services pte. Ltd.
5.
Frasers Centrepoint asset Management Ltd
6.
ntuC Fairprice Co-operative Ltd
7.
raffles nominees (pte) Limited
8.
united overseas Bank nominees (private) Limited
9.
CiMB securities (singapore) pte. Ltd.
10.
Bank of singapore nominees pte. Ltd.
11.
DB nominees (singapore) pte Ltd
12.
Bnp paribas securities services singapore Branch
13.
DBs vickers securities (singapore) pte Ltd
14.
oCBC securities private Limited
15.
16.
uoB Kay Hian private Limited
17. Maybank Kim eng securities pte. Ltd.
18.
19.
20.
Yap Chong Hin Gabriel
Bnp paribas nominees singapore pte Ltd
oCBC nominees singapore private Limited
total
number of
units
% of total
units in issue
349,671,000
131,154,405
131,031,947
71,915,952
32,949,005
28,149,232
12,200,000
11,653,888
10,227,000
8,817,000
8,490,000
6,658,538
3,759,269
3,559,000
2,867,000
1,912,000
1,635,000
1,585,000
1,514,000
1,439,000
821,188,236
38.18
14.32
14.31
7.85
3.60
3.07
1.33
1.27
1.12
0.96
0.93
0.73
0.41
0.39
0.31
0.21
0.18
0.17
0.17
0.16
89.67
UnItHoLDI ngS oF DIreCto rS oF tH e Man age r aS at 2 1 o Cto Be r 2 01 4
name of Director
Mr Bobby Chin Yoke Choong
Mr Lim ee seng
Mr soh Kim soon
Mr Christopher tang Kok Kai
124
number of FCt units held
Deemed
Direct
interest
interest
–
200,000
100,000
50,000
100,000
–
–
620,000
14_0307 FCT AR 2014 Financial_v15.indd 124
12/12/14 3:37 PM
S t a t I S t I C S o F U n I t H o L D e r S
a n n u a L
r e p o r t
2 0 1 4
SUBStantIaL UnItHoLDerS aS at 28 nov eM Be r 2 01 4
Direct interest
Deemed interest
number
of units
FCL trust Holdings pte. Ltd.
Frasers Centrepoint Limited(1)
thai Beverage public Company Limited(2)
international Beverage Holdings Limited(3)
interBev investment Limited(4)
tCC assets Limited(5)
Charoen sirivadhanabhakdi(6)
Khunying Wanna sirivadhanabhakdi(7)
schroder investment Management Group
349,671,000
–
–
–
–
–
–
–
–
notes
%
38.18%
–
–
–
–
–
–
–
–
number
of units
–
377,820,232
377,820,232
377,820,232
377,820,232
377,820,232
377,820,232
377,820,232
54,777,000(8)
%
–
41.26%
41.26%
41.26%
41.26%
41.26%
41.26%
41.26%
5.98%
total
number of
units Held
349,671,000
377,820,232
377,820,232
377,820,232
377,820,232
377,820,232
377,820,232
377,820,232
54,777,000
%
38.18%
41.26%
41.26%
41.26%
41.26%
41.26%
41.26%
41.26%
5.98%
(1) Frasers Centrepoint Limited (“FCL”) holds a 100% direct interest in each of Frasers Centrepoint asset Management Ltd (“FCaM”) and FCL trust Holdings
pte. Ltd. (“FCLt”); and FCaM and FCLt hold units in FCt. FCL therefore has a deemed interest in the units in FCt in which each of FCaM and FCLt has
an interest, by virtue of section 4 of the securities and Futures act (Chapter 289 of singapore).
(2) thai Beverage public Company Limited (“thaiBev”) holds a 100% direct interest in international Beverage Holdings Limited (“IBHL”);
− iBHL holds a 100% direct interest in interBev investment Limited (“IBIL”);
− iBiL holds a greater than 20% interest in FCL;
− FCL holds a 100% direct interest in each of FCaM and FCLt; and
− FCaM and FCLt hold units in FCt.
thaiBev therefore has a deemed interest in the units in FCt in which FCL has an interest, by virtue of section 4 of the securities and Futures act
(Chapter 289 of singapore).
(3)
(4)
iBHL holds a 100% direct interest in interBev investment Limited;
− iBiL holds a greater than 20% interest in FCL;
− FCL holds a 100% direct interest in each of FCaM and FCLt; and
− FCaM and FCLt hold units in FCt.
therefore has a deemed interest in the units in FCt in which FCL has an interest, by virtue of section 4 of the securities and Futures act (Chapter 289
of singapore).
iBiL holds a greater than 20% interest in FCL;
− FCL holds a 100% direct interest in each of FCaM and FCLt; and
− FCaM and FCLt hold units in FCt.
iBiL therefore has a deemed interest in the units in FCt in which FCL has an interest, by virtue of section 4 of the securities and Futures act
(Chapter 289 of singapore).
(5) tCC assets Limited (“tCCa”) holds a majority interest in FCL;
− FCL holds a 100% direct interest in each of FCaM and FCLt; and
− FCaM and FCLt hold units in FCt.
tCCa therefore has a deemed interest in the units in FCt in which FCL has an interest, by virtue of section 4 of the securities and Futures act
(Chapter 289 of singapore).
(6) Charoen sirivadhanabhakdi and his spouse, Khunying Wanna sirivadhanabhakdi, each owns 50% of the issued and paid-up share capital of tCCa;
− tCCa holds a majority interest in FCL;
− FCL holds a 100% direct interest in each of FCaM and FCLt; and
− FCaM and FCLt hold units in FCt.
Charoen sirivadhanabhakdi therefore has a deemed interest in the units in FCt in which FCL has an interest, by virtue of section 4 of the securities and
Futures act (Chapter 289 of singapore).
(7) Khunying Wanna sirivadhanabhakdi and her spouse, Charoen sirivadhanabhakdi, each owns 50% of the issued and paid-up share capital of tCCa;
− tCCa holds a majority interest in FCL;
− FCL holds a 100% direct interest in each of FCaM and FCLt; and
− FCaM and FCLt hold units in FCt.
Khunying Wanna sirivadhanabhakdi therefore has a deemed interest in the units in FCt in which FCL has an interest, by virtue of section 4 of
the securities and Futures act (Chapter 289 of singapore).
(8) Based on information provided by schroder investment (singapore) Ltd. on 2 December 2014.
125
14_0307 FCT AR 2014 Financial_v15.indd 125
12/12/14 3:37 PM
F r a s e r s
C e n t r e p o i n t
t r u s t
S t a t I S t I C S o F U n I t H o L D e r S
DIStrIBU tIon o F HoLDIngS
size of Holdings
1 to 999
1,000 to 10,000
10,001 to 1,000,000
1,000,001 and above
total
LoCatIon o F UnItHo LDerS
Country
singapore
Malaysia
others
total
Free FLoat
number of
unitholders
percentage of
unitholders
number
of units
percentage of
units in issue
21
4,429
1,379
24
5,853
0.36
75.67
23.56
0.41
100.00%
3,482
20,646,017
69,120,497
826,009,236
915,779,232
0.00
2.25
7.55
90.20
100.00%
number of
unitholders
percentage of
unitholders
number
of units
percentage of
units in issue
5,601
165
87
5,853
95.69
2.82
1.49
100.00%
910,847,732
3,618,000
1,313,500
915,779,232
99.46
0.40
0.14
100.00%
Based on information made available to the Manager as at 28 november 2014, approximately 58.74% of the units are
held in the hands of the public. rule 723 of the Listing Manual of the singapore exchange securities trading Limited has
accordingly been complied with.
126
14_0307 FCT AR 2014 Financial_v15.indd 126
12/12/14 3:37 PM
a D D I t I o n a L I n F o r M a t I o n
a n n u a L
r e p o r t
2 0 1 4
I ntereSteD perSon tranSa CtIonS
the transactions entered into with interested persons during the financial year, which fall within the Listing Manual of the
singapore exchange securities trading Limited (“sGX-st”) and the property Funds appendix of the Code on Collective
investment schemes (excluding transactions of less than $100,000 each) are as follows:
name of interested person
Frasers Centrepoint Limited and its subsidiaries or associate
– asset management fees
– acquisition fees
– property management fees
– reimbursement of expenses
HSBC Institutional trust Services (Singapore) Limited
– trustee’s fees
aggregate value of all interested person
transactions during the financial year under review
(excluding transactions of less than $100,000 each)
$’000
12,869
3,050
4,991
3,399
363
saved as disclosed above, there were no additional interested person transactions (excluding transactions of less than
$100,000 each) entered into during the financial year under review nor any material contracts entered into by the trust that
involved the interests of the Ceo, any Director or any controlling shareholder of the trust.
please also see significant related party transactions in note 22 in the financial statements.
Fees payable to the Manager and the property Manager on the basis of, and in accordance with, the terms and conditions
set out in the trust deed dated 5 June 2006 (as amended) and/or the prospectus dated 27 June 2006 are not subject to rules
905 and 906 of the sGX-st’s Listing Manual. accordingly, such fees are not subject to aggregation and other requirements
under rules 905 and 906 of the sGX-st’s Listing Manual.
SUBSCrIptIon oF tHe trUSt UnItS
as at 30 september 2014, an aggregate of 915,415,215 units were in issue. on 28 october 2014, the trust issued 364,017
units to the Manager as asset management fees for the period from 1 July 2014 to 30 september 2014.
non-DeaL roaDS HoW eXpenSeS
non-deal roadshow expenses of $42,409 (2013: $22,183) were incurred during the year ended 30 september 2014.
14_0307 FCT AR 2014 Financial_v15.indd 127
12/12/14 3:37 PM
127
F r a s e r s
c e n t r e p o i n t
t r u s t
N O T I C E O F A N N U A L G E N E R A L M E E T I N G
(a real estate investment trust constituted on 5 June 2006 under the laws of the republic of singapore)
NOTICE OF ANNUAL GENERAL MEE TING
NOTICE IS HEREBY GIVEN that the 6th annual General Meeting of Frasers centrepoint trust (“FCT”) will be held at
Level 2, alexandra point, 438 alexandra road, singapore 119958 on 23 January 2015 at 10.00 a.m. for the following purposes:
ROUT INE BUSINESS
Resolution (1)
1.
to receive and adopt the report of the trustee issued by HsBc institutional trust services (singapore)
Limited, as trustee of Fct (the “Trustee”), the statement by the Manager issued by Frasers centrepoint asset
Management Ltd., as manager of Fct (the “Manager”) and the audited Financial statements of Fct for the year
ended 30 september 2014.
Resolution (2)
2.
to re-appoint ernst & Young LLp as auditors of Fct and to hold office until the conclusion of the next annual
General Meeting, and to authorise the Manager, to fix their remuneration.
SPEC IAL BUS INE SS
to consider and, if thought fit, to pass the following ordinary resolutions, with or without any modifications:
3.
that authority be and is hereby given to the Manager, to
(a)
(i)
issue units in Fct (“Units”) whether by way of rights, bonus or otherwise; and/or
(ii)
make or grant offers, agreements or options (collectively, “Instruments”) that might or would require
units to be issued, including but not limited to the creation and issue of (as well as adjustments to)
securities, warrants, debentures or other instruments convertible into units,
at any time and upon such terms and conditions and for such purposes and to such persons as the Manager
may in its absolute discretion deem fit; and
(b)
issue units in pursuance of any instrument made or granted by the Manager while this resolution was in
force (notwithstanding that the authority conferred by this resolution may have ceased to be in force),
provided that:
(1)
the aggregate number of units to be issued pursuant to this resolution (including units to be issued in pursuance of
instruments made or granted pursuant to this resolution) shall not exceed fifty per cent. 50% of the total number of
issued units (excluding treasury units, if any) (as calculated in accordance with sub-paragraph (2) below), of which
the aggregate number of units to be issued other than on a pro rata basis to unitholders of Fct (“Unitholders”)
does not exceed twenty per cent 20% of the total number of issued units (excluding treasury units, if any) (as
calculated in accordance with sub-paragraph (2) below);
128
14_0307 FCT AR 2014 Financial_v16.indd 128
12/18/14 2:51 PM
n o t I C e o F a n n U a L g e n e r a L M e e t I n g
a n n u a L
r e p o r t
2 0 1 4
(2)
subject to such manner of calculation as may be prescribed by singapore exchange securities trading Limited (the
“SgX-St”) for the purpose of determining the aggregate number of units that may be issued under sub-paragraph
(1) above, the total number of issued units (excluding treasury units, if any) shall be based on the number of issued
units (excluding treasury units, if any) at the time this resolution is passed, after adjusting for:
(a)
any new units arising from the conversion or exercise of any instruments which are outstanding at the time
this resolution is passed; and
(b)
any subsequent bonus issue, consolidation or subdivision of units;
(3)
(4)
(5)
(6)
in exercising the authority conferred by this resolution, the Manager shall comply with the provisions of the Listing
Manual of the sGX-st for the time being in force (unless such compliance has been waived by the sGX-st) and
the deed of trust constituting FCt (as amended) (the “trust Deed”) for the time being in force (unless otherwise
exempted or waived by the Monetary authority of singapore);
unless revoked or varied by unitholders in a general meeting, the authority conferred by this resolution shall
continue in force until (i) the conclusion of the next annual General Meeting of FCt or (ii) the date by which the next
annual General Meeting of FCt is required by the applicable law or regulations to be held, whichever is earlier;
where the terms of the issue of the instruments provide for adjustment to the number of instruments or units into
which the instruments may be converted in the event of rights, bonus or other capitalisation issues or any other
events, the Manager may issue additional instruments or units pursuant to such adjustment notwithstanding that
the authority conferred by this resolution may have ceased to be in force at the time the instruments or units are
issued; and
the Manager, any director of the Manager (“Director”) and the trustee, be and are hereby severally authorised
to complete and do all such acts and things (including executing all such documents as may be required) as the
Manager, such Director, or, as the case may be, the trustee may consider expedient or necessary or in the interest
of FCt to give effect to the authority conferred by this resolution.
(please see explanatory note)
otHer BUSIneSS
4.
to transact any other business which may properly be brought forward.
Frasers Centrepoint asset Management Ltd.
(Company registration no: 200601347G)
as manager of Frasers Centrepoint trust
piya treruangrachada
Company secretary
singapore, 24 December 2014
a unitholder entitled to attend the meeting and vote is entitled to appoint not more than two proxies to attend and vote instead of him; a proxy need not be
a unitholder. Where a unitholder appoints more than one proxy, he shall specify the proportion of his unitholdings to be represented by each proxy. the
instrument appointing a proxy or proxies (a form is enclosed) must be deposited with the company secretary of the Manager at the registered office of the
Manager not less than 48 hours before the time appointed for holding the meeting.
14_0307 FCT AR 2014 Financial_v15.indd 129
12/12/14 3:37 PM
129
F r a s e r s
C e n t r e p o i n t
t r u s t
n o t I C e o F a n n U a L g e n e r a L M e e t I n g
explanatory note:
resolution 3
the ordinary resolution 3 above, if passed, will empower the Manager from the date of this annual General Meeting until
the date of the next annual General Meeting, to issue units and to make or grant instruments (such as securities, warrants
or debentures) convertible into units and issue units pursuant to such instruments, up to a number not exceeding 50% of
the total number of issued units (excluding treasury units, if any), of which up to 20% may be issued other than on a pro
rata basis to unitholders.
For determining the aggregate number of units that may be issued, the percentage of issued units will be calculated based
on the issued units at the time the ordinary resolution 3 above is passed, after adjusting for new units arising from the
conversion or exercise of any instruments which are outstanding at the time this resolution is passed and any subsequent
bonus issue, consolidation or subdivision of units.
Fund raising by issuance of new units may be required in instances of property acquisitions or debt repayments. in any
event, if the approval of unitholders is required under the Listing Manual of the sGX-st and the trust Deed or any applicable
laws and regulations in such instances, the Manager will then obtain the approval of unitholders accordingly.
perSonaL Data prIvaCY:
By submitting an instrument appointing a proxy(ies) and/or representative(s) to attend, speak and vote at the annual
General Meeting (“agM”) and/or any adjournment thereof, a unitholder (i) consents to the collection, use and disclosure
of the unitholder’s personal data by the Manager (or its agents) for the purpose of the processing and administration by
the Manager (or its agents) of proxies and representatives appointed for the aGM (including any adjournment thereof)
and the preparation and compilation of the attendance lists, minutes and other documents relating to the aGM (including
any adjournment thereof), and in order for the Manager (or its agents) to comply with any applicable laws, listing rules,
regulations and/or guidelines (collectively, the “purposes”) and (ii) warrants that where the unitholder discloses the
personal data of the unitholder’s proxy(ies) and/or representative(s) to the Manager (or its agents), the unitholder has
obtained the prior consent of such proxy(ies) and/or representative(s) for the collection, use and disclosure by the Manager
(or its agents) of the personal data of such proxy(ies) and/or representative(s) for the purposes.
Important notice
the value of Units and the income derived from them, if any, may fall or rise. Units are not obligations of, deposits in, or
guaranteed by, the Manager or any of its affiliates. an investment in Units is subject to investment risks, including the
possible loss of the principal amount invested.
Investors should note that they will have no right to request the Manager to redeem or purchase their Units for so long
as the Units are listed on the SgX-St. It is intended that Unitholders may only deal in their Units through trading on the
SgX-St. the listing of the Units on the SgX-St does not guarantee a liquid market for the Units.
the past performance of FCt is not necessarily indicative of the future performance of FCt.
130
14_0307 FCT AR 2014 Financial_v15.indd 130
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F r a S e r S C e n t r e p o I n t t r U S t
( C o n s t i t u t e D i n t H e r e p u B L i C o F s i n G a p o r e
p u r s u a n t t o a t r u s t D e e D D at e D 5 J u n e 2 0 0 6
( a s a M e n D e D a n D r e s tat e D ) )
pr oX Y F orM
annUaL generaL MeetIng
IMportant
1. For investors who have used their CpF money to buy units in Frasers
Centrepoint trust, this annual report is forwarded to them at the request of
their CpF approved nominees and is sent For inForMation onLY.
2. this proxy Form is not valid for use by CpF investors and shall be ineffective
for all intents and purposes if used or is purported to be used by them.
3. CpF investors who wish to attend the annual General Meeting as oBservers
have to submit their requests through their respective agent Banks so that
their agent Banks may register, in the required format, with the Company
secretary, Frasers Centrepoint asset Management Ltd. (agent Banks: please
see note no. 8 on required format).
4. pLeaSe reaD tHe noteS to tHe proXY ForM.
perSonaL Data prIvaCY
By submitting an instrument appointing a proxy(ies) and/or representative(s), the
unitholder accepts and agrees to the personal data privacy terms set out in the
notice of annual General Meeting dated 24 December 2014.
i/We
of
(name)
(nriC/passport number)
(address)
being a unitholder/unitholders of Frasers Centrepoint trust (“FCt”), hereby appoint:
name
address
nrIC/passport
number
proportion of Unitholdings (note 2)
no. of Units
%
and/or (delete as appropriate)
name
address
nrIC/passport
number
proportion of Unitholdings (note 2)
no. of Units
%
or both of whom failing, the Chairman of the annual General Meeting as my/our proxy/proxies to attend and to vote for me/
us on my/our behalf and if necessary, to demand a poll, at the annual General Meeting of FCt to be held at 10.00 a.m. on
23 January 2015 at Level 2, alexandra point, 438 alexandra road, singapore 119958 and any adjournment thereof. i/We
direct my/our proxy/proxies to vote for or against the resolutions to be proposed at the annual General Meeting as indicated
hereunder. if no specific direction as to voting is given, the proxy/proxies may vote or abstain from voting at his/their discretion,
as he/they may on any other matter arising at the annual General Meeting.
note: the Chairman of the agM will be exercising his right under paragraph 9 of Schedule 1 of the Deed of trust constituting
FCt (as amended and restated) to demand a poll in respect of the resolutions to be put to the vote of unitholders at the agM
and at any adjournment thereof. accordingly, such resolutions at the agM will be voted on by way of poll.
no.
reSoLUtIonS reLatIng to:
no. of votes
For*
no. of votes
against*
1.
2.
3.
4.
*
roUtIne BUSIneSS
to receive and adopt the trustee’s report, the statement by the Manager and the
audited Financial statements of FCt for the year ended 30 september 2014
to re-appoint ernst & Young as auditors of FCt and authorise the Manager to fix
their remuneration
SpeCIaL BUSIneSS
to authorise the Manager to issue units and to make or grant convertible instruments
otHer BUSIneSS
to transact any other business which may properly be brought forward
if you wish to exercise all your votes “For” or “against” the relevant resolution, please tick (
exercise your votes for both “For” and “against” the relevant resolution, please indicate the number of shares in the boxes provided.
) within the relevant box provided. alternatively, if you wish to
Dated this
day of
2015
total number of Units held (note 4)
signature(s) of unitholder(s)/Common seal
14_0307 FCT AR 2014 Financial_v15.indd 131
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fold and seal here
IMportant: pLeaSe reaD tHe noteS to proXY ForM BeLoW
notes to proxy Form
1. a unitholder of FCt (“Unitholder”) entitled to attend and vote at the meeting is entitled to appoint one or two proxies to attend and vote in his stead. a proxy
need not be a unitholder. the instrument appointing a proxy or proxies must be deposited with the Company secretary of the Manager at its registered office
at 438 alexandra road, #21-00 alexandra point, singapore 119958, not less than 48 hours before the time appointed for holding the meeting.
2. Where a unitholder appoints more than one proxy, the appointments shall be invalid unless he specifies the proportion of his holding (expressed as a
percentage of the whole) to be represented by each proxy.
3. Completion and return of this instrument appointing a proxy or proxies shall not preclude a unitholder from attending and voting at the meeting. any
appointment of a proxy or proxies shall be deemed to be revoked if a unitholder attends the meeting in person, and in such event, the Manager reserves the
right to refuse to admit any person or persons appointed under this instrument of proxy, to the meeting.
4. a unitholder should insert the total number of units held. if the unitholder has units entered against his name in the Depository register maintained by
the Central Depository (pte) Limited (“CDp”), he should insert that number of units. if the unitholder has units registered in his name in the register of
unitholders of FCt, he should insert that number of units. if the unitholder has units entered against his name in the said Depository register and registered
in his name in the register of unitholders, he should insert the aggregate number of units. if no number is inserted, this form of proxy will be deemed to relate
to all the units held by the unitholder.
5. the instrument appointing a proxy or proxies must be under the hand of the appointor or of his attorney duly authorised in writing. Where the instrument
appointing a proxy or proxies is executed by a corporation, it must be executed either under its common seal or under the hand of its attorney or a duly
authorised officer.
6. Where an instrument appointing a proxy or proxies is signed on behalf of the appointor by an attorney, the power of attorney or a duly certified copy thereof
must (failing previous registration with the Manager) be lodged with the instrument of proxy, failing which the instrument may be treated as invalid.
7. the Manager shall be entitled to reject a proxy Form which is incomplete, improperly completed or illegible or where the true intentions of the appointor
are not ascertainable from the instructions of the appointor specified on and/or attached to the proxy Form. in addition, in the case of units entered in the
Depository register, the Manager may reject a proxy Form if the unitholder, being the appointor, is not shown to have units entered against his name in the
Depository register as at 48 hours before the time appointed for holding the meeting, as certified by CDp to the Manager.
8. agent Banks (as defined below) acting on the request of CpF investors who wish to attend the meeting as observers are required to submit in writing, a list
with details of the investors’ names, nriC/passport numbers, addresses and numbers of units held. the list, signed by an authorised signatory of the agent
Bank, should reach the Company secretary, at the registered office of the Manager not later than 48 hours before the time appointed for holding the meeting.
agent Banks are banks appointed to maintain unitholders’ CpF investment accounts under the CpF investment scheme-ordinary account.
affix
postage
stamp
the Company secretary
Frasers Centrepoint asset Management Ltd.
(as manager of Frasers Centrepoint trust)
438 alexandra road
#21-00 alexandra point
singapore 119958
fold here
fold here
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