Experience
matters
Annual Report 2018
One Central Park, Sydney | Australia
‘Experience matters’ is the belief that underpins everything we do.
Our attention to details reflects this belief. From the big, macro
concepts and developments to the small, micro moments and
thoughtful, sustainable touches, we embrace details which make
an impact.
On 1 February 2018, Frasers Centrepoint Limited became Frasers
Property Limited, transitioning to a multi-national brand that
reflects our strong legacy, global nature and diverse property
holdings. We pay great heed to both big and small details, ensuring
that thoughtfulness, care and respect for our people and our
stakeholders are exemplified throughout our business.
This year’s annual report highlights some of the key elements that
matter to us, and to the people in our properties. Whether it is a
feature of an asset or a nuance of an engagement, we captured
details and moments that illustrate our commitment to building
meaningful experiences.
Our cover features Central Park Sydney, an integrated development
that embodies the future of sustainable urban living. One Central
Park, one of its residential components, won the ‘Best Tall Building
Worldwide’ in 2014 for its visible use of green design. A defining
feature of Central Park Sydney is its cantilevered heliostat. More
than an iconic design element, the heliostat’s motorised mirrors
serve as a light source by reflecting light to the gardens and atrium
below. At night, the cantilever is transformed into an LED light
display titled ‘Sea Mirror’, creating illuminating encounters through
the work of French artist Yann Kersale.
As a multi-national business of scale and diversity, we are equipped
with the right insights and expertise in our commitment to deliver
sustainable value to all our stakeholders.
At Frasers Property, we are excited for our bright future and our
continued growth potential, rooted in a foundation that embodies
experiences that matter.
Experience matters.
We believe our customers’ experience matters.
When we focus on our customers’ needs, we gain
valuable insights which guide our products and
services. We create memorable and enriching
experiences for our customers.
We believe our experience matters.
Our legacy is valuable and inspires our future
successes. As a multi-national business of scale and
diversity, we can bring the right expertise to create
value for our customers. We celebrate the diversity
of our people and the expertise they bring, and we
commit ourselves to enabling their professional and
personal development.
Contents
3
4
6
8
10
11
12
18
23
24
Corporate Narrative
FPL Group Strategy
Our Businesses
Our Global Presence
Our Milestones
Group Structure
Financial Highlights
Board of Directors
Group Management
Corporate Information
28
In Conversation
143
Enterprise-Wide Risk
with the Group CEO
Management
36
Business Review
145 Corporate Governance Report
Singapore
Australia
Hospitality
Europe and rest of Asia
88
90
92
Investor Relations
Treasury Highlights
Sustainability Report
172
309
342
343
Financial Statements
Particulars of Group Properties
Interested Person Transactions
Shareholding Statistics
345 Notice of Annual General Meeting
Proxy Form
FPL Fact Sheet
Chairman’s Statement
140 Awards and Accolades
All figures in this Annual Report are in Singapore currency unless otherwise specified
FPL or the Group refer to Frasers Property Limited, together with our subsidiaries
REIT refers to Real Estate Investment Trust
sq m refers to square metres
FY refers to the financial year ended 30 September
Corporate
Narrative
At Frasers Property Limited, the integrated portfolio and services we
provide across the property value chain are unified by our commitment
to deliver enriching and memorable experiences for our customers and
stakeholders. We have businesses in Singapore, Australia, Europe, China
and Southeast Asia, and our well-established hospitality footprint spans
more than 80 cities across Asia Pacific, Europe, Middle East and Africa.
Total assets ($’m)
32,420.9
27,009.4
23,066.7
24,204.4
21,291.1
Our multi-national businesses operate across five asset classes and
have a proven legacy of shaping successful residential, hospitality, retail,
commercial and business parks, and logistics and industrial properties,
with total assets of $32.4 billion as at 30 September 2018. We are a
sponsor of four vehicles listed on the Singapore Exchange Securities
Trading Limited, comprising three REITs focused on retail, commercial and
business parks, and logistics and industrial properties, and one stapled
trust focused on hospitality properties.
2014
2015
2016
2017
2018
Driven by our belief that experience matters, we deliver quality property
products and services that meet the ever-evolving needs of businesses
and communities. Across all our businesses, an unwavering respect for
people, partnerships and collaboration has been the foundation for
how we conduct ourselves. We strive to ensure that our products and
services are guided by insights into the needs of our customers and create
environments that our customers can thrive in.
Profit before interest and taxation ($’m)
1,089.0
1,278.7
1,104.8
938.2
765.0
Our legacy of strong leadership, expertise and integrity, commitment to
progress, and belief that experience matters at every moment, are key to
our continued success.
FPL Group
Strategy
Sustainable
earnings growth
Achieve sustainable
earnings growth through
investment properties,
development project
pipeline and fee income
Balanced
portfolio
Grow asset portfolio in a
balanced manner across
geographies and property
segments
Optimise
capital productivity
Optimise capital productivity
through REIT platforms
and active asset
management initiatives
2014
2015
2016
2017
2018
Attributable profit ($’m)
771.2
759.0
689.1
597.2
500.7
Achieve
sustainable growth
and deliver long-
term shareholder
value
2014
2015
2016
2017
2018
Annual Report 2018 | 3
Our
Businesses
Northpoint City | Singapore
Coorparoo Square, Queensland | Australia
Singapore
Australia
Frasers Property’s business in Singapore comprises
Frasers Property Singapore (FPS), and two REITs listed
on the Singapore Exchange Securities Trading Limited
(SGX-ST) – Frasers Centrepoint Trust (FCT) and Frasers
Commercial Trust (FCOT).
FPS builds, owns, develops and/or manages residential,
retail, and office and business properties in Singapore.
Over the years, FPS has developed over 21,000 quality
homes and currently oversees a portfolio of 121
shopping malls, the majority of which are strategically
located in various established residential townships, and
10 office and business properties.
FCT’s property portfolio comprises six suburban malls in
Singapore, managed by FPS, with a combined appraised
value of $2.7 billion2. FCT also holds a 31.2%2 stake in
Hektar Real Estate Investment Trust, a retail-focused
REIT listed in Malaysia.
FCOT invests primarily in quality income-producing
commercial properties and has a portfolio of six quality
commercial buildings. Two properties are located in
Singapore and managed by FPS, three properties are
located in Australia, and one property is located in the
United Kingdom (UK). FCOT’s portfolio has a combined
appraised value of approximately $2.1 billion2.
Frasers Property’s business in Australia comprises
Frasers Property Australia (FPA) and Frasers Logistics
& Industrial Trust (FLT).
FPA is one of Australia’s major diversified property
groups, with activities covering the development
of residential land, housing and apartments, the
development of and investment in income-producing
commercial and industrial properties, and property
management. FPA has offices in Sydney, Melbourne,
Brisbane and Perth. In addition, we maintain
residential sales offices in Hong Kong, Shanghai
and Singapore.
FLT, listed on the SGX-ST, has a portfolio concentrated
in major logistics and industrial markets in Australia,
Germany and the Netherlands. With a total gross
lettable area of approximately 2.0 million sq m across
83 logistics and industrial properties3, FLT’s portfolio
is worth approximately A$3.0 billion2 (approximately
$2.9 billion).
1
2
Includes Eastpoint Mall, a 19,300-sq-m third party-owned mall
managed by FPS
As at 30 September 2018
3
Includes Mandeveld 12, Meppel, the Netherlands, which was
acquired on 31 October 2018
4 | Frasers Property Limited
Maxis Business Park | UK
Europe and rest of Asia
Continental Europe
Frasers Property’s business in Continental Europe
comprises Frasers Property Europe (FPE), which owns,
develops and manages a well-diversified and robust
logistics and light industrial property portfolio in
Germany, the Netherlands and Austria. FPE’s focus is
on reputable tenants in major submarkets of the active
geographies of the business, and on adding value through
actively managing properties that are critical to the core
activities of tenants. With offices in Amsterdam, Cologne
and Munich, FPE has an ideal reach for the current
activities and regional markets of the business.
United Kingdom
Frasers Property’s business in the UK comprises Frasers
Property UK (FPUK). Over the years, FPUK has successfully
developed over 1,100 homes. It continues its residential
development activities and has a commercial property
development in the pipeline. The Group has, in the last
year, strengthened FPUK’s platform capabilities and built
a substantial and well-diversified investment portfolio of
business parks valued at $1.7 billion1.
China
Frasers Property’s business in China comprises Frasers
Property China (FPC) which develops residential,
commercial, logistics and business park properties. FPC
has built 10,300 homes to date with three projects under
development in Suzhou, Shanghai and Chengdu.
Thailand
In Thailand, Frasers Property’s business comprises an
89.5%2 deemed stake in TICON Industrial Connection
Public Company Limited (TICON) and a 39.9% stake in
Golden Land Property Development Public Company
Limited (Golden Land). Both companies are listed on the
Stock Exchange of Thailand. TICON is one of the largest
logistics and industrial real estate developers in Thailand.
It owns and manages factories and warehouses for lease in
16 industrial estates and 24 logistics locations throughout
the country. Golden Land’s portfolio comprises residential
and commercial property development, as well as
property management and property advisory services.
Frasers Property is also the development manager of One
Bangkok, and has a 19.8% stake in this upcoming project,
the largest integrated precinct in Thailand.
Vietnam
Frasers Property’s business in Vietnam comprises Frasers
Property Vietnam (FPV), which is developing Q2 Thao
Dien, a residential-cum-commercial project on a 1-hectare
prime site in District 2 of Ho Chi Minh City. FPV also has
a 75%-interest in Me Linh Point, a 21-storey retail/office
building in District 1, Ho Chi Minh City.
1
2
As at 30 Setember 2018
FPL holds approximately 41.0% through its wholly owned subsidiary,
Frasers Property Holdings Thailand Co., Ltd., and 48.5% through Frasers
Assets Co., Ltd., a 49:51 joint venture with TCC Assets Co., Ltd.
Annual Report 2018 | 5
Fraser Suites Shenzhen | China
Hospitality
Frasers Property’s hospitality business comprises Frasers
Hospitality (FH) and Frasers Hospitality Trust (FHT).
FH has interest in and/or manages award-winning
serviced residences, hotel residences, and lifestyle
boutique hotels in over 80 cities across Asia, Australia,
Europe, the Middle East and Africa.
The stable of brands were developed to meet the
evolving lifestyle needs of today’s discerning travellers;
the gold-standard Fraser Suites, Fraser Place and Fraser
Residence for extended stays; Modena by Fraser, a
mid-scale serviced residence that places simplicity,
and holistic wellness at the heart of modern living; and
Capri by Fraser, an upscale, design-led hotel residence,
with a focus on social living. In addition, Frasers
Hospitality manages a portfolio of 34 upper upscale
boutique hotels in key cities in the UK, operating under
the Malmaison and Hotel du Vin brands.
Including those in the pipeline, FH’s global portfolio
stands at over 24,000 units in more than 150
properties across more than 80 cities.
FHT is the first global hotel and serviced residence
trust to be listed on the SGX-ST. FHT has 15 quality
properties strategically located across key cities in
Asia, Australia, the UK, and Germany.
Our Global
Presence
$34.3 billion assets under management1 across 5 asset classes
~7,300
Residential units
completed and
settled in FY18
$8.5 billion
Logistics &
Industrial
assets under
management1
$8.3 billion
Commercial &
Business Park
assets under
management1
United Kingdom
Netherlands
Germany
Austria
France
Hungary
Switzerland
Spain
Morocco3
Nigeria
Turkey
Saudi Arabia
Bahrain
Qatar
Kuwait3
UAE
Oman
Residential
Australia
China
Malaysia
Singapore
Thailand
United Kingdom
Vietnam
Commercial
Australia
China
Malaysia
Singapore
Thailand
United Kingdom
Vietnam
Logistics/
Industrial
Australia
Austria
China
Germany
Thailand
Netherlands
Business Park
United Kingdom
Hospitality
Australia
Bahrain
Cambodia3
China
France
Germany
Hungary
India
Indonesia
Japan
Kuwait3
Malaysia
Morocco3
Myanmar3
Nigeria
Oman
Philippines
Qatar
Saudi Arabia
Singapore
South Korea
Spain
Switzerland
Thailand
Turkey
UAE
United Kingdom
Vietnam
1
2
3
Comprises the full asset value of property assets in which the Group has an interest, including assets held by its REITs, stapled trust, joint ventures and
associates, and acquisitions pending completion
Including both owned and managed properties; and units pending opening
Property pending opening
6 | Frasers Property Limited
$6.5 billion
Retail
assets under
management1
$4.8 billion
Hospitality
assets under
management1
>24,0002
Hospitality units
4 REITs
Frasers Centrepoint Trust,
Frasers Commercial Trust,
Frasers Hospitality Trust,
Frasers Logistics &
Industrial Trust
30
COUNTRIES
OVER
80
CITIES
South Korea
China
Japan
India
Myanmar3
Thailand
Cambodia3
Vietnam
Philippines
Malaysia
Singapore
Indonesia
Australia
Annual Report 2018 | 7
Our
Milestones
1988
1998
2008
• Centrepoint Properties Limited
(CPL) was listed on the Main
Board of the Singapore Exchange
Securities Trading Limited (SGX-ST)
• CPL’s first two hospitality projects,
Fraser Suites and Fraser Place in
Singapore, were launched
2000
• FCL acquired a stake in Allco
Commercial REIT (Allco) and the
entire stake of Allco’s manager,
and rebranded the REIT Frasers
Commercial Trust (FCOT). FCOT is
listed on the Main Board of SGX-ST
• Pavilions on the Bay in Australia
and Annandale House in the
United Kingdom (UK), CPL’s first
overseas residential projects,
were developed
2013
• FCL became a member of the
TCC Group
2001
2014
• Jingan Four Seasons in Shanghai
was CPL’s first residential project
launched in China
• FCL was listed by way of
introduction on the Main Board
of SGX-ST
2002
• CPL launched serviced residences
in the UK, South Korea and
the Philippines
• CPL was delisted from SGX-ST
and became a wholly owned
subsidiary of F&NL
2006
• CPL was rebranded Frasers
Centrepoint Limited (FCL)
• FCL launched its first REIT, Frasers
Centrepoint Trust, which is listed
on the Main Board of SGX-ST
• Frasers Hospitality Trust was
listed on the Main Board of
SGX-ST. It is the first global hotel
and serviced residence stapled
group to be listed on the SGX-ST
• FCL wholly acquired Australand,
an Australian property company
2015
• FCL acquired leading boutique
lifestyle hotel brands Malmaison
and Hotel du Vin in the UK
• Australand was rebranded as
Frasers Property Australia
1990
• CPL became a subsidiary of Fraser
and Neave, Limited (F&NL)
1992
• Northpoint Shopping Centre,
Singapore’s pioneer suburban
retail mall in Yishun; Bridgepoint,
a retail mall in Sydney; and
Alexandra Point, CPL’s first office
project, were launched
1993
• The Anchorage, CPL’s first
residential project, was
redeveloped from F&N
Singapore’s old brewery and soft
drink plants
1996
• CPL’s first overseas office project,
Me Linh Point, a commercial and
retail centre in Ho Chi Minh City
was developed
1997
• Alexandra Technopark, CPL’s
first business space project was
developed and launched
8 | Frasers Property Limited
2016
2018
• Frasers Logistics & Industrial
Trust was listed on the Main
Board of SGX-ST
• FCL acquired a 35.6% stake
in Golden Land Property
Development Public Company
Limited (Golden Land) which is
listed on the Stock Exchange
of Thailand
• FCL entered into a conditional
agreement to acquire a 70%
stake in a joint venture with
local partners to develop a
residential-cum-commercial
project in District 2, Ho Chi Minh
City, Vietnam. The acquisition was
completed in 2017
2017
• FCL acquired a 99.5% stake
in Geneba Properties N.V.
(Geneba) which was listed in
the Netherlands
• FCL acquired an additional 4.3%
stake in Golden Land and a
41.0% stake in TICON Industrial
Connection Public Company
Limited (TICON) in Thailand.
FCL entered into a joint venture
with TCC Assets (Thailand) Co.,
Ltd to develop One Bangkok,
the largest private sector
property development initiative
undertaken in Thailand
FCL was rebranded to Frasers Property Limited
Rebranding Launch of FPL, Alexandra Point | Singapore
Enhanced logistics and industrial platform
• Completed part of Alpha Industrial acquisition comprising its
platform and 12 of 22 assets
• Completed buy-out of remaining 0.55% minority stake in Geneba
Properties and delisted Geneba
• Rebranded Geneba and Alpha Industrial to Frasers Property Europe
•
Increased deemed interest in TICON1 from approximately 41.0%
to 89.5%
Portfolio expanded to include business parks in the UK
• Completed the acquisition of five wholly owned business parks
in the UK and one via a 50:50 joint venture with FCOT
Investments in the co-working sector
• Joint investment of US$176.9 million ($241.6 million) with GIC
and JustCo to develop an Asian co-working platform
• TICON and JustCo formed a 51:49 joint venture to develop a
co-working business in Thailand
TPARK Wangnoi, Ayutthaya | Thailand
1
FPL holds approximately 41.0% through its wholly owned subsidiary, Frasers
Property Holdings Thailand Co., Ltd., and 48.5% through Frasers Assets Co., Ltd., a
49:51 joint venture with TCC Assets Co., Ltd.
JustCo | Singapore
Group
Structure
Singapore
Australia
Europe & rest of Asia
Hospitality
Residential
Retail
Commercial & Business Park
Logistics & Industrial
Hospitality
t
n
e
m
g
e
s
-
i
t
l
u
M
s
T
I
E
R
10 | Frasers Property Limited
Financial
Highlights
Revenue ($’m)
2,203.0
3,561.6
3,439.6
4,026.6
4,311.6
20141
2015
2016
2017
2018
Profit before interest, fair value change on investment
properties, taxation and exceptional items ($’m)
765.0
1,104.8
938.2
1,089.0
1,278.7
Profit before taxation ($’m)
Before fair value change on investment properties and
exceptional items
721.2
955.4
796.0
968.0
998.6
After fair value change on investment properties and
exceptional items
807.3
1,196.5
960.3
1,248.0
1,476.9
Attributable profit ($’m)
Before fair value change and exceptional items
After fair value change and exceptional items
469.8
500.7
543.8
771.2
479.9
597.2
488.2
689.1
507.2
759.0
Earnings per share (cents)2
Attributable profit before fair value change on
investment properties and exceptional items
Attributable profit after fair value change on investment
19.1
17.2
14.3
14.6
14.7
properties and exceptional items
20.4
25.0
18.4
21.5
23.4
Dividend per share
Ordinary shares (cents)
8.6
8.6
8.6
8.6
8.6
Net asset value (share capital & reserves) ($’m)
6,414.3
6,509.5
6,661.1
7,154.7
7,362.1
Net asset value per share ($)
2.223
2.25
2.30
2.46
2.53
Return on average shareholders’ equity (%)
Attributable profit before fair value change on
investment properties and exceptional items
7.5
7.7
6.3
6.1
5.9
Notes
1
Certain accounting policies or accounting standards had changed in the financial years ended 30 September 2015
Financial information for 2014 has been restated to take into account the retrospective adjustments relating to FRS 110 and FRS 111
Based on weighted average number of ordinary shares in issue. In 2014, 2015, 2016, 2017 and 2018, weighted average number of shares was
2,457,316,000, 2,893,873,000, 2,898,893,000, 2,904,157,000 and 2,910,558,000, respectively
Calculated based on 2,889,813,000 shares in issue as at listing date of 9 January 2014
2
3
Annual Report 2018 | 11
Board of
Directors
AS AT 30 SEPTEMBER 2018
Charoen Sirivadhanabhakdi, 74
Non-Executive and Non-Independent Chairman
Date of appointment as a director:
25 Oct 2013
Length of service as director:
4 years 11 months
(as at 30 September 2018)
Board committees served on
• Board Executive Committee (Chairman)
Academic & professional qualifications
• Honorary Doctoral Degree in Marketing,
Rajamangala University of Technology Isan,
Thailand
• Honorary Doctoral Degree in Buddhism (Social
Work) from Mahachulalongkornrajavidyalaya,
Thailand
• Honorary Doctorate Degree in Business
Administration, Sasin Graduate Institute of
Business Administration of Chulalongkorn
University, Thailand
• Honorary Doctoral Degree in Hospitality
Industry and Tourism, Christian University of
Thailand, Thailand
• Honorary Doctoral Degree in Sciences and
Food Technology, Rajamangala University of
Technology Lanna, Thailand
• Honorary Doctoral Degree in International
Business Administration, University of the Thai
Chamber of Commerce, Thailand
• Honorary Doctoral Degree in Management,
Rajamangala University of Technology
Suvarnabhumi, Thailand
• Honorary Doctor of Philosophy in Business
Administration, Mae Fah Luang University, Thailand
• Honorary Doctoral Degree in Business
Administration, Eastern Asia University, Thailand
• Honorary Doctoral Degree in Management,
Huachiew Chalermprakiet University, Thailand
• Honorary Doctoral Degree in Industrial Technology,
Chandrakasem Rajabhat University, Thailand
• Honorary Doctoral Degree in Agricultural
Business Administration, Maejo Institute of
Agricultural Technology, Thailand
Present directorships in other companies
(as at 30 September 2018)
Listed companies
• Berli Jucker Public Company Limited (Chairman)
• Fraser and Neave, Limited (Chairman)
• Thai Beverage Public Company Limited (Chairman)
Listed REITs/Trusts
Nil
Others
• Asset World Corp Public Company Limited
(Chairman)
• Bangyikhan Distillery Group of Companies
(Chairman)
• Beer Thai (1991) Public Company Limited
(Chairman)
• Cristalla Co., Ltd. (Chairman)
• International Beverage Holdings Limited
(Chairman)
• North Park Golf and Sports Club Co., Ltd.
(Chairman)
• Plantheon Co., Ltd. (Chairman)
• Siriwana Co., Ltd. (Chairman)
• Southeast Group Co., Ltd. (Chairman)
• TCC Assets (Thailand) Company Limited
• TCC Asset World Corporation Limited (Chairman)
• TCC Corporation Limited (Chairman)
• TCC Land Co., Ltd. (Chairman)
• Thai Group Holdings Public Company Limited
(Chairman)
• TCC Group of Companies
Major appointments
(other than directorships)
Nil
Past directorships in listed companies held over
the preceding 3 years
(from 01 October 2015 to 30 September 2018)
• Big C Supercenter Public Company Limited (It
was delisted from Stock Exchange of Thailand on
28 September 2017)
Past major appointments
Nil
Others
• Darjah Kebesaran Panglima Setia Mahkota
(P.S.M.) which carries the title ‘Tan Sri’ from
Malaysia
• Royal Order of Sahametrei, Grand Officer of
the Most Noble Order of the Rajamitrabhorn of
Cambodia
12 | Frasers Property Limited
Khunying Wanna Sirivadhanabhakdi, 75
Non-Executive and Non-Independent Vice Chairman
Panote Sirivadhanabhakdi, 40
Group Chief Executive Officer
Executive and Non-Independent Director
Date of appointment as a
director: 07 Jan 2014
Length of service as director:
4 years 8 months
(as at 30 September 2018)
Board committees served on
Nil
Academic & professional
qualifications
• Honorary Doctoral Degree
in Buddhism (Social Work),
Mahachulalongkornrajavidyalaya,
Thailand
• Honorary Doctoral Degree
(Management), Mahidol
University, Thailand
• Honorary Doctorate of
Philosophy (Business
Management), University of
Phayao, Thailand
• Honorary Doctoral Degree
from the Faculty of Business
Administration and Information
Technology, Rajamangala
University of Technology
Tawan-ok, Thailand
• Honorary Doctor of Philosophy
in Social Sciences, Mae Fah
Luang University, Thailand
• Honorary Doctoral Degree
in Business Administration,
Chiang Mai University, Thailand
• Honorary Doctoral Degree
in Agricultural Business
Administration, Maejo Institute
of Agricultural Technology,
Thailand
• Honorary Doctoral Degree in
Bio-technology, Ramkhamhaeng
University, Thailand
Present directorships in other
companies
(as at 30 September 2018)
Listed companies
• Berli Jucker Public Company
Limited (Vice Chairman)
• Fraser and Neave, Limited (Vice
Chairman)
• Thai Beverage Public Company
Limited (Vice Chairman)
Listed REITs/Trusts
Nil
Others
• Asset World Corp Public
Company Limited
(Vice Chairman)
• Beer Thip Brewery (1991)
Co., Ltd. (Chairman)
• Cristalla Co., Ltd
(Vice Chairman)
• International Beverage
Holdings Limited
(Vice Chairman)
• North Park Golf and Sports
Club Co., Ltd. (Vice Chairman)
• Plantheon Co., Ltd.
(Vice Chairman)
• Sangsom Co., Ltd (Chairman)
• Siriwana Co., Ltd.
(Vice Chairman)
• Southeast Group Co., Ltd.
(Vice Chairman)
• TCC Assets (Thailand)
Company Limited
• TCC Asset World
Corporation Limited
• TCC Corporation Limited
(Vice Chairman)
• TCC Land Co., Ltd.
(Vice Chairman)
• Thai Group Holdings Public
Company Limited
(Vice Chairman)
• TCC Group of Companies
Major appointments
(other than directorships)
Nil
Past directorships in listed
companies held over the
preceding 3 years
(from 01 October 2015 to
30 September 2018)
• Big C Supercenter Public
Company Limited (It
was delisted from Stock
Exchange of Thailand on
28 September 2017)
Past major appointments
Nil
Others
• Royal Order of Cambodia,
Grand Cross of the Most
Nobel Order of the
Rajamitrabhorn (First
Class) in Diplomacy
Date of appointment as a
director: 08 Mar 2013
Length of service as director:
5 years 6 months
(as at 30 Sep 2018)
Board committees served on
• Board Executive Committee
• Risk Management
Committee
Academic & professional
qualifications
• Master of Science in
Analysis, Design and
Management of Information
Systems, London School
of Economics and Political
Science, UK
• Bachelor of Science in
• Frasers Logistics & Industrial
Asset Management Pte Ltd,
Manager of Frasers Logistics
& Industrial Trust
Others
• Beer Thip Brewery (1991)
Co., Ltd.
• Blairmhor Distillers Limited
• Blairmhor Limited
• InterBev (Singapore) Limited
• International Beverage
Holdings (China) Limited
• International Beverage
Holdings Limited
• International Beverage
Holdings (UK) Limited
• Sura Bangyikhan Group of
Companies
Manufacturing Engineering,
Boston University, USA
• Certificate in Industrial
Major appointments
(other than directorships)
• Singapore Management
Engineering and Economics,
Massachusetts University,
USA
Present directorships in other
companies
(as at 30 Sep 2018)
Listed companies
• TICON Industrial Connection
Public Company Limited
• Golden Land Property
Development Public
Company Limited (Vice
Chairman)
• Thai Beverage Public
Company Limited
• Univentures Public Company
Limited
Listed REITs/Trusts
• Frasers Hospitality
Asset Management Pte
Ltd, Manager of Frasers
Hospitality Real Estate
Investment Trust
• Frasers Hospitality Trust
Management Pte Ltd,
Manager of Frasers
Hospitality Business Trust
University (Director/Board of
Trustees)
• Real Estate Developers’
Association of Singapore
(REDAS) (Management
Committee)
Past directorships in listed
companies held over the
preceding 3 years
(from 01 Oct 2015 to
30 Sep 2018)
• Berli Jucker Public Company
Limited
Past major appointments
• Chief Executive Officer of
Univentures Public Company
Limited
Others
Nil
Annual Report 2018 | 13
Board of Directors
AS AT 30 SEPTEMBER 2018
Charles Mak Ming Ying, 66
Non-Executive and Lead Independent Director
Chan Heng Wing, 71
Non-Executive and Independent Director
Date of appointment as a
director: 25 Oct 2013
Length of service as director:
4 years 11 months
(as at 30 Sep 2018)
Board committees served on
• Audit Committee (Chairman)
• Board Executive Committee
(Vice Chairman)
• Remuneration Committee
• Nominating Committee
• Risk Management
Committee
Academic & professional
qualifications
• Master of Business
Administration, PACE
University, USA
• Bachelor of Business
Administration, PACE
University, USA
Present directorships in other
companies
(as at 30 Sep 2018)
Listed companies
• Fraser and Neave, Limited
Listed REITs/Trusts
Nil
Others
Nil
Major appointments
(other than directorships)
• Senior Advisor to Morgan
Stanley Asia’s Investment
Banking Division
• Pace University, USA (Board
of Trustees)
Past directorships in listed
companies held over the
preceding 3 years
(from 01 Oct 2015 to
30 Sep 2018)
Nil
Past major appointments
• Morgan Stanley Asia Pacific
(Vice-Chairman)
• Morgan Stanley
International Wealth
Management (President)
• Chairman and Director of
Bank Morgan Stanley AG
• Director in Morgan Stanley
Asia Limited and a member
of Morgan Stanley’s Asia
Pacific Executive Committee,
the Morgan Stanley Wealth
Management Committee
and the International
Operating Committee
• Managing Director and
Head of Morgan Stanley
Asia Pacific Private Wealth
Management
• Executive Director and
Senior Investment Adviser
of Morgan Stanley’s Private
Wealth Management Group
Others
Nil
Date of appointment as a
director: 25 Oct 2013
Length of service as director:
4 years 11 months
(as at 30 Sep 2018)
Board committees served on
• Nominating Committee
• Risk Management
Committee
• Remuneration Committee
Academic & professional
qualifications
• Master of Science, Columbia
Graduate School of
Journalism, USA
• Master of Arts, University of
Singapore
• Bachelor of Arts (Honours),
University of Singapore
Present directorships in other
companies
(as at 30 Sep 2018)
Listed companies
• Banyan Tree Holdings Ltd.
• Fraser and Neave, Limited
Listed REITs/Trusts
• EC World Asset
Management Pte Ltd
Major appointments (other
than directorships)
• Ministry of Foreign Affairs:
Non-resident Ambassador to
Austria
• Milken Institute Asia Center
(Senior Advisor)
Past directorships in listed
companies held over the
preceding 3 years
(from 01 Oct 2015 to
30 Sep 2018)
Nil
Past major appointments
• Managing Director,
International Relations,
Temasek Holdings
• Singapore’s Consul General
to Hong Kong and Shanghai
• Singapore’s Ambassador to
Thailand
• Press Secretary to Prime
Minister Goh Chok Tong
• Director of the Media
Division, Ministry of
Communications and
Information
• Chief Representative of
Temasek International in
China
Others
• Fusang Family Office Ltd
Others
Nil
(HK)
• Fusang Investment Office
Ltd (HK)
• One Bangkok Holdings Co.,
Ltd.
• Precious Quay Pte. Ltd.
• Precious Treasures Pte. Ltd.
14 | Frasers Property Limited
Philip Eng Heng Nee, 72
Non-Executive and Independent Director
Tan Pheng Hock, 61
Non-Executive and Independent Director
Major appointments
(other than directorships)
• Ministry of Foreign Affairs:
Singapore’s Non-Resident
High Commissioner to
Canada
Past directorships in listed
companies held over the
preceding 3 years
(from 01 Oct 2015 to
30 Sep 2018)
• MDR Limited (Chairman)
• The Hour Glass Limited
Past major appointments
• Group Managing Director,
Jardine Cycle and Carriage
Group
Others
Nil
Date of appointment as a
director: 25 Oct 2013
Length of service as director:
4 years 11 months
(as at 30 Sep 2018)
Board committees served on
• Remuneration Committee
(Chairman)
• Audit Committee
Academic & professional
qualifications:
• Bachelor of Commerce in
Accountancy, University of
New South Wales, Australia
• Associate Member, Institute
of Chartered Accountants in
Australia
• Chartered Accountant
(Singapore)
Present directorships in other
companies
(as at 30 Sep 2018)
Listed companies
• Ezra Holdings Limited
• PT Adira Dinamika Multi
Finance Tbk (Commissioner)
Listed REITs/Trusts
• Frasers Centrepoint Asset
Management Ltd, Manager
of Frasers Centrepoint Trust
• Hektar Asset Management
Sdn Bhd, Manager of Hektar
Real Estate Investment Trust
Others
• ALPS Pte. Ltd. (fka Agency
for Healthcare Supply Chain
Pte. Ltd.)
• Frasers Hospitality
International Pte. Ltd.
• Frasers Property Australia
Pty Limited
• Heliconia Capital
Management Pte. Ltd.
• Transmex Systems
International Pte. Ltd.
• Vanda 1 Investments Pte.
Ltd.
Date of appointment as a
director: 20 Mar 2017
Length of service as director:
1 year 6 months
(as at 30 Sep 2018)
Board committees served on
Nil
Academic & professional
qualifications
• Master of Science
(Management), Stanford
University, USA
• Bachelor of Science, Marine
Engineering (First Class
Honours), University of
Surrey, UK
Present directorships in other
companies
(as at 30 Sep 2018)
Listed companies
Nil
Listed REITs/Trusts
Nil
Others
• Design Education Review
Committee (Chairman)
• Learning Gateway Ltd
(Chairman)1
• Lifelong Learning
Endowment Fund Advisory
Council (Chairman)1
• National Neuroscience
Institute (NNI) Fund
Committee, SingHealth Fund
(member)
• SkillsFuture Singapore
Agency (Chairman)1
• The Civil Aviation Authority
of Singapore (Board member)
Major appointments
(other than directorships)
• Advisor of Temasek
International1
• Advisor of Accuracy
Singapore2
Past directorships in listed
companies held over the
preceding 3 years
(from 01 Oct 2015 to
30 Sep 2018)
Nil
Past major appointments
• President & CEO of ST
Engineering
• Group President of ST
Engineering
• Group’s President of
Corporate Affairs, ST
Engineering
• President of Singapore
Technologies Automotive
Ltd, now known as ST
Kinetics
Others
• Outstanding CEO of the Year
at the Singapore Business
Awards 2014
• Asia Business Leader of the
Year at the 12th CNBC Asia
Business Leaders Award 2013
• Esteemed Honorary
Fellowship by the Asean
Federation of Engineering
Organisations (AFEO)
• The Best CEO (market cap
of $1 billion and above),
Singapore Corporate Awards
2012
• CNBC Asia Talent
Management Award, 2009
• The first Asian Chief
Executive to receive the
Walter L. Hurd Foundation
World Executive Medal
by Asia Pacific Quality
Organisation
1
2
Stepped down with effect from
30 September 2018
Appointed Advisor of Accuracy
Singapore with effect from
1 October 2018
Annual Report 2018 | 15
Board of Directors
AS AT 30 SEPTEMBER 2018
Wee Joo Yeow, 71
Non-Executive and Independent Director
Weerawong Chittmittrapap, 60
Non-Executive and Independent Director
Date of appointment as a
director: 10 Mar 2014
Length of service as director:
4 years 6 months
(as at 30 Sep 2018)
Board committees served on
• Board Executive Committee
• Audit Committee
Academic & professional
qualifications
• Master of Business
Past directorships in listed
companies held over the
preceding 3 years
(from 01 Oct 2015 to
30 Sep 2018)
Nil
Past major appointments
• Managing Director and
Head of Corporate Banking
Singapore, United Overseas
Bank Limited
Administration, New York
University, USA
Others
Nil
• Bachelor of Business
Administration (BBA
Honours), University of
Singapore
Present directorships in other
companies
(as at 30 Sep 2018)
Listed companies
• PACC Offshore Services
Holdings Ltd
• Oversea-Chinese Banking
Corporation Limited
• Great Eastern Holdings
Limited
Listed REITs/Trusts
• Mapletree Industrial Trust
Management Ltd, Manager
of Mapletree Industrial Trust
Others
Nil
Major appointments
(other than directorships)
Nil
16 | Frasers Property Limited
Major appointments (other
than directorships)
• King Prajadhipok’s Institute
(Special Lecturer)
• Chulalongkorn University
(Special Lecturer)
• Thammasat University
(Special Lecturer)
Past directorships in listed
companies held over the
preceding 3 years
(from 01 Oct 2015 to
30 Sep 2018)
• Thai Airways International
Public Company Limited
Past major appointments
• Weerawong, Chinnavat
& Peangpanor Limited
(Chairman)
Others
Nil
Date of appointment as a
director: 25 Oct 2013
Length of service as director:
4 years 11 months
(as at 30 Sep 2018)
Board committees served on
• Nominating Committee
(Chairman)
• Risk Management
Committee
Academic & professional
qualifications
• Thai Barrister-at-Law
and the first Thai lawyer
admitted to the New York
State Bar
• Master of Law, University of
Pennsylvania, USA
• Bachelor of Law,
Chulalongkorn University,
Thailand
Present directorships in other
companies
(as at 30 Sep 2018)
Listed companies
• Berli Jucker Public Company
Limited
• SCB Life Assurance Public
Company Limited
• Siam Commercial Bank
Public Company Limited
• Bangkok Dusit Medical
Services Public Company
Limited
• Asset World Corporation
Public Company Limited
Listed REITs/Trusts
Nil
Others
• Big C Supercenter Public
Company Limited
Chotiphat Bijananda, 54
Non-Executive and Non-Independent Director
Sithichai Chaikriangkrai, 64
Non-Executive and Non-Independent Director
Others
• Frasers Property Australia
Pty Limited
• Southeast Group Co., Ltd.
(President)
• Southeast Insurance Public
Co., Ltd. (Chairman)
• Southeast Life Insurance
Public Co., Ltd. (Chairman)
• Southeast Capital Co., Ltd.
(Chairman)
• TCC Assets Limited
• Big C Services Co., Ltd.
Major appointments
(other than directorships)
Nil
Past directorships in listed
companies held over the
preceding 3 years
(from 01 Oct 2015 to
30 Sep 2018)
Nil
Past major appointments
Nil
Others
Nil
Date of appointment as a
director: 08 Mar 2013
Length of service as director:
5 years 6 months
(as at 30 Sep 2018)
Board committees served on
• Risk Management
Committee (Chairman)
• Board Executive Committee
(Vice Chairman)
• Nominating Committee
Academic & professional
qualifications:
• Master of Business
Administration, Finance,
University of Missouri, USA
• Bachelor of Laws,
Thammasat University,
Thailand
Present directorships in other
companies
(as at 30 Sep 2018)
Listed companies
• Fraser and Neave, Limited
• Golden Land Property
Development Public
Company Limited
• Sermsuk Public Company
Limited
• TICON Industrial Connection
Public Company Limited
Listed REITs/Trusts
Nil
Listed REITs/Trusts
Nil
Others
• Asset World Corp PCL
• Big C Retail Holding
Company Limited
• Eastern Seaboard Industrial
Estate (Rayong) Company
Limited
• Petform (Thailand) Co., Ltd.
• TCC Assets (Thailand)
Company Limited
• Thai Beverage Can Co., Ltd.
• Univentures REIT
Management Co., Ltd.
Major appointments
(other than directorships)
• Thai Beverage Public
Company Limited (Chief
Financial Officer)
Past directorships in listed
companies held over the
preceding 3 years
(from 01 Oct 2015 to
30 Sep 2018)
Nil
Past major appointments
Nil
Others
Nil
Date of appointment as a
director: 07 Aug 2013
Length of service as director:
5 years 1 month
(as at 30 Sep 2018)
Board committees served on
• Board Executive Committee
• Audit Committee
• Risk Management
Committee
Academic & professional
qualifications
• Bachelor of Accountancy
(First Class Honours),
Thammasat University,
Thailand
• Diploma in Computer
Management,
Chulalongkorn University,
Thailand
• Certificate of the Mini MBA
Leadership Management,
Kasetsart University,
Thailand
Present directorships in other
companies
(as at 30 Sep 2018)
Listed companies
• Berli Jucker Public Company
Limited
• Fraser and Neave, Limited
• Golden Land Property
Development Public
Company Limited
• Oishi Group Public Company
Limited
• Siam Food Products Public
Company Limited
• Sermsuk Public Company
Limited
• Thai Beverage Public
Company Limited
• Univentures Public Company
Limited
Annual Report 2018 | 17
Group
Management
AS AT 30 SEPTEMBER 2018
18 | Frasers Property Limited
Panote Sirivadhanabhakdi, 40
Group Chief Executive Officer
Frasers Property Limited
Panote is responsible for developing and driving the
Group’s growth strategies and delivering sustainable
returns for the business. He provides leadership to
all of Frasers Property’s business units and helms the
development and management of the Group’s businesses.
As a member of FPL’s Board of Directors since 8 March
2013, he also serves on the Board Executive Committee
and Risk Management Committee.
Prior to his current appointment on 1 October 2016,
Panote had assumed various senior leadership positions
within the TCC Group.
He is a member of the Board of Trustees of the Singapore
Management University and the Management Committee
of the Real Estate Developers’ Association of Singapore
(REDAS).
Panote holds a Master of Science from the School of
Management at the London School of Economics and
Political Science in the United Kingdom, and a Bachelor
of Science in Manufacturing Engineering from Boston
University in the USA.
Chia Khong Shoong, 47
Group Chief Corporate Officer
Frasers Property Limited
Loo Choo Leong, 50
Group Chief Financial Officer
Frasers Property Limited
As Group Chief Corporate Officer, Khong Shoong looks
after Group Corporate Secretariat and Legal, Group
Business Process Design and Technology Solutions,
Sustainability and Corporate Administration. He oversees
the development and formulation of Group strategies
to streamline business processes, drive synergies and
improve profitability. He also assists Frasers Property’s
Group Chief Executive Officer in overseeing the
evaluation, execution and implementation of group-
wide projects and strategy initiatives as well as the
development of the Group’s international businesses.
Khong Shoong was previously the Group Chief Financial
Officer of FPL and its Chief Executive Officer for Australia,
New Zealand and the United Kingdom. Prior to joining
the Group on 2 March 2009, he held positions as Director,
Investment Banking and Global Banking at The Hongkong
& Shanghai Banking Corporation Ltd and Vice President,
Global Investment Banking, Citigroup / Salomon Smith
Barney / Schroders.
Khong Shoong holds a Master of Philosophy
(Management Studies) from Cambridge University, United
Kingdom and a Bachelor of Commerce (Accounting
and Finance) from the University of Western Australia,
Australia.
Choo Leong is responsible for all aspects of the Group’s
Finance functions. He has direct oversight of the Finance,
Accounting, Treasury, Taxation, Risk Management and
Investor Relations functions.
He joined Frasers Property on 1 March 2017 and was
appointed Group Chief Financial Officer on 1 December
2017.
Before he joined FPL, Choo Leong held various positions
including Chief Financial Officer of Pacific Radiance
Limited and Group Head of Global Shared Services and
Head of Regional Finance Office of the Sime Darby Group.
Choo Leong graduated with a Master of Business
Administration (Distinction) from University of
Strathclyde, United Kingdom. He is a Fellow of the
Association of Chartered Certified Accountants, United
Kingdom, a member of the Institute of Singapore
Chartered Accountants, a member of the Singapore
Institute of Directors and a member of the Malaysian
Institute of Accountants.
Annual Report 2018 | 19
Group Management
AS AT 30 SEPTEMBER 2018
Uten Lohachitpitaks, 45
Group Chief Investment Officer
Frasers Property Limited
Sebastian Tan, 55
Group Chief Human Resources Officer
Frasers Property Limited
Uten is responsible for the Group’s investment, capital
markets transactions, managing and monitoring the
Group’s portfolio of assets, devising strategies for
acquisitions/divestments and liaising with investment
partners. He also provides leadership for the Indochina
markets, namely Thailand and Vietnam.
Prior to joining the Group on 1 October 2013, positions
Uten held included Managing Director, Strategic Advisory
at DBS Bank Ltd, Director, Investment Banking Division,
United Overseas Bank (Thai) Public Company Limited and
Vice President, Corporate & Investment Banking Group,
DBS Bank Ltd.
Uten graduated with a Master of Business Administration
and Bachelor of Business Administration from Assumption
University, Thailand.
Sebastian has global responsibilities for all aspects of
the Group’s Human Resources. He has direct oversight of
the Group’s Strategic Talent Management, Rewards and
Leadership Development.
Before joining FPL on 17 August 2015, Sebastian held
several appointments including Group Chief Human
Resources Officer at Surbana Corporation, Advisory
Director and Managing Director, Human Resources at
Temasek Holdings and Director, Human Resources at
American Express International.
Sebastian is currently Programme Director, Graduate
Human Resources Certification Programme and a member
of the Adjunct Faculty, Lee Kong Chian School of Business
at Singapore Management University.
Sebastian holds a Master of Business Administration
(Human Resources) and Bachelor of Science (Human
Resources) from Northern Illinois University, USA
20 | Frasers Property Limited
Zheng Wanshi, 37
Chief Strategy and Planning Officer
Frasers Property Limited
Christopher Tang Kok Kai, 57
Chief Executive Officer
Frasers Property Singapore
Wanshi is responsible for the development and
integration of FPL’s strategy at the Group and business
unit levels, and its execution across the global business,
working in collaboration with the senior leadership team.
In her role, Wanshi also oversees the Capital Allocation,
Planning, Research, and Strategic Communications and
Branding functions.
Prior to joining the Group on 8 February 2018, Wanshi
held positions including Head of Investment Management
at CapitaLand Limited, Director (Multi-asset Class
Research) at Mount Kellett Capital (Hong Kong) Limited,
and Vice President (Distressed Products Group/ Strategic
Investment Group) at Deutsche Bank AG.
Wanshi holds a double degree from the University of
Pennsylvania, USA where she graduated summa cum
laude from the Wharton School with a Bachelor of Science
in Economics and a Concentration in Finance, and from
the College of Arts and Sciences with a Bachelor of Arts
in Economics.
Chris is responsible for Frasers Property Singapore. He
oversees the Group’s residential, retail and commercial
business in Singapore as well as Frasers Centrepoint Trust
and Frasers Commercial Trust.
Since Chris joined Frasers Property in 1 April 2001, he
has held several appointments including Chief Executive
Officer, Commercial and Greater China, Chief Executive
Officer, Frasers Centrepoint Asset Management Ltd
and General Manager, Strategic Planning and Asset
Management.
Chris serves on the Board of Governors of Republic
Polytechnic.
Chris graduated with a Master of Business Administration
and a Bachelor of Science from National University
of Singapore.
Annual Report 2018 | 21
Group Management
AS AT 30 SEPTEMBER 2018
Rodney Vaughan Fehring, 59
Chief Executive Officer
Frasers Property Australia
Choe Peng Sum, 58
Chief Executive Officer
Frasers Hospitality
Rod is responsible for Frasers Property Australia. He
oversees the Group’s residential, commercial, industrial
and retail business in Australia as well as Frasers Logistics
& Industrial Trust. He has 35 years of experience in the
property development industry, primarily involved in
large-scale urban development and urban renewal
schemes.
Rod joined the Group on 22 March 2010. He was Executive
General Manager, Residential at Australand before
it was acquired by Frasers Property in 2014. He was
subsequently appointed CEO of the Australian business.
Prior to joining Frasers Property Australia, Rod held a
number of positions including Managing Director and CEO
of Lend Lease Primelife Ltd, CEO of Delfin Lend Lease Ltd,
Executive General Manager (Vic) of Delfin Group Ltd, Chief
Operating Officer of Urban Land Corporation, Victoria
and General Manager (Property) of Australian Defence
Industries Ltd.
He is Chairman of the Green Building Council of Australia
and a member of Property Male Champions of Change
which was established by the Property Council of
Australia.
Rod holds a Bachelor of Applied Science and a Graduate
Diploma in Sports Administration from La Trobe
University, Australia, a Graduate Diploma in Urban &
Regional Planning from RMIT University, Australia. He also
graduated from the Advanced Management Program by
The Wharton School, University of Pennsylvania, USA.
Peng Sum is responsible for Frasers Hospitality. He
oversees the Group’s business from investment and
business development, to global expansion of its chain of
gold-standard serviced residences and hotels
worldwide, as well as Fraser Hospitality Trust.
Since his first appointment on 1 April 1996, Peng Sum
has held several positions within the Group’s hospitality
business including Chief Operating Officer and General
Manager of Hospitality. His hospitality experience includes
positions as Resident Manager, Portman Shangri-La Hotel,
Shanghai and Executive Assistant Manager, Shangri-La
Hotel, Singapore.
Peng Sum was appointed by the Ministry of Education as
Chairman of the Board of Directors of Crest Secondary.
In addition, he serves as a Governing Council member
of the Singapore Quality Awards, Spring Singapore.
He is a member of the Boards of Governors of Anglo-
Chinese School and SAFRA, and also a member of the
SPC Complaints Panel (Laypersons), Singapore Pharmacy
Council.
Peng Sum graduated with a Bachelor of Science with
Distinction and was a member of Phi Kappa Phi at Cornell
University, New York, USA. He was on the President’s
Honor Roll at Washington State University, USA and
graduated from the Executive Development Programme
at the International College of Hospitality Administration,
BRIG, Switzerland.
22 | Frasers Property Limited
Corporate
Information
Board of Directors
Mr Charoen Sirivadhanabhakdi
Non-Executive and Non-Independent
Chairman
Khunying Wanna Sirivadhanabhakdi
Non-Executive and Non-Independent
Vice Chairman
Risk Management Committee
Mr Chotiphat Bijananda (Chairman)
Mr Charles Mak Ming Ying
Mr Chan Heng Wing
Mr Weerawong Chittmittrapap
Mr Panote Sirivadhanabhakdi
Mr Sithichai Chaikriangkrai
Mr Panote Sirivadhanabhakdi
Group Chief Executive Officer
Executive and Non-Independent
Director
Mr Charles Mak Ming Ying
Non-Executive and Lead
Independent Director
Mr Chan Heng Wing
Non-Executive and Independent
Director
Mr Philip Eng Heng Nee
Non-Executive and Independent
Director
Mr Tan Pheng Hock
Non-Executive and Independent
Director
Mr Wee Joo Yeow
Non-Executive and Independent
Director
Mr Weerawong Chittmittrapap
Non-Executive and Independent
Director
Mr Chotiphat Bijananda
Non-Executive and Non-Independent
Director
Mr Sithichai Chaikriangkrai
Non-Executive and Non-Independent
Director
Board Executive Committee
Mr Charoen Sirivadhanabhakdi
(Chairman)
Mr Charles Mak Ming Ying
(Vice Chairman)
Mr Chotiphat Bijananda
(Vice Chairman)
Mr Wee Joo Yeow
Mr Panote Sirivadhanabhakdi
Mr Sithichai Chaikriangkrai
Audit Committee
Mr Charles Mak Ming Ying
(Chairman)
Mr Philip Eng Heng Nee
Mr Wee Joo Yeow
Mr Sithichai Chaikriangkrai
Nominating Committee
Mr Weerawong Chittmittrapap
(Chairman)
Mr Charles Mak Ming Ying
Mr Chan Heng Wing
Mr Chotiphat Bijananda
Remuneration Committee
Mr Philip Eng Heng Nee (Chairman)
Mr Charles Mak Ming Ying
Mr Chan Heng Wing
Group Management
Mr Panote Sirivadhanabhakdi
Group Chief Executive Officer
Mr Chia Khong Shoong
Group Chief Corporate Officer
Mr Loo Choo Leong
Group Chief Financial Officer
Mr Uten Lohachitpitaks
Group Chief Investment Officer
Mr Sebastian Tan
Group Chief Human Resources
Officer
Ms Zheng Wanshi
Chief Strategy and Planning Officer
Mr Christopher Tang Kok Kai
Chief Executive Officer, Frasers
Property Singapore
Mr Rodney Vaughan Fehring
Chief Executive Officer, Frasers
Property Australia
Mr Choe Peng Sum
Chief Executive Officer, Frasers
Hospitality
Company Secretary
Ms Catherine Yeo
Registered Office
438 Alexandra Road
#21-00 Alexandra Point
Singapore 119958
Tel: (65) 6276 4882
Fax: (65) 6276 6328
frasersproperty.com
Share Registrar
Tricor Barbinder Share
Registration Services
80 Robinson Road
#02-00
Singapore 068898
Tel: (65) 6236 3333
Fax: (65) 6236 3405
Auditors
KPMG LLP
Partner-in-charge:
Mr Ronald Tay Ser Teck
(Appointed on 29 January 2016)
Principal Bankers
Australia and New Zealand Banking
Group Limited
Bangkok Bank Public Company
Limited
Bank of China Limited
DBS Bank Ltd.
Malayan Banking Berhad
Mizuho Bank, Limited
Oversea-Chinese Banking
Corporation Limited
Standard Chartered Bank
Sumitomo Mitsui Banking
Corporation
United Overseas Bank Limited
Annual Report 2018 | 23
Chairman’s
Statement
Revenue and attributable
profit before fair value
change and exceptional
items were $4,312 million
and $507 million
respectively. On the back
of FPL’s sound financial
performance, the Board
has proposed a final
dividend of 6.2 cents per
share. Including FPL’s
interim dividend of
2.4 cents per share,
total dividend for FY18 is
8.6 cents per share.
FY18
Total Dividend
8.6
cents
24 | Frasers Property Limited
With the support of our shareholders, the Group adopted a new name, Frasers
Property Limited (FPL), in February 2018. This marked a significant milestone
for the Group, as we consolidated the Group’s multi-national businesses under
a single powerful brand, Frasers Property, and employees came together as
one, with one shared belief and one common set of values. Much has been
said about the uncertainties we face today, but I firmly believe that with a
collaborative and progressive mindset, the Group can continue to deliver
long-term and sustainable value to shareholders.
Reinforcing the Group’s resilience
FPL is well placed to manage real estate risks as a result of the steps taken to
diversify geographically and across asset classes. To ensure that FPL remains
in a position to optimise the benefits of a balanced portfolio, it is critical for
the Group to maintain solid platforms in the selected geographies and asset
classes. Having sound platforms in place will allow the Group to scale up
quickly at the appropriate time to capture opportunities, while remaining
steady when faced with headwinds.
Harnessing the collective strength of the Group
Over the course of the year, the Group has leveraged our strong network of
platforms to good effect. Following the completion of acquisitions in Europe
and further investments in Thailand, we now have an enhanced logistics and
industrial platform, complemented by a capital recycling platform in the form of
Frasers Logistics & Industrial Trust (FLT). The Group also scaled up our platform
in the United Kingdom including investing in a business park together with
Frasers Commercial Trust (FCOT). The integrated value chain that we have in
place enables both FPL and the Group’s REITs to grow together. It is imperative
that FPL continues to pursue opportunities to create, enhance and unlock asset
value, with the ultimate aim of strengthening the Group’s entire network of
platforms and optimising shareholder value over the long term.
Balancing risks to deliver attractive risk-adjusted total returns
FPL’s leadership team has made great strides in enhancing the resilience of
the Group’s portfolio. The larger base of recurring income will help to provide
stability to the Group’s earnings, but it will not fully insulate the Group against
the effects of lumpy development earnings recognition and property cycles.
Having said that, it is important to recognise that development capabilities is a
prized value creation skill-set in real estate, especially mixed-use development
expertise, and this is not a skill-set that is easily replicated. FPL’s leadership
must continue to carefully calibrate the Group’s exposure to development
properties versus investment properties, and dynamically allocate capital to
achieve attractive risk-adjusted total returns for shareholders.
Delivering commendable results
I am pleased that the Group delivered a commendable set of full-year results in
FY18. Revenue and attributable profit before fair value change and exceptional
items were $4,312 million and $507 million respectively. On the back of FPL’s
sound financial performance, the Board has proposed a final dividend of
6.2 cents per share. Including FPL’s interim dividend of 2.4 cents per share,
total dividend for FY18 is 8.6 cents per share.
Charoen Sirivadhanabhakdi, Chairman
Over the course of the year, the Group received accolades
for our commitment towards building a sustainable
business. FPL was recognised for our outstanding efforts
in adhering to exemplary corporate governance practices
and disclosure standards, as well as best practices in
investor relations in the 2018 Singapore Corporate Awards.
The Group’s business in Australia and FLT also did very
well in several significant global rankings in the
2018 Global Real Estate Sustainability Benchmark
(GRESB) assessment.
Acknowledgements
FPL will not be where it is today without the support of
our many stakeholders. To my esteemed colleagues on
the Board, thank you for the wise counsel and valuable
guidance. I extend my sincere appreciation too, to our
customers, business partners, bankers, financial advisers
and shareholders, for their unwavering support of FPL.
On behalf of the Board, I would also like to thank the
Boards of FCT, FCOT, FHT, and FLT, for their stewardship
of our listed REITs. Last but not least, I would like to
express my deep appreciation to our employees for their
dedication and hard work.
Charoen Sirivadhanabhakdi
Chairman
Chairman’s Statement
Sharpening the Group’s focus on people
The Group’s business is all about people. We are in
the business of providing spaces for people to make
their homes in and work in, and where businesses and
communities can thrive. The Group needs talented people
to provide real estate solutions that meet customers’
needs. Hence, I am glad that employees across the Group
share the same belief that experience matters, both the
customer’s experience, and our experience.
Collaboration is vital to the Group
The Group was able to successfully execute on our
strategies because we leveraged our experience, and
that was made possible by a high degree of collaboration
across the Group. Adopting a collaborative approach
towards the Group’s business partners and the broader
real estate ecosystem is equally important. Over the
years, the Group has been involved in numerous joint
ventures for development projects. In FY18, the Group
embarked on our first investment in the co-working
sector. As FPL leadership considers the possibilities and
challenges thrown up by today’s fast-changing, digital
and uncertain world, collaboration will no doubt continue
to play a big part in our path ahead.
Delivering real estate solutions that matter to customers
FPL has the privilege of being able to make a difference
to our customers’ everyday life through our real estate
solutions. Many of the Group’s developments have been
contributing positively to communities and this is an area
we remain focused on. The Group will draw upon our
significant experience in place-making to push limits and
set new standards for sustainable living and community
building, even as we actively explore new ways to deliver
real estate solutions to meet our customers’ needs.
Sustainability is a natural approach to business
Sustainability has always been a key focus area for FPL
because that is how we approach business. We are
building a business that can endure and sustain over
the long term. The Group has been making consistent
progress in maintaining a high standard of corporate
governance and raising the bar in sustainable practices in
our business operations, and FPL’s progress is reported in
this year’s Sustainability Report. This year’s Sustainability
Report, as with every year prior, was prepared in
accordance to international standards and is an important
part of the Group’s efforts to share our sustainability
approach with stakeholders.
26 | Frasers Property Limited
China Square Central | Singapore
In Conversation
with the
Group CEO
Proactive asset and
capital management
remain key focus areas.
We will maintain our
efforts at enhancing
operating performance of
the Group’s investment
properties through
asset value creation and
enhancement.
FY18
Group’s
Attributable
Profits
$759.0
million
28 | Frasers Property Limited
How was FPL’s financial performance in FY18?
We delivered another set of solid financial results despite continued macro-
economic uncertainties and headwinds in the residential development sectors in
Australia and Singapore.
The Group’s attributable profits grew 10% year-on-year to $759 million, supported
by revenue and profit before interest and taxation (PBIT) growth of 7% and 17%,
respectively. Maiden contributions from the Group’s logistics and industrial
properties in Continental Europe and business parks in the United Kingdom (UK)
helped anchor operating results and provided stability, while development income
from completed projects added to our performance.
On the balance sheet front, we maintained a sound financial position in FY18. As
at 30 September 2018, the Group’s net debt-to-equity ratio stood at 84.4%. This
is a gearing level that the business can support, in view of our strong recurring
income base and unrecognised presold revenue from contracted sales of residential
units amounting to $2.2 billion as at 30 September 2018. This provides us with
residential development earnings visibility over the next two to three years.
Around 65% of FPL’s PBIT in FY18 was from recurring income sources.
Residential development in Australia and Singapore is challenging,
with uncertain macro environment and government measures affecting
buyer sentiment, while land prices remain elevated. Will the Group further
reduce exposure to development activities moving forward?
The property sector moves in cycles, and development income is inherently
lumpy in nature. Coupled with today’s uncertain environment, it is critical for
us to continue enhancing the resilience of the Group’s portfolio.
Over the past few years, we have consistently sought to increase the Group’s
recurring income sources, which include income from investment properties,
fee income from asset, property and project management for the Group’s REITs
as well as income from our hospitality business.
Our efforts have helped to promote stability and provide better visibility of the
Group’s earnings and cash flows, and more importantly, reshape the Group’s
portfolio. What we have today is a more resilient portfolio, with over 80% of
the Group’s total property assets in recurring income property classes. The
enhanced resilience to our business portfolio will enable us to better manage
inherent risks in the real estate sector and achieve our objective of delivering
long term and sustainable value to shareholders.
Nevertheless, our development capabilities remain important to the Group,
especially for integrated, mixed-use projects. There are also organic growth
opportunities embedded within our investment properties portfolio,
including about 130,000 sq m of developable land within our UK business
parks portfolio. Our development capabilities allow us to unlock value at the
appropriate time. In addition, we continue to be well positioned to capture
development opportunities at the right point of the cycle.
Going forward, we will continue to calibrate our exposure to development
projects and investment properties depending on macro and real estate
market fundamentals. We are ultimately targeting attractive risk-adjusted
total returns across cycles for shareholders through our real estate products
and services.
Panote Sirivadhanabhakdi, Group Chief Executive Officer
In Conversation with the Group CEO
The Group made several acquisitions in the logistics
and industrial space this past year. What is the thinking
behind those acquisitions, and specifically, why logistics
and industrial?
Logistics and industrial is a sector that lends itself very
well to having a multi-city footprint, because our clients
are mostly multi-nationals. We have a strong logistics and
industrial platform in Australia, so it was natural for us to
extend it to markets that offer long term growth potential
for the sector.
Our plan to extend the logistics and industrial platform
to familiar markets began with the acquisition of a circa
41.0% stake in TICON Industrial Connection Public Company
Limited (TICON) in FY17. Thailand is a market we know well
and have a natural competitive advantage. TICON, with its
strong local management team and established business,
strengthens our platform and opens up access to the
logistics and industrial sector in the AEC1 region. Following
the tender offer for TICON that closed in May 2018, the
Group now has close to 89.5% deemed interest in TICON.
In FY17, we further extended our platform to Germany and
the Netherlands via the acquisition of Geneba Properties
N.V. (Geneba). Europe is a market that the Group is familiar
with through our hospitality business. Germany and
the Netherlands are AAA-rated countries where we see
structural supply shortage of logistics and industrial
properties. Geneba has a strong, local management team
and established business, coupled with asset management
capabilities for third-party owners. We further acquired
Alpha Industrial in FY18, which added development
capabilities to our Europe platform. Geneba and Alpha
Industrial have since been successfully integrated together
as Frasers Property Europe.
Today, we have an established logistics and industrial
footprint of 5.9 million sq m amounting to $8.5 billion of
assets under management, with a development pipeline
that can potentially double our current portfolio.
More importantly, these acquisitions are all part of our
larger focus on building scalable, business platforms
across asset classes and geographies. By platform, we
mean strong management teams with local expertise and
local networks, because to us, people are the foundation
of our business.
Australia
Europe
Thailand
Integrated
value chain
Development,
property
and asset
management
Scaled
logistics &
industrial
platform
stretching
across
Australia,
Europe and
Thailand
Logistics &
Industrial
Assets Under
Management2
$8.5
billion
Frasers Property
Australia
Frasers Property
Europe
TICON
TREIT
REIT platforms
FLT
Significant opportunities for cross-marketing to customers across multi-geographical platform
Logistics & Industrial Total Gross Lettable Area
5.9 million2
sq m
Logistics & Industrial Total
Development Pipeline3
6.6 million2
sq m
1
2
3
ASEAN Economic Community
Comprises 100% of the logistics and industrial assets in Australia, Europe and Thailand, in which the Group has an interest, including assets held by its REITs,
joint ventures, associates and assets pending completion of acquisitions
Including land bank
30 | Frasers Property Limited
In FY18, Frasers Logistics & Industrial Trust (FLT)
acquired 21 logistics and industrial properties in
Germany and the Netherlands from FPL. Since FPL’s
listing, there have been acquisitions of the Group’s
assets by the REITs. What do you see as the key role of
the Group’s REITs?
We constantly review FPL’s portfolio to assess if there
are stable and mature assets that are better held through
the Group’s REITs than through FPL’s own balance sheet.
This not only supports the growth of these REITs but also
enables us to recycle FPL’s capital into new investments
while earning management fee income for the Group.
The Group’s four REITs, Frasers Centrepoint Trust, Frasers
Commercial Trust, Frasers Hospitality Trust and FLT, are
consolidated into FPL, and play an important role in the
Group’s capital management strategy.
More importantly, assets that are acquired by the REITs
remain within the Group’s network of managed assets,
while FPL continues to benefit from owning the assets
through stakes in the REITs.
At the same time, the REITs benefit from having FPL as
a sponsor, as they can access FPL’s pipeline for potential
acquisitions, even as they are able to acquire assets from
third parties.
Overall, I am happy that the Group’s REITs have been able
to leverage the support of FPL to grow, thereby enabling
FPL to grow as the REITs grow. This creates a virtuous
cycle of growth and value creation for the entire Group.
Growing together
Frasers Property Limited
• Recycle capital
• Benefit from continued
ownership of quality
investment properties
• Maintain portfolio network
effect
• Stronger REITs are better
positioned to continue
contributing to the Group
REITs
• Access to, and visibility over,
potential acquisition pipeline
from FPL to grow portfolio
• Assets continue to be
managed by experienced
team within the Group
Create asset
• Development
• Asset
enhancement
initiatives
Frasers
Property
Limited
Recycle capital
• Realise value
Manage asset
• Asset and
property
management
Frasers Centrepoint
Trust
12 consecutive years
of DPU growth since
listing
Frasers Commercial
Trust
Expanded investment
mandate to Europe -
acquired Farnborough
Business Park in the UK
via a 50:50 JV with FPL
Frasers Hospitality
Trust
Grew portfolio by
acquiring third-party
assets with FPL’s
support
Frasers Logistics &
Industrial Trust
Grew portfolio from
51 assets at listing to
83 assets within two
years by acquiring
right of first refusal
assets from FPL
Annual Report 2018 | 31
In Conversation with the Group CEO
As at the end of FY18, FPL has $34.3 billion of assets
under management across five asset classes
in Singapore, Australia, Continental Europe, the UK,
China, Thailand and Vietnam. How do you manage the
Group’s diverse businesses?
The world is a lot more connected today, and economic
and political uncertainties in one market often have
ripple effects across the globe. Real estate is a sector that
is sensitive to the macro environment, health of local
economies, and consumer sentiment, which makes it a
cyclical industry by nature. We have been taking steps to
diversify geographically within Asia Pacific and Europe,
and increase our investments in recurring income asset
classes to help us balance the risks across cycles.
We believe that having meaningful scale, focus and
platform are critical success factors for real estate, and
will give us a sustained competitive advantage. Hence,
our focus has been on building scalable platforms that will
enable us to harness the strength of the Group and our
external partnerships to deliver greater network effect.
Our expansion in the UK and Continental Europe are clear
demonstrations of how we can leverage the expertise of
our core markets, Singapore and Australia, to scale up
our business.
Our network of geographic-focused and asset class-
focused platforms is one of our greatest strengths. One
of our top priorities is to ensure that the bonds within our
network remain strong, which is why we pay so much
attention to our organisational backbone. We are in the
best position to leverage our network when all 4,635
employees across the Group share a common belief and
are guided by a common set of values.
Last year, FPL embarked on a branding initiative to bring
its people and businesses closer together
under a single corporate culture, across its multi-
national and diverse platform. It has been a year since
the Group has come together under one name – Frasers
Property, and a unifying brand idea – experience
matters. Has the branding initiative achieved the desired
outcomes?
Absolutely. Our network is stronger now than ever before.
Unifying the Group’s collective brand equity across our
multi-national business reflects and reinforces the Group’s
stature as a multi-segment, multi-national business. By
embracing and leveraging the Group’s scale and diversity,
we are better positioned than ever to grow value and
capture opportunities. It makes sense for our customers,
for our people, and for the Group.
‘Experience matters’ is an articulation and expression of
what we believe in and who we are as an organisation.
Celebrating this common belief and our common
values of collaboration, respect, progressive and real,
fostered closer bonds among our people. Together, we
strengthened our focus on our customers’ experience,
our people’s experience, and the experience we bring as
one multi-national property group to create value for
our customers.
Total property assets by asset class1
Total property assets evenly spread across asset
classes
Total assets by geographical segment
Balanced spread of total assets across key markets in
Asia Pacific and Europe
$6.5 billion,
23%
$4.8 billion,
17%
$5.6 billion,
18%
$28.0
billion
$4.8 billion,
17%
$6.0 billion,
18%
$32.4
billion
$12.8 billion,
39%
$7.2 billion,
26%
$4.7 billion,
17%
Development | Retail | Hospitality
Business Parks / Offices | Logistics / Industrial
$8.0 billion,
25%
Singapore | Australia | Europe | Others2
1
Property assets comprise investment properties, property, plant
and equipment, properties held for sale and investments in joint
ventures and associates
2
Including China, Vietnam, Thailand, Malaysia, Japan, the Philippines,
Indonesia and New Zealand
32 | Frasers Property Limited
Many industries are being disrupted by digital-age
business models, from financial services to transport,
and even property. How is FPL facing this new
challenge?
No business is immune to disruptions, and we choose
to embrace disruption and view it as an opportunity to
better engage our customers and meet their needs.
In May 2018, we announced that we are jointly investing
with GIC into JustCo to develop a co-working platform
across Asia. The co-working sector is a prime example
of how physical space goes beyond brick and mortar,
and is aligned to our belief that real estate is a service
offering as well. The combination of thoughtful design,
curated service offerings and smart-office technology
can transform office buildings into inspiring, collaborative
workspaces that enhance our workplace communities.
Our businesses in Australia and Singapore have also
been rolling out digital initiatives to connect better with
customers. In Australia, customers now have on-demand
access to property information, maintenance requests and
rewards via myProsperity App, an initiative that was fully
conceptualised and designed in-house. This application
has also enabled our Australian business to be ranked
among Australian Financial Review’s 100 Most Innovative
Companies in Australia and New Zealand in 2018. The
digital gamification efforts by our Singapore business was
also recognised by the International Council of Shopping
Centres when Frasers Galactic Passport received the Gold
award for Emerging Digital Technology.
In addition to launching digital initiatives for customers,
we are sharpening our focus on place-making, an area
where we have significant experience. In Australia, we
are pleased that Central Park in Sydney continues to
win multiple awards ranging from design to heritage
conservation to sustainability. As one of Australia’s
greenest urban villages, Central Park contributes
positively to the community’s everyday life. In Singapore,
Northpoint City is the first mall with a community club
within the development. With its community-focused
offerings, Northpoint City has been a key venue for
community interaction and activities in northern
Singapore since it opened.
myProsperity App
Frasers Galactic Passport, Anchorpoint | Singapore
Annual Report 2018 | 33
In Conversation with the Group CEO
Artist’s impression of One Bangkok | Thailand
Our latest place-making project, One Bangkok, will be
Thailand’s largest integrated precinct that will comprise
five Grade A office towers built to LEED1 and WELL2
standards, five luxury and lifestyle hotels, three ultra-
luxury residential towers and a comprehensive array of
retail offerings within differentiated retail precincts. One
Bangkok will also be the first district in Thailand to be
built entirely around sustainability principles and aims to
achieve LEED for Neighbourhood Development Platinum
standards. One Bangkok will draw upon our extensive
capabilities and knowledge across the property sectors,
as we aim to push limits and set new standards for
sustainable living and community building.
To equip our people to fully capitalise on the possibilities
available in the digital age, we have introduced
technology-use in new ways within the company to
enhance work efficiency and internal communications.
Moreover, as part of our continuous learning programme,
we are providing regular opportunities for our people to
interact with start-ups and tech firms.
1
Leadership in Energy and Environmental Design (LEED) is a rating system devised by the United States Green Building Council (USGBC) to evaluate the
environmental performance of a building and encourage market transformation towards sustainable design
2 WELL Building Standard is the premier standard for buildings, interior spaces and communities seeking to implement, validate and measure features that
support and advance human health and wellness, devised by buildings from the International WELL Building Institute based in Washington D.C.
34 | Frasers Property Limited
the Building & Construction Authority (BCA) Green
Mark Champion Award, which is given to developers
who achieve a substantial number of Green Mark
buildings at Gold level or higher. In the Global Real Estate
Sustainability Benchmark (GRESB) 2018 assessment,
Frasers Property Australia secured several significant
global rankings while FLT ranked first among global peers
in its category.
In addition, sustainability has been a key driver of
innovation for the Group. At Central Park in Sydney,
for example, we implemented a precinct-wide energy
infrastructure from the development stage of the project,
which was an unprecedented initiative in Australia.
Harnessing the energy infrastructure within Central
Park resulted in the launch of Real Utilities, the Group’s
embedded energy network business in Australia. Real
Utilities now offers carbon neutral energy to residents
at several projects developed by the Group’s business
in Australia, and at rates that are lower than the three
biggest energy retailers in the respective areas.
What will be the Group’s focus in FY19?
Proactive asset and capital management remain key focus
areas. We will maintain our efforts at enhancing operating
performance of the Group’s investment properties
through asset value creation and enhancement.
Concurrently, we will continue our regular review of
the Group’s investment properties portfolio to identify
opportunities to unlock value and recycle capital to
optimise shareholder value.
More importantly, the foundation of our business is
our people. We will continue to place emphasis on
strengthening our diversified group platform in the year
ahead. One of our priorities is to strengthen group-level
resources to enhance strategic planning and capital
allocation across the Group’s multi-national and multi-
segment business. There will also be a greater focus on
people and leadership development, as we look to further
harness the experience and diversity of the talent within
the Group.
We are operating in a VUCA environment, that is, an
environment of volatility, uncertainty, complexity and
ambiguity. In today’s digital and VUCA environment, it
is more important than ever that FPL remains as nimble
and adaptable as possible. Against the backdrop of
such volatilities, the strategies we have put in place,
the resilient portfolio we now have, and our employee’s
shared belief in ‘experience matters’, have put us in good
stead to continue delivering long term and sustainable
value for our shareholders.
Annual Report 2018 | 35
Frasers Tower | Singapore
Sustainability is a key focus area for FPL, with our
Sustainability Report being published annually.
What does sustainability mean to the Group?
To us, sustainability is a natural approach to business.
A business model that is designed to deliver returns
through cycles, a high standard of corporate governance
and transparency, as well as sustainable practices within
the Group’s business operations, are all hallmarks of an
enduring, sustainable business. Our Sustainability Report
is an important avenue for us to communicate the Group’s
commitment to sustainability in a structured manner to
our stakeholders.
Over the course of the year, we are honoured to have
received recognition in a number of awards that
exemplify the Group’s commitment towards corporate
governance and transparency. At the 2018 Singapore
Corporate Awards, for the second year running, FPL was
a winner for Best Investor Relations in the category for
listed companies with market capitalisation of $1 billion
and above. Our efforts in promoting environmental
sustainability and corporate social responsibility were
also recognised. Frasers Property Singapore received
e
r
o
p
a
g
n
S
i
Parc Life EC | Singapore
Business
Review
Singapore
The Frasers Property
Singapore (FPS) team
has continued to deliver
steady progress over
the year in review,
strengthening our
recurring income base
and replenishing our
land bank.
FY18
Revenue for
Singapore Business
$1.4
billion
FY18
PBIT
$481.0
million
Christopher Tang Kok Kai, CEO, Frasers Property Singapore
The Frasers Property Singapore (FPS) team has continued to deliver steady
progress over the year in review, strengthening our recurring income base and
replenishing our land bank. Our colleagues in Residential, Retail & Commercial,
as well as the two Singapore Exchange Securities Trading Limited (SGX-ST)-
listed REITs Frasers Centrepoint Trust (FCT) and Frasers Commercial Trust
(FCOT), successfully achieved steadfast results and key milestones over the
course of the year.
We achieved a revenue of $1.4 billion with a profit before interest and taxation
(PBIT) of $481.0 million, representing a year-on-year increase of 58.0% and
17.8%, respectively. With an asset base of $11.91 billion, Singapore remains a
key market for Frasers Property, making up 37% of the Group’s asset base and
38% of the Group’s profit in FY18.
1
Comprises the full asset value of property assets in which FPS has an interest, including assets
held by Frasers Centrepoint Trust, Frasers Commercial Trust and investments in joint ventures
and associates
Annual Report 2018 | 37
Business Review
Singapore
Residential
Our Residential Properties turned in a
strong performance in FY18. Revenue
doubled to $879.0 million, while
PBIT more than doubled to
$147.0 million. We completed Parc
Life Executive Condominium (EC)
during the year, which provided
a lump-sum profit recognition.
There was also progressive profit
contribution from Seaside Residences
and North Park Residences, which
obtained its Temporary Occupation
Permit (TOP) on 31 October 2018.
Both North Park Residences and
Parc Life EC are fully sold. We also
achieved a healthy sales level at
Seaside Residences with 84.1%
sold. As at 30 September 2018, we
have approximately $0.4 billion of
unrecognised presold residential
development revenue.
Work has commenced on our Jiak
Kim development, a Government
Land Sale tender site that we won
in December 2017. Located along
the Singapore River, this project
Singapore – Residential projects completed or under development
is envisioned to be an exclusive
development with approximately
455 residential units to be built on
this iconic site. The development is
expected to be launched in the first
half of 2019.
With the additional cooling
measures introduced by the
Singapore government in July,
the private residential market has
slowed down with prices rising
marginally and sales volume easing1.
Effective
interest
as at
30 Sep 18
(%)
80.0
100.0
40.0
No. of
units
628
920
843
% Sold
as at
30 Sep 18
97.82
100.0
84.1
%
Completion
as at
30 Sep 18
100.0
89.6
36.5
Ave
selling
price
as at
30 Sep 18
($ psm)
8,571
14,212
18,587
Est.
saleable
area
('000 sq m)
62.1
68.6
67.6
Land cost
($ psm)
3,444
6,458
9,236
Target
completion
date
Completed
4Q20183
2H2020
Project
Parc Life EC
North Park Residences
Seaside Residences
Singapore – Residential land bank
Site
Jiak Kim
Effective
interest
as at
30 Sep 18
(%)
100.0
Est.
Saleable
Area
('000 sq m)
~46.54
Est. total no.
of units
4554
Land cost
($ psm)
Tenure
18,6495 Leasehold
Est. launch
ready date
1H2019
1 URA, 26 October 2018, “Release of 3rd Quarter 2018 real estate statistics”
2
3
4
5
100% including options signed as at 31 October 2018
TOP obtained on 31 October 2018
Based on planning permit obtained, subject to changes
Based on permissible GFA
38 | Frasers Property Limited
North Park Residences | Singapore
Artist’s impression of Seaside Residences | Singapore
The Urban Redevelopment Authority
(URA) private residential property
price index for 3Q2018 rose 0.5%,
compared to 3.4% growth in the
preceding quarter. New private
residential property units sold by
developers (excluding ECs) for nine
months ended in September dropped
to 6,959 units, about 65.0% of
2017’s full-year volume1. Analysts
expect sales volume for new private
residential homes to stabilise at
about 8,000 to 10,000 units in 2018.
Despite the additional cooling
measures, newly launched projects
were still relatively well received.
We expect housing demand to
remain healthy and stable, supported
by homeowners who sold their
properties through collective sales
and are looking for replacement
homes, as well as from first-time
buyers or upgraders purchasing for
owner-occupation.
1
URA, 26 October 2018, “Release of 3rd Quarter 2018 real estate statistics”
Annual Report 2018 | 39
Business Review
Singapore
Retail & Commercial
This financial year, we strengthened
our recurring income base with
the completion of Northpoint City
South Wing and prime Grade A
Central Business District (CBD) office
development, Frasers Tower. Revenue
from the Retail & Commercial
Division, including FCT and FCOT,
increased 9.0% year-on-year to
$462.3 million, while PBIT grew 2.8%
year-on-year to $288.51 million.
We were proud to open the South
Wing of Northpoint City to Yishun
residents in December 2017. The
community-centric development
featuring two retail wings – North
Wing and South Wing, is the
largest retail mall in the North with
combined net lettable area (NLA) of
more than 47,000 sq m. With diverse
lifestyle and food and beverage
(F&B) offerings, Northpoint City has
attracted close to 4 million shoppers
per month since the opening of the
South Wing. Integrated with the
920-unit North Park Residences and
featuring a town plaza, Northpoint
City also provides seamless
connectivity to public transport
amenities.
Our portfolio of suburban retail
malls continues to be stable and
trades well. The portfolio achieved
an occupancy rate of about 94.0% as
at 30 September 2018 and positive
rental reversion of 3.6%. While
the tight labour market conditions
and the impact from e-commerce
continues to challenge retailers,
the overall retail market appears
to be showing signs of bottoming
out. Rentals from prime retail space
continue to increase in 3Q2018,
the third increase over three
consecutive quarters2. Sentiments
amongst retailers are improving,
with new international tenants
entering the market and committing
to retail spaces.
Frasers Tower was completed during
the year in review and received its
TOP in May 2018. Designed as a
green and sustainable workplace,
Frasers Tower is equipped with
energy-efficient features and
comes with smart building features.
The development is Building &
Construction Authority (BCA) Green
Mark Platinum certified. It also raised
Southeast Asia’s first syndicated
secured green loan of $1.2 billion
in September 2018. Situated at
the gateway to the CBD, this iconic
project has attracted strong leasing
interest and is now more than
90% leased. Designed to foster
interaction between businesses
and communities, Frasers Tower
features four community zones for
tenants to connect and collaborate,
to relax amidst the lush greenery
environment, whilst enjoying a wide
variety of F&B options.
1
2
Excluding share of fair value gain from joint ventures and associates
CBRE Research, 3Q2018
Northpoint City | Singapore
40 | Frasers Property Limited
The transformation of Alexandra
Technopark (ATP) into a vibrant and
engaging business campus is near
completion. The $45.0 million asset
enhancement initiative (AEI) comes
complete with a new amenity hub
and new features such as futsal
courts, end-of-trip facilities, exercise
areas and meeting facilities amongst
others. The new features received
good reviews from tenants, analysts
and other stakeholders, and ATP has
seen improved leasing interest since
its transformation.
According to CBRE1, the office space
market continues to improve with
stronger leasing activity in 3Q2018.
As the supply in Grade A office space
reduces, the interest in Grade B
office space is expected to increase.
The Singapore office market looks
largely positive, underpinned by
demand from diverse trade sectors.
Office rents are projected to grow,
albeit at a slower pace and we expect
our office portfolio to benefit from an
improving market environment.
1
CBRE Research, 3Q2018
Alexandra Technopark | Singapore
Annual Report 2018 | 41
Business Review
Singapore
Singapore – Retail & Commercial properties
Properties
(%)
($’m)
(‘000 sq m)
FY18 (%)
FY17 (%)
Singapore – REIT (Frasers Centrepoint Trust)
Effective
interest
as at
30 Sep 18
Book value
as at
30 Sep 18
Net
lettable
area
Occupancy
Anchorpoint
Bedok Point
Causeway Point
Northpoint City North Wing1
YewTee Point
Changi City Point
Singapore – Non-REIT retail asset
Robertson Walk
The Centrepoint
Valley Point (Retail)
Waterway Point
Northpoint City South Wing
Total Retail
41.9
41.9
41.9
41.9
41.9
41.9
100.0
100.0
100.0
33.3
100.0
110.0
94.0
1,218.0
809.0
186.0
332.0
136.0
561.0
57.0
1,220.0
1,122.0
5,845.0
Singapore – REIT (Frasers Commercial Trust)
Alexandra Technopark
China Square Central
25.2
25.2
558.02
582.4
Australia and the United Kingdom – REIT (Frasers Commercial Trust)
Australia, Canberra - Caroline Chisholm Centre
Australia, Perth - Central Park3
Australia, Melbourne - 357 Collins Street
United Kingdom, Farnborough Business Park4
Singapore – Non-REIT office/business park asset
Alexandra Point
Valley Point Office Tower
51 Cuppage Road
Frasers Tower
Total Commercial
25.2
12.6
25.2
12.6
100.0
100.0
100.0
100.0
249.6
288.2
299.1
156.2
278.0
289.0
416.0
1,730.0
4,846.5
6.6
7.7
38.7
21.3
6.8
19.1
8.9
32.9
4.0
34.5
27.0
207.5
96.2
28.05
40.2
66.1
31.9
51.2
18.6
17.0
25.3
63.7
438.2
88.8
79.2
98.4
96.5
94.3
93.8
80.7
92.3
89.2
99.7
87.5
96.2
85.2
99.5
81.6
95.7
88.5
85.6
88.6
89.6
99.9
NA7
70.26
94.44,5
76.28
79.89,10
100.0
70.0
95.0
98.1
99.2
59.3
89.3
85.86
100.0
88.911
100.0
NA12
95.8
79.4
86.5
NA7
Total Retail & Commercial Properties
10,691.5
645.7
The net lettable area for all properties is based on 100% effective interest
Includes Yishun 10 Retail Podium
Book value as reported by FCOT. The Group adjusted the book value to reflect its freehold interest in the property
FCOT has 50% effective interest in the property
The book value disclosed represents FCOT’s 50% interest in the property (where its interest is accounted for as a joint venture)
Excluding 18 Cross Street retail podium (NLA 5,900 sq m) which is currently closed for asset enhancement works
Committed occupancy as at 30 September 2018
Notes:
•
1
2
3
4
5
6
7 Under development in FY17
8
Committed occupancy after adjusting for 17.1% which was not renewed by Hewlett-Packard Enterprise Singapore Pte Ltd upon lease expiration on
30 September 2017 and 30 November 2017 (refer to the announcement dated 22 September 2017 for details). Actual occupancy as at 30 September
2017 was 90.8%. A further 3.6% was not renewed by Hewlett-Packard Singapore Pte Ltd upon lease expiration on 30 November 2017 (refer to the
announcement dated 3 November 2017 for details)
9 Occupancy of retail units affected by planned vacancies arising from Hotel and Commercial projects. Refer to FCOT’s Circular to Unitholders dated 3 June
2015 for details
10 Committed occupancy as at 30 September 2017
11 Adjusted for the space committed by an entity of Rio Tinto Limited on a new 12-year lease commencing in FY18, among others. Actual occupancy as at
30 September 2017 was 69.6%. Includes 11.8% of space to be relinquished by an entity of Rio Tinto Limited in FY18 as part of its shift into new premises in
Central Park under the new lease
12 New asset
42 | Frasers Property Limited
REITs performance
Frasers Centrepoint Trust
FCT delivered another set of excellent
results for FY18 with new highs
attained for distribution per unit (DPU)
and net asset value (NAV) per unit.
This is also the twelfth consecutive
year of DPU growth since FCT’s
inception. DPU for FY18 was
12.02 cents, up 1.0% year-on-year and
NAV was up 3.0% to $2.08 per unit.
Gross revenue for FY18 grew 6.5%
year-on-year to $193.3 million and
net property income (NPI) for the
year was up 5.9% at $137.2 million.
Northpoint City North Wing1 led the
growth as revenue and NPI grew
24.2% and 31.8% year-on-year,
respectively, from higher average
rental and improved occupancy
following the completion of the AEI
in FY17. The other two larger malls,
Causeway Point and Changi City
Point, also achieved higher revenue
for the year, with 2.3% and 5.0%
year-on-year growth, respectively.
FCT’s property portfolio achieved
positive average rental reversion
of 3.2% during the year. Average
portfolio occupancy improved to
94.7% as at 30 September 2018 from
92.0% a year ago.
Frasers Commercial Trust
FY18 was an eventful and fruitful
year overall as we carried out several
important initiatives to continue
strengthening and reshaping the
portfolio for long-term growth.
Distributable income totalling
$82.7 million was declared in FY18,
which was 5.2% above the amount in
FY17. This translated to DPU of
9.60 cents, which was marginally
below the 9.82 cents per unit in FY17
due to the higher unit base in FY182.
FY18 gross revenue of $133.3 million
and NPI of $89.3 million was 14.8%
lower and 21.6% lower than last year
respectively. This was mainly due to
lower occupancy rates for Alexandra
Technopark and Central Park, AEI
works at China Square Central, the
divestment of 55 Market Street on
31 August 2018 as well as the effects
of the weaker average Australian
dollar compared with FY17. FCOT
will continue to carry out proactive
leasing and asset management
measures to normalise and improve
the performances of the properties.
The foregoing FY18 gross revenue and
NPI figures are before contributions
from a 50.0% interest in Farnborough
Business Park located in the United
Kingdom (UK), which was acquired on
29 January 2018. The investment is
held as a joint venture at FCOT level
and generated attributable gross
revenue and NPI of $9.8 million3 and
$7.0 million3, respectively, in FY18.
On 31 August 2018, FCOT completed
the divestment of 55 Market Street
to an unrelated third party for a
consideration of $216.8 million, which
implied an attractive exit yield of
1.6%4 and was almost three times the
purchase price of $72.5 million in 2006.
1
2
3
4
Includes Yishun 10 retail podium
Inclusive of 67,567,000 new units issued pursuant to the private placement which was completed on 1 February 2018 to part-finance the acquisition of
50.0% interest in Farnborough Business Park. Refer to FCOT’s announcement dated 1 February 2018 for details
Amounts included reimbursements of lease incentives, rent guarantees for certain unlet units and other commercial arrangements performed by the
vendor, in accordance with the terms of the acquisition (refer to announcement dated 14 December 2017 for details)
Based on the annualised NPI of 55 Market Street for 3QFY18
Waterway Point | Singapore
Business Review
Singapore
Digital initiatives
Improving shoppers’ experience,
making shopping more convenient
and interesting are key to increased
sales for retailers. As a retail mall
operator and owner, we value the
engagement between our shoppers
and our tenants and the ongoing
relationships we have fostered over
the years.
In the past year, we introduced
Makan Master, an F&B concierge
service within the Frasers Experience
app that is exclusive to our tenants
and customers. We also enhanced
our customer engagement through
digital gamification efforts such as
Frasers Tribal Quest and the Frasers
Galactic Passport.
We are continuing our rollout of
initiatives under our ‘Go-digital
Programme’, which develops digital
assets that enhance our customers’
experience and support tenants on
their digital journeys.
Industry recognition
FPS’s commitment to quality,
customer experience, and
sustainability continue to be
recognised by industry peers.
FPS received the BCA Green Mark
Champion Award for corporate
social responsibility and outstanding
achievement in environmental
sustainability. This award is given
to developers who achieve a
substantial number of Green Mark
buildings at Gold level or higher.
Rivertrees Residences won the
Residential (High Rise) award in the
FIABCI Singapore Property Awards
2018.
At the EdgeProp Singapore
Excellence Awards 2018, we also
won the Top Developer Award.
Under the Residential category,
Rivertrees Residences secured
Top Development, Landscape
and Design Excellence Awards for
completed developments, while
Seaside Residences received awards
44 | Frasers Property Limited
Changi City Point | Singapore
for Top Development, Design and
Sustainability for uncompleted
developments.
At the Asia Pacific Best of the
Breeds REITs Awards, FCT won the
Platinum Award for the Best Retail
REIT (Singapore) in August 2018. The
award recognises companies and
managers with the highest standards
and performance in the Asia Pacific
REITs sector, based on attributes
including financial performance,
market performance, corporate
governance, quality of portfolio and
the REIT manager, as well as risk
management policies.
Our gamification initiatives have
also gathered affirmation from the
industry. Frasers Tribal Quest won
Retail Event of the Year from the
Singapore Retailers Association and
Frasers Galactic Passport won the
Gold award for Emerging Digital
Technology from the International
Council of Shopping Centres.
Going forward
The growth forecast for Singapore’s
GDP in 2018 by the Ministry of
Trade & Industry is between 3.0%
and 3.5%. Despite the challenges
in the global economy, the stable
fundamentals of Singapore, as well
as Singapore’s status as a gateway
city, will continue to attract foreign
investment to Singapore. We will
continue to strengthen our recurring
income base through our retail and
commercial properties. The addition
of Northpoint City’s South Wing
and Frasers Tower in 2018 are the
results of our efforts to enhance the
quality of our recurring returns. We
will continue to leverage our strong
presence in the resilient suburban
retail malls, and our office assets
are set to benefit from the stronger
leasing activities seen in the second
half of 2018. For our residential
development, we will maintain our
prudent and disciplined approach in
the sourcing and evaluation of sites
for land bank.
a
i
l
a
r
t
s
u
A
Eastern Creek Business Park, New South Wales | Australia
Business Review
Australia
Highlights in FY18
included the successful
launch of three major
mixed-use projects, the
ongoing good performance
of our commercial and
industrial business and
the continued growth
of our industrial REIT
– Frasers Logistics &
Industrial Trust (FLT).
FY18
Revenue for
Australia Business
$1.6
billion
FY18
PBIT
$358.4
million
46 | Frasers Property Limited
Rod Fehring, CEO, Frasers Property Australia
It is my privilege to lead Frasers Property Australia (FPA), a diversified property
group with a presence in all major markets in Australia, operating across the
residential, industrial, commercial and retail sectors. In FY18, FPA achieved PBIT
of $358.4 million on the back of $1.6 billion of revenue. This was a high point
for FPA in terms of earnings, corresponding to a peak in the residential market
which will continue to flow through into FY19 as secured contracts settle.
Highlights in FY18 included the successful launch of three major mixed-use
projects, the ongoing good performance of our commercial and industrial
business and the continued growth of our industrial REIT – FLT.
As at 30 September 2018, we have 15,300 residential development units in
our secured pipeline, a strong commercial, industrial and retail development
pipeline, and a $4.5 billion investment property portfolio. With this forward
workload, we will be able to continue to invest in the enhancement of
sustainable and connected communities and boost the Australian economy
by improving the efficiency of supply chains servicing Australia’s major
population centres.
Importantly, our focus on enhancing our operating culture is also paying
dividends; notably, the introduction of an ‘all roles flex’ policy, allowing flexible
work arrangements for both men and women, has underpinned staff retention
in a highly competitive market for talent. Our investment in customer-centred
innovation has now involved over 350 staff and prompted our inclusion on the
Australian Financial Review’s Most Innovative Companies List. Through these
initiatives and others, we are putting our values into action.
Burwood Brickworks, in Melbourne’s
middle ring eastern suburbs, was
launched to an appreciative market
in May 2018, offering terrace housing
and apartments. Burwood Brickworks
is another large scale mixed-use
community, with more than 700
residential units and a 12,700-sq-m
super-neighbourhood retail centre
also now under construction. Since
May, we have secured 187 sales.
In Melbourne’s west, Mambourin’s
promise of a ‘five-minute community’
where residents can easily walk,
cycle or bus to shops, services and
train station, was well received.
When the first land lots were
released for sale in June 2018,
subsequent releases had to be
brought forward to meet demand.
FPA’s ability to deliver large scale
mixed-use developments is a key
strategic advantage in terms of
providing a more connected offering
of amenities and a range of affordable
housing products to our customers.
This capability, which has a pedigree
within Frasers Property, is enabling
new opportunities to be secured on
commercial terms that enable the
staged development of unique places
while limiting capital exposure.
At Central Park in Sydney, FY18 saw
the completion of 313 apartments
within DUO, the leasing of 5,500 sq m
of commercial space to the University
of Technology, and the sale and
delivery of a 297-room Four Points
by Sheraton. In Victoria, residential
communities Sunbury Fields and
Avondale Heights achieved complete
sell-out in FY18.
In January 2018, we acquired
5.3 hectares (ha) in Carina, Queensland,
with the capacity to deliver 185
residential units with an estimated
gross development value (GDV) of
$108 million.
At the close of FY18, the Residential
division has a secured development
pipeline of 15,300 units, representing
a GDV of $8.1 billion.
Residential
Evidence of easing demand in the
residential property market has
emerged, with property prices
decreasing from the peak in
Sydney and Melbourne. In both
cities, demand has weakened,
with the market prioritising
well-located developments with
strong amenity offerings and good
transport connections. The relative
affordability of property in Brisbane
may increase demand in FY19 while
the Perth market remains subdued
and continues to be our most
challenging market. Tighter bank
lending policies and higher taxes on
foreign purchasers will continue to
constrain investor demand.
The Residential division released
over 1,800 units for sale in FY18
and sold 1,622 units. The division
completed and settled 3,040 units
and, at 30 September 2018, reported
$1.5 billion in unrecognised presold
revenue. Visibility of future earnings
remains well above average moving
into FY19, with 2,415 secured
contracts underpinning FY19
earnings. During FY19, a further
2,200 units will be released for sale
subject to market conditions.
FY18 was notable for new project
commencements, following lengthy
planning and approval periods.
Over 5,000 registrations of interest
were received for Ed.Square, a mixed-
use transit-oriented community
in Sydney’s southwestern growth
suburb of Edmondson Park. The
project, which was launched
successfully in May 2018, has already
achieved 218 sales of apartments
and terraced homes.
DUO, Central Park Sydney, New South Wales | Australia
Annual Report 2018 | 47
Business Review
Australia
Australia – Residential projects completed or under development
Effective
interest
as at
30 Sep
18
(%)
Est.
total no.
of units2
% Sold
as at
30 Sep 18
Ave.
selling
price
as at
30 Sep 18
($’m)
Est.
saleable
area
(‘000 sq m)
Total
GDV
($’m)
Target
completion
date
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
50.0
60
96
38
8
35
82
16
267
107
125
81
95.0
88.5
97.4
75.0
94.3
95.1
93.8
95.5
75.7
31.2
98.8
50.0
96
100.0
50.0
155
98.7
50.0
115
93.9
PDA
50.0
100.0
PDA
100.0
50.0
50.0
173
187
174
185
231
313
172
97.7
98.4
94.8
75.7
100.0
98.7
97.1
100.0
155
66.5
100.0
85
40.0
100.0
PDA
100.0
100.0
100.0
100.0
100.0
100.0
PDA
100.0
14
391
1
379
626
295
1
234
135
6
78.6
100.0
100.0
99.7
99.2
96.3
100.0
96.2
100.0
33.3
100.0
22
95.5
0.5
0.4
0.4
0.5
1.2
0.6
0.9
0.7
0.6
0.6
0.5
0.5
0.6
0.5
0.9
0.8
1.0
0.9
0.8
1.1
0.5
0.6
0.6
2.9
0.2
8.4
0.2
0.3
1.1
3.7
0.8
0.7
1.3
2.8
5.6
28.1 Completed
7.9
38.7 Completed
3.3
16.9 Completed
0.7
4.3 Completed
4.4
43.6 Completed
6.9
2.5
51.5 Completed
15.2 Completed
22.1
190.0 Completed
8.5
10.7
5.2
64.4 Completed
80.1 Completed
41.8 Completed
8.6
49.0 Completed
14.0
85.8 Completed
10.0
63.0 Completed
14.6
14.9
15.0
14.1
16.9
20.7
10.8
153.6 Completed
148.8 Completed
172.3 Completed
161.4 Completed
182.9 Completed
355.9 Completed
91.1 Completed
11.0
90.8 Completed
6.0
48.7 Completed
4.2
NA
NA
NA
NA
41.1 Completed
96.9
8.4
66.9
1Q FY19
1Q FY19
1Q FY19
165.1
1Q FY19
19.6
329.8
1Q FY19
0.4
3.7
1Q FY19
18.7
192.0
1Q FY19
NA
1.7
92.4
7.7
2Q FY19
4Q FY19
15.0
60.8
4Q FY19
Site1
Cockburn Central (Cockburn Living,
Kingston Stage 4) - H/MD, WA
Cockburn Central (Cockburn Living,
Vicinity Stage 1) - H/MD, WA
Cockburn Central (Cockburn Living,
Kingston Stage 3) - H/MD, WA
Cockburn Central (Cockburn Living,
Kingston Retail) - H/MD, WA
Hamilton (Hamilton Reach, Newport) -
H/MD, QLD
Hamilton (Hamilton Reach, Atria North) -
H/MD, QLD
Wolli Creek (Discovery Point) - Retail, NSW
East Perth (Queens Riverside, QIII) - HD, WA
East Perth (Queens Riverside, QII) - HD, WA
East Perth (Queens Riverside, Lily) - HD, WA
Parkville (Parkside Parkville, Flourish) - HD, VIC
Coorparoo (Coorparoo Square, Central Tower)
- HD, QLD
Coorparoo (Coorparoo Square, North Tower)
- HD, QLD
Coorparoo (Coorparoo Square, South Tower)
- HD, QLD
Botany (Tailor's Walk, Building D) - H/MD,
NSW
North Ryde (Centrale, Stage 2) - HD, NSW
Ryde (Putney Hill Stage 2, Peak) - H/MD, NSW
Botany (Tailor's Walk, Building B) - H/MD, NSW
Wolli Creek (Discovery Point, Marq) - HD, NSW
Chippendale (Central Park, Duo) - HD, NSW
Parkville (Parkside Parkville, Prosper) - HD, VIC
Hamilton (Hamilton Reach, Riverlight East) -
H/MD, VIC
Hamilton (Hamilton Reach, Riverlight North) -
H/MD, VIC
Kangaroo Point (Yungaba House/Other) -
HD, QLD
Sunbury (Sunbury Fields) - L3, VIC
Warriewood - L3, NSW
Park Ridge (The Rise) - L3, QLD
Greenvale (Greenvale Gardens) - L3, VIC
Chippendale (Central Park, Wonderland) -
HD, NSW
Chippendale (Central Park, Hotel) - HD, NSW
Wolli Creek (Discovery Point, Icon) - HD, NSW
Avondale Heights (Avondale) - H, VIC
Chippendale (Central Park) - Retail, NSW
Ryde (Putney Hill Stage 2, Absolute) -
H/MD, NSW
48 | Frasers Property Limited
Australia – Residential projects completed or under development (cont’d)
Effective
interest
as at
30 Sep
18
(%)
Est.
total no.
of units2
% Sold
as at
30 Sep 18
Ave.
selling
price
as at
30 Sep 18
($’m)
Est.
saleable
area
(‘000 sq m)
Site1
Carlton (Found) - H/MD, VIC
Shell Cove (Aqua) - HD, NSW
Westmeadows (Valley Park) - H/MD, VIC
Edmondson Park (Ed.Square, Hampton
Corner) - HD, NSW
Hope Island (Cova) – H/MD, QLD
Parkville (Parkside Parkville, Embrace) -
HD, VIC
Point Cook (Life, Point Cook) - L3, VIC
Lidcombe (The Gallery) - H/MD, NSW
Carlton (Encompass) - H/MD, VIC
Burwood East (Burwood Brickworks,
West Garden Apt) - HD, VIC
Burwood East (Burwood Brickworks,
South Garden Apt) - HD, VIC
Edmondson Park (Ed.Square, Belmont
Apartments) - HD, NSW
Edmondson Park (Ed.Square, The Lincoln) -
HD, NSW
Edmondson Park (Ed.Square, The Easton
Apartments) - HD, NSW
Burwood East (Burwood Brickworks,
East Garden Apt) - HD, VIC
Burwood East (Burwood Brickworks,
Plaza Garden Apt) - HD, VIC
Blacktown (Fairwater) - H/MD, NSW
Baldivis (Baldivis Grove) - L3, WA
Bahrs Scrub (Brookhaven) - L3, QLD
Clyde North (Berwick Waters) - L3, VIC
Burwood East (Burwood Brickworks) -
H/MD, VIC
Shell Cove (The Waterfront) - L3, NSW
Edmondson Park (Ed.Square) - H/MD, NSW
Wyndham Vale (Mambourin) – L3, VIC
Baldivis (Baldivis Parks) - L3, WA
North Coogee (Port Coogee) - L3, WA
Wallan (Wallara Waters) - L3, VIC
Mandurah (Frasers Landing) - L3, WA
65.0
100.0
PDA
100.0
100.0
50.0
50.0
100.0
65.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
PDA
69
53
210
104
531
125
546
240
115
79
58
99
50
69
60
71
810
368
1,628
2,106
100.0
259
PDA
3,062
100.0
100.0
50.0
100.0
789
1,182
1,031
628
50.0
1,947
100.0
625
81.2
84.9
90.0
67.3
81.4
37.6
85.5
85.4
6.1
92.4
96.6
69.7
68.0
27.5
73.3
1.4
63.7
24.7
19.5
53.2
8.1
72.2
1.8
15.3
25.1
9.4
31.1
28.0
0.6
1.0
0.5
0.7
0.4
0.6
0.4
0.7
0.6
0.5
0.5
0.6
0.6
0.6
0.5
0.6
0.8
0.2
0.2
0.4
1.1
0.4
0.8
0.3
0.2
0.8
0.2
0.2
Total
GDV
($’m)
Target
completion
date
42.0
50.9
95.5
4Q FY19
1Q FY20
2Q FY20
4.7
5.1
NA
15.4
69.6
1Q FY20
NA
215.2
2Q FY20
8.7
NA
NA
7.5
72.5
2Q FY20
209.0
165.4
4Q FY20
4Q FY20
68.9
4Q FY20
4.6
40.0
4Q FY20
3.2
28.1
4Q FY20
8.8
55.2
4Q FY20
4.6
28.8
4Q FY20
6.0
39.3
4Q FY20
3.8
31.3
4Q FY21
40.8
3Q FY22
612.1
3Q FY22
70.1
4Q FY23
4.7
NA
NA
NA
NA
349.6
740.6
NA
295.5
NA 1,238.3
NA
NA
NA
NA
NA
NA
602.3
363.0
185.7
513.8
416.6
102.8
2024
2024
2025
2025
2026
2026
2027
2028
2030
2037
Notes:
•
Profit is recognised on completion basis except for Land which is on unconditional exchange. All references to units include apartments, houses and land
lots
L – Land, H/MD – Housing / medium density, HD – High density
Includes 100% of joint arrangements (Joint operation – JO and Joint venture – JV) and project development agreements (PDAs)
There are a number of land lots; profit is recognised when land lots are sold. Target completion date is the target date for the sale of the last land lot
1
2
3
Annual Report 2018 | 49
Business Review
Australia
Newport, Hamilton Reach, Queensland | Australia
Artist’s impression of Ed.Square, New South Wales | Australia
50 | Frasers Property Limited
Australia – Residential land bank
Site1
Macquarie Park - HD, NSW
Deebing Heights - L, QLD
Edmondson Park (Ed.Square) - HD, NSW
Cockburn Central (Cockburn Living) - H/MD, WA
Parkville (Parkside Parkville) - H/MD, VIC
Hamilton (Hamilton Reach) - H/MD, QLD
Carina - H/MD, QLD
Burwood East (Burwood Brickworks) - HD, VIC
Greenwood - H/MD, WA
Ryde (Putney Hill Stage 2) - H/MD, NSW
Wolli Creek (Discovery Point) - HD, NSW
PEAK, Putney Hill, New South Wales | Australia
Effective
interest
as at
30 Sep 18
(%)
PDA
100.0
100.0
100.0
50.0
100.0
100.0
100.0
PDA
100.0
100.0
Est.
total no.
of units2
2,371
Est. total
saleable area
(‘000 sq m)
Total
GDV
($’m)
169.7
2,096.2
927
699
346
292
283
185
174
108
1
1
NA
62.9
34.4
20.6
27.3
NA
11.4
NA
NA
4.3
182.0
465.4
152.3
143.1
278.2
108.1
86.0
46.6
2.7
28.0
All references to units include apartments, houses and land lots
Note:
•
• NA relates to land projects
1
2
L – Land, H/MD – Housing / medium density, HD – High density
Includes 100% of joint arrangements (Joint operation – JO and Joint venture – JV) and PDAs
Annual Report 2018 | 51
Business Review
Australia
Investment property
FPA owns a property portfolio
comprising two retail properties, and
25 properties – largely commercial
and industrial properties on
Australia’s eastern seaboard – valued
at approximately $1.6 billion1.
In addition, our Investment
Property division provides property
management services to assets
owned by FLT and FCOT.
Collectively, our portfolio of 91
properties under management is
valued at $4.8 billion. This portfolio
is performing exceptionally well in
supportive market conditions. At
30 September 2018, the portfolio
enjoyed a 98.5% occupancy rate with
a strong tenant profile and a weighted
average lease expiry (WALE) of 5.8
years. Performance on all metrics has
improved on FY17 results, for which
the team is to be congratulated.
In FY18, 39,800 sq m of new leases
and lease renewals were executed.
AEI works to maximise value and
occupancy levels remain a focus
for the Investment Property team.
An A$30 million ($29.6 million)
investment at 2 Southbank Boulevard
in Melbourne – repositioning the
asset and enhancing the ground floor
plane, end-of-trip amenity and several
office floors – came to fruition in July
2018, with Microsoft subsequently
secured as a tenant across three
levels for a further five years. Almost
all of the floor space vacated by PwC
has now been fully leased to a mix
of new and incumbent tenants with
a corresponding uplift in the asset
valuation reflecting its premium
standing in the Melbourne office
market.
Our 2018 Global Real Estate
Sustainability Benchmark (GRESB)
results were again exceptional,
marking six years of year-on-
year improvement. Our non-REIT
Investment Property portfolio was
ranked third in the Global Diversified
Office Industrial category for non-
listed funds. Our consolidated
portfolio of properties under
management ranked second in
the Asia Pacific Diversified Office
Industrial category and fourth in
Diversified Office Industrial, globally.
3 Burilda Close, Wetherill Park, Sydney | Australia
1
Includes $0.1 billion retail investment properties
52 | Frasers Property Limited
Australia – Commercial & Industrial completed properties
Property Address
Industrial
10 Butu Wargun Drive, Greystanes
2 Wonderland Drive, Eastern Creek
227 Walters Road, Arndell Park
18 Muir Street, Chullora
4 Burilda Close, Wetherill Park4
3 Burilda Close, Wetherill Park
Lot 3, Burilda Close, Wetherill Park4
22 Hanson Place, Eastern Creek4
15 Muir Road, Chullora4
44 Cambridge Street, Rocklea
Lot 101 Wayne Goss Drive, Berrinba
Lot 102 Wayne Goss Drive, Berrinba
64 West Park Drive, Derrimut
57 Efficient Drive, Truganina
8 Hudson Court, Keysborough
24 Archer Road, Truganina4
33 & 15 Archer Road, Truganina4
58-76 Naxos Way & 68 Atlantic Drive, Keysborough4 VIC
11-27 Doriemus Drive, Truganina4
VIC
Office
20 Lee Street, Henry Deane Building, Sydney
26-30 Lee Street, Gateway Building, Sydney
1B Homebush Bay Drive, Rhodes
1F Homebush Bay Drive, Rhodes
1D Homebush Bay Drive, Rhodes
1E Homebush Bay Drive, Rhodes
2 Southbank Boulevard, Southbank
Freshwater Place, Public Car Park, Southbank
NSW
NSW
NSW
NSW
NSW
NSW
VIC
VIC
Effective
interest
as at
30 Sep 18
Book value
as at
30 Sep 18
Net
Lettable
area
Occupancy
State
(%)
($’m)
(‘000 sq m)
FY18 (%)
FY173 (%)
NSW
NSW
NSW
NSW
NSW
NSW
NSW
NSW
NSW
QLD
QLD
QLD
VIC
VIC
VIC
VIC
VIC
100.0
100.0
100.0
100.0
100.0
46.8
44.7
31.1
50.4
24.0
25.7
29.0
17.7
91.7
18.8
NA1
NA1
NA1
100.0
100.0
100.0
100.0
100.0
30.8
43.3
74.6
15.2
22.5
26.1
26.6
22.1
10.9
15.4
NA1
NA1
NA1
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
50.0
100.0
21.7
22.2
34.3
33.1
26.5
36.0
34.9
103.7
149.7
69.1
115.6
130.4
13.2
287.2
15.3
20.3
22.8
25.8
31.1
14.9
28.8
36.7
9.1
12.6
12.8
17.6
17.2
1.3
54.9
11.8
100.0
100.0
100.0
100.0
100.0
NA1
100.0
100.0
100.0
100.0
32.3
NA1
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
72.5
94.5
100.0
100.0
94.7
100.0
100.0
100.0
100.0
100.0
100.0
100.0
NA2
NA2
NA2
100.0
32.5
100.0
100.0
100.0
100.0
NA2
NA2
NA2
NA2
100.0
100.0
100.0
97.2
100.0
100.0
58.3
100.0
Total Commercial & Industrial completed properties
1,476.3
601.7
Asset was sold to FLT
1
2 New asset
3 Occupancy based on gross rent
4
Held for sale
Annual Report 2018 | 53
Business Review
Australia
Commercial & Industrial
Our Commercial & Industrial (C&I)
division enjoyed another year of high
achievement, receiving considerable
acclaim for the division’s commitment
to sustainability in its development
practices and products.
The C&I division completed Australia’s
first 6 Star Green Star industrial park
– the Horsley Drive Business Park in
western Sydney – and achieved 6 Star
Green Star certifications for the CEVA
supersite and Astra Pools facilities in
Melbourne and the O-I Glass facility
in Brisbane, and 5 Star Green Star
certification for the Mazda facility
in Melbourne.
The division delivered 12 facilities in
FY18, comprising two facilities sold
externally to third parties with a GDV
of $56 million, and seven facilities
retained on balance sheet with an
investment value of $359 million. In
addition, three facilities with a GDV
of $97 million were sold to FLT. These
transactions continue to add scale to
FLT on accretive terms.
Notable deals for the division
included paper giant Visy Australia
signing a 20-year lease for a new
A$49 million ($48.4 million)
43,720-sq-m purpose-built cardboard
manufacturing and distribution
centre, within our West Park
Industrial Estate in Melbourne’s west.
Our in-house construction division is
delivering the facility in two stages,
completing in December 2018.
In June 2018, CEVA Logistics leased
their fifth facility within our West
Park Industrial Estate in Melbourne’s
west, taking their total occupancy
in the estate to 181,026 sq m
(330,000 sq m of land). This is the
latest transaction in our decade-long
relationship with CEVA, for whom we
are a valued business partner.
Acquisitions remain a focus of
attention as we actively seek to
replenish our land bank in a highly
competitive market. In FY18 we
secured approximately 68 ha across
five industrial sites in NSW, Victoria
and Queensland, including 50,000 sq
m at Truganina in Melbourne, over
10 ha at Horsley Park in Sydney and
3.5 ha at Eastern Creek in Sydney
adjoining our existing Eastern Creek
Industrial Park. The acquisition of
23 ha in Melbourne’s Braeside was
converted rapidly into earnings, with
an initial tranche of 17 industrial lots
subdivided and sold by October 2018.
In total, 30 ha of land was traded
through FY18 and the C&I division’s
national land bank now totals 68 ha,
excluding sites subject to conditional
acquisition.
The committed forward workload
for the C&I division as at September
2018 is 138,500 sq m. 12 facilities
are scheduled for delivery in the
15 months from October 2018. Four
projects (two C&I and two retail)
with a GDV of approximately
$171 million are to be sold externally
to third parties. Eight facilities with
an investment value on delivery of
approximately $193 million are to be
retained on balance sheet.
Overall the C&I division continues to
develop and lease new floorspace
at a rate approximately 20% above
its 10-year average, reflecting
supportive market conditions and
underlying leasing demand largely
driven by population growth in
Australia’s major population centres.
We note that in the Australian
commercial office market, vacancy
rates remain below long-term averages
– at 3.6% in both Sydney CBD and
Melbourne CBD, as at August 2018.
In the industrial market, vacancy
rates remain low – at 1.2% in Sydney
and 3.4% in Melbourne as at June
2018. Major infrastructure works
have supported both tenant and
investor demand for prime assets
across Sydney, Melbourne and
Brisbane, making this an attractive
asset class and a natural focus for
our operations.
Yatala Central, Queensland | Australia
54 | Frasers Property Limited
Australia – Commercial & Industrial development projects
Site
Development for internal pipeline
Braeside (Lot Q), VIC
Truganina (Visy Expansion), VIC
Eastern Creek (FDM), NSW
Keysborough (Spec 7), VIC
Yatala (Rewards Distribution), QLD
Eastern Creek (Lot 61 Spec), NSW
Truganina (Maker Place), VIC
Berrinba (Pinnacle), QLD
Yatala (Schutz Australia)1, QLD
Gillman (Tyremax & Spec)1, SA
Australia – Land bank
Site
Industrial
Braeside, VIC
Truganina, VIC
Yatala, QLD
Berrinba, QLD
Eastern Creek, NSW
Richlands, QLD
Eastern Creek, NSW
Keysborough, VIC
Office
Mulgrave, VIC
Macquarie Park, NSW
Effective
interest
as at
30 Sep 18
(%)
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
50.0
Est. total
saleable area
(‘000 sq m)
Revenue
to go
(%)
Total
GDV
($’m)
Target
completion
date
14.2
4.8
16.7
20.7
13.5
16.0
30.9
16.3
7.1
8.7
60
100
50
100
60
100
100
100
13
32
19.3
5.4
31.5
28.6
21.9
30.2
36.6
19.6
12.1
13.6
1Q FY19
1Q FY19
2Q FY19
2Q FY19
2Q FY19
3Q FY19
3Q FY19
4Q FY19
1Q FY19
1Q FY19
Effective
interest
as at
30 Sep 18
(%)
Est. total
saleable area
(‘000 sq m)
100.0
100.0
100.0
100.0
100.0
100.0
50.0
100.0
50.0
50.0
180.8
118.3
117.1
112.8
43.7
22.2
15.1
10.9
45.3
15.6
Total
GDV
($’m)
95.2
69.1
83.5
82.5
39.2
19.9
10.3
3.7
235.9
435.8
Note
•
1
Profit on sold sites is recognised on percentage of completion basis
Sold site
Annual Report 2018 | 55
Business Review
Australia
Frasers Logistics & Industrial
Trust (FLT)
FLT, our specialised logistics and
industrial REIT listed on the
SGX-ST, delivered A$118.3 million
($120.5 million) of distributable
income for FY18, representing
an increase of 16.6% from the
preceding 12-month period. This
translated into a DPU of 7.19 cents
for its unitholders, up 2.6% from
the comparative period a year ago.
The year in review saw FLT’s
portfolio value growing to
approximately A$3.0 billion
(approximately $2.9 billion), from
A$1.9 billion ($2.0 billion) as at the
end of FY17, underpinned by its
transformational expansion into
the attractive German and Dutch
logistics and industrial markets
through the acquisition of 21
properties in May 2018.
During the year, the REIT also
rejuvenated its portfolio by divesting
two non-core properties in Australia,
with capital redeployed towards the
acquisition of two high-quality, modern
industrial facilities that are strategically
located within key industrial estates in
Sydney and Brisbane
Operationally, the REIT’s management
team completed 296,953 sq m of
leasing, representing 15.3% of total
portfolio gross lettable area (GLA)
during the year, reducing near-term
lease expiries for the FY19 to just 2.5%
(by gross rental income).
As at 30 September 2018, the FLT
portfolio’s defensive attributes include
a long WALE of 6.9 years, a near-
full occupancy rate (by gross rental
income) of 99.6% as well as average
annual rental increments of 3.1% for
its Australian portfolio and CPI-linked/
fixed increments for approximately
89% of the leases for its properties in
Germany and the Netherlands.
From a sustainability viewpoint, FLT
was awarded First Place (Industrial)
in the GRESB 2018 Assessment. The
prestigious accolade recognises real
estate and infrastructure companies,
funds and assets that have
demonstrated outstanding leadership
in sustainability. FLT achieved an
overall score of 91%, ranking it first
among global participants in the
industrial sector, and the REIT was
also recognised as the leader among
global industrial participants under
the ‘Health & Wellbeing’ category,
with a score of 98%.
111 Indian Drive, Keysborough, Melbourne | Australia
56 | Frasers Property Limited
29 Indian Drive, Keysborough, Melbourne | Australia
Annual Report 2018 | 57
Business Review
Australia
Australia – FLT Industrial portfolio
Property
8 Stanton Road
Lot 1, 2 Burilda Close
4-8 Kangaroo Avenue
17 Kangaroo Avenue
21 Kangaroo Avenue
7 Eucalyptus Place
6 Reconciliation Rise
8-8A Reconciliation Rise
3 Burilda Close
Lot 104 & 105 Springhill Road
8 Distribution Place
10 Stanton Road
99 Station Road
1 Burilda Close
11 Gibbon Road
55-59 Boundary Road
57-71 Platinum Street
166 Pearson Road
51 Stradbroke Street
30 Flint Street
143 Pearson Road
286 Queensport Road
350 Earnshaw Road
99 Sandstone Place
103-131 Wayne Goss Drive
99 Shettleston Street
10 Siltstone Place
5 Butler Boulevard
20-22 Butler Boulevard
18-20 Butler Boulevard
18-34 Aylesbury Drive
610-638 Heatherton Road
21-33 South Park Drive
29 Indian Drive
17 Hudson Court
89-103 South Park Drive
43 Efficient Drive
16-32 South Park Drive
22-26 Bam Wine Court
63-79 South Park Drive
98-126 South Park Drive
1-13 and 15-27 Sunline Drive
58 | Frasers Property Limited
Effective
interest
as at
30 Sep 18
Book value
as at
30 Sep 18
Net
Lettable
area
Occupancy
(%)
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
(A$’m)
(‘000 sq m)
FY182 (%)
FY171 (%)
18.9
25.1
80.8
44.8
72.5
30.8
38.5
43.0
32.3
26.3
26.4
13.5
20.5
66.0
44.0
16.6
38.0
35.9
24.4
25.5
39.5
38.3
55.5
245.0
31.5
22.8
13.5
8.9
11.0
7.4
26.8
18.0
25.5
32.4
32.3
13.9
25.7
13.5
23.5
15.3
36.0
30.0
10.7
14.3
40.5
23.1
41.4
16.1
19.2
22.5
20.1
90.7
12.3
7.1
10.8
18.9
16.6
13.2
20.5
23.2
14.9
15.1
30.6
21.5
30.8
54.2
19.5
15.2
9.8
8.2
11.2
7.0
21.5
8.4
22.1
21.9
21.3
10.4
23.1
12.7
17.6
14.0
28.1
26.2
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
NA3
100.0
100.0
100.0
100.0
100.0
62.6
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
NA3
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
NA4
NA5
100.0
100.0
100.0
100.0
100.0
100.0
100.0
State
NSW
NSW
NSW
NSW
NSW
NSW
NSW
NSW
NSW
NSW
NSW
NSW
NSW
NSW
NSW
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
QLD
SA
SA
SA
VIC
VIC
VIC
VIC
VIC
VIC
VIC
VIC
VIC
VIC
VIC
VIC
Australia – FLT Industrial portfolio (cont’d)
Property
468 Boundary Road
2-22 Efficient Drive
49-75 Pacific Drive
17 Pacific Drive & 170-172 Atlantic Drive
78 & 88 Atlantic Drive
150-168 Atlantic Drive
77 Atlantic Drive
111 Indian Drive
1 Doriemus Drive
211A Wellington Road
2-46 Douglas Street
25-29 Jets Court
17-23 Jets Court
28-32 Sky Road East
38-52 Sky Road East
96-106 Link Road
115-121 South Centre Road
42 Sunline Drive
60 Paltridge Road
Total Australia portfolio
Effective
interest
as at
30 Sep 18
Book value
as at
30 Sep 18
Net
Lettable
area
Occupancy
(%)
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
20.7
(A$’m)
(‘000 sq m)
FY182 (%)
FY171 (%)
25.0
46.3
31.0
36.3
17.1
36.5
20.0
35.3
88.5
40.2
22.6
11.0
7.7
9.5
27.8
26.3
5.1
17.3
15.6
24.7
38.3
25.1
30.0
13.5
27.3
15.1
21.7
74.5
7.2
21.8
15.5
9.9
12.1
46.2
18.6
3.1
14.6
20.1
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
64.5
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
64.5
2,009.2
1,325.8
State
VIC
VIC
VIC
VIC
VIC
VIC
VIC
VIC
VIC
VIC
VIC
VIC
VIC
VIC
VIC
VIC
VIC
VIC
WA
1
2
3
4
5
As at 30 September 2017
As at 30 September 2018
Acquired by FLT on 5 September 2018
Achieved practical completion on 17 November 2017
Achieved practical completion on 4 May 2018
SW1 Berrinba, Queensland | Australia
Annual Report 2018 | 59
Business Review
Australia
Europe – FLT Industrial portfolio
Property
Elbestraße 1-3
State
Dusseldorf-Cologne
Saalhoffer Straße 211
Dusseldorf-Cologne
Gustav-Stresemann-Weg 1
Dusseldorf-Cologne
Keffelker Straße 66
Dusseldorf-Cologne
Am Krainhop 10
Hamburg-Bremen
Am Autobahnkreuz 14
Hamburg-Bremen
Am Exer 9
Leipzig-Chemnitz
Johann-Esche-Straße 2
Leipzig-Chemnitz
Industriepark 1
Jubatus-Allee 3
Koperstraße 10
Oberes Feld 2
Munich-Nuremberg
Munich-Nuremberg
Munich-Nuremberg
Munich-Nuremberg
Otto-Hahn Straße
Stuttgart-Mannheim
Eiselauer Weg 2
Industriepark 309
Stuttgart-Mannheim
Stuttgart-Mannheim
Ambros-Nehren-Strasse 1
Stuttgart-Mannheim
Murrer Strasse 1
Stuttgart-Mannheim
Belle van Zuylenstraat 5
Tilburg-Venlo
Heierhoevenweg 17
Tilburg-Venlo
Brede Steeg 1
Handelsweg 26
Utrecht-Zeewolde
Utrecht-Zeewolde
Total Europe portfolio (€ ’m)
Total Australia & Europe portfolio (A$ ‘m)
Effective
interest
as at
30 Sep 18
Book value
as at
30 Sep 18
Net
Lettable
area
Occupancy
(%)
19.6
19.6
19.6
19.6
19.6
19.6
19.6
19.6
19.6
19.6
19.5
19.6
19.5
19.6
19.6
19.5
19.6
20.7
20.7
20.7
20.7
(€ ’m)
(‘000 sq m)
FY182 (%)
FY171 (%)
14.4
28.5
14.7
10.2
17.3
18.9
13.4
16.8
15.8
7.7
43.5
68.8
50.0
42.0
47.7
13.6
33.6
14.9
26.2
66.1
39.8
16.8
32.0
13.0
13.4
20.7
11.5
11.5
18.1
14.2
9.4
43.9
72.6
43.8
24.5
55.0
12.3
21.1
18.1
32.6
84.8
51.7
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
NA3
NA3
NA3
NA3
NA3
NA3
NA3
NA3
NA3
NA3
NA3
NA3
NA3
NA3
NA3
NA3
NA3
NA3
NA3
NA3
NA3
603.7
2,979.14
621.0
Elbestraße 1, Marl | Germany
1
2
3
4
As at 30 September 2017
As at 30 September 2018
The properties were acquired by FLT on 25 May 2018
Based on an exchange rate of €1.00:A$1.60599
60 | Frasers Property Limited
Retail
FPA’s Retail division focuses on non-
discretionary retail incorporating food
and entertainment uses, to create
bespoke ‘super-neighbourhood’
shopping centres tailored to the
local catchment in undersupplied
markets. This model is most effective
in a mixed-use development context,
in which we can craft the residential
and retail components of the
precinct holistically for the greatest
community and commercial benefit.
Other uses can also be incorporated
to further enhance amenity and
diversify services on offer.
At Burwood Brickworks, a mixed-
use community in Melbourne’s
eastern suburbs, our Retail division
is aiming to create the world’s most
sustainable retail centre, becoming
the first shopping centre in the world
to achieve Living Building Challenge
certification. Leasing for the centre
began in FY18 and included an
Expression of Interest campaign
for operators of the centre’s
visionary rooftop urban farm. After
a protracted planning and approval
process – not unexpected given the
scale of our ambition for this site –
construction commenced in June
2018, with completion scheduled for
late 2019.
In another mixed-use collaboration
with FPA’s Residential division, the
Australia – Retail completed properties
Site
Central Park JV1 (Retail), 28 Broadway,
Chippendale, NSW2
Central Park JV2 (Retail), 38 Broadway,
Chippendale, NSW2
Coorparoo Square (Retail), 296 Old
Cleveland Rd, Coorparoo, QLD
Total Retail completed properties
1 New asset
2
Held for sale
Artist’s impression of Ed.Square, New South Wales | Australia
Ed.Square town centre in western
Sydney is a super-neighbourhood
centre incorporating an ‘Eat
Street’, fresh food marketplace,
cinema, childcare centre, waterplay
area, 24-hour gym, tavern and
healthcare facilities. Retail leasing
has commenced, with anchor tenant
Coles secured, and the town centre
is due to open in mid to late 2020.
Construction is now well underway.
In Melbourne, design development
is underway for another town
centre-style retail precinct at
Mambourin. Pending approval, the
town centre will include 25,000 sq m
in retail floorspace with a full-line
supermarket, 30-40 specialty stores
and an entertainment precinct
with cinema.
In August 2018 we broke ground on
Eastern Creek Quarter in western
Sydney, a 50,000-sq-m retail precinct
comprising neighbourhood retail and
bulky goods, for which we secured
development rights in FY17.
As we reached the end of FY18,
the Retail development pipeline
has a GDV of $0.7 billion. The retail
portfolio now totals 137,256 sq
m of GFA. The Coorparoo Square
(Brisbane) and Central Park (Sydney)
centres are fully operational. A
further three centres are under
construction with two further
stages at Eastern Creek currently in
the leasing market. Visibility of the
portfolio is well established with
excellent positioning in the market
based on the super-neighbourhood
retail concept.
Effective
interest
as at
30 Sep 18
(%)
50.0
50.0
100.0
Book value
as at
30 Sep 18
($’m)
Net
lettable
area
(‘000 sq m)
127.1
9.4
45.8
182.3
13.8
1.1
6.8
21.7
Occupancy
FY18 (%)
Occupancy
FY17 (%)
96.8
75.7
91.2
96.0
NA1
NA1
Annual Report 2018 | 61
Business Review
Australia
Artist’s impression of Burwood Brickworks, Victoria | Australia
Australia – Retail development projects
Site
Development for third-party sale
Shell Cove (SCA), NSW
Burwood East (Burwood Brickworks), VIC
Australia – Retail land bank
Site
Horsley Park (WSPT), NSW
Wyndham Vale, VIC
Edmondson Park, NSW
1
PDA: Project development agreement
62 | Frasers Property Limited
Effective
interest
as at
30 Sep 18
(%)
100.0
100.0
Est. total
saleable area
(‘000 sq m)
Revenue
to go
(%)
4.6
13.0
13
100
Total
GDV
($’m)
28.8
116.2
Target
completion
date
1Q FY19
1Q FY20
Effective
Interest
as at
30 Sep 18
(%)
PDA1
100.0
100.0
Est. total
saleable area
('000 sq m)
151.4
41.5
25.4
Total
GDV
($’m)
163.0
115.1
211.2
y
t
i
l
a
t
i
p
s
o
H
Capri by Fraser Brisbane, Queensland | Australia
Business Review
Hospitality
We launched our
Innovation unit, which
is a test-bed for our
teams, our vendors and
suppliers, to harness
the possibilities offered
by technology to meet
our customers’ evolving
needs and enhance our
staff’s productivity.
FY18
Revenue for
Hospitality Business
$802.2
million
FY18
PBIT
$130.8
million
64 | Frasers Property Limited
Choe Peng Sum, CEO, Frasers Hospitality
Frasers Hospitality (FH) is an integrated serviced residence and hotel-owner
operator with presence in Europe, the Middle East, Asia, Australia and Africa.
Our business portfolio comprises serviced residences, hotel residences and
third party-managed hotels held by Frasers Hospitality Trust (FHT) as well as
non-REIT hospitality assets. The brands were conceived with the lifestyle needs
of the business and leisure traveller in mind, catering to business travellers
both on extended and shorter stays.
In the year under review, FH’s total revenue and PBIT were $802.2 million
and $130.8 million respectively, down 0.6% and 15.2% year-on-year. The
steeper decline in PBIT was largely attributable to the absence of $13.5 million
cross-currency swap gains recorded in FY17, and continued challenges in the
F&B division of the Malmaison Hotel du Vin (MHDV) portfolio, as consumers’
spending on F&B remain weak in the UK even as MHDV delivered a steady
performance in the rooms division.
Europe, the Middle East and Africa (EMEA)
MHDV, our acquisition in 2015 – a collection of 34 properties located in
secondary cities and university towns across the UK, continued to see a decline
in the F&B division. The decline was primarily due to intense ‘high street’ F&B
competition over the years, which has witnessed the cessation or downsizing of
a number of competitors in the casual dining sector, coupled with the continuing
uncertainty around the macroeconomic environment that has affected
consumer sentiments and spending patterns. In view of the ongoing challenges
in the F&B sector, which have a more pronounced impact on Hotel du Vin (HdV),
we made an impairment amounting to S$156.3 million relating to goodwill and
brand valuation recognised on the acquisition of MHDV in FY18.
While MHDV’s operating performance has been impacted by the F&B division,
the rooms division has been resilient, partially mitigating the decline in
profitability in the F&B division. In fact, our serviced residences and hotels
in the UK, notably in London, have
been enjoying high occupancies and
average daily rate (ADR), buoyed by
an increased uptake by corporate
travellers.
To foster greater synergy between
the teams as we implement
strategies to reinvigorate MHDV and
further strengthen our brands in the
UK, we recently consolidated and
streamlined the management teams
in FHUK and MHDV. The team is now
better able to tap into and share
resources and knowledge and offer
seamless service for all our brands in
the region.
In Continental Europe, we are pleased
that our properties in Germany -
Capri by Fraser, Berlin and Capri
by Fraser, Frankfurt, have been
experiencing growth in revenue per
available room (RevPAR), driven by an
increase in both corporate travellers
and tourist arrivals, attracted by
the prime locations and the brand’s
vivacity. We are optimistic about
Germany as both the leisure and the
business travel sectors continue to do
well in key cities, and this bodes well
for the upcoming opening of Fraser
Suites Hamburg in February 2019.
We are ever mindful of the potential
implications of ongoing Brexit
negotiations and the surrounding
economic uncertainty on our
operations in the UK and Continental
Europe. Hence, we are focused on
delivering operating efficiencies
and maintaining discipline over
controllable costs to ensure that our
business in Europe remains healthy.
Meanwhile, in the Middle East, where
we now have seven properties, we
opened Fraser Suites Muscat and
our first property in the Kingdom of
Saudi Arabia, Fraser Suites Riyadh,
a luxurious development with an
extensive range of facilities.
Fraser Suites Hamburg | Germany
Capri by Fraser, Berlin | Germany
Annual Report 2018 | 65
Business Review
Hospitality
North Asia
Launching a property in Tokyo was
always part of our growth plan in
key gateway cities. Thus, when the
opportunity came up to acquire a
site in the prime Ginza district of
Tokyo, we worked tirelessly to ensure
the efficacy of the project, and we
succeeded in our bid for the plot of
land on which we would build our
first Capri by Fraser in Japan. To top
it off, world-renowned Japanese
architect, Mr Kengo Kuma, was
appointed as architect for the 199-
unit hotel residence. Capri by Fraser,
Ginza is scheduled to open in 2021.
This marks FH’s second property in
Tokyo, with Fraser Suites Akasaka
slated to open in the first quarter of
2020, ahead of the Tokyo Olympics.
In China, we opened our third
property in Shenzhen. The 211-
unit Fraser Suites Shenzhen is
strategically located in downtown
Shenzhen. Designed for the
discerning business traveller, Fraser
Suites Shenzhen offers luxury one,
two and three-bedroom apartments,
topped by a roof-top bar and
infinity pool overlooking the city of
Shenzhen. Sophisticated and timeless
in its design, Fraser Suites Dalian
is situated across from the Davos
Centre. It was opened officially in
May by the Ambassador of Singapore
to China, His Excellency Mr Stanley
Loh, and is adjoined to the largest
shopping complex in Dalian.
Asia Pacific excluding North Asia
In Singapore, the hospitality sector
has benefitted from a reprieve in
new inventory coming on board.
With supply pressure tapering off,
we expect operating performance
to improve on the back of demand
fuelled by a consistent growth in
tourist arrivals. Continued focus
will now be placed on securing
long-stay business. In May 2019,
we will open our second Capri by
Fraser in Singapore, the 304-unit
Capri by Fraser, China Square. Part
of the Group’s redevelopment of
the China Square precinct in prime
CBD, the opening of Capri by Fraser,
China Square will also mark the
launch of our new social living
concept. In response to the way
millennials interact, our new social
living concept will be epitomised
by convivial communal spaces with
more focus on experiences and local
integration. We are also excited
that the 115-unit Fraser Residence
Orchard, our second Fraser Residence
along Singapore’s most prestigious
shopping belt, Orchard Road, will
open in February 2019.
Over in Australia, overall occupancy
picked up at Capri by Fraser Brisbane,
on the back of a significant increase in
corporate travel. Meanwhile, Fraser
Suites Sydney, with its refurbished
meeting rooms, continued to maintain
its overall ADR. Even though corporate
travel also picked up substantially
at Fraser Place Melbourne and
Fraser Suites Perth, the increase did
not mitigate the prevalent over-
supply of rooms in these cities. We
remain cautiously optimistic about
the market in Brisbane, which is
underpinned by improved business
sentiments. However, we expect
performance in Perth and Melbourne
to remain soft as new supply of hotel
rooms enter the markets.
Fraser Suites Dalian | China
66 | Frasers Property Limited
Fraser Suites Muscat | Oman
Fraser Suites Riyadh | Saudi Arabia
Annual Report 2018 | 67
Business Review
Hospitality
New management contracts
Our business development teams
across EMEA and the Asia Pacific
signed another 10 properties over
the course of FY18 through new
management contracts and master
leases. Six of the new properties
are located in cities where FH
already has a presence - namely
Istanbul in Turkey, Dubai in the
United Arab Emirates, Jakarta in
Indonesia, Edinburgh in the UK,
Hanoi in Vietnam and Chengdu
in China. Adding to these are
two management contracts that
were concluded in the new cities
of Taghazout Bay, Morocco, and
Buriram, Thailand.
While our clusters continue to
deliver on operational efficiency,
our business development teams
will take a more focused approach
to geographical expansion to build
relevant scale, much like the clusters
formed in the UK and Singapore.
Awards and accolades
In total, over the period under review,
we received more than 50 awards,
ranging from peer and industry
recognition, to consumer awards.
I am grateful to our teams who go
beyond what is expected to provide
memorable experiences to our
guests. The awards are testament
to the consistent focus they have on
anticipating and meeting our guests’
evolving needs.
Some of the key awards won were
Travel Trade Gazette’s Best Service
Operator - Asia Pacific for the sixth
consecutive year, and for the fourth
consecutive year, the World Travel
Awards Best Serviced Apartment
Brand. In addition, we clinched the
Best Serviced Apartment for Fraser
Suites Le Claridge for the third time.
68 | Frasers Property Limited
Fraser Suites Sydney | Australia
Going forward
To meet evolving customers’ needs,
FH is working towards revamping the
serviced residence offerings in cities
where there will be more demand for
long stay. Modena by Fraser, which
will be reinforced as our mid-scale
long-stay brand, will be deployed
alongside other serviced residences
brands within FH’s portfolio. In
addition, we will be implementing
strategies to keep us relevant across
all our properties. To mitigate the
dominance of online travel agencies,
we will focus on marketing our
loyalty programme, Fraser World. We
will also be developing a new website
to provide our guests with a more
seamless interface across the entire
customer journey.
In June this year, we launched our
Innovation unit, which is a test-
bed for our teams, our vendors and
suppliers, to harness the possibilities
offered by technology to meet our
customers’ evolving needs and
enhance our staff’s productivity
so that they can deliver an even-
better hospitality experience to
our customers. As a result of our
Innovation Unit’s efforts, we launched
paperless check-in at Fraser Suites
Sydney in September 2018. Other
initiatives we are still testing range
from sustainable products to the use
of robots, as well as the introduction
of back-of-the-house technology to
support and streamline work flows.
We look forward to rolling out more
initiatives across our properties in time
to come.
Serviced residences: properties in operation
Owned properties
Effective
interest
as at
30 Sep 18
(%)
Book value
as at
30 Sep 18
(‘m)
100.0
100.0
100.0
A$111.0
A$31.0
A$87.0
100.0 RMB1,230.0
100.0
RMB533.0
No. of
rooms
236
112
239
357
259
Occupancy
Average daily rate
FY18 (%)
FY17 (%)
FY18
FY17
89.1
90.6
82.7
92.4
53.4
88.4
87.5
82.6
A$252.9
A$145.3
A$182.6
A$266.9
A$153.9
A$199.3
85.7
NA1
RM849.3
RM556.4
RM818.1
NA1
Property
Australia
Fraser Suites Perth
Fraser Place Melbourne
Capri by Fraser, Brisbane
China
Fraser Suites CBD, Beijing
Fraser Suites Dalian
Indonesia
Fraser Residence Sudirman, Jakarta
100.0
US$32.8
108
87.8
85.9
US$111.3
US$121.9
UK
Fraser Suites Kensington, London
100.0
£111.0
70
84.3
81.6
£252.9
£257.5
The Philippines
Fraser Place Manila
Spain
100.0 PHP1,694.4
89
70.6
68.2
PHP6,096.4
PHP6,349.3
Capri by Fraser, Barcelona
100.0
€ 20.8
97
85.6
87.9
€129.8
€138.1
Singapore
Capri by Fraser, Changi City
100.0
$209.0
313
86.4
85.4
$242.1
$241.3
Fraser Place Robertson Walk,
Singapore
Germany
Capri by Fraser, Frankfurt
Capri by Fraser, Berlin
Total no. of rooms owned
1 Under development in FY17
100.0
$218.0
164
86.2
83.9
$298.2
$331.7
100.0
100.0
€ 36.6
€ 35.1
153
143
2,340
78.5
82.2
73.0
83.9
€144.4
€105.1
€143.6
€92.4
Fraser Suites Singapore | Singapore
Fraser Place Robertson Walk | Singapore
Business Review
Hospitality
Managed properties
Country
Bahrain
Property
Fraser Suites Bahrain
China
Fraser Place Shekou
Fraser Suites Diplomatic Area Bahrain
Fraser Residence, Shanghai
Fraser Suites, Shanghai
Fraser Suites, Nanjing
Modena by Fraser Shanghai Putuo
Fraser Suites Chengdu
Fraser Suites Guangzhou
Modena by Fraser Wuxi New District
Modena by Fraser Wuhan
Fraser Place Tianjin
Fraser Place Binhai Tianjin
Modena by Fraser Changsha
Capri by Fraser Shenzhen
Fraser Suites Shenzhen
France
Fraser Suites Harmonie, Paris
Hungary
Indonesia
India
Japan
UK
Fraser Suites Le Claridge, Paris
Fraser Residence Budapest
Fraser Residence Menteng Jakarta
Fraser Place Setiabudi
Fraser Suites New Delhi
Fraser Residence Nankai Osaka
Fraser Residence Prince of Wales Terrace
Fraser Residence Bishopgate
Fraser Residence Blackfriars
Fraser Residence Monument
Fraser Residence City
Malaysia
Fraser Place Kuala Lumpur
Nigeria
Oman
Qatar
Saudi Arabia
Singapore
South Korea
Capri by Fraser, Kuala Lumpur
Fraser Residence Kuala Lumpur
Fraser Suites Abuja
Fraser Suites Muscat
Fraser Suites Doha
Fraser Suites West Bay Doha
Fraser Suites Riyadh
Fraser Residence Singapore
Fraser Place Central, Seoul
Fraser Place Nandaemum
Switzerland
Fraser Suites Geneva
Thailand
Fraser Suites, Sukhumvit, Bangkok
Modena by Fraser, Bangkok
North Park Place
Turkey
Fraser Place Anthill Istanbul
Fraser Place Antasya Istanbul
The UAE
Vietnam
Fraser Suites Dubai
Fraser Suites, Hanoi
Capri by Fraser, Ho Chi Minh City
No. of
rooms
Occupancy
FY18 (%)
FY17 (%)
90
114
232
324
187
210
348
360
332
120
172
192
224
353
184
211
134
114
51
128
151
92
114
18
26
12
14
22
289
240
337
126
119
138
396
95
72
271
252
67
163
239
105
116
80
268
185
175
71.6
66.1
91.2
87.7
86.4
87.6
80.1
76.9
77.3
86.3
83.2
91.8
25.6
52.5
60.1
75.5
77.8
81.7
92.0
87.7
82.7
74.7
84.7
81.6
87.1
92.8
92.3
90.5
68.9
81.9
62.2
47.5
26.7
66.0
93.7
59.3
24.9
78.3
78.0
81.2
83.9
65.8
30.6
76.0
81.4
67.9
90.0
75.4
69.3
61.3
93.9
88.3
86.7
85.5
84.0
73.3
82.1
85.2
75.4
89.3
7.1
36.8
29.2
0.0
68.4
76.7
94.4
87.0
71.7
67.5
80.4
78.7
89.2
89.0
89.2
89.6
63.7
76.7
64.2
34.0
0.0
61.8
72.6
0.0
59.4
84.1
78.2
78.5
70.9
47.0
23.3
73.3
90.0
69.4
94.0
73.4
Total no. of rooms under management
8,262
70 | Frasers Property Limited
Hotel du Vin Cambridge | UK
Hotel du Vin Brighton | UK
Properties under development
Property
Germany
Singapore
Japan
Fraser Suites Hamburg
Capri by Fraser, China Square
Capri by Fraser, Ginza
1
Total book value of the project as at 30 Sep 18
Effective
interest as at
30 Sep 18
(%)
100.0
100.0
100.0
Estimated
no. of rooms
Book value
as at
30 Sep 18
(‘m)
€62.81
$241.81
304
199 JPY13,786.71
154
Target
opening
date
Mar 19
Jun 19
2021
Annual Report 2018 | 71
Business Review
Hospitality
MHDV Group of Hotels
Property
The UK
Malmaison Aberdeen
Malmaison Belfast
Malmaison Birmingham
Malmaison Dundee
Malmaison Edinburgh
Malmaison Glasgow
Malmaison Leeds
Malmaison Liverpool
Malmaison London (Formerly
known as London Charterhouse)
Malmaison Manchester
Malmaison Newcastle
Malmaison Oxford
Malmaison Reading
Malmaison Brighton
Malmaison Cheltenham
Hotel du Vin Birmingham
Hotel du Vin Brighton
Hotel du Vin Bristol
Hotel du Vin Cambridge
Hotel du Vin Cheltenham
Hotel du Vin Edinburgh
Hotel du Vin Glasgow
Hotel du Vin Harrogate
Hotel du Vin Henley
Hotel du Vin Newcastle
Hotel du Vin Poole
Hotel du Vin St Andrews
Hotel du Vin Tunbridge Wells
Hotel du Vin Wimbledon
Hotel du Vin Winchester
Hotel du Vin York
Hotel du Vin AVG Bristol
Hotel du Vin Exeter
Hotel du Vin Stratford Upon Avon
Total no. of rooms owned and leased
Effective
interest
as at
30 Sep 18
(%)
Book
value
as at
30 Sep 18
(‘m)
No. of
rooms
Occupancy
FY18 (%)
FY17 (%)
Average daily rate
FY17
FY18
Master
leased
100.0
Master
leased
Master
leased
100.0
100.0
100.0
100.0
Master
leased
Master
leased
Master
leased
Master
leased
100.0
Master
leased
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
£0.2
£7.5
£2.0
£0.6
£15.7
£11.3
£14.4
£13.6
£2.7
£1.9
79
64
192
91
100
72
100
130
97
167
£0.9
122
£1.0
£13.4
£4.5
£12.0
£9.9
£18.3
£12.3
£15.0
£8.8
£12.0
£11.4
£7.5
£9.3
£4.6
£4.0
£6.3
£8.9
£17.8
£7.9
£10.0
£12.2
£10.7
£9.3
95
75
73
61
66
49
40
41
49
47
49
48
43
42
38
40
34
48
24
44
79
59
46
2,404
71.4
89.7
89.0
78.7
86.3
83.5
85.0
84.4
88.0
86.6
87.7
90.3
82.4
84.6
77.0
84.6
85.6
86.5
80.6
82.0
87.9
81.0
81.8
80.2
80.0
80.5
76.4
79.4
84.8
84.8
81.9
70.0
84.9
89.2
70.4
91.3
88.4
80.3
84.4
82.6
81.3
79.7
86.8
88.1
£95.9
£103.9
£100.0
£78.9
£104.4
£100.7
£92.3
£91.7
£168.5
£108.0
£97.1
£104.4
£96.7
£72.1
£102.1
£89.8
£92.6
£89.3
£173.5
£102.4
88.1
£98.2
£93.9
89.9
77.4
72.5
77.0
86.3
86.1
88.1
86.7
86.0
87.3
83.1
84.0
83.3
80.8
81.6
79.4
77.9
84.9
84.5
80.1
59.1
83.8
NA1
£178.6
£111.0
£114.3
£112.0
£109.8
£139.9
£127.9
£165.0
£114.7
£141.6
£135.4
£107.2
£134.6
£95.9
£114.4
£152.2
£121.5
£141.7
£136.7
£104.6
£95.8
£105.9
£89.2
£170.7
£108.6
£107.6
£115.1
£107.0
£145.7
£133.4
£172.5
£114.6
£139.5
£128.8
£109.5
£130.8
£93.3
£117.1
£148.7
£125.2
£137.2
£136.8
£107.1
£95.1
£107.8
NA1
1
New property which commenced operation during the financial year
72 | Frasers Property Limited
InterContinental | Singapore
Business Review
Hospitality
Frasers Hospitality Trust
For FY18, FHT reported gross revenue
and net property income of $155.9
million and $117.0 million respectively,
1.8% and 2.6% lower than a year
ago. The declines were attributed to
the weaker performance from the
portfolios in Australia, Malaysia and
the UK. FHT’s income available for
distribution was 4.4% lower year-on-
year at $89.4 million, due to increased
borrowings and higher finance costs
incurred with the refinancing of
term loans with longer tenure notes.
Consequently, distribution per stapled
security was 4.7613 cents, 5.6% lower
year-on-year.
As at 30 September 2018, FHT’s
portfolio of 15 quality assets have a
combined appraised value of $2.40
billion, down marginally from $2.44
billion a year ago. The 1.6% decline was
mainly attributed to the weakening
of most foreign currencies against the
SGD, except for JPY and MYR. In local
currency terms, the valuations of FHT’s
Australia, UK, Japan and Germany
portfolios were higher year-on-year.
Held through Frasers Hospitality Trust
ibis Styles London Gloucester Road | UK
Country
Singapore
Kuala Lumpur
Kobe
Sydney
Property
InterContinental Singapore1
Fraser Suites Singapore2
The Westin Kuala Lumpur1
ANA Crowne Plaza Kobe1
Fraser Suites Sydney2
Melbourne
Glasgow
Edinburgh
London
Novotel Sydney Darling Square1
Sofitel Sydney Wentworth1
Novotel Melbourne on Collins1
Fraser Suites Glasgow2
Fraser Suites Edinburgh2
Fraser Suites Queens Gate London2
ibis Styles London Gloucester Road1
Park International London1
Fraser Place Canary Wharf London2
Germany
Maritim Dresden
Total no. of rooms owned & managed
Total no. of rooms under Frasers Hospitality Group
Effective
interest as at
30 Sep 18
(%)
23.6
23.6
23.6
23.6
23.6
23.6
23.6
23.6
23.6
23.6
23.6
23.6
23.6
23.6
23.6
Book value
as at
30 Sep 18
(‘m)
$527.0
$305.0
RM420.0
¥16,100.0
A$128.5
A$115.5
A$307.9
A$251.5
£10.9
£14.7
£59.7
£18.8
£43.3
£41.9
€ 65.7
No. of rooms
406
255
443
593
201
230
436
380
98
75
105
85
171
108
328
3,914
16,920
1
2
As the Group consolidates FHT and the operating entities, these properties are reclassified as property, plant and equipment and are stated at cost less
accumulated depreciation and any impairment
Book value as reported by FHT. The Group adjusted the book value to reflect its freehold valuation in the property
74 | Frasers Property Limited
a
i
s
A
f
o
t
s
e
r
d
n
a
e
p
o
r
u
E
Farnborough Business Park | UK
Continental Europe
In Continental Europe, Frasers Property Europe (FPE) owns, develops and
manages logistics and light industrial properties in Germany, the Netherlands
and Austria.
Following the acquisition of an 86.6% stake in Geneba Properties N.V. (Geneba)
in July 2017, we completed the buy-out of the remaining stake in May 2018.
Geneba was subsequently delisted and renamed FPE.
Asset growth plan
In FY18, FPE embarked on an asset growth plan through multiple property
acquisitions in line with our investment strategy. FPE’s investment strategy
targets well-located modern logistics and light industrial assets in Germany,
the Netherlands and Austria.
Over the course of the year, FPE completed acquisitions of assets with a total
market value of €628.0 million ($996.3 million), which are located in some of
Germany’s key logistics markets. These include a portfolio of four newly built
cross dock facilities, each with a 15-year lease term to reputable German
‘last-mile’ logistics provider Hermes; three built-to-suit logistics properties
that are leased respectively to BMW, a direct service partner of Porsche
AG, and Dutch dairy company Friesland Campina; and a logistics and light
industrial portfolio comprising four properties that offer value creation
potential and several properties leased on a long-term basis to reputable
tenants like Dachser and Kentner.
In addition, FPE successfully acquired the property development and asset
management platform of Alpha Industrial Holding SA (Alpha Industrial) via
the acquisition of 100% of the shares of Alpha Industrial GmbH & Co. KG. and
together with this, the Alpha Industrial property portfolio. Of the 22 logistics
and light industrial assets that are part of the Alpha Industrial property
portfolio, FPE completed the acquisition of 12 properties over the course of
the financial year. 11 properties are located in Germany and one in Austria -
with a total combined built-area of about 300,000 sq m. Part of the portfolio
has been developed by Alpha Industrial recently, while several other properties
have enhancement and redevelopment potential in the short and medium
term. The acquisition of the remaining assets in the Alpha Industrial portfolio
are expected to be completed by the end of 2018.
Business Review
Europe and
rest of Asia
Our Europe and rest
of Asia business
comprises Frasers
Property’s investments
in Continental Europe,
the UK, China, Thailand
and Vietnam.
FY18
Revenue for
Europe and
rest of Asia
$575.8
million
FY18
PBIT
$366.0
million
76 | Frasers Property Limited
Rheindeichstraße 155, Duisburg | Germany
Buchäckerring 18, Bad Rappenau | Germany
Annual Report 2018 | 77
Business Review
Europe and rest of Asia
Integrated value chain
The acquisition of the operational
development and asset management
business of Alpha Industrial
significantly enhances FPE’s portfolio
and our capabilities to service
industrial and logistics tenants in
core Europe. FPE’s development
strategy is focused on the creation
of modern logistics and light
industrial properties, predominantly
in Germany, the Netherlands and
Austria. The long-standing experience
and strong track record of the Alpha
Industrial platform in developing
logistics properties will enable FPE
to create new assets organically
to complement our existing, high
quality portfolio. Our position as an
asset creator and manager is now
considerably strengthened, and
makes us well placed to service
third-party mandates.
In line with the Group’s strategy to
grow together with our REITs by
recycling capital from stabilised
investment properties to our REITs
and optimising capital productivity,
FPE successfully sold 21 properties to
FLT for €597 million ($945 million) in
May 2018. FPE will continue to be the
asset and property manager of FLT’s
properties in Europe.
Looking ahead
Even though yields for industrial
assets have decreased over the
last financial year, we believe we
are in a stable and sound market
environment. We expect ongoing
demand for core logistics and
light industrial assets, particularly
as demand for logistics and light
industrial properties in core European
markets is primarily from renowned
industrial groups as well as a broad
range of highly qualified small
and medium-sized enterprises.
Furthermore, industrial assets
continue to offer a positive yield
spread compared to other types
of real estate assets, and hence
remains an attractive asset class
for investment, underpinned by
strong tail winds, solid demand and
78 | Frasers Property Limited
Schemmerlstraße 72, Vienna | Austria
Mandeveld 12, Meppel | Netherlands
supply parameters and good market
fundamentals.
That said, we are well prepared for
the upcoming tasks, particularly in
simultaneously pursuing attractive
investment and development
opportunities. We will focus on
further integrating the Alpha
Industrial business into the FPE
platform, optimising processes,
systems and governance structures
with an increased focus on human
capital. The Alpha Industrial business
fully complements our current
business, and expands our in-house
capabilities to cover acquisitions of
stabilised investment properties,
asset enhancement of current
properties, as well as development of
brown- and greenfield projects.
Our full range of capabilities will
give us a sustained competitive edge
in Europe.
Europe – Industrial portfolio
Property Address
Location
(%)
($ ’m)
(‘000 sq m)
FY18 (%)
FY17(%)
Effective
interest
as at
30 Sep 18
Book value
as at
30 Sep 18
Net
lettable
area
Occupancy
Germany
Mellinghofer Straße 55
Mülheim
Buchäckerring 18
Genfer Allee 6
Bad Rappenau
Mainz
Gewerbegebiet Etzin 1
Berlin (Ketzin an der Havel)
Hermesstraße
Augsburg
Werner-von-Siemens-Straße 35
Saarwellingen
Werner-von-Siemens-Straße 44
Saarwellingen
Thomas-Dachser-Straße 3
Überherrn
Am Bühlfeld 2-8
Herbrechtingen
Bietigheimer Straße 50-52
Tamm
Rheindeichstraße 155
An den Dieken 92
Im Birkengrund 5-7
Duisburg
Ratingen
Obertshausen
Walter-Gropius Strasse 19
Bergheim
Moselstraße 70
An der Trift 75
Hutwiesenstraße 13
Oskar-Von-Miller-Straße 2
Leverkuser Straße 65
Hanau
Dreieich
Magstadt
Kirchheim
Remscheid
Austria
94.9
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
94.0
94.0
94.0
94.0
94.0
94.0
94.0
94.0
100.0
100.0
114.0
125.5
56.8
77.9
60.1
52.5
8.3
13.8
26.1
49.2
96.5
79.2
72.5
34.1
28.1
5.1
25.2
14.1
52.6
19.6
51.9
53.5
57.3
48.6
6.4
9.3
21.8
44.5
39.2
46.6
43.1
17.0
19.4
5.0
19.9
21.5
30.2
29.4
95.3
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
98.0
100.0
100.0
100.0
77.9
92.9
100.0
100.0
NA1
NA1
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
NA1
84.5
100.0
100.0
100.0
77.9
Schemmerlstraße 72
Vienna
94.0
38.7
44.1
100.0
100.0
Netherlands
Benthemplein 10
Energieweg 12
Mandeveld 12
Total
Europe – development projects
Rotterdam
Rotterdam
Meppel
100.0
100.0
100.0
33.6
17.8
38.3
1,014.1
7.6
3.1
31.6
776.5
100.0
100.0
100.0
100.0
100.0
100.0
Developments
Germany
Im Birkengrund
Rheindeichstraße 155
Total
Location
Oberthausen
Duisburg
1
New asset
Effective
interest
as at
30 Sep 18
(%)
94.0
94.0
Net
lettable
area
(‘000 sq m)
Target
completion
date
6.2
33.8
40.0
Q2 19
Q4 19
Annual Report 2018 | 79
Business Review
Europe and rest of Asia
United Kingdom
Frasers Property UK (FPUK) has a
substantial portfolio of investment
and development assets providing
residential, office, industrial and
business park space.
Over the last financial year, we have
grown our asset and people platform
in the UK, adding capabilities and
experience to complement our
portfolio and establishing a strong
platform for the future. The team
seeks to maximise the value of our
assets through proactive asset
management and responding to the
needs of our customers.
Residential projects
The nine residential buildings
completed so far at Riverside
Quarter, London comprise over 500
apartments. Building works on the
final phase, Nine Eastfields, remain
on plan and on budget, with delivery
expected in 1Q2020. This final striking
signature building will comprise a
total of 172 apartments (54% shared
ownership) over 14 floors, ground
floor commercial space, residents’
lap pool and gym. When completed,
it will finish Riverside Quarter’s
section of the Thames riverside walk.
During the financial year, we sold all
available ground floor commercial
space at Riverside Quarter, with an
array of architectural practices,
legal firms, a publishing firm, a wine
trader, and an art gallery forming a
‘creative village’.
Camberwell on the Green in
southeast London, comprising 92
apartments, was completed in March
2017. In FY18, we sold a further
19 residential units. The apartments
and ground floor commercial space
are at the centre of this urban
regeneration hotspot.
The London new homes market
continues to be slow, particularly
super prime, impacted by recent tax
changes and the continuing Brexit
uncertainty hovering uncomfortably
80 | Frasers Property Limited
Riverside Quarter, London | UK
over the market. However, we
continue to make steady progress
with sales, with our products,
Riverside Quarter and Camberwell
on the Green, being well placed in
the market.
At Central House, Whitechapel, in the
eastern part of the City of London, we
have refined the proposal to meet the
demands of the market and the local
planning authority. The proposed
scheme has now been submitted
for planning permission to deliver
15,165 sq m of commercial space.
This exciting development retains
the character of the existing building
while modernising and adding new
space. With its contemporary interior
features that can accommodate
co-working set-ups, the development
has been designed to attract
tech-tenants and their employees.
Investment properties
In January 2018, we acquired
Farnborough Business Park, a
market-leading estate with 51,164
sq m lettable area for £175 million
($315 million) via a 50:50 joint
venture with FCOT. In August 2018,
we completed the conditional sale
and purchase agreement to acquire
Maxis, a modern business park with
lettable area of 18,494 sq m in
Bracknell, for £67.7 million
($121 million). Maxis is 100% let
with a weighted average lease term
to break (WALTB) of 4.6 years.
The acquisition of these two assets
further enhances the Group’s
overseas presence and recurring
income in the UK. The UK business
parks portfolio now comprises six
regionally significant assets; five
of which are located within the
south east of England and one in
Glasgow, Scotland. The total lettable
area of the investment portfolio
now comprises 531,797 sq m.
The properties are home to more
than 500 companies, and have an
occupancy rate of 89% and a WALTB
of 4.6 years.
We have made good progress
unlocking value in our assets over
the course of the year. Among
the significant projects was the
refurbishment of Maplewood in the
Chineham Business Park, Basingstoke
to deliver a 7,900-sq-m modern
office building. We have also seen
strong leasing performance across
our portfolio with 72 new lettings
and 26 lease renewals completed
during the financial year.
Looking ahead
We expect that Brexit uncertainty
will continue to weigh on the UK’s
economic growth, although the
impact will depend on the final
Brexit outcome. This uncertainty, and
affordability issues, are impacting the
residential market with discretionary
super prime pricing being discounted,
and significant slowing of non-
discretionary local market sales.
The commercial sector, on the other
hand, continues to see low overall
vacancy rates as supply is generally
constrained. Across our portfolio,
our diversified tenant base, healthy
WALTB and quality of our assets
make us well placed to weather the
economic uncertainty, and indeed
we continue to experience a healthy
level of inquiries for space across
our portfolio.
UK – Business Parks
Property
Location
Farnborough Business Park
Farnborough
Reading
Basingstoke
Camberly
Glasgow
Bracknell
Winnersh Triangle
Chineham Park
Watchmoor Park
Hillington Park
Maxis Park
Total
1
New asset
Watchmoor Park | UK
Effective
interest at
as at
30 Sep 18
Book value
as at
30 Sep 18
Net
lettable
area
Occupancy
(%)
50.0
100.0
100.0
100.0
100.0
100.0
($ ‘m)
(‘000 sq m)
FY18 (%)
312.3
642.9
258.8
77.9
238.6
120.3
1,650.8
51.2
135.8
75.1
23.6
208.1
18.5
512.3
98.1
89.5
78.2
80.9
90.0
100.0
FY17 (%)
NA1
NA1
NA1
NA1
NA1
NA1
Annual Report 2018 | 81
Business Review
Europe and rest of Asia
Winnersh Triangle | UK
UK – Residential projects
Projects
London
Five Riverside Quarter
Seven Riverside Quarter
Camberwell on the Green
UK – Land bank
Effective
interest
as at
30 Sep 18
(%)
100.0
100.0
100.0
No. of
units1
149
87
101
%
Sold
as at
30 Sep 18
Ave. selling
price
as at
30 Sep 18
(£ psm)
Est.
saleable
area
('000 sq m)
Land cost
(£ psm)
Target
completion
date
89.0
66.0
72.0
7,870
6,695
7,086
12,500
8,400
9,300
1,618
Completed
1,292
Completed
548
Completed
Effective
interest
as at
30 Sep 18
(%)
100.0
100.0
Est.
total no.
of units1
Est.
saleable area
('000 sq m)
Land cost
(£ psm)
172
NA
18,600
15,165
73
211
Site
London
Nine Riverside Quarter
Central House (Commercial development)
1
Includes affordable units
82 | Frasers Property Limited
Looking ahead
On a positive note, underlying
fundamentals in China remain
resilient. Rising urbanisation,
growing incomes and population
growth, continue to be favourable
for the property sector. With
the government’s campaign of
deleveraging in the past year,
liquidity pressure on local real estate
developers is building up. Amidst
the tight financing environment, we
continue to explore opportunities
in China.
China
In China, Frasers Property China
(FPC) has built 10,300 homes to
date, with three projects under
development in Suzhou, Shanghai
and Chengdu. During the financial
year, we achieved strong sales at
our three projects, largely due to
effective marketing efforts and
timely launches.
A total of 1,427 residential units, 97
office units, 42 retail units and eight
retail warehouse units were sold
across our three projects. As at the
close of FY18, FPC has unrecognised
presold revenue of $300 million.
Baitang One in Suzhou saw strong
sales of 537 units with the handover
of Phase 3B taking place in March
2018. Sales for Phases 3C2-1 and
3B-2 commenced in June 2018,
while construction work for the
last development phase continues
with the structure topped out as at
30 September 2018. Meanwhile,
in Chengdu Logistics Hub, eight
office units in Phase 2 were sold
while 89 office units and eight retail
warehouse units in Phase 4 were
sold in a challenging Chengdu office
market faced with oversupply. Over
in Shanghai, the Gemdale MegaCity
residential development achieved
sales of 890 residential units and 42
retail units. Phase 4F was completed
and handed over in September 2018.
With favourable sales achieved over
the past few years, we have 680
residential units and 179 industrial
office units remaining in our land bank
in China as at 30 September 2018.
The residential market continues
to be challenging with the central
government’s strong determination to
regulate the property market and curb
rising home prices.
Baitang One, Suzhou | China
Annual Report 2018 | 83
Business Review
Europe and rest of Asia
China – Development projects
Effective
interest
as at
30 Sep 18
(%)
%
Sold
as at
30 Sep 18
%
Completion
as at
30 Sep 18
No. of
units
Ave.
selling
price
as at
30 Sep 18
(RMB psm)
Est.
saleable
area
(‘000 sq m)
Land cost1
(RMB psm)
Target
completion
date
100.0
100.0
100.0
100.0
100.0
100.0
100.0
542
538
360
706
706
380
380
100.0
100.0
99.7
100.0
100.0
80.0
75.0
100.0
100.0
100.0
100.0
100.0
100.0
49.1
13,621
12,134
15,653
14,117
19,754
35,495
34,871
65
78
73
78
79
58
50
2,541 Completed
2,558 Completed
2,554 Completed
2,548 Completed
2,548 Completed
2,562 Completed
2,559
4QFY19
Projects
Suzhou
Baitang One (P1B)
Baitang One (P2A)
Baitang One (P2B)
Baitang One (P3A)
Baitang One (P3C1)
Baitang One (P3B)
Baitang One (P3C2)
Chengdu
Chengdu Logistics Hub (P2)2
Chengdu Logistics Hub (P4)2
80.0
80.0
163
358
89.0
48.0
100.0
100.0
8,567
7,158
61
164
280 Completed
338 Completed
Shanghai
Gemdale MegaCity (P2A)3
45.2
1,065
99.9
100.0
17,001
136
1,441 Completed
Gemdale MegaCity
(P2A-retail)3
45.2
22
Gemdale MegaCity (P2B)3
45.2
1,134
Gemdale MegaCity (P3C)3
45.2
1,446
Gemdale MegaCity
(P3C-retail)3
Gemdale MegaCity (P3B)3
Gemdale MegaCity
(P3B-retail)3
Gemdale MegaCity (P3A)3
Gemdale MegaCity (P4F)3
Gemdale MegaCity (P4D)3
45.2
45.2
45.2
45.2
45.2
45.2
71
575
21
278
616
804
54.5
100.0
100.0
31.0
100.0
95.2
100.0
99.5
93.3
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
20,246
19,262
23,257
45,123
26,572
56,583
37,493
45,702
66.0
41,057
4
110
126
8
52
1
23
73
82
1,441 Completed
1,553 Completed
1,414 Completed
1,415 Completed
1,414 Completed
1,415 Completed
1,414 Completed
1,918 Completed
1,920
4QFY19
1
2
3
Land cost includes land use tax
Held for sale
Gemdale MegaCity was accounted for as an associate
84 | Frasers Property Limited
China – Industrial portfolio
Property
Chengdu Logistics Hub Phase 1 ambient warehouse2
(%)
80.0
($’m)
40.2
(sq m)
FY18 (%)
FY17 (%)
47,145
100.0
100.0
Effective
interest
as at
30 Sep 18
Book value
as at
30 Sep 18
Lettable
area
Occupancy
China – Land bank
Site
Shanghai
Gemdale Megacity (P5-6)3
Total Residential
Chengdu
Chengdu Logistics Hub (P2A)2
Total Commercial
Total Land bank
Effective
interest
as at
30 Sep 18
(%)
45.2
80.0
Est. no.
of units
Est. total
saleable area
(‘000 sq m)
680
680
179
179
859
74.0
74.0
91.0
91.0
165.0
Land cost1
(RMB psm)
2,227
303
1
2
2
Land cost includes land use tax
Held for sale
Gemdale MegaCity was accounted for as an associate
Gemdale MegaCity, Shanghai | China
Annual Report 2018 | 85
Business Review
Europe and rest of Asia
Thailand
In Thailand, the Group holds an 89.5%
deemed stake in TICON Industrial
Connection Public Company Limited
(TICON) and a 39.9% stake in Golden
Land Property Development Public
Company Limited (Golden Land). Both
companies are listed on the Stock
Exchange of Thailand (SET).
TICON is one of the largest logistics
and industrial real estate developers
in Thailand. TICON owns and manages
factories and warehouses for lease in
16 industrial estates and 24 logistics
locations throughout the country. The
total lettable space in our portfolio
amounts to over 2.7 million sq m. To
take advantage of digital disruptions
in the industrial property space,
TICON established a 51:49 joint
venture with STT Global Data Centres
in April 2018 to develop and operate
data centres in Thailand, with the aim
of becoming the leading provider of
smart industrial platforms in Thailand.
The data centre business will be an
additional growth engine for TICON’s
existing industrial property business.
In July 2018, TICON also formed
a 51:49 joint venture with JustCo
(Thailand 2) Pte. Ltd. to provide
co-working services in Thailand. The
joint venture has since opened and
committed approximately 14,600 sq m
of co-working space at AIA Sathorn,
Capital Tower and Samyan Mitrtown.
In addition, TICON is the manager
and sponsor of Ticon Freehold and
Leasehold Real Estate Investment
Trust (TREIT), the largest industrial
REIT listed on the SET with
THB 34.0 billion ($1.4 billion) of
assets under management. TICON
has a 23.4% stake in TREIT. In August
2018, TREIT shareholders approved
the acquisition of 58 factories and
warehouses for a total transaction
value of THB 3.6 billion
($149.8 million) from TICON, of
which THB 1.7 billion ($70.5 million)
was completed in August 2018.
The remaining acquisitions are
targeted for completion before
end-December 2018.
86 | Frasers Property Limited
Logistics property in Bangna, Samutprakan | Thailand
From 1 January 2018, TICON’s
financial year end was changed
to 30 September. For the nine-month
period ended 30 September 2018,
TICON posted revenue of
THB 3.8 billion ($158.9 million) and
net profit of THB 667.7 million
($27.8 millon). With its strong balance
sheet and net gearing of 0.34x, TICON
is well positioned to tap the growing
demand for logistics and industrial
assets in the region.
Golden Land is one of Thailand’s
leading real estate developers
engaged in landed residential and
integrated mixed-use commercial
property development. Golden Land
also holds a 22.6% stake in Golden
Ventures Leasehold Real Estate
Investment Trust, which is an office
REIT listed on the SET with a total
lettable space of approximately
100,000 sq m, and assets under
management of approximately
THB 10.1 billion ($424.8 million).
For the 12-month period ended
30 September 2018, Golden Land
reported revenue and net profit
after tax of THB 15.8 billion
($657.4 million) and THB 2.1 billion
($87.4 million) respectively. Golden
Land achieved strong sales in 2018
from new projects launched during
2018 and ongoing projects. The
revenue was also contributed by the
higher occupancy rate achieved for
the FYI Center office building.
In addition, the Group owns a 19.8%
stake in One Bangkok, a mixed-use
development project. Located in
central Bangkok at the intersection
of Wireless Road, Rama IV Road and
Sathorn Road, the project is envisaged
to include a retail component,
office towers, residences, hotels
and serviced apartments with an
expected total gross floor area of
approximately 1.83 million sq m.
Land excavation and foundation work
have commenced at One Bangkok
following the groundbreaking
ceremony on 8 March 2018. The
Group serves as Development
Manager for the entire project.
Looking ahead
Our investments in Thailand are in
line with the Group’s strategy to grow
income in our existing markets and
recurring sources. Thailand is one of
the markets that the Group is familiar
and believes the growth prospects.
Looking forward, the Eastern Economic
Corridor presents many opportunities
as it is a strategy gateway for the
establishment of a world class
economic zone. The opportunities
includes the development of
infrastructures, businesses, industrial
clusters, innovation hubs, tourism and
new cities.
Vietnam
Vietnam is a market that we are
familiar with, having been in the
market for over 20 years. Our first
investment in Vietnam, Me Linh
Point, a 21-storey retail/office
building in District 1, Ho Chi Minh City
(HCMC), continued to maintain 100%
occupancy as at the end of FY18.
In FY17, we acquired a 70% stake
in G Homes House Development
Joint Stock Company to develop a
mixed-use project. Our entry strategy
into the development business
was focused on creating market
awareness and branding through the
acquisition of prime development
land in highly sought-after residential
enclaves to showcase our experience
as an internationally reputable
developer.
We achieved a significant milestone
on this journey in FY18, when we
successfully completed our first
residential show suite and officially
launched Q2 Thao Dien in 1Q 2018.
A residential-cum-commercial
development on a 1-ha prime site
in the popular District 2 of HCMC,
the launch of Q2 Thao Dien was well
received by the market. As at 30
Vietnam – Office portfolio
Property
Ho Chi Minh City
Me Linh Point
Vietnam – Development projects
Q2 Thao Dien, Ho Chi Minh City | Vietnam
September 2018, we have achieved
sales of 84% of the 315 launched
units. The successful launch and high
take-up rate of our maiden mixed-use
development won Frasers Property
Vietnam (FPV) industry recognition.
Vietnam beyond office leasing and
management. To support FPV’s
expansion, we have been focusing
on further enhancing the team with
strong local talent to execute and
deliver the development projects.
Riding on the momentum, FPV entered
into two conditional agreements in
2018 to acquire and develop prime
mixed-use projects in District 2 and
Thu Duc District in HCMC. The projects
are expected to yield a combined GFA
of 260,223 sq m and will comprise
approximately 1,500 to 1,800
residential and commercial units and
serviced apartments.
With the successful launch of our
development business, we have
expanded our scope of business in
Looking ahead
We expect Vietnam’s growth
momentum to continue. The
country’s gross domestic product
has been on an uptrend since 2012.
With its lower cost-base, economic
development will continue to be
driven by the manufacturing sector
and strong foreign direct investment.
We will leverage our business
platform in Vietnam and harness the
strength of the Group to continue
executing our growth strategy
in Vietnam.
Effective
interest
as at
30 Sep 18
Book value
as at
30 Sep 18
Lettable
area
Occupancy
(%)
($ ’m)
(sq m)
FY18 (%)
FY17 (%)
75.0
62.6
17,468
100.0
100.0
Projects
Ho Chi Minh City
Q2 Thao Dien
Effective
interest
as at
30 Sep 18
(%)
% Sold
as at
30 Sep 18
%
Completion
as at
30 Sep 18
Ave.
selling price
as at
30 Sep 18
($ psm)
Est.
saleable
area
(‘000 sq m)
Target
completion
date
No. of
units
70.0
315
84.0
5.0
–
31
1QFY21
Annual Report 2018 | 87
Investor
Relations
88 | Frasers Property Limited
Overview
Frasers Proprerty Limited’s (FPL’s)
investor relations (IR) team is
focused on proactively engaging
the financial community and the
media to generate awareness and
understanding of FPL’s business
model, competitive strengths,
growth strategy, and investment
merits; as well as garner feedback for
consideration.
The senior management and IR team
regularly engage these stakeholders
through multiple platforms. These
include one-on-one meetings, results
calls and briefings, post-results
luncheons, non-deal roadshows
(NDRs), and conferences. During the
financial year, the team attended
NDRs and conferences in Kuala
Lumpur, Bangkok, Hong Kong, Tokyo,
Seoul, Sydney and Melbourne.
Proactive and regular engagement
As part of our ongoing regular
updates on our business, we
announce our financial performance
on SGXNet every quarter, along with
a press release and presentation.
We host quarterly conference calls,
during which members of our senior
management team present highlights
of our financial results and answer
questions posed by analysts and
institutional investors. We host in-
person briefings of our half-year and
full-year results, which are attended
by analysts, institutional investors
and the media. A concurrent dial-in
facility is offered for those who wish
to attend the briefing, but are unable
to do so in person.
All the materials related to FPL’s
quarterly announcements of our
financial performance, as well as
webcasts of the FY18 half-year and
full-year results presentations, are
publicly available via FPL’s corporate
website (frasersproperty.com). The
website was revamped in February
2018 to better serve as a resource
centre from which the public can
access information about FPL.
In addition to the aforementioned
resources, the website contains
fact sheets about FPL, soft copies
of our annual reports since listing,
and provides more insights into our
businesses and properties.
Over the course of the financial year,
FPL participated in 149 meetings with
analysts and institutional investors
to facilitate understanding of our
developments and growth plans.
Committed to best practices in
investor relations and corporate
governance
This year, FPL won the Silver award
for Best Investor Relations, in
the category for listed companies
with market capitalisation of
$1 billion and above, at the
Singapore Corporate Awards. The
award marks the second consecutive
year that FPL has been recognised
for its proactive engagement across
multiple platforms, as well as setting
of new benchmarks in corporate
transparency and investor relations.
In addition, FPL was recognised at the
IR Magazine Awards – South East Asia
2018 in the Best Financial Reporting
category as well as the Best Investor
Event category for our Frasers Day
2018 event, held in Bangkok. Frasers
Day is the Group’s signature platform
that brings the listed REITs within
the Group and targeted investors
together at one event, which allows
us to share about our business from
both the Group and individual listed
REIT perspectives.
We will continue to strive towards
further improvements in corporate
governance and investor relations.
For enquiries on FPL, please contact:
Ms Gerry Wong
Head, Investor Relations & Corporate
Communications
Tel: (65) 6276 4882
Email: ir@frasersproperty.com
FPL’s Closing Price and Trading Volume in FY18
FPL SP Equity - Last Price
High on 23/01/18
Average
Low on 06/07/18
1.69
2.25
1.92
1.58
FPL SP Equity - Last Volume
High on 20/10/17
Average
Low on 13/09/18
0.32M
1.66M
0.38M
0.02M
2.30
2.20
2.10
2.00
1.90
1.80
1.70
1.60
1.50
2M
1M
0
Oct 17 Nov 17 Dec 17
Jan 18
Feb 18 Mar 18
Apr 18 May 18
Jun 18
Jul 18
Aug 18
Sep 18
Brokerages covering FPL (As of 30 September 2018)
• Bank of America-Merrill Lynch
• CGS-CIMB Research
• CLSA
• Credit Suisse
FY18 Investor Relations Calendar
2017
November
Full year FY17 results briefing
10
15 Morgan Stanley Sixteenth Annual
20–22
Asia Pacific Summit
Investor meetings in Hong Kong
• DBS Bank
• HSBC
• JP Morgan
• Macquarie Securities Group
2018
January
29
AGM
February
9
1QFY18 Earnings Call
April
May
June
4
5–6
Investor meetings in Seoul
Investor meetings in Tokyo
10
14
22–23
1HFY18 results briefing
dbAccess Asia Conference
Investor meetings in Australia
6–8
19
Investor meetings in Hong Kong
Frasers Day Bangkok
August
10
17
9MFY18 Earnings Call
Investor meetings in Kuala Lumpur
Annual Report 2018 | 89
Treasury
Highlights
The Group manages our financial structure prudently to
ensure that we will be able to access adequate financing
and capital at favourable terms. Our multi-national
businesses which operate across five asset classes -
residential, hospitality, retail, commercial and business
parks, logistics and industrial properties, together
with the asset management of the three REITs listed
on the SGX-ST, Frasers Centrepoint Trust (FCT), Frasers
Commercial Trust (FCOT) and Frasers Logistics & Industrial
Trust (FLT), as well as the stapled trust, listed on the
SGX-ST, Frasers Hospitality Trust (FHT) generate cash
flows for the Group. Management monitors the Group’s
cash flow position and projections, debt maturity
profile, funding cost, interest rate and foreign exchange
exposures and overall liquidity position on a continuous
basis. To ensure that we have adequate overall liquidity
to finance our operations and investment requirements,
we maintain available banking facilities with a number of
banks globally.
We tap the debt capital markets through Multicurrency
Medium Term Notes (MTN) programmes. In FY18, Frasers
Property Treasury raised $30 million via a re-tap of
existing $250 million 4.25% fixed rate notes due 2026;
$42 million via a re-tap of existing $308 million 3.95%
perpetual securities and raised $300 million 4.38%
perpetual securities. In addition, our sponsored REITs as
well as our stapled trust raised the following: $60 million
five-year bonds (FCOT), $70 million seven-year bonds
(FCT), $120 million seven-year bonds (FHT). We tapped
the bond market in Thailand with the issuance of
THB11 billion debentures with tenors ranging from
three years to 10 years. We raised a $1.2 billion five-year
syndicated green loan mainly used for refinancing of
existing loans relating to the development of Frasers
Tower. This is the first green loan in Southeast Asia under
the Green Loan Principles1.
In FY18, we improved our capital position (net-worth
increased by 12% to $14,628 million). The capital position
was improved with the issuance of perpetual securities
by Frasers Property Treasury and retained earnings for
the year. Net group borrowings had increased from
$9.2 billion to $12.3 billion mainly due to the acquisition
of business parks in the United Kingdom, industrial
and logistics properties in Continental Europe, land for
hospitality development in Japan and land for residential
development at Jiak Kim Street in Singapore.
Source of funding
Besides cash flow from our businesses, we rely on
the debt capital markets, equity capital markets and
syndicated and bilateral banking facilities for our funding.
As at 30 September 2018, the Group had about
$2.5 billion in unutilised banking facilities that may be
used to meet our funding requirements.
We maintain active relationships with a strong network of
banking partners globally. Our principal bankers include
Australia and New Zealand Banking Group Limited,
Bangkok Bank Public Company Limited, Bank of China
Limited, DBS Bank Ltd., Malayan Banking Berhad, Mizuho
Bank, Limited, Oversea-Chinese Banking Corporation
Limited, Standard Chartered Bank, Sumitomo Mitsui
Banking Corporation and United Overseas Bank Limited.
We continue to adopt the philosophy of engaging the
banks as our core business partners and receive very
strong support from our relationship banks across all
segments of the Group’s businesses. All the Group’s
banking relationships are maintained by Group Treasury
in Singapore.
Debt capital markets
We have various MTN programmes in place to tap the
debt capital market. Frasers Property Treasury Pte Ltd has
a $3 billion MTN (issued: $2,053 million) and $5 billion
EMTN (issued: $1,150 million) programmes. Our Thai
subsidiaries, Frasers Property Holdings (Thailand) Co.
Ltd. has a THB25 billion (issued: THB11 billion) debenture
programme and TICON Industrial Connection Public
Company Limited had established a THB25 billion
(issued THB14.22 billion) debenture programme. Our
sponsored REITs, FCT, FCOT and FLT, as well as our stapled
trust FHT, each have their respective MTN programmes:
FCT: $1 billion MTN (issued: $370 million) and $3 billion
EMTN (issued: nil); FCOT: $1 billion MTN (issued:
$390 million); FLT: $1 billion EMTN (issued: nil) and
FHT: $1 billion EMTN (issued: $340 million).
1
The Green Loan Principles were launched by Loan Market Association and Asia Pacific Loan Market Association in March 2018. The Green Loan Principles set
out a clear framework to promote integrity in the development of the green loan market and define the characteristics of a green loan
90 | Frasers Property Limited
Maturity Profile $’m
2,643
2,254
1,992
3,593
2,866
1,578
< 1 yr
1 to 2 yrs 2 to 3 yrs 3 to 4 yrs 4 to 5 yrs
> 5 yrs
Interest rate profile and derivatives
We manage our interest cost by maintaining a prudent
mix of fixed and floating rate borrowings. On a portfolio
basis, 78% of the Group’s borrowings are in fixed rates
(including floating rate borrowings that have been fixed
with interest rate swaps). The average tenor of the loans
is 3.3 years as at 30 September 2018 (FY17: 3.1 years).
The floating rate loan portfolio allows us to repay
debt quickly from divestments of assets and sales of
development property.
In managing the interest rate profile, we take into account
the interest rate outlook, expected cash flow generated
from our business operations, holding period of long-term
investments and any acquisition and divestment plans.
We make use of interest rate derivatives for the purpose
of hedging interest rate risks and managing our portfolio
of fixed and floating rate borrowings. We do not engage in
trading of interest rate derivatives. Our total interest rate
derivatives and the mark-to-market values as at
30 September 2018 are disclosed in the financial
statements in Note 21.
Gearing and interest cover
We aim to keep our net gearing to equity ratio between
80% and 100% in the medium term. As at 30 September
2018, this ratio was 84.4%. Net interest expense for the
year amounted to $280 million, which excludes $79
million that was capitalised as cost of development
properties held for sale and $33 million that was
capitalised as cost of investment properties under
construction. The net interest2 cover3 was at five times.
Foreign exchange risks and derivatives
We have exposure to foreign exchange risks arising from
normal development and investment activities. Where
exposures are certain, it is the Group’s policy to hedge
these risks as they arise. We use foreign currency forward
contracts and certain currency derivatives to manage
these foreign exchange risks. In order to have a natural
hedge, where possible, we will fund foreign currency
assets with debt in the same currency.
We do not engage in trading of foreign exchange and
foreign exchange derivatives.
We use foreign exchange contracts and derivatives
solely for hedging actual underlying foreign exchange
requirements in accordance with hedging limits set
by the Audit Committee and FPL’s Board of Directors
under the Group’s Treasury Policy. These policies are
reviewed regularly by the Audit Committee and Executive
Committee to ensure that our policies and guidelines
are in line with our foreign exchange risk management
objectives.
Our foreign exchange contracts and derivatives and the
mark-to-market values as at 30 September 2018 are
disclosed in the financial statements in Note 21.
2
3
Net interest in the profit statement excluding mark to market adjustments on interest rate derivatives and capitalised interest
Net interest cover: Profit before interest, fair value change, taxation and exceptional items / net interest expense
Annual Report 2018 | 91
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Contents
95
96
97
98
100
102
106
112
122
136
About this Report
Board Statement
Sustainability Framework
The Year at A Glance
Managing Sustainability
Materiality Assessment
Acting Progressively
Consuming Responsibly
Focusing on People
GRI Index
Sustainability Report
About
this
Report
This is our fourth consolidated Sustainability Report that summarises the
sustainability practices and performance of Frasers Property Limited (the
Group) for the period of 1 October 2017 to 30 September 2018 (FY18).
This report has been prepared in accordance with the sustainability
reporting requirements of the SGX-ST Listing Manual (Rules 711A and 711B),
as well as the Global Reporting Initiative (GRI) Standards: Core option.
We have also included consideration of the GRI G4 Construction and Real
Estate Sector Disclosures in preparation of this report.
Report scope
We have included activities and performance of our key business units1
and our listed trusts2 in this report. This covers our significant locations of
operations which are Singapore, Australia, China and the United Kingdom (UK).
Data disclosed covers the above scope, unless otherwise stated, for assets
that we own and/or manage, over which we have operational control.
As we have influence over our Singapore and Australia development sites,
we have included health and safety data of our principal contractors’
employees working at these sites.
Feedback
We seek to continuously improve our sustainability performance and your
feedback is vital to us. Please write to:
Dr Pang Chin Hong,
Vice President, Group Sustainability &
Chairman, FPL Sustainability Working Committee
Frasers Property Limited
Email: sustainability@frasersproperty.com
1
2
Frasers Property Singapore, Frasers Hospitality, Frasers Property Australia, Frasers Property China,
Frasers Centrepoint Asset Management Ltd, Frasers Commercial Asset Management Ltd, Frasers
Hospitality Asset Management Pte. Ltd, Frasers Logistics & Industrial Asset Management Pte Ltd.
Frasers Centrepoint Trust (FCT), Frasers Commercial Trust (FCOT), Frasers Logistics & Industrial
Trust (FLT) and Frasers Hospitality Trust (FHT)
Annual Report 2018 | 95
At Frasers Property, we believe our business goes beyond the integrated
portfolio and services we provide across the property value chain; it is
also about building communities. As a multi-national business operating
across five asset classes - residential, retail, commercial and business parks,
logistics and industrial properties, and hospitality - we are committed to
meeting the changing needs of individuals, businesses and communities by
bringing the right expertise and value to the table.
Our unifying idea, ‘experience matters’, is at the core of everything we do.
Our customers’ experience matters and our experience matters. Our values
of being collaborative, respectful, progressive and real are the building
blocks of our culture. They unify us and drive our actions as we live out
‘experience matters’.
And in line with our unifying idea and values, sustainability is a key
consideration in every aspect of our business. We safeguard the well-being
of our people by celebrating their diversity and supporting their
professional and personal development.
Strategic considerations and actions for sustainability also comprehensively
elevate the resilience of our portfolio and business. By focusing on our
customers’ needs, we gain valuable insights that guide our products and
services, helping us create sustainable value for our stakeholders. To ensure
our offering remains relevant, we developed a Sustainability Framework in
FY18, which sets out our sustainability priorities as a Group till 2030.
We are supported by the Sustainability Steering Committee (SSC) and
Sustainability Working Committee (SWC) as we integrate sustainability
into the way we do business. The SSC and SWC comprise top and senior
management of various business functions, including our listed REITs. We
work together to determine, manage and communicate sustainability risks
and opportunities relevant to our business. We also jointly oversee the
implementation of the Sustainability Framework going forward.
We look forward to sharing our progress with you.
Board of Directors
Frasers Property Limited
Sustainability Report
Board
Statement
96 | Frasers Property Limited
Sustainability
Framework
Our Sustainability Framework sets out our sustainability priorities as a Group
through to 2030. The Framework is driven by three pillars, namely Acting
Progressively, Consuming Responsibly and Focusing on People. These three
pillars form a multi-disciplinary approach that recognises 13 corresponding
Environment, Social and Governance (ESG) focus areas. The Sustainability
Framework also provides common ground upon which we will direct our
efforts to manage and deliver our sustainability priorities across the value
chain, while providing individual business units and listed REITs with sufficient
flexibility to develop and implement strategies and action plans tailored to
their business model, operations and plans. In FY19, key business units and
listed REITs will review their practices, policies, performance and targets in
relation to the ESG focus areas in the Sustainability Framework which they
identify as relevant to them.
FRAMEWORK
Acting Progressively
Consuming Responsibly
Focusing on People
FOCUS AREAS
Innovation
Fostering an innovation culture
that creates value and strengthens
our competitive edge
Materials & Supply Chain
Achieving the sustainable
management and efficient use of
material along the supply chain
Community Connectedness
Considering social value principles
for communities
Resilient Properties
Strengthening the resilience and
climate adaptive capacity
Risk-based Management
Comprehensive assessment to
address environment, health
and safety risks
Responsible Investment
Incorporating social, environment
and governance criteria in the
evaluation process
Biodiversity
Enhancing the environment
and ecosystem through our
developments
Health & Well-being
Ensuring healthy and balanced
work and community
environments
Energy & Carbon
Increasing substantially energy
efficiency and renewable
energy used
Waste
Reducing substantially waste
generation through prevention,
reduction, recycling and reuse
Water
Increasing substantially water
efficiency and the recycling and
safe reuse of water discharged
Diversity & Inclusion
Empowering and promoting the
social inclusion of all, irrespective
of age, sex, disability, race,
ethnicity, origin, religion or
economic or other status
Skills & Leadership
Developing skills and leadership
programmes that support
productive activities, creativity
and innovation to deliver
high-value products and services
Annual Report 2018 | 97
Sustainability Report
The Year at
A Glance
98 | Frasers Property Limited
Established
Frasers Property Group
Sustainability Framework
which is driven by
three pillars:
• Acting Progressively
• Consuming Responsibly
• Focusing on People
Frasers Property raised
Singapore’s and
Southeast Asia’s first
syndicated green loan
worth $1.2 billion
under the Green Loan
Principles
Frasers Property Australia
(FPA) was named one of 11
businesses in the world
to sign up for the Net
Zero Carbon Buildings
Commitment
launched by the World
Green Building Council
Frasers Property Singapore
(FPS) won the BCA Green
Mark Champion
Award and
Frasers Tower
is certified Green
Mark Platinum
Frasers Property invested in
JustCo to develop a
co-working platform
in Asia
Established Frasers Property
Learning Academy
dedicated to staff learning
and development
Frasers Logistics &
Industrial Trust (FLT) & FPA
led across the board in
GRESB 2018, with FLT ranking
1st in the Real Estate Industrial
category, and FPA
ranking 2nd in the
Global Developer
category
FPA launched Reconciliation
Action Plan to design
communities that are inclusive
of Australia’s Aboriginal and
Torres Strait Island peoples
Global staff participated
in inaugural Frasers
Property Global Eco and
Wellness
Challenges
Annual Report 2018 | 99
Sustainability Report
Managing
Sustainability
With our belief that experience matters at every moment, we are committed
to creating properties and offering services that will generate sustainable
value for our business and our stakeholders. We do this by adapting and
responding to changing dynamics in the real estate industry as well as
sentiments within our communities.
Sustainability governance
Frasers Property’s sustainability agenda is determined by the SSC, which is
chaired by our Group Chief Executive Officer, Panote Sirivadhanabhakdi, and
includes our Group Chief Corporate Officer, Group Chief Financial Officer, Group
Chief Human Resources Officer, Group Chief Investment Officer, Chief Strategy
& Planning Officer and the CEOs of all our strategic business units. The SSC
meets to review the Group’s sustainability priorities and performance. In FY18,
the SSC validated the Group’s Sustainability Framework, which sets out our
corporate sustainability agenda through to 2030.
The SWC is responsible for realising the corporate sustainability agenda.
Composed of middle and senior management from key business units and
the listed REITs, the SWC implements action plans, monitors progress made
and communicates our sustainability performance to our stakeholders. Going
forward, the SWC will be reporting on our progress in the implementation of
the Sustainability Framework.
Stakeholder engagement
A diverse mix of stakeholders are involved in our activities across the entire
property value chain. We proactively engage our stakeholders to better
understand their expectations, address their concerns and enhance our
sustainability performance through collaboration.
Development
• Land acquisition
• Design &
planning
• Construction
• Project
management
Investment
• Property
acquisition
• Asset
management
Operations
• Leasing
• Property
management
• Customer service
Sales &
Transaction
• Property sales
• Capital
management
• Divestment of
non-core/
mature assets
100 | Frasers Property Limited
We communicate and engage our stakeholders through different methods and channels, as shown below.
Key Stakeholders
Key Topics of Concern
Mode of Engagement
Contractors / consultants /
suppliers
• Health and safety
• Safety briefings,
exercises and
declarations
Frequency of Engagement
and FY18 Highlights
• Daily, weekly and
monthly safety
briefings, exercises and
declarations conducted
at our development sites
Customers
Employees
• Customer service
• In FY18, 500,000
• Customer satisfaction
• Quality of facilities and
services
• Health and safety
counters
• Customer care and
rewards programme
• Surveys and feedback
channels
• Career development
• Employee engagement
• Staff bonding
• Health and safety
• Impacts on the
environment and society
• Training programme
• Surveys and feedback
channels
• Team building activities
• Environmental and
Health & Safety
awareness activities
Investment community
• Financial results
• Business performance
and outlook
• Corporate governance
• Results briefings
• Annual General Meeting
• Investor conferences
• ESG surveys
Local community
• Community investment
• Impact on the
environment and society
• Feedback channels
• Staff involvement in
local communities
• Community
Development initiatives
Regulators /
Non-Governmental
Organisations (NGOs)
• Regulatory compliance
• Corporate governance
• Industry trends and
standards
• Participation in NGOs
• Surveys and focus
groups
customers engaged
through rewards
programme in Singapore
• Surveys conducted for
tenants, homebuyers and
guests – results on pg 131
• In FY18, 248,169 hours of
training was completed
• Annually, 100% of staff
received appraisal reviews
• Staff engaged in annual
global Frasers Property
Environment and Health
& Safety Months
• Half-yearly briefings
• Annually for AGM
• 14 investor meetings &
conferences held in FY18
• FPA & FLT’s participation
in 2018 GRESB Real
Estate Assessment
• FPA’s inaugural
participation in 2018
GRESB Developer
Assessment
• Close to 130 community
development initiatives
implemented in FY18
• Over 2,600 man-hours
volunteered
• Over $1 million
contributed to
community investment
• Participation in Company
of Good by National
Volunteer & Philanthropy
Centre, Australia
Property Industry
Foundation, Singapore
Security Tripartite Cluster
in FY18
Annual Report 2018 | 101
Sustainability Report
Materiality
Assessment
To refresh and validate our first materiality assessment conducted in 2015
guided by GRI Reporting Principles and AA1000 Principles, we engaged our
employees, contractors and suppliers, customers and tenants, and investment
community in 2018 to gather their feedback on the sustainability issues most
important to them.
This year, responses from our stakeholders were mostly in line with our
existing material factors. We will continue to review and assess these material
factors to ensure relevance to our business activities, stakeholders interests,
and the ESG focus areas set out in our Sustainability Framework.
FPL Sustainability
Framework Pillars
Material
Factors
Materiality to FPL
Economic
performance1
Sound economic performance is the cornerstone to sustainability of our
business. Our financial success directly impacts our ability to operate and
contribute to society.
Environmental
compliance
Compliance with relevant environmental laws and regulations is critical to
our development activities.
Acting
progressively
Consuming
responsibly
Anti-corruption We must maintain high standards of integrity and accountability to earn the
GRI 205: Anti-corruption 2016
trust of our stakeholders.
Ethical
marketing
We believe buying property is more than just a transaction. We ensure that
our communications and marketing practices are responsible to cultivate
long-lasting, positive relationships with our customers.
Energy
management
Energy consumption in the building sector is one of the largest sources of
energy usage around the world. We recognise its importance to building
operations and proactively manage our energy consumption.
Water
management
Water is a scarce resource. We strive to conserve water whenever possible to
reduce unnecessary usage and wastage.
Staff
retention and
development
A progressive leadership team and a dedicated, well-developed workforce
empowered to innovate are central to our success.
Labour /
management
relations
Our employees are the foundation of our success. We believe that
maintaining effective two-way communications with our employees is key to
fostering a collaborative and progressive culture.
Focusing on
people
Health and
safety
We are mindful that our business operations may be vulnerable to health
and safety incidents. Ensuring that our employees and contractors, who are
at the heart of our operations, have a safe working environment is our top
priority.
Local
communities
We have the potential to create significant positive impacts in the
communities that we operate in through our properties. We endeavour to run
a business that responds to our communities’ needs.
1
Please refer to our annual report for further details.
102 | Frasers Property Limited
Material Factor Boundaries
Suppliers/
Customers/
NGOs/ Local
Corresponding Topic-specific
FPL
Contractors
tenants
Communities
GRI Standards
Relevant SDGs
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
GRI 201:
Economic Performance 2016
GRI 307: Environmental
Compliance 2016
GRI 417: Marketing and
Labelling 2016
GRI 302: Energy 2016
GRI 305: Emissions 2016
GRI 303: Water 2016
GRI 401: Employment 2016
GRI 404: Training and
Education 2016
GRI 402: Labour/Management
Relations 2016
GRI 403: Occupational Health
and Safety 2016
GRI 413:
Local Communities 2016
•
As a signatory to the United Nations Global Compact (UNGC), we have identified
the Sustainable Development Goals (SDGs) relevant to our business operations
to support and contribute to the global sustainable development agenda.
For each material factor, the table below shows where significant impacts
occur and where we have caused or contributed to the impacts through our
business relationships:
FPL Sustainability
Material
Framework Pillars
Factors
Materiality to FPL
Material Factor Boundaries
FPL
Suppliers/
Contractors
Customers/
tenants
NGOs/ Local
Communities
Corresponding Topic-specific
GRI Standards
Relevant SDGs
Acting
progressively
Consuming
responsibly
Focusing on
people
Economic
Sound economic performance is the cornerstone to sustainability of our
performance1
business. Our financial success directly impacts our ability to operate and
contribute to society.
Environmental
Compliance with relevant environmental laws and regulations is critical to
compliance
our development activities.
Anti-corruption We must maintain high standards of integrity and accountability to earn the
trust of our stakeholders.
Ethical
marketing
We believe buying property is more than just a transaction. We ensure that
our communications and marketing practices are responsible to cultivate
long-lasting, positive relationships with our customers.
Energy
Energy consumption in the building sector is one of the largest sources of
management
energy usage around the world. We recognise its importance to building
operations and proactively manage our energy consumption.
Water
Water is a scarce resource. We strive to conserve water whenever possible to
management
reduce unnecessary usage and wastage.
Staff
A progressive leadership team and a dedicated, well-developed workforce
retention and
empowered to innovate are central to our success.
development
Labour /
Our employees are the foundation of our success. We believe that
management
maintaining effective two-way communications with our employees is key to
relations
fostering a collaborative and progressive culture.
Health and
We are mindful that our business operations may be vulnerable to health
safety
and safety incidents. Ensuring that our employees and contractors, who are
at the heart of our operations, have a safe working environment is our top
priority.
Local
We have the potential to create significant positive impacts in the
communities
communities that we operate in through our properties. We endeavour to run
a business that responds to our communities’ needs.
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
GRI 201:
Economic Performance 2016
GRI 307: Environmental
Compliance 2016
GRI 205: Anti-corruption 2016
GRI 417: Marketing and
Labelling 2016
GRI 302: Energy 2016
GRI 305: Emissions 2016
GRI 303: Water 2016
GRI 401: Employment 2016
GRI 404: Training and
Education 2016
GRI 402: Labour/Management
Relations 2016
GRI 403: Occupational Health
and Safety 2016
GRI 413:
Local Communities 2016
•
Annual Report 2018 | 103
Frasers Tower | Singapore
“We are honoured to partner Frasers Property
to raise its inaugural $1.2 billion green loan to
refinance the development of Frasers Tower,
a Green Mark Platinum Premium Grade A
office building in Singapore. In so doing, they
have led the way for other companies to adopt
green financing options to support their own
environmental commitments.”
Gerrit Stoelinga, Regional Head,
ING Wholesale Banking, Asia Pacific
Sustainability Report
Acting
Progressively
Upholding corporate integrity
Good governance serves as an indispensable foundation upon which we can
evolve and innovate as a business. We have established corporate policies
to ensure we maintain the highest standards of integrity, accountability and
governance in our daily operations.
We believe a progressive
and innovative mindset
is vital to business
sustainability. We
incorporate innovative
solutions and sustainability
criteria into the way we
manage our portfolio to
strengthen our resilience
and competitive edge as
a business.
Since 2016, we
have been a
signatory to the
UNGC, the world’s
largest corporate
sustainability
initiative and we are commited to
ten principles across the areas of
human rights, labour, environment
and anti-corruption.
• Code of Business Conduct
• Whistle-blowing Policy
• Anti-bribery Policy
• Policy for Disclosure and Approval of Purchase of Property Projects
• Competition Act Compliance Manual
• Personal Data Protection Act Policy
• Environment, Health and Safety Policy
In addition to abiding to our corporate policies, we adopt the following
practices to ensure our compliance with laws and regulations in the following
areas:
e
Corruption
and fraud
• Adhere to the Code of Corporate Governance 2012
• Conduct due diligence checks in respect of Anti-
Money Laundering and Counter Financing of
Terrorism for all customers who are interested in
purchasing or leasing a property from us
Environment,
health &
safety
• Implement ISO 14001 (Environment) and
ISO 50001 (Energy) Management Systems
across key business units
• Adopt OHSAS 18001 and AS/NZS 4801
Occupational Health & Safety Management
System
Marketing
communications
• Adhere to the Singapore Code of Advertising
Practice, Urban Redevelopment Authority of
Singapore’s (URA) Housing Developers Rules and
Housing Developers (Show Unit) Rules 2015 for all
advertising materials, including unit rendering and
show units
To monitor the effectiveness of our risk management, control and governance
processes, internal audits are conducted across the Group. Our Group Internal
Audit Head reports directly to the Chairman of the Audit Committee to ensure
the independence of the internal audits conducted. For further details, please
refer to pages 145-171 of the Corporate Governance Report.
106 | Frasers Property Limited
In FY18, there were:
• No substantiated cases with regards to bribery and corruption
• No substantiated cases following two complaints received through whistleblowing channels
• No incidents of non-compliance with regulations and industry codes concerning marketing communications for
which fines were issued
• Three cases of environmental breach by contractors working on our development sites that resulted in one stop-work
order, a restrictive manpower hiring order and fines totalling $372,000 to the contractors
• Two cases of safety breach which resulted in one stop-work order in a development site, and a fine of £132,387 for a
hotel in the UK under management
We have since taken extra measures together with our contractors to minimise further incidents.
Affiliation with Industry Bodies
We believe we can play a role in encouraging and driving sustainability in the real estate sector. Frasers Property
therefore actively participates in and engages with various industry bodies.
Industry Body
Representative from Frasers Property
Green Building Council of Australia
Rod Fehring, Chairman of Board
Global Real Estate Sustainability Benchmark
(GRESB)
Marine Calmettes, Member of Australia Regional Real Estate
Benchmark Committee
Livable Housing Australia
Simone Dyer, Advisory Board Member
Living Future Institute of Australia
Paolo Bevilacqua, Chair of Board
Real Estate Developers’ Association of Singapore
Panote Sirivadhanabhakdi, Management Committee
Real Estate Investment Trust Association of
Singapore
Low Chee Wah, Vice President
Eu Chin Fen, Member of Regulatory Subcommittee
Singapore Green Building Council
Pang Chin Hong, Board Member
Singapore Hotel Association
Eu Chin Fen, Board Member
Singapore Quality Award, Enterprise Singapore
Choe Peng Sum, Governing Council Member
Urban Development Institute of Australia
Cameron Jackson, Vice President and Councillor, NSW
Jill Lim, Secretary and Councillor, Victoria
Cameron Leggatt, Queensland Member of the Board of Directors
Endorsement and Participation in Sustainability Initiatives
We endorse and participate in the following external initiatives to align our business with the global sustainability
trends, which allows us to proactively identify and implement best business practices.
• A signatory to the United Nations Global Compact (UNGC) and pledged to its 10 principles
• The Global Real Estate Sustainability Benchmark (GRESB)
• Paris Agreement of the United Nations Framework Convention on Climate Change (UNFCCC)
• Tripartite Guidelines on Fair Employment Practices (TAFEP)
• Net Zero Carbon Buildings Commitment of World Green Building Council
Annual Report 2018 | 107
Sustainability Report
Acting Progressively
Innovating the way we do business
We aim to strengthen the resilience and performance of our portfolio and business through innovation thereby
enhancing our customers’ and tenants’ experiences.
Investing in collaborative communities
The advent of the sharing economy has changed the way office space is designed, leased,
used and operated today. In response to the ever-evolving needs towards office space, Frasers
Property has partnered with GIC, Singapore’s sovereign wealth fund and JustCo, one of Asia’s
leading co-working space providers to develop a co-working space network in Southeast Asia.
The joint investment of US$176.9 million ($241.6 million) will enable JustCo to expand its
presence in Asia, as well as enhance technology solutions and service offerings in its co-working
space. We believe the combination of thoughtful design, curated service offerings and smart-
office technology, can transform office buildings into inspiring, collaborative workspaces that
enhance our workplace communities.
Financing of sustainable
building with green loan
In September 2018,
we raised Singapore’s
and Southeast Asia’s
first syndicated secured
green loan under the Green Loan Principles1 to refinance existing
loans relating to the development of Frasers Tower, a Green Mark
Platinum Award office tower. The $1.2 billion five-year term green
loan meets the eligibility criteria set for green commercial buildings
as well as reporting the use and impact of the proceeds following
the Green Loan Framework. This is a testament to the attractiveness
of our property’s value proposition and financial institutions’
growing interest in supporting projects that are environmentally-
friendly.
Climate adaptation plans
FPA aims to develop Climate Adaptation
Plans (CAP) across all future developments
to manage climate adaptation and
resilience concerns where appropriate. We
acknowledge the impacts that extreme
weather and climate change may have
on our assets and that addressing climate
change is a responsibility to our key
stakeholders. The CAPs outline the climate
risks likely to impact the developments,
how we have assessed these risks and how
we will address the priority risks. This will
allow FPA to build resilience into the assets
and communities in which we operate.
1
The Green Loan Principles were launched by Loan Market Association and Asia
Pacific Loan Market Association in March 2018. The Green Loan Principles set
out a clear framework to promote integrity in the development of the green loan
market and define the characteristics of a green loan.
108 | Frasers Property Limited
Committing to net zero carbon
buildings
FPA has joined the first global Net
Zero Carbon Buildings Commitment,
officially launched by the World Green
Building Council as part of the Global
Climate Action Summit in September
2018. We are one of the 37 founding
signatories, comprising 11 businesses,
22 cities and four states and regions,
to commit to eliminating 244 million
tonnes of carbon emissions equivalent
by 2030. As part of the Commitment,
every new building created by FPA
must operate at net zero carbon from
2030, and all existing buildings must
operate at net zero carbon by 2050.
Enabling our customers to purchase renewable energy
Real Utilities is an energy company set up by FPA that
provides cheaper and greener energy to selected Frasers
Property retail and residential developments in Australia
through embedded networks. These networks allow tenants
to take advantage of energy efficient or renewable energy
technology in our buildings. Real Utilities uses a combination
of renewable energy sources and carbon offsets and is
independently certified carbon neutral under the National
Carbon Offset Standard. We also benchmark our gas and
electricity rates twice a year against the three biggest
energy retailers in the developments’ region, keeping prices
low for our customers all year round. We have already
begun the service at the Tailor’s Walk community in Botany
in Sydney, where 320 customers have signed up with Real
Utilities. We target to extend this service to 7,000 customers
in other communities by 2025.
Enhancing experiences through digital solutions
In FY18, FPS launched the ‘Go-digital’ Programme with the aim
of developing digital solutions that deliver more convenient
and better experiences for our customers and tenants. As part
of the programme, a new multi-feature app ‘Frasers Experience’
was introduced. Designed to heighten the consumer experience,
this cross-divisional app can be used across all Frasers retail,
commercial, and residential properties. The phase one launch
of our revamped rewards app includes the exclusive digital F&B
concierge service, Makan Master, where customers can reserve
a table at partnering F&B outlets across our properties. In phase
two of the app, which will be launched in 2019, customers can
also enjoy the convenience of pre-ordering their meals through
Makan Master. Another feature of the ‘Frasers Experience’ app
is Digital Gift Cards, which were introduced as part of our drive
towards realising mobile-first customer experiences at our stores.
By scanning the member’s QR code, stores were able to accept
Frasers Property gift cards as a form of payment, while according
reward points to members at the same time.
Annual Report 2018 | 109
Waterway Point | Singapore
“Frasers Property has demonstrated strong
commitment towards environmental
sustainability. In recognition of its long-standing
contribution to building a sustainable city,
with more than 20 Green Mark-rated
developments since 2006, BCA has awarded
them the BCA Green Mark Champion award in
2018. We look forward to working together with
Frasers Property to push the envelope through
more BCA initiatives.”
Ang Kian Seng, Group Director, Environmental Sustainability
Building and Construction Authority, Singapore
Sustainability Report
Consuming
Responsibly
As our operations span
the property value chain,
we are mindful of the
resources required to
support our business
activities. To ensure the
sustainability of the
environment we operate
in, we work to decrease
our own environmental
footprint. We also engage
with our business partners,
tenants, and customers to
join us in doing so.
Conserving energy
We continually look for opportunities to reduce the environmental impact of
our operations.
In FY18, we completed LED lighting upgrades for 21% of our Australia
portfolio by net lettable area. The total percentage of our properties in
Australia with LED lighting is 67%. To date, FPA has installed 5.6MW of solar
photovoltaic cells on their building rooftops with another 8.1MW in the
pipeline.
In Singapore, we added green features to Northpoint City South Wing, such
as lush greenery, low emissivity double-glazed glass, highly efficient air
conditioning and lighting system, and sensors in the stairway which helped
the mall achieve the Green Mark GoldPLUS rating.
Our Singapore Office Building Management is certified ISO 14001
(Environmental Management) and ISO 50001 (Energy Management). In
FY18, Frasers Hospitality started to implement an EHS Management System
conforming to ISO 14001 and ISO 45001 (Occupational Health & Safety) in its
Singapore properties.
FY18 performance
The Group’s overall energy intensity reduced to 111 kWh/m2 in FY18, as
compared to last year. In tandem, the Group’s carbon footprint (greenhouse
gas (GHG) intensity) decreased by 1.2% year-on-year to 63.6kg of CO2
equivalent (CO2e/m2).
Electricity consumption (GWh)
Energy intensity (kWh/m2)
265
259
295
300
250
200
150
100
50
0
250
200
150
100
50
0
116
112
111
FY16
FY17
FY18
FY16
FY17
FY18
GHG emissions (‘000 tonnes of CO2e)
GHG intensity (kg CO2e/m2)
146
145
200
150
100
50
0
174
100
80
60
40
20
0
64.7
64.4
63.6
FY16
FY17
FY18
FY16
FY17
FY18
Singapore Office | Australia Office | Singapore Retail
Hospitality | UK Business Park
Singapore Office | Australia Office | Singapore Retail
Hospitality | Group
Refer to Notes, page 139 for energy reporting scope
112 | Frasers Property Limited
Green portfolio
In Singapore, Frasers Property has received a total of 30
Green Mark certifications1 to date, of which three are
Platinum, eight are GoldPLUS, 14 are Gold, and five are
Certified. Our latest projects, Frasers Tower and Seaside
Residences have garnered the Platinum and GoldPLUS
awards, respectively.
In Australia, we have the highest rated Industrial Green
Star Performance2 portfolio with 64 Green Star-rated
Industrial properties. We have set the requirement for
all our new offices, retail and industrial developments to
achieve a minimum 5 Star Green Star Design & As Built
rating. This year, our industrial property in Yatala achieved
the first 6 Star Green Star Design & As Built rating for an
industrial facility in Queensland.
Number of Green Mark certifications
Number of Green Star ratings
29
30
25
26
21
22
19
35
30
25
20
15
10
5
0
14
8
8
140
120
100
80
60
40
20
0
1
1
2
9
12
5
130
105
83
76
2009 2010 2011 2012 2013 2014 2015 2016 2017 2018
2009 2010 2011 2012 2013 2014 2015 2016 2017 2018
Office | Retail | Residential
Industrial | Retail | Corporate | Office
Developments (Residential, Commercial & Industrial)
FPS accorded the BCA Green
Mark Champion Award
FPS was accorded the BCA
Green Mark Champion Award
in 2018 for our achievement in
obtaining a substantial number
of Green Mark buildings at
Gold level and higher. FPS has
received a total of 30 Green
Mark awards thus far.
FLT and FPA recognised by GRESB for sustainability excellence
FPA placed in top 90th percentile
by GRESB in the 2018 Real Estate
Assessment out of 875 global
participants
• Ranked 2nd for Diversified
Office Industrial, Asia Pacific
category
• Ranked 3rd for Diversified
Office Industrial, Global (non
listed) category
• Ranked 1st for Health & Well-
being module out of all 282
global participants
FLT recognised as Global Leader
for Industrial by Global Real Estate
Sustainability Benchmark (GRESB) in
the 2018 Real Estate Assessment
• Ranked 1st for Industrial, Global
(listed) category
• Ranked 1st for Industrial, Australia
(indirectly managed) category
• Ranked 1st in the Health and Well-
being category amongst global
industrial participants
FPA recognised as Global Leader for
Developer Residential by GRESB in the
2018 Developer Assessment
• Ranked 1st for Developer
Residential, Global (non-listed)
category
• Ranked 1st for Developer
Residential, Asia Pacific category
• Ranked 2nd for Developer, Global
category
1
2
Green Mark certifications are awarded by the Building and Construction Authority of Singapore (BCA), which evaluate the overall environmental design and
performance of buildings in the real estate market. It is categorised in four levels: Green Mark Platinum, Green Mark GoldPLUS, Green Mark Gold and Green
Mark Certified
Green Star Performance ratings are awarded by the Green Building Council of Australia (GBCA), which assess properties against nine key performance
criteria – management, indoor environment quality, energy, transport, water, materials, land use and ecology, emissions and innovation.
Annual Report 2018 | 113
Sustainability Report
Consuming Responsibly
Saving water
We work towards reducing our consumption of the scarce
resource and increasing our water efficiency by installing
water-saving equipment, participating in water-saving
schemes and conducting water efficiency audits for
our properties.
FY18 Performance
Overall, we note a decrease in water intensity across our
asset portfolio by 0.7% year-on-year in FY18. This was
mainly due to an improvement of water efficiency in
our Singapore Retail portfolio and lower occupancies at
Alexandra Techopark in Singapore.
Collective efforts from the ground
We are proud that our operational staff also took it
upon themselves to contribute towards our water-
saving efforts. One such initiative took place at Fraser
Place Kuala Lumpur, where our staff repurposed 15
units of old water heater tanks and paint containers to
collect rainwater for the cleaning of the property.
Concerted efforts have been made to install water-saving
and water-recycling features at many of our properties.
They include:
• Certified water-efficient fittings and appliances,
including tap-flow restrictors/regulators, low-flush
water, and waterless urinal systems
• On-site rainwater storage tanks, where rainwater
is collected and used for non-portable applications,
such as irrigation, washing, water features and cooling
towers
• Efficient irrigation systems, such as under mulch drip
irrigation systems and irrigation systems with rain
sensors
• Water treatment systems that reduce water refill
frequency of cooling towers
• Use of NEWater and air handling unit condensate for
non-potable purposes
In recognition of our efforts to install water-efficient
fittings in our properties, 89% of our commercial
properties in Singapore have achieved the Public Utilities
Board Water Efficient Building Certification in FY18.
We have also proactively completed water efficiency
audits for three Australian logistics and industrial
properties in FY18. A breakdown of water consumption at
these properties, recommendations on water efficiency
improvement projects and their estimated water- and
cost-saving benefits, were presented in the audit reports.
Water Consumption (mil m3)
Water Intensity (m3/m2)
4
3
2
1
0
2.77
3.18
3.41
3.00
2.00
1.00
0
1.31
1.34
1.33
FY16
FY17
FY18
FY16
FY17
FY18
Singapore Office | Australia Office | Singapore Retail
Hospitality | UK Business Park
Singapore Office | Australia Office | Singapore Retail
Hospitality | Group
Refer to Notes, page 139 for water reporting scope
114 | Frasers Property Limited
Reducing waste
Frasers Property recognises the role that we play as
a property owner and manager in reducing our own,
our customers’ and tenants’ waste generation. We
encourage waste reduction through infrastructural
support and awareness raising. In Singapore’s office
buildings, educational green talks, guides and posters
promoting resource conservation and recycling are
distributed to staff and tenants. Recycling and food
waste bins are also conveniently placed at prominent
areas to encourage recycling.
In FY18, 20,109 tonnes of waste were generated from 17
commercial properties in Singapore. The waste intensity is
32.1kg/m2 this year, a 4.8% decrease from last year.
Incentivising recycling in malls
In collaboration with food and beverage company, F&N,
supermarket chain, NTUC FairPrice and supplier of the
reverse vending machine, Incon Green Singapore, FPS
has installed reverse vending machines (RVMs) at two of
our shopping malls, Waterway Point and YewTee Point.
Customers can recycle simply by inserting an aluminum
can or plastic bottle into the machine. With every five
bottles or cans deposited, a customer can claim a F&N
product discount coupon. The machine encourages
customers to recycle by providing a convenient location
and incentives for recycling.
Since the installation of the RVMs in January 2018, till
September 2018, a total of 34,786 bottles and cans have
been collected from 14,654 patrons.
Reduce, reuse, recycle
In our corporate offices, we encourage our employees
to reduce the amount of paper used through default
setting of all printers to double-sided printing and
discouraging printing. A total of 5,239 reams of A4
paper and equivalent were used in FY18. All paper
procured are certified with FSC (Forest Stewardship
Certification), PEFC (Programme for the Endorsement
of Forest Certification) or SGLS (Singapore Green
Label Scheme). We also provide bins at our
properties to encourage guests and tenants to
recycle their waste.
In addition to reducing waste production in our
day-to-day operations, we make a conscious effort
to do so at the development stage. At FPA, we have
developed an operational waste management plan,
and have achieved one of the first NABERS Waste
ratings. We have also achieved a recycling rate of
94% across our development business.
E-waste recycling in malls and offices
In partnership with StarHub’s REcycling Nation’s
Electronic Waste (RENEW) Programme, we have
placed RENEW bins in all our malls and offices
to encourage our tenants and visitors to recycle
electronic waste (e-waste). The registered collector
is notified when the bins are full. Thereafter, the
disposed materials are broken down into smaller
pieces, where the metals are extracted and melted
down for other uses. In FY18, 10,136 kg of e-waste
was collected from 15 commercial properties.
Annual Report 2018 | 115
Sustainability Report
Consuming Responsibly
Designing for the Future
A building’s sustainable design plays a key role not only in reducing the environmental impacts of our buildings but
also helps in adapting to the changing climate. We are committed to designing sustainable spaces that are innovative
and inspiring.
Building a sustainable community -
Burwood Brickworks development
FPA has set out an ambitious masterplan to transform the
former Brickworks site in Melbourne’s eastern suburbs
into one of Australia’s most sustainable communities
– including 700 homes and plans for the world’s most
sustainable shopping centre.
The Burwood Brickworks mixed-use community is being
designed to achieve a 6 Star Green Star Community
rating, with approximately 500 new trees to be dotted
throughout the civic plaza, open spaces, landscaped
reserves, neighbourhood parks and pedestrian greenways.
FPA is targeting 6 Star Green Star Design & As Built ratings
for Burwood Brickworks Shopping Centre, which will be
an Australian retail first, as well as aiming to make it the
first retail development in the world to achieve Living
Building Challenge certification, which includes targets
such as achieving net positive energy and water use and
net positive waste outcome.
Tenants of the shopping centre will be able to choose to
participate in the embedded energy network at Burwood
Brickworks, which will offer best-in-market rates for
use of the renewable electricity and thermal energy
generated on-site.
Provision has also been made for a 100-sq-m community
space to run programmes as well as annual open days
to educate the community on the unique sustainability
features of the shopping centre.
116 | Frasers Property Limited
One Bangkok: Sustainable and green design
One Bangkok aims to be the first LEED-Neighbourhood
Platinum Development (LEED-ND) development in
Thailand with towers built to LEED and WELL Platinum
standards, setting a new standard for green and
sustainable development for the country. LEED-ND
enhances the green certification concept beyond
individual buildings and applies to the development of
healthy and happy communities in the vicinity.
It applies key sustainability design principles in these
key areas:
• Energy management – 22% energy reduction with
district cooling
• Water management – on-site 100% recycled water,
rain water harvesting
• Safety & security – 24/7 monitoring with video
analytic and CCTV, Integrated fire, police and
ambulance response
• Smart living – universal WIFI connectivity,
community applications
In March 2018, One Bangkok officially opened a Green
Nursery, preserving existing mature trees onsite and
nurturing new native trees, which will be part of the
green public spaces in the development, forming
approximately 50% of the total land area for the project.
Fostering connected living - Ed.Square
FPA is currently developing Ed.Square, a mixed-use
community that targets to obtain a 6 Star Green
Star Community rating upon completion. It will be a
connected urban neighborhood comprising homes, a
retail precinct and a hotel.
Ed.Square is designed to foster community bonding. Ed’s
Town Square will provide dining destinations, shopping
and entertainment and a market place, where members
of the community can meet. The 100% walkable
community is equipped with an array of walking tracks,
cycle ways and pocket parks for the Ed.Square’s residents
to interact and effortlessly reach every corner of the
community.
Ed.Square is also built to be a green community. A 2.5MW
solar photovoltaics (PV) system, as well as geothermal
heating and cooling will be installed to address growing
urban heat island concerns in the region. An embedded
energy network will also be installed to distribute
carbon neutral power generated on-site to tenants and
residents. The community will also provide 20 car spaces
for electric vehicles.
Creating a smart and sustainable workplace -
Frasers Tower
Awarded the BCA Green Mark Platinum, tenants of
Frasers Tower enjoy maximum natural light with floor-
to-ceiling high glass windows, cooler surface thermal
comfort and low heat levels within the building.
Some of Frasers Tower’s environmentally friendly
features include:
• Energy-efficient fittings - double-glazed façade,
photocell sensors for typical office perimeter
lighting and motion sensors for toilet and staircase
lighting
• Water-efficient fittings - private meters linking
to Building Management System for water usage
monitoring and leak detection, automatic water
efficient irrigation system with rain sensor
• Sustainable materials use - Green Cement,
Recycled Concrete Aggregates and Washed Copper
Slag
• Green transportation options - secured bicycle
lots with end-of-trip facilities, electric vehicle
recharging stations, seamless connectivity to MRT
stations
Frasers Tower transforms the user experience
by offering spaces for recharging, relaxation and
vibrant lifestyle options. Unique to Frasers Tower are
four community zones for tenants to connect and
collaborate.
Tenants enjoy a progressive and scalable workspace
that can accommodate up to 300 people per floor.
The open office areas and inter-connecting floors
improve communication while allowing flexibility for
businesses to bring their unique culture and brand into
the building.
Annual Report 2018 | 117
Sustainability Report
Consuming Responsibly
Raising Awareness
As a prominent property brand, we recognise our
influence towards encouraging environment-friendly
behaviours amongst our building users goes beyond the
hardware. We have therefore launched various initiatives
throughout the year to raise awareness for environment-
friendly habits that we can adopt.
Inaugural Frasers Property Global Eco Challenge 2018
Environmental consciousness at Frasers Property goes
beyond merely achieving energy and water savings. An
incrementally important area of sustainable operations
for us is green procurement. What do we purchase and
who do we purchase from? Are these products sustainably
sourced? Every purchase we make is a chance to vote with
our wallet. In March 2018, we held our annual Frasers
Property Environment Month themed ‘Greening Our
Dollars’ to encourage all our colleagues to consider the
environmental impact of our purchases.
It is important to teach our future
generations that one simple gesture
can make a big difference. I am very
proud and enthusiastic to be part of a
company that inspires me every day to
be a better employee and better person
by promoting different activities not
only during the Environment Month but
throughout the year.
Alba Torrescasana, Revenue Manager,
Capri by Fraser Barcelona
During the month, we launched the inaugural Frasers
Property Eco Challenge to encourage all business
units and properties to take ownership of creating an
environment-friendly culture within their teams. Each
property conducted at least one activity related to the
theme for the challenge, and outstanding submissions
were selected as winning entries after evaluation by
senior management.
Fraser Suites New Delhi engaged a local organisation
to construct and install bamboo blinds at its restaurant
extension, encouraging continuation of the green craft
and providing local employment opportunities. Capri by
Fraser Barcelona donated a total of 181 old beds to lower
income families in the neighbourhood instead of throwing
them away. The Frasers Property Singapore’s commercial
team organised a charity garage sale to encourage
shoppers to purchase and reuse pre-loved items and
donated the proceeds to a children charity.
118 | Frasers Property Limited
Keeping natural spaces clean
For the past 10 years, FPA has been an active
participant of Business Clean Up Australia Day. Every
year, our staff come together to clean up spaces such
as parks and beaches in Sydney, Melbourne, Brisbane
and Perth. In FY18, 73 employees contributed a total
of 245 hours and collected a total of 75 bags of trash
in our clean-up efforts.
Educating the public on green buildings
Frasers Property is a supporting partner of the Singapore
Green Building Council (SGBC) Climate Action Campaign
2018. As SGBC’s first ever public engagement event,
the campaign aimed to urge the greater community
to be more aware of green buildings and how
sustainability can be a concrete climate action. Themed
‘Live.Work.Play.Green.’, it was organised in support of
Singapore’s Climate Action Year. For two months, eight
public buses advertising the campaign travelled across
Singapore, bringing nuggets of information about green
building features to the commuters. The public was also
offered a chance to win attractive prizes by participating
in a short quiz.
Schools Tree Day
Close to 100 FPA volunteers got their hands dirty
for Planet Ark’s annual initiative, Schools Tree Day.
Planet Ark is an Australian not-for-profit organisation
with a vision of a world where people live in balance
with nature.
We helped schools near FPA’s developments in
Sydney, Melbourne, Brisbane, and Perth to plant trees
and reinvent green spaces that connect the children
with nature. This is our tenth year participating in
Australia’s largest community tree planting and
nature care event.
Getting our tenants involved
The Singapore commercial building management
team collaborates with tenants to adopt environment-
friendly practices where possible. Educational
green talks, guides and posters promoting resource
conservation and recycling are distributed to staff
and tenants. Recycling, e-waste and food waste bins
are also conveniently placed at prominent areas to
encourage recycling.
Annual Report 2018 | 119
“With 75% of all mental illness having its onset
before the age of 24, we know we can make the
biggest impact by focusing on supporting young
people to develop the skills they need to thrive.
Our partnership with Frasers Property Australia
will allow us to reach children from
90 schools over three years. These children
will directly benefit from free access to our
mindfulness training programmes, helping them
build resilient and healthy minds from a young
age. We know by creating more well-rounded and
prepared individuals we will be able to create
healthier, more harmonious communities.”
Dr Addie Wootten, Chief Executive Officer, Smiling Mind
Sustainability Report
Focusing on
People
Our business viability relies
on our ability to respond
to our stakeholders’ needs
and expectations. We are
committed to supporting
the development and
enhancing the well-being
of our employees, tenants,
customers and communities
through our business
activities and community
investment initiatives.
Growing family at Frasers Property
People are at the heart of our business. We celebrate the diversity and
expertise our people bring and are committed to enabling their professional
and personal growth. We place emphasis on their career development,
welfare, health and safety to ensure that we attract and retain people with the
right experiences and expertise across the globe.
Frasers Property is committed to adopting fair employment practices and
principles to encourage diversity in our workforce. We are a signatory to the
Tripartite Guidelines in Fair Employment Practices in Singapore, and a member
of the Singapore National Employer Federation. All our employees are also
appraised on their performance through an open review process annually.
In FY18, our headcount grew by about 5.4% across the Group, due to our
continued expansion in Singapore and overseas markets such as China, the UK,
Europe and Thailand. Our hiring rate of 44.2% is higher than the turnover rate
(voluntary) of 33.6%. Due to the labour-intensive hotel/serviced apartment
industry that we are in, as well as the large number of non-executive staff,
the level of movement was significant. The hiring and turnover rates
(voluntary) were much lower for our Singapore operations at 22.3% and
16.5% respectively.
By Type (%)
By Gender (%)
By Age (%)
By Country (%)
Employee Profile (Permanent)
FY18
29
FY17
27
FY18
FY17
FY18
14
14
FY17
73
71
48
46
54 52
56
55
31 30
43
45
FY18
7
6
FY17
25
25
19
18
5
7
Executive | Non-Executive
Male | Female
< 30 years old | 30-49 years old
>50 years old
Singapore | Australia | China
EMEA | Others
Employee Type by Age (%)
Employee Type by Gender (%)
80
60
40
20
0
4.2
19.9
3.3
FY17
4.7
21.6
3.2
FY18
9.3
9.7
35.3
34.3
28.0
26.5
FY17
FY18
80
60
40
20
0
32.7
32.8
13.7
14.0
FY17
14.8
14.6
FY18
39.6
37.8
FY17
FY18
Executive
Non-Executive
Executive
Non-Executive
< 30 years old | 30-49 years old | >50 years old
Male | Female
122 | Frasers Property Limited
Celebrating experiences and diversity
To champion our belief that experience matters, the
Frasers Property Experience Ambassadors programme
has been designed to help make the scale and diversity
of our multi-national business real to our employees.
The programme offers employees the opportunity to
travel and experience life at another Frasers Property
Group office location for a week. Between December
2017 and April 2018, six chosen employees, Experience
Ambassadors, travelled to Singapore, Bangkok, Sydney,
Melbourne, London and Shanghai and then returned to
share their experiences with the rest of the Group.
The Experience Ambassador
programme has allowed me to
immerse myself in another culture,
to share my insights and also learn
from the colleagues working in vastly
different environments. It truly
celebrates the diversity across the
Group.
Lynn Tay, Experience Ambassador from
Singapore
Number of Employees, New Hires & Turnover by Region
4,635
4,399
5,000
4,000
3,000
56%
57%
2,000
1,000
0
1,849
1,946
1,595
1,559
80%
80%
84%
83%
19%
18%
25%
25%
8%
12%
7%
13%
5%
11%
FY17
FY18
FY17
FY18
FY17
5%
12%
FY18
Permanent
Employees
New
Hires
Voluntary
Turnover
Singapore | Australia | Rest of Overseas
Annual Report 2018 | 123
Sustainability Report
Focusing on People
Cultivating talent
As our success depends on being able to bring the right
expertise to the table, we are committed to investing in
the growth of our people. In FY18, we dedicated 2.5% of
our payroll costs to employee learning and development.
In FY18, our employees clocked an average of 50 training
hours each globally, compared to 44 hours a year ago.
Approximately 24% of total training hours were recorded
by executive employees while non-executives accounted
for 76%.
Under the guidance and broad direction set out by
Group Human Resources, our global network of
in-house Learning & Development (L&D) specialists
design a range of training programmes that seek to equip
our colleagues with future-ready skills and knowledge.
These programmes are tailored to meet the needs of their
professional function, seniority, and the cultural context
in which they operate.
On-site training programmes are complemented by
technology, including video conferencing and e-learning
modules hosted on FPL’s HR platform, My HR Hub. These
are to ensure that training programmes are as inclusive as
practicably possible.
Training Hours
250,000
200,000
150,000
100,000
50,000
0
100
80
60
40
20
0
45
44
40
57
50
44
53,737
60,351
128,703
187,818
182,440
248,169
FY17
FY18
FY17
FY18
FY17
FY18
Excutive
Non-Executive
All Employees
Total | Average
New
employees
• Orientation
programme
General and
soft skill
training
• Building
effective
working
relationships
• Professional/
business
writing
• Emotional
intelligence
Job-specific
training
Young
Talents
Senior
Leadership
Other L&D
initiatives
• Service
excellence
training
• Course work
in leasing
certifications
• Security
training
• Sustainability
training
• Building
maintenance
and Strata
Management
Act (BMSMA)
workshop
• 1.5-year
Management
Associate
programme
• 1-week Leap
Programme
for high
potential
employees
in Frasers
Hospitality
• Leadership
Essentials
for General
Managers
of Retail
and
Commercial
businesses
• Executive
Programme
with
INSEAD,
designed
for C-suite
officers
• Leadership
Education
Series
• Lunch and
Learn Series
• SkillsFuture
Learning
Leave for
Singaporean
employees
• Lean Six
Sigma
Foundation
Yellow Belt
programme
124 | Frasers Property Limited
Industry updates for our leaders
The Leadership Education Series (LES) is a platform to
keep our middle to senior management abreast of the
latest industry trends and developments that could
have an impact on our business. In FY18, three LES
sessions were organised, where leaders from LinkedIn,
Carousell and Amazon were invited to discuss a range
of contemporary topics. A total of 145 employees
attended the sessions.
Fostering peer-learning at Frasers Property
The Lunch & Learn series is a peer-learning platform
that is open to all employees. Colleagues from various
departments and functions are invited to share exciting
projects they have worked on, allowing colleagues from
across the company to hear about developments in
other parts of the business. In FY18, two sessions were
organised, with a total of 177 employee attending.
• A case study for land valuation and pricing conducted
by our Executive Vice President for Business
Development
• Robotic Process Automation pilot project that our four
Management Associates have been leading
Launching a holistic L&D platform
Launched in 2018, the Frasers Property Learning
Academy is a $1.3 million facility dedicated to L&D.
The Academy’s classroom and seminar room are
equipped with teleconferencing abilities to connect
with overseas employees. Hospitality and retail
mock-up rooms have also been installed to conduct
specific trainings and test out innovative procedures
e.g. new check-in methods.
Reaching out to younger colleagues
The Heart to Heart Talk Series is a newly launched
platform that is designed for our younger Frasers Property
colleagues, where they can have an open dialogue with
our senior management in a more relaxed setting. The
junior colleagues are encouraged to voice their views,
concerns, ideas, and aspirations to our leaders, while
getting first-hand perspectives right from the top about
our Group’s growth strategy. They are also able to meet
their peers and expand their network within the Group.
Coupled with the launch of the Academy, Frasers
Property will also establish a holistic L&D roadmap for
all employees and organise forward-looking courses
such as design thinking and digitalisation trainings in
the future.
INSEAD leadership programme
Over 20 members of our global
leadership team gathered for the
inaugural Frasers Property Leadership
Summit - a rigorous three-day
executive education programme
developed in collaboration with INSEAD.
Topics ranging from disruptive
change, design thinking to the global
macro environment were actively
debated. The insights that our leaders
shared puts the Group in good stead
as we ready ourselves for our next
lap of growth. More importantly, we
believe that every member of our
Frasers Property family should adopt
a progressive, adaptive mindset.
Annual Report 2018 | 125
Sustainability Report
Focusing on People
Safeguarding our people
We believe that our employees deserve a safe workplace.
We have introduced and adopted workplace safety
management systems across key business operations to
put in place various policies and procedures, including
risk, incident, contractor management procedures and
health and safety auditing procedures. These policies and
procedures help us control hazards, monitor performance,
conduct audits and identify areas for improvement.
Close to 90% of our commercial and retail properties in
Singapore are certified with OHSAS 18001 and bizSAFE
Star by the Workplace Safety and Health Council (WSHC).
More than 80% of our Singapore commercial properties
are also certified bizSAFE Partners by the WSHC. Our
residential, retail, commercial and industrial units are
certified with AS/NZS 4801 (Australia/New Zealand
Standard for Occupational Health & Safety).
We are glad that in FY18, our construction sites in
Singapore and Australia recorded zero fatalities. In
Singapore, the total lost-time injury rate was 1.24
incidents per million man-hours and the severity rate was
38.82 lost-days per million man-hours for contractors’
staff working on our sites. In Australia, our construction
operations experienced a lost-time injury rate of 3.39 per
million man-hours and severity rate of 153.48 per million
man-hours, for both our staff and contractors’ staff.
For the completed properties that Frasers Property
manages, we continue to work on improving our safety
processes across various business units and follow up
with corrective action where necessary. We closely
monitor our performance in these completed buildings.
In FY18, we recorded zero fatalities. The table below
shows our employee safety performance in the existing
buildings of our key locations.
Completed
Buildings
No. of fatalities
No. of lost-time
injuries
No. of lost-days
Lost-time injury
rate
Severity rate
Corporate Office
Singapore
China
Australia
Hospitality
FY17
FY18
FY17
FY18
FY17
FY18
FY17
FY18
FY17
FY18
0
1
65
0
0
0
0
1
0
3
14
15.5
0
0
0
0.2
14.8
0.00
0.00
0.4
5.6
1.23
6.23
0.00
0.00
0
0
0
0
0
0
0
0
0
0
0
0
0
27
31
616
917.5
0.00
0.00
0.00
5.67
2.39
0.00
129.3
70.61
1
2
Lost-time injury rate = No. of Workplace Accidents Reported / No. of Manhours Worked x 1,000,000
Severity rate = No. of Man Days Lost to Workplace Accidents / No. of Manhours Worked x 1,000,000
126 | Frasers Property Limited
Safety across our value chain in our key operations
Design
Tender
Construction
Carry out risk
assessment
using a Design
for Safety
procedure. The
risk assessment
covers design,
structure,
mechanical and
electrical (M&E)
function and
landscape.
Require all
contractors
tendering for
jobs to have
safety standards
certification
(i.e. BizSafe
certifications,
OHSAS 18001
standard) and
to carry out
various safety
trainings for
their employees
in order to
qualify for
consideration.
• Conduct a
joint monthly
safety
committee
meeting with
our principal
building
contractors
• Carry out
safety
inspection
tours at all
development
sites quarterly
• Audit our
subcontractors
every second
month
Operation for
properties
under
management
Conduct risk
assessment
and review risk
areas annually.
Appointed term
contractors
are required
to submit risk
assessment
prior to
commencing
work. Safety
drills for tenants
are carried out
every quarter.
Pre-operation
for properties
under
management
Carry out risk
assessment for
daily facilities
management
activities. Prior
to attaining
the Temporary
Occupation
Permit, the
main contractor
and specialised
contractors (e.g.
M&E) jointly
inspect and train
the Facilities
Manager (FM) in
operations and
maintenance
procedures.
Championing design for safety
Our Development & Projects (D&P)
Team in Singapore champions
Design for Safety (DfS) processes
in project management. DfS is
implemented at the three levels
of Planning, Programme and
People, where the party creating
the risk must address the issue at
source. The guideline in DfS helps
reduce accidents and fatalities
by addressing risks from design
development through construction,
to usage and maintenance. In
FY18, two of our employees have
completed DfS courses and are
on their way to obtaining the DfS
professional certification.
Launch of the improving maintainability programme in Singapore
This programme aims to identify safety risks at source and to promote safe
execution of construction and maintenance works to building infrastructure.
Identified risks are mitigated by adopting engineering control measures such
as the erection of working and step platforms and railings. Proper working
platforms with handrails have been installed at our properties to eliminate the
need for our workers to climb and balance on the pipes while they are cleaning
the cooling tower in-fills.
In addition, the management has identified the downlighting installed under
the escalators in our properties to be a potential safety risk for maintenance
workers. These lights are positioned high above ground and workers risk falling
off the escalators to the main atrium when lighting works are required. An
alternative solution that has been suggested includes installing track lights at
the escalator landings instead, eliminating the need for the workers to work
at the escalator steps and reducing any risk of falling from height. Marked
improvement in safe work maintenance has been observed at our Singapore
Retail & Commercial properties since the programme launch.
Annual Report 2018 | 127
Inaugural Frasers Property Global Wellness
Challenge 2018
At Frasers Property, we see wellness as more than
just physical health. Complete wellness is about
pursuing a better quality of life in areas including the
physical, mental, emotional, social, environmental and
even financial well-being. During this year’s Frasers
Property Health & Safety Month, themed ‘Live Well’,
we seek to enable and empower our employees to
take care of themselves and achieve better work-life
balance.
More than 4,500 staff and external parties including
tenants and guests from over 150 properties
participated in various activities during the month.
There were over 190 submissions for the inaugural
Global Wellness Challenge where staff initiated their
own activities to ‘Live Well’. Some of these activities
included:
• De-clutter Hour at our Singapore Development &
Properties team where staff spent time cleaning
up their individual work spaces to create a more
conducive and safer workplace for themselves
• Lifeguard & Bomb Threat Competition where staff
at Frasers Suites Sukhumvit, Bangkok built on their
capabilities to better manage guest safety
• Flexible Work Programme for our construction staff
at New South Wales, Australia where flexible start
and finish times were arranged according to their
personal commitments, allowing them more time
with their families and ensuring they get the rest
they need to work safely on site
Sustainability Report
Focusing on People
Promoting health and well-being
We offer measures and benefits that help our employees
to achieve work-life balance. In Australia and Singapore,
employees are given the choice of flexible work
arrangement such as working from home. This allows our
employees, especially care takers with children or elderly
parents, to balance their work and responsibilities at home.
In addition to a range of health and well-being benefits,
we work to ensure that our employees enjoy competitive
remuneration packages. In FY18, FPS was presented
with the Partners of Labour Movement Award, which
recognises contributions to the Security Tripartite Cluster
in setting out recommendations to implement a more
progressive wage model for the security industry.
The Corporate Wellness Committee, together with the
Sustainability Working Committee plan various health and
wellness related activities throughout the year. Activities are
planned annually based on guidance provided by the Health
Promotion Board (HPB), as well as results from our annual
employee health check-ups and annual employee survey on
health knowledge. In FY18, all initiatives planned centred
around the theme ‘physical and mental wellness’.
For the second year, we partnered with the SGBC to host
the Better Places for People workshop for our employees
and tenants. The workshop shared on how a building’s
design impacts the health, well-being and productivity
of its occupants, and what we can do to create better
environments for building users.
Building a healthy workplace ecosystem
HPB partners with landlords and developers to
establish Healthy Workplace Ecosystems throughout
Singapore. Participating landlords and developers
provide venues to bring healthier food options, free
exercise sessions, educational workshops and health
screenings to their employees, tenants and community
members. Alexandra Technopark is a participating
workplace. In FY18, since the start of the partnership
in June, we have successfully organised 45 activity
sessions including yoga, zumba, futsal sessions, and
lunchtime health talks and cooking classes. These
activities were well attended by over 1,200 Frasers
Property employees and tenants in the Alexandra
Technopark and Alexandra Point premises.
128 | Frasers Property Limited
The design approach makes conscious
use of passive design as part of a
strategy to encourage movement.
Fundamental to the design is the
belief that the built environment can
directly affect our health – making
employee wellbeing a top priority.
Reini Otter, Executive General Manager,
C&I & IP, FPA
Building a healthy workplace
FPA’s new headquarters, based in Rhodes Corporate
Park, has achieved WELL Building certification by
the International Well Building Institute, receiving a
GOLD rating. It is the second in Australia to receive the
highly coveted sustainability certification and the 14th
globally (GOLD certification). It is also one of the first
in Australia designed to target both 6 Star Green Star
Interiors v1.1 and WELL certifications. WELL buildings
are given credits for seven categories including air,
water, nourishment, light, fitness, comfort and mind.
Staff Indoor Environment Quality satisfaction scores
have dramatically improved following the move into
the new fit-out. There has been a 56% improvement in
staff satisfaction for overall health and productivity.
Engaging our staff
• Family Day: Our Frasers Property family extends beyond
the workplace. We organise an annual Family Day
where employees can spend time with their family
members in a fun setting. In FY18, 1,630 employees and
their families went to the Science Centre Singapore for a
day of games and learning with free admission.
• Eat With Your Family Day: In FY18, we introduced
regular ‘Eat With Your Family Days’ to encourage our
employees to spend quality time over dinner with their
loved ones. Every last Friday of the school semester,
employees on regular work schedules are encouraged
to leave work early at 5pm.
• Back to School With Dad: In support of our staff’s
involvement in their child’s academic life, Frasers
Property partnered with Centre for Fathering on their
Back to School with Dad initiative. Fathers are given
time off on any one day during the first school week to
send their children to school.
• Dinner and Dance: An annual get-together is organised
for all Frasers Property employees, allowing them to
bond outside of their work functions.
• Frasers Challenge: At Frasers Hospitality, we organise
monthly activities such as bowling, badminton,
go-karting and karaoke to engage our employees.
Approximately 30-50 employees participated in each of
our Challenge events in FY18.
• Happy Helper: An employee-led work unit in Golden
Land Property Development Public Company Limited
(Golden Land), which is listed on the Stock Exchange
of Thailand and 39.9%-owned by FPL, has been
established to coordinate employee engagement,
building activities and social volunteer events.
Promoting physical well-being
• National Steps Challenge: Employees are encouraged
to clock 10,000 steps a day as part of the challenge by
the HPB. In FY18, 229 employees participated in the
Challenge.
• Marathon subsidies: In Singapore, we encourage our
staff to participate in marathons by providing subsidies
for registration fees since 2010. In FY18, 32 employees
applied for the subsidies to participate in marathon
races.
• Activities across business functions: In our corporate
office in Singapore, walk & jog sessions are organised.
Our employees at Frasers Hospitality are also allowed
to use the gym in our hospitality properties during
specified hours.
• Health check-ups: All staff in Singapore are offered a free
health screening package. In Australia, where skin cancer
is a prevalent risk, employees are offered free skin cancer
checks in all four of our state offices. Injections and
inoculations are also made available to staff.
Annual Report 2018 | 129
Sustainability Report
Focusing on People
Connecting communities
As a property owner, developer and manager, we are
presented with precious opportunities to positively
influence how a community is designed, built and
managed. We aim to understand and address the
needs of our communities through engagement as
early as during the development stage. We also strive
to dedicate spaces and hold activities for community
members to come together.
Creating inclusive malls through a
participatory approach
Under the Company of Good Fellowship Programme
by the National Volunteer & Philanthropy Centre,
Frasers Property has secured a grant to implement
a project to develop inclusive mall spaces for
persons with disabilities in Singapore. This is an
expansion of Project EMMA @ Frasers, a student-led
community project that involved the implementation
of retrofitted wheelchairs at our malls. The project
is in the development stage and plans to involve
participation from students from all local tertiary
universities and the beneficiaries themselves to co-
create implementable solutions for selected malls.
Enhancing community resilience -
community development manager programme
There are a total of eight Community Development
Managers serving all residential projects across
Australia to help enhance community resilience at
the property level.
• Establishing community groups, such as
Neighbourhood Watch, play groups and Resident
Association
• Providing community resources such as Community
Users Guide/Welcome Kit, stakeholder engagement
plans
• Supporting local economic development
by including local business development in
community development plans and supplying
space for local small businesses
• Implementing community metrics, including
surveys on community events
• Garnering community partnerships for community
activities, such as Live Life Get Active fitness camp
• ‘Green Shoots installation’ – a grassroots idea
where existing residents welcome and connect
with new residents with welcome messages, tips
and advice
130 | Frasers Property Limited
Incorporating inclusiveness in community design
Launched in July 2018, FPA’s Reconciliation Action Plan (RAP)
aims to collaborate with Australia’s Aboriginal and Torres Strait
Islander community on the land on which we develop and
build. Through the implementation of the RAP, we will design
communities that are inclusive of them and their interests by
engaging them in our design processes.
The RAP charts out our commitments, 59 targets and their
timeline up until July 2020.
Pioneering trusted meet-up spots
FPS partnered with Carousell, one of the world’s largest
and fastest growing marketplaces, to pioneer ‘Trusted
Meet-Up Spots’ at 10 of our shopping malls in Singapore,
including The Centrepoint, Causeway Point and Robertson
Walk. These are designated areas that will be surveilled
by security officers and our CCTV network, providing
Carousellers with peace of mind as they transact. Under
this partnership, our malls will be recommended as
preferred meet-up spots when Carousellers select a
location for transacting.
Building customer confidence
We now live in the age of experience, where customers are
prioritising experience over ownership.
Tenants’ experience
Annual tenant satisfaction surveys are conducted as part of our
ongoing efforts to foster partnership with Frasers Property’s
stakeholders to drive customer experience. In FY18, tenants
reflected an improved satisfaction level of 97%.
%
100
80
60
40
20
0
94
96
97
70
67
78
24
FY16
29
FY17
19
FY18
Satisfied to very satisfied | Neutral to Satisfied
We’re glad that Frasers Property
Singapore has made the initiative
to create a nicer environment and
cultivate a more balanced lifestyle
for its tenants. The weekly evening
exercise sessions and community
events have brought more life and
vibrancy to the area, which we love.
Angela Low, Senior Marketing Manager, the Food
Barn, tenant at Alexandra Technopark, Singapore
Building a community at Alexandra Technopark
At ATP, the Asset Enhancement Initiative (AEI) had
transformed and repositioned the property to a
contemporary, vibrant and engaging business campus
that offers a green and spacious environment with a
multitude of food and beverage, social and wellness
amenities. One of the new additions as part of the AEI
is an amenity hub which houses an array of food and
beverage, social and communal amenities. Various
community engagement activities held such as pop-up
bars, wine appreciation classes, futsal games, Zumba and
lunchtime yoga sessions had injected greater vibrancy
at the property and improved tenants’ and visitors’
experiences at the property.
Hospitality guests’ experience
In FY18, 89,436 guest reviews and ratings were collected.
Average ratings of 91%, 82% and 88% for positive
reviews, popularity score and performance score were
obtained respectively.
Homebuyers’ experience
In FY18, average ratings of 87% and 76% for home
collection and live-in experience were obtained
respectively. This year, we conducted the surveys using a
digital platform instead of over the phone, which helped
us gather an outstanding 90% response rate.
91
90
91
88
88
88
78 80 82
%
100
80
60
40
20
0
82
83
87
78
78
76
%
100
80
60
40
20
0
Positive
Review
Popularity
Score
Performance
Score
How was your home
collection experience?
How is everything?
FY16 | FY17 | FY18
FY16 | FY17 | FY18
Annual Report 2018 | 131
Sustainability Report
Focusing on People
Investing in communities
In addition to our efforts in designing and building connected communities, we contribute to our communities by
making community investments that are centred on the theme of ‘wellness’. We believe the mental, physical and social
well-being of our community members are fundamental to creating a sustainable community.
In FY18, Frasers Property contributed over $1 million and 2,600 volunteer hours to various charities and community
groups. We have also carried out close to 130 community investment activities throughout the Group globally. Featured
community investment activities during the year are highlighted as below:
Space sharing
Play It Forward at Singapore’s largest rope playground
The malls of Frasers Property brought back Play It
Forward for a second year, with a new concept to bring
everyone together with the set-up of Singapore’s
largest crochet rope playground. The 10m by 7m vibrant
RopeScape was set up at four malls island-wide from
29 May to 1 July 2018. A scaled-down version was set
up at three malls. With a $5 donation for 20 minutes of
play time, shoppers let their young ones have fun while
chipping in for a greater good. A total of $32,405.25
was raised and all proceeds raised were donated to the
Association for Persons with Special Needs (APSN) Centre
for Adults, providing special education and vocational
training for people with mild intellectual disabilities.
At the end of the event, the ropes were upcycled and
transformed into a variety of everyday items from key
chains and baskets, to floor rugs and flower pot holders,
by members of APSN and a team of dedicated volunteers.
These newly crafted products were put up for sale on 1
December 2018 at Waterway Point, where all proceeds
went to APSN Centre for Adults as well.
Supporting arts training for financially-disadvantaged
children in Singapore
FPS also supported the opening of Little Arts Academy’s
(LAA) new campus at Northpoint City through URA’s
Community and Sports Facilities Scheme. The LAA was
founded in 2008 to provide free training in music, dance,
theatre and visual arts for the beneficiaries of The Business
Times Budding Artists Fund, which supports arts training
for financially-disadvantaged children in Singapore.
LAA’s campus at Northpoint City features the new Cave
Automatic Virtual Environment studio, which is one of
the first in the region specifically designed for younger
children to experience learning through virtual reality and
3D technology. The new campus is also equipped with Tech
+ Art modules where students can pick up skills in creative
media technologies.
Christmas kettling by the Salvation Army
The Centrepoint provided free entrance space for the
Salvation Army to raise funds during the Christmas festive
period and raised a total of $21,233.
132 | Frasers Property Limited
Singapore green building week – tree planting event
sponsorship
FPS was the official sponsor of the BCA’s Tree Planting
Event on 24 August which served as a lead-up to the
International Green Building Conference 2018. Held at
Springleaf Nature Park, over 100 invited guests and staff
volunteers came together to plant 50 trees to contribute
towards reducing our carbon footprint, accounting for the
reduction of almost 300 kg of carbon emissions per year.
Financial giving
Building healthy minds
Smiling Mind is a not-for-profit organisation that aims
to enhance mental health and wellbeing by bringing the
benefits of mindfulness meditation to everyone through
its unique app-based programs. Smiling Mind’s school-
based programs are designed to take a pre-emptive
approach to building healthy minds from a young age.
FPA has become a signature partner and the first-
ever national community partner of Smiling Mind, a
relationship which will ensure even more school children,
teachers, parents and other community members in
Australia will have access to their formal, face-to-face
training programmes. FPA’s donation of A$700,000
($692,885) over three years will enable Smiling Mind to
offer the Smiling Mind training programme to teachers
of 30 schools near FPA’s developments each year. The
programme also provides each school with 12 months
ongoing support via online resources, plus training for
parents and the wider community on mindfulness.
Supporting the alma mater
To enhance educational opportunities for children
in a remote area and inspire the public to love their
neighborhood or hometown, Golden Land has organised
the campaign ‘GOLD Giving – Back to School’ in Thailand.
It called for staff to submit essays reminiscing their
time at school, and explaining difficulties that their
schools are facing currently. Golden Land then selects
one needed school and provided assistance in terms of
scholarships, educational tools, sport equipment, or funds
for renovation. This campaign has been running for three
years in a row.
Procurement of home collection kits from Wise
Enterprise
Wise Enterprise Pte Ltd is a Social Enterprise set up to
enable the lives of the socially disadvantaged. They
create job opportunities for people with physical
or medical conditions who find it difficult to secure
stable employment. They also work closely with the
Management of Muscular Dystrophy Association
(Singapore) to identify creative youth among their
beneficiaries, who have keen interest in bag designing,
to be part of their Product Design Team. Through Wise
Enterprise, FPS purchased home collection kits to be
distributed to homebuyers of Parc Life and North Park
Residences. In FY18, a sum of $116, 250 have been
contributed for the purchases.
Annual Report 2018 | 133
Serving meals to people in need
FPA colleagues helped out The Big Umbrella in Melbourne
in November 2017 and February 2018 by distributing
surplus food to homeless members of the Melbourne
community on the streets via pop-up soup stations.
The Big Umbrella is a charity organisation in Australia
that commits to addressing issues impacting
marginalised people.
Providing an educational and fun experience for children
Over the past seven years, the FPS commercial team has
been working with the Children’s Aid Society to seek
out enriching experiences for the beneficiaries residing
at Melrose Home, one of the children’s home. This year,
the team partnered with homegrown ice-cream parlour
Scoopz to organise an ice-cream making workshop to
teach the children to make their own healthy fruit-based
ice-cream.
Sustainability Report
Focusing on People
Time sharing
Trekking for eye health services
Wild Women on Top organises a regular walking event in
Sydney, Melbourne and the Sunshine Coast to raise money
for the Fred Hollows Foundation, which supports the
delivery of eye health services on the ground in remote
areas of Australia and across the world.
Teams of four, with at least 50% women, have between
10 to 18 hours to complete a 30 or 60km challenge along
the Australian coastline, getting fit while raising money
to transform lives. In FY18, 20 teams of FPA staff joined
the challenge and raised a total of A$81,129 for the
Foundation through their participation in the walk as well
as corporate donations.
Running for charity
Every year, the Singapore Exchange Securities Trading
Limited (SGX-ST) rallies the financial community and its
listed companies to support the needs of underprivileged
children and families, persons with disabilities, and the
elderly. Frasers Property is a keen supporter of this cause
and continued to sponsor and participate in the SGX
Bull Charge in 2018, a charity run to raise funds for five
adopted beneficiaries, namely the AWWA Ltd., Autism
Association (Singapore), Fei Yue Community Services,
Shared Services for Charities and Community Chest.
Rejuvenating neighbourhoods near our developments
Golden Land is dedicated to improving the life of local
communities where it operates. Golden Land would
contribute to the improvement of infrastructure (eg.
footpath upgrade, landscape rejuvenation) at the
surrounding areas of its development projects. Besides,
Golden Land has been enhancing the public area by
donating art pieces for public display, which the local
residents could appreciate.
134 | Frasers Property Limited
Experience sharing
2018 SID Directors Conference
Group CEO, Panote Sirivadhanabhakdi, shared his
expertise at the 2018 SID Directors Conference. He
was a panelist for the breakout session titled ‘ASEAN
integration: Is the regional economic community a myth
or reality?’.
Lendlease’s International Women’s Day
Chief Strategy & Planning Officer, Zheng Wanshi,
spoke at Lendlease’s International Women’s Day event,
themed Press for Progress. She shared her thoughts and
personal experiences on achieving gender equality in
the workplace.
Forbes Global CEO Conference
Group CEO, Panote Sirivadhanabhakdi shared his insights
at the Forbes Global CEO Conference, which was held in
Bangkok on 30 – 31 October. He joined a panel of other
distinguished leaders to discuss the topic ‘Breaking new
ground’ - imagining, building and operating the spaces
needed in a rebooted world.
Inter-Tertiary HR Symposium, Singapore Management
University (SMU) OBHR Society
Group Chief Human Resources Officer, Sebastian Tan,
shared his views on how HR professionals can become
future-ready and add value to their organisations with
aspiring HR professionals and university graduates.
International Green Building Conference (IGBC) 2018
General Manager of Sustainability at FPA, Paolo
Bevilacqua, spoke at the IGBC on how sustainability
can be framed to drive individuals and businesses to
change and the critical success factors to achieving the
sustainability vision.
WELL Journey launch
Anthony Arundell, Director, Sustainability, Smart City,
CUP and Estate Management at Frasers Property Holdings
Thailand was a panelist at the WELL Journey launch event
in Bangkok, Thailand in August. WELL Journey is a series
of events organised by the International WELL Building
Institute to educate and engage stakeholders to help
them achieve WELL, a leading tool for advancing health
and well-being in buildings globally. There, he spoke
about the importance of human sustainability beyond just
the environment.
International Finance Corporation-International Capital
Market Association Green Bonds Executive Education
Course
Dr. Pang Chin Hong, Vice President of Group Sustainability,
Frasers Property Limited, was a panel speaker at a
roundtable discussion on Green Finance in Asia, sharing
Frasers Property’s experience on its green loan issuance in
September 2018.
Annual Report 2018 | 135
Sustainability Report
GRI Index
GRI Standards
2016
Universal Standards
Disclosure
Number
Disclosure
Title
Section and
Page Reference / Notes
Organisational Profile
102-1
102-2
Name of the organisation
Activities, brands, products, and
services
102-3
102-4
102-5
Location of headquarters
Location of operations
Ownership and legal form
102-6
Markets served
102-7
Scale of the organisation
102-8
Information on employees and
other workers
102-9
Supply chain
102-10
102-11
Significant changes to
organisation and its supply chain
Precautionary principle or
approach
102-12
External initiatives
102-13
Membership of associations
GRI 102:
General
Disclosures
Strategy
102-14
Statement from senior decision-
maker
Ethics and Integrity
102-16
Values, principles, standards, and
norms of behaviour
Governance
102-18
Governance structure
136 | Frasers Property Limited
Frasers Property Limited
Corporate Narrative, pg. 3
Our Business, pg. 4-5
Our Global Presence, pg. 6-7
Corporate Information, pg. 23
Our Global Presence, pg. 6-7
Corporate Narrative, pg. 3
Our Business, pg. 4-5
Our Milestones, pg. 8
Group Structure, pg. 10
Corporate Narrative, pg. 3
Our Business, pg. 4-5
Business Review, pg. 36-87
Corporate Narrative, pg. 3
Our Business, pg. 4-5
Financial Highlights, pg. 11
Focusing on People – Growing Family at Frasers
Property, pg. 122
Focusing on People – Growing Family at Frasers
Property, pg. 122
Information on temporary and part-time
employees are not available due to inconsistent
data collection for our operations across the
globe. We are undergoing a HR system update and
aim to disclose the information in our next report.
Managing Sustainability – Stakeholder
Engagement, pg. 100
Our Milestones, pg. 9
About This Report – Report Scope, pg. 95
FPL does not specifically refer to the precautionary
approach when managing risk; however, our
management approach is risk-based, and
underpinned by our internal audit framework.
Acting Progressively – Upholding Corporate
Integrity, pg. 106
Acting Progressively – Upholding Corporate
Integrity, pg. 106
Board Statement, pg. 96
Experience matters, pg. 3
Acting Progressively – Upholding Corporate
Integrity, pg. 106
Corporate Information, pg. 23
Managing Sustainability – Sustainability
Governance, pg. 100
GRI Standards
2016
Universal Standards
Disclosure
Number
Disclosure
Title
Stakeholder Engagement
102-40
List of stakeholder groups
Section and
Page Reference / Notes
Managing Sustainability – Stakeholder
Engagement, pg. 100
102-41
Collective bargaining agreements There are no collective bargaining agreements in
102-42
102-43
102-44
Identifying and selecting
stakeholders
Approach to stakeholder
engagement
Key topics and concerns raised
place.
Managing Sustainability – Stakeholder
Engagement, pg. 100
Managing Sustainability – Stakeholder
Engagement, pg. 100
Managing Sustainability – Stakeholder
Engagement, pg. 100
Reporting Practice
102-45
Entities included in the
consolidated financial statements
Defining report content and topic
Boundaries
List of material topics
Restatements of information
Changes in reporting
Reporting period
Date of most recent report
Reporting cycle
Contact point for questions
regarding the report
Claims of reporting in accordance
with GRI Standards
GRI content index
External assurance
GRI 102:
General
Disclosures
102-46
102-47
102-48
102-49
102-50
102-51
102-52
102-53
102-54
102-55
102-56
Group Structure, pg. 10
Notes to Financial Statements, pg. 193-308
About This Report – Report Scope, pg. 95
Materiality Assessment, pg. 102
Materiality Assessment, pg. 102
Restatements of employees information in pages
122-123 were due to the changes to voluntary
turnover basis.
Restatements of energy, GHG emissions, and water
data in FY16 and FY17, pg. 112-114 were due to a
change in computational basis.
Restatements of hospitality guests’ surveys in FY16
and FY17 were due to changes in portfolio of assets.
None
About This Report, pg. 95
December 2017
Annual
About This Report, pg. 95
About This Report, pg. 95
GRI Index, pg. 136
We have not sought external assurance on this data;
however we intend to review this stance in the future.
Management Approach
103-1
GRI 103:
Management
Approach
Topic-specific Standards
Explanation of the material topic
and its boundary
Materiality Assessment, pg. 102
Economic Performance
103-2
The management approach and
its components
Evaluation of the management
approach
Direct economic value generated
and distributed
GRI 103:
Management
Approach
GRI 201:
Economic
Performance
103-3
201-1
FPL Group Strategy, pg. 3
Financial Highlights, pg. 11
Financial Statements, pg. 172-308
Annual Report 2018 | 137
Sustainability Report
GRI Index
GRI Standards
2016
Topic-specific Standards
Disclosure
Number
Disclosure
Title
Section and
Page Reference / Notes
GRI 103:
Management
Approach
GRI 205: Anti-
corruption
GRI 103:
Management
Approach
GRI 307:
Environmental
Compliance
GRI 103:
Management
Approach
GRI 417:
Marketing and
Labelling
GRI 103:
Management
Approach
GRI 302: Energy
GRI 305:
Emissions
GRI 103:
Management
Approach
103-3
205-3
103-3
307-1
103-3
417-3
103-3
302-1
302-3
305-2
103-3
Anti-corruption
103-2
The management approach and
its components
Evaluation of the management
approach
Confirmed incidents of corruption
and actions taken
Environmental Compliance
103-2
The management approach and
its components
Evaluation of the management
approach
Non-compliance with
environmental laws and
regulations
The management approach and
its components
Evaluation of the management
approach
Incidents of non-compliance
concerning marketing
communications
The management approach and
its components
Evaluation of the management
approach
Energy consumption within the
organization
Energy Intensity
Energy indirect (Scope 2) GHG
emissions
GHG emissions intensity
The management approach and
its components
Evaluation of the management
approach
Water withdrawal by source
Ethical Marketing
103-2
Energy Management
103-2
305-4
Water Management
103-2
Staff Retention and Development
103-2
The management approach and
its components
Evaluation of the management
approach
New employee hires and
employee turnover
GRI 303: Water 303-1
GRI 103:
Management
Approach
103-3
401-1
GRI 401:
Employment
138 | Frasers Property Limited
Acting Progressively – Upholding Corporate
Integrity, pg. 106
Acting Progressively – Upholding Corporate
Integrity, pg. 106
Acting Progressively – Upholding Corporate
Integrity, pg. 106
Consuming Responsibly – Conserving Energy,
pg. 112
Consuming Responsibly – Saving Water, pg. 114
All water consumed is from purchased utilities.
Focusing on People – Growing Family at Frasers
Property, pg. 122
Focusing on People – Celebrating Experiences and
Diversity, pg. 123
Focusing on People – Cultivating Talent, pg. 124
Focusing on People – Growing Family at Frasers
Property, pg. 122
Information on the breakdown of new hire and
turnover rates by gender and age group are not
available due to inconsistent data collection
for our operations across the globe. We are
undergoing a HR system update, and aim to
disclose the information in our next report.
GRI Standards
2016
Disclosure
Number
Disclosure
Title
Section and
Page Reference / Notes
Topic-specific Standards
404-1
GRI 404:
Training and
Education
404-2
404-3
Average hours of training per year
per employee
Programs for upgrading employee
skills and transition assistance
programs
Percentage of employees
receiving regular performance
and career development reviews
Focusing on People – Cultivating Talent, pg. 124
We aim to provide more detailed breakdown, eg.
by gender, in our next report, as we are currently
updating our HR system to collect the data.
Focusing on People – Celebrating Experiences and
Diversity, pg. 123
Focusing on People – Cultivating Talent, pg. 124
Managing Sustainability – Stakeholder
Engagement, pg. 100
Labour/Management Relations
103-2
The management approach and
its components
Evaluation of the management
approach
Minimum notice periods
regarding operational changes
GRI 103:
Management
Approach
103-3
402-1
GRI 402:
Labour/
Management
Relations
Topic-specific Standards
Health and Safety
103-2
GRI 103:
Management
Approach
GRI 403:
Occupational
Health and
Safety
GRI 103:
Management
Approach
GRI 413:
Local
Communities
103-3
403-1
403-2
103-3
413-1
The management approach and
its components
Evaluation of the management
approach
Workers representation in formal
joint management–worker health
and safety committees
Types of injury and rates of injury,
occupational diseases, lost days,
and absenteeism, and number of
work-related fatalities
The management approach and
its components
Evaluation of the management
approach
Operations with local
community engagement, impact
assessments, and development
programs
Local Communities
103-2
Focusing on People – Growing Family at Frasers
Property, pg. 122
This is currently not covered in Group-wide
collective agreements. The notice period varies.
Focusing on People – Safeguarding our People,
pg. 126
FPL has a Health and Safety senior management
committee.
Focusing on People – Safeguarding our People,
pg. 126
The breakdown by gender is not available, and we
aim to disclose the info in our next report.
Focusing on People – Connecting Communities,
pg. 130
Focusing on People – Investing in Communities,
pg. 132
Notes:
•
•
•
•
Energy and water consumption are reported for landlord area for commercial properties and total area for serviced residences and hotels
Energy and water consumption, and GHG emissions data is inclusive of all completed buildings that we own and/or manage with operational control in FY18
Energy, water and GHG intensities exclude properties that we acquired and/or began managing less than one year ago, and those that were divested within FY18
The GHG emission factors are from Singapore Energy Statistics 2018, Australia National Greenhouse Accounts Factors 2017, Covenant of Mayors for
Climate & Energy – Default Emission Factors for Local Emission Inventories 2017 for Spain, Hungary, France, Germany, UK Government GHG Reporting
2017 & 2018, Defra Overseas Electricity Guidance 2015 for Turkey, UAE and Qatar, Clean Development Mechanism Designated National Authority for Saudi
Arabia 2010, United Nation Framework on Climate Change Second Biennial Report 2017 and Electric Power Statistics Information System 2018 for Republic
of Korea, Baseline Emission Factors for Regional Power Grids in China 2015, Study on Grid Connected Baselines in Malaysia 2014, National Grid Emission
Factor for National Emission Grid for Luzon-Visayas Grid 2015-2017 for Philippines, Thailand Greenhouse Gas Management Organisation 2017, Central
Electricity Authority India – CO2 Baseline Database for the Indian Power Sector 2018, Joint Crediting Mechanism Indonesia Secretariat – Emission Factor
for 2016, Ministry of Natural Resources and Environment Vietnam 2017, Kansai Electric Power Group Report 2018 for Osaka, Switzerland Energy Efficiency
Report 2011, Clean Development Mechanism – Grid Emission Factor for West African Power Pool 2017 for Nigeria, and International Energy Agency – Key
World Energy Statistics 2018 for Bahrain.
Annual Report 2018 | 139
Eco Office 2016 – 2019 by Singapore
Environment Council
Robertson Walk
BCA Awards 2018 – Green Mark
Platinum
Frasers Tower
Awards and
Accolades
Corporate
Singapore Corporate Awards
2018 – Best Investor Relations,
listed companies with market
capitalisation of S$1 billion and
above category – Silver
Frasers Property Limited
PropertyGuru Thailand Property
Awards – 2018 Real Estate
Personality of the Year (Thailand)
Panote Sirivadhanabhakdi
Frasers Property Singapore
Singapore Retailers Association
Awards 2018 – Best Retail Event of
the Year: Frasers Tribal Quest by
Frasers Property Singapore
BCA Awards 2018 – Green Mark
Champion
Frasers Property Singapore
Partners of Labour Movement
Award 2018 by National Trades
Union Congress (NTUC)
Frasers Property Singapore
Residential
ISO 14001:2015 (2016 – 2019)
• Robertson Walk
• 51 Cuppage Road
• China Square Central
• Alexandra Technopark
• Alexandra Point
• Valley Point
ISO 50001:2011 (2016 – 2019)
• Robertson Walk
• 51 Cuppage Road
• China Square Central
• Alexandra Technopark
• Alexandra Point
• Valley Point
Occupation Health & Safety
Management System Standard
SS506 Part 1:2009/ BS OHSAS
18001:2007 (2016 – 2019) –
Provision of Centre and Associated
Facility Management Services
• 51 Cuppage Road
• China Square Central
• Alexandra Technopark
• Alexandra Point
• Valley Point
BCA Awards 2017 – Building
Information Modelling (BIM) Awards
GoldPLUS
Northpoint City
BCA Awards 2017 – Green Mark
Platinum
• Alexandra Point
• Causeway Point
FIABCI World Prix D’Excellence
Awards 2017 (Residential Mid-Rise
Category) – World Silver Winner
Waterfront Collection
BCA Awards 2017 – Green Mark
Certification
YewTee Point
BCA Awards 2018 – Green Mark
GoldPLUS
Seaside Residences
Retail & Commercial
Eco Office 2017 – 2020 by Singapore
Environment Council
• 51 Cuppage Road
• Valley Point
• China Square Central
• Alexandra Technopark
Water Efficient Building 2012 by
Public Utilities Board
China Square Central
NEA – 3R Award 2017
Causeway Point
bizSAFE Partner Award 2016 – 2018
by Workplace Safety and Health
Council
Robertson Walk
bizSAFE Partner Award 2016 – 2018
by Workplace Safety and Health
Council
• 51 Cuppage Road
• China Square Central
• Valley Point
• Alexandra Technopark
• Alexandra Point
140 | Frasers Property Limited
Special Event Award 2017 by
Community Chest – Play it Forward
– Singapore’s Largest Charity Ball
Pool - Silver
Frasers Centrepoint Malls
Asia Pacfic Shopping Center Award
2018 for Marketing Excellence by
International Council of Shopping
Centre (“ICSC”) - Emerging Digital
Technology (Gold)
Frasers Centrepoint Malls
BCA Awards 2018 – Green Mark
GoldPLUS
• Waterway Point
• Northpoint City
BCA Awards 2018 – Green Mark Gold
• Valley Point
• China Square Central
• Alexandra Technopark
• Northpoint Shopping Centre
BCA Awards 2018 – Universal Design
Mark GoldPLUS
Waterway Point
bizSAFE Level Star Certification 2018
– 2020 by Workplace Safety and
Health Council
• Frasers Centrepoint Property
Management Services Pte. Ltd.
• Robertson Walk
• 51 Cuppage Road
• China Square Central
• Alexandra Technopark
• Alexandra Point
• Anchorpoint
• Bedok Point
• Causeway Point
• Changi City Point
• Eastpoint Mall
• Northpoint City (North Wing)
• The Centrepoint
• Valley Point
• Waterway Point
• YewTee Point
Occupation Health & Safety
Management System Standard
SS506 Part 1:2009/ BS OHSAS
18001:2007 (2018 – 2019) –
Provision of Centre and Associated
Facility Management Services
Robertson Walk
Occupation Health & Safety
Management System Standard
SS506 Part 1:2009/ BS OHSAS
18001:2007 (2018 – 2020) –
Provision of Centre and Associated
Facility Management Services
• Anchorpoint
• Bedok Point
• Causeway Point
• Changi City Point
• Eastpoint Mall
• Northpoint City (North Wing)
• The Centrepoint
• Waterway Point
• YewTee Point
Water Efficient (Basic) Building 2018
by Public Utilities Board
Waterway Point
2018 International Living Future
Institute – Living Future Hero
• Paolo Bevilacqua
• Stephen Choi
World Travel Awards – England’s
Leading Serviced Apartment Brand
2014 – 2018
Frasers Hospitality Pte. Ltd.
Frasers Centrepoint Trust
IR Magazine Awards – South East
Asia 2017 – Best in Country –
Singapore
Frasers Centrepoint Trust
IR Magazine Awards – South East
Asia 2017 – Best in Sector – Real
Estate
Frasers Centrepoint Trust
IR Magazine Awards – South East
Asia 2017 – Best Overall Investor
Relations Category
Frasers Centrepoint Trust
IR Magazine Awards – South East
Asia 2017 – Best IR by a Senior
Management Team Category
Frasers Centrepoint Trust
IR Magazine Awards – South East
Asia 2017 – Best Investor Relations
Officer (Small to Mid-Cap) Category
Frasers Centrepoint Trust
The Asia Pacific Best of the Breeds
REITs Awards 2018 – Best Retail REIT
(Singapore) – Platinum Award
Frasers Centrepoint Trust
Frasers Property Australia
Australian Institute of Architects
2017 National Architecture Awards
– Sustainable Architecture: David
Oppenheim Award
Central Park Sydney by Tzannes
and Cox Richardson and Foster and
Partners
Council on Tall Buildings and Urban
Habitat (CTBUH) Awards 2017 – 10
Year Award of Excellence
Lumiere, Sydney
2017 UDIA QLD Mitchell Brandtman
Awards for Excellence – Excellence
in Medium-Density Development
The Residences at Yungaba House
AFR Most Innovative Companies
2018 – #83 Ranking
Frasers Property Australia
2018 Australian Institute of
Architects New South Wales
Architecture Awards – Interior
Architecture – Commendation
Frasers Property Australia Head
Office
2018 Property Council New Zealand
Rider Levett Bucknall Innovation
& Excellence Awards – NATURAL
HABITATS Urban Land Developments
Property Award – Best in Category
“Beaches” Coast Papamoa Beach,
Tauranga
2018 Property Council of Australia
Rider Levett Bucknall Innovation
& Excellence Awards – Crown
Group Award for Best Residential
Development
Newport Hamilton Reach
Best Luxury Serviced Residence Brand
in China 2015 – 2017 by Business
Traveller China
Frasers Hospitality Pte. Ltd.
World Travel Awards – Australasia’s
Leading Serviced Apartment Brand
2016 – 2018
Frasers Hospitality Pte. Ltd.
Indonesia’s Leading Serviced
Apartment Brand 2016 – 2017 by
Indonesia Travel Tourism Industry
Frasers Hospitality Pte. Ltd.
The Urban Developer Awards
2018 – High-Density Residential –
Development of the Year
Connor, Central Park
World Travel Awards – Indonesia’s
Leading Serviced Apartment Brand
2017 – 2018
Frasers Hospitality Pte. Ltd.
2018 Urban Taskforce Australia
Development Excellence Awards
– Urban Renewal Development –
Winner
Kensington Street & Spice Alley, won
by Greencliff and Frasers Property
Australia
Frasers Logistics & Industrial Trust
World Travel Awards – France’s
Leading Serviced Apartment Brand
2018
Frasers Hospitality Pte. Ltd.
World Travel Awards – Vietnam’s
Leading Serviced Apartment Brand
2018
Frasers Hospitality Pte. Ltd.
GRESB – 2017 Real Estate
Assessment – Australian Regional
Sector Leader for Industrial
Frasers Logistics & Industrial Trust
World Travel Awards – Australasia’s
Leading Serviced Apartments
2013 – 2018
Fraser Suites Sydney
Singapore Corporate Awards 2018 –
First-year listed companies category
– Best Annual Report Award – Merit
Frasers Logistics & Industrial Trust
World Travel Awards – Bahrain’s
Leading Serviced Apartments
2013 – 2017
Fraser Suites Seef, Bahrain
Frasers Hospitality
Best Serviced Residence Operator
2013 – 2018 by Travel Trade Gazette
(TTG)
Frasers Hospitality Pte. Ltd.
World Travel Awards – China’s
Leading Serviced Apartment Brand
2013 – 2017
Frasers Hospitality Pte. Ltd.
World Travel Awards – Hungary’s
Leading Serviced Apartment Brand
2013 – 2018
Frasers Hospitality Pte. Ltd.
World Travel Awards – World’s
Leading Serviced Apartment Brand
2014 – 2017
Frasers Hospitality Pte. Ltd.
World Travel Awards – Hungary’s
Leading Serviced Apartments
2013 – 2018
Fraser Residence Budapest
Scottish Hotel Awards – Serviced
Apartment of the Year 2014, 2018
Fraser Suites Glasgow
Indonesia’s Leading Serviced
Apartment & Suites 2014 – 2017 by
Indonesia Travel Tourism Industry
Fraser Residence Menteng, Jakarta
World Travel Awards – England’s
Leading Serviced Apartments
2016 – 2018
Fraser Suites Kensington, London
Annual Report 2018 | 141
Awards and Accolades
World Travel Awards – Singapore’s
Leading Serviced Apartments
2016 – 2018
Fraser Suites Singapore
World Travel Awards – World’s
Leading Serviced Apartments 2017
Fraser Suites Le Claridge
Champs-Élysées
World Travel Awards – France’s
Leading Serviced Apartments
2017 – 2018
Fraser Suites Le Claridge Champs-
Élysées
World Travel Awards – Scotland’s
Leading Serviced Apartments
2017 – 2018
Fraser Suites Edinburgh
Indonesia’s Brand New Serviced
Apartment of the Year 2017 by
Indonesia Travel Tourism Industry
Fraser Place Setiabudi, Jakarta
Middle East Hospitality Excellence
Awards – Best Hotel of the Year
(Hotel Apartment) 2017
Fraser Suites Abuja
World Luxury Hotel Awards – Luxury
Business Serviced Apartment
2017 – Global Winner
Fraser Suites Abuja
Spring Singapore Business Excellence
Awards – Singapore Service Class
Award (S-Class) 2017
• Fraser Suites Singapore
• Fraser Place Robertson Walk,
Singapore
World Travel Awards – Bahrain’s
Leading Serviced Apartments 2018
Fraser Suites Diplomatic Area, Bahrain
World Travel Awards – Germany’s
Leading Hotel Residences 2018
Capri by Fraser, Berlin, Germany
World Travel Awards – Qatar’s Leading
Serviced Apartments 2018
Fraser Suites West Bay, Doha
World Travel Awards – Singapore’s
Leading Hotel Residences 2018
Capri by Fraser, Changi City, Singapore
World Travel Awards – Turkey’s
Leading Serviced Apartments 2018
Fraser Place Anthill Istanbul
World Travel Awards – Vietnam’s
Leading Serviced Apartment 2018
Fraser Suites Hanoi
Tourism Accommodation Australia
(NSW) Awards for Excellence –
Apartment/Suite Hotel of the Year
2018 – Hall of Fame – Winner
Fraser Suites Sydney
World Luxury Hotel Awards – Luxury
Business Hotel 2017 – Nigeria Winner
Fraser Suites Abuja
Hotel Stars Union 2018 – 4* Hotel
Capri by Fraser, Berlin, Germany
World Luxury Hotel Awards – Luxury
Serviced Apartments 2017 – Asia
Winner
Fraser Suites Hanoi
Liverpool City Region Tourism Awards
2018 – Liverpool City Region Hotel of
the Year 2018
Malmaison Liverpool
Singapore Business Review Business
Ranking Awards – 2nd Largest
Serviced Residence 2017
Fraser Suites Singapore
City of Liverpool Business Hotel of the
Year 2018 by Downtown in Business
Liverpool
Malmaison Liverpool
Singapore Business Review Business
Ranking Awards – 12th Largest
Serviced Residence 2017
Fraser Place Robertson Walk,
Singapore
Singapore Business Review Business
Ranking Awards – 37th Largest
Service Residence 2017
Fraser Residence Orchard, Singapore
13th China Hotel Starlight Awards –
Best Newly Open Serviced Apartment
of China 2018
Fraser Suites Shenzhen
That’s Hospitality Awards – Newly
Opened Serviced Apartment of the
Year 2018
Fraser Place Binhai, Tianjin
Most Valuable Companies in Hong
Kong Awards – Trophy of
Excellence 2018
Frasers Hospitality Pte. Ltd.
142 | Frasers Property Limited
Travellers’ Choice 2018 by Trip Advisor
• Fraser Suites Singapore
• Fraser Suites Geneva
• Capri by Fraser, Changi City,
Singapore
• Capri by Fraser, Kuala Lumpur,
Malaysia
Frasers Hospitality Trust
BCA Awards 2018 – Green Mark
GoldPLUS
InterContinental Hotel, Singapore
Tourism Accommodation Australia
NSW Awards for Excellence 2018
Novotel Sydney Darling Square
World Luxury Hotel Awards 2018 –
Luxury Historical Hotel and Luxury
Hotel & Conference Centre
Sofitel Sydney Wentworth
3R Awards for Hotels 2018
InterContinental Hotel, Singapore
Frasers Property UK
Thames Valley Property Awards –
Deal of the Year
Frasers Property UK
Frasers Property China
Suzhou Real Estate Branding
Influential Project Award 2017 –
by Suzhou Municipal Government
together with Real Estate Developers
Association Suzhou
Suzhou Baitang One Residences
Project Recognition Award for
Outstanding Tax Revenue Contribution
(>RMB 100mil) by Wuhou District
Government, Chengdu
Chengdu Logistics Hub (A-Space)
Thailand
10th IFLA Asia-Pac Landscape
Architecture (LA) Awards 2017 –
Award of Excellence
One Bangkok
EDGE (Excellence in Design for Greater
Efficiencies) Certificate 2017
TPARK Bangplee 4
MIPIM Asia Awards – Best Futura
Project 2017
One Bangkok
Enterprise-Wide Risk
Management
Enterprise-wide Risk Management (ERM) is an essential
part of the business strategy of the Group. We maintain
a risk management system to proactively manage risks
at the strategic, tactical and operational level to support
the achievement of our business objectives and corporate
strategies. Through active risk management at all levels,
the FPL management (the Management) creates and
preserves value for the Group.
The Board of Directors (Board) is responsible for the
governance of risks across the Group and ensuring
that the Management maintains a sound system of
risk management and internal controls to achieve the
business objective. It is assisted by the Risk Management
Committee (RMC) to oversee the Group’s ERM framework,
determine the risk appetite and risk strategy, assess the
Group’s risk profile, material risks, and mitigation plans, as
well as to ensure the adequacy and effectiveness of risk
management policies and procedures. The RMC comprises
members of the Board who meet quarterly to review
material risk issues and the mitigating strategies for such
risks. All material risks and risk issues are reported to the
RMC for review.
The RMC, on behalf of the Board, approves the Group’s
risk tolerance statements, which set out the nature and
extent of the significant risks that the Group is willing to
take in achieving our business objectives. The risk tolerance
statements are supported by the risk thresholds which
have been developed by Management. These thresholds
set the risk boundaries in various strategic and operational
areas and serve as a guide for Management in their
decision making. The risk tolerance status is reviewed
and monitored closely by Management. Any risk that has
escalated beyond its threshold will be highlighted and
addressed and, together with its associated action plan,
will be reported to the RMC.
Risk management process
To facilitate a consistent and cohesive approach to ERM,
we have developed a risk management framework
and process. We adopt a robust risk management
framework to maintain a high level of corporate discipline
and governance. The risk management process is
implemented by Management for the identification and
management of risks of the Group. The process consists
of risk identification, risk assessment and evaluation, risk
treatment, risk monitoring and reporting.
The ERM framework links FPL’s risk management
process with the Group’s strategic/tactical objectives
and operations. Risks are identified and assessed, and
mitigating measures developed to address and manage
those risks. The ERM framework and process are
summarised in an ERM policy for employees.
The risk management process is integrated and
coordinated across the businesses of the Group. The ERM
framework and processes apply to all business units in
the Group. The risk ownership lies with the heads of the
respective business units who consistently review risks
and ensure the control measures are effective. They
are responsible for the development, implementation
and practice of ERM within the business unit. Emerging
risks that have a material impact on the business units
are identified, assessed and monitored closely. The risk
exposures and potential mitigating measures are tracked
in a risk register maintained in a web-based Corporate Risk
Scorecard system. Where applicable, Key Risk Indicators
are established to provide an early warning signal to
monitor risks. Key material risks and their associated
mitigating measures are consolidated at the Group level
and reported to the RMC quarterly.
The Group proactively manages risks at the operational
level. Control self-assessment, which promotes
accountability and risk ownership, is implemented for key
business processes. We have in place a Comfort Matrix
framework, which provides an overview of the mitigating
strategies, and assurance processes of key financial,
operational, compliance and information technology risks.
An ERM validation is held at Management level annually.
At this annual ERM validation, the heads of business
units deliberate on key risks and the corresponding
mitigating strategies for their business units, providing
assurance to the Group Chief Executive Officer and
Group Chief Financial Officer that the business units’ key
risks have been identified and monitored, and that the
mitigating measures are effective and adequate. The
result of the ERM validation for the financial year ended
30 September 2018 was reported and presented to the
RMC and the Board.
We enhance our risk management culture through various
risk management activities. Risk awareness briefings are
conducted for all levels during staff orientation. Refresher
sessions are also organised for existing staff when
required. Periodic discussions of risk and risk issues are
held at the business unit level where emerging risks are
identified and managed.
We seek to improve our risk management processes on
an ongoing basis. The Group’s risk management system
is benchmarked against the market practice. During
the financial year, we improved our business continuity
management capability by engaging external professional
service providers to conduct a business continuity exercise
at the Group Corporate level. An improved Business
Continuity Management Programme was also rolled
out for the Frasers Hospitality business unit where the
Crisis Management Plan, which guides the business unit
in the event of a business interruption, was enhanced.
The business continuity effort is overseen by the Group
Business Continuity Management Committee comprising
the key heads of departments and business units.
Annual Report 2018 | 143
Enterprise-Wide Risk Management
Key risks
The Management has been actively monitoring the key
material risks that affect the Group. Some material risks
include:
Country risks (economic, political and regulatory risks)
With diversified international operations and investments,
the Group is exposed to developments in major
economies and key financial and property markets. The
risk of adverse changes in the global economy can reduce
profits, result in revaluation losses, affect the Group’s
ability to sell residential development stock and exit from
operations and investments.
Inconsistent and frequent changes in regulatory policies
as well as security threats may also result in higher
operating and investment costs, loss in productivity and
disruptions to business operations.
We adopt a prudent approach in selecting locations for
our investment to mitigate these risks. We put measures
in place to monitor the markets closely, such as through
maintaining good working relationships and engaging
with local authorities, business associations and local
contacts, and reviewing expert opinions and market
indicators, keeping abreast of economic, political and
regulatory changes as well as stepping up the crisis
preparedness of FPL’s properties. Emphasis is placed on
regulatory compliance in the Group’s operations.
Financial risk
The Group has global operations and has exposure to
financial risks such as foreign exchange risk, interest rate risk
and liquidity risk. The Group uses derivatives, a mix of fixed
and floating rate debt with varying tenors as well as other
financial instruments to hedge against foreign exchange and
interest rate exposure. Policies and processes are in place to
facilitate the monitoring and management of these risks.
To manage liquidity risk, we monitor cash flows and
maintains sufficient cash or cash equivalents as well as
secures funding through multiple sources to ensure that
financing, funding and repayment of debt obligation
are fulfilled. The Group’s financial risk management is
discussed in more detail in Treasury Highlights on pages
90 to 91 and the Notes to the Financial Statements on
pages 267 to 274.
Human capital risk
We view our human capital as a key factor for driving
growth. As such, talent management, employee
engagement, the retention of key personnel and
maintenance of a conducive work environment are
important to the Group. In view of these considerations,
the Human Resources team has developed and
implemented effective reward schemes, succession
planning, corporate wellness programmes and staff
development programmes. Details on the various
programmes and initiatives can be found in the
Sustainability Report section of the Annual Report on
pages 92 to 139.
144 | Frasers Property Limited
Fraud and corruption risk
We do not condone any acts of fraud, corruption or
bribery by employees in the course of our business
activities. The Group has put in place various policies and
guidelines, including a Code of Business Conduct and an
Anti-bribery policy to guide the employees on business
practices, standards and conduct expected while in their
employment with the Group. A Whistle-Blowing Policy
has also been put in place to provide a clearly defined
process and independent feedback channel for employees
to report any suspected improprieties in confidence and in
good faith, without fear of reprisal. The Audit Committee
reviews and ensures that independent investigations
and appropriate follow-up actions are carried out. More
details can be found in the Corporate Governance section
of the Annual Report on pages 158 to159.
Information technology (IT) risk
The Group places a high priority on information
availability, IT governance and IT security. We have
put in place group-wide IT policies and procedures to
address evolving IT security threats, such as hacking,
malware, privileged access, phishing, mobile threats
and data-loss. Disaster recovery plans and incident
management procedures are developed and tested
annually. Measures and considerations have also been
taken to enable effective privileged access monitoring,
patch management, data security, data protection and
safeguard against prolonged service unavailability of
critical IT systems. Periodic training is also conducted
for new and existing employees to raise IT security
awareness. External professional services are engaged
to conduct independent vulnerability assessment and
penetration tests to further strengthen the IT systems.
Environmental, health & safety (EHS) risks
We place importance in managing EHS risks in our
international operations. We have put in place an EHS
policy and EHS management systems in key operation
areas to manage the risks. We have achieved OHSAS
18001 (Occupational Health & Safety) and ISO 14001
(Environment) certification for our key operations. The
Singapore Retail Mall Management has been certified
OHSAS 18001, while the Singapore Office Building
Management has achieved the ISO 14001, OHSAS
18001 and ISO 50001 (Energy) certification. In FY18, FH
started implementing an EHS management system in
accordance to the ISO 14001 and ISO 45001 (updated
standard on Occupational Health & Safety) certification in
its Singapore properties. Frasers Property Australia’s key
operations have been certified ISO 14001 and
AS/NZS 4801 (Australia and New Zealand Standard for
Occupational Health & Safety). We will continue to extend
the coverage of our EHS management systems to a wider
scope of operations in the future.
FPL sets targets in reducing greenhouse gas emission,
energy usage and water consumption within our
investment portfolio. More details can be found in the
Sustainability Report section of the Annual Report on
pages 92 to 139.
Frasers Property Limited (“FPL” or the “Company”) is firmly committed to setting and maintaining high standards of
corporate governance and corporate transparency, and adheres to sound corporate policies, business practices and system
of internal controls. Operating within such a framework allows FPL to safeguard the assets of FPL and its subsidiaries
(the “Group”) and interests of shareholders of the Company (the “Shareholders”) whilst pursuing sustainable growth and
enhancement of corporate performance and value for Shareholders.
Listed on 9 January 2014 on Singapore Exchange Securities Trading Limited (the “SGX-ST”), the Company adheres closely
to the principles, guidelines and recommendations under the Code of Corporate Governance 2012 (the “Code”).
A.
BOARD MATTERS
Principle 1: The Board’s Conduct of Affairs
The board of directors of the Company (the “Board”) is entrusted with oversight of the business performance and affairs of
FPL, and is responsible for the Group’s overall entrepreneurial leadership, strategic direction, risk appetite, performance
objectives and long-term success. The Board is also responsible for aligning the interests of the Board and the management
of the Company (the “Management”) with that of Shareholders as well as setting good principles of ethics and values.
The Board also (a) reviews annual budgets, financial plans, major acquisitions and divestments, funding and investment
proposals, (b) monitors the financial performance of the Group and Management’s performance, (c) oversees processes
for evaluating the adequacy of internal controls, risk management, financial reporting and compliance, (d) assumes
responsibility for corporate governance, (e) considers sustainability issues such as environmental and social factors as
part of its strategy formulation, and (f) ensures compliance by the Group with relevant laws and regulations.
Delegation of Authority on certain Board Matters
In order for the Board to efficiently provide strategic oversight of FPL, it delegates specific areas of responsibility to five
board committees (each a “Board Committee”, and together, the “Board Committees”) namely, the Board Executive
Committee (“EXCO”), the Audit Committee (“AC”), the Nominating Committee (“NC”), the Remuneration Committee (“RC”)
and the Risk Management Committee (“RMC”). Each Board Committee is governed by clear terms of reference (the “Terms
of Reference”) which have been approved by the Board. Minutes of all Board Committee meetings are circulated to the
Board so that directors of the Company (the “Directors”) are aware of and kept updated as to the proceedings and matters
discussed during such meetings.
The Company adopts a framework of delegated authorisations in its Manual of Authority (“MOA”). The MOA defines the
procedures and levels of authorisation required for specified transactions. It also sets out approval limits for operating
and capital expenditure as well as acquisitions and disposals of assets and investments. The MOA also contains a schedule
of matters specifically reserved for approval by the Board. These include approval of annual budgets, financial plans,
business strategies and material transactions, such as major acquisitions, divestments, funding and investment proposals.
The MOA authorises the EXCO to approve certain transactions up to specified limits, beyond which the approval of the
Board needs to be obtained. Below the Board and EXCO levels, there are appropriate delegation of authority and approval
sub-limits at Management level, to facilitate operational efficiency.
Aligned with the Company’s strategy to develop growth and build scalable platforms in core businesses and geographical
markets, the Board has also put in place an internal approval matrix with established authority limits delegated to sub
committees formed at various levels of Management, to facilitate the execution of adopted business strategies and
operating plans subject to specified authority limits.
To address and manage possible conflicts of interest that may arise between Directors’ interests and those of the Group,
the Company has put in place appropriate procedures including (i) requiring Directors to declare any conflict of interest
on a transaction or proposed transaction with the Group as soon as practicable after the relevant facts have come to their
knowledge; and (ii) requiring such Directors to refrain from participating in meetings or discussions (or relevant segments
thereof), in addition to abstaining from voting, on any matter in which they are so interested or conflicted. For purchases of
property in FPL property projects, there is also a policy which sets out the process and procedure for disclosing, reporting
and obtaining of relevant approvals for property purchases made by any Director, the Chief Executive Officer (“CEO”) or
any other interested persons (as defined in the Listing Manual of the SGX-ST (the “Listing Manual”) and employees of
the Group.
Annual Report 2018 | 145
CorporateGovernance Report Meetings of the Board and Board Committees
The Board and its various Board Committees meet regularly, and also as required by business needs or if their members
deem it necessary or appropriate to do so. For the financial year ended 30 September 2018 (“FY18”), the Board met six
times. During Board meetings, the Directors actively participate, discuss, deliberate and appraise matters requiring their
attention and decision.
The Directors are also given direct access to the Management team of the Group’s business divisions1 through presentations
at Board and Board Committee meetings. Where required or requested by Board members, site visits and meetings with
personnel from the Group’s business divisions are also arranged for Directors to have an intimate understanding of the key
business operations of each division and to promote active engagement with Management. The Company’s Constitution
provides for Board members who are unable to attend physical meetings to participate through telephone conference,
video conference or any other forms of electronic or instantaneous communication facilities.
The number of Board meetings and Board Committee meetings held in FY18 and the attendance of Directors at these
meetings are as follows:
Board Board EXCO
Audit
Committee
Risk
Management
Committee
Remuneration
Committee
Nominating
Committee
Meetings held for FY18
Mr Charoen Sirivadhanabhakdi
Khunying Wanna Sirivadhanabhakdi
Mr Charles Mak Ming Ying
Mr Chan Heng Wing
Mr Philip Eng Heng Nee
Mr Tan Pheng Hock
Mr Wee Joo Yeow
Mr Weerawong Chittmittrapap
Mr Chotiphat Bijananda
Mr Panote Sirivadhanabhakdi
Mr Sithichai Chaikriangkrai
6
5
5
6
6
6
6
5
5
5
6
6
3
3
–
3
–
–
–
3
–
3
3
3
5
–
–
5
–
5
–
5
–
–
–
5
4
–
–
4
3
–
–
–
4
4
2
4
3
–
–
3
3
3
–
–
–
–
–
–
1
–
–
1
1
–
–
–
1
1
–
–
Upon appointment, each new Director is issued a formal letter of appointment setting out his or her duties and obligations,
including his or her responsibilities as fiduciaries, and where appropriate, how to deal with possible conflicts of interest
that may arise. A comprehensive orientation programme is also conducted to familiarise new appointees with the business
activities, strategic direction, policies and corporate governance practices of the Group, as well as their statutory and
other duties and responsibilities as directors. This programme allows new Directors to get acquainted with Management,
and fosters better rapport and facilitates communication with Management.
The Directors are kept continually and regularly updated on the Group’s businesses and the regulatory and industry-
specific environments in which the entities of the Group operate. Updates on relevant legal, regulatory and technical
developments may be in writing or disseminated by way of presentations and/or handouts. The Board is also regularly
updated on the latest key changes to any applicable legislation and changes to the listing rules of the SGX-ST (the “Listing
Rules”) as well as developments in financial reporting standards, by way of briefings held by the Company’s lawyers and
auditors. To ensure the Directors can fulfil their obligations and to continually improve the performance of the Board,
all Directors are encouraged to undergo continual professional development during the term of their appointment. In
addition, the Directors are also encouraged to be members of the Singapore Institute of Directors (“SID”) and for them
to receive updates and training from SID to stay abreast of relevant developments in financial, legal and regulatory
requirements, and the business trends. During FY18, the Board was updated on the changes to the Code of Corporate
Governance and the Listing Rules.
1
The Group’s business divisions are the Singapore Strategic Business Unit (“SBU”), the Australia SBU, the Hospitality SBU and the International division covering
Europe and the rest of Asia.
146 | Frasers Property Limited
CorporateGovernance Report Principle 2: Board Composition and Guidance
As of 30 September 2018, the Board comprised 10 non-executive Directors and one executive Director, being Mr Panote
Sirivadhanabhakdi, who is the Group Chief Executive Officer (the “Group CEO”) of the Company. No alternate directors
have been appointed on the Board for FY18. The current composition of the Board provides an appropriate balance and
mix of skills, experience and knowledge relevant to the Group, and is well-diversified in terms of age group, gender and
nationality. The Directors of the Company are:
Mr Charoen Sirivadhanabhakdi (Chairman)(1)
Khunying Wanna Sirivadhanabhakdi (Vice-Chairman)(1)
Mr Charles Mak Ming Ying
Mr Chan Heng Wing(1)
Mr Philip Eng Heng Nee
Mr Tan Pheng Hock(1)
Mr Wee Joo Yeow
Mr Weerawong Chittmittrapap(1)
Mr Chotiphat Bijananda
Mr Panote Sirivadhanabhakdi
Mr Sithichai Chaikriangkrai
Note
(1) Mr Charoen Sirivadhanabhakdi, Khunying Wanna Sirivadhanabhakdi, Mr Chan Heng Wing, Mr Tan Pheng Hock and Mr Weerawong Chittmittrapap were re-
appointed to the Board at the annual general meeting held on 29 January 2018.
The current Board comprises six independent directors (the “Independent Directors”), namely, Mr Charles Mak Ming Ying,
Mr Chan Heng Wing, Mr Philip Eng Heng Nee, Mr Tan Pheng Hock, Mr Wee Joo Yeow and Mr Weerawong Chittmittrapap.
Based on declarations of independence made by each of these Independent Directors, none of them has any relationship
with the Company, its related corporations(1), the Group’s 10% Shareholders(2) or the Company’s officers that could
interfere, or reasonably be perceived to interfere, with the exercise of each of their independent business judgment with
a view to the best interests of the Company. These six Independent Directors help to uphold good corporate governance
at the Board level and their presence facilitates the exercise of objective independent judgement on corporate affairs.
Their participation and input also ensure that key issues and strategies are critically reviewed, constructively challenged,
fully discussed and thoroughly examined, taking into account the long-term interests of FPL and its Shareholders. As of
30 September 2018, none of the Independent Directors have been on the Board for more than nine years.
Notes:
(1)
(2)
The Code defines “related corporations” as having the same meaning under the Companies Act, Chapter 50 i.e. a corporation that is the company’s holding
company, subsidiary or fellow subsidiary.
The Code defines a ten percent (10%) shareholder as a person who has an interest or interests in one or more voting shares in the company and the total votes
attached to that share, or those shares, is not less than ten percent (10%) of the total votes attached to all the voting shares in the company.
The NC is of the view that the current size and composition of the Board is appropriate for the scope and nature of the
Group’s operations, and facilitates effective decision-making. In line with the Code, taking into account the requirements
of the Group’s businesses and the need to avoid undue disruption from changes to the composition of the Board and the
Board Committees, the NC is of the view that the current size of the Board is not so large as to be unwieldy, or as would
interfere with efficient decision-making. No individual or group dominates the Board’s decision-making process.
The Directors are provided with accurate, complete and timely information and have direct and unrestricted access to
Management. This gives the Board and the Board Committees sufficient time to critically evaluate and consider issues
relevant to the Company and its businesses and operations, and also allows the Directors to effectively carry out their
duties and discharge their oversight function.
As of 1 October 2016, Mr Panote Sirivadhanabhakdi was appointed as the Group CEO. Mr Panote Sirivadhanabhakdi is the
son of the Chairman of the Board. In connection with the aforesaid, the Company notes that it is in compliance with the
Code, as its Independent Directors constitute more than half of the members of the Board.
Annual Report 2018 | 147
CorporateGovernance Report Board Executive Committee
The current Board Executive Committee (or EXCO) is made up of the following members:
Mr Charoen Sirivadhanabhakdi Chairman
Mr Charles Mak Ming Ying
Mr Chotiphat Bijananda
Mr Wee Joo Yeow
Mr Panote Sirivadhanabhakdi
Mr Sithichai Chaikriangkrai
Vice-Chairman
Vice-Chairman
Member
Member
Member
The EXCO formulates the Group’s strategic development initiatives, provides direction for new investments and material
financial and non-financial matters to ensure that the Group achieves its desired performance objectives and enhances
long-term shareholder value, and oversees the Company’s and the Group’s conduct of business and corporate governance
structure. It assists the Board in enhancing its business strategies and contributes towards the strengthening of core
competencies of the Group.
The EXCO is also empowered to take all possible measures to protect the interests of the Group, review and approve
major transactions subject to any specified limits, review and approve corporate values, corporate strategy and corporate
objectives, review and approve policies for financial and human resource management, and review both the financial and
non-financial performance of the Company and the Group. The EXCO reviews and provides recommendations on matters
requiring Board approval, such as country or business strategic matters, business plans, the annual budget, capital
structure, investments and divestments. The powers delegated to the EXCO facilitates the decision-making process and
allows for quicker response time.
The activities and responsibilities of other Board Committees are described in the following sections of this report.
The Board views diversity at the Board level as an essential element for driving value in decision-making and proactively
seeks as part of its diversity policy, to maintain an appropriate balance of expertise, skills and attributes among the
Directors. This is reflected in the diversity of backgrounds and competencies of the Directors, whose competencies
range from banking, finance, accounting and legal to relevant industry knowledge, entrepreneurial and management
experience, and familiarity with regulatory requirements and risk management. This is beneficial to the Company
and Management as decisions by, and discussions with, the Board would be enriched by the broad range of views and
perspectives and the breadth of experience of the Directors. The NC is of the view that there is an appropriate balance
of expertise and skills amongst the Directors as they collectively bring with them a broad range of complementary
competencies and experience.
Principle 3: Chairman and Chief Executive Officer
As of 1 October 2016, Mr Panote Sirivadhanabhakdi was appointed as the Group CEO. Mr Panote Sirivadhanabhakdi is the
son of the Chairman of the Board. None of the CEOs of the Group’s business divisions and the Group CEO are related to
each other, and neither is there any other business relationship between or among them.
The Chairman leads the Board and ensures its effectiveness by, among other things, steering effective, productive and
comprehensive discussions amongst Board members and the Management team on strategic, business and other key
issues pertinent to the business and operations of the Group. In addition, the Chairman promotes a culture of openness
and debate at Board meetings and ensures, with the support of the company secretary of FPL (the “Company Secretary”),
that Directors are provided with clear, complete and timely information in order to make sound, informed decisions.
The Chairman encourages active and effective engagement, participation by and contribution from all Directors, and
facilitates constructive relations among and between them and Management. With the full support of the Board, the
Company Secretary and Management, the Chairman facilitates and encourages the Company in its bid to promote, attain
and maintain the highest standards of corporate governance and transparency. The Chairman also ensures that there
is overall effective communication to and with Shareholders on the performance of the Group. In turn, the CEOs of the
Group’s business divisions are responsible for executing the Group’s strategies and policies, and are accountable to the
Board for the conduct and performance of the respective business operations under their charge.
148 | Frasers Property Limited
CorporateGovernance Report Lead Independent Director
Mr Charles Mak Ming Ying, who has been an Independent Director of the Company since 25 October 2013, was appointed
as lead Independent Director (the “Lead Independent Director”) on 8 May 2015. The Lead Independent Director is
available to Shareholders if they have concerns for which contact through the normal channels of the Chairman, the
Group CEO and the group chief financial officer of the Company (the “Group CFO”) is not available.
The Lead Independent Director represents the Independent Directors in responding to Shareholders’ questions that are
directed to the Independent Directors as a group, and has the authority to call for meetings of the Independent Directors,
where necessary and appropriate, and to provide feedback to the Chairman after such meetings.
Principle 4: Board Membership
Nominating Committee
The Nominating Committee (or NC) is made up of the following Directors:
Mr Weerawong Chittmittrapap Chairman
Mr Charles Mak Ming Ying
Mr Chan Heng Wing
Mr Chotiphat Bijananda
Member
Member
Member
A majority of the members of this Board Committee, including the Chairman, are independent non-executive Directors.
The Lead Independent Director, Mr Charles Mak Ming Ying, is a member of the NC.
The NC is guided by written Terms of Reference approved by the Board which set out the duties and responsibilities
of the NC. The NC’s responsibilities include reviewing the structure, size and composition of the Board, identifying the
balance of skills, knowledge and experience required for the Board to discharge its responsibilities effectively, and reviews
nominations for appointments to the Board of the Company and its subsidiaries.
The NC assesses the independence of each Director, the performance of the Board as a whole, and the contribution of
each Director to the effectiveness of the Board. The NC is also required to determine whether Directors who hold multiple
board representations are able to and have been devoting sufficient time to discharge their responsibilities adequately.
The NC determines annually whether a Director with other listed company board representations and/or other principal
commitments is able to and has been adequately carrying out his duties as a director of the Company. The Code recommends
that the Board should fix the maximum number of board representations on other listed companies that their directors
may hold and that this should be disclosed in the Company’s annual report. Details of such other directorships and other
principal commitments of each Director may be found on pages 12 to 17. In determining whether each Director is able
to devote sufficient time and attention to discharge his or her duties, the NC has taken cognizance of recommendations
under the Code, 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. The attendance and contributions by the Directors
to and during meetings of the Board and relevant Board Committees and the personal capabilities of the Directors are
holistically assessed and taken into account by the NC. The NC has determined that the Directors have devoted sufficient
time and attention to the affairs of the Company and have adequately discharged their duties.
The NC takes the lead in identifying, evaluating and selecting suitable candidates for new directorships. In its search and
selection process, the NC considers factors such as the ability of the prospective candidate to contribute to discussions,
deliberations and activities of the Board and Board Committees. It also reviews the composition of the Board, including
the mix of expertise, skills and attributes of the Directors, so as to identify needed and/or desired competencies to
supplement the Board’s existing attributes. Where it deems necessary or appropriate, the NC may tap on its network of
contacts and/or engage external professional headhunters to assist with identifying and shortlisting candidates.
Annual Report 2018 | 149
CorporateGovernance Report The NC also reviews all nominations for appointments and re-appointments to the Board and to the Board Committees,
and submits its recommendations for approval by the Board taking into account an appropriate mix of core competencies
for the Board to fulfill its roles and responsibilities.
The Company’s Constitution provides that at least one-third of its Directors shall retire from office and are subject to
re-election at every annual general meeting of the Company (“AGM”). All Directors are required to retire from office
at least once every three years. The NC will assess and evaluate whether Directors retiring at each AGM are properly
qualified for reappointment by virtue of their skills, experience and contributions. Newly-appointed Directors during
the year must also submit themselves for retirement and re-election at the next AGM immediately following their
appointment. The Shareholders approve the appointment or re-appointment of Board members at the AGM.
The NC assesses the independence of each Director annually and as and when circumstances require based on the
definitions and guidelines of independence set out in the Code and provides its view to the Board for the Board’s
consideration. A Director is considered independent if he has no relationship with the Group or its officers that could
interfere, or be reasonably perceived to interfere, with the exercise of his independent business judgement, in the best
interests of the Company. The Board takes into account the existence of relationships or circumstances, including those
identified by the Code, that are relevant in its determination as to whether a Director is independent.
During the year, the NC reviewed the appointments of Mr Philip Eng Heng Nee as the chairman of the board of directors of
Frasers Hospitality International Pte Ltd (“FHI”) and non-executive chairman of the approval committee of the Hospitality
SBU, and was satisfied that such appointments did not affect his continued ability to exercise strong objective judgment
and be independent in the expression of his views and in his participation in the deliberation and decision making of the
Board and the Board Committees of which he is a member. FHI is a wholly-owned subsidiary of the Company within the
Hospitality SBU. The aforesaid appointments commenced on 16 July 2018.
For FY18, the NC has performed a review of the independence of the Directors as at 30 September 2018 and following its
assessment, has determined the status of each Director as follows:
Mr Charoen Sirivadhanabhakdi(1)
Khunying Wanna Sirivadhanabhakdi(1)
Mr Charles Mak Ming Ying
Mr Chan Heng Wing
Mr Philip Eng Heng Nee
Mr Tan Pheng Hock
Mr Wee Joo Yeow
Mr Weerawong Chittmittrapap
Mr Chotiphat Bijananda(2)
Mr Panote Sirivadhanabhakdi(3)
Mr Sithichai Chaikriangkrai(4)
Notes:
Non-Independent
Non-Independent
Independent
Independent
Independent
Independent
Independent
Independent
Non-Independent
Non-Independent
Non-Independent
(1)
Each of Mr Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi are directly or indirectly interested in not less than ten percent (10%) of the
total voting shares in the Company through their interests in TCC Assets Limited (“TCCA”) and Thai Beverage Public Company Limited (“ThaiBev”). TCCA has
a direct interest of 58.93% in the Company and ThaiBev, through its indirect wholly-owned subsidiary InterBev Investment Limited, holds 28.33% interest in
the Company. Mr Charoen Sirivadhanabhakdi is married to Khunying Wanna Sirivadhanabhakdi
(2) Mr Chotiphat Bijananda is the son-in-law of Mr Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi and a director of TCCA.
(3) Mr Panote Sirivadhanabhakdi being a son of Mr Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi is an immediate family member of a ten
percent (10%) shareholder of the Company.
(4) Mr Sithichai Chaikriangkrai is a director, the senior executive vice-president and the chief financial officer of ThaiBev.
150 | Frasers Property Limited
CorporateGovernance Report Key Information regarding Directors
Key information on the Directors is set out on pages 12 to 17.
Principle 5: Board Performance
The effectiveness of the Board as a whole, the Board Committees and the contribution by each Director to the effectiveness
of the Board is assessed annually.
The Board has implemented a formal process for assessing the effectiveness of the Board and its Board Committees and the
contribution by each individual Director to the effectiveness of the Board. For FY18, an independent external consultant
was appointed to facilitate the process of conducting a Board evaluation survey. The survey is designed to provide an
evaluation of current effectiveness of the Board and to support the Chairman and the Board in proactively considering
what can enhance the readiness of the Board to address emerging strategic priorities for the Company. As part of the
survey, questionnaires were sent by the external consultant to the Directors to obtain feedback, and interviews were
conducted to clarify the responses where required.
The areas covered in the questionnaires included: (1) Board performance in shaping and adapting the Company’s strategy;
(2) Board oversight on the Company’s performance and risk and crisis management; (3) Board composition and structure;
(4) Board culture and dynamics, including the Board’s partnership with Management; (5) Board’s role in respect of
succession planning for the Board and Management; and (6) the effectiveness of the Board Committees.
Based on the NC’s review, the Board and the various Board Committees operate effectively and each Director is contributing
to the overall effectiveness of the Board.
Principle 6: Access to Information
The Company recognises the importance of providing the Board with accurate and relevant information on a timely basis.
Management provides the Board with detailed Board papers specifying relevant information and commercial rationale
for each proposal for which Board approval is sought. Such information includes relevant financial forecasts, risk analyses
and assessments, mitigation strategies, feasibility studies and key commercial issues for the Board’s attention and
consideration. Reports on major operational matters, business development activities, financial performance, potential
investment opportunities and budgets are circulated to the Board periodically.
A calendar of activities is scheduled for the Board a year in advance, with Board papers and agenda items dispatched to
Directors about a week before scheduled meetings as far as possible. This is to give Directors sufficient time to review and
consider the matters being tabled and/or discussed so that discussions can be more meaningful and productive. Senior
Management from the Company’s business divisions attend meetings of the Board and the Board Committees in order to
provide input and insight into matters being discussed, and to respond to any queries that the Directors may have. The
Board also has separate and independent access to the Company’s Management and the Company Secretary.
The Company Secretary is responsible for, among other things, ensuring that Board procedures, the Company’s
Constitution and relevant rules and regulations, including disclosure requirements under the Securities and Futures Act,
Chapter 289, Companies Act, Chapter 50 and the Listing Rules are complied with. The Company Secretary attends all
Board meetings and provides advice and guidance on corporate governance practices and processes.
The Company Secretary also facilitates and acts as a channel of communication for the smooth flow of information to
and within the Board and its various Board Committees, as well as between and with senior Management. Additionally,
the Company Secretary solicits and consolidates Directors’ feedback and evaluation from time to time and facilitates
orientation programmes for new Directors and assists with their professional development as required. The Company
Secretary is the Company’s primary channel of communication with SGX-ST. The appointment and removal of the
Company Secretary is subject to the approval of the Board.
Where it is necessary for the efficacious discharge of their duties, the Directors may seek and obtain independent
professional advice at the Company’s expense.
Annual Report 2018 | 151
CorporateGovernance Report B.
REMUNERATION MATTERS
Principle 7: Procedures for Developing Remuneration Policies
Remuneration Committee
As at 30 September 2018, the Remuneration Committee (or RC) is made up of non-executive Directors, all of whom,
including the Chairman, are Independent Directors. It comprises the following members:
Mr Philip Eng Heng Nee
Mr Charles Mak Ming Ying
Mr Chan Heng Wing
Chairman
Member
Member
The RC’s main responsibility is to assist the Board in establishing a formal and transparent process for developing policies on
executive remuneration and development. The RC reviews the remuneration framework for the non-executive Directors,
the Group CEO, key management executives (such as the CEOs of the SBUs of the Company) (the “Key Management
Executives”) and other management personnel of the Company. The RC also reviews and makes recommendations on
the specific packages and service terms for Group CEO and Key Management Executives for endorsement by the Board.
Remuneration Framework
The RC reviews for endorsement by the Board, the remuneration framework which covers all aspects of remuneration
including salaries, allowances, performance bonuses, grant of share awards and incentives for the Group CEO and the Key
Management Executives of the Company and fees for the non-executive Directors. When conducting such reviews, the RC
takes into account the performance of the Company and individuals, where applicable. The RC also reviews the level and
mix of remuneration and benefits policies and practices (where appropriate) of the Company.
No Director is involved in deciding his/her remuneration. Non-executive Directors do not receive options, share-based
incentives or bonuses. Mr Panote Sirivadhanabhakdi, the Group CEO and an executive Director, does not receive any
fee for serving on the Board and Board Committees. As he is also an associate of a substantial shareholder, he does not
participate in the Group’s share-based Restricted Share Plan (“RSP”) and Performance Share Plan (“PSP”). The Group CEO’s
long term incentive is based on similar performance targets, performance periods and achievement factors of the RSP
and the PSP. Non-independent Directors will also abstain from any decisions relating to the Group CEO’s remuneration.
The RC aligns the Group CEO’s leadership, through appropriate remuneration and benefit policies, with the Company’s
strategic objectives and key challenges. Performance targets are also set for the Group CEO and his performance is
evaluated yearly.
In the process of reviewing the remuneration framework, the RC also takes into consideration the Group’s compensation
philosophy and principles.
Compensation Philosophy
The Group seeks to incentivise and reward consistent and sustained performance through market competitive, internally
equitable, performance-orientated and shareholder-aligned compensation programmes. This compensation philosophy
serves as the foundation for the Group’s remuneration framework, and guides the Group’s remuneration framework
and strategies. In addition, the Group’s compensation philosophy seeks to align the aspirations and interests of its
employees with the interests of the Group and its Shareholders, resulting in the sharing of rewards for both employees
and Shareholders on a sustained basis.
The Group’s comprehensive human capital strategy serves to attract, motivate and retain employees. The Group aims to
connect employees’ desire to develop and fulfil their aspirations with the growth opportunities afforded by the Group’s
ambitious vision and corporate initiatives.
152 | Frasers Property Limited
CorporateGovernance Report Compensation Principles
All compensation programme design, determination and administration are guided by the following principles:
(a)
Pay-for-Performance
The Group’s Pay-for-Performance principle encourages excellence, in a manner consistent with the Group’s core
values. The Group takes a total compensation approach, which recognises the value and responsibility of each role,
and differentiates and rewards performance through its incentive plans.
(b)
Shareholder Returns
Performance measures for incentives are established to drive initiatives and activities that are aligned with both
short-term value creation and long-term shareholder wealth creation, thus ensuring a focus on delivering superior
shareholder returns.
(c)
Sustainable Performance
The Group believes sustained success depends on the balanced pursuit and consistent achievement of short and
long-term goals. Hence, variable incentives incorporate a significant pay-at-risk element to align employees with
sustainable performance for the Group.
(d) Market Competitiveness
The Group aims to be market competitive by benchmarking its compensation levels with relevant comparators
accordingly.
However, the Group embraces a holistic view of employee engagement that extends beyond monetary rewards.
Recognising each individual as unique, the Group seeks to motivate and develop employees through all the levers
available to the Group through its comprehensive human capital platform, including learning and development and
career advancement through vertical, lateral and diagonal moves within the Group.
The RC may from time to time, and where necessary or required, engage external consultants in framing the remuneration
policy and determining the level and mix of remuneration for Directors and Management. Among other things, this helps
the Company to stay competitive in its remuneration packages. During FY18, Korn Ferry Hay Group was appointed as the
Company’s remuneration consultant. The Company does not have any relationship with the remuneration consultant
which would affect its independence and objectivity.
Principle 8: Level and Mix of Remuneration
The Company’s remuneration framework comprises fixed and variable components, which include short-term and
long-term incentives. The Company links executive remuneration to Company and individual performance. Company
performance is measured based on pre-set financial and non-financial indicators. Individual performance is measured via
employee’s annual appraisal based on indicators such as core values, competencies and key result areas. The potential of
the employee is also taken into consideration.
Fixed Component
The fixed component in the Company’s remuneration framework is structured to reward employees for their role
performed, and is benchmarked against relevant industry market data.
It comprises base salary, fixed allowances and any statutory contribution.
Annual Report 2018 | 153
CorporateGovernance Report
Variable Component
The variable component in the Company’s remuneration framework is structured to incentivise sustained performance
in both the short and long term. The variable incentives are measured based on quantitative and qualitative targets, and
overall performance will be determined at the end of the year and approved by the RC.
1.
Short Term Incentive Plans
The short term incentive plans (“STI Plans”) aim to incentivise excellence in performance in the short term.
All Key Management Executives are assessed using a balanced scorecard with pre-agreed financial and non-financial
Key Performance Indicators (“KPIs”). The financial KPIs consist of Group and, where applicable, SBU targets. Each
financial KPI has 3 levels of targets, namely threshold, target and stretch. Non-financial KPIs may include measures
on People, Corporate Governance or specified projects. These targets are established prior to each financial year.
At the end of the financial year, the achievements are measured against the pre-agreed targets and the final short
term incentives of each Key Management Executive are determined.
The RC recommends the final short term incentives that are awarded to the Group CEO and Key Management
Executives for the Board’s endorsement, taking into consideration any other relevant circumstances.
2.
Long Term Incentive Plans
The RC administers the Company’s long term incentive plans (“LTI Plans”), namely, the RSP and the PSP(1).
Note:
(1)
The RSP and the PSP were approved by the Board and adopted on 25 October 2013.
Through the LTI Plans, the Company seeks to foster a greater ownership culture within the Group by aligning more
directly the interests of Group CEO, Key Management Executives and senior executives with the interest of the
Shareholders, and for such employees to participate and share in the Group’s growth and success.
The RSP is available to a broader base of senior executives compared to the PSP. Its objectives are to increase
the Company’s flexibility and effectiveness in its continuing efforts to attract, motivate and retain talented senior
executives and to reward these executives for the future performance of the Company. The PSP applies to senior
Management in key positions who shoulder the responsibility of the Company’s future performance and who are
able to drive the growth of the Company through superior performance. They serve as further motivation to the
participants in striving for excellence and delivering long-term shareholder value.
Under the RSP and the PSP, the Company grants share-based awards (“Base Awards”) with pre-determined
performance targets being set over the relevant performance period. The performance period for the RSP and
the PSP are two years and three years respectively. For the RSP, the pre-set targets are Attributable Profit Before
Fair Value Adjustment and Exceptional Items and Return on Capital Employed. For the PSP, the pre-set targets
are Return on Invested Capital, Total Shareholders’ Return Relative to FTSE ST Real Estate Index and Absolute
Shareholders’ Return as a multiple of Cost of Equity.
The RSP and PSP awards represent the right to receive fully paid shares in the Company (“Shares”), their equivalent
cash value or a combination thereof, free of charge, provided certain prescribed performance conditions are met.
The final number of Shares to be released (“Final Awards”) will depend on the achievement of the pre-determined
targets at the end of the performance period. If such targets are exceeded, more Shares than the Base Awards can
be delivered, subject to a maximum multiplier of the Base Awards.
The maximum number of Shares which can be released, when aggregated with the number of new Shares issued
pursuant to the vesting of awards under the RSP and the PSP will not exceed ten percent (10%) in aggregate of the
issued share capital of the Company over the life of the RSP and the PSP of ten years respectively.
The RC has absolute discretion to decide on the Final Awards, taking into consideration of any other relevant
circumstances.
154 | Frasers Property Limited
CorporateGovernance Report Remuneration Policy in Respect of Executive Directors and Other Key Management Executives
The Company advocates a performance-based remuneration system that is highly flexible and responsive to the market,
which also takes into account the Company’s performance and that of its employees. In designing the compensation
structure, the RC seeks to ensure that the level and mix of remuneration is competitive, relevant and appropriate in finding
a balance between current versus long-term compensation and between cash versus equity incentive compensation.
Executives who have a greater ability to influence Group outcomes have a greater proportion of overall reward at risk.
The RC exercises broad discretion and independent judgement in ensuring that the amount and mix of compensation are
aligned with the interests of the Shareholders and promote the long-term success of the Company.
Performance Indicators for Key Management Executives
As set out above, the Company’s variable remuneration comprises short-term and long-term incentives, taking into
account both individual and Company’s performance. In determining the short term incentives, both Group and SBU’s
financial and non-financial performance as per the balanced scorecard are taken into consideration. This is to ensure
employee remuneration is linked to performance.
In relation to long term incentives, the Company has implemented the RSP and the PSP as set out above. The release of
long term incentive awards to the Key Management Executives are conditional upon performance targets being met. The
performance targets of Attributable Profit Before Fair Value Adjustment and Exceptional Items and Return on Capital
Employed (in the case of the RSP) and Return on Invested Capital, Total Shareholders’ Return Relative to FTSE ST Real
Estate Index and Absolute Shareholders’ Return as a multiple of Cost of Equity (in the case of the PSP) align the interests
of the Key Management Executives with the long-term growth and performance of the Company. For FY18, the majority
of pre-determined target performance levels for the RSP and the PSP grants were met.
Currently, the Company does not have claw-back provisions which allow it to reclaim incentive components of
remuneration from its Key Management Executives in exceptional circumstances of misstatement of financial results or
misconduct resulting in financial loss.
Principle 9: Disclosure on Remuneration
Remuneration of Directors and Top Key Management Executives
Information on the remuneration of Directors of the Company and Key Management Executives of the Group for FY18 are
set out below.
Directors of the Company
Mr Charoen Sirivadhanabhakdi
Khunying Wanna Sirivadhanabhakdi
Mr Charles Mak Ming Ying
Mr Chan Heng Wing
Mr Philip Eng Heng Nee
Mr Tan Pheng Hock
Mr Wee Joo Yeow
Mr Weerawong Chittmittrapap
Mr Chotiphat Bijananda
Mr Panote Sirivadhanabhakdi
Mr Sithichai Chaikriangkrai
Notes:
Remuneration
$
–(1)
–(1)
312,500
184,500
205,500(2)
109,000
179,500
176,000
211,500
–(3)
205,500
(1) Mr Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi waived payment of Directors’ fees due to them.
(2)
Excludes $98,750, A$81,000 and $25,161 being payment of directors’ fees from FPL’s subsidiaries, Frasers Centrepoint Asset Management Ltd, Frasers
Property Australia Pty Ltd and FHI, respectively.
(3) Mr Panote Sirivadhanabhakdi, the Group CEO, who is an executive Director, is not paid director’s fees.
Annual Report 2018 | 155
CorporateGovernance Report Remuneration of Group
CEO for Year Ended
30 September 2018
Remuneration
($)
Salary
%
Bonus
%
Allowances
& Benefits
%
Mr Panote Sirivadhanabhakdi
3,593,897
27
31
15
Remuneration of Key Management
Executives for Year Ended
30 September 2018
Salary
%
Bonus
%
Allowances
& Benefits
%
Between $3,250,001 and $3,500,000
Mr Rodney Fehring
Between $1,250,001 to $1,500,000
Mr Chia Khong Shoong
Mr Uten Lohachitpitaks
Mr Christopher Tang Kok Kai
Between $900,001 to $1,150,000
Mr Choe Peng Sum
Mr Loo Choo Leong
Aggregate Total Remuneration of
Key Management Executives:
Notes:
36
41
41
41
50
50
40
25
27
27
14
27
3
5
3
5
6
4
Long Term
Incentives(1)
%
27(2)
Long Term
Incentives(1)
%
21
29
29
27
30
19
Total
%
100
Total
%
100
100
100
100
100
100
$9,690,731
(1)
(2)
The value of long term incentives was calculated based on the closing share price of $2.10 on 22 December 2017.
The long term incentives for Mr Panote Sirivadhanabhakdi will be paid in the form of cash based on similar performance targets, performance periods, vesting
periods and achievement factors to the RSP and the PSP.
There are no existing or proposed service agreements entered into or to be entered into by the Company or any of its
subsidiaries with Directors, the Group CEO or other Key Management Executives which provide for compensation in the
form of stock options, or pension, retirement or other similar benefits, or other benefits, upon termination of employment.
The Company has not disclosed exact details of the remuneration of each Key Management Executive due to the highly
competitive human resource environment and the confidential nature of staff remuneration matters.
As at 30 September 2018, save for Mr Panote Sirivadhanabhakdi, the Group CEO, there are no employees within the Group
who is an immediate family member of a Director or the Group CEO, and whose remuneration exceeds $50,000 during the
year. Mr Panote Sirivadhanabhakdi is an immediate family member of the Chairman of the Board.
Directors’ Fees
The remuneration of non-executive Directors takes into account their level of contribution and their respective
responsibilities, being their attendance at Board meetings and Board Committee meetings. No Director decides his
own fees. The Company engages consultants to review Directors’ fees by benchmarking such fees against the amounts
paid by listed industry peers. Each non-executive Director’s remuneration comprises a basic fee and attendance fees for
attending Board and Board Committee meetings. In addition, non-executive Directors who perform additional services
in Board Committees are paid an additional fee for such services. The Chairman of each Board Committee is also paid a
higher fee compared with the members of the respective Board Committees in view of the greater responsibility carried
by that office.
156 | Frasers Property Limited
CorporateGovernance Report Following a directors’ fee benchmarking exercise for the non-executive Directors of the Company carried out with the
assistance of an external consultant, Korn Ferry Hay Group, the following fee structure was presented to and reviewed by
the RC, and endorsed by the Board for FY18:
Board
– Chairman
– Lead Independent Director
– Member
Audit Committee and EXCO
– Chairman
– Member
Remuneration Committee
– Chairman
– Member
Basic Fee
($)
200,000
120,000
100,000
60,000
30,000
50,000
25,000
Nominating Committee and Risk Management Committee
– Chairman
– Member
40,000
20,000
Attendance Fee
(for physical
attendance in
Singapore or
home country of
Director)
($)
Attendance Fee
(for physical
attendance
outside Singapore
(excluding home
country of
Director))
($)
Attendance Fee
(for attendance
via tele / video
conference)
($)
3,000
1,500
1,500
3,000
1,500
3,000
1,500
3,000
1,500
4,500 per trip
4,500 per trip
4,500 per trip
4,500 per trip
4,500 per trip
4,500 per trip
4,500 per trip
4,500 per trip
4,500 per trip
1,000
1,000
1,000
1,000
1,000
1,000
1,000
1,000
1,000
Shareholders’ approval was obtained at the AGM of the Company on 29 January 2018, for the payment of the Directors’
fees for FY18 of up to $2 million. Shareholders’ approval will be sought at the 55th AGM on 29 January 2019 for the
approval of Directors’ fees proposed for the financial year ending 30 September 2019, up to $2 million.
C.
ACCOUNTABILITY AND AUDIT
Principle 10: Accountability
The Board is responsible for providing a balanced and understandable assessment of the Company’s and the Group’s
performance, position and prospects, including interim and other price sensitive public reports, and reports to regulators
(if required).
The Company prepares its financial statements in accordance with the Singapore Financial Reporting Standards prescribed
by the Accounting Standards Council. The Board provides Shareholders with quarterly and annual financial reports, and
releases its quarterly and full year financial results, other price sensitive information and material corporate developments
through announcements to the SGX-ST and, where appropriate, press releases, the Company’s website and media and
analysts’ briefings. In communicating and disseminating its results, the Company aims to present a balanced and clear
assessment of the Group’s performance, position and prospects.
In order to enable the Board to obtain a timely and informed assessment of the Company’s position, Management furnishes
accounts to it on a quarterly basis, with monthly management accounts to be provided as the Board may request from
time to time. Such reports keep the Board members informed of the Company’s and the Group’s performance, position
and prospects.
Annual Report 2018 | 157
CorporateGovernance Report Principle 11: Risk Management and Internal Controls
The Board is responsible for governing risks and ensuring that Management maintains a sound system of risk management
and internal controls. The Company maintains a sound system of risk management and internal controls with a view to
safeguarding its assets and Shareholders’ interests.
The AC, with the assistance of internal and external auditors, reviews and reports to the Board on the adequacy and
effectiveness of the Company’s system of controls, including financial, operational, compliance and information
technology controls, established by Management. In assessing the effectiveness of internal controls, the AC 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.
The importance and emphasis placed by the Group on internal controls is underpinned by the fact that the key performance
indicators for Management’s performance consider the findings of the internal auditors and the number of unresolved
and/or outstanding issues raised in the process.
Risk Management Committee
The Board, through the RMC, reviews the adequacy and effectiveness of the Group’s risk management framework and
systems to ensure that robust risk management and mitigating controls are in place.
The RMC oversees the risk management framework and policies of the Group. It is responsible for, among other things,
reviewing the Group’s risk management strategy, policies, enterprise-wide risk management framework, processes and
procedures for identifying, measuring, reporting and mitigating key risks in the Group’s businesses and operations. In this
regard, key risks and the associated mitigating controls are reported to the Board. Together with the AC, the RMC helps to
ensure that Management maintains a sound system of risk management and internal controls to safeguard the interests
of Shareholders and the assets of the Group. Through guidance to and discussions with Management, the RMC assists
the Board in its determination of the nature and extent of significant risks which the Board is willing to take in achieving
the Group’s strategic objectives. The meetings of the RMC are attended by the senior Management of the Group. The
meetings serve as a forum to review and discuss material risks and exposures of the Group’s businesses and strategies to
mitigate risks.
The RMC comprises the following members:
Chairman
Mr Chotiphat Bijananda
Member
Mr Charles Mak Ming Ying
Mr Chan Heng Wing
Member
Mr Weerawong Chittmittrapap Member
Member
Mr Panote Sirivadhanabhakdi
Member
Mr Sithichai Chaikriangkrai
As of 30 September 2018, five out of the six members of the RMC are non-executive Directors, and the RMC comprises
three Independent Directors.
158 | Frasers Property Limited
CorporateGovernance Report Risk Management, Risk Tolerance and Internal Controls
Assisted by the RMC, the Board determines the risk appetite, assesses the Group’s risk profile, material risks, and
mitigation plan, and provides valuable advice to Management in formulating the risk management framework, policies
and guidelines, and oversees Management in the implementation of the risk management and internal control systems.
The Company has adopted an enterprise-wide risk management framework (“ERM Framework”) to enhance its risk
management capabilities. The Board is assisted by the RMC to oversee the Group’s ERM Framework. Key risks, mitigating
measures and management actions are continually identified, reviewed and monitored as part of the ERM Framework.
Where applicable, financial and operational key risk indicators are put in place to track key risk exposures. Apart from
the ERM Framework, 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 Group’s ERM Framework is set out on pages 143 to 144.
Periodic updates are provided to the RMC on the Group’s risk profile. These updates include assessments of the Group’s
key risks by major business units, highlights of emerging risks, the implementation status of the risk mitigation plan and
changes in plans undertaken by Management to manage key risks, as well as reports on risk tolerance status.
The Group’s risk tolerance statements have been developed by Management, and approved by the RMC on behalf of the
Board. The risk tolerance statements set out the nature and extent of the significant risks that the Group is willing to take
in achieving its strategic objectives. The accompanying risk tolerance thresholds, which set the risk boundaries in various
strategic and operational areas, are reviewed and monitored closely by Management, and reported to the RMC.
To assist the Board in ascertaining the adequacy and effectiveness of the Group’s internal controls, Management has in
place a control self-assessment exercise and maps out key operational risks with the existing assurance processes in a
comfort matrix every year. Management carries out control self-assessment in key areas of their respective businesses
and operations to self- evaluate their internal controls status. Using a comfort matrix of key risks, the material financial,
operational, compliance and information technology risks of the Company are documented by the business and operational
units and presented against strategies, policies, people, processes, systems, mechanisms and reporting processes that
have been put in place.
The heads of business units are required to provide the Company with written assurances as to the adequacy and
effectiveness of their system of internal controls and risk management. Assurances are also sought from the Company’s
internal auditors based on their independent assessments.
The Board has received assurance from the Group CEO and the Group CFO of the Company that as at 30 September 2018,
(a) the financial records of the Group have been properly maintained and the financial statements for FY18 give a true and
fair view of the Group’s operations and finances; (b) the system of internal controls in place for the Group is adequate and
effective as at 30 September 2018 to address financial, operational, compliance and information technology risks which
the Group considers relevant and material to its operations; and (c) the risk management system in place for the Group is
adequate and effective as at 30 September 2018 to address risks which the Group considers relevant and material to its
operations.
Based on the internal controls established and maintained by the Group, work performed by internal and external
auditors, reviews performed by Management and various Board Committees and assurance from the Group CEO and the
Group CFO, the Board, with the concurrence of the AC, is of the opinion that the Group’s internal controls were adequate
and effective as at 30 September 2018 to address financial, operational, compliance and information technology risks,
which the Group considers relevant and material to its operations.
Based on the risk management framework established and assurance from the Group CEO and the Group CFO, the Board
is of the view that the Group’s risk management system was adequate and effective as at 30 September 2018 to address
risks which the Group considers relevant and material to its operations.
The Board notes that the system of internal controls and risk management provides reasonable, but not absolute,
assurance that the Group 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.
Annual Report 2018 | 159
CorporateGovernance Report Principle 12: Audit Committee
Audit Committee
The AC, on behalf of the Board, undertakes the monitoring and review of the system of internal controls. Its main
responsibilities are to assist the Board in the discharge of its oversight responsibilities in the areas of internal controls,
financial and accounting practices, operational and compliance controls. Significant findings are reported to the Board.
The AC is guided by written Terms of Reference endorsed by the Board and which set out its duties and responsibilities. It
is duly authorised to investigate any matter within such Terms of Reference, and has full access to and the co-operation
of Management, as well as the full discretion to invite any Director or executive officer to attend its meetings. Under the
Terms of Reference of the AC, a former partner or director of the Company’s existing auditing firm or auditing corporation
shall not act as a member of the AC (a) within a period of 12 months commencing on the date of his ceasing to be a partner
of the auditing firm or director of the auditing corporation; and in any case (b) for so long as he has any financial interest
in the auditing firm or auditing corporation.
The AC comprises the following members:
Mr Charles Mak Ming Ying
Mr Philip Eng Heng Nee
Mr Wee Joo Yeow
Mr Sithichai Chaikriangkrai
Chairman
Member
Member
Member
The AC is made up of non-executive Directors, the majority of whom, including the Chairman, are Independent Directors.
The members of the AC are appropriately qualified and have recent and/or relevant accounting and related financial
management expertise or experience. Their collective wealth of experience and expertise enables them to discharge their
responsibilities competently.
During the year, the key activities of the AC included the following:
•
•
•
•
•
•
•
reviewing the quarterly and full-year financial results and related SGX-ST announcements, including the independent
auditors’ report, significant financial reporting issues and assessments, to safeguard the integrity in financial
reporting, and to ensure compliance with the requirements of the Singapore Financial Reporting Standards;
recommending, for the approval of the Board, the quarterly and annual financial results and related SGX-ST
announcements;
reviewing and evaluating with internal and external auditors, the adequacy and effectiveness of internal control
systems, including financial, operational, information technology and compliance controls;
reviewing and approving the internal and external audit plans to ensure the adequacy of the audit scope;
reviewing with internal and external auditors, the audit reports and their recommendations, and monitoring the
timely and proper implementation of any required corrective or improvement measures;
reviewing the adequacy and effectiveness of the Group’s internal audit function, including the adequacy of internal
audit resources and its appropriate standing within the Group; and
reviewing whistle-blowing investigations within the Group and ensuring appropriate follow-up actions, if required.
The AC also meets with internal and external auditors without the presence of Management at least once a year to obtain
feedback on the competency and adequacy of the finance function and to ascertain if there are any material weaknesses
or control deficiencies in the Group’s financial reporting and operational systems. In addition, periodic updates on changes
in accounting standards and treatment are prepared by external auditors and circulated to members of the AC so that
they are kept abreast of such changes and its corresponding impact on the financial statements, if any.
160 | Frasers Property Limited
CorporateGovernance Report In the review of the financial statements for FY18, the AC discussed the following key audit matters identified by the
external auditors with Management:
Key audit matter
Review by the AC
Valuation of development
properties for sale
The AC considered the methodology applied to the valuation of development properties
held for sale, focusing on development projects in markets faced with challenging
conditions or, with slower than expected sales. Where appropriate, the AC had inquired
of Management on its basis and its strategy to sell the unsold units.
The AC has also considered the findings of the external auditors on Management’s
assessment of the net realisable value of these development projects.
The AC was satisfied with the approach and assessment adopted by Management in
arriving at the net realisable value of the development projects as at 30 September 2018.
Valuation of
investment properties
The AC considered the methodologies and key assumptions applied by the valuers in
arriving at the valuation of investment properties.
The AC reviewed the outputs from the year-end valuation process of the Group’s
investment properties and discussed the details of the valuation with Management,
focusing on significant changes in fair value measurements and key drivers of the changes.
The AC considered the findings of the external auditors, including their assessment of
the appropriateness of valuation methodologies and the underlying key assumptions
applied in the valuation of investment properties.
The AC was satisfied with the valuation process, the methodologies used and the
valuation for investment properties as adopted as at 30 September 2018.
Recoverability of
intangible assets
The AC considered the methodologies and key assumptions applied by Management for
its annual impairment tests of the Group’s intangible assets.
Significant business
acquisitions
The AC also considered the external auditors’ findings on Management’s estimates of the
recoverable amounts supporting the intangible assets, the methodologies applied and
key assumptions used. Where applicable, the AC was briefed on the sensitivity of the key
assumptions on the available headroom.
The AC was satisfied with the methodologies and key assumptions used in supporting
Management’s assessment of the carrying value of the intangible assets as at
30 September 2018.
The AC considered Management’s use of independent valuation specialists to assist
Management in arriving at its purchase price allocation (“PPA”) assessments. The PPA
assessments involved the use of valuation methodologies and certain assumptions
to derive the fair value estimates of identified assets and liabilities and the resulting
goodwill, if any.
The AC also considered the findings of the external auditors on the PPA assessments
performed by Management.
The AC was satisfied that the PPA exercise was conducted appropriately and the
methodologies used and the amounts adopted in the financial statements were
appropriate.
Annual Report 2018 | 161
CorporateGovernance Report External Auditors
The AC makes recommendations to the Board for approval by Shareholders, the appointment and re-appointment and
removal of the Company’s external auditors. The external auditors hold office until their removal or resignation. The AC
assesses the external auditors based on factors such as the performance and quality of its audit and the independence
of the auditors, and recommends its appointment to the Board. In the AGM held on 29 January 2018, KPMG LLP was re-
appointed by Shareholders as the external auditors of the Company for FY18. Pursuant to the requirements of the SGX-ST,
an audit partner may only be in charge of a maximum of five consecutive annual audits and may then return after two
years. KPMG LLP has met this requirement, and the current KPMG LLP audit partner for the Group has been appointed
since the AGM held on 29 January 2016.
None of the members of the AC were previous partners or directors of the Company’s auditors KPMG LLP and none of the
members of the AC hold any financial interest in the Company’s external auditors, KPMG LLP.
During the year, the AC conducted a review of the scope and results of audit by the external auditors and its cost
effectiveness, as well as the independence and objectivity of the auditors. It also reviewed all non-audit services provided
by the external auditors, and the aggregate amount of audit fees paid to them. For details of fees payable to the external
auditors in respect of audit and non-audit services for FY18, please refer to Note 4 of the Notes to the Financial Statements
on page 215. The AC is satisfied that neither their independence nor their objectivity is put at risk, and that they are still
able to meet the audit requirements and statutory obligations of the Company. It is also satisfied with the aggregate
amount of audit fees paid to the external auditors.
The Company has complied with Rule 712 of the Listing Rules which requires, amongst others, that a suitable auditing
firm should be appointed by the Company having regard to these factors. The Company has also complied with Rule 715
of the Listing Rules which requires that the same auditing firm of the Company based in Singapore audits its Singapore-
incorporated subsidiaries and significant associated companies, and that a suitable auditing firm be engaged for its
significant foreign-incorporated subsidiaries and associated companies.
Whistle-Blowing Policy
The Company has in place a whistle-blowing policy (the “Whistle-Blowing Policy”). The Whistle-Blowing Policy provides
an independent feedback channel through which matters of concern about possible improprieties in matters of financial
reporting, suspected fraud and corruption or other matters may be raised by employees and any other persons in
confidence and in good faith, without fear of reprisal. The improprieties that are reportable under the Whistle-Blowing
Policy include:
(a)
financial or professional misconduct;
(b)
improper conduct, dishonest or unethical behaviour, or violence at the workplace;
(c)
any irregularity or non-compliance with laws/regulations, and/or internal controls;
(d)
conflicts of interest;
(e)
health/safety of any individual; and
(f)
any other improprieties or matters that may adversely affect Shareholders’ interest in, and assets of, the Company
and its reputation.
The Whistle-Blowing Policy is covered during staff training and periodic communication. All whistle-blowing complaints
which are raised are independently investigated and appropriate actions taken by an independent investigation committee
as appropriate, and the outcome of each investigation is reported to the AC. The AC reviews and ensures that independent
investigations and any appropriate follow-up actions are carried out.
162 | Frasers Property Limited
CorporateGovernance Report Principle 13: Internal Audit
The Group’s internal audit (“IA”) department (“FPL Group IA”) is responsible for conducting objective and independent
assessments on the adequacy and effectiveness of the Group’s system of internal controls, risk management and
governance practices. The Head of the FPL Group IA reports directly to the Chairman of the AC and administratively, to
the Group CEO.
In performing IA services, FPL Group IA has adopted and complies with the Standards for the Professional Practice of
Internal Auditing set by The Institute of Internal Auditors, Inc. FPL Group IA comprises 20 professional staff. The Head of
FPL Group IA and the Singapore-based FPL Group IA staff are members of The Institute of Internal Auditors, Singapore. To
ensure that the internal audit activities are effectively performed, FPL Group IA recruits and employs suitably qualified
staff with the requisite skills and experience. Such staff are given relevant training and development opportunities to
update their technical knowledge and auditing skills. All staff members of FPL Group IA also receive relevant technical
training and attend seminars organised by The Institute of Internal Auditors, Singapore and other professional bodies.
FPL Group IA operates within the framework of a set of terms of reference as contained in the Internal Audit Charter
approved by the AC. The AC is responsible for the hiring, removal, evaluation and compensation of the head of the IA
function. The IA function adopts a risk-based audit methodology to develop its audit plans, and its activities are aligned
to key risks of the Group. The results of the risk assessments determine the level of focus and the review intervals for the
various activities audited.
FPL Group IA conducts its audit reviews based on internal audit plans approved by the AC. FPL Group IA has unfettered
access to all the Group companies’ documents, records, properties and personnel, including access to the AC members.
All audit reports detailing audit findings and recommendations are provided to Management who would respond with
the actions to be taken.
Each quarter, FPL Group IA would submit reports to the AC on the status of the audit plans and on audit findings and actions
taken by Management on such findings. Key findings are highlighted at AC meetings for discussion. The AC monitors the
timely and proper implementation of the required follow-up measures undertaken by Management.
The AC is satisfied that FPL Group IA has adequate resources and appropriate standing within the Group to perform its
functions effectively.
Quality assurance reviews on the Group’s IA function are periodically carried out by qualified professionals from an
external organisation. The last review was performed in January 2018.
D.
SHAREHOLDER RIGHTS AND RESPONSIBILITIES
Principle 14: Shareholder Rights
The Company believes in treating all Shareholders fairly and equitably. It is committed to keeping all Shareholders and
other stakeholders and analysts in Singapore and beyond, informed of its corporate activities, including changes (if any)
in the Company or its businesses which are likely to materially affect the price or value of its shares, in a timely and
consistent manner.
Shareholders of the Company are given the opportunity to participate effectively and vote at general meetings of
the Company, where relevant rules and procedures governing such meetings (for instance, how to vote) are clearly
communicated.
Principle 15: Communication with Shareholders
The Company prides itself on its high standards of disclosure and corporate transparency. At the Singapore Corporate Awards
held on 18 July 2018, FPL was presented a silver award for Best Investor Relations in the category for listed companies with
market capitalisation of S$1 billion and above. FPL aims to provide fair, relevant, comprehensive and timely information
regarding the Group’s performance and progress to Shareholders and the investment community to enable them to
make informed investment decisions. The Group’s dedicated Investor Relations (“IR”) team is tasked with, and focuses on,
facilitating communications between the Company and its Shareholders, as well as with the investment community.
Annual Report 2018 | 163
CorporateGovernance Report The IR team communicates regularly with Shareholders, as well as with the investment community, through timely
disclosures of material and other pertinent information to the SGX-ST, and quarterly results briefings and conference
calls. The IR team also conducts roadshows (together with senior Management), and participates in investor seminars
and conferences to keep the market and investors apprised of the Group’s corporate developments and financial
performance. During the year, the IR team, together with senior Management, engaged with Singapore and foreign
investors at conferences, briefings and calls, non-deal roadshows as well as one-on-one and group meetings. The aim
of such engagements is to provide Shareholders and investors with prompt disclosure of relevant information, to enable
them to have a better understanding of the Company’s businesses and performance. The Company makes available
all its briefing materials to analysts and the media, webcasts of its half-year and full-year results briefings, its financial
information, its annual reports, and all announcements to the SGX-ST on its website at frasersproperty.com, with contact
details of the IR team for investors to channel their comments and queries.
Further details on IR’s activities and responsibilities during the year can be found in the Investor Relations section of the
Annual Report on page 88.
As previously disclosed in the Introductory Document issued by the Company on 28 October 2013 in connection with
its listing on the SGX-ST, the Company intends to recommend dividends of up to 75% of its net profit after tax after
considering factors such as its level of cash and reserves, results of operations, business prospects, capital requirements
and surplus, general financial condition, contractual restrictions, the absence of any circumstances which might reduce
the amount of reserves available to pay dividends and other factors relevant to the Board (including the expected financial
performance of the Company).
Principle 16: Conduct of Shareholder Meetings
An electronic copy of the Annual Report has been uploaded on the Company’s website. Shareholders can access the Annual
Report (printed copies are available upon request) at https://investor.frasersproperty.com/publications.html.
The Board supports and encourages active shareholder participation at AGMs as it believes that general meetings serve
as an opportune forum for Shareholders to meet the Board and senior Management, and to interact with them.
The Company’s Constitution allows (a) each Shareholder who is not a relevant intermediary (as defined in the Companies
Act, Chapter 50) the right to appoint up to two proxies and (b) each Shareholder who is a relevant intermediary to appoint
more than two proxies to attend and vote on their behalf in Shareholders’ meetings. At general meetings, the Company
sets out separate resolutions on each substantially separate issue and Shareholders are given the opportunity to raise
questions and clarify any issues that they may have relating to the resolutions sought to be passed. Board members
and senior Management are present at each Shareholders’ meeting to respond to any questions from Shareholders. The
Company’s 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 Company has implemented electronic poll voting at AGMs. This entails Shareholders
being invited to vote on each of the resolutions by poll, using an electronic voting system (instead of voting by hands),
thereby allowing all Shareholders present or represented at the meeting to vote on a one share, one vote basis. The
voting results of all votes cast for, or against, each resolution is then screened at the meeting and announced to the
SGX-ST after the meeting. The Company will continue to use the electronic poll voting system at the forthcoming AGM.
As the authentication of shareholder identity and other related security and integrity issues still remain a concern, the
Company has decided for the time being, not to implement absentia voting methods such as voting via mail, e-mail or
fax. The minutes of Shareholders’ meetings which capture the matters approved by Shareholders, voting results and key
comments or queries from Shareholders together with responses from the Board and Management are prepared by the
Company. These minutes are available to Shareholders upon request specifically made.
Listing Rule 1207 sub-Rule (19) on Dealings in Securities
The Company has established a procedure for dealings in the securities of the Company, which sets out the implications
of insider trading and guidance on such dealings, including the prohibition on dealings with the Company’s securities on
short-term considerations. In compliance with Listing Rule 1207(19) of the Listing Manual on best practices on dealing
in securities, the Group issues quarterly reminders to its Directors, officers and employees on the restrictions in dealings
in listed securities of the Group during the period commencing (i) two weeks prior to the announcement of financial
results of each of the first three quarters of the financial year, and (ii) one month before the announcement of full year
results, and ending on the date of such announcements. Directors, officers and employees are also reminded not to trade
in listed securities of the Group at any time while in possession of unpublished price sensitive information and to refrain
from dealing in the Group’s securities on short-term considerations. Directors and CEOs are also required to report their
dealings in the Company’s securities within two business days.
164 | Frasers Property Limited
CorporateGovernance Report GUIDELINES FOR DISCLOSURE
Guideline
Questions
How has the Company complied?
General
(a)
Has the Company compiled with
all the principles and guidelines of
the Code? If not, please state the
specific deviations and the alternative
practices
governance
corporate
adopted by the Company in lieu of the
recommendations in the Code.
(a)
(“FPL” or the
Frasers Property Limited
“Company”) has complied in all material
respects with the principles and guidelines
set out in the Code.
(b)
In what respect do these alternative
practices
governance
corporate
the
achieve
principles and conform
the
guidelines in the Code?
the objectives of
to
(b)
See above.
Board Responsibility
Guideline 1.5 What are the types of material transactions
which require approval from the Board?
Members of the Board
Guideline 2.6
(a) What is the Board’s policy with regard
identifying director
in
to diversity
nominees?
(b)
Please state whether the current
composition of the Board provides
diversity each of the following – skills,
experience, gender and knowledge
of the Company, and elaborate with
numerical data where appropriate.
(c) What steps has the Board taken
and
the
to
diversity necessary to maximize its
effectiveness?
balance
achieve
The Company has a Manual of Authority (“MOA”)
which contains a schedule of matters specifically
reserved to the Board for approval. In addition to
matters such as annual budgets, financial plans and
business strategies, Board approval is required for
material transactions, such as major acquisitions,
divestments, funding and investment proposals. The
MOA authorises the Board Executive Committee to
approve certain transactions up to specified limits
beyond which the approval of the Board needs to
be obtained.
(a)
(b)
(c)
The Board proactively seeks to maintain
an appropriate balance of expertise, skills
is
and attributes among Directors. This
reflected in the diversity of backgrounds and
competencies of its Directors.
The current competencies of the Board
range from banking, finance and accounting
to relevant industry knowledge including
management experience and
familiarity
with regulatory requirements and risk
management. Please refer to pages 12 to 17
(Write-up on Directors) and pages 147 to 148
of this Annual Report.
The Board has delegated the Nominating
Committee (the “NC”) to annually review
the size and composition of the Board with a
view to maintaining an appropriate balance
of expertise, skills and attributes taking
into account the needs of the FPL and its
subsidiaries (the “Group”). Please also refer
to Guideline 4.6 below on the process for
Board succession planning. Please refer to
pages 149 to 150 of this Annual Report.
Annual Report 2018 | 165
CorporateGovernance Report Guideline
Questions
How has the Company complied?
in
lead
The NC takes the
identifying,
evaluating and selecting suitable candidates,
factoring in the ability of the prospective
candidate to contribute to the Board, as
well as taking into account the existing
mix of expertise, skills and attributes of the
Directors to identify needed and/or desired
competencies.
The NC will assess whether Directors are
properly qualified
re-appointment
by virtue of their skills, experience and
contributions. Please also refer to pages 149
to 150 of this Annual Report.
for
Yes. Please also refer to page 146 of this
Annual Report.
(i) New Directors are given a letter of
appointment setting out, among other
things, a Director’s duties and obligations
including their responsibilities as fiduciaries
and, how to deal with conflicts of interest
that may arise. A comprehensive orientation
programme is also conducted to familiarise
new appointees with the business activities,
strategic directions, policies and corporate
governance practices of the Group. Please
also refer to page 146 of this Annual Report.
(ii) Directors are regularly updated on the
Group’s businesses and the regulatory and
industry-specific environments in which the
entities of the Group operate. Updates on
good corporate governance relevant legal,
regulatory and technical developments
may be in writing or disseminated by way
of briefings, presentations and/or handouts.
Directors are also encouraged to be members
of the Singapore
Institute of Directors
(“SID”) and to receive journal updates and
training from SID in order to stay abreast of
relevant developments in financial, legal and
regulatory requirements. Please also refer to
page 146 of this Annual Report.
Guideline 4.6
Please describe the board nomination
process for the Company in the last financial
year for (i) selecting and appointing new
directors and
incumbent
directors
(ii) re-electing
Guideline 1.6
(a)
Are new directors given
training? If not, please explain why
formal
(b) What are the types of information and
training provided to (i) new directors
and (ii) existing directors to keep them
up-to-date?
(i)
(ii)
(a)
(b)
(b)
166 | Frasers Property Limited
CorporateGovernance Report Guideline
Questions
How has the Company complied?
Guideline 4.4
(a) What is the maximum number of
listed company board representations
that the Company has prescribed for
its directors? What are the reasons for
this number?
(a)
The Company has not prescribed a
maximum number of listed company board
representations that a Director may hold.
Please also refer to page 149 of this Annual
Report.
(b)
If a maximum number has not been
determined, what are the reasons?
(b)
(c) What are the specific considerations in
deciding on the capacity of directors?
(c)
The NC is tasked with determining whether
each Director
to adequately
is able
devote sufficient time to discharging their
responsibilities to the Company. The NC has
taken cognizance of the recommendations
of the Code requirement but is of the view
that its assessment of a Director’s ability to
devote sufficient time to the discharge of his
or her duties should not entail a restriction
on the number of other board commitments
or their other principal commitments. Please
also refer to page 149 of this Annual Report.
The contributions by Directors to and during
meetings of the Board and relevant Board
Committees as well as their attendance at
such meetings are holistically assessed and
taken into account by the NC. Please also refer
to pages 149 to 150 of this Annual Report.
Board Evaluation
Guideline 5.1
(a) What was the process upon which the
Board reached the conclusion on its
performance for the financial year?
(b)
Has the Board met its performance
objectives?
(a)
(b)
implemented a
The Board has
formal
process for assessing the effectiveness of
the Board and its Board committees. For
FY18, an independent external consultant
was appointed to facilitate the process of
conducting a Board evaluation survey. Please
refer to page 151 of this Annual Report.
Based on the NC’s review, the Board and
the various Board Committees operate
effectively and each Director is contributing
to the overall effectiveness of the Board.
Annual Report 2018 | 167
CorporateGovernance Report Guideline
Questions
How has the Company complied?
Independence of Directors
Guideline 2.1
Does the Company comply with the guideline
on the proportion of independent directors
on the Board? If not, please state the reasons
for the deviation and the remedial action
taken by the Company
Guideline 2.3
(a)
Is there any director who is deemed
to be
independent by the Board,
notwithstanding the existence of a
relationship as stated in the Code that
would otherwise deem him not to be
independent? If so, please identify the
director and specify the nature of such
relationship.
As of 1 October 2016, Mr Panote Sirivadhanabhakdi
was appointed as the Group CEO. Mr Panote
Sirivadhanabhakdi is an immediate family member
of the Chairman of the Board. The Company notes
that it is in compliance with Guideline 2.2 of the
Code, as its Independent Directors makes up half of
the Board when the Chairman and the Group CEO
are immediate family members. Please also refer to
page 147 of this Annual Report.
(a)
No. Please also refer to pages 149 to 150 of
this Annual Report.
(b) What are the Board’s reasons for
considering him independent? Please
provide a detailed explanation.
(b)
Not applicable.
Guideline 2.4
Has any independent director served on the
Board for more than nine years from the date
of his first appointment? If so, please identify
the director and set out the Board’s reasons
for considering him independent.
No.
Disclosure on Remuneration
Guideline 9.2
Has the Company disclosed each director’s
and the CEO’s remuneration as well as
a breakdown
(in percentage or dollar
terms) into base/fixed salary, variable or
performance
income/bonuses,
benefits –in-kind, stock options granted,
share-based
incentives and awards, and
other long-term incentives? If not, what are
the reasons for not disclosing so?
related
Yes. Please refer to pages 155 to 156 of this
Annual Report.
(a)
Yes. Please refer to page 156 of this Annual
Report.
Guideline 9.3
(a)
management
Has the Company disclosed each
key
personnel’s
remuneration, in bands of S$250,000
or
in more detail, as well as a
breakdown (in percentage or dollar
terms)
salary,
variable or performance-related
income/bonuses, benefits
in kind,
stock options granted, share-based
incentives and awards, and other
long-term incentives? If not, what
are the reasons for not disclosing so?
base/fixed
into
168 | Frasers Property Limited
CorporateGovernance Report Guideline
Questions
How has the Company complied?
(b)
the
disclose
Please
aggregate
remuneration paid to the top key
management personnel (who are not
directors or the CEO).
(b)
The Company has disclosed the aggregate
key
remuneration paid
management personnel. Please refer to
page 156 of this Annual Report.
top
the
to
Guideline 9.4
Is there any employee who is an immediate
family member of a director or the CEO, and
whose remuneration exceeds S$50,000
during the year? If so, please identify the
employee and specify the relationship with
the relevant director or the CEO.
Guideline 9.6
(a)
Please describe how the remuneration
received by executive directors and
key management personnel has
been determined by the performance
criteria.
As at 30 September 2018, save for Mr Panote
Sirivadhanabhakdi, the Group CEO, there are no
employees within the Group who is an immediate
family member of a Director or Group CEO, and
whose remuneration exceeds S$50,000 during the
year. Mr Panote Sirivadhanabhakdi is an immediate
family member of the Chairman of the Board.
(a)
Please
Annual Report.
refer
to page 155 of
this
(b) What were
performance
the
conditions used to determine their
entitlement under the short-term and
long-term incentive schemes?
(c) Were all of
these performance
conditions met? If not, what were the
reasons?
(b)
Please refer to pages 153 to 155 of this
Annual Report.
(c)
Please
refer
Annual Report.
to page 155 of
this
Risk Management and Internal Controls
Guideline 6.1 What
types of
information does
the
Company provide to independent directors
to enable them to understand its business,
the business and financial environment as
well as the risks faced by the Company? How
frequently is the information provided?
The Management provides the Board with detailed
Board papers specifying relevant
information
and commercial rationale for each proposal for
which Board approval is sought. Such information
includes relevant financial forecasts, risk analyses
and assessments, mitigation strategies, feasibility
studies and key commercial issues for the Board’s
attention and consideration. Reports on major
development
operational matters,
activities,
potential
investment opportunities and budgets are circulated
to the Board periodically. A calendar of activities
is scheduled for the Board a year in advance, with
Board papers and agenda items dispatched to the
Directors about a week before scheduled meetings
as far as possible. This is to give Directors sufficient
time to review and consider the matters being
tabled and/or discussed so that discussions can be
more meaningful and productive. Please refer to
page 151 of this Annual Report.
performance,
business
financial
Annual Report 2018 | 169
CorporateGovernance Report Guideline
Questions
How has the Company complied?
Guideline 13.1 Does the Company have an internal audit
Yes. Please refer to page 163 of this Annual Report.
function? If not, please explain why
Guideline 11.3
(a)
(b)
In relation to the major risks faced
by the Company, including financial,
operational, compliance, information
technology and sustainability, please
state the bases for the Board’s view
on the adequacy and effectiveness of
the Company’s internal controls and
risk management systems.
In respect of the past 12 months, has
the Board received assurance from the
CEO and the CFO as well as the internal
auditor that: (i) the financial records
have been properly maintained and
the financial statements give true and
fair view of the Company’s operations
and finances; and (ii) the Company’s
risk management and internal control
systems are effective? If not, how
does the Board assure itself of points
(i) and (ii) above?
Please refer to page 159 of this Annual Report.
The Board has received assurance from the Group
CEO and the Group CFO of the Company that as
at 30 September 2018, (a) the financial records
of the Group have been properly maintained and
the financial statements for the year ended 30
September 2018 give a true and fair view of the
Group’s operations and finances; (b) the system of
internal controls in place for the Group is adequate
and effective as at 30 September 2018 to address
financial, operational, compliance and information
technology risks which the Group considers
relevant and material to its operations; and (c) the
risk management system in place for the Group is
adequate and effective as at 30 September 2018 to
address risks which the Group considers relevant
and material to its operations.
Based on the internal controls established and
maintained by the Group, work performed by
internal and external auditors, reviews performed
by the Management and various Board Committees
and assurance from the Group CEO and the Group
CFO, the Board, with the concurrence of the AC, is
of the opinion that the Group’s internal controls
were adequate and effective as at 30 September
2018 to address financial, operational, compliance
and information technology risks, which the Group
considers relevant and material to its operations.
the
risk management
Based on
framework
established and assurance from the Group CEO and
the Group CFO, the Board is of the view that the
Group’s risk management system was adequate and
effective as at 30 September 2018 to address risks
which the Group considers relevant and material to
its operations. Please also refer to page 159 of this
Annual Report.
170 | Frasers Property Limited
CorporateGovernance Report Guideline
Questions
How has the Company complied?
Guideline 12.6
(a)
Please provide a breakdown of the
fees paid in total to the external
auditors for audit and non-audit
services for the financial year.
(a)
(b)
(b)
If the external auditors have supplied
a substantial volume of non-audit
services to the Company, please state
the bases for the Audit Committee’s
view on the independence of the
external auditors.
Guideline 15.4
(a)
Company
regularly
Does
the
communicate with
shareholders
and attend to their questions? How
often does the Company meet with
institutional and retail investors?
(a)
Please refer to Note 4 of the Notes to the
Financial Statements on page 215 of this
Annual Report.
During the year, the Audit Committee (the
“AC”) conducted a review of the scope and
results of audit by the external auditors
and its cost effectiveness, as well as the
independence and objectivity of
the
auditors.
It also reviewed all non-audit
services provided by the external auditors,
and the aggregate amount of audit fees
paid to them. For details of fees payable to
the external auditors in respect of audit and
non-audit services for the year ended 30
September 2018, please refer to Note 4 of
the Notes to the Financial Statements on
page 215. The AC is satisfied that neither
their
independence nor their objectivity
is put at risk, and that they are still able to
meet the audit requirements and statutory
obligations of the Company.
is also
satisfied with the aggregate amount of audit
fees paid to the external auditors.
It
The Company, through its Investor Relations
(the “IR”) team communicates regularly with
shareholders and the investment community,
with timely disclosures of material and other
regular
pertinent
dialogues and announcements to SGX-ST.
Please refer to pages 163 to 164 of this
Annual Report.
information,
through
(b)
(c)
Is this done by a dedicated investor
relations team (or equivalent)? If not,
who performs this role?
(b)
Yes. Please refer to pages 163 to 164 of this
Annual Report.
How does
the Company keep
shareholders informed of corporate
developments, apart from SGXNET
announcements and
the annual
report?
(c)
IR
together with
senior
team
The
management participates
investor
seminars, conferences, one-on-one and
group meetings. Please refer to pages 163 to
164 of this Annual Report.
in
Guideline 15.5
If the Company is not paying any dividends
for the financial year, please explain why.
Not applicable.
Annual Report 2018 | 171
CorporateGovernance Report
Financial
Statements
Contents
173 Directors’ Statement
179
Independent Auditors’ Report
184 Consolidated Profit Statement
185 Consolidated Statement of Comprehensive Income
186 Balance Sheets
187
191 Consolidated Cash Flow Statement
193 Notes to the Financial Statements
Statements of Changes in Equity
172 | Frasers Property Limited
Directors’
Statement
The Directors have pleasure in presenting their statement together with the audited financial statements of Frasers
Property Limited (formerly known as Frasers Centrepoint Limited) (the “Company”) and its subsidiaries (the “Group”) for
the financial year ended 30 September 2018.
1.
OPINION OF THE DIRECTORS
In the opinion of the Directors,
(i)
the consolidated financial statements of the Group set out in pages 184 to 308 are drawn up so as to give a
true and fair view of the financial position of the Group and of the Company as at 30 September 2018 and
of the financial performance, changes in equity and cash flows of the Group and changes in equity of the
Company for the year ended 30 September 2018; and
(ii)
at the date of this statement, there are reasonable grounds to believe that the Company will be able to pay
its debts as and when they fall due.
The Board of Directors has, on the date of the statement, authorised these financial statements for issue.
2.
DIRECTORS
The Directors of the Company in office at the date of this statement are:
(Chairman)
(Vice Chairman)
Mr Charoen Sirivadhanabhakdi
Khunying Wanna Sirivadhanabhakdi
Mr Panote Sirivadhanabhakdi
Mr Charles Mak Ming Ying
Mr Chan Heng Wing
Mr Philip Eng Heng Nee
Mr Tan Pheng Hock
Mr Wee Joo Yeow
Mr Weerawong Chittmittrapap
Mr Chotiphat Bijananda
Mr Sithichai Chaikriangkrai
3.
ARRANGEMENTS TO ENABLE DIRECTORS TO ACQUIRE SHARES AND DEBENTURES
Neither at the end of, nor at any time during, the financial year was the Company a party to any arrangement
whose object was to enable the Directors of the Company to acquire benefits by means of an acquisition of shares
in, or debentures of, the Company or any other body corporate, other than as disclosed in this statement.
Annual Report 2018 | 173
Directors’
Statement
4.
DIRECTORS’ INTERESTS IN SHARES AND DEBENTURES
(a)
The following Directors who held office at the end of the financial year had, according to the register of Directors’
shareholdings, required to be kept under Section 164 of the Companies Act of Singapore (Chapter 50), an interest
in the shares in or debentures of the Company and its related corporations (other than wholly-owned subsidiaries)
as stated below:
Name of Director
Charoen Sirivadhanabhakdi
– Frasers Property Limited
(formerly known as Frasers Centrepoint
Limited)
• Ordinary Shares
– Frasers Property Treasury Pte. Ltd.
(formerly known as FCL Treasury Pte. Ltd.)
• S$600,000,000 4.88% Subordinated
Perpetual Securities (Series 3)
• S$700,000,000 5.00% Subordinated
Perpetual Securities (Series 5)
– Fraser and Neave, Limited
• Ordinary Shares
– Fraser & Neave Holdings Bhd
• Ordinary Shares
– TCC Assets Limited
• Ordinary Shares
Khunying Wanna Sirivadhanabhakdi
– Frasers Property Limited
(formerly known as Frasers Centrepoint
Limited)
• Ordinary Shares
– Frasers Property Treasury Pte. Ltd.
(formerly known as FCL Treasury Pte. Ltd.)
• S$600,000,000 4.88% Subordinated
Perpetual Securities (Series 3)
• S$700,000,000 5.00% Subordinated
Perpetual Securities (Series 5)
– Fraser and Neave, Limited
• Ordinary Shares
– Fraser & Neave Holdings Bhd
• Ordinary Shares
– TCC Assets Limited
• Ordinary Shares
Direct Interest
Deemed Interest
As at
1 Oct 2017
As at
30 Sep 2018
As at
1 Oct 2017
As at
30 Sep 2018
–
–
–
–
–
–
2,541,007,768 (1)
2,541,007,768 (1)
–
–
–
–
S$250,000,000 (2) S$250,000,000 (2)
S$300,000,000 (3) S$300,000,000 (3)
1,270,503,884 (4)
1,270,503,884 (4)
203,470,910 (5)
203,470,910 (5)
25,000
25,000
–
–
–
–
–
–
–
–
2,541,007,768 (1)
2,541,007,768 (1)
–
–
–
–
S$250,000,000 (2)
S$250,000,000 (2)
S$300,000,000 (3)
S$300,000,000 (3)
1,270,503,884 (4)
1,270,503,884 (4)
203,470,910 (5)
203,470,910 (5)
25,000
25,000
–
–
(1) As of 30 September 2018, Charoen Sirivadhanabhakdi and his spouse, Khunying Wanna Sirivadhanabhakdi are deemed to be interested in an
aggregate of 2,541,007,768 shares in the Company.
Each of Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi owns 50% of the issued and paid-up share capital of TCC Assets Limited
(“TCCA”), and is therefore deemed to be interested in all of the 1,716,160,124 shares in the Company in which TCCA has an interest.
Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi also jointly hold a 51% direct interest in Siriwana Company Limited, which in
turn holds an aggregate of approximately 45.27% interest in Thai Beverage Public Company Limited (“ThaiBev”).
Further, Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi also jointly hold a 100% direct interest in MM Group Limited
(“MM Group”). MM Group holds a 100% direct interest in each of Maxtop Management Corp. (“Maxtop”), Risen Mark Enterprise Ltd. (“RM”) and
Golden Capital (Singapore) Limited (“GC”). Maxtop holds a 17.23% direct interest in ThaiBev; RM holds a 3.32% direct interest in ThaiBev; and GC
holds a 0.06% direct interest in ThaiBev.
ThaiBev holds a 100% direct interest in International Beverage Holdings Limited, which in turn holds a 100% direct interest in InterBev Investment
Limited (“IBIL”). Each of Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi is therefore deemed to be interested in all of the
824,847,644 shares in the Company in which IBIL has an interest.
174 | Frasers Property Limited
Directors’
Statement
4.
DIRECTORS’ INTERESTS IN SHARES AND DEBENTURES (CONT’D)
(2) As at 30 September 2018, TCC Prosperity Limited (“TCCP”) holds an aggregate of S$250 million perpetual securities issued by Frasers Property
Treasury Pte. Ltd. (formerly known as FCL Treasury Pte. Ltd.) (“FPTPL”) on 24 September 2014. Charoen Sirivadhanabhakdi and Khunying Wanna
Sirivadhanabhakdi own all the shares in TCCP in equal shares, and therefore are deemed to be interested in the perpetual securities in which TCCP
has an interest.
(3) As at 30 September 2018, TCCP holds an aggregate of S$300 million perpetual securities issued by FPTPL on 9 March 2015. Charoen Sirivadhanabhakdi
and Khunying Wanna Sirivadhanabhakdi own all the shares in TCCP in equal shares, and therefore are deemed to be interested in the perpetual
securities in which TCCP has an interest.
(4) As at 30 September 2018:
–
–
TCCA holds 858,080,062 shares in Fraser and Neave, Limited (“F&N”); and
IBIL holds 412,423,822 shares in F&N.
Each of Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi is therefore deemed to be interested in all of the shares in F&N in which
TCCA and IBIL have an interest.
(5) As at 30 September 2018, F&N holds 203,470,910 shares in Fraser & Neave Holdings Bhd.
Therefore, each of Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi has a deemed interest in all of the shares in Fraser & Neave
Holdings Bhd in which F&N has an interest.
(b)
(c)
(d)
There was no change in any of the abovementioned interests in the Company between the end of the financial year
and 21 October 2018, other than as disclosed in this statement.
By virtue of Section 4 of the Singapore Securities and Futures Act, Chapter 289, each of Charoen Sirivadhanabhakdi
and Khunying Wanna Sirivadhanabhakdi is deemed to have interests in the shares of the subsidiaries held by the
Company and in the shares of the subsidiaries held by F&N.
Except as disclosed in this statement, no director who held office at the end of the financial year had any interest in
shares in, or debentures of, the Company, or its related corporations, either at the beginning of the financial year,
or date of appointment if later, or at the end of the financial year.
5.
SHARE OPTIONS AND SHARE PLANS
(a)
Share Options
The Company does not have any share option scheme or plans in place, or such scheme of plans that entitled
holders to participate, by virtue of the scheme or plans, in any share issue of any other corporation.
(b)
Share Plans
On 25 October 2013, F&N, which was then the sole shareholder of the Company, approved the adoption of the FPL
Restricted Share Plan (“RSP”) and FPL Performance Share Plan (“PSP”, and together with the RSP, the “Share Plans”).
The RSP and PSP are administered by the Remuneration Committee which, as at the date of this statement,
comprise the following three non-executive directors who do not participate in the Share Plans:
Mr Philip Eng Heng Nee (Chairman)
Mr Charles Mak Ming Ying
Mr Chan Heng Wing
Annual Report 2018 | 175
Directors’
Statement
5.
SHARE OPTIONS AND SHARE PLANS (CONT’D)
(c)
Share Grants under RSP and PSP
Under the RSP and PSP, the Company grants awards to eligible participants annually, referred to herein as “RSP
Awards” and “PSP Awards”, respectively. The grant (“Base Award”) represents the right to receive fully paid shares,
their equivalent cash value or combinations thereof, free of charge, provided that certain prescribed performance
conditions are met. The Remuneration Committee that administers this scheme has absolute discretion in
the granting of awards under the RSP and PSP. The vesting of the RSP Base Award and the PSP Base Award are
conditional on the achievement of pre-determined targets set for a two-year performance period and a three-year
performance period, respectively. An achievement factor will be determined based on the level of achievement
of the pre-determined targets at the end of the respective performance period. The achievement factor will be
applied to the relevant Base Award to determine the final number of shares to vest under the RSP Awards and PSP
Awards (as the case may be, the “Final Award”). The achievement factor ranges from 0% to 150% for RSP and from
0% to 200% for PSP.
At the end of the performance period and after the achievement factor is determined, 50% of the RSP Final Awards
will be released upon vesting and the balance will be released in equal number of shares over the subsequent
two years upon the fulfilment of service requirements. All PSP Final Awards will be released to the participants at
the end of the three-year performance period upon vesting. Pre-determined targets are set by the Remuneration
Committee at their absolute discretion for the performance conditions to be met over the performance period. For
the RSP, the targets set are the achievement of Attributable Profit Before Fair Value Adjustment and Exceptional
Items (APBFE) and Return on Capital Employed (ROCE). For the PSP, the pre-set targets are based on Return on
Invested Capital (ROIC), Total Shareholders’ Return Relative to FTSE ST Real Estate Index and Absolute Shareholders’
Return as a multiple of Cost of Equity.
No awards have been granted to controlling shareholders or their associates, or parent group directors and
employees under the RSP and PSP.
No awards have been granted to directors of the Company.
176 | Frasers Property Limited
Directors’
Statement
5.
SHARE OPTIONS AND SHARE PLANS (CONT’D)
(c)
Share Grants under RSP and PSP (cont’d)
No employee other than Mr Lim Ee Seng, the former Group Chief Executive Officer who retired on 30 September
2017, and Mr Rod Fehring, Chief Executive Officer of Frasers Property Australia, have each received 5% or more of
the total number of shares available/delivered for the financial year ended 30 September 2018, pursuant to grants
under the RSP and PSP. Details of conditional awards available to Mr Lim and Mr Fehring under the RSP and PSP are
as follows:
Additional
Awards /
(Awards
Reduced)
due to
Achievement
Factor
Vested
Balance as
at 30.9.2018
–
–
253,129
253,129
28,441
–
28,441
281,570
(178,125)
(181,050)
(468,650)
(827,825)
(287,100)
–
(287,100)
(1,114,925)
–
181,050
468,650
649,700
–
293,216
293,216
924,916
Additional
Awards /
(Awards
Reduced)
due to
Achievement
Factor
Vested
Balance as
at 30.9.2018
–
(90,800)
–
–
(90,800)
(45,325)
(221,600)
–
–
(266,925)
45,325
221,600
606,500
497,700
1,371,125
Balance as at
01.10.2017
or Grant
Date if later
178,125
362,100
684,171
1,224,396
258,659
293,216
551,875
1,776,271
Balance as at
01.10.2017
or Grant
Date if later
90,650
534,000
606,500
497,700
1,728,850
LIM EE SENG
Grant Date
RSP Awards
– Year 1
– Year 2
– Year 3
PSP Awards
– Year 2
– Year 3
03.10.2014
19.08.2015
22.12.2015
Sub–Total
19.08.2015
22.12.2015
Sub–Total
Total
ROD FEHRING
Grant Date
RSP Awards
– Year 2
– Year 3
– Year 4
– Year 5
19.08.2015
22.12.2015
21.12.2016
22.12.2017
Total
Annual Report 2018 | 177
Directors’
Statement
6.
AUDIT COMMITTEE
The Audit Committee carried out its functions in accordance with Section 201B(5) of the Companies Act of
Singapore (Chapter 50), which include, inter alia, the following:
(i)
reviewed the quarterly and full-year financial statements of the Company and of the Group for the financial
year and the independent auditors’ report for the full-year prior to approval by the Board;
(ii)
reviewed the internal and external audit plans to ensure the adequacy of the audit scope;
(iii)
(iv)
(v)
reviewed the adequacy and effectiveness of the Group and the Company’s internal controls, including
financial, operational and compliance controls and risk management;
reviewed with internal and external auditors, the respective audit reports and their recommendations, and
monitoring the timely and proper implementation of any required corrective or improvement measures;
reviewed the adequacy and effectiveness of the Group’s internal audit function, including the adequacy of
internal audit resources and its appropriate standing within the Group;
(vi) met with the external and internal auditors, in each case without the presence of the Company’s
management to review various audit matters as well as the assistance given by the Company’s management
to the external and internal auditors;
(vii)
reviewed the cost effectiveness, the independence and the objectivity of external auditors, including the
nature and extent of non-audit services provided by the external auditors;
(viii)
recommended to the Board the appointment, re-appointment and removal of the external auditors, and
reviewed and approved the remuneration and terms of engagement of the external auditors; and
(ix)
reviewed interested person transactions in accordance with the requirements of the Singapore Exchange
Securities Trading Limited’s Listing Manual.
Further details regarding the Audit Committee are disclosed in the Corporate Governance Report.
Having reviewed the non-audit services provided by the external auditors to the Group, the Audit Committee is
satisfied that the nature and extent of such services would not affect the independence of external auditors, and
has recommended to the Board of Directors the re-appointment of KPMG LLP as auditors of the Company at the
forthcoming Annual General Meeting.
7.
AUDITORS
The auditors, KPMG LLP, have expressed their willingness to accept re-appointment as auditors.
On behalf of the Board
Charles Mak Ming Ying
Director
Singapore
26 November 2018
178 | Frasers Property Limited
Panote Sirivadhanabhakdi
Director and Group Chief Executive Officer
Independent
Auditors’ Report
MEMBERS OF THE COMPANY
FRASERS PROPERTY LIMITED
(FORMERLY KNOWN AS FRASERS CENTREPOINT LIMITED)
REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS
Opinion
We have audited the accompanying consolidated financial statements of Frasers Property Limited (formerly known as
Frasers Centrepoint Limited) (the “Company”) and its subsidiaries (the “Group”), which comprise the consolidated balance
sheet of the Group and balance sheet of the Company as at 30 September 2018, the consolidated profit statement,
consolidated statement of comprehensive income, consolidated statement of changes in equity, and consolidated cash
flows statement of the Group, and statement of changes in equity of the Company for the year then ended, and notes to
the financial statements, including a summary of significant accounting policies and other explanatory information, as
set out on pages 184 to 308.
In our opinion, the accompanying consolidated financial statements of the Group and the balance sheet and statement
of changes in equity of the Company are properly drawn up in accordance with the provisions of the Companies Act,
Chapter 50 (the “Act”) and the Singapore Financial Reporting Standards (“FRSs”) to give a true and fair view of the financial
position of the Group and the Company as at 30 September 2018 and the financial performance, changes in equity and
cash flows of the Group and the changes in equity of the Company for the year ended on that date.
Basis for opinion
We conducted our audit in accordance with Singapore Standards on Auditing (“SSAs”). Our responsibilities under those
standards are further described in the ‘Auditors’ responsibilities for the audit of the financial statements’ section of our
report. We are independent of the Group in accordance with the Accounting and Corporate Regulatory Authority (“ACRA”)
Code of Professional Conduct and Ethics for Public Accountants and Accounting Entities (“ACRA Code”), together with
the ethical requirements that are relevant to our audit of the financial statements in Singapore, and we have fulfilled our
other ethical responsibilities in accordance with the ACRA Code. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the
financial statements of the current period. These matters were addressed in the context of our audit of the financial
statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Valuation of investment properties
(Refer to Note 11 to the financial statements)
Risk:
The Group owns a portfolio of investment properties (including investment properties under construction) comprising
serviced residences, commercial and industrial properties that are leased to third parties under operating leases,
located mainly in Australia, Germany, the Netherlands, Singapore, Thailand and the United Kingdom. Investment
properties represent the largest category of assets on the balance sheet, at $20.64 billion (2017: $15.82 billion) as at
30 September 2018.
These investment properties are stated at their fair values based on independent external valuations except for certain
overseas properties whereby valuations are performed internally. In addition, investment properties under construction
are stated at their fair values as determined by valuers which involves estimating the fair value of the completed investment
property and then deducting from that amount the estimated costs to complete the construction and a reasonable profit
margin on the construction and development.
The valuation process involves significant judgement in determining the appropriate valuation methodology to be used,
and in estimating the underlying assumptions to be applied. The valuations are sensitive to key assumptions applied
in deriving future cash flows, the capitalisation rates, discount rates and terminal yield rates; where a change in the
assumptions can have a significant impact to the valuation.
Annual Report 2018 | 179
Independent
Auditors’ Report
MEMBERS OF THE COMPANY
FRASERS PROPERTY LIMITED
(FORMERLY KNOWN AS FRASERS CENTREPOINT LIMITED)
Our response:
We evaluated the qualifications and competence of the valuers and held discussions with the valuers to understand their
valuation methods and assumptions and basis used, where appropriate.
We considered the valuation methodologies used against those applied by valuers for similar property types. We tested
the integrity of inputs of the projected cash flows used in the valuation to supporting leases and other documents. We
evaluated the appropriateness of the discount, capitalisation and terminal yield rates used in the valuation by comparing
them against historical rates and available industry data, taking into consideration comparability and market factors.
Where the rates were outside the expected range, we undertook further procedures to understand the effect of
additional factors and, when necessary, held further discussions with the valuers. In addition, for investment properties
under construction, we evaluated the estimated cost to complete by comparing the cost incurred to date to management
budgets and, where the works were contracted to third parties, agreed to the contracts. We have also tested significant
items of the cost components to source documents to ascertain the existence and accuracy of those cost components.
Our findings:
We found the valuers to be objective and competent. The valuers are members of generally-recognised professional
bodies for valuers. The valuation methodologies used are in line with generally accepted market practices and the key
assumptions used are within the range of market data. For investment properties under construction, the estimated cost
to complete were found to be supported.
Recoverability of intangible assets
(Refer to Note 16 to the financial statements)
Risk:
The Group has goodwill and other intangible assets comprising mainly brands and favorable leases and others with an
aggregate carrying value of $700.58 million (2017: $763.14 million) as at 30 September 2018. These assets are impaired
when their individual carrying value or the carrying value of the cash generating unit (“CGU”) of which the goodwill or
intangible asset is allocated to, exceeds their recoverable amount. The recoverable amount is the higher of their fair
value less costs of disposal and its value in use. Estimating the recoverable amount involves significant judgement in
determining an appropriate model and the underlying assumptions to be applied; coupled with the inherent estimation
uncertainties that arise when estimating and discounting future cash flows. The recoverable amount is sensitive to inputs
and assumptions underlying the models used. Some of the key inputs and assumptions relate to expectations of future
cash flows, growth rates used for extrapolation purposes and discount rates.
Our response:
We evaluated the Group’s methodology and identification of CGU and assessed indicators of impairment for intangible
assets where appropriate.
For goodwill, intangible assets with infinite useful life and intangible assets with indicators of impairment, we evaluated
the cash flows used in the model against the understanding we obtained about the business through our audit and assess
if these cash flows were reasonable. We challenged the appropriateness of key assumptions used by the Group in its
impairment testing comprising the discount rate and growth rate by comparing these to externally available market data
for reasonableness. We also assessed whether or not the assumptions showed any evidence of management bias with
a particular focus on the risk that the forecasted cash flows may not support the carrying value of the intangible assets.
Our findings:
The methodology and model used by the Group is supported by generally accepted market practices and we found that
reasonable assumptions and resulting estimates were made in the determination of recoverable amounts.
180 | Frasers Property Limited
Independent
Auditors’ Report
MEMBERS OF THE COMPANY
FRASERS PROPERTY LIMITED
(FORMERLY KNOWN AS FRASERS CENTREPOINT LIMITED)
Valuation of development properties held for sale
(Refer to Note 20 to the financial statements)
Risk:
The Group has significant residential, industrial and commercial properties held for sale located primarily in Australia,
China, Singapore and United Kingdom. These properties have a carrying value of $4.16 billion (2017: $3.45 billion) as at
30 September 2018 and are stated at the lower of their cost and their net realisable values. In arriving at estimates of net
realisable values, the Group considered comparable properties and the recent selling prices less the estimated costs of
completion and the estimated costs necessary to make the sale. The determination of the estimated net realisable value
of these properties is critically dependent upon the Group’s expectations of future selling prices.
Our response:
We compared the Group’s forecast selling prices to recently transacted prices and prices of comparable properties
located in the same vicinity as the development or completed project. We focused our work on projects with slower-
than-expected sales or with low or negative margins. For projects with units which are expected to sell below costs, we
checked the computations of the foreseeable losses.
Our findings:
In estimating future selling price for the purpose of management’s assessment, the Group takes into account
macroeconomic and real estate price trend information and planned capital management considerations. Management
has applied its knowledge of the business in its regular review of these estimates. We found that reasonable estimates
were made in the determination of net realisable values and allowance for foreseeable losses.
Accounting for business acquisitions
(Refer to Note 37 to the financial statements)
Risk:
The Group makes acquisitions as part of its business strategy. For the financial year ended 30 September 2018, the
significant acquisitions were the acquisition of TICON Industrial Connection Public Company Limited (“TICON”) for an
aggregate consideration of $177.18 million and the acquisition of Alpha Industrial GmbH & Co. KG. and Alpha Industrial
Management GmbH (the “Alpha Acquisition”) for an aggregate consideration of $45.29 million.
Such transactions can be complex and judgement is involved in determining whether each transaction is a business
combination or an acquisition of an asset, with different accounting treatment applicable. In accounting for a business
combination, judgements are applied and there exist inherent uncertainty in estimating the fair value of the identified
assets and liabilities that make up the acquisition; and allocating the overall purchase price to those identified assets and
liabilities, with any excess or shortfall being recognised as goodwill on the balance sheet or a bargain purchase in the
profit statement respectively (the “Purchase Price Allocation”). In relation to the acquisitions, independent professional
firms were engaged to assist the Group in arriving at its purchase price allocation assessments.
Our response:
We have assessed the accounting of the acquisitions by examining legal and contractual documents to determine whether
these acquisitions are business combinations or the acquisition of assets.
We read the purchase price allocation reports and assessed the allocation of the purchase price to significant identified
assets and liabilities acquired. We compared the methodologies and key assumptions used in deriving the significant
allocated values to generally accepted market practices and market data.
Our findings:
The judgements applied by the Group in determining whether the significant acquisitions are business combinations
or acquisitions of assets were balanced. The methods and assumptions used in estimating the fair values of significant
identified assets and liabilities and the resulting allocation in the purchase price were appropriate.
Annual Report 2018 | 181
Independent
Auditors’ Report
MEMBERS OF THE COMPANY
FRASERS PROPERTY LIMITED
(FORMERLY KNOWN AS FRASERS CENTREPOINT LIMITED)
Other information
Management is responsible for the other information. The other information comprises: Corporate Narrative, FPL Group
Strategy, Our Businesses, Our Global Presence, Our Milestones, Group Structure, Financial Highlights, Board of Directors,
Group Management, Corporate Information, Chairman’s Statement, In Conversation with the Group CEO, Business
Review, Investor Relations, Treasury Highlights, Sustainability Report, Awards and Accolades, Enterprise-wide Risk
Management, Corporate Governance Report, Directors’ Statement, Particulars of Group Properties, Interested Person
Transactions and FPL Fact Sheet but does not include the financial statements and our auditors’ report thereon, which
we obtained prior to the date of this auditors’ report, and Shareholding Statistics (the “Reports”), which is expected to
be made available to us after that date.
Our opinion on the financial statements does not cover the other information and we will not express any form of
assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information identified
above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with
the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
If, based on the work we have performed on the other information that we obtained prior to the date of this auditors’
report, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
When we read the other information made available to us after the date of this report, if we conclude that there is a
material misstatement therein, we are required to communicate the matter to the directors of the Company and take
appropriate actions in accordance with SSAs.
Responsibilities of management and directors for the financial statements
Management is responsible for the preparation of financial statements that give a true and fair view in accordance with
the provisions of the Act and FRSs, and for devising and maintaining a system of internal accounting controls sufficient
to provide a reasonable assurance that assets are safeguarded against loss from unauthorised use or disposition; and
transactions are properly authorised and that they are recorded as necessary to permit the preparation of true and fair
financial statements and to maintain accountability of assets.
In preparing the financial statements, management is responsible for assessing the Group’s ability to continue as a going
concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless
management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
The directors’ responsibilities include overseeing the Group’s financial reporting process.
Auditors’ responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SSAs will always
detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if,
individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on
the basis of these financial statements.
As part of an audit in accordance with SSAs, we exercise professional judgement and maintain professional scepticism
throughout the audit. We also:
•
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal controls.
182 | Frasers Property Limited
Independent
Auditors’ Report
MEMBERS OF THE COMPANY
FRASERS PROPERTY LIMITED
(FORMERLY KNOWN AS FRASERS CENTREPOINT LIMITED)
•
•
•
•
•
Obtain an understanding of internal control relevant to the audit 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
Group’s internal controls.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on
the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast
significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial statements
or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence
obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease
to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures,
and whether the financial statements represent the underlying transactions and events in a manner that achieves
fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Group to express an opinion on the consolidated financial statements. We are responsible for
the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and
significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to
bear on our independence, and where applicable, related safeguards.
From the matters communicated with the directors, we determine those matters that were of most significance in the
audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters
in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare
circumstances, we determine that a matter should not be communicated in our report because the adverse consequences
of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
In our opinion, the accounting and other records required by the Act to be kept by the Company and by those subsidiary
corporations incorporated in Singapore of which we are the auditors have been properly kept in accordance with the
provisions of the Act.
The engagement partner on the audit resulting in this independent auditors’ report is Ronald Tay Ser Teck.
KPMG LLP
Public Accountants and
Chartered Accountants
Singapore
26 November 2018
Annual Report 2018 | 183
Consolidated
Profit Statement
FOR THE YEAR ENDED 30 SEPTEMBER 2018
REVENUE
Cost of sales
GROSS PROFIT
Other income/(losses)
Administrative expenses
TRADING PROFIT
Share of results of joint ventures and associates, net of tax
PROFIT BEFORE INTEREST, FAIR VALUE CHANGE,
TAXATION AND EXCEPTIONAL ITEMS
Interest income
Interest expense
NET INTEREST EXPENSE
PROFIT BEFORE FAIR VALUE CHANGE, TAXATION AND
EXCEPTIONAL ITEMS
Fair value change on investment properties
PROFIT BEFORE TAXATION AND EXCEPTIONAL ITEMS
Exceptional items
PROFIT BEFORE TAXATION
Taxation
PROFIT FOR THE YEAR
ATTRIBUTABLE PROFIT:
– before fair value change and exceptional items
– fair value change
– exceptional items
Non-controlling interests
PROFIT FOR THE YEAR
EARNINGS PER SHARE
Basic earnings per share
Diluted earnings per share
The accompanying notes form an integral part of the financial statements.
184 | Frasers Property Limited
Group
2018
$’000
2017
$’000
Note
3
4a
4b
4c
4
14
5
6
11
7
8
9
4,311,609
(2,891,564)
4,026,638
(2,842,908)
1,420,045
(4,331)
(378,001)
1,183,730
8,871
(288,785)
1,037,713
240,959
903,816
185,229
1,278,672
1,089,045
36,205
(316,325)
32,495
(153,519)
(280,120)
(121,024)
998,552
636,891
968,021
294,976
1,635,443
(158,523)
1,262,997
(14,974)
1,476,920
(281,637)
1,248,023
(215,732)
1,195,283
1,032,291
507,219
387,779
(136,036)
758,962
436,321
488,245
215,275
(14,397)
689,123
343,168
1,195,283
1,032,291
23.4¢
23.2¢
21.5¢
21.3¢
Consolidated Statement of
Comprehensive Income
FOR THE YEAR ENDED 30 SEPTEMBER 2018
PROFIT FOR THE YEAR
OTHER COMPREHENSIVE INCOME
Items that may be reclassified subsequently to profit statement:
Net fair value change of cash flow hedges
Foreign currency translation
Share of other comprehensive income of joint ventures and associates
Other comprehensive income for the year, net of tax
TOTAL COMPREHENSIVE INCOME FOR THE YEAR
ATTRIBUTABLE TO:
– shareholders of the Company
– holders of perpetual securities
– non-controlling interests (Note 13a)
TOTAL COMPREHENSIVE INCOME FOR THE YEAR
Group
2018
$’000
2017
$’000
1,195,283
1,032,291
27,102
(400,051)
1,372
38,499
116,270
(1,685)
(371,577)
153,084
823,706
1,185,375
442,992
82,670
298,044
729,514
68,730
387,131
823,706
1,185,375
The accompanying notes form an integral part of the financial statements.
Annual Report 2018 | 185
Balance
Sheets
AS AT 30 SEPTEMBER 2018
NON-CURRENT ASSETS
Investment properties
Property, plant and equipment
Investments in:
– Subsidiaries
– Joint ventures
– Associates
Financial assets
Intangible assets
Prepayments
Other receivables
Deferred tax assets
Derivative financial instruments
CURRENT ASSETS
Inventory
Properties held for sale
Prepaid land and development costs
Other prepayments
Trade and other receivables
Derivative financial instruments
Bank deposits
Cash and cash equivalents
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Derivative financial instruments
Provision for taxation
Loans and borrowings
NET CURRENT ASSETS
NON-CURRENT LIABILITIES
Other payables
Derivative financial instruments
Deferred tax liabilities
Loans and borrowings
NET ASSETS
SHARE CAPITAL AND RESERVES
Share capital
Retained earnings
Other reserves
Equity attributable to Owners of the Company
NON-CONTROLLING INTERESTS
– PERPETUAL SECURITIES
NON-CONTROLLING INTERESTS - OTHERS
TOTAL EQUITY
Note
11
12
13
14
14
15
16
17
18
19
21
20
17
17
18
21
22
22
23
21
24
23
21
19
24
25
26
28
Group
Company
30 September 30 September 30 September 30 September
2017
$’000
2017
$’000
2018
$’000
2018
$’000
20,644,479
2,116,054
15,817,282
2,240,724
1,600
–
1,500
1
–
222,729
969,824
8,475
700,578
5,793
385,824
60,803
29,830
25,144,389
4,752
4,156,966
353
54,660
463,901
10,727
448,743
2,136,448
7,276,550
–
265,561
1,166,096
2,162
763,140
3,963
238,692
34,842
4,279
20,536,741
5,491
3,452,219
76,038
50,217
478,582
604
272,205
2,137,275
6,472,631
1,183,048
500
–
2,148
–
–
3,812,370
–
8,509
5,008,175
–
–
–
721
402,292
1,431
–
8,514
412,958
1,799,896
500
–
2,148
–
–
3,175,075
–
73
4,979,193
–
–
–
153
219,583
90
–
45,432
265,258
32,420,939
27,009,372
5,421,133
5,244,451
1,929,873
12,194
201,756
2,642,943
4,786,766
1,611,206
15,051
159,656
1,571,718
3,357,631
342,688
6,938
11,830
–
361,456
205,498
2,090
11,405
–
218,993
2,489,784
27,634,173
3,115,000
23,651,741
51,502
5,059,677
46,265
5,025,458
154,553
35,943
532,396
12,283,207
13,006,099
130,910
87,703
327,803
10,056,126
10,602,542
8,754
7,384
–
–
16,138
985
36,726
–
–
37,711
14,628,074
13,049,199
5,043,539
4,987,747
1,784,732
6,015,778
(438,459)
7,362,051
1,774,771
5,590,746
(210,839)
7,154,678
2,037,819
9,399,870
5,228,204
14,628,074
1,698,093
8,852,771
4,196,428
13,049,199
1,784,732
3,056,544
202,263
5,043,539
–
5,043,539
–
5,043,539
1,774,771
3,014,352
198,624
4,987,747
–
4,987,747
–
4,987,747
The accompanying notes form an integral part of the financial statements.
186 | Frasers Property Limited
Statements of
Changes in Equity
FOR THE YEAR ENDED 30 SEPTEMBER 2018
Share
Capital
(Note 25)
$’000
Retained
Earnings
$’000
Other
Reserves
(Note 26)
$’000
Equity
Attributable
to Owners
of the
Company
$’000
Non-
Controlling
Interests -
Perpetual
Securities
(Note 28)
$’000
Non-
Controlling
Interests -
Others
$’000
Total
$’000
Total
Equity
$’000
Group
2018
Opening balance
at 1 October 2017
1,774,771 5,590,746
(210,839)
7,154,678
1,698,093 8,852,771
4,196,428 13,049,199
Profit for the year
–
679,691
–
679,691
82,670
762,361
432,922
1,195,283
Other comprehensive income
Net fair value change of cash
flow hedges
Foreign currency translation
Share of other
comprehensive income
of joint ventures
and associates
Other comprehensive
income for the year
Total comprehensive
income for the year
Contributions by and
distributions to owners
Ordinary shares issued
(Note 25)
Employee share-based
expense
Dividend paid (Note 29)
Dividend proposed (Note 29)
Transfer to other reserves
Total contributions by and
distributions to owners
Changes in ownership
interests in subsidiaries
Units issued to
non-controlling interests
Acquisitions of
subsidiaries with
non-controlling interests
Change in interests in
subsidiaries without
change in control
Issuance costs incurred
by subsidiaries
Total changes in ownership
interests in subsidiaries
Total transactions with
owners in their
capacity as owners
Contributions by and
distributions to perpetual
securities holders
Issue of perpetual securities,
net of costs
Distributions to perpetual
securities holders
Total contributions by and
distributions to perpetual
securities holders
Closing balance at
30 September 2018
–
–
–
–
–
–
–
–
–
24,811
(262,882)
24,811
(262,882)
1,372
1,372
(236,699)
(236,699)
–
–
–
–
24,811
(262,882)
2,291
(137,169)
27,102
(400,051)
1,372
–
1,372
(236,699)
(134,878)
(371,577)
679,691
(236,699)
442,992
82,670
525,662
298,044
823,706
9,961
–
(9,961)
–
–
–
–
–
–
(70,305)
(180,545)
(10,280)
13,185
(180,130)
180,545
10,280
13,185
(250,435)
–
–
9,961
(261,130)
13,919
(237,250)
–
–
–
–
–
–
–
–
–
–
–
7,963
(4,840)
3,123
(1,492)
–
(1,492)
6,471
(4,840)
1,631
9,961
(254,659)
9,079
(235,619)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
13,185
(250,435)
–
–
–
(270,218)
–
–
13,185
(520,653)
–
–
(237,250)
(270,218)
(507,468)
–
–
489,522
489,522
679,397
679,397
3,123
(159,592)
(156,469)
(1,492)
(5,377)
(6,869)
1,631
1,003,950
1,005,581
(235,619)
733,732
498,113
–
–
–
–
–
–
–
–
–
–
–
–
339,726
339,726
(82,670)
(82,670)
257,056
257,056
–
–
–
339,726
(82,670)
257,056
1,784,732 6,015,778
(438,459)
7,362,051
2,037,819 9,399,870
5,228,204 14,628,074
The accompanying notes form an integral part of the financial statements.
Annual Report 2018 | 187
Statements of
Changes in Equity
FOR THE YEAR ENDED 30 SEPTEMBER 2018 (CONT’D)
Share
Capital
(Note 25)
$’000
Retained
Earnings
$’000
Other
Reserves
(Note 26)
$’000
Equity
Attributable
to Owners
of the
Company,
Total
$’000
Non-
Controlling
Interests -
Perpetual
Securities
(Note 28)
$’000
Non-
Controlling
Interests -
Others
$’000
Total
$’000
Total
Equity
$’000
Group
2017
Opening balance
at 1 October 2016
1,766,800 5,222,073
(327,733)
6,661,140
1,391,783 8,052,923
3,790,561 11,843,484
Profit for the year
–
623,836
–
623,836
68,730
692,566
339,725
1,032,291
Other comprehensive income
Net fair value change of cash
flow hedges
Foreign currency translation
Share of other
comprehensive income
of joint ventures
and associates
Other comprehensive
income for the year
Total comprehensive
income for the year
Contributions by and
distributions to owners
Ordinary shares issued
(Note 25)
Employee share-based
expense
Dividend paid (Note 29)
Dividend proposed (Note 29)
Transfer to other reserves
Total contributions by and
distributions to owners
Changes in ownership
interests in subsidiaries
Units issued to
non-controlling interests
Acquisitions of
subsidiaries with
non-controlling interests
Change in interests in
subsidiaries without
change in control
Issuance costs incurred
by subsidiaries
Total changes in ownership
interests in subsidiaries
Total transactions with
owners in their
capacity as owners
Contributions by and
distributions to perpetual
securities holders
Issue of perpetual securities,
net of costs
Distributions to perpetual
securities holders
Total contributions by and
distributions to perpetual
securities holders
Closing balance at
–
–
–
–
–
–
–
–
–
28,337
79,026
28,337
79,026
(1,685)
(1,685)
105,678
105,678
–
–
–
–
28,337
79,026
10,162
37,244
38,499
116,270
(1,685)
–
(1,685)
105,678
47,406
153,084
623,836
105,678
729,514
68,730
798,244
387,131
1,185,375
7,971
–
(7,971)
–
–
–
–
–
–
(70,058)
(180,130)
(12,248)
7,865
(179,800)
180,130
12,248
7,865
(249,858)
–
–
7,971
(262,436)
12,472
(241,993)
–
–
–
–
–
–
–
–
–
–
–
8,099
(1,256)
6,843
(826)
–
(826)
7,273
(1,256)
6,017
7,971
(255,163)
11,216
(235,976)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
7,865
(249,858)
–
–
–
(294,942)
–
–
7,865
(544,800)
–
–
(241,993)
(294,942)
(536,935)
–
–
301,650
301,650
97,798
97,798
6,843
(82,873)
(76,030)
(826)
(2,897)
(3,723)
6,017
313,678
319,695
(235,976)
18,736
(217,240)
–
–
–
–
–
–
–
–
–
–
–
–
306,310
306,310
(68,730)
(68,730)
237,580
237,580
–
–
–
306,310
(68,730)
237,580
30 September 2017
1,774,771 5,590,746
(210,839)
7,154,678
1,698,093 8,852,771
4,196,428 13,049,199
The accompanying notes form an integral part of the financial statements.
188 | Frasers Property Limited
Statements of
Changes in Equity
FOR THE YEAR ENDED 30 SEPTEMBER 2018 (CONT’D)
Share
Capital
(Note 25)
$’000
Retained
Earnings
$’000
Other
Reserves
(Note 26)
$’000
Share-based
Compensation
Reserve
$’000
Dividend
Reserve
$’000
Total
Equity
$’000
Company
2018
Opening balance
at 1 October 2017
1,774,771
3,014,352
198,624
18,494
180,130
4,987,747
Profit for the year
Total comprehensive
income for the year
Contributions by and
distributions to owners
Ordinary shares issued
(Note 25)
Employee share-based
expense
Dividend paid (Note 29)
Dividend proposed
(Note 29)
Total contributions by
and distributions
to owners
Closing balance
–
–
293,042
293,042
–
–
–
–
9,961
–
(9,961)
(9,961)
–
–
–
293,042
293,042
–
–
–
–
–
(70,305)
13,185
(180,130)
13,185
–
–
(180,130)
13,185
(250,435)
(180,545)
180,545
–
180,545
–
9,961
(250,850)
3,639
3,224
415
(237,250)
at 30 September 2018
1,784,732
3,056,544
202,263
21,718
180,545
5,043,539
The accompanying notes form an integral part of the financial statements.
Annual Report 2018 | 189
Statements of
Changes in Equity
FOR THE YEAR ENDED 30 SEPTEMBER 2018 (CONT’D)
Share
Capital
(Note 25)
$’000
Retained
Earnings
$’000
Other
Reserves
(Note 26)
$’000
Hedging
Reserve
$’000
Share-based
Compensation
Reserve
$’000
Dividend
Reserve
$’000
Total
Equity
$’000
Company
2017
Opening balance
at 1 October 2016
1,766,800 3,033,213
202,100
3,700
18,600
179,800
5,002,113
Profit for the year
–
231,327
–
–
Other comprehensive
income
Net fair value change of
cash flow hedges
Total comprehensive
income for the year
Contributions by and
distributions to owners
Ordinary shares issued
–
–
–
(3,700)
(3,700)
231,327
(3,700)
(3,700)
(Note 25)
7,971
–
(7,971)
Employee share-based
expense
Dividend paid (Note 29)
Dividend proposed
(Note 29)
Total contributions by
and distributions
to owners
Closing balance
–
–
–
–
(70,058)
7,865
(179,800)
(180,130) 180,130
7,971
(250,188)
224
at 30 September 2017
1,774,771 3,014,352
198,624
–
–
–
–
–
–
–
–
–
(7,971)
–
231,327
–
–
–
(3,700)
227,627
–
7,865
–
–
(179,800)
7,865
(249,858)
–
180,130
–
(106)
330
(241,993)
18,494
180,130
4,987,747
The accompanying notes form an integral part of the financial statements.
190 | Frasers Property Limited
Consolidated
Cash Flow Statement
FOR THE YEAR ENDED 30 SEPTEMBER 2018
CASH FLOW FROM OPERATING ACTIVITIES
Profit after taxation
Adjustments for:
Depreciation of property, plant and equipment
Fair value change on investment properties
Share of results of joint ventures and associates, net of tax
Amortisation of intangible assets
Impairment of intangible assets
(Gain)/loss on disposal of property, plant and equipment
Write-back of allowance for doubtful trade receivables
Bad debts written off
Write-down to net realisable value of properties held for sale
Employee share-based expense
Gain on acquisitions of subsidiaries
Gain on acquisitions of associates
Loss on disposal of an associate
Net fair value change on derivative financial instruments
Interest income
Interest expense
Tax expense
Exchange difference
Operating profit before working capital changes
Change in trade and other receivables
Change in trade and other payables
Change in properties held for sale
Change in inventory
Cash generated from operations
Income taxes paid
Net cash generated from operating activities
CASH FLOW FROM INVESTING ACTIVITIES
Acquisition of/development expenditure on investment properties
Purchase of property, plant and equipment
Proceeds from disposal of investment properties
Proceeds from disposal of property, plant and equipment
Net investments in/loans to joint ventures and associates
Repayments of loans from joint ventures and associates
Dividends from joint ventures and associates
Settlement of hedging instruments
Purchase of financial assets
Purchase of intangible assets
Interest received
Acquisitions of subsidiaries, net of cash acquired
Acquisition of non-controlling interests
(Placement)/uplift of structured deposits
Net cash used in investing activities
Note
Group
2018
$’000
2017
$’000
12
11
14
16
4b
4a
4a
4c
7
7
4b
5
6
8
12
11
1,195,283
1,032,291
55,766
(636,891)
(240,959)
2,961
156,323
(83)
(97)
34
30,685
18,880
(17,947)
–
20,383
(36,787)
(36,205)
316,325
281,637
(113,133)
996,175
(107,219)
287,702
(531,440)
739
645,957
(153,383)
492,574
56,908
(294,976)
(185,229)
1,630
–
544
(531)
44
–
17,297
–
(6,575)
–
(659)
(32,495)
153,519
215,732
16,110
973,610
41,911
(350,466)
447,140
233
1,112,428
(167,867)
944,561
(1,334,735)
(83,742)
476,512
774
(55,745)
39,000
197,312
(34,697)
(6,302)
(5,696)
31,576
(893,907)
(156,899)
(183,345)
(2,009,894)
(830,325)
(52,350)
–
2,373
(543,466)
127,403
160,074
19,989
–
(11,083)
46,010
(736,358)
(75,188)
164,135
(1,728,786)
The accompanying notes form an integral part of the financial statements.
Annual Report 2018 | 191
Consolidated
Cash Flow Statement
FOR THE YEAR ENDED 30 SEPTEMBER 2018 (CONT’D)
CASH FLOW FROM FINANCING ACTIVITIES
Contributions from non-controlling interests of subsidiaries
without change in control
Dividends paid to non-controlling interests
Dividends paid to shareholders
Proceeds from bank borrowings
Repayment of bank borrowings
(Repayment)/proceeds from issue of bonds, net of costs
Proceeds from issue of perpetual securities, net of costs
Distributions to perpetual securities holders
Interest paid
Issuance costs
Repayment of amounts due to non-controlling interests
Proceeds from issue of shares by a subsidiary to non-controlling interests
Net cash generated from financing activities
Net change in cash and cash equivalents
Cash and cash equivalents at beginning of year
Effects of exchange rate on opening cash
Cash and cash equivalents at end of year
Cash and cash equivalents at end of year:
Fixed deposits, current
Cash and bank balances
Bank overdraft, unsecured
Cash and cash equivalents at end of year
Analysis of Acquisitions of Subsidiaries
Net assets acquired:
Investment properties
Property, plant and equipment
Investments in joint ventures and associates
Intangible assets
Properties held for sale
Inventories
Non-current assets
Trade and other receivables
Trade and other payables
Provision for taxation
Loans and borrowings
Deferred tax liabilities (net)
Cash and cash equivalents
Fair value of net assets
Less: Non-controlling interests
Less: Amount previously accounted for as an associate
Less: Deposits paid
Add: Acquisition-related costs capitalised
Gain on acquisitions of subsidiaries
Loss on disposal of an associate
Goodwill on acquisition of subsidiaries
Consideration paid in cash
Cash and cash equivalents of subsidiaries acquired
Cash flow on acquisition, net of cash and cash equivalents acquired
The accompanying notes form an integral part of the financial statements.
192 | Frasers Property Limited
Group
2018
$’000
2017
$’000
Note
489,522
(270,218)
(250,435)
4,034,230
(2,898,574)
523,240
339,726
(82,670)
(309,185)
(6,869)
(9,214)
–
1,559,553
42,233
2,135,745
(44,759)
2,133,219
301,650
(294,053)
(249,858)
2,471,068
(2,100,491)
966,644
306,310
(68,730)
(150,317)
(3,723)
–
1,159
1,179,659
395,434
1,728,197
12,114
2,135,745
22
24
878,567
1,257,881
2,136,448
(3,229)
2,133,219
804,074
1,333,201
2,137,275
(1,530)
2,135,745
3,714,936
5,384
261,330
68,735
1,723
–
11
49,114
(85,887)
(683)
(1,801,401)
(108,954)
373,627
2,477,935
(679,397)
(587,961)
–
–
(17,947)
20,383
54,521
1,267,534
(373,627)
893,907
990,979
247,380
–
433
25,322
45
–
12,957
(38,139)
–
(434,923)
(16,098)
24,315
812,271
(97,798)
–
(24,691)
14,130
–
–
56,761
760,673
(24,315)
736,358
37
These notes form an integral part of the financial statements.
The financial statements for the financial year ended 30 September 2018 were authorised for issue in accordance with a
resolution of the Directors on 26 November 2018.
1.
CORPORATE INFORMATION
Frasers Property Limited (formerly known as Frasers Centrepoint Limited) (the “Company”) is a limited liability
company incorporated and domiciled in Singapore. On 9 January 2014, the Company commenced trading on the
Main Board of the Singapore Exchange Securities Trading Limited (“SGX-ST”). TCC Assets Limited, incorporated in
the British Virgin Islands, is the immediate and ultimate holding company.
The registered office and principal place of business of the Company is located at 438 Alexandra Road, #21-00
Alexandra Point, Singapore 119958.
The principal activity of the Company is investment holding.
The principal activities of the significant subsidiaries, joint arrangements and associates are set out in Note 40.
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
2.1
Basis of Preparation
The complete set of consolidated financial statements of the Company and its subsidiaries (collectively, the
“Group”) and the Group’s interest in equity-accounted investees as at and for the year ended 30 September 2018
are prepared in accordance with Singapore Financial Reporting Standards (“FRS”).
The consolidated financial statements of the Group and the balance sheet and statement of changes in equity of
the Company are prepared on the historical cost basis except as disclosed in the accounting policies below.
The financial statements are presented in Singapore Dollars (“$” or “S$”). All financial information presented in
Singapore Dollars has been rounded to the nearest thousand, unless otherwise stated.
The Group and the Company have applied the same accounting policies and methods of computation in the
preparation of the financial statements for the current financial year and are consistent with those used in the
previous financial year.
2.2
Changes in accounting policies
(a)
Revised standards
The Group has applied the following amendments for the first time for the annual period beginning on
1 October 2017:
–
–
–
Disclosure Initiative (Amendments to FRS 7);
Recognition of Deferred Tax Assets for Unrealised Losses (Amendments to FRS 12); and
Clarification of the scope of FRS 112 (Improvements to FRSs 2016).
Other than the amendments to FRS 7, the adoption of these amendments did not have any impact on the
current or prior period and is not likely to affect future periods.
(b)
Disclosure Initiative (Amendment to FRS 7)
From 1 October 2017, as a result of the amendments to FRS 7, the Group has provided additional disclosure
in relation to the changes in liabilities arising from financial activities for the year ended 30 September
2018. Comparative information has not been presented (see Note 24).
Annual Report 2018 | 193
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.3
Significant Accounting Judgements and Estimates
The preparation of the Group’s consolidated financial statements in conformity with FRS requires management to
make judgements, estimates and assumptions that affect the application of accounting policies and the reported
amounts of assets, liabilities, income and expenses and the disclosure of contingent liabilities at the reporting
date. The estimates and associated assumptions are based on historical experience and various other factors that
are believed to be reasonable under the circumstances, the results of which form the basis of making judgements
about carrying values of assets and liabilities and which are not readily apparent from other sources.
Estimates and underlying assumptions are revised on an ongoing basis. Revisions to accounting estimates are
recognised in the period in which the estimate is revised, if the revision affects only that period, or in the period of
the revision and future periods, if the revision affects both current and future periods.
(a)
Key Sources of Estimation Uncertainty
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting
date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and
liabilities within the next financial year are discussed below.
(i)
Revenue Recognition and Estimation of Total Development Costs
For Singapore property development projects under progressive payment scheme, the Group
recognises revenue and cost of sales from development properties held for sale based on the
percentage of completion method. The stage of completion is measured in accordance with the
accounting policy stated in Note 2.19. Estimates are required in determining the total estimated
development costs which will affect the stage of completion. In making these assumptions, the Group
relies on references to information such as current offers and/or recent contracts with contractors
and suppliers, estimation of construction and material costs based on historical experience, and the
work of professional surveyors and architects. Revenue from development properties held for sale
is disclosed in Note 3.
(ii)
Valuation of Completed Investment Properties
The Group’s completed investment properties are stated at their fair values, which are determined
annually. The fair values are based on independent professional valuations conducted annually,
except for certain overseas properties whereby valuations are performed internally every year and
at least once every two years; independent professional valuations are obtained for cross-checking
purposes. The fair value of completed investment properties is determined using a combination of
the market comparison method, discounted cash flow method and capitalisation method. These
estimated market values may differ from the prices at which the Group’s completed investment
properties could be sold at a particular time, since actual selling prices are negotiated between willing
buyers and sellers. Also, certain estimates require an assessment of factors not within the directors’
control, such as overall market conditions. As a result, actual results of operations and realisation of
these completed investment properties could differ from the estimates set forth in these financial
statements, and the difference could be significant. The carrying amount of completed investment
properties is disclosed in Note 11.
The Group’s valuation policies and procedures are disclosed in Notes 11 and 32.
(iii)
Valuation of Investment Properties under Construction (“IPUC”)
IPUC are measured at fair value if they can be reliably determined. If fair values cannot be reliably
determined, then IPUC are recorded at cost. The fair values of IPUC are determined using a combination
of market comparison method, discounted cash flow method, capitalisation method and residual
land value method which considers the significant risks which are relevant to the development
process, including but not limited to construction and letting risks.
The Group’s valuation policies and procedures are disclosed in Notes 11 and 32.
194 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.3
Significant Accounting Judgements and Estimates (cont’d)
(a)
Key Sources of Estimation Uncertainty (cont’d)
(iv)
Net Realisable Value of Properties Held for Sale
Properties held for sale are carried at lower of cost and net realisable value.
A write-down to net realisable value is made for properties held for sale when the net realisable
value has fallen below cost. In arriving at estimates of net realisable values, management considers
factors such as current market conditions, recent selling prices of the development properties and
comparable development properties less the estimated costs of completion and the estimated costs
necessary to make the sale.
The carrying amounts of properties held for sale are disclosed in Note 20.
(v)
Impairment of Intangible Assets
Impairment exists when the carrying value of an asset or CGU exceeds its recoverable amount,
which is the higher of its fair value less costs of disposal and its value in use. The fair value less costs
of disposal calculation is based on available data from binding sales transactions, conducted at
arm’s length, for similar assets or observable market prices less incremental costs for disposing of
the asset. The value in use calculation is based on a discounted cash flow (“DCF”) model. The cash
flows are derived from the budget for the next five to ten years and do not include restructuring
activities that the Group is not yet committed to or significant future investments that will enhance
the asset’s performance of the CGU being tested. The recoverable amount is sensitive to the discount
rate used for the DCF model as well as the expected future cash inflows and the growth rate used for
extrapolation purposes. These estimates are most relevant to goodwill and brands recognised by the
Group. The key assumptions used to determine the recoverable amount for the different CGUs are
disclosed and further explained in Note 16.
The valuations of the goodwill arising from business combinations and brands are disclosed in
Notes 16 and 37.
(vi)
Income Taxes
The Group has exposure to income taxes in numerous jurisdictions. Significant assumptions are
required in determining the group-wide provision for income taxes. The ultimate tax determination
of taxability of income and deductibility of expenses from certain transactions are uncertain during
the ordinary course of business. The tax computations of newly created tax consolidated groups
arising from business combinations would also be subject to uncertainty and formal assessment by
tax authorities. The Group recognises the liabilities for expected tax issues based on estimates of
whether additional taxes will be due. Where the final tax outcome of these matters is different from
the amounts that were initially recognised, such differences will impact the income tax and deferred
tax provisions in the period in which such determination is made. The carrying amounts of provision
for taxation, deferred tax assets and liabilities are as disclosed in the Group’s balance sheet.
Annual Report 2018 | 195
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.3
Significant Accounting Judgements and Estimates (cont’d)
(a)
Key Sources of Estimation Uncertainty (cont’d)
(vii)
Land Appreciation Tax
Under the Provisional Regulations on Land Appreciation Tax (“LAT”) implemented upon the issuance
of the Provisional Regulations of the People’s Republic of China on 27 January 1995, all gains arising
from the transfer of real estate property in China effective from 1 January 1994 are subject to LAT at
progressive rates ranging from 30% to 60% on the appreciation of land value, being the proceeds of
sales of properties less deductible expenditure including amortisation of land use rights, borrowing
costs and all property development expenditure.
The subsidiaries of the Group engaging in property development business in China are subject to
land appreciation tax. However, the implementation of this tax varies amongst China cities and the
Group has not finalised its land appreciation tax returns with various tax authorities. Accordingly,
significant judgement is required in determining the amount of land appreciation and related taxes.
The ultimate tax determination is uncertain during the ordinary course of business. The Group
recognises these liabilities based on management’s best estimates. When the final tax outcome of
these matters is different from the amounts that were initially recorded, such differences will impact
the provisions for land appreciation tax and consequently, corporate income tax in the period in
which such determination is made.
(b)
Critical Judgements made in Applying Accounting Policies
In the process of applying the Group’s accounting policies, management has made the following judgements,
apart from those involving estimations, which have significant effects on the amounts recognised in the
consolidated financial statements:
(i)
Operating Lease Commitments – Group as Lessor
The Group has entered into commercial property leases on its investment property portfolio. The
Group has determined, based on an evaluation of the terms and conditions of the arrangements, that
it retains all the significant risks and rewards of ownership of these properties which are leased out
on operating leases.
(ii)
Classification of Property
In determining whether a property is classified as investment property or property, plant and
equipment, the Group determines the business model and how much space is allocated to ancillary
services. The Group further analyses whether the quantum of other income derived from ancillary
services rendered is significant as compared to total revenue and other qualitative factors such as
the accommodation and amenities offerings.
196 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.3
Significant Accounting Judgements and Estimates (cont’d)
(b)
Critical Judgements made in Applying Accounting Policies (cont’d)
(iii)
Business Combinations
The Group acquires subsidiaries that own real estate. At the time of acquisition, the Group considers
whether each acquisition represents the acquisition of a business or the acquisition of an asset. The
Group accounts for an acquisition as a business combination where an integrated set of activities is
acquired in addition to the property. More specifically, consideration is made of the extent to which
significant processes are acquired and, in particular, the extent of services provided by the subsidiary
(e.g. maintenance, cleaning, security, bookkeeping, hotel services). For example, the Group assessed
the acquisitions of the subsidiaries as disclosed in Note 37(a) as purchases of businesses because of
the strategic management function and associated processes purchased along with the investment
and development properties.
When the acquisition of a subsidiary does not represent a business, it is accounted for as an acquisition
of a group of assets and liabilities. The cost of the acquisition is allocated to the assets and liabilities
acquired based upon their relative fair values, and no goodwill or deferred tax is recognised.
2.4
Basis of Consolidation and Business Combinations
(a)
Basis of Consolidation
The financial year of the Company and all its subsidiaries ends on 30 September unless otherwise stated.
The consolidated financial statements incorporate the financial statements of the Company and all its
subsidiaries made up to 30 September. The financial statements of subsidiaries are prepared using consistent
accounting policies. Adjustments are made to any dissimilar material accounting policies to conform to the
Group’s significant accounting policies. A list of the Group’s significant subsidiaries is disclosed in Note 40.
The consolidated financial statements comprise the financial statements of the Company and its subsidiaries
as at the reporting date.
All intra-group balances, income and expenses and unrealised gains and losses resulting from intra-group
transactions and dividends are eliminated in full.
Subsidiaries are consolidated from the date of acquisition, being the date on which the Group obtains
control, and continue to be consolidated until the date that such control ceases.
Losses within a subsidiary are attributed to the non-controlling interest (“NCI”) even if that results in a
deficit balance.
(b)
Business Combinations
Business combinations are accounted for by applying the acquisition method. Identifiable assets acquired,
liabilities and contingent liabilities assumed in a business combination are measured initially at their fair
values at the acquisition date. Acquisition-related costs, other than those associated with the issue of debt
or equity securities, incurred in connection with a business combination 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.
Annual Report 2018 | 197
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.4
Basis of Consolidation and Business Combinations (cont’d)
(b)
Business Combinations (cont’d)
Any contingent consideration payable is recognised at fair value at the acquisition date and included in
the consideration transferred. Subsequent changes to the fair value of the contingent consideration is
recognised in the profit statement. 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 profit statement.
The Group elects for each individual business combination, whether NCI in the acquiree (if any), that are
present ownership interests and entitle their holders to a proportionate share of net assets in the event
of liquidation, is recognised on the acquisition date at fair value, or at the NCI’s proportionate share of the
acquiree’s identifiable net assets. Other components of NCI are measured on their acquisition date at fair
value, unless another measurement basis is required by another FRS.
Any excess of the sum of the fair value of the consideration transferred in the business combination, the
amount of NCI 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. The accounting policy for goodwill is disclosed in Note 2.10(a). When the excess is negative, a
bargain purchase is recognised in the profit statement on the acquisition date.
The consideration transferred does not include amounts related to the settlement of pre-existing
relationships. Such amounts are generally recognised in the profit statement.
When share-based payment awards (replacement awards) are exchanged for awards held by the acquiree’s
employees (acquiree’s awards) and relate to past services, then all or a portion of the amount of the
acquirer’s replacement awards is included in measuring the consideration transferred in the business
combination. This determination is based on the market-based value of the replacement awards compared
with the market-based value of the acquiree’s awards and the extent to which the replacement awards
relate to past and/or future service.
Transactions with NCI
NCI represent the equity in subsidiaries not attributable, directly or indirectly, to owners of the Company and
are presented separately in the consolidated profit statement and consolidated statement of comprehensive
income, and within equity in the consolidated balance sheet, separately from the equity attributable to
owners of the Company. Changes in the Company’s ownership interest in a subsidiary that do not result in
a loss of control are accounted for as equity transactions. In such circumstances, the carrying amounts of
the controlling and non-controlling interests are adjusted to reflect the changes in their relative interests
in the subsidiary. Any difference between the amount by which the NCI is adjusted and the fair value of the
consideration paid or received is recognised directly in equity and attributable to owners of the Company.
Loss of Control
Upon the loss of control, the Group derecognises the assets and liabilities of the subsidiary, any NCI and the
other components of equity related to the subsidiary. Any surplus or deficit arising on the loss of control is
recognised in profit statement. If the Group retains any interest in the previous subsidiary, then such interest
is measured at fair value at the date that control is lost. Subsequently, it is accounted for as an equity-
accounted investee or as an available-for-sale financial asset depending on the level of influence retained.
A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an
equity transaction.
198 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.4
Basis of Consolidation and Business Combinations (cont’d)
(c)
Property Acquisitions and Business Combinations
Where property is acquired, via corporate acquisitions or otherwise, management considers the substance
of the assets and activities of the acquired entity in determining whether the acquisition represents the
acquisition of a business. The basis of the judgement is set out in Note 2.3(b)(iii).
Where such acquisitions are not judged to be an acquisition of a business, they are not treated as business
combinations. In such cases, the acquirer shall identify and recognise the individual identifiable asset acquired
and liabilities assumed. The cost to acquire the corporate entity is allocated between the identifiable assets
and liabilities of the entity based on their relative fair values at the acquisition date. Such a transaction or
event does not give rise to goodwill.
(d)
Acquisitions from entities under common control
Business combinations arising from transfers of interests in entities that are under the control of the
shareholder that controls the Group are accounted for as if the acquisition had occurred at the beginning
of the earliest comparative year presented or, if later, at the date that common control was acquired
are recognised at the carrying amounts recognised previously in the Group controlling shareholder’s
consolidated financial statements. The components of equity of the acquired entities are added to the same
components within Group equity and any gain/loss arising is recognised directly in equity.
2.5
Investments in Subsidiaries
A subsidiary is an investee that is controlled by the Group. The Group controls an investee when it is exposed, or has
rights, to variable returns from its involvement with the investee and has the ability to affect those returns through
its power over the investee.
In the Company’s separate financial statements,
impairment losses.
investments
in subsidiaries are carried at cost less
2.6
Joint Arrangements and Associates
A joint arrangement is a contractual arrangement whereby two or more parties have joint control. Joint control
is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the
relevant activities require the unanimous consent of the parties sharing control.
A joint arrangement is classified either as joint operation or joint venture, based on the rights and obligations of
the parties to the arrangement.
To the extent the joint arrangement provides the Group with rights to the assets and obligations for the liabilities
relating to the arrangement, the arrangement is a joint operation. To the extent the joint arrangement provides
the Group with rights to the net assets of the arrangement, the arrangement is a joint venture.
Annual Report 2018 | 199
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.6
Joint Arrangements and Associates (cont’d)
(a)
Joint Operations
The Group recognises in relation to its interest in a joint operation, its:
–
–
–
–
–
assets, including its share of any assets held jointly;
liabilities, including its share of any liabilities incurred jointly;
revenue from the sale of its share of the output arising from the joint operation;
share of the revenue from the sale of the output by the joint operation; and
expenses, including its share of any expenses incurred jointly.
The Group accounts for the assets, liabilities, revenues and expenses relating to its interests in a joint
operation in accordance with the accounting policies applicable to the particular assets, liabilities, revenues
and expenses.
(b)
Joint Ventures and Associates
An associate is an entity over which the Group has significant influence over the financial and operating
policy decisions of the investee but does not have control or joint control of those policies. Significant
influence is presumed to exist when the Group holds 20% or more of the voting power of another entity.
The Group accounts for its investments in associates and joint ventures using the equity method from the
date on which it becomes an associate or joint venture.
On acquisition of the investment, any excess of the cost of the investment over the Group’s share of the net
fair value of the investee’s identifiable assets and liabilities is accounted as goodwill and is included in the
carrying amount of the investment. Any excess of the Group’s share of the net fair value of the investee’s
identifiable assets and liabilities over the cost of the investment is included as income in the determination
of the entity’s share of the associate’s or joint venture’s profit or loss in the period in which the investment
is acquired.
Under the equity method, the investments in associates or joint ventures are carried on the balance sheet
at cost plus post-acquisition changes in the Group’s share of net assets of the associates or joint ventures.
The profit statement reflects the share of results of the operations of the associates or joint ventures.
Distributions received from associates or joint ventures reduce the carrying amount of the investment.
Where there has been a change recognised in other comprehensive income (“OCI”) by the associates or joint
ventures, the Group recognises its share of such changes in OCI. Unrealised gains and losses resulting from
transactions between the Group and associates or joint ventures are eliminated to the extent of the interest
in the associates or joint ventures.
When the Group’s share of losses in an associate or joint venture equals or exceeds its interest in the
associate or joint venture, the Group does not recognise further losses, unless it has incurred obligations or
made payments on behalf of the associate or joint venture.
After application of the equity method, the Group determines whether it is necessary to recognise an
additional impairment loss on the Group’s investments in associates or joint ventures. The Group determines
at the end of each reporting period whether there is any objective evidence that the investment in the
associate or joint venture is impaired. If this is the case, the Group calculates the amount of impairment as
the difference between the recoverable amount of the associate or joint venture and its carrying value and
recognises the amount in the profit statement.
200 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.6
Joint Arrangements and Associates (cont’d)
(b)
Joint Ventures and Associates (cont’d)
Goodwill that forms part of the carrying amount of an investment in an associate or a joint venture is not
recognised separately, and therefore is not tested for impairment separately. Instead, the entire amount
of the investment in an associate or a joint venture is tested for impairment as a single asset when there is
objective evidence that the investment in an associate or a joint venture may be impaired.
The financial statements of joint ventures and associates are prepared at the same reporting date as the
Group. Where the accounting period of the joint ventures and associates is not co-terminous with that of the
Group, the share of results is arrived at from the last audited financial statements available and unaudited
management financial statements to the end of the accounting period. Where necessary, adjustments are
made to bring the accounting policies in line with those of the Group.
In the Company’s separate financial statements, interests in joint ventures and associates are carried at cost
less impairment losses.
2.7
Investment Properties
(a)
Completed Investment Properties
Completed investment properties are held either to earn rental income or for capital appreciation or both,
rather than for use in the production or supply of goods or services, or for administrative purposes, or for
sale in the ordinary course of business and are treated as non-current assets.
Completed investment properties are measured at cost on initial recognition. Costs include expenditure that
is directly attributable to the acquisition of investment properties. Subsequent to recognition, completed
investment properties are measured at fair value and gains or losses arising from changes in the fair value of
completed investment properties are included in the profit statement in the year in which they arise.
Completed investment properties are derecognised when either they have been disposed of or when the
completed investment properties are permanently withdrawn from use and no future economic benefit
is expected from its disposal. Any gains or losses on the retirement or disposal of a completed investment
property are recognised in the profit statement in the year of retirement or disposal. When an investment
property that was previously classified as property, plant and equipment is sold, any related amount
included in the revaluation reserve is transferred to retained earnings.
Transfers are made to or from completed investment properties only when there is a change in use. For a
transfer from completed investment property to owner-occupied property, the deemed cost for subsequent
accounting is the fair value at the date of change in use. For a transfer from owner-occupied property to
completed investment property, the property is accounted for in accordance with the accounting policy for
property, plant and equipment up to the date of change in use.
(b)
Investment Properties under Construction
IPUC are initially stated at cost, which includes cost of land and construction, related overhead expenditure
and financing charges incurred during the period of construction and up to the completion of construction.
IPUC are subsequently measured at fair value annually and on completion, with changes in fair values being
recognised in the profit statement when fair value can be measured reliably.
When completed, IPUC are transferred to completed investment properties.
IPUC for which fair value cannot be determined reliably is measured at cost less impairment.
Annual Report 2018 | 201
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.8
Properties Held for Sale
(a)
Development Properties Held for Sale
Development properties held for sale are properties acquired or being constructed for sale in the ordinary
course of business, rather than being held for the Group’s own use, rental or capital appreciation.
Development properties held for sale are held as inventories and are measured at the lower of cost and net
realisable value.
The costs of development properties held for sale include:
–
–
–
freehold and leasehold rights for land;
amounts paid to contractors for construction; and
borrowing costs, planning and design costs, costs of site preparation, professional fees for legal
services, property transfer taxes, construction overheads and other related costs.
Non-refundable commissions paid to sales or marketing agents on the sale of real estate units are expensed
when incurred.
Net realisable value of development properties held for sale is the estimated selling price in the ordinary
course of business, based on market prices at the end of the reporting period and discounted for the time
value of money if material, less the estimated costs of completion and the estimated costs necessary to
make the sale.
Development properties held for sale are stated at cost plus attributable profits less progress billings if
their revenue is recognised based on percentage of completion method (see accounting policy for revenue
recognition disclosed in Note 2.19).
Where revenue is recognised upon completion, development properties held for sale are stated at cost
and payments received from purchasers prior to completion are included in “trade and other payables” as
“progress billings received in advance”.
Progress billings not yet paid by customers are included within “trade and other receivables”.
The costs of development properties recognised in the profit statement on disposal are determined with
reference to the specific costs incurred on the property sold.
When completed, development properties held for sale are transferred to completed properties held for sale.
(b)
Completed Properties Held for Sale
Completed properties held for sale are stated at the lower of cost and net realisable value. Costs include
cost of land and construction, related overhead expenditure, and financing charges and other related costs
incurred during the period of development.
A write-down to net realisable value is made when it is anticipated that the net realisable value has fallen
below cost.
202 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.9
Property, Plant and Equipment
Property, plant and equipment 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 and estimate of the costs of dismantling and removing the items and restoring the site on
which they are located when the Group has an obligation to remove the asset or restore the site. Expenditure for
additions, improvements and renewals are capitalised and expenditure for maintenance and repair are charged to
the profit statement. Where parts of an item of property, plant and equipment have different useful lives, they are
accounted for as separate items (major components) of property, plant and equipment. When assets are sold or
retired, their cost and accumulated depreciation are removed from the financial statements and any gain or loss
resulting from their disposal is included in the profit statement.
Property, plant and equipment except freehold lands, leasehold lands of more than 100 years and assets under
construction, are depreciated on the straight line method so as to write-off the cost of the assets over their
estimated useful lives. No depreciation is provided on freehold lands, leasehold lands of more than 100 years and
assets under construction. The estimated useful lives of the Group’s property, plant and equipment are as follows:
Leasehold lands (less than 100 years)
Buildings
Equipment, furniture and fittings
Others1
1
Others include motor vehicles.
Lease term
50 years
2 to 10 years
5 to 10 years
Depreciation is recognised from the date that the property, plant and equipment are installed and are ready for
use, or in respect of internally constructed assets, from the date that the asset is completed and ready for use.
The carrying values of property, plant and equipment are reviewed for impairment when events or changes in
circumstances indicate that the carrying value may not be recoverable.
The estimated useful lives, depreciation method and residual values are reviewed periodically to ensure that the
method and period of depreciation are consistent with the expected pattern of economic benefits from items of
property, plant and equipment.
Assets under construction are stated at cost and are not depreciated. Expenditure relating to assets under
construction (including borrowing costs) are capitalised when incurred. Depreciation will commence when the
development is completed.
Reclassification to Investment Property
When the use of a property changes from owner-occupied to investment property, the property is remeasured to
fair value and reclassified accordingly. Any gain arising on remeasurement is recognised in the profit statement to
the extent that it reverses a previous impairment loss on the specific property, with any remaining gain recognised
in OCI and presented in the revaluation reserve in equity. Any loss is recognised immediately in the profit statement.
When the property is sold, the related amount in the revaluation reserve is transferred to retained earnings.
Annual Report 2018 | 203
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.10
Intangible Assets
Intangible assets acquired separately are measured initially at cost. The cost of intangible assets acquired in a
business combination is their fair value as at the date of acquisition. Following initial acquisition, intangible assets
are carried at cost less any accumulated amortisation and any accumulated impairment losses. Internally generated
intangible assets, excluding capitalised development costs, are not capitalised and expenditure is reflected in the
profit statement in the year in which the expenditure is incurred.
The useful lives of intangible assets are assessed as either finite or indefinite.
Intangible assets with finite useful lives are amortised over the estimated useful lives and assessed for impairment
whenever there is an indication that the intangible assets may be impaired. The amortisation period and the
amortisation method are reviewed at least at each financial year end. Changes in the expected useful life or
the expected pattern of consumption of future economic benefits embodied 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 profit statement in the
expense category consistent with the function of the intangible asset.
Intangible assets with indefinite useful lives or not yet available for use are tested for impairment annually, or more
frequently if the events and circumstances indicate that the carrying value may be impaired either individually or
at the CGU level. Such intangible assets are not amortised. The useful life of an intangible asset with an indefinite
useful life is reviewed annually to determine whether the useful life assessment continues to be supportable. If
not, the change in useful life from indefinite to finite is made on a prospective basis.
Gains or losses arising from derecognition 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 profit statement when the asset
is derecognised.
(a)
Goodwill
Goodwill acquired in a business combination is initially measured at cost. Following initial recognition,
goodwill is measured at cost less accumulated impairment losses.
Goodwill is reviewed for impairment, at least annually or more frequently if events or changes in
circumstances indicate that the carrying value may be impaired.
(b)
Brands
The brands were acquired in business combinations. The useful lives of the brands are estimated to
be indefinite because based on the current market share of the brands, management believes there is
no foreseeable limit to the period over which the brands are expected to generate net cash inflows for
the Group.
(c)
Favourable Leases
Favourable leases acquired in a business combination are initially measured at cost and are amortised on a
straight line basis over the lease term of 35 to 70 years.
(d)
Software
Software are initially capitalised at cost, which includes the purchase prices (net of any discounts and
rebates) and other directly attributable costs of preparing the asset for its intended use.
Subsequent to initial recognition, software are amortised to the profit statement on a straight line basis
over their estimated useful lives of 3 to 10 years.
204 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.11 Non-Derivative Financial Assets
(a)
Initial Recognition and Measurement
Non-derivative financial assets within the scope of FRS 39 are classified as either non-derivative financial
assets at fair value through profit or loss, loans and receivables, held-to-maturity investments, or available-
for-sale financial assets, as appropriate. Non-derivative financial assets are recognised when, and only
when, the Group becomes a party to the contractual provisions of the financial instrument.
When non-derivative financial assets are recognised initially, they are measured at fair value, plus, in the case
of non-derivative financial assets not at fair value through profit or loss, directly attributable transaction
costs. The Group determines the classification of its non-derivative financial assets at initial recognition.
(b)
Subsequent Measurement
The subsequent measurement of non-derivative financial assets depends on their classification as follows:
(i)
Loans and Receivables
Non-derivative financial assets with fixed or determinable payment that are not quoted in an active
market are classified as loans and receivables. Subsequent to initial recognition, loans and receivables
are measured at amortised cost using the effective interest method, less impairment. Gains and
losses are recognised in the profit statement when the loans and receivables are derecognised or
impaired, and through the amortisation process.
(ii)
Available-for-Sale Financial Assets
Available-for-sale financial assets are those that are not classified in any of the other categories. After
initial recognition, available-for-sale financial assets are measured at fair value, with any resultant
gain or loss recognised in OCI, except that impairment losses, foreign exchange gains and losses on
debt instruments and interest calculated using the effective interest method are recognised in the
profit statement. The cumulative gain or loss previously recognised in OCI is reclassified from equity
to the profit statement as a reclassification adjustment when the financial asset is derecognised.
Investments in equity instruments whose fair value cannot be reliably measured are measured at
cost less impairment loss.
(c)
Derecognition
A non-derivative financial asset is derecognised when the contractual rights to receive cash flows from the
asset have expired, or it transfers the rights to receive the contractual cash flows on the non-derivative
financial asset in a transaction in which substantially all the risks and rewards of ownership of the non-
derivative financial asset are transferred, or it neither transfers nor retains substantially all of the risks and
rewards of ownership and does not retain control over the transferred asset. Any interest in transferred
non-derivative financial assets that is created or retained by the Group is recognised as a separate asset
or liability.
On derecognition of a non-derivative financial asset in its entirety, the difference between the carrying
amount and the sum of the consideration received (including any new asset obtained less any new
liability assumed) and any cumulative gain or loss that has been recognised in OCI is recognised in the
profit statement.
Non-derivative financial assets and liabilities are offset and the net amount presented in the statement of
financial position when, and only when, the Group has a legal right to offset the amounts and intends either
to settle on a net basis or to realise the asset and settle the liability simultaneously.
Annual Report 2018 | 205
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.12 Cash and Cash Equivalents
Cash on hand and in banks and fixed deposits which are held to maturity are classified and accounted for as loans
and receivables under FRS 39. The accounting policy is stated in Note 2.11.
2.13 Non-Derivative Financial Liabilities
(a)
Initial Recognition and Measurement
Non-derivative financial liabilities within the scope of FRS 39 are classified as other financial liabilities. The
non-derivative financial liabilities are recognised when, and only when, the Group becomes a party to the
contractual provisions of the financial instrument.
Non-derivative financial liabilities are recognised initially at fair value plus directly attributable
transaction costs.
(b)
Subsequent Measurement
Subsequent to initial recognition, non-derivative financial liabilities are measured at amortised cost using
the effective interest method.
(c)
Derecognition
A non-derivative financial liability is derecognised when the obligation under the liability is discharged or
cancelled or has expired.
Where an existing non-derivative financial liability is replaced by another from the same lender on
substantially different terms, or the terms of an existing liability are substantially modified, such an
exchange or modification is treated as a derecognition of the original liability and the recognition of a new
liability, and the difference in the respective carrying amounts is recognised in the profit statement.
Non-derivative financial assets and liabilities are offset and the net amount presented in the balance sheet
when, and only when, the Group has a legal right to offset the amounts and intends either to settle on a net
basis or to realise the asset and settle the liability simultaneously.
2.14 Derivative Financial Instruments
The Group uses derivative financial instruments to hedge against risks associated with foreign currency and interest
rate fluctuations. Embedded derivatives are separated from the host contract and accounted for separately if the
economic characteristics and risks of the host contract and the embedded derivative are not closely related, a
separate instrument with the same terms as the embedded derivative would meet the definition of a derivative,
and the combined instrument is not measured at fair value through the profit statement.
Foreign exchange forward contracts are used to hedge its risks associated primarily with foreign currency
fluctuations. Interest rate swaps are used to hedge its risks associated with interest rate fluctuations. Cross
currency interest rate swaps and cross currency swaps are also used to hedge its risks associated with foreign
currency and interest rate fluctuations. It is the Group’s policy not to trade in derivative financial instruments.
Derivatives are initially recognised at fair value; any attributable transaction costs are recognised in the profit
statement on the date a derivative contract is entered into. Subsequent to initial recognition, derivatives are
measured at their fair value. The changes in fair value of any derivative instruments that do not qualify for hedge
accounting are recognised immediately in the profit statement.
206 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.14 Derivative Financial Instruments (cont’d)
The Group applies hedge accounting for certain hedging relationships which qualify for hedge accounting. For
the purpose of hedge accounting, these hedges are classified as cash flow hedges. On initial designation of the
derivative as the hedging instrument, the Group formally documents the relationship between the hedging
instrument and the hedged item, including the risk management objectives and strategy in undertaking the hedge
transaction and the hedged risk, together with the methods that will be used to assess the effectiveness of the
hedging relationship. The Group makes an assessment, both at the inception of the hedge relationship as well as
on an ongoing basis, of whether the hedging instruments are expected to be ‘highly effective’ in offsetting the
changes in the fair value or cash flows of the respective hedged items attributable to the hedged risk, and whether
the actual results of each hedge are within a range of 80% to 125%.
Cash Flow Hedges
For cash flow hedges, the effective portion of the gain or loss on the hedging instrument is recognised directly in
OCI in hedging reserve, while any ineffective portion is recognised immediately in the profit statement. Amounts
recognised in OCI are transferred to the profit statement when the hedged transaction affects the profit statement,
such as when the hedged financial income or financial expense is recognised or when a forecast sale occurs.
Where the hedged item is a non-financial asset or non-financial liability, the amounts accumulated in equity is
retained in OCI and reclassified to the profit statement in the same period or periods during which the non-financial
item affects the profit statement.
If the hedging instrument no longer meets the criteria for hedge accounting, expires or is sold, terminated or
exercised, or the designation is revoked, then hedge accounting is discontinued prospectively. If the forecast
transaction is no longer expected to occur, amounts previously recognised in shareholders’ equity are transferred
to the profit statement.
Hedge of Net Investment in a Foreign Operation
The Group applies hedge accounting to foreign currency differences arising between the functional currency of the
foreign operation and the parent’s functional currency, regardless of whether the net investment is held directly
or through an intermediate parent.
In the entities’ financial statements, foreign currency differences arising from the re-translation of a financial
liability designated as a hedge of a net investment in a foreign operation are recognised in the profit statement. On
consolidation, such differences are recognised in OCI and presented in the foreign currency translation reserve in
the shareholders’ equity, to the extent that the hedge is effective. To the extent that the hedge is ineffective, such
differences are recognised in the profit statement. When the hedged net investment is disposed, the cumulative
amount in OCI is transferred to the profit statement.
2.15 Provisions
Provisions are recognised when there is a present obligation (legal or constructive) as a result of a past event and
it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation,
and a reliable estimate can be made of the amount of the obligation.
Provisions are reviewed at each reporting date 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.
Where the effect of 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 a finance cost.
Annual Report 2018 | 207
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.16
Impairment
(a)
Impairment of Non-Financial Assets
The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If
any such indication exists, the Group makes an estimate of the asset’s recoverable amount.
An impairment loss is recognised if the carrying amount of an asset or its related CGU exceeds its
recoverable amount.
The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to
sell. 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 or CGU. For the purpose of impairment testing, assets that cannot be tested individually
are grouped together into the smallest group of assets that generates cash inflows from continuing use
that are largely independent of the cash inflows of other assets or CGUs. Subject to an operating segment
ceiling test, for the purposes of goodwill impairment testing, CGUs to which goodwill has been allocated
are aggregated so that the level at which impairment testing is performed reflects the lowest level at
which goodwill is monitored for internal reporting purposes. Goodwill acquired in a business combination
is allocated to groups of CGUs that are expected to benefit from the synergies of the combination.
Impairment losses of continuing operations are recognised in the profit statement, except for assets that are
previously revalued where the revaluation was taken to OCI. In this case, the impairment is also recognised
in OCI up to the amount of any previous revaluation. Impairment losses recognised in respect of CGUs are
allocated first to reduce the carrying amount of any goodwill allocated to the CGU (group of CGUs) and then
to reduce the carrying amounts of the other assets in the CGU (group of CGUs) on a pro rata basis.
For assets excluding goodwill, an assessment is made at each reporting date as to whether there is any
indication that previously recognised impairment losses may no longer exist or may have decreased. If such
indication exists, the recoverable amount is estimated. A previously recognised 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. That increased amount cannot 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 profit statement unless the asset is measured at
revalued amount, in which case the reversal is treated as a revaluation increase. After such a reversal, the
depreciation charge 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.
The Group does not reverse in a subsequent period, any impairment loss recognised for goodwill.
(b)
Impairment of Financial Assets
The Group assesses at each reporting date whether there is any objective evidence that a financial asset or
group of financial assets is impaired.
(i)
Financial Assets Carried at Amortised Cost
For financial assets carried at amortised cost, the Group first assesses 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.
208 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.16
Impairment (cont’d)
(b)
Impairment of Financial Assets (cont’d)
(i)
Financial Assets Carried at Amortised Cost (cont’d)
In assessing collective impairment, the Group uses historical trends of the probability of default,
the timing of recoveries and the amount of loss incurred, adjusted for management’s judgement as
to whether current economic and credit conditions are such that the actual losses are likely to be
greater or less than that suggested by historical trends.
If there is objective evidence that an impairment loss on loans and receivables or held-to-maturity
investments carried at amortised cost has been incurred, the amount of the loss is measured as the
difference between the asset’s carrying amount and the present value of estimated future cash flow
discounted at the financial asset’s original effective interest rate. If a loan has a variable interest
rate, the discount rate for measuring any impairment loss is the current effective interest rate. The
carrying amount of the asset is reduced through the use of an allowance account. The amount of the
loss is recognised in the profit statement.
When the asset becomes uncollectible, the carrying amount of impaired financial asset 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
been 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.
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 was recognised, the previously
recognised impairment loss is reversed. Any subsequent reversal of an impairment loss is recognised
in the profit statement, to the extent that the carrying value of the asset does not exceed its
amortised cost at the reversal date.
(ii)
Available-for-Sale Financial Assets
In the case of equity investments classified as available-for-sale, objective evidence of impairment
include (i) significant financial difficulty of the issuer or obligor, (ii) information about significant
changes with an adverse effect that have taken place in the technological, market, economic or legal
environment in which the issuer operates, and indicates that the cost of the investment in equity
instrument may not be recovered; and (iii) a significant or prolonged decline in the fair value of the
investment below its costs. ‘Significant’ is to be evaluated against the original cost of the investment
and ‘prolonged’ against the period in which the fair value has been below its original cost.
If an available-for-sale financial asset is impaired, an amount comprising the difference between its
cost (net of any principal payment and amortisation) and its current fair value, less any impairment
loss previously recognised in the profit statement, is transferred from equity to the profit statement.
Reversals in respect of equity instruments classified as available-for-sale are not recognised in the
profit statement. Increase in the fair value after impairment are recognised directly in OCI. Reversals
of impairment losses on debt instruments are reversed through the profit statement, if the increase
in fair value of the instrument can be objectively related to an event occurring after the impairment
loss was recognised in the profit statement.
Annual Report 2018 | 209
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.17
Income Taxes
Tax expense comprises current and deferred tax. Current tax and deferred tax is recognised in the profit statement
except to the extent that it relates to a business combination, or items recognised directly in equity or in OCI.
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates
enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous
years. The amount of current tax payable or receivable is the best estimate of the tax amount expected to be paid
or received that reflects uncertainty related to income taxes, if any.
Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities
for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognised for:
–
–
temporary differences on the initial recognition of assets or liabilities in a transaction that is not a business
combination and that affects neither accounting nor taxable profit or loss;
temporary differences related to investments in subsidiaries, associates and joint arrangements to the
extent that the Group is able to control the timing of the reversal of the temporary difference and it is
probable that they will not reverse in the foreseeable future; and
–
taxable temporary differences arising on the initial recognition of goodwill.
The measurement of deferred taxes reflects the tax consequences that would follow the manner in which the
Group expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities. For
investment property that is measured at fair value, the presumption that the carrying amount of the investment
property will be recovered through sale has not been rebutted. Deferred tax is measured at the tax rates that are
expected to be applied to temporary differences when they reverse, based on the laws that have been enacted or
substantively enacted by the reporting date.
Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and
assets, and they relate to taxes levied by the same tax authority on the same taxable entity, or on different tax
entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities
will be realised simultaneously.
A deferred tax asset is recognised for unused tax losses, tax credits and deductible temporary differences, to the
extent that it is probable that future taxable profits will be available against which they can be utilised. Deferred
tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the
related tax benefit will be realised.
2.18 Borrowing Costs
Borrowing costs are capitalised as part of the cost of a qualifying asset if they are directly attributable to the
acquisition, construction or production of that asset. Capitalisation of borrowing costs commences when the
activities to prepare the asset for its intended use or sale are in progress and the expenditure and borrowing
costs are incurred. Borrowing costs are capitalised until the assets are substantially completed for their intended
use or sale. All other borrowing costs are expensed in the period they occur using the effective interest method.
Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds.
210 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.19 Revenue Recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the
revenue can be reliably measured, regardless of when the payment is made. Revenue is measured at the fair value
of consideration received or receivable, taking into account contractually defined terms of payment and excluding
taxes or duty. The following specific recognition criteria must also be met before revenue is recognised:
(a)
Properties Held for Sale
(i)
Sale of Completed Properties
Revenue from completed properties is recognised when the risks and rewards of ownership have
been transferred to the purchaser either through the transfer of legal title or equitable interest in the
properties, which is normally on unconditional exchange of contracts. For conditional exchanges,
sales are recognised only when all the significant conditions are satisfied.
(ii)
Sale of Properties under Development
The Group recognises revenue on properties under development when the significant risks and
rewards of ownership have been transferred to the purchasers. For residential development projects
under progressive payment scheme in Singapore, whereby the legal terms in the sales contracts
result in continuous transfer of work-in-progress to the purchasers, revenue is recognised based on
the percentage of completion method. Under the percentage of completion method, profit is brought
into the profit statement only in respect of finalised sales contracts and to the extent that such profit
relates to the progress of construction work. The progress of construction work is measured by the
proportion of the construction and related costs incurred to date to the estimated total construction
and related costs for each project.
For executive condominium projects in Singapore, residential development projects under deferred
payment scheme in Singapore and overseas development projects, revenue will be recognised upon
the transfer of significant risks and rewards of ownership, which generally coincides with the time
the development units are delivered to the purchasers.
(b)
Rental Income
Rental and related income from completed investment properties are recognised on a straight line basis
over the lease term commencing on the date from which the lessee is entitled to exercise its right to use
the leased asset.
(c)
Hotel Income
Revenue from hotel operations is recognised on an accrual basis, upon rendering of the relevant services.
(d)
Dividends
Dividend income is recognised when the Group’s right to receive the payment is established.
(e)
Interest Income
Interest income is recognised using the effective interest method.
(f)
Management Fees
Management fee is recognised on an accrual basis.
Annual Report 2018 | 211
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.20 Foreign Currencies
(a)
Functional Currency
Items included in the financial statements of each entity in the Group are measured using the currency that
best reflects the economic substance of the underlying events and circumstances relevant to the entity (the
“functional currency”). The consolidated financial statements and financial statements of the Company are
presented in Singapore Dollars, the functional currency of the Company.
(b)
Foreign Currency Transactions
Transactions in foreign currencies are measured in the respective functional currencies of the Company and
its subsidiaries at rates of exchange approximating those ruling at transaction dates. Monetary assets and
liabilities denominated in foreign currencies are translated at the rates ruling at the reporting date. The
foreign currency gain or loss on monetary items is the difference between amortised cost in the functional
currency at the beginning of the year, adjusted for effective interest and payments during the year, and the
amortised cost in foreign currency translated at the exchange rate at the end of the year. Non-monetary
assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using
the exchange rates ruling at the initial transaction dates. 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 measured.
Foreign currency differences arising on the settlement of monetary items or on translating monetary items
at the reporting date are recognised in the profit statement except for:
(i)
(ii)
available-for-sale equity instruments (except impairment in which case foreign currency differences
that have been recognised in OCI are reclassified to the profit statement);
a financial liability designated as a hedge of the net investment in a foreign operation to the extent
that the hedge is effective; and
(iii)
qualifying cash flow hedges to the extent the hedges are effective.
(c)
Foreign Currency Translation
The results and financial position of foreign operations are translated into Singapore Dollars using the
following procedures:
–
–
assets and liabilities are translated at the closing rate ruling at that reporting date; and
income and expenses are translated at average exchange rates for the year, which approximates the
exchange rates at the dates of the transactions.
All resulting exchange differences are taken directly to OCI and accumulated in the foreign currency
translation reserve in equity.
However, if the foreign operation is a non-wholly-owned subsidiary, then the relevant proportionate share
of the translation difference is allocated to the NCI. When a foreign operation is disposed such that control,
significant influence or joint control is lost, the cumulative amount in the translation reserve related to that
foreign operation is reclassified to the profit statement as part of the gain or loss on disposal. When the
Group disposes of only part of its interest in a subsidiary that includes a foreign operation while retaining
control, the relevant proportion of the cumulative amount is reattributed to NCI. When the Group disposes
of only part of its investment in an associate or joint venture that includes a foreign operation while retaining
significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to the
profit statement as part of the gain or loss on disposal.
When the settlement of a monetary item receivable from or payable to a foreign operation is neither
planned nor likely to occur in the foreseeable future, foreign exchange gains and losses arising from such a
monetary item that are considered to form part of a net investment in a foreign operation are recognised in
OCI and are accumulated in the foreign currency translation reserve in equity.
212 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.21 Employee Benefits
(a)
Defined Contribution Plan
As required by law, the Group makes contributions to state pension schemes in accordance with local
regulatory requirements. The pension contributions are recognised as compensation expense in the same
period as the employment that gives rise to the contribution.
(b)
Employee Leave Entitlement
Employee entitlements to annual leave are recognised when they accrue to employees. A provision is made
for the estimated liability for leave as a result of services rendered by employees up to the reporting date.
(c)
Equity Plans
For equity-settled share-based payment transactions, the fair value of the services received is recognised
as an expense with a corresponding increase in equity over the vesting period during which the employees
become unconditionally entitled to the equity instrument. The fair value of the services received is
determined by reference to the fair value of the equity instrument granted at the grant date. At each
reporting date, the number of equity instruments that are expected to be vested are estimated. The impact
of the revision of the original estimates is recognised as an expense and as a corresponding adjustment
to equity over the remaining vesting period, unless the revision to the original estimates is due to market
conditions. No adjustment is made if the revision or actual outcome differs from the original estimates due
to market conditions.
For cash-settled share-based payment transactions, the fair value of the goods or services received is
recognised as an expense with a corresponding increase in liability. The fair value of the services received
is determined by reference to the fair value of the liability. Until the liability is settled, the fair value of the
liability is remeasured at each reporting date and at the date of settlement, with any changes in fair value
recognised for the period.
The proceeds received from the exercise of the equity instruments, net of any directly attributable
transaction costs, are credited to share capital when the equity instruments are exercised.
2.22 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 and
the arrangement conveys a right to use the asset, even if that right is not explicitly specified in an arrangement.
(a)
As Lessee
Finance leases which transfer to the Group substantially all the risks and rewards incidental to ownership
of the leased item, are capitalised at the inception of the lease at the fair value of the leased asset or, if
lower, at the present value of the minimum lease payments. Any initial direct costs are also added to the
amount capitalised. Lease payments are apportioned between the finance charges and reduction of the
lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance
charges are charged to the profit statement. Contingent rents, if any, are charged as expenses in the periods
in which they are incurred.
Capitalised leased assets are depreciated over the shorter of the estimated useful life of the asset and
the lease term, if there is no reasonable certainty that the Group will obtain ownership by the end of the
lease term.
Operating lease payments are recognised as an expense in the profit statement on a straight line basis over
the lease term. The aggregate benefit of incentives provided by the lessor is recognised as a reduction of
rental expense over the lease term on a straight line basis.
Annual Report 2018 | 213
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
2.22 Leases (cont’d)
(b)
As Lessor
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 stated in Note 2.19. Contingent rents are recognised as revenue in the
period in which they are earned.
2.23 Exceptional Items
Exceptional items are one-off items of income and expense of such size, nature or incidence that their disclosure
is relevant to explain the performance of the Group and the Company for the year arising from non-recurring and
non-operating transactions.
2.24 Share Capital, Perpetual Securities and Issuance Expenses
Proceeds from issuance of ordinary shares are recognised as share capital in equity and incidental costs directly
attributable to the issuance of such shares are deducted against share capital. Proceeds from issuance of perpetual
securities are recognised in equity and incidental costs directly attributable to the issuance of perpetual securities
are deducted against the proceeds from the issue.
2.25 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 and the Company; or
a present obligation that arises from past events but is not recognised because it is not probable that an
outflow of resources embodying economic benefits will be required to settle the obligation or the amount
of obligation cannot be measured with sufficient reliability.
Contingent liabilities are not recognised on the balance sheet of the Group and the Company, except for contingent
liabilities assumed in a business combination that are present obligations and which the fair values can be
reliably determined.
3.
REVENUE
Properties held for sale:
– recognised on completed contract method
– recognised on percentage of completion method
Rent and related income
Hotel income
Fee income and others
214 | Frasers Property Limited
Group
2018
$’000
2017
$’000
2,112,851
359,896
2,472,747
1,208,296
575,481
55,085
4,311,609
2,085,301
382,040
2,467,341
904,378
597,377
57,542
4,026,638
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 4.
TRADING PROFIT
Trading profit includes the following:
(a)
Cost of Sales includes:
Group
2018
$’000
2017
$’000
Note
Cost of properties held for sale
Write-down to net realisable value of properties held for sale
Operating costs of investment properties that generated rental income
Operating costs of hotels
Depreciation of property, plant and equipment
Staff costs
Defined contribution plans
Allowance for doubtful trade receivables
Write-back of allowance for doubtful trade receivables
20
12
18
18
(1,958,732)
(30,685)
(401,603)
(306,680)
(45,586)
(255,544)
(17,633)
(1,962)
2,059
(1,974,479)
–
(331,342)
(307,271)
(45,981)
(254,666)
(15,979)
(2,111)
2,642
(b)
Other Income/(Losses) includes:
Net fair value change on derivative financial instruments
Foreign exchange (loss)/gain
Gain/(loss) on disposal of property, plant and equipment
Others
36,787
(44,527)
83
3,326
(4,331)
659
4,815
(544)
3,941
8,871
(c)
Administrative Expenses includes:
Depreciation of property, plant and equipment
Amortisation of intangible assets
Audit fees paid to:
12
16
(10,180)
(2,961)
(10,927)
(1,630)
– Auditors of the Company
– Other auditors
Non-audit fees paid to:
– Auditors of the Company
– Other auditors
Directors of the Company:
– Fee
– Remuneration of members of Board Committees
Key executive officers:
– Remuneration
– Provident fund contribution
– Employee share-based expense
Staff costs
Defined contribution plans
Employee share-based expense
(1,531)
(3,801)
(742)
(1,575)
(1,072)
(718)
(1,234)
(2,729)
(1,083)
(792)
(858)
(672)
(9,743)
(105)
(3,068)
(190,167)
(12,073)
(15,812)
(8,633)
(96)
(2,447)
(145,492)
(9,063)
(14,850)
Annual Report 2018 | 215
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 5.
INTEREST INCOME
Interest income from loans and receivables:
– Related companies
– Fixed deposits and bank balances
Interest rate swaps:
– Unrealised
– Realised
6.
INTEREST EXPENSE
Interest expense:
– Loans and borrowings
– Related parties
Interest rate swaps:
– Unrealised
– Realised
7.
EXCEPTIONAL ITEMS
Write-back of/(transaction costs) on acquisition of subsidiaries
Non-capitalisable expenses in relation to the acquisitions of properties
Gain on acquisitions of associates
Gain on acquisitions of subsidiaries (Note 37)
Loss on disposal of an associate (Note 14(a))
Impairment of intangible assets
Group
2018
$’000
2017
$’000
7,475
27,503
34,978
1,227
–
36,205
7,846
18,894
26,740
1,983
3,772
32,495
Group
2018
$’000
2017
$’000
(313,438)
(403)
(313,841)
(2,184)
(300)
(316,325)
(152,877)
–
(152,877)
(96)
(546)
(153,519)
2018
$’000
236
–
–
17,947
(20,383)
(156,323)
(158,523)
Group
2017
$’000
(20,801)
(748)
6,575
–
–
–
(14,974)
216 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 8.
TAXATION
(a)
Components of Income Tax Expense
The components of income tax expense for the years ended 30 September are:
Based on profit for the year:
– Current taxation
– Withholding tax
– Deferred taxation
(Under)/over provision in prior years:
– Current taxation
– Deferred taxation
(b)
Tax Recognised in OCI
Group
2018
$’000
2017
$’000
(239,619)
(12,488)
(33,006)
(285,113)
(122,252)
(22,103)
(80,637)
(224,992)
3,170
306
3,476
(281,637)
65,704
(56,444)
9,260
(215,732)
Before
tax
$’000
2018
Tax
expense
$’000
Net
of tax
$’000
Before
tax
$’000
2017
Tax
expense
$’000
Net
of tax
$’000
Group
Net fair value change
of cash flow hedges
Foreign currency
translation
Share of other
comprehensive
income of
joint ventures and
associates
27,102
(400,051)
1,372
(371,577)
–
–
–
–
27,102
38,499
(400,051)
116,270
1,372
(371,577)
(1,685)
153,084
–
–
–
–
38,499
116,270
(1,685)
153,084
Annual Report 2018 | 217
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 8.
TAXATION (CONT’D)
(c)
Reconciliation between Tax Expense and Accounting Profit
Group
2018
$’000
2017
$’000
Profit before taxation
Less: Share of results of joint ventures and associates, net of tax
Profit before share of results of joint ventures and associates and taxation
1,476,920
(240,959)
1,235,961
1,248,023
(185,229)
1,062,794
A reconciliation of the statutory tax rate to the Group’s effective tax rate applicable to profit before
taxation and share of results of joint ventures and associates, net of tax for the years ended 30 September
are as follows:
Singapore statutory rate
Effect of different tax rates of other countries
Income not subject to tax
Expenses not deductible for tax purposes
Losses not allowed to be set off against future taxable profits
Utilisation of previously unrecognised tax losses
Overprovision in prior years
Tax benefits on current losses not recognised
Tax effect of fair value change on investment properties
Withholding tax
Tax effect of distributions to perpetual securities holders
Effective tax rate
Group
2018
%
2017
%
17.0
5.5
(4.6)
3.2
2.2
(0.2)
(0.3)
1.2
(1.1)
1.0
(1.1)
22.8
17.0
5.8
(5.0)
2.8
1.8
(0.9)
(0.7)
0.4
(2.0)
2.1
(1.0)
20.3
218 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 9.
EARNINGS PER SHARE
Earnings per share is computed by dividing the Group’s attributable profit (after adjusting for distributions
to perpetual securities holders of $79,271,000 (2017: $65,287,000), net of distributions of $3,399,000
(2017: $3,443,000) to perpetual securities holders borne by non-controlling interests) by the weighted average
number of ordinary shares in issue during the financial year. In respect of diluted earnings per share, the
denominator is adjusted for the effects of dilutive potential ordinary shares, which comprise share awards granted
to employees. The following table reflects the profit and share data used in the computation of basic and diluted
earnings per share for the years ended 30 September:
Attributable profit to shareholders of the Company
after adjusting for distributions to perpetual securities holders:
– before fair value change and exceptional items
– after fair value change and exceptional items
Weighted average number of ordinary shares in issue
Effects of dilution - share plans
Weighted average number of ordinary shares for
diluted earnings per share computation
Earnings Per Share (“EPS”)
(a) Basic earnings per share:
– before fair value change and exceptional items
– after fair value change and exceptional items
(b) On a fully diluted basis:
– before fair value change and exceptional items
– after fair value change and exceptional items
Group
2018
$’000
2017
$’000
427,948
679,691
422,958
623,836
No. of Shares
‘000
‘000
2,910,558
25,936
2,904,157
26,053
2,936,494
2,930,210
14.70¢
23.35¢
14.56¢
21.48¢
14.57¢
23.15¢
14.43¢
21.29¢
Annual Report 2018 | 219
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 10.
SEGMENT INFORMATION
Management determines the business segments based on the reports reviewed and used by the Group CEO (the
chief operating decision maker) for strategic decision making and resources allocation.
The Group’s reportable operating segments comprise the following strategic business units (“SBU”):
(i)
(ii)
(iii)
(iv)
Singapore SBU, which encompasses the development, ownership, management and operation of
residential, retail and commercial properties held by Frasers Centrepoint Trust (“FCT”), Frasers Commercial
Trust (“FCOT”) and non-REIT entities in Singapore.
Australia SBU, which encompasses the development, ownership, management and operation of residential,
retail, commercial and industrial properties held by non-REIT entities in Australia and New Zealand and
logistics properties held by Frasers Logistics and Industrial Trust (“FLT”) in Australia and continental Europe.
Hospitality SBU, which encompasses the Group’s hospitality operations and the ownership/management and
operation of hotels and serviced apartments held by Frasers Hospitality Trust (“FHT”) and non-REIT entities.
Europe and rest of Asia, which comprises development activities and/or ownership and management of
investment properties in China, the United Kingdom and continental Europe, Vietnam and Thailand.
The SBUs are organised based on their products and services. The Group CEO reviews internal management reports
of each SBU at least quarterly.
Geographically, management reviews the performance of the businesses in Singapore, Australia, Europe, China
and Others. Geographical segment revenue is based on the geographical location of the customers. Geographical
segment assets are based on the geographical location of the assets.
Information regarding the results of each reportable segment is included below. Performance is measured based
on segment profit before interest, fair value change, taxation and exceptional items (“PBIT”), as included in the
internal management reports that are reviewed by the Group CEO. Segment PBIT is used to measure performance
as management believes that such information is the most relevant in evaluating the results of certain segments
relative to other entities that operate within these industries. Group financing (including finance costs) and income
taxes are managed on a group basis and are not allocated to operating segments. Segment assets and liabilities are
presented net of inter-segment balances. Inter-segment pricing is determined on arm’s length basis.
220 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 10.
SEGMENT INFORMATION (CONT’D)
Year ended 30 September 2018
The following table presents financial information regarding business segments:
Business Segment
Singapore
SBU
$’000
Australia
SBU
$’000
Hospitality
SBU
$’000
Europe and
rest of Asia
$’000
Corporate
and Others
$’000
Group
$’000
Revenue
1,357,217
1,575,915
802,168
575,762
547
4,311,609
Subsidiaries
Joint ventures and associates
PBIT
Interest income
Interest expense
Profit before fair value
change, taxation and
exceptional items
Fair value change on
investment properties
Profit before taxation and
exceptional items
Exceptional items
Profit before taxation
Taxation
Profit for the year
Non-current assets
Current assets
Investments in joint ventures
429,265
51,722
480,987
317,011
41,367
358,378
130,567
193
130,760
218,356
147,677
366,033
(57,486)
–
(57,486)
1,037,713
240,959
1,278,672
36,205
(316,325)
998,552
272,599
246,366
24,251
93,575
100
636,891
–
(6,220)
(156,706)
4,403
–
1,635,443
(158,523)
1,476,920
(281,637)
1,195,283
9,796,526
1,581,196
4,613,463
2,212,878
4,858,236
88,003
4,603,256
762,881
19,552 23,891,033
4,691,359
46,401
and associates
262,861
11,178
103
918,411
–
Tax assets
Bank deposits
Cash and cash equivalents
Total assets
Liabilities
Loans and borrowings
Tax liabilities
Total liabilities
Other segment information
Additions/transfer between
BUs of non-current assets
Additions to intangible assets
Depreciation
Amortisation
Write-down to net realisable
value of properties
held for sale
Attributable profit before
fair value change and
exceptional items(1)
Fair value change
Exceptional items
Attributable profit
1,192,553
60,803
448,743
2,136,448
32,420,939
2,132,563
14,926,150
734,152
17,792,865
413,841
307,339
230,306
1,077,420
103,657
323,777
38
185
464
97,889
66
6,879
15
372,797
3,512
45,722
1,380
4,349,364
125,522
1,051
404
3,590
981
1,929
698
5,147,417
130,119
55,766
2,961
–
30,685
–
–
–
30,685
154,967
175,686
–
330,653
107,980
130,199
(1,460)
236,719
(2,428)
9,940
(138,979)
(131,467)
175,008
71,854
4,403
251,265
71,692
100
–
71,792
507,219
387,779
(136,036)
758,962
Annual Report 2018 | 221
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 10.
SEGMENT INFORMATION (CONT’D)
Year ended 30 September 2018 (cont’d)
The following table presents financial information regarding geographical segments:
Geographical Segment
Singapore
$’000
Australia
$’000
Europe(2)
$’000
China
$’000
Others(3)
$’000
Group
$’000
Revenue
PBIT
1,431,393
394,822
1,773,767
413,591
608,846
176,214
308,535
154,368
189,068
139,677
4,311,609
1,278,672
Non-current assets
Current assets
Investments in
joint ventures
and associates
Tax assets
Bank deposits
Cash and cash
equivalents
Total assets
Liabilities
Loans and borrowings
Tax liabilities
Total liabilities
Other segment
information
Additions/transfer
between BUs of
non-current assets
Additions to
intangible assets
Depreciation
Amortisation
Write-down to net
realisable value
of properties
held for sale
Exceptional items
10,441,533
1,647,800
5,379,048
2,217,884
5,296,434
413,620
368,428
321,063
2,405,590
90,992
23,891,033
4,691,359
262,241
11,178
–
193,267
725,867
556,915
312,986
226,745
922,772
113,145
1,192,553
60,803
448,743
2,136,448
32,420,939
2,132,563
14,926,150
734,152
17,792,865
324,782
137,318
2,767,425
106,748
1,811,144
5,147,417
3,248
26,626
1,253
318
10,937
110
123,760
16,220
1,281
218
51
115
2,575
1,932
202
130,119
55,766
2,961
–
–
30,685
(218)
–
(157,778)
–
–
–
(527)
30,685
(158,523)
(1)
(2)
The attributable profit disclosed includes inter-segment interest income and expense, in order to reflect the cost of financing of the Group’s internal
funds between segments.
Europe – United Kingdom and continental Europe.
(3) Others – Japan, Thailand, New Zealand, Vietnam, the Philippines, Indonesia and Malaysia.
222 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 10.
SEGMENT INFORMATION (CONT’D)
Year ended 30 September 2017
The following table presents financial information regarding business segments:
Business Segment
Singapore
SBU
$’000
Australia
SBU
$’000
Hospitality
SBU
$’000
Europe and
rest of Asia
$’000
Corporate
and Others
$’000
Group
$’000
Revenue
859,233
1,642,273
807,322
717,092
718
4,026,638
Subsidiaries
Joint ventures and associates
PBIT
Interest income
Interest expense
Profit before fair value
change, taxation and
exceptional items
Fair value change on
investment properties
Profit before taxation and
exceptional items
Exceptional items
Profit before taxation
Taxation
Profit for the year
Non-current assets
Current assets
Investments in joint ventures
348,820
59,409
408,229
288,302
1,839
290,141
154,077
165
154,242
150,292
123,816
274,108
(37,675)
–
(37,675)
903,816
185,229
1,089,045
32,495
(153,519)
968,021
173,002
92,553
29,459
62
(100)
294,976
–
–
(748)
(14,226)
–
1,262,997
(14,974)
1,248,023
(215,732)
1,032,291
9,394,907
1,078,659
3,708,828
2,200,582
4,718,950
143,578
1,231,928
596,336
15,629 19,070,242
4,063,151
43,996
and associates
267,460
54,205
62
1,109,930
–
Tax assets
Bank deposits
Cash and cash equivalents
Total assets
Liabilities
Loans and borrowings
Tax liabilities
Total liabilities
Other segment information
Additions/transfer between
BUs of non-current assets
Additions to intangible assets
Depreciation
Amortisation
Attributable profit before
fair value change and
exceptional items(1)
Fair value change
Exceptional items
Attributable profit
1,431,657
34,842
272,205
2,137,275
27,009,372
1,844,870
11,627,844
487,459
13,960,173
609,071
465,863
206,072
428,420
135,444
437,742
3,608
154
46
126,117
112,832
–
238,949
273,987
120
8,023
–
95,399
57,960
–
153,359
436,657
421
46,480
854
5,676
58,057
47
40
(9,877)
6,071
2,227
690
1,144,185
68,277
56,931
1,630
14,889
18,669
(172)
33,386
175,720
25,914
(14,225)
187,409
76,120
(100)
–
76,020
488,245
215,275
(14,397)
689,123
Annual Report 2018 | 223
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 10.
SEGMENT INFORMATION (CONT’D)
Year ended 30 September 2017 (cont’d)
The following table presents financial information regarding geographical segments:
Geographical Segment
Singapore
$’000
Australia
$’000
Europe(2)
$’000
China
$’000
Others(3)
$’000
Group
$’000
Revenue
PBIT
936,694
360,293
1,844,888
375,926
697,549
104,872
366,311
158,861
181,196
89,093
4,026,638
1,089,045
Non-current assets
Current assets
Investments in
joint ventures
and associates
Tax assets
Bank deposits
Cash and cash equivalents
Total assets
Liabilities
Loans and borrowings
Tax liabilities
Total liabilities
Other segment
information
Additions/transfer
between BUs of
non-current assets
Additions to
intangible assets
Depreciation
Amortisation
Exceptional items
9,943,954
1,129,002
5,517,693
2,203,878
2,839,717
223,512
265,381
453,563
503,497
53,196
19,070,242
4,063,151
267,091
54,205
–
217,117
893,244
749,212
503,725
163,086
373,692
55,155
1,431,657
34,842
272,205
2,137,275
27,009,372
1,844,870
11,627,844
487,459
13,960,173
452,371
552,740
131,904
3,030
4,140
1,144,185
9,869
3,850
737
(601)
120
38,216
–
(147)
57,439
14,523
893
(20,801)
849
42
–
–
–
300
–
6,575
68,277
56,931
1,630
(14,974)
(1)
(2)
The attributable profit disclosed includes inter-segment interest income and expense, in order to reflect the cost of financing of the Group’s internal
funds between segments.
Europe – United Kingdom and continental Europe.
(3) Others – Japan, Thailand, New Zealand, Vietnam, the Philippines, Indonesia and Malaysia.
224 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 11.
INVESTMENT PROPERTIES
Completed
Investment
Properties
$’000
Investment
Properties
Under
Construction
$’000
Total
Investment
Properties
$’000
Group
Balance Sheet
At 1 October 2016
Currency re-alignment
Reclassification from properties held for sale
Transfer upon completion
Additions
Fair value change
Acquisitions of subsidiaries
At 30 September 2017 and 1 October 2017
Currency re-alignment
Reclassification to properties held for sale
Reclassification from property, plant and equipment (Note 12)
Transfer upon completion
Additions
Disposals
Fair value change
Finalisation of PPA (Note 37)
Acquisitions of subsidiaries (Note 37)
At 30 September 2018
10,986,224
94,252
–
1,285,774
265,659
331,805
984,526
13,948,240
(336,526)
(13,357)
88,676
1,818,848
1,062,309
(476,512)
483,012
3,518
3,667,761
20,245,969
Profit Statement
Rental income from completed investment properties:
– Minimum lease payments
– Contingent rent based on tenants’ turnover
Company
Balance Sheet
At 1 October 2016
Fair value change
At 30 September 2017 and 1 October 2017
Fair value change
At 30 September 2018
2,507,795
2,722
107,954
(1,285,774)
566,721
(36,829)
6,453
1,869,042
(7,995)
(113,227)
–
(1,818,848)
272,426
–
153,455
–
43,657
398,510
13,494,019
96,974
107,954
–
832,380
294,976
990,979
15,817,282
(344,521)
(126,584)
88,676
–
1,334,735
(476,512)
636,467
3,518
3,711,418
20,644,479
2018
$’000
2017
$’000
1,193,177
15,119
1,208,296
890,567
13,811
904,378
Completed
Investment
Properties
$’000
1,600
(100)
1,500
100
1,600
Annual Report 2018 | 225
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 11.
INVESTMENT PROPERTIES (CONT’D)
(a)
Completed Investment Properties
Completed investment properties comprise serviced residences, retail, commercial and industrial properties
that are leased mainly to third parties under operating leases (Note 35).
Completed investment properties are stated at fair value which has been determined based on valuations
performed by valuers at the reporting date.
Investment properties amounting to approximately $4,739,590,000 (2017: $3,226,318,000) have been
mortgaged to certain financial institutions as securities for credit facilities.
(b)
Investment Properties under Construction
IPUC are valued annually by valuers by estimating the fair values of the completed investment properties
and then deducting from those amounts the estimated costs to complete the construction and a reasonable
profit margin on construction and development. The estimated cost to complete is determined based on
the construction cost per square metre in the pertinent area.
IPUC amounting to approximately Nil (2017: $1,416,000,000) have been mortgaged to certain financial
institutions as securities for credit facilities.
During the year, net interest expense of $32,733,000 (2017: $97,405,000) arising from borrowings obtained
specifically for the projects was capitalised as cost of IPUC. The borrowing costs of loans used to finance the
projects have been capitalised at interest rates of 2.0% to 4.0% (2017: between 2.0% and 4.5%) per annum.
226 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018
12.
PROPERTY, PLANT AND EQUIPMENT
Freehold
Lands
$’000
Leasehold
Lands Buildings
$’000
$’000
Assets under
Construction
$’000
Equipment,
Furniture
and Fittings Others
$’000
$’000
Total
$’000
Group
Cost
At 1 October 2016
Currency re-alignment
Acquisition of
subsidiaries
Additions
Disposals/write-offs
Reclassification
Transfer upon
completion
At 30 September 2017
and 1 October 2017
Currency re-alignment
Acquisition of
subsidiaries
Additions
Disposals/write-offs
Reclassification
Reclassification to
332,253
(4,544)
373,233 1,201,136
23,358
1,881
83,901
–
–
–
–
–
–
–
–
–
171,215
14,400
(17)
244
23,192
679
–
31,025
–
–
168,041
(16,377)
1,262 2,099,117
4,981
(16)
6,394
6,779
(12,826)
(244)
–
146
–
–
261,510
52,350
(12,843)
–
7,182
(7,374)
192
–
–
411,610
(10,426)
375,114 1,417,518
(52,026)
(2,313)
47,522
(823)
151,959
(7,114)
1,392 2,405,115
(72,735)
(33)
1,282
526
–
–
–
–
–
–
2,546
33,709
(84)
–
–
3,426
–
(9,886)
8,701
45,791
(4,035)
9,886
1,475
290
(669)
–
14,004
83,742
(4,788)
–
investment properties
At 30 September 2018
(14,866)
388,126
–
(75,289)
372,801 1,326,374
–
40,239
(5,777)
199,411
–
(95,932)
2,455 2,329,406
Accumulated
Depreciation
At 1 October 2017
Currency re-alignment
Charge for the year 2017
Disposals/write-offs
Reclassification
At 30 September 2017
and 1 October 2017
Currency re-alignment
Acquisition of
subsidiaries
Charge for the year 2018
Disposals/write-offs
Reclassification to
investment properties
At 30 September 2018
Net Book Value
At 30 September 2018
At 30 September 2017
–
–
–
–
–
–
–
–
–
–
–
–
9,982
36
4,597
–
–
49,386
(17)
27,570
(2)
5
14,615
(73)
76,942
(3,245)
–
4,597
–
537
27,673
(13)
–
19,139
(4,517)
97,377
–
–
–
–
–
–
–
–
–
–
–
–
66,443
(9,452)
24,719
(9,924)
(5)
1,024
(16)
45
–
–
126,835
(9,449)
56,931
(9,926)
–
71,781
(727)
1,053
(27)
164,391
(4,072)
7,091
23,335
(3,430)
992
161
(654)
8,620
55,766
(4,097)
(2,739)
95,311
–
1,525
(7,256)
213,352
388,126
411,610
353,662 1,228,997
360,499 1,340,576
40,239
47,522
104,100
80,178
930 2,116,054
339 2,240,724
Annual Report 2018 | 227
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 12.
PROPERTY, PLANT AND EQUIPMENT (CONT’D)
Company
Cost
At 1 October 2016, 30 September 2017, 1 October 2017 and 30 September 2018
Accumulated Depreciation
At 1 October 2016
Charge for the year 2017
At 30 September 2017 and 1 October 2017
Charge for the year 2018
At 30 September 2018
Net Book Value
At 30 September 2018
At 30 September 2017
Equipment,
Furniture and
Fittings
$’000
1
–*
–*
–*
1
1
–
1
The depreciation charge for the year is included in the financial statements as follows:
Charged to profit statement (Note 4)
Capitalised in properties held for sale
2018
$’000
55,766
–
55,766
Group
2017
$’000
56,908
23
56,931
Company
2018
$’000
2017
$’000
1
–
1
–*
–
–*
Included in property, plant and equipment are certain hotel properties of the Group with carrying amount of
$146,294,000 (2017: $262,762,000) which are pledged to certain financial institutions to secure credit facilities.
* Denotes amounts less than $1,000.
228 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 13.
INVESTMENTS IN AND BALANCES WITH SUBSIDIARIES
Investments in subsidiaries
Shares, at cost
Less: Allowance for impairment
Balances with subsidiaries
Amounts due from subsidiaries:
– Interest-free
– Interest-bearing
Amounts due to subsidiaries:
– Interest-free
Net balances with subsidiaries
Amounts due from subsidiaries:
– Current
– Non-current
Amounts due to subsidiaries:
– Current
– Non-current
Net balances with subsidiaries
Company
2018
$’000
2017
$’000
Note
1,274,841
(91,793)
1,183,048
1,880,386
(80,490)
1,799,896
3,006,675
1,204,663
4,211,338
1,433,489
1,958,699
3,392,188
(341,077)
(341,077)
(195,638)
(195,638)
3,870,261
3,196,550
398,968
3,812,370
4,211,338
217,113
3,175,075
3,392,188
(332,323)
(8,754)
(341,077)
(194,653)
(985)
(195,638)
3,870,261
3,196,550
18
23
18
23
Amounts due from subsidiaries are non-trade related, unsecured and payable in cash. In respect of interest-bearing
amounts, interest of between 0.2% to 4.0% (2017: 0.2% to 4.0%) per annum was charged.
Amounts due to subsidiaries are non-trade related, interest-free, unsecured and payable in cash.
Balances with subsidiaries which are payable on demand have been classified as current, while balances with no
fixed terms of repayment and not expected to be repaid within the next 12 months have been classified as non-
current. The non-current loans due from subsidiaries form part of the Company’s net investments in subsidiaries
where settlements are neither planned nor likely to occur in the foreseeable future.
Details of significant subsidiaries are included in Note 40.
Annual Report 2018 | 229
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 13.
INVESTMENTS IN AND BALANCES WITH SUBSIDIARIES (CONT’D)
Interest in Subsidiaries with Material NCI
The following subsidiaries have NCI that are material to the Group:
Name
Frasers Centrepoint Trust
Frasers Commercial Trust
Frasers Hospitality Trust
Frasers Logistics & Industrial Trust
TICON
Principal Place
of Business/
Country of Incorporation
Ownership
Interest held by NCI
2017
2018
Singapore
Singapore
Singapore
Singapore
Thailand
58.1%
74.8%
76.4%
79.3%
35.3%
58.3%
73.2%
77.4%
80.1%
–
The Group assessed that it controls FCT, FCOT, FHT and FLT, although the Group owns less than half of the ownership
interest and voting power of FCT, FCOT, FHT and FLT. The activities of FCT, FCOT, FHT and FLT are managed by
the Group’s wholly-owned subsidiaries, namely, Frasers Centrepoint Asset Management Ltd. (“FCAM”), Frasers
Commercial Asset Management Ltd. (“FCOAM”) (formerly known as Frasers Centrepoint Asset Management
(Commercial) Ltd.), Frasers Hospitality Asset Management Pte. Ltd. (“FHAM”) and Frasers Logistics & Industrial
Asset Management Pte. Ltd. (“FLIAM”), respectively (collectively, the “REIT Managers”). The REIT Managers have
decision-making authority over FCT, FCOT, FHT and FLT, subject to oversight by the trustees of the respective REITs.
The Group’s overall exposure to variable returns, both from the REIT Managers’ remuneration and their interests in
the REITs, is significant and any decisions made by the REIT Managers affect the Group’s overall exposure.
230 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 13.
INVESTMENTS IN AND BALANCES WITH SUBSIDIARIES (CONT’D)
Interest in Subsidiaries with Material NCI (cont’d)
For the subsidiaries with material NCI, financial information are before inter-company eliminations.
2018
Revenue
Profit for the year
Total comprehensive
FCT
$’000
FCOT
$’000
FHT
$’000
FLT
$’000
TICON
$’000
193,347
166,820
133,306
141,718
155,878
63,508
199,309
159,433
41,434
104,435
Other
Subsidiaries
with
Individually
Immaterial
NCI
$’000
Total
$’000
income
168,416
107,932
35,439
81,960
102,866
Attributable to NCI
– Profit for the year(2)
– Total comprehensive
96,872
106,005
48,507
126,446
36,845
18,247
432,922
income
97,799
80,733
27,068
65,002
36,291
(8,849)
298,044
Current assets
Non-current assets
Current liabilities
Non-current liabilities
Net assets
Net assets attributable to
36,689
24,924
88,937
302,649
2,815,448 2,136,391 2,131,118 2,942,989 2,041,836
(96,239)
(713,061)
1,933,756 1,430,831 1,307,224 1,897,788 1,535,185
(279,508)
(627,108)
(258,576)
(900,853)
(426,766)
(486,065)
(64,690)
(677,559)
114,228
NCI
1,121,282 1,070,282
943,708 1,502,076
545,431
45,425 5,228,204
Cash flows from/(used in):
– operating activities
– investing activities
– financing activities(1)
Net increase in cash and
37,934
(4,733)
(29,856)
84,012
(11,331)
(115,363)
122,390
84,455
112,798
(484,366) 110,185
(26,926)
(87,056) 407,399 (128,507)
cash equivalents
3,345
(42,682)
(1,184)
45,423
66,133
Includes dividends paid to NCI
(1)
(2) Net of distributions to perpetual securities holders borne by non-controlling interests amounting to $3,399,000 (2017: $3,443,000).
65,180
60,365
70,331
73,591
–
Annual Report 2018 | 231
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 13.
INVESTMENTS IN AND BALANCES WITH SUBSIDIARIES (CONT’D)
Interest in Subsidiaries with Material NCI (cont’d)
Other
Subsidiaries
with
Individually
Immaterial
NCI
$’000
Total
$’000
2017
Revenue
Profit for the year
Total comprehensive income
Attributable to NCI:
FCT
$’000
FCOT
$’000
FHT
$’000
FLT
$’000
181,595
193,904
192,488
156,551
111,444
125,396
158,724
71,037
81,458
173,301
103,902
138,106
– Profit for the year(2)
– Total comprehensive income
113,085
112,259
81,566
91,777
54,954
63,016
83,246
110,651
6,874
9,428
339,725
387,131
Current assets
Non-current assets
Current liabilities
Non-current liabilities
Net assets
17,804
87,665
93,381
66,233
2,733,061 2,071,277 2,159,948 2,035,785
(48,937)
(630,499)
1,872,203 1,289,349 1,356,090 1,422,582
(224,551)
(645,042)
(202,016)
(676,646)
(158,344)
(738,895)
Net assets attributable to NCI
1,088,376
943,696
993,521 1,132,691
38,144 4,196,428
Cash flows from/(used in):
– operating activities
– investing activities
– financing activities(1)
Net increase in cash and
cash equivalents
122,202
(68,204)
(59,159)
96,823
(5,438)
113,412
(247,260)
(88,356) 151,994
112,797
(26,926)
(87,056)
(5,161)
3,029
18,146
(1,185)
Includes dividends paid to NCI
(1)
86,829
(2) Net of distributions to perpetual securities holders borne by non-controlling interests amounting to $3,443,000.
57,592
69,318
63,114
232 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 13.
INVESTMENTS IN AND BALANCES WITH SUBSIDIARIES (CONT’D)
Interest in Subsidiaries with Material NCI (cont’d)
(i)
FCT
Payment of Management Fees/Base Fee Component of Management Fees by Way of Units in FCT
The Group, through its subsidiary, FCAM as the manager of FCT, received the following units
in FCT in payment of 40% to 70% of its management fees for the year from 1 October 2017 to
30 September 2018:
Relevant Period
Date
Received
No. of
Units
Received
Issued
Price
$
Value of
Units
Received
$
Aggregate of
Units held by
FCAM
Aggregate of
Units held by
the Group
1 July 2017 to
30 September 2017
27 October
2017
1 October 2017 to
31 December 2017
25 January
2018
1 January 2018 to
31 March 2018
1 April 2018 to
30 June 2018
27 April
2018
26 July
2018
2,813,931 2.1289 5,990,578
37,632,216
387,303,216
473,587 2.2091 1,046,201
38,105,803
387,776,803
372,764 2.1930
817,471
38,478,567
388,149,567
283,352 2.1901
620,569
38,761,919
388,432,919
8,474,819
The payment of such management fees in the form of units is provided for in the trust deed constituting FCT
dated 5 June 2006, as amended. The issued price is the volume weighted average price of the units traded
on the SGX-ST for the last ten business days of the relevant period.
With the above payments of management fees by way of units in FCT, the Group and FCAM hold an aggregate
of 388,432,919 units and 38,761,919 units in FCT, representing 41.9% and 4.2% of the total issued units in
FCT, respectively.
Annual Report 2018 | 233
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 13.
INVESTMENTS IN AND BALANCES WITH SUBSIDIARIES (CONT’D)
Interest in Subsidiaries with Material NCI (cont’d)
(ii)
FCOT
Payment of Management Fees by Way of Units in FCOT
The Group, through its subsidiary, FCOAM as the manager of FCOT, received the following units
in FCOT in payment of 18% to 100% of its management fees for the year from 1 October 2017 to
30 September 2018:
Relevant Period
Date
Received
No. of
Units
Received
Issued
Price
$
Value of
Units
Received
$
Aggregate of
Units held by
FCOAM
Aggregate of
Units held by
the Group
1 July 2017 to
30 September 2017
24 October
2017
1 October 2017 to
31 December 2017
25 January
2018
1 January 2018 to
31 March 2018
1 April 2018 to
30 June 2018
25 April
2018
30 July
2018
451,535 1.3770
621,764
91,897,375
216,382,354
1,792,391 1.4446 2,589,288
93,689,766
218,174,745
1,884,606 1.4192 2,674,633
95,574,372
220,059,351
2,045,185 1.3676 2,796,995
97,619,557
222,104,536
8,682,680
The payment of such management fees in the form of units is provided for in the trust deed constituting
FCOT dated 12 September 2005, as amended. The issued price is the volume weighted average price of the
units traded on the SGX-ST for the last ten business days of the relevant period.
Payment of Acquisition Fee by Way of Units in FCOT
On 2 February 2018, the Group, through FCOAM, received 1,038,661 units in FCOT at a price of $1.5125 per
unit, in payment of acquisition fee of $1,570,957 in respect of the acquisition of 50% of the total issued
shares of HEREF Farnborough Limited.
Payment of Divestment Fee by Way of Units in FCOT
On 7 September 2018, the Group, through FCOAM, received 771,200 units in FCOT at a price of
$1.4056 per unit, in payment of divestment fee of $1,083,999 in respect of the sale of property at
55 Market Street, Singapore.
With the above payments of management fees, acquisition fee and divestment fee by way of units in FCOT,
the Group and FCOAM hold an aggregate of 223,914,397 units and 99,429,418 units in FCOT, representing
25.2% and 11.2% of the total issued units in FCOT, respectively.
234 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 13.
INVESTMENTS IN AND BALANCES WITH SUBSIDIARIES (CONT’D)
Interest in Subsidiaries with Material NCI (cont’d)
(iii)
FHT
Payment of Management Fees by Way of Stapled Securities in FHT
The Group, through its subsidiaries, FHAM, FHT Australia Management Pty Ltd, Frasers Hospitality Trust
Management Pte. Ltd., Frasers Hospitality Pte. Ltd. and Frasers Hospitality UK Ltd. as the managers of FHT
(the “FHT managers”), received stapled securities in FHT in payment of 100% of their management fees for
the year from 1 October 2017 to 30 September 2018.
On 5 May 2016, nomination agreements were signed between the FHT managers and Frasers Property
Hospitality Trust Holdings Pte. Ltd. (“FPHTH”) (formerly known as FCL Investments Pte. Ltd.) where the FHT
managers may nominate FPHTH to receive such FHT stapled securities issued to them pursuant to payment
of management fees, in exchange for a cash consideration (“Nomination Agreements”).
FPHTH was nominated to receive all stapled securities in place of the FHT managers during the year:
Relevant Period
Date
Received
No. of
Units
Received
Issued
Price
$
Value of
Units
Received
$
Aggregate of
Stapled
Securities
held by
the FHT
managers
Aggregate of
Stapled
Securities held
by FPHTH
Aggregate of
Stapled
Securities
held by
the Group
1 April 2017 to
30 September 2017
1 November
2017
15,613,336 0.7269 to
0.7426
11,528,041
31,723,226
401,731,599
433,454,825
1 October 2017 to
31 March 2018
30 April
2018
7,977,704 0.7756 to
0.7854
6,227,263
31,723,226
409,709,303
441,432,529
17,755,304
The payment of such management fees in the form of stapled securities is provided for in the trust deed
constituting FHT dated 12 June 2014. The issued price is the volume weighted average price of the units
traded on the SGX-ST for the last ten business days of the relevant period.
With the above payments of management fees by way of stapled securities in FHT, the Group, FPHTH and
the FHT managers hold an aggregate of 441,432,529 stapled securities, 409,709,303 stapled securities
and 31,723,226 stapled securities in FHT, representing 23.6%, 21.9% and 1.7% of the total issued stapled
securities in FHT, respectively.
Annual Report 2018 | 235
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 13.
INVESTMENTS IN AND BALANCES WITH SUBSIDIARIES (CONT’D)
Interest in Subsidiaries with Material NCI (cont’d)
(iv)
FLT
Payment of Management Fees by Way of Units in FLT
The Group, through its subsidiaries, Frasers Logistics & Industrial Asset Management Pte. Ltd. (“FLIAM”) and
FLT Australia Management Pty Ltd (“FAMPL”), as the managers of FLT (“FLT managers”), received units in FLT
in payment of 29% to 100% of their management fees.
On 24 October 2016 and 7 November 2016, nomination agreements were signed by Frasers Property
Industrial Trust Holdings Pte. Ltd. (“FPITH”) (formerly known as FCL Investments (Industrial) Pte. Ltd.) with
FLIAM and FAMPL, respectively, where the FLT managers may nominate FPITH to receive such units in FLT
issued to them pursuant to payment of management fees, in exchange for a cash consideration.
FPITH was nominated to receive all such units in place of the FLT managers during the year:
Relevant Period
Date
Received
No. of
Units
Received
Issued
Price
$
Value of
Units
Received
$
Aggregate of
Units held
by FPITH(1)
Aggregate of
Units held by
the Group
1 July 2017 to
30 September 2017
7 November
2017
1 October 2017 to
31 December 2017
31 January
2018
1 January 2018 to
31 March 2018
1 April 2018 to
30 June 2018
14 May
2018
14 August
2018
7,651,217
1.0833
8,288,563
307,759,696
308,133,679
1,200,074
1.1342
1,361,124
308,959,770
309,333,753
896,893
1.0886
976,358
309,856,663
310,230,646
2,301,791
1.0390
2,391,561
312,158,454
312,532,437
13,017,606
(1) Aggregate of units has taken into account 292,155,000 units held under a trust, Australand Property
Limited (“APL”), a wholly-owned subsidiary of the Group. These units were fully transferred to FPITH on
18 April 2018.
The payment of such management fees in the form of units is provided for in the trust deed constituting FLT
dated 30 November 2015. The issued price is the volume weighted average price of the units traded on the
SGX-ST for the last ten business days of the relevant period.
Payment of Acquisition Fees by Way of Units in FLT
On 7 December 2017, the Group, through FLIAM, received an aggregate of 308,730 units in FLT at a price of
$1.1027 and $1.1006 per unit, in payment of acquisition fees of $340,132 in respect of the acquisition by
FLT of the Beaulieu Facility and the Stanley Black & Decker Facility, respectively.
On 14 August 2018, the Group, through FLIAM, received an aggregate of 4,729,514 units in FLT at a price of
$1.0464 and $0.9870 per unit, in payment of acquisition fees of $4,676,546 in respect of the acquisition by
FLT of the CH2 Facility and 21 properties across Germany and the Netherlands, respectively.
236 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 13.
INVESTMENTS IN AND BALANCES WITH SUBSIDIARIES (CONT’D)
Interest in Subsidiaries with Material NCI (cont’d)
(iv)
FLT (cont’d)
Private Placement
On 21 May 2018, FLT issued 333,199,000 new units at an issue price of $0.987 per unit. The Group, through
its subsidiary, FPITH, fully subscribed for its respective allotted units of 68,004,000, representing 20.4% of
the total number of units issued, amounting to $67,119,900.
Preferential Offering
On 5 June 2018, FLT issued 152,153,437 new units at an issue price of $0.967 per unit. The Group, through its
subsidiaries, FPITH and FLIAM, fully subscribed for their respective allotted units of 31,053,937 in aggregate,
representing 20.4% of the total number of units issued, amounting to $30,029,200.
With the above payments of management fees, acquisition fees, private placement and preferential offering
by way of units in FLT, the Group, FPITH and FLIAM hold an aggregate of 416,628,618 units, 411,148,120
units, and 5,480,498 units in FLT, representing 20.7%, 20.4% and 0.3% of the total issued units in FLT,
respectively.
Annual Report 2018 | 237
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 14.
INVESTMENTS IN AND BALANCES WITH JOINT VENTURES AND ASSOCIATES
Investments in joint ventures
Investments, at cost
Share of post-acquisition reserves
Investments in associates
Investments, at cost
Share of post-acquisition reserves
Group
2018
$’000
2017
$’000
Company
2018
$’000
2017
$’000
Note
43,457
179,272
222,729
84,106
181,455
265,561
872,075
97,749
969,824
997,665
168,431
1,166,096
500
–
500
–
–
–
500
–
500
–
–
–
Total investments in joint ventures and associates
1,192,553
1,431,657
500
500
Balances with joint ventures
Loans to joint ventures:
– Non-current
– Current
Amounts due from joint ventures
Loans from joint ventures:
– Non-current
– Current
Amounts due to joint ventures
Balances with associates
Loan to an associate:
– Non-current
Amounts due from associates
Loan from an associate:
– Current
Amount due to an associate
18
18
23
23
18
18
23
23
291,363
7,866
8,864
(9,210)
(16,004)
(7,138)
275,741
171,426
162,987
15,689
–
(54,000)
(5)
296,097
14,532
2,532
14,368
–
(450,024)
(116)
(433,076)
(91,865)
–
(77,497)
–
–
139
–
–
–
139
–
–
–
–
–
–
–
138
–
–
–
138
–
–
–
–
–
Excluding a loan to a joint venture of $1,300,000 (2017: Nil) which is interest-free, loans to joint ventures bear
interest at 2.4% to 4.7% (2017: 1.8% to 4.4%) per annum, are unsecured, payable in cash and have no fixed
repayment terms.
Non-current loan from a joint venture bears interest at 0.5% per annum, is unsecured and repayable in cash by
31 March 2022.
Current loans from joint ventures are interest-free, unsecured and repayable in cash within the next 12 months.
Amounts due from joint ventures are interest-free, unsecured and repayable in cash on demand.
Amounts due to joint ventures are interest-free, unsecured and repayable in cash on demand.
Loan to an associate is interest-free, unsecured, repayable in cash and has no fixed repayment terms.
Loan from an associate bears interest at 4.4% (2017: 4.4%) per annum, is unsecured and repayable in cash within
the next 12 months.
Amounts due from associates are interest-free, unsecured and repayable in cash on demand.
Amount due to an associate is interest-free, unsecured and repayable in cash on demand.
238 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 14.
INVESTMENTS IN AND BALANCES WITH JOINT VENTURES AND ASSOCIATES (CONT’D)
(a)
Incorporation of a Joint Venture and Step-up Acquisition of an Associate to a Subsidiary
On 9 January 2018, Frasers Property Holdings (Thailand) Co., Ltd. (“FPHT”), an indirect wholly-owned
subsidiary of FPL, entered into a joint venture agreement with TCC Assets (Thailand) Co., Ltd. (“TCCAT”), an
interested party, to incorporate a new joint venture, Frasers Assets Co., Ltd. (“Frasers Assets”) in Thailand.
FPHT and TCCAT each have an effective shareholding interest of 49.0% and 51.0%, respectively. Frasers
Assets is incorporated for general investment holding purposes.
On 2 April 2018, Frasers Assets completed the acquisition of all the 478,699,619 ordinary shares in TICON
Industrial Connection Public Company Limited (“TICON”) held by Rojana Industrial Park Public Company
Limited, representing 26.1% of the share capital of TICON. The consideration was approximately S$0.75
(THB 17.90) per share or an aggregate consideration of S$361,600,000 (THB 8,568,723,000). Pursuant to the
acquisition and in addition to the Group’s existing direct interest in 751,004,000 ordinary shares of TICON
held by FPHT, representing 40.95% of the share capital of TICON, the Group’s effective interest in TICON
increased to 53.74% and TICON was consolidated as a subsidiary. TICON’s significant associate includes
TICON Freehold and Leasehold Real Estate Investment Trust (“TREIT”). The excess of the carrying amount of
TICON as an associate over the fair value is recognised as a loss on disposal of an associate of S$20,383,000
(THB 489,745,000) under “Exceptional Items” in the Group’s profit statement (Note 7).
The completion of the acquisition triggered a mandatory tender offer for the remaining ordinary shares of
TICON by Frasers Assets at S$0.75 (THB 17.90) per share. Pursuant to the tender offer, a total of 411,153,659
shares in TICON, representing 22.42% of the share capital of TICON were tendered. The aggregate
consideration was approximately S$310,577,000 (THB 7,359,650,000). Pursuant to this tender offer, the
Group’s effective interest in TICON increased to 64.72%. Please refer to Note 37(a)(ii) for more details.
(b)
Incorporation and Acquisition of Associates
On 3 April 2018, FPHT and TCCAT undertook the following activities (together, the “One Bangkok
Restructuring”) to facilitate the development, design and construction of a leasehold site in central Bangkok
into an integrated mixed-use development (the “Project”):
(i)
FPHT entered into a joint venture agreement with its associate, One Bangkok Holdings Co., Ltd.
(“OBH”) to establish an investment holding company, One Bangkok Ventures Co., Ltd. (“OBV”) in
Thailand. FPHT and OBH each have a shareholding interest of 19.9% and 80.1% in OBV upon its
establishment, respectively. OBV is incorporated for the purposes of investing in One Bangkok Co., Ltd.
(“OB”) (formerly known as Kasemsubvadhana Co., Ltd.), a Thai-incorporated limited liability company
and subsidiary of TCCAT, by subscribing for 682,500,000 ordinary shares issued by OB, representing
45.5% of the total share capital of OB upon the completion of the One Bangkok Restructuring.
(ii)
FPHT invested directly in OB by subscribing for 52,500,000 ordinary shares issued by OB, representing
3.5% of the total share capital of OB upon the completion of the One Bangkok Restructuring.
The One Bangkok Restructuring enables OB, the lessee of the Project leasehold site, to serve as the
master developer of the Project. Upon the completion of the One Bangkok Restructuring, TCCAT and
FPHT will have an effective economic interest of 80.2% and 19.8% in OB, respectively.
The Group has engaged an independent firm to perform a fair valuation of the identifiable assets and
liabilities of OB. Based on the provisional valuation, no fair value adjustment was required.
Annual Report 2018 | 239
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 14.
INVESTMENTS IN AND BALANCES WITH JOINT VENTURES AND ASSOCIATES (CONT’D)
(c)
Acquisition of Additional Interest in an Associate
TICON International Pte. Ltd., an indirect subsidiary of FPL, made purchases of 38,858,000 additional units
in TREIT at average prices ranging from approximately S$0.47 to S$0.48 (THB 11.11 to THB 11.30) per unit,
increasing TICON International’s interest in TREIT from 21.93% to 23.43%. The total aggregate consideration
for the additional shares was approximately S$18,448,000 (THB 437,166,000).
As at 30 September 2018, 12,836,000 investment units of TREIT with a carrying amount of S$5,821,000
(THB 137,941,000) and market value of S$6,392,000 (THB 151,467,000), were pledged as collateral for
trust receipt, letters of credit, letters of guarantee and short-term loans facilities.
(d)
Incorporation of a Joint Venture
On 6 July 2018, TICON entered into a joint venture agreement with JustCo (Thailand 2) Pte. Ltd. (“JustCo
Thailand 2”), to establish a new joint venture, JustCo (Thailand) Co., Ltd. in Thailand. TICON and JustCo
Thailand 2 each have an effective shareholding interest of 51.0% and 49.0%, respectively. JustCo (Thailand)
Co., Ltd. is incorporated to invest and engage in the business of co-working office and other complementary
business in Thailand.
Material Joint Ventures and Associates
Except for Golden Land Property Development Public Company Limited (“Gold”), TICON, Supreme Asia
Investments Limited and its subsidiary (“SAI group”) and TREIT, the Group’s joint ventures and associates are
individually immaterial.
The market value of the Group’s interest in Gold and TREIT as at 30 September 2018 is S$411,039,000
(2017: S$355,770,000) and S$303,585,000 (2017: Nil), respectively.
No disclosure of fair value is made for material joint ventures as they are not quoted on any market.
The following table analyses, in aggregate, the carrying amount and share of profit and OCI of the
joint ventures.
Group’s interest in net assets at beginning of the year
265,561
240,213
Group
2018
$’000
2017
$’000
Group’s share of:
– Profit after taxation
– OCI
Total comprehensive income
Currency re-alignment
Additions during the year
Acquisition of subsidiaries (Note 37(a)(ii))
Return of capital during the year
Dividends received during the year
Reclassification to investment in associate
85,954
1,954
87,908
(3,072)
6,288
9,090
(42,969)
(91,204)
(8,873)
57,508
(968)
56,540
5,925
10,152
–
(1,926)
(45,343)
–
Carrying amount of interest at end of the year
222,729
265,561
240 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 14.
INVESTMENTS IN AND BALANCES WITH JOINT VENTURES AND ASSOCIATES (CONT’D)
The following table summarises the financial information of each of the Group’s material associates based on
their consolidated financial information prepared in accordance with FRS, modified for fair value adjustments on
acquisition and differences in the Group’s accounting policies. The table also analyses, in aggregate, the carrying
amount and share of profit and OCI of the remaining individually immaterial associates.
Gold
$’000
TICON
$’000
SAI group
$’000
TREIT
$’000
Immaterial
Associates
$’000
Total
$’000
2018
Revenue
Profit after taxation
OCI
Total comprehensive
income
Attributable to:
– NCI
– Investee’s
654,792
61,973
682,019
54,691
122,374
–
26,864
(1,422)
145,481
–
107,541
–
122,374
25,442
145,481
107,541
(398)
166
5,350
–
shareholders
122,772
25,276
140,131
107,541
Current assets
Non-current assets
Current liabilities
Non-current liabilities
Net assets
Attributable to:
– NCI
– Investee’s
1,061,531
914,274
(331,923)
(716,442)
927,440
(8,729)
shareholders
936,169
–
–
–
–
–
–
–
1,685,615
100,473
(1,360,539)
–
425,549
57,611
1,437,300
71,182
269,420
1,835,513
16,226
–
409,323
1,835,513
Group’s interest in net
assets at beginning
of the year
Group’s share of:
– Profit after taxation
– OCI
Total comprehensive
income
Currency re-alignment
Additions during the year
Acquisition of subsidiaries
(Note 37(a)(ii))
Dividends received
during the year
Reclassification from
investment in joint
venture
Carrying amount of
interest in an associate
acquired as a subsidiary
(Note 37(a)(ii))
Carrying amount of
322,575
561,365
217,118
–
65,038
1,166,096
48,986
–
48,986
11,753
–
10,933
(582)
65,970
–
10,351
19,415
–
65,970
(8,035)
–
25,107
–
25,107
4,319
18,448
4,009
–
155,005
(582)
4,009
1,302
35,059
154,423
28,754
53,507
–
–
–
236,554
15,686
252,240
(9,782)
(3,170)
(81,785)
(7,953)
(3,418)
(106,108)
–
–
–
(587,961)
–
–
–
–
8,873
8,873
–
(587,961)
interest end of the year
373,532
–
193,268
276,475
126,549
969,824
Annual Report 2018 | 241
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 14.
INVESTMENTS IN AND BALANCES WITH JOINT VENTURES AND ASSOCIATES (CONT’D)
Gold
$’000
TICON
$’000
SAI group
$’000
Immaterial
Associates
$’000
Total
$’000
2017
Revenue
Profit after taxation
OCI
Total comprehensive income
Attributable to:
– NCI
– Investee’s shareholders
Current assets
Non-current assets
Current liabilities
Non-current liabilities
Net assets
Attributable to:
– NCI
– Investee’s shareholders
Group’s interest in net assets
at beginning of the year
Group’s share of:
– Profit after taxation
– OCI
Total comprehensive income
Currency re-alignment
Additions during the year
Dividends received during the year
Goodwill
Carrying amount of
491,063
58,418
485,750
112,339
–
112,339
33,524
(1,789)
31,735
153,735
–
153,735
(361)
112,700
74
31,661
6,774
146,961
680,531
835,478
(123,136)
(592,465)
800,408
145,664
1,987,928
(196,227)
(565,445)
1,371,920
1,201,972
166,615
(890,175)
–
478,412
(8,049)
808,457
1,065
1,370,855
18,320
460,092
244,358
–
248,394
60,048
552,800
44,742
–
44,742
11,330
25,129
(8,701)
5,717
13,403
(717)
12,686
126
550,094
(2,399)
858
65,749
–
65,749
2,434
–
(99,459)
–
3,827
–
3,827
(1,442)
6,777
(4,172)
–
127,721
(717)
127,004
12,448
582,000
(114,731)
6,575
interest at end of the year
322,575
561,365
217,118
65,038
1,166,096
15.
FINANCIAL ASSETS
Available-for-sale financial assets:
Unquoted
Equity investments, at cost
Allowance for impairment
Quoted
Equity investments
Group
2018
$’000
2017
$’000
Company
2018
$’000
2017
$’000
9,630
(1,155)
8,475
3,303
(1,155)
2,148
3,303
(1,155)
2,148
3,303
(1,155)
2,148
–
14
–
–
Total available-for-sale financial assets
8,475
2,162
2,148
2,148
The unquoted equity investments are measured at cost less impairment losses as there are no active markets for
these investments (Note 32(e)).
242 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 16.
INTANGIBLE ASSETS
Goodwill
$’000
Brands
$’000
Favourable
Leases
$’000
Management
Contracts
$’000
Software
and Others
$’000
Total
$’000
At Cost
At 1 October 2016
Currency re-alignment
Additions
Acquisition of
510,887
9,803
–
133,388
3,898
–
38,136
1,114
–
subsidiaries (Note 37)
56,761
–
–
At 30 September 2017
and 1 October 2017
Currency re-alignment
Additions
Finalisation of PPA
(Note 37)
Acquisition of
577,451
(29,925)
–
137,286
(1,484)
–
39,250
(858)
–
10,917
–
–
–
–
–
–
–
–
–
–
5,085
–
11,083
687,496
14,815
11,083
433
57,194
16,601
(31)
5,696
770,588
(32,298)
5,696
–
10,917
subsidiaries (Note 37)
At 30 September 2018
43,604
602,047
–
135,802
–
38,392
68,069
68,069
1,833
24,099
113,506
868,409
Accumulated
Amortisation
At 1 October 2016
Currency re-alignment
Amortisation (Note 4(c))
At 30 September 2017
and 1 October 2017
Currency re-alignment
Amortisation (Note 4(c))
Acquisition of
subsidiaries (Note 37)
At 30 September 2018
Impairment losses
Impairment for the
year 2018 (Note 7)
At 30 September 2018
Net Book Value
At 30 September 2018
At 30 September 2017
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
1,104
57
854
2,015
(57)
872
–
2,830
52,048
52,048
104,275
104,275
–
–
–
–
–
–
–
–
–
–
–
–
4,656
1
776
5,433
(11)
2,089
1,167
8,678
5,760
58
1,630
7,448
(68)
2,961
1,167
11,508
–
–
156,323
156,323
549,999
577,451
31,527
137,286
35,562
37,235
68,069
–
15,421
11,168
700,578
763,140
Annual Report 2018 | 243
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 16.
INTANGIBLE ASSETS (CONT’D)
(a)
Goodwill
The Group’s goodwill is denominated in the respective functional currencies of the acquired subsidiaries
and is subject to currency fluctuations.
The carrying value was assessed for impairment based on CGUs during the financial year.
Carrying value of capitalised goodwill in the following business segments:
– Australia SBU
– Singapore SBU
– Hospitality SBU
– Europe and rest of Asia
(i)
Australia SBU
2018
$’000
2017
$’000
376,743
62,601
–
110,655
549,999
405,653
62,601
52,436
56,761
577,451
The Group recorded the goodwill upon the acquisition of Frasers Property AHL Limited (“FPA”)
(formerly known as Frasers Property Limited). For the purposes of impairment assessment, the
carrying amount of goodwill is allocated to the total assets of the commercial and industrial and the
residential divisions.
The recoverable amount of the CGU of FPA is estimated based on value in use calculations using
a projection of earnings before interest and taxation and changes in capital requirements over a
five-year period. The pre-tax discount applied to the projections is 7.9% and the terminal growth
rate used beyond the five-year period is 2%. Management believes the assumptions applied are
appropriate and sustainable considering current and anticipated business conditions.
The recoverable amount yields sufficient head room at the reporting date which indicates no
impairment required.
As at 30 September 2018, the carrying value of goodwill is Australian Dollar (“A$”) A$381,396,000
(2017: A$381,396,000).
(ii)
Singapore SBU
The Group recorded the goodwill upon the acquisition of FCOT and FCOAM. For the purposes of
impairment testing, the goodwill is allocated to FCOAM which holds the management contracts
for FCOT.
The recoverable amount has been determined based on value in use calculations using a projection
of the net management fee income covering a 10-year period. The pre-tax discount rate applied to
the projections is 10% (2017: 10%) and the forecast growth rate used beyond the 10-year period is
2% (2017: 2%). Based on the recoverable amount, no impairment is necessary.
As at 30 September 2018, the carrying value of goodwill is S$62,601,000 (2017: S$62,601,000).
244 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 16.
INTANGIBLE ASSETS (CONT’D)
(a)
Goodwill (cont’d)
(iii)
Hospitality SBU
The Group recorded the goodwill upon the acquisition of MHDV Holdings (UK) Limited (“MHDV”).
For the purposes of impairment assessment, the carrying amount of goodwill is allocated to the net
assets of the Malmaison hotels and Hotel du Vin hotels as a single CGU.
The recoverable amount is determined by discounting the projected cash flows over seven years
to be generated from continuing use. Cash flows beyond these periods are extrapolated using the
estimated terminal growth rates of 2.0% (2017: 2.0% to 2.5%) which are within management’s
expectation of the long term average growth rates of the industry and cities in which MHDV operates.
The projected cash flows are discounted at the rate of 8.2% (2017: 7.5%).
The goodwill is fully impaired and an impairment loss of $52,048,000 (2017: Nil) is included within
“Exceptional Items” in the Group’s profit statement.
As at 30 September 2018, the carrying value of goodwill is Nil (2017: GBP 28,800,000).
(iv)
Europe and rest of Asia
Geneba Properties N.V. (“Geneba”) Acquisition (Note 37(a)(i))
Based on the finalised PPA, goodwill on the acquisition of Geneba was determined at S$67,051,000
(EUR 42,266,000).
Alpha Acquisition (Note 37(a)(iii))
Goodwill on the acquisition of Alpha is provisionally determined at S$43,604,000 (EUR 27,486,000)
(Note 37).
The goodwill arising from the Geneba and Alpha Acquisitions are aggregated as a single CGU as the
CGU is managed by the same asset management team. The recoverable amount is estimated based
on value in use calculations using a projection of the net management fee income over a 10-year
period. The pre-tax discount rate applied to the projections is 5.4% and the terminal growth rate used
beyond the 10-year period is 1.8%. Based on the recoverable amount, no impairment is necessary.
(b)
Brands
Brands relate to the “Malmaison” and “Hotel du Vin” brand names that the Group acquired. As the brands
are determined to have indefinite useful lives, no amortisation has been charged for the year.
The methodology and key assumptions used in the estimation of the recoverable amounts of Malmaison
and Hotel du Vin CGUs are as follows:
Discount rate
Terminal value growth rate
Malmaison
CGU
2018
%
8.2
2.0
2017
%
7.5
2.0 to 2.5
Hotel du Vin
CGU
2018
%
8.2
2.0
2017
%
7.5
2.0
Impairment losses of $60,687,000 (2017: Nil) on the Hotel du Vin CGU brand and $43,588,000 (2017: Nil) on
the Malmaison CGU brand are included within “Exceptional Items” in the Group’s profit statement.
Annual Report 2018 | 245
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 16.
INTANGIBLE ASSETS (CONT’D)
(c)
Favourable Leases
Favourable leases relate to certain Malmaison hotels. Amortisation of $872,000 (2017: $854,000) was
charged to the profit statement.
The methodology and key assumptions used in the estimation of the recoverable amount of the Malmaison
CGU are set out in Note 16(b).
(d) Management Contracts
Management contracts relate to fair values of management contracts held by certain acquired subsidiaries
prior to the acquisitions of the subsidiaries by the Group.
Management contracts of S$68,069,000 (THB 1,613,000,000) are assessed to have indefinite useful lives
and not amortised. Management is of the view that these contracts have indefinite useful lives as contracts
are automatically renewed every five years and are expected to continue into perpetuity.
The recoverable amount of the management contracts has been determined based on value in use
calculations using a projection of the net management fee income covering a five-year period. The discount
rate applied to the projections is 11%. Based on the recoverable amount, no impairment is necessary.
17.
PREPAYMENTS
Non-current
Prepayments
Current
Prepaid land and development costs
Other prepayments
Total prepayments
Group
2018
$’000
2017
$’000
Company
2018
$’000
2017
$’000
5,793
3,963
–
–
353
54,660
55,013
60,806
76,038
50,217
126,255
130,218
–
721
721
721
–
153
153
153
As at 30 September 2017, prepaid land and development costs related to tender deposits and related costs paid in
respect of tender of Changjiang Road, Dalian, China for the development of serviced residences.
246 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 18.
TRADE AND OTHER RECEIVABLES
Other receivables (non-current)
Amounts due from subsidiaries
Loans to joint ventures
Loan to an associate
Receivables from joint
development agreements
Finance lease receivables
Sundry debtors
Trade receivables (current)
Trade receivables
Sales proceeds and progress
billing receivables
Other receivables (current)
Tax recoverable
Accrued interest income
Staff loans and advances
Other deposits
Receivables from joint
development agreements
Recoverable development costs
Amounts due from subsidiaries
Amounts due from related companies
Amounts due from associates
Loans to joint ventures
Amounts due from joint ventures
Loan to a non-controlling interest
Sundry debtors
13
14
14
14
Note
13
14
14
Group
2018
$’000
2017
$’000
Company
2018
$’000
2017
$’000
–
291,363
14,532
59,732
11,946
8,251
385,824
–
171,426
14,368
48,483
–
4,415
238,692
3,812,370
–
–
–
–
–
3,812,370
3,175,075
–
–
–
–
–
3,175,075
68,268
87,191
88,751
157,019
124,546
6,202
399
39,102
8,107
19,290
–
8,692
2,532
7,866
8,864
21,208
60,074
306,882
50,012
137,203
17,068
1,573
483
36,578
26,943
19,153
–
1,782
–
162,987
15,689
7,450
51,673
341,379
–
–
–
2,085
–
–
–
–
–
398,968
1,091
–
–
139
–
9
402,292
–
–
–
1,128
–
–
–
–
–
217,113
1,092
–
–
138
–
112
219,583
Total trade and other receivables (current)
463,901
478,582
402,292
219,583
Total trade and other receivables
(current and non-current)
849,725
717,274
4,214,662
3,394,658
Annual Report 2018 | 247
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 18.
TRADE AND OTHER RECEIVABLES (CONT’D)
Trade Receivables
Trade receivables comprise mainly rental receivables, are non-interest bearing and are recognised at their original
invoiced amounts which represent their fair values on initial recognition.
Sales Proceeds and Progress Billing Receivables
Sales proceeds receivables relate to the balance of sales proceeds from completed properties held for sale which
will be received upon issue of notice of vacant possession, certificate of statutory completion, expiry of defect
liability period and/or title subdivision.
Progress billing receivables relate to the outstanding balance of progress billings which are due after the purchasers
receive the notices to make payments.
Receivables from Joint Development Agreements
The timing of expected receipts of cash flows associated with current and non-current receivables from joint
development agreements are based on cash flow forecasts carried out in conjunction with detailed reviews of the
project feasibility studies.
Amounts due from Related Companies
Amounts due from related companies are non-trade related, interest-free, unsecured and repayable in cash
on demand.
Loan to a Non-Controlling Interest
The loan to a non-controlling interest is non-trade related, bears interest at a fixed rate of 6% (2017: 6%) per
annum, unsecured and is due in cash within the next 12 months.
(a)
Credit Risk by Strategic Business Units
There is no concentration of credit risk with respect to the trade receivables of the Group as they consist
of a large number of customers that are geographically dispersed. The Group does not have any significant
credit risk exposure to a single customer or group of customers. The Group generally holds collateral in the
form of bank deposits, bank guarantees or mortgages over assets until completion.
The credit risk associated with receivables from joint ventures is monitored through management’s review
of project feasibilities and the Group’s ongoing involvement in the operations of these entities.
The maximum exposure to credit risk for trade receivables and sales proceeds receivable at the reporting
date by strategic business units is as follows:
2018
$’000
92,575
14,869
31,284
14,606
3,685
157,019
Group
2017
$’000
51,966
38,455
31,756
1,553
13,473
137,203
Company
2018
$’000
2017
$’000
–
–
–
–
–
–
–
–
–
–
–
–
Singapore SBU
Australia SBU
Hospitality SBU
Europe and rest of Asia
Corporate and Others
248 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 18.
TRADE AND OTHER RECEIVABLES (CONT’D)
(b)
Trade Receivables that are Past Due but Not Impaired
The Group had trade receivables amounting to $28,111,000 (2017: $29,093,000) that are past due at
reporting date but not impaired. These receivables are unsecured and the aging analysis at the reporting
date is as follows:
Trade receivables past due:
1 to 30 days
31 to 60 days
61 to 90 days
More than 90 days
(c)
Trade Receivables that are Impaired
Group
2018
$’000
2017
$’000
12,350
3,906
1,445
10,410
28,111
15,735
4,671
1,204
7,483
29,093
The Group’s trade receivables that are impaired at the reporting date and the movements of the allowance
account used to record the impairment are as follows:
Trade receivables - nominal amounts
Allowance for impairment
Movements in allowance account:
At 1 October
Currency re-alignment
Allowance for the year (Note 4(a))
Write-back of allowance (Note 4(a))
Written off
Acquisitions of subsidiaries
At 30 September
Group
Collectively Impaired
2018
$’000
2017
$’000
Individually Impaired
2018
$’000
2017
$’000
4,813
(2,190)
2,623
2,503
(152)
206
(367)
–
–
2,190
5,703
(2,503)
3,200
2,096
48
370
(11)
–
–
2,503
3,711
(3,711)
–
3,395
(38)
1,756
(1,692)
(531)
821
3,711
3,395
(3,395)
–
4,326
(36)
1,741
(2,631)
(5)
–
3,395
Trade and other receivables that are individually determined to be impaired at the reporting date relate to
debtors that are in significant financial difficulties and have defaulted on payments. These receivables are
not secured by any collateral or credit enhancements.
Based on the Group’s historical experience in the collection of receivables, management believes that no
additional credit risk beyond that provided for is inherent in the Group’s trade and other receivables.
Annual Report 2018 | 249
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 19.
DEFERRED TAX ASSETS AND LIABILITIES
The deferred tax assets and liabilities prior to offsetting of balances within the same jurisdiction are as follows:
Deferred tax assets
Fair value adjustments
Provisions and accruals
Employee benefits
Unabsorbed losses and capital allowances
Others
Gross deferred tax assets
Deferred tax liabilities
Fair value adjustments
Provisions and accruals
Differences in depreciation
Others
Gross deferred tax liabilities
Balance Sheet
2018
$’000
2017
$’000
Group
(Charged)/credited to
Profit Statement
2018
$’000
2017
$’000
13,738
89,967
14,335
76,443
12,122
206,605
7,967
93,015
7,300
106,901
2,501
217,684
(424,760)
(157,444)
(73,868)
(22,126)
(678,198)
(277,769)
(153,638)
(42,056)
(37,182)
(510,645)
(5,898)
19,841
(15)
125
(26)
14,027
(25,379)
(6,379)
(12,885)
(2,084)
(46,727)
2,523
27,867
1,207
5,415
4
37,016
(88,071)
(35,412)
(24,562)
(26,052)
(174,097)
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets
against current tax liabilities and when the deferred taxes relate to the same tax jurisdiction. The amounts,
determined after appropriate offsetting, are shown on the balance sheet.
Deferred tax assets
Deferred tax liabilities
Group
2018
$’000
2017
$’000
60,803
(532,396)
(471,593)
34,842
(327,803)
(292,961)
As at 30 September 2018, certain subsidiaries have unutilised tax losses of approximately $229,756,000
(2017: $173,337,000) and unabsorbed capital allowances of $70,980,000 (2017: $192,251,000) available for
set off against future taxable profits. Deferred tax assets of $63,767,000 (2017: $73,061,000) in respect of these
losses and capital allowances have not been recognised due to uncertainty of their recoverability. The utilisation
of tax losses and capital allowances is subject to the agreement of the respective tax authorities and compliance
with certain provisions of the tax legislations of the respective jurisdictions in which the Group operates. Tax losses
amounting to $60,624,000 (2017: $10,746,000) can be carried forward up to a certain prescribed period, while the
remaining tax losses have no expiry dates.
250 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 20.
PROPERTIES HELD FOR SALE
Development properties held for sale
Properties in the course of development, at cost
Write-down to net realisable value
Development profit
Progress payments received and receivable
Completed properties held for sale
Completed units, at cost
Write-down to net realisable value
Total properties held for sale
Movements in write-down to net realisable value are as follows:
Development properties held for sale
At 1 October
Currency re–alignment
Charge for the year (Note 4(a))
Utilised during the year
At 30 September
Completed properties held for sale
At 1 October
Currency re–alignment
Charge for the year (Note 4(a))
Utilised during the year
At 30 September
Group
2018
$’000
2017
$’000
4,128,783
(86,167)
4,042,616
148,276
4,190,892
(586,884)
3,604,008
617,915
(64,957)
552,958
4,156,966
3,325,886
(87,227)
3,238,659
81,267
3,319,926
(409,181)
2,910,745
592,334
(50,860)
541,474
3,452,219
Group
2018
$’000
2017
$’000
(87,227)
5,598
(13,337)
8,799
(86,167)
(50,860)
2,771
(17,348)
480
(64,957)
(94,165)
(1,937)
–
8,875
(87,227)
(50,927)
(371)
–
438
(50,860)
(a)
During the year, net interest expense of $79,206,000 (2017: $32,981,000) arising from borrowings obtained
specifically for the projects was capitalised as cost of development properties held for sale.
The borrowing costs of loans used to finance the projects have been capitalised at interest rates of between
2.1% and 4.4% (2017: 2.0% and 4.4%) per annum.
(b)
The following table provides information about agreements that are in progress at the reporting date where
revenue is recognised on a percentage of completion basis:
Aggregate costs incurred and recognised to date
Less: Progress billings
Group
2018
$’000
2017
$’000
1,195,932
(586,884)
609,048
823,348
(409,181)
414,167
(c)
(d)
Included
(2017: $1,254,144,000) which are expected to be completed within the next twelve months.
in development properties held for sale are projects of approximately $852,036,000
Certain subsidiaries have granted fixed and floating charges over their properties held for sale totalling
$1,499,174,000 (2017: $1,006,636,000) to financial institutions as securities for credit facilities.
Annual Report 2018 | 251
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 21.
DERIVATIVE FINANCIAL INSTRUMENTS
Assets
Cross currency swaps/cross currency
interest rate swaps
Interest rate swaps
Foreign currency forward contracts
Comprise:
– Current
– Non-current
Liabilities
Cross currency swaps/cross currency
interest rate swaps
Interest rate swaps
Foreign currency forward contracts
Comprise:
– Current
– Non-current
Group
2018
$’000
2017
$’000
Company
2018
$’000
2017
$’000
27,964
7,517
5,076
40,557
10,727
29,830
40,557
18,262
26,673
3,202
48,137
12,194
35,943
48,137
1,006
3,273
604
4,883
604
4,279
4,883
39,708
54,401
8,645
102,754
15,051
87,703
102,754
8,626
1,314
–
9,940
1,431
8,509
9,940
5,711
7,692
919
14,322
6,938
7,384
14,322
73
–
90
163
90
73
163
19,867
16,859
2,090
38,816
2,090
36,726
38,816
(a)
Cross Currency Swaps/Cross Currency Interest Rate Swaps
The Group enters into cross currency swaps and cross currency interest rate swaps to hedge its exposure
to interest rate risks associated with movements in interest rates which impact the borrowing costs of the
Group and also to hedge exposure to exchange rate risks on foreign currency borrowings.
The Group and the Company have cross currency swap and cross currency interest rate swap arrangements
in place for the following amounts:
Notional amounts
Within one year
Between one to three years
After three years
Group
2018
$’000
2017
$’000
Company
2018
$’000
2017
$’000
532,806
750,583
737,291
2,020,680
100,000
799,990
591,310
1,491,300
376,786
108,533
–
485,319
–
526,730
33,765
560,495
Cross currency swaps with a carrying amount of $1,524,000 (2017: $6,376,000) were designated as hedge
instruments for net investment hedges to hedge foreign exchange risks arising from the Group’s net
investments. There was no ineffectiveness recognised from these hedges.
252 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 21.
DERIVATIVE FINANCIAL INSTRUMENTS (CONT’D)
(b)
Interest Rate Swaps
Interest rate swaps are used by the Group to hedge exposure to interest rate risks associated with movements
in interest rates on the borrowings of the Group.
The Group and the Company have interest rate swap arrangements in place for the following amounts:
Notional amounts
Within one year
Between one to three years
After three years
Group
2018
$’000
2017
$’000
Company
2018
$’000
2017
$’000
1,595,474
2,198,235
3,633,555
7,427,264
647,083
3,680,193
596,760
4,924,036
650,000
521,180
645,755
1,816,935
–
1,229,140
130,000
1,359,140
As at 30 September 2018, the fixed interest rates of the outstanding interest rate swaps ranged between
0.3% to 3.5% (2017: 0.4% to 3.5%) per annum.
Interest rate swaps with a carrying amount of $15,645,000 (2017: $50,133,000) were designated as hedge
instruments for cash flow hedges to hedge interest rate risks arising from variable rate borrowings. There
was no ineffectiveness recognised from these hedges.
(c)
Foreign Currency Forward Contracts
Foreign currency forward contracts are used by the Group to hedge exposure to exchange rate risks on
foreign currency receivables and payables, cash and cash equivalents and borrowings. The carrying amounts
of the foreign currency forward contracts are accounted for at fair value through the profit statement.
The Group and the Company have foreign currency forward contract arrangements in place for the
following amounts:
Notional amounts
Within one year
Group
2018
$’000
2017
$’000
Company
2018
$’000
2017
$’000
1,074,101
1,074,101
546,393
546,393
146,271
146,271
175,584
175,584
A foreign currency forward contract with a carrying amount of $906,000 (2017: $1,300,000) was designated
as hedge instrument for net investment hedge to hedge foreign exchange risk arising from the Group’s net
investment. There was no ineffectiveness recognised from this hedge.
Annual Report 2018 | 253
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 22.
BANK DEPOSITS AND CASH AND CASH EQUIVALENTS
Bank deposits
Structured deposits
Cash and cash equivalents
Fixed deposits
Cash in banks and in hand
Amounts held under “Project Account Rules – 1997 Ed”:
– Fixed deposits
– Cash in banks
Group
2018
$’000
2017
$’000
Company
2018
$’000
2017
$’000
448,743
272,205
–
–
789,574
1,242,847
782,074
1,307,656
–
8,514
–
45,432
88,993
15,034
104,027
22,000
25,545
47,545
–
–
–
–
–
–
Total cash and cash equivalents
Total bank deposits and cash and cash equivalents
2,136,448
2,585,191
2,137,275
2,409,480
8,514
8,514
45,432
45,432
(a)
Bank deposits comprise the following Chinese Renminbi (“RMB”) structured deposits:
Group
2018
Principal protected deposits(1)
Linked to United States Dollar (US$) LIBOR
– Within one year
Total structured deposits
2017
Principal protected deposits(1)
Linked to US$ LIBOR
– Within one year
Linked to US$/S$
– Within one year
Total structured deposits
(1)
Principal protected at maturity.
$’000
RMB’000
448,743
448,743
2,257,260
2,257,260
170,255
835,000
101,950
272,205
500,000
1,335,000
As at 30 September 2018, the interest rates of the RMB structured deposits ranged between 3.3% to 4.1%
(2017: 3.8% to 4.1%) per annum.
(b)
Cash in banks earns interest at floating rates based on daily bank deposit rates. The tenure of short-term
deposits vary between one day and three months depending on the immediate cash requirements of the
Group, and earn interest at the respective short-term deposit rates.
(c)
The withdrawals from amounts held under “Project Account Rules – 1997 Ed” are restricted to payments for
development expenditure incurred on properties developed for sale.
254 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 22.
BANK DEPOSITS AND CASH AND CASH EQUIVALENTS (CONT’D)
(d)
For the purpose of the consolidated cash flow statement, cash and cash equivalents comprise the following
at the reporting date:
Fixed deposits and cash in banks and in hand
Bank overdrafts
Cash and cash equivalents in the consolidated
cash flow statement
23.
TRADE AND OTHER PAYABLES
Note
24
Group
2018
$’000
2017
$’000
2,136,448
(3,229)
2,137,275
(1,530)
2,133,219
2,135,745
Note
Group
Company
2018
$’000
2017
$’000
2018
$’000
2017
$’000
Trade payables
480,154
490,378
1,120
1,083
Other payables (current)
Amounts due to non-controlling interests
Interest payable
Accrued operating expenses and sundry
creditors
Land vendor liabilities
Rental deposits
Deposits
Amounts due to subsidiaries
Amounts due to related companies
Loan from an associate
Amount due to an associate
Loans from joint ventures
Amounts due to joint ventures
Progress billings received in advance
13
14
14
14
14
967
55,639
10,181
48,499
572,154
47,699
40,104
13,426
–
8,824
450,024
116
16,004
7,138
237,624
1,449,719
474,185
234,317
38,472
19,122
–
721
91,865
–
54,000
5
149,461
1,120,828
–
–
9,245
–
–
–
332,323
–
–
–
–
–
–
341,568
–
–
9,756
–
–
–
194,653
6
–
–
–
–
–
204,415
Total trade and other payables (current)
1,929,873
1,611,206
342,688
205,498
Other payables (non-current)
Sundry creditors
Land vendor liabilities
Rental deposits
Amounts due to subsidiaries
Amounts due to non-controlling interests
Loan from a joint venture
13
14
28,954
3,384
93,819
–
19,186
9,210
154,553
30,289
2,955
57,639
–
40,027
–
130,910
–
–
–
8,754
–
–
8,754
–
–
–
985
–
–
985
Total trade and other payables (current
and non-current)
2,084,426
1,742,116
351,442
206,483
Annual Report 2018 | 255
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 23.
TRADE AND OTHER PAYABLES (CONT’D)
Trade Payables
Trade payables are non-interest bearing and are generally settled on 30 to 60 days term.
Amounts due to Non-Controlling Interests
Current amounts due to non-controlling interests are interest-free, non-trade in nature, unsecured and repayable
in cash on demand.
Included in non-current amounts due to non-controlling interests are $14,447,000 (2017: $35,289,000) which
bear interest at a range between 2.1% and 2.6% (2017: 1.9% and 2.1%), are non-trade in nature, unsecured and
with no fixed term of repayment.
Sundry Creditors
Included in non-current sundry creditors are unfavourable leases of $10,864,000 (2017: $11,491,000) relating to
lease liabilities for effects of unfavourable leases recognised on the acquisition of MHDV and are amortised over
the lease terms of the hotel properties.
Amounts due to Related Companies
Amounts due to related companies are interest-free, non-trade related, unsecured and repayable in cash on demand.
Land Vendor Liabilities
When a subsidiary enters into unconditional contracts with land vendors to purchase properties for future
development that contain deferred payment terms, these liabilities are disclosed at their present value.
The amounts owing to land vendors of $51,083,000 (2017: $210,256,000) are secured over the properties until
the balances of the purchase monies have been paid or settlements of the acquisition have occurred.
256 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 24.
LOANS AND BORROWINGS
Weighted
Average
Effective
Interest Rate
2018
%
2017
%
Group
2018
$’000
2017
$’000
Company
2018
$’000
2017
$’000
Repayable within one year:
Unsecured
Bank loans
Medium Term Notes
Debentures
Other bonds
Bank overdrafts
Secured
Bank loans
Other bonds
Repayable after one year:
Unsecured
Bank loans
Medium Term Notes
Debentures
Other bonds
Secured
Bank loans
Other bonds
2.3
2.8
3.6
1.2
–
2.7
4.9
2.4
3.4
3.3
3.7
2.5
–
2.5
2.5
–
–
–
2.5
–
2.3
3.4
–
3.5
2.1
4.9
1,225,430
120,000
67,520
28,412
3,229
531,889
60,000
–
–
1,530
1,166,994
31,358
2,642,943
978,299
–
1,571,718
5,493,028
2,186,562
1,013,503
498,635
5,370,243
2,086,620
–
526,572
3,091,479
–
2,042,181
30,510
12,283,207 10,056,126
Total loans and borrowings
14,926,150 11,627,844
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(a)
The secured bank loans and other bonds are secured by certain subsidiaries by way of fixed and floating
charges over certain assets and mortgages on freehold and leasehold land under development as disclosed
in Notes 11, 12 and 20.
(b) Maturity of non-current loans and borrowings is as follows:
Between 1 and 2 years
Between 3 and 5 years
After 5 years
At 30 September
Group
2018
$’000
2017
$’000
Company
2018
$’000
2017
$’000
2,253,560
8,451,812
1,577,835
12,283,207
2,764,181
6,319,105
972,840
10,056,126
–
–
–
–
–
–
–
–
(c)
(d)
As at 30 September 2018, the Group and the Company had interest rate swaps in place, which have the
economic effect of converting borrowings from variable rates to fixed rates. The fair values and the terms of
these interest rate swaps are discussed in Notes 21 and 32.
FPT has a S$3,000,000,000 Multicurrency Medium Term Note Programme and a S$5,000,000,000
Multicurrency Debt Issuance Programme, which are unconditionally and irrevocably guaranteed by
the Company.
Annual Report 2018 | 257
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 24.
LOANS AND BORROWINGS (CONT’D)
(e)
(f)
(g)
(h)
(i)
(j)
The Group, through its subsidiary, FCT, established a S$1,000,000,000 Multicurrency Medium Term
Note and a S$3,000,000,000 Multicurrency Debt Issuance Programme.
The Group, through its subsidiary, FCOT, established a S$1,000,000,000 Multicurrency Medium Term
Note Programme.
The Group, through its subsidiary, FHT, established a S$1,000,000,000 Multicurrency Debt Issuance
Programme.
The Group, through its subsidiary, FLT, established a S$1,000,000,000 Multicurrency Debt Issuance
Programme.
The Group, through its subsidiary, FPHT, established a THB 25 billion debenture programme. The Company
has unconditionally and irrevocably guaranteed the debentures issued under the programme.
The Group, through its subsidiary, TICON, had established a THB 25 billion debenture programme. All
debentures are unsubordinated and unsecured.
(k)
Included in other bonds are:
Unsecured
(i)
(ii)
Retail bonds of S$498,635,000 (2017: S$498,261,000) issued by FPT. The bonds mature 7 years from
22 May 2015, are unsecured and are unconditionally and irrevocably guaranteed by the Company.
Bonds of S$28,412,000 (JPY 2.35 billion) (2017: S$28,311,000 (JPY 2.35 billion)) issued by FHT. The
Japanese Yen denominated bonds mature five years from 14 July 2014 and are unsecured.
Secured
(iii)
Senior bonds of S$31,358,000 (MYR 94,968,000) (2017: S$30,510,000 (MYR 94,927,000)) issued by
FHT. The Malaysian Ringgit denominated bonds mature five years from 14 July 2014 and are secured
by the Westin Kuala Lumpur.
Reconciliation of movements of liabilities to cash flows arising from financing activities, is as follows:
Note
At
1 October
2017
$’000
Financing
Cash Flows
$’000
Acquisitions
of Subsidiaries
$’000
Interest
Expense
$’000
Foreign
Exchange
Movement Others
$’000
$’000
At
30 September
2018
$’000
Non-cash Changes
Group
Loans and borrowings
Interest payable
Amounts due to
non-controlling
interests
24
23
11,627,844
48,499
1,658,896
(309,185)
1,801,401
–
– 316,325
(163,690)
–
1,699
–
14,926,150
55,639
23
10,181
(9,214)
–
–
–
–
967
258 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 25.
SHARE CAPITAL
Group and Company
2018
2017
No. of Shares
$’000
No. of Shares
$’000
Issued and fully paid:
Ordinary Shares
At 1 October
Issued during the year:
– pursuant to the vesting of shares
awarded under the share plans
At 30 September
2,905,324,694
1,774,771
2,899,996,444
1,766,800
6,701,925
2,912,026,619
9,961
1,784,732
5,328,250
2,905,324,694
7,971
1,774,771
The holders of ordinary shares are entitled to receive dividends as and when declared by the Company. All shares
carry one vote per share without restriction.
The ordinary shares have no par value.
26. OTHER RESERVES
Hedging reserve
Foreign currency translation reserve
Share–based compensation reserve
Dividend reserve
Other reserves
Group
2018
$’000
2017
$’000
(21,191)
(662,792)
21,718
180,545
43,261
(438,459)
(48,005)
(394,294)
18,494
180,130
32,836
(210,839)
Company
2018
$’000
–
–
21,718
180,545
–
202,263
2017
$’000
–
–
18,494
180,130
–
198,624
Annual Report 2018 | 259
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 26. OTHER RESERVES (CONT’D)
The movement of other reserves is as follows:
Foreign
Currency
Translation
Reserve
$’000
Share-based
Compensation
Reserve
$’000
Hedging
Reserve
$’000
Dividend
Reserve
$’000
Other
Reserves
$’000
Total
$’000
(48,005)
(394,294)
18,494
180,130
32,836
(210,839)
24,811
–
–
(262,882)
1,954
(727)
26,765
(263,609)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(9,961)
–
–
–
–
–
13,185
–
–
–
(180,130)
180,545
–
–
24,811
(262,882)
145
1,372
145
(236,699)
–
–
–
–
(9,961)
13,185
(180,130)
180,545
–
–
10,280
10,280
3,224
415
10,280
13,919
49
49
(4,889)
(4,889)
–
–
–
–
–
–
(4,840)
(4,840)
(21,191)
(662,792)
21,718
180,545
43,261
(438,459)
Group
2018
Opening balance at
1 October 2017
Other comprehensive
income
Net fair value change of
cash flow hedges
Foreign currency translation
Share of other
comprehensive income
of joint ventures and
associates
Other comprehensive
income for the year
Contributions by and
distributions to owners
Ordinary shares issued
(Note 25)
Employee share–based
expense
Dividend paid (Note 29)
Dividend proposed (Note 29)
Transfer from retained
earnings
Total contributions by and
distributions to owners
Changes in ownership
interests in subsidiaries
Change in interests in
subsidiaries without
change in control
Total change in ownership
interests in subsidiaries
Closing balance at
30 September 2018
260 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 26. OTHER RESERVES (CONT’D)
Group
2017
Opening balance at
1 October 2016
Other comprehensive
income
Net fair value change of
cash flow hedges
Foreign currency translation
Share of other
comprehensive income
of joint ventures and
associates
Other comprehensive
income for the year
Contributions by and
distributions to owners
Ordinary shares issued
(Note 25)
Employee share-based
expense
Dividend paid (Note 29)
Dividend proposed (Note 29)
Transfer from retained
earnings
Total contributions by and
distributions to owners
Changes in ownership
interests in subsidiaries
Change in interests in
subsidiaries without
change in control
Total change in ownership
interests in subsidiaries
Closing balance at
30 September 2017
(a)
Hedging Reserve
Foreign
Currency
Translation
Reserve
$’000
Share-based
Compensation
Reserve
$’000
Hedging
Reserve
$’000
Dividend
Reserve
$’000
Other
Reserves
$’000
Total
$’000
(75,374)
(471,347)
18,600
179,800
20,588
(327,733)
–
–
–
–
(7,971)
–
–
–
–
–
7,865
–
–
–
(179,800)
180,130
–
–
–
–
–
–
–
–
28,337
79,026
(1,685)
105,678
(7,971)
7,865
(179,800)
180,130
–
–
12,248
12,248
(106)
330
12,248
12,472
28,337
–
–
79,026
(968)
(717)
27,369
78,309
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(1,256)
(1,256)
–
–
–
–
–
–
(1,256)
(1,256)
(48,005)
(394,294)
18,494
180,130
32,836
(210,839)
The hedging reserve comprises the effective portion of the cumulative net change in the fair value of
hedging instruments related to hedged transactions that have not yet occurred.
(b)
Foreign Currency Translation Reserve
The foreign currency translation reserve represents exchange differences arising from the translation of the
financial statements of foreign operations whose functional currencies are different from that of the Group’s
presentation currency. It is also used to record the effect of hedging net investment in foreign operations
and translating foreign currency loans which form part of the Group’s net investment in foreign operations.
Annual Report 2018 | 261
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 26. OTHER RESERVES (CONT’D)
(c)
Share-based Compensation Reserve
The share-based compensation reserve comprises the cumulative value of employee services received for
the issue of the shares under the share plans of the Company (Note 27).
(d)
Dividend Reserve
Dividend reserve relates to proposed final dividend of 6.2 cents (2017: 6.2 cents) per share (Note 29).
(e)
Other Reserves
Included in other reserves are statutory reserves which relate to appropriation of funds from the net profit
of subsidiaries and associates in China and Thailand, respectively, in accordance with the local laws.
27.
EQUITY PLANS
(a)
FPL Restricted Share Plan (“RSP”)
The RSP is a share-based incentive plan for senior executives and key senior management, which was
approved by shareholders of the Company at an Extraordinary General Meeting held on 25 October 2013.
Information regarding the RSP are as follows:
(i)
(ii)
Depending on the achievement of pre-determined targets over a two-year period, the final number
of RSP awards could range between 0% to 150% of the initial grant of the RSP awards.
50% of the final RSP awards will vest at the end of the two-year performance period. The balance
will vest equally over the subsequent two years with fulfilment of service requirements.
The expense recognised in the profit statement for awards granted under the RSP during the financial year
is $17,411,000 (2017: $16,587,000).
The estimated fair value of each RSP award granted during the year ranges from $1.80 to $1.94 (2017: $1.26
to $1.40). The fair value is determined using Monte Carlo Valuation Model, which involves projection of
future outcomes using statistical distributions of key random variables including share price and volatility
of returns. The inputs to the model used are as follows:
2018
2017
Dividend yield (%)
Expected volatility (%)
Risk-free interest rate (%)
Expected life (years)
Share price at date of grant ($)
3.69
14.87
5.18
16.96
1.56 to 1.79 1.76 to 2.26
2.02 to 4.03 2.03 to 4.03
1.55
2.09
Cash-settled awards of shares are measured at their current fair values at the balance sheet date.
262 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 27.
EQUITY PLANS (CONT’D)
(b)
FPL Performance Share Plan (“PSP”)
The PSP is a share-based incentive plan for senior executives and key senior management, which was
approved by shareholders of the Company at an Extraordinary General Meeting held on 25 October 2013.
Information regarding the PSP are as follows:
(i)
Depending on the achievement of pre-determined targets over a three-year period, the final number
of PSP awards could range between 0% to 200% of the initial grant of the PSP awards.
(ii)
100% of the final PSP awards will vest at the end of the three-year performance period.
The expense recognised in the profit statement for awards granted under the PSP during the financial year
is $200,000 (2017: $228,000).
The estimated fair value of each PSP award granted during the year is $1.01 (2017: $1.01). The fair value
is determined using Monte Carlo Valuation Model, which involves projection of future outcomes using
statistical distributions of key random variables including share price and volatility of returns. The inputs to
the model used are as follows:
Dividend yield (%)
Expected volatility (%)
Cost of equity (%)
Risk-free interest rate (%)
Expected life (years)
Share price at date of grant ($)
RSP and PSP Awards Granted
2018
3.69
14.87
6.70
1.69
3.03
2.09
2017
5.18
16.96
6.40
2.03
3.03
1.55
The fifth grant of RSP and PSP awards (“Year 5”) was made on 22 December 2017. The details of the awards granted
under the RSP and PSP in aggregate as at 30 September 2018 are as follows:
RSP Awards Grant Date
Year 1
Year 2
Year 3
Year 4
Year 5
3 October 2014
19 August 2015
22 December 2015
21 December 2016
22 December 2017
Balance at
1 October
2017 or
Grant Date
if Later
1,195,225
3,489,875
9,089,771
11,065,760
7,893,100
32,733,731
Cancelled
(4,950)
(73,050)
(253,650)
(631,695)
(303,676)
(1,267,021)
Achievement
Factor
Vested
Balance as at 30 September 2018
Total Equity-settled Cash-settled
–
–
1,700,229
–
–
1,700,229
(1,190,275)
(1,726,025)
(5,349,500)
–
–
–
1,690,800
5,186,850
10,434,065
7,589,424
(8,265,800) 24,901,139
–
1,318,550
4,014,250
7,266,165
5,045,124
17,644,089
–
372,250
1,172,600
3,167,900
2,544,300
7,257,050
The Company decides that share awards granted to employees working in foreign locations will be settled in cash
instead of shares. As such, 329,150 share awards were classified as cash-settled awards during the year and the fair
value was re-measured at the balance sheet date, using a valuation method which involves using the market share
price at balance sheet date and adjusting for projection of future outcomes. The incremental fair value recognised
was $75,000.
PSP Awards Grant Date
Year 2
Year 3
Year 4
Year 5
19 August 2015
22 December 2015
21 December 2016
22 December 2017
Balance at
1 October
2017 or
Grant Date
if Later
469,059
523,616
219,540
292,000
1,504,215
Cancelled
Achievement
Factor
–
–
–
–
–
25,141
–
–
–
25,141
Vested
(494,200)
–
–
–
(494,200)
Balance as at 30 September 2018
Total Equity-settled Cash-settled
–
523,616
219,540
292,000
1,035,156
–
523,616
219,540
292,000
1,035,156
–
–
–
–
–
Annual Report 2018 | 263
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 27.
EQUITY PLANS (CONT’D)
The details of the awards granted under the RSP and PSP in aggregate as at 30 September 2017 are as follows:
RSP Awards Grant Date
Replacement
FPL Awards* 3 October 2014
3 October 2014
Year 1
19 August 2015
Year 2
22 December 2015
Year 3
21 December 2016
Year 4
Balance at
1 October
2016 or
Grant Date
if Later
1,003,500
2,390,450
6,955,138
9,399,771
11,368,660
31,117,519
Cancelled
Achievement
Factor
Vested
Balance as at 30 September 2017
Total Equity-settled Cash-settled
–
–
(112,575)
(310,000)
(302,900)
(725,475)
–
–
222,762
–
–
222,762
–
(1,003,500)
1,195,225
(1,195,225)
3,489,875
(3,575,450)
–
9,089,771
– 11,065,760
(5,774,175) 24,840,631
–
1,189,650
2,780,400
6,350,771
8,070,860
18,391,681
–
5,575
709,475
2,739,000
2,994,900
6,448,950
*
The Replacement FPL Awards were granted to replace the 1,844,401 Outstanding F&N Awards.
PSP Awards Grant Date
Year 1
Year 2
Year 3
Year 4
3 October 2014
19 August 2015
22 December 2015
21 December 2016
Balance as at
1 October
2016 or
Grant Date
if Later
667,839
469,059
523,616
219,540
1,880,054
Cancelled
Achievement
Factor
–
–
–
–
–
(341,339)
–
–
–
(341,339)
Vested
(326,500)
–
–
–
(326,500)
Balance as at 30 September 2017
Total Equity-settled Cash-settled
–
469,059
523,616
219,540
1,212,215
–
469,059
523,616
219,540
1,212,215
–
–
–
–
–
(c)
Restricted Unit Plans (“RUP”) and Restricted Stapled Security Plan (“RSSP”) of Subsidiaries
The RUPs for FCAM, FCOAM and FLIAM, and RSSP for FHAM, are unit-based incentive plans for senior
executives and key senior management of the respective subsidiaries. These RUPs and RSSP are approved
by the respective board of directors of the subsidiaries on 8 December 2017.
Information regarding the RUPs and RSSP are as follows:
(I)
(II)
Depending on the achievement of pre-determined targets over a two-year period, the final number
of RUPs and RSSP awards could range between 0% to 150% of the initial grant of the RUPs and
RSSP awards.
50% of the final RUPs and RSSP awards will vest at the end of the two-year performance period
and the balance will vest equally over the subsequent two years with the fulfilment of service
requirements.
The expense recognised in the profit statement for awards granted under the RUPs and RSSP during the
financial year is $674,000 (2017: Nil).
264 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 28.
PERPETUAL SECURITIES
The Group’s perpetual securities comprise perpetual securities issued by its subsidiaries, FPT and FHT (the “Issuers”).
Issue Date
Principal
Amount
Issued under FPT’s S$3,000,000,000 Medium Term Note Programme:
– 4.88% subordinated perpetual securities
– 5.00% subordinated perpetual securities
24 September 2014
9 March 2015
$600,000,000
$700,000,000
Issued under FHT’s S$1,000,000,000 Multicurrency Debt
Issuance Programme:
– 4.45% subordinated perpetual securities
Issued under FPT’s S$5,000,000,000 Multicurrency Debt
Issuance Programme:
– 3.95% subordinated perpetual securities
– 4.38% subordinated perpetual securities
12 May 2016
$100,000,000
21 September 2017
3 October 2017
17 January 2018
$308,000,000
$42,000,000
$300,000,000
The Group, through its wholly-owned subsidiary, FPT, issued $42,000,000 and $300,000,000 in aggregate principal
amount of perpetual securities on 3 October 2017 and 17 January 2018, respectively. Issuance costs of $2,274,000
were recognised in equity as a deduction from proceeds.
Distributions are payable semi-annually in arrears. The rates of distribution are subject to revision in accordance
with the terms and conditions of the securities. Subject to such conditions, the Issuers may elect to defer making
distributions on the perpetual securities, and is not subject to any limits as to the number of times a distribution
can be deferred.
As the perpetual securities have no fixed maturity date and the payment of distributions is at the discretion of
the Issuers, the Issuers are considered to have no contractual obligations to repay the principal or to pay any
distributions, and the perpetual securities do not meet the definition for classification as a financial liability under
FRS 32 Financial Instruments: Disclosure and Presentation. The whole instrument is presented within equity, and
distributions are treated as dividends.
The perpetual securities constitute direct, unconditional, subordinated and unsecured obligations of the Issuers
and shall at all times rank pari passu, without any preference or priority among themselves, and pari passu with
any Parity Obligations (as defined in the Conditions) of the Issuers. The securities may be redeemed at the option
of the Issuers on any distribution payment date as specified in the Conditions and otherwise upon the occurrence
of certain redemption events as specified in the Conditions.
29.
DIVIDENDS
Dividends on Ordinary Shares:
Interim paid
2.4 cents (2017: 2.4 cents) per share, tax exempt
Final proposed
6.2 cents (2017: 6.2 cents) per share, tax exempt
Company
2018
$’000
2017
$’000
70,305
70,058
180,545
250,850
180,130
250,188
The final dividends are proposed by the Directors after the reporting date and subject to the approval of
shareholders at the next annual general meeting of the Company.
Annual Report 2018 | 265
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 30.
SIGNIFICANT RELATED PARTY TRANSACTIONS
For the purposes of these financial statements, parties are considered to be related to the Group if the Group has
the direct and indirect ability to control the party, jointly control or exercise significant influence over the party in
making financial and operating decisions, or vice versa, or where the Group and the party are subject to common
control or significant influence. Related parties may be individuals or other entities.
The Group considers the Directors of the Company, and Key Executive Officers comprising the Group CEO, key
management officers of the corporate office and CEOs of the strategic business units, to be key management
personnel in accordance with FRS 24 Related Party Disclosures.
Sale and Purchase of Goods and Services
In addition to those related party information disclosed elsewhere in the financial statements, the following
significant transactions between the Group and related parties took place during the period at terms agreed
between the parties:
Group
2018
$’000
2017
$’000
(2,870)
225
(2,076)
–
(319)
(616)
(16,066)
240
(13,481)
240
(12,778)
(11,007)
981
536
(7,475)
403
(7,846)
631
(10,223)
13
(17,113)
–
(407)
(630)
Rental and service charge income
– received from related companies
– paid to related companies
Hotel and other income
– received from related companies
Management fees
– received from joint ventures
– paid to a related party
Dividend income
– received from related companies
Purchases
– paid to related companies
Interest (income)/expense
– received from related parties
– paid to related parties
Marketing fees
– received from joint ventures
– paid to a related company
Accounting and secretarial fees
– received from joint ventures
266 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 31.
FINANCIAL RISK MANAGEMENT
The Group and the Company are exposed to financial risks arising from its operations and the use of financial
instruments. The key financial risks include credit risk, liquidity risk, interest rate risk and foreign currency risk.
The Group has risk management policies and guidelines governing all investments, which set out its overall
business strategies, its tolerance for risk and its general risk management philosophy and has established processes
to monitor and control hedging transactions in a timely and accurate manner. All investment opportunities are
reviewed regularly by the Executive Committee of the Board to ensure that the Group’s policy guidelines are
adhered to.
(a)
Credit Risk
Credit risk is the risk of loss that may arise on outstanding financial instruments should a counterparty
default on its obligations.
As at the reporting date, the Group’s and the Company’s maximum exposure to credit risk in the event that
the counterparties fail to perform their obligations is represented by the carrying amount of each class of
financial assets recognised in the balance sheets, including derivatives with positive fair values.
As at 30 September 2018, 100% (2017: 100%) of the Company’s receivables are due from subsidiaries.
There is no significant credit risk as these companies are of good credit standing.
The Group has guidelines governing the monitoring of credit risk. Contractual deposits are collected and
scheduled progress payments are received from the buyers of development properties held for sale when
due. Titles to development properties held for sale are only transferred upon full settlement. Rental deposits
are collected from tenants and debts are monitored regularly to minimise risk of non-payment.
Cash and fixed deposits are placed with reputable financial institutions. Information regarding financial
assets that are either past due or impaired and the aging analysis of trade receivables is disclosed in Note 18.
With respect to derivative financial instruments, credit risk arises from the potential failure of counterparties
to meet their obligations under the contract or arrangement. The Group’s maximum credit risk exposure
for cross currency interest rate swaps, cross currency swaps, foreign currency swap contracts and interest
rate swaps are limited to the fair value adjustments of these contracts. It is the Group’s and the Company’s
policy to enter into financial instruments with a diversity of credit worthy counterparties. The Group
and the Company do not expect to incur material credit losses on their financial assets or other financial
instruments.
(b)
Liquidity Risk
Liquidity risk is the risk that the Group and Company will encounter difficulty in meeting financial obligations
due to shortage of funds. The Group adopts a prudent approach to managing its liquidity risk. The Group
always maintains sufficient cash and has available funding through a diverse source of uncommitted credit
facilities from various banks and a related company. Surplus cash from subsidiaries are transferred to the
Company in accordance with its group policy for management of liquidity of the companies in the Group.
Annual Report 2018 | 267
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 31.
FINANCIAL RISK MANAGEMENT (CONT’D)
(b)
Liquidity Risk (cont’d)
The following are the expected contractual undiscounted cash flows of financial liabilities and derivative
financial instruments, including interest payments and excluding the impact of netting agreements:
Carrying
amount
$’000
Total
$’000
Contractual Cash Flows
1 year
or less
$’000
1 to 5
years
$’000
Over 5
years
$’000
Group
2018
Financial liabilities,
at amortised cost
Loans and borrowings
Trade and other payables#
Derivative financial assets/
(liabilities), at fair value
Interest rate swaps
(net-settled)
Forward foreign exchange
contracts (gross-settled)
– outflow
– inflow
Cross currency swaps/
cross currency interest
rate swaps (gross-settled)
– outflow
– inflow
2017
Financial liabilities,
at amortised cost
Loans and borrowings
Trade and other payables#
Derivative financial assets/
(liabilities), at fair value
Interest rate swaps
(net-settled)
Forward foreign exchange
contracts (gross-settled)
– outflow
– inflow
Cross currency swaps
(gross-settled)
– outflow
– inflow
(14,926,150)
(1,835,534)
(16,761,684)
(16,519,535)
(1,846,987)
(18,366,522)
(3,034,931)
(1,703,220)
(4,738,151)
(11,792,709)
(119,460)
(11,912,169)
(1,691,895)
(24,307)
(1,716,202)
(19,156)
(19,568)
(25,508)
5,712
228
(1,076,952)
1,078,763
(1,076,952)
1,078,763
–
–
–
–
1,874
9,702
(7,580)
(16,769,264)
(2,147,723)
2,155,488
(9,992)
(18,376,514)
(559,500)
569,410
(13,787)
(4,751,938)
(1,446,038)
1,460,509
20,183
(11,891,986)
(142,185)
125,569
(16,388)
(1,732,590)
(11,627,844)
(1,583,256)
(13,211,100)
(12,738,710)
(1,587,994)
(14,326,704)
(1,858,088)
(1,465,778)
(3,323,866)
(9,752,514)
(104,576)
(9,857,090)
(1,128,108)
(17,640)
(1,145,748)
(51,128)
(51,874)
(34,896)
(16,978)
(8,041)
(38,702)
(546,615)
538,673
(546,615)
538,673
–
–
–
–
–
(97,871)
(13,308,971)
(1,597,563)
1,558,762
(98,617)
(14,425,321)
(120,659)
128,555
(34,942)
(3,358,808)
(1,476,904)
1,430,207
(63,675)
(9,920,765)
–
–
–
(1,145,748)
#
Exclude progress billings received in advance and provisions.
268 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 31.
FINANCIAL RISK MANAGEMENT (CONT’D)
(b)
Liquidity Risk (cont’d)
The table below indicates the periods in which the cash flows associated with the cash flow hedges are
expected to occur:
1 year or less
1 to 5 years
Company
2018
Financial liabilities,
at amortised cost
Trade and other payables
Amounts due to subsidiaries
Recognised liabilities
Corporate guarantees
Derivative financial assets/
(liabilities), at fair value
Interest rate swaps
(net-settled)
Forward foreign exchange
contracts (gross-settled)
– outflow
– inflow
Cross currency swaps
(gross-settled)
– outflow
– inflow
Group
2018
$’000
(20,654)
746
(19,908)
2017
$’000
(37,707)
(27,454)
(65,161)
Carrying
amount
$’000
Total
$’000
Contractual Cash Flows
1 year
or less
$’000
1 to 5
years
$’000
Over 5
years
$’000
(10,365)
(341,077)
(351,442)
–
(351,442)
(10,365)
(341,077)
(351,442)
(15,758,900)
(16,110,342)
(10,365)
(332,323)
(342,688)
(15,758,900)
(16,101,588)
–
(8,754)
(8,754)
–
(8,754)
(6,378)
(6,422)
(5,513)
(909)
(919)
2,915
(146,240)
145,431
(146,240)
145,431
–
–
(484,170)
487,080
(4,321)
(16,114,663)
(382,200)
381,026
(7,496)
(16,109,084)
(101,970)
106,054
3,175
(5,579)
(4,382)
(355,824)
–
–
–
–
–
–
–
–
–
–
–
–
Annual Report 2018 | 269
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 31.
FINANCIAL RISK MANAGEMENT (CONT’D)
(b)
Liquidity Risk (cont’d)
Company
2017
Financial liabilities,
at amortised cost
Trade and other payables
Amounts due to subsidiaries
Recognised liabilities
Corporate guarantees
Derivative financial assets/
(liabilities), at fair value
Interest rate swaps
(net-settled)
Forward foreign exchange
contracts (gross-settled)
– outflow
– inflow
Cross currency swaps
(gross-settled)
– outflow
– inflow
Carrying
amount
$’000
Total
$’000
Contractual Cash Flows
1 year
or less
$’000
1 to 5
years
$’000
Over 5
years
$’000
(10,845)
(195,638)
(206,483)
–
(206,483)
(10,845)
(195,638)
(206,483)
(12,923,534)
(13,130,017)
(10,845)
(194,653)
(205,498)
(12,923,534)
(13,129,032)
–
(985)
(985)
–
(985)
(16,859)
(17,026)
(10,030)
(6,996)
(2,000)
(19,794)
(38,653)
(245,136)
(175,687)
173,634
(175,687)
173,634
–
–
(587,334)
567,740
(38,673)
(13,168,690)
(2,588)
10,909
(3,762)
(13,132,794)
(584,746)
556,831
(34,911)
(35,896)
–
–
–
–
–
–
–
–
–
–
–
–
The maturity analyses show the contractual undiscounted cash flows of the Group’s and the Company’s
financial liabilities on the basis of their earliest possible contractual maturity. The cash inflows/(outflows)
disclosed relate to those instruments held for risk management purposes and which are usually not closed
out prior to contractual maturity. The disclosure shows net cash flow amounts for derivatives that are net
cash-settled and gross cash inflow and outflow amounts for derivatives that have simultaneous gross cash
settlement e.g. forward exchange contracts. Net-settled derivative financial assets are included in the
maturity analyses as they are held to hedge the cash flow variability of the Group’s floating rate loans.
270 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 31.
FINANCIAL RISK MANAGEMENT (CONT’D)
(c)
Interest Rate Risk
Interest rate risk is the risk that the fair value or future cash flows of the Group’s and the Company’s financial
instruments will fluctuate because of changes in market interest rates. The Group’s and the Company’s
exposure to interest rate risk is in respect of debt obligations and deposits with related companies and
financial institutions.
The Group manages its interest rate exposure by maintaining a mix of fixed and floating rate debts with
varying tenors. To manage this mix in a cost-efficient manner, the Group uses hedging instruments such as
interest rate swaps and cross currency interest rate swaps to minimise its exposure to interest rate volatility.
Sensitivity Analysis for Interest Rate Risk
A change of 100 basis points in interest rates at the reporting date would have increased (decreased)
equity and profit before tax by the amounts shown below. This analysis assumes that all other variables, in
particular foreign currency rates, remain constant.
Profit before tax
Equity
100 bp
Increase
$’000
100 bp
Decrease
$’000
100 bp
Increase
$’000
100 bp
Decrease
$’000
Group
2018
Variable rate instruments not hedged
Interest rate swaps/cross currency
interest rate swaps
Cash flow sensitivity (net)
(32,434)
32,434
–
–
16,749
(15,685)
(13,144)
19,290
168,825
168,825
(136,441)
(136,441)
2017
Variable rate instruments not hedged
Interest rate swaps/cross currency
interest rate swaps
Cash flow sensitivity (net)
(37,920)
37,920
–
–
15,317
(22,603)
(15,376)
22,544
89,678
89,678
(93,638)
(93,638)
Annual Report 2018 | 271
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 31.
FINANCIAL RISK MANAGEMENT (CONT’D)
(d)
Foreign Currency Risk
The purpose of the Group’s and the Company’s foreign currency hedging activities is to protect against
the volatility associated with future cash flow arising from investments in and loans granted to foreign
subsidiaries. The Group and the Company primarily utilise foreign currency forward contracts and cross
currency swaps to hedge foreign currency denominated investments and loans to foreign subsidiaries.
Under this programme, increases or decreases in the Company’s foreign currency denominated investments
and loans are partially offset by gains and losses on the hedging instruments. The Company does not use
foreign currency forward contracts or other hedging instruments for trading purposes.
In addition to transactional exposures, the Group is also exposed to foreign exchange movements on its net
investment in foreign subsidiaries. The Group uses foreign currency borrowings as a natural hedge against
the activities of the foreign subsidiaries.
The Group’s exposure to foreign currencies as at 30 September 2018 and 30 September 2017, after taking
into account foreign currency forward contracts and cross currency swaps, is as follows:
Group
2018
Financial Assets
Trade and other receivables
Cash and cash equivalents
Singapore
Dollar
$’000
Australian
Dollar
$’000
Sterling
Pound
$’000
United
States
Dollar
$’000
1,511
22,770
16
28,431
21
6,044
21,338
14,994
Financial Liabilities
Trade and other payables
Loans and borrowings
Net statement of financial position exposure
(6,285)
(117,551)
(99,555)
(327)
(68,346)
(40,226)
(4,602)
(84,956)
(83,493)
(6,092)
(1,195,897)
(1,165,657)
Less:
Foreign currency forward contracts/
cross currency swaps
Net currency exposure
2017
Financial Assets
Trade and other receivables
Cash and cash equivalents
117,548
17,993
68,346
28,120
85,112
1,619
1,195,897
30,240
4,159
37,845
–
31,534
–
1,570
15,784
6,778
Financial Liabilities
Trade and other payables
Loans and borrowings
Net statement of financial position exposure
(38,249)
(226,569)
(222,814)
(23)
–
31,511
(104)
–
1,466
(8,731)
(969,210)
(955,379)
Less:
Foreign currency forward contracts/
cross currency swaps
Net currency exposure
226,568
3,754
–
31,511
–
1,466
970,523
15,144
272 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018
31.
FINANCIAL RISK MANAGEMENT (CONT’D)
(d)
Foreign Currency Risk (cont’d)
The Group has the following outstanding foreign currency forward contracts and cross currency swaps to
hedge future receipts of distribution, net of anticipated payments in foreign currencies:
Notional amounts
Singapore Dollar
Australian Dollar
Sterling Pound
Euro
Japanese Yen
Others
Group
2018
$’000
2017
$’000
5,993
100,871
240,062
48,463
121,353
1,545
518,287
10,743
225,980
190,498
34,487
–
1,504
463,212
The Company’s exposure to foreign currencies as at 30 September 2018 and 30 September 2017, after
taking into account foreign currency forward contracts, is as follows:
Company
2018
Financial Assets
Trade and other receivables
Cash and cash equivalents
Currency exposure
2017
Financial Assets
Trade and other receivables
Cash and cash equivalents
Currency exposure
Australian
Dollar
$’000
United States
Dollar
$’000
46,495
7,368
53,863
16,120
8
16,128
50,389
2,416
52,805
9,586
2,829
12,415
Annual Report 2018 | 273
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 31.
FINANCIAL RISK MANAGEMENT (CONT’D)
(d)
Foreign Currency Risk (cont’d)
Sensitivity Analysis for Foreign Currency Risk
The following table demonstrates the sensitivity analysis of the Group’s exposure to foreign currency risk
on its financial assets and liabilities as at the end of the financial year by a reasonably possible change in
the S$, A$, GBP and US$ against the respective functional currencies of the Group entities, with all other
variables held constant:
Group
Company
Profit before
Taxation
$’000
Equity
$’000
Profit before
Taxation
$’000
Equity
$’000
30 September 2018
S$
A$
GBP
US$
– Strengthened 1%
– Weakened 1%
– Strengthened 1%
– Weakened 1%
– Strengthened 1%
– Weakened 1%
– Strengthened 1%
– Weakened 1%
30 September 2017
S$
A$
GBP
US$
– Strengthened 1%
– Weakened 1%
– Strengthened 1%
– Weakened 1%
– Strengthened 1%
– Weakened 1%
– Strengthened 1%
– Weakened 1%
180
(180)
281
(281)
16
(16)
302
(302)
38
(38)
315
(315)
15
(15)
151
(151)
–
–
1,034
(1,034)
2,480
(2,480)
–
–
–
–
1,125
(1,122)
1,961
(1,957)
–
–
–
–
539
(539)
–
–
161
(161)
–
–
528
(528)
–
–
124
(124)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
274 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 32.
FAIR VALUE OF ASSETS AND LIABILITIES
(a)
Fair Value Hierarchy
The Group categorises fair value measurements using a fair value hierarchy that is dependent on the
valuation inputs used as follows:
Level 1:
Quoted prices (unadjusted) in active markets for identical assets or liabilities.
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).
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.
(b)
Classifications and Fair Values
The following tables show the carrying amounts and fair values of financial assets and liabilities, including
their levels in the fair value hierarchy. They do not include fair value information for short term trade and
other receivables, cash and cash equivalents, trade and other payables and short-term bank borrowings as
their carrying amounts are reasonable approximation of fair values:
Note
Level 1
$’000
Level 2
$’000
Level 3
$’000
Total
$’000
Fair Value
Carrying
Amount
Total
$’000
Group
2018
Assets and Liabilities
measured at Fair Value:
Financial Assets
Derivative financial assets:
– Cross currency swaps/
cross currency
interest rate swaps
– Interest rate swaps
– Foreign currency
forward contracts
Non-Financial Assets
Investment properties
Financial Liabilities
Derivative financial
liabilities:
– Cross currency swaps/
cross currency
interest rate swaps
– Interest rate swaps
– Foreign currency
forward contracts
Liabilities not carried at
Fair Value but for which
Fair Value are disclosed:
Financial Liabilities
Bank borrowings
(non-current)
21
21
21
11
21
21
21
–
–
–
–
–
–
–
–
–
27,964
7,517
5,076
–
–
–
27,964
7,517
27,964
7,517
5,076
5,076
–
40,557
20,644,479
20,644,479
20,644,479
20,685,036
20,644,479
20,685,036
18,262
26,673
3,202
48,137
–
–
–
–
18,262
26,673
3,202
48,137
18,262
26,673
3,202
48,137
24
3,281,274
8,998,070
–
12,279,344
12,283,207
Annual Report 2018 | 275
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 32.
FAIR VALUE OF ASSETS AND LIABILITIES (CONT’D)
(b)
Classifications and Fair Values (cont’d)
Note
Level 1
$’000
Level 2
$’000
Level 3
$’000
Total
$’000
Fair Value
Carrying
Amount
Total
$’000
14
–
1,006
3,273
604
–
–
–
–
14
14
1,006
3,273
604
1,006
3,273
604
–
4,883
15,817,282
15,817,282
15,817,282
15,822,179
15,817,282
15,822,179
39,708
54,401
8,645
102,754
–
–
–
–
39,708
54,401
8,645
102,754
39,708
54,401
8,645
102,754
–
–
–
–
14
–
–
–
–
24
2,365,960
7,741,652
–
10,107,612
10,056,126
15
21
21
21
11
21
21
21
Group
2017
Assets and Liabilities
measured
at Fair Value:
Financial Assets
Available-for-sale
financial assets:
– Quoted investments
Derivative financial assets:
– Cross currency swaps/
cross currency
interest rate swaps
– Interest rate swaps
– Foreign currency
forward contracts
Non-Financial Assets
Investment properties
Financial Liabilities
Derivative financial
liabilities:
– Cross currency swaps/
cross currency
interest rate swaps
– Interest rate swaps
– Foreign currency
forward contracts
Liabilities not carried at
Fair Value but for which
Fair Value are disclosed:
Financial Liabilities
Bank borrowings
(non-current)
276 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 32.
FAIR VALUE OF ASSETS AND LIABILITIES (CONT’D)
(b)
Classifications and Fair Values (cont’d)
Note
Level 1
$’000
Level 2
$’000
Level 3
$’000
Total
$’000
Fair Value
Carrying
Amount
Total
$’000
Company
2018
Assets and Liabilities measured
at Fair Value:
Financial Assets
Derivative financial assets:
– Cross currency swaps
– Interest rate swaps
Non-Financial Asset
Investment property
Financial Liabilities
Derivative financial liabilities:
– Cross currency swaps
– Interest rate swaps
– Foreign currency
forward contracts
2017
Assets and Liabilities measured
at Fair Value:
Financial Assets
Derivative financial assets:
– Cross currency swaps
– Foreign currency
forward contracts
Non-Financial Asset
Investment property
Financial Liabilities
Derivative financial liabilities:
– Cross currency swaps
– Interest rate swaps
– Foreign currency
forward contracts
21
21
11
21
21
21
21
21
11
21
21
21
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
8,626
1,314
–
9,940
5,711
7,692
919
14,322
73
90
–
163
19,867
16,859
2,090
38,816
–
–
8,626
1,314
8,626
1,314
1,600
1,600
1,600
11,540
1,600
11,540
–
–
–
–
–
–
5,711
7,692
919
14,322
5,711
7,692
919
14,322
73
90
73
90
1,500
1,500
1,500
1,663
1,500
1,663
–
–
–
–
19,867
16,859
2,090
38,816
19,867
16,859
2,090
38,816
Annual Report 2018 | 277
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 32.
FAIR VALUE OF ASSETS AND LIABILITIES (CONT’D)
(c)
Determination of Fair Value
The following valuation methods and assumptions are used to estimate the fair values of the following
significant classes of assets and liabilities:
(i)
Derivatives
Foreign currency forward contracts, cross currency interest rate swaps, cross currency swaps and
interest rate swaps are valued using valuation techniques with market observable inputs. The most
frequently applied valuation techniques include forward pricing and swap models, using present
valuation calculations. The models incorporate various inputs including the foreign exchange spot
and forward rates, interest rate and forward rate curves.
(ii)
Non-Derivative Financial Liabilities
Fair value, which is determined for disclosure purposes, is calculated based on the present value
of future principal and interest cash flows, discounted using the market rate of interest at the
reporting date.
(iii)
Other Financial Assets and Liabilities
The fair value of quoted securities is their quoted bid price at the reporting date. The carrying amounts
of financial assets and liabilities with a maturity of less than one year (including trade and other
receivables, cash and cash equivalents and trade and other payables) are assumed to approximate
their fair values because of the short period to maturity. All other financial assets and liabilities are
discounted to determine their fair values.
Where discounted cash flow techniques are used, estimated future cash flows are based on
management’s best estimates and the discount rate is a market-related rate for a similar instrument
in the balance sheet.
(iv)
Investment Properties
The Group’s investment property portfolio is mostly valued by external and independent valuers at
least once every two years. The fair values are based on open 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 wherein the parties had each acted
knowledgeably and without compulsion. The valuers have considered valuation techniques
including market comparison method, capitalisation method and discounted cash flow method in
arriving at the open market value as at the reporting date. In determining the fair value, the valuers
have used valuation techniques which involve certain estimates. The key assumptions used to
determine the fair value of investment properties include market-corroborated capitalisation rate,
terminal yield and discount rate.
IPUC are stated at fair value which has been determined based on valuations performed at reporting
date. Valuations are performed by accredited independent valuers with recognised and relevant
professional qualification or internal valuers with recent experience in the location and category of the
properties being valued. The fair values of IPUC are determined using a combination of capitalisation
method, discounted cash flow method and residual land value method, where appropriate.
The valuations are based on open market values on the highest and best use basis.
278 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 32.
FAIR VALUE OF ASSETS AND LIABILITIES (CONT’D)
(c)
Determination of Fair Value (cont’d)
(iv)
Investment Properties (cont’d)
The market comparison method involves the analysis of comparable sales of similar properties and
adjusting the sale prices to that reflective of the investment properties.
The capitalisation method capitalises the estimated net income of the property for perpetuity or
the balance term of the lease tenure at a capitalisation rate that is appropriate for the type of use,
tenure and reflective of the quality of the investment. Capital adjustments are then made to derive
the capital value of the property.
The discounted cash flow method involves the estimation and projection of net cash flows over a
period and discounting the stream of net cash flow (including estimated terminal net cash flow) at
an estimated required rate of return to arrive at the net present value.
In the residual land value method of valuation, the value of the property in its existing partially
completed state of construction taking into account the cost of work done is arrived at by deducting
estimated cost to complete and other relevant costs from the gross development value of the
proposed development, assuming satisfactory completion.
In relying on the valuation reports, management has exercised its judgement and is satisfied that the
valuation methods and estimates are reflective of current market conditions.
(d)
Level 3 Fair Value Measurements
(i)
Information about Significant Unobservable Inputs used in Level 3 Fair Value Measurements
The following table shows the valuation techniques used in measuring significant Level 3 fair values,
as well as the significant unobservable inputs used:
Recurring Fair Value Measurements
Description
Fair Value
as at
30 September
2018
$’000
Investment Properties
Singapore SBU
Valuation
Techniques
Key Unobservable
Inputs
– Singapore
8,598,000
(2017: 6,890,600)
– Capitalisation
– Capitalisation rate:
method
3.5% to 5.3%
(2017: 3.3% to 5.3%)
– Discounted
cash flow
method
– Discount rate:
6.5% to 7.8%
(2017: 7.0% to 8.0%)
– Terminal yield rate:
3.8% to 5.3%
(2017: 3.5% to 5.8%)
Inter-relationship
Between Key
Unobservable
Inputs and
Fair Value
Measurement
The estimated
fair value varies
inversely against the
capitalisation rate
The estimated
fair value varies
inversely against the
discount rate and
terminal yield rate
Annual Report 2018 | 279
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 32.
FAIR VALUE OF ASSETS AND LIABILITIES (CONT’D)
(d)
Level 3 Fair Value Measurements (cont’d)
(i)
Information about Significant Unobservable Inputs used in Level 3 Fair Value Measurements (cont’d)
Recurring Fair Value Measurements (cont’d)
Description
Fair Value
as at
30 September
2018
$’000
Investment Properties
Singapore SBU (cont’d)
Valuation
Techniques
Key Unobservable
Inputs
– Australia
836,888
(2017: 858,857)
– Capitalisation
– Capitalisation rate:
method
5.0% to 7.0%
(2017: 5.3% to 7.3%)
– Discounted
cash flow
method
– Discount rate:
7.0% to 7.5%
(2017: 6.8% to 7.7%)
– Terminal yield rate:
5.3% to 7.3%
(2017: 5.5% to 7.3%)
Investment Properties
Hospitality SBU
– Singapore
799,000
(2017: 773,300)
– Capitalisation
– Capitalisation rate:
method
3.3% to 5.2%
(2017: 3.3% to 5.3%)
– Discounted
cash flow
method
– Discount rate:
4.5% to 7.0%
(2017: 4.5% to 7.3%)
– Terminal yield rate:
3.3% to 5.5%
(2017: 3.3% to 5.6%)
Inter-relationship
Between Key
Unobservable
Inputs and
Fair Value
Measurement
The estimated
fair value varies
inversely against the
capitalisation rate
The estimated
fair value varies
inversely against the
discount rate and
terminal yield rate
The estimated
fair value varies
inversely against the
capitalisation rate
The estimated
fair value varies
inversely against the
discount rate and
terminal yield rate
280 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 32.
FAIR VALUE OF ASSETS AND LIABILITIES (CONT’D)
(d)
Level 3 Fair Value Measurements (cont’d)
(i)
Information about Significant Unobservable Inputs used in Level 3 Fair Value Measurements (cont’d)
Recurring Fair Value Measurements (cont’d)
Fair Value
as at
30 September
2018
$’000
Description
Investment Properties
Hospitality SBU (cont’d)
Valuation
Techniques
Key Unobservable
Inputs
– Australia
260,227
(2017: 187,619)
– Capitalisation
– Capitalisation rate:
method
5.5% to 6.5%
(2017: 6.8%)
– Discounted
cash flow
method
– Discount rate:
7.5% to 8.0%
(2017: 8.3% to 8.5%)
– Terminal yield rate:
5.8% to 6.5%
(2017: 6.8% to 7.0%)
Inter-relationship
Between Key
Unobservable
Inputs and Fair Value
Measurement
The estimated
fair value varies
inversely against the
capitalisation rate
The estimated
fair value varies
inversely against the
discount rate and
terminal yield rate
– Market
– Transacted price of
comparison
method
comparable properties(1):
$1,180 psf to $1,710 psf
(2017: $772 psf to
$1,886 psf)
The estimated fair
value varies with
different adjustment
factors used
– Europe
695,890
(2017: 706,344)
– Capitalisation
– Capitalisation rate:
method
5.0% to 6.5%
(2017: 5.8% to 6.3%)
– Discounted
cash flow
method
– Discount rate:
7.0% to 8.5%
(2017: 7.3% to 9.5%)
– Terminal yield rate:
5.0% to 6.5%
(2017: 5.3% to 7.5%)
The estimated
fair value varies
inversely against the
capitalisation rate
The estimated
fair value varies
inversely against the
discount rate and
terminal yield rate
– Market
– Transacted price of
comparison
method
comparable properties(1):
$1,998 psf to $3,418 psf
(2017: $2,283 psf to
$3,534 psf)
The estimated fair
value varies with
different adjustment
factors used
Annual Report 2018 | 281
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 32.
FAIR VALUE OF ASSETS AND LIABILITIES (CONT’D)
(d)
Level 3 Fair Value Measurements (cont’d)
(i)
Information about Significant Unobservable Inputs used in Level 3 Fair Value Measurements (cont’d)
Recurring Fair Value Measurements (cont’d)
Fair Value
as at
30 September
2018
$’000
Description
Investment Properties
Hospitality SBU (cont’d)
Valuation
Techniques
Key Unobservable
Inputs
– China
350,484
(2017: 247,732)
– Capitalisation
– Capitalisation rate:
method
2.4% to 2.5%
(2017: 2.4%)
– Discounted
cash flow
method
– Discount rate:
5.4% to 5.5%
(2017: 5.4%)
– Terminal yield rate:
2.4% to 2.5%
(2017: 2.4%)
– Others
254,253
(2017: 90,424)
– Discounted
cash flow
method
– Capitalisation rate:
7.5%
(2017: 8.4%)
– Discount rate:
7.4%
(2017: 7.5%)
– Market
– Transacted price of
comparison
method
comparable properties(1):
$285 psf to $301 psf
(2017: $205 psf to
$234 psf)
Inter-relationship
Between Key
Unobservable
Inputs and Fair Value
Measurement
The estimated
fair value varies
inversely against the
capitalisation rate
The estimated
fair value varies
inversely against the
discount rate and
terminal yield rate
The estimated
fair value varies
inversely against the
capitalisation rate
The estimated
fair value varies
inversely against the
discount rate
The estimated fair
value varies with
different adjustment
factors used
282 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 32.
FAIR VALUE OF ASSETS AND LIABILITIES (CONT’D)
(d)
Level 3 Fair Value Measurements (cont’d)
(i)
Information about Significant Unobservable Inputs used in Level 3 Fair Value Measurements (cont’d)
Recurring Fair Value Measurements (cont’d)
Description
Fair Value
as at
30 September
2018
$’000
Investment Properties
under Construction
Hospitality SBU
Valuation
Techniques
Key Unobservable
Inputs
– Singapore
241,849
(2017: 192,884)
– Capitalisation
– Capitalisation rate:
method
4.7%
(2017: 4.8%)
– Residual land
value method
– Total gross
development values:
$301,000,000
(2017: $297,000,000)
– Total estimated
construction cost to
completion:
$33,135,000
(2017: $72,291,000)
– Europe
99,626
(2017: 79,563)
– Capitalisation
– Capitalisation rate:
method
5.5%
(2017: 5.5%)
– Discounted
cash flow
method
– Discount rate:
7.5%
(2017: 7.5%)
Inter-relationship
Between Key
Unobservable
Inputs and Fair Value
Measurement
The estimated
fair value varies
inversely against the
capitalisation rate
The estimated
fair value would
increase with higher
gross development
value and decrease
with higher cost to
completion
The estimated
fair value varies
inversely against the
capitalisation rate
The estimated
fair value varies
inversely against the
discount rate
Annual Report 2018 | 283
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 32.
FAIR VALUE OF ASSETS AND LIABILITIES (CONT’D)
(d)
Level 3 Fair Value Measurements (cont’d)
(i)
Information about Significant Unobservable Inputs used in Level 3 Fair Value Measurements (cont’d)
Recurring Fair Value Measurements (cont’d)
Description
Fair Value
as at
30 September
2018
$’000
Investment Properties
Australia SBU
Valuation
Techniques
Key Unobservable
Inputs
– Frasers
Property
Australia
1,218,945
(2017: 1,189,000)
– Capitalisation
– Capitalisation rate:
method
5.3% to 7.3%
(2017: 5.5% to 7.5%)
– Discounted
cash flow
method
– Discount rate:
6.3% to 8.3%
(2017: 7.0% to 8.5%)
– FLT
2,924,551
(2017: 1,959,776)
– Capitalisation
– Capitalisation rate:
method
4.1% to 11.8%
(2017: 5.8% to 11.4%)
– Discounted
cash flow
method
– Discount rate:
6.8% to 9.0%
(2017: 7.1% to 9.5%)
– Terminal yield rate:
5.8% to 26.6%
(2017: 6.0% to 22.8%)
Inter-relationship
Between Key
Unobservable
Inputs and Fair Value
Measurement
The estimated
fair value varies
inversely against the
capitalisation rate
The estimated
fair value varies
inversely against the
discount rate
The estimated
fair value varies
inversely against the
capitalisation rate
The estimated
fair value varies
inversely against the
discount rate and
terminal yield rate
284 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 32.
FAIR VALUE OF ASSETS AND LIABILITIES (CONT’D)
(d)
Level 3 Fair Value Measurements (cont’d)
(i)
Information about Significant Unobservable Inputs used in Level 3 Fair Value Measurements (cont’d)
Recurring Fair Value Measurements (cont’d)
Fair Value
as at
30 September
2018
$’000
Description
Investment Properties
Europe and rest of Asia
Valuation
Techniques
Key Unobservable
Inputs
– Vietnam
62,627
(2017: 54,969)
– Capitalisation
– Capitalisation rate:
method
9.5%
(2017: Nil)
– Discounted
cash flow
method
– Discount rate:
12.0%
(2017: 12.0%)
– Terminal yield rate:
9.5%
(2017: 10.0%)
– Europe
2,666,555
(2017: 989,619)
– Capitalisation
– Capitalisation rate:
method
4.7% to 15.0%
(2017: 5.0% to 12.0%)
– Discounted
cash flow
method
– Discount rate:
4.0% to 9.0%
(2017: 5.0% to 9.0%)
– Terminal yield rate:
6.3%
(2017: Nil)
– Thailand
1,578,549
(2017: Nil)
– Discounted
cash flow
method
– Discount rate:
8.0% to 17.0%
(2017: Nil)
Inter-relationship
Between Key
Unobservable
Inputs and Fair Value
Measurement
The estimated
fair value varies
inversely against the
capitalisation rate
The estimated
fair value varies
inversely against the
discount rate and
terminal yield rate
The estimated
fair value varies
inversely against the
capitalisation rate
The estimated
fair value varies
inversely against the
discount rate and
terminal yield rate
The estimated
fair value varies
inversely against the
discount rate and
terminal yield rate
– Terminal yield rate:
7.0% to 7.5%
(2017: Nil)
– Market
– Transacted price of
comparison
method
comparable properties(1):
$2 psf to $45 psf
(2017: Nil)
The estimated fair
value varies with
different adjustment
factors used
Annual Report 2018 | 285
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 32.
FAIR VALUE OF ASSETS AND LIABILITIES (CONT’D)
(d)
Level 3 Fair Value Measurements (cont’d)
(i)
Information about Significant Unobservable Inputs used in Level 3 Fair Value Measurements (cont’d)
Recurring Fair Value Measurements (cont’d)
Fair Value
as at
30 September
2018
$’000
Description
Investment Properties
under Construction
Europe and rest of Asia
Valuation
Techniques
Key Unobservable
Inputs
– Thailand
57,035
(2017: Nil)
– Discounted
cash flow
method
– Discount rate:
8.0%
(2017: Nil)
Inter-relationship
Between Key
Unobservable
Inputs and Fair Value
Measurement
The estimated
fair value varies
inversely against the
discount rate and
terminal yield rate
– Terminal yield rate:
7.0%
(2017: Nil)
– Market
– Transacted price of
comparison
method
comparable properties(1):
$5 psf to $42 psf
(2017: Nil)
The estimated fair
value varies with
different adjustment
factors used
(1) Adjustments are made for any difference in the location, tenure, size and condition of the specific property.
Key unobservable inputs correspond to:
•
•
•
Capitalisation rate corresponds to a rate of return on a property based on the income that the
property is expected to generate.
Discount rate represents the required rate of return, adjusted for a risk premium that reflects
the risks relevant to an asset.
Terminal yield rate reflects an exit capitalisation rate applied to a projected terminal cash flow.
(ii)
Movements in Level 3 Assets Measured at Fair Value
The movements of financial and non-financial assets, classified under Level 3 and measured at fair
value have been disclosed in Note 11.
(iii)
Valuation Policies and Procedures
The significant non-financial asset of the Group categorised within Level 3 of the fair value hierarchy
is investment properties. Generally, the fair values of investment properties are determined at least
once every two years by independent professional valuers. Investment properties that are not
independently valued are carried at fair value determined by directors’ valuation.
Frasers Property Australia’s investment properties division includes a valuation team (the “FPA
Valuation Team”) where each member of this team is professionally qualified and is an accredited
property valuer. The FPA Valuation Team performs the underlying valuations that support the
directors’ valuation.
286 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 32.
FAIR VALUE OF ASSETS AND LIABILITIES (CONT’D)
(d)
Level 3 Fair Value Measurements (cont’d)
(iii)
Valuation Policies and Procedures (cont’d)
The independent professional valuers and FPA Valuation Team (the “Valuers”) are experts who
possess the relevant credentials and knowledge on the subject of property valuation, valuation
methodologies and FRS 113 fair value measurement guidance to perform the valuation. For valuations
performed by the Valuers, the appropriateness of the valuation methodologies and assumptions
adopted are reviewed along with the appropriateness and reliability of the inputs (including those
developed internally by the Group) used in the valuations.
In selecting the appropriate valuation models and inputs to be adopted for each valuation that uses
significant non-observable inputs, the Valuers are required to recalibrate the valuation models and
inputs to actual market transactions (which may include transactions entered into by the Group
with third parties as appropriate) that are relevant to the valuation if such information is reasonably
available. For valuations that are sensitive to the unobservable inputs used, the Valuers are required,
to the extent practicable, to use a minimum of two valuation approaches to allow for cross-checks.
Significant changes
in fair value measurements from period to period are evaluated for
reasonableness. Key drivers of the changes are identified and assessed for reasonableness against
relevant information from independent sources, or internal sources if necessary and appropriate.
In accordance with the Group’s reporting policies, the valuation process and the results of the
independent valuations and directors’ valuation are reviewed at least once a year by the Executive
Committee of the Board and the Audit Committee before the results are presented to the Board of
Directors for approval.
(e)
Fair Value of Financial Instruments by Classes that are not Carried at Fair Value and whose Carrying
Amounts are not Reasonable Approximation of Fair Value
(i)
Other Receivables (Non-Current) and Other Payables (Non-Current)
No disclosure of fair value is made for non-current other receivables and other payables as it is
not practicable to determine their fair values with sufficient reliability since the balances have no
fixed terms of repayment. The Group and the Company do not anticipate that the carrying amounts
recorded at the end of the financial year would be significantly different from the values that would
eventually be received or settled.
(ii)
Available-for-Sale Financial Assets – Unquoted Equity Investments, at Cost
Unquoted equity investments represent ordinary shares that are not quoted on any market and do
not have any comparable industry peer that is listed. Fair value information has not been disclosed
for these investments carried at cost less impairment as the Group does not expect the fair value to
be significantly different from the carrying amount. The Group does not intend to dispose of these
investments in the foreseeable future.
(iii)
Rental Deposits Payables (Non-Current)
No disclosure of fair value is made for rental deposits payables as the Group does not anticipate that
the carrying amounts recorded at the end of the financial year would be significantly different from
the values that would eventually be received or settled.
Annual Report 2018 | 287
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 33.
CLASSIFICATION OF FINANCIAL INSTRUMENTS
Set out below is a comparison by category of carrying amounts of all the Group’s and the Company’s financial
instruments that are carried in the financial statements.
Loans and
Receivables
$’000
Derivatives
used for
Hedging
$’000
Fair Value
through
Profit or
Loss
$’000
Available-
for-Sale
$’000
Liabilities at
Amortised
Cost
$’000
Group
2018
Assets
Financial assets
Trade and other receivables#
Derivative financial instruments
Bank deposits and cash and
cash equivalents
Liabilities
Trade and other payables*
Derivative financial instruments
Loans and borrowings
2017
Assets
Financial assets
Trade and other receivables#
Derivative financial instruments
Bank deposits and cash and
cash equivalents
Liabilities
Trade and other payables*
Derivative financial instruments
Loans and borrowings
–
725,179
–
2,585,191
3,310,370
–
–
–
–
–
700,206
–
2,409,480
3,109,686
–
–
–
–
–
–
18,860
–
18,860
–
36,563
–
36,563
–
–
3,273
–
3,273
–
74,831
–
74,831
–
–
21,697
–
21,697
–
11,574
–
11,574
–
–
1,610
–
1,610
–
27,923
–
27,923
8,475
–
–
–
8,475
–
–
–
–
–
–
–
–
–
1,835,534
–
14,926,150
16,761,684
2,162
–
–
–
2,162
–
–
–
–
–
–
–
–
–
1,583,256
–
11,627,844
13,211,100
288 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 33.
CLASSIFICATION OF FINANCIAL INSTRUMENTS (CONT’D)
Loans and
Receivables
$’000
Derivatives
used for
Hedging
$’000
Fair Value
through
Profit or
Loss
$’000
Available-
for-Sale
$’000
Liabilities at
Amortised
Cost
$’000
–
4,212,577
8,514
–
4,221,091
–
–
–
–
3,393,530
45,432
–
3,438,962
–
–
–
1,314
1,314
–
8,344
8,344
–
–
–
–
–
–
–
–
8,625
8,625
–
5,978
5,978
–
–
–
163
163
2,148
–
–
–
2,148
–
–
–
–
–
–
–
–
351,442
–
351,442
2,148
–
–
–
2,148
–
–
–
–
–
–
–
–
–
18,436
18,436
–
20,470
20,470
–
–
–
206,483
–
206,483
Company
2018
Assets
Financial assets
Trade and other receivables#
Cash and cash equivalents
Derivative financial instruments
Liabilities
Trade and other payables
Derivative financial instruments
2017
Assets
Financial assets
Trade and other receivables#
Cash and cash equivalents
Derivative financial instruments
Liabilities
Trade and other payables
Derivative financial instruments
#
*
Exclude tax recoverable.
Exclude progress billings received in advance and provisions.
Annual Report 2018 | 289
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 34.
CAPITAL MANAGEMENT
The primary objective of the Group’s capital management is to ensure that it maintains healthy capital ratios in
order to support its business and maximise shareholder value.
The Group manages its capital structure and makes adjustments to it, in light of changes in economic conditions.
To maintain or adjust the capital structure, the Group may adjust the dividend payment to shareholders, return
capital to shareholders or issue new shares.
No changes were made in the objectives, policies or processes during the years ended 30 September 2018 and
30 September 2017.
The Group monitors capital using a gearing ratio, which is net debt divided by total equity, as follows:
Bank deposits
Cash and cash equivalents
Loans and borrowings
Net borrowings
Total equity
Net borrowings over total equity ratio
Group
2018
$’000
2017
$’000
448,743
2,136,448
(14,926,150)
(12,340,959)
14,628,074
0.84
272,205
2,137,275
(11,627,844)
(9,218,364)
13,049,199
0.71
Certain entities in the Group are required to comply with certain externally imposed capital requirements in respect
of some of their external borrowings, and these have been complied with during the year.
290 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 35.
COMMITMENTS
(a)
Capital Commitments
Capital and development expenditures contracted for as at the end of the reporting period but not
recognised in the financial statements are as follows:
Commitments in respect of contracts placed for:
– estimated development costs for properties held for sale
– capital expenditure costs for investment properties
– share of joint ventures’ capital and development expenditure
– equity investments
– others
Capital commitments in respect of:
Equity Investments in 2018
Group
2018
$’000
2017
$’000
252,511
104,835
68,216
330,564
5,702
761,828
429,938
247,605
109,562
1,499,320
48,128
2,334,553
The Company, through the following two indirect wholly-owned subsidiaries, Frasers Property Ventures I
Pte. Ltd. and Frasers Property Ventures II Pte. Ltd., entered into agreements to subscribe for equity interest
in certain companies.
The aggregate investment amount for the above agreements is up to US$60,000,000 (approximately
S$82,000,000). As at 30 September 2018, the Company has injected a total of US$4,622,000 (approximately
S$6,317,000).
FPHT’s aggregate capital commitment for the One Bangkok Restructuring is approximately THB 7.1 billion
(S$297.8 million). As at 30 September 2018, FPHT has injected THB 1.1 billion (S$44.1 million).
Equity Investments in 2017
On 11 September 2017, Frasers Property International Pte. Ltd., a wholly-owned subsidiary of FPL, entered
into four sale and purchase agreements for the acquisition of four business parks located in the United
Kingdom by way of acquisition of 100% interest in each of the entities which owns 100% interest in each of
the business parks (the “Acquisition”). The aggregate consideration for the Acquisition is approximately GBP
686,000,000 (approximately S$1,204,000,000). A deposit of GBP 17,500,000 (approximately S$31,395,000)
was placed. The Acquisition was completed on 8 November 2017.
Annual Report 2018 | 291
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 35.
COMMITMENTS (CONT’D)
(b)
Operating Lease Commitments – as Lessee
Future minimum rental payable under non-cancellable operating leases at the end of the reporting period
is as follows:
Within 1 year
From 1 year to 5 years
After 5 years
Group
2018
$’000
2017
$’000
Company
2018
$’000
2017
$’000
30,032
122,336
1,100,291
1,252,659
28,200
115,506
955,095
1,098,801
–
–
–
–
–
–
–
–
The Group leases land and buildings from non-related parties under operating leases. These leases have
varying terms, escalation clauses and renewal rights. Some leases provide for additional rent payments that
are based on changes in a local price index.
Rental expense recognised in the profit statement is as follows:
Minimum lease payments
(c)
Operating Lease Commitments – as Lessor
Group
2018
$’000
2017
$’000
36,399
32,482
The Group has entered into commercial property leases on its investment properties and certain properties
held for sale. These non-cancellable leases have remaining non-cancellable lease terms of between 2 to 8
years. Future minimum rental receivable under non-cancellable operating leases at the end of the reporting
period is as follows:
Within 1 year
From 1 year to 5 years
After 5 years
Group
2018
$’000
2017
$’000
Company
2018
$’000
2017
$’000
753,162
1,867,456
1,257,390
3,878,008
550,419
1,263,088
796,000
2,609,507
–
–
–
–
–
–
–
–
Rental income from investment properties is disclosed in Note 11.
292 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 36.
GUARANTEE CONTRACTS
(i)
(ii)
(iii)
(iv)
As at 30 September 2018, the Company has provided unconditional and irrevocable corporate guarantees
for up to $15,758,900,000 (2017: $12,923,534,000) for loans and borrowings and perpetual securities
issued by certain subsidiaries. As at 30 September 2018, the total amount of utilised borrowing facilities
was $9,272,218,000 (2017: $7,663,803,000).
As at 30 September 2018, the Company has provided bankers’ guarantees of $20,408,000 (2017: $39,920,000)
to unrelated parties in respect of performance contracts on behalf of certain subsidiaries and joint ventures.
No liability is expected to arise.
Certain subsidiaries of the Group have provided bankers’ guarantees of A$69,125,000 (2017: A$63,651,000)
to unrelated parties in Australia in respect of performance contracts and A$52,883,000 (2017: A$62,238,000)
of insurance bonds representing undertakings given to unrelated parties by insurance companies on behalf
of the subsidiaries. No liability is expected to arise.
A wholly-owned subsidiary of the Group has provided RMB 149,745,000 (2017: RMB 29,980,000) of
corporate guarantees to banks in China in connection with loans provided by the banks to the subsidiary’s
property buyers, covering the period from loan contract date to the property delivery date.
(v)
Certain subsidiaries of the Group have provided bankers’ guarantees of THB 50,000,000 (2017: THB
54,000,000) to unrelated parties in respect of performance contracts. No liability is expected to arise.
37.
ACQUISITIONS OF SUBSIDIARIES
The Group acquires subsidiaries that own real estate. At the time of acquisition, the Group considers whether
each acquisition represents the acquisition of a business or the acquisition of an asset. The Group accounts for an
acquisition as a business combination where an integrated set of activities is acquired in addition to the property,
and together, they are capable of being managed to provide returns to the Group. When the acquisition of a
subsidiary does not represent a business, it is accounted for as an acquisition of a group of assets and liabilities.
(a)
Business Combinations
The following acquisitions of the Group have been accounted for as business combinations:
(i)
On 5 July 2017, Frasers Property Investments (Holland) B.V. (“FPI (Holland)”), a wholly-owned
subsidiary of the Group, completed the acquisition of approximately 86.56% of the ordinary shares
in the share capital of Geneba, a company incorporated in the Netherlands, for a consideration of
S$499,334,000 (approximately EUR 314,759,000) (the “Geneba Acquisition”).
Following the completion of the Geneba Acquisition, FPI (Holland) launched a one-time all-cash offer
for all the remaining issued and outstanding depository receipts of Geneba (the “Offer”), at a price
of EUR 3.74 per depository receipt, the same price paid by FPI (Holland) for the Geneba Acquisition.
As at 30 September 2017, together with on-market purchases, the Group acquired 99.5%
shareholdings in Geneba, was entitled to mandatorily purchase the remaining 0.5% and accrued for
the cost of the remaining 0.5% and consolidated Geneba as a wholly-owned subsidiary.
On 2 July 2018, pursuant to the mandatory buy-out procedure undertaken by FPI (Holland), FPI
(Holland) received the remaining ordinary shares in the issued share capital of Geneba, increasing
the Group’s shareholding interest in Geneba from 99.5% to 100%.
Annual Report 2018 | 293
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 37.
ACQUISITIONS OF SUBSIDIARIES (CONT’D)
(a)
Business Combinations (cont’d)
The Group engaged an independent firm to perform Purchase Price Allocation (“PPA”) for Geneba.
Based on the PPA, the goodwill was provisionally determined at S$56,761,000 (approximately EUR
35,385,000) as at 30 September 2017. The PPA was finalised during the current financial year. The
effects of the finalisation of the PPA are not material and are set out as follows:
Provisional
fair value
previously
recognised
$’000
984,526
56,761
(16,098)
(88,530)
Currency
re-alignment
$’000
Adjustments
$’000
As finalised
$’000
(10,863)
(627)
178
976
3,518
10,917
(12,481)
(1,954)
977,181
67,051
(28,401)
(89,508)
Investment properties
Goodwill
Deferred tax liabilities
Non-controlling interests
(ii)
Following the Group’s additional acquisition of ordinary shares in TICON, the Group’s effective
shareholding in TICON increased from 40.95% to 53.74%, and with effect from 2 April 2018, TICON
was consolidated as a subsidiary.
On 4 April 2018, Frasers Assets launched a tender offer for the shares of TICON, at a price of THB
17.90 per share (the “Offer”). The Offer closed on 15 May 2018. Pursuant to the Offer, the Group’s
effective shareholding in TICON increased from 53.74% to 64.72%.
Goodwill arising from acquisition
The Group has engaged an independent firm to perform PPA for the acquisition of TICON. Based
on the PPA, part of the consideration paid for the net assets acquired has been identified and
provisionally allocated to investment properties, intangible assets, property, plant and equipment
and deferred tax assets. The fair values of identifiable net assets over the consideration paid,
amounting to S$20,239,000 (approximately THB 486,279,000), has been included in gain on
acquisitions of subsidiaries under “Exceptional Items” in the Group’s profit statement for the year
ended 30 September 2018.
Impact of the acquisition on the profit statement
From the acquisition date, TICON has contributed revenue of S$41,434,000 (approximately THB
995,553,000) and profit for the period of S$96,111,000 (approximately THB 2,309,305,000) to the
Group. If the business combination had taken place at the beginning of the financial year, TICON’s
contribution to the Group’s revenue and profit for the year would have been S$103,407,000
(approximately THB 2,484,612,000) and S$122,975,000 (approximately THB 2,954,788,000),
respectively.
Provisional accounting for the acquisition of TICON
The fair value of the net identifiable assets and liabilities as at acquisition date have been determined
on a provisional basis as the final results of the PPA have not been received by the date that the
financial statements was authorised for issue. Goodwill arising from this acquisition, the carrying
amounts of investment properties, intangible assets, property, plant and equipment and deferred
tax liabilities will be adjusted accordingly on a retrospective basis when the PPA is finalised.
294 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 37.
ACQUISITIONS OF SUBSIDIARIES (CONT’D)
(a)
Business Combinations (cont’d)
The fair value of the identifiable assets and liabilities of TICON as at the acquisition were:
Investment properties
Properties held for sale
Property, plant and equipment
Investment in joint ventures and associates
Deferred tax assets
Intangible assets
Trade and other receivables
Other assets
Cash and cash equivalents
Borrowings
Deferred tax liabilities
Trade and other payables
Total identifiable net assets at fair value
Less: Non–controlling interest at fair value
Less: Amount previously accounted for as an associate
Loss on disposal of an associate (Note 14(a))
Gain on acquisition of a subsidiary
Consideration paid in cash
Less: Cash and cash equivalents of subsidiary acquired
Cash inflow on acquisition, net of cash and cash equivalents acquired
Fair value
recognised on
acquisition
$’000
1,608,087
1,723
5,384
261,330
11,168
68,564
36,141
11
344,554
2,336,962
(757,140)
(107,641)
(42,957)
1,429,224
(664,223)
(587,961)
20,383
(20,239)
177,184
(344,554)
(167,370)
Annual Report 2018 | 295
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 37.
ACQUISITIONS OF SUBSIDIARIES (CONT’D)
(a)
Business Combinations (cont’d)
(iii)
On 6 July 2018, Frasers Property Advisory (Europe) B.V., a wholly-owned subsidiary of the Group,
completed the acquisition of the following entities (collectively, the “Alpha entities”), for a
consideration of S$45,291,000 (approximately EUR 28,550,000) (the “Alpha Acquisition”).
Subsidiaries
Principal Activity
Country of
incorporation
Percentage
of issued
share capital
acquired
Management services
Alpha Industrial GmbH & Co. KG.
Alpha Industrial Management GmbH Management services
Germany
Germany
100.0
100.0
Goodwill arising from Alpha Acquisition
The Group has engaged an independent firm to perform the PPA for the Alpha Acquisition. Based on
the provisional PPA, the residual excess of consideration paid over the fair values of identifiable net
assets have been recorded as goodwill amounting to S$43,604,000 (approximately EUR 27,486,000).
Impact of the acquisition on the profit statement
From the acquisition date, the Alpha entities have contributed revenue of S$1,132,000 (approximately
EUR 708,000) and profit for the period of S$329,000 (approximately EUR 206,000) to the Group. If
the business combination had taken place at the beginning of the financial year, contribution of
the Alpha entities to the Group’s revenue and profit for the year would have been S$7,960,000
(approximately EUR 4,979,000) and S$3,902,000 (approximately EUR 2,441,000), respectively.
Provisional accounting for Alpha Acquisition
The PPA as at acquisition date has been determined on a provisional basis as the final results of
the PPA have not been received by the date that the financial statements was authorised for issue.
Goodwill arising from this acquisition will be adjusted accordingly on a retrospective basis when the
PPA is finalised.
The fair value of the identifiable assets and liabilities of the Alpha entities as at the acquisition were:
Intangible assets
Trade and other receivables
Cash and cash equivalents
Trade and other payables
Total identifiable net assets at fair value
Goodwill arising from acquisition (Note 16)
Consideration paid in cash
Less: Cash and cash equivalents of subsidiaries acquired
Cash outflow on acquisition, net of cash and cash equivalents acquired
Fair value
recognised on
acquisition
$’000
171
1,259
1,681
3,111
(1,424)
1,687
43,604
45,291
(1,681)
43,610
296 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 37.
ACQUISITIONS OF SUBSIDIARIES (CONT’D)
(b)
Acquisitions of groups of assets and liabilities
The list of significant acquisition of subsidiaries accounted for as an acquisition of a group of assets and
liabilities is as follows:
Name of subsidiary
Logipark Moosthenning GmbH
H.Jäger Ges. für Projektentwicklung von Immobilien mbH
Simblafis GmbH
Winnersh Investments S.à.r.l.
Winnersh Midco S.à.r.l.
Winnersh Holdings S.à.r.l.
Aviemore Chineham Park Unit Trust
Watchmoor S.à.r.l.
Aviemore Hillington Park Unit Trust
Logistikpark Freiberg GmbH
HEREF Farnborough Limited
LocMeppel B.V.
BV Maschinen GmbH
Al Gewerbepark Tamm GmbH
Rheindeich S.à.r.l.
Al Gewerbepark Ratingen GmbH
Al Gewerbepark Obertshausen GmbH
Gewerbepark Bergheim GmbH
Al Gewerbepark Hanau GmbH
Objektgesellschaft An der Trift GmbH
Al Gewerbepark Simmering GmbH
Al Gewerbepark Magstadt GmbH
Date acquired
9 October 2017
9 October 2017
9 October 2017
8 November 2017
8 November 2017
8 November 2017
8 November 2017
8 November 2017
8 November 2017
29 November 2017
29 January 2018
24 May 2018
6 July 2018
6 July 2018
6 July 2018
6 July 2018
6 July 2018
6 July 2018
6 July 2018
6 July 2018
6 July 2018
6 July 2018
The cash flows and net assets of subsidiaries acquired are as follows:
Investment properties
Trade and other receivables
Cash and cash equivalents
Loans and borrowings
Trade and other payables
Total identifiable net assets at fair value
Less: Non-controlling interest at fair value
Goodwill on acquisition of subsidiaries
Consideration paid in cash
Less: Cash and cash equivalents of subsidiaries acquired
Cash outflow on acquisition, net of cash and cash equivalents acquired
Percentage
of interest
acquired
94.8
94.8
100.0
100.0
100.0
100.0
100.0
100.0
100.0
94.8
100.0
100.0
100.0
94.0
94.0
94.0
94.0
94.0
94.0
94.0
94.0
94.0
Fair value
recognised on
acquisition
$’000
2,103,331
11,714
27,392
2,142,437
(1,044,261)
(42,189)
1,055,987
(13,220)
2,292
1,045,059
(27,392)
1,017,667
Annual Report 2018 | 297
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 37.
ACQUISITIONS OF SUBSIDIARIES (CONT’D)
(c)
Acquisitions of Additional Interest in Subsidiaries
(i)
On 2 October 2017, the Company acquired 25% of the issued and paid-up capital of Frasers (UK)
Pte. Ltd. (“Frasers (UK)”), a company incorporated in Singapore, from SQ International Pte. Ltd.
Following the completion of the acquisition, Frasers (UK) became a wholly-owned subsidiary of
the Company.
Subsidiaries
Frasers (UK)
Additional
interests
Carrying
Value of NCI
Acquired
$’000
Consideration
Paid
$’000
Difference
$’000
25%
37,517
19,718
17,799
The difference between the consideration paid and the carrying value of the subsidiary acquired is
recognised in retained earnings.
(ii)
On 26 September 2018, the Group, through its wholly-owned subsidiary, Frasers (Australia) Pte.
Ltd., acquired 25% of the issued and paid-up share capital of Frasers Mandurah Pty Limited (“Frasers
Mandurah”), a company incorporated in Australia, from Redgold Investment Holdings Pte. Ltd.
Following the completion of the acquisition, Frasers Mandurah became a wholly-owned subsidiary
of the Group.
Subsidiaries
Additional
interests
Carrying
Value of NCI
Acquired
$’000
Consideration
Paid
$
Difference
$’000
Frasers Mandurah
25%
9,719
1
9,719
The difference between the consideration paid around the carrying value of the subsidiary acquired
is recognised in retained earnings.
38.
FULL CONVERGENCE WITH SINGAPORE FINANCIAL REPORTING STANDARDS (INTERNATIONAL) (SFRS(I)) AND
ADOPTION OF NEW STANDARDS
38.1 Applicable to 2019 Financial Statements
In December 2017, the Accounting Standards Council (ASC) issued the Singapore Financial Reporting Standards
(International) (SFRS(I)). SFRS(I) comprises standards and interpretations that are equivalent to International
Financial Reporting Standards (IFRS) as issued by International Accounting Standards Board (IASB) that are
applicable for annual periods beginning on 1 January 2018. Singapore-incorporated companies that have issued,
or are in the process of issuing, equity or debt instruments for trading in a public market in Singapore, will apply
SFRS(I) with effect from annual periods beginning on or after 1 January 2018.
The Group’s financial statements for the financial year ending 30 September 2019 will be prepared in accordance
with the SFRS(I). As a result, this will be the last set of financial statements prepared under the current FRS.
In adopting the new framework, the Group will be required to apply the specific transition requirements in SFRS(I)
1 First-time Adoption of Singapore Financial Reporting Standards (International).
298 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 38.
FULL CONVERGENCE WITH SINGAPORE FINANCIAL REPORTING STANDARDS (INTERNATIONAL) (SFRS(I)) AND
ADOPTION OF NEW STANDARDS (CONT’D)
38.1 Applicable to 2019 Financial Statements (cont’d)
In addition to the adoption of the new framework, the following new SFRS(I)s, amendments to and interpretations
of SFRS(I) are effective from the same date.
•
•
•
•
•
•
•
•
SFRS(I) 15 Revenue from Contracts with Customers and Amendments to SFRS(I) 15 Clarifications to SFRS(I) 15;
SFRS(I) 9 Financial Instruments;
Classification and Measurement of Share-based Payment Transactions (Amendments to SFRS(I) 2);
Transfers of Investment Property (Amendments to SFRS(I) 1-40);
Deletion of short-term exemptions for first-time adopters (Amendments to SFRS(I) 1);
Measuring an Associate or Joint Venture at Fair Value (Amendments to SFRS(I) 1-28);
Applying SFRS(I) 9 Financial Instruments with SFRS(I) 4 Insurance Contracts (Amendments to SFRS(I) 4); and
SFRS(I) 22 Foreign Currency Transactions and Advance Consideration.
The Group does not expect the application of the above standards and interpretations to have a significant impact
on the financial statements, except for SFRS(I) 15 and SFRS(I) 9.
(a)
SFRS(I) 1
When the Group adopts SFRS(I) in the financial year ending 30 September 2019, the Group will apply
SFRS(I) 1 with 1 October 2017 as the date of transition for the Group and the Company. SFRS(I) 1 generally
requires that the Group applies SFRS(I) on a retrospective basis, as if such accounting policy had always
been applied. If there are changes to accounting policies arising from new or amended standards effective
in 2019, restatement of comparatives may be required because SFRS(I) 1 requires both the opening balance
sheet and comparative information to be prepared using the most current accounting policies. SFRS(I) 1
provides mandatory exceptions and optional exemptions from retrospective application, but these are often
different from those specific transition provisions in individual FRSs applied to the FRS financial statements.
The Group does not expect the application of the mandatory exceptions and the optional exemptions in
SFRS(I) 1 to have any significant impact on the financial statements, except as described below.
(i)
Business Combination
The Group plans to elect the optional exemption in SFRS(I) 1 to not restate any business combinations
prior to the date of transition.
(ii)
Foreign Currency Translation Reserve (“FCTR”)
The Group plans to elect the optional exemption in SFRS(I) 1 to reset its cumulative FCTR for all
foreign operations to Nil at the date of transition, and reclassify the cumulative deficit in FCTR of
$394,293,000 as at 1 October 2017 determined in accordance with FRS at that date to retained
earnings. After the date of transition, any gain or loss on disposal of any foreign operations will
exclude translation differences that arose before the date of transition.
(iii)
Borrowing Cost
The Group plans to elect the optional exemption in SFRS(I) 1 to not restate the borrowing cost
components that were capitalised under previous Generally Accepted Accounting Principles (GAAP)
and that were included in the carrying amount of the assets at that date.
Annual Report 2018 | 299
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018
38.
FULL CONVERGENCE WITH SINGAPORE FINANCIAL REPORTING STANDARDS (INTERNATIONAL) (SFRS(I)) AND
ADOPTION OF NEW STANDARDS (CONT’D)
38.1 Applicable to 2019 Financial Statements (cont’d)
(b)
SFRS(I) 15
SFRS(I) 15 establishes a comprehensive framework for determining whether, how much and when revenue
is recognised. It also introduces new cost guidance which requires certain costs of obtaining and fulfilling
contracts to be recognised as separate assets when specified criteria are met.
The Group plans to adopt SFRS(I) 15 in its financial statements for the year ending 30 September 2019,
using the retrospective approach. As a result, the Group will apply all of the requirements of SFRS(I) 15
retrospectively, except as described below, and the comparative period presented in the FY18 financial
statements will be restated.
The Group plans to use the following practical expedients:
–
–
Practical expedient for comparative disclosure of transaction prices allocated to remaining
performance obligations: the Group will not be disclosing the amount of transaction prices allocated
to any remaining performance obligations or an explanation of when it expects to recognise the
amount as revenue.
Practical expedient for completed contracts: the Group will not restate completed contracts that
began and ended in the same comparative reporting period as well as completed contracts at the
beginning of the earliest period presented.
(i)
Success-based Sales Commissions
The Group pays sales commissions to property sales agents for securing property sales
contracts for the Group on a success basis. The Group currently recognises sales commissions
as an expense when incurred, but would capitalise such incremental costs as a contract cost
asset under SFRS(I) 15 as they are recoverable. These costs are amortised to profit or loss as
the Group recognises the related revenue.
(ii)
Amortisation of Contract Costs
The Group currently recognises cost of sales on the sold units in certain of its development
projects by applying the percentage of completion method on the relevant projects’ total
construction costs. On adoption of SFRS(I) 15, the Group will recognise construction costs in
profit or loss when incurred to the extent of units sold in a development.
(iii)
Significant Financing Components arising from Payments from Customers
The Group receives payments from customers for the sale of residential projects. Under certain
payment schemes, the time when payments are made by the buyer and the transfer of control
of the property to the buyer do not coincide and the difference between the timing of receipt
of the payments and the transfer of goods and services is 12 months or more. Accordingly,
there may exist a significant financing component arising from payments from buyers. A
finance income or finance expenses will be recognised depending on the arrangement.
This standard will be applied retrospectively and prior periods in the Group’s FY2019 financial
statements will be restated. While the Group is continuing to evaluate the application of this
standard, based on FY18 financial information, the estimated effect of the application of
SFRS(I) 15 is an increase in revenue of $7.8 million, an increase in cost of sales of $31.0 million,
an increase in share of results of joint ventures of $2.3 million and, an increase in taxation of
$6.5 million.
300 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 38.
FULL CONVERGENCE WITH SINGAPORE FINANCIAL REPORTING STANDARDS (INTERNATIONAL) (SFRS(I)) AND
ADOPTION OF NEW STANDARDS (CONT’D)
38.1 Applicable to 2019 Financial Statements (cont’d)
(c)
SFRS(I) 9
SFRS(I) 9 contains new requirements for classification and measurement of financial instruments, a new
expected credit loss model for calculating impairment of financial assets, and new general hedge accounting
requirements.
Changes in accounting policies resulting from the adoption of SFRS(I) 9 will generally be applied by the
Group retrospectively, except as described below.
–
–
–
The Group plans to take advantage of the exemption in SFRS(I) 1 allowing it not to restate comparative
information in the FY2019 SFRS(I) financial statements. Differences in the carrying amount of financial
assets and financial liabilities resulting from the adoption of SFRS(I) 9 are recognised in accumulated
profits and reserves as at 1 October 2018.
The following assessments have to be made on the basis of facts and circumstances that existed at 1
October 2018:
•
•
•
•
The determination of the business model within which a financial asset is held.
The determination of whether the contractual terms of a financial asset give rise to cash flows
that are solely payments of principal and interest on the principal amount outstanding.
The designation of an investment in equity instruments that is not held for trading as being
financial asset at fair value through other comprehensive income (FVOCI).
The designation and revocation of previous designations of certain financial assets and
financial liabilities measured at fair value through profit or loss (FVTPL).
New hedge accounting requirements are applied prospectively. All hedging relationships designated
under FRS 39 Financial Instruments: Recognition and Measurement at 30 September 2018 that meet
the criteria for hedge accounting under SFRS(I) 9 at 1 October 2018 will be regarded as continuing
hedging relationships.
The expected impact on the adoption of SFRS(I) 9 is described below. The information below reflects
the Group’s expectation of the implications arising from changes in the accounting treatment.
(i)
Classification and Measurement: Financial Assets
The Group currently has equity investments with a carrying value of $8,475,000. On adoption
of SFRS(I) 9, the equity investments are expected to be reclassified as financial assets
subsequently measured at FVOCI.
(ii)
Impairment
SFRS(I) 9 requires the Group to record expected credit losses on all of its loans and receivables,
either on a 12-month or lifetime basis. The Group expects to apply the simplified approach
and record lifetime expected losses on all loans and receivables.
The Group does not expect the impairment calculated using the expected credit loss model to
have a significant impact on the financial statements.
Annual Report 2018 | 301
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 38.
FULL CONVERGENCE WITH SINGAPORE FINANCIAL REPORTING STANDARDS (INTERNATIONAL) (SFRS(I)) AND
ADOPTION OF NEW STANDARDS (CONT’D)
38.2 Applicable to Financial Statements for the Year 2020 and Thereafter
The following new SFRS(I)s, amendments to and interpretations of SFRS(I)s are effective for annual periods
beginning after 1 October 2018:
Applicable to 2020 Financial Statements
•
•
•
•
SFRS(I) 16 Leases
SFRS(I) INT23 Uncertainty over Income Tax Treatments
Long-term Interests in Associates and Joint ventures (Amendments to SFRS(I) 1-28)
Prepayment Features with Negative Compensation (Amendments to SFRS(I) 9)
Mandatory Effective Date Deferred
•
Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (Amendments to
SFRS(I) 10 and SFRS(I) 1-28)
The Group is still in the process of assessing the impact of the new standards, amendments to and interpretations
of SFRS(I)s on the financial statements. The Group’s preliminary assessment of SFRS(I) 16, which is expected to
have a more significant impact on the Group is as described below.
SFRS(I) 16
SFRS(I) 16 replaces existing lease accounting guidance. SFRS(I) 16 is effective for annual periods beginning on or
after 1 January 2019, with early adoption permitted if SFRS(I) 15 is also applied. SFRS(I) 16 eliminates the lessee’s
classification of leases as either operating leases or finance leases and introduces a single lessee accounting
model. Applying the new model, a lessee is required to recognise right-of-use (ROU) assets and lease liabilities for
all leases with a term of more than 12 months, unless the underlying asset is of low value.
The Group plans to adopt the standard from the financial year beginning on 1 October 2019 and expects to apply
the standard using the modified retrospective approach.
The Group is likely to elect the practical expedient not to reassess whether a contract contains a lease at the date
of initial application of 1 October 2019. Accordingly, existing lease contracts that are still effective on 1 October
2019 continue to be accounted for as lease contracts under SFRS(I) 16.
The approximate financial impact of the standard is still unknown due to factors that impact calculation of lease
liabilities such as discount rate, expected term of leases, including renewal options and exemptions for short-term
leases. The Group will continue to assess its portfolio of leases to calculate the impending impact of transition to
the new standard.
(i)
The Group as Lessee
The Group expects its existing operating lease arrangements to be recognised as ROU assets with
corresponding lease liabilities under SFRS(I) 16. Such operating lease commitments amount to approximately
$1,252,659,000 as at 30 September 2018 on an undiscounted basis. Under the new standard, remaining
lease payments of the operating leases will be recognised at their present value discounted using an
appropriate discount rate. In addition, the nature of expenses related to those leases will now change as
SFRS(I) 16 replaces the straight-line operating lease expense with depreciation charge of the ROU assets
and interest expense on the lease liabilities.
302 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 38.
FULL CONVERGENCE WITH SINGAPORE FINANCIAL REPORTING STANDARDS (INTERNATIONAL) (SFRS(I)) AND
ADOPTION OF NEW STANDARDS (CONT’D)
38.2 Applicable to Financial Statements for the Year 2020 and Thereafter (cont’d)
SFRS(I) 16 (cont’d)
(ii)
The Group as Lessor
SFRS(I) 16 substantially carries forward the current existing lessor accounting requirements. Accordingly,
the Group continues to classify its leases as operating leases or finance leases, and to account for these
two types of leases using the existing operating lease and finance lease accounting models respectively.
However, SFRS(I) 16 requires more extensive disclosures to be provided by a lessor.
39.
SUBSEQUENT EVENTS
1.
2.
On 19 February 2018, FPL announced the entry into by its wholly-owned subsidiaries of sale and purchase
agreements (the “Sale and Purchase Agreements”) to acquire (a) interests in 22 logistics and light industrial
properties/assets (the “Portfolio Acquisition”) located in Germany and Austria (the “Properties”), (b)
two German management companies located in Cologne, Germany, and (c) a Luxembourg company, BV
Maschinen GmbH, which holds the fixtures relating to some of the Properties ((b) and (c) collectively, the
“Business Acquisition”). The aggregate consideration payable under the Sale and Purchase Agreements is
approximately EUR285.2 million (approximately S$467.7 million1).
Subsequent to the completion of the Business Acquisition and part of the Portfolio Acquisition as announced
on 6 July 2018 and 27 September 2018, FPL further announced the completion of the acquisition of
interests in six logistics properties in Austria and Germany, which form part of the Portfolio Acquisition, on
17 October 2018 and 2 November 2018, respectively.
On 31 October 2018, the Company has, through its indirect wholly-owned subsidiary, Frasers Property
Investments (Europe) B.V., entered into a share purchase agreement with FLT Europe B.V., an indirect
wholly-owned subsidiary of Perpetual (Asia) Limited, in its capacity as the trustee of FLT, and completed
the sale of its entire shareholding interest in FPE Investments RE 20 B.V. (the “Target Company”) for a
consideration of EUR24.8 million (approximately S$39.0 million2). The Target Company is incorporated
under the laws of the Netherlands and owns the property at Mandeveld 12 in Meppel, the Netherlands.
1
2
Based on an exchange rate of EUR1 : S$1.6400.
Based on an exchange rate of EUR1 : S$1.5725.
Annual Report 2018 | 303
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 40.
SIGNIFICANT SUBSIDIARIES, JOINT ARRANGEMENTS AND ASSOCIATES
Principal Activities
Effective
Interest
2018
%
2017
%
Subsidiaries of the Company
Country of Incorporation and Place of Business: Singapore
(a)
Frasers Commercial Asset Management Ltd
(formerly known as Frasers Centrepoint
Asset Management (Commercial) Ltd)
Asset management,
fund and property
management and related
advisory services
100.0
100.0
(a)
Frasers Property Industrial Trust Holdings
Investment holding
100.0
100.0
Pte. Ltd.
(formerly known as FCL Investments
(Industrial) Pte. Ltd.)
(a)
Frasers Property Treasury Pte. Ltd.
Financial services
100.0
100.0
(formerly known as FCL Treasury Pte. Ltd.)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
FCL (China) Pte. Ltd.
Investment holding
100.0
100.0
FCL Amber Pte. Ltd.
Investment holding
100.0
100.0
FCL Aquamarine Pte. Ltd.
Investment holding
100.0
100.0
FCL Assets Pte. Ltd.
Investment holding
100.0
100.0
FCL Emerald (1) Pte. Ltd.
Investment holding
100.0
100.0
FCL Emerald (2) Pte. Ltd.
Investment holding
100.0
100.0
FCL Imperial Pte. Ltd.
Investment holding
100.0
100.0
FCL Tampines Court Pte. Ltd.
Investment holding
100.0
100.0
FCL Topaz Pte. Ltd.
Investment holding
100.0
100.0
Fraser Suites Jakarta Pte. Ltd.
Investment holding
100.0
100.0
Frasers (Australia) Pte. Ltd.
Investment holding
100.0
100.0
Frasers (NZ) Pte. Ltd.
Investment holding
75.0
75.0
Frasers (Thailand) Pte. Ltd.
Investment holding
100.0
100.0
Frasers (UK) Pte. Ltd.
Investment holding
100.0
75.0
Frasers Amethyst Pte. Ltd.
Investment holding
100.0
100.0
Frasers Hospitality Asset
Management Pte. Ltd.
Investment holding
100.0
100.0
304 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 40.
SIGNIFICANT SUBSIDIARIES, JOINT ARRANGEMENTS AND ASSOCIATES (CONT’D)
Principal Activities
Effective
Interest
2018
%
2017
%
Subsidiaries of the Company (cont’d)
Country of Incorporation and Place of Business: Singapore (cont’d)
(a)
Frasers Hospitality Changi
Investments Pte. Ltd.
Investment holding
100.0
100.0
(a)
Frasers Hospitality Dalian
Investment holding
100.0
100.0
Holding Pte. Ltd.
(a)
Frasers Hospitality Holdings (Europe)
Investment holding
100.0
100.0
Pte. Ltd.
(formerly known as Frasers
Hospitality Holdings Pte. Ltd.)
(a)
Frasers Hospitality Holdings Pte. Ltd.
Investment holding
100.0
100.0
(formerly known as FCL (Fraser) Pte. Ltd.)
(a)
Frasers Hospitality Investment
Holding (Philippines) Pte. Ltd.
Investment holding
100.0
100.0
(a)
Frasers Hospitality Investments
Investment holding
100.0
100.0
China Square Pte. Ltd.
(a)
Frasers Hospitality Investments
Investment holding
100.0
100.0
Melbourne Pte. Ltd.
(a)
(a)
(a)
Frasers Hospitality ML Pte. Ltd.
Investment holding
100.0
100.0
Frasers Land Pte. Ltd.
Investment holding
100.0
100.0
Frasers Property (Singapore) Pte. Ltd.
Investment holding
100.0
100.0
(formerly known as Frasers
Singapore Holdings Pte. Ltd.)
(a)
Frasers Property Commercial Trust
Investment holding
100.0
100.0
Holdings Pte. Ltd.
(formerly known as FCL Trust Holdings
(Commercial) Pte. Ltd.)
(a)
Frasers Property Development (China)
Investment holding
100.0
100.0
Pte. Ltd.
(formerly known as FCL China
Development Pte. Ltd.)
(a)
Frasers Property Holdings (Malaysia)
Investment holding
100.0
100.0
Pte. Ltd.
(formerly known as FCL Centrepoint
Pte. Ltd.)
Annual Report 2018 | 305
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 40.
SIGNIFICANT SUBSIDIARIES, JOINT ARRANGEMENTS AND ASSOCIATES (CONT’D)
Principal Activities
Effective
Interest
2018
%
2017
%
Subsidiaries of the Company (cont’d)
Country of Incorporation and Place of Business: Singapore (cont’d)
(a),(b) Frasers Property Holdings
Investment holding
100.0
–
(Vietnam) Pte. Ltd.
(a)
Frasers Property Hospitality Trust
Investment holding
100.0
100.0
Holdings Pte. Ltd.
(formerly known as FCL Investments
Pte. Ltd.)
(a)
(a)
Frasers Property International Pte. Ltd.
Investment holding
100.0
100.0
Frasers Property Retail Asset Management
Investment holding
100.0
100.0
(Malaysia) Pte. Ltd.
(formerly known as Frasers Centrepoint
Asset Management (Malaysia) Pte. Ltd.)
(a)
Frasers Property Retail Trust Holdings
Investment holding
100.0
100.0
Pte. Ltd.
(formerly known as FCL Trust Holdings
Pte. Ltd.)
(a),(b) Frasers Property Ventures I Pte. Ltd.
Investment holding
(a),(b) Frasers Property Ventures II Pte. Ltd.
Investment holding
100.0
100.0
–
–
(a)
(a)
(a)
(a)
MLP Co Pte. Ltd.
Investment holding
100.0
100.0
Opal Star Pte. Ltd.
Investment holding
100.0
100.0
SAJV Co Pte. Ltd.
Investment holding
100.0
100.0
Frasers Hospitality Pte. Ltd.
Investment holding and
management services
100.0
100.0
(a)
Frasers Logistics & Industrial Asset
Management Pte. Ltd.
Management and
consultancy services
100.0
100.0
(a)
(a)
Frasers Centrepoint Asset Management Ltd.
Management services
100.0
100.0
Frasers Hospitality International Pte. Ltd.
(formerly known as Frasers Hospitality
Group Pte. Ltd.)
Management services
100.0
100.0
(a)
Frasers Property Corporate Services
Management services
100.0
100.0
Pte. Ltd.
(formerly known as FCL Management
Services Pte. Ltd.)
306 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 40.
SIGNIFICANT SUBSIDIARIES, JOINT ARRANGEMENTS AND ASSOCIATES (CONT’D)
Principal Activities
Effective
Interest
2018
%
2017
%
Subsidiaries of the Company (cont’d)
Country of Incorporation and Place of Business: Singapore (cont’d)
(a)
(a)
Frasers Property Alexandra Point Pte. Ltd.
(formerly known as FCL Alexandra Point
Pte. Ltd.)
Frasers Property Centrepoint Pte. Ltd.
(formerly known as FCL Property
Investments Pte. Ltd.)
Property investment
100.0
100.0
Property investment
100.0
100.0
(a)
Frasers Property Cuppage Pte. Ltd.
Property investment
100.0
100.0
(formerly known as FCL Crystal Pte. Ltd.)
(a)
(a)
Riverside Property Pte. Ltd.
Property investment
100.0
100.0
Frasers Property Aquamarine Trustee
Provision of management
100.0
100.0
Pte. Ltd.
(formerly known as FC Commercial
Trustee Pte. Ltd.)
services relating to
property leasing and
property management
(a)
Frasers Property Management Services
Provision of management
100.0
100.0
Pte. Ltd.
(formerly known as Frasers Centrepoint
Property Management Services Pte. Ltd.)
services relating to
property management
(a)
Frasers Property North Gem Trustee
Provision of management
100.0
100.0
Pte. Ltd. (formerly known as FC North
Gem Trustee Pte. Ltd.)
services relating to
property leasing and
property management
(a)
Frasers Hospitality China Square Trustee
Trustee-manager
100.0
100.0
Pte. Ltd.
Country of Incorporation and Place of Business: Hong Kong
(a)
Excellent Esteem Limited
Investment holding
100.0
100.0
Annual Report 2018 | 307
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 40.
SIGNIFICANT SUBSIDIARIES, JOINT ARRANGEMENTS AND ASSOCIATES (CONT’D)
Principal Activities
Subsidiaries of the Group
Country of Incorporation and Place of Business: Singapore
(a)
(a)
(a)
(a)
Frasers Centrepoint Trust
Real estate investment trust
Frasers Commercial Trust
Real estate investment trust
Frasers Hospitality Trust
Stapled trust
Frasers Logistics & Industrial Trust
Real estate investment trust
Associates of the Group
Country of Incorporation and Place of Business: British Virgin Islands
Effective
Interest
2018
%
2017
%
41.9
25.2
23.6
20.7
41.7
26.8
22.6
19.9
(b)
Supreme Asia Investments Limited
Investment holding
43.3
43.3
Country of Incorporation and Place of Business: China
(c)
Shanghai Zhong Jun Property Real Estate
Property development
45.2
45.2
Development Co., Ltd.
Country of Incorporation and Place of Business: Thailand
(a)
Golden Land Property Development Public
Investment holding
39.9
39.9
Company Limited
(a)
TICON Freehold and Leasehold Real Estate
Investing in properties and/
23.4
–
Investment Trust
or leasehold rights in
properties
Joint Arrangements of the Group
The joint ventures and joint operations are individually immaterial to the Group.
(a) Audited by KPMG in the respective countries.
(b) Not required to be audited under laws of the country of incorporation.
(c) Audited by other firms.
308 | Frasers Property Limited
Notes to theFinancial Statements FOR THE YEAR ENDED 30 SEPTEMBER 2018 Book Value
$’000
278,000
416,000
561,000
354,000
346,000
COMPLETED INVESTMENT PROPERTIES
Singapore
Alexandra Point
A 24-storey office building at 438 Alexandra Road.
Freehold, lettable area – 18,550 sqm
51 Cuppage Road
A 10-storey commercial building at 51 Cuppage Road.
Leasehold (lease expires year 2095), lettable area – 25,339 sqm
The Centrepoint
A 7-storey shopping-cum-residential complex with 2 basement floors at The
Centrepoint, 176 Orchard Road.
Freehold and leasehold (lease expires year 2078), lettable area – 32,899 sqm
Robertson Walk & Fraser
Place Robertson Walk
Valley Point
Frasers Tower
Northpoint City
South Wing
A 10-storey commercial-cum-serviced apartment complex with a 2-storey
basement carpark, a 2-storey retail podium and 164 serviced apartment
units at Robertson Walk Shopping Centre and Fraser Place Robertson Walk,
11 Unity Street.
Leasehold (lease expires year 2840)
Lettable area :
Retail – Robertson Walk
Serviced Apartments – Fraser Place Robertson Walk
8,881 sqm
17,694 sqm
26,575 sqm
A 20-storey commercial-cum-serviced apartment complex with a 5-storey
covered carpark, a 5-storey podium block and a 2-storey retail podium at
Valley Point Shopping Centre/Office Tower, 491/B River Valley Road.
Leasehold (lease expires year 2876)
Lettable area :
Retail – Valley Point Shopping Centre
Office – Valley Point Office Tower
4,025 sqm
17,024 sqm
21,049 sqm
A 38-storey office development with a 3-storey basement carpark, a
3-storey podium and a roof garden at 182 Cecil Street.
Leasehold (lease expires year 2112), lettable area – 63,720 sqm
1,730,000
A 4-storey retail mall with a 2-storey basement carpark in a mixed
commercial and residential development integrated with bus interchange
and community club at 930 Yishun Avenue 2.
Leasehold (lease expires year 2114), lettable area – 26,961 sqm
1,122,000
Capri by Fraser, Changi City 313 units of hotel residences at Changi Business Park Central 1.
Leasehold (lease expires year 2069), lettable area –10,583 sqm
Centrepoint Apartment
An apartment unit at The Centrepoint, 176A Orchard Road.
Leasehold (lease expires year 2078), lettable area – 81 sqm
Australia
Fraser Place Melbourne
112 serviced apartment units in 2 blocks of high rise buildings at 19
Exploration Lane, Melbourne, Victoria.
Freehold, lettable area – 3,516 sqm
Capri by Fraser, Brisbane
239 units of hotel residences at 80 Albert St, Brisbane, Queensland.
Freehold, lettable area – 9,468 sqm
209,000
1,600
30,622
85,939
Annual Report 2018 | 309
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018
COMPLETED INVESTMENT PROPERTIES (CONT’D)
Australia (cont’d)
Frasers Property Australia
Group’s Completed
Investment Properties
A car park comprising 267 public car parking spaces at Freshwater Place,
Public Car Park, Southbank, Victoria.
Freehold, lettable area – 11,822 sqm
A property comprising a warehouse and a single-storey office at 64 West
Park Drive, West Park, Derrimut, Victoria.
Freehold, lettable area – 20,337 sqm
A property comprising a warehouse and distribution facility at 44 Cambridge
Street, Rocklea, Queensland.
Freehold, lettable area – 10,892 sqm
A property comprising common facilities including a café, childcare centre,
car wash, gym, pool and common parking areas at Rhodes Corporate Park,
1E Homebush Bay Drive, Rhodes, New South Wales.
Freehold, lettable area – 1,343 sqm
A property comprising office accommodation at 1F Homebush Bay Drive,
Rhodes Corporate Park, Rhodes, New South Wales.
Freehold, lettable area – 17,644 sqm
An 8-storey office building at 20 Lee Street, Henry Deane Building, Railway
Square, Sydney, New South Wales.
Leasehold, lettable area – 9,112 sqm
A property comprising a warehouse and a 2-storey office component at 227
Walters Road, Arndell Park, New South Wales.
Freehold, lettable area – 17,733 sqm
A 8-storey building with a terrace area on level 7 at 26-30 Lee Street,
Gateway Building, Sydney, New South Wales.
Leasehold, lettable area – 12,602 sqm
A property comprising an industrial facility with full vehicular access and a
single-level office at 10 Reconciliation Rise, Dremulwuy, New South Wales.
Freehold, lettable area – 25,705 sqm
A 6-level office accommodation and a café at 1B Homebush Bay Drive,
Rhodes Corporate Park, Rhodes, New South Wales.
Freehold, lettable area – 12,799 sqm
A commercial office building with a 5-level office accommodation at 1D
Homebush Bay Drive, Rhodes Corporate Park, Rhodes, New South Wales.
Freehold, lettable area – 17,238 sqm
An office tower with retail, food and amenity at Freshwater Place Office
Tower, 2 Southbank Boulevard, Southbank, Victoria.
Freehold, lettable area – 54,903 sqm
Book Value
$’000
15,262
21,732
15,212
13,187
115,573
103,719
31,116
149,652
46,772
69,146
130,390
287,203
310 | Frasers Property Limited
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 COMPLETED INVESTMENT PROPERTIES (CONT’D)
Book Value
$’000
Australia (cont’d)
Frasers Property Australia
Group’s Completed
Investment Properties
(cont’d)
A property comprising a 3-level office and warehouse at 2 Wonderland
Drive, Eastern Creek, New South Wales.
Freehold, lettable area – 29,047 sqm
A property comprising 2 warehouses at 57 Efficient Drive, Truganinga,
Victoria.
Freehold, lettable area – 22,840 sqm
A property comprising of 3 warehouses at 8 Hudson Court, Keysborough,
Victoria
Freehold, lettable area – 25,762 sqm
A property comprising of a warehouse at 18 Muir Street, Chullora,
New South Wales
Freehold, lettable area – 91,690 sqm
A property comprising of 2 warehouses at Lot 101 Wayne Goss Drive,
Berrinba, Queensland
Freehold, lettable area – 15,441 sqm
A shopping centre located in Coorparoo, Queensland
Lettable area – 6,802 sqm
44,747
22,226
34,326
50,378
22,472
45,834
Europe
Fraser Suites Kensington,
London
70 residential apartments at Fraser Suites Kensington, 75 Stanhope Gardens
London SW7 5RN, United Kingdom
Freehold, lettable area – 6,842 sqm
197,680
Capri by Fraser, Barcelona
97 serviced apartments at Sancho de Avila, 32-34 Barcelona, Spain.
Freehold, lettable area – 3,626 sqm
Capri by Fraser, Frankfurt
153 serviced apartments at 42 Europa-allee, 60327, Frankfurt am Maine,
Germany.
Freehold, lettable area – 5,688 sqm
Capri by Fraser, Berlin
143 serviced apartments at Scharrenstraße 22, 10178 Berlin, Germany
Freehold, lettable area – 4,103 sqm
Flat 3 at Queens Gate
Gardens
An apartment unit at 39A Queens Gate Gardens, London SW7 5RR, United
Kingdom.
Freehold, lettable area – 74 sqm
Winnersh Triangle
Chineham Park
A mixed-use park comprising office and industrial accomodation located in
Reading, the United Kingdom.
Freehold, lettable area – 135,778 sqm
A mixed-use park comprising office and industrial accomodation located in
Basingstoke, the United Kingdom.
Freehold, lettable area – 75,052 sqm
32,997
58,062
55,683
2,012
642,905
258,774
Annual Report 2018 | 311
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 COMPLETED INVESTMENT PROPERTIES (CONT’D)
Europe (cont’d)
Watchmoor Park
Hillington Park
An office park comprising office accommodation located in Camberly, the
United Kingdom.
Freehold, lettable area – 23,617 sqm
A mixed-use park comprising office and industrial accomodation located in
Glasgow, Scotland.
Freehold, lettable area – 208,127 sqm
Maxis Business Park
An office park comprising two 5-storey buildings located in Bracknell, the
United Kingdom.
Freehold, lettable area – 18,494 sqm
Book Value
$’000
77,882
238,567
120,262
Farnborough Business Park A mixed-use park located at Farnborough, Thames Valley, west of London,
312,370
the United Kingdom.
Freehold, lettable area – 51,446 sqm
Frasers Property Europe
Group’s Completed
Investment Properties
A leisure facility at Rotterdam-Benthemplein 10, Rotterdam, The Netherlands
Leasehold, lettable area – 7,586 sqm
A leisure facility at Rotterdam-Energieweg, Rotterdam, The Netherlands
Leasehold, lettable area – 3,100 sqm
A business park at Mülheim-Mellinghofer Strasse 55 (Technopark), Mülheim
an der Ruhr, Germany
Freehold, lettable area – 122,591 sqm
33,551
17,770
114,016
Solar panels at Gottmadingen-Industriepark 309, Gottmadingen, Germany
1,015
A cross-dock facility located in Bad Rappenau-Buchäckerring 18, Germany
Freehold, lettable area – 51,863 sqm
A cross-dock facility located in Mainz-Genfer Allee 6, Germany
Freehold, lettable area – 53,492 sqm
A cross-dock facility located in Ketzin an der Havel, Berlin, Germany
Freehold, lettable area – 57,250 sqm
A cross-dock facility located in Graben-Hermessrasse, Augsburg, Germany
Freehold, lettable area – 48,642 sqm
A logistics facility located at Werner von Siemens-strasse 44, Saarland,
Germany
Freehold, lettable area – 9,298 sqm
A logistics facility located at Thomas-Dachser-Strasse 3, Saarland, Germany
Freehold, lettable area – 21,765 sqm
A logistics facility located at Buhlfeldstraße 2-8, Baden-Württemberg,
Germany
Freehold, lettable area – 44,501 sqm
56,775
77,944
60,090
52,511
13,792
26,072
49,155
312 | Frasers Property Limited
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 COMPLETED INVESTMENT PROPERTIES (CONT’D)
Europe (cont’d)
Frasers Property Europe
Group’s Completed
Investment Properties
(cont’d)
A logistics facility located at Werner von Siemens-strass, Saarland,
Germany
Freehold, lettable area – 6,413 sqm
A logistics warehouse located in Meppel, The Netherlands
Freehold, lettable area – 31,600 sqm
A logistics facility located at Kirchheim-Oskar-von-Miller-Strasse 2, Germany
Freehold, lettable area – 30,165 sqm
A logistics facility located at Remscheid-Leverkuser Str. 65, Germany
Freehold, lettable area – 29,418 sqm
A logistics facility located at Ratingen-An den Dieken 92, Germany
Freehold, lettable area – 43,905 sqm
A logistics facility located at Dreieich-An der Trift 75, Germany
Freehold, lettable area – 19,937 sqm
A logistics facility located at Vienna-Schemmerlstrasse 72, Austria
Freehold, lettable area – 44,147 sqm
A logistics facility located at Bergheim-Walter-Gropius-Strasse 19, Germany
Freehold, lettable area – 19,405 sqm
A logistics facility located at Magstadt-Hutwiesenstrasse 13, Germany
Freehold, lettable area – 21,498 sqm
A logistics facility located at Obertshausen-Im Birkengrund 5-7, Germany
Freehold, lettable area – 16,962 sqm
A logistics facility located at Tamm-Bietigheimer Straße 50-52, Germany
Freehold, lettable area – 39,220 sqm
A warehouse facility located at Hanau-Moselstrasse 70, Germany
Freehold, lettable area – 4,996 sqm
A logistics facility located at Duisburg-Rheindeichstraße 155, Germany
Freehold, lettable area – 46,580 sqm
Fixtures
Book Value
$’000
8,302
38,281
52,615
19,591
72,549
25,182
38,655
28,083
14,128
34,247
96,486
5,129
79,220
639
Annual Report 2018 | 313
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 COMPLETED INVESTMENT PROPERTIES (CONT’D)
Thailand
Bang Pa-In Industrial
Estate
Amata Nakorn Industrial
Estate
2 industrial factories located in the Bang Pa-in Industrial Estate’ on Udom
Sorayut Road (Highway No. 308) within Khlong Chik Sub-District, Bang Pa-in
District, PhraNakhon Si Ayutthaya Province, Thailand.
Freehold, lettable area – 5,250 sqm.
19 industrial factories and 3 plots of land located in the Amata Nakorn
Industrial Estate on Sukhumvit Road (Highway No. 3) within Phan Thong
Sub-District, Phan Thong District, Chon Buri Province, Thailand.
Freehold, lettable area
Freehold land
Freehold land
65,775 sqm
37,500 sqm
14,850 sqm
118,125 sqm
Laemchabang Industrial
Estate
30 industrial factories located in the Laemchabang Industrial Estate on
Sukhumvit Road (Highway No. 3) within Thung Sukhla Sub-District, Si Racha
District, Chon Buri Province, Thailand.
Leasehold (Expires year 2025, 2027 and 2029) lettable area – 77,005 sqm.
Hi-Tech Industrial Estate
Amata City Industrial
Estate
8 industrial factories and vacant plots of industrial land, located in the
Hi-Tech Industrial Estate on Asia Road (Highway No. 32) within Ban Len
and Ban Pho Sub-Districts, Bang Pa-in District, Phra Nakhon Si Ayutthaya
Province, Thailand.
Freehold, lettable area
Freehold land
23,075 sqm
11,700 sqm
34,775 sqm
13 industrial factories and vacant plots of industrial land, located in the
Amata City Industrial Estate on Chachoengsao-Sattahip Road (Highway
No. 331) within Map Yang Phon Sub-District, Pluak Daeng District, Rayong
Province, Thailand.
Freehold, lettable area
Freehold land
29,625 sqm
19,950 sqm
49,575 sqm
Rojana Industrial Estate
(Rayong-Ban Khai)
Vacant land located in the Rojana Industrial Estate Rayong on Ban Khai-Ban
Bueng Road (Highway No. 3138) within Nong Bua Sub-District, Ban Khai
District, Rayong Province, Thailand.
Freehold, total area – 14,736 sqm.
Rojana-Ayudhya Industrial
Park Zone 1-3
23 industrial factories and vacant plots of industrial land located in the
Rojana Industrial Estate on Rojana-Uthai Road (Highway No. 3056) within
Ban Chang and Uthai Sub-Districts, Uthai District, Phra Nakhon Si Ayutthaya
Province, Thailand.
Freehold, lettable area
Freehold land
75,350 sqm
20,825 sqm
96,175 sqm
Book Value
$’000
4,216
93,385
32,359
23,818
33,131
620
68,385
314 | Frasers Property Limited
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018
COMPLETED INVESTMENT PROPERTIES (CONT’D)
Thailand (cont’d)
Bangpoo Industrial Estate
Pinthong Industrial Estate
2 industrial factories located in the Bangpoo Industrial Estate on Sukhumvit
Road (Highway No. 3) within Phraek Sa Sub-District, Mueang District, Samut
Prakan Province, Thailand.
Freehold, lettable area – 4,800 sqm.
Vacant land, located in the Pinthong Industrial Estate 5 on Sattahip-
Chachoengsao Road (Highway No. 331) within Khao Khansong, Nong Kham
and Bowin Sub-Districts, Si Racha District, Chon Buri Province, Thailand.
Freehold, lettable area:
Estate 5
Estate 2
Estate 3
464,804 sqm
8,725 sqm
4,875 sqm
478,404 sqm
Ladkrabang Industrial
Estate
1 industrial factory, located in the Latkrabang Industrial Estate on Chalong
Krung Road within Lam Pla Thio Sub-District, Lat Krabang District, Bangkok
Metropolis, Thailand.
Freehold, lettable area – 1,300 sqm.
Navanakorn Industrial
Promotion Zone
8 industrial factories located in the Nava Nakorn Industrial Estate on Phahon
Yothin Road (Highway No. 1) within Khlong Nueng Sub-District, Khlong
Luang District, Pathum Thani Province, Thailand.
Freehold, lettable area
Freehold land
20,825 sqm
5,000 sqm
25,825 sqm
Hemaraj Chonburi
Industrial Estate 1
4 industrial factories, located in the Hemaraj Chonburi Industrial Estate on
Sattahip-Chachoengsao Road (Highway No. 331) within Bo Win Sub-District,
Si Racha District, Chon Buri Province, Thailand.
Freehold, lettable area – 15,300 sqm.
Kabinburi Industrial Zone
7 industrial factories and vacant plots of industrial land located in the
Kabinburi
Industrial Estate on Kabin Buri-Nakhon Ratchasima Road
(Highway No. 304) within Nong Ki Sub-District, Kabin Buri District, Prachin
Buri Province, Thailand.
Freehold, lettable area – 15,675 sqm.
Book Value
$’000
5,583
41,208
1,498
17,728
15,036
21,171
Asia Industrial Estate
Suvarnabhumi
28 industrial factories and vacant plots of industrial land located in the Asia
Industrial Estate Suvarnaphumi on Luang Phaeng Road within Khlong Suan
Sub-District, Bang Bo District, Samut Prakan Province, Thailand.
Freehold, lettable area – 38,350 sqm.
47,838
Annual Report 2018 | 315
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018
COMPLETED INVESTMENT PROPERTIES (CONT’D)
Thailand (cont’d)
Rojana Industrial Park
(Prachinburi)
Tpark Bangna
Tpark Laemchabang
Tpark Wangnoi 1
Tpark Wangnoi 3
Tpark Ladkrabang
Tpark Sriracha
8 industrial factories and vacant plots of industrial land located in the Rojana
Prachin Buri Industrial Park on Chachoengsao-Si Maha Phot Road (Highway
No. 304) within Hua Wa Sub-District, Si Maha Phot District, Prachin Buri
Province, Thailand
Freehold, lettable area – 22,350 sqm.
21 warehouses and vacant plots of industrial land located in the TPark Bang
Na Km.39 Project on Bang Na-Bang Pakong Road (Highway No. 34) within
Bang Samak Sub-District, Bang Pakong District, Cha Choeng Sao Province,
Thailand.
Freehold, lettable area
Freehold land
Freehold land
Freehold land
50,394 sqm
164,445 sqm
9,100 sqm
5,540 sqm
229,479 sqm
Land located in the TPark Laemchabang 1 Project on Bypass-Laem Chabang
Road (Motorway No. 7) within Nong Kham Sub-District, Si Racha District,
Chon Buri Province, Thailand.
Freehold, total area – 36,102 sqm.
7 warehouses located in the TPark Wang Noi 1 Project on Phahon Yothin
Road (Highway No. 1) around Km. Station 55+900 within Phayom
Sub-District, Wang Noi District, Phra Nakhon Si Ayutthaya Province, Thailand
Freehold, lettable area – 47,685 sqm.
Vacant land located in the TPark Wang Noi 3 (KTB) Project on Phahon
Yothin Road (Highway No. 1) around Km. Station 59+100 within Phayom
Sub-District, Wang Noi District, Phra Nakhon Si Ayutthaya Province, Thailand.
Freehold, total area – 249,900 sqm.
Vacant land located in the TPark Lat Krabang Project on Chalongkrung Road
within Lam Pla Thio Sub-District, Lat Krabang District, Bangkok Metropolis,
Thailand.
Freehold, total area – 388,374 sqm.
17 warehouses and vacant plots of industrial land, located in the TPark
Sriracha (Bangphra) Project on Chon Buri-Pattaya Road (Highway No. 7)
within Bang Phra Sub-District, Si Racha District, Chon Buri Province, Thailand.
Freehold, lettable area – 55,350 sqm.
Tpark Eastern Seaboard 2A 9 warehouses and vacant plots of industrial land located in the TPark Eastern
Seaboard 2A Project on Chachoengsao-Sattahip Road (Highway No. 331)
within Bo Win Sub-District, Si Racha District, Chon Buri Province, Thailand.
Freehold, lettable area – 24,363sqm.
Book Value
$’000
45,410
136,492
2,152
41,639
12,111
25,569
49,728
17,918
316 | Frasers Property Limited
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018
COMPLETED INVESTMENT PROPERTIES (CONT’D)
Thailand (cont’d)
Tpark Eastern Seaboard 2B Vacant land located
in the TPark Eastern Seaboard 2B Project on
Chachoengsao-Sattahip Road (Highway No. 331) within Bo Win Sub-District,
Si Racha District, Chon Buri Province, Thailand.
Freehold, total area – 26,877 sqm.
Tpark Eastern Seaboard 1B
12 warehouses located in the TPark Eastern Seaboard 1B Project on
Chachoengsao-Sattahip Road (Highway No. 331) within Pluak Daeng
Sub-District, Pluak Daeng District, Rayong Province, Thailand.
Freehold, total area – 28,968 sqm.
Tpark Wangnoi 2
Tpark Laemchabang 2
18 warehouses and vacant plots of industrial land located in the TPark Wang
Noi 2 Project on Phahon Yothin Road (Highway No. 1) around Km. Station 57
within Phayom Sub-District, Wang Noi District, Phra Nakhon Si Ayutthaya
Province, Thailand.
Freehold, lettable area – 129,353 sqm.
29 warehouses and vacant plots of industrial land located in the TPark
Laemchabang 2 Project on Bypass-Laem Chabang Road (Motorway No.
7) within Nong Kham Sub-District, Si Racha District, Chon Buri Province,
Thailand.
Freehold, lettable area – 76,190 sqm.
Tpark Eastern Seaboard 1C Vacant located in the TPark Eastern Seaboard 1C Project on Chachoengsao-
Sattahip Road (Highway No. 331) within Bo Win Sub-District, Si Racha
District, Chon Buri Province, Thailand.
Freehold, total area – 144,856 sqm.
Tpark Phan Thong 1
Tpark Eastern Seaboard 3
Tpark Bangpakong
Tpark Khonkaen
10 warehouses located in the TPark Phan Thong 1 Project on Thang Rot Fai
Chachoengsao-Sattahip Road within Phan Thong Sub-District, Phan Thong
District, Chon Buri Province, Thailand.
Freehold, lettable area – 38,391 sqm.
8 warehouses and vacant plots of industrial land located in the TPark Eastern
Seaboard 3 Project on Chachoengsao-Sattahip Road (Highway No. 331)
within Khao Khansong Sub-District, Si Racha District, Chon Buri Province,
Thailand.
Freehold, lettable area – 15,350 sqm.
Vacant land located in the TPark Bang Pakong Km. 46 Project on Bang
Na-Bang Pakong Road (Highway No. 34) within Bang Samak Sub-District,
Bang Pakong District, Cha Choeng Sao Province, Thailand.
Freehold, total area – 508,356 sqm.
12 warehouses and vacant plots of industrial land located in the TPark
Khon Kaen Project on Mittaphap Road (Highway No. 2) within Tha Phra
Sub-District, Mueang District, Khon Kaen Province, Thailand.
Freehold, lettable area
Freehold land
9,660 sqm
21,808 sqm
31,468 sqm
Book Value
$’000
12,761
18,387
123,203
92,051
8,406
31,156
35,992
50,948
20,796
Annual Report 2018 | 317
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 COMPLETED INVESTMENT PROPERTIES (CONT’D)
Thailand (cont’d)
Tpark Phan Thong 2
Tpark Phan Thong 3
Amata City (A488)
Industrial Estate
Tpark Surat Thani
Tpark Bangplee 1
Tpark Bangplee 3
Tpark Bangplee 4
Tpark Bangplee 5
Vacant land located in the TPark Phan Thong 2 Project on Ban Kao-Phan
Thong Road (Highway No. 3127) within Phan Thong Sub-District, Phan
Thong District, Chon Buri Province, Thailand.
Freehold, total area – 74,164 sqm.
Vacant land located in the TPark Phan Thong 3 Project on Ban Kao-Phan
Thong Road (Highway No. 3127) within Phan Thong Sub-District, Phan
Thong District, Chon Buri Province, Thailand.
Freehold, total area – 91,632 sqm.
11 warehouses located in the TPark Amata City Project on Sattahip-
Chachoengsao Road (Highway No. 331) within Map Yang Phon Sub-District,
Pluak Daeng District, Rayong Province, Thailand.
Freehold, lettable area – 33,832 sqm.
Vacant land located in the TPark Surat Thani Project on Chaiya-Phunphin
Road (Highway No. 41) within Nong Sai Sub-District, Phunphin District, Surat
Thani Province, Thailand.
Freehold, total area – 110,646 sqm.
Vacant land located in the TPark Bang Phli 1 Project on Bang Na-Bang Pakong
Road (Highway No. 34) at around Km. station 22, within Sisa Chorakhe Yai
Sub-District, Bang Sao Thong District, Samut Prakan Province, Thailand.
Freehold, total area
Freehold land
9,648 sqm
53,915 sqm
63,563 sqm
15 warehouses and vacant plots of industrial land located in the ‘TPark
Bang Phli 3 Project’ on Liap Khlong Chonlahan Pichit Road within Bang Pla
Sub-District, Bang Phli District, Samut Prakan Province, Thailand.
Freehold, lettable area
Freehold land
50,992 sqm
56,700 sqm
107,692 sqm
5 warehouses and vacant plots of industrial land located in the TPark Bang
Phli 4 Project on Liap Khlong Chonlahan Pichit Road at around Km. station
3+600, within Bang Pla Sub-District, Bang Phli District, Samut Prakan
Province,Thailand.
Freehold, lettable area – 52,680 sqm.
3 warehouses and vacant plots of industrial land located in the TPark Bang
Phli 5 Project on Liap Khlong Chonlahan Pichit Road at around Km. station
19, within Bang Pla Sub-District, Bang Phli District, Samut Prakan Province,
Thailand.
Freehold, lettable area – 15,048 sqm.
Book Value
$’000
8,216
9,668
27,966
7,296
53,788
24,881
62,642
18,707
318 | Frasers Property Limited
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 COMPLETED INVESTMENT PROPERTIES (CONT’D)
Thailand (cont’d)
Tpark Samut Sakhon
Tpark Lamphun
Tpark Rojang Prachinburi
Tpark Bangplee 2
Tpark Phanat Nikhom
Tpark Bangplee 6
Vietnam
Me Linh Point
China
Fraser Suites Beijing
Book Value
$’000
86,784
17,272
16,880
80,931
7,596
25,223
2 warehouses and vacant plots of industrial land located in the TPark Samut
Sakhon Project on Rama 2 Road or Thon Buri-Pak Tho Road (Highway No. 35)
within Bang Krachao Sub-District, Mueang District, Samut Sakhon Province,
Thailand.
Freehold, lettable area – 34,421 sqm.
9 warehouses and vacant plots of industrial land located in the TPark
Lamphun Project on Chiang Mai-Lamphun Road (Highway No. 11) within
Umong Sub-District, Mueang District, Lamphun Province, Thailand.
Freehold, lettable area – 9,011 sqm.
8 warehouses and vacant plots of industrial land located in the TPark Rojana
Prachin Buri Project on Chachoengsao-Kabin Buri Road (Highway No. 304)
within Hua Wa Sub-District, Si Maha Phot District, Prachin Buri Province,
Thailand.
Freehold, lettable area – 14,616 sqm.
17 warehouses and vacant plots of industrial land located in the TPark
Bang Phli 2 Project on Mueang Mai-Bang Phli Road (Highway No. 1006)
within Bang Sao Thong Sub-District, Bang Sao Thong District, Samut Prakan
Province, Thailand.
Leasehold (Expire year 2039), lettable area – 138,540 sqm.
Vacant land located in the TPark Phanat Nikhom Project on Chachoengsao-
Sattahip Road (Highway No. 331) within Nong Prue Sub-District, Phanat
Nikhom District, Chon Buri Province, Thailand.
Freehold, total area – 261,836 sqm.
Vacant land located in the ‘TPark Bang Phli 6 Project’ on Liap Khlong
Chonlahan Pichit Road at around Km. station 4+700, within Bang Pla
Sub-District, Bang Phli District, Samut Prakan Province, Thailand.
Freehold land, total area:
Freehold land, total area:
110,958 sqm
27,200 sqm
138,158 sqm
A 21-storey retail/office building with 2 basements at Me Linh Point Tower,
2 Ngo Duc Ke Street, District 1, Ho Chi Minh City.
Leasehold (lease expires year 2045), lettable area – 17,468 sqm
62,627
A building comprising residential apartments (3rd to 23rd level) and
clubhouse (2nd level) at 12 Jin Tong Xi Road, Chaoyang District, Beijing.
Leasehold : Residential (lease expires year 2073)
Clubhouse (lease expires year 2043)
244,524
Lettable area – 38,743 sqm
Fraser Suites Dalian
259 serviced apartment units in the Kardan Europark which is a large-scale
comprehensive development comprising of residential units, offices, shopping
mall and serviced apartments. The property comprises of levels 5 to 25 of the
Europark Apartment section of the development.
105,960
Annual Report 2018 | 319
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 COMPLETED INVESTMENT PROPERTIES (CONT’D)
Book Value
$’000
Philippines
Fraser Place Manila
Indonesia
89 serviced apartment units with 116 car park lots in the East Tower of Fraser
Place Forbes Tower, Valero Street, Salcedo Village, Makati City, Manila.
Freehold, lettable area – 17,046 sqm
42,699
Fraser Residence Sudirman 108 serviced apartment units in Fraser Tower of Fraser Residence Sudirman
44,859
Jakarta at Jalan Setiabudi Raya No. 9, Setiabudi District, Jakarta.
Freehold, lettable area – 11,324 sqm
Japan
Capri by Fraser, Ginza
Carpark land lot located in the Shinbashi district in Tokyo, Japan to be
redeveloped into a 14-storey apart-hotel with 199 apartment units.
Freehold, lettable area – 851 sqm
166,695
HELD THROUGH FRASERS CENTREPOINT TRUST
Singapore
Causeway Point
Northpoint City
North Wing
Changi City Point
Bedok Point
YewTee Point
Anchorpoint
A 7-storey retail mall (including 1 basement level) and a 7-level carpark
(B2, B3 and 2nd-6th levels) at 1 Woodlands Square.
Leasehold (lease expires year 2094), lettable area – 38,649 sqm
1,218,000
A 6-storey retail mall (including 2 basement levels) and a 3-level carpark
(B1-B3) at 930 Yishun Avenue 2.
Leasehold (lease expires year 2089), lettable area – 20,372 sqm
A 3-storey retail mall (including 1 basement level) at 5 Changi Business Park
Central 1.
Leasehold (lease expires year 2069), lettable area – 19,065 sqm
A 5-storey retail mall (including 1 basement level) and 1 basement carpark
at 799 New Upper Changi Road.
Leasehold (lease expires year 2077), lettable area – 7,684 sqm
A 2-storey retail mall (including 1 basement level) and 1 basement carpark
at 21 Choa Chu Kang North 6.
Leasehold (lease expires year 2105), lettable area – 6,844 sqm
A 2-storey retail mall (including 1 basement level) and adjacent 2-storey
restaurant building at 368 and 370 Alexandra Road.
Freehold, lettable area – 6,595 sqm
771,000
332,000
94,000
186,000
110,000
38,000
Yishun 10 Retail Podium
10 strata-titled retail units at 51 Yishun Central 1.
Leasehold (lease expires year 2089), lettable area – 967 sqm
320 | Frasers Property Limited
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 COMPLETED INVESTMENT PROPERTIES (CONT’D)
HELD THROUGH FRASERS COMMERCIAL TRUST
Singapore
China Square Central
A 15-storey office and retail tower with basement carpark and heritage
shophouses at 18, 20 & 22 Cross Street, China Square Central.
Leasehold (lease expires year 2096), lettable area – 27,977 sqm
Alexandra Technopark(1)
A high-tech business space development comprising 3 buildings of 8, 9 and
3-storeys with basement carpark at 438A, 438B and 438C Alexandra Road.
Freehold, lettable area – 96,168 sqm
Australia
Central Park
A 47-storey office tower at 152-158 St Georges Terrace, Perth.
Freehold, lettable area – 33,054 sqm
Caroline Chisholm Centre
A 5-storey office complex at Block 4 Section 13, Tuggeranong.
Leasehold (lease expires year 2101), lettable area – 40,244 sqm
357 Collins Street
A 25-storey office and retail building at 357 Collins Street, Melbourne.
Freehold, lettable area – 31,923 sqm
HELD THROUGH FRASERS HOSPITALITY TRUST
Singapore
Fraser Suites Singapore(1)
255 serviced apartment units at 491A River Valley Road.
Freehold, lettable area – 22,214 sqm
Book Value
$’000
582,400
676,000
288,206
249,581
299,101
372,000
Australia
Fraser Suites Sydney(1)
United Kingdom
201 serviced apartment units at Fraser Suites Sydney, 488 Kent Street,
Sydney, New South Wales.
Freehold, lettable area – 10,007 sqm
143,666
Fraser Place Canary Wharf,
London (1)
2 buildings of 108 residential apartments at 80 Boardwalk Place, London.
Freehold, lettable area – 4,460 sqm
Fraser Suites Glasgow(1)
A 4-storey building of 98 serviced apartments at 1-19 Albion Street,
Glasgow, Scotland.
Freehold, lettable area – 4,964 sqm
Fraser Suites Edinburgh(1)
A 8-storey building of 75 residential apartments at 12-26 St Giles Street,
Edinburgh, Scotland.
Freehold, lettable area – 2,333 sqm
Fraser Suites Queens Gate,
London(1)
Germany
Maritim Dresden
105 residential apartments at 39B Queens Gate Gardens, London.
Freehold, lettable area – 4,188 sqm
328 hotel rooms at Ostra-Ufer 2, Dresden.
Freehold, lettable area – 25,916 sqm
81,209
18,343
29,029
116,649
104,226
Annual Report 2018 | 321
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 COMPLETED INVESTMENT PROPERTIES (CONT’D)
HELD THROUGH FRASERS LOGISTICS & INDUSTRIAL TRUST
Australia
2 adjoining office and warehouse facilities, located at 18-34 Aylesbury Drive,
Altona, Victoria.
Freehold, lettable area – 21,493 sqm
A warehouse facility and a free-standing 2-level office, located at 610-638
Heatherton Road, Clayton South, Victoria.
Freehold, lettable area – 8,387 sqm
A large industrial warehouse and an attached 2-level office building, located
at 49-75 Pacific Drive, Keysborough, Victoria.
Freehold, lettable area – 25,163 sqm
An industrial facility, a substantial 2-level office and a ground floor café,
located at 115-121 South Centre Road, Melbourne Airport, Victoria.
Leasehold (lease expires year 2047), lettable area – 3,085 sqm
A 3-level office attached by a 1st floor walkway to the warehouse, located
at 96-106 Link Road, Melbourne Airport, Victoria.
Leasehold (lease expires year 2047), lettable area – 18,599 sqm
2 warehouse and distribution facilities with associated office accommodation,
located at 17-23 Jets Court, Melbourne Airport, Victoria.
Leasehold (lease expires year 2047), lettable area – 9,869 sqm
2 adjoining warehouse facilities, each with front office accommodation,
located at 25-29 Jets Court, Melbourne Airport, Victoria.
Leasehold (lease expires year 2047), lettable area – 15,544 sqm
A warehouse distribution facility and a 2-level office, located at 28-32 Sky
Road East, Melbourne Airport, Victoria.
Leasehold (lease expires year 2047), lettable area – 12,086 sqm
A warehouse and distribution facility with a single-level office, located at
38-52 Sky Road East, Melbourne Airport, Victoria.
Leasehold (lease expires year 2047), lettable area – 46,231 sqm
2 freestanding industrial facilities with a 2-level office attached to a
warehouse with car parking for approximately 311 vehicles, located at 2-46
Douglas Street, Port Melbourne, Victoria.
Leasehold (lease expires year 2053), lettable area – 21,803 sqm
A warehouse facility, 2-level office and showroom, located at 21-33 South
Park Drive, Dandenong South, Victoria.
Freehold, lettable area – 22,106 sqm
A single-level office and temperature-controlled warehouse, located at
22-26 Bam Wine Court, Dandenong South, Victoria.
Freehold, lettable area – 17,606 sqm
A storage and distribution facility, with associated office area, canopy,
hardstand and 69 parking lots, located at 16-32 South Park Drive, Dandenong
South, Victoria.
Freehold, lettable area – 12,729 sqm
322 | Frasers Property Limited
Book Value
$’000
26,473
17,780
30,622
5,038
25,979
7,606
10,866
9,384
27,411
22,324
24,299
23,213
12,936
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 COMPLETED INVESTMENT PROPERTIES (CONT’D)
HELD THROUGH FRASERS LOGISTICS & INDUSTRIAL TRUST (CONT’D)
Australia (cont’d)
A warehouse facility with 2-level office, located at 63-79 South Park Drive,
Dandenong South, Victoria.
Freehold, lettable area – 13,963 sqm
Industrial office and warehouse facility, located at 98-126 South Park Drive,
Dandenong South, Victoria.
Freehold, lettable area – 28,062 sqm
A warehouse and attached 2-storey office/display centre, located at 77
Atlantic Drive, Keysborough, Victoria.
Freehold, lettable area – 15,095 sqm
2 warehouse and office facilities under 1 roofline, located at 17 Pacific Drive
and 170-172 Atlantic Drive, Keysborough, Victoria.
Freehold, lettable area – 30,004 sqm
2 adjoining distribution facilities with associated mezzanine level office
areas, located at 78 & 88 Atlantic Drive, Keysborough, Victoria.
Freehold, lettable area – 13,495 sqm
2 adjoining distribution facilities with associated mezzanine level office
areas, located at 150-168 Atlantic Drive, Keysborough, Victoria.
Freehold, lettable area – 27,272 sqm
2 attached warehouses, each with internal office accommodation, located
at 1-13 and 15-27 Sunline Drive, Truganina, Victoria.
Freehold, lettable area – 26,153 sqm
A distribution facility and incorporate a single-level office which is attached
to a large warehouse, located at 468 Boundary Road, Derrimut, Victoria.
Freehold, lettable area – 24,732 sqm
1 office and warehouse, located at 42 Sunline Drive, Truganina, Victoria.
Freehold, lettable area – 14,636 sqm
3 office and warehouse accommodations, located at 2-22 Efficient Drive,
Truganina, Victoria.
Freehold, lettable area – 38,335 sqm
1 office/showroom development and 330 car parking bays, located at 211A
Wellington Road, Mulgrave, Victoria.
Freehold, lettable area – 7,175 sqm
Office warehouse, located at 1 Doriemus Drive, Truganina, Victoria.
Freehold, lettable area – 74,546 sqm
1 office/warehouse distribution centre, located at 21 Kangaroo Avenue,
Eastern Creek, New South Wales.
Freehold, lettable area – 41,401 sqm
Book Value
$’000
15,064
35,561
19,756
35,808
16,891
36,055
29,634
24,695
17,089
45,686
39,710
87,420
71,616
Annual Report 2018 | 323
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 COMPLETED INVESTMENT PROPERTIES (CONT’D)
HELD THROUGH FRASERS LOGISTICS & INDUSTRIAL TRUST (CONT’D)
Australia (cont’d)
2 adjoining office and warehouse, located at 17 Kangaroo Avenue, Eastern
Creek, New South Wales.
Freehold, lettable area – 23,112 sqm
Office/warehouse facility, located at 7 Eucalyptus Place, Eastern Creek, New
South Wales.
Freehold, lettable area – 16,074 sqm
A warehouse and office, located at 6 Reconciliation Rise, Pemulwuy, New
South Wales.
Freehold, lettable area – 19,218 sqm
Industrial distribution facility, located at 8-8A Reconciliation Rise, Pemulwuy,
New South Wales.
Freehold, lettable area – 22,511 sqm
A port related automotive vehicle storage and distribution facility, located
at Lot 104 & 105 Springhill Road, Port Kembla, New South Wales.
Leasehold (lease expires year 2049), lettable area – 90,661 sqm
2-storey office and warehouse facility, located at 8 Distribution Place, Seven
Hills, New South Wales.
Freehold, lettable area – 12,319 sqm
2-level office accommodation, undercover parking and a warehouse, located
at 10 Stanton Road, Seven Hills, New South Wales.
Freehold, lettable area – 7,065 sqm
Warehouse and associated offices, located at 99 Station Road, Seven Hills,
New South Wales.
Freehold, lettable area – 10,772 sqm
2 adjoining office and warehouse units, located at 11 Gibbon Road, Winston
Hills, New South Wales.
Freehold, lettable area – 16,625 sqm
2 separate standalone distribution facilities, located at 4-8 Kangaroo
Avenue, Eastern Creek, New South Wales.
Freehold, lettable area – 40,543 sqm
Office/warehouse distribution centre, located at 10 Siltstone Place, Berrinba,
Queensland.
Leasehold (lease expires year 2115), lettable area – 9,797 sqm
Warehouse with ancillary office spaces, located at 55-59 Boundary Road,
Carole Park, Queensland.
Leasehold (lease expires year 2115), lettable area – 13,250 sqm
Book Value
$’000
44,204
30,375
38,030
42,113
25,930
26,078
13,335
20,250
43,463
79,765
13,335
16,348
324 | Frasers Property Limited
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 COMPLETED INVESTMENT PROPERTIES (CONT’D)
HELD THROUGH FRASERS LOGISTICS & INDUSTRIAL TRUST (CONT’D)
Australia (cont’d)
Book Value
$’000
Warehouse and manufacturing facility, located at 57-71 Platinum Street,
Crestmead, Queensland.
Leasehold (lease expires year 2115), lettable area – 20,518 sqm
Warehouse and production facility with associated office accommodation,
located at 51 Stradbroke Street, Heathwood, Queensland.
Leasehold (lease expires year 2115), lettable area – 14,916 sqm
Warehouse and office facility, located at 30 Flint Street, Inala, Queensland.
Leasehold (lease expires year 2115), lettable area – 15,052 sqm
Warehouse and manufacturing facility, with a detached 2-level office
building, located at 286 Queensport Road, North Murarrie, Queensland.
Leasehold (lease expires year 2115), lettable area – 21,531 sqm
2-level office and warehouse, located at 350 Earnshaw Road, Northgate,
Queensland.
Leasehold (lease expires year 2115), lettable area – 30,779 sqm
37,536
24,102
25,189
37,783
54,823
Warehouse and distribution centre, together with a 2-storey office, located
at 99 Sandstone Place, Parkinson, Queensland.
Leasehold (lease expires year 2115), lettable area – 54,245 sqm
242,011
Warehouse and distribution facility with a single-level office, located at 99
Shettleston Street, Rocklea, Queensland.
Leasehold (lease expires year 2115), lettable area – 15,186 sqm
4 various-sized industrial units with associated offices, located at 5 Butler
Boulevard, Adelaide Airport, South Australia.
Leasehold (lease expires year 2097), lettable area – 8,224 sqm
Office and warehouse facility, located at 20-22 Butler Boulevard, Adelaide
Airport, South Australia.
Leasehold (lease expires year 2097), lettable area – 11,197 sqm
Office and warehouse facility, located at 18-20 Butler Boulevard, Adelaide
Airport, South Australia.
Leasehold (lease expires year 2097), lettable area – 6,991 sqm
A complex comprising an office warehouse building, located at 60 Paltridge
Road, Perth Airport, Western Australia.
Leasehold (lease expires year 2033), lettable area – 20,143 sqm
Office and warehouse facility, located at Lot 143 Pearson Rd, Yatala,
Queensland.
Leasehold (lease expires year 2115), lettable area – 30,618 sqm
22,522
8,708
10,866
7,310
15,410
39,018
Annual Report 2018 | 325
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 COMPLETED INVESTMENT PROPERTIES (CONT’D)
HELD THROUGH FRASERS LOGISTICS & INDUSTRIAL TRUST (CONT’D)
Australia (cont’d)
Office/warehouse development, located at 111 Indian Drive, Truganina,
Victoria.
Freehold, lettable area – 21,660 sqm
Specialised temperature-controlled warehouse and a 2-level office, located
at 1 Burilda Close, Wetherill Park, New South Wales.
Leasehold (lease expires year 2106), lettable area – 18,848 sqm
A standalone high-clearance warehouse, sub-divided into 2 tenancy areas,
located at Lot 1, 2 Burilda Close, Wetherill Park, New South Wales.
Leasehold (lease expires year 2106), lettable area – 14,333 sqm
A 2-level office and high clearance warehouse facility, located at 8 Stanton
Road, Seven Hills, New South Wales.
Freehold, lettable area – 10,708 sqm
A single-level office and high-clearance warehouse facility, located at
43 Efficient Drive, Truganina, Victoria.
Freehold, lettable area – 23,088 sqm
A single-level office and high-clearance warehouse facility, located at
Indian Drive, Keysborough, Victoria.
Freehold, lettable area – 21,854 sqm
A single-level office and high-clearance warehouse facility, located at 89-
103 South Park Drive, Dandenong South, Victoria.
Freehold, lettable area – 10,425 sqm
A single-level office and high-clearance warehouse facility, located at
Pearson Road, Yatala, Queensland.
Freehold, lettable area – 23,218 sqm
A two-level office and high clearance temperature controlled warehouse,
located at Hudson Court, Keysborough, Victoria.
Freehold, lettable area – 21,271 sqm
A modern industrial office/warehouse building, located at 3 Burilda Close,
Wetherill Park, New South Wales.
Leasehold (lease expires year 2107), lettable area – 20,078 sqm
Office and warehouse facility, located at 103-131 Wayne Goss Drive,
Berrinba, Queensland.
Freehold, lettable area – 19,487 sqm
Book Value
$’000
34,820
64,076
24,794
18,669
25,386
28,152
12,654
33,092
26,754
31,603
29,404
326 | Frasers Property Limited
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 COMPLETED INVESTMENT PROPERTIES (CONT’D)
HELD THROUGH FRASERS LOGISTICS & INDUSTRIAL TRUST (CONT’D)
Europe
A logistics facility at Marl-Elbestraße 1-3, Marl, Germany.
Freehold, lettable area – 16,831 sqm
A light industrial facility at Isenbüttel-Am Krainhop 10, Isenbüttel, Germany.
Freehold, lettable area – 20,679 sqm
A logistics facility at Vaihingen-Otto-Hahn-Straße 10, Vaihingen an der Enz,
Germany.
Freehold, lettable area – 42,006 sqm
A logistics facility at Ulm – Eiselauer Weg 2, Ulm, Germany.
Freehold, lettable area – 24,525 sqm
A light industrial facility at Gottmadingen-Industriepark 309, Gottmadingen,
Germany.
Freehold, lettable area – 35,307 sqm
A light industrial facility at Gottmadingen-Industriepark 309 (Halle 5-7),
Gottmadingen, Germany.
Freehold, lettable area – 19,700 sqm
Solar Panels – Mamming, Germany.
A light industrial facility at Mamming-Industriepark 1, Mamming, Germany.
Freehold, lettable area – 14,193 sqm
A logistics facility at Leipzig-Am Exer 9, Leipzig, Germany.
Freehold, lettable area – 11,537 sqm
A logistics facility at Chemnitz-Johann-Esche-Straße 2, Chemnitz, Germany.
Freehold, lettable area – 18,053 sqm
A light industrial facility at Amberg-Jubatus-Allee 3, Amberg/Ebermannsdorf,
Germany.
Freehold, lettable area – 9,389 sqm
Book Value
$’000
22,892
27,469
79,312
66,565
45,966
29,650
549
24,453
21,289
26,572
12,168
A logistics facility at s-Heerenberg-Brede Steeg 1, s-Heerenberg, The
Netherlands.
Freehold, lettable area – 84,806 sqm
104,861
A logistics facility at Nürnberg-Koperstrasse 10, Nürnberg, Germany.
Freehold, lettable area – 43,851 sqm
A logistics facility at Achern-Ambros-Nehren-Strasse 1, Achern, Germany.
Freehold, lettable area – 12,304 sqm
A logistics facility at Rheinberg-Saalhoffer Straße 211, Rheinberg, Germany.
Freehold, lettable area – 31,957 sqm
69,072
21,575
45,141
Annual Report 2018 | 327
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 COMPLETED INVESTMENT PROPERTIES (CONT’D)
HELD THROUGH FRASERS LOGISTICS & INDUSTRIAL TRUST (CONT’D)
Europe (cont’d)
Book Value
$’000
A light industrial facility at Münster-Gustav-Stresemann-Weg 1, Münster,
Germany.
Freehold, lettable area – 12,960 sqm
A light industrial facility at Brilon-Keffelker Straße 66, Brilon, Germany.
Freehold, lettable area – 13,352 sqm
A light industrial facility at Rastede-Am Autobahnkreuz 14, Rastede,
Germany.
Freehold, lettable area – 11,491 sqm
A logistics facility at Tilburg-Belle van Zuylenstraat 5, Tilburg, The
Netherlands.
Freehold, lettable area – 18,121 sqm
A logistics facility at Zeewolde-Handelsweg 26, Zeewolde, The Netherlands.
Freehold, lettable area – 51,703 sqm
A logistics facility at Venlo-Heierhoevenweg 17, Venlo, The Netherlands.
Freehold, lettable area – 32,642 sqm
Solar Panels – Moosthenning, Germany.
A logistics facility at Moosthenning-Oberes Feld 2, Germany.
Freehold, lettable area – 51,418 sqm
A logistics facility at Moosthenning-Oberes Feld 2, Germany.
Freehold, lettable area – 21,140 sqm
A logistics facility at Freiberg am Neckar-Murrer Straße 1, Germany.
Freehold, lettable area – 21,071 sqm
23,288
16,134
29,951
23,558
63,202
41,548
355
76,400
32,453
53,303
TOTAL COMPLETED INVESTMENT PROPERTIES
20,245,969
INVESTMENT PROPERITIES UNDER CONSTRUCTION
Singapore
Capri by Fraser,
China Square
304 units of hotel residences at 181 South Bridge Road.
Leasehold (lease expires year 2096), gross floor area – 16,000 sqm
241,849
Europe
Fraser Suites Hamburg
154 serviced apartment units at Rodingsmarkt 2, Hamburg, Germany.
Freehold, lettable area – 5,273 sqm
99,626
Book Value
$’000
328 | Frasers Property Limited
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 INVESTMENT PROPERITIES UNDER CONSTRUCTION (CONT’D)
Thailand
Amata Nakorn Industrial
Estate
Hi-Tech Industrial Estate
3 industrial factories located in the Amata Nakorn Industrial Estate on
Sukhumvit Road (Highway No. 3) within Phan Thong Sub-District, Phan
Thong District, Chon Buri Province, Thailand.
Freehold, lettable area – 8,925 sqm.
5 industrial factories, located in the Hi-Tech Industrial Estate on Asia Road
(Highway No. 32) within Ban Len and Ban Pho Sub-Districts, Bang Pa-in
District, Phra Nakhon Si Ayutthaya Province, Thailand.
Freehold, lettable area – 12,200 sqm.
Amata City Industrial Estate 2 industrial factories, located in the Amata City Industrial Estate on
Chachoengsao-Sattahip Road (Highway No. 331) within Map Yang Phon
Sub-District, Pluak Daeng District, Rayong Province, Thailand.
Freehold, lettable area – 5,600 sqm.
Rojana Industrial Estate
(Rayong-Ban Khai)
1 industrial factory, located in the Rojana Industrial Estate Rayong on Ban
Khai-Ban Bueng Road (Highway No. 3138) within Nong Bua Sub-District, Ban
Khai District, Rayong Province, Thailand.
Freehold, lettable area – 8,128 sqm.
Rojana-Ayudhya Industrial
Park Zone 1-3
9 industrial factories of industrial land located in the Rojana Industrial Estate
on Rojana-Uthai Road (Highway No. 3056) within Ban Chang and Uthai
Sub-Districts, Uthai District, Phra Nakhon Si Ayutthaya Province, Thailand.
Freehold, lettable area – 19,375 sqm.
Kabinburi Industrial Zone
2 industrial factories, located in the Kabinburi Industrial Estate on Kabin
Buri-Nakhon Ratchasima Road (Highway No. 304) within Nong Ki Sub-District,
Kabin Buri District, Prachin Buri Province, Thailand.
Freehold, lettable area – 4,800 sqm.
Asia Industrial Estate
Suvarnabhumi
7 industrial factories, located in the Asia Industrial Estate Suvarnaphumi
(AIES) on Luang Phaeng Road within Khlong Suan Sub-District, Bang Bo
District, Samut Prakan Province, Thailand.
Freehold, lettable area – 15,300 sqm.
Rojana Industrial Park
(Prachinburi)
7 industrial factories, located in the Asia Industrial Estate Suvarnaphumi
(AIES) on Luang Phaeng Road within Khlong Suan Sub-District, Bang Bo
District, Samut Prakan Province, Thailand.
Freehold, lettable area – 4,000 sqm.
Tpark Bangplee 6
Vacant land located in the ‘TPark Bang Phli 6 Project’ on Liap Khlong
Chonlahan Pichit Road at around Km. station 4+700, within Bang Pla
Sub-District, Bang Phli District, Samut Prakan Province, Thailand.
Freehold, total area – 138,654 sqm.
Book Value
$’000
5,330
3,076
1,388
428
9,752
591
10,938
820
24,712
TOTAL INVESTMENT PROPERTIES UNDER CONSTRUCTION
TOTAL PROPERTIES (CLASSIFIED AS INVESTMENT PROPERTIES)
398,510
20,644,479
(1) Due to consolidation of the REITs, the carrying values of these properties have been adjusted to reflect FPL Group’s freehold interest in the properties.
Annual Report 2018 | 329
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 PROPERTY, PLANT AND EQUIPMENT
Book Value
$’000
236 apartments and suites at 10 Adelaide Terrace, East Perth, Western
Australia.
Freehold, gross floor area – 27,447 sqm
109,607
Australia
Fraser Suites Perth
United Kingdom
Malmaison Belfast
Malmaison Edinburgh
Malmaison Glasgow
Malmaison Leeds
Malmaison Liverpool
Malmaison Reading
A boutique hotel situated at 34-38 Victoria Street, Belfast, BT1 3GH,
Northern Ireland. The property provides a 64 bedroom boutique hotel, a 60
cover restaurant, bar, gym and meeting rooms for a total capacity of 40.
Freehold, gross floor area – 3,600 sqm
A boutique hotel situated at 1 Tower Place, Edinburgh, EH6 7BZ, Scotland.
The property provides a 100 bedroom boutique hotel, a 53 cover restaurant,
bar, gym and meeting rooms for a total capacity of 70.
Freehold, gross floor area – 6,340 sqm
A boutique hotel situated at 278 West George Street, Glasgow, G2 4LL,
Scotland. The property provides a 72 bedroom boutique hotel, a 106 cover
restaurant, 2 bars, gym and meeting rooms for a total capacity of 45.
Freehold, gross floor area – 4,408 sqm
A boutique hotel situated at 1 Swinegate, Leeds, LS1 4AG, England. The
property provides a 100 bedroom boutique hotel, a 96 cover restaurant, bar,
gym and meeting rooms for a total capacity of 45.
Freehold, gross floor area – 7,920 sqm
A boutique hotel situated at 7 William Jessop Way, Liverpool, L3 1QZ,
England. Occupying floors ground to sixth, the boutique hotel provides 130
bedrooms, a 65 cover Brasserie restaurant, 2 private dining rooms (Kitchen &
Boudoir with 18 covers), a 70 seat Mal Bar, a small gym and 4 meeting rooms
with a maximum capacity of 100.
Leasehold (lease expires year 2146), gross floor area – 8,250 sqm
A boutique hotel situated at 18-20 Station Road, Reading, RG1 1JX, England.
The property provides a 75 bedroom boutique hotel, a 76 cover restaurant,
bar, gym and meeting rooms for a total capacity of 25.
Leasehold (lease expires year 2894), gross floor area – 1,804 sqm
Hotel du Vin Birmingham
A boutique hotel situated at Church Street, Birmingham, B3 2NR, England.
The property provides a 66 bedroom boutique hotel, a 85 cover restaurant,
bar, gym and meeting rooms for a total capacity of 90.
Leasehold (lease expires year 2150), gross floor area – 4,510 sqm
Hotel du Vin Brighton
Hotel du Vin Bristol
A boutique hotel situated at Ship Street, Brighton, BN1 1AD, England. The
property provides a 49 bedroom boutique hotel, a 80 cover restaurant, bar,
and meeting rooms for a total capacity of 110.
Freehold, gross floor area – 5,693 sqm
A boutique hotel situated at The Sugar House, Narrow Lewins Mead, Bristol,
BS1 2NU, England. The property provides a 40 bedroom boutique hotel, a 80
cover restaurant, bar and 3 meeting rooms for a maximum capacity of 72.
Freehold, gross floor area – 3,272 sqm
330 | Frasers Property Limited
12,787
25,873
18,180
24,636
24,009
22,798
17,561
32,046
21,763
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 PROPERTY, PLANT AND EQUIPMENT (CONT’D)
United Kingdom (cont’d)
Hotel du Vin Cambridge
A boutique hotel situated at 15-19 Trumpington Street, Cambridge,
CB2 1QA, England. The property provides a 41 bedroom boutique hotel, a 82
cover restaurant, bar and 2 meeting rooms for a maximum capacity of 24.
Leasehold (lease expires year 2105), gross floor area – 4,320 sqm
Hotel du Vin Cheltenham
A boutique hotel situated at Parabola Road, Cheltenham, Gloucestershire,
GL50 3AQ, England. The property provides a 49 bedroom boutique hotel,
a 110 cover restaurant, bar and meeting rooms for a total capacity of 40.
Freehold, gross floor area – 3,625 sqm
Hotel du Vin Edinburgh
Hotel du Vin Glasgow
Hotel du Vin Harrogate
Hotel du Vin Henley
Hotel du Vin Newcastle
Hotel du Vin Poole
A boutique hotel situated at 11 Bistro Place, Edinburgh, EH1 1EZ, Scotland.
The property provides a 47 bedroom boutique hotel, a 80 cover restaurant,
bar and meeting rooms with capacity of 36.
Freehold, gross floor area – 4,126 sqm
A boutique hotel situated at Devonshire Gardens, Glasgow, G12 0UX,
Scotland. The property provides a 49 bedroom boutique hotel, a 80 cover
restaurant, bar, gym and meeting rooms for a maximum capacity of 50.
Freehold, gross floor area – 5,280 sqm
A boutique hotel situated at Prospect Place, Harrogate, North Yorkshire,
HG1 1LB, England. The property provides a 48 bedroom boutique hotel,
a 90 cover restaurant, bar and meeting rooms for a total capacity of 60.
Freehold, gross floor area – 7,552 sqm
A boutique hotel situated at New Street, Henley-on-Thames, Oxfordshire,
RG9 2BP, England. The property provides a 43 bedroom boutique hotel,
a 80 cover restaurant, bar and meeting rooms for a total capacity of 56.
Freehold, gross floor area – 5,260 sqm
A boutique hotel situated at Allan House, City Road, Newcastle-upon-Tyne,
NE1 2BE, England. The property provides a 42 bedroom boutique hotel,
a 84 cover restaurant, bar and meeting rooms for a maximum capacity of 36.
Freehold, gross floor area – 3,491 sqm
A boutique hotel situated at The Quay, Thames Street, Poole, BH15 1JN,
England. The property provides a 38 bedroom boutique hotel, a 85 cover
restaurant, bar and meeting rooms for a total capacity of 30.
Freehold and leasehold (lease expires year 2078), gross floor area – 2,610 sqm
Hotel du Vin St Andrews
A boutique hotel situated at 40 The Scores, St Andrews, KY16 9AS, Scotland.
The property provides a 40 bedroom boutique hotel, a 56 cover restaurant,
bar and meeting rooms for a total capacity of 120.
Freehold, gross floor area – 3,974 sqm
Hotel du Vin Tunbridge
Wells
A boutique hotel situated at Crescent Road, Tunbridge Wells, TN1 2LY,
England. The property provides a 34 bedroom boutique hotel, a 88 cover
restaurant, bar and meeting rooms with a maximum capacity of 80.
Freehold, gross floor area – 2,916 sqm
Book Value
$’000
26,520
15,664
21,291
19,896
12,758
16,323
8,182
6,948
11,238
15,770
Annual Report 2018 | 331
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 PROPERTY, PLANT AND EQUIPMENT (CONT’D)
United Kingdom (cont’d)
Hotel du Vin Wimbledon
A boutique hotel situated at Cannizaro House, West Side Common, London,
SW19 4 UE, England. The property provides a 48 bedroom boutique hotel, a
60 cover restaurant, bar and meeting rooms for a total capacity of 120.
Leasehold (lease expires year 2111), gross floor area – 4,531 sqm
Hotel du Vin Winchester
A boutique hotel situated at 14 Southgate Street, Winchester, Hampshire,
SO23 9EF, England. The property provides a 24 bedroom boutique hotel, a
60 cover restaurant, bar and meeting rooms for a total capacity of 50.
Freehold, gross floor area – 2,225 sqm
Hotel du Vin York
Hotel du Vin Stratford
upon Avon
Malmaison Cheltenham
A boutique hotel situated at 89 The Mount, York, YO24 1AX, England. The
property provides a 44 bedroom boutique hotel, a 70 cover restaurant, bar
and meeting rooms for a total capacity of 30.
Freehold, gross floor area – 4,210 sqm
A boutique Hotel situated on Rother Street, Stratford upon Avon,
Staffordshire, C37 6LU, England. The property provides a 46 bedroom
boutique hotel, an 80 cover restaurant, bar and meeting rooms for a total
capacity of 48.
Freehold, gross floor area – 3,218 sqm
A boutique hotel situated on Bayshill Road, Cheltenham, Gloucestershire,
GL50 3AS, England. The property provides a 61 bedroom hotel, a 74 cover
restaurant, bar and meeting rooms for a total capacity of 38.
Freehold, gross floor area – 3,226 sqm
Hotel du Vin Avon Gorge
A boutique hotel situated on Sion Hill, Clifton, Bristol, BS8 4LD, England.
The property provides a 75 bedroom hotel, a 50 cover restaurant, bar and
meeting rooms for a total capacity of 80.
Freehold, gross floor area – 5,219 sqm
Hotel du Vin Exeter
A boutique hotel situated on Magdalen Street, Exeter, Devon, EX2 4HY,
England. The property provides a 59 bedroom boutique hotel, a 80 cover
restaurant, bar and meeting rooms for a total capacity of 24.
Freehold, gross floor area – 2,293 sqm
Book Value
$’000
29,962
13,881
17,855
7,383
20,280
21,276
17,968
Hotel du Vin Aberdeen
An unoccupied building to be redeveloped at Clarke Building, Schoolhill,
Aberdeen, AB10 1JQ.
7,025
332 | Frasers Property Limited
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 PROPERTY, PLANT AND EQUIPMENT (CONT’D)
Book Value
$’000
Thailand
Tpark Bangna
Tpark Bangplee 1
Sale office and storage located in the TPark Bang Na Km.39 Project on Bang
Na-Bang Pakong Road (Highway No. 34) within Bang Samak Sub-District,
Bang Pakong District, Cha Choeng Sao Province, Thailand.
1,273
Sale office located in the TPark Bang Phli 1 Project on Bang Na-Bang Pakong
Road (Highway No. 34) at around Km. Station 22, within Sisa Chorakhe Yai
Sub-District, Bang Sao Thong District, Samut Prakan Province, Thailand.
Tpark Eastern Seaboard 3
Sale office located in the TPark Eastern Seaboard 3 Project on Chachoengsao-
Sattahip Road (Highway No. 331) within Khao Khansong Sub-District, Si
Racha District, Chon Buri Province, Thailand.
Tpark Khonkaen
Sale office located in the TPark Khon Kaen Project on Mittaphap Road
(Highway No. 2) within Tha Phra Sub-District, Mueang District, Khon Kaen
Province, Thailand.
Tpark Laemchabang 2
Sale office located in the TPark Laemchabang 2 Project on Bypass-Laem
Chabang Road (Motorway No. 7) within Nong Kham Sub-District, Si Racha
District, Chon Buri Province, Thailand.
Tpark Sriracha
Tpark Wangnoi 1
Sale office located in the TPark Sriracha (Bangphra) Project on Chon Buri-
Pattaya Road (Highway No. 7) within Bang Phra Sub-District, Si Racha
District, Chon Buri Province, Thailand.
Sale office and custom office located in the TPark Wang Noi 1 Project on
Phahon Yothin Road (Highway No. 1) around Km. Station 55+900 within
Phayom Sub-District, Wang Noi District, Phra Nakhon Si Ayutthaya Province,
Thailand.
Tpark Eastern Seaboard 2A Sale office cabinet located in the TPark Eastern Seaboard 2A Project on
Chachoengsao-Sattahip Road (Highway No. 331) within Bo Win Sub-District,
Si Racha District, Chon Buri Province, Thailand.
Tpark Laemchabang
Sale office cabinet located in the TPark Laemchabang 1 Project on Bypass-
Laem Chabang Road (Motorway No. 7) within Nong Kham Sub-District,
Si Racha District, Chon Buri Province, Thailand.
Tpark Samut Sakhon
Sale office cabinet located in the TPark Samut Sakhon Project on Rama 2
Road or Thon Buri-Pak Tho Road (Highway No. 35) within Bang Krachao
Sub-District, Mueang District, Samut Sakhon Province, Thailand.
Tpark Lamphun
Tpark Bangpakong
Sale office cabinet located in the TPark Lamphun Project on Chiang
Mai-Lamphun Road (Highway No. 11) within Umong Sub-District, Mueang
District, Lamphun Province, Thailand.
Sale office cabinet located in the TPark Bangpakong Km. 46 Project on Bang
Na-Bang Pakong Road (Highway No. 34) within Bang Samak Sub-District,
Bang Pakong District, Cha Choeng Sao Province, Thailand.
435
566
82
398
383
579
13
12
21
141
4
Annual Report 2018 | 333
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 PROPERTY, PLANT AND EQUIPMENT (CONT’D)
HELD THROUGH FRASERS HOSPITALITY TRUST
Singapore
Book Value
$’000
InterContinental
Singapore(2)
406 hotel rooms at 80 Middle Road.
Leasehold (lease expires year 2089), gross floor area – 49,987 sqm
483,117
Malaysia
The Westin Kuala Lumpur(2) 443 hotel rooms at 199 Jalan Bukit Bintang, Kuala Lumpur.
145,787
Freehold, gross floor area – 79,593 sqm
Japan
ANA Crown Plaza Kobe(2)
593 hotel rooms at 1-Chome, Kitano-Cho, Chuo-Ku, Kobe.
Freehold, gross floor area – 136,657 sqm
Australia
Novotel Sydney Darling
Square(2)
230 hotel rooms at Novotel Rockford Darling Harbour, 17 Little Pier Street,
Darling Harbour, New South Wales.
Leasehold (lease expires year 2098), gross floor area – 12,128 sqm
Sofitel Sydney Wentworth(2) 436 hotel rooms at 61-101 Phillip Street, Sydney, New South Wales.
Freehold, gross floor area – 33,589 sqm
Novotel Melbourne
on Collins(2)
380 hotel rooms at 270 Collins Street, Melbourne, Victoria.
Freehold, gross floor area – 20,860 sqm
United Kingdom
139,531
88,660
181,525
235,116
Park International London(2) 171 hotel rooms at 117-129 Cromwell Road, South Kensington, London.
64,450
Leasehold (lease expires 2098), Gross floor area – 6,825 sqm
ibis Styles London
Gloucester Road(2)
85 hotel rooms at 108, 110 and 112 Cromwell Road, London.
Leasehold (lease expires 2098), Gross floor area – 2,512 sqm
LAND AND BUILDING
OTHERS
TOTAL PROPERTY, PLANT AND EQUIPMENT
29,212
1,970,785
145,269
2,116,054
(2)
To align to the Group’s accounting policy, the property, plant and equipment held under FHT are stated at cost less accumulated depreciation and
any impairment.
334 | Frasers Property Limited
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 COMPLETED PROPERTIES HELD FOR SALE
Singapore
Parc Life
Australia
Lumiere
Central Park
Putney Hill
Queens Riverside
China
Chengdu Logistics Hub
Baitang One
Leasehold land (lease expires year 2113) of approximately 22,190 sqm at
Sembawang Crescent (Sembawang Planning Area) for the development of
628 executive condominium units consisting 7 blocks of 16-storey and 4
blocks of 15-storey residential units with e-deck, swimming pool, ancillary
facilities and a basement carpark of approximately 62,066 sqm gross floor
area for sale.
Freehold land of approximately 3,966 sqm situated at former Regent
Theatre, Frontages on George Street, Bathurst & Kent Street, Sydney, New
South Wales. The development has a gross floor area of 61,146 sqm and
consists of 1 retail podium, 456 residential units, 201 serviced apartments,
3 retail units and 19 commercial suites.
Freehold land of approximately 48,000 sqm situated at Broadway, Sydney,
New South Wales for a proposed mixed development of approximately
2,069 residential apartment units of approximately 107,287 sqm of gross
floor area for sale and commercial space of approximately 21,715 sqm of
gross floor area for sale.
Freehold land of approximately 113,500 sqm situated at Putney, Sydney,
New South Wales for a proposed development comprising 145 apartments
and 16 houses of approximately 15,321 sqm of gross floor area for sale.
Freehold land of approximately 11,895 sqm situated at East Perth for
a proposed mixed development comprising approximately 500 private
apartment units and 12 commercial space of a total of approximately 41,287
sqm of gross floor area for sale.
Leasehold land (lease expires year 2057) of approximately 195,846 sqm
situated at Chengdu. Phase 1 of the development has a gross floor area of
161,288 sqm and consists of 136 office units, 27 warehouses and 766 car
park lots. Phase 2 has a gross floor area of 154,049 sqm and consists of 149
office units, 14 retail units and 119 car park lots. Phase 4 has a gross floor
area of 163,527 sqm and consists of 270 office units, 88 retail units and 368
car park lots.
Leasehold land (lease expires year 2074) of approximately 314,501 sqm
situated at Gongye Yuan District, Nan Shi Jie Dong, Suzhou. Phase 1 of the
development has a gross floor area of 132,520 sqm and consists of 968
apartment units. Phase 2 has a gross floor area of 154,049 sqm and consists
of 898 apartment units. Phase 3A has a gross floor area of 77,711 sqm and
consists of 706 apartment units. Phase 3B has a gross floor area of 57,893
sqm and consists of 380 apartment units. Phase 3C1 has a gross floor area of
78,939 sqm and consists of 706 apartment units.
Effective
Interest
%
80.0
100.0
50.0
100.0
100.0
80.0
100.0
Annual Report 2018 | 335
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 COMPLETED PROPERTIES HELD FOR SALE (CONT’D)
United Kingdom
Wandsworth Riverside
Quarter
Camberwell Green
Freehold land of approximately 20,531 sqm situated at south bank of River
Thames, London for a proposed residential and commercial development
of 510 residential units and ancillary office and retail space of a total of
approximately 32,236 sqm of gross floor area for sale.
Freehold land of approximately 2,310 sqm situated at 1 – 6 Camberwell
Green and 307 – 311 Camberwell New Road SE5, London. The development
consists of 92 private apartments, 9 shared ownership units and 8
commercial units.
DEVELOPMENT PROPERTIES HELD FOR SALE
Effective
Interest
%
100.0
100.0
Singapore
North Park Residences
Jiak Kim street land parcel
Australia
Frasers Landing
Central Park
Fairwater
Estimated Date of
Completion
Effective
Interest
%
1st Quarter 2019
100.0
–
100.0
land
Leasehold
(lease expires year 2114) of
approximately 41,085 sqm at Yishun Avenue 2/Yishun
Central for the development of 920 condominium
units of approximately 77,335 sqm of gross floor area
for sale.
land
Leasehold
(lease expires year 2117) of
approximately 13,482 sqm at Lot 1637L Town
Subdivision 21 at Jiak Kim Street for a proposed
residential and commercial development.
A residential development comprising 463 land lots
to go.
3rd Quarter 2037
100.0
A residential development comprising 295 apartments
and 8 non residental lots to go.
4th Quarter 2019
100.0
A residential development comprising 381 apartment,
house and land lots to go.
3rd Quarter 2022
100.0
Lidcombe Village Civil
A residential development comprising 35 apartment,
MD housing, house and land lots to go.
4th Quarter 2020
100.0
Botany
A residential development comprising 55 apartment
and MD housing lots to go.
4th Quarter 2019
100.0
336 | Frasers Property Limited
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 DEVELOPMENT PROPERTIES HELD FOR SALE (CONT’D)
Australia (cont’d)
Ivanhoe
residential development
A
apartment and other lots to go.
comprising 2,371
4th Quarter 2029
100.0
Warriewood
A development comprising 1 superlot to go.
1st Quarter 2019
100.0
Estimated Date of
Completion
Effective
Interest
%
Discovery Point
Shared Works
Edmondson Park
Shell Cove
Northshore
A residential development comprising 239 apartment
lots to go.
2nd Quarter 2021
100.0
residential development
A
apartment, MD housing and other lots to go.
comprising 1,813
1st Quarter 2026
100.0
A residential development comprising 53 apartment
lots to go.
1st Quarter 2020
100.0
A residential development comprising 456 apartment,
MD housing, house and land lots to go.
1st Quarter 2023
100.0
Cova – Hope Island
A residential development comprising 149 MD
housing, house and land lots to go.
2nd Quarter 2020
100.0
Yungaba
A residential development comprising 4 apartment
lots to go.
1st Quarter 2019
100.0
Park Ridge
A residential development comprising 1 land lot to go.
1st Quarter 2019
100.0
Brookhaven
A residential development comprising 1,416 land lots
to go.
2nd Quarter 2024
100.0
Deebing Heights
A residential development comprising 927 land lots
to go.
2nd Quarter 2026
100.0
Carina
Carlton
A residential development comprising 185 MD
housing and land lots to go.
2nd Quarter 2021
100.0
A residential development comprising 184 apartment
and MD housing lots to go.
2nd Quarter 2021
65.0
Burwood Brickworks
A residential development comprising 699 MD
housing, land and apartment lots to go.
2nd Quarter 2025
100.0
Greenvale
Wyndham Vale
Cockburn
A residential development comprising 14 MD housing
and land lots to go.
1st Quarter 2019
100.0
A residential development comprising 1,182 land lots
and 2 retail lots to go.
4th Quarter 2026
100.0
A residential development comprising 371 apartment
lots to go.
3rd Quarter 2028
100.0
Annual Report 2018 | 337
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 DEVELOPMENT PROPERTIES HELD FOR SALE (CONT’D)
Estimated Date of
Completion
Effective
Interest
%
Australia (cont’d)
Port Coogee
Baldivis Grove
Shell Cove
A residential development comprising 573 apartment
and land lots to go.
1st Quarter 2028
100.0
A residential development comprising 284 land lots
to go.
4th Quarter 2023
100.0
A residential development comprising 1,012 MD
housing, house and land lots to go.
2nd Quarter 2025
50.0
Berwick Waters
A residential development comprising 1,026 land lots
to go.
3rd Quarter 2024
45.0
Parkville
Point Cook
Sunbury Fields
Wallara Waters
A residential development comprising 496 apartment
lots to go.
3rd Quarter 2023
50.0
A residential development comprising 376 MD
housing and land lots to go.
2nd Quarter 2020
50.0
A residential development comprising 56 land lots to
go.
1st Quarter 2019
100.0
A residential development comprising 1,402 land lots
to go.
3rd Quarter 2030
50.0
Avondale Heights
A residential development comprising 54 MD housing
lots to go.
2nd Quarter 2019
100.0
Westmeadows
A residential development comprising 65 MD housing
and land lots to go.
2nd Quarter 2020
100.0
Baldivis Parks
Greenwood
A residential development comprising 783 MD
housing and land lots to go.
3rd Quarter 2027
50.0
A residential development comprising 108 MD
housing and land lots to go.
3rd Quarter 2027
100.0
Schutz, Yatala, Queensland Built form project with estimated gross lettable area
1st Quarter 2019
100.0
of 7,146 sqm.
Rewards Distribution,
Yatala, Queensland
Built form project with estimated gross lettable area
of 13,527 sqm.
2nd Quarter 2019
100.0
Lot Q, Braeside, Victoria
Built form project with estimated gross lettable area
of 14,235 sqm.
1st Quarter 2019
100.0
Spec 7, Keysborough –
Stage 8, Victoria
Built form project with estimated gross lettable area
of 20,703 sqm.
2nd Quarter 2019
100.0
338 | Frasers Property Limited
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 DEVELOPMENT PROPERTIES HELD FOR SALE (CONT’D)
Estimated Date of
Completion
Effective
Interest
%
Australia (cont’d)
FDM, Eastern Creek –
Stage 5, New South Wales
Built form project with estimated gross lettable area
of 16,736 sqm.
2nd Quarter 2019
100.0
Tyremax & Spec, Gillman,
South Australia
Built form project with estimated gross lettable area
of 8,660 sqm.
1st Quarter 2019
50.0
Pinnacle, Berrinba,
Queensland
Built form project with estimated gross lettable area
of 16,297 sqm.
4th Quarter 2019
100.0
Maker Place, Truganina,
Victoria
Built form project with estimated gross lettable area
of 30,885 sqm.
3rd Quarter 2019
100.0
4 Burilda Close, Wetherill
Park, New South Wales
Built form project with estimated gross lettable area
of 18,770 sqm.
Lot 3 Burilda Close, Wetherill
Park, New South Wales
Built form project with estimated gross lettable area
of 26,055 sqm.
24 Archer Road, Truganina,
Victoria
Built form project with estimated gross lettable area
of 31,117 sqm.
33 & 15 Archer Road,
Truganina, Victoria
Built form project with estimated gross lettable area
of 14,871 sqm.
22 Hanson Place,
Eastern Creek,
New South Wales
Built form project with estimated gross lettable area
of 26,550 sqm.
15 Muir Road, Chullora,
New South Wales
Built form project with estimated gross lettable area
of 22,069 sqm.
11-27 Doriemus Drive,
Truganina, Victoria
Built form project with estimated gross lettable area
of 36,742 sqm.
58-76 Naxos Way &
68 Atlantic Drive,
Keysborough, Victoria
Built form project with estimated gross lettable area
of 28,805 sqm.
–
–
–
–
–
–
–
–
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
Eastern Creek – Stage 2,
New South Wales
Industrial type of estate with an estimated total
saleable area of 8,688 sqm.
1st Quarter 2019
100.0
Eastern Creek – Stage 3,
New South Wales
Industrial type of estate with an estimated total
saleable area of 7,541 sqm.
1st Quarter 2019
50.0
Macquarie Park,
New South Wales
Office type of estate with an estimated total saleable
area of 7,810 sqm.
1st Quarter 2020
50.0
Annual Report 2018 | 339
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 DEVELOPMENT PROPERTIES HELD FOR SALE (CONT’D)
Estimated Date of
Completion
Effective
Interest
%
Australia (cont’d)
Keysborough – Stage 6,
Victoria
Industrial type of estate with an estimated total
saleable area of 5,394 sqm.
3rd Quarter 2019
100.0
Keysborough – Stage 8,
Victoria
Industrial type of estate with an estimated total
saleable area of 5,514 sqm.
4th Quarter 2019
100.0
Truganina – Stage 12,
West Park, Victoria
Industrial type of estate with an estimated total
saleable area of 62,156 sqm.
4th Quarter 2019
100.0
Truganina – Stage 15,
West Park, Victoria
Industrial type of estate with an estimated total
saleable area of 56,152 sqm.
4th Quarter 2020
100.0
Inala, Queensland
Industrial type of estate with an estimated total
saleable area of 22,222 sqm.
2nd Quarter 2020
100.0
Church Lot, Berrinba,
Queensland
Industrial type of estate with an estimated total
saleable area of 6,090 sqm.
4th Quarter 2019
100.0
Yatala, Queensland
Industrial type of estate with an estimated total
saleable area of 117,103 sqm.
3rd Quarter 2021
100.0
Kellar Street, Berrinba,
Queensland
Industrial type of estate with an estimated total
saleable area of 44,580 sqm.
4th Quarter 2021
100.0
Mulgrave, Victoria
Office type of estate with an estimated total saleable
area of 45,309 sqm.
4th Quarter 2025
50.0
Braeside, Victoria
Industrial type of estate with an estimated total
saleable area of 180,829 sqm.
2nd Quarter 2022
100.0
Epping – Stage 1, Victoria
Industrial type of estate with an estimated total
saleable area of 230,719 sqm.
2nd Quarter 2021
100.0
Epping – Stage 2, Victoria
Industrial type of estate with an estimated total
saleable area of 222,601 sqm.
2nd Quarter 2024
100.0
Eastern Creek Lot 531,
New South Wales
Industrial type of estate with an estimated total
saleable area of 35,000 sqm.
3rd Quarter 2019
100.0
Berrinba, Queensland
Industrial type of estate with an estimated total
saleable area of 62,114 sqm.
3rd Quarter 2021
100.0
Horsley Park,
New South Wales
Industrial type of estate with an estimated total
saleable area of 100,060 sqm.
4th Quarter 2020
100.0
Burwood Brickworks,
Victoria
Retail type of estate with an estimated total saleable
area of 12,956 sqm.
1st Quarter 2020
100.0
Western Sydney Parklands
Trust, New South Wales
Retail type of estate with an estimated total saleable
area of 151,408 sqm.
1st Quarter 2020
100.0
Shell Cove,
New South Wales
Retail type of estate with an estimated total saleable
area of 4,600 sqm.
1st Quarter 2019
100.0
340 | Frasers Property Limited
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 DEVELOPMENT PROPERTIES HELD FOR SALE (CONT’D)
China
Chengdu Logistics Hub
Baitang One
United Kingdom
Wandsworth Riverside
Quarter
land
(lease expires year 2057) of
Leasehold
approximately 195,846 sqm situated at Chengdu for
a proposed industrial/commercial development of
approximately 548,065 sqm gross floor area for sale,
which is separated into Phase 1 of 161,288 sqm and
Phase 2 to 4 of 386,777 sqm. Phase 1, 2 and 4 of the
development were completed. Phase 3 was sold in
September 2012. Phase 2A is yet to be developed.
land
Leasehold
(lease expires year 2074) of
approximately 314,501 sqm situated at Gongye Yuan
district, Nan Shi Jie Dong, Suzhou for a residential
development of a total of approximately 555,285
sqm of gross floor area for sale, which is separated
into Phase 1 of 132,520 sqm, Phase 2 of 151,049 sqm
and Phase 3 of 273,055 sqm. Phases 1, 2, 3A, 3B and
3C1 of the development were completed. Phase 3C2
is currently under development.
Freehold land of approximately 20,531 sqm situated
at south bank of River Thames, London for a proposed
residential and commercial development of 510
residential units and ancillary office and retail space
of a total of approximately 32,236 sqm of gross
floor area.
Baildon project
Freehold land of approximately 5,870 sqm situated
at Baildon.
Brown Street project
Freehold land of approximately 3,157 sqm situated at
Brown Street, Glasgow.
Central House project
Freehold land of approximately 9,012 sqm situated in
Aldgate.
Larchwood
Vietnam
Q2 Thao Dien
A 7.7 acre greenfield development site situated on
the northern edge of Chineham Park with planning
permission for 3 warehouses or research and
development buildings totalling 11,241 sqm.
Leasehold land of approximately 7,956 sqm located
at district 2, Ho Chi Minh city for a residential
development of a total of approximately 50,408 sqm
of gross floor area for sale, which is separated into
high rise of 42,253 sqm for residential apartment
(38,566 sqm) and hop house (3,687 sqm) and low rise
of 8,155 sqm for landed houses.
Estimated Date of
Completion
Effective
Interest
%
3rd Quarter 2019
80.0
4th Quarter 2019
100.0
1st Quarter 2020
100.0
–
–
–
–
100.0
100.0
100.0
100.0
2nd Quarter 2021
70.0
Annual Report 2018 | 341
Particulars of Group PropertiesAS AT 30 SEPTEMBER 2018 Interested
Person Transactions
Particulars of interested person transactions (“IPTs”) for the period from 1 October 2017 to 30 September 2018 as required
under Rule 907 of the SGX Listing Manual are set out below.
Aggregate value of all
IPTs during the financial
year under review
(excluding transactions
less than $100,000 and
transactions conducted
under shareholders'
mandate pursuant
to Rule 920)
$’000
Aggregate value of all
IPTs conducted during
the financial year
under review under
shareholders' mandate
pursuant to Rule 920
(excluding transactions
less than $100,000)
$’000
–
–
1,087
297,876
397,166
–
94,445
524
1,944
–
–
120
Name of interested person
TCC Group of Companies(1)
– Purchase of products and obtaining of services
– Lease of retail/office/hotel space
– Interest charged on loans
– Acquisition/incorporation of interests in a joint venture
and associates
– Acquisition of interest in a subsidiary
Frasers Hospitality Trust
– Provision of services
Note:
(1)
This refers to the companies and entities in the TCC Group which are controlled by Mr Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi.
MATERIAL CONTRACTS (RULE 1207 (8) OF THE SGX LISTING MANUAL)
There were no material contracts entered into by the Company or any of its subsidiaries involving the interests of any
Director or controlling shareholder of the Company during the financial year under review, save as disclosed above and
in this Annual Report.
342 | Frasers Property Limited
Shareholding
Statistics
AS AT 10 DECEMBER 2018
DISTRIBUTION OF SHAREHOLDERS BY SIZE OF SHAREHOLDINGS
Size of Holding
No. of Shareholders
%
No. of Shares
%
– 99
– 1,000
– 10,000
1
100
1,001
10,001 – 1,000,000
1,000,001 and above
Total
78
546
4,990
2,388
25
8,027
0.97
6.80
62.17
29.75
0.31
100.00
2,299
372,497
24,898,098
133,088,428
2,753,665,297
2,912,026,619
0.00
0.01
0.86
4.57
94.56
100.00
TWENTY LARGEST SHAREHOLDERS
(AS SHOWN IN THE REGISTER OF MEMBERS AND DEPOSITORY REGISTER)
No.
Shareholder's Name
No. of Shares Held
%*
DBS Nominees Pte Ltd
United Overseas Bank Nominees Pte Ltd
InterBev Investment Limited
Citibank Nominees Singapore Pte Ltd
DBS Vickers Securities (Singapore) Pte Ltd
Raffles Nominees (Pte) Ltd
UOB Kay Hian Pte Ltd
The Hongkong and Shanghai Banking Corporation Limited
Lim Ee Seng
DBSN Services Pte Ltd
Phay Thong Huat Pte Ltd
The Titular Roman Catholic Archbishop of Kuala Lumpur
DB Nominees (Singapore) Pte Ltd
Phillip Securities Pte Ltd
Choo Meileen
OCBC Securities Private Ltd
Chee Swee Cheng & Co Pte Ltd
OCBC Nominees Singapore Pte Ltd
CGS-CIMB Securities (Singapore) Pte Ltd
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20 Maybank Kim Eng Securities Pte. Ltd.
Total
Note
880,699,313
860,567,122
824,847,644
96,706,930
22,714,610
13,095,182
12,314,721
8,728,700
4,788,729
4,645,402
3,618,000
2,013,440
1,997,030
1,959,196
1,812,130
1,803,480
1,693,220
1,595,920
1,313,205
1,281,720
2,748,195,694
30.24
29.55
28.33
3.32
0.78
0.45
0.42
0.30
0.16
0.16
0.12
0.07
0.07
0.07
0.06
0.06
0.06
0.05
0.05
0.04
94.37
*
Percentage is based on 2,912,026,619 shares as at 10 December 2018. There are no Treasury Shares as at 10 December 2018.
Annual Report 2018 | 343
Shareholding
Statistics
AS AT 10 DECEMBER 2018
SUBSTANTIAL SHAREHOLDERS (AS SHOWN IN THE REGISTER OF SUBSTANTIAL SHAREHOLDERS)
TCC Assets Limited
InterBev Investment Limited
International Beverage Holdings Limited (1)
Thai Beverage Public Company Limited (2)
Siriwana Company Limited (3)
MM Group Limited (4)
Maxtop Management Corp. (4)
Risen Mark Enterprise Ltd. (4)
Golden Capital (Singapore) Limited (4)
Charoen Sirivadhanabhakdi (5)
Khunying Wanna Sirivadhanabhakdi (5)
Direct Interest
Deemed Interest
No. of Shares
%*
No. of Shares
%*
1,716,160,124
824,847,644
58.93
28.33
824,847,644
824,847,644
824,847,644
824,847,644
824,847,644
824,847,644
824,847,644
2,541,007,768
2,541,007,768
28.33
28.33
28.33
28.33
28.33
28.33
28.33
87.26
87.26
To the best of the Company’s knowledge and based on records of the Company as at 10 December 2018, approximately
12%* of the issued shares of the Company are held in the hands of the public and this complies with Rule 723 of the
Listing Manual.
Notes:
*
(1)
(2)
(3)
Percentage is based on 2,912,026,619 shares as at 10 December 2018. There are no Treasury Shares as at 10 December 2018.
International Beverage Holdings Limited (“IBHL”) holds a 100% direct interest in InterBev Investment Limited (“IBIL”) and is therefore deemed to be interested
in all of the shares of Frasers Property Limited (“FPL”) in which IBIL has an interest.
Thai Beverage Public Company Limited (“ThaiBev”) holds a 100% direct interest in IBHL, which in turn holds a 100% direct interest in IBIL. ThaiBev is therefore
deemed to be interested in all of the shares of FPL in which IBIL has an interest.
Siriwana Company Limited (“Siriwana”) holds an approximate 45.27% direct interest in ThaiBev;
-
-
ThaiBev holds a 100% direct interest in IBHL; and
IBHL holds a 100% direct interest in IBIL.
Siriwana is therefore deemed to be interested in all of the shares of FPL in which IBIL has an interest.
(4) MM Group Limited (“MM Group”) holds a 100% direct interest in each of Maxtop Management Corp. (“Maxtop”), Risen Mark Enterprise Ltd. (“RM”) and Golden
Capital (Singapore) Limited (“GC”);
– Maxtop holds a 17.23% direct interest in ThaiBev;
–
RM holds a 3.32% direct interest in ThaiBev;
– GC holds a 0.06% direct interest in ThaiBev.
–
–
ThaiBev holds a 100% direct interest in IBHL; and
IBHL holds a 100% direct interest in IBIL.
MM Group is therefore deemed to be interested in all of the shares of FPL in which IBIL has an interest.
(5)
Each of Charoen Sirivadhanabhakdi and his spouse, Khunying Wanna Sirivadhanabhakdi, owns 50% of the issued share capital of TCC Assets Limited (“TCCA”),
and is therefore deemed to be interested in all of the shares of FPL in which TCCA has an interest.
Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi also jointly hold:
–
–
a 51% direct interest in Siriwana, which in turn holds an approximate 45.27% direct interest in ThaiBev; and
a 100% direct interest in MM Group. MM Group holds a 100% direct interest in each of Maxtop, RM and GC. Maxtop holds a 17.23% direct interest in
ThaiBev; RM holds a 3.32% direct interest in ThaiBev; and GC holds a 0.06% direct interest in ThaiBev.
ThaiBev holds a 100% direct interest in IBHL, which in turn holds a 100% direct interest in IBIL. Each of Charoen Sirivadhanabhakdi and Khunying Wanna
Sirivadhanabhakdi is therefore deemed to be interested in all of the shares of FPL in which IBIL has an interest.
344 | Frasers Property Limited
Notice of
Annual General Meeting
FRASERS PROPERTY LIMITED
(Incorporated in Singapore)
(Company Registration No. 196300440G)
NOTICE OF ANNUAL GENERAL MEETING
Date
Place
:
:
29 January 2019
Ballrooms I, II and III, Level 2, InterContinental Singapore, 80 Middle Road, Singapore 188966
NOTICE IS HEREBY GIVEN that the 55th Annual General Meeting of FRASERS PROPERTY LIMITED (the “Company”) will
be held at Ballrooms I, II and III, Level 2, InterContinental Singapore, 80 Middle Road, Singapore 188966 on Tuesday,
29 January 2019 at 2.00 p.m. for the following purposes:
ROUTINE BUSINESS
(1)
(2)
(3)
To receive and adopt the Directors’ statement and audited financial statements for the year ended
30 September 2018 and the auditors’ report thereon.
To approve a final tax-exempt (one-tier) dividend of 6.2 cents per share in respect of the year ended
30 September 2018.
To pass the following resolutions on the recommendation of the Nominating Committee and endorsement of the
Board of Directors in respect of appointment of Directors (see note (a) of the explanatory notes):
(a)
“That Mr Charles Mak Ming Ying, who will retire by rotation pursuant to article 94 of the Constitution of
the Company and who, being eligible, has offered himself for re-election, be and is hereby re-appointed as a
Director of the Company.”
Subject to his re-appointment, Mr Mak, who is considered an independent Director, will be re-appointed
as the lead independent Director, the Chairman of the Audit Committee, the Vice-Chairman of the Board
Executive Committee, a member of the Nominating Committee, a member of the Remuneration Committee
and a member of the Risk Management Committee.
(b)
“That Mr Philip Eng Heng Nee, who will retire by rotation pursuant to article 94 of the Constitution of the
Company and who, being eligible, has offered himself for re-election, be and is hereby re-appointed as a
Director of the Company.”
Subject to his re-appointment, Mr Eng, who is considered an independent Director, will be re-appointed as
the Chairman of the Remuneration Committee and a member of the Audit Committee.
(c)
“That Mr Chotiphat Bijananda, who will retire by rotation pursuant to article 94 of the Constitution of the
Company and who, being eligible, has offered himself for re-election, be and is hereby re-appointed as a
Director of the Company.”
Subject to his re-appointment, Mr Bijananda will be re-appointed as the Chairman of the Risk Management
Committee, the Vice-Chairman of the Board Executive Committee and a member of the Nominating
Committee.
(d)
“That Mr Panote Sirivadhanabhakdi, who will retire by rotation pursuant to article 94 of the Constitution of
the Company and who, being eligible, has offered himself for re-election, be and is hereby re-appointed as a
Director of the Company.”
Subject to his re-appointment, Mr Panote will be re-appointed as a member of the Board Executive
Committee and a member of the Risk Management Committee.
Annual Report 2018 | 345
Notice of
Annual General Meeting
(4)
To approve Directors’ fees of up to S$2,000,000 payable by the Company for the year ending 30 September 2019
(last year: up to S$2,000,000).
(5)
To re-appoint KPMG LLP as the auditors of the Company and to authorise the Directors to fix their remuneration.
SPECIAL BUSINESS
To consider and, if thought fit, to pass, with or without modifications, the following resolutions, which will be proposed
as Ordinary Resolutions:
(6)
“That authority be and is hereby given to the Directors of the Company to:
(a)
(i)
issue shares of the Company (“shares”) 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
shares to be issued, including but not limited to the creation and issue of (as well as adjustments to)
warrants, debentures or other instruments convertible into shares,
at any time and upon such terms and conditions and for such purposes and to such persons as the Directors
may in their absolute discretion deem fit; and
(b)
(notwithstanding the authority conferred by this Resolution may have ceased to be in force) issue shares in
pursuance of any Instrument made or granted by the Directors while this Resolution was in force,
provided that:
(1)
(2)
(3)
(4)
the aggregate number of shares to be issued pursuant to this Resolution (including shares to be issued in
pursuance of Instruments made or granted pursuant to this Resolution) does not exceed 50% of the total
number of issued shares (excluding treasury shares and subsidiary holdings) (as calculated in accordance with
sub-paragraph (2) below), of which the aggregate number of shares to be issued other than on a pro rata basis
to shareholders of the Company (including shares to be issued in pursuance of Instruments made or granted
pursuant to this Resolution) shall not exceed 20% of the total number of issued shares (excluding treasury
shares and subsidiary holdings) (as calculated in accordance with sub-paragraph (2) below);
(subject to such manner of calculation as may be prescribed by the Singapore Exchange Securities Trading
Limited (the “SGX-ST”)) for the purpose of determining the aggregate number of shares that may be issued
under sub-paragraph (1) above, the percentage of issued shares shall be based on the total number of
issued shares (excluding treasury shares and subsidiary holdings) at the time this Resolution is passed, after
adjusting for:
(i)
new shares arising from the conversion or exercise of any convertible securities or share options or
vesting of share awards which are outstanding or subsisting at the time this Resolution is passed; and
(ii)
any subsequent bonus issue, consolidation or subdivision of shares,
and, in sub-paragraph (1) above and this sub-paragraph (2), “subsidiary holdings” has the meaning given to
it in the Listing Manual of the SGX-ST;
in exercising the authority conferred by this Resolution, the Company 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 Constitution for the time being of the Company; and
(unless revoked or varied by the Company in general meeting) the authority conferred by this Resolution
shall continue in force until the conclusion of the next Annual General Meeting of the Company or the
date by which the next Annual General Meeting of the Company is required by law to be held, whichever
is the earlier.”
346 | Frasers Property Limited
Notice of
Annual General Meeting
(7)
“That authority be and is hereby given to the Directors of the Company to:
(a)
(b)
grant awards in accordance with the provisions of the FPL Restricted Share Plan (the “Restricted Share
Plan”) and/or the FPL Performance Share Plan (the “Performance Share Plan”); and
allot and issue such number of ordinary shares of the Company as may be required to be delivered pursuant
to the vesting of awards under the Restricted Share Plan and/or the Performance Share Plan,
provided that the aggregate number of new ordinary shares allotted and issued and/or to be allotted and issued,
when aggregated with existing ordinary shares (including shares held in treasury) delivered and/or to be delivered,
pursuant to the Restricted Share Plan and the Performance Share Plan, shall not exceed 10% of the total number
of issued ordinary shares of the Company (excluding treasury shares and subsidiary holdings) from time to time,
and in this Resolution, “subsidiary holdings” has the meaning given to it in the Listing Manual of the Singapore
Exchange Securities Trading Limited.”
(8)
“That:
(a)
(b)
(c)
(9)
“That:
(a)
approval be and is hereby given, for the purposes of Chapter 9 of the Listing Manual (“Chapter 9”) of the
Singapore Exchange Securities Trading Limited, for the Company, its subsidiaries and associated companies
that are considered to be “entities at risk” under Chapter 9, or any of them, to enter into any of the transactions
falling within the types of Mandated Transactions described in Appendix 1 to the Letter to Shareholders
dated 28 December 2018 (the “Letter”), with any party who is of the class of Mandated Interested Persons
described in Appendix 1 to the Letter, provided that such transactions are made on normal commercial
terms and in accordance with the review procedures for such Mandated Transactions (the “IPT Mandate”);
the IPT Mandate shall, unless revoked or varied by the Company in general meeting, continue in force until
the conclusion of the next Annual General Meeting of the Company; and
the Directors of the Company and/or any of them be and are hereby authorised to complete and do all
such acts and things (including executing all such documents as may be required) as they and/or he may
consider expedient or necessary or in the interests of the Company to give effect to the IPT Mandate and/or
this Resolution.”
for the purposes of Sections 76C and 76E of the Companies Act, Chapter 50 of Singapore (the “Companies
Act”), the exercise by the Directors of the Company of all the powers of the Company to purchase or
otherwise acquire issued ordinary shares of the Company (“Shares”) not exceeding in aggregate the
Maximum Percentage (as hereafter defined), at such price or prices as may be determined by the Directors
from time to time up to the Maximum Price (as hereafter defined), whether by way of:
(i)
(ii)
market purchase(s) on the Singapore Exchange Securities Trading Limited (the “SGX-ST”) transacted
through the trading system of the SGX-ST and/or any other securities exchange on which the Shares
may for the time being be listed and quoted (“Other Exchange”); and/or
off-market purchase(s) (if effected otherwise than on the SGX-ST or, as the case may be, Other
Exchange) in accordance with any equal access scheme(s) as may be determined or formulated by
the Directors as they consider fit, which scheme(s) shall satisfy all the conditions prescribed by the
Companies Act,
and otherwise in accordance with all other laws and regulations and rules of the SGX-ST or, as the case
may be, Other Exchange as may for the time being be applicable, be and is hereby authorised and approved
generally and unconditionally (the “Share Purchase Mandate”);
Annual Report 2018 | 347
Notice of
Annual General Meeting
(b)
unless varied or revoked by the Company in general meeting, the authority conferred on the Directors of the
Company pursuant to the Share Purchase Mandate may be exercised by the Directors at any time and from
time to time during the period commencing from the date of the passing of this Resolution and expiring on
the earliest of:
(i)
the date on which the next Annual General Meeting of the Company is held;
(ii)
(iii)
the date by which the next Annual General Meeting of the Company is required by law to be held;
and
the date on which purchases and acquisitions of Shares pursuant to the Share Purchase Mandate are
carried out to the full extent mandated;
(c)
in this Resolution:
“Average Closing Price” means the average of the closing market prices of a Share over the five consecutive
market days on which the Shares are transacted on the SGX-ST or, as the case may be, Other Exchange,
immediately preceding the date of the market purchase by the Company or, as the case may be, the date
of the making of the offer pursuant to the off-market purchase, and deemed to be adjusted, in accordance
with the listing rules of the SGX-ST, for any corporate action that occurs after the relevant five-day period;
“date of the making of the offer” means the date on which the Company makes an offer for the purchase or
acquisition of Shares from holders of Shares, stating therein the relevant terms of the equal access scheme
for effecting the off-market purchase;
“Maximum Percentage” means that number of issued Shares representing 2% of the issued Shares as at the
date of the passing of this Resolution (excluding treasury shares and subsidiary holdings (as defined in the
Listing Manual of the SGX-ST)); and
“Maximum Price” in relation to a Share to be purchased or acquired, means the purchase price (excluding
related brokerage, commission, applicable goods and services tax, stamp duties, clearance fees and other
related expenses) which shall not exceed 105% of the Average Closing Price of the Shares; and
(d)
the Directors of the Company and/or any of them be and are hereby authorised to complete and do all such
acts and things (including executing all such documents as may be required) as they and/or he may consider
expedient or necessary or in the interests of the Company to give effect to the transactions contemplated
and/or authorised by this Resolution.”
By Order of the Board
Catherine Yeo
Company Secretary
Singapore, 28 December 2018
348 | Frasers Property Limited
Notice of
Annual General Meeting
Notes:
1.
(a)
A member who is not a relevant intermediary is entitled to appoint not more than two proxies to attend,
speak and vote at the Annual General Meeting. Where such member’s form of proxy appoints more than
one proxy, the proportion of his shareholding concerned to be represented by each proxy shall be specified
in the form of proxy.
(b)
A member who is a relevant intermediary is entitled to appoint more than two proxies to attend, speak and
vote at the Annual General Meeting, but each proxy must be appointed to exercise the rights attached to
a different share or shares held by such member. Where such member’s form of proxy appoints more than
two proxies, the number and class of shares in relation to which each proxy has been appointed shall be
specified in the form of proxy.
“Relevant intermediary” has the meaning ascribed to it in Section 181 of the Companies Act, Chapter 50
of Singapore.
2.
3.
A proxy need not be a member of the Company.
The instrument appointing a proxy or proxies (a form is enclosed) must be deposited at the Share Registration
Office of the Company at Tricor Barbinder Share Registration Services (A division of Tricor Singapore Pte. Ltd.),
80 Robinson Road #11-02, Singapore 068898, not less than 72 hours before the time appointed for holding the
Annual General Meeting.
Explanatory notes:
(a)
(b)
(c)
(d)
Detailed information on the Directors who are proposed to be re-appointed can be found under “Board of Directors”
and “Corporate Governance” in the Company’s Annual Report 2018.
The Ordinary Resolution proposed in item (6) above is to authorise the Directors of the Company from the date
of the Annual General Meeting until the next Annual General Meeting to issue shares and/or make or grant
instruments that might require shares to be issued, and to issue shares in pursuance of such instruments, up to
a limit of 50% of the total number of issued shares of the Company (excluding treasury shares and subsidiary
holdings), with a sub-limit of 20% for issues other than on a pro rata basis, calculated as described in the
Resolution. As at 11 December 2018 (the “Latest Practicable Date”), the Company had no treasury shares and no
subsidiary holdings.
The Ordinary Resolution proposed in item (7) above is to authorise the Directors of the Company to offer and grant
awards and to issue ordinary shares of the Company pursuant to the FPL Restricted Share Plan (the “Restricted
Share Plan”) and the FPL Performance Share Plan (the “Performance Share Plan”) provided that the aggregate
number of new ordinary shares allotted and issued and/or to be allotted and issued, when aggregated with existing
ordinary shares (including shares held in treasury) delivered and/or to be delivered, pursuant to the Restricted
Share Plan and the Performance Share Plan, shall not exceed 10% of the total number of issued ordinary shares
of the Company (excluding treasury shares and subsidiary holdings), over the 10-year duration of the Restricted
Share Plan and the Performance Share Plan.
The Ordinary Resolution proposed in item (8) above is to renew the mandate to enable the Company, its subsidiaries
and associated companies that are considered to be “entities at risk” under Chapter 9 of the Listing Manual, or
any of them, to enter into certain interested person transactions with specified classes of interested persons, as
described in Appendix 1 to the Letter to Shareholders dated 28 December 2018 (the “Letter”). Please refer to the
Letter for more details.
Annual Report 2018 | 349
Notice of
Annual General Meeting
(e)
The Ordinary Resolution proposed in item (9) above is to renew the mandate to allow the Company to purchase or
otherwise acquire its issued ordinary shares, on the terms and subject to the conditions set out in the Resolution.
The Company intends to use internal resources or external borrowings or a combination of both to finance the
purchase or acquisition of its ordinary shares. The amount of financing required for the Company to purchase or
acquire its ordinary shares, and the impact on the Company’s financial position cannot be ascertained as at the
date of this Notice as these will depend on the number of ordinary shares purchased or acquired, whether the
purchase or acquisition is made out of capital or profits, the price at which such ordinary shares were purchased or
acquired and whether the ordinary shares purchased or acquired are held in treasury or cancelled.
Purely for illustrative purposes only, the financial effects of an assumed purchase or acquisition of 58,240,532
ordinary shares on the Latest Practicable Date, representing 2% of the issued ordinary shares as at that date, at the
maximum price of S$1.74 for one ordinary share (being the price equivalent to 5% above the average of the closing
market prices of the ordinary shares for the five consecutive market days on which the ordinary shares were traded
on the Singapore Exchange Securities Trading Limited immediately preceding the Latest Practicable Date), in the
case of a market purchase and an off-market purchase respectively, based on the audited financial statements of
the Company and its subsidiaries for the financial year ended 30 September 2018 and certain assumptions, are set
out in paragraph 3.7 of the Letter.
Please refer to the Letter for more details.
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 member of the Company (i) consents to the collection, use
and disclosure of the member’s personal data by the Company (or its agents or service providers) for the purpose of the
processing, administration and analysis by the Company (or its agents or service providers) 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 Company
(or its agents or service providers) to comply with any applicable laws, listing rules, take-over rules, regulations and/or
guidelines (collectively, the “Purposes”), (ii) warrants that where the member discloses the personal data of the member’s
proxy(ies) and/or representative(s) to the Company (or its agents or service providers), the member has obtained the prior
consent of such proxy(ies) and/or representative(s) for the collection, use and disclosure by the Company (or its agents
or service providers) of the personal data of such proxy(ies) and/or representative(s) for the Purposes, and (iii) agrees that
the member will indemnify the Company in respect of any penalties, liabilities, claims, demands, losses and damages as a
result of the member’s breach of warranty.
350 | Frasers Property Limited
FRASERS PROPERTY LIMITED
(Incorporated in Singapore)
(Company Registration No. 196300440G)
Proxy Form
Annual General Meeting
I/We
of
IMPORTANT
1. Relevant intermediaries as defined in Section 181 of the
Companies Act, Chapter 50 of Singapore may appoint more
than two proxies to attend, speak and vote at the Annual
General Meeting.
2. For CPF/SRS investors who have used their CPF/SRS monies to
buy shares in Frasers Property Limited, this form of proxy is not
valid for use and shall be ineffective for all intents and purposes
if used or purported to be used by them. CPF/SRS investors
should contact their respective Agent Banks/SRS Operators if
they have any queries regarding their appointment as proxies.
3. By submitting an instrument appointing a proxy(ies) and/
or representative(s), the member accepts and agrees to the
personal data privacy terms set out in the Notice of Annual
General Meeting dated 28 December 2018.
(Name)
(NRIC/Passport/Co Reg Number)
(Address)
being a member/members of Frasers Property Limited (the “Company”), hereby appoint:
Name
Address
NRIC/Passport Number
Proportion of Shareholdings
No. of Shares
%
and/or (delete as appropriate)
Name
Address
NRIC/Passport Number
Proportion of Shareholdings
No. of Shares
%
or failing him/them, the Chairman of the Annual General Meeting (“AGM”) as my/our proxy/proxies to attend, speak and vote
for me/us on my/our behalf at the AGM of the Company to be held at 2.00 p.m. on 29 January 2019 at Ballrooms I, II and III,
Level 2, InterContinental Singapore, 80 Middle Road Singapore 188966, and at any adjournment thereof. I/We direct my/our
proxy/proxies to vote for or against the resolutions to be proposed at the AGM as indicated below. 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 AGM.
No. of Votes
For*
No. of Votes
Against*
NO. RESOLUTIONS RELATING TO:
To re-appoint Director: Mr Charles Mak Ming Ying
To re-appoint Director: Mr Philip Eng Heng Nee
To re-appoint Director: Mr Chotiphat Bijananda
To re-appoint Director: Mr Panote Sirivadhanabhakdi
ROUTINE BUSINESS
To receive and adopt the Directors’ statement and audited financial statements for
the year ended 30 September 2018 and the auditors’ report thereon.
To approve a final tax-exempt (one-tier) dividend of 6.2 cents per share in respect of
the year ended 30 September 2018.
(a)
(b)
(c)
(d)
To approve Directors’ fees of up to S$2,000,000 payable by the Company for the year
ending 30 September 2019 (last year: up to S$2,000,000).
To re-appoint KPMG LLP as the auditors of the Company and to authorise the
Directors to fix their remuneration.
SPECIAL BUSINESS
To authorise the Directors to issue shares and to make or grant convertible instruments.
To authorise the Directors to grant awards and to allot and issue shares pursuant to
the FPL Restricted Share Plan and/or the FPL Performance Share Plan.
To approve the proposed renewal of the mandate for interested person transactions.
To approve the proposed renewal of the share purchase mandate.
1.
2.
3.
4.
5.
6.
7.
8.
9.
* Voting will be conducted by poll. If you wish to exercise all your votes “For” or “Against” the relevant resolution, please tick (P) within the relevant box provided.
Alternatively, if you wish to exercise your votes both “For” and “Against” the relevant resolution, please indicate the number of shares in the boxes provided.
Dated this
day of
2018/2019+.
+ Delete whichever is inapplicable.
Signature(s) of Member(s) or Common Seal
IMPORTANT: PLEASE READ NOTES OVERLEAF
Total Number of
Shares Held (Note 1)
fold and seal here
NOTES TO PROXY FORM:
1.
2.
If the member has shares entered against his name in the Depository Register (maintained by The Central Depository (Pte) Limited), he should insert that number
of shares. If the member has shares registered in his name in the Register of Members (maintained by or on behalf of the Company), he should insert that number
of shares. If the member has shares entered against his name in the Depository Register and registered in his name in the Register of Members, he should insert the
aggregate number of shares. If no number is inserted, this instrument appointing a proxy or proxies will be deemed to relate to all the shares held by the member.
(a) A member who is not a relevant intermediary is entitled to appoint not more than two proxies to attend, speak and vote at the Annual General Meeting.
Where such member’s form of proxy appoints more than one proxy, the proportion of his shareholding concerned to be represented by each proxy shall be
specified in the form of proxy.
(b) A member who is a relevant intermediary is entitled to appoint more than two proxies to attend, speak and vote at the Annual General Meeting, but each
proxy must be appointed to exercise the rights attached to a different share or shares held by such member. Where such member’s form of proxy appoints
more than two proxies, the number and class of shares in relation to which each proxy has been appointed shall be specified in the form of proxy.
“Relevant intermediary” has the meaning ascribed to it in Section 181 of the Companies Act, Chapter 50 of Singapore.
3. A proxy need not be a member of the Company.
4. The instrument appointing a proxy or proxies must be deposited at the Share Registration Office of the Company at Tricor Barbinder Share Registration Services
(A division of Tricor Singapore Pte. Ltd.), 80 Robinson Road #11-02, Singapore 068898, not less than 72 hours before the time appointed for holding the Annual
General Meeting.
5. Completion and return of the instrument appointing a proxy or proxies shall not preclude a member from attending, speaking and voting at the Annual General
Meeting. Any appointment of a proxy or proxies shall be deemed to be revoked if a member attends the Annual General Meeting in person, and in such event, the
Company reserves the right to refuse to admit any person or persons appointed under the instrument of proxy, to the Annual General Meeting.
6. 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.
7. Where an instrument appointing a proxy or proxies is signed on behalf of the appointor by an attorney, the letter or power of attorney or a duly certified copy
thereof must (failing previous registration with the Company) be lodged with the instrument of proxy, failing which the instrument may be treated as invalid.
8. The Company shall be entitled to reject an instrument appointing a proxy or proxies which is incomplete, improperly completed, illegible or where the true
intentions of the appointor are not ascertainable from the instructions of the appointor specified in the instrument appointing a proxy or proxies (including any
related attachment). In addition, in the case of a member whose shares are entered in the Depository Register, the Company may reject an instrument appointing
a proxy or proxies if the member, being the appointor, is not shown to have shares entered against his name in the Depository Register as at 72 hours before the
time appointed for holding the Annual General Meeting, as certified by The Central Depository (Pte) Limited to the Company.
fold here
Affix
Postage
Stamp
THE COMPANY SECRETARY
FRASERS PROPERTY LIMITED
c/o Tricor Barbinder Share Registration Services
(A division of Tricor Singapore Pte. Ltd.)
80 Robinson Road #11-02
Singapore 068898
fold here
Fact Sheet
As at 30 September 2018
Overview
Frasers Property Limited (“Frasers Property” and together with its subsidiaries, the “Group”), is
a multi-national company that owns, develops and manages a diverse, integrated portfolio of
properties. Listed on the Main Board of the Singapore Exchange Securities Trading Limited
(“SGX-ST”) and headquartered in Singapore, the Group has total assets of approximately
S$32 billion as at 30 September 2018.
Frasers Property’s assets range from residential, retail, commercial and business parks, to logistics
and industrial in Singapore, Australia, Europe, China and Southeast Asia. Its well-established
hospitality business owns and/or operates serviced apartments and hotels in over 80 cities
across Asia, Australia, Europe, the Middle East and Africa. The Group is unified in its commitment
to deliver enriching and memorable experiences to customers and stakeholders, leveraging on
its knowledge and capabilities from across markets and property sectors, to deliver value in its
multiple asset classes.
Frasers Property
at a glance
Among the top residential developers
and one of the largest mall owners and
/ or operators in Singapore
One of Australia’s leading diversified
property groups
Owns and / or operates over 24,000
serviced apartments / hotel rooms
(including pending openings)
across more than 80 cities
S$4,311.6 million revenue in FY18
Frasers Property is also the sponsor of three real estate investment trusts and one stapled trust
listed on the SGX-ST. Frasers Centrepoint Trust, Frasers Commercial Trust, and Frasers Logistics
& Industrial Trust are focused on retail, commercial, and logistics and industrial properties
respectively. Frasers Hospitality Trust (comprising Frasers Hospitality Real Estate Investment Trust
and Frasers Hospitality Business Trust) is a stapled trust focused on hospitality properties.
S$1,278.7 million PBIT in FY18
S$507.2 million attributable
profit before fair value change
and exceptional items in FY18
Group structure and businesses
Frasers Property Limited
Singapore
Australia
Hospitality
Europe & rest of Asia
Residential
Over 21,000 homes built and one
project under development
Retail
Has interests in five malls in
Singapore
Commercial
Has interests in four office and
business space properties in
Singapore
REIT
Holds a 41.9% stake in FCT,
which owns six suburban malls in
Singapore and has a 31.15% stake
in Hektar REIT, a retail-focused REIT
in Malaysia
Holds a 25.2% stake in FCOT, which
owns six office and business space/
park assets across Singapore,
Australia and the UK
Development
A residential pipeline with an
estimated gross development
value (“GDV”) of S$8.1 billion1
A commercial & industrial (“C&I”)
and retail pipeline with an
estimated GDV of S$1.1 billion2
Investment – Non-Reit
S$1.6 billion3,4 portfolio of C&I
investment properties, with high
occupancy rates and strong tenant
profile
REIT
Holds a 20.7%5 stake in FLT, which
owns 82 quality industrial and
logistics assets strategically
located in major industrial markets
in Australia and Europe
Fee Income
Asset management and property
management fees
Fee Income
Asset management and property
management fees
Management Business
Owns and / or operates over
24,000 serviced apartments /
hotel rooms (including pending
openings) across more than 80
cities
REIT
Holds a 23.6% stake in FHT, which
owns 15 hotel and serviced
residence assets in prime locations
across Asia, Australia, and Europe
Fee Income
Asset management and property
management fees
Germany and The Netherlands
S$2.0 billion6,7,8 portfolio of 45
properties8
United Kingdom
S$2.0 billion9 of property assets
across residential, commercial
and business parks
China
Three projects under
development and land bank of
860 units
Thailand
Stakes in Golden Land Property
Development, TICON Industrial
Connection and One Bangkok,
Thailand’s largest integrated
development
Vietnam
Strong growth potential in a
rapidly growing economy with
stable inflation
United Kingdom
Netherlands
Germany
Austria
France
Hungary
Switzerland
Spain
Morocco*
Turkey
Saudi Arabia
Bahrain
Qatar
Kuwait*
UAE
Oman
Global footprint
Logistics/
Industrial
Australia
Austria
China
Germany
Thailand12
Netherlands
Business
Park
United
Kingdom
Hospitality
Australia
Bahrain
Cambodia*
China
France
Germany
Hungary
India
Indonesia
Japan
Kuwait*
Malaysia
Morocco*
Myanmar*
Nigeria
Oman
Philippines
Qatar
Saudi
Arabia
Singapore
South Korea
Spain
Switzerland
Thailand
Turkey
UAE
United
Kingdom
Vietnam
Residential
Australia
China
Malaysia
Singapore
Thailand10
United
Kingdom
Vietnam
Commercial
Australia
China
Malaysia11
Singapore
Thailand12
United
Kingdom
Vietnam
Nigeria
7
South Korea
China
Japan
India
Myanmar*
Thailand
Cambodia*
Vietnam
Philippines
Malaysia
Singapore
Indonesia
Australia
*
1
2
3
4
5
6
Assets in development pipeline
Excludes unrecognised lots and revenue; Includes commercial area; Includes
100% of joint arrangements (JO and JV) and PDAs
Estimated pipeline GDV includes GDV related to commercial and industrial
(“C&I”) developments for the Group’s investment property portfolio, on
which there will be no profit recognition; the mix of internal and external
C&I developments in the pipeline changes in line with prevailing market
conditions
Includes properties under development as at 30 September 2018
Based on exchange rate S$/A$ : 0.9878
As at 31 August 2018
Based on exchange rate S$/€: 1.5864
Comprises assets in Germany, the Netherlands in which the Group has an
interest, including acquisitions pending completion
Includes acquisitions completed as of 30 September 2018
Based on exchange rate S$/£ : 1.7809
8
9
10 Through Frasers Property’s 39.9% stake in Golden Land Property
Development Public Company Limited and 19.8% stake in ‘One Bangkok’
Holdings Co., Ltd (“One Bangkok”)
11 Through FCT’s stake in Hektar Real Estate Investment Trust, a retail-focused
REIT in Malaysia
12 Through Frasers Property’s 39.9% stake in Golden Land Property
Development Public Company Limited, 89.5% stake in TICON Industrial
Connection Public Company Limited and 19.8% stake in ‘One Bangkok’
Competitive strengths
• Able to participate in and extract value from the entire real estate value chain by tapping on its multi-segment capabilities
• Well-established in the private residential property market in Singapore, as one of the top residential developers
• One of the largest retail mall owners and / or operators in Singapore, offering customised solutions across multiple locations
•
•
•
• Visible income sources from pre-sold residential projects, supported by recurring rental and property/asset management income
Strong reputation and proven track record across all property segments, with an expertise in developing complex, mixed-use
•
developments
Scalable hospitality operator with an international footprint that cannot be easily replicated
Sound capital structure and balance sheet
Established REIT platforms for capital recycling through the divestment of mature, stable-yield assets
• Backed by the TCC Group, one of the largest conglomerates in Thailand with businesses across F&B, property and financials
Growth strategies
Sustainable Earnings Growth
Balanced Portfolio
Optimise Capital Productivity
Achieve sustainable growth and deliver long-term shareholder value
Achieve sustainable earnings growth through
significant development project pipeline,
investment properties and fee income
•
Pre-sold revenue of S$2.2 billion across
Singapore, China and Australia provides
earnings visibility over the next two to three
years
Grow asset portfolio in a balanced manner
across geographies and property segments
• ~80% of the Group’s total property assets are
recurring income assets
• ~65% of the Group’s operating PBIT13,14 are
from recurring income sources
• ~60% of the Group’s total assets are outside
of Singapore
• ~70% of the Group’s PBIT13 are generated
from markets outside of Singapore
Optimise capital productivity through REIT
platforms and active asset management
initiatives
Unrecognised presold residential revenue
Unrecognised Revenue
Singapore
S$0.4 billion15
Australia
S$1.5 billion4, 16
China
S$0.3 billion17
Financial highlights
Selected Financials
(S$ million)
Revenue
PBIT
Attributable Profit before Fair Value
Change and Exceptional Items (“APBFE”)
Fair Value Change
Exceptional Items
Attributable Profit
Key ratios
Net Asset Value per
Share18
Return on Equity19
Earnings Per Share20
Net Interest Cover21
FY18
4,311.6
1,278.7
507.2
387.8
(136.0)
759.0
FY17
4,026.6
1,089.0
488.2
215.3
(14.4)
689.1
PBIT by Business Segments
(S$ million)
Singapore
Australia
Hospitality
Europe & rest of Asia
Corporate and Others
Total
FY18
481.0
358.4
130.8
366.0
(57.5)
FY17
408.2
290.2
154.2
274.1
(37.7)
1,278.7
1,089.0
As at 30 Sep 18 As at 30 Sep 17
S$2.53
S$2.46
5.9%
FY18
6.1%
FY17
14.7 cents
14.6 cents
5X
9X
Total asset breakdown by geographical
segment as at 30 September 2018
$5.6 billion, 18%
$12.8 billion, 39%
$6.0 billion, 18%
$32.4
billion
Note:
•
Unless otherwise stated, all figures in this document are as at 30 September 2018, the
end of Frasers Property Limited’s latest reported financial quarter
13 Profit before interest, fair value change, taxation, and exceptional items
14 Excluding corporate expenses
15
Includes FPL’s share of JV projects; With the adoption of FRS 111, about S$0.3 b of the
unrecognised revenue relating to JVs will not be consolidated; Nevertheless, impact on
profit before interest & tax is not expected to be significant
Includes Frasers Property’s effective interest of joint arrangements (JO and JV) and
PDAs
16
frasersproperty.com
$8.0 billion, 25%
Singapore | Australia | Europe | Others22
17
Includes Frasers Property’s share of Gemdale Megacity. Gemdale Megacity is accounted
for as an associate and about S$0.3 billion of the unrecognised revenue is not
consolidated. Nevertheless, impact on profit before interest & tax is not expected to be
significant
18 Presented based on the number of ordinary shares on issue as at the end of the year
19 APBFE (after distributions to perpetual securities holders) over Average Shareholders’
Fund
20 Calculated by dividing the Group’s APBFE (after distributions to perpetual securities
holders) over weighted average number of ordinary shares on issue
21 Net interest excluding mark to market adjustments on interest rate derivatives and
22
capitalised interest
Including China, Vietnam, Thailand, Malaysia, Japan, Philippines, Indonesia and New
Zealand
FRASERS PROPERTY LIMITED
Company Registration Number: 196300440G
438 Alexandra Road
#21-00 Alexandra Point
Singapore 119958
Phone: +65 6276 4882
+65 6276 6328
Fax:
frasersproperty.com
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