Full PDF - CapitaLand Mall Trust

Transcription

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Contents
01 CapitaMall Trust Management Limited
As Manager of CapitaMall Trust
Company Reg. No.: 200106159R
39 Robinson Road
#18-01 Robinson Point
Singapore 068911
TEL:
FAX:
www.capitamall.com
This Report to Unitholders is printed on FSCTM certified paper.
REALISING POTENTIAL • BUILDING A DECADE OF EXCELLENCE
+65 6536 1188
+65 6536 3884
EMAIL:
[email protected]
realising
potential
building a decade of excellence
Corporate Profile
Cohesion in Community
74 Sustainability
Determination to Deliver
75 Environment
04 Financial Highlights
78 People & Community
06 Letter to Unitholders
81 Corporate Governance
14 Year in Brief
97 Investor & Media Relations
16 Operations Review
99 Tenant Spotlight
24 Financial Review
102 Meeting Our Shoppers
30 Risk & Capital Management
37 Unit Price Performance
Dedication to Growth
Passion for Retail
106 Portfolio at a Glance
108 Portfolio Summary
42 Growth Strategies
110 Portfolio Details
44 Independent Retail Market Overview
140 Development Property
49 Singapore REIT Sector
142 CapitaRetail China Trust
50 Marketing & Promotions
Information relating to Financials
Vision for the Future
145 Financial Statements
56 Trust Structure
215 Unitholders’ Statistics
57 Organisation Structure
217 Interested Person Transactions
58 Board of Directors
70 Trust Management Team
Others
71 Property Management Team
218 Mall Directory
219 Corporate Information
220 Glossary
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Contents
39 Robinson Road
Singapore 068911
TEL:
FAX:
www.capitamall.com
+65 6536 1188
+65 6536 3884
EMAIL:
[email protected]
realising
potential
Corporate Profile
74 Sustainability
75 Environment
14 Year in Brief
99 Tenant Spotlight
24 Financial Review
Passion for Retail
56 Trust Structure
Others
218 Mall Directory
220 Glossary
Vision
Mission
Creating Value
Maximising Returns
Transforming Experiences
To deliver stable distributions and
sustainable total returns to Unitholders.
CapitaMall Trust’s vision embraces all our
stakeholders. We rely on the continued
and combined support of our Unitholders,
business partners, tenants, shoppers and
employees to achieve this vision and,
in return, share with them the fruits of
our success.
Corporate Profile
CapitaMall Trust (CMT) is the first Real Estate Investment Trust (REIT) listed on Singapore
Exchange Securities Trading Limited (SGX-ST) in July 2002. CMT is also the largest
REIT by market capitalisation and asset size in Singapore, with a market capitalisation
and asset size of approximately S$7.4 billion and S$9.9 billion respectively as at
31 December 2012.
CMT owns and invests in quality income-producing assets
which are used, or predominantly used, for retail purposes
primarily in Singapore. As at 31 December 2012, CMT’s
portfolio comprised a diverse list of about 2,700 leases with
local and international retailers and achieved an average
committed occupancy of 98.2%. CMT’s portfolio comprises
15 quality retail properties which are strategically located
in the suburban areas and downtown core of Singapore.
In May 2011, CMT took a 30.00% stake in a joint venture
to develop a prime site at Jurong Gateway, marking its
first foray into greenfield developments.
CapitaMall Trust | Report to unitholders 2012
CMT also owns 122.7 million units in CapitaRetail China
Trust, the first China shopping mall REIT listed on SGX-ST
in December 2006.
CMT has been assigned an ‘A2’ rating by Moody’s Investors
Service. The ‘A2’ rating is the highest rating assigned to
a Singapore REIT.
CMT is managed by an external manager, CapitaMall Trust
Management Limited, which is a wholly-owned subsidiary
of CapitaMalls Asia Limited, one of Asia’s largest listed
shopping mall developers, owners and managers.
1
2
Realising Potential, Building A Decade of Excellence
determination
to deliver
10x
Increase in
Total Asset Size
Since 2002
3
Financial
Highlights
Performance At A Glance
Gross Revenue (S$ million)
510.9
552.7
581.1
630.6
661.6
2008
2009
2010
2011
2012
Net Property Income (S$ million)
341.1
376.8
399.1
418.2
445.3
2008
2009
2010
2011
2012
Distributable Income (S$ million)
238.4
282.0
294.8
301.6
316.9
2008
2009
2010
2011
2012
Total Assets (S$ million)
4
7,509.0
7,423.0
8,125.9
9,172.2
9,888.7
2008
2009
2010
2011
2012
GROUP1
2008
2009
2010
2011
2012
473.6
513.7
539.2
582.7
610.9
Car Park Income (S$ million)
13.7
14.3
15.5
17.6
19.1
Other Income (S$ million)
23.6
24.7
26.4
30.3
31.6
510.9
552.7
581.1
630.6
661.6
341.1
376.8
399.1
418.2
445.3
Distributable Income (S$ million)
238.4
282.0
294.8
301.6
316.9
Total Assets (S$ million)
7,509.0
7,423.02
8,125.9
9,172.2
9,888.7
Total Borrowings (S$ million)
3,216.4
2,243.0
2,916.9
3,483.8
3,706.1
Selected Statement of Total Return and Distribution Data
Gross Rental Income (S$ million)
Selected Balance Sheet Data
3
Net Asset Value Per Unit (S$)
4
2.41
1.54
1.53
1.56
1.64
Unitholders’ Funds (S$ million)
4,079.6
4,969.6
4,939.4
5,246.06
5,702.96
Market Capitalisation7 (S$ million)
2,650.3
5,722.7
6,209.3
5,658.3
7,362.2
Portfolio Property Valuation (S$ million)
7,174.0
6,920.5
7,271.5
7,849.2
8,191.8
33.70
(2.23)8
8.49
11.98
16.05
5
Key Financial Indicators
Earnings Per Unit (cents)
Distribution Per Unit (cents)
14.29
8.85
9.24
9.37
9.46
42.8%
30.2%
35.9%
38.4%
36.7%
3.4
3.6
3.6
3.3
3.2
Management Expense Ratio
0.7%
0.7%
0.7%
0.8%
0.8%
Unencumbered Assets as % of Total Assets
4.5%
20.0%
36.3%
37.9%
77.5%11
10.2
6.6
6.8
7.4
6.9
2.0
1.7
2.6
2.7
3.914
3.4%
3.5%
3.7%
3.5%
3.3%
1.65
1.54
9
Gearing
Interest Coverage (times)
10
Net Debt / EBITDA12 (times)
Average Term to Maturity (years)
13
Average Cost of Debt
After Restatement for the Effect of Rights Issue
15
Net Asset Value Per Unit5 (S$)
Earnings Per Unit (cents)
Distribution Per Unit (cents)
27.40
7.52
1.53
1.56
1.64
8
8.49
11.98
16.05
8.85
9.24
9.37
9.46
(2.23)
1 CMT Group includes the proportionate consolidation of the 40.00% interest in Raffles City Singapore, consolidation of 100.00% interest in CapitaRetail
Singapore Limited with effect from 1 June 2007 and CMT MTN Pte. Ltd. (CMT MTN) with effect from 13 April 2007 and equity accounting of its associate,
CapitaRetail China Trust with effect from 1 April 2007. With effect from 30 May 2011, CMT Group also includes the proportionate consolidation of 30.00%
interest in Infinity Mall Trust and Infinity Office Trust.
2 The decrease in total assets as at 31 December 2009 is mainly due to the revaluation deficit on investment properties, offset by the increase in cash and
cash equivalents mainly from the balance of net proceeds of the underwritten renounceable 9-for-10 rights issue (Rights Issue) in April 2009.
3 Excludes unamortised premium and transaction costs. 4 Lower due to repayment of loans with the proceeds from the Rights Issue in 2009. 5 Excludes outstanding distributable income as at end of each period.
6 139,665,000 and 125,000,000 new units in CMT with proceeds of S$250.0 million each were issued via private placement exercises on 10 November 2011
and 30 November 2012 respectively.
7 Based on the closing unit price of S$1.59 on 31 December 2008, S$1.80 on 31 December 2009, S$1.95 on 31 December 2010, S$1.70 on 30 December
2011 and S$2.13 on 31 December 2012. 8 The negative Earnings Per Unit of 2.23 cents as at 31 December 2009 is mainly due to the revaluation deficit on investment properties.
9 Distribution Per Unit for years 2009 to 2012 are lower than prior years due to the increase in units from the Rights Issue. 10 Refers to the expenses of the Trust, excluding property expenses and interest expense but including performance component of CapitaMall Trust
Management Limited’s management fees, expressed as a percentage of weighted average net assets.
11Higher in 2012 mainly due to the repayment of commercial mortgage backed securities (CMBS) borrowings under Silver Maple Investment Corporation Ltd
of S$783.0 million on 31 October 2012. Following the repayment, the properties mortgaged under the CMBS borrowings namely Tampines Mall, Junction 8,
Funan DigitaLife Mall, IMM Building, Bugis Junction, Sembawang Shopping Centre and JCube were discharged and released.
12Net Debt comprises gross debt less temporary cash intended for acquisition and refinancing and EBITDA refers to earnings before interest, tax, depreciation
and amortisation.
13 From 2008 to 2010, it was assumed that bondholders of the S$650.0 million 1.0% convertible bonds due 2013 (2013 Convertible Bonds) exercise put option
in July 2011. In 2011 and 2012, it was assumed that bondholders of the 2013 Convertible Bonds hold to maturity till 2 July 2013.
14Higher in 2012 mainly due to the long tenures of between six to 12 years for four series of Euro-Medium Term Notes and one series of Medium Term Notes
issued under CMT MTN in 2012.
15 The figures have been restated for the effect of the Rights Issue, through which 1,502,358,923 units were issued on 2 April 2009.
5
Letter to
Unitholders
TAN WEE YAN, WILSON
James Koh Cher Siang
Chief Executive Officer
Chairman
陈伟渊, 首席执行官
许慈祥, 主席
• High Quality Portfolio of Assets
• Stable Cash Flows
• Solid Credit Profile
6
10
Years of
Excellence
• Market Leading Position
• Strong Sponsor
• Established Management
Track Record
Dear Unitholders,
In 2012, we commemorated CapitaMall Trust’s (CMT)
10th year of operation. The past decade for us, as
the manager of CMT, has been very rewarding. From
being the first real estate investment trust (REIT) listed
on the Singapore Exchange in 2002 with only three
shopping malls, CMT has become the largest REIT
as well as the largest mall owner in Singapore today
with 151 operational malls. During this period, we have
grown CMT’s total asset size by almost 10 times to
approximately S$9.9 billion, with assets comprising
a portfolio of predominantly well-located necessity
shopping malls whose businesses have shown their
resilience through several economic downturns. We
delivered a total return of approximately 218.5%2 for
Unitholders who have invested in CMT since its public
listing on 17 July 2002.
We are pleased with our record of value creation, but
we will strive to do even better for our Unitholders.
To fully realise CMT’s potential, we will continue to
drive sustainable growth for our Unitholders through
active lease management, asset enhancements and
acquisitions.
Delivering Steady Operational Performance
Singapore’s economic growth slowed to 1.3%3 in 2012,
from 5.2% in 2011. It was buffeted by many headwinds
including concerns over the ongoing European debt
crisis, the fiscal cliff in the United States and a potential
economic slowdown in major emerging economies,
including China.
Despite a less favourable environment, CMT achieved
net property income (NPI) of S$445.3 million for the
financial year ended 31 December 2012. This was
6.5% higher than the NPI for 2011. Distribution per unit
(DPU) for 2012 was 9.46 cents, higher than the DPU
of 9.37 cents in 2011. This translates to a distribution
yield of 4.4% based on CMT’s closing price of
S$2.13 per unit on 31 December 2012. The improved
performance in 2012 compared with 2011 was mainly
due to contributions from JCube which re-opened in
April 2012, Bugis+ which was acquired in April 2011
and saw completion of asset enhancement works in
July 2012, as well as rental increases from new leases
and renewal of existing leases.
A total of 446 leases were renewed with a growth of
6.0% over preceding rental rates contracted three
years ago. CMT’s portfolio occupancy rate improved
to 98.2% as at 31 December 2012 from 94.8% a year
ago, largely due to the healthy take-up rate of new
space at Bugis+ and The Atrium@Orchard after asset
enhancement.
Reaping Benefits from Asset Enhancements
On the asset enhancement front, we have had a
few notable achievements in 2012. We successfully
completed major asset enhancement projects at JCube,
Bugis+ and The Atrium@Orchard during the year. These
have begun to bear fruit since full operations started
at these malls.
JCube, which is positioned as an ultra-hip entertainment
mall, opened for operations in April 2012. It is home to
Singapore’s only Olympic-size ice rink and first IMAX
theatre in the suburbs. The mall sits on the site of the
former Jurong Entertainment Centre. Approximately
99.6% of JCube’s net lettable area (NLA) was leased
as at end-December 2012, and JCube made its maiden
NPI contribution of S$14.2 million in 2012.
At Bugis+, asset enhancement works were completed
in end-July 2012. As the retail and entertainment
extension of neighbouring Bugis Junction, linked by an
overhead bridge at Level 2, Bugis+ and Bugis Junction
form a seamless destination with more than 630,000
square feet of NLA. Approximately 99.5% of Bugis+’s
NLA was leased as at end-December 2012. The mall
recorded NPI of S$10.3 million in 2012, compared to
S$2.4 million in 2011.
1Portfolio comprises 15 malls after Hougang Plaza was sold in June 2012.
2 Sum of distribution yield and capital appreciation, taking into account the effects of the underwritten renounceable rights issue in 2009.
3 Source: Ministry of Trade and Industry.
7
Letter to
Unitholders
The new retail space at The Atrium@Orchard was opened
in end-October 2012 and it is now fully integrated with
the adjacent Plaza Singapura. With the integration,
the enlarged Plaza Singapura now boasts more than
620,000 square feet of retail space and houses over
300 retail tenants. As at end-December 2012, 95.3%
of The Atrium@Orchard’s total retail and office space
has been taken up.
Besides these asset enhancement works for JCube,
Bugis+ and The Atrium@Orchard, we had announced
an asset enhancement initiative for Clarke Quay’s
Blocks C and E in January 2012. This exercise was
fully completed in January 2013 and the new space
has been fully leased to food & beverage (F&B) cum
entertainment outlets.
We have estimated that collectively, the asset enhancement
projects at JCube, Bugis+, The Atrium@Orchard and
Clarke Quay will contribute projected NPI of approximately
S$46.0 million per annum in the steady state. We are
on track to meet our return on investment targets for
these projects.
We have also embarked on asset enhancement works in
May 2012 to reposition IMM Building as a value-focused
mall. The works involve a reconfiguration of space to
transform the property into Singapore’s largest cluster
of outlet stores under one roof. As at end-December
2012, we are close to realising our target of opening
50 outlet brands in IMM Building by May 2013. Forty
outlet brands have been committed as at end-2012,
of which 32 outlets are already operational.
The local retail scene has flourished in the past three
years, with the introduction of more new brands and
F&B outlets. We are happy that numerous brands have
chosen to establish their first stores in Singapore at our
malls. The new retail space created at JCube, Bugis+
and The Atrium@Orchard after asset enhancement
has attracted a total of 30 new-to-Singapore concepts
such as Francfranc, 1 Market by Chef Wan, BonChon
Chicken, Hoshino Coffee, JRunway and Shana.
8
Extracting Value from Investment and
Divestment Activities
Construction of Westgate, an integrated retail and
office development project in which CMT has a 30.00%
stake, commenced in January 2012 and made good
progress during the year. Located in Jurong Gateway
and the only development directly connected to both
the Jurong East Mass Rapid Transit (MRT) Interchange
Station and bus interchange, Westgate has drawn
strong interest from retailers. Leasing activities for the
shopping mall are on track and brands opening their first
stores outside Singapore’s downtown area at Westgate
include Isetan’s Japanese supermarket and popular
French bakery and patisserie Paul Bakery. The mall is
slated to open by December 2013. Westgate Tower,
the office building in this mixed-use development, is
about 50.0% pre-leased to CapitaLand Limited group,
which will be moving there progressively from end-2014.
In June 2012, we completed our sale of Hougang Plaza
for a total consideration of approximately S$119.1
million. This was CMT’s first ever asset divestment. After
reviewing all options for Hougang Plaza, we believed
that a sale of the asset would unlock higher value for
our Unitholders. If we had opted to retain the asset, we
would have to commit significant capital expenditure
over the next few years to maintain the mall. The net
proceeds will be used for general corporate and working
capital purposes.
Enhancing Financial Flexibility
In 2012, we raised about S$1.4 billion through a series
of note issuances and a private placement. We tapped
into the debt market and issued notes with debt tenures
ranging from six to 12 years, allowing us to lengthen
CMT’s average term to debt maturity to 3.9 years as
at 31 December 2012, compared to 2.7 years a year
ago. At the same time, we accomplished this with a
lower cost of debt of 3.3% as at end-2012, versus
3.5% as at end-2011.
The private placement in November 2012 improved
CMT’s financial capacity and flexibility, with gross
proceeds of approximately S$250.0 million raised from
the issue of 125.0 million new units. The net proceeds,
together with part of the amounts raised from fixed
rate notes issuances, will be used to refinance CMT’s
debts due in 2013. This will reduce CMT’s aggregate
leverage and enhance the trust’s debt headroom.
Green Mark Platinum awards, the highest accolade
for green building certification in Singapore, from the
Building and Construction Authority. Lot One Shoppers’
Mall, Plaza Singapura, Sembawang Shopping Centre
and Bukit Panjang Plaza also obtained Green Mark
Gold awards. We will strive to further improve our
environmental performance to utilise energy and water
efficiently and to minimise waste generated.
We fully repaid a S$783.0 million term loan on 31
October 2012, which allowed us to unencumber an
additional seven malls. With this repayment, we now
have unencumbered 13 out of 15 malls. Approximately
80.7% of CMT’s borrowings were unsecured as at
31 December 2012, compared to 53.1% as at 31
December 2011.
Looking Forward
During the year, we also repurchased and cancelled
S$158.0 million in principal amount of the convertible
bonds due in 2013, leaving us with only about S$98.25
million in principal amount outstanding.
Winning Accolades
We are honoured that we have won recognition during
the year for our investor relations, corporate governance
and green efforts.
In July 2012, we garnered Gold Awards for ‘Best Investor
Relations’ and ‘Best Annual Report’ under the REITS
& Business Trusts category at Singapore Corporate
Awards 2012. We were also the winner of ‘Singapore
Corporate Governance Award’ (REITs category) and
runner-up for ‘Most Transparent Company Award’
(REITs & Business Trusts category) at the Securities
Investors Association Singapore (SIAS) Investors’
Choice Awards 2012 in October. Capping the year, we
were awarded a Certificate of Excellence at the Investor
Relations (IR) Magazine South East Asia Awards
2012 in December.
Singapore’s Ministry of Trade and Industry expects the
domestic economy to grow between 1.0% and 3.0%
in 2013, with global economic conditions projected
to remain sluggish. Against this backdrop, shoppers
may turn more cautious in their spending patterns. In
addition, the prevailing issues of manpower shortages
and rising wages could dampen some retailers’ plans
to expand their retail space.
Rising wages have also led to increases in our costs of
cleaning and security services which currently constitute
less than 10.0% of our operating costs. On our part, we
have implemented measures such as the installation
of more CCTVs in our malls to optimise security and
to mitigate increasing costs. We will continue to tackle
these cost increases by raising labour productivity and
harnessing cost-saving technologies.
Nevertheless, strong economic fundamentals, a
growing population and a low unemployment rate will
help keep the retail sector buoyant. CMT’s portfolio
of well-located necessity shopping malls of attractive
scale and its extensive retailer network will position
us well in these times. We expect JCube, Bugis+,
The Atrium@Orchard and Clarke Quay to continue to
boost our rental income in 2013, as their operations
approach steady state after asset enhancement. This
year, we will focus on our repositioning exercise for
IMM Building and leasing activities for Westgate, both
of which are progressing well.
Responsibility for the environment and for our society
is a core component of our strategy. We are pleased
that we have continued to make improvements in this
aspect. In 2012, Bugis+ and Junction 8 were awarded
9
Letter to
Unitholders
Acknowledgements
Mr Ho Chee Hwee Simon stepped down as Chief
Executive Officer and Executive Director on 1 July 2012.
We would like to record our appreciation to Mr Ho, who
has moved on to another position at CapitaMalls Asia
Limited. We are glad that he has agreed to continue
to be a Director on our Board.
In line with good corporate principles on board
rejuvenation, Mr S. Chandra Das, Mr Kee Teck
Koon, Mr Lim Beng Chee, Mr Olivier Lim Tse Ghow,
Mr James Glen Service and Mr David Wong Chin Huat
have stepped down from the Board of CapitaMall
Trust Management Limited on 1 November 2012. We
would like to thank them for their guidance and tireless
commitment to the Board for the past several years.
We welcome Maj-Gen (NS) Ng Chee Khern to the Board
as an Independent Non-Executive Director with effect from
8 June 2012. Mr Fong Kwok Jen, Mr Gay Chee Cheong,
Mr Lee Khai Fatt, Kyle and Mr Teoh Leong Kay, Danny
also joined the Board as Independent Non-Executive
Directors with effect from 1 November 2012. With these
changes, the majority of CMTML’s Board members are
now Non-Executive, with more than half of the Board
being independent. The new Directors bring with them
substantial and relevant experience to the Board, and
we look forward to their future contributions.
10
Mr Liew Mun Leong retired from the Board as a NonExecutive Director and Deputy Chairman on 1 January
2013, and we welcome Mr Lim Ming Yan who takes
over his position. Mr Liew has been a long-time steward
of the Board, and we would like to thank him for his
wise counsel and dedication for the past 10 years.
Mr Lim brings with him invaluable experience in the
real estate sector, and we look forward to tapping his
insights and guidance.
Last but not least, we would like to express our sincere
gratitude to our supportive Unitholders, business
partners, retailers and shoppers, and our profound
appreciation to our dedicated employees for their service
and hard work towards the mission of maximising the
value of CMT.
Chairman
Tan Wee Yan, Wilson
5 March 2013
致单位持有人函
尊敬的单位持有人,
于2012年，我们庆祝凯德商用新加坡信托迈入10周年。前的94.8% 提升至截至2012年12月31日的98.2%，主要是
由于白沙浮娱乐广场及乌节爱特岭大厦(The Atrium@
作为凯德商用新加坡信托的管理人，我们在过去的10年
受益良多。凯德商用新加坡信托为于2002年在新加坡证
Orchard)经资产改良后，新增空间的出租率稳健。
券交易所上市的首个房地产投资信托基金，当时仅拥有
三个购物中心，迄今已成为新加坡最大的房地产投资信
资产改良取得成果
托以及最大的购物中心拥有者，拥有15 个营运中的购物
资产改良方面，我们于2012年取得几项显著成果。年内，
中心。十年间，我们将凯德商用新加坡信托的资产规模
我们圆满完成裕冰坊、白沙浮娱乐广场及乌节爱特岭大
扩大约10 倍，达约99亿新元，资产组合主要包括地理位
厦的主要资产改良工程。资产改良的成果已于该等购物
置优越的日常购物中心，而该等购物中心于过往数次经
中心全面开业后开始呈现。
1
济衰退时期都保持稳健的业绩。于2002年7月17日公开
上市至今，我们为一直投资凯德商用新加坡信托的单位
于2012年4月开业，裕冰坊被定位为一座引领潮流的娱
持有人带来约218.5% 的总回报。
乐购物中心。购物中心内设有新加坡唯一一个奥运标
2
准的溜冰场及市区外首个IMAX影院。裕冰坊坐落于裕
我们满意于我们创造价值的记录，但我们将致力为我们
廊娱乐中心原址。裕冰坊约99.6%的净可出租面积已于
的单位持有人做得更好。为全面展现凯德商用新加坡信
2012年12月底出租，而裕冰坊于2012年的首次净物业
托的潜力，我们将继续藉由积极的租赁管理、资产改良
收入贡献为1420万新元。
及收购，为单位持有人带来可持续的增长。
白沙浮娱乐广场于2012年7月底完成其资产改良工程并
取得稳定的经营业绩
成为毗邻白沙浮广场(Bugis Junction)的娱乐及购物业
新加坡经济增长由2011年的5.2%放缓至2012年的
态的扩展。由2楼的行人天桥连接，白沙浮娱乐广场及
1.3% 。由于欧洲债务危机持续，美国坠入「财务悬崖」，白沙浮广场现已成为无缝连接的购物热点，总净出租面
积逾 630,000平方尺。截至2012年12月底，白沙浮娱乐
而中国等主要新兴经济体经济发展可能放缓，因而令新
3
加坡经济增长面对阻力。
广场约99.5%的净出租面积已租出。该购物中心于2012
年取得净物业收入1030万新元，较2011年的240万新元。
尽管经营环境不利，截至2012年12月31日的财政年度，
凯德商用新加坡信托取得4.453亿新元的净物业收入，比
乌节爱特岭大厦新增零售空间于2012年10月底开业，现
2011年高6.5%。2012年每单位分发金(DPU)为9.46新分，已与毗邻的狮城68 (Plaza Singapura)全面整合。整合
后，狮城68的面积获得扩大，拥有逾620,000平方尺的零
高于2011年分发的 9.37新分。按凯德商用新加坡信托于
2012年12月31日2.13新元的单位收市价计算，投资收益率
售空间，容纳超过 300间零售租户。截至2012年12月底，
为4.4%。2012年业绩表现相对较好主要鉴于2012年4月重
乌节爱特岭大厦95.3%的总零售空间及办公楼面已租出。
开的裕冰坊(JCube)和2011年4月收购并于2012年7月完
成资产改良计划的白沙浮娱乐广场(Bugis+)(前称 Iluma)
除于裕冰坊、白沙浮娱乐广场及乌节爱特岭大厦进行资
的贡献，以及新租约和现有租户续租所带来的租金增幅。产改良外，我们也于2012年1月宣布就克拉码头(Clarke
Quay) C 及E座进行资产改良计划。有关工程已于2013
我们一共重续446份租约，较于三年前签定的租金获6.0%
年1月全面竣工，新增空间已全部出租予餐饮兼娱乐商户。
的增长。凯德商用新加坡信托的资产组合出租率由一年
1 于2012年6月出售后港大厦后，资产组合包括15个购物中心。
2 投资收益率及资本升值之和，经计及2009年包销可弃权附加单位的影响。
3 资料来源:贸易与工业部。
11
致单位持有人函
我们预期裕冰坊、白沙浮娱乐广场、乌节爱特岭大厦及
提升财务灵活性
克拉码头经资产改良工程后，将每年稳定贡献共约4600
于2012年，我们透过一连串的票据发行及私人配售，筹
万新元的净物业收入。我们将能达到就该等项目所设定
得约14亿新元。我们踏足债务市场，发行债务年期介乎
的目标投资回报率。
6至12年的票据，从而使我们将凯德商用新加坡信托的
平均债务年期由一年前的2.7年延长至截至2012年12月
我们也于2012年5月展开IMM大厦资产改良工程，以
31日的3.9年。同时，我们将平均贷款成本由2011年底
将IMM大厦重新定位为实惠型的购物中心。资产改良
的3.5%降低至2012年底的3.3%。
工程包括重新配置空间以将该物业转型为新加坡最大的
特价店集中地。截至2012年12月底，我们即将实现我
于2012年11月进行的私人配售自发行1.25亿个新单位筹
们于2013年5月前在IMM大厦开设 50个品牌特价店的
得约2.5亿新元，提升了凯德商用新加坡信托的财务实力
目标。四十家品牌特价店已于2012年底签定租约，其
及灵活性。所得款项净额连同定息票据发行所筹得的部
中32家已开始营运。
份款项将用于为凯德商用新加坡信托于2013年到期的债
务再融资，此举将降低凯德商用新加坡信托的负债比率，
过去三年新加坡零售市场畅旺，成功引入更多新品牌
并提升信托的债务净空。
及餐饮专营店。多家品牌选择于我们的购物中心开设
他们于新加坡的第一家店铺，令我们深感荣幸。裕冰
我们于2012年10月31日全数偿还7.83亿新元的定期贷款，
坊、白沙浮娱乐广场及乌节爱特岭大厦经资产改良后，令额外七家购物中心成为无抵押或债务的资产。偿还贷
新增零售空间已吸引了Francfranc、1 Market by Chef
款后，我们15家购物中心中，13家已无任何产权负担。
Wan、BonChon Chicken、Hoshino Coffee、JRunway
截至2012年12月31日，凯德商用新加坡信托约80.7%的
及Shana等共30家新登陆新加坡市场的概念店。
贷款均为无抵押贷款，相比2011年12月31日的53.1%。
从投资及剥离活动获得价值
年内，我们也购回并注销2013年到期本金额为1.58亿新
西城(Westgate)为零售与办公大楼综合发展项目，而
元的可转换债券，致使我们仅有本金额约9825万新元的
凯德商用新加坡信托持有其30.00%股份。西城的建筑
可转换债券尚未赎回。
工程于2012年1月展开，年内进展良好。西城位处裕廊
商业区，为唯一直接连接裕廊东地铁转换站和巴士转换
获取荣誉
站的发展项目，已引起零售商浓厚的兴趣。购物中心的
年内，我们于投资者关系、企业管治及环保方面的努力
租赁活动步入正轨，已有著名品牌于西城开设其于新加
获得肯定，令我们深感荣幸。
坡市中心以外的首间店铺，包括伊势丹日式超市及深受
欢迎的法国面包甜点品牌Paul Bakery。购物中心预定于
于2012年7月，我们在2012新加坡企业大奖房地产投资
2013年底前开业。西城大厦为该多用途发展项目中的办
信托及商业信托类别获得「最佳投资者关系」及「最佳
公楼，其约50.0%的面积已预先出租予凯德集团。凯德集
年报」金奖。于2012年10月，我们也于2012年新加坡
团将从2014年底开始逐步把旗下的办公室移至西城大厦。证券投资会投资者选择奖中获得「新加坡企业治理奖」
(房地产投资信托类别) 第一名及「最透明企业奖」(房
于2012年6月，我们以总代价约1.191亿新元完成出售
地产投资信托及商业信托类别)第二名。12月份，我们
后港大厦。此乃凯德商用新加坡信托首个资产剥离项
获《投资者关系》杂志颁发2012年东南亚地区投资者
目。经检讨后港大厦各个处置方案后，我们确信出售该
关系优秀表现奖。
资产将为单位持有人实现更高的价值。倘若我们选择保
留该项资产，我们于未来数年必须为维持该购物中心而
承担巨额资本开支。出售所得的净收益将用作一般企业
及营运资金用途。
12
履行对环境及对社会的企业责任是我们的策略的核心部
致谢
分。我们很高兴于此方面我们有不断的在进步。于2012
何志辉先生于2012年7月1日卸任首席执行官及执行董事
年，白沙浮娱乐广场及碧山第8站(Junction 8)获新加坡
职务。何先生于凯德商用产业有限公司出任新职位，我
建设局颁发绿色建筑标志白金奖，为新加坡绿色建筑认证
们谨藉此机会感谢何先生的贡献。我们对何先生同意继
的最高荣誉。第一乐广场 (Lot One Shoppers’ Mall) 、
续留任董事会董事感到十分荣幸。
狮城68、三巴旺购物中心 (Sembawang Shopping
Centre)及武吉班让大厦(Bukit Panjang Plaza)也荣获
为配合董事会更新的良好企业管治原则，S. Chandra Das
绿色建筑标志金奖。我们将继续致力于环保工作，提升
先生、纪德坤先生、林明志先生、林之高先生、James
能源及用水效能及减少产生废弃物。
Glen Service先生及黄振发先生已于2012年11月1日卸任
展望
凯德商用新加坡信托管理有限公司董事会职务。我们谨藉
此机会感谢他们过去几年一直给予董事会的指导及贡献。
新加坡贸易与工业部预期2013年新加坡经济增长介乎
1.0%至3.0%之间，并预期环球经济状况仍然缓滞。在此
我们欢迎黄志勤少将（战备）加入董事会担任独立非执
情况下，购物者可能转向更为谨慎的消费模式。此外，行董事，由2012年6月8日起生效。邝国祯先生、倪子章
目前劳工短缺及工资上涨等问题将可能令一些零售商搁
先生、李启发先生及赵亮溪先生也加入董事会担任独立
置扩充零售空间的计划。
非执行董事，由2012年11月1日起生效。董事会成员变
更后，目前凯德商用新加坡信托管理有限公司大部份董
清洁及保安服务目前虽占我们的经营成本不足10.0%，但
事会成员为非执行董事，而董事会过半数成员为独立董
工资上涨也令清洁及保安服务成本增加。我们已实施措
事。新任董事为董事会带来相关重要经验，我们期待他
施减轻成本增幅，例如于购物中心内安装更多闭路电视
们日后为董事会作出贡献。
以加大保安力度。我们将继续提高生产力，使用可节省
成本的技术，以应对成本上涨问题。
廖文良先生于2013年1月1日退任董事会非执行董事兼副
主席，我们欢迎林明彦先生接替廖文良先生的职务。廖
尽管如此，新加坡经济基础稳固，人口不断增长，失业率
先生一直为董事会服务，我们谨藉此机会感谢廖先生过
低，将有助带动零售业增长。凯德商用新加坡信托的资
去10年给予的明智建议和所作出的贡献。林先生于房地产
产组合包括地理位置优越、具规模的日常购物中心，再
行业拥有宝贵经验，我们期待可受惠于他的见识及指导。
加上庞大的零售网络，这让我们现时处于有利位置。我
们预期裕冰坊、白沙浮娱乐广场、乌节爱特岭大厦及克
最后，我们衷心感谢我们的单位持有人、业务伙伴、零
拉码头经资产改良后，随着营运逐渐步入正轨将继续于
售商及购物者一路以来给予我们的支持，并感谢我们的员
2013年带动我们的租金收入。今年我们将专注将IMM大
工致力履行职责，为凯德商用新加坡信托创造更高价值。
厦重新定位，以及西城的租赁活动，两者目前进行顺利。
许慈祥
陈伟渊
主席
首席执行官
2013年3月5日
13
Year in Brief
Jan 2012
Jun 2012
CapitaMall Trust Management Limited (CMTML), together
with joint venture partners, CapitaMalls Asia Limited and
CapitaLand Limited, held a groundbreaking ceremony for
Westgate, an upcoming shopping mall and office tower at
Jurong Gateway. CMT owns a 30.00% stake in the joint
venture.
CMTML announced the appointment of Maj-Gen (NS) Ng
Chee Khern to the Board of CMTML as an Independent
Non-Executive Director with effect from 8 June 2012.
CMT's distributable income of S$301.6 million for the
period 1 January 2011 to 31 December 2011 was 2.3%
higher than that for 1 January 2010 to 31 December 2010.
Feb 2012
CMTML announced the appointment of Tan Wee Yan,
Wilson as Deputy Chief Executive Officer with effect from
4 February 2012.
Mar 2012
CMT MTN Pte. Ltd. (CMT MTN), a wholly-owned subsidiary
of CMT, issued US$400.0 million fixed rate notes with a
tenure of six years under a US$2.0 billion Euro-Medium
Term Note Programme (EMTN Programme).
Apr 2012
CMT completed the sale of Hougang Plaza.
Silver Oak's issuance of US$645.0 million five-year floatingrate mortgage-backed notes was conferred the Real Estate
Investment World's Financing Deal of the Year (Debt Capital
Markets) 2012 award.
CMT MTN issued HK$1.15 billion fixed rate notes with a
tenure of 10 years under the EMTN Programme.
CMTML announced the resignation of Ho Chee Hwee Simon
as Chief Executive Officer with effect from 1 July 2012.
He remains a Director and a member of the Investment
Committee of CMTML. Concurrently, CMTML announced
the appointment of Tan Wee Yan, Wilson as Chief Executive
Officer and Director of CMTML with effect from 1 July 2012.
Jul 2012
CMT garnered Gold Awards for ‘Best Investor Relations’
and ‘Best Annual Report’ under the REITS & Business
Trusts category at Singapore Corporate Awards 2012.
JCube was opened after the completion of asset
enhancement works.
CMT's distributable income of S$76.6 million for the period
1 January 2012 to 31 March 2012 was 4.6% higher than
that for 1 January 2011 to 31 March 2011.
May 2012
CMT entered into an agreement to sell its property, Hougang
Plaza, to Oxley Bloom Pte. Ltd. for approximately S$119.1
million.
Mr Wilson Tan, Chief Executive Officer of CMTML, receiving CMT’s
award at Singapore Corporate Awards 2012
Bugis+ and Junction 8 were awarded Green Mark Platinum
awards, the highest accolade for green building certification
in Singapore, from Building and Construction Authority
(BCA). Lot One Shoppers’ Mall and Plaza Singapura
obtained Green Mark Gold awards from BCA.
14
period 1 January 2012 to 30 June 2012 was 5.0% higher
than that for 1 January 2011 to 30 June 2011.
Bugis+ saw the completion of asset enhancement works.
The mall is positioned as the retail and entertainment
extension of Bugis Junction, with both properties linked
by an overhead bridge.
of the inaugural Brendan Wood International - SIAS TopGun
CEO Designation Award.
period 1 January 2012 to 30 September 2012 was 4.9%
higher than that for 1 January 2011 to 30 September 2011.
Asset enhancement works for The Atrium@Orchard were
completed, with its retail space integrated with Plaza
Singapura’s.
CMTML announced the resignations of S. Chandra Das,
Kee Teck Koon, Lim Beng Chee, Olivier Lim Tse Ghow,
James Glen Service and David Wong Chin Huat from the
Board of CMTML with effect from 1 November 2012. The
changes to the Board of Directors are pursuant to good
corporate governance principles on board rejuvenation.
CMTML announced the appointments of Fong Kwok Jen,
Gay Chee Cheong, Lee Khai Fatt, Kyle and Teoh Leong
Kay, Danny to the Board of CMTML as Independent NonExecutive Directors with effect from 1 November 2012.
Bugis+’s asset enhancement works were completed in end-July 2012
Aug 2012
CMT MTN issued S$150.0 million fixed rate notes with
a tenure of 12 years under a S$2.5 billion Multicurrency
Medium Term Note Programme.
Sep 2012
Sembawang Shopping Centre obtained a Green Mark
Gold award from BCA.
CMT repaid a term loan of S$783.0 million under a facility
agreement between Silver Maple Investment Corporation
Ltd and the trustee of CMT. Following the repayment, CMT
has unencumbered an additional seven properties.
Nov 2012
CMT MTN issued HK$885.0 million fixed rate notes with a
tenure of 10.25 years under the EMTN Programme.
CMT raised S$250.0 million through a private placement
of 125.0 million new units that was fully subscribed. The
new units were issued to more than 60 existing and new
institutional investors from Asia, the United States and
Europe.
Clarke Quay saw the completion of asset enhancement
works at its Block C, with all the new space fully leased.
Dec 2012
Oct 2012
CMT clinched a Certificate of Excellence at the Investor
Relations (IR) Magazine South East Asia Awards 2012.
CMT MTN issued ¥10.0 billion fixed rate notes with a tenure
of seven years under the EMTN Programme.
Bukit Panjang Plaza obtained a Green Mark Gold award
from BCA.
CMT was the Winner of ‘Singapore Corporate Governance
Award’ (REITs category) and Runner-up award for ‘Most
Transparent Company Award’ (REITs & Business Trusts
category) at the Securities Investors Association Singapore
Investors’ Choice Awards 2012. Tan Wee Yan, Wilson, Chief
Executive Officer of CMTML was among the eight winners
CMTML announced the resignation of Liew Mun Leong
as a Non-Executive Director and Deputy Chairman from
the Board of CMTML with effect from 1 January 2013.
CMTML announced the appointment of Lim Ming Yan as
a Non-Executive Director and Deputy Chairman with effect
from 1 January 2013.
15
Operations
Review
Lease Renewals and New Leases
The retention rate of our tenants in 2012 was 83.4%, reflecting our proactive lease management to constantly
refresh the tenant mix in each property to remain relevant and attractive to our shoppers. On a portfolio basis, rental
rates for lease renewals and new leases in 2012 saw an average increase of 6.0% against preceding rental rates.
Summary of Renewals / New Leases
(From 1 January to 31 December 2012) (excluding newly created and reconfigured units)
Property
Number of
Renewals/
New Leases for
Retail Units only
Retention
Rate
Net Lettable Area (NLA)
Percentage
Area
of Mall
Increase in Current
Rental Rates vs
Preceding Rental
Rates
(Typically committed three
years ago)
%
sq ft
%
%
Tampines Mall
33
87.9
29,959
9.1
6.5
Junction 8
42
81.0
38,158
15.2
6.3
Funan DigitaLife Mall
73
76.7
91,303
30.6
6.7
IMM Building
39
94.9
49,579
11.9
5.8
Plaza Singapura
61
86.9
81,068
16.6
5.4
Bugis Junction
49
87.8
83,993
20.0
7.1
Raffles City Singapore
52
90.4
70,297
16.7
6.9
Lot One Shoppers’ Mall
21
76.2
22,321
10.2
8.0
Bukit Panjang Plaza
16
81.3
14,969
9.8
6.6
Clarke Quay
14
71.4
24,100
9.3
5.6
10
90.0
32,106
15.0
10.9
36
69.4
85,535
40.3
(2.3)
83.4
623,388
16.9
6.0
Bugis+
Other assets
1
CMT Portfolio
446
1
Include Sembawang Shopping Centre and Rivervale Mall.
Portfolio Lease Expiry Profile
Our tenants typically have three-year lease terms. The portfolio lease expiry profile remained well spread out as at
31 December 2012, with 27.4% and 23.9% of the leases by gross rental income due for renewal in 2013 and 2014
respectively.
Portfolio Lease Expiry Profile1
(as at 31 December 2012)
Number of Leases
% of Gross Rental Income2
2013
8973
27.4
2014
695
23.9
2015
966
36.1
2016 and beyond
134
12.6
2,692
100.0
Total
1 Includes CMT’s 40.00% interest in Raffles City Singapore (office and retail leases, excluding hotel lease).
2 Based on the month in which the lease expires; excludes gross turnover rent.
3Of which 743 leases are retail leases.
16
Portfolio Lease Expiry Profile for 2013
Number of Leases
% of Mall NLA1
% of Mall Income2
Tampines Mall
63
46.3
42.6
Junction 8
75
32.1
39.2
IMM Building3
Plaza Singapura
Bugis Junction
68
43.2
36.2
256
37.3
40.0
82
23.0
28.3
94
21.1
32.2
Raffles City Singapore3
118
26.0
32.2
26
8.4
14.6
Bukit Panjang Plaza
60
47.0
49.9
The Atrium@Orchard
3
Clarke Quay
Bugis+
Other assets
4
Portfolio
1
0.5
0.2
19
26.5
23.0
3
4.4
3.8
32
4.6
5.3
8975
25.5
27.4
1 As a percentage of total NLA for each respective mall as at 31 December 2012.
2 As a percentage of total gross rental income for each respective mall and excludes gross turnover rent.
3 Includes office leases (for Raffles City Singapore, The Atrium@Orchard and IMM Building) and warehouse leases (for IMM Building only).
4 Include Sembawang Shopping Centre and Rivervale Mall.
5Of which 743 leases are retail leases.
Top 10 Tenants
CMT’s gross rental income is well-distributed within its portfolio of about 2,700 leases. As at 31 December 2012, no
single tenant contributed more than 3.0% of total gross rental income. Collectively, the 10 largest tenants accounted
for about 21.3% of the total gross rental income.
10 Largest Tenants by Total Gross Rental Income1
Tenant
Trade Sector
% of Gross
Rental Income
Temasek Holdings (Private) Limited
Office
2.9
RC Hotels (Pte) Ltd
Hotel
2.6
Supermarket / Beauty & Health / Services / Warehouse
2.6
BHG (Singapore) Pte. Ltd
Department Store
2.3
Wing Tai Clothing Pte Ltd
Fashion / Food & Beverage
2.2
Department Store / Beauty & Health
2.2
Supermarket / Beauty & Health / Food & Beverage / Services
2.2
Food Junction Management Pte Ltd
Food & Beverage
1.6
Kopitiam Pte Ltd
Food & Beverage
1.4
Leisure & Entertainment
1.3
Cold Storage Singapore (1983) Pte Ltd
Robinson & Co. (Singapore) Pte Ltd
NTUC
Golden Village Multiplex Pte Ltd
Total
1
21.3
Includes CMT’s 40.00% interest in Raffles City Singapore; based on actual gross rental income for the month of December 2012 and excludes gross
turnover rent.
17
Operations
Review
Trade Sector Analysis
CMT’s portfolio is well-diversified and relies on many different trade sectors for rental income. As at 31 December 2012,
Food & Beverage remained the largest contributor to gross rental income at 27.5% of the total portfolio. Fashion, which
occupied 7.9% of NLA, remained the second largest contributor to gross rental income at 15.0%.
CMT Portfolio1
by
Gross Rental Income 2
(%)
by
Net Lettable Area (%)
(for the month of
December 2012)
Food & Beverage
27.5
Food & Beverage
18.9
Fashion
15.0
Leisure & Entertainment / Music & Video3
11.2
Beauty & Health
9.5
Warehouse
9.6
Leisure & Entertainment / Music & Video
6.5
Department Store
9.3
Services
6.0
Office
8.7
Department Store
5.7
Fashion
7.9
Gifts / Toys & Hobbies / Books /
Sporting Goods
4.6
Supermarket
6.2
Office
4.0
Beauty & Health
6.1
Shoes & Bags
4.0
Sporting Goods
4.4
Supermarket
3.6
Services
3.3
Houseware & Furnishings
2.9
Information Technology
3.3
Jewellery & Watches
2.8
3.0
2.5
Electrical & Electronics
2.9
2.3
Education
2.3
Warehouse
1.3
Shoes & Bags
1.9
Education
1.1
Jewellery & Watches
0.8
Others
0.7
Others
0.2
3
4
4
1 Includes CMT’s 40.00% interest in Raffles City Singapore (retail and office leases, excluding hotel lease).
2 Based on committed gross rental income for the month of December 2012 and excludes gross turnover rent.
3 Include tenants approved as thematic dining, entertainment and a performance centre in Bugis+.
4Others include Art Gallery and Luxury.
18
More than 70.0% of CMT’s malls in the portfolio cater to the necessity shopping segment, in terms of gross revenue
and asset valuation.
CMT Portfolio1
BY GROSS REVENUE
(%)
BY ASSET VALUATION (%)
(for FULL YEAR 2012)
(AS AT 31 DECEMBER 2012)
Necessity Shopping2
Discretionary Shopping
3
1
2
3
72.8
Necessity Shopping2
71.1
27.2
Discretionary Shopping
3
28.9
Excludes The Atrium@Orchard which used to comprise primarily office space until the completion of its asset enhancement in
October 2012.
Includes Tampines Mall, Junction 8, IMM Building, Plaza Singapura, Bugis Junction, Sembawang Shopping Centre, Lot One
Shoppers’ Mall, Bukit Panjang Plaza, Rivervale Mall and JCube.
Includes Funan DigitaLife Mall, Clarke Quay, Bugis+ and 40.00% interest in Raffles City Singapore.
Necessity shopping at Tampines Mall
19
Operations
Review
Occupancy Rate
Coupled with our extensive network of international and local retailers, our active mall management and proactive
leasing strategy have helped us to maintain high occupancy rates over the past 10 years. The portfolio occupancy rate
was 98.2% as at 31 December 2012.
Occupancy Rate
(as at 31 December)
Tampines Mall
Junction 8
IMM Building1
Plaza Singapura
Bugis Junction
Other assets2
Raffles City Singapore4
Bukit Panjang Plaza
The Atrium@Orchard5
Clarke Quay
JCube
Bugis+
CMT Portfolio
2003
%
99.3
100.0
99.3
98.5
2004
%
100.0
99.8
100.0
99.4
100.0
2005
%
100.0
100.0
99.4
99.0
100.0
100.0
99.8
2006
%
100.0
100.0
99.6
99.0
100.0
100.0
100.0
99.3
2007
%
100.0
100.0
99.7
99.9
100.0
100.0
100.0
100.0
92.73
99.9
2008
%
100.0
100.0
99.8
100.0
99.8
100.0
100.0
100.0
99.3
100.0
98.0
2009
%
100.0
100.0
99.3
99.7
100.0
100.0
99.8
100.0
99.9
99.8
99.1
2010
%
100.0
100.0
100.0
100.0
100.0
100.0
99.8
99.6
99.6
100.0
93.5
100.0
2011
%
100.0
100.0
100.0
100.0
100.0
100.0
80.93
100.0
99.7
100.0
65.53
100.0
99.1
99.8
99.7
99.5
99.6
99.7
99.8
99.3
94.8
2012
%
100.0
99.6
100.0
98.1
91.3
100.0
100.0
100.0
99.8
100.0
95.3
97.9
99.6
99.5
98.2
1 Based on IMM Building’s retail leases.
2Other assets include:
a) Rivervale Mall;
b) Sembawang Shopping Centre, except for years 2007 and 2008 when it underwent an asset enhancement initiative (AEI);
c) Hougang Plaza, until it was sold in 2012;
d) JCube, except from 2008 to 2011 when it underwent an AEI. The asset was classified separately from 2012 onwards; and
e) Bugis+, which was acquired in 2011 and subsequently underwent an AEI from November 2011 to July 2012. The asset was classified separately from
2012 onwards.
3 Lower occupancy rate was due to asset enhancement works.
4 Based on Raffles City Singapore’s retail leases.
5 Includes retail and office leases.
Portfolio Tenants’ Sales
The tenants’ sales of CMT’s portfolio on a S$ per square foot (psf) per month basis, increased by 1.6% in 2012, compared
to the preceding year. This marked the third consecutive year of rising tenants’ sales. Part of CMT’s rental structure
comprises gross turnover rent which is pegged to tenants’ sales. Gross turnover rent made up only a small percentage
of CMT’s total gross revenue. It typically ranges from 3.0% to 5.0%, ensuring the stability of CMT’s gross revenue.
Tenants’ Sales of CMT Portfolio1 by Financial Year (S$ psf per month)
100
80
60
40
20
2009
1
20
2010
2011
2012
Excludes JCube, Hougang Plaza, The Atrium@Orchard and Bugis+.
Compared with other retail real estate investment trusts (REITs) in Australia and North America, the tenants’ sales (US$
psf per annum) of CMT’s portfolio in 2012 was among the highest.
Full Year Tenants’ Sales of Retail REITs (US$ psf per annum)
945
926
848
568
545
480
466
Westfield
CFS Retail
CMT
Simon
General
Westfield
Primaris
Retail
Property
(Singapore)
Property
Growth
Group
(Canada)
(Australia)
Trust
(United
(United
(United
(Australia)
States)
States)
States)
Sources: Companies’ data as at 31 August 2012 (Primaris), 30 September 2012 (CFS Retail Property Trust, Westfield Retail and Westfield Group) and
31 December 2012 (CMT, Simon Property and General Growth).
Performance of Tenants’ Sales by Trade
Most trade categories registered stronger sales performance with Telecommunications and Supermarket achieving the
highest growth rate of 17.1% and 7.5% respectively in terms of tenants’ sales in 2012 as compared to 2011.
Tenants’ Sales $ psf Variance Year-on-Year (%)
1
Music & Video
Home Funishing
Department Store
Fashion
Sporting Goods
Toys & Hobbies
Books & Stationery
Leisure & Entertainment
Beauty & Health
Shoes & Bags
Food & Beverage
Services1
Gifts & Souvenirs
Jewellery & Watches
Supermarket
Telecommunications
17.17.55.95.43.53.43.13.02.71.51.10.90.3(1.1)(4.9)(7.4)(7.7)(8.3)
Services include convenience stores, bridal shops, optical shops, film processing shops, florists, magazine stores, pet shops, travel agencies, cobblers/
locksmiths, laundromats and clinics.
21
Operations
Review
Occupancy Cost
CMT’s portfolio occupancy cost remained healthy at 16.1% in 2012. Compared with other REITs in Australia, Europe
and North America, CMT’s portfolio occupancy cost was in line with that of our peers.
Occupancy Cost of CMT Portfolio by Financial Year1 (%)
16.7
16.4
16.0
16.1
2009
2010
2011
2012
1Occupancy cost is defined as a ratio of gross rental (inclusive of service charge, advertising & promotional charge and gross turnover rent) to tenants’
sales. Portfolio excludes JCube, Hougang Plaza, The Atrium@Orchard and Bugis+ from years 2009 to 2012. Sembawang Shopping Centre and Clarke
Quay are also excluded from the portfolio for year 2009.
Occupancy Cost of Retail REITs (%)
19.0
17.1
16.1
14.8
13.2
13.1
11.3
Westfield
CFS Retail
CMT
Westfield
General
UnibailSimon
Retail
Property
(Singapore)
Group
Growth
Rodamco
Property
(Australia
Trust
(United
(United
(Europe)
(United
& New
(Australia)
States)
States)
States)
Zealand)
Sources: Companies’ data as at 30 June 2012 (CFS Retail Property Trust), 30 September 2012 (Simon Property, Westfield Retail and Westfield Group) and
31 December 2012 (CMT, General Growth and Unibail-Rodamco).
Shopper Traffic
In 2012, there was a slight decline in shopper traffic, largely due to the asset enhancement works at some of our
malls. Upon the completion of the works, we will provide shoppers with more retail offerings and refreshing shopping
experiences. This will further strengthen overall attractiveness of our malls to our shoppers.
22
Year-on-Year Change in Shopper Traffic1 (%)
6.0
4.0
2.0
0.0
-2.0
-4.0
-6.0
-8.0
1
Jan
Feb
MarApr
May
Jun
JulAug
Sep
Oct Nov Dec
20122012201220122012201220122012201220122012 2012
For comparable basis, the chart includes the entire CMT portfolio of malls, except JCube, Bugis+, The Atrium@Orchard and Hougang Plaza, which was
sold in June 2012. JCube, Bugis+ and The Atrium@Orchard were previously undergoing asset enhancement works and have commenced full operations
in April, August and October 2012 respectively.
Divestment of Hougang Plaza
We continually evaluate our portfolio of assets and explore opportunities to enhance value for our Unitholders. The
divestment of Hougang Plaza was completed on 13 June 2012. The net proceeds will be used for general corporate
and working capital purposes.
Asset Enhancement Initiatives
In April 2012, the revamped and transformed JCube welcomed shoppers with an iconic unique facade inspired by an ice
cube. With the completion of the asset enhancement works, the tenant mix was refreshed to offer more entertainment and
food & beverage (F&B) offerings. With its IMAX theatre and Singapore’s only Olympic-size ice rink, JCube is positioned
as a youth and entertainment hotspot.
Asset enhancement works for Bugis+ were completed in end-July 2012. The works involved decantation of retail units
to create space and to increase the space efficiency. It also involved the relocation of atrium space and escalators to
improve layout and traffic circulation within the mall. Furthermore, after the straightening of lease lines of retail units on
the link bridge between Bugis+ and Bugis Junction, visibility was enhanced between the two malls. The integration leads
to an enlarged and seamless shopping destination offering more retail, F&B and entertainment offerings for its shoppers.
The revamped The Atrium@Orchard welcomed shoppers in end-October 2012 with three new levels of fashion, F&B and
lifestyle offerings. The property had undergone asset enhancement works to transform levels 1 to 3 into higher yielding
prime retail space, which are seamlessly integrated with Plaza Singapura via internal corridors. With an additional 135,000
sq ft of NLA, shoppers can now look forward to a more complete shopping experience at the enlarged Plaza Singapura.
Asset enhancement works for Clarke Quay were fully completed in January 2013. The works involved recovering space
from an anchor tenant to optimise the use of space at Block C and maximising gross floor area at Block E. Blocks C
and E are now refreshed with a vibrant frontage along River Valley Road with more F&B offerings. The new frontage,
designed to match the heritage architecture of the location, brings back the charm of the old warehouses at Clarke Quay.
In May 2012, we have also commenced works at IMM Building, to reposition IMM Building as a value-focused mall to
enhance its competitiveness. Upon completion of works, IMM Building will house Singapore’s largest cluster of outlet
stores under one roof. We are close to realising a target of opening 50 outlet brands by May 2013. Forty outlet brands
have been committed as at end-2012, of which 32 outlets are already operational.
23
Financial
Review
Gross Revenue
Gross Revenue by Property (S$ million)
Gross revenue for financial year (FY) 2012
was S$661.6 million, an increase of S$31.0
million or 4.9% over FY 2011. JCube, which
re-opened on 2 April 2012, accounted for
S$23.7 million of the increase in gross
revenue. Bugis+, acquired on 1 April
2011 commenced asset enhancement
initiatives (AEI) in November 2011 and
completed the AEI in end-July 2012,
accounted for S$8.4 million of the increase
in gross revenue. The other malls, except
for The Atrium@Orchard (Atrium) and IMM
Building (IMM), accounted for another
S$8.4 million increase in gross revenue
mainly due to higher rental rates achieved
from new and renewed leases and stepup rents. Atrium recorded lower gross
revenue as it was undergoing AEI since
January 2011. Atrium’s AEI was completed
in end-October 2012 while IMM recorded
lower gross revenue as a result of the
ongoing AEI which started in May 2012.
Tampines Mall
69.7
Junction 8
53.7
32.1
IMM Building
73.6
68.3
52.0
31.7
78.0
Plaza Singapura
Bugis Junction
81.2
Sembawang Shopping
1
Centre, Hougang Plaza
and Rivervale Mall
75.2
The Atrium@Orchard3
23.0
23.7
40.7
25.1
21.2
34.4
19.6
Clarke Quay
88.4
JCube
2
Bukit Panjang Plaza
81.4
72.5
25.9
39.1
24.3
26.3
33.1
11.2
86.8
Bugis+
4
(40.00% interest)
Gross Revenue by Property
661.6
630.6
FY 2012
FY 2011
FY 2012
FY 2011 Variance
S$’000
S$’000
S$’000
%
Tampines Mall
69,752
68,320
1,432
2.1
Junction 8
53,661
52,056
1,605
3.1
32,139
31,682
457
1.4
IMM Building
73,558
78,034
(4,476)
(5.7)
Plaza Singapura
81,228
81,438
(210)
(0.3)
75,176
72,454
2,722
3.8
Sembawang Shopping Centre, Hougang Plaza and Rivervale Mall
23,049
25,904
(2,855)
(11.0)
JCube
23,712
–
23,712
N.M.
40,688
39,079
1,609
4.1
Bukit Panjang Plaza
25,053
24,286
767
3.2
21,193
26,278
(5,085)
(19.4)
Bugis Junction
1
2
The Atrium@Orchard
3
Clarke Quay
34,369
33,114
1,255
3.8
Bugis+4
19,640
11,177
8,463
75.7
573,218
543,822
29,396
5.4
88,370
86,751
1,619
1.9
661,588
630,573
31,015
4.9
Raffles City Singapore (40.00% interest)
Total
N.M. Not Meaningful.
1
2
3
4
The sale of Hougang Plaza was completed on 13 June 2012.
JCube commenced operations on 2 April 2012, after undergoing AEI.
AEI for Atrium commenced in January 2011 and was completed in end-October 2012.
The acquisition of Bugis+ was completed on 1 April 2011. AEI commenced in November 2011 and was completed in end-July 2012.
24
Net Property Income
Net Property Income by Property (S$ million)
As a result of the higher gross revenue, net
property income (NPI) of S$445.3 million
was S$27.1 million or 6.5% higher than
the S$418.2 million for the FY ended
31 December 2011. Similarly, this was
mainly due to JCube which re-opened on
2 April 2012 and Bugis+ which was
acquired on 1 April 2011 and which
completed its AEI in end-July 2012.
Tampines Mall
50.4
Junction 8
37.9
21.4
IMM Building
46.6
49.1
36.0
20.2
50.5
Plaza Singapura
Bugis Junction
59.4
Sembawang Shopping
1
Centre, Hougang Plaza
and Rivervale Mall
59.2
51.9
The Atrium@Orchard3
13.5
14.2
27.9
15.9
11.4
20.0
10.3
Clarke Quay
64.5
JCube
2
Bukit Panjang Plaza
50.1
14.9
(3.9)
26.4
15.4
15.7
18.7
2.4
63.5
Bugis+4
(40.00% interest)
Net Property Income by Property
445.3
418.2
FY 2012
FY 2011
FY 2012
FY 2011 Variance
S$’000
S$’000
S$’000
%
Tampines Mall
50,328
49,156
1,172
2.4
Junction 8
37,901
35,996
1,905
5.3
21,384
20,228
1,156
5.7
IMM Building
46,597
50,525
(3,928)
(7.8)
Plaza Singapura
59,404
59,229
175
0.3
51,927
50,089
1,838
3.7
Sembawang Shopping Centre, Hougang Plaza and Rivervale Mall
13,427
14,832
(1,405)
(9.5)
JCube
14,223
(3,864)
18,087
N.M.
27,928
26,366
1,562
5.9
Bukit Panjang Plaza
15,925
15,406
519
3.4
11,393
15,657
(4,264)
(27.2)
Clarke Quay
19,972
18,750
1,222
6.5
Bugis+4
10,319
2,399
7,920
N.M.
380,728
354,769
25,959
7.3
64,525
63,471
1,054
1.7
445,253
418,240
27,013
6.5
Bugis Junction
1
2
The Atrium@Orchard
3
Total
N.M. Not Meaningful.
1
2
3
4
JCube commenced operations on 2 April 2012, after undergoing AEI.
AEI for Atrium commenced in January 2011 and was completed in end-October 2012.
The acquisition of Bugis+ was completed on 1 April 2011. AEI commenced in November 2011 and was completed in end-July 2012.
25
Financial
Review
Distributions
Distribution for FY 2012 was S$316.9 million, an increase of S$15.3 million or 5.1% as compared to FY 2011.
Distribution per unit (DPU) for FY 2012 is 9.46 cents, 1.0% higher than 9.37 cents for FY 2011. The increase was
mainly attributed to JCube which re-opened on 2 April 2012, Bugis+ which had completed its AEI in end-July 2012
and the strong operating performance from the properties. CMT has retained S$15.3 million capital distribution
income received from CapitaRetail China Trust for general corporate and working capital purposes.
On 30 November 2012, 125.0 million new units in CMT were issued via a private placement exercise for the purposes
of capital expenditure, AEI of CMT properties, refinancing of existing debts of CMT and its subsidiaries and/or
general corporate and working capital. In order to ensure fairness to holders of CMT units prior to the issuance of
the private placement of new units, CMT declared an advanced distribution for the period from 1 October 2012 to
29 November 2012, the day immediately prior to the date on which the private placement new units were issued. The
advanced distribution was paid on 28 January 2013.
Breakdown of the unitholders’ distribution for FY 2012 with FY 2011 comparatives are as follows:
2012
DPU
(cents)
1 January to
31 March
1 April to
30 June
1 July to
30 September
1 October to
29 November
30 November to
31 December 1
1 January to
31 December
2.30
2.38
2.42
1.55
0.81
9.46
DPU
(cents)
2011
DPU
(cents)
DPU
(cents)
2.36
1 January to
31 March
1 April to
30 June
1 July to
30 September
1 October to
9 November
10 November to
31 December 2
1 January to
31 December
2.29
2.36
2.42
1.02
1.28
9.37
2.30
1
DPU for 30 November 2012 to 31 December 2012 was based on the enlarged number of 3,456,420,674 units as at 31 December 2012 after the issuance of
125,000,000 units via the private placement exercise on 30 November 2012.
2
DPU for 10 November 2011 to 31 December 2011 was based on the enlarged number of 3,328,416,755 units as at 31 December 2011 after the issuance of
139,665,000 units via the private placement exercise on 10 November 2011.
Assets
As at 31 December 2012, the total assets for CMT and its subsidiaries (CMT Group) were S$9,888.7 million, compared
with S$9,172.2 million as at 31 December 2011. The increase of S$716.5 million was mainly due to the revaluation
surplus of S$165.8 million, capital expenditure of S$210.8 million and the increase in cash and cash equivalents of
S$360.7 million. The increase in cash and cash equivalents of S$360.7 million was mainly due to the proceeds from
S$150.0 million Medium Term Notes and four series of foreign currency denominated fixed rate notes of Euro-Medium
Term Notes which were swapped into Singapore dollar fixed rate notes totalling S$992.9 million issued during the
year under CMT MTN Pte. Ltd. and proceeds of S$250.0 million from issuance of new units via the private placement
completed on 30 November 2012. This was offset by the repayment of the S$783.0 million commercial mortgage
backed securities under Silver Maple Investment Corporation Ltd as well as the repurchase of S$158.0 million in
principal amount of the S$650.0 million 1.0% convertible bonds due 2013.
26
Valuation and Valuation Capitalisation Rates
(as at 31 December)
Property
Valuation
Tampines Mall
Junction 8
IMM Building
Valuation per
Net Lettable Area
2012
2011 Variance
S$ million S$ million S$ million
Valuation Capitalisation Rate1
2012
S$ per sq ft
2012
%
2011
%
5.50
5.50
5.65
Retail – 6.50
Office – 6.75
Warehouse – 7.75
5.25
827.0
617.0
354.0
608.0
800.0
597.0
347.0
606.0
27.0
20.0
7.0
2.0
2,510
2,450
1,185
6402
1,106.0
1,080.0
26.0
2,237
5.50
5.50
5.65
Retail – 6.50
Office – 6.75
Warehouse – 7.75
5.25
Bugis Junction
JCube
879.0
340.0
864.0
273.0
15.0
67.0
2,097
1,614
5.50
5.75
5.50
5.75
467.0
454.0
13.0
2,124
5.50
5.50
Bukit Panjang Plaza
Clarke Quay
Bugis+
Others3
Total CMT Portfolio
excluding Raffles City
Singapore (40.00%
interest) and The
Atrium@Orchard
(40.00% interest)
270.0
325.0
322.0
199.0
6,314.0
259.0
293.0
295.0
191.0
6,059.04
11.0
32.0
27.0
8.0
255.0
1,774
1,116
1,501
936
1,561
5.60
5.65
5.85
5.70 - 5.75
N.A.
5.60
5.65
5.85
5.70 - 5.75
N.A.
1,160.8
1,133.2
27.6
N.M.5
717.0
623.0
94.0
1,845
8,191.8
7,815.2
376.6
(210.8)
1,5867
Retail – 5.40
Office – 4.25
Hotel – 5.75
Retail – 5.50
Office – 4.15
N.A.
Retail – 5.40
Office – 4.50
Hotel – 5.75
Retail – 5.50
Office – 4.15
N.A.
Plaza Singapura
The Atrium@Orchard
Total CMT Portfolio6
Less additions during
the year
Net increase in valuations
Westgate8 (30.00% interest)
165.8
290.7
290.7
N.A. Not Applicable.
1 Valuation capitalisation rate refers to the capitalisation rate adopted by the independent valuers to derive the market values of each property.
2 Reflects valuation of the property in its entirety.
3 Comprising Sembawang Shopping Centre and Rivervale Mall.
4 Hougang Plaza has been divested on 13 June 2012 and its value of S$34.0 million was excluded from the portfolio valuation.
5 Not meaningful because Raffles City Singapore comprises retail units, office units, hotels and convention centre.
6 Total valuation excludes Westgate which is currently under development.
7 Valuation per sq ft excludes Raffles City Singapore.
8 Westgate’s valuation of S$290.7 million reflects CMT’s 30.00% interest in the valuation of land which is approximately S$969.0 million.
27
Financial
Review
Financial Performance for 2008 to 2011
2011
2010
Gross Revenue
Gross Revenue
Gross revenue for the FY ended 31 December 2011 was
S$630.6 million, an increase of S$49.5 million or 8.5% over
S$581.1 million for the FY ended 31 December 2010. Of
the increase, S$28.9 million was due to Clarke Quay and
Bugis+, which were acquired on 1 July 2010 and 1 April
2011 respectively, while the balance was attributed to higher
gross revenue across the malls mainly due to the higher
rental rates achieved from new and renewed leases and
step-up rents. The increase was partially offset by decrease
in revenue from Atrium due to the commencement of its
AEI in January 2011.
Gross revenue for the FY 2010 was S$581.1 million, an
increase of S$28.4 million or 5.1% over S$552.7 million for
FY 2009. S$15.4 million of the increase was due to Clarke
Quay, which was acquired on 1 July 2010 while the balance
was attributed to higher gross revenues across the malls
mainly due to the higher rental rates achieved from new
and renewed leases and step-up rents.
Net Property Income
As a result of the higher gross revenue, NPI of S$418.2
million was S$19.1 million or 4.8% higher than the S$399.1
million for FY 2010. Similarly, this was mainly due to Clarke
Quay and Bugis+ which were acquired on 1 July 2010 and
1 April 2011 respectively and higher rental income across
the malls which is partially offset by decrease in revenue
from Atrium and JCube due to AEI.
28
Net Property Income
million for FY 2009. Similarly, this was mainly due to Clarke
Quay which was acquired on 1 July 2010 and higher rental
income across the malls.
2009
2008
Gross Revenue
Gross Revenue
Gross revenue for FY 2009 was S$552.7 million, an increase
of S$41.8 million or 8.2% over S$510.9 million for FY 2008.
S$19.4 million of the increase was due to Atrium which was
acquired on 15 August 2008. The balance was attributed
to higher gross revenues from Tampines Mall, IMM, Plaza
Singapura, Bugis Junction, Sembawang Shopping Centre
(SSC) and Lot One Shoppers’ Mall (Lot One) mainly due to
the completion of AEI and partially offset by decrease in
gross revenue from JCube as it has ceased operations for
AEI. On a comparable mall basis (excluding SSC, JCube
and Atrium), gross revenue for FY2009 was S$18.0 million
or 3.6% higher than FY2008.
Gross revenue for FY 2008 was S$510.9 million, an
increase of S$79.0 million or 18.3% over S$431.9 million for
FY 2007. This was mainly due to an increase in revenue of
S$28.8 million from the three properties (namely Lot One,
Bukit Panjang Plaza and Rivervale Mall) under CapitaRetail
Singapore Limited (CRS) which contributed 12 months of
revenue in FY 2008 compared with seven months of revenue
in FY 2007 as the acquisition of the balance 72.8% of the
Class E bonds in CRS was completed on 1 June 2007. In
addition, gross revenue from Atrium, which was acquired
on 15 August 2008, accounted for a further S$10.4 million.
The other CMT malls accounted for another S$27.8 million
increase in revenue mainly due to higher rents from new and
renewed leases as well as higher revenue from Tampines
Mall, IMM, Plaza Singapura and Bugis Junction following
the completion of AEI. CMT’s 40.00% interest in Raffles
City Singapore (RCS) through the RCS Trust, the special
purpose vehicle that holds RCS, accounted for another
S$12.0 million increase in revenue.
Net Property Income
million for FY 2008. Similarly, this was mainly due to
Atrium which was acquired on 15 August 2008, SSC which
re-opened in late December 2008 and higher NPI from
Tampines Mall, IMM, Plaza Singapura, Bugis Junction and
Lot One mainly due to the completion of AEI.
Net Property Income
million for FY 2007. Similarly, this was mainly due to the
increase of S$19.2 million from the full year contribution
from the three properties under CRS against seven months
of contribution in FY 2007. Atrium accounted for S$6.7
million and CMT’s 40.00% interest in RCS Trust contributed
about S$6.6 million. Increased rental income from the other
malls also contributed to the improved NPI.
29
Risk & Capital
Management
Key Financial Indicators
as at 31 December 2012
Unencumbered Assets as
% of Total Assets1
Gearing2
Net Debt / EBITDA4 (times)
Interest Coverage5 (times)
Average Term to Maturity (years)
Average Cost of Debt6
CMT’s Corporate Rating7
77.5%
36.7%3
6.9
3.2
3.9
3.3%
‘A2’
as at 31 December 2011
37.9%
38.4%
7.4
3.3
2.7
3.5%
‘A2’
1
Total Assets exclude non-eliminated portion of CMT’s loan to Infinity Mall Trust and Infinity Office Trust (collectively, the Infinity Trusts) and CMT’s share of
interest expense on the loans from joint venture partners, capitalised under property under development, arising from proportionate accounting.
2 Ratio of borrowings (including S$400.0 million (CMT’s 40.00% share) of borrowings of RCS Trust and S$215.5 million and S$195.0 million as at
31 December 2012 and 31 December 2011 respectively (CMT’s 30.00% share) of borrowings of Infinity Trusts), over total deposited property for CMT and
its subsidiaries (CMT Group) (exclude non-eliminated portion of CMT’s loan to Infinity Trusts and CMT’s share of interest expense on the loans from joint
venture partners, capitalised under property under development, arising from proportionate accounting).
3 The issuances of the ¥10.0 billion 1.309% fixed rate notes (Euro-Medium Term Note (EMTN) Series 4) and HK$885.0 million 3.28% fixed rate notes (EMTN
Series 5) were raised ahead of the maturity of the existing borrowings of CMT which will become due in 2013. The funds raised are excluded from both
borrowings and total deposited property for the purpose of computing the gearing ratio as the funds are set aside solely for the purpose of repaying the
existing borrowings of CMT which will become due in 2013.
4Net Debt comprises gross debt less temporary cash intended for refinancing and capital expenditure and EBITDA refers to earnings before interest, tax,
depreciation and amortisation.
5 Ratio of net investment income at CMT Group before interest and tax over interest expense from 1 January 2012 to 31 December 2012 and 1 January 2011
to 31 December 2011 respectively. In computing the ratio, cost of raising debt is excluded from interest expense.
6 Ratio of interest expense over weighted average borrowings.
7 Moody’s Investors Service has affirmed a corporate family rating of “A2” with a stable outlook to CMT in February 2011.
30
Risk Management
Effective enterprise-wide risk management is a fundamental
part of CMT’s and its subsidiaries’ (CMT Group) business
strategy. The potential risks are identified and key controls
to mitigate these risks are established to protect Unitholders’
interests and value.
Key Risks & Control Measures
Operational Risk
To mitigate and manage operational risk, CMT Group has
integrated risk management into the day-to-day activities
across all functions. Measures include the establishment
of planning and control systems, group-wide policies,
information technology systems, and operational reporting
and monitoring procedures which are overseen by the
executive committee and Board of Directors. The risk
management system is regularly monitored and examined
to ensure continuing effectiveness.
The risk management framework is designed to ensure
appropriate processes and procedures are in place to
prevent, manage and mitigate any operational risk.
Investment Risk
One of the main sources of growth for CMT Group is the
acquisition of properties, asset enhancement initiatives
(AEI) as well as investment in greenfield developments. The
risks involved in such investment activities are managed
through a rigorous set of investment criteria which includes
potential for growth in yield, rental sustainability and
potential for value creation. Also, key financial projection
assumptions are reviewed and sensitivity analyses are
performed on key variables.
Currency Risk
As the assets of CMT Group are currently based in
Singapore, there is little or no foreign exchange exposure
from its operations. CMT borrows in Singapore Dollars
from its wholly-owned subsidiary, CMT MTN Pte. Ltd.
(CMT MTN). CMT MTN provides treasury services to CMT,
including the on-lending of proceeds from notes issued
under the S$2.5 billion unsecured Multicurrency Medium
Term Note Programme (MTN Programme), and the US$2.0
billion unsecured Euro-Medium Term Note Programme
(EMTN Programme).
RCS Trust, in which CMT has a 40.00% interest, borrows
in Singapore Dollars from a special purpose vehicle, Silver
Oak Ltd (Silver Oak). Silver Oak issued foreign currency
denominated notes at floating rates at attractive spreads by
borrowing from the overseas markets. They were swapped
into fixed rate and Singapore Dollars.
Credit Risk
Credit risk is the potential volatility in earnings caused by
tenants’ failure to fulfill their contractual lease payment
obligations, as and when they fall due. There is a stringent
collection policy in place to ensure that credit risk is
minimised. In addition to the requirement for upfront
payment of security deposit of an amount approximating
three months’ rent on average (which may be lodged
in the form of cash or bankers’ guarantee), CMT Group
also established vigilant monitoring and debt collection
procedures. Debt turnover of CMT Group was 2.3 days
for 31 December 2012 and 31 December 2011.
Liquidity Risk
CMT Group actively monitors its cash flow position to ensure
that there are sufficient liquid reserves, in the form of cash
and banking facilities, to finance its operations and AEI. The
Group also monitors covenants closely to ensure compliance.
The potential risks associated with proposed projects and
the issues that may prevent their smooth implementation
or attainment of projected outcomes are identified at
evaluation stage. This is to enable us to devise action
plans to mitigate such risks as early as possible.
Financing Risk
Interest Rate Risk
Different funding strategies are used to minimise over
reliance on a single source of funds for any funding or
refinancing requirements. Other than MTN and EMTN
programmes, CMT is also one of the first real estate
investment trusts to set up a Retail Bond programme and
had issued S$300.0 million bonds under the S$2.5 billion
programme in 2011 at an interest rate of 2.00% per annum.
CMT Group has also tapped into the convertible bonds and
commercial mortgage backed securities (CMBS) markets
for funds. In addition, CMT Group has banking facilities
as a source of back-up funds.
The Group’s exposure to fluctuations in interest rates
relates primarily to interest-bearing financial liabilities.
Interest rate risk is managed on an ongoing basis, and
with the primary objective of minimising the impact on net
interest expense that is caused by adverse movements
in interest rates. Hence, CMT Group proactively seeks to
minimise the level of interest rate risk by locking in most
of its borrowings at fixed interest rates.
As at 31 December 2012, the risk is minimal as the Group’s
borrowings are either on fixed rate basis or have been
swapped into Singapore Dollar fixed rates.
Given our reliance on external sources of funding for
refinancing of existing borrowings, acquisitions of new
property and AEI, the health of the debt markets directly
affects CMT.
31
Risk & Capital
Management
CMT Group will continue to proactively manage its capital
structure by ensuring its debt maturity profile is spread out
without major concentration of debt maturing in a single
year, and maintaining an optimal gearing level.
Interested Person Transaction Risk
The Manager has established internal control procedures
to ensure that all transactions involving the Trustee and a
related party of the Manager (Interested Person Transactions)
are undertaken on an arm’s length basis and on normal
commercial terms and will not be prejudicial to the interests
of the Unitholders.
For Interested Person Transactions, the Manager would have
to demonstrate to the Audit Committee that the transactions
were undertaken on normal commercial terms which may
include obtaining (where practicable) quotations from
parties unrelated to the Manager, or obtaining valuations
from independent valuers (in accordance with the Property
Funds Appendix). Proactive measures are also adopted to
avoid situations of conflict and potential conflict of interest.
DEBT MIX
BY TYPE
(%)
Human Resource Risk
Unsecured debt Secured debt 80.7%
19.3%
Loans from CMT MTN
63.2
Convertible Bonds
12.1
Term loan at RCS Trust level from
Silver Oak (CMT’s 40.00% interest)
Retail Bonds
10.8
8.1
Term loan at Infinity Trusts level
(CMT’s 30.00% interest)
5.8
100.0
Legal and Compliance Risk
Due to the nature of CMT’s business, CMT is required to
comply with the relevant legislations and regulations that
include the Listing Manual of the SGX-ST (Listing Manual),
the Code on Collective Investment Schemes (the CIS Code)
issued by the Monetary Authority of Singapore (MAS) and
the tax rulings issued by the Inland Revenue Authority of
Singapore (IRAS) with regards to the taxation of CMT and
its Unitholders. Thus, any changes in these legislations
and regulations may affect CMT’s operations and results.
CMT’s reputation may be adversely affected by its business
activities which may bring about unintended or unexpected
legal consequences.
The manager of CMT (the Manager) has established relevant
policies and procedures to ensure CMT’s compliance with
applicable legislations and regulations.
32
In order to deliver quality products and services to our valued
tenants and customers, the Manager and Property Manager,
CapitaLand Retail Management Pte Ltd, invest in quality
human capital by recruiting and retaining employees with the
relevant expertise, skills and professionalism. High turnover
rate of valued employees can be detrimental as it causes
disruptions to CMT’s business operations and undermines
the implementation of CMT’s strategic business plans.
The Manager and Property Manager have also adopted
an integrated human capital strategy to recruit, develop
and motivate quality employees. In addition to seeking
outstanding talents with the required expertise and
experience, emphasis has also been placed on managing
these talents through staff development and continuous
training. Comprehensive compensation and benefits plans
are also used to motivate and retain the talents. Such
measures are also to ensure that the Group maintains its
competitive edge.
Development and Construction Risk
Under the Property Funds Appendix, the total contract
value of all property development activities undertaken by
CMT Group, together with its investments in uncompleted
property developments, may not exceed 10.0% of CMT
Group’s deposited property. CMT Group’s total deposited
property as at 31 December 2012 is about S$9.9 billion.
To date, the Manager has committed to invest about S$469.5
million on CMT’s first greenfield development project,
Westgate. Ground-breaking for this retail-cum-office
development had commenced in January 2012. Its retail
mall is scheduled to open by end-2013 and its office tower,
by end-2014.
The construction and development of new projects usually
take a few years to complete, depending on the project size
and its complexity. In the event that the projects cannot be
completed within the anticipated time frame and budget, the
delay may have a material adverse effect on CMT’s business,
financial position, results of operations and prospects. In
addition, significant pre-operating costs incurred may not
be recovered within the expected period or at all.
The Manager mitigates such risk through continual
monitoring of the progress of these projects and regular
reviews with senior management on the progress of these
projects. The Manager has established standard operating
procedures (SOPs) to guide project management personnel
and ensure that all required applications are submitted for
the authorities’ approvals. These SOPs are subject to a
series of continuity and consistency reviews by management
and an independent ISO 9001 qualified auditor. In addition,
the Manager has set up a framework for evaluating and
pre-qualifying contractors and service providers that would
be invited for project-related tenders.
Capital Management
As at
31 December
2012
Funding and borrowings1
S$ million
Loans from CMT MTN
2,342.42
Convertible Bonds
448.23
Retail Bonds
300.0
Total borrowings at CMT level
4
3,090.6
Term loan at RCS Trust level from
Silver Oak
400.05
Term loan at Infinity Trusts level
215.56
Total borrowings at CMT Group
3,706.1
1
2
Based on principal sums only.
Includes four series of foreign currency denominated fixed rate notes
consisting of US dollar, Japanese yen and Hong Kong dollar issued in Year
2012 under the EMTN Programme which were swapped into Singapore
fixed rate notes totalling S$992.9 million and S$150.0 million fixed rate
notes issued under the MTN programme.
3 Based on the outstanding S$98.25 million in principal amount of the S$650.0
million 1.0% convertible bond due 2013 (2013 Convertible Bonds) and
S$350.0 million 2.125% convertible bonds due 2014 (2014 Convertible
Bonds) issued on 2 July 2008 and 19 April 2011 respectively. The final
redemption dates of the 2013 Convertible Bonds and 2014 Convertible
Bonds are on 2 July 2013 and 19 April 2014 respectively.
4Under the S$2.5 billion Retail Bond Programme, the Trust issued S$300.0
million in principal amount of Retail Bonds with an interest rate of 2.00%
per annum, fully payable on 25 February 2013.
5 CMT’s 40.00% interest in RCS Trust.
6 Drawdown of S$650.0 million term loan and S$68.3 million revolving credit
facility (RCF) by Infinity Trusts (CMT’s 30.00% share thereof is S$215.5
million) from the S$820.0 million secured banking facilities.
In 2012, CMT MTN issued four series of foreign currency
denominated notes and one Singapore denominated
note under its EMTN Programme and MTN Programme
respectively, in the following chronological order:
1US$400.0 million six year fixed rate notes on 21 March
2012;
2HK$1.15 billion 10 year fixed rate notes on 28 June 2012;
3 S$150.0 million 12 year fixed rate notes on 2 August
2012;
4 ¥10.0 billion seven year fixed rate notes on 15 October
2012; and
5HK$885.0 million 10.25 year fixed rate notes on 27
November 2012.
The foreign currency denominated notes were swapped
into Singapore Dollar fixed rate notes totalling S$992.9
million. This amount, together with the S$150.0 million MTN
note, were on-lent to CMT to repay the S$783.0 million
CMBS borrowings due on 31 October 2012 as well as to
repay some of the borrowings due in 2013. The CMBS
borrowings were issued under Silver Maple Investment
Corporation Ltd (Silver Maple), a special purpose vehicle.
Following the repayment of the S$783.0 million CMBS
borrowings, the seven properties mortgaged namely
Tampines Mall, Junction 8, Funan DigitaLife Mall, IMM
Building, Bugis Junction, Sembawang Shopping Centre
and JCube were discharged and released. This brings the
number of unencumbered assets under CMT Group to 13,
or 77.5% of total assets as at 31 December 2012.
S$306.0 million of the 2013 Convertible Bonds were
repurchased in 2010 and 2011 and S$87.75 million in
principal amount were redeemed in July 2011. In 2012, CMT
further repurchased another S$158.0 million in principal
amount and reduced the outstanding aggregate principal
to S$98.25 million. The final redemption price upon maturity
on 2 July 2013 is equal to 109.31% of the principal amount.
CMT has a 40.00% interest in RCS Trust. In 2011, Silver Oak
issued US$645.0 million secured CMBS and the proceeds
have been swapped into S$800.0 million. The Singapore
dollar proceeds together with the S$200.0 million secured
term loan under Silver Oak were on-lent to RCS Trust.
Under the loan agreements between Silver Oak and RCS
Trust Trustee-Manager, Silver Oak has granted RCS Trust
a term loan facility of S$1.0 billion and a revolving credit
facility of S$300.0 million. RCS Trust drew down the S$1.0
billion term loan in 2011 and CMT’s 40.00% share thereof
is S$400.0 million.
33
Risk & Capital
Management
CMT has a 30.00% interest in Infinity Trusts. Out of the
total facilities of S$820.0 million which comprises term
loan of S$650.0 million and revolving credit facility (RCF) of
S$170.0 million, Infinity Trusts have drawn down S$650.0
million term loan and S$68.3 million RCF. CMT’s 30.00%
share of Infinity Trusts’ term loan and RCF is S$215.5
million.
CMT Group holds derivative financial instruments to
hedge its currency and interest rate risk exposures. The
fair value derivative for Financial Year (FY) 2012, which
was included as financial derivatives in total liabilities was
S$156.0 million. This represented 2.7% of the net assets
of CMT Group as at 31 December 2012.
In summary, the total borrowings of CMT Group as at
31 December 2012 was S$3,706.11 million, with gearing
at 36.7%.
As at 31 December 2012, 10.8% or S$398.2 million of CMT
Group’s debt will mature in 2013. CMT has raised sufficient
borrowings ahead of maturity of these borrowings to meet
the repayment needs. The Manager will continue to adopt
a rigorous and focused approach to capital management.
CMT will continue to seek diversified sources of debt
funding to ensure adequate financial flexibility and
constantly reviews its loan profile to reduce refinancing
risk and extend maturity profile where possible.
Average cost of debt for CMT Group for the FY 2012
has decreased to 3.3% per annum compared with 3.5%
per annum for the FY ended 31 December 2011 as the
new loans taken up in 2012 were at comparatively lower
interest rates than the loans that were repaid.
The loan maturity profile for CMT Group as at 31 December
2012 was as follows:
CMT Group – Loan
Maturity Profile (as at 31 December 2012)
S$ million
Within 1 year
398.2
After 1 year but
within 5 years
2,165.0
1
58.4
1,142.91
30.8
3,706.1
100.0
After 5 years
1
34
% of Debt
1
10.8
Based on principal sums only.
Debt Maturity Profile (S$ million) (as at 31 December 2012)
407.4
Refinanced in 2012
783.01
500.0
799.5
615.5
250.0
505.28
157.69
190.110
2017
2018
2019
2022
140.011 150.0
215.55
172.71
150.0
699.54
80.06
107.4
2
Sufficient
funds
secured
to fully
refinance
debts
350.03
300.0
320.07
100.0
2012
2013
2013
Secured Fixed Rate Term Loan
from Silver Maple under CMBS
borrowings
2013 Convertible Bonds and
2014 Convertible Bonds
Retail Bonds at fixed interest rate
of 2.00% p.a.
Fixed Rate Notes issued under
S$ MTN Programme
Fixed Rate Notes issued under
US$ EMTN Programme
Secured Banking Facilities
Secured term loan from Silver Oak
– 40.00% Interest in RCS Trust
Secured CMBS from Silver Oak
– 40.00% Interest in RCS Trust
Debts with secured assets
Silver Oak: Silver Oak Ltd
CMBS: Commercial mortgage backed securities
2014
2015
2016
2023
2024
Four series of EMTN and one series of MTN were (tenures from six years
to 12 years) raised in 2012 with weighted average cost of debt of 3.3%
and weighted average tenure of 8.1 years. This is in line with CMT Group’s
objectives to:
• Diversify sources of funding
In 2012, CMT MTN issued four series of foreign currency denominated
notes, allowing CMT Group to tap into different currencies before
swapping to Singapore Dollars as well as reach out to different groups
of debt investors.
• Stretch debt tenure
CMT’s average term to debt maturity registered 3.9 years as at
31 December 2012, compared to 2.7 years as at 31 December 2011.
• Reduce lumpiness of debts maturing in any one year
The S$783.0 million CMBS borrowings which matured on 31 October
2012 were refinanced with proceeds from borowings raised in 2012.
S$158.0 million in principal amount of the 2013 Convertible Bonds or
S$172.7 million including premium, was repurchased in 2012.
• Unencumber more properties
An additional seven more properties valued at S$3.7 billion as at
31 December 2012 were unencumbered, with the repayment of S$783.0
million CMBS borrowings on 31 October 2012.
• Refinance debt ahead of maturity
The Manager has secured sufficient funds to fully refinance debts due in 2013.
1
In 2012, S$783.0 million CMBS borrowings under Silver Maple were repaid and S$158.0 million in principal amount of the 2013 Convertible Bonds was repurchased
at a price of 109.31%.
2 Secured S$98.25 million 1.0% 2013 Convertible Bonds with conversion price of S$3.39 redeemable on 2 July 2013 at 109.31% of the principal amount.
3 2014 Convertible Bonds at fixed rate of 2.125% p.a. with conversion price of S$2.2427 (adjusted on 30 January 2012).
4US$500.0 million 4.321% fixed rate notes (EMTN Series 1) were swapped to S$699.5 million at a fixed interest rate of 3.794% p.a. in April 2010.
5 Drawdown of S$718.3 million by Infinity Trusts, CMT’s 30.00% share thereof is S$215.5 million from the S$820.0 million secured banking facilities.
6 S$200.0 million 5-year term loan under Silver Oak (CMT’s 40.00% share thereof is S$80.0 million).
7US$645.0 million in principal amount of Class A Secured Floating Rate Notes with expected maturity on 21 June 2016 issued pursuant to the S$10.0 billion
Multicurrency Secured Medium Term Note Programme established by Silver Oak and are secured by its rights to Raffles City Singapore. The proceeds have
been swapped into S$800.0 million (CMT’s 40.00% share thereof is S$320.0 million).
8US$400.0 million 3.731% fixed rate notes (EMTN Series 2) were swapped to S$505.2 million at a fixed rate of 3.29% p.a. in March 2012.
9 ¥10.0 billion 1.309% fixed rate notes (EMTN Series 4) were swapped to approximately S$157.6 million at a fixed rate of 2.79% p.a. in October 2012.
10HK$1.15 billion 3.76% fixed rate notes (EMTN Series 3) were swapped to S$190.1 million at a fixed rate of 3.45% p.a. in June 2012.
11HK$885.0 million 3.28% fixed rate notes (EMTN Series 5) were swapped to S$140.0 million at a fixed rate of 3.32% p.a. in November 2012.
35
Risk & Capital
Management
Cash Flows And Liquidity
Cash and Cash Equivalents
CMT Group takes a proactive role in monitoring its
cash flow position and requirements to ensure sufficient
liquidity and adequate funding is available for distribution
to the Unitholders as well as to meet any short-term
obligations.
As at 31 December 2012, the value of cash and cash
equivalents of CMT Group stood at S$1,118.3 million,
compared with S$757.6 million as at 31 December 2011.
The higher quantum was mainly due to the EMTN notes
that were raised ahead of refinancing as well as the
proceeds from the private placement of S$250.0 million
on 30 November 2012. As at 5 March 2013, the entire net
proceeds of S$245.8 million has been used to partially
finance the redemption of the S$300.0 million Retail Bonds
which was due on 25 February 2013. This is in accordance
with the stated use and allocation of the proceeds from
the private placement.
Operating Activities
Operating net cash flow for the FY ended 31 December
2012 was S$459.3 million, an increase of S$77.8 million
over the operating cash flow of S$381.5 million in the
preceding FY. This was mainly due to the increase in net
income as well as the recovery of Goods and Services Tax
in relation to the tender price for Westgate under Infinity
Trusts from IRAS in 2012.
Investing Activities
CMT Group also strives to derive the maximum value out
of its assets which was demonstrated in the divestment
of Hougang Plaza in June 2012. With the divestment,
it provides CMT with greater financial flexibility. As at
31 December 2012, there are 15 properties under CMT
Group’s portfolio. CMT Group will constantly look out for
new acquisition opportunities.
Accounting Policies
The financial statements have been prepared in accordance
with the Statement of Recommended Accounting Practice
(RAP) 7 “Reporting Framework for Unit Trusts” issued by
the Institute of Certified Public Accountants of Singapore,
and the applicable requirements of the CIS Code issued
by the MAS and the provisions of the Trust Deed.
Financing Activities
CMT Group continued to adopt a rigorous and focused
approach to monitor the cash position and level of
borrowings with the view of strengthening its capital
structure and competitive position.
36
Unit Price
Performance
A flight-to-safety theme reigned in the stock markets in
2012, as a subdued global economic outlook kept investors
from taking overweight positions in the other riskier asset
classes, amidst a low interest rate environment.
(STI) which increased by 19.7% year-on-year. This led to
a compression in CMT’s trading yield, as seen for many
other Singapore-listed real estate investment trusts (REITs).
The FTSE ST REIT Index ended the year 36.7% higher.
During the year, CMT’s unit price saw a steady increase
although the uptrend was disrupted in May and June as
global stock markets tumbled. The sell-down in the markets
were largely due to fears over Europe’s sovereign debt crisis
and a slowing United States’ economy. Nonetheless, CMT’s
unit price closed higher by 25.3% at S$2.13 on 31 December
2012, compared to S$1.70 at the beginning of the year, as
investors flocked to defensive and higher-yielding stocks.
CMT’s unit price also outperformed the Straits Times Index
In November 2012, CMT issued 125.0 million new units
through a private placement which brought its total
number of units in issue to approximately 3.4 billion. As at
31 December 2012, CMT’s market capitalisation
registered S$7.4 billion – the highest among REITs in
Singapore. The stock’s trading volume in 2012
reached approximately 1.9 billion units, translating to an
average daily trading volume of approximately
7.5 million units.
Trading Data by Year
2004
2005
2006
2007
2008
2009
2010
2011
2012
Highest
1.76
2.66
2.93
4.32
3.75
1.87
2.15
2.00
2.20
Lowest
1.36
1.73
2.01
2.76
1.38
0.98
1.67
1.64
1.71
Unit Price (S$)
Average Closing
1.58
2.25
2.40
3.64
2.78
1.50
1.91
1.85
1.91
Last Done at
Year-end
1.76
2.24
2.91
3.46
1.59
1.80
1.95
1.70
2.13
Trading Volume
(million units)
307.5
353.7
549.6
1,111.6
1,380.6
2,554.8
1,435.3
1,672.9
1,872.3
Average Daily
Trading Volume
(million units)
1.2
1.4
2.2
4.5
5.5
10.2
5.7
6.7
7.5
Net Asset Value
Per Unit1 (S$)
1.31
1.64
1.87
2.21
2.41
1.54
1.53
1.56
1.64
1
Excludes outstanding distributable income as at end of each period.
CMT Monthly Trading Performance
300.0
2.20
2.00
250.0
1.60
200.0
1.40
150.0
1.20
1.00
100.0
Unit Price (S$)
Trading Volume (million units)
1.80
0.80
50.0
0.0
0.60
0.40
Jan FebMarAprMayJun JulAugSepOct NovDec
2012201220122012201220122012201220122012 20122012
Trading VolumeHighest and Lowest Unit Prices
37
Unit Price
Performance
Comparative Price Trends
CMT
Straits Times Index
FTSE ST
Real Estate (RE) Index
FTSE ST Real Estate
Investment Trust Index
Closing Unit
Price (S$)
Percentage
Change %
Closing
Index Value
Percentage
Change %
Closing
Index Value
Percentage
Change %
Closing
Index Value
Percentage
Change %
Dec 2011
1.70
100.0
2,646.35
100.0
530.90
100.0
573.68
100.0
Jan 2012
1.71
100.6
2,906.69
109.8
581.22
109.5
592.65
103.3
Feb 2012
1.80
105.9
2,994.06
113.1
632.86
119.2
625.15
109.0
Mar 2012
1.81
106.2
3,010.46
113.8
646.93
121.9
630.51
109.9
Apr 2012
1.80
105.9
2,978.57
112.6
639.30
120.4
651.44
113.6
May 2012
1.82
106.8
2,772.54
104.8
611.11
115.1
640.19
111.6
Jun 2012
1.91
112.4
2,878.45
108.8
644.19
121.3
668.77
116.6
Jul 2012
1.96
115.3
3,036.40
114.7
680.50
128.2
706.39
123.1
Aug 2012
1.98
116.5
3,025.46
114.3
693.12
130.6
725.13
126.4
Sep 2012
2.02
118.8
3,060.34
115.6
713.41
134.4
748.08
130.4
Oct 2012
2.11
124.1
3,038.37
114.8
728.86
137.3
764.77
133.3
Nov 2012
2.07
121.8
3,069.95
116.0
750.91
141.4
766.34
133.6
Dec 2012
2.13
125.3
3,167.08
119.7
783.58
147.6
784.04
136.7
Comparative Price Trends (Rebased to 100.0)
150.0
140.0
130.0
120.0
110.0
100.0
90.0
DecJan FebMarAprMayJun JulAugSepOct Nov Dec
201120122012201220122012201220122012201220122012 2012
CMT
STI
FTSE ST RE Index
FTSE ST REIT Index
Source: Bloomberg.
38
Changes in CMT’s Unit Price and Index Values
Constituent of Key Indices
(From 31 December 2011 to 31 December 2012)
%
CMT
25.3
STI
19.7
FTSE ST RE Index
47.6
FTSE ST REIT Index
36.7
CMT’s Total Returns1
%
Since listing on 17 July 2002 to 31 December 2012
218.5
2
From 31 December 2011 to 31 December 2012
30.8
1 Sum of distribution yield and capital appreciation, taking into account the effects of the underwritten
renounceable 9-for-10 rights issue in 2009.
2 Based on issue price of S$0.96 per unit.
Comparative Yields (%)
4.4
1.3
0.3
2.5
0.3
2.9
3.4
Yield spread:
310 basis points
10-year
CMT 2012
DPU Yield1 Govt Bond
Yield2
5-year
Govt Bond
Yield2
CPF
Ordinary
Account
12-month
Fixed (S$)
Deposit
STI
FTSE ST RE
12-month 12-month
Yield
Yield
Sources: Bloomberg, Central Provident Fund (CPF) Board, Monetary Authority of Singapore.
1
2
Based on the annualised distribution per unit of 9.46 cents for the period 1 January 2012
to 31 December 2012 and unit closing price of S$2.13 on 31 December 2012.
Singapore Government 10-year and 5-year bond yields as at 31 December 2012.
FTSE4Good Global Index
FTSE/ASEAN Index
FTSE EPRA1/NAREIT2 Global Real
Estate Index
FTSE All-World Index
FTSE Straits Times (ST) Index
FTSE ST All Share Index
FTSE ST Financials Index
FTSE ST Real Estate Index
FTSE ST REIT Index
GPR3 General Index
GPR3 General ex-US Index
GPR3 General Far East Index
GPR3 General Far East ex-Japan Index
GPR3 General Singapore Index
GPR3 General Quoted Index
GPR3 General Quoted ex-US Index
GPR3 General Quoted Far East Index
GPR3 General Quoted Far East
ex-Japan Index
GPR3 General Quoted Singapore Index
GPR3 250 Index
GPR3 250 ex-US Index
GPR3 250 Asia Index
GPR3 250 Asia ex-Japan Index
GPR3 250 Asia Pacific Index
GPR3 250 Asia Pacific ex-Japan Index
GPR3 250 South-Eastern Asia Index
GPR3 250 Singapore Index
GPR3 250 REIT Index
GPR3 250 REIT ex-US Index
GPR3 250 REIT Asia Index
GPR3 250 REIT Asia ex-Japan Index
GPR3 250 REIT Asia Pacific Index
GPR3 250 REIT Asia Pacific ex-Japan
Index
GPR3 250 REIT South-Eastern Asia
Index
GPR3 250 REIT Singapore Index
MSCI4 Singapore Standard
MSCI4 World Standard Index
S&P5 BMI Global Index
S&P5 Global Property Index
S&P5 Global REIT Index
1 European Public Real Estate Association
2 National Association of Real Estate
Investment Trusts
3 Global Property Research
4 Morgan Stanley Capital International
5 Standard & Poor’s
39
40
pass i o n
for retail
15
Unique
Shopping Malls
41
Growth
Strategies
Integrated Retail Real Estate Business Platform
Corporate Governance
Retail Real
estate
Net Property Income
Distributions
Fund Vehicle
Investment
Retail Real Estate Management
Property
management
Mall
management
& operational
leasing
Investors
Ownership
Strategic
marketing
Retail Real Estate Capital Management
Design &
development
management
Asset
management
Fund
structuring &
management
Innovative Asset
Enhancement Initiatives
Integrated Retail
Real Estate Platform
Intrinsic
Organic Growth
We are able to tap on CapitaMalls
Asia’s unique integrated retail real
estate platform, combining the best
of retail real estate management and
capital management capabilities.
Through this platform, we can call
upon a professional and experienced
team of operations, project and asset
managers who work closely and
seamlessly with each other to:
• Formulate medium- and long-term
strategies and initiatives to deliver
sustainable returns
• Enhance shopping experiences to
attract and increase shopper traffic
• Review space usage to optimise
space productivity and income
• Manage lease renewals and new
leases diligently to minimise rental
voids
• Manage and monitor rental arrears
to minimise bad debts
• Manage projects to ensure timely
completion within budgets
• Manage and monitor property
expenses to maximise net property
income
• Address all key operational issues to
ensure alignment with the Manager’s
strategies.
Active management of new leases
and lease renewals is important for
us to capture opportunities for organic
growth. A major component of CMT’s
organic growth has been achieved
through:
• Step-up rent
• Gross turnover rent, which makes
up about 3.0% to 5.0% of CMT’s
gross revenue. This is a useful
management tool which aligns
CMT’s interests with those of our
tenants. Most of the leases at
CMT’s properties follow a rental
structure which encompasses stepup rent plus a small component
of gross turnover rent or a larger
component of gross turnover rent
only, whichever is higher
• Non-rental income from car parks,
atrium space, advertisement panel
space, casual leasing, vending
machines and customer service
counters
• Improved rental rates for lease
renewals and new leases.
42
Strategic
planning &
investment
Creative asset planning unlocks the
potential value of CMT’s properties to
further propel growth by enhancing
the retail environment and improving
the attractiveness of the properties to
shoppers and retailers. Diverse ways
to increase the yield and productivity
of CMT’s retail space include:
• Decantation whereby lower-yield
space are converted into higheryield space
• Reconfiguration of retail units to
optimise space efficiency
• Maximising the use of common
areas, such as bridge space, and
converting mechanical and electrical
areas into leasable space
• Upgrading amenities, adding play
and rest areas, providing design
advisory on shop front design and
creating better shopper circulation
to enhance the attractiveness of our
malls.
Photo Credit: Phoon Kong Wai, Singapore
Singapore’s only Olympic-size ice rink at JCube
Inviting
Experiences
To stay ahead of consumer trends, we
constantly reinvent retail experiences
with innovative shopping, dining and
leisure combinations which help to
maximise the sales of the tenants and
generate growth through improved
rental income. The increase in shopper
traffic is generated through:
• Alignment of tenancy mix with
current market trends which ensures
a continuous good mix of attractive
and popular retail outlets in CMT’s
properties
• New retail concepts which generate
fresh excitement and positive sales
• Enhancing shoppers’ experiences
with a more pleasant, comfortable
and exciting environment by
improving connectivity between
floors, installing electronic car park
guidance system and media walls,
upgrading restroom facilities, baby
nursing rooms, family room, children
playgrounds, designated water play
area with interactive features for
children and alfresco dining areas
• Innovative marketing and promotional
events to draw in the crowds
• Attractive shop fronts and visual
merchandising design ideas.
Instrumental
Investments
The ability to identify value-adding
acquisitions, investments and
greenfield development projects
to add to the portfolio and further
enhance their value is central to CMT’s
long-term sustainable growth.
Our investments must satisfy the
investment criteria of:
• potential for growth in yield,
• rental sustainability and
• potential for value creation.
CMT’s 16.38% interest in CapitaRetail
China Trust (CRCT) provides some
exposure to the tremendous growth
in the China retail real estate market
without significantly changing the
asset profile of CMT.
Intensive Capital
& Risk Management
We seek to optimise returns to
Unitholders while maintaining a
strong capital base and credit rating
to support CMT’s growth.
Regular assessments of capital
management policies are undertaken
to ensure that they are adaptable to
changes in economic conditions and
the risk characteristics of CMT. We
also monitor our exposures to various
risk elements by closely adhering to
well-established management policies
and procedures.
As part of our proactive capital
management, we are currently
diversifying our sources of funding
and reducing the lumpiness of debts
maturing in any one year.
In May 2011, CMT took a 30.00%
stake in a joint venture to develop
a prime site at Jurong Gateway,
marking its first foray into greenfield
developments. The new retail-cumoffice development, to be called
Westgate, will offer CMT a new avenue
of growth.
43
Independent Retail
Market Overview
Economic Growth
Singapore recorded strong economic growth from 2000,
with an average annual real gross domestic product (GDP)
growth rate of 5.3% over 2001-2012. This growth was
achieved despite the effects of the global financial crisis
(GFC), which caused growth to decrease to 1.7% in 2008
and -1.0% in 2009.
The Singapore economy is highly integrated, translating
to growth being sensitive to fluctuations in the global
economy, as evidenced by the significantly decreased
growth rates recorded in 2008 and 2009. It also means
that the Singapore economy is one of the first to recover
from a downturn, exemplified by GDP growth increasing
rapidly in 2010 to 14.8%. Economic activity moderated to
normal historical levels in 2011.
Growth in 2012 is estimated to have been 1.3%, a significant
decline from 5.2% in 2011, largely due to soft global
economic conditions. Growth is forecast by the Economic
Intelligence Unit (EIU) to rebound in the next few years,
reaching 2.9% in 2013 and 5.6% in 2016. This translates
to an average annual growth rate of 4.8% for the 20132016 period.
The aforementioned forecasts assume a moderate global
economic recovery over the forecast period. However, as
earlier noted, the Singapore economy is highly integrated
and accordingly there is always downside risk associated
with the absence of a global recovery or another downturn.
Equally, a better than expected global recovery could see
Singapore outperforming forecasts.
Inflation
Consumer price inflation in Singapore has been relatively
low, averaging 2.2% per annum since 2001 and generally
within the Government’s target range of 1.0%-3.0%. 2011
and 2012 recorded inflation above historical trend levels,
with consumer price inflation recorded at 5.2% in 2011 and
estimated at 4.5% for 2012. Recent uncharacteristically
high growth in consumer prices has been largely the result
of rising housing, food, and transport costs.
The EIU expects consumer price inflation to moderate over
2013 and 2014, at 3.7% and 2.9% respectively. Thereafter,
consumer price inflation is forecast to stabilise around
2.4%, corresponding to an average annual inflation rate
of 2.8% over the 2013-2016 forecast period.
44
Retail price inflation measures the price increase of retail
goods and services. Historically retail price inflation in
Singapore has trended marginally below consumer price
inflation, averaging 1.2% per annum over 2001-2011. Initial
estimates of retail price inflation for 2012 are 1.7% with
lower price growth for non-food goods partially offsetting
rises in food prices. Over 2013-2016, retail price inflation
is expected to average approximately 1.3% per annum.
Population
In June 2012, Singapore Department of Statistics estimated
the total population of Singapore to be approximately 5.3
million. This total population figure for 2012 consists of 3.8
million Singapore ‘residents’ (either citizens or permanent
residents) and 1.5 million ‘non-residents’. ‘Non-residents’
primarily consist of expatriate workers on long-term working
visas. This segment of the population includes both skilled
professionals and unskilled workers.
For 2013-2016, we expect the total Singapore population will
grow at an average rate of 1.8% per annum, reaching around
5.7 million in 2016. The growth in ‘resident’ population
is expected to average approximately 1.3% per annum
over the forecast period, a relatively low growth rate
corresponding to Singapore’s low birth rate. Growth for
the ‘non-resident’ population is forecast to be higher than
for the ‘resident’ population, averaging around 3.0% per
annum. It is recognised that this growth rate is lower than
historical trends, and this is reflective of a moderated
economic growth outlook for Singapore relative to the
previous decade, which will allow the Government to tighten
immigration policies without impeding economic growth.
Tourism
Tourism has grown very strongly in Singapore post-2009
with average growth of 16.6% per annum over 2009-2011.
Tourism again grew strongly in 2012, with total international
visitor arrivals estimated at 14.7 million, 11.4% higher
than the number recorded in 2011. The strong growth
in international visitor arrivals has been fuelled by the
completion of a number of tourist-oriented developments,
such as Marina Bay Sands and Resorts World Sentosa, as
well as the growth in popularity of internationally renowned
events, examples of which are the Singapore Grand Prix
and Singapore Arts Festival.
We estimate tourists’ retail spending in Singapore for 2012
at S$7.4 billion, accounting for around 17.6% of total retail
sales. This high proportion by international standards
emphasises the importance of tourism to the overall retail
market in Singapore.
International visitor arrivals are expected to continue
growing over 2013-2016, but at a slower average rate of
5.5% per annum, as compared with the average growth
of 6.3% per annum from 2001-2012. This will translate to
tourists’ spending accounting for an increasing proportion
of the total retail sales over time, reaching 19.0% in 2016.
Retail Sales
Retail sales growth in Singapore has historically been quite
strong apart from significant downturns corresponding
to 9/11 terrorist attacks, SARS and the GFC in 2001,
2003 and 2008-09 respectively. Despite these downturns,
nominal sales growth over 2001-2011 still averaged 3.9%
per annum. The retail market bounced back strongly post2009 (after the GFC), recording a sales growth of 6.8% in
2010. In 2011, nominal retail sales continued the post-GFC
recovery, recording a growth of 7.1%. Estimates for 2012
indicate a slight moderation, with retail sales expected to
grow at 4.9% in the wake of subdued domestic economic
growth and soft global economic conditions.
In the absence of any major economic shocks, retail sales
growth is expected to grow at a healthy rate over the
forecast period, averaging 5.0% per annum over 2013-2016.
Retail Supply
We estimate the total retail net lettable area (NLA) in
Singapore was 56.7 million sq ft as at 31 December 2012.
Approximately 24.9 million sq ft (equivalent to 44.0%) is
estimated to be shopping centre floor space.
Over the course of 2012, approximately 1.1 million sq ft of
retail floor space came onstream, of which around 724,000
sq ft was shopping centre floor space. This comprised a
3.0% increase in shopping centre floor space, with the
most significant projects being JCube in Jurong East, The
Star Vista in Buona Vista, and 100 AM in Tanjong Pagar.
For 2013-2016, we expect an average annual growth rate
of 4.3% in shopping centre floor space.
2013 and 2014 are forecast to be years of particularly high
growth in shopping centre floor space, at 2.6% and 4.3%
respectively. In 2013, a number of significant projects are
scheduled for completion, including Jem located in Jurong
East, and CapitaMalls Asia Limited (CMA)/CapitaLand
Limited’s Bedok Mall, which is part of a retail-cumresidential development.
Significant projects set for completion in 2014 include
CapitaLand’s Westgate in Jurong East, and the Singapore
Sports Hub Consortium’s Sports Hub in Kallang. The most
significant development on Orchard Road in 2014 will be
the redevelopment of Hotel Phoenix. Singapore Retail Floor Space Supply1 (million sq ft)
Forecast
43.845.247.448.249.852.354.655.6 56.758.160.6 61.8 62.4
20042005 2006200720082009 2010201120122013201420152016
Shopping Centre Others2
1 As at end of each year.
2 ‘Others’ refer to other forms of retail space such as Housing Development Board’s shop space.
Source: Urbis.
45
Independent Retail
Market Overview
Total Retail Floor Space Per Capita (sq ft)
Singapore (2015)
11.0
Singapore (2012)
10.7
Hong Kong (2012)
11.3
China (2012)
12.9
South Korea (2010)
14.4
Japan (2009)
16.6
Australia (2012)
23.7
USA (2010)
50.5
Source: Urbis.
Retail Floor Space Per Capita
Retail floor space per capita in Singapore is estimated to be
approximately 10.7 sq ft in 2012 and is expected to grow
marginally to 11.0 sq ft by 2015. This provision is relatively
low compared with other developed Asian economies such
as China (12.9 sq ft), South Korea (14.4 sq ft) and Japan
(16.6 sq ft). However, the proportion of shopping centre
floor space (44.0%) in Singapore is relatively high.
Share of Major Shopping Centre Floor Space
by Owner1, 2012
Others (43.7%)
CapitaMalls Asia2 (2.2%)
Allgreen (2.3%)
City Developments Ltd (2.7%)
Singapore Press Holdings (2.7%)
Mall Ownership
At present, CMT remains by far the largest shopping
centre owner in Singapore, constituting a 17.3% share of
floor space in shopping centres over 100,000 sq ft NLA.
A significant gap exists between CMT and its nearest
competitors in terms of market share, Pramerica (6.8%) and
Frasers Centrepoint (6.5%) being the closest competitors.
As a result of their scale of operations in Singapore, CMT
has a competitive advantage in achieving economies of
scale in terms of centre management, marketing and leasing.
Las Vegas Sands (2.7%)
Retail Property Performance
Pramerica (6.8%)
Over the first three quarters of 2012, prime rents in both
the Orchard Road and Suburban sub-markets remained
steady relative to the rates achieved in 4Q 2011. The lack
of rental growth in Orchard Road reflects the absorption
of a significant amount of the retail floor space that came
onstream in 2009 and 2010, as well as soft economic
conditions curtailing retail sales growth.
Marina Centre Holdings (3.1%)
Far East Organisation (3.7%)
Lend Lease (4.0%)
Suntec REIT (4.3%)
Mapletree (5.5%)
Frasers Centrepoint (6.5%)
CapitaMall Trust (17.3%)
1
2
Malls greater than 100,000 sq ft NLA as at end-2012. Share of
floor space takes into account ownership stake.
CMA’s share only accounts for malls directly owned by CMA
and does not include those owned through CMT.
Source: Urbis.
CBRE reported that average prime rents on Orchard Road
remained approximately S$31.60 per sq ft per month over
the first three quarters of 2012, the same as reported in 4Q
2011. However, it still represents growth of 1.7% relative
to average rents in the first three quarters of 2011. Prime
rents in the Suburban sub-market averaged S$29.75
per sq ft per month over the first three quarters of 2012,
representing growth of 3.5% relative to average rents in
the first three quarters in 2011.
46
Singapore Prime Retail Rents by Sub-market (S$ per sq ft per month)
38
36
34
32
30
28
26
24
22
20
1Q-041Q-05 1Q-061Q-071Q-08 1Q-091Q-101Q-11
1Q-12
Orchard Road
Source: CBRE
Retail Rental & Occupancy Outlook
In the coming years, it is expected that rental growth in
the Orchard and Suburban sub-markets will be supported
by a moderated supply pipeline and growth in retail sales.
Rental data in 2012 indicates that the Orchard Road submarket has emerged from the bottom of the decline in rents
attributable to the significant increase in retail floor space
supply in 2009 and 2010. Over the next few years, it is
expected that moderate retail sales growth and a limited
schedule of forthcoming supply will lead to rental growth
of around 3.0% per annum, up from 2.6% in 2012.
Suburban
Furthermore, it is our understanding that a number of the
forthcoming shopping centre developments in the Suburban
sub-market have had strong interest and take-up from
retailers, so this influx is not expected to adversely affect
rental or occupancy rate levels.
Average occupancy rates are expected to increase in line
with rents in both sub-markets. In the Orchard Road submarket, occupancy rate is forecast to increase from 92.2%
in 2012 to 96.5% by 2015. Average occupancy rates in the
Suburban sub-market are expected to grow only slightly
from 95.3% in 2012, stabilising marginally below those on
Orchard Road, at around 95.5%.
Rental growth in the Suburban sub-market is forecast at a
similar rate around 3.0% per annum from 2013-2015, as
the increased supply in this market is set to be balanced by
the fact that the new centres are going into growth areas
which should have capacity to support the new supply.
Rental Growth Outlook (%)
Suburban
Orchard Road
3.0 3.03.0
3.0 3.03.0
20132014 2015
20132014 2015
Sources: CBRE, Urbis.
47
Independent Retail
Market Overview
Occupancy Rate Outlook (%)
Suburban
Orchard Road
95.595.5 95.5
95.5 96.096.5
20132014 2015
20132014 2015
Sources: Urban Redevelopment Authority, Urbis.
Conclusions
The outlook for the Singapore retail sector is relatively
positive, with resilient domestic demand set to support
retail sales growth moving forward in spite of projected soft
global economic conditions. The forecast continuation of
strong growth in the number of international visitor arrivals
is expected to further support retail sales moving forward
via increasing tourist spending.
As always, the uncertain global economic outlook poses
a downside risk to the Singapore economy, and as such
actual outcomes may deviate downward from the above
forecasts subject to global economic shocks. Despite
these risks, well maintained and managed assets, which
are suitably positioned relative to their customer base, are
expected to continue to outperform the market.
Retail development in Singapore remains active, with the
market set for significant additions to the supply of shopping
centre floor space in 2013 and 2014, particularly in the
Suburban sub-market. As previously noted, this increase in
supply is not expected to put material downward pressure
on rents or occupancy rates due to the fact that the new
centres are going into growth areas and evidence of strong
take-up from retailers.
After a couple of weaker years, strong rental growth is
returning to the market. While rental growth over the next
few years is not expected to reach pre-GFC highs, solid
growth of around 3.0% per annum should be achievable
in both the Orchard Road and Suburban sub-markets.
Jack Backen
Director
Urbis
www.urbis.com.au
25 February 2013
DISCLAIMER
This report is dated 25 February 2013 and incorporates information and events up to that date only and excludes any information arising, or event occurring,
after that date which may affect the validity of Urbis Pty Ltd’s (Urbis) opinion in this report. Urbis prepared this report on the instructions, and for the benefit only,
of CMT (Instructing Party) for the purpose of providing background market information to CMT (Purpose) and not for any other purpose or use. Urbis expressly
disclaims any liability to the Instructing Party who relies or purports to rely on this report for any purpose other than the Purpose and to any party other than the
Instructing Party who relies or purports to rely on this report for any purpose whatsoever (including the Purpose).
In preparing this report, Urbis was required to make judgements which may be affected by unforeseen future events including wars, civil unrest, economic
disruption, financial market disruption, business cycles, industrial disputes, labour difficulties, political action and changes of government or law, the likelihood
and effects of which are not capable of precise assessment.
All surveys, forecasts, projections and recommendations contained in or made in relation to or associated with this report are made in good faith and on the basis of
information supplied to Urbis at the date of this report. Achievement of the projections set out in this report will depend, among other things, on the actions of
others over which Urbis has no control.
Urbis has made all reasonable inquiries that it believes is necessary in preparing this report but it cannot be certain that all information material to the preparation
of this report has been provided to it as there may be information that is not publicly available at the time of its inquiry.
In preparing this report, Urbis may rely on or refer to documents in a language other than English which Urbis will procure the translation of into English. Urbis
is not responsible for the accuracy or completeness of such translations and to the extent that the inaccurate or incomplete translation of any document results
in any statement or opinion made in this report being inaccurate or incomplete, Urbis expressly disclaims any liability for that inaccuracy or incompleteness.
This report has been prepared with due care and diligence by Urbis and the statements and opinions given by Urbis in this report are given in good faith and in
the belief on reasonable grounds that such statements and opinions are correct and not misleading bearing in mind the necessary limitations noted in the previous
paragraphs. Further, no responsibility is accepted by Urbis or any of its officers or employees for any errors, including errors in data which is either supplied by
the Instructing Party, supplied by a third party to Urbis, or which Urbis is required to estimate, or omissions howsoever arising in the preparation of this report,
provided that this will not absolve Urbis from liability arising from an opinion expressed recklessly or in bad faith.
48
Singapore REIT
Sector
Compression in S-REITs’ Distribution Yields
Singapore real estate investment trusts (S-REITs) found
favour with investors in 2012 as persistent negative real
interest rates drove many of them to seek comfort in stable,
higher-yielding assets. As S-REITs’ unit prices rallied during
the year, their distribution yields have compressed since the
start of the year. The FTSE ST REIT Index which measures
the performance of S-REITs rose by 36.7% compared to
the beginning of the year, outperforming the Straits Times
Index by 17.0 percentage points.
Two S-REITs (stapled with business trusts) made their
debut in 2012, bringing the number of S-REITs to 25 with a
total market capitalisation of approximately S$58.5 billion
as at end-2012. The average distribution yield of S-REITs
compressed to 5.6% as at 31 December 2012 from 7.6%
as at 30 December 2011. This was approximately 425
basis points above the Singapore Government 10-year
bond yield of 1.3% as at 31 December 2012. Compared to
other Asian REITs, S-REITs’ yield spread was the highest.
Asian REITs’ Yield Spreads (%)
Malaysia
5.8
3.5
Singapore
5.6
1.3
Japan
4.9
0.8
Hong Kong
4.8
0.9
Taiwan
3.1
1.1
Weighted Average
Distribution Yield
Country
Government
10-Year Bond Yield
Yield Spread (bps)
Singapore
425
Japan
411
Hong Kong
388
Malaysia
227
Taiwan
197
Source: Bloomberg, 31 December 2012.
In 2012, many S-REITs took advantage of the buoyant debt
capital market to lock in long-term (more than five years)
debt at attractive rates. While commercial mortgage backed
securities as a source of funding is getting minimised, a
substantial amount of the debt raised by S-REITs during
the year has been through medium term notes.
S-REITs’ average term to expiry for debt improved from 2.7
years since 2008-09 to about 3.3 years as at 30 September
2012, according to Maybank Kim Eng Research. Total
S-REITs’ borrowings registered approximately S$24.0
billion as at end-September 2012 while the average gearing
level for the sector remained healthy at 34.8%, compared
to 40.7% at the height of the global financial crisis in
2008-2009.
To enhance the tax regime for S-REITs, the government
announced in Singapore Budget 2012 that a REIT that
makes distributions to unitholders in the form of units
can continue to enjoy tax transparency, provided certain
conditions are met. This made it more attractive for some
S-REITs to implement distribution reinvestment plans
(DRPs) as a tool to conserve some capital. Amendments
to the Singapore Exchange Securities Trading Limited’s
Listing Manual also made DRPs easier to implement, by
doing away with the need for specific unitholders’ approval.
According to media reports in 2012, new REIT guidelines are
being studied by regulators to improve the market value and
corporate governance of REITs. This ignited considerable
debate on the merits of an externally-managed REIT model
versus the internally-managed model which is commonly
seen in the United States and Australian REIT markets.
Currently, all S-REITs are externally managed. Another idea
being explored is the introduction of tighter guidelines for
the acquisition of properties by REITs that would preclude
them from doing a deal unless it is immediately accretive
to their yield and net asset value.
Looking Forward
Interest in the S-REIT sector may remain firm in 2013,
given the uncertainties in terms of economic outlook.
Many investors continue to look for stability and defensive
earnings, against the background of a strong Singapore
dollar, low interest rate environment, and high liquidity
as global central banks continue to pump money into
economies. However, to combat inflationary pressures
which are expected to remain high in 2013, some investors
are increasingly focused on growth, with acquisitions likely
to be a key theme.
Two S-REITs conducted equity private placements in
January 2013 and some market watchers believe that more
highly-leveraged S-REITs could follow suit, especially if
their price-to-book value ratio goes beyond one.
In 2013, there may also be closer scrutiny of the corporate
governance framework of S-REITs, particularly with respect
to checks and balances such as board independence
and composition, given the revised Code of Corporate
Governance which the Monetary Authority of Singapore
issued in May 2012.
49
Marketing &
Promotions
Portfolio-wide Activities
In 2012, our strategic marketing initiatives remain focused
on implementing rewarding and refreshing activities to
further enhance shopping convenience and deliver endless
shopping delights.
Our three loyalty programmes, CapitaCard, CapitaVoucher
and CAPITASTAR, present shoppers with a multi-store,
multi-mall integrated rewards platform to meet the everchanging needs of savvy consumers. CapitaCard’s
membership base has seen a significant growth to over
230,000 cardmembers as at 31 December 2012. This cobrand card programme continues to retain and encourage
repeat shoppers’ spending at CMT’s malls. Card spending
for the programme saw an 18.0% year-on-year increase
to approximately S$245.0 million in 2012. This programme
not only provides cardmembers with instant cash rebates,
but also offers a host of exclusive treats, privileges and
benefits in CMT’s malls such as complimentary parking,
privileged parking as well as opportunities to earn Capita$
instant cash rebates at participating tenants’ stores.
CAPITASTAR is a card-less rewards programme that
was launched in December 2011, to reward our loyal
shoppers across 14 of CMT’s malls. The programme
allows shoppers to enjoy benefits on top of their existing
rebates from CapitaCard, whereby they can earn STAR$
with receipts from participating malls. These STAR$ can
be accumulated and redeemed for CapitaVouchers.
CAPITASTAR’s membership base has grown significantly
to over 183,000 as at 31 December 2012. CAPITASTAR
celebrated its first anniversary in December 2012 with
loads of perks and exciting programmes. Members enjoyed
double STAR$ rewards when they made purchases during
the anniversary month. In conjunction with the festive
celebrations, Santa Claus and his entourage of elves
roved around the malls during weekends in December
and gave away attractive gifts to members who spent at
the malls. In addition, shoppers met their favourite radio
deejays from Class 95FM and Y.E.S.93.3FM and had
fun with them through interactive games and activities.
Another key loyalty programme is the CapitaVoucher
which saw sales growing by approximately 19.0% yearon-year to S$33.5 million in 2012. CapitaVoucher is now
widely accepted across 14 of CMT’s malls with over 2,000
participating outlets.
To constantly remain relevant to shoppers and engage
them at all touchpoints, we introduced CMA’s first
interactive iPhone Christmas wishlist application on
30 November 2012. The application (beta version) enabled
users to browse product catalogues and get inspiration
for gift ideas. They could also form their own wishlists of
gifts they would like to receive and share the lists with their
friends. At the same time, users could also find out what
50
their friends want for Christmas. The application featured
40 exclusive mobile coupons and more than 500 gift ideas
from over 90 participating retailers across CMT’s malls.
To actively engage with online communities, Bugis+, Clarke
Quay, Funan DigitaLife Mall and JCube launched their official
presence on Facebook. Shoppers are now kept abreast
of the latest event happenings and tenants’ promotions.
Mall-centred Activities
Besides implementing our portfolio-wide marketing
activities, each CMT mall also made efforts to strengthen
its unique positioning and brand identity by creating
memorable shopping experiences for consumers through
their activities in 2012.
Bugis Junction
Fashion Obsession
Bugis Junction hosted a five-day fashion parade with
themes such as ‘Style at Work’, ‘The Glam Games’, and
‘Obsessed with Black’. The event saw models strut down
the runway decked out in street chic casual to blacktie wear from the latest Spring/Summer collections of
participating tenants. In its second year running, Bugis
Junction’s signature Converse 3D Shoe Design Contest
in April 2012 challenged aspiring designers to create a
backdrop to tell their creative story and design, and its
‘I Can Do the Catwalk’ saw its youngest five-year-old
budding model participant.
Celebrity Appearances
A popular hotbed for celebrity appearances, Bugis Junction
continued to showcase a pipeline of celebrities and
newcomers including Kai Ko from the movie ‘Apple of My
Eyes’, British singer Pixie Lott and the popular Mandopop
singer, Jay Chou. In addition, Korean boyband, BTOB,
made their debut public appearance, and Irish alternative
rock band The Script, held their first autograph session in
Singapore at the mall.
Bugis+
Singapore Book of Records
A new record for ‘The Most Number of People Drawing
Manga at One Place’ was set in the Singapore Book
of Records in August 2012 at Bugis+. Approximately
220 manga-enthusiasts met and completed their works
at the mall’s atrium over three hours. Over the same
J-Craze weekend, Japanese favourite manga singer, Shoku
Nakagawa, also held her one-and-only autograph session in
Singapore at the mall, and there were various performances
by Japanese rock bands. Cosplayers roamed around the
mall and posed for photographs with shoppers.
Singapore Street Festival
Bugis+ played host to a belly dancing competition, as
part of the Singapore Street Festival, where judges from
Korea and Japan flew in to find their champion for the
sport. In addition, local young talents held centre stage to
showcase their performing arts from singing to jamming
at the mall’s atrium space.
It was a star-studded launch for Bugis+ with British
boyband, The Wanted, holding their post-concert autograph
session in September 2012. Aaron Yan from the Taiwanese
boyband, Fahrenheit, joined his co-star Lara to promote their
drama ‘Alice in Wonder City’, and the popular MediaCorp
Channel 8’s SNAP television programme hosted their finale
with a red carpet event featuring several local television
artistes at Bugis+.
on-year increase for the event period. Visitors wined and
dined to good times with live performances from popular
local band, Goodfellas and Australia’s band, Killer Queen.
The night culminated with colorful pyrotechnic displays and
a hot dance mix by deejay Shigeki from Japan.
Diablo® III Exclusive Launch
Bukit Panjang Plaza
Funan DigitaLife Mall was the exclusive Singapore launch
venue of popular dark fantasy / horror-themed role-playing
game, Diablo® III in May 2012. Many avid gaming fans
queued overnight to get their hands on the much awaited
game and participated in a plethora of festivities, including
local Diablo® III cosplayers showcasing their exquisite
costumes for the first time ever, hourly giveaways and
lucky draws with much sought after licensed merchandise.
Shopper traffic increased by about 93.9% on the day of
the event, as compared to the same day in 2011.
Annyeong Seoul
Halo 4 Exclusive Launch
In the month of September 2012, Bukit Panjang Plaza hosted
a Korean festival. This event saw the celebration of all things
Korean, featuring an eclectic mix of food and beverage,
cosmetics, apparel and K-Pop memorabilia. Programme
highlights included Korean cooking demonstration by
celebrity chef, Nicky Kim, drum and fan dance cultural
performances, taekwondo demonstrations and a fashion
parade. Shoppers who spent S$100 in the mall received a
floral designed chopstick set to bring home as a memento.
Halo 4, Microsoft’s biggest blockbuster video game title of
2012, was launched exclusively at Funan DigitaLife Mall in
November 2012. As many as 4,000 gamers started queuing
up for their pre-ordered game sets as early as 30 hours
ahead of the official launch. The day’s festivities included
a ‘Halo 4 Ultimate Deathmatch’ tournament where fans
competed in the confines of a caged arena to see who
could outlast everyone else, to emerge as Singapore’s
first ever Halo 4 champion. Shopper traffic increased by
about 21.5% on the day of event, as compared to the
same day in 2011.
Halloween Madness
Into its fourth consecutive year, Halloween Madness is
the mall’s signature family-friendly spooky event that has
grown in popularity and scale. Shoppers were treated to
spine chilling activities including a monster flash mob,
a scary family costume contest, creepy craft workshops,
trick or treat and a witch hat decoration contest. There
were also mall-wide lucky draws and crazy hourly deals
offered by tenants.
Clarke Quay
New Year’s Eve Countdown Party
To ring in 2013, Clarke Quay held its annual bash party with
the theme ‘Around the World’. Visitors were immersed in
decorations of iconic cultures from Brazil, China, London
and Marrakesh. They were also entertained by Brazilian
dancers, drummers, stilt walkers in masquerades and
Chinese big head dolls. Hosted by local TV personality Chua
Enlai and Hot FM91.3 deejay, Cheryl Miles, the event was
attended by over 140,000 visitors, registering a 7.5% year-
IMM Building
I’MM Rewarded & I’MM Free
‘I’MM Rewarded’ is IMM Building’s iconic yearly promotion,
where shoppers collect stamps upon spending and redeem
attractive premiums. In 2012, an additional rewards platform,
‘I’MM Free’, was introduced where shoppers could redeem
premiums of their choice such as an iPad or OSIM uDivine
massage chair, with the required number of completed
‘I’MM Rewarded’ cards. The promotion was held for a
period of five months from May to October 2012, with more
than 39,000 stamps redeemed and 400 prizes given out.
IMM Building hosted Korean artistes such as Alexander,
Jay Park, Secret and BAP and also Taiwanese boy band,
Lollipop F, in February 2012, in conjunction with the release
of their new music album, ‘Dance’.
51
Marketing &
Promotions
JCube
Pick your Sides
To mark its soft launch, JCube launched its ‘JFreeze’
campaign which saw roving talents on skates pushing
ice cream carts and giving out ice pops at Clementi,
Jurong East and along Orchard Road. Shoppers got to
enjoy a stunning choreography of the ‘JCheer’ routine by
cheerleaders, who gave out shopping vouchers to lucky
shoppers in JCube. Shoppers who dressed to match with
a group of six or more in a common theme on ‘Dressy
Fridays’ won shopping vouchers as well.
Mid-Autumn Splendour
During the Mid Autumn festival, shoppers at Lot One
Shoppers’ Mall indulged in a variety of traditional mooncakes
available for sale at its atrium. The mall also hosted glowin-the-dark activities for kids which included creative nail
art, lantern workshops with tea receptions and archery.
With every S$80 spent, shoppers received customised
magnetic bookmark clips and other shopping privileges.
Plaza Singapura
Celebrity Appearances and K-Pop
The Rink also hosted a series of thematic disco nights on
Fridays. Due to overwhelming response from ice-skaters,
they have now become JCube’s signature weekly Friday
and Saturday Disco Nights.
Plaza Singapura hosted key celebrity appearances in 2012.
Fans had a chance to meet two members of Asia’s top
boy band Super Junior, Choi Siwon and Lee Donghae, and
Taiwanese actress Ivy Chen, who were in town to promote
the Taiwanese drama series, ‘Skip-Beat’.
Junction 8
Finalists for the ‘tvN K-Pop Star Hunt S2’ also battled it out
at a public performance at Plaza Singapura in September
2012, with a panel of star judges such as Irene Ang and
pioneering K-Pop super band, H.O.T.’s Tony An. Popular
K-Pop girl band, 4Minute, also made an appearance before
the pre-audition roadshows to perform and give advice to
aspiring K-Pop star hopefuls.
18th Anniversary Shopping Spree
Junction 8 commemorated its 18th anniversary in March
2012 with a new facelift and sent off 16 lucky teams of
shoppers on a fully paid S$1,800 shopping spree, amongst
a host of other celebrations. The first 18 shoppers with
birthdays falling between 8 and 25 March received a
complimentary birthday cake voucher from one of Junction
8’s tenants, The Icing Room.
Movie Marathon
Junction 8 organised an outdoor movie marathon at its
open plaza in April 2012. Shoppers were treated to popular
movie screenings, popcorn, goodie bags and an instant
lucky dip. Shopper traffic increased by about 7.0% yearon-year during the event period.
Inside Out – A Celebration of Arts in Life
Lot One Shoppers’ Mall brought arts to the masses in
June 2012 with ‘Inside Out - A Celebration of Arts In Life’
in partnership with ACT 3 International. The highlight of
the programme was a street theatre performance where
artists were engaged to perform a range of roving inventive,
amusing and comedic acts at a close-up level to shoppers.
Kids also had opportunities to engage in arts workshops.
Shoppers were invited to express their creativity in a
special visual arts installation at the roof garden. Shopper
traffic increased by about 12.0% at Lot One Shoppers’
Mall during the five-day event, as compared to the same
period in 2011.
52
Science In The Mall - X-Ploring Dinosaurs
Back by popular demand, Plaza Singapura partnered with
Science Centre and A*STAR to bring back the dinosaurs
to the mall. Besides interacting with the animatronics
dinosaurs, kids participated in hands-on workshops such
as dinosaur model-making, fossil casting and live science
demonstrations by Science Educators.
A Smarter Wave of Lifestyle
In conjunction with its new wave-inspired facade design
and new retail podium at The Atrium@Orchard, Plaza
Singapura hosted a slew of exciting activities such as
‘FashWave!’ which saw roving in-mall models decked out in
the latest collections from tenants such as Baby Phat, Celio*,
Gap and T.M.Lewin. Fashion police roving on Segways
promoted new fashion tenants brands such as JRunway,
NERO, Tally Weijl and Surf & Liquid. “GourmetWave!”
showcased chefs from new food & beverage tenants such
as 1 Market by Chef Wan, Swissbake, Canelè, Dôme Café,
Bangkok Jam, dr. Cafe, Ambush and Hifumi, who put up
a drumming performance.
Spring Illusion In The City
Raffles City Singapore kicked off its Spring / Summer 2012
collection in April and May 2012 with a futuristic touch.
Shoppers tried out the season’s best styles and colours
from fashion power houses such as Shanghai Tang, Kate
Spade, Topshop, Raoul and Robinsons, all in the comfort of
their very own ‘Virtual Dressing Rooms’, the first of its kind
in Singapore. Complementing fashion illusions with reality,
Raffles City Singapore also presented a series of exciting
runway shows, featuring their own unique interpretation
of Spring / Summer 2012 looks that exploded with mixed
bursts of strong colours.
A City of Christmas Tales
Raffles City Singapore was proud to present, for the first
time, the musical ‘Alice in a Winter Wonderland’ and
a repertoire of Christmas carols with jazzy tunes and
instrumental showmanship by popular artistes. Shoppers
enjoyed a host of exclusive shopping and dining deals,
and enjoyed late night shopping till 11 pm.
Sembawang Shopping Centre
All Day Dining and Shopping Treats
To celebrate Sembawang Shopping Centre’s newly
refreshed tenant mix, shoppers enjoyed one-for-one deals,
spin-&-win treats of up to S$80,000 worth of shopping
vouchers and won iPads in lucky draws, over a period
of three months from February to April 2012. Shopper
traffic increased by about 7.2% year-on-year during the
promotion period.
A Very Smurfy Christmas Festival
Sembawang Shopping Centre hosted a Smurfs exclusive live
performance for the very first time in Singapore. Shoppers
were treated to their favourite Smurfs characters’ musical
show cum meet-and-greet sessions. An exclusive limited
edition of Smurfs umbrellas were given away as part of
the mall’s redemption promotions.
Tampines Mall
Kyushu Fair
For the third year running in April 2012, Kyushu Fair
showcased a unique variety of Kyushu’s major agricultural
products such as Amaou strawberry pudding dorayaki,
Menou – hakata ramen, Kikuya – fresh roll cake & pudding
roll and Fukuoka’s narumiya spicy cod roe.
Hokkaido Fair
Tampines Mall held its annual Hokkaido Fair for the seventh
year running in July 2012, offering shoppers a wider variety
of Hokkaido delicacies such as Hakodate Meguro rice
cakes, Hakodate shinori and premium organic herb tea
‘rin’. The event attracted a record-breaking number of
800,000 shoppers.
Wedding Galore
Tampines Mall organised its inaugural Wedding Fair for a
week in October 2012, which drew 92,000 shoppers in a
single day. The fair offered a wide selection of international
gowns and banquet offers and also featured a bridal
fashion show.
A Smurfs performance at Sembawang Shopping Centre
53
54
vis i o n
for the future
10
Years of Trailblazing
the Industry
55
Trust
Structure
unitholders
Investment in
CapitaMall Trust
MANAGER
CapitaMall Trust
Management Limited
Represents
Interests of
Unitholders
Asset
Management
Services
Trustee’s
Fees
Asset
Management
Fees
Ownership
of Assets
Property
Managers
CapitaLand Retail
Management
Pte Ltd
CapitaLand (RCS)
Property Management
Pte. Ltd.1
1
56
Distributions
Property
Management
Services
Property
Management
Fees
TRUSTEE
HSBC Institutional
Trust Services
(Singapore) Limited
Net Property
Income
CMT PORTFOLIO
Tampines Mall
Junction 8
IMM Building
Plaza Singapura
Bugis Junction
JCube
Bukit Panjang Plaza
Rivervale Mall
The Atrium@Orchard
Clarke Quay
Bugis+
CapitaLand (RCS) Property Management Pte. Ltd. manages only Raffles City Singapore.
Organisation
Structure
CAPITAMALL TRUST MANAGEMENT LIMITED (CMTML)
Board of Directors
Audit Committee
Head
Finance
Head
Asset Management
Assistant vice president
Investor Relations
capitaland retail management pte ltd (Crmpl)
GENERAL MANAGER
Retail Management
Centre Manager
General Manager
Tampines Mall
Rivervale Mall
Bukit Panjang Plaza
General Manager
General Manager
IMM Building
JCube
Plaza Singapura
The Atrium@Orchard
General Manager
General Manager
Leasing
Clarke Quay
Bugis Junction
Bugis+
Engineering
Design & Technical
Services
Management
Committee
Centre Manager
Group Services
Marketing
Communications
Junction 8
Sembawang Shopping
Centre
General Manager
57
Board of
Directors
Mr James Koh Cher Siang
Chairman & Non-Executive Director
Mr Lim Ming Yan
Deputy Chairman & Non-Executive Director
Mr Fong Kwok Jen
Independent Non-Executive Director
Mr Gay Chee Cheong
Mr Ho Chee Hwee Simon
Non-Executive Director
Mr Lee Khai Fatt, Kyle
Mr Richard R. Magnus
Maj-Gen (NS) Ng Chee Khern
Mr Tan Kian Chew
Mr Teoh Leong Kay, Danny
Mr Tan Wee Yan, Wilson
Chief Executive Officer & Executive Director
58
James Koh Cher Siang, 67
Chairman
Bachelor of Arts (Honours), Oxford University
Master of Arts in Philosophy, Political Science and Economics,
Oxford University
Master in Public Administration, Harvard University
Date of first appointment as a director: 1 January 2009
Length of service as a director (as at 31 December 2012):
4 years
Board committee(s) served on
Corporate Disclosure Committee (Chairman)
Investment Committee (Chairman)
Present directorships
L isted Companies
CapitaLand Limited
Pan Pacific Hotels Group Limited
United Overseas Bank Limited
O thers
Principal commitments (other than directorships)
Housing & Development Board (Chairman)
MechanoBiology Institute (Chairman)
Presidential Council for Religious Harmony (Member)
Singapore Island Country Club (Chairman)
Directorships in other listed companies held over the
preceding three years
Singapore Airlines Limited
UOL Group Limited
Background and working experience
Inland Revenue Authority of Singapore (Chief Executive
Officer from April 1997 to June 2005)
Ministries of National Development, Community Development
and Education (Permanent Secretary)
Award(s)
Meritorious Service Medal (2002)
Public Administration Medal (Gold) (1983)
CapitaLand Hope Foundation
Thye Hua Kwan Moral Charities Limited
59
Board of
Directors
Lim Ming Yan, 50
Deputy Chairman
Bachelor of Science (Mechanical Engineering and Economics)
(First Class Honours), University of Birmingham
Date of first appointment as a director: 1 January 2013
Corporate Disclosure Committee (Member)
Executive Committee (Chairman)
Investment Committee (Member)
L isted com panies
Ascott Residence Trust Management Limited (manager of
Ascott Residence Trust) (Deputy Chairman)
CapitaCommercial Trust Management Limited (manager
of CapitaCommercial Trust) (Deputy Chairman)
CapitaLand Limited
CapitaMalls Asia Limited
CapitaRetail China Trust Management Limited (manager
of CapitaRetail China Trust) (Deputy Chairman)
Central China Real Estate Limited
O thers
Business China
CapitaLand (China) Investment Co., Ltd. (Chairman)
CapitaLand China Holdings Pte Ltd (Chairman)
CapitaLand Commercial Limited (Chairman)
CapitaLand Financial Limited (Chairman)
CapitaLand Hope Foundation
CapitaLand Malaysia Pte. Ltd. (Chairman)
CapitaLand Residential Singapore Pte Ltd (Chairman)
CapitaValue Homes Limited (Chairman)
Central China Real Estate Group (China) Co., Ltd.
60
Central China Real Estate Holdings Limited
Central China Real Estate Investments Limited
CITIC CapitaLand (Beijing) Management Consulting Co., Ltd
Joy Ascend Holdings Limited
LFIE Holding Limited (Co-Chairman)
Raffles City China Fund Limited (Chairman)
Shanghai YiDian Holding (Group) Company
The Ascott Limited (Chairman)
CapitaLand Limited (President & Group Chief Executive
Officer)
CTM Property Trust (Chairman, Steering Committee)
National University of Singapore – Institute of Real Estate
Studies (Member, Management Board)
Lai Fung Holdings Limited
CapitaLand Limited (Chief Operating Officer from May 2011 to
December 2012)
The Ascott Limited (Chief Executive Officer from July 2009
to February 2012)
CapitaLand China Holdings Pte Ltd (Chief Executive Officer
from July 2000 to 2009)
Award(s)
Singapore Business Awards 2006 Outstanding CEO
(Overseas)
Shanghai Municipal Government Magnolia Award (2003
and 2005)
Fong Kwok Jen, 63
Bachelor of Laws (Honours), University of Singapore
Advocate and Solicitor
Fong Law Corporation (Executive Director)
Date of first appointment as a director: 1 November 2012
2 months
CapitaCommercial Trust Management Limited (manager
of CapitaCommercial Trust)
WBL Corporation Limited
Audit Committee (Member)
L isted com panies
Xpress Group Limited
O thers
Bright Vision Hospital
Fong Law Corporation
Spectrum Properties Pte Ltd
Fong Partners (Partner from 1995 to June 2004)
Singapore Exchange Securities Trading Limited (Chairman,
Disciplinary Committee from 1994 to 2007)
Securities Industry Council (Member from 1992 to 2003)
The Law Society of Singapore (Council Member from
1990 to 1992)
Attorney-General’s Chambers (Deputy Senior State Counsel/
Senior State Counsel from 1982 to 1989)
Attorney-General’s Chambers (Deputy Public Prosecutor
from 1972 to 1982)
Others
Government Legal Officer’s Course under Colombo Plan
Award, United Kingdom (1976/77)
NITA (National Institute of Trial Advocates) Advocacy
Programme at Harvard Law School (1986)
61
Board of
Directors
Gay Chee Cheong, 56
Bachelor of Science in Engineering (Honours), Royal Military
College of Science
Bachelor of Science (Economics), University of London
Masters of Business Administration, National University
of Singapore
Date of first appointment as director: 1 November 2012
2 months
Audit Committee (Member)
L isted com panies
Hyflux Ltd
O thers
Heliconia Capital Management Pte. Ltd.
Radcliffe Invertron Pte. Ltd. (Chairman)
The UWCSEA Foundation Limited
62
Lee Kong Chian School of Business, Singapore Management
University (Member, Strategy Board and Member, Advisory
Board)
National University of Singapore (Member, Entrepreneurship
Committee)
Temasek Polytechnic (Member, Board of Governors, Deputy
Chairman, Investment Committee, Deputy Chairman,
Administration Committee and Member, General Education
Fund Management Committee)
Nil
2G Capital Pte Ltd (Deputy Chairman and Chief Executive
Officer from 2001 to 2006)
JIT Electronics Pte Ltd (Group Executive Director from
1997 to 2000)
Ho Chee Hwee Simon, 51
Bachelor of Science (Estate Management) (Honours),
National University of Singapore
Master of Science (Real Estate), National University of
Singapore
3 years 1 month
Corporate Disclosure Committee (Member)
Executive Committee (Member)
L isted com panies
CapitaMalls Malaysia REIT Management Sdn. Bhd. (manager
of CapitaMalls Malaysia Trust)
O thers
Capita Card Pte. Ltd.
CapitaLand Retail (BJ) Investments Pte. Ltd.
CapitaLand Retail (MY) Pte. Ltd.
CapitaLand Retail Malaysia Sdn. Bhd.
CapitaLand Retail Management Kabushiki Kaisha
CapitaLand Retail Management Pte Ltd
CapitaLand Retail Prestige Mall Management Private Limited
CapitaLand Retail Project Management Pte. Limited
CapitaLand Retail Property Management India Private
Limited
CapitaLand Retail Singapore Investments Pte. Ltd.
CapitaMalls India Fund Management Pte. Ltd.
CapitaRetail Gurney Sdn. Bhd.
CapitaRetail Singapore Limited
Flicker Projects Private Limited
Francolin Infrastructure Private Limited
Gain 888 Investments Pte. Ltd.
ION Orchard Link Pte. Ltd.
Luxury Ace Sdn. Bhd.
Milky Way Properties Berhad
Nunlet Projects Private Limited
Orchard Turn Developments Pte. Ltd.
Orchard Turn Holding Pte. Ltd.
Orchard Turn Residential Development Pte. Ltd.
Orchard Turn Retail Investment Pte. Ltd.
Prestige Garden Constructions Private Limited
Prestige Mangalore Retail Ventures Private Limited
Prestige Mysore Retail Ventures Private Limited
Prestige Whitefield Investment and Developers Private
Limited
Prized Corridor Sdn. Bhd.
Pronto Investment One Pte. Ltd.
Retail Galaxy Pte. Ltd.
CapitaMalls Asia Limited (Deputy Chief Executive Officer)
Nil
CapitaMall Trust Management Limited (Chief Executive
Officer and Executive Director from November 2009 to
July 2012)
CapitaMalls Asia Limited (Deputy Chief Executive Officer
from January 2009 to November 2009)
CapitaMalls Asia Limited (Chief Operating Officer from
September 2004 to December 2008)
63
Board of
Directors
Lee Khai Fatt, Kyle, 60
Bachelor of Arts in Business Studies (Honours), Polytechnic
of the South Bank, Council for National Academic Awards
Master of Business Administration and Diploma in
Management, Imperial College
Master of Science in International Management (Distinction),
The School of Oriental and African Studies, University of
London
Fellow, Institute of Chartered Accountants in England
and Wales and Institute of Certified Public Accountants
of Singapore
Nil
Nil
PricewaterhouseCoopers LLP and Price Waterhouse
(Partner from June 1990 to June 2010)
2 months
Audit Committee (Chairman)
L isted com panies
FEO Hospitality Asset Management Pte. Ltd. (manager of
Far East Hospitality Real Estate Investment Trust)
FEO Hospitality Trust Management Pte. Ltd. (trusteemanager of Far East Hospitality Business Trust)
WBL Corporation Limited
O thers
Jurong International Holdings Pte. Ltd.
64
Richard R. Magnus, 68
Bachelor of Laws (Honours), National University of Singapore
Master of Laws, National University of Singapore
Alumni, HBS and JF Kennedy School of Government
Date of first appointment as director: 3 May 2010
2 years 8 months
L isted com panies
Bioethics Advisory Committee (Chairman)
Casino Regulatory Authority (Chairman)
National Transplant Ethics Panel of Lay Persons (Member)
Political Films Consultative Committee (Chairman)
Public Service Commission (Member)
Public Transport Council (Member)
The Public Guardian Board (Chairman)
UNESCO’S International Bioethics Committee (Member)
Nil
Nil
O thers
Singapore Legal Service Commission (Senior District Judge
from 1998 to 2008)
Changi Airport Group (Singapore) Pte. Ltd.
Flutes Pte. Ltd.
Temasek Cares CLG Limited (Chairman)
UCB Media Singapore Limited
Award(s)
Meritorious Service Medal (2009)
Public Administration Medal (Gold) (Bar) (2003)
Public Administration Medal (Gold) (1994)
Public Administration Medal (Silver) (1983)
65
Board of
Directors
Maj-Gen (NS) Ng Chee Khern, 46
Bachelor of Arts (Honours) in Philosophy, Politics &
Economics, University of Oxford
Master of Arts, University of Oxford
Master in Public Administration, Harvard University
Date of first appointment as director: 8 June 2012
7 months
Nil
L isted com panies
Nil
O thers
Public Utilities Board
Security and Intelligence Division, Ministry of Defence,
Singapore (Director)
Nil
Security and Intelligence Division, Ministry of Defence,
Singapore (Senior Deputy Director from January 2010 to
August 2010)
Republic of Singapore Air Force, Ministry of Defence,
Singapore (Chief of Air Force from March 2006 to December
2009)
Singapore (Chief of Staff from September 2005 to March
2006)
Republic of Singapore Air Force, Ministry of Defence, Singapore
(Director of Joint Operations and Plans Directorate and
Joint Staff-MINDEF from March 2004 to September 2005)
Singapore (Head of Joint Operations and Joint StaffMINDEF from June 2003 to March 2004)
Singapore (Head of Air Operations from March 2001 to
June 2003)
Award(s)
Public Administration Medal (Gold) (Military) (2005)
The Legion of Merit (Degree of Commander) by the United
States
The Bintang Swa Bhuwana Paksa Utama by Indonesia
The Knight Grand Cross (First Class) of the Most Noble
Order of the Crown of Thailand
Ordre National de la Légion d’honneur by the French
Government
66
Tan Kian Chew, 59
Bachelor of Science (Mechanical Engineering) (First Class
Honours), University of Aston
Advance Management Program, Harvard University
NTUC Fairprice Co-operative Ltd (Group Chief Executive
Officer)
Date of first appointment as director: 3 May 2010
2 years 8 months
Nil
Nil
L isted com panies
ARA Trust Management (Suntec) Limited (manager of
Suntec Real Estate Investment Trust)
O thers
Fairprice International (2010) Pte. Ltd. (Chairman)
New Front Investments Pte. Ltd. (Chairman)
NTUC Fairprice Foundation Ltd.
NTUC Foodfare Co-operative Ltd (Chairman)
The Consumer Goods Forum, Paris
NTUC Fairprice Co-operative Ltd (Chief Executive Officer
from October 1997 to June 2006)
Prime Minister’s Office (Principal Private Secretary to Deputy
Prime Minister Ong Teng Cheong from 1988 to 1992)
Ministry of Trade and Industry (Deputy Director from 1983
to 1988)
Singapore Navy (Head of Operations from 1975 to 1983)
Award(s)
Public Administration Medal (Silver) (1991)
67
Board of
Directors
Teoh Leong Kay, Danny, 57
Polytechnic Diploma in Accountancy with Distinction, Newcastle
Upon Tyne Polytechnic
Associate Member, Institute of Chartered Accountants in
England and Wales
2 months
Nil
Pro-Tem Singapore Accountancy Council (Member)
Singapore Olympic Foundation (Board Member)
Nil
KPMG LLP, Singapore (Managing Partner from October 2005
to September 2010)
KPMG LLP, Singapore and KPMG (Partner from October 1989
to September 2005)
L isted com panies
DBS Group Holdings Ltd
Keppel Corporation Limited
O thers
Changi Airport Group (Singapore) Pte. Ltd.
DBS Bank Ltd.
Jakeley Investments Pte Ltd
Jurong Town Corporation
68
Tan Wee Yan, Wilson, 55
Executive Director
Bachelor of Arts (Economics), National University of Singapore
Date of first appointment as a director: 1 July 2012
6 months
Executive Committee (Member)
L isted com panies
Nil
O thers
Brilliance Residential (1) Pte. Ltd.
CapitaLand Retail Management Pte Ltd
Council for Third Age
EZ-Link Pte Ltd (Chairman)
ION Orchard Link Pte. Ltd.
Orchard Turn Developments Pte. Ltd.
Orchard Turn Holding Pte. Ltd.
Orchard Turn Residential Development Pte. Ltd.
Orchard Turn Retail Investment Pte. Ltd.
Singapore River One Limited
Infocomm Registry Governing Council, Singapore Computer
Society (Chairman)
Republic Polytechnic (Member, Board of Governors and
Member, Audit Committee)
School of Digital Media and Infocomm Technology (DMIT),
Singapore Polytechnic (Chairman, Advisory Committee)
Singapore Post Limited
CapitaMall Trust Management Limited (Deputy Chief Executive
Officer from February 2012 to June 2012)
Singapore Post Limited (Group CEO from October 2007 to
April 2010)
NEC Asia Pte. Ltd. (Managing Director from January 2007 to
September 2007)
Mercury Interactive (President of Japan & APAC from March
2002 to March 2006)
69
Trust Management
Team (CMTML)
Tan Wee Yan, Wilson
Jacqueline Lee
Chief Executive Officer and Executive Director
(effective from 1 July 2012)
Please refer to description under the section on ‘Board
of Directors’.
Vice President, Investment
Jacqueline oversees the Investment team and is responsible
for acquisitions and divestments. She has nine years
of experience in investment and corporate finance,
including mergers and acquisitions in the real estate,
media and telecommunications sectors. Prior to joining
CMTML, she worked in a public listed company handling
mergers, acquisitions, divestments and business valuation.
Jacqueline started her career as an electrical engineer,
working on building and infrastructure projects. She holds
a Master of Business Administration from the University
of Sydney, Australia; a Master of Arts and a Bachelor of
Arts (Honours) in Engineering Science from the University
of Oxford, United Kingdom.
Note: Former Chief Executive Officer, Ho Chee Hwee Simon has moved on to
another position within CapitaMalls Asia Limited with effect from 1 July 2012.
Finance Team
Tan Lei Keng
Head, Finance
Lei Keng is responsible for the sourcing and management
of funds for CMT. She also provides support in areas of
treasury, accounting, compliance and all finance-related
matters in line with CMT’s investment strategy and its mall
portfolio management with a focus on driving revenue
and delivering investment returns for CMT. Prior to joining
CMTML, Lei Keng had extensive regional experience
in finance with locally-listed as well as American listed
companies. She holds a Master of Business Administration
from the University of South Florida and a Bachelor of
Accountancy from the University of Singapore.
Finance Team Members
Cindy Chew Deputy Head
Audrey Tan Assistant Vice President
Oh Sok Cheng Assistant Vice President
Sharon Lam Senior Manager
Kate Wong Manager
Bernard Wong Manager
Serena Koh Manager
Kathleen Wong
Manager
Investment & Asset Management
Team
The Investment and Asset Management team implements
and monitors CMT’s strategy at the property level.
This involves working hand-in-hand with the Property
Management team to ensure that property business
plans are executed diligently. They also advise on asset
enhancement initiatives within the existing portfolio and
identify and evaluate potential acquisitions and divestments.
Investment & Asset Management Team Members
Looi Keng
Vice President
Ellina Chia
Vice President
Sherin Low
Vice President
Lee Seang Looi
Assistant Vice President
Adrian Tan
Senior Manager
Sarah Seet
Senior Manager
Lim Chai Hoon Senior Manager
Lee Xin Rui
Manager
Investor Relations Team
The Investor Relations team is responsible for building
relations and facilitating strategic communications with
CMT’s Unitholders, potential investors and analysts through
various communication platforms. The team also provides
CMTML’s management with regular feedback from the
investment community.
Jeanette Pang
Assistant Vice President, Investor Relations
Jeanette has more than 17 years of experience in investor
relations, journalism and equity research support. Prior to
joining CMTML, she handled investor relations for another
real estate investment trust. She holds a Bachelor of Arts
& Social Science Degree from the National University of
Singapore. She is also a CFA charterholder.
Richard Ng
Head, Asset Management
Richard oversees the asset management department
and is responsible for the overall performance of CMT’s
assets. He has over 20 years of real estate experience
including property investment, asset management, property
development and property management. He was part of the
team that launched CMT in 2002. He has also previously
covered the Russian and Malaysian markets. He holds a
Master of Science (Real Estate) and a Bachelor of Science
(Estate Management) (Honours) from the National University
of Singapore.
70
Property Management
Team (CRMPL)
Teresa Teow
General Manager, Singapore
Teresa has more than 20 years of experience in real estate
management and currently oversees the operations of 17
retail properties in Singapore. She is responsible for the
smooth execution of operational plans and the operational
efficiency of the malls in order to achieve target investment
returns. As part of her portfolio, Teresa also oversees
both the Singapore Group Leasing and Group Marketing
Communications departments, to achieve better synergies
for both leasing and marketing communications activities
and to leverage on the scale of the portfolio. Teresa holds
a Bachelor of Business (Business Administration) degree
from the Royal Melbourne Institute of Technology, Australia.
Tan Mui Neo
Head, Leasing, Singapore
Mui Neo oversees the Singapore Group Leasing function
which supports CMT’s malls in all aspects of leasing activities
and asset enhancement initiatives. She develops initiatives
to achieve greater synergies and improve processes for
the leasing function in the malls. Mui Neo has 16 years of
experience in retail leasing for local and overseas projects
and three years of centre management experience. She
holds a Diploma in Building Management from Ngee Ann
Polytechnic and Diploma in Marketing from Chartered
Institute of Marketing, United Kingdom.
on investment through improved visual displays. She is
also involved in conceptualisation and feasibility studies for
asset enhancement initiatives and development projects.
Angela has over 10 years of real estate experience, with
experience in retail design. She holds a Diploma in Interior
Design from the National Design Academy, London.
Jason Loy
Head, Engineering Design & Technical Services, Singapore
Jason formulates the strategic direction of the engineering
and operational aspects in CMT’s malls. He is responsible
for developing mechanical and electrical design guidelines
as well as implementing facility management policies,
which include the establishment of standard operating
procedures for the mall to run efficiently. He also devises
new initiatives and implements innovative ways to improve
business work processes for productivity. Jason is a
registered Professional Engineer with 17 years of experience
in planning, design, supervision of mechanical & electrical
services, technical due diligence, project administration,
operations, sustainability and green building technologies.
He holds a Bachelor of Engineering in Mechanical and
Production Engineering from Nanyang Technological
University, Singapore.
Irene Tan
Head, Marketing Communications, Singapore
Irene has 19 years of marketing experience in engaging
consumers through traditional and new media. She oversees
the Singapore Group Marketing Communications function
and formulates strategic direction and initiatives to engage
shoppers, tenants and the communities of CMT’s malls.
With a suite of loyalty products such as CapitaCard,
CapitaVoucher and CAPITASTAR, she builds greater loyalty
among shoppers and generates business opportunities for
tenants within CMT’s malls. She works closely with the
Mall Marketing Communications teams to ensure greater
synergies and unlock values for CMT’s malls. Irene holds
a Masters of Commerce in E-business Marketing from
University of New South Wales, Australia and a Bachelor
of Commerce in Marketing from Curtin University, Australia.
Angela Ng
Head, Tenancy Design Management, Singapore
Angela oversees the Tenancy Design Management (TDM)
team to review and approve designs for shop fit-outs in
the shopping malls owned by CMT. She strategises and
develops retail design guidelines, and oversees visual
merchandising programmes to ensure that high standards
of design and visual display are maintained in the malls. The
key function of visual merchandising is to complement the
TDM to meet the objective of enhancing tenants’ returns
71
72
cohes i o n
in
community
6
Photo credit: Phoon Kong Wai, Singapore
Green Mark
Awards in 2012
73
Sustainability
Environmental, social and governance (ESG) issues
are critical to creating a sustainable future for CMT,
our stakeholders and society. By integrating ESG
considerations into our operations, we believe that we
can manage our business better and create long-term
value for all stakeholders.
Our approach to sustainability incorporates considerations
relating to:
Environmental
• Effective management of processes
to mitigate key environmental risks
Social
• Superior policies and practices to
recruit and retain employees
• Improvement of workplace health
and safety
• Maintenance of strong community
relations
Governance
Since September 2007, CMT has been a constituent of
FTSE4Good Global Index, which was designed to facilitate
investment in companies that meet globally recognised
corporate responsibility standards.
To shape our understanding of the ESG issues that we
must address in our everyday business, we continuously
engage our stakeholders. We cultivate our stakeholder
relationships through regular and systematically planned
forms of dialogue such as conferences, workshops,
roadshows and surveys and sometimes, through informal
ways as well.
• Integrity in all respects and
commitment to the highest standards
of good governance, transparency
and accountability
Stakeholder Engagement
Stakeholders and Why We Engage
Issues/Interest
How We Engage
(selected examples)
• Shopping malls with family friendly
facilities
• Easy access to public transport
• Greater convenience to enhance
shopping experience
• Advertisements and promotional
events
• Focus groups and surveys
• Online and mobile platforms
• Social media
• Loyalty programmes
• Opening of new shops/malls
• Learn from successful companies
• Knowledge sharing
•
•
•
•
Shoppers
• To understand our shoppers’ needs
and improve appeal of CMT’s malls
Tenants
• To understand our tenants’ needs
and concerns and help drive
shopper traffic to their stores
Informal tenant gatherings
Biz+ Series events
Joint promotions and partnerships
Retailer forums
Investors
• To create an informed perception
of CMT, manage investors’
expectations and promote a
positive investment environment
• Business performance
• Annual general meetings
• Business expectations and strategy • Stock exchange announcements
• Economic, social and environmental • Annual reports, results briefings to
concerns
analysts and media, and webcasts
• Website updates
• Roadshows, conferences and
meetings
• Tours of CMT’s malls
Employees
• To develop employees to achieve
their optimal level, align their
personal goals with company
performance and create a positive
work environment for them
• Communicating business strategy
and developments
• Reward and recognition
• Training and development
• Employee wellness
• Intranet, e-mails, staff
communication and informal
breakfast sessions
• Employee engagement surveys
• Performance appraisals
• Philanthropy
• Environment
• Employee volunteerism
• Donations to non-profit
organisations
• Management of environmental,
social and governance issues
Community
• To contribute to the communities in
which we operate
74
Sustainability
Environment
To ensure that our actions in operating CMT’s malls
are environmentally friendly and that we follow green
practices in the office, we have adopted an Environmental
Management System (EMS) which was certified to the ISO
14001 international standards in 2007. ISO 14001 is an
internationally recognised standard for the environmental
management of businesses. We review new or update
existing legal requirements for the EMS every quarter and
evaluate compliance annually. In 2012, we have complied
fully with the environmental laws and regulations in Singapore
and there was no environmental non-conformance by the
company.
As part of the CapitaLand Limited (CapitaLand) group,
we adhere to the group’s Green Buildings Guidelines
(GBG) which is an in-house guide developed since
2007 and is regularly reviewed to ensure continuous
improvement. We strive to implement the GBG at all
stages of a development project, from feasibility, design,
procurement and construction to operation.
The GBG includes an Environmental Impact Assessment
(EIA) which is carried out during the feasibility stage of
any development project. The EIA helps to identify any
environmental threats or opportunities related to the project
site and its surroundings, including aspects such as air
quality, noise, floods, biodiversity, connectivity, heritage
and resources. All significant findings of the EIA and their
cost implications then have to be tabled as part of the
investment project paper submitted to the Board of Directors
for approval. At the procurement stage, in accordance
with the GBG, all main contractors appointed in 2012
for projects that span a gross floor area (GFA) of at least
2,000 square metres, have to be ISO 14001 and OHSAS
18001 certified or they have to implement Environmental,
Health and Safety (EHS) measures on site to comply fully
with EHS legislations equivalent. The OHSAS 18001 is an
internationally recognised standard for the occupational
health and safety management of businesses.
We use an Environmental Tracking System (ETS), developed
in-house by CapitaLand, to track the monthly energy usage,
water usage, carbon dioxide emission and waste generation
for CMT’s properties. This ETS is audited annually by
CapitaLand’s Technical Services Unit.
Our long-term energy and water reduction targets (using
2008 as base year) are:
• To reduce energy and water usage by 15.0% by 2015
• To reduce energy and water usage by 20.0% by 2020
In 2012, our total energy consumption recorded 126,133
megawatt hours (MWh), compared to 124,546 MWh in
20111. We managed to reduce our energy usage per GFA
by 8.4% from 18.51 kilowatt hours per square metre per
month (kWh/m2/month) in 2011 to 16.96 kWh/m2/month
in 2012. The reduction would be higher at 17.5% if we
compare the 2012 figure against 20.56 kWh/m2/month
in 2008.
Our total water consumption stood at 1,459,286 cubic
metres (m3) in 2012, compared to 1,407,622 m3 in 20111.
Despite this, we reduced our water usage per GFA by
13.6% from 0.205 m3 per square metre per month (m3/
m2/month) in 2011 to 0.177 m3/m2/month in 2012 after
adjusting for shopper traffic count at the properties. The
reduction would be higher at 18.4% if we compare the
2012 figure against 0.217 m3/m2/month in 2008.
In terms of carbon emissions, we recorded 56,816
tonnes in 2012, compared to 55,996 tonnes in 20111. Our
carbon emissions per GFA decreased by 8.2% from 8.32
kilogrammes per square metre per month (kg/m2/month)
in 2011 to 7.64 kg/m2/month in 2012. The decrease would
be higher at 29.4% if we compare the 2012 figure against
10.81 kg/m2/month in 2008.
Green Initiatives
From January to June 2012, 14 of CMT’s malls participated
in CapitaLand’s ‘Green for Hope’ programme for a second
year to raise funds for underprivileged children. For every
kilogramme of recyclable waste collected from the properties
and tenants, CapitaLand Hope Foundation (CHF) donated
S$2 to charities. This initiative has also created opportunities
for us to engage our tenants to come together for more
than just business. CHF is CapitaLand’s philanthropic arm
which was established to support programmes for the
shelter, education and healthcare needs of underprivileged
children in Singapore and overseas.
In conjunction with the global ‘Earth Hour’ initiative, we
organised a ‘Bring Your Own Shopping Bag’ campaign on
31 March 2012 at 10 of CMT’s malls to encourage shoppers
to save the environment by bringing their own reusable
shopping bags. In return, the 200 shoppers who were
spotted doing so enjoyed bonus STAR$ with a minimum
purchase under CAPITASTAR loyalty programme.
1 The energy and water usage as well as carbon emission levels in 2012 were measured for 14 of CMT’s malls while the figures in 2011 and 2008 were based
on 13 and nine of CMT’s malls respectively. The measurements excluded those properties undergoing asset enhancement works and those properties which
have been in operation for less than 12 months. All data was extracted on 6 February 2013.
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Sustainability
Environment
CMT’s malls marked ‘Earth Hour’ by switching off their
facade lights and non-essential lighting for extended
hours through the night, beginning at 8.30 pm on 31
March 2012. This is the fifth year that we participated in
this annual global sustainability movement to promote
awareness of energy conservation.
On 3 August 2012, the sponsor of CMT, CapitaMalls Asia
Limited, held a Green Party at Gardens by the Bay, a new
landmark overlooking the waters of Marina Bay. CMT
staff joined in the party to celebrate CMT’s green award
achievements. We showcased some of the interesting
green initiatives that have been initiated at our malls, as
part of our efforts to inculcate environmental awareness
among staff.
For the period April to December 2012, five participating
CMT malls (Bugis Junction, Bugis+, Funan DigitaLife Mall,
JCube and Junction 8) took turns to collaborate with
Coca-Cola Singapore in “A Recycle Happiness Activation”
campaign to educate shoppers on the importance of
recycling. Shoppers were encouraged to bring their empty
beverage bottles for recycling and every 10 bottles returned
earned them a Coca-Cola premium.
In November 2012, IMM Building also worked with the
National Climate Change Secretariat (NCCS) to set up
an exhibition at the mall to educate Shoppers on climate
change and the course of actions they can take to help save
the environment. The NCCS is a dedicated government
agency set up to coordinate Singapore’s domestic and
international policies, plans and actions on climate change.
In 2012, to improve productivity levels and allow for
paperless filing, we implemented an iPhone application
named iClock, for technicians who clocked overtime.
This application which we customised in-house, allows
the technicians to file their overtime claims easily without
the need to fill in several forms to claim reimbursement.
Green Awards Achieved To Date
To date, 10 of CMT’s malls have garnered Green Mark awards
from Singapore’s Building and Construction Authority (BCA).
The BCA Green Mark was introduced in January 2005. It
is a scheme that assesses the environmental performance
and impact of buildings and promotes energy efficiency,
water savings, a healthier indoor environment and waste
reduction.
Development
Award
Category
Year of
Award
Bugis+
Platinum
2012
Junction 8
Platinum
2012
Bukit Panjang Plaza
Gold
2012
(Re-certified)
Gold
2012
Plaza Singapura (Re-certified)
Gold
2012
(Re-certified)
Gold
2012
JCube
Platinum
2011
The Atrium@Orchard (Retail)
Gold
2011
Bugis Junction
Gold
2011
Gold
2010
Health and Safety
We have a duty of care to ensure occupational health and
safety of all employees and monitor our operations to
ensure safety risks are controlled.
We have adopted an Occupational Health and Safety (OHS)
Management System which was certified to the OHSAS
18001 international standards in 2009. The OHSAS 18001
is audited by a third party accredited certification body.
Our OHS objectives are:
• Zero incidents (reportable under the Singapore Ministry
of Manpower regulations)
• All main contractors for major projects have to be OHSAS
18001 certified (or equivalent)
We complied fully with all local OHS laws and regulations in
2012. During the year, we reported zero staff work-related
permanent disability or fatality.
76
All the main contractors we appointed in 2012 were OHSAS
18001 certified. In line with CapitaLand’s policy to select
contractors and suppliers who are committed to high
environmental and occupational safety standards, all our
vendors and service providers need to be certified bizSAFE
Level 3 and above.
For CMT’s properties, we strive to mitigate key OHS hazards
in facilities, operations and contractor management. For
instance, all service providers such as cleaning companies
need to submit material safety data sheets to show that
materials used are approved by authorities for use in
Singapore. At our corporate office, OHS issues include
office ergonomics, safety issues and general employee
well-being.
At CapitaLand’s inaugural ‘Because iCare Awards for
Environment, Health & Safety’ event in September 2012,
a few of our contractors, tenants and service providers
received awards for their initiatives to enhance environmental,
health and safety features at CMT’s malls. They include
McDonald’s, NTUC Fairprice, Giant, Starbucks, G-Energy
Global Pte Ltd, Integrated Property Management Pte Ltd,
COEN and Nature’s Landscape.
McDonald’s won an award for their green shop front
design at JCube. Their green fit-out involved the use of
sustainable materials, water efficient fittings and LED
lighting which was energy-efficient. NTUC Fairprice and
Starbucks received Special Mention awards for their active
participation in recycling for CapitaLand’s ‘Green for Hope’
programme. Other Special Mention award recipients include
G-Energy Global Pte Ltd who had gone the extra mile
to help Junction 8 achieve the BCA Green Mark Platinum
award and Integrated Property Management Pte Ltd who
uses wholly recycled hygiene paper (environmentally
certified) for their contracts at our malls.
Showcase of a Green Building:
Bugis+
Bugis+ is located along Victoria Street within the Bugis
arts, culture, learning and entertainment district. The
mall achieved Green Mark Platinum award from BCA,
following the completion of a S$38.0 million asset
enhancement initiative in July 2012.
The mall’s chilled water and condenser water system
has been re-designed to better improve efficiency
and energy-efficient lights are now used in circulation
areas. Where applicable, environmentally friendly
products are used in daily maintenance and cleaning
works while electrical and water sub-meters are
installed in key locations to monitor and track their
use as well as identify wastages and leakages. To
heighten green awareness, tenants are encouraged
to use energy-efficient lights and to take part in the
mall’s recycling programme.
Examples of environmental features at Bugis+:
• Estimated energy savings: 1,245,850 kWh/year;
estimated water savings: 4,470 m3/year
• Chiller plant system efficiency of ≤0.65 kW/tonne
• Green plot ratio of 3.07 with garden space
• PUB certified water efficient building with all
sanitary and water fittings certified under the Water
Efficiency Labelling Scheme
• Sustainable operations and maintenance system
through green policies
• Engagement of tenants and public through various
green awareness programmes
• Incorporation of green leases as part of tenancy
agreements, covering fit-out requirements and
environmental management
Bugis+ achieved Green Mark Platinum award
77
Sustainability
People & Community
Human Capital
As an externally managed real estate investment trust, CMT
has no employees and is managed by CapitaMall Trust
Management Limited (CMTML), which is a wholly-owned
subsidiary of CapitaMalls Asia Limited (CMA). CapitaLand
Limited (CapitaLand) has a 65.46% stake in CMA.
We believe in managing our human capital in the most
effective and efficient manner. We see the infinite value in
them and recognise that it is their passion, professionalism
and commitment that can contribute to the success of
our business.
Talent Management Strategy
We have a workforce of 525 people, comprising 23
employees at CMTML level, those working at CMT’s
malls and the property management team. We are well
poised to meet the resourcing challenges to support our
business expansion. In strengthening our team, we recruit
talents at different transition points in their career path,
from fresh graduates to young, mid-career professionals
and industry veterans.
At the core of our development programme is a
systematic programme for all new hires to learn more
about our business operations, strategies, core values and
management philosophy. All employees also undergo an
annual performance review where employees can openly
discuss their performance and future aspirations with their
supervisors. They broach topics such as possible career
moves and recommended training plans.
We believe in talent cross-fertilisation and leverage on
the Asia-wide human resource platform of CMA. As part
of employees' career development, employees are given
opportunities to rotate to different malls, functions, cities
or countries within CMA’s portfolio.
Competitive Compensation & Benefits
We offer all employees comprehensive and competitive
remuneration packages. These include short-term cash
bonus programmes and long-term equity-based reward
plans such as restricted shares and performance shares
programmes. Such equity-based reward plans help to
strengthen the linkage between reward and long-term
performance, as well as to retain talent.
All employees receive staff benefits including a flexible
benefits plan and leave entitlements for maternity, paternity
and volunteer reasons. We recognise that employees have
diverse needs and a flexible benefits plan enables staff to
complement their personal medical and insurance needs
with those provided by the company. Employees can thus
customise their benefits for themselves and their families.
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To ensure that we can continue to attract and retain talent,
we regularly engage external human resource consultants
to benchmark our compensation and benefits packages
against other peers and industries in Singapore. We also
constantly seek innovations in our compensation strategies
for staff.
Developing Our People
In line with our belief that continuous learning is a fundamental
building block of growth, we offer comprehensive training
and development programmes for employees to acquire
relevant knowledge and skills to achieve business
excellence.
In 2012, about 3.0% of our annual payroll was allocated
for programmes relating to employee learning and growth.
We already have in place training roadmaps and a wide
variety of courses, ranging from project financing and real
estate to soft skill subjects such as communications and
presentation skills. Staff have direct access to a year-long
training calendar, which comprises a series of pre-evaluated
training courses, via our in-house intranet. In addition,
we have established an online learning platform which
offers more than 200 programmes, to encourage staff to
learn continuously and offer them more choices in terms
of courses.
In 2012, staff clocked an average of 64 training hours
per employee, with 96.4% of staff attending at least one
training event. We encourage employees to upgrade
themselves by attending courses or obtain professional
qualifications relevant to their work. Employees are granted
paid examination leave for their studies. For full time staff,
examination leave is up to 10 days per calendar year.
Throughout the year, our employees also participated in
study visits to overseas malls in China, Japan and Malaysia
to network and gain insights into interesting retail concepts
outside Singapore.
For members of the senior management team with proven
track records and leadership potential, we partner with
CapitaLand Institute of Management and Business (CLIMB)
to provide leadership and management programmes to
sharpen their management, leadership and business skills.
Engaging Our People
Staff communication sessions by senior management
are conducted at least twice a year to keep staff abreast
of CMT's financial results and strategic business thrusts.
During these sessions, senior management members also
take questions from staff and seek to gather feedback
from them.
The CapitaLand and CMA intranet systems are valuable
information platforms for employees to find out the details
of CMTML’s terms and conditions of employment, benefits,
human resource policies and practices including the whistleblowing policy, as well as ethics and code of business
conduct policies.
We regularly organise recreational and team-building events
and brain-storming workshops to reinforce organisational
cohesiveness as part of our concerted efforts to engage
our workforce. In 2012, activities such as complimentary
health screenings, free flu vaccinations, beauty workshops
and health-related talks were organised to encourage a
well-balanced and healthy lifestyle among employees.
Recreational activities also included a family day and an
annual dinner and dance party in December.
We also support annual national campaigns such as the
'Eat with Your Family Day' in May by giving employees
time off to leave offices earlier to dine with their families.
To provide our employees with better work-life balance,
we have a flexible work arrangement policy which permits
flexible working hours, working from home, part-time work
arrangement or job-sharing arrangements.
Promoting Fairness and Diversity
We define our human resource policy on equal opportunities
and fair employment practices and all job applicants are
treated fairly regardless of ethnicity, age or gender. As
part of the CapitaLand’s group, we adhere to the group’s
policies on non-discriminatory employment practices.
CapitaLand has signed the Employers Pledge for Fair
Employment Practices with The Tripartite Alliance for
Fair Employment Practices1 and also upholds the spirit
of international human rights conventions, such as the
Universal Declaration of Human Rights and the International
Labour Organisation Conventions, against discrimination
in any form and coerced labour.
In 2012, more than 67.5% of our workforce is between the
age of 30 and 50, 23.0% less than 30 years old and 9.5%
more than 50 years old. Our workforce comprises an almost
equal proportion of males and females. The company’s
female employees are well represented at the middle and
senior management level. For the past three years, more
than half of the managerial employees are female. In 2012,
over 60.0% of senior management, comprising those who
are at Vice President levels and above, are females.
1
Community Involvement
As suburban satellite hubs, CMT’s malls serve as channels
for us to engage local communities actively in activities
that educate and benefit them. We are also committed
to supporting non-profit, community and charitable
organisations through synergistic partnerships.
Heritage and Arts
Bugis Junction kicked off the start of year 2012 in a
partnership with National Heritage Board for ‘Bras
Basah Bugis Street Art Project’ in February. Joe Hill, an
internationally-renowned three-dimensional (3D) street artist
was on-site at Bugis Junction. He created two larger than
life artworks - an inviting rendition of the National Museum
of Singapore’s dome and a padewakang warrior ship on
the pavements of Bugis Square and Malay Street. The
artworks were on display for 10 days.
In July 2012, Bukit Panjang Plaza and Lot One Shoppers’
Mall celebrated Singapore’s colourful heritage during
‘Rediscovery-Celebrating Our Heritage’ with a lineup
of exciting exhibitions which were supported by the
National Heritage Board. At Lot One Shoppers’ Mall,
shoppers enjoyed cultural performances and interactive
activities such as batik painting workshops and wayang
kulit (shadow puppet) performance with gamelan music
ensemble. Shoppers were also invited to have a hands-on
experience at games from yesteryear as well as savour
local classic cuisines from the food fair.
At Bukit Panjang Plaza, shoppers entered a world of
gastronomy as they feasted on freshly prepared local
delicacies, and participated in Peranakan and Chinese
cooking demonstrations and talks on natural remedies
from the kitchen. The week-long event also showcased
the Delicious Heritage exhibition that traced the origins
of some of the most popular hawker food in Singapore.
Health and Well-being
IMM Building organised free Yoga sessions every
Wednesday at its garden plaza, which saw a
participation of about 300 people. Junction 8 also worked
together with Nikam Guruji Yoga Kutir to organise a twohour yoga session every Tuesday at the roof garden to
promote health and well-being among local residents.
The Tripartite Alliance for Fair Employment Practices was formed in May 2006 to promote non-discriminatory employment practices and to shift mindsets among
employers, employees and the general public towards fair employment practices for all workers in Singapore. Members include employer representatives,
union leaders and government officials.
79
Sustainability
People & Community
Family-friendly Practices
As the incumbent recipients of the biennial award ‘We
Welcome Families’, IMM Building and Plaza Singapura
remain committed to go the extra mile to serve family
customers better. Both malls have family-themed shops
under one roof, interactive play zones such as IMM
Building’s seven-metre-high treehouse, dedicated nursing
rooms, washrooms equipped with baby holders and family
lounges. Plaza Singapura also ran its ‘PS BabyStar’ and
‘Best Loving Family Portrait’ contests in November 2012
where winners walked away with grand prizes such as
a pre-credited Standard Chartered e$aver Kids Savings
Account and Nestlé hampers.
Sembawang Shopping Centre also collaborated with
Sembawang Community Club to hold a ‘Baby Singapore
2012’ event to promote neighbourliness and interaction
among the participants, and bonding amongst family
members. On 22 April 2012, 200 parents and kids took
part in fringe activities such as photo shoots, family identity
contests, baby massages and yoga sessions.
The ‘We Welcome Families’ Award is a prestigious
award conferred by the Businesses for Family Council
to businesses that demonstrate the highest standards of
family-friendly business practices in Singapore.
My Schoolbag Programme
In November 2012, CMTML partnered CMA to carry out its
‘My Schoolbag’, an annual corporate social responsibility
programme which benefited 1,000 underprivileged children
in Singapore. We had identified the beneficiaries through
five Community Development Councils and invited the
children to shop for their daily and school necessities at
five participating malls located close to their homes. The
malls are Tampines Mall, JCube, Bugis+, Bukit Panjang
Plaza and Funan DigitaLife Mall.
80
The half-day programme at the malls also included a
special treat of magic show, 3Rs (Reduce, Reuse & Recycle)
skit, and a dance-and-sing-along performance. Over 500
volunteers, comprising staff and student leaders, took
part to make the event a memorable one for the children.
Fund Raising Support
As the new mall in the West this year, JCube adopted a
‘business with a heart’ approach and marked its official
opening by raising S$15,000 for a voluntary welfare
organisation, Students Care Service (SCS). The funds
were raised through a few initiatives. An amount of S$5
was donated to SCS for every photo submitted featuring a
smile in ‘Share A Smile’ initiative. All photos were collated
into a giant montage for display at JCube’s open space on
Level 5, JStage. The other initiative was an online auction
for Kai Kai & Jia Jia eco-bags which were autographed by
celebrities, Edmund Chen, Xu Bin and Kimberly Chia. The
eco-bags were on display at JStage. The mall also hosted
50 underprivileged students to a free skating session.
Programmes for Tenants
One of the ways we add value to our tenants is through
our Biz+ Series programme. In 2012, the overall Biz+
Series programme theme was ‘Think, Feel & Connect with
your Customers’. We organised 13 Biz+ Series seminars,
workshops and classes related to this theme, covering
diverse topics such as customer relationship management
in the digital era, design thinking innovation for businesses,
and the new ‘Lemon Law’ that took effect in Singapore on
1 September 2012.
We greatly value our relationships with our tenants and on
pages 99 to 101 of this report, we feature three companies
who have been our long-time supportive tenants for the
past decade.
Sustainability
Our Role
Our primary role as the manager of CMT (Manager) is to set
the strategic direction of CMT and make recommendations
to HSBC Institutional Trust Services (Singapore) Limited, in
its capacity as trustee of CMT (Trustee), on the acquisition,
divestment or enhancement of the assets of CMT in
accordance with its stated investment strategy. The
research, evaluation and analysis required for this purpose
is coordinated and carried out by us as the Manager. We
are also responsible for the system of risk management
and internal controls of CMT.
As the Manager, we have general powers of management
over the assets of CMT. Our primary responsibility is to
manage the assets and liabilities of CMT for the benefit
of the unitholders of CMT (Unitholders). We do this with
a focus on generating rental income and enhancing asset
value over time so as to maximise the returns from the
investments, and ultimately the distributions and total
returns to Unitholders.
Our other functions and responsibilities as the Manager
include:
• using our best endeavours to conduct CMT’s
businesses in a proper and efficient manner and to
conduct all transactions with, or on behalf of, CMT
at arm’s length;
• preparing annual property plans for review by our
Directors, including forecasts on revenue, net income
and capital expenditure, explanations on major variances
to previous years’ numbers, written commentaries on
key issues and underlying assumptions on rental
rates, operating expenses and any other relevant
assumptions. These plans explain the performance
of CMT’s assets;
• ensuring compliance with relevant laws and regulations,
including the Listing Manual of the Singapore Exchange
Securities Trading Limited (SGX-ST) (Listing Manual),
the Code on Collective Investment Schemes (CIS
Code) issued by the Monetary Authority of Singapore
(MAS) and the tax rulings issued by the Inland Revenue
Authority of Singapore on the taxation of CMT and its
Unitholders;
• attending to all regular communications with
Unitholders; and
• supervising CapitaLand Retail Management Pte Ltd
(Property Manager), which performs the day-to-day
property management functions (including leasing,
accounting, marketing, promotion, coordination and
property management) for the CMT malls namely,
Tampines Mall, Junction 8, Funan DigitaLife Mall, IMM
Building, Plaza Singapura, Bugis Junction, Sembawang
Shopping Centre, JCube, Lot One Shoppers’ Mall,
Bukit Panjang Plaza, Rivervale Mall, The Atrium@
Orchard, Clarke Quay and Bugis+, pursuant to the
master property management agreement dated
1 December 2011 which was approved by Unitholders
at the extraordinary general meeting held on 13 April
2011. With regard to Raffles City Singapore (RCS),
which is held by CMT and CapitaCommercial Trust
(CCT) in the proportions of 40.00% and 60.00%
respectively, the Property Manager holds 40.00%
interest in CapitaLand (RCS) Property Management Pte.
Ltd. which provides property management services to
RCS with CapitaLand Commercial Management Pte
Ltd, the property manager of the properties owned
by CCT, holding the other 60.00%. As a result of its
interest in CapitaLand (RCS) Property Management
Pte. Ltd., the Property Manager is able to play a key
role in directing the property management function
for RCS.
CMT, constituted as a trust, is externally managed by
the Manager and therefore has no personnel of its own.
The Manager appoints experienced and well qualified
management to run its day-to-day operations. All Directors
and employees of the Manager are remunerated by the
Manager and not CMT.
The Manager was appointed in accordance with the terms
of the Trust Deed dated 29 October 2001 as amended by
the First Supplemental Deed dated 26 December 2001,
the Second Supplemental Deed dated 28 June 2002,
the Amending and Restating Deed dated 29 April 2003,
the Fourth Supplemental Deed dated 18 August 2003,
the Second Amending and Restating Deed dated 9 July
2004, the Sixth Supplemental Deed dated 18 March 2005,
the Seventh Supplemental Deed dated 21 July 2005, the
Eighth Supplemental Deed dated 13 October 2005, the
Ninth Supplemental Deed dated 20 April 2006, the Third
Amending and Restating Deed dated 25 August 2006, the
Eleventh Supplemental Deed dated 15 February 2007,
the Twelfth Supplemental Deed dated 31 July 2007, the
Thirteenth Supplemental Deed dated 20 May 2008 and
the Fourteenth Supplemental Deed dated 13 April 2010
(collectively, the Trust Deed).
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Sustainability
The Trust Deed also outlines certain circumstances under
which the Manager can be removed, including by notice
in writing given by the Trustee upon the occurrence of
certain events, or by a resolution passed by a simple
majority of Unitholders present and voting at a meeting
of Unitholders duly convened and held in accordance
with the provisions of the Trust Deed.
Our Corporate Governance Culture
Strong corporate governance has always been our priority
as the Manager. We recognise that an effective corporate
governance culture is critical to our performance and,
consequently, to the success of CMT.
Further, in conjunction with the Singapore Corporate
Governance Week 2012 initiated by the SIAS, the
Manager is a signatory to the Statement of Support
Towards Excellence in Corporate Governance. With this
pledge, the Manager has, together with more than 100
other companies, made a public promise to uphold high
standards of corporate governance.
We are committed to high standards of corporate
governance and transparency in our management of
CMT and operate in the spirit of the Code of Corporate
Governance (Code) in the discharge of our responsibilities
as the Manager in our dealings with Unitholders and the
other stakeholders. The Code was revised by MAS in
May 2012 and takes effect in respect of annual reports
relating to financial years commencing from 1 November
2012. Nonetheless and in the spirit of our commitment
to high standards of corporate governance, we have, as
far as possible, endeavoured to comply with the revised
Code during FY 2012. The following paragraphs describe
our corporate governance policies and practices in 2012
as the Manager, with specific references to the Code.
They encompass proactive measures adopted by us for
avoiding situations of conflict and potential conflicts of
interest, including prioritising the interests of Unitholders
over the Manager’s and ensuring that applicable laws
and regulations are complied with, so that Unitholders’
interests are best served at all times. For ease of reference,
the relevant provisions of the Code under discussion are
identified in italics.
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Our Achievements
Our commitment towards strong corporate governance
was affirmed with CMT garnering the following awards
in 2012:
• Gold Awards for Best Investor Relations and Best
Annual Report under the REITS & Business Trusts
category at the Singapore Corporate Awards 2012;
• Winner of Singapore Corporate Governance Award
(REITs category) and Runner-up award for Most
Transparent Company Award (REITs & Business Trusts
category) at the Securities Investors Association
Singapore (SIAS) Investors’ Choice Awards 2012; and
• Certificate of Excellence in Investor Relations at the
IR Magazine South East Asia Awards 2012.
(A) Board Matters
The Board’s Conduct of Affairs
Principle 1:
Every company should be headed by an effective
Board to lead and control the company. The Board
is collectively responsible for the long-term success
of the company. The Board works with Management
to achieve this objective and Management remains
accountable to the Board.
The Board of Directors of the Manager (Board) is
responsible for managing and directing the Manager, in
furtherance of the Manager’s primary responsibility to
manage the assets and liabilities of CMT for the benefit
of Unitholders. Each Director must act honestly, with due
care and diligence. Decisions are taken objectively in the
interests of CMT. The Manager has adopted guidelines,
details of which are set out on pages 94 to 95 for Interested
Person Transactions (as defined below) and dealing with
conflicts of interest.
The Board provides leadership to the Manager, sets
strategic directions and oversees the competent
management of CMT, including the provision of necessary
financial and human resources to meet its objectives. The
Board establishes goals for management and monitors
the achievement of these goals. It ensures that proper
and effective controls are in place to assess and manage
business risks and compliance with requirements under
the Listing Manual, the Property Funds Appendix, as well as
any other applicable guidelines prescribed by the SGX-ST,
the MAS or other relevant authority, and applicable laws.
It also sets the disclosure and transparency standards
for CMT and ensures that obligations to Unitholders and
other stakeholders are understood and met.
The Board meets regularly to discuss and review the
Manager’s key activities, including its business strategies
and policies for CMT. Board meetings are scheduled
in advance and are held at least once every quarter to
deliberate on the strategy of CMT, including any significant
acquisitions and disposals, review the annual budget,
review the performance of CMT’s businesses, review
the financial performance of the Manager and CMT and
approve the release of the quarterly and full-year results.
Additional Board meetings are held, where necessary, to
consider significant transactions or issues. The Articles
of Association of the Manager permit Board meetings to
be held by way of teleconference and videoconference.
In the discharge of its functions, the Board is supported by
an Audit Committee that provides independent oversight
of the Manager, and which also serves to ensure that
there are appropriate checks and balances. The Board
is also supported by a Corporate Disclosure Committee,
Executive Committee and Investment Committee. Each
of these Board committees operates under delegated
authority from the Board. Other committees may be
formed as dictated by business imperatives and/or to
promote operational efficiency. The number of Board
and Board committee meetings held in the year, as well
as the attendance of their membership, are set out on
page 86. This also reflects each Board member’s additional
responsibilities and special focus on the respective Board
committees. Four Board meetings were held in 2012.
Information on the Audit Committee can be found in the
section ‘Audit Committee’ below.
The Corporate Disclosure Committee reviews
corporate disclosure matters relating to CMT, including
announcements to the SGX-ST via SGXNET, and pursues
best practices in terms of transparency.
The Executive Committee oversees the day-to-day
activities of the Manager on behalf of the Board. The
principle responsibilities of the Executive Committee
under its terms of reference include the following:
• approving or making recommendations to the Board
on financing offers and banking facilities;
• approving or making recommendations to the Board
on write-offs of investments;
• approving specific budgets for capital expenditure on
development projects, acquisitions and enhancements/
upgrading of properties;
• reviewing management reports and operating budgets;
• awarding contracts for development projects;
• recommending changes to the financial limits for
investment;
• reporting to the Board on decisions made by the
Executive Committee; and
• performing such other functions as varied or delegated
by the Board.
The members of the Executive Committee also meet
informally during the course of the year.
The Investment Committee reviews and approves new
investments and divestments by CMT.
The Board has adopted a set of internal controls which sets
out approval limits for, amongst others, capital expenditure,
new investments and divestments, bank borrowings
and minimum signatory requirements for cheques at the
Board level. Apart from matters that specifically require
the Board’s approval – such as the issue of new Units,
income distributions and other returns to Unitholders – the
Board, while approving certain transactions exceeding
certain threshold limits, delegates authority for transactions
below those limits to Board committees and management.
Appropriate delegation of authority and approval sublimits are also provided at management level to facilitate
operational efficiency.
The Manager issues formal letters to newly-appointed
Directors setting out various information including their
duties and obligations as Directors upon their appointment.
Newly appointed Directors are briefed on the business
activities of CMT, its strategic directions and policies,
the regulatory environment in which CMT operates,
the Manager’s corporate governance practices, and
their statutory and other duties and responsibilities as
Directors. Directors are routinely updated on developments
and changes in the operating environment, including
revisions to accounting standards and changes to laws and
regulations affecting the Manager and/or CMT. Directors
are also encouraged to participate in industry conferences,
seminars and training programmes in connection with
their duties. Materials on changes to salient laws and
regulations applicable to CMT or the Manager are also
provided to the Directors.
83
Sustainability
Board Composition and Guidance
Chairman and Chief Executive Officer
There should be a strong and independent element
on the Board, which is able to exercise objective
judgement on corporate affairs independently, in
particular, from Management and 10% shareholders.
No individual or small group of individuals should be
allowed to dominate the Board’s decision making.
There should be a clear division of responsibilities
between the leadership of the Board and the executives
responsible for managing the company’s business.
No one individual should represent a considerable
concentration of power.
Principle 2:
As of 5 March 2013, the Board comprises 11 Directors,
of whom six are Independent Non-Executive Directors.
A Director is considered independent if he has no
relationship with the Manager, its related corporations,
its shareholders who hold 10% or more of the voting
shares in the Manager, Unitholders who hold 10% or
more of the units in issue of CMT or its officers that could
interfere, or be reasonably perceived to interfere, with the
exercise of the Director’s independent business judgment
in the best interests of CMT. The Board determined that
Mr Fong Kwok Jen, Mr Gay Chee Cheong, Mr Lee Khai
Fatt, Kyle, Maj-Gen (NS) Ng Chee Khern, Mr Richard R.
Magnus and Mr Teoh Leong Kay, Danny are considered
to be Independent Directors under the Code.
Non-Executive Directors actively participate in setting and
developing strategies and goals for management, and
reviewing and assessing management’s performance. This
enables management to benefit from their external and
diverse perspectives on issues that are brought before the
Board. It also enables the Board to interact and work with
management through a healthy exchange of ideas and
views to help shape the strategic process. Coupled with
a clear separation of the roles of the Chairman and the
Chief Executive Officer, this provides a healthy, professional
relationship between the Board and management with
clarity of roles and robust deliberation on the business
activities of CMT.
Principle 3:
The roles of the Chairman and the Chief Executive Officer
are separate and are held by two different persons.
This is to ensure an appropriate balance of power,
increased accountability and greater capacity of the
Board for independent decision making. The division
of responsibilities between the Chairman and the Chief
Executive Officer facilitates effective oversight and a
clear segregation of duties. The Chairman and the Chief
Executive Officer are not immediate family members.
The Chairman leads the Board to ensure the effectiveness
on all aspects of its role and sets its agenda. He ensures
that the members of the Board receive accurate, clear
and timely information, facilitates the contribution of NonExecutive Directors, encourages constructive relations
between Executive Directors, Non-Executive Directors
and management, ensures effective communication with
Unitholders and promotes a high standard of corporate
governance.
The Chairman also ensures that the Board works together
with management with integrity, competency and moral
authority, and that the Board constructively engages
management on strategy, business operations, enterprise
risk and other plans.
The Chief Executive Officer is a Board member and has
full executive responsibilities over the business directions
and operational decisions of managing CMT.
The composition of the Board is reviewed regularly to
ensure that the Board has the appropriate size and mix of
expertise and experience, and comprises persons who,
as a group, provide the necessary core competencies,
taking into consideration the nature and scope of CMT’s
operations. The profiles of the Directors are set out on
pages 59 to 69.
84
Board Membership
Principle 4:
There should be a formal and transparent process
for the appointment and re-appointment of directors
to the Board.
Board Performance
Principle 5:
There should be a formal annual assessment of the
effectiveness of the Board as a whole and its board
committees and the contribution by each director to
the effectiveness of the Board.
As the Manager is not itself a listed entity, the Manager
does not consider it necessary for the Board to establish
a nominating committee. It believes that the performance
of the Manager, and hence, its Board, is reflected in the
long-term success of CMT. Thus, the Board performs the
functions that such a committee would otherwise perform,
namely, it administers nominations to the Board, reviews
the structure, size and composition of the Board, and
reviews the independence of Board members. Directors
of the Manager are not subject to periodic retirement by
rotation.
Under the Code, the composition of the Board, including
the selection of candidates for new appointments to
the Board as part of the Board’s renewal process, is
determined using the following principles:
• the Board should comprise Directors with a broad
range of commercial experience, including expertise
in funds management, the property industry and in
the banking and legal fields; and
• at least one-third of the Board should comprise
Independent Directors. Where, among other things,
the Chairman of the Board is not an Independent
Director, at least half of the Board should comprise
Independent Directors.
Reviews of Board performance as appropriate are informal.
The Manager believes that collective Board performance
and that of individual Board members are better reflected
in, and evidenced by, its and their proper guidance, diligent
oversight and able leadership, and the support that it lends
to management in steering CMT in the appropriate direction,
and the long-term performance of CMT whether under
favourable or challenging market conditions, safeguarding
the interests of CMT and maximising Unitholders’ value.
Renewals or replacement of Board members do not
necessarily reflect their contributions to date, but may be
driven by the need to position and shape the Board in line
with the medium-term needs of CMT and its businesses.
Contributions by an individual Board member can also take
other forms, including providing objective perspectives on
issues, facilitating business opportunities and strategic
relationships, and accessibility to management outside of
a formal environment of Board and/or Board committee
meetings.
In the Manager’s opinion, the limit on the number of listed
company directorships that an individual may hold should
be considered on a case-by-case basis, as a person’s
available time and attention may be affected by many
different factors. A Director with multiple directorships is
expected to ensure that sufficient attention is given to the
affairs of the Manager and CMT. The Manager believes
that each individual Director is best placed to determine
and ensure that he is able to devote sufficient time and
attention to discharge his duties and responsibilities
as a director of the Manager, bearing in mind his other
commitments.
The selection of candidates is evaluated taking into account
various factors including the current and mid-term needs
and goals of CMT, as well as the relevant expertise of the
candidates and their potential contributions. Candidates
may be put forward or sought through contacts and
recommendations.
85
Sustainability
Composition and Meeting Attendance
Composition
Meeting Attendance
Board Members
Audit
Committee
Corporate
Disclosure
Committee
Executive
Committee
Investment
Committee
Board
Number of
Meetings
Held: 4
Lim Ming Yan (1)
Liew Mun Leong (2)
Fong Kwok Jen (3)
Gay Chee Cheong (4)
Ho Chee Hwee Simon (5)
Kee Teck Koon (6)
Lee Khai Fatt, Kyle (7)
Lim Beng Chee (8)
Lim Tse Ghow Olivier (9)
Maj-Gen (NS) Ng Chee Khern (10)
Richard R. Magnus
S. Chandra Das (11)
James Glen Service (12)
Tan Kian Chew
Teoh Leong Kay, Danny (13)
David Wong Chin Huat (14)
Tan Wee Yan, Wilson (15)
–
–
–
Member
Member
–
Member
Chairman
–
–
–
–
–
Chairman
–
–
Member
–
Chairman
Member
Member
–
–
Member
–
–
–
Member
–
–
–
–
–
–
–
–
–
Chairman
Chairman
–
–
Member
–
–
Member
Member
–
–
–
–
–
–
–
Member
Chairman
Member
Member
–
–
Member
–
Member
Member
–
–
Member
–
Member
–
–
–
Member
4
–
4
–
–
4
4
–
4
3
2
3
4
4
3
–
4
2
Audit
Committee
Number of
Meetings
Held: 5
N.A.
N.A.
N.A.
–
–
N.A.
5
–
N.A.
N.A.
N.A.
N.A.
N.A.
5
N.A.
N.A.
5
N.A.
N.A. – Not applicable
1
Lim Ming Yan was appointed as Deputy Chairman and Non-Executive
Director, as Chairman of the Executive Committee and a member of the
Corporate Disclosure Committee and the Investment Committee with
effect from 1 January 2013.
2 Liew Mun Leong resigned as Deputy Chairman and Non-Executive Director
and ceased to be Chairman of the Executive Committee and a member
of the Corporate Disclosure Committee and the Investment Committee
with effect from 1 January 2013.
3 Fong Kwok Jen was appointed as an Independent Non-Executive Director
and a member of Audit Committee with effect from 1 November 2012.
4 Gay Chee Cheong was appointed as an Independent Non-Executive
Director and a member of Audit Committee with effect from 1 November
2012.
5Ho Chee Hwee Simon ceased to be the Chief Executive Officer and
Executive Director with effect from 1 July 2012 but remains as a NonExecutive Director and a member of the Investment Committee. He was
appointed as a member of the Corporate Disclosure Committee and the
Executive Committee with effect from 1 November 2012.
6 Kee Teck Koon resigned as a Non-Executive Director and ceased to be
a member of the Audit Committee with effect from 1 November 2012.
7 Lee Khai Fatt, Kyle was appointed as an Independent Non-Executive
Director, Chairman of the Audit Committee and a member of the Investment
Committee with effect from 1 November 2012.
86
8 Lim Beng Chee resigned as a Non-Executive Director and ceased to be
a member of the Executive Committee and the Investment Committee
with effect from 1 November 2012.
9 Lim Tse Ghow Olivier resigned as a Non-Executive Director and ceased to
be a member of the Corporate Disclosure Committee and the Executive
10 Maj-Gen (NS) Ng Chee Khern was appointed as an Independent NonExecutive Director with effect from 8 June 2012.
11 S.Chandra Das resigned as an Independent Non-Executive Director with
effect from 1 November 2012.
12 James Glen Service resigned as an Independent Non-Executive Director
and ceased to be the Chairman of the Audit Committee and a member
of the Investment Committee with effect from 1 November 2012.
13 Teoh Leong Kay, Danny was appointed as an Independent Non-Executive
Director with effect from 1 November 2012.
14 David Wong Chin Huat resigned as an Independent Non-Executive
Director and ceased to be a member of the Audit Committee with effect
from 1 November 2012.
15 Tan Wee Yan, Wilson was appointed as the Chief Executive Officer and
Executive Director with effect from 1 July 2012 and a member of the
Executive Committee and the Investment Committee with effect from
1 November 2012.
Access to Information
Principle 6:
In order to fulfil their responsibilities, directors should
be provided with complete, adequate and timely
information prior to board meetings and on an ongoing basis so as to enable them to make informed
decisions to discharge their duties and responsibilities.
Accountability
Principle 10:
The Board should present a balanced and
understandable assessment of the company’s
performance, position and prospects.
Management provides the Board with complete and
adequate information in a timely manner. This is done
through regular updates on financial results, market trends
and business developments. Changes to regulations,
policies and accounting standards are also monitored
closely.
To keep pace with regulatory changes, where these
changes have an important and significant bearing on CMT
and its disclosure obligations, the Directors are briefed
by management during Board meetings, at specially
convened sessions or via circulation of Board papers.
Information provided to the Board include explanatory
background information relating to matters to be brought
before the Board, budgets, forecasts and management
accounts. In relation to budgets, any material variance
between projections and actual results are disclosed
and explained.
The Company Secretary of the Manager works with
the Chairman and management to ensure that Board
papers and agenda are provided to each Director in
advance of Board meetings so that the Directors can
familiarise themselves with the matters prior to the Board
meetings. Senior executives who can provide additional
insights into matters to be discussed are requested to
also attend the Board meetings so as to be at hand
to provide clarifications and/or additional information.
Board meetings are usually half-day affairs and include
presentations by senior executives, external consultants
and experts on strategic issues relating to specific
business areas.
The Board has separate and independent access to
the Manager’s senior management and the Company
Secretary, and vice versa. The Company Secretary will
provide assistance to the Board and is also responsible
for assisting the Chairman in ensuring adherence to
Board procedures and compliance with applicable laws
and regulations. Under the direction of the Chairman, the
Company Secretary’s responsibilities include ensuring
good information flows within the Board and its committees
and between senior management and Non-Executive
Directors, as well as facilitating orientation of new Directors
and assisting with the professional development of
Directors as required. The Company Secretary attends
Board meetings and Board committee meetings to take
minutes.
Where necessary, the Manager will, upon the request of
Directors (whether as a group or individually), provide them
with independent professional advice, at the Manager’s
expense, to enable them to discharge their duties. The
Company Secretary assists the Directors in obtaining
such advice.
The Manager has implemented quarterly financial reporting
for CMT since inception. Financial results and other
price sensitive public announcements are presented in
a balanced and understandable assessment of CMT’s
performance, position and prospects. The Manager also
provides the Directors with management accounts and
such explanation and information on a monthly basis and
as the Board may require from time to time, to enable
Directors to keep abreast, and to make a balanced and
informed assessment, of CMT’s financial performance,
position and prospects.
The Audit Committee would also usually meet the external
auditors separately at least twice a year without the
presence of the Chief Executive Officer and senior
management in order to have unfettered access to any
information that it may require.
87
Sustainability
(B) Remuneration Matters
Procedures for Developing Remuneration
Policies
Principle 7:
There should be a formal and transparent procedure
for developing policy on executive remuneration and
for fixing the remuneration packages of individual
directors. No director should be involved in deciding
his own remuneration.
Level and Mix of Remuneration
Principle 8:
The level and structure of remuneration should be
aligned with the long-term interest and risk policies
of the company, and should be appropriate to attract,
retain and motivate (a) the directors to provide good
stewardship of the company, and (b) key management
personnel to successfully manage the company.
However, companies should avoid paying more than
is necessary for this purpose.
Disclosure on Remuneration
Principle 9:
Every company should provide clear disclosure of its
remuneration policies, level and mix of remuneration,
and the procedure for setting remuneration, in the
company’s Annual Report. It should provide disclosure in
relation to its remuneration policies to enable investors
to understand the link between remuneration paid
to directors and key management personnel, and
performance.
88
The remuneration of Directors and staff of the Manager
is paid by the Manager, and not by CMT. The Board
has carefully considered the remuneration policies and
practices of its holding company, CapitaMalls Asia Limited
(CMA), and believes that such policies and practices will
provide the Manager with a transparent and adequate
remuneration policy. CMA has a remuneration committee
that determines and recommends to the CMA board
of directors the framework of remuneration, terms of
engagement, compensation and benefits for senior
executives of CMA and its subsidiaries, which include
the Chief Executive Officer and management.
The remuneration of Directors for FY 2012 is shown in the
table on page 89. The Chief Executive Officer does not
receive Directors’ fees. Non-Executive Directors have no
service contracts with the Manager. They receive Directors’
fees which are payable by way of cash and units in CMT
(Units). The Manager believes that the payment of a
portion of the Directors’ fees in Units will serve to align
the interests of the Directors with that of Unitholders and
CMT’s long-term growth and value. Such Directors’ fees
comprise a basic retainer fee as a Director, an additional
fee for serving on any of the Board committees and an
attendance fee for participation in meetings of the Board
and any of the Board committees, project meetings and
verification meetings. In determining the quantum of such
fees, factors such as frequency of meetings, time spent
and responsibilities of Directors are taken into account. The
Chairman and members of the Audit Committee receive
additional fees to take into account the nature of their
responsibilities and the greater frequency of meetings.
Directors’ Remuneration for FY 2012
Board Members
Liew Mun Leong (3)(17)
Fong Kwok Jen (4)
Gay Chee Cheong (5)
Ho Chee Hwee Simon (6)(17)
Kee Teck Koon (7)
Lee Khai Fatt, Kyle (8)
Lim Beng Chee (9)(17)
Lim Tse Ghow Olivier (10)(17)
Maj-Gen (NS) Ng Chee Khern (11)
Richard R. Magnus
S. Chandra Das (12)
James Glen Service (13)
Tan Kian Chew
Teoh Leong Kay, Danny (14)
David Wong Chin Huat (15)
Tan Wee Yan, Wilson (16)
1 Inclusive of attendance fees of (a) S$2,000 (local director) and S$5,000
(foreign director) per meeting attendance in person, (b) S$1,700 per
meeting attendance via tele-conference or video conference, and (c)
S$1,000 per meeting attendance at project and verification meetings
subject to a maximum of S$10,000 per Director per annum. Directors’
fees are subject to the approval of the Manager’s shareholder.
2 Each Non-Executive Director shall receive up to 20% of his Directors’
fees in the form of Units in CMT (subject to rounding adjustments). The
remainder of the Directors’ fees shall be paid in cash. No new Units will
be issued for this purpose as these Units will be paid by the Manager
from the Units it holds in CMT.
3 Liew Mun Leong resigned as Deputy Chairman and Non-Executive Director
and ceased to be Chairman of the Executive Committee and a member
of the Corporate Disclosure Committee and the Investment Committee
with effect from 1 January 2013.
4 Fong Kwok Jen was appointed as an Independent Non-Executive Director
and a member of Audit Committee with effect from 1 November 2012.
5 Gay Chee Cheong was appointed as an Independent Non-Executive
Director and a member of Audit Committee with effect from 1 November
2012.
6Ho Chee Hwee Simon ceased to be the Chief Executive Officer and
Executive Director with effect from 1 July 2012 but remains as a NonExecutive Director and a member of the Investment Committee. He was
appointed as a member of the Corporate Disclosure Committee and the
Executive Committee with effect from 1 November 2012.
7 Kee Teck Koon resigned as a Non-Executive Director and ceased to be
a member of the Audit Committee with effect from 1 November 2012.
His Directors’ fees will be paid entirely in cash.
8 Lee Khai Fatt, Kyle was appointed as an Independent Non-Executive
Director, Chairman of the Audit Committee and a member of the Investment
FY 2012(1)
FY 2011(1)(2)
S$139,000(2)
S$119,000(2)
S$10,000(2)
S$10,000(2)
S$34,500(2)
S$68,000
S$14,000(2)
S$62,167(2)
S$58,500(2)
S$29,375
S$61,000(2)
S$45,500
S$105,100
S$51,000(2)
S$7,500(2)
S$68,000
–
S$124,000
S$107,000
–
–
–
S$78,000
–
S$69,700
S$69,000
–
S$59,000
S$53,000
S$122,000
S$54,000
–
S$78,000
–
9 Lim Beng Chee resigned as a Non-Executive Director and ceased to be
a member of the Executive Committee and the Investment Committee
with effect from 1 November 2012.
10 Lim Tse Ghow Olivier resigned as a Non-Executive Director and ceased to
be a member of the Corporate Disclosure Committee and the Executive
11 Maj-Gen (NS) Ng Chee Khern was appointed as an Independent NonExecutive Director with effect from 8 June 2012. All of the Directors’ fees
payable to Maj-Gen (NS) Ng Chee Khern, a public officer, will be paid to
The Directorship & Consultancy Appointments Council.
12 S.Chandra Das resigned as an Independent Non-Executive Director with
effect from 1 November 2012. His Directors’ fees will be paid entirely in
cash.
13 James Glen Service resigned as an Independent Non-Executive Director
and ceased to be the Chairman of the Audit Committee and a member
of the Investment Committee with effect from 1 November 2012. His
Directors’ fees will be paid entirely in cash.
14 Teoh Leong Kay, Danny was appointed as an Independent Non-Executive
Director with effect from 1 November 2012.
15 David Wong Chin Huat resigned as an Independent Non-Executive
Director and ceased to be a member of the Audit Committee with effect
from 1 November 2012. His Directors’ fees will be paid entirely in cash.
16 Tan Wee Yan, Wilson was appointed as the Chief Executive Officer and
Executive Director with effect from 1 July 2012 and a member of the
Executive Committee and the Investment Committee with effect from
1 November 2012.
17 In respect of Directors who are employees of CapitaLand Limited and
CapitaMalls Asia Limited, the cash component of their Directors’ fees will
be paid to CapitaLand Limited and CapitaMalls Asia Limited respectively.
They will be entitled to retain the Units component of their Directors’ fees.
89
Sustainability
(C) Accountability And Audit
Audit Committee
Principle 12:
The Board should establish an Audit Committee with
written terms of reference which clearly set out its
authority and duties.
The Audit Committee is established by the Board from
among the Directors of the Manager and comprises three
members, all non-executive, all of whom are independent.
The Manager is of the view that the Audit Committee
members have the relevant expertise to discharge
the functions of an Audit Committee. The principal
responsibilities of the Audit Committee under its terms
of reference include the following:
• monitoring and evaluating the effectiveness of the
Manager’s system of risk management and internal
controls (including financial, operational and compliance
controls and risk management policies and systems)
through reviewing internal and external audit reports
to ensure that where deficiencies in internal controls
have been identified, appropriate and prompt remedial
action is taken by management;
• reviewing the quality and reliability of information
prepared for inclusion in the financial reports and
approving the financial statements and the audit report
before recommending to the Board for approval;
• reviewing the adequacy and effectiveness of the
internal audit function;
• monitoring the procedures established to regulate
Interested Person Transactions (as defined below),
including ensuring compliance with Chapter 9 of the
Listing Manual on interested person transactions,
transactions between CMT and an ‘interested person’,
and the provisions of Appendix 6 of the CIS Code
(Property Funds Appendix) relating to transactions
between CMT and an ‘interested party’;
• reviewing the appointment and re-appointment of
external auditors (including remuneration and terms of
engagement) before recommending them to the Board
for recommendation to Unitholders at each annual
general meeting and reviewing the adequacy of existing
audits in respect of cost, scope and performance;
• reviewing the scope and results of the audit and its cost
effectiveness, and the independence and objectivity of
the external auditors and non-audit services provided
by the external auditors and confirming that they
would not, in the Audit Committee’s opinion, impair
the independence of the external auditors; and
90
• monitoring the procedures in place to ensure
compliance with applicable legislation, the Listing
Manual and the Property Funds Appendix.
The Audit Committee is authorised to investigate any
matter within its terms of reference. The Audit Committee
has full access to and co-operation of management and
the internal auditors and has full discretion to invite any
executive officers and employees to attend its meetings.
The internal auditors and CMT’s external auditors have
unrestricted access to the Audit Committee. Reasonable
resources have been made available to the Audit Committee
to enable it to discharge its duties.
The Audit Committee meets CMT’s external auditors,
and with the internal auditors, without the presence of
management, at least twice annually. In its review of
the audited financial statements for FY 2012, the Audit
Committee discussed with management and external
auditors the accounting principles that were applied.
Based on the review and discussions with management
and the external auditors, the Audit Committee is of the
view that the financial statements are fairly presented,
and conform to generally accepted accounting principles
in all material aspects. The Audit Committee has also
conducted a review of all non-audit services provided
by the external auditors during the financial year and is
satisfied that the nature and extent of such services will
not prejudice the independence and objectivity of the
external auditors. The aggregate amount of audit fees
paid and payable to the external auditors for FY 2012 was
S$373,540, of which audit fees amounted to S$362,540
and non-audit fees amounted to S$11,000.
Management closely monitors changes to accounting
standards and other similar issues which may potentially
have an impact on financial statements, and provides
the Audit Committee with relevant briefings and updates
during quarterly Audit Committee meetings, at specially
convened sessions conducted by professionals or via
circulation of Audit Committee papers.
Audit Committee meetings are generally held after the
end of every quarter of each financial year. Five Audit
Committee meetings were held during 2012.
The Manager confirms, on behalf of CMT, that CMT
complies with Rule 712 and Rule 715 of the Listing Manual.
Risk Management and Internal Controls
Principle 11:
The Board is responsible for the governance of risk.
The Board should ensure that Management maintains
a sound system of risk management and internal
controls to safeguard shareholders’ interests and the
company’s assets, and should determine the nature
and extent of the significant risks which the Board
is willing to take in achieving its strategic objectives.
Internal Audit
Principle 13:
The company should establish an effective internal
audit function that is adequately resourced and
independent of the activities it audits.
Effective risk management is a fundamental part of CMT’s
business strategy. Recognising and managing risk is
central to CMT’s businesses and in protecting Unitholders’
interests and value. CMT operates within overall guidelines
and specific parameters set by the Board. Each transaction
is comprehensively analysed to understand the risks
involved. Responsibility for managing risk lies initially with
the business unit concerned, working within the overall
strategy outlined by the Board.
The Manager’s focus on risk management recognises that
risk management is, prima facie, an issue for management.
The risk management framework supports this focus but
provides a structured context for management to undertake
a review of the past performance of, and to profile the
current and future risks facing, its areas of responsibility.
This risk information is consolidated and used as key
input into the corporate strategy sessions attended by
management and the Property Manager. Such sessions
are held regularly to review CMT’s strategic direction in
detail, and include specific focus on the identification of
key businesses and financial risks which could prevent
CMT from achieving its objectives. Management is then
required to ensure that appropriate controls are in place
to effectively manage those risks, and such risks and
controls are monitored by the Board on a regular basis.
The internal audit plan is developed in conjunction with
the risk management programme and is focused on
ensuring the operation of internal controls and assessing
the effectiveness and efficiency of the control environment.
The Manager has determined that significant risk for CMT
will most likely arise when making property investment
decisions. Accordingly, the Manager has established
procedures to be followed when making such decisions.
In accordance with these procedures, the Board requires
comprehensive due diligence to be carried out in relation
to any proposed investment and a suitable determination is
made as to whether the anticipated return on the proposed
investment is appropriate, having regard to the level of risk.
In addition, the Board requires that each major proposal
submitted to the Board for decision is accompanied by
a comprehensive risk assessment.
The Board usually meets quarterly, or more often if
necessary, to review the financial performance of the
Manager and CMT against a previously approved budget.
The Board also reviews the risks to the assets of CMT
and acts upon any comments by the auditors of CMT.
In assessing business risk, the Board considers the
economic environment and the property industry risk. The
Board and its Investment Committee review and approve
all investment decisions. Management meets regularly
to review the operations of the Manager and CMT and
discuss continuous disclosure issues.
The Manager has an established risk identification and
management framework for CMT and its subsidiaries
(CMT Group). The Manager proactively identifies and
addresses risks in the CMT Group. The ownership of these
risks lies with the Chief Executive Officer and function
heads of the Manager with stewardship residing with the
Board. The Audit Committee assists the Board to oversee
management in the formulation, updating and maintenance
of an adequate and effective risk management framework
while the Board reviews the adequacy and effectiveness
of the system of risk management and internal controls.
The Manager maintains a risk register which identifies
the material risks facing the CMT Group and the internal
controls in place to manage or mitigate those risks. The
risk register is reviewed and updated regularly by the Chief
Executive Officer and function heads of the Manager and
is also reviewed annually by the Audit Committee and the
Board. The Audit Committee will also review the approach
taken in identifying and assessing risks and internal
controls in the risk register. Internal and external auditors
conduct audits that involve testing the effectiveness of
the material internal control systems in the CMT Group
including testing, where practical, material internal controls
in areas managed by external service providers. Any
material non-compliance or lapses in internal controls
together with proposed corrective measures by internal
and external auditors are reported to the Audit Committee.
The effectiveness of the measures taken by the Manager in
response to the issues noted by the internal and external
auditors of the Manager is also reviewed by the Audit
Committee. The system of risk management and internal
controls is continually being refined by the Manager, the
Audit Committee and the Board.
91
Sustainability
The Board has also received assurance from the Chief
Executive Officer and Head of Finance of the Manager that:
(a)the financial records of the CMT Group have been
properly maintained and the financial statements give
a true and fair view of the CMT Group’s operations
and finances; and
(b)the risk management and internal control systems in
place within the CMT Group are adequate and effective
in addressing the material risks in the CMT Group in
its current business environment including material
financial, operational, compliance and information
technology risks.
Based on the framework established and the reviews
conducted by the internal and external auditors of the
Manager, the Board is of the opinion, with the concurrence
of the Audit Committee and the assurance from the Chief
Executive Officer and the Head of Finance of the Manager,
that the system of risk management and internal controls
in place within the CMT Group are adequate and effective
in addressing the material risks in the CMT Group in its
current business environment including material financial,
operational, compliance and information technology risks.
The Chief Executive Officer and the Head of Finance of
the Manager have obtained similar assurances from the
function heads of the Manager.
The system of risk management and internal controls
established by the Manager provides reasonable, but
not absolute, assurance that the CMT Group will not be
significantly affected by any event that can be reasonably
foreseen as it strives to achieve its business objectives.
However, the Board also notes that no system of risk
management and internal controls can provide absolute
assurance in this regard, or absolute assurance against
poor judgement in decision making, human error, losses,
fraud or other irregularities.
The Manager has in place an internal audit function
supported by CMA’s Internal Audit Department (CMA
IA) which reports directly to the Audit Committee and
administratively to the Chief Executive Officer.
To ensure that the internal audits are performed effectively,
CMA IA recruits and employs suitably qualified professional
staff with the requisite skill sets and experience.
CMA IA provides training and development opportunities
for its staff to ensure their technical knowledge and skill
sets remain current and relevant.
92
The Audit Committee reviews the internal audit reports
and activities on an on-going basis. The Audit Committee
also reviews and approves the annual internal audit plan
with respect to CMT. The Audit Committee is of the view
that the internal audit department is adequately resourced
to perform its functions and has, to the best of its ability,
maintained its independence from the activities that it audits.
(D) Unitholder Rights and
Responsibilities
Shareholder Rights
Principle 14:
Companies should treat all shareholders fairly and
equitably, and should recognise, protect and facilitate
the exercise of shareholders’ rights, and continually
review and update such governance arrangements.
Communication with Shareholders
Principle 15:
Companies should actively engage their shareholders
and put in place an investor relations policy to
promote regular, effective and fair communication
with shareholders.
Conduct of Shareholder Meetings
Principle 16:
Companies should encourage greater shareholder
participation at general meetings of shareholders, and
allow shareholders the opportunity to communicate
their views on various matters affecting the company.
The Listing Manual requires that a listed entity disclose to
the market matters that could, or might be expected to,
have a material effect on the price of the entity’s securities.
In line with CMT’s disclosure obligations, the Board’s
policy is to inform Unitholders, in a timely manner, of all
major developments that impact CMT. During the year,
a continuous disclosure process was in place to ensure
that compliance with such obligations was constantly
adhered to.
CMT believes in regular, effective, unbiased and
transparent communication with Unitholders. The Manager
communicates information on CMT to Unitholders and
the investment community through announcements
that are released to the SGX-ST via SGXNET. Such
announcements include the quarterly and full-year
results, material transactions and other developments
relating to the CMT Group requiring disclosure under
the corporate disclosure policy of the SGX-ST.
Our Investor Relations and Communications team actively
engages our Unitholders, analysts, fund managers and
the media via:
• media and analysts’ briefings (with ‘LIVE’ webcast
available for viewing on CMT’s website);
• one-on-one/group meetings or conference calls, investor
luncheons, local/overseas roadshows and conferences;
• annual reports;
• press releases on major developments of CMT;
• notices of, and explanatory memoranda for, annual
general meetings (AGMs) and extraordinary general
meetings (EGMs); and
• CMT’s website at www.capitamall.com (an email
alert option is available to subscribers who wish to
be notified of newly posted announcements, press
releases, presentations and publications). During the
‘LIVE’ webcasts of media and analysts’ briefings,
viewers are also given the opportunity to send in
their queries online. The queries received are usually
responded to by the Manager during the webcast’s
question and answer segment, time permitting. The
Manager will then separately address the queries not
addressed during the webcast.
As part of the Manager’s continuous efforts to reach out
to retail investors, the Manager participated in the SIAS’
Corporate Profile & Investment Seminar in March 2012
and the SIAS’ Singapore Investment Week in August 2012.
The events provided opportunities for retail participants to
interact and engage with senior management and better
understand the Manager’s growth strategies for CMT.
CMT is the only Singapore REIT included in the Straits
Times Index (STI), the primary Singapore equity market
barometer. It is also included in other key indices such
as the FTSE4Good Global Index, FTSE/ASEAN Index,
FTSE European Public Real Estate Association (EPRA)/
NAREIT Global Real Estate Index, FTSE STI, FTSE Straits
Times All Share Index, FTSE ST Financials Index, FTSE ST
Real Estate Index, FTSE ST REIT Index, Global Property
Research (GPR) General Index, GPR General ex-US
Index, GPR General Far East Index, GPR General Far East
ex-Japan Index, GPR General Singapore Index, GPR
General Quoted Index, GPR General Quoted ex-US Index,
GPR General Quoted Far East Index, GPR General Quoted
Far East ex-Japan Index, GPR General Quoted Singapore
Index, GPR 250 Index, GPR 250 ex-US Index, GPR 250
Asia Index, GPR 250 Asia ex-Japan Index, GPR 250 Asia
Pacific Index, GPR 250 Asia Pacific ex-Japan Index, GPR
250 South-Eastern Asia Index, GPR 250 Singapore Index,
GPR 250 REIT Index, GPR 250 REIT ex-US Index, GPR
250 REIT Asia Index, GPR 250 REIT Asia ex-Japan Index,
GPR 250 REIT Asia Pacific Index, GPR 250 REIT Asia
Pacific ex-Japan Index, GPR 250 REIT South-Eastern Asia
Index, GPR 250 REIT Singapore Index, Morgan Stanley
Capital International (MSCI) Singapore Standard, MSCI
World Standard Index, Standard and Poor’s (S&P) Global
BMI, S&P Global Property Index and S&P Global REIT
index – all of which are widely tracked and referred to by
international fund managers as performance benchmarks
in the selection and monitoring of investments.
With a majority of Units held by institutional investors,
the Manager considers meetings with local and foreign
fund managers an integral part of investor relations.
During the year under review, the Manager met with
institutional investors from Singapore, Hong Kong, Japan,
the United Kingdom, the United States, various European
countries and Australia. These meetings and roadshows
with investors enabled the Manager to update potential and
current Unitholders on CMT’s significant developments and
its medium- to long-term strategies. CMT also participated
in various local and overseas conferences as part of its
efforts to build interest in the Singapore REIT market.
The Manager will continue to pursue opportunities to
educate and keep retail investors informed of the latest
developments in the Singapore REIT industry, through
relevant seminars and conferences.
CMT’s AGM was held on 12 April 2012 which allowed
Unitholders a forum to communicate their views and
interact with members of the Board and the Manager’s
senior management.
As part of the Manager’s proactive corporate governance
approach, the Manager has adopted a formal investor
relations policy to ensure that Unitholders and the
investment community are provided with pertinent and
timely information about the CMT Group, to enable
Unitholders to exercise their rights in an informed manner
and to allow Unitholders and the investment community
to engage actively with CMT and the Manager. This policy
has been approved by the Board and can be accessed
on CMT’s website under the ‘Investor Relations’ section.
Unitholders and potential stakeholders also have 24-hour
access to CMT’s website for information on CMT’s major
developments, property descriptions, announcements
and other corporate information.
CMT’s unit price information (20 minutes lag-time) is also
made available on the website. In addition, the public can
pose questions via a dedicated ‘Ask Us’ email address, and
have their queries addressed accordingly. Also available
on the website is an archive of CMT’s announcements,
press releases, annual reports and operational details. The
latest information is posted on the website as soon as it
is released to the SGX-ST via SGXNET and the media.
93
Sustainability
The Manager supports the principle of encouraging
effective Unitholder participation and voting at general
meetings. All Unitholders are sent a copy of the CMT
Annual Report prior to the AGM. As and when an EGM
is to be held, each Unitholder is sent a copy of a circular
which contains details of the matters to be proposed for
Unitholders’ consideration and approval. Notices for the
general meetings of Unitholders setting out all items of
business to be transacted at the general meeting, are
also announced on SGXNET. Members of the Board, the
Manager’s senior management and the external auditors
of CMT are in attendance at such general meetings, and
Unitholders are given the opportunity to air their views
and ask questions regarding the matters to be tabled
at the general meetings. Resolutions put to the general
meeting are separate unless they are interdependent
and linked, and the reasons and material implications
are explained. Voting at general meetings is conducted
by way of a poll. The chairman of the meeting, with
the assistance of our staff and service providers, will
brief Unitholders to familiarise them with the detailed
procedures involved in conducting a poll, and the result
of the poll will be announced after the general meeting
via SGXNET. Minutes of general meeting will be made
available to Unitholders at their request. A Unitholder is
allowed to appoint one or two proxies to attend and vote
at the general meetings in his/her stead.
(E) Additional Information
Dealings with Interested Persons
Review Procedures for Interested Person Transactions
In general, the Manager has established internal control
procedures to ensure that all future transactions involving
the Trustee and a related party of the Manager (Interested
Person Transactions) are undertaken on an arm’s length
basis and on normal commercial terms, which are generally
no more favourable than those extended to unrelated
third parties. In respect of such transactions, the Manager
would have to demonstrate to the Audit Committee that
the transactions are undertaken on normal commercial
terms which may include obtaining (where practicable)
quotations from parties unrelated to the Manager,
or obtaining valuations from independent valuers (in
accordance with the Property Funds Appendix).
In addition, the following procedures are generally followed:
• transactions (either individually or as part of a series
or if aggregated with other transactions involving the
same interested person during the same financial year)
equal to or exceeding S$100,000 in value, but below
3.0% of CMT’s net tangible assets, will be subject to
review and approval by the Audit Committee;
94
• transactions (either individually or as part of a series
or if aggregated with other transactions involving the
same interested person during the same financial year)
equal to or exceeding 3.0%, but below 5.0% of CMT’s
net tangible assets, will be subject to the review and
approval of the Audit Committee;
• transactions (either individually or as part of a series or
if aggregated with other transactions involving the same
interested person during the same financial year) equal to
or exceeding 5.0% of CMT’s net tangible assets will be
reviewed and approved by the Audit Committee which
may as it deems fit request advice on the transaction from
independent sources or advisors, including the obtaining
of valuations from professional valuers. Further, under the
Listing Manual and the Property Funds Appendix, such
transactions would have to be approved by Unitholders
at a meeting of Unitholders; and
• the Audit Committee’s approval shall only be given
if the transactions are on arm’s length commercial
terms and consistent with similar types of transactions
undertaken by the Trustee with third parties which are
unrelated to the Manager.
Where the Trustee enters into transactions for and on
behalf of CMT with an interested person of the Manager,
the Trustee is required to ensure that such transactions
are conducted on normal commercial terms and are not
prejudicial to the interests of CMT and Unitholders, and
in accordance with the applicable requirements of the
Listing Manual and/or the Property Funds Appendix.
Further, the Trustee has the ultimate discretion under
the Trust Deed to decide whether or not to enter into an
Interested Person Transaction. If the Trustee is to enter into
an Interested Person Transaction, the Trustee will review
such transaction to ensure that it complies with applicable
requirements under the Listing Manual, the Property Funds
Appendix (in each case, as may be amended from time
to time) as well as any other applicable guidelines which
may from time to time be prescribed by the SGX-ST, the
MAS or other relevant authority.
Role of the Audit Committee for Interested Person
Transactions
The Manager’s internal control procedures are intended to
ensure that Interested Person Transactions are conducted
at arm’s length and on normal commercial terms, and are
not prejudicial to Unitholders’ interests. The Manager
maintains a register to record all Interested Person
Transactions which are entered into by CMT (and the
basis, including the quotations obtained to support such
basis, on which they are entered into). All Interested Person
Transactions are subject to regular periodic reviews by
the Audit Committee, which in turn obtain advice from
CMA IA, to ascertain that the guidelines and procedures
established to monitor Interested Person Transactions,
including the relevant provisions of the Listing Manual
and the Property Funds Appendix, as well as any other
guidelines which may from time to time be prescribed by
the SGX-ST, the MAS or other relevant authority, have been
complied with. The review includes an examination of the
nature of the transaction and its supporting documents
or such other information deemed necessary by the
Audit Committee. If a member of the Audit Committee
has an interest in a transaction, he is to abstain from
participating in the review and approval process in relation
to that transaction. In addition, the Trustee also reviews
such audit reports to ascertain that the Property Funds
Appendix have been complied with.
Details of all Interested Person Transactions (equal to
or exceeding S$100,000 each in value) entered into by
CMT during the financial year are disclosed on page 217.
Dealing with Conflicts of Interest
The following principles and procedures have been
established to deal with potential conflicts of interest
which the Manager (including its Directors, executive
officers and employees) may encounter in managing CMT:
• the Manager will be a dedicated manager to CMT and
will not manage any other REIT or be involved in any
other real property business;
• all executive officers of the Manager will be employed
by the Manager;
• all resolutions at meetings of the Board in relation
to matters concerning CMT must be decided by a
majority vote of the Directors, including at least one
Independent Director;
• in respect of matters in which CapitaLand Limited
(CapitaLand) and/or its subsidiaries (including
CMA) have an interest, whether direct or indirect,
any nominees appointed by CapitaLand and/or its
subsidiaries (including CMA) to the Board will abstain
from voting;
• if the Manager is required to decide whether or not
to take any action against any person in relation to
any breach of any agreement entered into by the
Trustee for and on behalf of CMT with an affiliate of
the Manager, the Manager shall be obliged to consult
with a reputable law firm (acceptable to the Trustee)
which shall provide legal advice on the matter. If the
said law firm is of the opinion that the Trustee, on
behalf of CMT, has a prima facie case against the
party allegedly in breach under such agreement, the
Manager is obliged to pursue the appropriate remedies
under such agreement. The Directors have a duty to
ensure that the Manager complies with the aforesaid.
Notwithstanding the foregoing, the Manager shall
inform the Trustee as soon as it becomes aware of any
breach of any agreement entered into by the Trustee
with an affiliate of the Manager, and the Trustee may
take such action as it deems necessary to protect the
rights of Unitholders and/or which is in the interests
of Unitholders. Any decision by the Manager not to
take action against an affiliate of the Manager shall
not constitute a waiver of the Trustee’s right to take
such action as it deems fit against such affiliate; and
• at least one-third of the Board should comprise
Independent Directors.
In addition, the Directors and executive officers of the
Manager are expected to act with integrity and honesty
at all times.
Additionally, the Trustee has been granted a right of first
refusal by CMA over all retail income-producing properties
located in Singapore with certain specified characteristics
which may in the future be identified and targeted for
acquisition by CMA or any of its subsidiaries.
Under the Trust Deed, in respect of voting rights where the
Manager would face a conflict between its own interests
and that of Unitholders, the Manager shall cause such
voting rights to be exercised according to the discretion
of the Trustee.
Dealings in Securities
The Manager has voluntarily issued guidelines to its
Directors and employees which prohibit them from dealing
in Units while in possession of material unpublished price
sensitive information and during the periods commencing:
(i) two weeks before the release of CMT’s quarterly results
and (ii) one month before the release of CMT’s full-year
results, to the date of the release of the relevant results
to the SGX-ST via SGXNET. Under these guidelines,
Directors and employees have been directed to refrain
from dealing in Units on short-term considerations. They
are also made aware of the applicability of the insider
trading laws at all times.
(F) Code Of Business Conduct
The Manager adheres to an ethics and code of business
conduct policy which deals with issues such as
confidentiality, conduct and work discipline, corporate gifts
and concessionary offers. Clear policies and guidelines
on how to handle work place harassment and grievances
are also in place.
All employees of the Manager have each been given a
printed employee handbook which sets out these policies
clearly.
95
Sustainability
The Manager believes that the policies it has implemented
help to detect and prevent occupational fraud mainly in
three ways.
First, the Manager offers fair compensation packages to
its employees, based on practices of pay-for-performance
and promotion based on merit, which minimise negative
financial pressures on them. The Manager also provides
various healthcare subsidies and financial assistance
schemes to alleviate the common financial pressures its
employees face.
Second, clearly documented policies and work procedures
incorporate internal controls which ensure that adequate
checks and balances are in place. Periodic audits are
also conducted to evaluate the efficacy of these internal
controls.
Finally, the Manager seeks to build and maintain the right
organisational culture through its core values, educating
its employees on good business conduct and ethical
values. The Manager’s zero tolerance stance against all
types of fraud is also regularly communicated at staff
communication sessions.
Anti-Corruption and Bribery Policy
The Manager adopts a strong stance against corruption and
bribery. In addition to clear guidelines and procedures for
the giving and receipt of corporate gifts and concessionary
offers, all employees of the Manager are required to make
a declaration on an annual basis where they pledge to
uphold CMA’s core values and not to indulge in any corrupt
or unethical practices. The Manager believes that such an
initiative serves as a reminder to all employees to maintain
the highest standards of integrity in their work and business
dealings. The Manager’s stance against corruption and
bribery is frequently reiterated by Management during its
regular staff communication sessions as well.
The Manager’s zero tolerance policy towards corruption
and bribery extends to its dealings with third party service
providers and vendors. Pursuant to such policy, the
Manager usually requires that all agreements with third
party service providers and vendors incorporate a robust
anti-corruption clause.
Whistle-blowing Policy
Whistle-blowing policies and procedures are put in place
to provide employees of the Manager and parties with
official dealings with CMT with well defined, accessible
and trusted channels to report suspected fraud, corruption,
dishonest practices or other impropriety in the workplace,
and for the independent investigation of any reported
incidents and appropriate follow up action.
96
The aim of the whistle-blowing policy is to encourage the
reporting of such matters in good faith, with the confidence
that employees or external parties making such reports will
be treated fairly, and to the extent possible, be protected
from reprisal. On an ongoing basis, the whistle-blowing
policy is covered during periodic communications to
employees to promote fraud awareness.
Anti-Money Laundering and Terrorist
Financing
As a holder of a Capital Markets Services licence issued
by the MAS, the Manager abides by the MAS’ guidelines
on the prevention of money laundering and countering
the financing of terrorism. Under these guidelines, the
main obligations of the Manager are:
•
•
•
•
•
customer due diligence;
suspicious transaction reporting;
record keeping;
employee hiring; and
staff training.
The Manager has developed and implemented a policy on
the prevention of money laundering and terrorist financing
and is alert at all times to suspicious transactions. Where
there is a suspicion of money laundering or terrorist
financing, the Manager performs thorough due diligence
checks on its counterparties in order to ensure that it
does not enter into business transactions with terrorist
suspects or other high risk persons or entities. Suspicious
transactions are also reported to the Suspicious Transaction
Reporting Office of the Commercial Affairs Department.
In addition, due diligence checks are conducted on
Unitholders by the Central Depository (Pte) Limited (CDP)
and the stock brokerages with whom the Unitholders
open trading accounts to trade in Units or shares. The
CDP is a wholly owned subsidiary of Singapore Exchange
Limited. Likewise, when placements of Units are made,
the placement agents would be the stock brokerages
who would place the Units with their account holders.
Under this policy, the Manager must retain all relevant
records or documents relating to business relations with
its customers or transactions entered into for a period
of at least five years following the termination of such
business relations or the completion of such transactions.
All prospective employees of the Manager are also
screened against various lists of terrorist suspects issued
by the MAS. Periodic training is provided by the Manager
to its licensed representatives to ensure they are updated
and aware of applicable anti-money laundering and
terrorist financing regulations, the prevailing techniques
and trends in money laundering and terrorist financing
and the measures adopted by the Manager to combat
money laundering and terrorist financing.
Investor &
Media Relations
We are committed to providing the investment and media
communities with timely and transparent information on
CMT’s business and performance.
The Manager of CMT frequently meets existing and potential
investors and analysts at one-on-one or group meetings,
local and overseas conferences and roadshows. In 2012,
we met or held conference calls with about 350 institutional
investors globally and took part in investor conferences
and roadshows in Singapore, Hong Kong and Japan.
We are also increasingly engaging in dialogue with our
growing base of debt investors, given CMT’s diversified
sources of debt funding. In March 2012, we participated
in ‘CapitaLand Group Debt Investor Day’ which was well
attended by more than 100 debt investors.
We made conscious efforts to engage more retail investors
as well, through large group seminars. During the year, we
participated in a corporate profile seminar and ‘Singapore
Investment Week’ seminar organised by the Securities
Investors Association (Singapore) (SIAS) to educate retail
investors on CMT’s investment proposition. The audiences
had the opportunity to ask questions and communicate
with Chief Executive Officer, Wilson Tan, at these seminars.
Currently, 22 local and foreign brokerage firms have research
coverage on CMT.
Approximately 13,000 registered Unitholders owned CMT
units as at 31 December 2012. About 58.77% of the units
were held by institutional investors with CapitaMalls Asia
Limited (CMA) owning another 27.57% of the units while
retail investors constitute the remaining 13.66% as at
31 December 2012. Investors from Singapore (excluding
CMA’s stake), North America and Hong Kong held the largest
portions of unitholdings in CMT at 14.58%, 13.26% and
12.32% respectively. Investors from Europe, Australia and
other parts of Asia accounted for the rest of the unitholdings.
Combined analyst and media results briefings are held every
six months to provide updates on CMT’s half-year and fullyear financial and operational performance. The briefings
are webcast ‘LIVE’ and viewers of the webcasts can send
in questions online to be addressed by the management
team on the spot. In line with our commitment to deliver
accurate, timely and transparent information to Unitholders
and the general public, financial results announcements
are made within 19 days from the end of each quarter.
In addition, annual general meetings (AGM) and extraordinary
general meetings (EGM) provide important channels for
communication between the management and Unitholders.
CMT convened its third AGM in April 2012 with Unitholders
approving all resolutions tabled at the event. Voting for all
the AGM resolutions were conducted via polls.
General information on CMT including annual reports,
property portfolio details and investor presentations are
updated regularly on the corporate website for investors
and the general public. All news releases and legal
announcements are also available on the Singapore
Exchange Securities Trading Limited (SGX-ST) website.
Mall tours are occasionally conducted for analysts, investors
and journalists who are keen to visit CMT’s properties to
better understand the performance of the various malls and
the asset enhancement initiatives which were completed.
As part of our proactive corporate governance efforts and
in line with the Monetary Authority of Singapore’s revised
Code of Corporate Governance, in December 2012, we
put in place an investor relations policy to promote regular,
effective and fair communication with Unitholders. The
detailed policy can be located on CMT’s corporate website
under the ‘Investor Relations’ section.
In November 2012, we successfully raised gross proceeds of
approximately S$250.0 million through a private placement
of 125.0 million new units, which was fully subscribed.
The new units were issued to more than 60 existing and
new institutional investors from Asia, the United States
and Europe, further diversifying CMT unitholders’ base.
Investor Relations and Corporate
Governance Awards in 2012
Singapore Corporate Awards 2012
• Gold Award, ‘Best Investor Relations’, REITS & Business
Trusts category
• Gold Award, ‘Best Annual Report’, REITS & Business
Trusts category
Securities Investors Association (Singapore)
Investors’ Choice Award 2012
• Winner, ‘Singapore Corporate Governance Award’,
REITs category
• Runner-up, ‘Most Transparent Company’, REITs &
Business Trusts category
• Brendan Wood International - SIAS TopGun CEO
Designation Award for Wilson Tan, Chief Executive
Officer
IR Magazine South East Asia Awards 2012
• Certificate of Excellence in Investor Relations
97
Investor &
Media Relations
Investor Relations & Media Calendar
2012
1st Quarter
Unitholders’ Enquiries
If you have any enquiries or would like to find out
more about CMT, please contact:
• Media & Analysts’ Results Briefing cum ‘LIVE’ Webcast
for Full Year 2011 Results
• Post-Full Year 2011 Results Investors’ Lunch hosted
by Credit Suisse
• CapitaLand Group Debt Investor Day 2012 (Singapore)
• Bank of America Merrill Lynch ASEAN Conference
(Singapore)
• SIAS Corporate Profile Seminar for Retail Investors
(Singapore)
The Manager
2nd Quarter
Unit Registrar
•
•
•
•
•
•
Annual General Meeting
Post-1Q 2012 Results Investors’ Lunch hosted by HSBC
UBS Non-deal Roadshow (Hong Kong)
Citi Asia Pacific Property Conference (Singapore)
dbAccess Asia Conference (Singapore)
Daiwa Non-deal Roadshow (Japan)
3rd Quarter
• Media & Analysts’ Results Briefing cum ‘LIVE’ Webcast
for Half Year 2012 Results
• Post-Half Year Results Investors’ Lunch hosted by
Macquarie
• SIAS’ Singapore Investment Week (Singapore)
• Macquarie ASEAN Conference (Singapore)
4th Quarter
• Post-3Q 2012 Results Investors’ Lunch hosted by CLSA
• Morgan Stanley Asia Pacific Summit (Singapore)
Ms Jeanette Pang
Investor Relations
Mr Lim Seng Jin
Corporate Communications
Tel: (65) 6536 1188
Fax: (65) 6536 3884
Email: [email protected]
Website: www.capitamall.com
Boardroom Corporate and Advisory Services Pte. Ltd.
50 Raffles Place
#32-01 Singapore Land Tower
Singapore 048623
Tel: (65) 6536 5355
Fax: (65) 6536 1360
Website: www.boardroomlimited.com
For depository-related matters such as change of
details pertaining to Unitholders’ investment records,
please contact:
The Central Depository (Pte) Limited
4 Shenton Way
#02-01 SGX Centre 2
Singapore 068807
Tel: (65) 6535 7511
Fax: (65) 6535 0775
Email: [email protected]
Website: www.sgx.com/cdp
Financial Calendar
First Quarter Results Announcement
First Quarter Distribution to Unitholders
Second Quarter Results Announcement
Second Quarter Distribution to Unitholders
Third Quarter Results Announcement
Third Quarter Distribution to Unitholders
Full Year Results Announcement
Final Distribution to Unitholders
1
98
2012
2013
(Tentative)
18 Apr 2012
30 May 2012
18 Jul 2012
29 Aug 2012
19 Oct 2012
29 Nov 2012
18 Jan 2013
28 Jan 20131 and 28 Feb 2013
Apr 2013
May 2013
Jul 2013
Aug 2013
Oct 2013
Nov 2013
Jan 2014
Feb 2014
Advanced distribution for the period from 1 October 2012 to 29 November 2012 due to the private placement in November 2012.
Tenant
Spotlight
Cold Storage
Staying Fresh Through the Century
Cold Storage lays claim to being one of the oldest corporate
icons in Singapore, starting off humbly in 1903 as a small
depot storing and selling mainly frozen meat from Australia.
It is now one of Singapore’s largest supermarket operators
and is run by the Dairy Farm Group, which also manages
other supermarket chains such as Market Place, Jasons
the Gourmet Grocer, Giant and Shop N Save.
Mr Victor Chia, Chief Executive Officer of Dairy Farm
Singapore (Food), believes that Cold Storage’s ability to
stay relevant in the past 100 years is largely due to its
commitment to its ‘Customer First’ mindset, together
with management and staff’s passion and commitment in
constantly introducing new store concepts and innovations
that set clear industry standards and new product offerings.
1.How does Cold Storage differentiate itself from
competitors?
We brand ourselves as ‘the fresh food people’ and we are
committed to ensuring that our customers get the freshest
and best quality food possible. As this is our unique selling
proposition, to ensure the freshness of our produce, in
1999, we started a Fresh Food Distribution Centre, a
composite multi-temperature warehousing in Singapore
for fresh and frozen food distribution and became the first
supermarket retailer in Singapore to put a fully integrated
system in place to ensure cold chain distribution system
from supply chain to store level to ensure the safe handling
of perishable items.
In addition, Cold Storage also achieved many other
‘firsts’ in the Singapore retail industry such as – first
supermarket to receive the CASE TRUST mark in 1998
to distinguish companies that receive a high degree of
consumer confidence and first supermarket to receive
MUIS certification for a designated Halal certified service
corner in its supermarkets. We were also one of the pioneers
to be awarded the Food Safety Partnership launched in
Singapore by Agri-Food & Veterinary Authority in 2003 in
recognition of our commendable food safety assurance
and consumer education efforts in Singapore.
We also constantly push new frontiers by introducing new
store concepts such as Market Place and Jasons. These
are full service high-end gourmet stores that carry a wide
range of international high-quality product selections to
cater to the discerning needs of the well-travelled gourmand.
2.How has Cold Storage adapted to this era of
electronic commerce?
At Cold Storage, we always believe in staying ahead by
leveraging on technological advancements where feasible.
This goes way back to 1992 when we introduced bar codes
and scanning systems in our outlets to facilitate and speed
up the checkout process for our customers.
We were also the pioneer in introducing the self-checkout
machines in our key stores to offer added convenience
Mr Victor Chia, Chief Executive Officer of Dairy Farm Singapore
to our customers. This initiative was developed based
on feedback from customers, especially those who are in
the rush for time and appreciate the quick option of fast
checkout using these machines.
Cold Storage was also the first supermarket in Singapore
to offer online grocery shopping service through its website
in 1997. With a more technologically savvy population, this
service has been very well received and continues to grow
as it is a welcome convenient alternative to customers
who want to shop without having to leave the comfort of
their homes.
In June 2012, we were also the first supermarket to offer
a mobile phone application which allows shoppers to
browse through the weekly promotions and shop for
their groceries on the go. In the past year, we also started
offering customers an alternative way to shop by scanning
QR codes with their smartphones. The products that are
ordered online will then be delivered to their homes.
3. Given that there are already more than 50 Cold
Storage supermarkets in operation currently, do
you think that the local market is saturated?
We believe that the Singapore market still offers opportunities
for us to expand the business, as the population continues
to grow in the long run. It is all about convenience. Many
people are time-strapped these days and they would prefer
to shop at convenient locations near to their homes and
workplaces.
4.How has partnering with CapitaMall Trust helped
Cold Storage to grow?
I must say that we have a very cordial partnership with the
team at CapitaMall Trust all these years. They have been
professional and open in their regular communications
with us. They are also very experienced in planning the
layouts of their malls such that shopper traffic circulation
within the mall is usually very smooth. We look forward
to a continuous fruitful and synergistic partnership with
CapitaMall Trust in providing all our customers with a
pleasant and enhanced shopping experience.
99
Tenant
Spotlight
Courts
Courting Customer Loyalty
Mr Terry O’Connor, the Chief Executive Officer of Courts
Asia Limited (Courts), is not resting on his laurels in driving
the group on to its next growth phase. Courts is a leading
electrical and information technology products and furniture
retailer in Singapore and Malaysia and is aiming to break
into the Indonesian market by 2014.
Mr O’Connor who has been working for the group for almost
two decades, believes the key to this is to build a large and
loyal customer base by offering quality products coupled
with solutions at affordable prices. In Singapore, the group
has 13 stores, the majority of which are strategically located
in suburban shopping malls or in stand-alone locations in
suburban catchment areas, where there are relatively high
population densities and easy access to public transport.
To raise funds for its expansion, Courts has relisted on
Singapore’s main board in October 2012 after being
privatised a few years ago.
1.Has the listing of Courts on the Singapore
Exchange in October 2012 changed the way you
operate the business?
The public listing has not changed the way we operate
the business since the group has been publicly listed
before. We already have a good corporate governance
structure in place, together with an effective internal
audit process, even before this listing. Nonetheless, we
now have to actively engage and communicate with a
wider set of stakeholders including shareholders and the
investment community. Besides having to comply with
financial reporting requirements, we also have to strive to
meet certain levels of performance targets that we have
publicly announced in order to answer to our stakeholders.
3.How has Courts’ business experience in Singapore
helped in its overseas expansion?
Courts has an operating history that spans more than 35
years in Singapore and more than 25 years in Malaysia.
We believe that Courts can leverage on the successes
that we have had in Singapore and Malaysia to tap into
opportunities in Indonesia, which is still under-penetrated.
For instance, we are able to test new ideas and products
in Singapore and gauge consumers’ responses before
rolling them out to other markets.
To expand into overseas markets, establishing and building
a strong brand identity becomes essential. In this respect,
we are proud that the Courts brand resonates strongly with
the local consumers and we will continue to innovate to
ensure the brand remains relevant.
Courts to grow?
Our partnership with CapitaMall Trust is a long-standing
relationship that goes back more than a decade ago. This
working relationship is built on trust, friendship and mutual
respect. Both Courts and CapitaMall Trust collaborate well
on marketing and advertising and promotional events, as
we recognise the value of creating a win-win culture if we
want the partnership to produce true business benefits.
The partnership has also provided Courts with the
opportunity to access good store locations in Singapore.
The bulk of the proceeds from listing will be used for our
expansion plans in Indonesia. We also plan to enlarge our
footprint in our key markets. Subject to market conditions,
we are looking to open an average of one store a year in
Singapore and an average of six stores a year in Malaysia
over the next two to three years.
2.How does Courts differentiate itself from
competitors?
We have the broadest product offerings for home furnishing
and electronics needs, which is complemented by our
solutions offerings, such as Dr Digital. We are also aggressive
where pricing is concerned. Most importantly, to us, the
customer must always come first in everything we do and
we seek to provide service beyond customer expectations.
For instance, we have flexible exchange policies and offer
in-house credit facilities. Our ‘Courts Flexi Schemes’ allow
participating customers the flexibility of paying for their
purchases by installments over a period of up to 60 months.
Given the readiness of the consumers to shop online, we
have also launched an ‘eCourts’ online sales platform that
offers shoppers an alternative shopping experience in their
comfort of their homes.
100
Mr Terry O’Connor, Chief Executive Officer of Courts
Japan Foods Holdings Ltd.
Blending Business Acumen with Ramen
the weather is usually hot and humid, people do not really
like to walk outdoors very much and they tend to prefer to
spend time in the air-conditioned malls.
In 1997, Japan Foods Holding Ltd. (Japan Foods) opened its
first Ajisen Ramen restaurant at Bugis Junction, Singapore,
after securing franchise rights of the brand. The company
has since gone from strength to strength and as at
30 September 2012, Japan Foods, together with its subfranchisees and franchisee, operate a total of 53 restaurants
under various brands in Singapore, Malaysia and Indonesia.
3. Do you think the customer is always right?
Its other franchise brands from Japan include ‘Aoba’,
‘Botejyu’ and ‘Menya Musashi’. The company has also
developed its own food & beverage (F&B) brands such
as ‘Aji Tei’, ‘Fruit Paradise’, ‘Tokyo Walker’ and ‘Japanese
Gourmet Town’.
Japan Foods to grow?
According to Mr Takahashi Kenichi, the Executive Chairman
and Chief Executive Officer of Japan Foods, who has
more than 10 years of experience in the F&B industry in
Singapore, Japan Foods’ multi-brand concept has served
them well and will continue to be one of their key strategies
for growth.
We value our consumers’ opinions greatly. If they provide
feedback, we study it and examine ways to improve our
food and service. With more and more Singapore consumers
becoming more quality-conscious about Japanese food,
we need to adapt to these changing trends and keep
innovating all the time.
The first shop for a new-to-market brand is very critical
and we are happy that we had the opportunity to work with
CapitaMall Trust right from the start of our business more
than 10 years ago. Currently, more than half of our retail
units in Singapore are located in CapitaMall Trust’s malls.
1. With eight different restaurant brands under
its management in Singapore, how does Japan
Foods ensure that each of the restaurant brands
has its own unique positioning?
There are many types of Japanese cuisine such as ramen,
sushi, sukiyaki and Japanese pancake. As our focus is on
Japanese food, we seek to bring in some of these delectable
cuisines to Singapore and present them in an innovative
manner. For instance, as part of our efforts to refresh
and reinvigorate dining concepts to cater to consumers’
changing tastes, we have opened ‘Osaka Ohsho’ restaurant
in Raffles City Shopping Centre in November 2012. This
‘Osaka Ohsho’ brand had started off in Japan as a gyoza
specialist shop in 1969 and currently has over 300 outlets
operating in Japan.
Each of the brands that we introduced has a different
positioning to enable us to cater to wider consumer
segments. We seek to provide different branding experiences
through factors such as retail store design, price points and
taste, and yet stay relevant in the Singapore F&B market.
Mr Takahashi Kenichi, Executive Chairman and Chief Executive
Officer of Japan Foods
2.How has Japan Foods’ business experience in
Singapore helped in its overseas expansion?
We know that it is important to adapt our various food
offerings to local taste buds. For example, we adjust the
levels of oil, salt and spices for different markets with
different taste preferences. We also learned that certain
retail locations are more favoured in different markets. For
instance, in places such as Singapore and Malaysia where
101
Meeting our
Shoppers
JCube
Alan and friends
What did you do at the mall today?
We are here to skate!
How often do you come here?
Once a week.
What do you like about the mall?
The ice rink and the food here.
What do you think about the mall?
Awesome!
Gary
Made some purchases at Marks & Spencer.
How often do you shop here?
Weekly.
Convenient, centrally located and near
my workplace.
What are your favourite stores?
Marks & Spencer and Harvey Norman.
Bugis+
Xiaowan and Lixuan
What did you buy today?
A dress and some tops.
At least twice a week.
Good location and it is close to our school.
What are your favourite stores here?
Sephora.
Bukit Panjang Plaza
Edmund and son
We are here for dinner.
How often do you visit this mall?
Two or three times a week.
Convenient location, easy access to food
and groceries.
NTUC.
102
Plaza Singapura
Mike and family
We had lunch here.
How often do you shop at this mall?
About twice a month.
Interesting concept. More kid-friendly
activities will be good.
Gap and Hifumi restaurant.
Rivervale Mall
Shubashini
Houseware, stationery and gifts.
What else did you do at the mall today?
I had lunch here.
How often do you shop at this mall?
Twice or thrice a week.
Daiso! And the variety of shops.
Junction 8
Alan and family
Children’s shoes from Bata and an air fryer
from Best Denki.
At least twice a month.
Convenient and located close to home and
MRT station. Mall has a fresh new look
after undergoing recent revamp.
Clarke Quay
Geoffrey and Steve
Where did you hang out today?
Having dinner at Verve Pizza.
How often do you visit here?
Once or twice a month.
What do you like about Clarke Quay?
Diversity! It’s great to meet so many
different people from so many different
places all in one area.
What are your favourite outlets here?
Marrakesh and Octapas.
103
104
dedicat i o n
to growth
5.2
Million Square Feet
of Net Lettable Area
105
Portfolio
at a Glance
CMT’s portfolio of 15 quality shopping centres is welldiversified in the suburban areas and downtown core of
Singapore. The portfolio includes Tampines Mall, Junction
8, Funan DigitaLife Mall, IMM Building, Plaza Singapura,
Bugis Junction, Sembawang Shopping Centre, JCube,
Raffles City Singapore (40.00% interest), Lot One Shoppers’
Mall, Bukit Panjang Plaza, Rivervale Mall, The Atrium@
Orchard, Clarke Quay and Bugis+.
These shopping centres are largely well-connected to public
transportation nodes such as Mass Rapid Transit (MRT)/
Light Rail Transit (LRT) stations and bus interchanges and
are strategically located either in areas with large population
catchment or within Singapore’s popular shopping and
tourist destinations.
The Manager continues to strive to ensure that each
shopping centre in CMT’s portfolio optimises its financial
performance, strengthens its market position as the
leading mall serving its respective target market, as
well as provides the ideal shopping experience for its
shoppers. This is achieved through a combination of active
tenant remixing and asset enhancements, stringent mall
maintenance standards, and unique mall-centric marketing
and promotional activities.
Property Portfolio Summary
Property Valuation
S$8,191.80 million1
Net Lettable Area
5.2 million sq ft2
Committed Occupancy Rate
98.2%3
Number of Leases
2,693
Total Annual Shopper Traffic
254.4 million4
1 Includes CMT’s 40.00% interest in RCS Trust and excludes CMT’s 30.00%
interest in Infinity Mall Trust and Infinity Office Trust.
2 Includes the post-asset enhancement net lettable area of IMM Building.
3 Excludes the office and hotel leases of Raffles City Singapore and the
office and warehouse leases of IMM Building.
4 Excludes The Atrium@Orchard; shopper traffic figures for JCube and
Bugis+ are for the periods April 2012 to December 2012 and June 2012
to December 2012 respectively.
New retail units at The Atrium@Orchard
106
Sembawang Station
Sembawang
Shopping
Centre
Lot One
Shoppers’ Mall
Sengkang
Station
Choa Chu Kang Station
Rivervale Mall
Bukit Panjang
Plaza
Junction 8
Tampines
Station
Bishan
Interchange
Tampines
Mall
IMM Building
Jurong East
Westgate
Interchange
JCube (under development)
The Atrium@Orchard
Plaza Singapura
Dhoby Ghaut Interchange
Clarke Quay
Station
Bugis
Station
City Hall Interchange
Bugis+
Bugis Junction
Raffles City
Singapore
Funan
DigitaLife Mall
Clarke Quay
North South Line
East West Line
North East Line
Circle Line
CMT's properties
Map of Singapore
Junction 8
107
Portfolio
Summary
Tampines
Mall
Junction 81
Funan
DigitaLife
Mall
IMM Building
Plaza
Singapura
Bugis
Junction
Sembawang
Shopping
Centre
Gross Floor Area
(sq ft)
474,035
376,674
482,097
1,426,287
766,759
577,719
197,986
Net Lettable Area
(NLA) (sq ft)
329,456
251,063
298,831
Retail:
415,787
Non-retail:
533,881
Total: 949,668
486,949
419,170
131,335
Number of Leases
171
175
194
615
250
235
70
Car Park Lots
638
306
338
1,290
695
648
165
Title
Leasehold
tenure of 99
years with
effect from
1 September
1992
Leasehold
tenure of 99
years with
effect from
1 September
1991
Leasehold
tenure of 99
years with
effect from
12 December
1979
Leasehold
tenure of 30 +
30 years with
effect from
23 January
1989
Freehold
Leasehold
tenure of 99
years with
effect from
10 September
1990
Leasehold
tenure of 999
years with
effect from
26 March 1885
Purchase Price
(S$ million)
409.0
295.0
191.0
247.4
710.0
605.8
78.0
Market Valuation
(S$ million)
827.0
617.0
354.0
608.0
1,106.0
879.0
93.0
As % of Portfolio
Valuation
10.1%
7.5%
4.3%
7.4%
13.5%
10.7%
1.1%
Gross Revenue
(S$ million)
69.8
53.7
32.1
73.6
81.2
75.2
Net Property
Income
(S$ million)
50.4
37.9
21.4
46.6
59.4
51.9
Committed
Occupancy
100.0%
99.6%
100.0%
Retail: 98.1%
Non-retail:
99.7%
Total: 99.0%
91.3%
100.0%
100.0%
Annual Shopper
Traffic
(million)
26.8
29.2
9.3
13.6
20.7
39.6
4.9
Key Tenants
(by gross rental
income)
NTUC,
Isetan,
Golden Village,
Kopitiam,
SKJ Group
NTUC,
BHG,
Best Denki,
BreadTalk,
Golden Village
Challenger,
Newstead
Technologies,
Pertama
Merchandising,
Food Junction,
Juzz1 Holdings
Best Denki,
Kopitiam,
Cold Storage,
Daiso,
Extra Space
Jurong
Golden Village,
StarHub,
Spotlight,
Kopitiam,
Wing Tai
Clothing
BHG,
Food Junction,
Wing Tai
Clothing,
Cold Storage,
TKA
Amusement
Cold Storage,
Daiso,
Food Junction,
Esprit,
Popular
% of Anchor
Tenants5
(by NLA)
32.8%
12.7%
18.2%
25.6%
18.9%
41.3%
28.7%
Data as at 31 December 2012.
Gross Revenue, Net Property Income and Shopper Traffic figures are for the year ended 31 December 2012.
1 Excludes Community and Sports Facilities Scheme (CSFS) space for gross floor area, net lettable area and committed occupancy.
2 Shopper traffic figure for JCube is for the period April 2012 to December 2012.
108
Rivervale
Mall
JCube
Raffles City
Singapore
Lot One
Shoppers’
Mall
Bukit Panjang
Plaza
The Atrium@
Orchard
Clarke Quay
Bugis+
109,243
316,815
3,449,727
327,277
228,982
577,047
366,363
320,044
81,157
210,619
Retail: 420,900
Office: 380,904
Total: 801,804
219,837
152,027
Retail:
136,043
Office:
252,308
Total: 388,351
290,992
214,564
65
120
279
159
114
82
71
93
178
341
1,045
324
332
128
424
325
Leasehold
tenure of 99
years with
effect from
6 December
1997
Leasehold
tenure of 99
years with
effect from
1 March 1991
Leasehold tenure
of 99 years with
effect from
16 July 1979
Leasehold
tenure of 99
years with
effect from
1 December
1993
Leasehold
tenure of 99
years with
effect from
1 December
1994
Leasehold
tenure of 99
years with
effect from
15 August
2008
Leasehold
tenure of 99
years with
effect from
13 January
1990
Leasehold
tenure of 60
years with
effect from
30 September
2005
65.2
68.0
2,166.0
243.8
(100.00% interest)
866.4
(40.00% interest)
161.3
839.8
268.0
295.0
106.0
340.0
2,902.0
467.0
(100.00% interest)
1,160.8
(40.00% interest)
270.0
717.0
325.0
322.0
1.3%
4.2%
14.2%
5.7%
3.3%
8.8%
4.0%
3.9%
21.7
23.7
88.4
(40.00% interest)
40.7
25.0
21.2
34.4
19.6
12.3
14.2
64.5
(40.00% interest)
27.9
15.9
11.4
20.0
10.3
100.0%
99.6%
Retail: 100.0%
Office: 100.0%
Total: 100.0%
99.8%
100.0%
Retail: 86.5%
Office: 100.0%
Total: 95.3%
97.9%
99.5%
8.7
12.32
36.1
16.2
14.2
N.A.3
12.4
10.44
NTUC,
Daiso,
McDonald's,
United
Overseas
Bank,
Watsons
Bals
Singapore,
Cold Storage,
Kopitiam,
RSH Singapore
Pte Ltd,
VGO
Corporation
Robinson & Co.,
Wing Tai
Clothing,
Jay Gee
Enterprises,
Cold Storage,
Food Junction
NTUC,
Food Junction,
Courts,
BHG,
KFC/Pizza Hut
NTUC,
Kopitiam,
KFC/Pizza Hut,
Cold Storage,
McDonald's
Temasek
Holdings,
Wing Tai
Clothing,
F J Benjamin,
VGO
Corporation,
Wan Style
Luminox,
The Quayside
Group,
Shanghai
Dolly,
Katrina
Holdings,
Attica
RSH Singapore
Pte Ltd,
Hansfort
Investments,
Jay Gee
Enterprises,
Wing Tai
Clothing,
Wah Lian
Amusement
N.A.3
N.A.3
23.5%
N.A.3
18.3%
56.5%
21.9%
14.8%
3
4
5
Figures are not available.
Shopper traffic figure for Bugis+ is for the period June 2012 to December 2012.
Tenants with leased net lettable area of 25,000 sq ft and above, excluding CSFS tenants.
109
Portfolio
Details
Tampines
Mall
Tampines Mall, located in the densely
populated residential area of Tampines,
is one of Singapore’s leading suburban
malls. It is conveniently situated within
the Tampines Regional Centre, the first
and most developed regional centre in
Singapore, and enjoys easy access via
the Tampines Mass Rapid Transit (MRT)
Station and bus interchange.
To meet the needs of middle-income
consumers living and working around
the bustling Tampines Regional Centre,
Tampines Mall provides a varied mix
of shopping, dining and entertainment
options for families, professionals and
young adults.
In 2012, Basement 1 of the mall was
upgraded to provide shoppers and
diners with more food & beverage
(F&B) choices, as well as a fresh
shopping experience.
Property Information
Description
Net Lettable Area
Five retail levels (including a basement
level) and two basement car park levels
329,456 sq ft
Number of Leases
171
Car Park Lots
Title
638
Leasehold tenure of 99 years with effect
from 1 September 1992
2002
827.0
69.8
50.4
100.0%
26.8
NTUC, Isetan, Golden Village,
Kopitiam, SKJ Group
Acquisition Year
Market Valuation (S$ million)
Committed Occupancy
Annual Shopper Traffic (million)
Key Tenants
Gross Revenue, Net Property Income and Shopper Traffic figures are for the year ended
31 December 2012.
Centre Management
Mustafa Abdul Rahim
Lun Hwee Hsien
Sarah Lua
Frankie Leow
Centre Manager
Leasing
Marcom
Operations
110
Lease Expiry Profile (%) (as at 31 December 2012)1
46.3 42.6
30.9 30.2
22.0 25.8
0.8 1.4
2013
2014
2015
2016 & Beyond
% of Total Net Lettable Area
2
% of Total Gross Rental Income
Trade Sector Analysis (%)
by
Gross Rental INCOME 2
by
Net Lettable Area (as at 31 December 2012)
1
2
(for the month of
December 2012)
Food & Beverage
24.6
Leisure & Entertainment /
Music & Video
12.1
Department Store
11.6
Supermarket
10.8
Food & Beverage
29.2
Fashion
11.3
Beauty & Health
11.1
Services
7.8
Jewellery & Watches
7.6
Sporting Goods
6.4
Supermarket
5.8
Department Store
5.3
Sporting Goods
9.3
Fashion
6.3
Beauty & Health
6.3
Education
4.8
Services
4.7
Music & Video
5.1
3.3
Shoes & Bags
4.2
Jewellery & Watches
2.6
Education
2.0
Shoes & Bags
2.4
2.0
0.9
1.8
0.3
0.4
Based on committed leases.
Excludes gross turnover rent.
111
Portfolio
Details
Junction 8
Junction 8 is located in the densely
populated residential area of Bishan.
Being well served by the Bishan MRT
Interchange Station and bus interchange,
its excellent accessibility by public
transport extends its reach well beyond
its immediate vicinity. With the Circle
Line, Junction 8’s accessibility is extended
to residents living in the East including
Lorong Chuan, Serangoon, Paya Lebar
and Eunos.
As the only shopping mall in Bishan,
Junction 8 is positioned as a one-stop
shopping, dining and entertainment
destination catering to the needs of
residents from the surrounding housing
estates, office workers in the area
and students from nearby schools.
Junction 8 has undergone an asset
enhancement programme whereby
the internal corridors, roof garden and
toilet facilities are upgraded.
Description
Net Lettable Area
Five retail levels (including a basement
251,063 sq ft1
Number of Leases
175
Car Park Lots
Title
306
2002
617.0
53.7
37.9
99.6%1
29.2
NTUC, BHG, Best Denki, BreadTalk,
Golden Village
Acquisition Year
Committed Occupancy
Key Tenants
31 December 2012.
1
Excludes Community and Sports Facilities Scheme space.
Centre Management
Melissa Ang
Jessica Lee
Zen Lee
Adrian Lai
Centre Manager
Leasing
Marcom
Operations
112
32.1 39.2
34.9 36.9
29.1 21.1
3.9 2.8
2013
2014
2015
2016 & Beyond
2
by
by
1
2
(for the month of
December 2012)
Food & Beverage
19.4
Food & Beverage
29.9
Office
17.8
Fashion
15.6
Music & Video
10.9
Department Store
10.6
Beauty & Health
9.6
Services
6.7
Music & Video
6.1
Supermarket
8.2
Fashion
7.0
6.4
Sporting Goods
5.6
Sporting Goods
Supermarket
5.3
6.2
Department Store
5.2
Beauty & Health
5.0
4.6
Services
3.5
Shoes & Bags
3.3
Shoes & Bags
1.5
Jewellery & Watches
3.1
Jewellery & Watches
1.1
1.7
Education
0.9
Office
1.6
0.8
1.1
0.7
Education
0.6
113
Portfolio
Details
Funan
DigitaLife
Mall
Funan DigitaLife Mall (Funan) enjoys
an excellent location in the downtown
core and tourist belt of Singapore. It
is within walking distance to the City
Hall MRT Interchange Station and the
Clarke Quay MRT Station, which puts it
in close proximity to the riverside F&B
and entertainment precincts such as
Clarke Quay.
Together with a unique mix of reputable
retailers that offer genuine products
and quality customer service, Funan is
one of Singapore’s choice destinations
for information technology (IT), gaming,
digital and lifestyle products. All
these make it hugely popular with
professionals, managers, executives
and businessmen (PMEBs) and
tourists alike.
Description
Net Lettable Area
Seven retail levels (including one
basement level) and three basement
car park levels
298,831 sq ft
Number of Leases
194
Car Park Lots
Title
338
from 12 December 1979
2002
354.0
32.1
21.4
100.0%
9.3
Challenger, Newstead Technologies,
Pertama Merchandising, Food Junction,
Juzz1 Holdings
Acquisition Year
Committed Occupancy
Key Tenants
31 December 2012.
Centre Management
Billy Chua
Tan Pei Cheng
Wang Ying Ying
Yvel Leu
Ivan Lau
General Manager
Centre Manager
Leasing
Marcom
Operations
114
43.2 36.2
16.7 23.0
34.7 36.4
5.4 4.4
2013
2014
2015
2016 & Beyond
2
by
by
1
2
(for the month of
December 2012)
40.3
35.2
Food & Beverage
16.5
Food & Beverage
19.3
11.2
12.2
Beauty & Health
8.8
Beauty & Health
8.7
Sporting Goods
7.5
Sporting Goods
6.4
Education
5.0
Services
5.5
3.2
Education
3.2
Services
2.7
3.2
Supermarket
1.5
Shoes & Bags
2.0
Shoes & Bags
1.1
Jewellery & Watches
1.6
Music & Video
0.8
Music & Video
1.1
Jewellery & Watches
0.8
Supermarket
0.9
Fashion
0.6
Fashion
0.7
115
Portfolio
Details
IMM
Building
IMM Building (IMM) is located in the
western part of Singapore, just a
10-minute walk from the Jurong East MRT
Interchange Station and bus interchange.
Besides its proximity to the surrounding
residential estates, IMM is close to major
office and industrial developments such
as the International Business Park (IBP)
and JTC Summit.
Shoppers to IMM enjoy the convenience
of free parking for the first three hours,
as well as a free shuttle bus that plies
between the mall and JCube (opposite
Jurong East MRT Interchange Station).
On weekdays, the shuttle bus service
also serves the IBP during lunch hours.
IMM is undergoing works to reposition
it as a value-focused mall. We target
to have 50 outlet brands by mid-2013
when the makeover is completed. By
then, the mall would have the largest
cluster of outlet stores under one roof
in Singapore. With its five distinct
retail clusters – Outlet Concept Stores,
Home Furnishings, IT & Appliances,
Children & F&B – IMM is positioned to
be a value-focused mall that caters to
bargain hunters.
Description
Net Lettable Area
Number of Leases
Car Park Lots
Title
Acquisition Year
Committed Occupancy
Key Tenants
Five levels of mixed development
comprising retail, warehouse and office
space. It has five levels of covered and
one level of open-air car park
Retail: 415,787 sq ft
Non-Retail: 533,881 sq ft
Total: 949,668 sq ft
Retail : 218
Non-Retail: 397
Total: 615
1,290
Leasehold tenure of 30 + 30 years with
effect from 23 January 1989
2003
608.0
73.6
46.6
Retail: 98.1%
Non-Retail: 99.7%
Total: 99.0%
13.6
Best Denki, Kopitiam, Cold Storage,
Daiso, Extra Space Jurong
31 December 2012.
Centre Management
Chew Hock Chye
Eddie Lim
Tan Ai-Ling
Steve Ng
Azahari Bin Othman
General Manager
Centre Manager
Leasing
Marcom
Operations
116
37.3 40.0
30.3 18.8
19.3 30.3
13.1 10.9
2013
2014
2015
2016 & Beyond
2
by
by
Warehouse
1
2
(for the month of
December 2012)
51.2
Food & Beverage
20.9
Supermarket
8.4
15.4
Office
7.9
Warehouse
13.9
Food & Beverage
7.6
Supermarket
8.0
7.5
6.4
4.2
Fashion
6.0
Department Store
2.5
Beauty & Health
5.7
Sporting Goods
Services
5.4
2.4
Fashion
2.4
Sporting Goods
4.9
Beauty & Health
1.8
Office
4.2
Services
1.5
Shoes & Bags
2.6
Shoes & Bags
0.9
Jewellery & Watches
2.4
0.9
Department Store
1.9
1.6
Music & Video
0.7
Music & Video
0.5
Jewellery & Watches
0.3
117
Portfolio
Details
Plaza
Singapura
Plaza Singapura is located along
Orchard Road, Singapore’s main
shopping belt, and right in the heart of
the Civic and Cultural District. The mall
boasts a direct Basement 2 link to
the Dhoby Ghaut MRT Interchange
Station, which connects three main
train lines – the North South Line, the
North East Line and the Circle Line.
The mall’s broad-based positioning,
coupled with its strong focus on
basic consumer goods and services,
differentiates itself from other malls
along Orchard Road, and allows it to
attract a wide range of shoppers –
families, youths and working adults –
from all over Singapore.
With the completion of asset enhancement
works in October 2012, Plaza Singapura
is now seamlessly connected to the
retail podium of The Atrium@Orchard via
internal walkways at levels 1, 3 and
4. Shoppers can also experience an
exciting new facade, as well as a more
vibrant front plaza for public events and
gatherings.
Description
Net Lettable Area
Nine retail levels (including two
basement levels) and a multi-storey car
park with direct access into the mall
from levels 2 to 7
486,949 sq ft
Number of Leases
250
Car Park Lots
Title
Acquisition Year
Committed Occupancy
Key Tenants
695
Freehold
2004
1,106.0
81.2
59.4
91.3%
20.7
Golden Village, StarHub, Spotlight,
Kopitiam, Wing Tai Clothing
31 December 2012.
Centre Management
Pauline Yeh
Evelyn Chye
June Ang
Shamsir Bin Said
General Manager
Leasing
Marcom
Operations
118
23.0 28.3
45.0 33.1
32.0 38.6
0.0 0.0
2013
2014
2015
2016 & Beyond
2
by
by
1
2
(for the month of
December 2012)
Food & Beverage
21.2
Music & Video
16.2
Beauty & Health
10.9
10.0
Food & Beverage
25.6
Fashion
15.3
Beauty & Health
11.7
Services
9.9
Fashion
9.7
Music & Video
6.9
Department Store
7.2
Shoes & Bags
6.3
Services
6.4
6.0
Sporting Goods
5.2
Sporting Goods
5.9
Education
5.1
Jewellery & Watches
3.8
Shoes & Bags
4.0
Department Store
3.4
1.6
Education
2.7
Jewellery & Watches
1.4
1.5
1.1
1.0
119
Portfolio
Details
Bugis
Junction
Located in the heart of Singapore’s Civic
and Cultural District, Bugis Junction
enjoys direct connectivity to the Bugis
MRT Station from the basement level,
and is well served by major public bus
routes.
In line with its close proximity to the
Singapore Management University,
LASALLE College of the Arts and
School of the Arts, Bugis Junction
is positioned as a modern fashion
destination mall with exciting dining
choices for young adults and PMEBs.
Bugis Junction is also Singapore’s first
and only air-conditioned sky-lit shopping
arcade to be flanked by charming historic
shophouses, representing a showcase
of new- and old-world integration.
In April 2011, CMT acquired Bugis+
which is directly connected by an
overhead link-bridge to the second storey
of Bugis Junction. The integration of
Bugis+ with Bugis Junction has created
a combined shopping destination with
net lettable area of more than 630,000
sq ft. The combined offerings of the
integrated mall further strengthened
its overall attractiveness to shoppers.
Description
Net Lettable Area
Five retail levels including one
basement level
419,170 sq ft
Number of Leases
235
Car Park Lots
Title
648
2005
879.0
75.2
51.9
100.0%
39.6
BHG, Food Junction, Wing Tai Clothing,
Cold Storage, TKA Amusement
Acquisition Year
Committed Occupancy
Key Tenants
31 December 2012.
Centre Management
Margaret Khoo
Eugenie Yap
Eleanor Jane
Christopher Ang
Shirley Lim
General Manager
Centre Manager
Leasing
Marcom
Operations
120
21.1 32.2
11.9 22.4
66.9 45.2
0.1 0.2
2013
2014
2015
2016 & Beyond
2
by
by
1
2
(for the month of
December 2012)
Department Store
41.3
Food & Beverage
30.5
Food & Beverage
20.5
Fashion
20.2
Fashion
10.9
Department Store
17.0
Music & Video
Beauty & Health
7.8
8.7
Beauty & Health
6.1
Jewellery & Watches
4.3
Supermarket
3.8
Music & Video
4.1
Sporting Goods
3.4
Sporting Goods
4.0
Services
2.3
Services
4.0
Shoes & Bags
1.6
Shoes & Bags
3.4
Jewellery & Watches
1.4
Supermarket
2.4
0.4
0.9
Office
0.3
0.4
0.2
Office
0.1
121
Portfolio
Details
Sembawang
Shopping
Centre
Sembawang Shopping Centre (SSC)
was re-developed and re-opened in
December 2008. It is situated in close
proximity to Yishun and Sembawang
MRT stations. The mall provides free
shuttle bus services which ply between
SSC and the neighbouring Sembawang,
Yishun and Woodlands MRT stations.
On weekdays, SSC also operates free
lunch-time shuttle bus services to the
nearby industrial estate.
With its positioning as a one-stop
family-oriented necessity shopping
destination, SSC appeals to residents
from the surrounding estates, uniformed
personnel from nearby military camps,
as well as workers from the neighbouring
industrial parks.
Description
Net Lettable Area
Four retail levels (including one
basement level) and three car park
levels
131,335 sq ft
Number of Leases
70
Car Park Lots
Title
165
Leasehold tenure of 999 years with
effect from 26 March 1885
2005
93.0
100.0%
4.9
Cold Storage, Daiso, Food Junction,
Esprit, Popular
Acquisition Year
Committed Occupancy
Key Tenants
31 December 2012.
Centre Management
Dennis Cheong
Jessica Lee
Zen Lee
Azman Bin Sulaiman
Centre Manager
Centre Manager
Leasing
Marcom
Operations
Photo Credit: Kenny Teo Seng Chye, Singapore
Melissa Ang
122
3.1 4.6
13.1 17.2
49.6 52.7
34.2 25.5
2013
2014
2015
2016 & Beyond
2
by
by
1
2
(for the month of
December 2012)
Supermarket
28.8
Food & Beverage
27.8
Food & Beverage
25.5
Supermarket
18.2
Department Store
8.9
Beauty & Health
12.5
Beauty & Health
7.8
Fashion
10.3
Fashion
6.7
5.0
Sporting Goods
Department Store
4.7
5.8
Education
4.3
Sporting Goods
4.7
4.1
Services
4.5
Music & Video
Education
3.8
2.9
Services
2.3
Music & Video
3.1
Shoes & Bags
1.4
Shoes & Bags
2.1
0.9
1.8
Jewellery & Watches
0.6
Jewellery & Watches
1.5
123
Portfolio
Details
Rivervale
Mall
Rivervale Mall is located at the
junction of Rivervale Drive and Rivervale
Crescent in Sengkang New Town. The
mall is strategically situated beside
the Rumbia Light Rail Transit (LRT)
Station, which is linked to the Sengkang
MRT Station. Rivervale Mall also provides
a free shuttle bus service within the
Sengkang estate.
With its accessible location, the threestorey mall serves as a convenient
shopping destination for families and
the local community.
Description
Net Lettable Area
Three retail levels and car park at Level
3 (part) and levels 4 to 6
81,157 sq ft
Number of Leases
65
Car Park Lots
Title
178
2007
106.0
100.0%
8.7
NTUC, Daiso, McDonald’s, United
Overseas Bank, Watsons
Acquisition Year
Committed Occupancy
Key Tenants
31 December 2012.
Centre Management
Mustafa Abdul Rahim
Lun Hwee Hsien
Sarah Lua
Frankie Leow
Centre Manager
Leasing
Marcom
Operations
124
18.9 25.4
15.0 17.9
65.0 55.3
1.1 1.4
2013
2014
2015
2016 & Beyond
2
by
by
1
2
(for the month of
December 2012)
Supermarket
27.4
Food & Beverage
28.9
Food & Beverage
20.0
Services
22.5
Services
16.1
Supermarket
17.0
Department Store
15.2
Beauty & Health
13.0
Beauty & Health
10.1
Department Store
6.4
Education
7.2
Education
5.6
Shoes & Bags
1.5
Shoes & Bags
2.2
Sporting Goods
1.2
Sporting Goods
1.5
Fashion
0.7
Fashion
1.4
Jewellery & Watches
0.3
0.8
0.3
Jewellery & Watches
0.7
125
Portfolio
Details
JCube
Located close to Jurong East MRT
Interchange Station and bus interchange,
in the heart of the up-and-coming
Jurong Lake District, JCube is an
ultra-hip mall with Singapore’s first
Olympic-size ice rink and IMAX theatre
in the suburbs.
Opened in April 2012, after completion
of asset enhancement works which
commenced in early 2010, the mall
boasts a unique faceted facade inspired
by an ice cube, reflecting natural light
by day and sparkling by night. JCube
has been awarded the Building and
Construction Authority’s highest green
accolade – Green Mark Platinum – for
its environmentally friendly features.
With its new-to-market brands
and more dining options, JCube is
set to be the preferred leisure and
entertainment destination for youth,
PMEBs and residents who live and
work in the western region of Singapore.
Description
Net Lettable Area
Five retail levels (including one
basement level) and two car park levels
210,619 sq ft
Number of Leases
120
Car Park Lots
Title
341
from 1 March 1991
2005
340.0
23.7
14.2
99.6%
12.31
Bals Singapore, Cold Storage,
Kopitiam, RSH Singapore Pte Ltd,
VGO Corporation
Acquisition Year
Committed Occupancy
Key Tenants
31 December 2012.
1
Shopper traffic figure for JCube is for the period April 2012 to December 2012.
Centre Management
Maggie Chua
Tan Ai-Ling
Sharon Foong
Soe Paing
General Manager
Centre Manager
Leasing
Marcom
Operations
Photo Credit: Yvonne Yau, Singapore
Chew Hock Chye
126
0.0 0.0
14.0 12.0
58.1 75.8
27.9 12.2
2013
2014
2015
2016 & Beyond
2
by
by
1
2
(for the month of
December 2012)
Music & Video
28.5
Food & Beverage
26.5
Food & Beverage
36.6
Beauty & Health
12.7
Fashion
9.2
Sporting Goods
8.4
Services
7.3
5.7
Music & Video
5.6
5.0
5.5
Shoes & Bags
4.4
Shoes & Bags
4.7
Services
4.1
Supermarket
3.5
3.3
3.1
Education
1.2
Education
1.7
Jewellery & Watches
0.6
Jewellery & Watches
1.7
Sporting Goods
7.6
Beauty & Health
6.8
Fashion
6.3
Supermarket
127
Portfolio
Details
Raffles
City
Singapore
Raffles City Singapore (RCS) is a large
integrated development in Singapore.
A prime landmark, it is located in
the downtown core, at the fringe of
Singapore’s Central Business District,
and within the Civic and Cultural District.
RCS is now served by three main train
lines, directly connected to the City
Hall MRT Interchange Station and the
Esplanade MRT Station.
The mixed-use development comprises
the Raffles City Shopping Centre, Raffles
City Convention Centre, 42-storey Raffles
City Tower, 73-storey Swissôtel, The
Stamford and the 28-storey twin towers
that make up the Fairmont Singapore
and three basement car park levels.
CapitaCommercial Trust (CCT) and CMT
jointly own the integrated development
through RCS Trust, the special purpose
trust that holds RCS. RCS Trust was
constituted on 18 July 2006 and is
60.00% owned by CCT and 40.00%
owned by CMT.
Description
Net Lettable Area
Number of Leases
Car Park Lots
Title
Acquisition Year
Committed Occupancy
Key Tenants1
A mixed-use development comprising
a shopping centre, an office tower, two
hotels and a convention centre
Office: 380,904 sq ft
Retail: 224
Office: 54
Hotels & Convention Centre: 1
Total: 279
1,045
from 16 July 1979
2006
2,902.0 (100.00% interest)
1,160.8 (40.00% interest)
88.4 (40.00% interest)
64.5 (40.00% interest)
Retail: 100.0%
Office: 100.0%
Total: 100.0%
36.1
Robinson & Co., Wing Tai Clothing,
Jay Gee Enterprises, Cold Storage,
Food Junction
31 December 2012.
1
Retail tenants only.
Centre Management
Margaret Khoo
Rachel Chu
Phyllis Cheng
Lim Chiong Kerng
General Manager
Leasing
Marcom
Operations
128
Lease Expiry Profile (%) (by gross rental income for the month of December 2012)
18.3 3.3
15.5 2.8
12.6 7.3
2.2 0.5
2013
2014
2015
2016
1
Retail
Office
5.3 32.2
2017 & Beyond
Hotel
Trade Sector Analysis and Major Usage Mix (%)
trade sector analysis –
retail only
MAJOR USAGE MIX
(BY GROSS rental income
for the month of
December 2012)
(for the month of
December 2012)
Food & Beverage
28.5
Retail1
48.6
Fashion
24.4
Hotels & Convention Centre
32.2
Department Store
13.3
Office
19.2
Shoes & Bags
8.9
Beauty & Health
7.9
Jewellery/Watches/Pen
4.8
Sundry & Services
4.7
Others
3.0
Supermarket
2.5
Gifts & Souvenirs
2.0
2
1 Based on committed gross rental income and excludes gross turnover rent.
2Others include Books & Stationery, Sporting Goods & Apparel, Electrical & Electronics, Houseware & Furnishing, Art Gallery, Music & Video,
Toys & Hobbies and Information Technology.
129
Portfolio
Details
Lot One
Shoppers’
Mall
Lot One Shoppers’ Mall is situated in
the heart of the Choa Chu Kang housing
estate, in the north-western region of
Singapore. The mall is well connected
by major arterial roads and is next to
the Choa Chu Kang MRT/LRT stations
and bus interchange.
The mall enjoys a large shopper
catchment, comprising residents in
the Choa Chu Kang, Bukit Panjang,
Bukit Batok and Upper Bukit Timah
precincts, uniformed personnel from
military camps in the vicinity, as well as
students from nearby schools.
Description
Net Lettable Area
Six retail levels (including one basement
219,837 sq ft
Number of Leases
159
Car Park Lots
Title
324
2007
467.0
40.7
27.9
99.8%
16.2
NTUC, Food Junction, Courts, BHG,
KFC/Pizza Hut
Acquisition Year
Committed Occupancy
Key Tenants
31 December 2012.
Centre Management
Callie Yah
Andrew Yong
Yvonne Lee
General Manager
Assistant Centre
Manager
Leasing
130
Saudah Bte Haji
Mohd Noor
Eddie Lim
Operations
Marcom
8.4 14.6
41.6 49.1
35.7 32.2
14.3 4.1
2014
2015
2016 & Beyond
2013
2
by
by
1
2
(for the month of
December 2012)
Food & Beverage
24.6
Food & Beverage
30.8
Education
11.7
Fashion
16.4
Music & Video
Beauty & Health
13.9
10.8
Fashion
10.3
Services
7.8
Sporting Goods
5.7
Music & Video
4.6
Beauty & Health
8.9
6.7
Supermarket
6.3
Department Store
6.1
Supermarket
4.1
Sporting Goods
Department Store
3.8
6.1
3.5
Services
4.6
Jewellery & Watches
3.2
Shoes & Bags
1.9
Shoes & Bags
3.0
Jewellery & Watches
1.0
Education
1.9
0.6
0.8
0.4
0.5
131
Portfolio
Details
Bukit
Panjang
Plaza
Bukit Panjang Plaza (BPP) is located
in the high-density residential area of
Bukit Panjang New Town, in the northwestern region of Singapore. Besides
the surrounding estates of Bukit Panjang,
Cashew Park, Chestnut Drive and
Hillview, BPP also caters to families
and residents in Teck Whye, Choa Chu
Kang and Upper Bukit Timah precincts.
The mall is conveniently located between
the Bukit Panjang and Senja LRT
stations, and is adjacent to the Bukit
Panjang Bus Interchange. This bus
interchange will be redeveloped and
integrated with the new Bukit Panjang
MRT Station serving the Downtown Line.
The planned transportation hub is
scheduled to open in 2015.
Description
Net Lettable Area
Four retail levels and two basement car
park levels
152,027 sq ft
Number of Leases
114
Car Park Lots
Title
332
2007
270.0
25.0
15.9
100.0%
14.2
NTUC, Kopitiam, KFC/Pizza Hut,
Cold Storage, McDonald’s
Acquisition Year
Committed Occupancy
Key Tenants
31 December 2012.
Centre Management
Callie Yah
Sabrina Lai
Yvonne Lee
General Manager
Centre Manager
Leasing
Saudah Bte Haji
Mohd Noor
Jeffrey Low
Operations
Marcom
132
47.0 49.9
7.4 13.4
2013
2014
30.5 29.4
15.1 7.3
2015
2016 & Beyond
2
by
by
1
2
(for the month of
December 2012)
Food & Beverage
28.5
Food & Beverage
37.4
Supermarket
18.3
Beauty & Health
16.2
Beauty & Health
11.5
Supermarket
11.6
Services
10.4
Fashion
5.2
Education
9.8
Sporting Goods
6.3
Department Store
6.2
Sporting Goods
4.3
6.1
Jewellery & Watches
2.8
Services
5.7
2.6
Fashion
3.1
Education
2.4
Music & Video
Department Store
2.2
1.2
Shoes & Bags
1.2
Shoes & Bags
2.1
1.1
1.8
Jewellery & Watches
1.0
Music & Video
1.0
133
Portfolio
Details
The
Atrium@
Orchard
Following the completion of asset
enhancement initiative in October
2012, The Atrium@Orchard has been
successfully transformed from a
predominantly office building into a
mixed-use development.
Boasting direct linkages to Plaza
Singapura at levels 1, 3 and 4, the
retail podium now offers more than
135,000 sq ft of additional shopping
space to house new retail and dining
stores targeting trendy young adults
and PMEBs. The development also
enjoys direct connectivity to the Dhoby
Ghaut MRT Interchange Station, which
connects three main train lines – the
North South Line, the North East Line,
and the Circle Line.
As part of the asset enhancement works,
2,000 square metres of office space
was also decanted to facilitate the
co-location of Community and Sports
Facilities Scheme uses within the office
tower.
Description
Net Lettable Area
Number of Leases
Car Park Lots
Title
Acquisition Year
Committed Occupancy
Key Tenants
A mixed-use development comprising
three levels of retail space, two Grade
A office towers and two levels of
basement car park.
Office: 252,308 sq ft
Retail: 69
Office: 13
Total: 82
128
from 15 August 2008
2008
717.0
21.2
11.4
Retail: 86.5%
Office: 100.0%
Total: 95.3%
Temasek Holdings, Wing Tai Clothing,
F J Benjamin, VGO Corporation,
Wan Style
31 December 2012.
Centre Management
Pauline Yeh
Ivy Ang
Tan Kor Hoon
June Ang
Chin Cheong Leong
General Manager
Centre Manager
Leasing
Marcom
Operations
134
0.5 0.2
0.9 2.3
18.6 32.8
80.0 64.7
2013
2014
2015
2016 & Beyond
2
by
by
1
2
(for the month of
December 2012)
Office
68.4
Office
45.8
Fashion
12.4
Fashion
19.8
Food & Beverage
9.1
Food & Beverage
14.7
Beauty & Health
4.9
Beauty & Health
10.1
Services
2.2
Shoes & Bags
4.1
Shoes & Bags
2.1
Services
3.4
Sporting Goods
0.5
Sporting Goods
1.1
0.2
0.5
Jewellery & Watches
0.1
Jewellery & Watches
0.3
0.1
0.2
135
Portfolio
Details
Clarke
Quay
Clarke Quay is a unique conserved
historical landmark located along the
Singapore River and at the fringe of
Singapore’s Central Business District.
It is within walking distance from the
Clarke Quay MRT Station, making it
accessible by public transportation.
Comprising five blocks of restored
shophouses and warehouses, Clarke
Quay plays host to a wide range of
restaurants, wine bars, entertainment
spots and retail shops.
Clarke Quay completed its asset
enhancement initiatives for Block C
and Block E in January 2013. Retail
space was recovered from an anchor
tenant and together with the common
area at Block E, a new row of F&B and
entertainment shops was created
Facing River Valley Road, the new shops
added much vibrancy to the otherwise
quiet road front.
Description
Net Lettable Area
A premier F&B, entertainment and
lifestyle riverfront destination
290,992 sq ft
Number of Leases
71
Car Park Lots
Title
424
from 13 January 1990
2010
325.0
34.4
20.0
97.9%
12.4
Luminox, The Quayside Group,
Shanghai Dolly, Katrina Holdings, Attica
Acquisition Year
Committed Occupancy
Key Tenants
31 December 2012.
Centre Management
Keith Low
William Tan
Tanya Fum
Kwong Wing Kwee
General Manager
Centre Manager
Leasing
Marcom
Operations
Photo Credit: Kwek Swee Seng, Singapore
Billy Chua
136
26.5 23.0
27.4 27.2
19.9 26.5
26.2 23.3
2013
2014
2015
2016 & Beyond
2
by
by
1
2
(for the month of
December 2012)
Music & Video
50.9
Food & Beverage
47.3
Food & Beverage
30.3
Music & Video
Office
43.9
11.8
Office
5.4
Beauty & Health
2.1
Sporting Goods
1.3
Sporting Goods
3.9
Beauty & Health
3.1
137
Portfolio
Details
Bugis+
Bugis+ (previously known as Iluma)
is strategically located in the heart of
Singapore’s Civic and Cultural District
directly opposite Bugis Junction. It is
directly connected by an overhead linkbridge to the second storey of Bugis
Junction which allows easy access to
the Bugis MRT Station.
Bugis+ embarked on its asset
enhancement works in November 2011
to improve the efficiency and layout of
the mall. The enhancement works were
completed in July 2012. Bugis+ is now a
vibrant mall with endless entertainment,
exciting F&B and stylish fashion trade
mix, creating a dynamic magnet for
fun-seeking trendy youths in the heart
of Bugis.
The integration of Bugis+ with Bugis
Junction created a combined shopping
destination with net lettable area of
more than 630,000 sq ft. The combined
offerings of the integrated mall further
strengthened its overall attractiveness
to shoppers.
Description
Net Lettable Area
A 10-storey high retail-cumentertainment centre with commercial
tenancies spread over six levels and a
single level overhead link-bridge.
Multi-storey car park with direct access
into the mall at levels 3 and 4.
214,564 sq ft
Number of Leases
93
Car Park Lots
Title
325
2011
322.0
19.6
10.3
99.5%
10.41
RSH Singapore Pte Ltd, Hansfort
Investments, Jay Gee Enterprises,
Wing Tai Clothing, Wah Lian
Amusement
Acquisition Year
Committed Occupancy
Key Tenants
31 December 2012.
1
Shopper traffic figure for Bugis+ is for the period June 2012 to December 2012.
Centre Management
Margaret Khoo
Eugenie Yap
Selin Tan
Christopher Ang
Shirley Lim
General Manager
Centre Manager
Leasing
Marcom
Operations
138
4.4 3.8
5.3 4.1
55.7 58.4
34.6 33.7
2013
2014
2015
2016 & Beyond
2
by
by
1
2
3
(for the month of
December 2012)
Music & Video3
58.0
Fashion
25.4
Fashion
36.1
Music & Video3
35.4
Food & Beverage
9.4
Food & Beverage
13.9
Beauty & Health
3.3
Beauty & Health
6.1
Sporting Goods
2.5
Sporting Goods
4.7
Shoes & Bags
0.7
Shoes & Bags
1.8
Services
0.4
Services
1.1
Jewellery & Watches
0.3
Jewellery & Watches
0.9
Include tenants approved as thematic dining, entertainment and a performance centre.
139
Development
Property
On 30 May 2011, CMT, in partnership with CapitaMalls Asia
Limited and CapitaLand Limited, won the tender for a site
at Jurong Gateway with a bid of about S$969.0 million.
CMT has a 30.00% stake in the joint venture developing
the site.
Artist’s impression
The site has a prime location next to both Jurong East MRT
Interchange Station and Jurong East Bus Interchange as
well as neighbouring amenities such as the upcoming Ng
Teng Fong General Hospital. The Urban Redevelopment
Authority has announced plans to transform Jurong Lake
District into the largest regional centre in Singapore for
commercial developments outside the city centre. Jurong
Gateway would be about 2.5 times the size of Tampines
Regional Centre.
The new retail and office development, to be called
Westgate, will continue the transformation of the area into
an attractive destination for business and leisure serving
more than 3,000 multinational and global businesses in the
Jurong and Tuas areas. Including neighbouring towns such
as Clementi, Bukit Batok, Jurong East and Jurong West,
there is a catchment of more than one million residents.
Ground-breaking for Westgate took place on 12 January
2012, seven months after the award of the site.
Leasing activities for the retail component of the
development, also named Westgate, are on track. The mall
will target middle income families, working professionals,
residents in the vicinity, commuters, hospital visitors and
students from nearby schools. Its offerings from Basement
2 to Level 5 will meet the varied needs of shoppers.
Brands opening their first stores outside Singapore’s
downtown area at Westgate include Isetan’s Japanese
supermarket and popular French bakery and patisserie
Paul Bakery. Isetan’s supermarket will be its first outside
Orchard Road and the brand will operate a department
store, bringing Japanese fashion to Westgate. Other food &
beverage (F&B) brands that will have a presence at Westgate
are Food Republic, Paradise Dynasty, Café Crema, Menya
Musashi and Steak & Seafood Robatayaki Buffet.
Level 5
Fitness Centre (Fitness First Platinum), Childcare Centre (My First Skool)
Level 4
Books & Stationery, Kids’ Fashion, Toys, Hobbies & Gifts, F&B, Services, Children (Yamaha music
school, My Gym and a 12,000 sq ft thematic playground)
Level 3
Electrical & Electronics, Information Technology, Lifestyle, Sporting Goods & Apparel, F&B
Levels 1 & 2
High Street & International Fashion, Fashion Accessories, Cosmetics & Skincare, Jewellery &
Watches, Shoes & Bags, F&B
Basement 1
Casual & Local Fashion, Fashion Accessories, Shoes & Bags, Cosmetics & Skincare, F&B (Food
Republic), Services, Department Store (Isetan)
Basement 2
Supermarket (Isetan), Food Hall
140
Jurong east
bus interchange
The total development cost for Westgate is expected to be
about S$1,565.0 million. CMT’s 30.00% share of this cost
is approximately S$469.5 million, which represents 4.7%
of CMT’s total deposited property of S$9.9 billion as at
31 December 2012. As at end-2012, Westgate’s land has
been valued at S$969.0 million and CMT’s 30.00% share
is S$290.7 million, unchanged from its previous valuation
as at 1 November 2011.
As at 31 December 2012, the Infinity Mall Trust and Infinity
Office Trust which are special purpose trusts established
to hold the Westgate project, have drawn down S$718.3
million from S$820.0 million secured banking facilities.
CMT’s 30.00% share of the S$718.3 million five-year
loan drawn down amounted to S$215.5 million which will
mature in 2016.
Westgate Site Details
Address
Boon Lay Way (Lot 8630V Mukim 5)
Site area
195,465 sq ft
Tenure
Leasehold tenure of 99 years with
effect from 29 August 2011
Plot ratio
4.9
Westgate will complement CMT’s other malls in the area,
namely IMM Building and JCube. Shoppers can look
forward to the equivalent of a three-in-one mall in the heart
of the Jurong Regional Centre by end-2013. Each mall will
offer something different to meet every shopper’s needs.
Land use
White site (Minimum 40.0% for office,
remainder for commercial, hotel,
residential or additional office uses)
Gross floor
area1 (GFA)
Approximately 977,000 sq ft
Westgate will be a lifestyle mall, IMM Building will become a
value-focused mall with more outlet shopping while JCube
is positioned as a youth and entertainment hotspot with its
IMAX theatre and Singapore’s only Olympic-size ice rink.
Stakeholders
Infinity Mall Trust and Infinity Office
Trust are unlisted special purpose
trusts established to invest in
Westgate. The interests of CMT,
CapitaMalls Asia Limited and
CapitaLand Limited in the Infinity
Mall Trust and Infinity Office Trust
are 30.00%, 50.00% and 20.00%
respectively.
Total
development
cost
Approximately S$1,565.0 million,
including land cost of S$969.0 million
The prime office tower, named Westgate Tower, will be
sited on top of the shopping mall and is expected to span
20 storeys (from levels 6 to 25). The design of Westgate
Tower will feature efficient column-free floor plates of about
17,000 sq ft, which will allow for flexibility of workspace
design. Additional features include a floor-to-ceiling height
of about 2.8 metres, Grade A building lift provisions and
an integrated security management system combining
closed circuit television and security card access. The
office tower, which will be fully integrated with the mall
and its suite of facilities, such as the childcare centre and
fitness centre, offer a work-play environment within one
development. Westgate Tower is about 50.0% pre-leased
to CapitaLand Limited group who will be moving there
progressively from end-2014.
Westgate
Westgate
Tower
GFA1
593,900 sq ft
383,100 sq ft
Net lettable area
416,000 sq ft
320,000 sq ft
Car park lots
Target opening
1
Approximately 600
December 2013
December 2014
The estimated GFA and net lettable area include bonus Green Mark area
and Community and Sports Facilities Scheme space.
141
CapitaRetail
China Trust
CMT holds 122.7 million units in CapitaRetail China Trust
(CRCT), which translates to an approximate 16.38% stake
as at 31 December 2012. The fair value of CMT’s investment
in CRCT represents 2.0% of CMT and its subsidiaries’
(CMT Group) total asset size as at 31 December 2012.
Through its investment in CRCT, CMT’s Unitholders are
provided with an opportunity to enjoy the upside from
China’s growth potential without CMT’s risk profile being
significantly altered.
located, and are accessible via major transportation routes
or access points. A significant portion of the properties’
tenancies consists of major international and domestic
retailers such as Wal-Mart, Carrefour and Beijing Hualian
Group (BHG) under master leases or long-term leases,
which provide CRCT’s unitholders with stable and
sustainable returns. The anchor tenants are complemented
by popular specialty brands such as UNIQLO, ZARA, Vero
Moda, Sephora, Watsons, KFC, Pizza Hut and BreadTalk.
CRCT is the first and only China shopping mall REIT in
Singapore, with a portfolio of nine income-producing
shopping malls. Listed on the SGX-ST on 8 December
2006, it is established with the objective of investing in a
diversified portfolio of income-producing real estate used
primarily for retail purposes and located primarily in China,
Hong Kong and Macau.
CRCT has long-term growth potential from its right of first
refusal arrangements to acquire assets held by CapitaMalls
Asia-sponsored private funds, CapitaMalls China Income
Fund, CapitaMalls China Development Fund II, CapitaMalls
China Development Fund III, CapitaMalls China Incubator
Fund, as well as CapitaMalls Asia, one of the largest listed
shopping mall developers, owners and managers in Asia.
CRCT’s geographically diversified portfolio of quality
shopping malls is located in six cities in China. The malls
are CapitaMall Xizhimen, CapitaMall Wangjing, CapitaMall
Shuangjing and CapitaMall Anzhen in Beijing; CapitaMall
Qibao in Shanghai; CapitaMall Erqi in Zhengzhou, Henan
Province; CapitaMall Saihan in Huhhot, Inner Mongolia;
CapitaMall Wuhu in Wuhu, Anhui Province; and CapitaMall
Minzhongleyuan in Wuhan, Hubei Province. As at
31 December 2012, the total asset size of CRCT was
approximately S$1.6 billion.
CRCT delivered a strong set of results for the financial year
2012 (FY 2012). Gross revenue and net property income
were RMB768.0 million (S$152.5 million) and RMB501.9
million (S$99.7 million), up 12.8% and 13.3% respectively
from that for financial year 2011. Distributable income grew
16.8% year-on-year to S$66.8 million. Distribution per unit
(DPU) in FY 2012 was 9.54 Singapore cents, an increase of
9.7% over the previous year. Shopper traffic and tenants’
sales at CRCT’s malls1 grew 23.5% and 13.4% respectively
compared to the previous year. Across the portfolio, CRCT
achieved strong rental reversion of 17.5% and operated at
a high occupancy rate of 97.2%. CRCT’s portfolio valuation
at December 2012 was RMB7.6 billion (S$1.5 billion), an
increase of 7.6% compared to December 2011.
All the malls in the portfolio are positioned as one-stop familyoriented shopping, dining and entertainment destinations for
the sizeable population catchment areas in which they are
CapitaMall Saihan, Huhhot
CapitaMall Qibao, Shanghai
1
Includes only shoppers and tenants at multi-tenanted malls except CapitaMall Minzhongleyuan, which was acquired in June 2011 and is undergoing asset
enhancement works.
142
CapitaMall Xizhimen, Beijing
CapitaMall Shuangjing, Beijing
CapitaMall Wangjing, Beijing
CapitaMall Erqi, Zhengzhou
CapitaMall Wuhu, Wuhu
CapitaMall Anzhen, Beijing
CapitaMall Minzhongleyuan, Wuhan
143
ivervale Buildihoppers
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15
SHOPPING
MALLS
Financial Statements
146 Report of the Trustee
147 Statement by the Manager
148 Independent Auditors’ Report
150 Balance Sheets
151 Statements of Total Return
152 Distribution Statements
153 Statements of Movements in Unitholders’ Funds
154 Portfolio Statements
159 Cash Flow Statements
161 Notes to the Financial Statements
145
Report of the Trustee
Year ended 31 December 2012
HSBC Institutional Trust Services (Singapore) Limited (the “Trustee”) is under a duty to take into custody and hold the
assets of CapitaMall Trust (the “Trust”) and its subsidiaries (the “Group”) in trust for the Unitholders. In accordance
with the Securities and Futures Act, Chapter 289 of Singapore, its subsidiary legislation and the Code on Collective
Investment Schemes, the Trustee shall monitor the activities of CapitaMall Trust Management Limited (the “Manager”)
for compliance with the limitations imposed on the investment and borrowing powers as set out in the Trust Deed in
each annual accounting period and report thereon to Unitholders in an annual report.
To the best knowledge of the Trustee, the Manager has, in all material respects, managed the Trust during the period
covered by these financial statements, set out on pages 150 to 214 in accordance with the limitations imposed on the
investment and borrowing powers set out in the Trust Deed.
For and on behalf of the Trustee,
HSBC Institutional Trust Services (Singapore) Limited
Antony Wade Lewis
Director
Singapore
22 February 2013
146
Statement by the Manager
In the opinion of the directors of CapitaMall Trust Management Limited, the accompanying financial statements set out
on pages 150 to 214 comprising the Balance Sheets, Statements of Total Return, Distribution Statements, Statements
of Movements in Unitholders’ Funds, Portfolio Statements, Cash Flow Statements and a summary of significant
accounting policies and other explanatory information of CapitaMall Trust and its subsidiaries (the “Group”) and of the
Trust, are drawn up so as to present fairly, in all material respects, the financial position of the Group and of the Trust
as at 31 December 2012, the total return, distributable income, movements in Unitholders’ funds and cash flows of the
Group and of the Trust for the year then ended in accordance with the recommendations of Statement of Recommended
Accounting Practice 7 “Reporting Framework for Unit Trusts” issued by the Institute of Certified Public Accountants of
Singapore and the provisions of the Trust Deed. At the date of this statement, there are reasonable grounds to believe
that the Group and the Trust will be able to meet their financial obligations as and when they materialise.
For and on behalf of the Manager,
CapitaMall Trust Management Limited
Tan Wee Yan, Wilson
Director
Singapore
22 February 2013
147
Independent Auditors’ Report
Unitholders of CapitaMall Trust
(Established in the Republic of Singapore pursuant to a Trust Deed dated 29 October 2001
(as amended))
Report on the financial statements
We have audited the accompanying financial statements of CapitaMall Trust (the “Trust”) and its subsidiaries (the “Group”),
which comprise the Balance Sheets and Portfolio Statements of the Group and the Trust as at 31 December 2012, and
the Statements of Total Return, Distribution Statements, Statements of Movements in Unitholders’ Funds and Cash Flow
Statements of the Group and the Trust for the year then ended, and a summary of significant accounting policies and
other explanatory information, as set out on pages 150 to 214.
Manager’s responsibility for the financial statements
The Manager of the Trust is responsible for the preparation and fair presentation of these financial statements in
accordance with the recommendations of Statement of Recommended Accounting Practice 7 “Reporting Framework
for Unit Trusts” issued by the Institute of Certified Public Accountants of Singapore, and for such internal control as
the Manager of the Trust determines is necessary to enable the preparation of financial statements that are free from
material misstatements, whether due to fraud or error.
Auditors’ responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in
accordance with Singapore Standards on Auditing. Those standards require that we comply with ethical requirements
and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from
material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial
statements. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of
material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the
auditor considers internal control relevant to the Trust’s preparation and fair presentation of the financial statements
in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing
an opinion on the effectiveness of the Trust’s internal control. An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of accounting estimates made by the Manager of the Trust, as well
as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
148
Independent Auditors’ Report
Unitholders of CapitaMall Trust
(Established in the Republic of Singapore pursuant to a Trust Deed dated 29 October 2001
(as amended))
Opinion
In our opinion, the consolidated financial statements of the Group and the financial statements of the Trust present
fairly, in all material respects, the financial position of the Group and of the Trust as at 31 December 2012 and the
total return, distributable income, movements in Unitholders’ funds and cash flows of the Group and of the Trust for
the year then ended in accordance with the recommendations of Statement of Recommended Accounting Practice 7
“Reporting Framework for Unit Trusts” issued by the Institute of Certified Public Accountants of Singapore.
KPMG LLP
Public Accountants and
Certified Public Accountants
Singapore
22 February 2013
149
Balance Sheets
As at 31 December 2012
Group
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
2,085
8,191,800
336,027
–
227,476
8,757,388
1,564
7,849,200
306,591
–
227,204
8,384,559
2,002
7,031,000
–
80
801,382
7,834,464
1,470
6,716,000
–
80
812,754
7,530,304
218
12,845
1,118,270
1,131,333
210
29,785
757,622
787,617
–
21,068
1,104,470
1,125,538
–
20,425
736,362
756,787
9,888,721
9,172,176
8,960,002
8,287,091
235,135
54,017
300,000
105,188
45
694,385
209,728
45,282
782,497
–
1,335
1,038,842
211,099
48,379
300,000
105,188
45
664,711
196,237
41,223
782,497
–
45
1,020,002
156,041
2,819,319
342,789
78,749
94,512
3,491,410
69,446
2,041,363
600,080
90,545
85,878
2,887,312
12,078
2,339,100
342,789
–
87,498
2,781,465
16,410
1,499,500
600,080
–
78,379
2,194,369
Total liabilities
4,185,795
3,926,154
3,446,176
3,214,371
Net assets
5,702,926
5,246,022
5,513,826
5,072,720
5,702,926
5,246,022
5,513,826
5,072,720
3,456,421
3,328,417
3,456,421
3,328,417
$
$
$
$
1.65
1.58
1.60
1.52
Note
Non-current assets
Plant and equipment
Investment properties
Properties under development
Subsidiaries
Associate and joint ventures
4
5
6
7
8
Current assets
Inventories
Trade and other receivables
Cash and cash equivalents
9
10
Total assets
Current liabilities
Trade and other payables
Current portion of security deposits
Interest-bearing borrowings
Convertible bonds
Current tax payable
Non-current liabilities
Financial derivatives
Convertible bonds
Amounts owing to joint venture partners
Non-current portion of security deposits
11
12
13
14
12
13
15
Represented by:
Unitholders’ funds
Units in issue (’000)
16
Net asset value per unit
The accompanying notes form an integral part of these financial statements.
150
Statements of Total Return
Group
Note
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
Gross revenue
Property operating expenses
Net property income
17
18
661,588
(216,335)
445,253
630,573
(212,333)
418,240
573,218
(192,490)
380,728
543,822
(189,053)
354,769
Interest and other income
Investment income
Asset management fees
Professional fees
Trustee’s fees
Audit fees
Finance costs
Other expenses
Net income before share of profit of associate
Share of profit of associate
Net income
Net change in fair value of financial derivatives
Net change in fair value of investment properties
Gain on disposal of investment property
Loss on repurchase of convertible bonds
Total return for the year before tax
Income tax expense
Total return for the year
19
20
21
6,552
–
(43,370)
(1,898)
(1,305)
(366)
(138,938)
(1,299)
264,629
20,261
284,890
4,332
165,828
84,346
(5,055)
534,341
1,992
536,333
2,332
–
(39,368)
(1,497)
(1,149)
(348)
(134,956)
(860)
242,394
26,099
268,493
4,976
121,125
–
(10,322)
384,272
(45)
384,227
8,870
67,494
(37,870)
(1,805)
(1,159)
(315)
(125,415)
(637)
289,891
–
289,891
4,332
146,244
84,346
(5,055)
519,758
–
519,758
4,870
59,153
(34,037)
(1,406)
(1,009)
(308)
(118,210)
(648)
263,174
–
263,174
4,976
66,104
–
(10,322)
323,932
(45)
323,887
Basic
16.05
11.98
15.56
10.10
Fully diluted
15.75
11.94
15.28
10.10
Earnings per unit (cents)
22
23
24
25
151
Distribution Statements
Group
Amount available for distribution to Unitholders at
beginning of year
Net income before share of profit of associate
Net tax adjustments (Note A)
Rollover adjustment
Distribution income from associate
Net loss from subsidiaries and joint ventures
Amount available for distribution to Unitholders
Distributions to Unitholders during the year:
Distribution of 2.36 cents per unit for period
from 01/10/2010 to 31/12/2010
from 01/01/2011 to 31/03/2011
from 01/04/2011 to 30/06/2011
from 01/07/2011 to 30/09/2011
from 01/10/2011 to 09/11/2011
from 10/11/2011 to 31/12/2011
from 01/01/2012 to 31/03/2012
from 01/04/2012 to 30/06/2012
from 01/07/2012 to 30/09/2012
from 01/10/2012 to 29/11/2012
Amount available for distribution to
Unitholders at end of the year
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
53,168
264,629
50,109
1,518
15,289
678
332,223
385,391
88,229
242,394
44,883
–
10,344
217
297,838
386,067
53,168
289,891
40,814
1,518
–
–
332,223
385,391
88,229
263,174
34,664
–
–
–
297,838
386,067
–
(75,149)
–
(75,149)
–
(72,935)
–
(72,935)
–
(75,181)
–
(75,181)
–
(77,109)
–
(77,109)
–
(32,525)
–
(32,525)
(42,604)
–
(42,604)
–
(76,572)
–
(76,572)
–
(79,253)
–
(79,253)
–
(80,604)
–
(80,604)
–
(51,637)
(330,670)
–
(332,899)
(51,637)
(330,670)
–
(332,899)
54,721
53,168
54,721
53,168
5,500
1,305
18,935
25,628
5,331
1,149
11,663
32,085
–
1,159
16,063
24,851
–
1,009
9,014
29,942
(1,259)
50,109
(5,345)
44,883
(1,259)
40,814
(5,301)
34,664
Note A – Net tax adjustments comprise:
Non-tax deductible items:
- asset management fees paid/payable in units
- trustee’s fees
- non-deductible interest expenses
- other items
Tax deductible items:
- capital allowances/balancing allowances
Net tax adjustments
152
Statements of Movements in
Unitholders’ Funds
Group
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
5,246,022
4,939,407
5,072,720
4,818,524
536,333
384,227
519,758
323,887
Hedging reserve
Effective portion of changes in fair value of cash
flow hedges
(9,080)
887
–
–
Movement in foreign currency translation
reserve
7,856
(9,162)
–
–
447
354
–
–
–
8,148
–
8,148
5,479
5,257
5,479
5,257
–
250,000
(3,461)
(330,670)
2,994
250,000
(3,191)
(332,899)
–
250,000
(3,461)
(330,670)
2,994
250,000
(3,191)
(332,899)
(78,652)
5,702,926
(77,839)
5,246,022
(78,652)
5,513,826
(77,839)
5,072,720
Net assets at beginning of the year
Operations
Movement in general reserve
Movement in capital reserve
Unitholders’ transactions
Creation of units
- Units issued in respect of RCS Trust’s asset
management fees
- Units issued in respect of acquisition fees
for Infinity Mall Trust & Infinity Office Trust
(collectively, the “Infinity Trusts”)
- Units issued in respect of placements
Issue expenses (Note 26)
Distributions to Unitholders
Net decrease in net assets resulting from
Unitholders’ transactions
Net assets at end of the year
153
154
Leasehold 99 years
Leasehold 99 years
Leasehold 60 years
Freehold
Junction 8
IMM Building
Plaza Singapura
Leasehold 99 years
Leasehold 99 years
Leasehold 99 years
JCube
Bukit Panjang Plaza
Balance carried forward
Leasehold 999 years 871 years
2 Jurong East Central 1,
Singapore
604 Sembawang Road,
Singapore
200 Victoria Street,
Singapore
68 Orchard Road,
Singapore
2 Jurong East Street 21,
Singapore
109 North Bridge Road,
Singapore
9 Bishan Place, Singapore
4 Tampines Central 5,
Singapore
Location
81 years
1 Jelebu Road, Singapore
80 years 21 Choa Chu Kang Avenue
4, Singapore
77 years
Leasehold 99 years
77 years
–
36 years
66 years
78 years
79 years
Remaining
Term of
Lease
Bugis Junction
–
Leasehold 99 years
Tenure of Term of
Land
Lease
Tampines Mall
Investment properties in Singapore
Description of Property
Group
Portfolio Statements
Commercial
Commercial
Commercial
Commercial
Commercial
Commercial
Commercial
Warehouse
Commercial
Commercial
Commercial
NA1
99.7
100.0
99.6
99.8
100.0
100.0
91.3
99.1
99.4
99.5
98.4
99.7
100.0
100.0
100.0
100.0
100.0
99.6
100.0
100.0
100.0
Committed
Occupancy Rates
as at 31 December
2012
2011
Existing Use
%
%
606,000
347,000
597,000
800,000
4.7
97.5
5,561,000 5,373,000
8.2
6.0
1.6
15.4
19.4
10.7
6.2
10.8
14.5
259,000
270,000
454,000
273,000
340,000
467,000
93,000
864,000
93,000
879,000
1,106,000 1,080,000
608,000
354,000
617,000
827,000
At Valuation
2012
2011
$’000
$’000
102.5
4.9
8.7
5.2
1.8
16.5
20.6
11.6
6.6
11.4
15.2
Percentage
of Total Net
Assets
2012 2011
%
%
155
53 years
–
Leasehold 60 years
Leasehold 99 years
Leasehold 99 years
Bugis+ (formerly known as Iluma)2
Hougang Plaza3
40.0% interest in Raffles City
Singapore
Other assets and liabilities (net)
Net assets
Investment properties, at valuation
Investment in associate (Note 8)
76 years
Leasehold 99 years
Clarke Quay
66 years
95 years
Leasehold 99 years
The Atrium@Orchard
84 years
Remaining
Term of
Lease
Leasehold 99 years
Tenure of Term of
Land
Lease
Rivervale Mall
Balance brought forward
250 & 252 North Bridge
Road, 2 Stamford Road
and 80 Bras Basah Road,
Singapore
1189 Upper Serangoon
Road, Singapore
Singapore
3A/B/C/D/E River Valley
Road, Singapore
60A & 60B Orchard Road,
Singapore
11 Rivervale Crescent,
Singapore
Location
Retail
Office
Hotel4
Commercial
Commercial
Commercial
Commercial
Commercial
100.0
97.7
NA
53.3
99.5
100.0
100.0
NA
100.0
97.9
100.0
65.5
95.3
NA3
100.0
100.0
Committed
Occupancy Rates
as at 31 December
2012
2011
Existing Use
%
%
34,000
295,000
293,000
623,000
98,000
8,191,800
152,592
8,344,392
(2,641,466)
5,702,926
7,849,200
138,514
7,987,714
(2,741,692)
5,246,022
1,160,800 1,133,200
–
322,000
325,000
717,000
106,000
5,561,000 5,373,000
21.6
0.6
5.6
5.6
11.9
1.9
102.5
143.7 149.7
2.7
2.6
146.4 152.3
(46.4) (52.3)
100.0 100.0
20.4
–
5.6
5.7
12.6
1.9
97.5
Percentage
of Total Net
At Valuation
Assets
2012
2011 2012 2011
$’000
$’000
%
%
156
Leasehold 99 years
Leasehold 99 years
Leasehold 60 years
Freehold
Junction 8
IMM Building
Plaza Singapura
Leasehold 99 years
Leasehold 99 years
Leasehold 99 years
JCube
Bukit Panjang Plaza
21 Choa Chu Kang
Avenue 4, Singapore
2 Jurong East Central 1,
Singapore
604 Sembawang Road,
Singapore
Singapore
68 Orchard Road,
Singapore
2 Jurong East Street 21,
Singapore
109 North Bridge Road,
Singapore
81 years 1 Jelebu Road, Singapore
80 years
77 years
Leasehold 999 years 871 years
77 years
–
36 years
66 years
Leasehold 99 years
4 Tampines Central 5,
Singapore
Location
Commercial
Commercial
Commercial
Commercial
Commercial
Commercial
Commercial
Commercial
Warehouse
Commercial
NA1
99.7
100.0
99.6
99.8
100.0
100.0
91.3
99.1
99.4
99.5
98.4
99.7
100.0
100.0
100.0
100.0
100.0
99.6
100.0
100.0
100.0
Committed
Occupancy Rates
as at 31 December
2012
2011
Existing Use
%
%
78 years 9 Bishan Place, Singapore Commercial
79 years
Remaining
Term of
Lease
Bugis Junction
–
Leasehold 99 years
Tenure of Term of
Land
Lease
Tampines Mall
Trust
606,000
347,000
597,000
800,000
105.9
5,561,000 5,373,000 100.9
9.0
5.4
1.8
17.0
21.3
11.9
6.8
11.8
15.8
5.1
259,000
8.5
6.2
1.7
15.9
20.1
11.0
6.4
11.2
15.0
4.9
270,000
454,000
273,000
340,000
467,000
93,000
864,000
93,000
879,000
1,106,000 1,080,000
608,000
354,000
617,000
827,000
Percentage
of Total Net
At Valuation
Assets
2012
2011 2012 2011
$’000
$’000
%
%
157
53 years
–
Leasehold 60 years
Leasehold 99 years
Bugis+ (formerly known as Iluma)2
Hougang Plaza3
1189 Upper Serangoon
Road, Singapore
Singapore
3A/B/C/D/E River Valley
Road, Singapore
Not Applicable
Occupancy rate is not applicable as JCube was closed from November 2008 to 2 April 2012 for asset enhancement works.
On 1 April 2011, CMT completed the acquisition of Bugis+.
The two hotels are on a long term master lease to RC Hotels (Pte) Ltd.
NA
1.
2.
3.
4.
Other assets and liabilities (net)
Net assets
Investment properties, at valuation
Investments in subsidiaries, associate
and joint ventures (Notes 7 & 8)
76 years
Leasehold 99 years
Clarke Quay
11 Rivervale Crescent,
Singapore
Location
95 years 60A & 60B Orchard Road,
Singapore
Leasehold 99 years
The Atrium@Orchard
84 years
Remaining
Term of
Lease
Leasehold 99 years
Tenure of Term of
Land
Lease
Rivervale Mall
Commercial
Commercial
Commercial
Commercial
Commercial
100.0
65.5
100.0
53.3
100.0
100.0
95.3
97.9
99.5
NA3
Committed
Occupancy Rates
as at 31 December
2012
2011
Existing Use
%
%
34,000
295,000
293,000
623,000
98,000
–
5.8
5.9
13.0
1.9
132.4
0.7
5.8
5.8
12.3
1.9
105.9
801,462
812,834 14.5
16.0
7,832,462 7,528,834 142.0 148.4
(2,318,636) (2,456,114) (42.0) (48.4)
5,513,826 5,072,720 100.0 100.0
7,031,000 6,716,000 127.5
–
322,000
325,000
717,000
106,000
5,561,000 5,373,000 100.9
Percentage
of Total Net
At Valuation
Assets
2012
2011 2012 2011
$’000
$’000
%
%
On 31 December 2012, independent valuations of Tampines Mall, Junction 8, Funan DigitaLife Mall, IMM Building,
Bugis Junction, JCube and Bugis+ were undertaken by CBRE Pte Ltd (“CBRE”) while the independent valuations of
Plaza Singapura, Sembawang Shopping Centre, The Atrium@Orchard, Bukit Panjang Plaza, Lot One Shoppers’ Mall,
Rivervale Mall and Clarke Quay were undertaken by Knight Frank Pte Ltd (“Knight Frank”). The Manager believes that
the independent valuers have appropriate professional qualifications and experience in the location and category of
the properties being valued.
The valuations were based on discounted cash flow and capitalisation approaches for CBRE and Knight Frank. The
net change in fair value of the properties has been recognised in the Statement of Total Return.
On 31 December 2012, independent valuation of Raffles City Singapore was undertaken by Knight Frank. The Manager
believes that the independent valuer has appropriate professional qualifications and experience in the location and
category of the property being valued. The valuation was based on investment approach and discounted cash flow
analysis. The valuation adopted was $2,902,000,000 and the Trust’s proportionate interest in the property value is
$1,160,800,000. The net change in fair value of the property has been recognised in the Statement of Total Return.
Investment properties comprise commercial properties that are leased to external customers. Generally, the leases
contain an initial non-cancellable period of three years. Subsequent renewals are negotiated with the lessee. Contingent
rents recognised in the Statement of Total Return of the Group and in the Statement of Total Return of the Trust
amounted to $36,227,000 (2011: $36,923,000) and $26,077,000 (2011: $26,726,000) respectively.
158
Cash Flow Statements
Group
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
284,890
268,493
289,891
263,174
(6,552)
–
138,938
–
1,327
10
5,500
(20,261)
403,852
(2,332)
–
134,956
18
1,039
5
5,331
(26,099)
381,411
(8,870)
(67,494)
125,415
–
1,204
7
–
–
340,153
(4,870)
(59,153)
118,210
6
894
6
–
–
318,267
(8)
17,859
18,986
17,964
702
459,355
(13)
(25,182)
21,349
3,904
–
381,469
–
(159)
17,539
16,871
–
374,404
–
(7,015)
20,545
4,025
–
335,822
Cash flows from operating activities
Net income
Adjustments for:
Investment income
Finance costs
Assets written off
Depreciation and amortisation
Receivables written off
Asset management fees paid/payable in units
Operating income before working capital changes
Changes in working capital:
Inventories
Security deposits
Income tax refund
Cash flows from operating activities
Cash flows from investing activities
Interest received
Investment income received
Distribution received from associate
Net cash outflow on purchase of investment
property (including acquisition charges)
(see Note A below)
Expenditure on properties under development
Expenditure on investment properties
Purchase of plant and equipment
Proceeds from sale of plant and equipment
Proceeds from sale of investment property
Loans to joint venture
Repayment of loan by Joint Venture
Cash flows used in investing activities
5,765
–
15,289
1,899
–
10,344
5,706
52,683
15,289
4,521
46,892
10,344
–
(16,784)
(239,419)
(1,468)
4
117,516
–
–
(119,097)
(295,113)
(301,742)
(131,190)
(603)
1
–
–
–
(716,404)
–
–
(234,369)
(1,434)
3
117,516
(1,286)
21,009
(24,883)
(295,113)
–
(127,670)
(607)
1
–
(126,700)
–
(488,332)
340,258
(334,935)
349,521
(152,510)
159
Cash Flow Statements
Group
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
340,258
(334,935)
349,521
(152,510)
(7,877)
(19,097)
(5,668)
(13,116)
(172,710)
1,163,349
(783,000)
250,000
(311,558)
(117,814)
20,390
(309,701)
1,246,200
(385,600)
250,000
(300,374)
(101,823)
379,605
(172,710)
1,142,855
(783,000)
250,000
(311,558)
(101,332)
18,587
(309,701)
650,000
–
250,000
(300,374)
(84,393)
192,416
360,648
44,670
368,108
39,906
757,622
712,952
736,362
696,456
1,118,270
757,622
1,104,470
736,362
Cash flows from financing activities
Payment of issue and financing expenses
Repurchase and redemption of convertible
bonds
Proceeds from interest-bearing borrowings
Repayment of interest-bearing borrowings
Proceeds from issue of new units
Distributions to Unitholders
Interest paid
Cash flows from financing activities
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning of the
year
Cash and cash equivalents at end of the
year (Note 10)
Note:
(A)Net Cash Outflow on Purchase of Investment Property (including acquisition charges)
Net cash outflow on purchase of investment property (including acquisition charges) is set out below:
Group and
Trust
2011
$’000
Other payables
Security deposits
Net identifiable assets and liabilities acquired
Acquisition charges
Net cash outflow
(B)
295,000
(6)
(3,294)
291,700
3,413
295,113
Significant Non-Cash Transaction
During the financial year ended 31 December 2012, 3,003,920 (2011: 2,797,006) units were issued as payment
for the asset management fees payable in units, amounting to a value of $5,500,000 (2011: $5,331,000). In 2011,
1,696,034 units were also issued as payment for acquisition fees of $2,994,349 in relation to Infinity Trusts.
160
Notes to the Financial Statements
These notes form an integral part of the financial statements.
The financial statements were authorised for issue by the Manager and the Trustee on 22 February 2013.
1General
CapitaMall Trust (the “Trust”) is a Singapore-domiciled unit trust constituted pursuant to the trust deed dated 29
October 2001 (as amended) (the “Trust Deed”) between CapitaMall Trust Management Limited (the “Manager”)
and HSBC Institutional Trust Services (Singapore) Limited (the “Trustee”). The Trust Deed is governed by the
laws of the Republic of Singapore. The Trustee is under a duty to take into custody and hold the assets of the
Trust in trust for the holders (“Unitholders”) of units in the Trust (the “Units”).
The Trust was formally admitted to the Official List of the Singapore Exchange Securities Trading Limited (“SGXST”) on 17 July 2002 (“Listing Date”) and was included under the Central Provident Fund (“CPF”) Investment
Scheme on 13 September 2002.
The principal activity of the Trust is to invest in income producing real estate, which is used or substantially used
for retail purposes with the primary objective of achieving an attractive level of return from rental income and
for long-term capital growth. The principal activities of the subsidiaries, associate and joint ventures are set out
in Notes 7 and 8.
The consolidated financial statements relate to the Trust and its subsidiaries (the “Group”) and the Group’s
interest in its associate and joint ventures.
The Trust has entered into several service agreements in relation to management of the Trust and its property
operations. The fee structures of these services are as follows:
1.1Property management fees
Under the property management agreement, property management fees are charged as follows:
(a)
2.00% per annum of the gross revenue of the properties;
(b)
2.00% per annum of the net property income of the properties; and
(c)
0.50% per annum of the net property income of the properties, in lieu of leasing commissions.
The property management fees are payable monthly in arrears.
1.2
Pursuant to the Trust Deed, the asset management fees shall not exceed 0.70% per annum of the Deposited
Property or such higher percentage as may be fixed by an Extraordinary Resolution at a meeting of Unitholders.
Deposited Property refers to all the assets of the Trust, including all its Authorised Investments (as defined in the
Trust Deed) for the time being held or deemed to be held upon the trusts of the Trust Deed.
The asset management fee comprise:
(a)in respect of Authorised Investments which are in the form of real estate, a base component of 0.25%
per annum of Deposited Property and a performance component of 2.85% per annum of gross revenue
of the Trust for each financial year; and
161
(b)in respect of all other Authorised Investments which are not in the form of real estate, 0.5% per annum of
the investment value of the Authorised Investment, unless such Authorised Investment is an interest in a
property fund (either a real estate investment trust or private property fund) wholly managed by a whollyowned subsidiary of CapitaLand Limited, in which case no asset management fee shall be payable in
relation to such Authorised Investment.
In respect of all Authorised Investments which are in the form of real estate acquired by the Trust:
(a)the base component shall be paid to the Manager in the form of cash and/or Units (as the Manager may
elect); and
(b)the performance component shall be paid to the Manager in the form of cash, in the form of Units or a
combination of both (as the Manager may elect).
When paid in the form of Units, the Manager shall be entitled to receive such number of Units as may be
purchased for the relevant amount of the asset management fee at the market price (as defined in the Trust
Deed). The asset management fees are payable quarterly in arrears.
The Manager is also entitled to receive acquisition fee at the rate of 1.0% of the purchase price and a divestment
fee of 0.5% of the sale price on all future acquisitions or disposals of properties or investments.
1.3
Trustee’s fees
Pursuant to the Trust Deed, the Trustee’s fees shall not exceed 0.10% per annum of the Deposited Property
(subject to a minimum sum of $6,000 per month) payable out of the Deposited Property of the Trust. The Trustee
is also entitled to reimbursement of expenses incurred in the performance of its duties under the Trust Deed.
The Trustee’s fees are payable quarterly in arrears.
2
Basis of preparation
2.1
Statement of compliance
The financial statements have been prepared in accordance with the Statement of Recommended Accounting
Practice (“RAP”) 7 “Reporting Framework for Unit Trusts” issued by the Institute of Certified Public Accountants
of Singapore (“ICPAS”), and the applicable requirements of the Code on Collective Investment Schemes (“CIS
Code”) issued by the Monetary Authority of Singapore (“MAS”) and the provisions of the Trust Deed. RAP 7
requires that accounting policies adopted should generally comply with the principles relating to recognition and
measurement of the Singapore Financial Reporting Standards (“FRS”).
2.2
Basis of measurement
The financial statements are prepared on the historical cost basis, except for investment properties, derivative
financial instruments and certain financial assets and financial liabilities which are measured at fair value.
2.3
Functional and presentation currency
The financial statements are presented in Singapore dollars, which is the Group’s functional currency. All financial
information presented in Singapore dollars has been rounded to the nearest thousand, unless otherwise stated.
162
2.4Use of estimates and judgements
The preparation of financial statements in conformity with RAP 7 requires management to make judgements,
estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities,
income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates
are recognised in the period in which the estimates are revised and in any future periods affected.
In particular, information about significant areas of estimation, uncertainty and critical judgements in applying
accounting policies that have the most significant effect on the amount recognised in the financial statements
is described in the following notes:
3
•
Note 5
–
Valuation of investment properties
•
Note 6
–
Valuation of properties under development
•
Note 29
–
Valuation of financial instruments
Significant accounting policies
The accounting policies set out below have been applied consistently to all periods presented in these financial
statements, and have been applied consistently by Group entities.
3.1Consolidation
Subsidiaries
Subsidiaries are entities controlled by the Group. Control exists when the Group has the power to govern the
financial and operating policies of an entity so as to obtain benefits from its activities. In assessing control,
potential voting rights that presently are exercisable are taken into account. The financial statements of
subsidiaries are included in the consolidated financial statements from the date that control commences until
the date that control ceases.
Associate is an entity in which the Group has a significant influence, but not control, over the financial and
operating policies. In the financial statements of the Group, the interest in an associate is accounted for using
the equity method. The consolidated financial statements include the Group’s share of the income and expenses
of the associate, after adjustments to align the accounting policies with those of the Group, from the date
that significant influence commences until the date that significant influence ceases. When the Group’s share
of losses exceeds its interest in an associate, the carrying amount of that interest (including any long-term
investments) is reduced to zero and the recognition of further losses is discontinued except to the extent that
the Group has an obligation or has made payment on behalf of the associate.
Joint ventures are entities over whose activities the Trust has joint control, established by contractual agreement
and requiring unanimous consent for strategic financial and operating decisions. In the financial statements
of the Group, the interest in joint ventures is accounted for by including its proportionate share of the jointlycontrolled entity’s assets, liabilities, income and expenses with the similar item, line by line, in its financial
statements. The consolidated financial statements include the assets that the Group controls and the liabilities
that it incurs in the course of pursuing the joint ventures, share of the income and expenses of the joint ventures,
after adjustments to align the accounting policies with those of the Group, from the date that joint control
commences until the date that joint control ceases.
163
Transactions eliminated on consolidation
Intra-group balances and transactions, and any unrealised income or expenses arising from intra-group
transactions, are eliminated in preparing the consolidated financial statements. Unrealised gains arising from
transactions with equity-accounted investees are eliminated against the investment to the extent of the Group’s
interest in the investees. Unrealised losses are eliminated in the same way as unrealised gains, but only to the
extent that there is no evidence of impairment.
Accounting for subsidiaries, associate and joint ventures by the Trust
Investments in subsidiaries, associate and joint ventures are stated in the Trust’s balance sheet at cost less
accumulated impairment losses.
3.2Plant and equipment
Plant and equipment are measured at cost less accumulated depreciation and impairment losses. Cost includes
expenditure that is directly attributable to the acquisition of the asset.
When parts of an item of plant and equipment have different useful lives, they are accounted for as separate
items (major components) of plant and equipment.
The cost of replacing part of an item of plant and equipment is recognised in the carrying amount of the item
if it is probable that the future economic benefits embodied within the part will flow to the Group and its cost
can be measured reliably. The costs of the day-to-day servicing of plant and equipment are recognised in the
Statement of Total Return as incurred.
Depreciation is provided on a straight-line basis so as to write off items of plant and equipment, and major
components that are accounted for separately, over their estimated useful lives as follows:
Furniture, fittings and equipment
–
2 to 5 years
Gain or loss arising from the retirement or disposal of plant and equipment is determined by comparing the
proceeds from disposal with the carrying amount of plant and equipment and is recognised in the Statement of
Total Return.
Depreciation methods, useful lives and residual values are reviewed, and adjusted as appropriate, at each
reporting date.
3.3
Investment properties are properties held either to earn rental income or for capital appreciation or both.
Investment properties are accounted for as non-current assets and are stated at initial cost on acquisition
and at fair value thereafter. The cost of a purchased property comprises its purchase price and any directly
attributable expenditure including capitalised borrowing costs. Transaction costs shall be included in the initial
measurement. Fair value is determined in accordance with the Trust Deed, which requires the investment
properties to be valued by independent registered valuers in the following events:
164
•
in such manner and frequency required under the CIS Code issued by MAS; and
•
at least once in each period of 12 months following the acquisition of each parcel of real estate property.
Any increase or decrease on revaluation is credited or charged to the Statement of Total Return as a net change
in fair value of the investment properties.
When an investment property is disposed of, the resulting gain or loss recognised in the Statement of Total
Return is the difference between net disposal proceeds and the carrying amount of the property.
Investment properties are not depreciated. The properties are subject to continued maintenance and regularly
revalued on the basis set out above. For income tax purposes, the Group and the Trust may claim capital
allowances on assets that qualify as plant and machinery under the Income Tax Act.
3.4Properties under development
Properties under development are properties being constructed or developed for future use as investment
properties. Properties under development are measured at fair value. The difference between the fair value
and cost (including acquisition costs, development expenditure, capitalised borrowing costs and other directly
attributable expenditure) is credited or charged to the Statement of Total Return. Upon completion, the carrying
amounts are reclassified to investment properties.
3.5
Foreign currency transactions
Transactions in foreign currencies are translated to the respective functional currencies of the Group at the
exchange rate at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at
the end of the reporting date are retranslated to the functional currency at the exchange rate at that date. Nonmonetary assets and liabilities denominated in foreign currencies that are measured at fair value are retranslated
to the functional currency at the exchange rate at the date on which the fair value was determined.
Foreign currency differences arising on retranslation are recognised in Statement of Total Return, except for the
following differences which are recognised in Unitholders’ funds, arising on the retranslation of:
•
vailable-for-sale equity instruments (except on impairment in which case foreign currency differences
a
that have been recognised in Unitholders’ funds are reclassified to Statement of Total Return);
•
financial liability designated as a hedge of the net investment in a foreign operation to the extent that
a
the hedge is effective; or
•
qualifying cash flow hedges to the extent the hedge is effective.
3.6
Financial instruments
Non-derivative financial assets
The Group initially recognises loans and receivables and deposits on the date that they are originated. All other
financial assets (including assets designated at fair value through the Statement of Total Return) are recognised
initially on the trade date at which the Group becomes a party to the contractual provisions of the instrument.
The Group derecognises a financial asset when the contractual rights to the cash flows from the asset expire,
or it transfers the rights to receive the contractual cash flows on the financial asset in a transaction in which
substantially all the risks and rewards of ownership of the financial asset are transferred. Any interest in
transferred financial assets that is created or retained by the Group is recognised as a separate asset or liability.
165
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.
The Group has the following non-derivative financial assets: loans and receivables.
Loans and receivables
Loans and receivables are financial assets with fixed or determinable payments that are not quoted in an
active market. Such assets are recognised initially at fair value plus any directly attributable transaction costs.
Subsequent to initial recognition, loans and receivables are measured at amortised cost using the effective
interest method, less any impairment losses.
Loans and receivables comprise loans to joint ventures, trade and other receivables and cash and cash
equivalents.
Cash and cash equivalents comprise cash balances and bank deposits.
Non-derivative financial liabilities
The Group initially recognises all other financial liabilities (including liabilities designated at fair value through the
Statement of Total Return) on the trade date at which the Group becomes a party to the contractual provisions
of the instrument.
The Group derecognises a financial liability when its contractual obligations are discharged, cancelled or expired.
The Group has the following non-derivative financial liabilities: loans and borrowings and trade and other
payables.
Such financial liabilities are recognised initially at fair value plus any directly attributable transaction costs.
Subsequent to initial recognition, these financial liabilities are measured at amortised cost using the effective
interest method.
Derivative financial instruments and hedging activities
The Group holds derivative financial instruments to hedge its foreign currency and interest rate risk exposures.
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 Statement of Total Return. Multiple embedded
derivatives in a single instrument are treated as a single compound embedded derivative if they share the same
underlying risk exposures, are interdependent of each other and are not readily separable.
On initial designation of the hedge, the Group formally documents the relationship between the hedging
instrument(s) and hedged item(s), including the risk management objectives and strategy in undertaking the
hedge transaction, 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 during the period for which the hedge
is designated, and whether the actual results of each hedge are within a range of 80%-125%. For a cash flow
hedge of a forecast transaction, the transaction should be highly probable to occur and should present an
exposure to variations in cash flows that could ultimately affect reported total return.
166
Derivatives are recognised initially at fair value; attributable transaction costs are recognised in the Statement
of Total Return when incurred. Subsequent to initial recognition, derivatives are measured at fair value, and
changes therein are accounted for as described below.
Cash flow hedges
When a derivative is designated as the hedging instrument in a hedge of the variability in cash flows attributable
to a particular risk associated with a recognised asset or liability or a highly probable forecast transaction
that could affect Statement of Total Return, the effective portion of changes in the fair value of the derivative
is recognised in Unitholders’ funds and presented in the hedging reserve in equity. Any ineffective portion of
changes in the fair value of the derivative is recognised immediately in Statement of Total Return.
When the hedged item is a non-financial asset, the amount accumulated in Unitholders’ funds is included
in the carrying amount of the asset when the asset is recognised. In other cases, the amount accumulated
in Unitholders’ funds is reclassified to Statement of Total Return in the same period that the hedged item
affects Statement of Total Return. 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, then the balance in Unitholders’ funds
is reclassified to Statement of Total Return.
Separable embedded derivatives
Changes in the fair value of separable embedded derivatives are recognised immediately in the Statement of
Total Return.
Other non-trading derivatives
When a derivative financial instrument is not designated in a hedge relationship that qualifies for hedge
accounting, all changes in its fair value are recognised immediately in Statement of Total Return.
Convertible bonds
The Group has issued convertible bonds that comprise a liability for the interest and principal amount and
a derivative liability. The derivative liability is recognised at fair value at inception. The carrying amount of
the convertible bonds at initial recognition is the difference between the gross proceeds from the convertible
bonds issue and the fair value of the derivative liability. Any directly attributable transaction costs are allocated
to the convertible bonds and derivative liability in proportion to their initial carrying amounts. Subsequent to
initial recognition, the convertible bonds are measured at amortised cost using effective interest method. The
derivative liability is measured at fair value through the Statement of Total Return.
The Group has also issued convertible bonds that can be converted into Unitholders’ funds at the option of the
holder, where the number of units to be issued does not vary with changes in their fair value are accounted for
as compound financial instruments. The gross proceeds are allocated to the equity and liability components,
with the equity component being assigned the residual amount after deducting the fair value of the liability
component from the fair value of the compound financial instrument. Subsequent to initial recognition, the
liability component of convertible bonds is measured at amortised cost using the effective interest method. The
equity component of convertible bonds is not re-measured.
167
3.7Impairment
Non-derivative financial assets
A financial asset not carried at fair value through Statement of Total Return is assessed at each reporting date
to determine whether there is objective evidence that it is impaired. A financial asset is impaired if objective
evidence indicates that a loss event has occurred after the initial recognition of the asset, and that the loss event
had a negative effect on the estimated future cash flows of that asset that can be estimated reliably.
Objective evidence that financial assets are impaired can include default or delinquency by a debtor, restructuring
of an amount due to the Group on terms that the Group would not consider otherwise, indications that a debtor
or issuer will enter bankruptcy. In addition, for an investment in an equity security, a significant or prolonged
decline in its fair value below its cost is objective evidence of impairment.
The Group considers evidence of impairment for loans and receivables at both a specific asset and collective
level. All individually significant loans and receivables are assessed for specific impairment. All individually
significant loans and receivables found not to be specifically impaired are then collectively assessed for
any impairment that has been incurred but not yet identified. Loans and receivables that are not individually
significant are collectively assessed for impairment by grouping together loans and receivables with similar risk
characteristics.
In assessing collective impairment, the Group uses historical trends of the probability of default, timing of
recoveries and the amount of loss incurred, adjusted for the Manager’s judgement as to whether current
economic and credit conditions are such that the actual losses are likely to be greater or less than suggested
by historical trends.
An impairment loss in respect of a financial asset measured at amortised cost is calculated as the difference
between its carrying amount and the present value of the estimated future cash flows discounted at the asset’s
original effective interest rate. Losses are recognised in the Statement of Total Return and reflected in an
allowance account against loans and receivables. Interest on the impaired asset continues to be recognised
through the unwinding of the discount. When a subsequent event causes the amount of impairment loss to
decrease, the decrease in impairment loss is reversed through the Statement of Total Return.
Non-financial assets
The carrying amounts of the Group’s non-financial assets, other than investment properties and properties under
development, are reviewed at each reporting date to determine whether there is any indication of impairment. If
any such indication exists, then the asset’s recoverable amount is estimated.
The recoverable amount of an asset or cash-generating unit (“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 CGU.
An impairment loss is recognised if the carrying amount of an asset or its CGU exceeds its estimated recoverable
amount. Impairment losses are recognised in the Statement of Total Return.
Impairment losses recognised in prior periods are assessed at each reporting date for any indications that
the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the
estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that
the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of
depreciation or amortisation, if no impairment loss had been recognised.
168
3.8
Interest-bearing borrowings are recognised initially at fair value less attributable transaction costs. Subsequent
to initial recognition, interest-bearing borrowings are stated at amortised cost with any difference between cost
and redemption value being recognised in the Statement of Total Return over the period of the borrowings on
an effective interest basis.
3.9Unitholders’ funds
Unitholders’ funds represent the Unitholders’ residual interest in the Group’s net assets upon termination and
is classified as equity.
Incremental costs directly attributable to the issue of units are recognised as a deduction from Unitholders’ funds.
3.10 Revenue recognition
Rental income from operating leases
Rental income receivable under operating leases is recognised in the Statement of Total Return on a straightline basis over the term of the lease, except where an alternative basis is more representative of the pattern of
benefits to be derived from the leased assets. Lease incentives granted are recognised as an integral part of the
total rental to be received. Contingent rentals, which include gross turnover rental, are recognised as income in
the accounting period on a receipt basis. No contingent rentals are recognised if there are uncertainties due to
the possible return of amounts received.
Car park income
Car park income is recognised as it accrues on a time apportioned basis.
Interest income
Interest income is recognised as it accrues, using the effective interest method.
Investment income
Investment income is recognised when the right to receive distribution income from an associate or a joint
venture is established.
3.11Expenses
Property operating expenses
Property operating expenses consist of quit rents, property taxes, utilities, property management fees, property
management reimbursements, marketing, maintenance and other property outgoings in relation to investment
properties where such expenses are the responsibility of the Group.
Property management fees are recognised on an accrual basis based on the applicable formula, stipulated in
Note 1.1.
Asset management fees are recognised on an accrual basis using the applicable formula, stipulated in Note 1.2.
169
Trustee’s fees
The Trustee’s fees are recognised on an accrual basis using the applicable formula, stipulated in Note 1.3.
3.12 Finance costs
Finance costs comprise interest expense on borrowings and convertible bonds, amortisation of borrowings and
convertible bonds related transaction costs and accretion of convertible bonds interest which are recognised
in the Statement of Total Return using the effective interest method over the period of borrowings and the
convertible bonds. Finance costs also include gain/loss on remeasurement of financial derivatives.
3.13 Income Tax
Income tax expense comprises current and deferred tax. Current and deferred tax is recognised in the Statement
of Total Return except to the extent that it relates to items directly related to Unitholders’ funds, in which case it
is recognised in Unitholders’ funds.
Current tax is the expected tax payable on the taxable income 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.
Deferred tax is recognised using the Balance Sheet method, providing for 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:
•
t emporary 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; and
•
ifferences related to investments in subsidiaries and joint ventures to the extent that it is probable that
d
they will not reverse in the foreseeable future.
The measurement of deferred taxes reflects the tax consequences that would follow the manner in which the
Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and
liabilities. Deferred tax is measured at the tax rates that are expected to be applied to the 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 only to the extent that it is probable that future taxable profits will be available
against which the temporary differences 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.
In determining the amount of current and deferred tax, the Group takes into account the impact of uncertain
tax positions and whether additional taxes and interest may be due. The Group believes that its accruals for tax
liabilities are adequate for all open tax years based on its assessment of many factors, including interpretations
of tax law and prior experience. This assessment relies on estimates and assumptions and may involve a series
of judgements about future events. New information may become available that causes the Group to change
its judgement regarding the adequacy of existing tax liabilities; such changes to tax liabilities will impact tax
expense in the period that such a determination is made.
170
The Inland Revenue Authority of Singapore (the “IRAS”) has issued a tax ruling on the tax treatment of the Trust.
Subject to meeting the terms and conditions of the tax ruling which includes a distribution of at least 90.0% of
the taxable income of the Trust, the Trustee is not subject to tax on the taxable income of the Trust to the extent
of the amount distributed. Instead, the distributions made by the Trust out of such taxable income are subject
to tax in the hands of Unitholders, unless they are exempt from tax on the Trust’s distributions. This treatment
is known as the tax transparency treatment.
Individuals and qualifying Unitholders, i.e. companies incorporated and tax resident in Singapore, Singapore
branches of foreign companies that have obtained waiver from the IRAS from tax deducted at source in respect
of the distributions from the Trust, and bodies of persons registered or constituted in Singapore, are entitled
to gross distributions from the Trust. For distributions made to foreign non-individual Unitholders, the Trustee
is required to withhold tax at the reduced rate of 10.0%. For other types of Unitholders, the Trustee is required
to withhold tax at the prevailing corporate tax rate on the distributions made by the Trust. Such other types of
Unitholders are subject to tax on the regrossed amounts of the distributions received but may claim a credit for
the tax deducted at source at the prevailing corporate tax rate by the Trustee.
The Trust has a distribution policy to distribute at least 90.0% of its taxable income, other than gains from the
sale of real estate properties that are determined by the IRAS to be trading gains. For the taxable income that is
not distributed, referred to as retained taxable income, tax will be assessed on the Trustee. Where such retained
taxable income is subsequently distributed, the Trustee need not deduct tax at source.
3.14 Segment reporting
An operating segment is a component of the Group that engages in business activities from which it may earn
revenues and incur expenses, including revenues and expenses that relate to transactions with any of the
Group’s other components. All operating segments’ operating results are reviewed regularly by the Group’s Chief
Operating Decision Makers (“CODMs”) to make decisions about resources to be allocated to the segments and
assess its performance, and for which discrete financial information is available.
Segment results that are reported to the Group’s CODMs include items directly attributable to a segment as
well as those that can be allocated on a reasonable basis. Unallocated items comprise mainly Trust’s assets
and liabilities.
3.15New standards, interpretations and revised recommended accounting practice not yet adopted
On 29 June 2012, ICPAS issued a revised version of RAP 7. RAP 7 (2012) will become effective for the Group’s
financial statements for the year ending 31 December 2013, and has not been applied in preparing these
financial statements. The Manager does not expect the application of RAP 7 (2012) to have significant impact
on the financial statements of the Group.
A number of new FRS standards, amendments to FRS standards and interpretations are effective for annual
periods beginning after 1 January 2012, and have not been applied in preparing these financial statements.
Those new standards, amendments to standards and interpretations that are expected to have a significant
effect on the financial statements of the Group and the Trust in future financial periods, and which the Group
does not plan to early adopt except as otherwise indicated below, are set out below.
171
Applicable for the Group’s 2013 financial statements
•
RS 113 Fair Value Measurement replaces the existing guidance on fair value measurement in different
F
FRSs with a single definition of fair value. The standard also establishes a framework for measuring fair
values and sets out the disclosure requirements for fair value measurements.
The adoption of this standard will require the Group to re-assess the bases used for determining the fair
values computed for both measurement and disclosures purposes and would result in more extensive
disclosures on fair value measurements. On initial application of the standard, the Group does not expect
substantial changes to the bases used for determining the fair values.
In accordance with the transitional provisions, the Group will apply FRS 113 prospectively as of 1 January
2013. As a result, prior periods in the Group’s 2013 financial statements will not be restated for any
adjustments arising from the changes in valuation bases as set out above; any such adjustments will be
recorded in the income statement in 2013.
Applicable for the Group’s 2014 financial statements
•
RS 111 Joint Arrangements establishes the principles for classification and accounting of joint
F
arrangements. The adoption of this standard would require the Group to re-assess and classify its joint
arrangements as either joint operations or joint ventures based on its rights and obligations arising from
the joint arrangements. Under this standard, interests in joint ventures will be accounted for using the
equity method whilst interests in joint operations will be accounted for using the applicable FRSs relating
to the underlying assets, liabilities, revenue and expense items arising from the joint operations.
At 31 December 2012, the Group has investments under joint arrangements. Currently, RCS Trust, Infinity
Mall Trust and Infinity Office Trust are accounted for as jointly-controlled entities using the proportionate
consolidation method. The Group has re-evaluated the rights and obligations of the parties to these joint
arrangements and has determined that the parties in these joint arrangements have rights to the net
assets of the joint arrangements. Accordingly, these joint arrangements will be classified as joint ventures
under FRS 111 and will be accounted for using the equity method.
These changes will be applied retrospectively and in the Group’s 2014 financial statements, prior periods
will be restated. Had this change been effected as at 31 December 2012, the estimated impact on key
line items in the financial statements are as follow:
172
Impact on Balance Sheet - Group
As at
31 December 2012
as reported
$’000
FRS 111
adjustments
$’000
As at
31 December 2012
to be restated
$’000
Total assets
9,888,721
(729,049)
9,159,672
Total liabilities
4,185,795
(729,049)
3,456,746
Impact on net assets
5,702,926
–
5,702,926
Impact on Statement of Total Return - Group
Year ended
31 December 2012
as reported
$’000
FRS 111
adjustments
$’000
Year ended
31 December 2012
to be restated
$’000
Gross revenue
661,588
(88,370)
573,218
Net income before share of profit of
associate
264,629
(44,608)
220,021
20,261
64,192
84,453
536,333
–
536,333
173
4Plant and equipment
Furniture, fittings
and equipment
2012
2011
$’000
$’000
Group
Cost
At 1 January
Additions
Disposals
Assets written off
At 31 December
4,453
1,468
(53)
(66)
5,802
4,579
603
(220)
(509)
4,453
2,889
943
(49)
(66)
3,717
2,769
830
(219)
(491)
2,889
1,564
2,085
1,810
1,564
3,960
1,434
(49)
(66)
5,279
3,601
607
(135)
(113)
3,960
2,490
899
(46)
(66)
3,277
1,956
775
(134)
(107)
2,490
1,470
2,002
1,645
1,470
Accumulated depreciation
At 1 January
Charge for the year
Disposals
Assets written off
At 31 December
Carrying amounts
At 1 January
At 31 December
Trust
Cost
At 1 January
Additions
Disposals
Assets written off
At 31 December
Accumulated depreciation
At 1 January
Charge for the year
Disposals
Assets written off
At 31 December
Carrying amounts
At 1 January
At 31 December
174
5
Group
2012
$’000
At 1 January
Acquisition of investment properties
Acquisition charges capitalised
Disposal of invesment property
Capital expenditure
Net change in fair value of investment
properties
At 31 December
Trust
2011
$’000
2012
$’000
2011
$’000
7,849,200
–
–
(33,862)
210,634
8,025,972
7,271,500
295,000
3,413
–
158,162
7,728,075
6,716,000
–
–
(33,862)
202,618
6,884,756
6,194,300
295,000
3,413
–
157,183
6,649,896
165,828
8,191,800
121,125
7,849,200
146,244
7,031,000
66,104
6,716,000
Some of the investment properties have been mortgaged to secure credit facilities for the Trust and the Group
(Note 12) and as security for the convertible bonds of the Trust (Note 13). The mortgage to secure the credit
facilities for the Trust was released on 31 October 2012. As at 31 December 2012, other than The Atrium@
Orchard, all investment properties under the Trust are unencumbered. As at 31 December 2011, Plaza Singapura,
Lot One Shoppers’ Mall, Bukit Panjang Plaza, Rivervale Mall, Clarke Quay, Hougang Plaza and Bugis+ were
unencumbered.
Investment properties are stated at fair value based on valuations performed by independent professional
valuers. The fair values are based on market values, being the estimated amount for which a property could be
exchanged on the date of the valuation between a willing buyer and a willing seller in an arm’s length transaction
after proper marketing wherein the parties had each acted knowledgeably, prudently and without compulsion.
In determining the fair value, the valuers have used valuation methods which involve certain estimates. The
Manager is of the view that the estimates are reflective of the current market condition. The key assumptions
used to determine the fair value of investment properties include market-corroborated capitalisation yield,
terminal yield and discount rate.
6Properties under development
Group
At 1 January
Additions
At 31 December
2012
$’000
2011
$’000
306,591
29,436
336,027
–
306,591
306,591
Properties under development relate to the Group’s proportionate interest in properties held by Infinity Trusts
located at Boon Lay Way with a remaining term of lease of 98 years.
Properties under development are stated at fair value based on valuation performed by independent professional
valuer, CBRE Pte Ltd, on 31 December 2012. The valuer has considered valuation techniques including the
residual land method, in arriving at the market value. In determining the fair value, the valuer has used valuation
methods which involve certain estimates. The manager is of the view that the estimates are reflective of the
current market condition.
During financial year ended 31 December 2012, interest capitalised amounted to $7,552,462 (2011: $2,115,555)
with an effective rate ranging from 1.34% to 2.44% (2011: 1.38% to 3.00%) per annum.
175
7Subsidiaries
Trust
Non-current assets
Equity investments at cost
Loan to subsidiaries
*
2012
$’000
2011
$’000
–*
80
80
–*
80
80
Comprising 1 ordinary share of $1
Details of the subsidiaries are as follows:
Name of subsidiaries
Place of
incorporation/
business
Effective equity
interest held by the Trust
2012
2011
%
%
CapitaRetail Singapore Limited1
Singapore
100
100
CMT MTN Pte. Ltd.1
Singapore
100
100
Audited by KPMG Singapore
1
CapitaRetail Singapore Limited
CapitaRetail Singapore Limited (“CRSL”) is an inactive company whose principal activity is investment holding.
CMT MTN Pte. Ltd.
CMT MTN Pte. Ltd. (“CMT MTN”), a wholly-owned subsidiary was incorporated on 23 January 2007. The
principal activity of this subsidiary is the provision of treasury services, including on-lending to the Trust proceeds
from issuances of notes under unsecured multicurrency medium term note programmes.
The Trust has provided a loan to CMT MTN amounting to $80,000 (2011: $80,000) which is non-trade in nature,
unsecured and interest-free. The settlement of the amount is neither planned nor likely to occur in the foreseeable
future. As this amount is, in substance, part of the Trust’s net investment in CMT MTN, it is stated at cost.
176
8
Group
Investment in associate
Investments in joint ventures
Loans to joint ventures
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
152,592
–
74,884
227,476
138,514
–
88,690
227,204
130,836
558,048
112,498
801,382
130,836
552,569
129,349
812,754
The loan to joint ventures is not expected to be repayable in the next twelve months from the reporting date.
The loan bears an interest rate ranging from 2.12% to 2.44% (2011: 2.44% to 3.00%) per annum. Interest rate
is repriced at intervals of less than twelve months.
Details of the associate and joint ventures are as follows:
Name of associate and joint ventures
Place of constitution/
incorporation/
business
Effective equity
interest held by the Trust
2012
2011
%
%
Associate
Singapore
16.42
17.82
Infinity Mall Trust1 and Infinity Office Trust1
Singapore
30.0
30.0
RCS Trust1
Singapore
40.0
40.0
CapitaRetail China Trust1
Joint ventures
1
2
Audited by KPMG Singapore
The dilution in the interest held for Investment in associate is due to the equity fund raising conducted by CRCT on 30 June 2011 and 2 November
2012 in which the Trust did not participate.
Associate
CapitaRetail China Trust
CapitaRetail China Trust (“CRCT”) is a real estate investment trust constituted in Singapore by a trust deed
dated 23 October 2006 (as amended). CRCT was formally admitted to SGX-ST on 8 December 2006. CRCT is
established with the objective of investing on a long term basis in a diversified portfolio of income producing real
estate and primarily for retail purposes and located primarily in the People’s Republic of China.
On a recurring basis, as the results of CRCT are not expected to be announced in sufficient time to be included
in the Group’s results for the same calendar quarter, the Group will equity account the results of CRCT based
on a 3 month lag time.
At the reporting date, the fair value of both the Group’s and the Trust’s investment in CRCT is $201,236,000
(2011: $141,111,000).
177
Joint Ventures
Infinity Mall Trust and Infinity Office Trust
(a)
Infinity Mall Trust
Infinity Mall Trust is an unlisted special purpose trust established under a trust deed (“Infinity Mall Trust
Trust Deed”) dated 25 May 2011 entered into between the Trustee, CMA Singapore Investments (4) Pte.
Ltd., CL JM Pte. Ltd. and JG Trustee Pte. Ltd. (as trustee of Infinity Mall Trust). Infinity Mall Trust is 30.0%
owned by the Trust, 50.0% by CMA Singapore Investments (4) Pte. Ltd. and 20.0% by CL JM Pte. Ltd.
(b)
Infinity Office Trust
Infinity Office Trust is an unlisted special purpose trust established under a trust deed (“Infinity Office
Trust Trust Deed”) dated 25 May 2011 entered into between the Trustee, CMA Singapore Investments (5)
Pte. Ltd., CL JO Pte. Ltd. and JG2 Trustee Pte. Ltd. (as trustee of Infinity Office Trust). Infinity Office Trust
is 30.0% owned by the Trust, 50.0% by CMA Singapore Investments (5) Pte. Ltd. and 20.0% by CL JO
Pte. Ltd.
The business of Infinity Mall Trust and Infinity Office Trust is to jointly acquire, own and operate the mixed
development at Lot 8630V MK 5 at Boon Lay Way which comprises of retail and office components
(“Infinity Project”).
RCS Trust
RCS Trust is an unlisted special purpose trust established under a trust deed (“RCS Trust Trust Deed”) dated
18 July 2006 entered into between HSBC Institutional Trust Services (Singapore) Limited as trustee-manager of
RCS Trust (“RCS Trust Trustee-Manager”), HSBC Institutional Trust Services (Singapore) Limited as trustee of
CapitaCommercial Trust (“CCT Trustee”), the Trustee, CapitaCommercial Trust Management Limited (CCTML as
manager of CCT) and the Manager. RCS Trust is 40.0% owned by the Trust and 60.0% owned by CCT.
RCS Trust has entered into several service agreements in relation to management of the Trust and its property
operations. The fee structures of these services are as follows:
(a)
Property management fees
Under the property management agreement, property management fees are charged as follows:
(i)
2.00% per annum of the property income of the property; and
(ii)
2.50% per annum of the net property income of the property.
The property management fees are payable monthly in arrears.
(b)
Pursuant to the RCS Trust Trust Deed, the asset management fees comprise a base component of 0.25%
per annum of the value of Deposited Property of RCS Trust and a performance component of 4.00%
per annum of the net property income of RCS Trust, including all its Authorised Investments for the time
being held or deemed to be held upon the trusts of the RCS Trust Trust Deed.
The asset management fees shall be paid entirely in the form of units or, with the unanimous approval of
the Manager and CCTML, either partly in units and partly in cash or wholly in cash.
178
The asset management fees are payable quarterly in arrears.
(c)
Trustee-Manager’s fees
Pursuant to the RCS Trust Trust Deed, the Trustee-Manager’s fees shall not exceed 0.10% per annum
of the value of Deposited Property of RCS Trust, as defined in the RCS Trust Trust Deed (subject to a
minimum sum of $15,000 per month), payable out of the Deposited Property of RCS Trust. The RCS Trust
Trustee-Manager is also entitled to reimbursement of expenses incurred in the performance of its duties
under the RCS Trust Trust Deed.
The Trustee-Manager’s fees are payable quarterly in arrears.
The summarised financial information relating to the associate is not adjusted for the percentage of ownership
held by the Group. The summarised financial information of the joint ventures represents the Group’s share in
the joint ventures.
The financial information of the associate and the Trust’s interests in the joint ventures are as follows:
Associate
20121
$’000
Assets and Liabilities
Non-current assets
Current assets
Total assets
Results
Revenue
Expenses
Revaluation surplus
The Group’s share of joint venture capital
commitment
Joint ventures
2012
2011
$’000
$’000
1,375,713
1,495,572
15,184
1,510,756
1,437,685
41,378
1,479,063
662,096
578,922
733,143
42,730
775,873
727,727
31,061
758,788
151,764
125,877
116,418
139,953
88,425
(43,816)
19,584
64,193
86,774
(45,838)
55,021
95,957
85,791
88,066
1,564,419
Current liabilities
Total liabilities
20111
$’000
As the results of CRCT for the fourth quarter ended 31 December 2012 are not announced in sufficient time to be included in the Group’s results for
the same calendar quarter, the assets and liabilities recorded were based on CRCT’s unaudited financial statements and distribution announcement
for the third quarter ended 30 September 2012 dated 23 October 2012. The financial results recorded were based on CRCT’s unaudited financial
statements and distribution announcements for the period from 1 October 2011 to 30 September 2012.
1
Similarly, corresponding comparisons for previous financial year were based on CRCT’s unaudited financial statements and distribution
announcement for the third quarter ended 30 September 2011 dated 14 October 2011 and on CRCT’s unaudited financial statements and
distribution announcements for the period from 1 October 2010 to 30 September 2011.
179
9
Group
Trade receivables
Deposits
Interest receivables
Amount due from related parties
Other receivables
Loans and receivables
Prepayments
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
5,655
4,326
642
65
1,601
12,289
556
12,845
4,744
3,062
349
153
20,911
29,219
566
29,785
5,337
833
641
13,130
707
20,648
420
21,068
4,549
1,353
349
13,706
23
19,980
445
20,425
Concentration of credit risk relating to trade receivables is limited due to the Group’s many varied tenants. These
tenants comprise retailers engaged in a wide variety of consumer trades. The Group’s historical experience in
the collection of accounts receivable falls within the recorded allowances. Due to these factors, the Manager
believes that no additional credit risk beyond amounts provided for collection losses is inherent in the Group’s
trade receivables.
The maximum exposure to credit risk for trade receivables at the reporting date (by type of consumers) is:
Group
Retail customers
Warehouse
Office
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
5,596
30
29
5,655
4,688
51
5
4,744
5,290
30
17
5,337
4,495
51
3
4,549
The Group’s most significant tenant, accounts for $433,255 (2011: $239,098) of the trade receivables carrying
amount as at the reporting date.
180
Impairment losses
The ageing of receivables at the reporting date is:
Group
Impairment
Gross
losses
$’000
$’000
Trust
Impairment
Gross
losses
$’000
$’000
2012
Not past due
Past due 31 – 60 days
Over 90 days
4,807
728
85
35
5,655
–
–
–
–
–
4,532
686
85
34
5,337
–
–
–
–
–
4,009
608
108
19
4,744
–
–
–
–
–
3,876
551
104
18
4,549
–
–
–
–
–
2011
Not past due
Over 90 days
The change in impairment loss in respect of trade receivables during the year is as follows:
Group
As at 1 January
Allowance recognised during the year
Allowance reversed during the year
As at 31 December
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
–
3
(3)
–
14
–
(14)
–
–
–
–
–
–
–
–
–
The Manager believes that no impairment allowance is necessary in respect of the remaining trade receivables
as these receivables arose mainly from tenants that have good record with the Group and have sufficient
security deposits as collateral.
181
10
Cash and cash equivalents
Group
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
Cash at bank and in hand
9,873
Fixed deposits with financial institutions
1,108,397
Cash and cash equivalents in the cash flow
statement
1,118,270
15,477
742,145
7,638
1,096,832
9,107
727,255
757,622
1,104,470
736,362
The weighted average effective interest rates relating to cash and cash equivalents at the reporting date for
the Group and Trust are 0.56% (2011: 0.54%) and 0.57% (2011: 0.54%) per annum respectively. Interest rates
reprice at intervals of 1 month.
11
Group
Trade payables and accrued operating
expenses
Amounts due to related parties (trade)
Deposits and advances
Interest payable
Distribution payable
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
126,222
14,245
14,352
28,679
51,637
235,135
130,862
12,243
13,779
20,319
32,525
209,728
107,248
11,583
12,544
28,087
51,637
211,099
121,043
10,607
12,272
19,790
32,525
196,237
Included in amounts due to related parties of the Group are amounts due to the Manager of $11,054,000 (2011:
$10,128,000), the property manager of $2,145,000 (2011: $1,818,000) and the project manager of $155,000
(2011: $267,000). At Trust level, the amount due to related parties is an amount due to the Manager of $9,667,000
(2011: $8,792,000), the property manager of $1,856,000 (2011: $1,548,000) and the project manager of $33,000
(2011: $267,000).
Included in trade payables and accrued operating expenses is an amount due to the Trustee of $325,000 (2011:
$303,000) at Group level and $288,000 (2011: $267,000) at Trust level.
182
12
Group
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
–
–
–
300,000
300,000
783,000
(503)
782,497
–
782,497
–
–
–
300,000
300,000
783,000
(503)
782,497
–
782,497
595,000
(4,449)
590,551
595,000
(4,137)
590,863
–
–
–
–
–
–
20,495
(288)
20,207
–
–
–
–
–
–
–
–
–
2,211,816
(3,255)
2,208,561
1,450,500
–
1,450,500
2,342,355
(3,255)
2,339,100
1,499,500
–
1,499,500
2,819,319
2,041,363
2,339,100
1,499,500
3,119,319
2,823,860
2,639,100
2,281,997
Current liabilities
Term loans (secured)
Unamortised transaction costs
Term loans (unsecured)
Term loans (secured)
Revolving credit facility (secured)
Term loans (unsecured)
Total interest-bearing borrowings
183
Terms and debt repayment schedule
Terms and conditions of outstanding interest-bearing borrowings are as follows:
Face
value
$’000
2012
Carrying
amount
$’000
Face
value
$’000
2011
Carrying
amount
$’000
2016
2016
400,000
195,000
396,652
193,899
400,000
195,000
395,863
195,000
2016
20,495
20,206
–
–
2012
–
–
783,000
782,497
2.00
2013
300,000
3.73 – 4.32 2015 to 2018 1,099,335
1.31
2019
141,825
3.28 – 3.76 2022 to 2023
320,656
2.85 – 3.85 2014 to 2024
650,000
3,127,311
300,000
1,097,784
141,438
319,739
649,601
3,119,319
300,000
650,500
–
–
500,000
2,828,500
300,000
650,500
–
–
500,000
2,823,860
–
–
783,000
782,497
2.00
2013
300,000
2.79 – 3.85 2014 to 2024 2,342,355
2,642,355
300,000
2,339,100
2,639,100
300,000
1,199,500
2,282,500
300,000
1,199,500
2,281,997
Nominal
interest rate
%
Year of
maturity
3.03 – 3.09
3 months
SOR + 1.13
3 months
SOR + 1.13
3.13 – 3.84
Group
Secured
SGD fixed rate term loans
SGD floating rate term loan
SGD floating rate revolving
credit facility
Unsecured
Retail bonds
USD fixed rate term loan
JPY fixed rate term loan
HKD fixed rate term loan
SGD fixed rate term loan
Trust
Secured
Unsecured
Retail bonds
SGD fixed rate term loan
3.13 – 3.84
2012
SOR – Swap Offer Rate
184
The following are the expected contractual undiscounted cash outflows of financial liabilities including interest
payments and excluding the impact of netting agreements:
Carrying
amount
$’000
Contractual
cash flows
$’000
Within
1 year
$’000
Cash flows
Within
More than
1 to 5 years
5 years
$’000
$’000
Group
2012
Secured
SGD floating rate term loan
SGD floating rate revolving credit
facility
Convertible bonds
Unsecured
JPY fixed rate term loan
HKD fixed rate term loan
Retail bonds
Convertible bonds
Security deposits
396,652
193,899
20,206
442,742
205,629
21,559
12,308
2,648
262
430,434
202,981
21,297
–
–
–
105,188
108,380
108,380
–
–
649,601
1,097,784
141,438
319,739
300,000
342,789
235,135
148,529
3,950,960
770,230
1,254,340
154,429
431,815
300,921
359,659
235,135
148,529
4,433,368
22,363
44,620
1,856
11,387
300,921
7,438
235,135
54,017
801,335
560,788
717,165
7,426
45,549
–
352,221
–
94,512
2,432,373
187,079
492,555
145,147
374,879
–
–
–
–
1,199,660
1,178,360
195,000
1,260,586
208,989
817,828
2,847
442,758
206,141
–
–
263,286
283,955
2,563
281,392
–
500,000
650,500
300,000
336,794
209,728
131,160
3,764,828
571,740
742,371
306,921
367,096
209,728
131,160
4,082,546
16,738
28,108
6,000
7,438
209,728
45,282
1,136,532
300,661
714,263
300,921
359,659
–
85,878
2,691,673
254,341
–
–
–
–
–
254,341
2011
Secured
SGD floating rate revolving credit
facility
Convertible bonds
Unsecured
Retail bonds
Convertible bonds
Security deposits
185
Carrying
amount
$’000
Contractual
cash flows
$’000
Within
1 year
$’000
Cash flows
Within
More than
1 to 5 years
5 years
$’000
$’000
Trust
2012
Secured
Convertible bonds
Unsecured
Retail bonds
Convertible bonds
Security deposits
105,188
108,380
108,380
–
–
2,339,100
300,000
342,789
211,099
135,877
3,434,053
2,748,871
300,921
359,659
211,099
135,877
3,864,807
81,125
300,921
7,438
211,099
48,379
757,342
1,422,846
–
352,221
–
87,498
1,862,565
1,244,900
–
–
–
–
1,244,900
782,497
263,286
805,487
283,955
805,487
2,563
–
281,391
–
–
1,199,500
300,000
336,794
196,237
119,602
3,197,916
1,357,983
306,921
367,096
196,237
119,602
3,437,281
43,277
6,000
7,438
196,237
41,223
1,102,225
1,060,365
300,921
359,659
–
78,379
2,080,715
254,341
–
–
–
–
254,341
2011
Secured
Convertible bonds
Unsecured
Retail bonds
Convertible bonds
Security deposits
186
The interest-bearing borrowings comprise the following:
(1)
Unsecured retail bonds of the Trust
On 16 February 2011, the Trust established a $2.5 billion Retail Bond Programme. The bonds (“Retail
Bonds”) under the Retail Bond Programme will be issued from time to time by HSBC Institutional Trust
Services (Singapore) Limited, in its capacity as Trustee.
Under the Retail Bond Programme, the Trustee may from time to time issue Retail Bonds in series or
tranches in Singapore dollars, United States dollars, Australian dollars, Canadian dollars, Euro, Hong
Kong dollars, or Japanese yen or in other currencies agreed between the Manager and the relevant
dealer of the Retail Bonds and specified in the applicable pricing supplement. The Retail Bonds may be
fixed rate bonds, floating rate bonds, hybrid bonds or zero coupon bonds.
On 25 February 2011, the Trustee issued $300.0 million in principal amount of Retail Bonds which carry
an interest of 2.0% per annum, fully repayable on 25 February 2013.
(2)
Unsecured term loans of CMT MTN
The Group has a $2.5 billion Multicurrency Medium Term Note Programme (“CMT MTN Programme”) and
a US$2.0 billion Euro-Medium Term Note Programme (“EMTN Programme”) under CMT MTN.
Under the CMT MTN Programme, CMT MTN may, subject to compliance with all relevant laws, regulations
and directives, from time to time issue notes in series or tranches in Singapore dollars, United States
dollars or any other currency (“MTN Notes”).
Under the EMTN Programme, CMT MTN may, subject to compliance with all relevant laws, regulations
and directives, from time to time issue notes in series or tranches in Euro, Sterling, United States dollars,
Singapore dollars and any other currency (“EMTN Notes”).
Each series or tranche of notes may be issued in various amounts and tenors, and may bear fixed,
floating or variable rates of interest. Hybrid notes or zero coupon notes may also be issued under the
CMT MTN Programme and EMTN Programme.
The MTN Notes and EMTN Notes shall constitute direct, unconditional, unsecured and unsubordinated
obligations of CMT MTN ranking pari passu, without any preference or priority among themselves and
pari passu with all other present and future unsecured obligations at CMT MTN. All sums payable in
respect of the notes will be unconditionally and irrevocably guaranteed by the Trustee.
At 31 December 2012, notes issued by CMT MTN are as follows:
–under the CMT MTN Programme, $650.0 million (2011: $500.0 million) of fixed rate notes maturing
between 2014 to 2024.
–under the EMTN Programme:
(i)US$900.0 million (2011: US$500.0 million) of fixed rate notes maturing between 2015 to
2018;
(ii)
(iii)HK$2.035 billion (2011: Nil) of fixed rate notes maturing between 2022 to 2023.
JPY10.0 billion (2011: Nil) of fixed rate notes maturing in 2019; and
187
CMT MTN has entered into cross currency swaps to swap the abovementioned notes into Singapore dollars.
CMT MTN has on-lent the Singapore dollars proceeds from the issuance of the above MTN Notes
and EMTN Notes to the Trust, which in turn uses such proceeds to refinance its borrowings, finance
investments, asset enhancement works and capital expenditure of the Trust.
(3)
Secured term loans of the Trust
As at 31 October 2012, the following secured term loans drawn down by the Trust were repaid through
funds raised under CMT MTN and on-lent to the Trust:
(i)$433.0 million term loan at a fixed interest rate of 3.13% per annum, fully repayable on 30 April 2014.
Under the facility agreement between Silver Maple Investment Corporation Ltd (“Silver Maple”), a
special purpose company and the Trust, the Trust has to prepay the loan in full on 31 October 2012,
failing which the interest rate of 1.00% above the Singapore Inter Bank Offered Rate (“SIBOR”)
repriced every three months, will be applicable for the period from 31 October 2012 to 30 April 2014;
and
(ii)$350.0 million term loan at a fixed interest rate of 3.84% per annum, fully repayable on 30 April 2014.
Under the facility agreement, the Trust has to prepay the loan in full on 31 October 2012, failing which
the interest rate of 1.00% above the SIBOR repriced every three months, will be applicable for the
period from 31 October 2012 to 30 April 2014.
As security for credit facilities granted by Silver Maple to the Trust, the Trust has granted in favour of
Silver Maple the following:
188
(i)
a mortgage over certain properties (“Properties”);
(ii)
an assignment and charge of the rental proceeds and tenancy agreements of units in the Properties;
(iii)
an assignment of the insurance policies relating to the Properties;
(iv)
an assignment of the agreements relating to the management of the Properties; and
(v)
a fixed and floating charge over certain assets of the Trust relating to the Properties.
Following the repayment of the term loans by the Trust, the security granted by the Trust in favour of
Silver Maple has been discharged and released.
The repayment of $783.0 million by the Trust to Silver Maple on 31 October 2012, was used to redeem the
following series of notes issued under Silver Maple’s $2.0 billion Medium Term Note Programme (“MTN
Programme”) at their principal amount together with interest accrued thereon to the date of redemption:
(i)US$255.5 million notes which bore interest on a floating rate basis of 0.24% above the US
dollar London Inter Bank Offered Rate (“LIBOR”) repriced every three months, for the period
from 31 October 2005 to 31 October 2012. If these floating rate notes were not redeemed
by Silver Maple on 31 October 2012, interest would have accrued at the rate of 1.0% above
the US dollar LIBOR repriced every three months, for the period from 31 October 2012 to date
of redemption on 30 April 2014; and
(ii)€175.0 million notes which bore interest on a floating rate basis of 0.16% above the Euro Interbank
Offered Rate (“EURIBOR”) repriced every three months for the period from 26 February 2007 to
31 October 2012. If these floating rate notes were not redeemed by Silver Maple on 31 October
2012, interest would have accrued at the rate of 1.0% above 3 month EURIBOR, for the period
from 31 October 2012 to date of redemption on 30 April 2014.
(together the “Floating Rate Notes”) Subsequent to the redemption of the Floating Rate Notes, there are no outstanding notes issued under
the MTN Programme. Accordingly, the MTN Programme has been terminated, and the security granted
by Silver Maple over its rights in relation to the Properties, in favour of holders of notes issued under the
MTN Programme as security for its obligations there under, has been discharged and released.
(4)
Secured term loans of RCS Trust
The secured term loan and revolving credit facility by the RCS Trust were granted by a special purpose
company, Silver Oak Ltd (“Silver Oak”).
Silver Oak has on 21 June 2011 granted RCS Trust a term loan facility of $1,000.0 million and a revolving
credit facility (“RCF”) of $300.0 million under the loan agreements between Silver Oak and RCS Trust
Trustee-Manager.
As at 31 December 2012, the total loans drawn down by RCS Trust from Silver Oak is $1,000.0 million
(2011: $1,000.0 million), consisting of:
(i)term loan of $800.0 million (2011: $800.0 million) at a fixed rate of 3.09% per annum, fully repayable
on 21 June 2018. In the event the loan is not prepaid in full on 21 June 2016, interest will accrue
on the loan at the rate of 4.565% above the swap offer rate repriced every three months, for the
period from 21 June 2016 to 21 June 2018; and
(ii)term loan of $200.0 million (2011: $200.0 million) at a fixed rate of 3.025% per annum, fully
repayable on 21 June 2018. In the event the loan is not prepaid in full on 21 June 2016, interest will
accrue on the loan at the rate of 2.23% above the swap offer rate repriced every three months, for
the period from 21 June 2016 to 21 June 2018.
189
As security for the facilities granted by Silver Oak to the RCS Trust Trustee-Manager, the RCS Trust
Trustee-Manager has granted in favour of Silver Oak the following:
(i)
a mortgage over Raffles City Singapore;
(ii)
an assignment of the insurance policy relating to Raffles City Singapore;
(iii)
an assignment of the agreements relating to the management of Raffles City Singapore;
(iv)an assignment and charge of the rental proceeds and tenancy agreements of units in Raffles City
Singapore; and
(v)
a fixed and floating charge over certain assets of RCS Trust relating to Raffles City Singapore.
As at 31 December 2012, the Group’s 40.0% share of RCS Trust’s term loans are $400.0 million (2011:
$400.0 million).
To fund the loans to RCS Trust of $1,000.0 million, Silver Oak has:
(i)issued US$645.0 million (2011: US$645.0 million) in principal amount of Class A Secured Floating
Rate Notes under the $10,000,000,000 Multicurrency Secured Medium Term Note Programme at
floating interest rate of 1.45% per annum above the US dollar LIBOR repriced every three months,
with expected maturity on 21 June 2016 (the “Series 002 Notes”). In the event that the Series 002
Notes are not redeemed by Silver Oak on 21 June 2016, interest will accrue at the rate of 2.45%
per annum above the US dollar LIBOR repriced every three months, for the period from 21 June
2016 to date of redemption on 21 June 2018. Silver Oak has entered into a cross currency swap
agreement to swap the proceeds from the Series 002 Notes into $800.0 million; and
(ii)drawn down term loan of $200.0 million (2011: $200.0 million) granted by banks at floating interest
rate of 1.23% per annum above the Singapore dollar Swap Offer Rate (“SOR”) repriced every three
months, for the period from 21 June 2011 to 21 June 2016. In the event that the term loans are not
repaid by Silver Oak on 21 June 2016, interest will accrue at the rate of 2.23% per annum above
the Singapore dollar SOR repriced every three months, for the period from 21 June 2016 to date
of final maturity on 21 June 2018. Silver Oak has entered into an interest rate swap agreement to
hedge the floating interest rates of the term loan to a fixed rate term loan.
In addition, Silver Oak has in place $300.0 million RCF from banks to fund loan requests under the RCF
provided to RCS Trust.
As security for the Notes, Silver Oak has created a fixed and floating charge over the assets of RCS Trust
in favour of the Silver Oak Notes Trustee under the Notes Debenture.
190
(5)
Secured term loans of Infinity Mall Trust and Infinity Office Trust
Under the secured facility agreement dated 28 October 2011 between JG Trustee Pte. Ltd., JG2 Trustee
Pte. Ltd. and various banks and financial institutions, the banks and financial institutions have granted
Infinity Mall Trust and Infinity Office Trust total facility of $820.0 million comprising the term loan facility of
$650.0 million and revolving credit facility of $170.0 million.
The term loan facility drawn down by Infinity Mall Trust and Infinity Office Trust as at 31 December 2012
is $650.0 million (2011: $650.0 million) at a floating interest rate of 1.13% above the Swap Offer Rate
repriced every month, for the period from 30 November 2011 to the earlier of (i) the date after 12 months
after the Final Temporary Occupation Permit date for the Infinity Project or (ii) 60 months after date of
facility agreement.
The Group’s 30.0% share of the $650.0 million term loan drawn by Infinity Mall Trust and Infinity Office
Trust amounts to $195.0 million.
The revolving credit facility drawn down by Infinity Mall Trust and Infinity Office Trust as at
31 December 2012 is $68.3 million (2011: Nil) at a floating interest rate of 1.13% above the Swap
Offer Rate repriced every month, for the period from 30 November 2011 to the earlier of (i) the date
after 12 months after the Final Temporary Occupation Permit date for the Infinity Project or (ii) 60
months after date of facility agreement.
The Group’s 30.0% share of the $68.3 million revolving credit facility drawn by Infinity Mall Trust and
Infinity Office Trust amounts to $20.5 million.
As security for the loans, Infinity Mall Trust and Infinity Office Trust have granted in favour of the lenders
the following:
(i)
a mortgage over the properties;
(ii)an assignment and charge of the rental proceeds, tenancy agreements, sale proceeds and sale
agreements;
(iii)
an assignment of the insurance policies relating to each of the properties;
(iv)
an assignment of the building agreement relating to each of the properties;
(v)
an assignment of the project documents relating to each of the properties; and
(vi)a fixed and floating charge over certain assets of the Infinity Mall Trust and Infinity Office Trust
relating to the properties.
191
Group and Trust
2012
2011
$’000
$’000
Carrying amount of debt component at 1 January
Proceeds from issuance of 2014 Convertible Bonds
Equity component from issuance of 2014 Convertible Bonds
Transaction costs
600,080
–
–
–
600,080
542,635
350,000
(8,360)
(8,900)
875,375
Amortisation of transaction costs
Interest accretion
Repurchase of 2013 Convertible Bonds
Redemption of 2013 Convertible Bonds
Carrying amount of debt component at 31 December
4,402
13,837
(170,342)
–
447,977
5,470
28,158
(216,408)
(92,515)
600,080
Current Liabilities
Non-current Liabilities
105,188
342,789
447,977
–
600,080
600,080
On 2 July 2008, the Trust issued $650.0 million principal amount of convertible bonds due 2013 (“2013
Convertible Bonds”) which carry a coupon interest at 1.0% per annum. As at 31 December 2012, the 2013
Convertible Bonds are convertible by bondholders into Units at a conversion price of $3.39 at any time up
to 3.00 p.m. on 22 June 2013 (at the place where the certificate evidencing such 2013 Convertible Bonds is
deposited for conversion). The Trustee has the option to pay cash in lieu of issuing new Units on conversion of
any of the 2013 Convertible Bonds.
The 2013 Convertible Bonds may also be redeemed, in whole, or in part, at the option of the Trustee on or at
any time after 2 July 2011 but not less than 7 business days prior to 2 July 2013 (subject to the satisfaction of
certain conditions). The final redemption date of the 2013 Convertible Bonds is 2 July 2013. The redemption
price upon maturity is equal to 109.31% of the principal amount, together with any accrued interest (if any) up
to the final redemption date.
On 4 July 2011, $87.75 million principal amount of the 2013 Convertible Bonds was redeemed and cancelled
pursuant to the put option exercised by the holders of the 2013 Convertible Bonds.
During the year, $105.75 million, $35.5 million and $16.75 million in principal amount of the 2013 Convertible
Bonds were repurchased and cancelled on 2 October 2012, 29 October 2012 and 12 December 2012 respectively.
In 2010 and 2011, a total of $306.0 million in principal amount was repurchased and cancelled.
Following the repurchase and redemption, the outstanding aggregate principal amount of the 2013 Convertible
Bonds is $98.25 million.
The 2013 Convertible Bonds are secured on the mortgage of The Atrium@Orchard.
192
On 19 April 2011, the Trust issued $350.0 million principal amount of convertible bonds due 2014 (“2014
Convertible Bonds”) at an interest rate 2.125% per annum. As at 31 December 2012, the 2014 Convertible
Bonds are convertible by bondholders into Units at a conversion price of $2.2427 at any time up to 3.00 p.m.
on 9 April 2014 (at the place where the certificate evidencing such 2014 Convertible Bonds is deposited for
conversion). The final redemption date of the 2014 Convertible Bonds is 19 April 2014.
14
Financial derivatives
Group
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
141,090
14,951
–
156,041
53,021
16,412
13
69,446
–
12,078
–
12,078
–
16,397
13
16,410
Cross currency swaps
Interest rate swaps
Derivative liability portion of convertible bonds
Cross currency swaps
The Group enters into cross currency swaps (“CCS”) to manage its foreign currency risk arising from its foreign
currency borrowings. The Group has designated the cross currency swaps as hedging instruments in cash flow
hedges.
At 31 December 2012, the Group held CCS with a total notional amount of $1,692,354,800 (2011: $699,500,000)
to provide Singapore dollar fixed rate funding for terms of 5 to 12 years (2011: 5 years).
Interest rate swaps
At 31 December 2012, the Group held interest rate swaps with a total notional amount of $515,000,000 (2011:
$372,500,000) to provide fixed rate funding for terms of 5 years (2011: 5 years).
The changes in fair value of the derivative liability portion of the convertible bonds are recognised in the
Statement of Total Return.
193
The following table indicates the periods of the cash flows associated with financial derivatives are expected to
impact the Statement of Total Return:
Carrying
amount
$’000
Contractual
cash flows
$’000
Within
1 year
$’000
Cash flows
Within
1 to 5 years
$’000
More than
5 years
$’000
Group
2012
Cross currency swap
Interest rate swaps
(141,090)
(14,951)
(157,997)
(15,200)
(934)
(8,190)
(96,729)
(7,010)
(60,334)
–
(53,021)
(16,412)
(56,993)
(17,648)
1,291
(7,457)
(58,284)
(10,191)
–
–
(12,078)
(11,329)
(6,889)
(4,440)
–
(16,397)
(16,499)
(7,157)
(9,342)
–
2011
Cross currency swap
Interest rate swaps
Trust
2012
Interest rate swaps
2011
Interest rate swaps
15
Amount owing to joint venture partners
This relates to the Trust’s share of joint ventures loans from the other joint venture partners. The amount is not
expected to be repayable in the next twelve months from the reporting date.
194
16Units in issue
Trust
Units in issue:
At 1 January
Units created:
- as payment of asset management fees in relation to the Trust’s
40.0% interest in RCS Trust
- as payment of acquisition fees for Infinity Trusts
- equity fund raising
Total issued units at 31 December
2012
’000
2011
’000
3,328,417
3,184,259
3,004
–
125,000
3,456,421
2,797
1,696
139,665
3,328,417
On 30 November 2012, the Trust issued 125,000,000 new Units at $2.00 per unit for cash for the purposes of
capital expenditure and asset enhancement initiatives of CapitaMall Trust (“CMT”) properties, refinancing of
existing debts of CMT and its subsidiaries and/or general corporate and working capital.
On 10 November 2011, the Trust issued 139,665,000 new Units at $1.79 per unit for cash for the purposes of
capital expenditure, asset enhancement initiatives and general corporate and working capital.
Each unit in the Trust represents an undivided interest in the Trust. The rights and interests of Unitholders are
contained in the Trust Deed and include the right to:
•
Receive income and other distributions attributable to the units held;
•
Participate in the termination of the Trust by receiving a share of all net cash proceeds derived from the
realisation of the assets of the Trust less any liabilities, in accordance with their proportionate interests in
the Trust. However, a Unitholder has no equitable or proprietary interest in the underlying assets of the
Trust and is not entitled to the transfer to it of any assets (or part thereof) or of any estate or interest in
any asset (or part thereof) of the Trust;
•
ttend all Unitholders meetings. The Trustee or the Manager may (and the Manager shall at the request
A
in writing of not less than 50 Unitholders or one-tenth in number of the Unitholders, whichever is lesser)
at any time convene a meeting of Unitholders in accordance with the provisions of the Trust Deed; and
•
One vote per unit.
The restrictions of a Unitholder include the following:
•
A Unitholder’s right is limited to the right to require due administration of the Trust in accordance with the
provisions of the Trust Deed; and
•
A Unitholder has no right to request the Manager to redeem his units while the units are listed on SGX-ST.
A Unitholder’s liability is limited to the amount paid or payable for any units in the Trust. The provisions of the
Trust Deed provide that no Unitholders will be personally liable for indemnifying the Trustee or any creditor of
the Trustee in the event that liabilities of the Trust exceed its assets.
195
17
Gross revenue
Group
Gross rental income
Car park income
Others
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
610,908
19,128
31,552
661,588
582,727
17,577
30,269
630,573
526,502
16,985
29,731
573,218
499,666
15,448
28,708
543,822
18Property operating expenses
Group
Land rental
Property tax
Utilities
Property management fees
Property management reimbursements
Marketing
Maintenance
Others
19
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
1,153
57,377
40,373
24,689
30,901
17,756
40,146
3,940
216,335
1,048
56,536
38,561
23,506
27,297
24,821
37,768
2,796
212,333
1,153
50,022
34,472
21,222
28,163
16,608
37,117
3,733
192,490
1,048
49,029
33,030
20,099
24,773
23,754
34,678
2,642
189,053
Group
Interest income:
- financial institutions
- joint ventures
Other income
20
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
6,057
–
495
6,552
2,248
–
84
2,332
5,998
2,872
–
8,870
2,221
2,649
–
4,870
Investment income
Trust
Distribution income from:
- joint ventures
-associate
196
2012
$’000
2011
$’000
52,205
15,289
67,494
48,809
10,344
59,153
21
Included in the asset management fees are fees for RCS Trust of $5,500,000 (2011: $5,331,000) which are paid/
payable in units.
22
Finance costs
Group
Interest paid/payable:
-subsidiaries
- term loans
- convertible bonds
- revolving credit facilities
- realised loss on financial derivatives
Accreted interest of convertible bonds
Amortisation of transaction costs
Others
23
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
–
104,458
10,130
–
7,383
11,520
4,691
756
138,938
–
88,604
9,015
1,377
8,086
19,563
6,272
2,039
134,956
63,507
28,609
10,130
–
7,383
11,520
3,877
389
125,415
43,277
32,089
9,015
–
8,086
19,563
4,356
1,824
118,210
Gain on disposal of investment property
Gain on disposal of investment properties relates to the sale of Hougang Plaza with legal completion on 13 June 2012.
The net proceeds arising from the sale will be used for general corporate and working capital purposes.
24
Income tax expense
Group
Current tax expense
Current year
Over provision in prior years
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
–
(1,992)
(1,992)
45
–
45
–
–
–
45
–
45
284,890
268,493
289,891
263,174
48,431
7,789
–
(56,220)
(1,992)
(1,992)
45,644
4,989
45
(50,633)
–
45
49,282
6,938
–
(56,220)
–
–
44,740
5,893
45
(50,633)
–
45
Reconciliation of effective tax rate
Net income
Tax calculated using Singapore tax rate
of 17%
Non-tax deductible items
Income subject to tax
Tax transparency
Over provision in prior years
197
25Earnings per unit
(a)
Basic earnings per unit
The calculation of basic earnings per unit is based on the weighted average number of units during the
year and total return for the year.
Group
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
536,333
384,227
519,758
323,887
Trust
Number of Units
2012
2011
’000
’000
Issued units at beginning of the year
Effect of creation of new units:
- asset management fees in relation to the Trust’s
40.0% interest in RCS Trust
- acquisition fees for Infinity Trusts
- equity fund raising
Weighted average number of units at the end of the year
(b)
3,328,417
3,184,259
1,685
–
10,929
3,341,031
1,513
302
19,898
3,205,972
Fully diluted earnings per unit
In calculating diluted earnings per unit, the total return for the year and weighted average number of units
during the year are adjusted for the effects of all dilutive potential units:
Group
Impact of conversion of the dilutive
potential units
Adjusted total return for the year
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
536,333
384,227
519,758
323,887
24,751
561,084
24,666
408,893
24,751
544,509
24,666
348,553
Trust
Number of Units
2012
2011
’000
’000
Weighted average number of units used in calculation
of basic earnings per unit
Weighted average number of unissued units from
convertible bonds
Weighted average number of units in issue (diluted)
198
3,341,031
3,205,972
221,795
3,562,826
219,835
3,425,807
26
Issue expenses
Group
Underwriting and selling commissions
27
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
(3,461)
(3,191)
(3,461)
(3,191)
Related parties
For the purposes of these financial statements, parties are considered to be related to the Group if the Group
has the ability, directly or indirectly, to control the parties or exercise significant influence over the parties in
making financial and operating decisions, or vice versa, or where the Group and the parties are subject to
common significant influence. Related parties may be individuals or other entities. The Manager, Project Manager
(CapitaLand Retail Project Management Pte Ltd) and Property Manager (CapitaLand Retail Management Pte
Ltd) are subsidiaries of a substantial Unitholder of the Trust.
In the normal course of the operations of the Trust, asset management fees and trustee’s fees have been paid or
are payable to the Manager and Trustee respectively. The property management fees and property management
reimbursements are payable to the Property Manager.
During the financial year, other than those disclosed elsewhere in the financial statements, the following
were significant related party transactions, carried out in the normal course of business on arm’s length
commercial terms:
Group
Asset enhancement works and
consultancy fees paid/payable to a
related company of the Manager
Rental and related income received/
receivable from related companies of
the Manager
Divestment fees paid to the Manager
Acquisition fees paid to the Manager
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
5,642
4,381
3,664
4,344
1,028
596
–
689
–
2,950
922
596
–
613
–
2,950
199
28
Financial risk management
Capital management
The Board of the Manager proactively reviews the Group’s and the Trust’s capital and debt management cum
financing policy regularly so as to optimise the Group’s and the Trust’s funding structure. Capital consists of
Unitholders’ Funds of the Group. The Board also monitors the Group’s and the Trust’s exposure to various risk
elements and externally imposed requirements by closely adhering to clearly established management policies
and procedures.
The Trust and its subsidiaries are subject to the aggregate leverage limit as defined in the Property Fund
Appendix of the CIS code. The CIS code stipulates that the total borrowings and deferred payments (together
the “Aggregate Leverage”) of a property fund should not exceed 35.0% of the fund’s deposited property. The
Aggregate Leverage of a property fund may exceed 35.0% of the fund’s deposited property (up to a maximum
of 60.0%) only if a credit rating of the property fund from Fitch Inc., Moody’s or Standard and Poor’s is obtained
and disclosed to the public. The property fund should continue to maintain and disclose a credit rating so long
as its Aggregate Leverage exceeds 35.0% of the fund’s deposited property.
The Trust has maintained its corporate rating of ‘A2’. The Group and the Trust have complied with the Aggregate
Leverage limit of 60.0% during the financial year. There were no changes in the Group’s approach to capital
management during the financial year.
Overview of risk management
Risk management is integral to the whole business of the Group. The Group has a system of controls in place
to create an acceptable balance between the cost of risks occurring and the cost of managing the risks. The
Manager continually monitors the Group’s risk management process to ensure that an appropriate balance
between risk and control is achieved. Risk management policies and systems are reviewed regularly to reflect
changes in market conditions and the Group’s activities.
The Audit Committee oversees how the Manager monitors compliance with the Group’s risk management
policies and procedures and reviews the adequacy of the risk management framework in relation to the risks
faced by the Group. The Audit Committee is assisted in its oversight role by Internal Audit. Internal Audit
undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which
are reported to the Audit Committee.
200
Credit risk
Credit risk is the potential financial loss resulting from the failure of a customer or a counterparty to settle its
financial and contractual obligations to the Group, as and when they fall due.
The Manager has established credit limits for customers and monitors their balances on an ongoing basis.
Credit evaluations are performed by the Manager before lease agreements are entered into with tenants.
The Manager establishes an allowance for impairment that represents its estimate of incurred losses in respect
of trade and other receivables. The main component of this allowance is a specific loss component that relates
to the individually significant exposure.
The allowance account in respect of trade and other receivables is used to record impairment losses unless
the Group is satisfied that no recovery of the amount owing is possible. At that point, the financial asset is
considered irrecoverable and the amount charged to the allowance account is written off against the carrying
amount of the impaired financial asset.
Cash and fixed deposits are placed with financial institutions which are regulated. The Group limits its credit risk
exposure in respect of investments by only investing in liquid securities and only with counterparties that have
sound credit ratings. Given these high credit ratings, management does not expect any counterparty to fail to
meet its obligations.
At 31 December 2012 and 31 December 2011, there were no significant concentrations of credit risk. The
maximum exposure to credit risk is represented by the carrying value of each financial asset on the balance sheet.
Liquidity risk
The Manager monitors and maintains a level of cash and cash equivalents deemed adequate by management
to finance the Group’s operations and to mitigate the effects of fluctuations in cash flows. Typically, the Group
ensures that it has sufficient cash on demand to meet expected operational expenses for a period of 60 days,
including the servicing of financial obligations.
Market risk
Market risk is the risk that changes in market prices, such as interest rates, foreign exchange rates and equity
prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of
market risk management is to manage and control market risk exposures within acceptable parameters, while
optimising the return on risk.
Foreign currency risk
The Group is exposed to foreign currency risk on interest-bearing borrowings that were denominated in a
currency other than the functional currency of the Group. The currencies giving rise to this risk are US Dollars,
HK Dollars and JPY. The Group hedges this risk by entering into cross currency swaps with notional contract
amounts of US$500.0 million, US$400.0 million, HK$1.15 billion, JPY10.0 billion and HK$885.0 million.
201
Sensitivity analysis
A 10.0% strengthening of Singapore dollar against the following foreign currency at the reporting date would
decrease the Statement of Total Return and Unitholders’ Funds as at 31 December 2012 by the amounts shown
below. This analysis assumes that all other variables, in particular, interest rates, remain constant.
Statements of
Total Return
$’000
Unitholders’
Funds
$’000
–
–
–
–
(13,554)
(5,960)
(1,557)
(21,071)
–
(7,791)
Group
2012
US dollar
Hong Kong dollar
Japanese Yen
2011
US dollar
A 10.0% weakening of Singapore dollar against the above currency would have had an equal but opposite
effect on the above currency to the amounts shown above, on the basis that all other variables remain constant.
Interest rate risk
The Group’s exposure to changes in interest rates relates primarily to interest-bearing financial liabilities. Interest
rate risk is managed on an ongoing basis with the primary objective of limiting the extent to which net interest
expense could be affected by adverse movements in interest rates.
At 31 December 2012, the Group has interest rate swaps with total notional contract amount of $515,000,000
(2011: $372,500,000) whereby the Group has agreed with counterparties to exchange, at specified intervals, the
difference between floating rate and fixed rate interest amounts calculated by reference to the agreed notional
principal amounts of the secured and unsecured term loans.
The net fair value of the above swaps at 31 December 2012 is $14,951,000 (2011: $16,412,000) comprising
non-current liabilities of $14,951,000 (2011: $16,412,000).
202
Sensitivity analysis
An increase of 100 basis points (“bp”) in interest rate at the reporting date would increase/(decrease) Statements
of Total Return and Unitholders’ Funds by the amounts shown below. This analysis assumes that all other
variables, in particular foreign currency rates, remain constant.
Statements of
Total Return
$’000
Unitholders’
Funds
$’000
6,260
–
8,456
–
6,260
–
8,456
–
Group
2012
Interest rate swaps
2011
Interest rate swaps
Trust
2012
Interest rate swaps
2011
Interest rate swaps
A decrease of 100 bp in interest rate at the reporting date would have had an equal but opposite effect to the
amounts shown above, on the basis that all other variables remain constant.
203
29
Classification and fair value of financial instruments
The fair values of financial assets and liabilities, together with the carrying amounts shown in the balance sheet,
are as follows:
Fair value –
Designated
hedging
at fair value instruments
Note
$’000
$’000
Loans
and
receivables
$’000
Other
financial
liabilities
$’000
Total
carrying
amount
$’000
Fair
value
$’000
Group
2012
Loan to joint
ventures
Trade and other
receivables
Cash and cash
equivalents
Trade and other
payables
Security deposits
Interest-bearing
borrowings
Convertible bonds
Financial
derivatives
Amounts owing
to joint venture
partners
8
–
–
74,884
–
74,884
74,884
9
–
–
12,289
–
12,289
12,289
10
–
–
–
–
1,118,270
1,205,443
–
–
1,118,270
1,205,443
1,118,270
1,205,443
11
–
–
–
–
–
–
(235,135)
(148,529)
(235,135)
(148,529)
(235,135)
(142,601)
12
13
–
–
–
–
–
–
14
(12,078)
(143,963)
–
15
–
(12,078)
–
(141,963)
8
–
–
88,690
–
88,690
88,690
9
–
–
29,219
–
29,219
29,219
10
–
–
–
–
757,622
875,531
–
–
757,622
875,531
757,622
875,531
11
–
–
–
–
–
–
(209,728)
(131,160)
(209,728)
(131,160)
(209,728)
(125,950)
12
13
–
–
–
–
–
–
(2,823,860)
(600,080)
14
(16,425)
(53,021)
–
–
15
–
(16,425)
–
(53,021)
(90,545)
(90,545)
–
(3,764,828)
(3,119,319) (3,119,319) (3,413,115)
(447,977)
(447,977) (459,453)
–
(156,041)
(156,041)
(78,749)
–
(78,749)
(78,749)
(78,749) (3,950,960) (4,185,750) (4,485,094)
2011
Loan to joint
ventures
Trade and other
receivables
Cash and cash
equivalents
Trade and other
payables
Security deposits
Interest-bearing
borrowings
Convertible bonds
Financial
derivatives
Amounts owing
to joint venture
partners
204
(2,823,860) (2,962,718)
(600,080)
(624,086)
(69,446)
(69,446)
(90,545)
(90,545)
(3,924,819) (4,082,473)
Fair value –
Designated
hedging
at fair value instruments
Note
$’000
$’000
Loans
and
receivables
$’000
Other
financial
liabilities
$’000
Total
carrying
amount
$’000
Fair
value
$’000
Trust
2012
Loan to joint
ventures
Trade and other
receivables
Cash and cash
equivalents
Trade and other
payables
Security deposits
Interest-bearing
borrowings
Convertible bonds
Financial
derivatives
8
–
–
112,498
–
112,498
112,498
9
–
–
20,648
–
20,648
20,648
10
–
–
–
–
1,104,470
1,237,616
–
–
1,104,470
1,237,616
1,104,470
1,237,616
11
–
–
–
–
–
–
(211,099)
(135,877)
(211,099)
(135,877)
(211,099)
(130,383)
12
13
–
–
–
–
–
–
(2,639,100) (2,639,100) (2,807,001)
(447,977)
(447,977) (459,453)
14
(12,078)
(12,078)
–
–
–
–
–
(12,078)
(12,078)
(3,434,053) (3,446,131) (3,620,014)
8
–
–
129,349
–
129,349
129,349
9
–
–
19,980
–
19,980
19,980
10
–
–
–
–
736,362
885,691
–
–
736,362
885,691
736,362
885,691
11
–
–
–
–
–
–
(196,237)
(119,602)
(196,237)
(119,602)
(196,237)
(114,615)
12
13
–
–
–
–
–
–
(2,281,997)
(600,080)
(2,281,997) (2,367,206)
(600,080)
(624,086)
14
(16,410)
(16,410)
–
–
–
–
–
(3,197,916)
(16,410)
(16,410)
(3,214,326) (3,318,554)
2011
Loan to joint
ventures
Trade and other
receivables
Cash and cash
equivalents
Trade and other
payables
Security deposits
Interest-bearing
borrowings
Convertible bonds
Financial
derivatives
205
Estimation of fair values
The following summarises the significant methods and assumptions used in estimating the fair values of financial
instruments of the Group.
Derivative financial instruments
The fair value of interest rate swaps, cross currency swaps and derivative liability portion of the convertible bonds
are based on broker quotes/third party quotes. These quotes are tested for reasonableness by discounting
estimated future cash flows based on the terms and maturity of each contract and using market interest rates
for a similar instrument at the measurement date.
Fair value, which is determined for disclosure purposes, is calculated based on the present value of future
principal and interest cash flows, discounted at market rates at the reporting date.
Other financial assets and liabilities
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.
Interest rates used in determining fair values
The interest rates used to discount estimated cash flows, where applicable, are based on the forward yield
curve at 31 December plus an adequate constant credit spread, and are as follows:
Security deposits
Convertible bonds
206
2012
%
2011
%
3.29 – 3.30
1.32 – 3.22
1.30
3.18 – 3.34
1.26 – 2.40
1.40
Fair value hierarchy
The table below analyses financial instruments carried at fair value, by valuation model. The different levels have
been defined as follows:
•
Level 1:
Quoted prices (unadjusted) in active markets for identical assets or liabilities;
•
Level 2:
Inputs other than quoted prices included in Level 1 that are observable for the asset or
liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and
•
Level 3:
Inputs for the asset or liability that are not based on observable market data
(unobservable data).
Level 1
$’000
Level 2
$’000
Level 3
$’000
Total
$’000
–
–
–
141,090
14,951
156,041
–
–
–
141,090
14,951
156,041
–
–
–
–
53,021
16,412
–
69,433
–
–
13
13
53,021
16,412
13
69,446
–
12,078
–
12,078
–
–
–
16,397
–
16,397
–
13
13
16,397
13
16,410
Group
2012
Cross currency swap
Interest rate swaps
2011
Cross currency swap
Interest rate swaps
Trust
2012
Interest rate swaps
2011
Interest rate swaps
207
The following table presents the changes in Level 3 instruments for the financial year ended 31 December 2012:
Group and Trust
2012
2011
$’000
$’000
Opening balance
Extinguishment of derivative liability on repurchase of convertible bonds
Gains recognised in the Statement of Total Return
Closing balance
13
–
(13)
–
8,234
(541)
(7,680)
13
There were no transfers between the levels during the year (2011: Nil).
208
30Operating segments
For the purpose of making resource allocation decisions and the assessment of segment performance, the
Group’s CODMs reviews internal/management reports of its investment properties. This forms the basis of
identifying the operating segments of the Group under FRS 108 Operating Segments.
Segment revenue comprises mainly of income generated from its tenants. Segment net property income
represents the income earned by each segment after allocating property operating expenses. This is the
measure reported to the CODMs for the purpose of assessment of segment performance. In addition, the
CODMs monitor the non-financial assets as well as financial assets attributable to each segment when assessing
segment performance.
Segment results, assets and liabilities include items directly attributable to a segment as well as those that can
be allocated on a reasonable basis. Unallocated items comprise mainly income-earning assets and revenue,
interest-bearing borrowings and expenses, related assets and expenses. Segment capital expenditure is the total
cost incurred during the year to acquire segment assets that are expected to be used for more than one year.
Geographical segments
Segment information in respect of the Group’s geographical segments is not presented, as the Group’s activities
for the year ended 31 December 2012 and 31 December 2011 related to properties located in Singapore.
209
210
Net change in fair
value of financial
derivatives
Net change in fair
value of investment
properties
Gain on disposal of
investment property
Loss on repurchase of
convertible bonds
Total return for the
year before income
tax
Income tax expense
year
20,982
50,328
Segment net property
income
Interest and other
income
Finance costs
Unallocated expenses
Share of profit of
associate
Net income
69,752
Gross revenue
2012
6,547
37,901
53,661
6,937
21,384
32,139
(10,805)
46,597
73,558
22,676
59,404
81,228
14,682
51,927
75,176
Funan
Tampines
DigitaLife
IMM
Plaza
Bugis
Mall Junction 8
Mall Building Singapura Junction
$’000
$’000
$’000
$’000
$’000
$’000
Operating segments
32,870
14,223
23,712
9,700
27,928
40,688
9,833
15,925
25,053
2,194
11,393
21,193
Lot One
Bukit
The
Shoppers’ Panjang Atrium@
JCube
Mall
Plaza Orchard
$’000
$’000
$’000
$’000
22,193
19,972
34,369
Clarke
Quay
$’000
4,071
10,319
19,640
4,364
13,427
23,049
Other
Investment
Bugis+ Properties1
$’000
$’000
–
–
–
19,584
64,525
88,370
40.0%
interest in
RCS Trust –
Subsidiaries Raffles City
2
portfolio Singapore
$’000
$’000
–
–
–
Infinity
Trusts
$’000
536,333
534,341
1,992
(5,055)
84,346
165,828
4,332
20,261
284,890
6,552
(138,938)
(48,238)
445,253
661,588
Total
$’000
211
–
6,018
Investment properties:
- capital expenditure
16
Plant and equipment:
–
13,453
21
116
21,340
23,057
72
617,510
827,630
Depreciation and
amortisation
Other segmental
information
Total liabilities
Unallocated liabilities:
- interest payables
- asset management
fees payable
- convertible bonds
- derivative liabilities
-others
Segment liabilities
Segment assets
Investment in
associate and joint
ventures
Unallocated assets
Total assets
Assets and liabilities
2012
–
63
6
27
11,390
–
12,805
35
177
36,244
–
3,324
6
89
28,309
–
318
17
59
23,083
354,491 608,561 1,106,869 879,266
Funan
Tampines
DigitaLife
IMM
Plaza
Bugis
Mall Junction 8
$’000
$’000
$’000
$’000
$’000
$’000
–
34,130
212
261
29,775
341,359
Clarke
Quay
$’000
–
3,300
33
78
14,069
–
1,167
7
64
7,634
–
91,806
715
22
18,254
–
9,807
27
76
18,494
3
22,929
320
86
12,949
4
3,498
19
77
10,911
199,282
Other
Investment
Bugis+ Properties1
$’000
$’000
467,424 270,532 718,092 326,162 323,008
Lot One
Bukit
The
JCube
Mall
Plaza Orchard
$’000
$’000
$’000
$’000
–
–
–
–
2,373,311
20,387
Infinity
Trusts
$’000
3
8,016
34
123
–
–
–
–
423,694 305,356
1,175,424 336,671
40.0%
interest in
RCS Trust –
2
portfolio Singapore
$’000
$’000
10
210,634
1,468
1,327
9,667
447,977
12,078
298,866
827,925
4,185,795
59,337
3,357,870
227,476
1,088,577
9,888,721
8,572,668
Total
$’000
212
Net change in fair
value of financial
derivatives
Net change in fair
value of investment
properties
Loss on repurchase of
convertible bonds
year before income
tax
Income tax expense
year
5,241
49,156
Segment net property
income
Interest and other
income
Finance costs
Unallocated expenses
Share of profit of
associate
Net income
68,320
Gross revenue
2011
2,140
35,996
52,056
15,629
20,228
31,682
(57,060)
50,525
78,034
42,200
59,229
81,438
46,437
50,089
72,454
Funan
Tampines
DigitaLife
IMM
Plaza
Bugis
Mall Junction 8
$’000
$’000
$’000
$’000
$’000
$’000
Operating segments
19,551
(3,864)
–
14,795
26,366
39,079
2,636
15,406
24,286
1,881
15,657
26,278
Lot One
Bukit
The
JCube
Mall
Plaza Orchard
$’000
$’000
$’000
$’000
16,337
18,750
33,114
Clarke
Quay
$’000
(9,960)
2,399
11,177
(33,723)
14,832
25,904
Other
Investment
Bugis+ Properties1
$’000
$’000
–
–
–
55,021
63,471
86,751
40.0%
interest in
RCS Trust –
portfolio2 Singapore
$’000
$’000
–
–
–
Infinity
Trusts
$’000
384,227
384,272
(45)
(10,322)
121,125
4,976
26,099
268,493
2,332
(134,956)
(43,222)
418,240
630,573
Total
$’000
213
273,219
454,500 259,573 623,399 293,985 295,862
225,407
11,943
1,154,166 327,096
Infinity
Trusts
$’000
8,217,104
Total
$’000
–
–
1,371
5
4,060
126
–
3,800
13
116
27,396
–
2,563
5
67
23,564
–
81,449
10
7
35,067
2
1
Subsidiaries portfolio comprises CRSL and CMT MTN.
2
14,860
36
201
28,586
Other investment properties comprise Sembawang Shopping Centre, Rivervale Mall and Hougang Plaza.
2,759
Investment properties:
21
34
12,970
24
Plant and equipment:
72
24,527
88
Depreciation and
amortisation
Other segmental
information
Total liabilities
Unallocated liabilities:
-interest-bearing
borrowings
- interest payables
- asset management
fees payable
- convertible bonds
- derivative liabilities
-others
22,550
(1)
2,205
11
80
13,584
–
1,364
13
68
7,937
–
31,119
9
7
19,594
–
2,663
275
53
13,237
–
6,547
43
7
11,048
–
2,423
21
94
12,829
–
–
–
–
1,216,794
(1)
979
(4)
145
–
–
–
–
420,103 286,328
5
158,162
603
1,039
8,792
600,080
16,410
301,889
1,750,040
3,926,154
782,497
40,372
2,176,114
347,456 607,146 1,080,661 864,405
Other
Investment
Bugis+ Properties1
$’000
$’000
Segment liabilities
597,536
Clarke
Quay
$’000
227,204
727,868
9,172,176
800,750
Lot One
Bukit
The
JCube
Mall
Plaza Orchard
$’000
$’000
$’000
$’000
40.0%
interest in
RCS Trust –
2
portfolio Singapore
$’000
$’000
Segment assets
Investment in
associate and joint
ventures
Unallocated assets
Total assets
Assets and liabilities
2011
Funan
Tampines
DigitaLife
IMM
Plaza
Bugis
Mall Junction 8
$’000
$’000
$’000
$’000
$’000
$’000
31Commitments
Group
Capital commitments:
- contracted but not provided for
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
152,040
266,644
66,249
178,578
Operating lease rental receivable
The Group leases out its investment properties. Non-cancellable operating lease rentals are receivable as follows:
Group
Within 1 year
After 1 year but within 5 years
More than 5 years
32
Trust
2012
$’000
2011
$’000
2012
$’000
2011
$’000
562,480
838,673
622,146
2,023,299
516,680
735,625
49,702
1,302,007
490,889
651,575
83,441
1,225,905
445,209
574,560
47,784
1,067,553
Contingent liability
Pursuant to the tax transparency ruling from IRAS, the Trustee has provided a tax indemnity for certain types
of tax losses, including unrecovered late payment penalties, that may be suffered by IRAS should IRAS fail to
recover from Unitholders tax due or payable on distributions made to them without deduction of tax, subject to
the indemnity amount agreed with the IRAS. This indemnity is applicable to distributions made out of the Trust’s
income for the period from the date of the listing of the Trust to 1 August 2004. The amount of indemnity, as
agreed with IRAS for any one year is limited to the higher of $500,000 or 1.0% of the taxable income of the Trust
for that year. Each yearly indemnity has a validity period of the earlier of seven years from the end of the relevant
year of assessment and three years from the termination of the Trust. The tax indemnity provided to the IRAS
will cease to have effect from 1 January 2013.
33
Financial ratios
Expenses to weighted average net assets1
- including performance component of Manager’s management fees
- excluding performance component of Manager’s management fees
Portfolio turnover rate2
2012
%
2011
%
0.80
0.49
0.77
0.45
–
–
The annualised ratios are computed in accordance with the guidelines of Investment Management Association of Singapore. The expenses used in
the computation relate to expenses of the Trust, excluding property expenses and finance costs.
1
The annualised ratio is computed based on the lesser of purchases or sales of underlying investment properties of the Group expressed as a
percentage of daily average net asset value.
2
214
Unitholders’ Statistics
STATISTICS OF UNITHOLDINGS
As at 26 February 2013
ISSUED AND FULLY PAID UNITS
3,457,076,253 units (voting rights: 1 vote per unit)
Market Capitalisation S$7,363,572,419 (based on closing unit price of S$2.13 on 26 February 2013)
DISTRIBUTION OF UNITHOLDINGS
Size of Holdings
1 – 999
1,000 – 10,000
10,001 – 1,000,000
1,000,001 and above
Number of
Unitholders
%
Number of Units
%
270
8,897
3,488
33
12,688
2.13
70.12
27.49
0.26
100.00
57,941
40,502,149
166,711,749
3,249,804,414
3,457,076,253
0.00
1.17
4.82
94.01
100.00
Number of
Unitholders
%
Number of Units
%
12,291
200
197
12,688
96.87
1.58
1.55
100.00
3,450,172,524
3,042,101
3,861,628
3,457,076,253
99.80
0.09
0.11
100.00
Number of Units
%
704,563,980
570,417,150
395,814,443
391,711,172
348,808,185
279,300,000
123,741,000
110,274,129
69,274,328
62,700,000
48,127,000
41,086,060
31,554,143
14,882,702
13,723,749
11,256,073
3,578,267
3,509,808
3,448,993
2,798,428
3,230,569,610
20.38
16.50
11.45
11.33
10.09
8.08
3.58
3.19
2.00
1.81
1.39
1.19
0.91
0.43
0.40
0.33
0.10
0.10
0.10
0.08
93.44
LOCATION OF UNITHOLDERS
Country
Singapore
Malaysia
Others
TWENTY LARGEST UNITHOLDERS
S/No. Name
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
Citibank Nominees Singapore Pte Ltd
Pyramex Investments Pte Ltd
Dbsn Services Pte Ltd
Dbs Nominees Pte Ltd
Hsbc (Singapore) Nominees Pte Ltd
Albert Complex Pte Ltd
Ntuc Fairprice Co-operative Ltd
United Overseas Bank Nominees Pte Ltd
Raffles Nominees (Pte) Ltd
Premier Healthcare Services International Pte Ltd
Alphaplus Investments Pte Ltd
CapitaMall Trust Management Limited
Bnp Paribas Securities Services Singapore
Db Nominees (Singapore) Pte Ltd
Merrill Lynch (Singapore) Pte Ltd
Bank Of Singapore Nominees Pte Ltd
Morgan Stanley Asia (Singapore) Securities Pte Ltd
Bnp Paribas Nominees Singapore Pte Ltd
Societe Generale Singapore Branch
Macquarie Capital Securities
215
Unitholders’ Statistics
List of Directors’ Interest
As at 21 January 2013
Name
Number of CMT Units Held
355,626 (Direct)
Lim Ming Yan
868,000 (Direct)
Ho Chee Hwee Simon
119,700 (Direct)
119,000 (Deemed)
Richard R. Magnus
6,483 (Direct)
Tan Kian Chew
50,934 (Direct)
64,000 (Deemed)
Tan Wee Yan, Wilson
20,456 (Direct)
Number of units owned by each Substantial Unitholder
As at 26 February 2013
Direct
Interest
% of
Issued
Units
Deemed
Interest
% of
Issued
Units
Total
Interest
Total %
of Issued
Units
Temasek Holdings (Private) Limited1
–
–
962,128,469
27.83%
962,128,469
27.83%
CapitaLand Limited
–
– 953,503,2102
27.58% 953,503,2102
27.58%
CapitaMalls Asia Limited3
–
– 953,503,2102
27.58% 953,503,2102
27.58%
Name of Substantial Unitholders
Pyramex Investments Pte Ltd4
570,417,150
16.50%
–
–
570,417,150
16.50%
Albert Complex Pte Ltd4
279,300,000
8.08%
–
–
279,300,000
8.08%
Notes:
1
Based on the information provided by Temasek Holdings (Private) Limited. Temasek Holdings (Private) Limited is wholly-owned by the Minister for Finance.
2
279,300,000 Units held by Albert Complex Pte Ltd, 570,417,150 Units held by Pyramex Investments Pte Ltd, 62,700,000 Units held by Premier Healthcare
Services International Pte Ltd and 41,086,060 Units held by the Manager.
3
A subsidiary of CapitaLand Limited. CapitaLand Limited holds a direct interest of 65.44% in CapitaMalls Asia Limited.
4
A wholly-owned subsidiary of CapitaMalls Asia Limited.
Based on information made available to the Manager, approximately 72.12% of the units in CMT were held in the
hands of the public as at 26 February 2013. Accordingly, Rule 723 of the Listing Manual of the SGX-ST has been
compiled with.
216
Interested
Person Transactions
The transactions entered into with interested persons during the financial year, which fall under the listing manual and
the property fund appendix (excluding transactions of less than S$100,000 each), are as follows:
Name of Interested Person
Aggregate value of all interested person
transactions during the financial period
under review (excluding transactions of
less than S$100,000 each)
S$ '000
CapitaLand Limited and its subsidiaries or associates
- Management fees1
- Property management fees & reimbursables
- Project management and consultancy fees for asset
enhancement works
- Divestment fees related to Hougang Plaza
- Rental and service income
- General services
43,370
55,590
1,993
596
44,910
29,712
Temasek Holdings (Private) Limited and its associates
- Rental and service income
3,400
The Hongkong and Shanghai Banking Corporation Limited
and its associates
- Trustee fees
1,305
1
For the purposes of Clause 907 of the Listing Manual of the SGX-ST, in arriving at this figure, the market price of the units (being the closing price of the units
traded on the SGX-ST on the relevant date of issue of the units) issued to the Manager for its management fees, was used to determine the amount of the
aggregate asset management fees paid to the Manager for the period from 1 January 2012 to 31 December 2012.
Save as disclosed above, there were no additional Interested Person Transactions (excluding transactions of less than
S$100,000 each) entered into during the financial year under review.
On 10 February 2004, the SGX-ST has granted a waiver to CMT from Rules 905 and 906 of the SGX-ST’s Listing
Manual in relation to payments for management fees, payments for acquisition and divestment fees, payments of
property management fees, reimbursements to the property manager in respect of payroll and related expenses as
well as payments of trustee’s fees. Such payments are not to be included in the aggregated value of total related party
transactions as governed by Rules 905 and 906 of the SGX-ST’s Listing Manual.
Please also see Significant Related Party Transactions on Note 27 in the financial statements.
Subscription of CMT Units
For the financial year ended 31 December 2012, an aggregate of 128,003,919 units were issued and subscribed for.
As at 31 December 2012, 3,456,420,674 units were in issue and outstanding. On 1 February 2013, 655,579 units were
issued to the Manager as part payment of the performance component of its asset management fees for the fourth
quarter of 2012.
217
Mall Directory
Mall
Contact
Website
Bugis+
201 Victoria Street, Singapore 188067
Tel (65) 6634 6810, Fax (65) 6835 7840
www.bugis-plus.com.sg
Bugis Junction
200 Victoria Street, Singapore 188021
Tel (65) 6557 6557, Fax (65) 6338 1783
www.bugisjunction-mall.com.sg
Bukit Panjang Plaza
1 Jelebu Road, Singapore 677743
Tel (65) 6314 6388, Fax (65) 6763 4829
www.bukitpanjangplaza.com.sg
Clarke Quay
3 River Valley Road, Singapore 179024
Tel (65) 6337 3292, Fax (65) 6334 8423
www.clarkequay.com.sg
109 North Bridge Road, Singapore 179097
Tel (65) 6336 8327, Fax (65) 6333 4275
www.funan.com.sg
IMM Building
2 Jurong East Street 21, Singapore 609601
Tel (65) 6665 8268, Fax (65) 6562 3933
www.imm.sg
JCube
2 Jurong East Central 1, Singapore 609731
Tel (65) 6684 2153, Fax (65) 6684 2151
www.j-cube.com.sg
Junction 8
9 Bishan Place, Singapore 579837
Tel (65) 6354 2955, Fax (65) 6354 2977
www.junction8.com.sg
21 Choa Chu Kang Avenue 4,
Singapore 689812
Tel (65) 6314 6200, Fax (65) 6763 2405
www.lot1.com.sg
Plaza Singapura
68 Orchard Road, Singapore 238839
Tel (65) 6332 9298, Fax (65) 6339 5006
www.plazasingapura.com.sg
Retail
Office
Hotel
Swissôtel The Stamford Singapore
2 Stamford Road, Singapore 178882
www.rafflescity.com.sg
Fairmont Singapore
80 Bras Basah Road, Singapore 189560
Tel (65) 6338 7766, Fax (65) 6337 3618
Rivervale Mall
11 Rivervale Crescent, Singapore 545082
Tel (65) 6788 8370, Fax (65) 6787 0995
www.rivervalemall.com.sg
604 Sembawang Road, Singapore 758459
Tel (65) 6757 8000, Fax (65) 6257 1463
www.sembawangsc.com.sg
Tampines Mall
4 Tampines Central 5, Singapore 529510
Tel (65) 6788 8370, Fax (65) 6787 0995
www.tampinesmall.com.sg
The Atrium@Orchard
68 Orchard Road, Singapore 238839
Tel (65) 6332 9770, Fax (65) 6339 5006
www.capitamallsasia.com
218
Corporate Information
CapitaMall Trust
The Manager
Registered Address
HSBC Institutional Trust Services
(Singapore) Limited
21 Collyer Quay
#10-02 HSBC Building
Singapore 049320
Registered Address
CapitaMall Trust Management
Limited
39 Robinson Road
Singapore 068911
Phone: +65 6536 1188
Fax: +65 6536 3884
Website & Email Address
www.capitamall.com
[email protected]
Trustee
HSBC Institutional Trust Services
(Singapore) Limited
21 Collyer Quay
#03-01 HSBC Building
Singapore 049320
Phone: +65 6658 6906
Fax: +65 6534 5526
Auditor
KPMG LLP
Public Accountants and
Certified Public Accountants
16 Raffles Quay
#22-00 Hong Leong Building
Singapore 048581
Phone: +65 6213 3388
Fax: +65 6225 0984
Partner-In-Charge:
Mr Leong Kok Keong
(With effect from financial year ended
31 December 2012)
Unit Registrar
Boardroom Corporate &
Advisory Services Pte. Ltd.
50 Raffles Place
#32-01 Singapore Land Tower
Singapore 048623
Phone: +65 6536 5355
Fax: +65 6536 1360
Directors of the Manager
Chairman & Non-Executive Director
Mr Lim Ming Yan
Deputy Chairman &
Mr Fong Kwok Jen
Mr Gay Chee Cheong
Audit Committee
Mr Lee Khai Fatt, Kyle (Chairman)
Mr Fong Kwok Jen
Mr Gay Chee Cheong
Corporate Disclosure Committee
(Chairman)
Mr Lim Ming Yan
Executive Committee
Mr Lim Ming Yan (Chairman)
Investment Committee
(Chairman)
Mr Lim Ming Yan
Company Secretaries
Mr Choo Wei-Pin
Ms Goh Mei Lan
Maj-Gen (NS) Ng Chee Khern
Mr Tan Kian Chew
Mr Teoh Leong Kay, Danny
Chief Executive Officer &
Executive Director
219
Glossary
The following table identifies the terms referred to in this Annual Report.
Capitalisation Rate
Property earnings divided by the property asset price or value. The capitalisation rate is
similar to a current yield – the amount of current income an investor receives per dollar
of current value of the investment.
Capitalisation rate may also refer to the rate used to convert income into an indication of
the anticipated value of the property at the end of the holding period.
Decantation
Optimisation of the usage of retail space by creating more valuable lettable retail space
in exchange for lower-yield space in order to increase the yield of a property.
Deposited Property
All the assets of CMT, including all its authorised investments for the time being held or
deemed to be held upon the trusts of the Trust Deed.
Greenfield Development
A land site that has not been previously developed or polluted.
Gross Turnover Rent
Rental income which is pegged to tenants’ sales.
Lettable Space
Any part of a property that can be leased to a tenant.
Manager
CapitaMall Trust Management Limited, in its capacity as manager of CMT.
Net Asset Value Per Unit
The total assets of CMT less total liabilities, in terms of per unit.
Occupancy Cost
Ratio of a tenant’s gross rental (inclusive of service charge, advertising & promotional
charge and gross turnover rent) to tenants’ sales.
Pre-let/Pre-commit
A lease signed with an occupier prior to completion of a development.
Rental Reversion
Increase or decrease in rental as compared to the preceding rental being fetched for a
retail shop unit.
Return On Investment
Incremental net property income divided by the capital expenditure for an asset
enhancement project.
Rights Issue
Underwritten renounceable 9-for-10 rights issue.
Service Charge
The expenses that retail tenants pay to their landlords for maintenance of the common
areas, utilities, taxes and other costs.
Sq Ft
Square feet.
Step-up Rent
Rental rate that increases by predetermined amounts at various points in the future
under a lease agreement.
Total Development Cost
All capital expenditure on a development project including the opening book value of
the property on commencement of development, as well as attributable interest and
other costs.
220
All rights reserved. This Report to Unitholders may contain forward-looking statements that involve risks and uncertainties. Actual future performance,
outcomes and results may differ materially from those expressed in forward-looking statements as a result of a number of risks, uncertainties and
assumptions. Representative examples of these factors include (without limitation) general industry and economic conditions, interest rate trends,
cost of capital and capital availability, availability of real estate properties, competition from other companies and venues for the sale/distribution of
goods and services, shifts in consumer demands, customers and partners, changes in operating expenses, including public policy changes and the
continued availability of financing in the amounts and the terms necessary to support future business. No information herein should be reproduced
without the express written permission of CapitaMall Trust. You are cautioned not to place undue reliance on these forward-looking statements, which
are based on current views of management on future events. All information herein are correct at the time of publication. For updated information,
please contact us.
Any discrepancies in the tables and charts between the listed figures and totals thereof are due to rounding. Where applicable, figures and percentages
are rounded to one or two decimal places.
Ta
JCu mp
Or be ine
ba ch H s M
Pa wa ard ou al
ra nja ng C gan l J
Fu es aLi gap
O
i
s i o
h z a
r
r
r
e
a
P
a
a
n
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ll Lif po
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le il op za u Bu ng
s C di p Si kit gi
s
ity ng ers ng
Sin Pl ’ M apu
ga aza all po
re
Contents
39 Robinson Road
Singapore 068911
TEL:
FAX:
www.capitamall.com
+65 6536 1188
+65 6536 3884
EMAIL:
[email protected]
realising
potential
Corporate Profile
74 Sustainability
75 Environment
14 Year in Brief
99 Tenant Spotlight
24 Financial Review
Passion for Retail
56 Trust Structure
Others
218 Mall Directory
220 Glossary

Full PDF - CapitaLand Mall Trust

Transcription

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