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Annual Report 2009 - Greentown China Holdings Limited

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<strong>Report</strong> of the<br />

Directors<br />

The Directors present their annual report and the<br />

audited consolidated financial statements of the<br />

Group for the year ended 31 December <strong>2009</strong> (the<br />

“consolidated financial statements”).<br />

Corporate Reorganisation<br />

The Company was incorporated and registered as an<br />

exempted company with limited liability in the Cayman<br />

Islands under the Companies Law (2004 Second Revision)<br />

of the Cayman Islands on 31 August 2005.<br />

The shares of the Company (the “Shares”) were listed on<br />

the Main Board of The Stock Exchange on 13 July 2006.<br />

Principal Activities<br />

The Company is an investment holding company. The<br />

activities of its subsidiaries, jointly controlled entities and<br />

associates are set out in notes 41, 17 and 18 respectively to<br />

the consolidated financial statements.<br />

Results and Appropriations<br />

The results of the Group for the year ended 31 December<br />

<strong>2009</strong> are set out in the consolidated statement of<br />

comprehensive Income on page 98 of “Independent<br />

Auditor’s <strong>Report</strong>” in this annual report.<br />

The Board recommends the payment of a final dividend<br />

of HK26 cents per Share for the year ended 31 December<br />

<strong>2009</strong> (the “<strong>2009</strong> Final Dividend”), to shareholders of the<br />

Company whose names appear on the Company’s Register<br />

of Members on 3 June 2010 (Thursday). The <strong>2009</strong> Final<br />

Dividend will be paid on or before 11 June 2010 (Friday)<br />

following approval by shareholders at the forthcoming<br />

annual general meeting of the Company (the “AGM”).<br />

Property, Plant and Equipment<br />

Details of the movements in property, plant and<br />

equipment of the Group during the year are set out in<br />

note 15 to the consolidated financial statements.<br />

Share Capital<br />

Details of movements during the year in the share capital<br />

of the Company are set out in note 30 to the consolidated<br />

financial statements.<br />

Convertible Bonds<br />

Details of movements during the year in the 2006<br />

Convertible Bonds and the 2007 Convertible Bonds are set<br />

out in note 28 to the consolidated financial statements.<br />

Purchase, Sale or Redemption of the<br />

Company’s Listed Securities<br />

Neither the Company nor any of its subsidiaries has<br />

purchased, sold or redeemed any of the Company’s listed<br />

securities during the year ended 31 December <strong>2009</strong>.<br />

Distributable Reserves<br />

The Group’s reserves as at 31 December <strong>2009</strong> are set out<br />

in the section “Consolidated Statement of Changes in<br />

Equity” of this annual report.<br />

Directors<br />

During the year ended 31 December <strong>2009</strong> and up to the<br />

date of this report, the Directors were as follows:<br />

Executive Directors<br />

SONG Weiping<br />

SHOU Bainian<br />

LUO Zhaoming<br />

CHEN Shunhua<br />

GUO Jiafeng<br />

Independent Non-Executive Directors<br />

JIA Shenghua<br />

JIANG Wei<br />

KE Huanzhang<br />

SZE Tsai Ping, Michael<br />

TANG Shiding<br />

TSUI Yiu Wa, Alec<br />

Mr JIANG Wei, Mr SZE Tsai Ping, Michael and Mr TSUI<br />

Yiu Wa, Alec shall retire from the office by rotation at the<br />

AGM in accordance with Article 130 of the Company’s<br />

Articles of Association, while Mr LUO Zhaoming and Mr<br />

KE Huanzhang shall retire at the AGM in accordance<br />

with Article 114 of the Articles of Association. Mr LUO<br />

Zhaoming, Mr JIANG Wei, Mr KE Huanzhang and Mr SZE<br />

Tsai Ping, Michael, being eligible, offer themselves for reelection<br />

while Mr TSUI Yiu Wa, Alec does not seek for reelection.<br />

74<br />

<strong>Greentown</strong> <strong>China</strong> <strong>Holdings</strong> <strong>Limited</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2009</strong>

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